TCR_Public/061228.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, December 28, 2006, Vol. 10, No. 308

                             Headlines

ABACUS 2006-17: Fitch Places Low-B Ratings on Six Cert. Classes
ACTUANT CORP: Acquires Maxima Technologies for $91 Million
ADELPHIA COMMS: Court Okays Cooley Godward as Fee Panel’s Counsel
ADELPHIA COMMS: Hires Fisher & Phillips as Special Counsel
ADESA INC: Planned Buyout Prompts S&P’s Negative CreditWatch

AMERICAN CREDIT: Court Conditionally Approves Disclosure Statement
AMERICAN CREDIT: Confirmation Hearing Scheduled on February 6
AMERICAN TECHNOLOGIES: Posts $1.2 Million Loss in Q. Ended Oct. 31
AMRESCO COMMERCIAL: Fitch Rates $2.4 Million Class K Certs. at B-
ANDREW CORP: Lack of Purchase Offers Prompt S&P’s Positive Watch

ARTESIA MORTGAGE: Fitch Lifts Rating on $5.6-Mil. Certs to BB+
BANC OF AMERICA: Fitch Holds B- Rating on $5.9 Mil. Certificates
BOSTON GENERATING: S&P Rates $1.13 Billion Term Loan at B+
BOWATER INC: To Delist Common Stock in NYSE Arca on December 31
CALIFORNIA HEALTH: S&P Affirms BB Rating & Says Outlook is Stable

CATHOLIC CHURCH: U.S. Trustee Appoints Davenport's Creditors Panel
CATHOLIC CHURCH: Portland Inks Stipulation Allowing Fund Payout
CITIZENS COMMS: Prices $400 Million 7.875% Senior Unsecured Notes
COMM 2004-LNB2: S&P Holds Low-B Ratings on Six Certificate Classes
CPS CAYMAN: Moody's Rates $14.3 Million 7.25% Class B Notes at Ba3

DELPHI CORP: Gets $950,000 from NASA to Fund Welding Techniques
DIANA NORBERGS: Case Summary & Nine Largest Unsecured Creditors
DIANNE BUCHANAN: Case Summary & 12 Largest Unsecured Creditors
DURA AUTOMOTIVE: Can Use Excess Cash in Investment Accounts
DURA AUTOMOTIVE: Wants OK on De Minimis Claims Settlement Protocol

EL PASO: Moody's Holds Rating on Junior Series 2000D Bonds at Ba3
ENTERGY NEW ORLEANS: Files 3rd Amended Plan & Disclosure Statement
ENTERGY NEW ORLEANS: Panel Files Rival Plan & Disclosure Statement
FEDERAL-MOGUL: Appoints Robert Katz As VP and General Counsel
FEDERAL-MOGUL: Has Until April 1 to Decide on Lease

FREDERICK HALL: Case Summary & Six Largest Unsecured Creditors
GLOBAL POWER: Equity Committee Taps Brown Rudnick as Counsel
HEALTH SCIENCES: Sept. 30 Balance Sheet Upside-Down by $4.7 Mil.
ICOA INC: September 30 Balance Sheet upside-Down by $4.1 Million
IMAGEWARE SYSTEMS: Posts $1.8 Mil. Net Loss in 2006 Third Quarter

INSURANCE AUTO: Planned Buyout Prompts S&P’s Positive CreditWatch
JOHN PARKER: Case Summary & 19 Largest Unsecured Creditors
JOHN SPIEGELBERG: Case Summary & 20 Largest Unsecured Creditors
KIMBALL HILL: Liquidity Improvements Cue S&P to Affirm Ratings
LA PETITE: ABC Merger Prompts S&P to Affirm B- Credit Rating

LB-UBS: Fitch Junks Rating on $6.6 Million Class N Certificates
LB UBS: Moody's Holds Low-B Ratings on $19.2 Million Certificates
LB-UBS: Fitch Holds Junk Rating on $8.9 Mil. Class T Certificates
LB UBS: Moody's Holds Junk Ratings on Class N and P Certificates
LEVEL 3: To Acquire SAVVIS Content Delivery Network for $135 Mil.

LF 18: Voluntary Chapter 11 Case Summary
LONGRIDGE ABS: Moody's Rates $8 Mil. Class F Secured Notes at Ba1
MANSFIELD TRUST: Fitch Retains Low-B Ratings on Two Cert. Classes
MARICOPA COUNTY: Moody's Holds Rating on Revenue Bonds at Ba1
MARKEL CORP: Fitch Upgrades Rating on 8.71% Capital Securities

MASTERCRAFT INTERIORS: Files Disclosure Statement in Maryland
MASTR ALTERNATIVE: S&P Holds BB Rating on Class B-4 Certificates
MEMPHIS HEALTH: Moody's Junks Rating on $7.96 Mil. Revenue Bonds
METHODIST HOSPITALS: Moody's Hacks Rating on $80.5MM Debt to Ba1
MICHAEL CHERNISKE: Case Summary & 20 Largest Unsecured Creditors

MILACRON INC: New Credit Facility Prompts S&P’s Developing Outlook
MILLER PETROLEUM: Posts $257,518 Net Loss in Quarter Ended Oct. 31
MIRIAM GALDAMEZ: Case Summary & Nine Largest Unsecured Creditors
ML CLO: Moody's Junks Ratings on Class B-1 and B-2 Notes
MORGAN STANLEY: Fitch Holds CCC Rating on $5.3 Mil. Class M Certs.

MORTGAGE CAPITAL: Fitch Lifts Rating on Class G Certificates to BB
MSX INTERNATIONAL: Moody's Downgrades Ratings on $195.5 Mil. Notes
NEENAH FOUNDRY: S&P Rates Proposed $225 Million Senior Note at B
NEW CASTLE: Case Summary & 9 Largest Unsecured Creditors
NEW MEDIA LOTTERY: Oct. 31 Balance Sheet Upside-Down by $5.4 Mil.

PARK SQUARE: Moody's Lifts Ratings on Three Class Certificates
PATRICK WILBER: Case Summary & 20 Largest Unsecured Creditors
PAULA CARSON: Case Summary & 12 Largest Unsecured Creditors
PERSEUS CDO: Moody's Holds Junk Ratings $56 Million Senior Notes
PIERRE FOODS: Moody's Cuts Ratings on $271 Mil. Sr. Loans to Ba3

PLUM POINT: Two 30-Year PPA’s Prompt S&P’s Postive CreditWatch
PMA CAPITAL: Reduced Financial Leverage Cues Moody’s to Up Ratings
POINT NORTH: CCAA Stay Proceedings Extended Until February 16
POLYTECHNIC UNIVERSITY: Moody's Pares Revenue Bonds’ Rating to B1
PROPEX INC: S&P Holds Ratings and Revises Outlook to Negative

QWEST COMMS: Improved Leverage Prompts S&P to Upgrade Ratings
RANGE RESOURCES: Moody’s Holds Ratings & Says Outlook is Positive
ROBECO CDO: Moody's Puts Notes’ Rating on Watch and May Downgrade
SABRE HOLDINGS: Likely Debt Increase Cues S&P to Lower Ratings
SAINT VINCENTS: Rep. Wants Full Disclosure on Bayonne's Finances

SAINT VINCENTS: Judge Hardin Okays Bid Procedures for Asset Sale
SALLY HOLDINGS: Revenue Decline Prompts S&P's Stable Outlook
SANMINA SCI: Delayed SEC Filing Prompts Moody's to Review Ratings
SAVVIS INC: To Sell Content Delivery Network to Level 3 for $135MM
SENSATA TECH: Completes Purchase of Honeywell's FTAS Business

SPECIALTY UNDERWRITING: S&P Downgrades Ratings on Two Classes
STANFIELD ARBITRAGE: Moody's Cuts Ratings on $32 Mil. Notes to Ba3
STATER BROS: September 24 Balance Sheet Upside-Down by $11.1 Mil.
STEPHEN TURNER: Case Summary & 15 Largest Unsecured Creditors
STEVEN LEE: Case Summary & Six Largest Unsecured Creditors

STRUCTURED ASSET: Moody's Reviews Ratings for Likely Downgrade
STRUCTURED FINANCE: Moody's Removes Watch on Preference Shares
TALLSHIPS FUNDING: Moody's Rates $30 Million Class D Notes at Ba1
TECUMSEH UTILITY: S&P Downgrades Revenue Bonds’ Rating to BB
UNITEDHEALTH GROUP: Gets Formal SEC Stock-Option Probe

VENTAS INC: Enhanced Liquidity Cues S&P’s Positive Outlook
VIRGINIA DUPLESSIS: Voluntary Chapter 11 Case Summary
WACHOVIA BANK: Moody's Holds Low-B Ratings on Six Cert. Classes
WACHOVIA BANK: Moody's Holds Low-B Ratings on Six Cert. Classes
WELWIND ENERGY: Posts CDN$526,248 Net Loss in Third Quarter

WOODWIND & BRASSWIND: Files Schedules of Assets and Liabilities
XERIUM TECHNOLOGIES: Amends Senior Credit Facility

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

                             *********

ABACUS 2006-17: Fitch Places Low-B Ratings on Six Cert. Classes
---------------------------------------------------------------
Fitch rates the ABACUS 2006-17, Ltd. floating-rate notes:

      -- $66,000,000 class A-1 due 2041 'AAA'
      -- $72,000,000 class A-2 due 2047 'AAA'
      -- $24,000,000 class B due 2045 'AA+'
      -- $16,500,000 class C due 2047 'AA'
      -- $10,020,000 class D due 2047 'AA-'
      -- $13,500,000 class E due 2047 'A+'
      -- $4,200,000 class F due 2047 'A'
      -- $7,260,000 class G due 2047 'A-'
      -- $12,780,000 class H due 2047 'BBB+'
      -- $8,760,000 class J due 2047 'BBB'
      -- $9,480,000 class K due 2047 'BBB-'
      -- $6,000,000 class L due 2047 'BB+'
      -- $4,500,000 class M due 2047 'BB'
      -- $3,000,000 class N due 2047 'BB-'
      -- $1,500,000 class O due 2047 'B+'
      -- $750,000 class P due 2047 'B'
      -- $750,000 class Q due 2047 'B-'

ABACUS 2006-17, Ltd. is a static synthetic collateralized debt obligation
transaction that references a $600 million portfolio of commercial
mortgage-backed securities and commercial real estate CDO securities.

The ratings are based upon the credit quality of the reference portfolio,
the legal structure of the transaction, the financial strength of the
counterparties and their guarantors, as well as the credit quality of the
collateral assets.  The rating assigned to the notes addresses the timely
payment of interest and the ultimate payment of principal of the notes at
maturity.


ACTUANT CORP: Acquires Maxima Technologies for $91 Million
----------------------------------------------------------
Actuant Corp. has acquired Maxima Technologies' stock for
cash from an investor group lead by HB Equity Partners.  Total
consideration for the transaction was approximately $91 million, including
the assumption of approximately $1.9 million of Maxima’s debt.  Funding
for the transaction came from Actuant’s revolving credit facility.

"We have been interested for some time in adding electronic controls
capabilities internally" Commenting on the transaction, Bill Blackmore,
Actuant Executive Vice President stated,  "as we primarily use third
parties for this important component of our actuation systems.  Maxima
achieves this objective, and it provides us access to a number of new
markets, increasing our diversification.  Similar to Actuant, Maxima is
focused on continuous improvement and utilizing Six-Sigma tools.  It has a
demonstrated track record of growth in sales and profitability under the
leadership of Oddie Leopando, President and CEO, and
we are pleased that he and his team will be joining Actuant."

Maxima will be included in Actuant’s Engineered Products business segment,
and Oddie Leopando will report directly to Bill Blackmore.

"The acquisition is a major boost for us," said Mr. Leopando.  "Actuant’s
diversified and fast–growing business has a culture similar to Maxima’s in
that they are committed to Six-Sigma and Lean principles.  I am personally
excited about leveraging our combined capabilities and global reach in a
way that strengthens our relationships with customers, and sustains a
leading position in our core market segments."

                      About Actuant Corporation

Actuant Corp. (NYSE:ATU) -- http://www.actuant.com/--
manufactures and markets a broad range of industrial products and
systems, organized into two business segments, Tools & Supplies
and Engineered Solutions.

                           *     *     *

As reported in the Troubled Company Reporter on Oct. 23, 2006,
Moody's Investors Service affirmed its Ba2 corporate family rating  for
Actuant Corp.


ADELPHIA COMMS: Court Okays Cooley Godward as Fee Panel’s Counsel
-----------------------------------------------------------------
The Official Fee Committee of Adelphia Communications Corporation obtained
approval from the U.S. Bankruptcy Court for the Southern District of New
York to retain Cooley Godward Kronish LLP as substitute counsel and to
terminate the retention of Kronish Lieb Weiner & Hellman LLP, nunc pro
tunc to Oct. 1, 2006.

The Court previously approved the retention of KLWH as counsel to the
Official Fee Committee of the Debtor pursuant to Section 1103 of the
Bankruptcy Code.

On Oct. 1, 2006, KLWH merged with Cooley Godward LLP to create a new
national firm, Cooley Godward Kronish LLP, in which each of the Kronish
Lieb attorneys joined CGK.  For purposes of efficiency and continuity, the
same attorneys will continue to represent the Fee Committee.

Consistent with the type of services previously rendered by Kronish Lieb
to the Fee Committee, CGK will:

   -- assist the Fee Committee in drafting reports and appear at
      hearings on behalf of the Fee Committee;

   -- assist the Fee Committee with regard to inquiries to and
      from the retained professionals and Legal Cost Control,
      Inc., the auditor for the Fee Committee; and

   -- coordinate and attend meetings between the Fee Committee,
      LCC, and the Retained Professionals.

CGK will bill:

                Professional        Hourly Rate
                ------------        -----------
                Partners            $530 - $650
                Associates          $245 - $490
                Para Professionals  $150 - $190

James A. Beldner, Esq., a member of CGK, tells the Court that the hourly
rates will be revised and adjusted annually.

The Adelphia Communications Corporation Debtors will reimburse the
disbursements and expenses incurred in the rendition of the services.
Where the actual cost is not readily available, the cost will be based on
formulas that approximate the actual cost.

Mr. Beldner discloses that Kronish Lieb represented Metromedia in its
recent Chapter 11 case in the Southern District of New York, and CGK
continues to represent Metromedia in certain follow-up bankruptcy and
litigation matters.  Metromedia has a claim in the ACOM Debtors' Chapter
11 case; however, Mr. Beldner assures the Court that CGK will not
represent Metromedia in the case.

Mr. Beldner further assures the Court that his firm does not hold or
represent any interest adverse to the Debtors, their creditors or estates,
and is a disinterested person as defined in Section 101(14) of the
Bankruptcy Code.

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates,
collectively known as Rigas Manged Entities, are entities that were
previously held or controlled by members of the Rigas family.  In March
2006, the rights and titles to these entities were transferred to certain
subsidiaries of Adelphia Cablevision, LLC.  The RME Debtors filed for
chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos.
06-10622 through
06-10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases. (Adelphia
Bankruptcy News, Issue No. 159; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


ADELPHIA COMMS: Hires Fisher & Phillips as Special Counsel
----------------------------------------------------------
Adelphia Communications Corporation obtained approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ Fisher &
Phillips LLP as special counsel, nunc pro tunc to June 1, 2006, the date
the firm exceeded the ordinary course professionals cap.

The Adelphia and its debtor-affiliates employed, in May 2004, Fisher &
Phillips LLP as an ordinary course professional.  The ACOM Debtors
determined that it is necessary to employ F&P as special counsel because
the firm has exceeded the aggregate OCD cap and they intend to continue to
use the services that F&P provides them.

Shelley C. Chapman, Esq., at Willkie Farr & Gallagher LLP, in New York,
disclosed that F&P provides representation to its clients in numerous
areas, including labor, employment, benefits and immigration law,
representing companies and management exclusively.

F&P will provide legal representation to the ACOM Debtors in their Chapter
11 cases, regarding, but not limited to, labor and employment matters.

F&P's will bill:

      Professional                 Hourly Rates
      ------------                 ------------
      Attorneys                    $170 to $445
      Paralegals                   $110 to $180

The firm will also be reimbursed for actual and necessary expenses incurred.

F&P has received $624,502 and is owed $109,327 in payment for services
rendered and expenses incurred in the ACOM Debtors' Chapter 11 cases.

Theresa M. Gallion, Esq., a member of the firm, assures the Court that F&P
does not hold or represent an interest adverse to the estates.

              Ms. Gallion's Supplemental Affidavit

Ms. Gallion disclosed that F&P currently handles employment matters for
companies insured by Travelers, a bank lender in the ACOM Debtors' Chapter
11 cases.  The employment matters are unrelated to the Chapter 11 cases.

"Our representation of Travelers matters does not involve any adverse
interest to the [ACOM] Debtors," Ms. Gallion tells the Court.  In any
event, should the ACOM Debtors be in a position in which they are adverse
to Travelers, the firm will not represent the ACOM Debtors or Travelers in
those matters, Ms. Gallion adds.

                  About Adelphia Communications

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates,
collectively known as Rigas Manged Entities, are entities that were
previously held or controlled by members of the Rigas family.  In March
2006, the rights and titles to these entities were transferred to certain
subsidiaries of Adelphia Cablevision, LLC.  The RME Debtors filed for
chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos.
06-10622 through
06-10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases. (Adelphia
Bankruptcy News, Issue No. 159; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


ADESA INC: Planned Buyout Prompts S&P’s Negative CreditWatch
------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB' corporate credit and
debt ratings on Carmel, Indaina-based wholesale vehicle auctioneer ADESA
Inc. on CreditWatch with negative implications.

At the same time, S&P placed the 'B' corporate credit and debt ratings on
Westchester, Illinois-based Insurance Auto Auctions Inc. on CreditWatch
with positive implications.

The ratings actions follow the announcement that ADESA and IAAI have
entered into a definitive merger agreement to be acquired by a group of
private equity funds consisting of Kelso & Company, GS Capital Partners,
ValueAct Capital, and Parthenon Capital in a transaction valued at $3.7
billion.

The CreditWatch listings incorporate the assumption that the ultimate
combined entity will be highly leveraged, as is typical of private equity
purchases.  ADESA is assigned a CreditWatch negative listing because the
leverage of the combined entity would exceed that of ADESA's.  Likewise,
S&P has assigned a CreditWatch positive listing to IAAI because it is
unlikely the combined entity would carry more debt than the very
aggressively leveraged
IAAI.  In total, the transaction contemplates the assumption or
refinancing of about $700 million of the two companies' debt.

S&P will assess the effect of the buyout announcement on the ratings on
ADESA and IAAI as details emerge in the weeks ahead.  S&P expects to
resolve its CreditWatch listings no later than when the transaction
closes, which is expected to occur in the first half of 2007.  If all
rated debt is refinanced as part of the transaction, the ratings will be
withdrawn.


AMERICAN CREDIT: Court Conditionally Approves Disclosure Statement
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North Carolina,
Wilson Division, conditionally approved American Credit Company's
Disclosure Statement explaining its Liquidating Plan of Reorganization.

The last day to the oppose Disclosure Statement is on Jan. 22, 2007.

                       Plan Implementation

The Debtor will vacate its present corporate offices in January 2007, and
consolidate its books and records, and any continued Plan or business
activities at its current branch office located in Greenville, North
Carolina on a month-to-month lease basis.

The Debtor relates it will make its best efforts to reduce current
employee payroll to only those necessary for Plan implementation by
January 2007.  Debtor will determine how to dispose of its tangible
personal property, which excludes accounts receivables, and such items
necessary to implement and consummate the confirmed Plan, either by
auction or private sale with such decision to be made, if at all
practicable, by Jan. 20, 2007.

Payments provided under the terms of the Plan will be made from:

   a) Debtor's Cash on Hand at Effective Date;

   b) net proceeds from Debtor's collection of accounts receivable
      and tax refunds, if any;

   c) net proceeds from recoveries of Designated Litigation, if
      any; and

   d) net sale proceeds from any other Retained Assets designated
      for the sale.

Additionally, payments to Unsecured Creditors will be made from Bankruptcy
Litigation Proceeds, if any.

                       Treatment of Claims

Under the Plan, All Administrative, Priority and Tax Claims will be paid
in full.

Holders of Unsecured Claims will be paid on a pro rata basis from the
Disposition Proceeds, after administrative, priority, tax, and secured
claims have been paid in full; and the Bankruptcy Litigation Proceeds.

Shareholder interests will be terminated and extinguished.

                   Wells Fargo's Secured Claim

The Debtor discloses that Wells Fargo Financial Preferred Capital, Inc.’s
secured claim amounts to $12.9 million.

The Plan provides that:

   (1) Wells Fargo will retain its lien in its collateral;

   (2) The Wells Fargo loan will be decelerated, as necessary,
       treated as a current, nondefault loan, and the outstanding
       balance calculated as of the Effective Date by application
       of the contract, non-default, rate of interest through the
       Effective Date;

   (3) The outstanding balance of the Wells Fargo claim, will be
       calculated on a non-default basis, as of the Effective
       Date, with all post-petition payments, including, without
       limitation, payments of sale proceeds from the Court
       approved sales of Debtor’s assets constituting Wells Fargo
       collateral, made prior to the Confirmation Date, being
       applied as principal payment reductions;

   (4) The Wells Fargo Aggregate Balance will bear interest at a
       fixed, simple interest rate of 8%, and will become due and
       payable in full six months after the Effective Date.
       Interim payments will be made on the Wells Fargo Aggregate
       Balance prior to the Maturity Date:

      (a) in the amount of the sale proceeds from Court approved
          sale(s) of Wells Fargo collateral at the time of sale
          closing; or

      (b) to the extent that Debtor has funds on hand after
          payment of administrative, priority, and tax claims of
          an amount greater than $75,000, excluding Bankruptcy
          Litigation Proceeds, Debtor will pay such excess funds
          to Wells Fargo on a monthly basis;

   (5) In the event that the outstanding allowed Wells Fargo Claim
       on the Maturity Date is less than $1 million, and there are
       Third Party Collection Accounts, having a principal balance
       of at least $1.5 million, then the Maturity Date will be
       extended for an additional six months, and payment shall be
       made on a cash collected basis, with payments made directly
       by the third party collection agent(s) to Wells Fargo.

   (6) Upon the occurrence of the Maturity Date, and the
       inapplicability of the Extended Maturity Date, or upon the
       occurrence of the Extended Maturity Date, if applicable,
       the remaining accounts receivables shall be sold at public
       auction.  Wells Fargo will have the right to credit bid at
       the auction.

   (7) In the event that Wells Fargo accepts, supports, and votes
       in favor of confirmation of this Plan, upon confirmation it
       will automatically released from any and all actions,
       causes of action, claims, demands, damages, costs and
       expenses, which the Debtor, its successors and assigns,
       or any of them now have or ever had against the Wells
       Fargo;

   (8) No pre-payment penalty shall apply to the repayment of the
       Wells Fargo Claim;

   (9) At the election of Wells Fargo, to be made within twenty
       days of the Confirmation Date, Wells Fargo may elect to
       receive a non-recourse assignment from the Debtor of that
       $450,000 Promissory Note from Future Financial Services,
       LLC to American Credit Company dated June 24, 2004, in
       return for a credit reduction of its allowed Wells Fargo
       claim in the amount of the outstanding principal balance of
       that Future Financial Note;

  (10) In the event that Debtor is unable to sell all or part of
       its accounts receivables for fair value and the same are,
       or are to be, turned over to a collection agent(s), then at
       the election of Wells Fargo, all the accounts receivables
       may be assigned without recourse by the Debtor to Wells
       Fargo in return for a credit reduction of the Wells Fargo
       allowed secured claim in an amount equal to 65% of the
       principal balance of the Third Party Collection Accounts.

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

                     About American Credit

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


AMERICAN CREDIT: Confirmation Hearing Scheduled on February 6
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North Carolina set
2:00 p.m., on Feb. 6, 2007, to consider confirmation of American Credit
Company’s Liquidating Plan of Reorganization.

Objections, if any, must be filed by Jan. 22, 2007.

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


AMERICAN TECHNOLOGIES: Posts $1.2 Million Loss in Q. Ended Oct. 31
------------------------------------------------------------------
American Technologies Group Inc. reported a $1.2 million net loss on $7.6
million of net sales for the first quarter ended Oct. 31, 2006, compared
with an $11.5 million net loss on $4 million of net sales for the same
period in 2005.

The primary reason for the increase in revenue was the inclusion of a full
quarter of North Texas and Whitco revenue in 2006, with only partial North
Texas and no Whitco revenue in 2005.

The decrease in net loss is primarily due to the $62,200 operating income
in the current quarter mainly resulting from the increase in net sales and
the decrease in operating expenses, compared to a $6.9 million operating
loss in the previous quarter, the $787,232 decrease in interest expense,
and the $2.5 million decrease in financing costs.

At Oct. 31, 2006, the company's balance sheet showed $18.2 million in
total assets, $15.9 million in total liabilities, and $2.2 million in
total stockholders' equity.

Full-text copies of the company's consolidated financial statements for
the year ended July 31, 2006, are available for free at
http://researcharchives.com/t/s?17a2

                        Going Concern Doubt

Russell Bedford Stefanou Mirchandani LLP,in New York, New York, expressed
substantial doubt about American Technologies Group Inc.'s ability to
continue as a going concern after auditing the
Company's financial statements for the fiscal year ended July 31,
2006.  The auditor pointed to the company's recurring losses and
difficulty in generating sufficient cash flow to meet its
obligations and sustain its operations.

                    About American Technologies

American Technologies Group Inc. (NASDAQ: ATEG) -- http://www.ateg.com/--
through its subsidiary North Texas Steel Company Inc., provides
fabrication and detailing of structural steel components for commercial
buildings, office buildings, convention centers, sports arenas, airports,
schools, churches and bridges.  Customers are general construction
contractors who are building projects for owners, developers and
government agencies.


AMRESCO COMMERCIAL: Fitch Rates $2.4 Million Class K Certs. at B-
-----------------------------------------------------------------
Fitch affirms AMRESCO Commercial Mortgage Funding I Corp.'s, mortgage
pass-through certificates, series 1997-C1:

      -- Interest-only class X at 'AAA';
      -- $5.9 million class E at 'AAA';
      -- $9.6 million class F at 'AAA';
      -- $31.2 million class G at 'AAA';
      -- $4.8 million class H at 'A+';
      -- $7.2 million class J at 'BB+';
      -- $2.4 million class K at 'B-'.

Fitch does not rate the $8.7 million class L certificates. Classes A-1,
A-2, A-3, B, C, and D have been paid in full.

The rating affirmations are the result of increased credit enhancement
offsetting a high concentration of Fitch loans of concern.  As of the
December 2006 distribution date, the pool's aggregate principal balance
has been reduced 85.5% to $69.8 million from $480.1 million at issuance,
an increase of 7% since the last Fitch rating action.

Two assets (12.2%) are in special servicing with expected losses. The
largest specially serviced asset (8.5%) is a real estate owned multifamily
property in Atlanta, Georgia.  The special servicer is actively marketing
the property for sale.

The second largest specially serviced asset (3.70%) is a REO industrial
property in Leonminster, Massachusetts.  The property is 100% vacant and
also currently listed for sale.

In total, Fitch loans of concern comprise 43.5% of the pool.  This
includes the two specially serviced assets, as well as the second and
third largest loans in the pool(8.8% and 8.7% respectively).  The second
largest loan is collateralized by a healthcare center in Brooklyn, NY and
continues to have a debt service ratio below 1.0x.  As of year-end 2005,
the servicer provided DSCR was -0.3x, and year to date June 2006 was
-0.04x. The loan remains current.  The third largest loan is
collateralized by a multifamily property in Tulsa, Oklahoma.  The YE 2005
DSCR was 0.81x.  Expenses at the property have increased since issuance.

Twenty-one loans remain in the pool and 80% of them mature in 2007.  Fitch
will monitor the loans' ability to refinance.


ANDREW CORP: Lack of Purchase Offers Prompt S&P’s Positive Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its CreditWatch implications on
Andrew Corp. to positive from negative.  The 'BB' corporate credit and
'B+' subordinated debt ratings were placed on CreditWatch with negative
implications on Aug. 10, 2006.

"[The] action reflects that there have been no signs of external plans to
acquire Andrew since the withdrawal of CommScope's bid on Aug. 15, 2006,"
said Standard & Poor's credit analyst Bruce Hyman.  Andrew had rejected
CommScope's cash tender offer, and had indicated at the time that it could
engage in defensive measures.  There is now no indication that any
defensive measures would be necessary, and Andrew has subsequently
continued its historical practice of moderate-sized acquisitions and
divestitures to broaden its product line and bolster its operating
profitability.

Andrew's operating performance has been good, with 9% sales growth for the
fiscal year ended Sept. 30, 2006.  Debt leverage continues to be moderate,
below 2.5x.

Standard & Poor's will assess the company's business and financial
profiles, following which ratings could be adjusted upwards.  Ratings are
not expected to reach investment grade, given the highly competitive
markets in which the company operates, expectations for continued
acquisitions, and the
company's good, but second-tier position in its industry.


ARTESIA MORTGAGE: Fitch Lifts Rating on $5.6-Mil. Certs to BB+
--------------------------------------------------------------
Fitch upgrades these classes of Artesia Mortgage CMBS, Inc.'s, commercial
mortgage pass-through certificates, Series 1998-C1:

      -- $8.4 million Class F to 'AA' from 'A+';
      -- $5.6 million Class G to 'BB+' from 'BB'.

In addition, Fitch affirms these classes:

      -- $24.7 million Class A-2 at 'AAA';
      -- Interest-only Class X at 'AAA';
      -- $9.3 million Class B at 'AAA';
      -- $11.2 million Class C at 'AAA'
      -- $9.8 million Class D at 'AAA';
      -- $3.3 million Class E at 'AAA'.

Fitch does not rate the $4.8 million Class NR.  Class A-1 has been paid in
full.

The rating upgrades reflect increased subordination levels due to loan
amortization and prepayments since Fitch's last rating action.  As of the
November 2006 distribution date, the pool's aggregate certificate balance
was reduced 58.7% to $77.2 million from $187 million at issuance.

The pool is comprised of 121 small balance loans with an average loan size
of $638,045.  As is typical of a small loan transaction, the pool is
diversified by loan size with the largest loan and the largest five loans
representing 2% and 8.7%; respectively.

Thirteen loans (13%) are Fitch loans of concern due to declines in DSCR
and occupancy.  The fourth largest loan in the deal (1.7%) is secured by
an industrial/warehouse facility located in South Hackensack, New Jersey.
The loan is current, but continues to show declining performance.  The
property is owner occupied and the borrower pays rent according to the
profitability of the business.


BANC OF AMERICA: Fitch Holds B- Rating on $5.9 Mil. Certificates
----------------------------------------------------------------
Fitch Ratings upgrades Banc of America Commercial Mortgage Inc.'s
commercial mortgage pass-through certificates, series 2001-1:

      -- $19 million class D to 'AAA' from 'AA+';
      -- $9.5 million class E to 'AA+' from 'AA';
      -- $9.5 million class F to 'AA' from 'A+';
      -- $19 million class G to 'A' from 'A-';
      -- $14.2 million class H to 'BBB+' from 'BBB'.

Fitch also affirms these classes:

      -- $502.2 million class A-2 at 'AAA';
      -- $47.6 million class A-2F at 'AAA';
      -- Interest-only class X at 'AAA';
      -- $35.6 million class B at 'AAA';
      -- $21.3 million class C at 'AAA';
      -- $23.5 million class K at 'BB';
      -- $13.3 million class J at 'BBB-';
      -- $2.1 million class L at 'BB-';
      -- $5.5 million class M at 'B+';
      -- $6.8 million class N at 'B';
      -- $5.9 million class O at 'B-'.

Fitch does not rate the $5.4 million class P certificates.  Class A-1 has
been paid in full.

The rating upgrades reflect increased subordination levels due to payoffs
and scheduled amortization, as well as the additional defeasance of 18
loans (7%) since Fitch's last rating action.  As of the December 2006
distribution date, the pool's aggregate balance has decreased 21.9% to
$740.3 million from $948.1 million at issuance.  Thirty-one loans (14.4%)
have defeased since issuance.

Currently, four loans (2.6%) are in special servicing.  The largest
specially serviced loan (1.4%) is a multi-family property in Lindenwold,
New Jersey, which is current.  The property is suffering cash flow
problems due to declining occupancy.  The special servicer is evaluating
the borrower's request.

The second largest specially serviced loan (0.7%) is a retail shopping
center in Arabi, Louisiana, and is 90-plus days delinquent.  The property
suffered heavy damage due to Hurricane Katrina.  The borrower has received
limited proceeds from the insurance company for hurricane-related damages,
and the insurance claim by the single tenant, which was self-insured,
remains pending.  The single tenant has yet to recommence operations at
the site.  The special servicer is dual-tracking a foreclosure along with
a workout.

The third largest specially serviced loan (0.4%) is an office property in
Greenville, South Carolina, which is current.  The loan transferred to
special servicing in September 2006 due to imminent default.  The special
servicer is assessing workout options with respect to this loan.

Fitch expects that projected losses on the specially serviced loans will
be absorbed by the nonrated class P.

Fitch has designated 28 loans as Fitch Loans of Concern; these include the
specially serviced loans and those loans with low cash flow and occupancy.
Of these loans, the largest Loan of Concern, which is the fifth largest
loan (2.3%) in the pool, is an office property in Phoenix, Arizona, which
has been performing poorly since 2003 due to occupancy issues.  The loan
remains current, and occupancy has increased to 77% at June 2006 from 69%
at year-end 2005.

The 315 Park Avenue South loan (11.6%), the only credit assessed loan in
the transaction, maintains an investment-grade credit assessment.
Occupancy at June 2006 remains in line with year-end 2005 occupancy at
92%.


BOSTON GENERATING: S&P Rates $1.13 Billion Term Loan at B+
----------------------------------------------------------
Standard & Poor's Ratings Services assigned final ratings on Boston
Generating LLC's planned debt issues:

   * $70 million first-lien revolving credit facility due 2011
     rated 'B+', with a recovery rating of '1';

   * $250 million first-lien LOC facility due 2013 rated 'B+',
     with a recovery rating of '1';

   * $1.13 billion first-lien term loan due 2013 rated 'B+', with
     a recovery rating of '1'; and

   * $350 million second-lien term loan due 2014 rated 'B-', with
     a recovery rating of '4'.

At the same time, Standard & Poor's withdrew its preliminary ratings on
these issues.  The proceeds from these issues, in addition to $300 million
of holding company notes, will refinance Boston Gen's existing debt, fund
a $1 billion share repurchase and distribution to existing shareholders,
provide for LOCs and liquidity, and be used for other general corporate
purposes.

The rating affirmations follow Standard & Poor's review of Boston Gen's
final draft lending documents, and the ratings remain subject to review on
delivery of final documentation.

"The stable outlook on Boston Gen reflects the ability of the assets to
sustain low power prices, given the current forward price curve for power
and gas and the reserves in place," said Standard & Poor's credit analyst
Kenneth L. Farer.  "Under low gas-price scenarios, the project will suffer
without the benefit of reliability-must-run or forward capacity market
payments."


BOWATER INC: To Delist Common Stock in NYSE Arca on December 31
---------------------------------------------------------------
Bowater Inc. elected to cancel the listing of its common
stock on NYSE Arca, Inc., fka the Pacific Exchange, effective Dec. 31, 2006.

Bowater made the decision to voluntarily withdraw its
listing from NYSE Arca to eliminate duplicative administrative
requirements inherent with dual listings on two of the NYSE Group’s
exchanges.

However, Bowater’s common stock will continue to be listed on the New York
Stock Exchange.

Shareholders queries should be directed to:

   The Bank of New York
   Investor Relations Department
   P.O. Box 11258, Church Street Station
   New York, NY 10286
   Tel: (620) 382-7833
   http://www.bankofny.com/

                        About Bowater Inc.

Headquartered in Greenville, South Carolina, Bowater
Incorporated (NYSE:BOW) -- http://www.bowater.com/en/-- produces
newsprint and coated mechanical papers.  In addition, the company makes
uncoated mechanical papers, bleached kraft pulp and lumber
products.  The company approximately has 7,800 employees and has
12 pulp and papermills in the United States, Canada and South
Korea and 12 North American sawmills that produce softwood
lumber.  Bowater also operates two facilities that convert a
mechanical base sheet to coated products.  Bowater's operations
are supported by approximately 1.4 million acres of timberlands
owned or leased in the United States and Canada and 30 million
acres of timber cutting rights in Canada.  Bowater common stock
is listed on the New York Stock Exchange, the Pacific Exchange
and the London Stock Exchange.  A special class of stock
exchangeable into Bowater common stock is listed on the Toronto
Stock Exchange.

                          *     *     *

As reported in the Troubled Company Reporter on June 27, 2006,
Fitch Ratings has assigned a 'BB' rating to Bowater, Inc.'s
senior secured bank debt.  The company's issuer default ratings,
'BB-' and senior unsecured bond ratings, 'BB-', remain
unchanged.  The Rating Outlook remains Stable.


CALIFORNIA HEALTH: S&P Affirms BB Rating & Says Outlook is Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable from
negative and affirmed its 'BB' rating on the California Health Facilities
Financing Authority's outstanding revenue bonds issued for Downey
Community Hospital, dba Downey Regional Medical Center.  The outlook
revision was based on operating improvement in fiscal 2006 and the
resulting improvement in maximum annual debt service coverage.

"The revised outlook was based on improved operating results in fiscal
2006 that were driven by increased utilization, with an operating margin
of negative 0.9% and MADS coverage of 2.2x," said Standard & Poor's credit
analyst James Cortez.  "The hospital also experienced stabilized liquidity
levels and its debt levels are manageable."

The speculative grade rating takes into account that while operating
losses decreased in fiscal 2006, overall liquidity failed to improve and
remained similar to fiscal 2005 levels.  Furthermore, the rating reflects
uncertainty regarding the timing and sources of funding for significant
seismic construction needs that will need to be addressed in the near
future.

Downey operates a 199-staffed-bed acute care hospital in the City of
Downey in southeast Los Angeles County, and serves a population of about
1.4 million.  In addition to the medical center, the entire Downey system
includes a parent corporation as well as two affiliates (a for-profit
insurance agency
and a for-profit property holding company.

Market share at the hospital has remained stable at approximately 13%,
with the primary competition consisting of higher tertiary facilities
located in Whittier, Los Angeles, and Long Beach.

A new Kaiser Permanente hospital and medical office complex is also being
built in Downey.  However, the new facility is expected to have a minimal
effect on volumes as the new facility will replace an existing facility
only two miles from the construction site.  Upon opening, the new Kaiser
facility could result in a loss of Downey employees and create a need for
increased wages or hiring going forward.


CATHOLIC CHURCH: U.S. Trustee Appoints Davenport's Creditors Panel
------------------------------------------------------------------
Habbo G. Fokkena, the U.S. Trustee for Region 12, appoints seven members
to the Official Committee of Unsecured Creditors for the
Diocese of Davenport's Chapter 11 case:

            (1) Mike Uhde
                2714 East Locust Street
                Davenport, Iowa 52803
                (563) 340-9649

            (2) Mike Gould
                705 89th Ct. NN
                Bradenton, Florida 34209
                (941) 518-1548

            (3) John Doe # 13
                Under seal
                To be disclosed by order of the Court

            (4) John Doe # 65
                Under seal
                To be disclosed by order of the Court

            (5) John Doe # 18
                Under seal
                To be disclosed by order of the Court

            (6) John Doe # 23
                Under seal
                To be disclosed by order of the Court

            (7) John Doe # 55
                Under seal
                To be disclosed by order of the Court

Mr. Fokkena relates that Mr. Uhde is designated as Acting Chairperson,
pending selection by the Committee members of a permanent Chairperson.

The Diocese of Davenport in Iowa filed for chapter 11 protection (Bankr.
S.D. Ia. Case No. 06-02229) on October 10, 2006.  Richard A. Davidson,
Esq., at Lane & Waterman LLP, represents the Davenport Diocese in its
restructuring efforts.  In its Schedules of Assets and Liabilities filed
with the Court, the Davenport Diocese reports $4,492,809 in assets and
$1,650,439 in liabilities.  (Catholic Church Bankruptcy News, Issue No.
75; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


CATHOLIC CHURCH: Portland Inks Stipulation Allowing Fund Payout
---------------------------------------------------------------
In a stipulated order signed by Judge Perris, St. Mary - Our Lady of the
Dunes Roman Catholic Church; the St. Mary Claimants; the
Archdiocese of Portland in Oregon; Portland's Tort Claimants
Committee; the Committee of Catholic Parishes, Parishioners and
Interested Parties; the Future Claimants' Representative; and the
United States' Trustee agree to terms directing Portland to disburse
uncommitted funds remaining in the Archdiocese Loan and Investment Program
under the name of St. Mary, Our Lady of the dunes for completion of the
construction of the addition to St.
Mary, Our Lady of the Dunes Parish Church in Florence, Oregon.

The Parties agree that:

    (a) Portland may expend up to $461,317, outside of the
        ordinary course of business, for completion of the new
        church building provided that:

        -- no less than $268,589 of that amount is funded from
           postpetition contributions of parishioners dedicated to
           the building project; and

        -- no more than the remaining balance of the ALIP account
           is to be used to fund the construction;

    (b) The uncommitted ALIP funds may be used so long as no more
        than 39% of any single construction draw, and no more than
        39% of the sum of all remaining construction costs and
        draws, will be paid from the funds held;

    (c) The order will not have any bearing on the Court's
        decision in the litigation to determine whether "parish
        assets" might be available to satisfy claims against the
        Archdiocese.  The Court's decision will not be treated as
        precedent, rule of the case, or a change in ownership that
        might warrant a different decision than might otherwise be
        rendered in adversary proceedings pending before the
        Court; and

    (d) The postpetition contributions of parishioners to the
        building project will be treated as contributions to St.
        Mary.  They will not be treated as a loan or other type of
        postpetition transaction that might give rise to an
        administrative claim, and they will have the same status
        as prepetition contributions to St. Mary.

The Archdiocese of Portland in Oregon filed for chapter 11 protection
(Bankr. Ore. Case No. 04-37154) on July 6, 2004.  Thomas W. Stilley, Esq.,
and William N. Stiles, Esq., at Sussman Shank LLP, represent the Portland
Archdiocese in its restructuring efforts.  Albert N. Kennedy, Esq., at
Tonkon Torp, LLP, represents the Official Tort Claimants Committee in
Portland, and scores of abuse victims are represented by other lawyers.
David A. Foraker serves as the Future Claimants Representative appointed
in the Archdiocese of Portland's Chapter 11 case.  In its Schedules of
Assets and Liabilities filed with the Court on July 30, 2004, the Portland
Archdiocese reports $19,251,558 in assets and $373,015,566 in liabilities.
(Catholic Church Bankruptcy News, Issue No. 75; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)


CITIZENS COMMS: Prices $400 Million 7.875% Senior Unsecured Notes
-----------------------------------------------------------------
Citizens Communications Company has priced its offering of
$400 million in aggregate principal amount of 7.875% senior unsecured
notes due Jan. 15, 2027.  The issue price is 100% of the principal amount
of the notes.

The offering is an increase of $150 million from the previous
$250 million offering.

The company intends to use the net proceeds from the offering to finance,
in part, the acquisition of Commonwealth Telephone Enterprises, Inc.
(NASDAQ: CTCO).  If the acquisition is not consummated, the company will
use the net proceeds to repurchase, redeem or retire a portion of its
outstanding debt.

The notes are, the company disclosed, senior unsecured obligations and
will rank equally with all other existing and future senior unsecured
indebtedness.  The notes were offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of
1933, as amended and outside the United States pursuant to Regulation S
under the Securities Act.

The notes were not registered under the Securities Act and may not be
offered or sold in the United States without registration or an applicable
exemption from the registration requirements.

Headquartered in Stamford, Connecticut, Citizens Communications Company
fka Citizens Utilities (NYSE: CZN) -- http://www.czn.net/-- provides
phone, TV, and Internet services to more than two million access lines in
parts of 23 states, primarily in rural and suburban markets, where it is
the incumbent local-exchange carrier operating under the Frontier brand.

                         *     *     *

As reported in Troubled Company Reporter on Nov. 16, 2006 Standard &
Poor's Ratings Services affirmed its ratings on Stamford,
Connecticut-based Citizens Communications Co., including the 'BB+'
corporate credit rating.  The rating outlook is negative.

As reported in the Troubled Company Reporter on Sept. 20, 2006,
Fitch Ratings affirmed Citizens Communications Company's Issuer
Default Rating rating at 'BB'.  The Rating Outlook is Stable.

As reported in the Troubled Company Reporter on Sept. 20, 2006, Moody's
Investors Service upgraded the corporate family rating of Citizens
Communications to Ba2 from Ba3 and also assigned a Ba2 probability of
default rating to the company.  The ratings on the senior unsecured
revolver and the senior unsecured notes and debentures were also upgraded
to Ba2 from Ba3.  The instrument ratings reflect both the overall Ba2
probability of default of the company, and a loss given default of LGD 4.
The ratings on the preferred EPPICS were upgraded to B1 from B2, and
assigned an LGD6 assessment.  The outlook is stable.


COMM 2004-LNB2: S&P Holds Low-B Ratings on Six Certificate Classes
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on one class of
commercial mortgage pass-through certificates from COMM 2004-LNB2.
Concurrently, the ratings on the remaining 18 classes were affirmed.

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

As of the remittance report dated Dec. 11, 2006, the trust collateral
consisted of 88 mortgage loans with an outstanding principal balance of
$914 million, compared with 90 loans with a $963.8 million balance at
issuance.  The master servicer, Capmark Finance Inc., reported primarily
year-end 2005 financial information for 95% of the pool.

Based on this information and excluding $66.2 million (7%) of defeased
collateral, Standard & Poor's calculated an adjusted weighted average debt
service coverage of 1.76x, up from 1.53x at issuance.  With the exception
of one loan ($2.4 million) that is 30-plus-days delinquent and one loan
($2.8 million) that is 60-plus-days delinquent and with the special
servicer, LNR Partners Inc., all of the loans in the pool are current.  To
date, the trust has experienced $800,000 in realized losses.

The top 10 exposures have an aggregate outstanding in-trust balance of
$496.4 million (54%) and a weighted average DSC of 1.96x, up from 1.62x at
issuance.  The increase is inflated, however, as six of the top 10 loans
have partial interest-only periods, and the DSC at issuance included the
amortization of these loans.  Three of the top 10 exposures experienced
significant declines in DSC, one of which is on the master servicer's
watchlist.

Standard & Poor's reviewed the master servicer's property inspection
reports for the top 10 exposures, and all were reported to be in "good"
condition except for some of the properties in the AFR/Bank of America
portfolio and one property in the Wiener Portfolio III, which were said to
be in "fair" condition.

At issuance, three of the top 10 exposures in the pool had credit
characteristics consistent with those of investment-grade obligations, and
they continue to do so.

Tysons Corner Center is the largest exposure in the pool, with
a trust balance of $145.9 million (16%) and a whole-loan balance of $336.4
million.  The whole loan consists of an A note that is split into four
pari passu pieces.  The loan is secured by 1.6 million sq. ft. of a 2.3
million-sq.-ft. super-regional retail center in McLean, Virginia.
Standard & Poor's underwritten net
cash flow has increased 13% since issuance.  The property reported a DSC
of 2.84x as of December 2005 and occupancy of 95% as of June 2006.

The AFR/Bank of America portfolio, the third-largest exposure, has a trust
balance of $73.7 million (8%) and a total loan balance of $381.7 million.
This loan consists of a $294.9 million A note that is participated into
six pari passu pieces.  The properties are also encumbered by an $86.8
million B note that
is held outside of the trust.  To date, the collateral for
$29.9 million of the total loan balance has been defeased,
$5.8 million of which represents the trust's portion of the outstanding
loan balance.

The remaining real estate collateral includes 133 office complexes
totaling 6.6 million sq. ft. in various locations throughout the U.S.
While the AFR/Bank of America portfolio's operating performance has
remained stable, it has not met the original underwriting expectations.
However, it is expected
that additional collateral will be released and defeased in 2007.
Standard & Poor's will continue to monitor the loan's performance.  The
property reported a DSC of 1.75x and occupancy of 90% as of June 30, 2006.

Meadows Mall, the fourth-largest exposure, has a trust balance of $53.5
million (6%) and a whole-loan balance of $106.9 million.  The whole loan
consists of an A note that is split into two pari passu pieces.  The loan
is secured by 312,200 sq. ft. of a 949,100-sq.-ft. enclosed regional
retail mall in Las Vegas, Nevada.  Standard & Poor's underwritten NCF has
increased 6% since issuance due to higher income and slightly lower
operating expenses.  DSC was 3.93x and occupancy was 93% as of June 2006.

Four loans totaling $10.4 million (1%) are with the special servicer.
Keesler Apartments, the largest exposure with the special servicer, is a
144-unit multifamily apartment complex in Biloxi, Mississippi, which is
encumbered by a $3.7 million loan that is current.  The loan was
transferred to LNR in October 2005 after the collateral incurred damage
from Hurricane Katrina and experienced payment issues.  The property
sustained some water damage and mold growth, mostly from roof leaks.
Although the borrower is currently in dispute with the insurance company
regarding the estimated repair costs, roof repairs have begun, with no
indicated completion date.  The special servicer is
monitoring the loan for timely payment before returning it to the master
servicer.  The property reported a DSC of 0.93x as of September 2006 and
occupancy of 66% as of March 2006.

The remaining loans with the special servicer are cross-collateralized and
cross-defaulted and have an aggregate balance of $6.7 million.  They were
transferred in November 2006 due to the borrower's inability to cover debt
service obligations for one of the loans ($2.8 million).  The loan is
secured by Woodstock Apartments, a 140-unit garden-style multifamily
property in Fort Worth, Texas.  The property has experienced a decline in
performance due to the collateral's location in an area with high crime
rates, and it is considered inferior to its competitors. DSC was 0.43x as
of June 2006, and occupancy was 56% as of September 2006.  The remaining
two related loans are secured by Texas multifamily properties, both
well-occupied, with DSCs above 1.35x as of June 2006.

The master servicer reported 19 loans totaling $104.5 million (11%) on its
watchlist.  The ninth-largest exposure ($22.9 million, 3%), Wiener
Portfolio III, is secured by two 21-story high-rise multifamily apartment
complexes with 459 units in Bronx, New York.  The loan was placed on the
watchlist due to a low combined DSC of 0.63x as of June 30, 2006, down
from 0.97x at
Dec. 31, 2005, and 1.21x at issuance.  Combined occupancy was 87% as of
June 30, 2006.  The remaining loans on the watchlist have low DSCs.

Standard & Poor's stressed various assets in the mortgage pool as a part
of its analysis, including those with the special servicer, on the
watchlist, or otherwise considered credit impaired.  The resultant credit
enhancement levels adequately support the raised and affirmed ratings.

                         Ratings Raised

                         COMM 2004-LNB2
          Commercial mortgage pass-through certificates

                     Rating
                     ------
        Class      To          From   Credit enhancement
        -----      --          ----   ------------------
        B          AA+         AA            11.38%

                        Ratings Affirmed

                         COMM 2004-LNB2
          Commercial Mortgage Pass-Through Certificates

           Class          Rating   Credit enhancement(%)
           -----          ------   ---------------------
           A-1            AAA             14.15
           A-2            AAA             14.15
           A-3            AAA             14.15
           A-4            AAA             14.15
           C              AA-             10.33
           D              A                8.22
           E              A-               7.29
           F              BBB+             6.24
           G              BBB              5.05
           H              BBB-             3.87
           J              BB+              3.34
           K              BB               2.68
           L              BB-              2.29
           M              B+               1.76
           N              B                1.50
           O              B-               1.36
           X-1            AAA               N/A
           X-2            AAA               N/A

                      N/A - Not applicable.


CPS CAYMAN: Moody's Rates $14.3 Million 7.25% Class B Notes at Ba3
------------------------------------------------------------------
Moody's Investors Service assigned ratings of Prime-1 to the Class A-1
money market tranche and a long-term rating of Aaa to the Class A-2
through A-4 notes issued by CPS Auto Receivables Trust 2006-D and a
long-term rating of Ba3 to the Class B deferrable interest notes issued by
CPS Cayman Residual Trust 2006-D.

This transaction is the fourth subprime auto loan securitization by
Consumer Portfolio Services, Inc. in 2006.

The rating of Prime-1 for the Class A-1 notes is based primarily on the
expected cashflows on the underlying receivables during the collection
periods prior to the Class A-1 final maturity date, and partially on the
financial guaranty insurance policy provided by Financial Security
Assurance Inc., whose insurance financial strength rating is Aaa.  The
ratings of Aaa for the Class A-2 through A-4 notes are based primarily on
the FSA policy.

Moody's believes the risk assumed by FSA in insuring the notes is
investment-grade at closing

The rating for the Class B deferrable interest notes is based on the
collateral and credit enhancement in the transaction.

These are the rating actions:

   * CPS Auto Receivables Trust 2006-D

      -- $30,950,000, 5.34244% Class A-1 Asset backed Notes,
         rated P-1;

      -- $65,800,000, 5.318% Class A-2 Asset backed Notes, rated
         Aaa;

      -- $32,600,000, 5.157% Class A-3 Asset backed Notes, rated
         Aaa; and,

      -- $66,450,000, 5.115% Class A-4 Asset backed Notes, rated
         Aaa.

   * CPS Cayman Residual Trust 2006-D

      -- $14,300,000, 7.25% Class B Deferrable Interest Asset
         backed Notes, rated Ba3.


DELPHI CORP: Gets $950,000 from NASA to Fund Welding Techniques
---------------------------------------------------------------
After receiving encouraging results, the National Aeronautics and Space
Administration and the Michigan Research Institute will grant Delphi
Corporation an additional $950,000 to help fund the continuing development
of Deformation Resistance Welding.

The first two grants for DRW, totaling $2.17 million, were used to perfect
existing welding techniques, to create new ones, and to find new
innovative ways to use DRW on suspension sub-frames.

The new grant will fund work done by Delphi in cooperation with the Edison
Welding Institute and SpaceForm, Inc., a company formed in 2005 based on
DRW technology.  Planned projects will develop the technology in the area
of ferrous and non-ferrous materials, dissimilar material joints, lean
tubular structures and concepts for future manufacturing cells.

"We're very pleased to have NASA's continued support of this program,"
said Timothy Forbes, director, commercialization and licensing, Delphi
Technologies, Inc.  "This continued commitment to DRW for a third phase of
projects will allow us to make even more progress for the future of this
technology."

Delphi's DRW process, developed with funding from NASA's Space Exploration
program with its goals to return to the moon and eventually Mars, can
deliver reliable, repeatable, leak-free welds at significantly lower cost
than conventional welding solutions.  Its uniqueness comes from its
ability to weld similar and dissimilar materials and shapes.

NASA plans to use what is learned from Delphi's work with DRW as part of
its Space Power Development Programs.  Of specific interest is advanced
welding of dissimilar metal joints for integrating titanium based cooling
loops with power conversion systems utilizing stainless steel structures.
According to researchers, titanium cooling loops offer higher levels of
chemical compatibility, along with greater temperature and structural
capability than aluminum tubing.  This is of particular interest because
traditional mechanical joining provides insufficient hermeticity for long
life missions.

In addition, the DRW technology is beneficial to all areas of
manufacturing including: load-bearing structural applications, mobile
medical products, automobiles, bicycles, motorcycles, commercial and
recreational vehicles because of its ability to handle tube-to-tube and
tube-to-sheet welding.

"This latest grant from NASA will allow Delphi to work with EWI and
SpaceForm to expand the capabilities of DRW," said Jayson Pankin, new
venture creation specialist, Delphi. "Delphi will be in a stronger
position to provide innovative joining and structural solutions to a
broader set of customers."

This Delphi project, funded by the latest NASA grant, is expected to be
completed by the end of 2007.

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


DIANA NORBERGS: Case Summary & Nine Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Diana Anda Norbergs
        5200 Enclave Drive
        Oldsmar, FL 34677

Bankruptcy Case No.: 06-07149

Chapter 11 Petition Date: December 14, 2006

Court: Middle District of Florida (Tampa)

Debtor's Counsel: David S. Jennis, Esq.
                  Jennis Bowen & Brundage, P.L.
                  400 North Ashley Drive, Suite 2540
                  Tampa, FL 33602
                  Tel: (813) 229-1700
                  Fax: (813) 229-1707

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's Nine Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
Florida Infusion Services        Guaranty of Trade       $800,000
1053 Progress Court              Debt
Palm Harbor, FL 34683

Oncology Therapeutics            Judgment on             $750,000
Network Corp.                    Guaranty of Trade
c/o David J. Cook                Debt (on appeal)
333 Pine Street, Suite 300
San Francisco, CA 94104-3381

AmSouth Bank                     Guaranty of Credit      $234,203
P.O. Box 1984                    Line to Tampa Bay Area
Birmingham, AL 35201             Cancer Consultants

Bank of America                  Credit Card Debt         $47,000
P.O. Box 15713
Wilmington, DE 19886-5713

Chase Credit Card                Credit Card Debt         $35,099
Correspondence Department
P.O. Box 15298
Wilmington, DE 19850-5298

Moody and Hill                   Attorney Fees            $28,104

Bette Davis                      Small Claims Judgment     $1,500

Cardinal Health Specialty        Guaranty of Trade Debt   Unknown
Pharm. Distribution

CuraScirpt SD                    Guaranty of Trade Debt   Unknown


DIANNE BUCHANAN: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Dianne M. Buchanan
        1256 Eversole Road
        Cincinnati, OH 45230

Bankruptcy Case No.: 06-14429

Chapter 11 Petition Date: December 14, 2006

Court: Southern District of Ohio (Cincinnati)

Judge: Jeffery P. Hopkins

Debtor's Counsel: G. Timothy Dearfield, Esq.
                  Dearfield, Kruer & Company, LLC
                  230 Northland Boulevard, Suite 230
                  Cincinnati, OH 45246
                  Tel: (513) 772-7213
                  Fax: (513) 772-6513

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $100,000 to $1 Million

Debtor's 12 Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
American Express                 Credit Card              $39,245
P.O. Box 001                     Purchases
Los Angeles, CA 90096
                                 Credit Card              Unknown
                                 Purchases

Bank of America                  Credit Card              $21,224
P.O. Box 15726                   Purchases
Wilmington, DE 19886

U.S. Bank                        Credit Card              $16,602
Anderson Hills Office            Purchases
P.O. Box 790179
St. Louis, MO 63179

Nationwide Credit, Inc.          Credit Card              $15,458
                                 Purchases

Chase                            Credit Card              $13,908
                                 Purchases

Home Depot                       Credit Card              $11,156
                                 Purchases

Key Bank                         Credit Card              $10,384
                                 Purchases

PNC Bank                         Credit Card               $6,205
                                 Purchases

FTB&T Card Services              Credit Card               $5,358
                                 Purchases

Macy's                           Credit Card                 $641
                                 Purchases

Cincinnati Bell Wireless         Wireless phone              $449
                                 Service

ADT Security Services            ADT Security                 $36
                                 Services


DURA AUTOMOTIVE: Can Use Excess Cash in Investment Accounts
-----------------------------------------------------------
DURA Automotive Systems, Inc. and its debtor affiliates obtained
authority, on a final basis, from the Honorable Kevin J. Carey of the U.S.
Bankruptcy Court for the District of Delaware to continue investing excess
cash in accordance with their prepetition practices in the investment
accounts.

The Debtors say that before they filed for bankruptcy, they invested
excess cash in three Investment Accounts:

    (a) a Directed Investment Account with Bank of America, N.A.,
    (b) a Canadian Dollar Treasury Account with Scotiabank,
    (c) a US Dollar Treasury Account with Scotiabank.

Section 345 of the Bankruptcy Code governs a debtor's deposit and
investment of cash during a Chapter 11 case, and authorizes deposits or
investments of money as will yield the maximum reasonable net return on
that money, taking into account the safety of that deposit or investment.

For deposits or investments that are not insured or guaranteed by the
United States or by a department, agency, or instrumentality of the U.S.
or backed by the full faith and credit of the U.S., Section 345(b)
requires the estate to obtain from the entity with which the money is
deposited or invested a bond in favor of the U.S. and secured by the
undertaking of an adequate corporate surety, unless the Court, for cause,
orders otherwise.

Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, asserts that cause exists in the Debtors' Chapter 11
cases for the Court to allow the Debtors to invest their excess funds in
the Investment Account:

    (a) Before the bankruptcy filing, the Debtors invested their
        cash with the primary goal of protection of principal, and
        the secondary goal of maximizing yield and liquidity; and

    (b) The Investment Account provides sufficient protection for
        their cash and that it would be in the best interest of
        their estates and creditors for the Debtors to continue to
        follow the practice for investment of cash.

Mr. DeFranceschi argues that the yield in investments in the
Investment Account is likely to be greater than mandatorily directing
investment in government securities.  Moreover, a bond secured by
undertaking of a corporate surety will likely be unduly expensive and
could offset much of the financial gain derived from investing in the
Investment Account.

The Debtors maintain that the funds will not be sufficiently at risk to
necessitate strict adherence to the requirements of Section 345(b).
Moreover, if granted a waiver, the Debtors will not be required to incur
the significant administrative difficulties and expenses relating to
opening new accounts to ensure that all of its funds are fully insured and
invested strictly in accordance with the restrictions established by
Section 345.

Rochester Hills, Mich.-based DURA Automotive Systems, Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer
and manufacturer of driver control systems, seating control systems, glass
systems, engineered assemblies, structural door modules and exterior trim
systems for the global automotive industry.  The company is also a
supplier of similar products to the recreation vehicle and specialty
vehicle industries.  DURA sells its automotive products to North American,
Japanese and European original equipment manufacturers and other
automotive suppliers.

The Debtors filed for chapter 11 petition on October 30, 2006 (Bankr.
District of Delaware Case No. 06-11202).  Richard M. Cieri, Esq., Marc
Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett,
Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy
proceedings.  Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and
Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the
Debtors'
co-counsel.  Baker & McKenzie acts as the Debtors' special counsel.
Togut, Segal & Segal LLP is the Debtors' conflicts counsel.  Miller
Buckfire & Co., LLC is the Debtors' investment banker.  Glass & Associates
Inc., gives financial advice to the Debtor.  Kurtzman Carson Consultants
LLC handles the notice, claims and balloting for the Debtors and Brunswick
Group LLC acts as their Corporate Communications Consultants for the
Debtors.  As of July 2, 2006, the Debtor had $1,993,178,000 in total
assets and $1,730,758,000 in total liabilities.  (Dura Automotive
Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


DURA AUTOMOTIVE: Wants OK on De Minimis Claims Settlement Protocol
------------------------------------------------------------------
DURA Automotive Systems, Inc. and its debtor affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to approve uniform
procedures for settling certain de minimis claims and causes of action
brought by or against the Debtors in a judicial, administrative, arbitral
or other proceeding.

The Debtors propose to settle De Minimis Claims that do not exceed
$1,000,000.

Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, explains that the Debtors seek the authority to
negotiate and determine prepetition claim amounts of the De Minimis
Claims, not the authority to make payment or distributions on account of
those claims.

According to Mr. DeFranceschi, in the ordinary course of business, the
Debtors may hold various claims and causes of action against third
parties, and third parties may hold claims against the Debtors, that they
have asserted or will assert through litigation, administrative action or
arbitration in appropriate forums.  The Debtors' creditor matrix contains
approximately 85,000 parties.

Mr. DeFranceschi asserts that if the Debtors had to obtain prior Court
approval to settle each De Minimis Claim, they would incur significant
costs associated with preparing, filing and serving separate motions for
each proposed settlement, especially considering the expected number of
parties that will request notice and service papers in the Debtors'
Chapter 11 cases.

Accordingly, the Debtors propose to establish omnibus procedures that will
allow them to enter into settlements on a more cost- effective and
expeditious basis while preserving an oversight function for key
parties-in-interest.

               Proposed Omnibus Settlement Procedures

    (a) With respect to any settled amount equal to or less than
        $250,000, the affected Debtor may agree to settle a claim
        or cause of action on any reasonable terms.  The Debtor
        may enter into, execute and consummate a written
        settlement agreement that will be binding on it and its
        estate without notice to any third party or further Court
        action;

    (b) With respect to any settled amount greater than $250,000
        but does not exceed $1,000,000, the Debtor may agree to
        settle the claim or cause of action only if it provides
        written notice to, and the terms are not objected by:

          * the United States Trustee for the District of
            Delaware;

          * counsel to the agent for the Debtors' prepetition
            first lien secured lenders;

          * counsel to the agent for the Debtors' postpetition
            second lien secured lenders;

          * counsel to the ad hoc committee of senior subordinated
            noteholders; and

          * any official committee appointed by the U.S. Trustee
            in the Debtors' Chapter 11 cases;

    (c) If any of the notice parties objects to any settlement
        agreement, and the affected Debtor still desires to enter
        into agreement with the settling party, the execution of
        the settlement will not proceed except upon:

          * resolution of the objection by the parties; and

          * further Court order after a hearing; and

    (d) any settlement unauthorized pursuant to the proposed
        Omnibus Procedures or to any Court order will be
        authorized only upon separate Court order on a motion of
        the appropriate Debtor served on the necessary parties-in-
        interest.

Rochester Hills, Mich.-based DURA Automotive Systems, Inc. (Nasdaq: DRRA)
-- http://www.DURAauto.com/-- is an independent designer and manufacturer
of driver control systems, seating control systems, glass systems,
engineered assemblies, structural door modules and exterior trim systems
for the global automotive industry.  The company is also a supplier of
similar products to the recreation vehicle and specialty vehicle
industries.  DURA sells its automotive products to North American,
Japanese and European original equipment manufacturers and other
automotive suppliers.

The Debtors filed for chapter 11 petition on October 30, 2006 (Bankr.
District of Delaware Case No. 06-11202).  Richard M.
Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq.,
and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead
counsel for the Debtors' bankruptcy proceedings.  Mark D. Collins,
Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of
Richards Layton & Finger, P.A. Attorneys are the Debtors'
co-counsel.  Baker & McKenzie acts as the Debtors' special
counsel.  Togut, Segal & Segal LLP is the Debtors' conflicts
counsel.  Miller Buckfire & Co., LLC is the Debtors' investment
banker.  Glass & Associates Inc., gives financial advice to the
Debtor.  Kurtzman Carson Consultants LLC handles the notice,
claims and balloting for the Debtors and Brunswick Group LLC acts
as their Corporate Communications Consultants for the Debtors.  As
of July 2, 2006, the Debtor had $1,993,178,000 in total assets and
$1,730,758,000 in total liabilities.  (Dura Automotive Bankruptcy
News, Issue No. 3; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


EL PASO: Moody's Holds Rating on Junior Series 2000D Bonds at Ba3
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings on El Paso, Texas Housing
Finance Corporation's Multifamily Housing Revenue Bonds Senior Series
2000A at A3, Subordinate Series 2000 C at Baa3, and Junior Subordinate
Series 2000D at Ba3.

The outlook remains stable.

Wallington Plaza Apartments and Timberwolf Apartments are two multi-family
rental properties located in El Paso, Texas.  Both properties enjoy
average occupancy of 95%.

Legal security:

The bonds are secured by revenues from Wallington Plaza and Timberwolf
Apartments.

Interest rate derivatives:

None.

Credit strengths:

   -- Consistently strong occupancy at both properties.  For 2006
      year-to-date, the properties both enjoyed average occupancy
      of 95%, while offering few concessions;

   -- Financial performance continues to be solid, with debt
      service coverage of 1.70x for the seniors, 1.46x for the
      subordinates, and 1.23x for the junior subordinates based
      on FY 2005 audited financial statements.

   -- Moody's expects that the projects will continue to perform
      above underwritten levels of 1.45x, 1.25x, and 1.05x for
      the senior, subordinate, and junior subordinate bonds.
      Based on rolling twelve month unaudited financial
      statements as of Oct. 21, 2006, debt service coverage is
      1.68x, 1.46x, and 1.23x for each respective series of
      bonds.

   -- According to the Trustee, debt service reserve funds for
      all three series of bonds are fully funded and have not
      been tapped.

Credit challenges:

   -- Properties are located in El Paso, TX, a very affordable
      housing market as measured by the Moody's Economy.com
      Affordability Index; and,

   -- Moody's is concerned about the volatility in the affordable
      housing sector, in general.

Outlook:

The outlook for the bonds remains stable.  The stable outlook reflects
Moody's expectation that the project will continue to perform close to
current levels and will continue to experience occupancy in the mid to
high 90 percent range.

What could change the rating- up

   -- Significant and consistent improvement in debt service
      coverage.

What could change the rating- down

   -- Any substantial deterioration in debt service coverage or
      a material decline in occupancy rates.


ENTERGY NEW ORLEANS: Files 3rd Amended Plan & Disclosure Statement
------------------------------------------------------------------
Entergy New Orleans Inc. delivered to the Honorable Jerry A. Brown of the
U.S. Bankruptcy Court for the Eastern District of Louisiana its Third
Amended Chapter 11 Plan of Reorganization and an accompanying Third
Amended Disclosure Statement on Dec. 20, 2006.

Pursuant to the Third Amended Plan, claims and interests continue to be
grouped into 12 classes as provided for under ENOI's Second Amended
Chapter 11 Plan of Reorganization filed on Dec. 6, 2006.

ENOI discloses that the treatment of unclassified claims, and classified
claims and interests remain unchanged as provided for in the Second
Amended Plan.  However, the estimated amount of unpaid Allowed Claims has
been modified.

ENOI estimates the amount of unpaid Allowed Claims as of June 30,
2007, at:

   Class   Claims                       Estimated Amount
   -----   ------                       ----------------
    n/a    Administrative Claims              $7,300,000
           (excluding Administrative
            Trade Claims and
            Professionals' Claims)

    n/a    Professional Fee Claims               700,000

    n/a    DIP Financing Claims               63,500,000

    n/a    Priority Tax Claims                 2,000,000

     3     Bond Claims                        13,800,000

     5     General Unsecured Claims           29,500,000

The Third Amended Plan calls for payment of fees of not more than $250,000
to the Ad Hoc Committee of Bondholders.

ENOI also expects to pay an estimated $4,200,000 in interest on the
Allowed General Unsecured Claims, as of June 30, 2007.

ENOI believes the changes it made with respect to the terms of the Plan
demonstrate that it has diligently moved toward confirming a Chapter 11
plan.

A full-text copy of ENOI's Third Amended Chapter 11 Plan is available for
free at http://researcharchives.com/t/s?17b1

A full-text copy of ENOI's Third Amended Disclosure Statement is available
for free at http://researcharchives.com/t/s?17b21

                    Issuance of New Securities

On or after the effective date, the Reorganized Debtor will issue
10,347,798 shares of capital stock:

   -- 10,000,000 shares of Common Stock, par value $4 per share;

   -- 77,798 shares of 4-3/4% Preferred Stock, par value $100 per
      share; and

   -- 270,000 shares of Preferred Stock, par value $100 per
      share.

The new securities will have an aggregate value of $77,409,800,
R. Patrick Vance, Esq., at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, LLP, in New Orleans, Louisiana, relates.

               Conditions to Effectiveness Amended

Besides the conditions specified in the Second Amended Plan,
effectivity of the Third Amended Plan is conditioned on:

   (1) the Bankruptcy Court entering a Confirmation Order
       in a form reasonably satisfactory to ENOI, Financial
       Guaranty Insurance Company, and The Bank of New York, and
       no injunction has been entered for the Confirmation Order;
       and

   (2) the Stipulation on Adequate Protection and the Fee Order
       remaining in full force and effect, and ENOI fully
       complying with all of its obligations under the
       Stipulation.

The Court will convene a hearing to consider approval of the
Third Amended Disclosure Statement on January 25, 2007, at
10:00 a.m.

                   About Entergy New Orleans

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


ENTERGY NEW ORLEANS: Panel Files Rival Plan & Disclosure Statement
------------------------------------------------------------------
The Official Committee of Unsecured Creditors delivered a plan of
reorganization for Entergy New Orleans Inc. and an accompanying disclosure
statement to the U.S. Bankruptcy Court for the Eastern District of
Louisiana on Dec. 20, 2006.

The Committee Plan will allow ENOI to continue operating its business
under the rate regulation imposed by the City Council of
New Orleans (retail) and the Federal Energy Regulatory Commission (sales
for resale), in a manner consistent with sound business and environmental
policies, and to provide safe and reliable service to its customers,
Philip K. Jones, Jr., Esq., at Liskow & Lewis, in New Orleans, Louisiana,
relates.

Under the competing Plan, the Creditors Committee will attempt to
negotiate and consummate a five-year exit financing of up to $150,000,000
for ENOI.  The exit loan will offer a 10.5% interest rate per annum with
annual increases of 1% per year.  The
Committee may commit ENOI to pay all reasonable and customary fees to the
Exit lender and its professional advisors.

There will be restrictions on dividends to Entergy Corp., but no
prepayment penalty under the contemplated Exit Facility.  The
Committee may also grant security interests affecting the Bond
Collateral subordinate to the Bonds as well as liens and security
interests on all other assets of ENOI other than the Bond
Collateral.

The Committee also contemplates on drawing from $200,000,000 in
CDBG Funds awarded to ENOI to finance post-Effective Date payments.  ENOI
expects to receive the CDBG funds by the end of
March 2007, and well before June 30, 2007.

The Committee will also look into funds obtained from phased-in increases
of electric and gas base rates, as provided for under
ENOI's settlement with the City Council.  The settlement provides for no
change in electric base rates through December 2007, with a $3,900,000
increase implemented in January 2008.  Gas base rates will increase by
$4,750,000 in November 2006, an additional $1,500,000 in March 2007, and
an additional $4,750,000 in
November 2007.  Under the settlement, ENOI will also file a base rate case
by July 31, 2008.

The Committee's Plan will also be funded from Hurricane Katrina insurance
proceeds.  To date, ENOI has received $7,206,767 in Katrina Insurance
Proceeds.  ENOI is expected to receive additional Katrina Insurance
Proceeds in excess of $42,800,000 by
June 30, 2007.

All distributions under the Creditors Committee's Plan will be made by
ENOI or another entity designated by the Committee.

Since no class is impaired under the Creditors Committee's Plan, no voting
on the Plan is required.

The Creditors Committee believes that confirmation of its Plan will
provide each Holder of an Allowed Claim with a recovery that is not less
than what the Holder would get if ENOI's estate were liquidated under
Chapter 7.  The Committee also believes that the value of any
distributions to each Class of Allowed Claims in a
Chapter 7 case would be less than the value of distributions under the
Committee Plan, because the Chapter 7 distributions would not occur for a
substantial period of time.

             Disclosure Statement Hearing on Jan. 25

The Court will convene a hearing on Jan. 25, 2007, to consider approval of
the Committee's Disclosure Statement pursuant to Section 1125 of the
Bankruptcy Code.  Under Section 1125, a disclosure statement must contain
adequate information of a kind and in sufficient detail to enable
hypothetical reasonable investors typical of the holders of Claims against
and Interests in the debtor to make an informed judgment in voting on the
plan.

A full-text copy of the Committee's Plan of Reorganization for
ENOI is available at no charge at:

               http://researcharchives.com/t/s?17b3

A full-text copy of the Disclosure Statement explaining the
Committee's Plan is available at no charge at:

               http://researcharchives.com/t/s?17b4

                     About Entergy New Orleans

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


FEDERAL-MOGUL: Appoints Robert Katz As VP and General Counsel
-------------------------------------------------------------
Federal-Mogul Corporation's chairman, president and chief executive
officer, Jose Maria Alapont, disclosed the appointment of Robert L.
(Bobby) Katz as vice president and general counsel, and an officer of the
company, effective Jan. 8, 2007.

Mr. Katz will assume overall global responsibility for all legal affairs
at Federal-Mogul Corporation.

"Bobby's extensive background in corporate law and strategy, mergers and
acquisitions, litigation and compliance, as well as his international
experience in the automotive industry, will fully support our drive for
global profitable growth," Mr. Alapont said.  "We look forward to working
with Bobby, and welcome him as a new member of the Strategy Board."

Previously, Mr. Katz was general counsel and regional compliance officer
for Delphi Corporation's Europe, Middle East and Africa (EMEA) operations,
headquartered in Paris, France.  In his seven-year tenure with Delphi, Mr.
Katz established and led the EMEA legal department, following Delphi's
spin-off from GM in 1999.

From 1996 to 1998, Mr. Katz served as assistant general counsel for
General Motors (Europe) AG, at its European headquarters in Zurich,
Switzerland.  As a member of the GM legal staff serving all European
operations, Mr. Katz focused on transactions and investments in Eastern
Europe.

Prior to joining GM, Mr. Katz was an associate at Milbank, Tweed, Hadley &
McCloy from 1986 to 1995 where he worked in the M&A and General Corporate
Group, both in New York, New York and London, England.  During his tenure,
he advised public and private companies on a wide variety of corporate
transactions, including cross-order acquisitions and divestitures,
leveraged buyouts, corporate restructurings and international securities
offerings.

Mr. Katz earned his Bachelor of Laws and his Bachelor of Civil Law from
McGill University in Montreal, Canada, where he graduated magna cum laude.
He also attended New York University School of Law, New York, New York.

Headquartered in Southfield, Michigan, Federal-Mogul Corporation
-- http://www.federal-mogul.com/-- is an automotive parts company with
worldwide revenue of some $6 billion.  The Company filed for chapter 11
protection on Oct. 1, 2001 (Bankr. Del. Case No.
01-10582).  Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T.
Lantry Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C., represent the
Debtors in their restructuring efforts.  When the Debtors filed for
protection from their creditors, they listed $10.15 billion in assets and
$8.86 billion in liabilities.  Federal-Mogul Corp.'s U.K. affiliate,
Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson,
Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq.,
Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm
represent the Official Committee of Unsecured Creditors.
(Federal-Mogul Bankruptcy News, Issue No. 122; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


FEDERAL-MOGUL: Has Until April 1 to Decide on Lease
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware granted the request
of Federal-Mogul Corporation and its debtor affiliates to further extend
the time within which they may elect to assume, assume and assign, or
reject unexpired non-residential real property leases, through and
including April 1, 2007.

Scotta E. McFarland, Esq., at Pachulski Stang Ziehl Young Jones &
Weintraub LLP, in Wilmington, Delaware, said that an extension will give
the Debtors more time to evaluate the economic desirability and
compatibility of the remaining Real Property Leases with Federal-Mogul
Corporation's long-term strategic business plan.

The process of evaluating Real Property Leases has taken place as the
Debtors seek to:

     (i) consolidate their facilities to eliminate redundancies
         and inefficiencies; and

    (ii) shift certain manufacturing efforts to portions of the
         country and the world more suitable to the Debtors'
         businesses, consistent with the Federal-Mogul's overall
         business plan.

The extension will also preserve the maximum flexibility in restructuring
the Debtors' business, Ms. McFarland explains.
Given the inherent fluidity in the operation of the Debtors' large,
complex business enterprise, circumstances may arise during the pendency
of the Chapter 11 cases that will cause the Debtors to rethink the need to
continue leasing a particular facility or their decision to reject a given
Real Property Lease,
Ms. McFarland said.

In the absence of an extension, the Debtors could be forced prematurely to
assume Real Property Leases that would later be burdensome, giving rise to
large potential administrative claims against the Debtors' estates and
hampering Federal-Mogul's ability to reorganize successfully, Ms.
McFarland pointed out.

Alternatively, the Debtors could be forced prematurely to reject Real
Property Leases that would have been beneficial to the Debtors' estates,
to the collective detriment of all stakeholders, Ms. McFarland added.

Pending their election to assume, assume and assign, or reject the Real
Property Leases, the Debtors will perform all of their obligations arising
from and after their filing for chapter 11 protection in a timely fashion,
including payment of postpetition rent due, as required by Section
365(d)(3) of the Bankruptcy Code.

Headquartered in Southfield, Michigan, Federal-Mogul Corporation
-- http://www.federal-mogul.com/-- is an automotive parts company with
worldwide revenue of some $6 billion.  The Company filed for chapter 11
protection on Oct. 1, 2001 (Bankr. Del. Case No.
01-10582).  Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T.
Lantry Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C., represent the
Debtors in their restructuring efforts.  When the Debtors filed for
protection from their creditors, they listed $10.15 billion in assets and
$8.86 billion in liabilities.  Federal-Mogul Corp.'s U.K. affiliate,
Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson,
Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq.,
Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm
represent the Official Committee of Unsecured Creditors. (Federal-Mogul
Bankruptcy News, Issue No. 120; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


FREDERICK HALL: Case Summary & Six Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Frederick Lee Hall
        dba Hall Properties
        P.O. Box 164
        Piqua, OH 45356

Bankruptcy Case No.: 06-33767

Chapter 11 Petition Date: December 15, 2006

Court: Southern District of Ohio (Dayton)

Judge: Thomas F. Waldron

Debtor's Counsel: Roger E. Luring, Esq.
                  Miller & Luring, Co, LPA
                  314 West Main Street
                  Troy, OH 45373-3242
                  Tel: (937) 339-2627

Total Assets: $1,780,150

Total Debts:  $2,073,274

Debtor's Six Largest Unsecured Creditors:

   Entity                                Claim Amount
   ------                                ------------
Fifth Third Bank                              $51,126
P.O. Box 630337                           Collateral:
Cincinnati, OH 45263-0004                     $35,000
                                           Unsecured:
                                               51,126

                                              $13,800

                                              $39,000
                                          Collateral:
                                              $32,000
                                           Unsecured:
                                              $39,000

                                              $34,719
                                          Collateral:
                                              $32,000
                                           Unsecured:
                                              $34,719

                                              $33,197
                                          Collateral:
                                              $32,000
                                           Unsecured:
                                              $33,197

                                              $58,552
                                          Collateral:
                                              $52,000
                                           Unsecured:
                                              $15,552

                                              $59,930
                                          Collateral:
                                              $50,000
                                           Unsecured:
                                               $9,830

                                              $57,609
                                          Collateral:
                                              $50,700
                                           Unsecured:
                                               $6,909

                                              $54,749
                                          Collateral:
                                              $50,700
                                           Unsecured:
                                               $4,749

                                              $40,521
                                          Collateral:
                                              $36,000
                                           Unsecured:
                                               $4,521

Union Savings Bank                            $61,197
8534 East Kemper Road                     Collateral:
Cincinnati, OH 45249-3701                     $55,000
                                           Unsecured:
                                               $6,197

                                              $58,161
                                          Collateral:
                                              $52,000
                                           Unsecured:
                                               $6,161

                                              $58,707
                                          Collateral:
                                              $53,000
                                           Unsecured:
                                               $5,707

                                              $35,012
                                          Collateral:
                                              $30,000
                                           Unsecured:
                                               $5,012

Unity Bank                                    $15,200
P.O. Box 1726
Springfield, OH 45501-1726                    $31,684
                                          Collateral:
                                              $45,000
                                           Unsecured:
                                              $23,684

Unity National Bank                           $37,000
212 North Main Street
Piqua, OH 45356-2314

Chase Bank                                    $18,500
P.O. Box 15548
Wilmington, DE 19886-5548

U.S. Bank                                      $5,800
P.O. Box 790408
St. Louis, MO 63179-0408


GLOBAL POWER: Equity Committee Taps Brown Rudnick as Counsel
------------------------------------------------------------
The Official Committee of Equity Security Holders appointed in Global
Power Equipment Group Inc. and its debtor-affiliates' chapter 11 cases,
asks the U.S. Bankruptcy Court for the District of Delaware to retain
Brown Rudnick Berlack Israels LLP as its co-counsel.

Brown Rudnick will:

   a. assist and advise the Equity Committee in its discussions
      with the Debtors and other parties-in-interest regarding the
      overall administration of these cases;

   b. represent the Equity Committee at hearings to be held before
      the Court and communicating with the Equity Committee
      regarding the matters heard and the issues raised as well as
      the decisions and considerations of the Court;

   c. assist and advise the Equity Committee in its examination
      and analysis of the conduct of the Debtors’ affairs;

   d. review and analyze pleadings, orders, schedules, and other
      documents filed and to be filed with the Court by interested
      parties in these cases; advise the Equity Committee as to
      the necessity, propriety, and impact of the foregoing upon
      these cases; and consent or object to pleadings or orders on
      behalf of the Equity Committee, as appropriate;

   e. assist the Equity Committee in preparing applications,
      motions, memoranda, proposed orders, and other pleadings as
      may be required in support of positions taken by the Equity
      Committee, including all trial preparation as may be
      necessary;

   f. confer with the professionals retained by the Debtors and
      other parties-in-interest, as well as with other
      professionals as may be selected and employed by the Equity
      Committee;

   g. coordinate the receipt and dissemination of information
      prepared by and received from the Debtors’ professionals, as
      well as any information as may be received from
      professionals engaged by the Equity Committee or other
      parties-in-interest in these cases;

   h. participate in such examinations of the Debtors and other
      witnesses as may be necessary in order to analyze and
      determine, among other things, the Debtors’ assets and
      financial condition, whether the Debtors have made any
      avoidable transfers of property, or whether causes of action
      exist on behalf of the Debtors’ estates;

   i. negotiate and formulate a plan of reorganization for the
      Debtors; and

   j. assist the Equity Committee generally in performing other
      services as may be desirable or required for the discharge
      of the Equity Committee’s duties pursuant to Section 1103 of
      the Bankruptcy Code.

The lead attorneys who will represent the Equity Committee:

          Attorneys                     Hourly Rate
          ---------                     -----------
          Howard L. Siegel, Esq.           $740
          Steven D. Pohl, Esq.             $665
          Danielle M. Bennett, Esq.        $485
          John Elstad, Esq.                $420

Mr. Pohl, a Brown Rudnick member, discloses that the other firm's
rofessionals bill:

          Position                      Hourly Rate
          --------                      -----------
          Counsel                       $200 - $870
          Paraprofessionals             $175 - $225

Mr. Pohl assures the Court that his firm is a "disinterested person" and
does not hold or represent an interest adverse to the Debtors' estates.

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.


HEALTH SCIENCES: Sept. 30 Balance Sheet Upside-Down by $4.7 Mil.
----------------------------------------------------------------
Health Sciences Group Inc. reported a $950,159 net loss on $4,943 of net
sales for the quarter ended Sept. 30, 2006, compared with a $2.1 million
loss on $19,382 of net sales for the same period in 2005.

The decrease in net loss is mainly due to the $2 million decrease in
selling, general and administrative expenses, and the $135,000 decrease in
interest expenses.

At Sept. 30, 2006, the company's balance sheet showed $3.7 million in
total assets and $8.4 million in total liabilities, resulting in a $4.7
million total stockholders' deficit.

The company's balance sheet at Sept. 30, 2006, also showed strained
liquidity with $66,585 in total current assets available to pay $5.1
million in total current liabilities.

Full-text copies of the company's consolidated financial statements for
the quarter ended Sept. 30, 2006, are available for free at
http://researcharchives.com/t/s?17a8

                        Going Concern Doubt

As reported in the Troubled Company Reporter on May 24, 2006,
Stonefield Josephson Inc., in Santa Monica, California, expressed
substantial doubt about Health Sciences Group 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, accumulated deficit and working capital deficit at
Dec. 31, 2005.

                       About Health Sciences

Headquartered in Los Angeles, California, Health Sciences Group
Inc. (OTC BB: HESG.OB) -- http://www.healthsciencesgroup.com/  -- is an
integrated provider of innovative products, proprietary
technologies used in nutritional supplements, and functional foods
and beverages. The company's active subsidiaries include BioSelect
Innovations, which develops proprietary technologies, and Swiss
Research Inc., which markets and sells branded products addressing major
wellness categories.


ICOA INC: September 30 Balance Sheet upside-Down by $4.1 Million
----------------------------------------------------------------
ICOA Inc. reported a $798,526 net loss on $701,174 of total revenues for
the quarter ended Sept. 30, 2006, compared with a $3.2 million net loss on
$776.2 million of total revenues for the same period in 2005.

The decrease in revenue of $75,038 for the three months ended Sept. 30,
2006, versus the three months ended Sept. 30, 2005, is mainly attributable
to several locations converting to a managed amenity service model from a
customer pay per use model.

The significant difference in net loss for the quarter is mainly due to
the $371,215 reduction in selling, general and administrative costs, the
$2 million decrease in interest expenses and the $421,496 mark to market
income on derivative instrument liability, partially offset by a $208,425
amortization of note discount.

At Sept. 30, 2006, the company's balance sheet showed $4.8 million in
total assets and $8.9 million in total liabilities, resulting in a $4.1
million total stockholders' deficit.

The company's balance sheet at Sept. 30, 2006, also showed strained
liquidity with $560,795 in total current assets available to pay $7.3
million in total current liabilities.

Full-text copies of the company's consolidated financial statements for
the quarter ended Sept. 30, 2006, are available for free at
http://researcharchives.com/t/s?17a4

                        Going Concern Doubt

Sherb & Co., LLP, in New York City, expressed substantial doubt about ICOA
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
auditing firm pointed to the company's operating losses and working
capital deficit.

                           *     *     *

Headquartered in Warwick, Rhode Island, ICOA Inc. (OTCBB: ICOA) --
http://www.icoacorp.com/-- provides neutral-host wireless and wired
broadband internet networks in high-traffic public locations.  ICOA
provides design, installation, operations, maintenance and management of
neutral, common-use 802.11x standard WLAN Wi-Fi hot spot and hot zone
infrastructure throughout airport facilities, quick-service restaurants,
universities, travel plazas, marinas, hospitality and municipal/hot zone
locations.  As of Jan. 1, 2006, ICOA owns or operates over 1,500 broadband
access installations in high-traffic locations across 45 states.


IMAGEWARE SYSTEMS: Posts $1.8 Mil. Net Loss in 2006 Third Quarter
-----------------------------------------------------------------
ImageWare Systems Inc. reported a net loss of $1.8 million for the third
quarter ended Sept. 30, 2006, compared to a net loss of
$1.4 million in the third quarter of 2005.

Total net revenues for the third quarter were $2.3 million, consisting
solely of product and maintenance revenue.  For the same quarter in 2005,
revenue was $2.5 million, which included
$2 million from product and maintenance revenue, and $500,000 from a
one-time patent licensing fee.  Identification revenue in the third
quarter of 2006 was $1.4 million, up 27 percent compared to the prior
year’s quarter.  Law enforcement revenue was $746,000, up 4 percent
compared to the prior year’s quarter.

"We generated increased revenue in our core market segments of
identification and law enforcement in the third quarter of 2006," stated
Jim Miller, ImageWare’s chairman and chief executive officer.  "In fact,
identification sales, which comprise about two-thirds of our revenue, grew
27 percent year-over-year."

Operating expenses totaled $3.2 million in the third quarter compared to
$3.1 million in 2005.  Included in the 2006 third quarter operating
expenses were $140,000 in charges for incentive options to employees with
no comparable charge in 2005 as the company adopted SFAS 123R on Jan. 1,
2006.  The company strategically increased research and development
spending to develop Unix based Solaris and RedHat Linux platforms for its
IWS Biometric Engine(TM) technology and to ensure the company’s
credentialing products kept current with the changing HSPD-12
requirements.

For the first nine months of 2006, total net revenues were
$8 million, compared to $7.3 million for the first nine months of 2005.
The net loss for the first nine months of 2006 was $4.4 million, compared
to a net loss of $4.2 million for the prior year’s first nine months.

As of Sept. 30, 2006, ImageWare Systems had cash of $276,000.  On Nov.
17th, the company closed a private placement of convertible preferred
stock that generated net proceeds of approximately
$2.1 million.

At Sept. 30, 2006, the company's balance sheet showed $6.7 million in
total assets, $6.5 million in total liabilities, and $109,000 in total
stockholders' equity.

The company's balance sheet at Sept. 30, 2006, also showed strained
liquidity with $1.9 million in total current assets available to pay $6.5
million in total current liabilities.

Full-text copies of the company's consolidated financial statements for
the quarter ended Sept. 30, 2006, are available for free at
http://researcharchives.com/t/s?17a9

                          Going Concern Doubt

Stonefield Josephson Inc., in San Diego, California, expressed
substantial doubt about ImageWare Systems' ability to continue as
a going concern after auditing the company's consolidated
financial statements for the year ended Dec. 31, 2005.  The
auditor pointed to the company's substantial net losses and
substantial monetary liabilities in excess of monetary assets, and
accumulated deficit of $64,321,551.

                           *     *     *

Headquartered in San Diego, California, ImageWare Systems Inc. (AMEX: IW)
-- http://www.iwsinc.com/-- is a leading developer and provider of
identity management solutions, providing biometric, secure credential, law
enforcement and digital imaging technologies.  Scalable for worldwide
deployment, the company's biometric product line includes a
multi-biometric engine that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population sizes.
ImageWare's identification products are used to manage and issue secure
credentials including national IDs, passports, driver licenses, smart
cards and access control credentials.  ImageWare's digital booking
products provide law enforcement with integrated mug shot, fingerprint
livescan and investigative capabilities.  The company also provides
comprehensive digital workflow solutions for the professional photography
industry.


INSURANCE AUTO: Planned Buyout Prompts S&P’s Positive CreditWatch
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB' corporate credit and
debt ratings on Carmel, Indaina-based wholesale vehicle auctioneer ADESA
Inc. on CreditWatch with negative implications.

At the same time, S&P placed the 'B' corporate credit and debt ratings on
Westchester, Illinois-based Insurance Auto Auctions Inc. on CreditWatch
with positive implications.

The ratings actions follow the announcement that ADESA and IAAI have
entered into a definitive merger agreement to be acquired by a group of
private equity funds consisting of Kelso & Company, GS Capital Partners,
ValueAct Capital, and Parthenon Capital in a transaction valued at $3.7
billion.

The CreditWatch listings incorporate the assumption that the ultimate
combined entity will be highly leveraged, as is typical of private equity
purchases.  ADESA is assigned a CreditWatch negative listing because the
leverage of the combined entity would exceed that of ADESA's.  Likewise,
S&P has assigned a CreditWatch positive listing to IAAI because it is
unlikely the combined entity would carry more debt than the very
aggressively leveraged
IAAI.  In total, the transaction contemplates the assumption or
refinancing of about $700 million of the two companies' debt.

S&P will assess the effect of the buyout announcement on the ratings on
ADESA and IAAI as details emerge in the weeks ahead.  S&P expects to
resolve its CreditWatch listings no later than when the transaction
closes, which is expected to occur in the first half of 2007.  If all
rated debt is refinanced as part of the transaction, the ratings will be
withdrawn.


JOHN PARKER: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: John H. Parker
        Susan C. Parker
        6446 North Oak Shadows Circle
        Memphis, TN 38119

Bankruptcy Case No.: 06-30309

Chapter 11 Petition Date: December 11, 2006

Court: Western District of Tennessee (Memphis)

Judge: Paulette Delk

Debtors' Counsel: John E. Dunlap, Esq.
                  The Waggoner Law Firm
                  1433 Poplar Avenue
                  Memphis, TN 38104
                  Tel: (901) 276-3334
                  Fax: (901) 276-4715

Total Assets: $1,337,939

Total Debts:    $754,594

Debtors' 19 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
American Express                   Credit Card            $33,778
P.O. Box 360002
Fort Lauderdale, FL 33336-0002

Chase/Bank One                     Visa                   $25,000
800 Brooksedge Boulevard
Westerville, OH 43081

Suntrust                                                  $16,000
c/o NCO Financial
P.O. Box 41417
Department 99
Philadelphia, PA 19101

First National Bank of Omaha       Credit Card            $12,000

Discover                           Credit Card            $10,000

Chase                              Credit Card             $9,300

Target                                                     $8,000

Patricia Parker                    Insider                 $5,575

Macy's                             Charge Account          $4,000

                                   Visa                    $1,200

Mrs. John Hartwell                                         $5,000

Optima Recovery Services, LLC                              $4,008

GE Money Bank                                              $3,400

Sears Premier Card                                         $3,200

Park West                                                  $3,118

LL Bean                            Charge Account          $3,000

RCI Elite                                                  $2,400

Fairfield Resorts                                          $2,339

Virginia Greer Parker                                      $2,000

MLG&W                              Electric Bill           $1,500


JOHN SPIEGELBERG: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: John Gandarillas Spiegelberg
        dba Red Raider Outfitter
        dba Chrome
        3209 26th Street
        Lubbock, TX 79410

Bankruptcy Case No.: 06-50327

Chapter 11 Petition Date: December 11, 2006

Court: Northern District of Texas (Lubbock)

Judge: Robert L. Jones

Debtor's Counsel: Roy Byrn Bass, Jr., Esq.
                  State National Bank Building
                  4716 4th Street, Suite 100
                  Lubbock, TX 79416
                  Tel: (806) 785-1250
                  Fax: (806) 771-1260

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
Texas Tech University            Trademark violation   $3,100,652
Office of the Chancellor         and other claims
Administration Building
Lubbock, TX 79409

State Farm Lloyds                Claim for Fees          $100,000
c/o Julia Dobbins
Shannon, Gracey, Ratliff and
Miller, LLP
777 Main Street, Suite 3800
Fort Worth, TX 76102

Schubert, Osterrieder and        Legal Fees               $71,398
Nickelson PLLC
1109 Gross Street
Houston, TX 77019

Nike Team Sports -               Trade Debt               $49,028
Nike USA, Inc.
20001 Ellipse
Foothill Ranch, CA 92610

Chase Visa                       Business Expenses        $25,675
P.O. Box 94014
Palatine, IL 60094

Midwest Graphics                 Trade Debt               $22,842

Studio West                      Trade Debt               $10,712

Diadora America, Inc.            Trade Debt               $10,341

L&W Apparel Co., Inc.            Trade Debt                $6,444

Alef Custom Packaging Co.        Trade Debt                $4,581

Charles River Apparel            Trade Debt                $4,565

Top Line                         Trade Debt                $4,283

High Fives Sportswear, Inc.      Trade Debt                $3,511

Chase Mastercard                 Business Expenses         $2,605

Howe                                                       $2,223

The Haddad Apparel Group, Ltd.   Trade Debt                $2,000

Rosasen                                                    $1,737

College Kids                     Trade Debt                $1,711

Varsity Vests                    Trade Debt                $1,650

Rebel Yell                                                 $1,567


KIMBALL HILL: Liquidity Improvements Cue S&P to Affirm Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit
rating on Kimball Hill Inc., and its 'B' rating on the company's senior
subordinated debt.  The outlook is stable.  The affirmations affect $203
million of rated debt.

"The ratings reflect Kimball Hill's long and conservative operating
history and a recent equity offering that deleveraged the company's
balance sheet and improved liquidity, as management anticipates continued
weak industry-wide demand well into the coming year," said credit analyst
Beth Campbell.  "Credit concerns include a growing level of speculative
inventory, which has been exacerbated by a recent spike in cancellation
rates, and weak debt coverage measures."

The ratings are supported by management's balance sheet and liquidity
improvements through its recent third-party equity offering.  The
company's efforts to revise its credit facility covenants, right-size its
operating platform, and reduce inventory and land holdings should also
help preserve liquidity during this cyclical downturn.  Rising speculative
inventory levels, however, could prompt a negative rating action, as could
weaker-then-expected operating performance.  The current soft homebuilding
environment precludes positive rating momentum.


LA PETITE: ABC Merger Prompts S&P to Affirm B- Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Service affirmed its ratings on Chicago,
Illinois-based La Petite Academy Inc., including the 'B-' corporate credit
rating.  The outlook is stable.

The affirmation follows the announcement that ABC Learning
Corp., an Australian company, will be purchasing La Petite for $330
million.  S&P expects that all existing debt will be repaid at the close
of the transaction in early 2007.  At that time, the ratings will be
withdrawn.

"The rating on La Petite reflects the weak cash flow, heavy debt burden,
and vulnerability to weakness in the economy, specifically employment,"
noted Standard & Poor's credit analyst Rivka Gertzulin.  "The company had
serious operating and financial problems in 2000-2003 due to the downturn
in the U.S.
economy and weakness in financial operations and controls.  Since then,
under new management, operating improvements led to an increase in
operating margins and cash flow."

La Petite is the second-largest chain provider of early childhood
education and child care in the U.S., operating 649 schools in 36 states.
This is down from 720 schools in 2002.  Management has improved operating
results and cash flow by selectively closing academies, reducing
personnel, and cutting overhead costs.  Management will continue to close
underperforming schools, but will also add new schools with better
operating performance.  Much of the recent increase in cash flow is from
working capital improvements and is likely to be one-time in nature.  It
is uncertain if cash flow will remain strong in the long term.

Among the challenges La Petite faces is competition from local nursery
schools and other childcare centers.  While the company has recently
experienced improvements in demand for its services and in its ability to
raise tuition rates, this follows many years of decreasing full-time
equivalent attendance.  Another challenge is that some other providers
have lower cost structures than La Petite, and may be able to compete more
successfully on price, especially as a potential downturn in the economy
could
cause families to be more cost conscious.

La Petite will have total debt of approximately $200 million (including
bank overdrafts).  The company's financial profile is very weak;
unadjusted EBITDA margins are expected to average in the mid-to-upper
single digits; total lease-adjusted debt to EBITDA is very high, at well
more than 6x; and EBITDA interest coverage is less than 2x.


LB-UBS: Fitch Junks Rating on $6.6 Million Class N Certificates
---------------------------------------------------------------
Fitch upgrades and downgrades LB-UBS Commercial Mortgage Trust's
commercial mortgage pass-through certificates, series 2001-C2 as:

Fitch's upgrades:

   -- $13.2 million class E to 'AAA' from 'AA+';
   -- $19.8 million class F to 'AA+' from 'A+';
   -- $16.5 million class G to 'AA-' from 'A-'; and,
   -- $23.1 million class H to 'BBB+' from 'BBB-'.

Fitch's downgrades:

   -- $6.6 million class N to 'C/DR5' from 'CC/DR4'.

Fitch assigns a Distressed Recovery Rating as:

   -- $13.2 million class M 'B-/DR1'.

Fitch affirms these classes:

   -- $138.2 million class A-1 at 'AAA';
   -- $789.3 million class A-2 at 'AAA';
   -- Interest-Only class X at 'AAA';
   -- $49.5 million class B at 'AAA';
   -- $62.7 million class C at 'AAA';
   -- $16.5 million Class D at 'AAA';
   -- $14.8 million class J at 'BB+'.
   -- $11.5 million Class K at 'BB-';
   -- $9.9 million class L at 'B+'; and,
   -- $3.3 million class P at 'C/DR6'.

The $12.7 million class Q is not rated by Fitch.

The upgrades are a result of paydown and defeasance since the last Fitch
formal review.  As of the December 2006 distribution date, the pool's
aggregate certificate balance has decreased by 9% to $1.2 billion from
$1.32 billion at issuance.  A total of
35 loans have defeased since issuance. Nine loans have defeased since the
last Fitch formal review.

The downgrade is the result of Fitch-expected losses on all of the eight
loans in special servicing.  The expected losses will deplete the balances
of the non-rated class Q and class P and will significantly impair class
N.  The Distressed Recovery Rating is due to stress placed on class M if
class N is significantly impaired.

The largest specially serviced asset is secured by two REO hotels, located
in Atlanta, Gorgia.  The hotels were recently renovated and re-flagged.
The hotels are being marketed by the special servicer.  The second-largest
specially serviced asset is secured by a 543,572 square foot office
building in Tulsa, Oklahoma.  The loan was transferred to special
servicing in November 2005 and is 90 days past due.  The third-largest
asset in special servicing is a 172,739 sf office building in Houston,
Texas that was transferred in June 2006 due to imminent default. The loan
is current.

At issuance, Fitch considered six loans to have investment grade credit
assessments.  On June 2005, the 10950 Tantau Avenue loan fully defeased.
Three of the remaining five credit assessments are still considered
investment grade.  The debt service coverage ratio for each loan is
calculated using servicer provided net operating income less reserves
divided by debt service payments based on the current balance using a
Fitch stressed refinance constant.

Westfield Shoppingtown Meriden is located in Meriden, Connecticut and is
anchored by Filene's, JC Penney, Sears, Best Buy, and Dick's Sporting
Goods.  The collateral consists of 371,688 sf of in-line space in a
913,625 sf regional mall.  As of year end 2005, the Fitch stressed DSCR of
the A-Note was 1.59x compared to 1.22x at issuance.  As of September 2006,
in-line occupancy was 80.5% compared to 95.7% at issuance.  Total
occupancy has declined to 86.1% from 98.2% at issuance.  The A-note
portion of the whole loan is held in the trust, while the B-note portion
is held outside the trust.  Fitch will monitor the leasing activity at
this property

NewPark Mall is secured by 389,682 sf of a 1.2 million sf regional mall
located in Newark, California.

As of September 2006, in-line occupancy was stable at 88.7% compared to
88.9% at issuance.  As of year end 2005, the Fitch stressed DSCR was 1.68x
compared to 1.34x at issuance.

400 Plaza Drive, also known as Hartz Mountain Industries, is secured by a
four-story multi-tenanted class 'B' office building, located in Secaucus,
New Jersey.  As of YE 2005, the Fitch stressed DSCR was 1.57x compared to
1.33x at issuance.  The occupancy was 96.2% as of October 2006 compared to
100% at issuance.

The Courtyard by Marriott is collateralized by a 449-room full-service
hotel located in Philadelphia, Pennsylvania.  While the property is master
leased to Marriott, Fitch reviews the loan based on actual property
operations with credit for amortization. Fitch maintains a below
investment grade credit assessment.

529 Bryant Street is secured by a 45,161 sf office building located in
downtown Palo Alto, California.  As of December 2005, the property was
100% occupied by a single tenant, Switch & Data, whose lease expires May
2025.  Fitch maintains a below investment grade credit assessment.

Fitch's Distressed Recovery ratings, introduced in April 2006 across all
sectors of structured finance, are designed to estimate recoveries on a
forward-looking basis while taking into account the time value of money.


LB UBS: Moody's Holds Low-B Ratings on $19.2 Million Certificates
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of three classes and
affirmed the ratings of 15 classes of LB-UBS Commercial Mortgage Trust
2003-C8, Commercial Mortgage Pass-Through Certificates, Series 2003 -- C8:


   -- Class A-1, $150,070,441, Fixed, affirmed at Aaa
   -- Class A-2, $280,000,000, Fixed, affirmed at Aaa
   -- Class A-3, $160,000,000, Fixed, affirmed at Aaa
   -- Class A-4, $546,259,000, Fixed, affirmed at Aaa
   -- Class X-CL, Notional, affirmed at Aaa
   -- Class X-CP, Notional, affirmed at Aaa
   -- Class B, $14,872,000, Fixed, upgraded to Aaa from Aa1
   -- Class C, $14,872,000, Fixed, upgraded to Aaa from Aa2
   -- Class D, $17,496,000, Fixed, upgraded to Aa2 from Aa3
   -- Class E, $22,745,000, Fixed, affirmed at A1
   -- Class F, $13,998,000, Fixed, affirmed at A2
   -- Class G, $20,995,000, Fixed, affirmed at A3
   -- Class H, $17,497,000, Fixed, affirmed at Baa1
   -- Class J, $13,997,000, Fixed, affirmed at Baa2
   -- Class K, $20,996,000, Fixed, affirmed at Baa3
   -- Class L, $6,998,000,  Fixed, affirmed at Ba1
   -- Class M, $6,999,000,  Fixed, affirmed at Ba2
   -- Class N, $5,249,000,  Fixed, affirmed at Ba3

As of the Dec. 15, 2006 distribution date, the transaction's aggregate
certificate balance has decreased by approximately
4.1% to $1.34 billion from $1.40 billion at securitization.


The Certificates are collateralized by 97 mortgage loans ranging in size
from less than 1.0% to 12.6% of the pool with the top 10 loans
representing 53.9% of the pool.  The pool consists of six shadow rated
loans, representing 36.5% of the pool, a conduit component, representing
54.9% of the pool, and U.S. Government securities representing 8.6% of the
pool.

Five loans, representing 8.6% of the pool, have defeased and are
collateralized by U.S. Government securities.  There have been no loans
liquidated from the pool and there are no loans in special servicing.
Seventeen loans, representing 8.6% of the pool, are on the master
servicer's watchlist.

Moody's was provided with full-year 2005 and partial-year 2006 operating
results for 96.0% and 78.8%, respectively, of the performing loans.
Moody's loan to value ratio for the conduit component is 87.6%, compared
to 96.2% at securitization.  Moody's is upgrading Classes B, C, and D due
to defeasance, stable pool performance and increased credit support.

The largest shadow rated loan is The Grove Loan.  The loan is secured by
the borrower's interest in a 583,000 square foot open-air,
retail/entertainment center located approximately six miles east of
downtown Los Angeles, California.  Built in 2002, the center is anchored
by Nordstrom, and Pacific Theatres.  Each anchor owns its respective
improvements.  Other major tenants include The Gap, Barnes & Noble, Banana
Republic, Anthropologie, Crate & Barrel, Arden B and Coach.  As of June
2006 the center was 100.0% occupied, compared to 94.1% at securitization.
Despite higher operating expenses, the property's financial performance
has improved since securitization due to increased occupancy and loan
amortization.  The sponsor is Caruso Affiliated Holdings.

Moody's current shadow rating is Aa2, compared to Aa3 at securitization.

The second largest shadow rated loan is the 114 West 47th Street Loan,
which is secured by a 596,815 square foot, Class A office building located
in the Times Square/Theatre District submarket of New York City.  As of
November 2006 the property was 94.4% leased, compared to 96.3% at
securitization.  The anchor tenant is US Trust.  The Sponsor is the Durst
Organization.

Moody's current shadow rating is Aa2, compared to Aa3 at securitization.

The third largest shadow rated loan is The Westfield Shoppingtown South
County Loan.  The loan is secured by the borrower's
451,651 square foot interest in a 1,020,388 square foot regional mall
located approximately 10 miles south of downtown St. Louis, Missouri.
Built in 1963 and renovated in 2002, the center is anchored by Famous
Barr, Sears, J.C. Penney and Dillard's.  Other major tenants are The
Gap/Gap Kids, Borders, The Finish Line, New York & Company and Hollister &
Co. As of September 2006 the center was 95.7% occupied, compared to 96.4%
at securitization. Despite the decrease in occupancy, the property's
financial performance has improved since securitization due to increased
rents and loan amortization.  The sponsor is Westfield America Inc.

Moody's current shadow rating is Baa2, compared to Baa3 at securitization.

The fourth largest shadow rated loan is The GGP JP Realty Portfolio.  The
loan is secured by three cross-collateralized and cross-defaulted regional
malls totaling 1,686,523 square feet. Salem Mall is located in Salem,
Oregon approximately 45 miles south of Portland.  The center was built in
1980 and renovated in 1995. Grand Teton Mall is located in Idaho Falls,
Idaho, near Grand Teton National Park.  The center was built between 1984
and 1994 and renovated in 2003.  Animas Valley Mall is situated in
Farmington, New Mexico, in the northwest portion of the state. The center
was built in 1982 and renovated in 2003.  The malls are anchored as
follows: Salem Center, Grand Teton Mall  and Animas Valley Mall.  The
weighted average occupancy is 95.8%, compared to 95.5% at securitization.
The loan matures in July 2008 and amortizes on a 300-month schedule.  The
Portfolio has been stable since securitization, however it has benefited
from loan amortization.   The sponsor is General Growth Properties, Inc.
Moody's current shadow rating is Aa3, compared to A2 at securitization.

The remaining two shadow rated loans comprise 3.7% of the pool. The
Liberty Tree Mall Loan is secured by a 449,718 square foot retail center
located in Danvers, Massachusetts, approximately


Moody's current shadow rating is Aa1, the same as at securitization.

The Sangertown Square Mall Loan is secured by a 879,429 square foot mall
located in New Hartford, New York, approximately five miles southwest of
Utica.  This loan represents the subordinate portion of a
senior/subordinate loan structure with the senior note included in LB-UBS
2000-C3.  The subordinate portion will not receive payment of principal
until the senior portion is paid in full.  The property is performing
below expectations due to a drop in occupancy to 83.3% from 96.3% at
securitization in the in-line shops.

Moody's current shadow rating is Baa3, compared to Baa2 at securitization.

The top three conduit loans represent 11.5% of the pool.

The largest conduit loan is the Dartmouth Mall Loan, which is secured by a
670,980 square foot regional mall located in Dartmouth, Massachusetts,
approximately 35 miles east of Providence.  The center was built in 1971
and renovated in 2000. As of October 2006 the property was 97.1% occupied,
compared to 79.5% at securitization.  The mall is anchored by Filene's,
Sears and J.C. Penney.  Other major tenants include The Gap, Old Navy,
Finish Line and Hollister Co.  The property has performed well since
securitization and has benefited from loan amortization. The Sponsor is
Pennsylvania Real Estate Investment Trust.

Moody's current LTV is 91.9%, compared to 99.9% at securitization.

The second largest conduit loan is the Oakwood Dulles Loan, which is
secured 13, four-story, Class A garden-style apartment buildings
containing 411 units that were built in 2001.  The property is located in
Herndon (Fairfax County), Virginia.  As of December 2005 the property was
97.0% occupied, compared to 95.6% at securitization.  The loan matures in
September 2008 and is interest only during the first five years of the
term converting to a 300-month amortization schedule thereafter.  The loan
sponsors are Howard Ruby and Edward Broida.

Moody's LTV is 97.9%, compared to in excess of 100.0 % at securitization.

The third largest conduit loan is the Plaza at Delray Loan, which is
secured by a 331,068 square foot retail center built in 1979 and renovated
in 1998.  The property is located in Delray Beach, Florida.  As of
September 2006, the property was 96.0% occupied, compared to 97.8% at
securitization.  The center is anchored by Publix, Linens-n-Things,
Marshalls and Staples.  Regal Cinema is also a major tenant.  The loan
matures in August 2008 and is interest only throughout the term.  The loan
sponsor is Investcorp Properties Ltd.

Moody's LTV is in excess of 100%, the same as at securitization.

The pool's collateral is a mix of retail, office, multifamily and
manufactured housing, U.S. Government securities, lodging  and industrial
and self storage.  The collateral properties are located in 30 states.
The top five state concentrations are California, New York, Massachusetts,
Texas and Virginia.  All of the loans are fixed rate.


LB-UBS: Fitch Holds Junk Rating on $8.9 Mil. Class T Certificates
-----------------------------------------------------------------
Fitch upgrades LB-UBS Commercial Mortgage, series 2002-C7, commercial
mortgage pass-through certificates as:

   -- $14.8 million class E to 'AAA' from 'AA+';
   -- $14.8 million class F to 'AA+' from 'AA'; and,
   -- $14.8 million class G to 'AA-' from 'A+'.

In addition, Fitch affirms these classes:

   -- $13.2 million class A-1 at 'AAA';
   -- $190 million class A-2 at 'AAA';
   -- $100 million class A-3 at 'AAA';
   -- $394.4 million class A-4 at 'AAA';
   -- $218  million class A-1b at 'AAA';
   -- $20.8 million class B at 'AAA';
   -- $17.8 million class C at 'AAA';
   -- $17.8 million class D at 'AAA';
   -- Interest-Only classes X-CL and X-CP at 'AAA';
   -- $19.3 million class H at 'A';
   -- $11.9 million class J at 'A-';
   -- $11.9 million class K at 'BBB';
   -- $19.3 million class L at 'BBB-';
   -- $7.4 million class M at 'BB';
   -- $5.9 million class N at 'BB-';
   -- $8.9 million class P at 'B+';
   -- $4.5 million class Q at 'B';
   -- $3   million class S at 'B-'; and,
   -- $8.9 million class T at 'CCC'.

The $8.9 million class U is not rated by Fitch.

The upgrades are due to the additional defeasance of 13.6% of the pool
since the last formal Fitch review. 20.4% of the pool has defeased since
issuance.  As of the December 2006 distribution date, the transaction has
paid down by 5.1% to $1.13 billion from $1.19 billion at issuance.  There
are currently two specially serviced loans.

The largest specially serviced loan is secured by a multifamily property
located in Memphis, Tennessee.  The loan is current and was transferred to
special servicing in July 2006 due a decline in occupancy.  The other
specially serviced loan is secured by a multifamily property located in
San Antonio, Texas.  The loan will be returned to the Master Servicer in
January 2007.

The transaction contains five credit-assessed loans, including the
Westfield Shoppingtown Independence loan which has been fully defeased.
Fitch reviewed servicer-provided financial statements and other
performance information for the four remaining non-defeased credit
assessed loans: The Capitol at Chelsea, 205 E. 42nd Street, 655 3rd Avenue
and 675 3rd Avenue.  The debt service coverage ratios for the loans are
calculated based on a Fitch adjusted net cash flow and a stressed debt
service based on the current loan balances and a hypothetical mortgage
constant.  Based on the stable or improved performance of the credit
assessed loans, Fitch maintains investment grade credit assessments for
all five of the loans.

The Capitol at Chelsea loan is secured by a fee interest in a
39-story luxury high rise multifamily property with a small portion of
office and ground floor retail.  The properties are located in the Chelsea
submarket of Manhattan, New York City.  The property has exhibited stable
performance since issuance.  The Fitch-stressed NCF increased by 1.7%
between issuance and September 30, 2006, and occupancy was 99.0% compared
to 98.2% at issuance.  The Fitch-stressed DSCR as of September 30, 2006
increased to 1.34x from 1.31x at issuance.

The 205 East 42nd Street loan is secured by a 21-story office building
located in the Midtown neighborhood of Manhattan, New York City.  The
building has 470,170 square feet of office space and 23,958 sf of
ground-level retail space.  The property's performance has improved since
issuance.  The Fitch-stressed NCF increased by 31.5% between issuance and
Sept. 30, 2006, and occupancy was 95.6% compared to 96.1% at issuance.
The
Fitch-stressed DSCR as of September 30, 2006 increased to 2.11x from 1.70x
at issuance.

The remaining two credit assessed loans, 655 Third Avenue and 675 Third
Avenue, have experienced stable performance and improved occupancy since
issuance.


LB UBS: Moody's Holds Junk Ratings on Class N and P Certificates
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes, downgraded
the ratings of two classes and affirmed the ratings of 10 classes of
LB-UBS Commercial Mortgage Trust 2000-C5, Commercial Mortgage Pass-Through
Certificates, Series 2000-C5:

   -- Class A-1, $181,069,691, Fixed, affirmed at Aaa
   -- Class A-2, $440,000,000, Fixed, affirmed at Aaa
   -- Class X, Notional, affirmed at Aaa
   -- Class B, $44,873,000, Fixed, affirmed at Aaa
   -- Class C, $44,873,000, Fixed, upgraded to Aa1 from Aa3
   -- Class D, $14,958,000, Fixed, upgraded to Aa3 from A2
   -- Class E, $7,479,000,  Fixed, upgraded to A2 from Baa1
   -- Class F, $12,464,000, Fixed, upgraded to Baa1 from Baa2
   -- Class G, $9,972,000,  Fixed, affirmed at Baa3
   -- Class H, $19,944,000, Fixed, affirmed at Ba1
   -- Class J, $9,972,000, Fixed, affirmed at Ba3
   -- Class K, $4,985,000, Fixed, affirmed at B1
   -- Class L, $7,479,000, Fixed, downgraded to Caa2 from B3
   -- Class M, $4,986,000, Fixed, downgraded to C from Caa3
   -- Class N, $4,986,000, Fixed, affirmed at C
   -- Class P, $527,736,   Fixed, affirmed at C

As of the Dec. 15, 2006 distribution date, the transaction's aggregate
certificate balance has decreased by approximately 18.9% to $808.6 million
from $997.2 million at securitization.  The Certificates are
collateralized by 102 mortgage loans ranging in size from less than 1.0%
to 6.9% of the pool with the top 10 loans representing 48.5% of the pool.
The pool includes three shadow rated investment grade loans, which
comprise 13.5% of the current outstanding balance.  Twenty two loans,
representing 26.1% of the pool, have defeased and are secured by U. S.
Government securities.

Four loans have been liquidated from the trust, resulting in aggregate
realized losses of approximately $16.9 million.  Five loans, representing
2.9% of the pool, are in special servicing. Moody's has estimated
aggregate losses of approximately
$9.6 million for all of the specially serviced loans.  Thirty-four loans,
representing 27.5% of the pool, are on the master servicer's watchlist.

Moody's was provided with full year 2005 and partial year 2006 operating
results for approximately 94.0% and 87.1%, respectively, of the performing
loans.  Moody's loan to value ratio for the conduit component is 82.0%,
compared to 84.7% at Moody's last full review in September 2005 and
compared to 85.2% at securitization.

Moody's is upgrading Classes C, D, E and F due to stable overall pool
performance and defeasance.  Classes C and D were upgraded on December 8,
2006 based on a Q tool based portfolio review. Moody's is downgrading
Classes L and M due to realized and anticipated losses on the specially
serviced loans.

The largest shadow rated loan is the Gallery at Harborplace Loan, which is
secured by a 403,000 square foot mixed use development situated in the
Baltimore Inner Harbor in downtown Baltimore, Maryland.  The property is
also encumbered by a B Note that is held outside the trust.  The property
is 84.2% occupied, compared to 87.0% at last review.  The largest office
tenants include KPMG and Hogan and Hartson.  Although the property's
financial performance has improved since last review, Moody's is concerned
about the weak Baltimore office market and the property's high lease
expirations within the next 18 months.

Moody's current shadow rating is A2, the same as at last review.

The second largest shadow rated loan is the 707 Broad Street Loan, which
is secured by a 508,000 square foot office building located in Newark, New
Jersey.  The property is 96.6% occupied, compared 94.7% at last review.
The largest tenants are the State of New Jersey and Newark Public Schools.
Property performance has improved due to increased revenues, stable
expenses and amortization.  The loan, which has amortized by approximately
12% since securitization, matures in November 2007.

Moody's current shadow rating is A1, compared to Baa2 at last review.

The third largest shadow rated loan is the Cal Fed Loan, which is secured
by a 232,000 square foot office building located in Rosemead, California.
The property is 100.0% leased to California Federal Bank under an
eight-year, bondable net lease that is coterminous with the loan maturity.

Moody's current shadow rating is Aaa, compared to Aa1 at last review.

The top three conduit exposures represent 17.1% of the outstanding pool
balance.

The largest conduit exposure consists of 125 Broad - Units A and C Loans,
which are two cross collateralized loans secured by condominium units in a
1.3 million square foot Class A office building located in New York City.
Unit A is 330,000 square feet and is 100% leased to Salomon Smith Barney.
Unit C is 193,000 square feet and is 100.0% leased to multiple tenants.
The largest tenants are Fahnestock & Company  and Ark Asset Management.

Moody's LTV is 77%, compared to 78.4% at last review.

The second largest conduit exposure is the Riverbank Business Center Loan,
which is secured by a 326,000 square foot office building located in St.
Paul, Minnesota.  The property is 99% leased to U.S. Bank National
Association under a lease that expires in January 2011.

Moody's LTV is 83.7%, compared to 84.0% at last review.

The third largest conduit exposure is the Beverly Hills Club Apartments
Loan, which is secured by a 690-unit multifamily property located in
Miami, Florida.  The property is 95.8% leased, compared to 92.0% at last
review.  Moody's LTV is 74.5%, compared to 81.2% at last review.

The pool's collateral is a mix of office and mixed use, U.S. Government
securities, retail, multifamily, industrial and self storage, lodging and
credit tenant lease.  The collateral properties are located in 31 states
and Washington, D.C.  The highest state concentrations are New York,
Florida, Massachusetts, California, and Maryland.  All of the loans are
fixed rate.


LEVEL 3: To Acquire SAVVIS Content Delivery Network for $135 Mil.
-----------------------------------------------------------------
Level 3 Communications, Inc., signed a definitive agreement to acquire the
Content Delivery Network services business of SAVVIS, Inc.  Under the
terms of the agreement, Level 3 will pay
$135 million in cash consideration to acquire certain assets, including
network elements, customer contracts, and intellectual property used in
SAVVIS’s CDN business.  The purchase price is subject to certain customary
post closing working capital adjustments.

"The acquisition of SAVVIS’s CDN services business will enable Level 3 to
better address the increasing opportunity presented by rich media
applications such as video, Web 2.0 applications, multiplayer online
gaming and software as a service over the Internet," said Kevin O’Hara,
president and chief operating officer of Level 3.  "We are looking forward
to welcoming the pioneers of CDN to our team.  The largest customers of
CDN services rely on a combination of capabilities to support
their businesses.  These include services like CDN, IP transit,
wavelengths, metro transport, and colocation.  Upon completion of this
transaction, Level 3 believes that it will be the only CDN services
provider with a single source, full portfolio of end-to-end content
distribution solutions, and will be in a unique position to offer a range
of building blocks to meet these customers’ needs.

"Level 3 already has a strong brand and capabilities in video distribution
through its Vyvx business.  With native CDN capabilities and with Level
3’s highly scalable, industry-leading IP backbone, we believe that Level 3
will be able to bring additional value to all video-centric companies by
delivering video in a more intelligent and comprehensive way to a broader
range of destinations.

"This acquisition does not require the type of physical integration
associated with the metro and backbone transactions we announced earlier
this year.  We are confident in our ability to incorporate this key
capability into our portfolio."

SAVVIS’s content delivery customers include some of the largest
enterprises in the world, including Microsoft.

"As we grow our online services business, stability and control over our
network infrastructure becomes increasingly important to deliver great
experiences for our customers, partners and advertisers," said Arne
Josefsberg, general manager of Global
Foundation Services at Microsoft.  "We look forward to a continued
relationship with Level 3 as they embark upon this next phase of their
network evolution."

SAVVIS’s CDN business had approximately $15 million in revenue for the
nine months ending Sept. 30, 2006.  Closing is subject to customary
conditions, including receipt of Hart-Scott-Rodino
approval.  Closing is expected to occur in the first quarter of 2007.

                        About SAVVIS Inc.

Headquartered in Town & Country, Missouri, SAVVIS, Inc. (NASDAQ:
SVVS) -- http://www.savvis.net/-- provides managed and outsourced
IT services that focuses exclusively on IT solutions for
businesses.  With an IT services platform that extends to 47
countries, SAVVIS has over 5,000 enterprise customers and leads
the industry in delivering secure, reliable, and scalable hosting,
network, and application services.  These solutions enable
customers to focus on their core business while SAVVIS ensures the
quality of their IT systems and operations.  SAVVIS' strategic
approach combines virtualization technology, a global network and
25 data centers, and automated management and provisioning
systems.

SAVVIS’s CDN services business, based in Thousand Oaks, California, with
approximately 50 employees and over 100 customers, provides solutions that
improve performance,
reliability, scalability and reach of customers’ online content.
Initially developed in 1996 as Sandpiper Networks, the division developed,
deployed and operated a content delivery network.  It has a globally
distributed infrastructure in more than 20 countries.

                  About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications, Inc.
(NASDAQ: LVLT) is a communications and information services company.  The
company operates a large communications and Internet backbone, making it a
Tier 1 network.  Level 3 is the current owner of AS1.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 20, 2006,
Standard & Poor's Ratings Services assigned its 'CCC-' rating to
$650 million of 9.25% senior notes due 2014 issued by Level 3
Financing Inc., a subsidiary of Broomfield, Colorado-based Level 3
Communications Inc.

All ratings on Level 3, including the 'CCC+' corporate credit
rating, are affirmed.

The outlook is stable.


LF 18: Voluntary Chapter 11 Case Summary
----------------------------------------
Lead Debtor: LF 18, LLC
             P.O. Box 519
             Ithaca, NY 14851

Bankruptcy Case No.: 06-34716

Debtor affiliates filing separate chapter 11 petitions:

      Entity                                     Case No.
      ------                                     --------
      LF 19, LLC                                 06-34717

Chapter 11 Petition Date: December 18, 2006

Court: Northern District of New York (Syracuse)

Judge: Stephen D. Gerling

Debtor’s Counsel: David H. Ealy, Esq.
                  Trevett, Lenweaver & Salzer, P.C.
                  Two State Street, Suite 1000
                  Rochester, NY 14614
                  Tel: (585) 454-2181
                  Fax: (585) 454-4026

                      Estimated Assets     Estimated Debts
                      ----------------     ---------------
LF 18, LLC            $1 Million to        $1 Million to
                      $100 Million         $100 Million
LF 19, LLC            $100,000 to          $100,000 to
                      $1 Million           $1 Million

The Debtors did not file a list of their 20 Largest Unsecured Creditors.



LONGRIDGE ABS: Moody's Rates $8 Mil. Class F Secured Notes at Ba1
-----------------------------------------------------------------
Moody's Investors Service assigned these ratings to Notes issued by
Longridge ABS CDO I, Ltd.:

   -- Aaa to $175,000,000 Class A-1 Swap Transaction;

   -- Aaa to $160,000,000 Class A-1 Senior Secured Floating Rate
      Notes Due 2047;

   -- Aaa to $55,000,000 Class A-2 Senior Secured Floating Rate
      Notes Due 2047;

   -- Aa2 to $37,000,000 Class B Senior Secured Floating Rate
      Notes Due 2047;

   -- A2 to $22,000,000 Class C Mezzanine Deferrable Secured
      Floating Rate Notes Due 2047;

   -- Baa2 to $15,000,000 Class D Mezzanine Deferrable Secured
      Floating Rate Notes Due 2047;

   -- Baa3 to $12,000,000 Class E Mezzanine Deferrable Secured
      Floating Rate Notes Due 2047; and

   -- Ba1 to $8,000,000 Class F Mezzanine Deferrable Secured
      Floating Rate Notes Due 2047.

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

The ratings reflect the risks due to the diminishment of cash flow from
the underlying portfolio consisting of RMBS Securities, CMBS Securities,
CDO Obligations and Credit Default Swaps, the Reference Obligations of
which are one of more of the foregoing, due to defaults, the transaction's
legal structure and the characteristics of the underlying assets.

ZS Structured Credit Capital Management, L.P. will manage the selection,
acquisition and disposition of collateral on behalf of the Issuer.


MANSFIELD TRUST: Fitch Retains Low-B Ratings on Two Cert. Classes
-----------------------------------------------------------------
Mansfield Trust's commercial mortgage pass-through certificates, series
2001-1, are upgraded:

      -- $6.6 million class C to 'AAA' from 'AA+';
      -- $8.0 million class D to 'A' from 'A-'.

These classes are affirmed:

      -- $15.2 million class A-1 at 'AAA'
      -- $111.7 million class A-2 at 'AAA'
      -- Interest-only class X at 'AAA'
      -- $7.3 million class B at 'AAA'
      -- $4.0 million class E at 'BB+'
      -- $3.3 million class F at 'B+'.

Fitch does not rate the $4.6 million class G certificates.

The rating upgrades are primarily the result of increased credit
enhancement and defeasance.  As of the December 2006 distribution date,
the pool has paid 39.4% since issuance.  Nine loans, 11.3% of the pool,
have defeased.  The upgrades also reflect the lack of delinquent loans
since issuance, positive loan features such as significant recourse
(approximately 96% of the pool) and a short weighted average remaining
amortization term of 128 months.  The loans' average seasoning is over
nine years and the short amortization term leads to increased equity and
limited loss exposure on the loans.

Due to this seasoning, limited performance information is available for
the loans.  However, given the lack of delinquent loans, paydown and
defeasance, the upgrades are warranted.

The pool is comprised entirely of loans secured by properties in Canada.
Specifically, the certificates are collateralized by 64 fixed-rate
mortgage loans, consisting primarily of industrial (38%), retail (31.9%),
and office (15.8%) properties, with concentrations in the provinces of
Ontario (46.7%), British Columbia (16.9%), and Alberta (9.9%).


MARICOPA COUNTY: Moody's Holds Rating on Revenue Bonds at Ba1
-------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 rating on the
$12.1 million Maricopa County Industrial Development Authority Multifamily
Housing Revenue Bonds Series 2000A&B.

Approximately $3.9 million in Multifamily Housing Revenue Bonds
Subordinate Series 2000C remains unrated by Moody's.

Legal security:

The bonds are secured by revenues derived from operations of the Sun King
and Casa Castillo projects; 375 affordable units in total, located in
Scottsdale and Phoenix, Arizona.  The bonds are further secured by other
funds pledged under the indenture.

Strengths:

According to Moody's review of unaudited operating statements for the 11
months ending November 2006, debt service coverage has increased slightly
to 1.30x.  This is up somewhat from the 2005 DSC ratio of 1.20.  The
improvement in financial performance stems mainly from a decrease in
vacancy and concessions, boosting revenue during 2006.

There have been no taps to debt service reserves.  The Replacement &
Reserve account is currently funded at $185,632.

According to MoodysEconomy.com, the Phoenix single family housing market
is significantly overpriced, and management confirms that many multifamily
residences in the submarket area have been converted to condominiums.
These two factors should lead to increased demand for affordable housing
properties such as Sun King and Casa Castillo.

Challenges:

Although economic vacancy has decreased considerably over the past year,
more time is needed in order to identify this as a trend for the project.

Expenses continue to increase steadily, averaging seven percent per year
over the past two years.

According to MoodysEconomy.com, the Phoenix market for single family homes
is expected to experience some price depreciation. While this could lead
to increased demand for affordable housing, it could also lead to
volatility in the housing sector in general with possible adverse effects
for multifamily units.

Both Sun King and Casa Castillo are relatively older properties, built in
1973 and 1968, respectively.
Outlook:

The outlook on the bonds remains negative.  Considering the projected
volatility for the Phoenix and Scottsdale housing market, Moody's would
like to see further evidence of financial improvement before considering
the rating stable at the Ba1 level.

What could change the rating -- up

Several periods of substantial debt service coverage growth, coupled with
evidence of stabilization in the housing submarket.

What could change the rating -- down

Continued increase in expenses and volatility in revenue; deterioration of
debt service coverage level.


MARKEL CORP: Fitch Upgrades Rating on 8.71% Capital Securities
--------------------------------------------------------------
Fitch Ratings upgraded Markel Corporation's Issuer Default Rating to
'BBB+' from 'BBB' and Markel's senior debt ratings to 'BBB' from 'BBB-'.

Fitch also upgraded the trust preferred stock rating of Markel Capital
Trust to 'BBB-' from 'BB+'.

Additionally, Fitch affirmed the 'A' Insurer Financial Strength ratings of
the members of the Markel North America insurance group.  Fitch also
affirmed the 'A-' IFS rating of Markel International Insurance Company.

The Rating Outlook is Positive.

The debt and preferred stock upgrades reflect a material reduction in
pro-forma financial leverage at Markel.  Markel achieved this reduction in
leverage through a combination of increased retained earnings and capital
market transactions. Earlier this year, Markel reported the redemption of
its convertible debt issue.  These securities were convertible into common
stock at the option of the debt holders who chose to convert rather than
be redeemed.

As a result, approximately $101 million of debt converted into common
stock.  Markel also reported its intent to redeem all
$107 million of its outstanding trust preferred securities as of Jan. 1,
2007.  Fitch expects financial leverage to fall to the 25 to 27% range as
a result of these transactions.  Markel's financial leverage had
previously exceeded 30%.

Additionally, Markel's capital structure will be significantly simplified,
consisting of only senior debt and common stock, after the redemption of
the trust preferred securities.

The positive outlook considers the insurance operation's strong
underwriting results and operating cash flow. Markel surpassed its target
of an underwriting profit in the first nine months of 2006, reporting a
combined ratio of 88%.  These results compare favorably to the comparable
period in 2005.

However, Fitch recognizes that they largely reflect the relatively benign
natural catastrophe losses in 2006 compared to record catastrophe losses
in 2005.  Markel was affected by the 2005 hurricane season, incurring
losses of $246.3 million as the result of Hurricanes Katrina, Rita and
Wilma.  The 2005 hurricane season added 12 points to Markel's consolidated
combined ratio, which was 101% for the full year 2005.  Markel's operating
results compare favorably to its peers.

Markel's rating outlook also benefits from conservative reserving and
accounting practices, a value-investing strategy that has historically
produced returns in excess of market indices and a number of commutations
that reduced Markel's exposure to lower rated reinsurers.

Conversely, Fitch notes that Markel has a history of acquisitions.
Historically, these acquisitions have occurred in soft market conditions,
when organic premium growth was difficult to achieve, and were financed
with significant amounts of debt. Fitch believes the insurance market is
softening.  If Markel were to make a major acquisition or significantly
increase its financial leverage, Fitch would have to re-evaluate the
ratings and rating outlook.

The ratings also consider Markel's moderate operating leverage, including
high exposure to reinsurance recoverables, though this is somewhat
mitigated by strong collateral and the aforementioned commutations.
Markel also employs significant investment leverage, allocating a much
larger portion of its investment portfolio to equities, but a lower
portion to non-investment grade bonds, than peers.

Absent unusual large losses, such as another intense hurricane season,
Fitch expects Markel North America to meet Markel's combined ratio target
in 2007, which varies but is below 100%. Fitch continues to believe the
positive actions taken at MIICL will ultimately result in underwriting
results that meet Markel's 100% combined ratio target.  However, Fitch
recognizes that this achievement has taken longer than anticipated. The
combined ratio for MIICL in the first nine months of 2006 was 105%.

In 2005-6, MIICL has made significant progress in building up a reserve
buffer, bringing its reserving methodology into line with that of the
group and in commuting reinsurance recoverables. Although MIICL's ultimate
profitability continues to lag below the expected level for a company in
the 'A'-range, it is expected that future reserve releases will bolster
improved underlying performance and that a return commensurate with that
of the rest of the group will be achieved in 2007-8, at which point an
upgrade could be envisaged and the rating of MIICL equalized with that of
the operating companies of Markel North America.

Fitch expects Markel will continue to hold cash and investments at the
holding company equal to at least 2x annual interest expense.  Fitch also
expects 2007 fixed-charge coverage will meet, or exceed, the 4x level that
is the threshold for the current rating level.

Markel Corporation markets and underwrites specialty insurance products
and programs to a variety of niche markets.  In each of these markets, the
company seeks to provide quality products and excellent customer service
so that it can be a market leader.

These ratings are affirmed with a Positive Outlook:

Associated International Insurance Co.
Deerfield Insurance Company
Essex Insurance Company
Evanston Insurance Company
Markel American Insurance Company
Markel Insurance Company

   -- Insurer financial strength at 'A'.

Markel International Insurance Company

   -- IFS at 'A-'.

These ratings are upgraded:

Markel Corporation

   -- Issuer Default Rating to 'BBB+' from 'BBB' with a
      Positive Outlook;

   -- 7.2% Senior notes due Aug. 15, 2007 to 'BBB' from 'BBB-';

   -- 7.0% Senior notes due May 15, 2008'BBB' from 'BBB-';

   -- 6.8% Senior notes due Feb. 15, 2013 'BBB' from 'BBB-';

   -- 7.35% Senior notes due Aug. 15, 2034 'BBB' from 'BBB-';
      and,

   -- 7.5% Senior notes due Aug. 22, 2046 'BBB' from 'BBB-'.

The 4.25% Liquid Yield Option Notes due June 5, 2031, rated
'BBB-', have been Paid in Full.

Markel Capital Trust

   -- 8.71% Capital securities due Jan. 1, 2046 to 'BBB-' from
      'BB+'.


MASTERCRAFT INTERIORS: Files Disclosure Statement in Maryland
-------------------------------------------------------------
Mastercraft Interiors Ltd., Kimels of Rockville Inc. and the Official
Committee of Unsecured Creditors filed with the U.S. Bankruptcy Court for
the District of Maryland a Disclosure Statement explaining their Chapter
11 Joint Plan of Liquidation.

                      Overview of the Plan

The Debtors and the Committee tell the Court that the Joint Plan
contemplates the substantive consolidation of the Debtors' assets wherein
it will be pooled and used to pay pro rata all of their creditors.

                       Treatment of Claims

Under the Joint Plan, Administrative Claims against the Debtors will be
paid in full.  Priority Tax Claims will also be paid in full.

Holders priority non-tax deposit claims, totaling approximately
$1,000,000, will be paid in full within 60 days after the effective date
provided that the Debtors or Plan Administrator will not object to the
claim.

The Debtors disclose that Bank of America, a prepetition lender holding a
secured claim, has received substantially all of the proceeds from the
liquidation of its collateral.  BofA has agreed to subordinate its
deficiency claim, however, reserves certain residual claim recovery right
under the final DIP financing orders.

To the extent not already repaid, all amounts owed to the BofA, as DIP
Lender, will be paid in full.

Holders other secured claims will have the collateral securing claims
returned.  Deficiencies, if any, will be treated as an unsecured claim.

General Unsecured Claim Holders will receive their pro rata share of any
cash remaining after all other claims are paid.  The Debtors estimate that
unsecured creditors will receive less than 10% of their claims.

Equity interests will be cancelled and holders of these interests will get
nothing under the Joint Plan.

                   About Mastercraft Interiors

Headquartered in Beltsville, Maryland, Mastercraft Interiors Ltd.
-- http://www.mastercraftinteriors.com/-- manufactures furniture
and other home furnishings.  The Company and its subsidiary,
Kimels of Rockville, Inc., filed for bankruptcy on May 15, 2006,
(Bankr. D. Md. Case No. 06-12769).  Morton A. Faller, Esq.,
Michael J. Lichtenstein, Esq., and Stephen A. Metz, Esq., at
Shulman, Rogers, Gandal, Pordy & Ecker, P.A., represent
the Debtors in their restructuring efforts.  Bradford F.
Englander, Esq., at Linowes and Blocher LLP, represents the
Official Committee Unsecured Creditors.  When Mastercraft
Interiors filed for bankruptcy, it reported assets amounting to
$10,600,288 and debts amounting to $25,485,847.  Kimels of
Rockville reported assets totaling $704,227 and debts amounting to
$10,341,704 when it filed for bankruptcy.

Harold Hackerman was appointed as examiner in the chapter 11 cases of
Mastercraft Interiors, Ltd., and Kimels of Rockville, Inc.


MASTR ALTERNATIVE: S&P Holds BB Rating on Class B-4 Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' rating on class B-5
issued by MASTR Alternative Loan Trust 2004-10 on CreditWatch with
negative implications.  At the same time, the ratings on 20 other classes
from the same series were affirmed.

The negative CreditWatch placement is due to the liquidation of one loan
that resulted in a realized loss during the November 2006 remittance
period.  The depositor of this transaction has reported to Standard &
Poor's that this loan was not delinquent and therefore not actively being
monitored.  The loss was caused by a California property that was
destroyed due to a natural disaster and was not covered by the insurance
policy.

Additionally, since the deal did not have a special hazard carve-out, the
loss was not covered.  However, a short-sale offer on the land was
accepted and a portion of the loss was recovered.  The remainder was
absorbed by subordination credit support.  This deal utilizes a senior
subordinate structure; consequently, class B-5 is supported by the unrated
B-6 class, which is also being paid principal due to normal amortization.
While the $333,820 loss is only the third loss incurred by the pool,
current credit support to class B-5 is $238,692 because of losses and the
pool paying down.  The pool had amortized down to 66.46% of the original
balance as of the November 2006 distribution period.

Because current and projected credit support is not sufficient, S&P will
continue to monitor this deal.  Three loans amounting to $1.23 million
were in foreclosure or were REO as of the November remittance period.

The affirmations reflect current and projected credit support percentages
that are sufficient to maintain the current ratings, as reported during
the November 2006 remittance period.

Standard & Poor's will continue to closely monitor the performance of
class B-5. If the delinquent loans cure to a point at which they can
provide sufficient credit enhancement, we will affirm the rating and
remove it from CreditWatch. Conversely, if delinquencies translate into
realized losses in the coming months and continue to erode credit
enhancement, we will take further negative rating action on this class.

The collateral consists of 15- and 30-year, fixed-rate mortgages secured
by first liens on one- to four-family properties.

              Rating Placed on Creditwatch Negative

              MASTR Alternative Loan Trust 2004-10

                                  Rating
                                  ------
                 Class     To               From
                 -----     --               ----
                 B-5       B/Watch Neg      B

              MASTR Alternative Loan Trust 2004-10

            Class                             Rating
            -----                             ------
            1-A-1, 2-A-1, 2-A-1, 3-A-1        AAA
            4-A-1, 5-A-1, 5-A-2, 5-A-3        AAA
            5-A-4, 5-A-5, 5-A-6, 5-A-7        AAA
            15-PO, 30-PO, 15-AX-1             AAA
            15-AX-2, 30-AX                    AAA
            B-1                               AA
            B-2                               A
            B-3                               BBB
            B-4                               BB


MEMPHIS HEALTH: Moody's Junks Rating on $7.96 Mil. Revenue Bonds
----------------------------------------------------------------
Moody's Investors Service downgraded the underlying rating on the Memphis
Health, Education, and Housing Facilities Board
$7.96 million of Multifamily Housing Revenue Bonds, Series 2000A to Caa1
from B2.

The outlook remains negative.

These bonds continue to be MBIA-insured and therefore benefit from MBIA's
Aaa rating.

Moody's does not rate the Subordinate Series 2000B bonds.

The downgrade on the underlying rating is due to continued taps to the
Series A Debt Service Reserve fund.

The bonds were issued to finance the acquisition and renovation of Hickory
Pointe Apartments and to fund a debt service reserve fund.  Hickory Pointe
is a 240-unit garden style property located in the southeast section of
Memphis, Tennessee.

Legal security:

   * The bonds are special limited obligations of the issuer
     payable only from the trust estate, which consists of:

      (1) lease payments to be made pursuant to a Lease agreement
          between the issuer and the borrower; and,

      (2) all the assets pledged under the trust indenture.

To secure payments due under the bonds, the trustee has a first priority
security interest in the project to secure the borrower's obligations
under the lease agreement.

Strengths:

   -- Occupancy has improved significantly since a change in
      property management took place in 2003. Physical occupancy
      hit a high of 97% in February 2006 but had declined to
      89.6% as of October 2006.

Challenges:

   -- Despite rising occupancy, revenues have been offset by
      steep concessions and credit losses.  Economic occupancy
      year to date for 2006 is 74.9%.

   -- The Senior Debt Service Reserve fund has been tapped
      multiple times to pay debt service since Jan. 1, 2005.  If
      this trend continues, the Debt Service Reserve fund could
      be depleted in the next three years.

   -- The Repair and Replacement fund has been depleted,
      hindering the ability to make needed capital improvements
      to the project.

Recent developments:

The first transfer from the debt service reserve fund for Series 2000A
bond occurred on Jan. 1, 2005 to pay a portion of the principal and
interest on the Series 2000A bonds.  There were subsequent transfers from
the debt service reserve fund on
July 1, 2005, Jan. 1, 2006, and July 1, 2006.  The balance in the debt
service reserve fund for the Series 2000A bonds as of
Oct. 31, 2006 is approximately $401,431.

Since the borrower's default under the lease agreement which triggered an
event of default under the indenture in mid 2004, MBIA, as the insurer of
the senior bonds, has been directing the flow of funds under the
indenture.  Physical occupancy has declined to 90% as of Oct. 2006, down
from 97% in May 2006.  High concessions, delinquent accounts and
collections issues continue to be a significant issue at the property.

Outlook:

The negative outlook reflects the possibility of a further downgrade if
the property's financial position does not significantly improve.  Moody's
will continue to monitor the property's occupancy rates, expenses, and
debt service coverage closely.

What could change the rating - up

   -- Clear signs of financial recovery such as improved net
      operating income and debt service coverage

   -- Replenishment of Debt Service Reserve fund and the Repair
      and Replacement fund.

What could change the rating - down

   -- Continued deterioration of net operating income and debt
      service coverage

   -- Further transfers from the debt service reserve fund


METHODIST HOSPITALS: Moody's Hacks Rating on $80.5MM Debt to Ba1
----------------------------------------------------------------
Moody's Investors Service downgraded to Ba1 from A3 the bond ratings
assigned to Methodist Hospitals' $80.5 million of total rated debt
outstanding issued by the Indiana Health Facilities Finance Authority.

With this rating action, the rating is removed from Watchlist where it was
placed on Nov. 16, 2006.

The outlook remains negative.

The downgrade to Ba1 and the negative outlook reflect our concern
regarding Methodists' continued precipitous decline in financial
performance through 9 months of 2006, a fundamental shift in physician
practice patterns as evidenced by a 14% decline in inpatient volumes since
2004, increased competition from a new acute care facility focused on
select surgical specialties slated to open in 2007, ongoing delays with
DSH payments, and concerns over the comparability of past financial
performance given the auditors assessment of material weakness in internal
accounting controls in the 2005 audit.

Legal security:

The series 2001 and Series 1996 bonds are secured by the gross revenue of
the Obligated Group.  Debt service fund maintained. Rate covenant of
1.10x.

Interest rate derivatives:

None.

Strengths;

   -- *Still leading market share in its primary service area;
      both its hospitals are located in Lake County,
      Indiana*Merrillville campus located in service area with
      good demographics and more favorable payer mix

   -- Adequate, though declining, balance sheet measures, which
      currently supports a manageable debt load

   -- Engagement of outside consultants to assess and effectuate
      financial recovery

Challenges:

   -- Large operating losses and liquidity decrease in 2005 and
      2006 which deepened despite a turnaround effort

   -- Flat to declining volume trend reflecting competition, flat
      population growth and economic challenges in the service
      area

   -- Volume impact in 2005 and 2006 from CMS and JCAHO
      certification issues

   -- Challenging demographics with high Medicaid and uninsured
      population

   -- Competition from a number of hospitals, some of which are
      part of larger, financially strong systems

   -- Further competition from planned physician owned hospital
      and long term acute care hospital one mile away from the
      Merrillville campus

   -- Significant delays in receipt of Medicaid DSH money has
      stressed the system

   -- Material weaknesses found with 2005 audit, which have not
      yet been resolved in 2006

Recent developments and results:

Methodist's rapid decline in financial performance in fiscal year 2005,
continued through September 2006.  Methodists' precipitous decline in
financial performance stemmed from several quality issues which negatively
affected patient volumes.  In January of 2005, CMS deemed Methodist to not
be in compliance with the conditions set forth for participating in
Medicare and proposed to terminate their involvement in the program.
After corrective measures were put in place, CMS found Methodist to be in
compliance and rescinded their proposal to terminate their participation
in Medicare in May of 2005.

After a site visit in March of 2005, JCAHO recommended that the hospital's
accreditation be denied.  Management took issue with their recommendation
and a hearing was held in June 2005 to review the situation. In October of
2005, JCAHO decided to keep Methodists' accreditation status on a
conditional basis.  As a result of the full survey in May of 2006,
Methodist had 14 JCAHO compliance items for which corrective action plans
have been submitted.  The hospital will remain in a conditional
accreditation status until the next unannounced JCAHO survey, which is
anticipated to be before the end of the first quarter of 2007.  While
Methodist was going through their accreditation issue with JCAHO, they
pursued accreditation with the Healthcare Facilities Accreditation
Program, which they received full accreditation for in October of 2006.

Due to the above quality issues, physician and community loyalty was
negatively impacted which led to increased patient out migration to other
competitors in the area.

In addition to the existing competitors, these two new hospitals are set
to open in of 2007:

   (1) Pinnacle hospital, a physician owned surgical hospital
      that will have 18 beds, 5 ORs, and no ER, which can expand
      to 72 beds and 10 ORs; and,

   -- The Progressive Healthcare Long Term Care Facility will be
      able to house 40 people. Both facilities will be
      approximately a mile away from Methodists' South Lake
      Campus.

Even though Methodists' quality issues are behind them, their financial
performance through April 2006 was not improving and as a result, the
medical staff gave a vote of no confidence to management.  Shortly
thereafter, in May of 2006, the CEO resigned and the current CEO, who was
a member of the board, became interim CEO.

In addition, a physician who has been a member of the board since 1979 was
appointed special assistant to the CEO. He was brought on board to help
improve physician relations.  Though management changes are aimed at
addressing fractured physician relations, the continued decline in volumes
suggest that there may be a permanent fundamental shift in the dynamic
between the physician community and the hospital that will continue to
challenge the organization,

In August of 2006, the board approved an internally developed turn around
plan, which was implemented shortly thereafter. However, the board
recognized that no progress was made with patient volumes and revenue.
Through 9 months in 2006, there were 15,123 inpatient admissions versus
15,847 the same period last year.  Outpatient surgeries and outpatient
visits were also down 35% and 13%, respectively.

Due to the continued decline in volumes, the board decided that they
needed outside help and brought in FTI Cambio in October 2006.  Several
members of FTI Cambio assumed various interim management roles.  FTI
Cambio is currently midway through their assessment phase of the
turnaround and will provide a turnaround plan in February 2007.  Even
though they are in their assessment phase, management has said that any
obvious problems will be addressed immediately.

In the meantime, certain measures that were put in place from the prior
turn around plan are still in place.  For example, management started
reducing their FTEs by approximately 250 in February of 2006 and in
December of 2005, they froze their defined benefit plan and shortly
thereafter, switched to a defined contribution plan.

In addition to the declining volumes, revenues continued to be impacted by
delays in Medicaid disproportionate share payments. In July 2006,
Methodist received $20.6million in DSH payments, which was characterized
as an advance that is subject to contingencies but the hospital believes
that they do no have to be paid back.  The hospital has also received a
payment of
$4.6 million for a component of DSH called healthcare for the indigent.
Despite these payments in 2006, the receipt of DSH payments remains a
significant issue for Methodist and other Indiana hospitals.  Also of
concern, is the Governor's current proposal to provide healthcare to an
additional 100,000 Indiana residents by implementing a cigarette tax and
shifting
$50 million from the state's hospital reimbursement program to his new
healthcare plan.

Expenses have also come down but by a smaller margin and as a result,
generated a loss of $16.2 million through September 2006 versus a loss of
$7.6 million through September 2005.  Despite the continued losses,
Methodist still generated $1.8 million in cash flow with an estimated
maximum annual debt service coverage ratio of 0.9x.

With continued operating losses and delays in DSH disbursement, Methodist
continued to experience further erosion of liquidity with unrestricted
cash and investments to $95.2 million through September of 2006 versus
$105.7 million in 2005.  Despite the continued losses, the balance sheet
remains a relative credit strength.  However, it is troubling to see that
liquidity has declined approximately $1 million a month since last
September.

In addition to the continued declines in financial performance,
Methodists' auditors found material weaknesses in internal accounting
controls, specifically, controls over financial reporting and evaluation
of accounts receivables and as a result, the 2005 audit has not been
released yet.  The 2005 audit may contain a "going concern" opinion by
virtue of the auditor's inability to obtain a default waiver from the bond
trustee.

One of the major adjustments that were made in the 2005 audit was the
reclassification of $27 million of operating leases to capital leases
which led to an increase in long term debt from approximately $83 million
to approximately $109 million.  This and other adjustments that were made
raises concerns over the comparability of current financial performance to
past financial performance and calls in to question the accuracy of
Methodists' performance in prior years.
Outlook

The negative outlook reflects Moody's belief that the declining financial
performance through September of 2006 will continue in 2007 as FTI Cambio
develops a turnaround plan and attempts to stem the declines in volumes
and improve physician relations. Given the ongoing issue with DSH
disbursements, continued losses will continue to have a negative impact on
liquidity cushions.

What could change the rating--up

   -- Turnaround in financial performance and a sustained return
      to operating margins generated in past years; and,

   -- volume and market share improvement.

What could change the rating--down

   -- Continued declines in patient volumes and market share
      leading to further deterioration of financial performance;
      and,

   -- significant debt increase without commensurate increase in
      cash flow and liquidity

Key indicators:

   * Based on financial statements for The Methodist Hospitals,
     Inc.

   * First number reflects management prepared statements ended -
     Dec. 31, 2005

   * Second number reflects interim 9-month financial statements
     annualized ended Sept. 30, 2006

   * Investment returns normalized at 6% unless otherwise noted

   * Management prepared FY 2005 numbers do not include
     adjustments for DSH and Accounts Receivables

   * 2006 MADS has been estimated

      -- Inpatient admissions: 21,039; 20,164

      -- Total operating revenues: $287.5 million; $279.3
         million

      -- Moody's-adjusted net revenue available for debt service:
         $4.3 million; $10.4 million

      -- Total debt outstanding: $82.8 million; $109.5 million

      -- Maximum annual debt service: $5.1 million; $11.2 million

      -- MADS Coverage with reported investment income: .8 times;
         .5 times

      -- Moody's-adjusted MADS Coverage with normalized
         investment income: .8 times; .9 times

      -- Debt-to-cash flow: -169.6 times; 20.4 times

      -- Days cash on hand: 138.0 days; 123.3 days

      -- Cash-to-debt: 134.8%; 87.0%

      -- Operating margin: -8.2%; -7.8%

      -- Operating cash flow margin: -0.9%; 0.9%

Rated debt:

   -- Series 1996, $14.9 million outstanding rated Ba1
   -- Series 2001, $65.6 million outstanding rated Ba1


MICHAEL CHERNISKE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Michael J. Cherniske
        dba Gunn Hill West Dairy
        4130 North Jones Road
        Delta, UT 84624

Bankruptcy Case No.: 06-24794

Chapter 11 Petition Date: December 12, 2006

Court: District of Utah (Salt Lake City)

Judge: Judith A. Boulden

Debtor's Counsel: Joel T. Marker, Esq.
                  McKay Burton & Thurman
                  170 South Main Street, Suite 800
                  Salt Lake City, UT 84101
                  Tel: (801) 521-4135
                  Fax: (801) 521-4252

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                              Claim Amount
   ------                              ------------
Mear Family Trust                          $420,000
c/o Thomas H. Mear
122 Calle Del Pacifico
San Clemente, CA 92672

Intermountain Farmers                      $206,236
c/o Pat Ruff
P.O. Box 30168
Salt Lake City, UT 84130

Delta Cache, LLC                           $182,763
P.O. Box 387
Ogden, UT 84402

Wilbur-Ellis - Knox McDaniel                $98,174
1101 North Argonne Road, Suite 213
Spokane, WA 99212

Wells Fargo Business Line                   $54,089
P.O. Box 348750
Sacramento, CA 95834

Double T Feed Supply                        $34,300

Sousa and Company                           $22,383

American Express                            $20,725

Monsanto Dairy Business                     $20,596

MBNA                                        $16,766

Wasatch Dairy Services, Inc. - 2            $15,863

Howard B. Williams, Inc.                    $14,817

GreenLine Equipment                         $10,021

Walton Feed West, Inc.                       $9,024

Giles Dairy Service                          $6,095

Steve Regan Co.                              $5,957

Sears Mastercard                             $5,040

Dale Fowkes Trucking                         $5,035

Todd E. Holt                                 $4,264

Thatcher Group, Inc.                         $3,523


MILACRON INC: New Credit Facility Prompts S&P’s Developing Outlook
------------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Cincinnati,
Ohio–based Milacron Inc., to developing from negative.  At the same time,
Standard & Poor's affirmed its ratings on the company, including its
'CCC+' corporate credit rating.

"The outlook revision follows the company's announcement that it has
entered into a new revolving credit facility, thereby improving its
near-term liquidity position.  However, uncertainty regarding both the
company's ability to generate neutral to positive free cash flows in 2007
and the scope of pension funding requirements in 2008 remain concerns for
the rating," said
Standard & Poor's credit analyst Gregoire Buet.

Milacron's ratings continue to reflect its subpar profitability, highly
leveraged balance sheet, and weak credit protection metrics.  The company
has been affected by a slower-than-expected recovery in demand for plastic
machinery equipment.  High oil and resin prices have depressed customers'
margin and ability to invest in new processing machinery despite improved
capacity utilization rates.  As a result, market conditions remain very
competitive with almost no ability to increase prices.

Milacron's profitability continues to be hindered by high legacy cost, and
operating margins have stagnated in the low-5% area.  Although the company
is expecting continued revenue growth and better profitability in 2007,
generating positive free cash flow will be challenging.


MILLER PETROLEUM: Posts $257,518 Net Loss in Quarter Ended Oct. 31
------------------------------------------------------------------
Miller Petroleum Inc. reported a $257,518 net loss on $381,640 of revenues
for the second quarter ended Oct. 31, 2006, compared with a $727,374 net
loss on $199,764 of revenues for the same period in 2005.

The decrease in net loss is attributable to the lower reported operating
loss and the decrease in interest expenses.

Oil and gas revenue was $128,683 for the quarter ended Oct. 31, 2006 as
compared to $183,056 for the prior year quarter, a decrease of $54,373.
This resulted from changing oil vendors such that oil was not collected
for approximately one month, requiring a cessation of production.

Service and drilling revenue was $252,957 for the quarter ended Oct. 31,
2006 as compared to $16,467 for the prior year quarter,
an increase of $236,490.  This resulted from an increase in drilling
activity.

Interest expense was $6,894 for the quarter ended Oct. 31, 2006 as
compared to $336,412 for the prior year quarter, a decrease of $329,518.
This resulted from the Wind City Oil & Gas, LLC stock purchase and the
payoff of most notes.

At Oct. 31, 2006, the company's balance sheet showed $4.9 million in total
assets, $593,534 in total liabilities, $4.35 million in common stock
subject to put rights, and $995 in total stockholders' equity.

Full-text copies of the company's consolidated financial statements for
the quarter ended Oct. 31, 2006, are available for free at
http://researcharchives.com/t/s?179f

                        Going Concern Doubt

As reported in the Troubled Company Reporter on Sept. 6, 2006,
Rodefer Moss & Co, PLLC, in Knoxville, Tenn., expressed substantial doubt
about Miller Petroleum, Inc.'s ability to continue as a going concern
after auditing the company's consolidated financial statements for the
year ended Apr. 30, 2006, and 2005.  The auditor pointed to the company's
recurring operating losses and common stock subject to put option, which
the company does not have the current capability of funding.

Headquartered in Huntsville, Tennessee, Miller Petroleum Inc.
(OTC BB: MILL.OB) -- http://www.millerpetroleum.com/-- operates oil and
gas wells, organizes joint drilling ventures with partners, and rebuilds
and sells oil field equipment.


MIRIAM GALDAMEZ: Case Summary & Nine Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Miriam E. Galdamez
        13805 Crosstie Drive
        Germantown, MD 20874

Bankruptcy Case No.: 06-18152

Chapter 11 Petition Date: December 14, 2006

Court: District of Maryland (Greenbelt)

Judge: Wendelin I. Lipp

Debtor's Counsel: Craig Palik, Esq.
                  McNamee Hosea
                  6411 Ivy Lane, Suite 200
                  Greenbelt, MD 20770
                  Tel: (301) 441-2420
                  Fax: (301) 982-9450

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's Nine Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
Capital One                      Credit Card Purchases     $1,227
P.O. Box 85015
Richmond, VA 23285

GEMB/JCP                         Credit Card Purchases       $376
P.O. Box 981402
El Paso, TX 79998

Lord Taylor                      Credit Card Purchases       $323
424 5th Avenue
New York, NY 10081-2771

NCO Fin/99                                                   $314

NCO Fin/99 (Sprint)                                          $314

Shady Grove Hospital                                         $282

WFNNB/Limited                    Credit Card Purchases       $311

Credit Protections Assoc.                                    $207

WFNNB/Victoria Secret            Credit Card Purchases        $20


ML CLO: Moody's Junks Ratings on Class B-1 and B-2 Notes
--------------------------------------------------------
Moody's Investors Service downgraded the ratings on the notes issued in
1998 by ML CLO Series 1998-Pilgrim America-2, a high yield collateralized
loan obligation issuer:

   * $14,000,000 Class B-1 Fixed Rate Third Senior Secured Notes
     due 2009

      -- Prior Rating: Ba3, on watch with direction uncertain
      -- Current Rating: Caa1

   * $31,000,000 Class B-2 Floating Rate Third Senior Secured
     Notes due 2009

      -- Prior Rating: Ba3, on watch with direction uncertain
      -- Current Rating: Caa1

The rating actions reflect the deterioration in the credit quality of the
transaction's underlying collateral portfolio, as well as the occurrence
of asset defaults and par losses, and the continued failure of certain
collateral and structural tests leading to an event of default, according
to Moody's.


MORGAN STANLEY: Fitch Holds CCC Rating on $5.3 Mil. Class M Certs.
------------------------------------------------------------------
Fitch Ratings upgrades these classes of Morgan Stanley Capital I Inc.'s
commercial pass-through certificates, series 1998-WF2:

   -- $21.2 million class F to 'AA' from 'AA-'; and,
   -- $23.9 million class G to 'A-' from 'BBB+'.

In addition, Fitch affirms the following classes:

   -- $323.9 million class A-2 at 'AAA';
   -- Interest only class X at 'AAA';
   -- $53.1 million class B at 'AAA';
   -- $47.8 million class C at 'AAA';
   -- $53.1 million class D at 'AAA';
   -- $21.2 million class E at 'AAA';
   -- $10.6 million class H at 'BBB';
   -- $8 million class J at 'BBB-';
   -- $8 million class K at 'BB'; and,
   -- $15.9 million class L at 'B-'.

The $5.3 million class M remains at 'CCC'.

Fitch does not rate the $2.5 million class N.

The class A-1 certificates have paid in full.

The rating upgrades reflect the increased credit enhancement due to
scheduled amortization and loan payoffs, as well as the additional
defeasance of one loan since Fitch's last rating action.  As of the
December 2006 distribution date, the pool's aggregate balance has been
reduced 44% to $594.6 million from $1.06 billion at issuance.  Since
issuance, six loans have defeased.

There are currently no delinquent or specially serviced loans.


MORTGAGE CAPITAL: Fitch Lifts Rating on Class G Certificates to BB
------------------------------------------------------------------
Fitch Ratings upgrades the long-term credit rating and maintains the
Distressed Recovery rating of Mortgage Capital Funding, Inc.'s multifamily
and commercial mortgage pass-through certificates, series 1997-MC1, as:

   -- $29.8 million class F to 'AA' from 'BBB-';
   -- $6.6  million class G to 'BB' from 'B+'; and,
   -- $11.5 million class H to 'CCC/DR2' from 'CC/DR2'.

In addition, Fitch affirms these class:

   -- Interest-only class X at 'AAA'.

Classes A-1 through E have paid in full.

Classes J and K have been reduced to zero due to realized losses.

The rating upgrades for classes F and G reflect improved credit
enhancement levels due to loan payoffs and scheduled amortization since
Fitch's last rating action.  As of the December 2006 distribution date,
the pool's aggregate certificate balance decreased 92.7% since issuance,
to $47.9 million from
$658.5 million.

The rating upgrade for class H is due to the resolution of two specially
serviced loans in August 2006 with minimal losses.  Class H remains at
'DR2' due to previously incurred realized losses.  Currently, there are no
delinquent or specially serviced loans.

Fitch is concerned about the increasingly concentrated nature of the pool,
with 13 remaining loans, all of which mature in 2007 and 2008.  In
addition, Fitch continues to monitor the performance of the second largest
loan in the pool, which had a third-quarter 2006 debt service coverage
ratio of 0.68X and was 71% occupied as of September 2006.  However, the
borrower is in negotiations to lease the vacant space.

Also, the year-end 2005 weighted averaged debt service coverage ratio of
the remaining loans is 1.42x, increasing the likelihood of refinance or
payoff.

Distressed Recovery ratings are designed to estimate recoveries on a
forward-looking basis while taking into account the time value of money.


MSX INTERNATIONAL: Moody's Downgrades Ratings on $195.5 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service downgraded all the credit ratings of MSX
International, Inc., the parent holding company, and MSX International
Limited, a wholly-owned UK operating subsidiary.

Moody's downgraded these ratings of MSX International:

   -- $65.5 million 11% senior secured notes due 2007, downgraded
      to B1, LGD2, 10% from Ba3, LGD1, 8%;

   -- $130 million 11.375% senior subordinated notes due 2008,
      downgraded to Caa2, LGD5, 72% from Caa1, LGD5, 72%;

   -- Corporate Family Rating, downgraded to Caa1 from B3;

   -- Probability of Default Rating, downgraded to Caa1 from B3;

Moody's downgraded this rating of MSX Limited:

   -- $10 million 11% senior secured notes due 2007, downgraded
      to B1, LGD2, 10% from Ba3, LGD1, 8%.

The rating outlook is negative.

The rating downgrade primarily reflects the significant refinancing risk
facing the company as nearly $100 million of its term debt matures in the
fourth quarter of 2007.  Compounding this risk is the fact that should the
company fail to successfully refinance its term debt, its revolving credit
facility will mature as well.

The Corporate Family Rating primarily reflects the company's high
leverage, weak free cash flow and modest interest coverage metrics.

The negative ratings outlook continues to reflect the ongoing challenges
in the business environment as the company's major automotive sector
customers continue to seek to reduce costs and downsize their
manufacturing capacity.  Volume and pricing pressures in each of the
firm's lines of business are expected to continue for the foreseeable
future.  The company has sought to diversify beyond its traditional
automotive manufacturer customer base, but results to date have been
largely unsuccessful.

Moody's expects further declines in the company's revenue base until it
reaches its core operations, which have demonstrated favorable top-line
growth.

The ratings could be moved upward if an equity infusion is effected by the
sponsor group, thereby reducing the company's high leverage position, or
if there is a successful renegotiation of the company's debt inclusive of
a permanent term-out of the revolver that is not tied to the renegotiation
of other debt instruments.  The rating could move down if the company is
unable to successfully renegotiate its debt, resulting in payment defaults
on the company's indebtedness.

MSX International, Inc. is a global provider of outsourced technical
business services.  Revenues for the twelve months ended Oct. 1, 2006 were
$360 million.


NEENAH FOUNDRY: S&P Rates Proposed $225 Million Senior Note at B
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' senior secured rating
and its '3' recovery rating to Neenah Foundry Co.'s proposed $225 million
senior secured fixed rate note issuance.

The recovery rating reflects an expectation of meaningful recovery in the
event of a payment default.

Neenah also issued $75 million of senior unsecured subordinated notes due
2013 that are not rated.  The company also entered into a new $100 million
five-year, asset-based revolving credit facility that allows the company
to borrow up to an additional $30 million under the facility.

The corporate credit rating on Neenah is B/Stable/--.

This rating reflects the company's highly leveraged financial profile and
its vulnerable business profile.  Neenah has respectable niche positions
in highly cyclical and competitive metal casting markets.  The casting
industry is fragmented,
highly capital intensive, and subject to volatile demand, customer pricing
pressures, and fluctuations in raw material prices.

Ratings List

   * Neenah Foundry Inc.

      -- Corporate credit rating at B/Stable/
      -- $225 million senior secured note at B
      -- Recovery rating 3


NEW CASTLE: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Lead Debtor: New Castle Investors, LLC
             1400 South Patriot Drive
             Yorktown, IN 47396

Bankruptcy Case No.: 06-08228

Debtor affiliates filing separate chapter 11 petitions:

      Entity                                     Case No.
      ------                                     --------
      Evansville Investors, LLC                  06-08229
      Wabash Investors, LLC                      06-08230

Chapter 11 Petition Date: December 15, 2006

Court: Southern District of Indiana (Indianapolis)

Judge: Frank J. Otte

Debtor’s Counsel: Edward B. Hopper, II, Esq.
                  Stewart & Irwin PC
                  251 East Ohio Street, Suite 1100
                  Indianapolis, IN 46204
                  Tel: (317) 639-5454
                  Fax: (317) 632-1319

Estimated Assets: $0 to $50,000

Estimated Debts:  $1 Million to $100 Million

A. New Castle Investors, LLC’s 3 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
Nationwide Health Properties  Balance on              $3,901,282
Inc.                          purchase of lease
Brent P. Chappell
610 Newport Center Drive
Ste. 1150
Newport Beach, CA 92660

MLD Properties Limited        Balance on                 Unknown
Partnership                   purchase of lease
Brent P. Chappell
610 Newport Center Drive
Ste. 1150
Newport Beach, CA 92660

Old National Bank             Balance of purchase        Unknown
Letter of Credit Operations   price of lease
402 Main Street
Mount Vernon, IN 47620

B. Evansville Investors, LLC’s 3 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
National Health Properties    Balance of purchase     $3,039,960
Inc.                          price of lease
Brent P. Chappell
610 Newport Cetner Drive
Ste. 1150
Newport Beach, CA 92660

MLD Properties Limited        Balance of purchase        Unknown
Partnership                   price of lease
Brent P. Chappell
610 Newport Center Drive
Ste. 1150
Newport Beach, CA 92660

Old National Bank             Balance of purchase        Unknown
Letter of Credit Operations   price of lease
402 Main Street
Mount Vernon, IN 47620

C. Wabash Investors, LLC’s 3 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
Nationwide Health Properties  Balance of purchase     $2,558,633
Inc.                          price for lease
Brent P. Chappell
610 Newport Center Drive
Ste. 1150
Newport Beach, CA 92660

MLD Properties Limited        Balance of purchase        Unknown
Partnership                   price of lease
Brent P. Chappell
610 Newport Center Drive
Ste. 1150
Newport Beach, CA 92660

Old National Bank             Balance due on             Unknown
Letter of Credit Operations   leased property
402 Main Street
Mount Vernon, IN 47620



NEW MEDIA LOTTERY: Oct. 31 Balance Sheet Upside-Down by $5.4 Mil.
-----------------------------------------------------------------
New Media Lottery Services Inc. reported a $733,021 net loss on net
revenues of $153,163 for the quarter ended Oct. 31, 2006, compared with a
$505,796 net loss on zero revenues for the same period in 2005.

At Oct. 31, 2006, the company's balance sheet showed $1 million in total
assets, $2.6 million in total liabilities, and $3.9 million in minority
interest, resulting in an $5.4 million total stockholders' deficit.

The company's balance sheet at Oct. 31, 2006, also showed strained
liquidity with $687,291 in total current assets, available to pay $1.1
million in total current liabilities.

Revenues generated during the current quarter were derived almost entirely
from the company's Irish client’s web based bingo operations which the
company began marketing in earnest during the quarter.

The increase in net loss is primarily due to the increase in operating
expenses.

Full-text copies of the company's consolidated financial statements for
the second quarter ended Oct. 31, 2006, are available for free at
http://researcharchives.com/t/s?179c

                        Going Concern Doubt

Bouwhuis, Morrill & Company expressed substantial doubt about New Media
Lottery Services Inc.'s ability to continue as a going concern after
auditing the company's financial statements for the year ended April 30,
2006.  The auditing firm pointed to the company's negative cash flows from
operations and recurring operating losses.

Full-text copies of the company's consolidated financial statements for
the quarter ended Oct. 31, 2006, are available for free at
http://researcharchives.com/t/s?179c

                      About New Media Lottery

New Media Lottery Services Inc. (OTC: NWMD) -- http://www.nmlsinc.com/--
through its direct and indirect subsidiaries, New Media Lottery Services
plc and New Media Lottery (International) Services Ltd. designs, builds,
implements, manages, hosts and supports web based and wireless device
based lottery programs operated by governments and charitable
organizations outside of the United States.


PARK SQUARE: Moody's Lifts Ratings on Three Class Certificates
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Park Square Mortgage
Trust, Series 2000-C5B and affirmed the ratings of Gallery at Harborplace
Mortgage Trust, Series 2000-C5C:

   * Park Square Mortgage Trust, Commercial Mortgage Pass-Through
     Certificates, Series 2000-C5B

      -- Class B-1, $2,000,000, Fixed, upgraded to Aaa from Ba1
      -- Class B-2, $5,100,000, Fixed, upgraded to Aaa from Ba2
      -- Class B-3, $2,851,585, Fixed, upgraded to Aaa from Ba3

   * Gallery at Harborplace Mortgage Trust, Commercial Mortgage
     Pass-Through Certificates, Series 2000-C5C

      -- Class B-1, $3,200,000, Fixed, affirmed at A3
      -- Class B-2, $5,100,000, Fixed, affirmed at Baa2
      -- Class B-3, $2,200,000, Fixed, affirmed at Baa3

The Certificates are supported by mortgage loans on two commercial
properties.  Each mortgage loan is a B Note associated with A Notes
securitized in LB-UBS Commercial Mortgage Trust 2000-C5, Series 2000-C5.

Moody's concluded a full review of the LB-UBS transaction on
Dec. 20, 2006.  In conjunction with this review, the shadow rating of the
A Note from the Park Square Building Loan was upgraded and the shadow
rating of the A Note from the Gallery at Harborplace was affirmed,
resulting in the above referenced rating actions.

The Park Square Building Loan was secured by a 480,000 square foot Class B
office building located in the Back Bay submarket of Boston,
Massachusetts.  Moody's upgraded Class B-1, B-2 and B-3 due to the
borrower's election to defease the loan with U.S. Government securities.
The loan matures in November 2010.

The Gallery at Harborplace Loan is secured by a 403,000 square foot mixed
use development situated in the Baltimore Inner Harbor in downtown
Baltimore, Maryland.  The property is 84.2% occupied, compared to 87.0% at
last review.  The largest office tenants include KPMG and Hogan and
Hartson.  Although the property's financial performance has improved since
last review, Moody's is concerned about the Baltimore office market and
the property's high lease expirations within the next 18 months.  The loan
matures in December 2010.  Moody's current shadow rating for the A Note is
A2, the same as at last review.


PATRICK WILBER: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Patrick A. Wilber
        420 Wildwood Ridge
        Colgate, WI 53017

Bankruptcy Case No.: 06-27078

Type of Business: The Debtor filed for chapter 11 protection on
                  January 5, 1998 (Bankr. E.D. Wis. Case No.
                  98-20077).

Chapter 11 Petition Date: December 12, 2006

Court: Eastern District of Wisconsin (Milwaukee)

Judge: Susan V. Kelley

Debtor's Counsel: Jonathan V. Goodman, Esq.
                  135 West Wells Street, Suite 340
                  Milwaukee, WI 53203
                  Tel: (414) 276-6760

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Kurt Hoffman                       Loan                  $170,000
2001 North Booth Street
Milwaukee, WI 53212

Kevin Rickstrom                    Loan                   $20,000
1244 North 68th Street, Suite 100
Wauwatosa, WI 53213

Soref's Carpet City                Carpeting               $8,000
411 South 2nd Street
Milwaukee, WI 53204

Lake Country Disposal              Dumping Fees            $7,000
and Recycling

MBW Plumbing Co., Inc.             Plumbing Services       $6,300

Control Corp.                      Controls                $6,300

Capitol One Cash Card              Credit Card             $5,200

WE Energies                        Electricity             $5,000

The Home Depot                     Credit Card             $5,000

Menards Big Card                   Credit Card             $4,500

A-1 Accounting & Tax Service       Accounting Services     $3,800

Air Masters                        HVAC Services           $2,500

Community Memorial                 Hospital Services       $2,484
Hospital Services

Center for Medical Imaging         Medical Services        $2,061

Parss Corporation                  Asbestos Abatement      $1,600

Anderson Fence                     Fencing                 $1,485

Bug-Stoppers                       Pest Control            $1,500

Harvey J. Goldstein                Attorney Fees           $1,400

Nextel Communications              Cell Phone              $1,300

Anton Wroblewski                   Handyman                  $900


PAULA CARSON: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Paula Lynne Carson
        aka Paula Carson Smith
        aka Lakeside Properties LLC
        aka Carson Lakeside Inc.
        926 Lakeside Avenue Southeast
        Seattle, WA 98144

Bankruptcy Case No.: 06-14380

Chapter 11 Petition Date: December 8, 2006

Court: Western District of Washington (Seattle)

Judge: Thomas T. Glover

Debtor's Counsel: Jeffrey B. Wells, Esq.
                  500 Union Street, Suite 927
                  Seattle, WA 98101-2332
                  Tel: (206) 624-0088

Total Assets: $3,905,000

Total Debts:  $2,774,385

Debtor's 12 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Carson Lakeside LLC                Business Loan         $652,000
926 Lakeside Avenue Southeast
Seattle, WA 98144

Bank of America                    Credit Card           $103,034
P.O. Box 60069
City of Industry, CA 91716-0069

LeSpoon LLC                        Personal Note          $45,000
1425 31st Avenue
Seattle, WA 98122

Groff Murphy Trachtenberg and      Professional           $27,837
Everard                            Services
300 East Pine
Seattle, WA 98122

U.S. Bank                          Bank Loan              $19,500
P.O. Box 790408
St. Louis, MO 63179-0408

Alaska USA FCU                     Bank Loan              $38,360
                                                      Collateral:
                                                          $24,000
                                                       Unsecured:
                                                          $14,360

                                   Bank Loan              $34,536
                                                      Collateral:
                                                          $27,000
                                                       Unsecured:
                                                           $7,536

Chase                              Credit Card            $31,100

Wells Fargo                        Credit Card             $9,238

Abramson Pendergast & Co.          Professional            $7,948
                                   Services

Retail Services                    Credit Card             $5,672

Capital One 5351                   Credit Card             $5,224

MBNA                               Credit Card             $4,000


PERSEUS CDO: Moody's Holds Junk Ratings $56 Million Senior Notes
----------------------------------------------------------------
Moody's Investors Service confirmed the ratings of these classes of
securities issued by Perseus CDO I Ltd. and removes them from negative
credit watch.

Affected tranches of notes:

   * Perseus CDO I, Ltd.

      -- Tranche Description: $6,500,000 Class B-l Floating Rate
         Senior Secured Notes due June 15, 2011

         -- Previous Rating: Caa3 on watch for possible downgrade
         -- New Rating:Caa3

      -- Tranche Description: $49,500,000 Class B-2 Fixed Rate
         Senior Secured Notes due June 15, 2011

         -- Previous Rating: Caa3 on watch for possible downgrade
         -- New Rating: Caa3

According to Moody's, the transaction has delevered significantly and the
credit risk associated with the Class B Notes has stabilized such that the
risk presented to investors is again consistent with the ratings assigned
to each such class of notes.


PIERRE FOODS: Moody's Cuts Ratings on $271 Mil. Sr. Loans to Ba3
---------------------------------------------------------------
Moody's Investors Service affirmed the B1 corporate family rating of
Pierre Foods, Inc. and concurrently lowered the debt ratings on the bank
credit facilities to Ba3 from Ba2.

Moody's also confirmed the B3 rating on the $125 million senior
subordinated notes, maturing 2012.

The rating outlook is stable.

The SGL-2 liquidity rating is unaffected by today's actions.

This concludes the review for possible downgrade that began on Nov. 6,
2006 after the company's disclosure that it agreed to acquire
substantially all of the assets of Zartic, Inc. and its affiliated
distribution company, Zar Tran, Inc. for approximately $94 million plus
the assumption of certain liabilities, subject to post-closing
adjustments.

Moody's affirmed Pierre's B1 corporate family rating after the disclosure,
but placed the ratings on all debt instruments under review for possible
downgrade.  The transaction closed on
Dec. 11, 2006 and, as expected, was financed with proceeds from a $100
million add-on to its existing term loan B.

Pierre's B1 corporate family rating is supported by:

   -- the company's strong historical growth that maps to an "A"
      rating led by new product introductions, increasing
      customer penetration and an ongoing trend in away-from-home
      meal consumption;

   -- broad channel and customer diversity, despite some degree
      of concentration with CKE Restaurants, operator of Hardee's
      and Carl Junior's restaurants; and,

   -- the company's demonstrated ability to repay debt, having
      repaid $43 million of debt since June 2004.

Constraining the ratings are:

   -- Pierre's continued weak debt protection measures, many of
      which map to a "B" rating or below;

   -- Moody's expectation that Pierre's credit metrics will
      moderately weaken over the near-term as a result of the
      additional acquisition debt; and,

   -- Pierre's small scale and geographic diversification, both
      mapping to "B" on the Methodology grid.

The stable ratings outlook reflects Moody's expectation that Pierre's
solid operating performance will continue, and that the company will
manage growth so as to maintain debt protection measures within a range
consistent with its rating.

Given the expectation that credit metrics will weaken as a result of the
Zartic transaction, it may take some time for the B1 rating to solidify.
The rating outlook could come under pressure if expected acquisition cost
savings do not materialize, raw material prices continue to pressure
margins, or by a loss of CKE sales which have been a large part of
Pierre's growth in recent years.

These are the rating actions:

Affirmed:

   -- B1 corporate family rating

   -- B1 probability-of-default rating

   -- B3, LGD5, 87% on the $125 senior subordinated notes
      maturing 2012

These ratings were downgraded:

   -- $40 million senior secured revolving credit facility
      maturing 2009, to Ba3, LGD3, 35% from Ba2, LGD2, 28%

   -- $231 million senior secured term loan facility maturing
      2010, to Ba3, LGD3, 35% from Ba2, LGD2, 28%

The SGL-2 Speculative Grade Liquidity rating was unaffected.

Pierre, a manufacturer and marketer of high-quality, differentiated
processed food solutions, focusing on formed,
pre-cooked protein products and hand-held convenience sandwiches, had
revenues of approximately $429 million in the LTM period ended Sept. 2,
2006.  The Company's headquarters are in Cincinnati, Ohio.


PLUM POINT: Two 30-Year PPA’s Prompt S&P’s Postive CreditWatch
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' ratings on Plum Point
Energy Associates' $423 million ($352 million outstanding) first-lien
notes, its $102 million synthetic LOC facility, and its $50 million
revolving credit facility on CreditWatch with positive implications.

Plum Point is a 665 MW coal-fired, base load electrical generating
facility with advanced emission controls that is being built in Osceola,
Arkansas.

The CreditWatch listing follows PPEA's announcement earlier this month
that it has entered two 30-year power purchase agreements for a total of
120 MW of its capacity.

PPEA had previously entered into a 200 MW, 30-year PPA with the South
Mississippi Electric Power Association in August 2006.  As a result, PPEA
now has nearly 100% of its 378 MW share of the Plum Point project's 665 MW
capacity under long-term contract with load-serving entities in the region
where it is located.

"With the elimination of merchant exposure, the credit profile has
improved significantly and PPEA's ratings will likely witness a multiple
notch upgrade," said Standard & Poor's credit analyst Aneesh Prabhu.

Standard & Poor's expects to resolve the CreditWatch listing over the next
several weeks after we complete our review.  The review will focus on the
credit quality of the offtakers, the terms and conditions of the
agreements, and construction progress and risk.


PMA CAPITAL: Reduced Financial Leverage Cues Moody’s to Up Ratings
------------------------------------------------------------------
Moody's Investors Service upgraded the senior debt ratings of PMA Capital
Corporation to Ba3 from B3 and the insurance financial strength ratings of
the members of the PMA Insurance Group companies to Baa3 from Ba1.  The
insurance financial strength rating of PMA Capital Insurance Company
remains unchanged at B1.

The outlook for the ratings is stable.

According to Moody's, the upgrade was prompted by PMACC's improved
financial flexibility, including its notable reduction in financial
leverage over the last twelve months, as well as improved holding company
liquidity and fixed charge coverage metrics.

Moody's noted that the PMAIG pool has experienced moderate but consistent
levels of profitability in recent years, most recently driven by new
business production and renewal retention rates
in-line with historical norms, as well as an emphasis on managed care
initiatives and a change in the geographic mix of business. These positive
trends are partially offset by intensifying competition and by secular
trends in medical cost inflation.

In addition, though improved, Moody's remains concerned about the impact
on its current risk-adjusted capital position were there to be material
adverse reserve development in its ongoing operations.  Moody's notes that
the ongoing operations have historically experienced stable reserve
development; however, the long-tail nature of its business adds
uncertainty to the loss reserving process.

Moody's also noted that the ratings on PMA Re remained unchanged,
reflecting Moody's expectations that the company will continue to manage
an orderly runoff of its loss reserves and that adverse reserve
development will not exhaust the remaining limit of
$75 million on PMA Re's adverse development cover.  The company continues
to reduce its insurance liabilities at PMA Re through the commutation of
remaining contracts.

Moody's has narrowed the notching between the insurance financial strength
rating and the senior debt rating to reflect the improved business
fundamentals at PMAIG and the orderly run-off of PMA Re.

Moody's expects that at the current rating level, adjusted financial
leverage will remain at current levels, while maintaining gross
underwriting leverage less than 7x, pre-tax interest coverage consistently
between 1-2x, and adverse reserve development will not exceed 7% of
beginning loss and LAE reserves.  Moody's also expects PMACC to hold cash
and invested assets at the holding company, sufficient to cover annual
interest expense by at least 1x and maintain a prudent capital management
strategy.

On the other hand, an increase in financial leverage, pre-tax interest
coverage less than 1 times, gross underwriting leverage greater than 7x,
and adverse reserve development greater than 7% of beginning loss and LAE
reserves, could result in a review for downgrade.

The last rating action occurred on July 18, 2006, when Moody's placed the
B3 senior debt rating of PMA Capital Corporation's and the Ba1 insurance
financial strength ratings of PMAIG on review for possible upgrade.  In
that same action, Moody's changed the outlook on PMA Capital Insurance
Company to stable from developing.

These ratings have been upgraded with a stable outlook:

   * PMA Capital Corporation

      -- senior unsecured debt to Ba3 from B3;
      -- prospective senior unsecured debt to Ba3 from B3;
      -- prospective subordinated debt to B1 from Caa2; and,
      -- prospective preferred stock to B2 from Caa3;

   * PMA Capital Trust I

      -- prospective preferred securities to B1 from Caa2

   * PMA Capital Trust II

      -- prospective preferred securities to B1 from Caa2

   * Manufacturers Alliance Insurance Company

      -- insurance financial strength to Baa3 from Ba1

   * Pennsylvania Manufacturers' Association Insurance Company

      -- insurance financial strength to Baa3 from Ba1

   * Pennsylvania Manufacturers Indemnity Company

      -- insurance financial strength to Baa3 from Ba1

Affirmed with a stable outlook:

   * PMA Capital Insurance Company

      -- insurance financial strength at B1.

PMA Capital Corporation, headquartered in Philadelphia, Pennsylvania, is
an insurance holding company whose operating subsidiaries provide
specialty risk management products and services, particularly workers'
compensation insurance, to customers in the United States.  As of Sept.
30, 2006, shareholders' equity was $412 million.

Moody's insurance financial strength ratings are opinions of the ability
of insurance companies to repay punctually senior policyholder claims and
obligations.


POINT NORTH: CCAA Stay Proceedings Extended Until February 16
-------------------------------------------------------------
Point North Energy Ltd. disclosed that the provisions of the initial order
granting protection under the Companies' Creditors Arrangement Act and the
stay of proceedings in this action are extended until Feb. 16, 2007.

As of Dec. 20, 2006, Point North is in receipt of claims totalling $33
million under the CCAA process, which closed on Dec. 15, 2006.  The
Corporation is required by the order to determine the initial validity of
each claim received by Jan. 12, 2007.

Currently, the company intends to dispute the validity of approximately
$13.8 million worth of claims.  If the current market conditions remain,
and the balance of the outstanding claims are proved valid, management of
Point North anticipates that the market value of assets in the company
will be substantially less than the value of outstanding claims.

As of Dec. 21, 2006, Point North Energy has not received any offers for
its 24% working interest share in its property located at Ft. Liard,
Northwest Territories.

Management is continuing its efforts to restructure or recapitalize the
company.

                        About Point North

Point North Energy Limited (TSX:PNY) is a major participant in the
exploration and development of the natural gas potential of the
Fort Liard, Northwest Territories.  Point North is the successor
company to Purcell Energy Ltd.  It was created as the result of a
Plan of Arrangement that closed on Nov. 2, 2005.  On Sept. 27, 2006, the
Court of Queen's Bench of Alberta granted an initial order to Point North
under the Companies' Creditors Arrangement Act.


POLYTECHNIC UNIVERSITY: Moody's Pares Revenue Bonds’ Rating to B1
-----------------------------------------------------------------
Moody's Investors Service downgraded its long term rating on Polytechnic
University's Series 2000 Revenue Bonds issued through the New York City
Industrial Development Agency to B1 from Ba3.

The rating outlook remains negative.

The downgrade action reflects continued deficits, a challenging student
market environment with a drop in net tuition revenue in fiscal year 2006
and limited liquidity.

Legal security:

Rental payments of the University under the Lease Agreement are an
unsecured general obligation.  Additional bonds test. Debt service
coverage and liquidity covenants.

Interest rate derivatives:

None.

Strengths:

   -- Recent momentum in plan to increase enrollment with full-
      time equivalent students up 6% this fall to 2,591.  The
      growth was disproportionately in graduate ranks with
      overall undergraduate students falling 2.7% for the year;
      however, new undergraduate admissions came in at
      483 students, a recent high.

   -- Rezoning of downtown Brooklyn now permits substantial air
      rights for the urban campus with some possibility of
      developers paying for those rights as well as helping the
      University meet some of its pressing capital needs,
      although a large payoff likely remains several years off.

   -- Significant donor support with $11.3 million in total gift
      revenue $9 million unrestricted in fiscal year 2006 and
      three-year average of $7.5 million.  With a couple of large
      unrestricted bequests in 2006, however, Moody's expect the
      level of new unrestricted gifts to be lower in 2007 and
      beyond.

   -- Healthy auxiliary operations with student housing
      facilities contributing to core revenue growth.

Challenges

   -- Last fall Polytechnic filed for cy pres relief to modify
      the restrictions in the Mildred Othmer bequest to avoid a
      crisis in its bond covenants and Title IV composite score.
      The King's County Surrogate's Court granted relief giving
      the University a $13.4 million pool to draw on over the
      coming years.  In FY 2006, the University used $1.1 million
      of this approved pool, just enough to meet the 1.1x debt
      service coverage covenant.  While Moody's believes the
      relief provides a near term cushion to meet these financial
      tests, the negative cash flow will continue to place the
      University's credit profile under stress.

   -- Continuing structural deficits with Moody's calculation of
      three-year average margin at -17.2%, even with large
      unrestricted gift flow in 2006.  While expenses have edged
      upward, management has continued to hold expense growth
      well below industry peers.  Ongoing operations remain far
      from supporting debt service with an average debt service
      coverage rate of 20%.

   -- Challenging student market position with net tuition
      revenue falling 1.2% in fiscal year 2006 to $37.8 million
      and coming in 3.6% below budgeted projections.
      Sluggishness in the technology education sector continues
      as net tuition on a per student basis fell 7% in fiscal
      year 2006 to $15,421, indicating increased discounting.

   -- While total financial resources remain high at
      $119 million, liquid resources remain thin.  As of June 30,
      2006 the University's financial statements reported cash
      and securities in the unrestricted quasi endowment of
      approximately $17.4 million.

   -- Debt structure includes fully-drawn $5 million JPMorgan
      line of credit which enjoys secured interest in certain
      investments superior to long-term bondholders.  The
      University uses the line to manage its cash flow and
      currently has drawn under $2 million on the line.

Outlook:

The negative outlook is based on Moody's expectations of ongoing cash flow
deficits, challenging student market environment and limited liquid
resources.

What Could Change the Rating -- up

Growth in the University's liquid financial resources, combined with
improved operating performance, and student market position strengthening.

What Could Change the Rating -- down

Further decline in liquidity and deepening of unrestricted activity deficits.

Key data and ratios:

   -- FTE Enrollment: 2,591

   -- Selectivity: 72.5%

   -- Matriculation: 41.6%

   -- Net tuition per student: $15,421

   -- Total financial resources: $119 million

   -- Total direct debt: $94.9 million

   -- Expendable financial resources to direct debt: -0.13x

   -- Expendable financial resources to unrestricted expenses:
      - 0.08x

   -- Average three-year operating margin: -17.2%

   -- FY 2006 operating margin without gifts: -32.8%

Rated debt:

   -- Series 2000 Civic Facility Revenue Bonds: B1


PROPEX INC: S&P Holds Ratings and Revises Outlook to Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Propex Inc. to
negative from stable.  At the same time, Standard & Poor's affirmed all
ratings on the company, including the 'B+' corporate credit rating.

"The outlook revision reflects our expectation that difficult operating
conditions, including lower residential construction activity, could
reduce demand for Propex's products and hinder its efforts to improve the
financial profile to a level consistent with the current ratings," said
Standard & Poor's credit analyst David Bird.

The ratings on Propex Inc. reflect the company's vulnerable business
position as a niche producer of primary and secondary carpet backing and
geosynthetic and industrial fibers for mature and competitive end markets,
and a highly leveraged financial profile.

Austell, Georgia-based Propex is a leading producer of polypropylene
fabrics and fibers used in primary and secondary carpet backing,
geosynthetic and industrial applications, and concrete fiber
reinforcement, with about $800 million in annual sales and $468 million of
total debt outstanding (adjusted for approximately $5 million of
capitalized operating leases,
$36 million of unfunded postretirement obligations, after tax, and $28
million of 10% payment in kind preferred stock due in 2013).

Sufficient liquidity, relatively low capital requirements, and a
manageable maturity profile during the next several years add some support
to credit quality, particularly if business conditions begin to stabilize.
However, the ratings could be lowered during the next year if
profitability and cash flow deteriorate because of demand weakness caused
by declining construction activity, an acceleration of the decline in
carpet market share as a percentage of overall floor covering sales, or
further increases in competition from foreign imports.


QWEST COMMS: Improved Leverage Prompts S&P to Upgrade Ratings
-------------------------------------------------------------
Standard & Poor's Ratings Services raised the corporate credit ratings on
Denver, Colorado-based telecommunications carrier Qwest Communications
International Inc. and incumbent local exchange carrier subsidiary Qwest
Corp. to 'BB' from 'BB-', and affirmed the short-term credit rating on
Qwest Communications at
'B-1'.  The outlook is stable.

At the same time, S&P raised the rating on Qwest Communications' senior
secured $850 million revolving credit facility to 'BB+' from 'BB'.  The
'BB+' rating, one notch above the corporate credit rating, and the
recovery rating of '1' indicate expectation of full recovery of principal
in the event of a
payment default.

S&P also raised the unsecured debt ratings, to 'B+' from 'B' at Qwest
Communications and to 'BB+' from 'BB' at Qwest Corp.

At Sept. 30, 2006, the company had total debt outstanding of about $14.9
billion.

"The upgrade reflects Qwest's ongoing success in improving its leverage
levels over the past few years," said Standard & Poor's credit analyst
Catherine Cosentino.  "This is primarily the result of an improving cost
structure at the long-distance business."

The ratings on Qwest reflect the company's weak overall business position
and aggressive financial profile.  Qwest is the dominant local telephone
exchange carrier in its 14-state market, representing some 14 million
access lines.  S&P views the local exchange business as having a low
investment-grade business risk profile; however, Qwest's long-haul
communications business
significantly dilutes its overall business position.

Several risks are common to Qwest and other large telephone companies:
increasing competition from cable TV companies offering cable modem
services, and, increasingly, cable telephony and the continuing loss of
access lines through wireless substitution.


RANGE RESOURCES: Moody’s Holds Ratings & Says Outlook is Positive
-----------------------------------------------------------------
Moody's Investors Service confirmed the ratings for Range Resources Corp.
but changed the outlook to positive.

The confirmed ratings are Range's Ba3 corporate family rating, the Ba3
probability of default rating, and the B1 and LGD5, 76% ratings on the
senior subordinated notes.  This action concludes Moody's review of
Range's ratings for possible upgrade.

The Ba3 corporate family rating reflects the company's full leverage on
its proven developed reserves which is higher than expected at the time
the ratings were initially placed on review for possible upgrade on May
12, 2006 and is actually higher than the average for the Ba3 rated E&P
peers.  The Ba3 also reflects the company's aggressive drilling program
that could utilize additional debt and possibly delay sustained leverage
reduction and also anticipates that Range will likely remain acquisitive
and leaves sufficient flexibility to accommodate potential acquisitions
funded with debt.  The Ba3 also considers Range's current scale which is
still well below the average for the higher rated peers.

The positive outlook reflects Range's continued progress in its operating
and capital productivity measures which are in line with the higher rated
E&P peers.  The company has reported 15 consecutive quarters of production
increases while maintaining a very competitive cost structure of
approximately $23.94/boe for Q3'06 which ranks among the best for all
rated E&P companies and a leveraged full cycle ratio of approximately 257%
which compared favorably to the Ba3 rated peers.

While Moody's acknowledges Range's track record of sequential quarterly
production gains and its very competitive cost structure, the company has
also significantly increased leverage on its PD reserves from about
$4.14/boe at FYE Dec. 31, 2005 to approximately $6.06/boe at Sept. 30,
2006, which has thus far prevented the company from completing its
transition firmly into a Ba2 profile.

An upgrade to Ba2 would be considered upon the completion of the pending
asset sales and that debt and leverage on the PD reserve base is trending
towards the $5.00/boe range especially as it pursues an aggressive
drilling program into 2007.  A Ba2 rating could also be achieved if Range
completes an amply equity funded acquisition that materially increases the
company's scale and its presence within its core areas while not raising
leverage on the PD reserves from current levels.

Moody's notes that even acquisitions funded with 50% equity and debt could
still be a leveraging acquisition if it brings less than 50% of PD
reserves, contains a low proportion of production, a high level of proven
developed non producing mix, or contains a high amount of proven
undeveloped reserves, probable and possible reserves with attendant heavy
drilling and capital needs.  As result, some acquisitions may need to more
than 50% common equity funded in order to prevent further leveraging.

An upgrade to Ba2 would also require that Moody's routine review of FYE
2006 results indicate that Range's capital productivity and cost trends
remain competitive and Range is sustaining those trends into 2007 while
the sequential quarterly production trends are still trending upward as
they have over the past 15 quarters.

Moving the outlook back to stable would be driven by leverage sustained at
current levels or higher, weaker than expected results from the 2006
capital spending program, or a reversal of the company's positive
production trends.

Range Resources Corporation is headquartered in Fort Worth, Texas, and is
engaged in the exploration, development and acquisition of oil and gas
properties, primarily in the Southwestern, Appalachian and Gulf Coast
regions of the United States.


ROBECO CDO: Moody's Puts Notes’ Rating on Watch and May Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed notes issued by Robeco CDO II Limited on
watch for possible downgrade:

   * The $22,000,000 Class B-2 Notes Due 2013

      -- Prior Rating: Ba2
      -- Current Rating: Ba2

The rating action is the result of deterioration in the credit quality of
the transaction's underlying collateral pool.  As of the November 2006
trustee report, the concentration of securities with Moody's Rating of
Caa1 or lower is 16.9%.


SABRE HOLDINGS: Likely Debt Increase Cues S&P to Lower Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Sabre Holdings
Corp., including its corporate credit rating to 'BB' from 'BBB'.

Ratings remain on CreditWatch with negative implications, where they were
placed on Dec. 12, 2006, following Sabre's announcement that it has signed
a definitive agreement to be acquired by Silver Lake Partners and Texas
Pacific Group for $5 billion, including the assumption of approximately
$550 million of net debt.  The closing of the transaction is expected to
occur by early in the second quarter of 2007, and it is anticipated that
Sabre's 2011 and 2016 notes will remain outstanding.

"The downgrade is based on our conclusion that the acquisition is not only
likely to increase Sabre's balance sheet debt but also to reduce its
financial flexibility," said Standard & Poor's credit analyst Betsy
Snyder.  "As we have the opportunity to review the proposed capital
structure, which has yet to be determined, ratings could be further
lowered, potentially into
the 'B' category," she continued.  Ratings on the unsecured notes are
lowered further due to the likelihood that a substantial level of priority
debt will be placed ahead of the unsecured notes in the company's new
capital structure.


SAINT VINCENTS: Rep. Wants Full Disclosure on Bayonne's Finances
----------------------------------------------------------------
Rep. Vito Fossella of the 13th District of New York called for a full
disclosure of Bayonne Medical Center's finances after learning that
Bayonne ended the year with a $10,000,000 deficit, Lisa Schneider of
Staten Island Advance reports.

Mr. Fossella also wants proof that Bayonne's debt won't affect its
acquisition of St. Vincent's Hospital in West Brighton.

"My concern is the viability of St. Vincent's," Mr. Fossella told the
Advance.

Robert Evans, Bayonne's CEO who resigned in November, had previously
declared the hospital to be fiscally sound.

James Molinaro, Borough President of Staten Island, related that he
received assurance that there was no risk but declined to give specifics.
When asked about the $10,000,000 million amount, Ms.
Schneider reports Mr. Molinaro as saying Bayonne's debt is nothing as
alarming as the figure given.

Paul Swibinski, Bayonne spokesman, declined to reveal how much money the
hospital needs to break even this year, Ms. Schneider relates.

The Advance quotes Mr. Swibinski as saying that while Bayonne appreciates
Mr. Fossella's concerns, "It has been clear from the start that this
transaction is based on projected revenues of St.
Vincent's, and not any Bayonne Medical Center funding."  He said both
hospitals' finances would be kept separate.

Mr. Fossella adds that he hopes the deal pushes through but wants adequate
information throughout the process.

City Councilman Michael McMahon of North Shore of Staten Island said the
acquisition must to go through for St. Vincent's to move out of a
limbo-like state and enter a period of rejuvenation and
success.  "The fact that a hospital has an operating deficit for
one year is upsetting only if there is felonious conduct there,"
he said.  "It's not, unfortunately, out of the ordinary."

                         Private Financing

Bayonne, to pay its vendors and service providers, has been seeking
private financing.

Bayonne chairman Herman Brockman has asked the New Jersey State Health
Department for an advance on its charity care payment for next year,
amounting to roughly $3,900,000, the Advance reports.
Mr. Brockman explained that Bayonne experienced a 10% drop in patient
volume resulting in a patient revenue reduction of more
than $12,000,000 annually.

The Advance discloses that in response, the NJ Health Department
requested a "brief justification" for the advance, including "cashflow
statements for the last three months" and financial
plans for the future.

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

As of Apr. 30, 2005, the Debtors listed $972 million in total assets and
$1 billion in total debts.  (Saint Vincent Bankruptcy News, Issue No. 42
Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SAINT VINCENTS: Judge Hardin Okays Bid Procedures for Asset Sale
----------------------------------------------------------------
The Honorable Adlai S. Hardin, Jr., of the U.S. Bankruptcy Court for the
Southern District of New York has approved the Bidding Procedures related
to the proposed sale of Saint Vincents Catholic Medical Centers of New
York and its debtor-affiliates' real property in Brooklyn.  The Sale
Hearing will be held on
Feb. 5, 2007

Pursuant to the planned sale, the Debtors have entered into a contract of
sale with New Prospect Holding Corporation dated Dec. 12, 2006.  Prospect
Holding has been selected as the "stalking horse" for the purposes of the
bidding process and auction for the Properties.  The Debtors agreed to
sell certain real property located at 1482 Prospect Place, Brooklyn, New
York, Block 1368, Lot 16 and 1496-1522 Prospect Place, Brooklyn, New York,
Block 1368, Lots 22, 23, 24, 25, 26, 27 and 28 to Prospect Holding subject
to higher and better offers received through a bidding process and
auction.

Andrew M. Troop, Esq., at Weil, Gotshal & Manges LLP, in New
York, relates that the Properties are vacant lots near the former
St. Mary's Hospital, which was closed during the Debtors' Chapter
11 cases.  The Debtors have received authority to sell much of
the real estate on which that hospital had operated to The Backer
Group LLC, which sale is expected to close in the coming weeks.
Because the Properties were not included in the St. Mary's sale,
and the Debtors have no continued use for the Properties, they
are disposing of the Properties through a separate sale.

The Debtors engaged Massey Knakal Realty Services to assist in
locating likely buyers for the Properties beginning in June 2005.
Massey Knakal fielded offers for 1496-1522 Prospect Place from 12
potential purchasers.  Prospect Holding's offer of $2,400,000 was
the highest "as is" offer for that property.

Prospect Holding also expressed an interest in other properties
surrounding St. Mary's, including 1482 Prospect Place, for which
nine bids were received.  Prospect Holding submitted a bid of
$230,000 for 1482 Prospect Place, which was equal to the highest
bid received at that time for that property, and offered a larger
deposit than the other bidders had offered.

The Debtors decided to sell both properties to Prospect Holding
as part of a single transaction.  Following negotiations, Saint
Vincent Catholic Medical Centers entered into the Purchase
Agreement with Prospect Holding.

                    The Purchase Agreement

The Purchase Agreement contemplates that SVCMC will sell and
Prospect Holding will purchase the Properties for the purchase
price of $2,630,000, which will be paid in this manner:

   (i) upon execution of the Purchase Agreement, Prospect Holding
       paid a $131,500 initial downpayment to SVCMC;

  (ii) upon its receipt of written notice from SVCMC that all the
       required approvals have been obtained, Prospect Holding
       will immediately pay to SVCMC a $131,500 supplemental
       downpayment; and

(iii) at the closing of title to the Properties, Prospect
       Holding will pay the remaining $2,367,000 to SVCMC.

SVCMC and Prospect Holding agree that apportionments will be made
between the parties at the Closing, including apportionment of
real estate taxes to the extent applicable.

The Properties are to be sold and purchased subject to certain
permitted exceptions, which will not constitute grounds for
objection by Prospect Holding to the Closing, and SVCMC will have
no obligation to remove any of the Permitted Exceptions as a
condition to Prospect Holding's obligation to purchase the
Properties in accordance with the Purchase Agreement.

The Debtors are requesting that the Properties be sold free of
transfer and similar taxes under Section 1146(c) of the
Bankruptcy Code.  In the event that any taxes are payable by
reason of the Sale of the Properties, the taxes will be paid by
SVCMC.

In the event a transaction with a different qualified bidder is
consummated, Prospect Holding will be entitled to a $70,000
break-up fee and reimbursement of certain de minimis expenses
related to title examination and preparation of a survey.

A full-text copy of the Purchase Agreement is available for free
at http://researcharchives.com/t/s?1790

          The Proposed Bidding Procedures and Auction

The Debtors propose to hold an Auction on Feb. 1, 2007, at 10:00 a.m. at
the office of Weil, Gotshal & Manges LLP in New York, or at a later time
or other place as determined by the Debtors.  The Auction will only be
held if one or more qualified bids of sufficient value are received before
4:00 p.m. on Jan. 26, 2007.

To participate in the bidding process, a bidder must deliver to the
Debtors a written non-binding expression of interest and a qualified bid.
A bid for the Properties is a Qualified Bid if it is submitted to the
proper parties prior to the Bid Deadline and satisfies the requirements
set forth in the Bidding Procedures.

At the Auction, and subject to the Bidding Procedures, all Qualified
Bidders will be allowed to bid for the Properties.  The Debtors will
determine the highest or best bid or bids for the Properties with the goal
of maximizing the total value to the Debtors' estates.  In evaluating
competing bids, the Debtors
intend to consider, among others, the amount and type of
consideration offered, the changes to the Purchase Agreement
required by the competing bid, the bidder's ability to finance
and timely consummate the transaction completed by the bid, and
the bidder's ability to use the Properties in a manner consistent
with the Debtors' mission.

The minimum initial overbid at the Auction must be, in the
aggregate, at least $25,000 greater than the starting auction
bid, and subsequent bids must be, in the aggregate, at least
$25,000 greater than the prior bid.  The Debtors will advise all
participants in the Auction as to their determination of the
highest or best bid currently offered.  The Debtors may adopt
other rules for the Auction that will promote the goals of the
Auction.

At the conclusion of the Auction, the Debtors will select a bid
as the highest or best for the Properties.  The Qualified Bidder
submitting the Successful Bid will be the Successful Bidder.  The
Debtors will also select an alternate bid, which will become the
Successful Bid should the Successful Bidder fail to close the
transaction contemplated by the Successful Bid.

At the Sale Hearing, the Debtors will seek approval of the sale
of the Properties to Prospect Holding or to the Successful Bidder
at the Auction, as appropriate.

The Debtors propose that any objections to the Sale Motion will
be filed with the Court no later than February 2, 2007.  The
failure of any person or entity to timely file an objection will
be a bar to the assertion of that objection.

A full-text copy of the Bidding Procedures is available for free
at http://researcharchives.com/t/s?1791

                    Sale Should Be Approved

Mr. Troop tells Judge Hardin that the request should be granted
because, among other things:

     * the Bidding Procedures will ensure that the Debtors'
       estates receive the greatest benefit available from the
       sale of the Properties;

     * the Break-Up Fee is the product of good faith,
       arm's-length negotiations between the Debtors and Prospect
       Holding, is fair and reasonable in proportion to the time,
       effort, cost, and expense that Prospect Holding has
       incurred in negotiating the Purchase Agreement, and is
       proportionate to the aggregate consideration to be paid to
       the Debtors under the Purchase Agreement;

     * the Debtors will serve copies of the Bidding Procedures,
       the Bidding Procedures Order, and the notice of Auction
       and Sale Hearing on the notice parties, which will provide
       the parties with the requisite 20 days' notice of the
       Auction and Sale Hearing and satisfy the requirements of
       Rule 6004 of the Federal Rules of Bankruptcy Procedure;

     * the Purchase Agreement was the product of an extensive
       marketing campaign undertaken by the Debtors and Massey
       Knakal, and good faith, arm's-length negotiations with
       Prospect Holding; and

     * the terms of the Purchase Agreement comply with all
       applicable not-for-profit laws, including the
       not-for-profit laws of the State of New York, and
       applicable federal law, thus satisfying the requirements
       of Section 363(d) of the Bankruptcy Code.

The only lien on the Properties that the Debtors are aware of is
that held by their postpetition lenders, General Electric Capital
Corporation, which lien attaches to substantially all of the
Debtors' property pursuant to secured debtor-in-possession
financing order entered on November 15, 2005.

Prior to closing on the Sale, SVCMC will receive consent from GE
Capital to sell the Properties free and clear of its lien, and to
use the proceeds of the Sale to pay down the term loan portion of
the financing provided by GE Capital.

In addition, because any holder of alien, claim, encumbrance or
interest in the Property which is not included in the Permitted
Exceptions could be compelled to accept money in satisfaction of
that interest, the Court may authorize the sale "free and clear"
pursuant to Section 363(f)(5).

The parties are ready to close the Sale promptly upon the entry
of the Sale Order, and no known party has an interest in the
Properties other than GE Capital.  As no party will be prejudiced
by waiver of the automatic stay period, the Debtors ask the Court
to waive the stay imposed by Bankruptcy Rule 6004(h).

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

As of Apr. 30, 2005, the Debtors listed $972 million in total assets and
$1 billion in total debts.  (Saint Vincent Bankruptcy News, Issue No. 42
Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SALLY HOLDINGS: Revenue Decline Prompts S&P's Stable Outlook
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Denton,
Texas-based Sally Holdings LLC to stable from positive.  The revision
follows the company's announcement that it expects
a $110 million decline in consolidated revenue for the remaining nine
months of the 2007 fiscal year.  The 'B' corporate credit rating on the
company was affirmed.

"We expect the lost revenue and associated EBITDA will lead to leverage
levels that will not decline as quickly as originally projected," said
Standard & Poor's credit analyst Jackie Oberoi.

Sally Holdings' expected revenue decline is due to the Beauty System
Group's loss of distribution rights for L'Oreal USA's professional
products by its distributor sales consultants; loss of L'Oreal
professional products exclusive distribution rights for BSG stores; and
loss of Redken professional products distribution rights for BSG's
Armstrong McCall division.


SANMINA SCI: Delayed SEC Filing Prompts Moody's to Review Ratings
-----------------------------------------------------------------
Moody's downgraded Sanmina SCI Corporation's corporate family rating to
Ba3 from Ba2 while placing all of its outstanding ratings under review for
further possible downgrade.  The downgrade was based on the company's
continued weak fundamentals and lackluster financial performance.

The review for further possible downgrade reflects Moody's concern over
potential liquidity as a result of Sanmina's inability to file its 2006
10K.  Sanmina reported recently that it would not be able to file with the
Securities and Exchange Commission its fiscal 2006 10K by the required
deadline as a result of the on-going investigation into its stock option
administration practices.

The delay in filing the 10K may have caused Sanmina to breach a financial
covenant in its bond indenture requiring it to file financial statements
in a timely manner and could place Sanmina in a technical default under
this covenant.

Sanmina's business model appears to be in transition as the company
searches for a more sustainable and profitable model. Meanwhile,
profitability and cash flow measures are weak with negative free cash flow
generation for each of the past three quarters.  Increasing working
capital, especially inventory, hampered Sanmina's cash flow generations.
Credit metrics have weakened as a result of overall financial performance,
and are not consistent with its previous ratings category.

Sanmina's ratings will continue to be on review for possible downgrade.
This is due to Moody's concerns over potential liquidity uncertainty
presented by Sanmina's delayed filing of its 10K.

Sanmina's debt ratings were previously placed under review for possible
downgrade on Aug. 14, 2006 following Sanmina's previous announcement of
delay of its filing of its 10-Q for the quarter ended July 1, 2006.
Sanmina subsequently obtained consent waivers from all of its debt holders
granting additional time to file its third quarter 10Q, which was filed
last week, within the consent period.  However, its inability of filing
the annual 10K has once again placed Sanmina in technical default with its
creditors.  And Moody's understands that there is currently no consent
waiver being sought from its creditors by Sanmina.

Sanmina currently has about $500 million in cash and equivalents as of
Sept. 30, 2006 and it also has full access to a revolving credit facility
of $500 million.  The company's total debt is about $1.6 billion with the
next immediate maturity falling in 2008.

Sanmina concluded its internal investigation of its stock options
practices and determined that most stock option grants to executives and
employees between 1997 and 2006 were not correctly dated.  The cumulative
pre-tax incremental stock compensation expense recognized by Sanmina is
approximately $224 million for the fiscal period of 1997 through 2005.
The cash impact as a result of additional payable related to payroll taxes
associated with the stock option grants was about $3.6 million for the
same period.  Sanmina cited a general systemic failure as the cause for
options dating mistakes and plans to implement a number of changes to
improve internal control and accuracy of financial accounting.

Moody's could move the ratings down further if Sanmina is not able to file
its 10K by the end of the 30 day cure period per its bond indentures, or
has not arranged sufficient alternative liquidity sources to refinance the
existing debt by that date. Other drivers which may cause further
downgrade are if further concerns regarding weakness in internal control,
disclosure, accounting controls were to emerge.

Moody's could conclude the review for possible downgrade and would most
likely confirm Sanmina's ratings with a stable outlook if the company is
able to file its 10K within the cure period or able to arrange sufficient
alternative liquidity to fund any necessary refinancing of its debt.

Ratings downgraded and under review for further downgrade:

   -- Corporate family rating Ba3 from Ba2;

   -- Probability-of-default rating at Ba3;

   -- $400 million senior subordinated notes due 2013 at B2,
      LGD5, 85% from Ba3;

   -- $600 million senior subordinated notes due 2016 at B2,
      LGD5, 85% from Ba3;

   -- $600 million senior unsecured term loan due 2008 at Ba3
      LGD3, 45% from Ba2; and,

   -- SGL-1 speculative grade liquidity rating.

Headquartered in San Jose, California, Sanmina-SCI Corporation is one of
the largest electronics contract manufacturing services companies
providing a full spectrum of integrated, value added solutions.


SAVVIS INC: To Sell Content Delivery Network to Level 3 for $135MM
------------------------------------------------------------------
Level 3 Communications, Inc., signed a definitive agreement to acquire the
Content Delivery Network services business of SAVVIS, Inc.  Under the
terms of the agreement, Level 3 will pay
$135 million in cash consideration to acquire certain assets, including
network elements, customer contracts, and intellectual property used in
SAVVIS’s CDN business.  The purchase price is subject to certain customary
post closing working capital adjustments.

"The acquisition of SAVVIS’s CDN services business will enable Level 3 to
better address the increasing opportunity presented by rich media
applications such as video, Web 2.0 applications, multiplayer online
gaming and software as a service over the Internet," said Kevin O’Hara,
president and chief operating officer of Level 3.  "We are looking forward
to welcoming the pioneers of CDN to our team.  The largest customers of
CDN services rely on a combination of capabilities to support
their businesses.  These include services like CDN, IP transit,
wavelengths, metro transport, and colocation.  Upon completion of this
transaction, Level 3 believes that it will be the only CDN services
provider with a single source, full portfolio of end-to-end content
distribution solutions, and will be in a unique position to offer a range
of building blocks to meet these customers’ needs.

"Level 3 already has a strong brand and capabilities in video distribution
through its Vyvx business.  With native CDN capabilities and with Level
3’s highly scalable, industry-leading IP backbone, we believe that Level 3
will be able to bring additional value to all video-centric companies by
delivering video in a more intelligent and comprehensive way to a broader
range of destinations.

"This acquisition does not require the type of physical integration
associated with the metro and backbone transactions we announced earlier
this year.  We are confident in our ability to incorporate this key
capability into our portfolio."

SAVVIS’s content delivery customers include some of the largest
enterprises in the world, including Microsoft.

"As we grow our online services business, stability and control over our
network infrastructure becomes increasingly important to deliver great
experiences for our customers, partners and advertisers," said Arne
Josefsberg, general manager of Global
Foundation Services at Microsoft.  "We look forward to a continued
relationship with Level 3 as they embark upon this next phase of their
network evolution."

SAVVIS’s CDN business had approximately $15 million in revenue for the
nine months ending Sept. 30, 2006.  Closing is subject to customary
conditions, including receipt of Hart-Scott-Rodino
approval.  Closing is expected to occur in the first quarter of 2007.

                  About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications, Inc.
(NASDAQ: LVLT) is a communications and information services company.  The
company operates a large communications and Internet backbone, making it a
Tier 1 network.  Level 3 is the current owner of AS1.

                        About SAVVIS Inc.

Headquartered in Town & Country, Missouri, SAVVIS, Inc. (NASDAQ:
SVVS) -- http://www.savvis.net/-- provides managed and outsourced
IT services that focuses exclusively on IT solutions for
businesses.  With an IT services platform that extends to 47
countries, SAVVIS has over 5,000 enterprise customers and leads
the industry in delivering secure, reliable, and scalable hosting,
network, and application services.  These solutions enable
customers to focus on their core business while SAVVIS ensures the
quality of their IT systems and operations.  SAVVIS' strategic
approach combines virtualization technology, a global network and
25 data centers, and automated management and provisioning
systems.

SAVVIS’s CDN services business, based in Thousand Oaks, California, with
approximately 50 employees and over 100 customers, provides solutions that
improve performance,
reliability, scalability and reach of customers’ online content.
Initially developed in 1996 as Sandpiper Networks, the division developed,
deployed and operated a content delivery network.  It has a globally
distributed infrastructure in more than 20 countries.

At Sept. 30, 2006, SAVVIS Inc.'s balance sheet showed a stockholders'
deficit of $141,675,000, as compared to a deficit of
$132,009,000 at Dec. 31, 2005.


SENSATA TECH: Completes Purchase of Honeywell's FTAS Business
-------------------------------------------------------------
Sensata Technologies B.V. has closed the acquisition of
Honeywell's First Technology Automotive and Special Products or
FTAS business.

Concurrently, Sensata completed a EUR73 million financing in
support of the transaction through an incremental facility under
its existing Credit Agreement.  Terms were in line with the
original issuance.

FTAS designs, develops and manufactures high-value automotive
sensor and electromechanical control solutions.  Its products
are sold to automotive OEMs, Tier I automotive suppliers, large
vehicle and off-road OEMs, and industrial manufacturers.  For
the year ended Dec. 31, 2005, FTAS had sales of approximately
US$69 million.

"We are pleased to have completed the divestiture of both non-
core First Technology businesses in 2006," said Dave Cote,
Honeywell Chairman and CEO.  "With the sale of FTAS today and
First Technology Safety and Analysis earlier this year, we have
finalized acquisition of the First Technology Gas Sensing
business at an attractive valuation in an industry with great
growth prospects.  We continue to execute on integrating the
business into Honeywell Analytics and establishing our position
as a world leader in gas detection technologies."

FTAS was acquired by Honeywell as part of its acquisition of
First Technology plc earlier this year.  Honeywell completed its
acquisition of First Technology plc on March 24, and the sale of
First Technology Safety and Analysis on May 19.

Formerly the Sensors & Controls business of Texas Instruments,
Sensata Technologies was acquired by Bain Capital, LLC, a
leading global private investment firm, in April, 2006.  Sensata
is a leading designer and manufacturer of sensors and controls
for global leaders in the automotive, appliance, aircraft,
industrial and HVAC markets.  It has nine technology and
manufacturing centers in eight countries, and sales offices
throughout the world.  Revenues for 2005 were approximately
$1.1 billion.

                       About Honeywell

Honeywell International is a $31 billion diversified technology and
manufacturing leader, serving customers worldwide with aerospace products
and services; control technologies for
buildings, homes and industry; automotive products; turbochargers; and
specialty materials.  Based in Morris Township, N.J., Honeywell's shares
are traded on the New York, London, Chicago and Pacific Stock Exchanges.

                 About Sensata Technologies

Headquartered in Attleboro, Massachusetts, Sensata Technologies
B.V. -- http://www.sensata.com/-- designs and manufactures
sensors and controls across a range of markets and applications.
Sensata has business and technology development centers in
Attleboro, Massachusetts, Holland and Japan and manufacturing
operations in Brazil, China, Korea, Malaysia, and Mexico, as well
as sales offices around the world.  Sensata Technologies employs
approximately 5,400 people world-wide.

                        *    *    *

As reported in the Troubled Company Reporter on Dec. 11, 2006,
Moody's Investors Service affirmed Sensata Technologies B.V.'s B2
corporate family and probability of default ratings.

Moody's rating affirmation pertains to Sensata's pending
acquisition of First Technology Automotive and Special Products
from Honeywell and its subsequent financing via a $95 million add-
on to Sensata's existing senior secured Term Loan B.

The rating outlook remains stable.


SPECIALTY UNDERWRITING: S&P Downgrades Ratings on Two Classes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two classes from
two Specialty Underwriting and Residential Finance Trust transactions and
placed them on CreditWatch with
negative implications.  Concurrently, the rating on one additional class
was placed on CreditWatch with negative implications.  At the same time,
ratings were affirmed on the remaining classes from these transactions and
from various other series from the same issuer.

The downgrades reflect actual and projected credit support percentages
that are insufficient to maintain the previous ratings.  Class B-2 from
series 2003-BC2 has a current credit support level of 5.74%, down from 10%
at issuance; class B-3 from series 2003-BC3 has a current credit support
level of 4.15%, down from 8% at issuance.

The three ratings are placed on CreditWatch negative because S&P expects
additional projected losses to result from high delinquencies.  As of the
November 2006 distribution date, total delinquencies for series 2003-BC2
were 39.54%, with 23.43% categorized as seriously delinquent (90-plus
days, foreclosure, and REO); total delinquencies for series 2003-BC3 were
35.21%, with 22.44% categorized as seriously delinquent.

Standard & Poor's will continue to closely monitor the performance of
these transactions.  If the delinquent loans translate into realized
losses, S&P may take additional negative rating actions on these classes,
depending on the size of the losses and the remaining credit support.
Conversely, if the
delinquent loans decrease and do not cause significant additional realized
losses, S&P will affirm the ratings and remove them from CreditWatch.

       Ratings Lowered and Placed on Creditwatch Negative

      Specialty Underwriting and Residential Finance Trust

                                          Rating
                                          ------
        Series          Class     To                From
        ------          -----     --                ----
        2003-BC2        B-2       BB-/Watch Neg     BBB
        2003-BC3        B-3       BB-/Watch Neg     BBB-

              Rating Placed on Creditwatch Negative

      Specialty Underwriting and Residential Finance Trust

                                         Rating
                                         ------
        Series          Class     To                From
        ------          -----     --                ----
        2003-BC2        B-1       A/Watch Neg       A

                        Ratings Affirmed

      Specialty Underwriting and Residential Finance Trust

   Series          Class                                Rating
   ------          -----                                ------
   2003-BC2        A, S, R, M-1                         AAA
   2003-BC2        M-2                                  AA
   2003-BC2        M-3                                  A
   2003-BC3        A, S, R                              AAA
   2003-BC3        B-1                                  BBB+
   2003-BC3        B-2                                  BBB
   2003-BC4        A-1, A-2, A-3B                       AAA
   2003-BC4        M-1                                  AA+
   2003-BC4        M-2                                  A
   2003-BC4        M-3                                  A-
   2003-BC4        B-1                                  BBB+
   2003-BC4        B-2                                  BBB
   2003-BC4        B-3                                  BBB-
   2004-AA1        I-A-1, II-A-1, II-A-2, II-A3, I-PO   AAA
   2004-AA1        II-PO, I-IO, II-IO                   AAA
   2004-AA1        B-1                                  AA
   2004-AA1        B-2                                  A
   2004-AA1        B-3                                  BBB
   2004-AA1        B-4                                  BB
   2004-AA1        B-5                                  B
   2004-BC1        A-1A, A-1B, A-2, X                   AAA
   2004-BC1        M-1                                  AA
   2004-BC1        M-2                                  A
   2004-BC1        M-3                                  A-
   2004-BC1        B-1                                  BBB
   2004-BC1        B-2                                  BBB-
   2004-BC2        A-1, A-2                             AAA
   2004-BC2        M-1                                  AA
   2004-BC2        M-2                                  A
   2004-BC2        M-3                                  A-
   2004-BC2        B-1                                  BBB
   2004-BC2        B-2                                  BBB-
   2004-BC3        A-1A, A-1B, A-2A, A-2B, A-2C         AAA
   2004-BC3        M-1                                  AA+
   2004-BC3        M-2                                  AA-
   2004-BC3        M-3                                  A+
   2004-BC3        B-1                                  A-
   2004-BC3        B-2, B-3                             BBB
   2004-BC4        A-1A, A-1B, A-2A, A-2B, A-2C         AAA
   2004-BC4        M-1                                  AA+
   2004-BC4        M-2                                  AA
   2004-BC4        M-3                                  AA-
   2004-BC4        B-1                                  A+
   2004-BC4        B-2                                  A
   2004-BC4        B-3                                  A-
   2005-AB1        A-1A, A-1B, A-1C                     AAA
   2005-AB1        M-1                                  AA+
   2005-AB1        M-2                                  AA
   2005-AB1        M-3                                  A
   2005-AB1        M-4                                  A-
   2005-AB1        B-1                                  BBB+
   2005-AB1        B-2                                  BBB-
   2005-AB1        B-3                                  BB
   2005-AB2        A-1A, A-1B, A-1C, A-1D, R            AAA
   2005-AB2        M-1                                  AA+
   2005-AB2        M-2                                  AA
   2005-AB2        M-3                                  AA-
   2005-AB2        M-4                                  A+
   2005-AB2        M-5                                  A
   2005-AB2        M-6                                  A-
   2005-AB2        B-1                                  BBB+
   2005-AB2        B-2                                  BBB
   2005-AB2        B-3                                  BBB-
   2005-AB3        A-1A, A-2A, A-2B, A-2C, R            AAA
   2005-AB3        M-1                                  AA+
   2005-AB3        M-2                                  AA
   2005-AB3        M-3                                  AA-
   2005-AB3        M-4                                  A+
   2005-AB3        M-5                                  A
   2005-AB3        M-6                                  A-
   2005-AB3        B-1                                  BBB+
   2005-BC1        A-1A, A-1B, A-1C                     AAA
   2005-BC1        M-1                                  AA+
   2005-BC1        M-2                                  AA
   2005-BC1        M-3                                  A
   2005-BC1        M-4                                  A-
   2005-BC1        B-1                                  BBB+
   2005-BC1        B-2                                  BBB
   2005-BC1        B-3                                  BBB-
   2005-BC2        A-1A, A-2A, A-2B, A-2C               AAA
   2005-BC2        M-1                                  AA+
   2005-BC2        M-2                                  AA
   2005-BC2        M-3                                  A
   2005-BC2        M-4                                  A-
   2005-BC2        B-1                                  BBB+
   2005-BC2        B-2                                  BBB
   2005-BC2        B-3                                  BBB-
   2005-BC2        B-4                                  BB+
   2005-BC3        A-1A, A-2B, A-3C, M-1, R             AAA
   2005-BC3        M-2                                  AA+
   2005-BC3        M-3                                  AA
   2005-BC3        M-4                                  AA-
   2005-BC3        M-5                                  A+
   2005-BC3        M-6                                  A
   2005-BC3        M-7                                  A-
   2005-BC3        B-1                                  BBB+
   2005-BC3        B-2                                  BBB
   2005-BC3        B-3                                  BBB-
   2005-BC3        B-4                                  BB+
   2005-BC4        A-1A, A-2A, A-2B, A-2C, R            AAA
   2005-BC4        M-1                                  AA+
   2005-BC4        M-2                                  AA
   2005-BC4        M-3                                  AA-
   2005-BC4        M-4                                  A+
   2005-BC4        M-5                                  A
   2005-BC4        M-6                                  A-
   2005-BC4        B-1                                  BBB+
   2006-AB1        A-1, A-2, A-3, A-4, R                AAA
   2006-AB1        M-1, M-2, M-3                        AA+
   2006-AB1        M-4, M-5, M-6                        AA
   2006-AB1        B-1                                  AA-
   2006-AB1        B-2                                  A+
   2006-AB1        B-3                                  A-
   2006-BC1        A-1, A-2A, A-2B, A-2C, A-2D, R       AAA
   2006-BC1        M-1                                  AA+
   2006-BC1        M-2, M-3, M-4                        AA
   2006-BC1        M-5, M-6                             A+
   2006-BC1        B-1A, B-1B                           A
   2006-BC1        B-2A, B-2B, B-3A, B-3B               BBB+
   2006-BC2        A-1, A-2A, A-2B, A-2C, A-2D, R       AAA
   2006-BC2        M-1                                  AA+
   2006-BC2        M-2, M-3, M-4                        AA
   2006-BC2        M-5                                  A+
   2006-BC2        M-6                                  A
   2006-BC2        B-1                                  A-
   2006-BC2        B-2                                  BBB+
   2006-BC2        B-3                                  BBB-


STANFIELD ARBITRAGE: Moody's Cuts Ratings on $32 Mil. Notes to Ba3
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings on the notes issued in 2001
by Stanfield Arbitrage CDO, Ltd., a managed high yield structured finance
collateralized loan obligation issuer:

   * The $53,000,000 Class B-1 Floating Rate Notes Due 2016

      -- Prior Rating: A3, on watch for possible upgrade
      -- Current Rating: A1

   * The $23,000,000 Class B-2 Fixed Rate Notes Due 2016

      -- Prior Rating: A3, on watch for possible upgrade
      -- Current Rating: A1

Moody's also downgraded the ratings on notes issued Stanfield Arbitrage
CDO, Ltd.:

   * The $9,000,000 Class D-1 Floating Rate Notes Due 2016

      -- Prior Rating: Ba2, on watch for possible downgrade
      -- Current Rating: Ba3

   * The $20,000,000 Class D-2 Fixed Rate Notes Due 2016

      -- Prior Rating: Ba2, on watch for possible downgrade
      -- Current Rating: Ba3

   * The $3,000,000 Class D-3 Fixed Rate Notes Due 2016

      -- Prior Rating: Ba2, on watch for possible downgrade
      -- Current Rating: Ba3

The rating actions with respect to the Class B notes reflect the
delevering of the transaction which more than offset the unfavorable
aspects of the transaction's performance discussed below, according to
Moody's.  As reported in the November 2006 trustee report, the par value
ratio for the Class B notes was 114%, well above the transaction's trigger
level of 107%, Moody's noted.

The rating actions with respect to the Class D notes reflect the
occurrence of previous asset defaults and par losses in the bond bucket of
the CDO, according to Moody's.  Although the delevering of the transaction
has more than offset the unfavorable aspects of the transaction's
performance with respect to the Class B notes, it has not done so for the
Class D notes given the subordination of those notes in the transaction's
capital structure.


STATER BROS: September 24 Balance Sheet Upside-Down by $11.1 Mil.
-----------------------------------------------------------------
Stater Bros. Holdings Inc. reported $26.1 million of net income on $3.5
billion of sales for the year ended Sept. 24, 2006, compared with $26.2
million of net income on $3.4 billion of sales for the year ended Sept.
25, 2005.

The sales increase in fiscal 2006 over fiscal 2005 is the result of the
opening of new stores during the fiscal year, an increase in like store
sales and the contribution from pharmacy sales partially offset by
declines in sales for Santee Dairies Inc.

Like store sales increased $47.3 million or 1.46% in fiscal 2006. In
fiscal 2006, sales for Santee Dairies Inc. decreased $10.1 million, which
was attributed to reduced selling prices resulting from a reduction in raw
milk pricing and to reduced purchases by the Ralphs Grocery Company.
Pharmacy sales increased
$16.6 million in fiscal 2006.  The company opened three new stores in
fiscal 2006.  These newly opened stores added approximately $99.3 million
of sales in fiscal 2006.  While like store sales were positive for fiscal
2006, like store sales were impacted by new store openings.  Sales were
also impacted by the closure of two stores in fiscal 2006, which decreased
sales by approximately $17.5 million when compared to the prior year.

At Sept. 24, 2006, the company's balance sheet showed
$1.06 billion in total assets and $1.07 billion in total liabilities,
resulting in an $11.1 million total stockholders' deficit.

Full-text copies of the company's consolidated financial statements for
the year ended Sept. 24, 2006, are available for free at
http://researcharchives.com/t/s?17ac

                    About Stater Bros. Holdings

Based in Colton, California, Stater Brothers Holdings Inc.
-- http://www.staterbros.com/-- operates 162 full
service supermarkets in the United States.  The grocery
chain also owns and operates milk and juice processor Santee
Dairies aka Heartland Farms.  Founded in 1936 by twin brothers Leo
and Cleo Stater, Stater Bros. is owned by La Cadena Investments, a
general partnership consisting of Stater Bros. chairman and chief
executive officer, Jack Brown.

                           *     *     *

As reported in the Troubled Company Reporter on Oct. 24, 2006, Moody's
Investors Service affirmed its B1 corporate family rating for Stater Bros.
Holdings Inc. and its B1 rating on the company's guaranteed senior
unsecured Global Notes.  Additionally, Moody's assigned an LGD4 rating to
these bonds, suggesting noteholders will experience a 57% loss in the
event of default.


STEPHEN TURNER: Case Summary & 15 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Stephen Edward Turner
        P.O. Box 3234
        Palm Springs, CA 92263

Bankruptcy Case No.: 06-13841

Chapter 11 Petition Date: December 14, 2006

Court: Central District Of California (Riverside)

Judge: Mitchel R. Goldberg

Debtor's Counsel: Lazaro E. Fernandez, Esq.
                  3403 Tenth Street, Suite 714
                  Riverside, CA 92501
                  Tel: (951) 684-4474

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $10 Million to $50 Million

Debtor's 15 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Continental Investment             Lawsuit             $2,800,000
Property Inc.
c/o Gibbs Giden
Locher and Turne
2029 Century Park East, 34th Floor
Los Angeles, CA 90067-3039

The Feldhake Law Firm              Legal Fees            $225,000
Robert Feldhake
19900 MacArthur Boulevard
Suite 850
Irvine, CA 92612

Anthony Ferrante                   Lawsuit               $200,000
1472 Padva Way
Palm Springs, CA 92262

Bank of America Gold Option        Credit Line           $105,743
P.O. Box 15102
Wilmington, DE 19886-5102

MBNA (BofA)                        Credit Line           $168,245
c/o Chris Hopkins
P.O. Box 15102
Wilmington, DE 19886-5102
                                   Business Credit Line   $72,571

Sallie Mae                         Student Loan           $93,025

Bank of America                    Personal Credit Line   $53,741

                                   Misc. Purchases        $10,236

American Education Service         Student Loan           $41,768

William Dwyer                      Personal Loans         $37,000

Carvar & Schickotanz               Architectural          $22,882
                                   Services

HFC                                Installment Loan       $13,749

James Hinds, Esq.                  Legal Services         $11,542

Washington Mutual                  Misc. Purchases        $11,213

Casa Dolores Flooring              Services-Carmel         $4,402
                                   Wood Floors

Casa Dolores Gallery               Architectural           $3,700
                                   Services


STEVEN LEE: Case Summary & Six Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Steven Lee
        5205 Varnum Street
        Bladensburg, MD 20710

Bankruptcy Case No.: 06-18250

Chapter 11 Petition Date: December 18, 2006

Court: District of Maryland (Greenbelt)

Judge: Thomas J. Catliota

Debtor's Counsel: Laura J. Margulies
                  Laura Margulies & Associates, LLC
                  6205 Executive Boulevard
                  Rockville, MD 20852
                  Tel: (301) 816-1600
                  Fax: (301) 816-1611

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's Six Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Chase/Bank One                   Credit Card Bill       $10,493
P.O. Box 15299
Wilmington, DE 19850

Lowe's/GEMB                      Credit Card Bill        $2,345
P.O. Box 103080
Roswell, GA 30076

Home Depot/CBSD                  Credit Card Bill        $2,261
P.O. Box 103072
Roswell, GA 30076

Best Buy/Retail Services         Credit Card Bill        $1,671

Capital One Bank                 Credit Card Bill          $154

The Good Cook Book Club          Credit                     $85


STRUCTURED ASSET: Moody's Reviews Ratings for Likely Downgrade
--------------------------------------------------------------
Moody's Investors Service placed several tranches issued by Structured
Asset Investment Loan Trust under review for possible downgrade.  These
subprime deals consist of fixed and adjustable rate, first and second lien
residential mortgage loans.

These certificates are under review for possible downgrade based on the
current credit enhancement levels when compared to the current projected
losses.  The projected pipeline losses have rapidly increased due to the
large quantity of mortgage loans that are in delinquent, foreclosure, and
REO status.  As a result, the credit support may be more vulnerable to
erosion.

These are the rating actions:

   * Structured Asset Investment Loan Trust, Series 2005-5

      -- Class M-7, Currently Rated: Baa1; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-9, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B, Currently Rated: Ba2; under review for possible
         downgrade.

   * Structured Asset Investment Loan Trust, Series 2005-8

      -- Class M-7, Currently Rated: Baa1; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-9, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B, Currently Rated: Ba2; under review for possible
         downgrade.

   * Structured Asset Investment Loan Trust, Series 2005-11

      -- Class M-6, Currently Rated: Baa1; under review for
         possible downgrade.

      -- Class M-7, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B-1, Currently Rated: Ba1; under review for
         possible downgrade.

   * Structured Asset Investment Loan Trust, Series 2006-1

      -- Class M-7, Currently Rated: Baa1; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-9, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B, Currently Rated: Ba1; under review for possible
         downgrade.

   * Structured Asset Investment Loan Trust, Series 2006-2

      -- Class M-6, Currently Rated: Baa1, under review for
         possible downgrade.

      -- Class M-7, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B-1, Currently Rated: Ba1; under review for
         possible downgrade.

      -- Class B-2, Currently Rated: Ba2; under review for
         possible downgrade.

   * Structured Asset Investment Loan Trust, Series 2006-BNC1

      -- Class M-6, Currently Rated: Baa1; under review for
         possible downgrade.

      -- Class M-7, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B-1, Currently Rated: Ba1; under review for
         possible downgrade.

   * Structured Asset Investment Loan Trust, Series 2006-BNC2

      -- Class M-6, Currently Rated: Baa1; under review for
         possible downgrade.

      -- Class M-7, Currently Rated: Baa2; under review for
         possible downgrade.

      -- Class M-8, Currently Rated: Baa3; under review for
         possible downgrade.

      -- Class B-1, Currently Rated: Ba1; under review for
         possible downgrade.

      -- Class B-2, Currently Rated: Ba2; under review for
         possible downgrade.


STRUCTURED FINANCE: Moody's Removes Watch on Preference Shares
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings on the notes issued by
Structured Finance Advisors ABS CDO III, Ltd., a structured finance
collateralized debt obligation:

   * The $50,000,000 Class B Second Priority Senior Secured
     Floating Rate Notes due 2037

      -- Prior Rating: Aa1, on watch for possible downgrade
      -- Current Rating: Aa3

   * The $15,000,000 Class C Mezzanine Secured Floating Rate
     Notes due 2037

      -- Prior Rating: Baa2, on watch for possible downgrade
      -- Current Rating: Baa3

Moody's also removed from watch for possible downgrade the ratings of
these notes issued by Structured Finance Advisors ABS CDO III, Ltd.:

   * The $12,500,000 Preference Shares

      -- Prior Rating: B3, on watch for possible downgrade
      -- Current Rating: B3

The rating actions reflect the deterioration in the credit quality of the
transaction's underlying collateral portfolio, consisting primarily of
structured finance securities, as well as the occurrence of asset defaults
and par losses, and the continued failure of certain collateral and
structural tests, according to Moody's.


TALLSHIPS FUNDING: Moody's Rates $30 Million Class D Notes at Ba1
-----------------------------------------------------------------
Moody's Investors Service assigned ratings to notes issued by Tallships
Funding, Ltd., a collateral debt obligation issuance:

   -- Aaa to $360,000,000 Class A-1 Floating Rate Senior Secured
      Notes Due 2047

   -- Aa2 to $65,000,000 Class A-2 Floating Rate Senior
      Secured Notes Due 2047

   -- A2 to $50,000,000 Class B Floating Rate Subordinate Secured
      Deferrable Notes Due 2047

   -- Baa2 to $37,500,000 Class C Floating Rate Junior
      Subordinate Secured Deferrable Notes Due 2047

   -- Ba1 to $30,000,000 Class D Floating Rate Junior Subordinate
      Secured Deferrable Notes Due 2047

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

Moody's also assigned a rating of Aaa to the $687,500,000 Advance Swap and
a rating of Aaa to the $250,000,000 Revolving Credit Agreement.

These ratings address the likelihood that, and extent to which, (i)
pursuant to the Advance Swap, the Issuer will make repayment of any Draw
Amounts and (ii) pursuant to the Revolving Credit Agreement, the Issuer
will repay Loans of the Lenders made to the Issuer.  The ratings are
derived from an analysis of the initial portfolio of cash assets and
assets referenced through credit default swaps, and the Transaction's
legal structure.

Bear Stearns Asset Management Inc. will manage the selection, acquisition
and disposition of collateral on behalf of the issuer.


TECUMSEH UTILITY: S&P Downgrades Revenue Bonds’ Rating to BB
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its underlying rating on
Tecumseh Utility Authority, Oklahoma's utility system refunding and
capital improvement revenue bonds series 2004 to
'BB' from 'BBB'.  The outlook is negative.

The downgrade reflects credit deterioration, which is exacerbated by
management's inability to provide information about the authority's
operating expenses and pledged sales tax collections for fiscal 2005.

Based on information received by Standard & Poor's, S&P believes the
authority has breached its rate covenant and is in technical default.

The 'BB' rating also reflects weak debt service coverage, a significant
drop in unrestricted cash, and inadequate information.

A pledge of revenues derived from a three-cent sales tax, subject to
annual appropriation, and the prior-lien pledge of net revenues of the
water, sewer, and electric utility system secure the bonds.  Legal
provisions include a rate covenant; the authority has pledged charges for
water, sanitary sewer
and electric services sufficient, together with appropriated sales tax
proceeds, to provide net revenues equal to 1.25x average annual debt
service.

The coverage calculation differs depending on the source of information.
Pledged sales tax collections for fiscal 2005 according to information
provided by a city representative totaled $666,393, resulting in coverage
of 1.16x average annual debt service.  However, according to the 2005
audit, pledged sales tax collections totaled $733,035, resulting in
coverage of 1.24x average annual debt service.  Pledged sales tax revenues
were down in fiscal 2005 compared with 2003, when they totaled about
$768,000.  Although there is no mention of technical default in the fiscal
2005 audit, based on the information provided to S&P, it appears the rate
covenant has been breached, and that the authority is in technical
default.

The authority's statement of revenues, expenses and changes in fund net
assets from the fiscal 2005 audit does not show a depreciation expense.
Although the statement of cash flows shows a $174,795 depreciation
adjustment, management was unable to tell Standard & Poor's whether that
adjustment was included in the total operating expenses.  As a result, the
above coverage
calculations make no adjustments for depreciation.

In addition, management advised S&P's that the authority has historically
funded capital improvements through operating expenses, but was unable to
separate those onetime expenses from the ongoing expenses in fiscal 2005.

The Tecumseh Utility Authority operates an electric, water, and sewer
utility through a lease with the city of Tecumseh. Management indicated
that the authority does not plan to raise rates in the near term and
intends to fund its recently adopted five-year capital plan with operating
revenues.  The authority's liquidity was significantly weaker in fiscal
2005 compared with
the previous year, as cash and cash equivalents declined by 30% to
$732,000; management was unable to provide a reason for the substantial
decline.  The authority does not expect to issue additional debt in the
near term.


UNITEDHEALTH GROUP: Gets Formal SEC Stock-Option Probe
------------------------------------------------------
UnitedHealth Group Inc. received a formal order of investigation from the
Securities and Exchange Commission relating to its stock option practices,
which led to the departure of former CEO William McGuire, Robert Simison
writes for Bloomberg.

The company said in a regulatory filing that after notifying UnitedHealth
in April 2006 of an informal inquiry, the regulators issued a formal
probe.  The company will continue to cooperate with the SEC.

Bloomberg reports that Mr. McGuire had involuntary resignation last month
after an independent query discovered he may have manipulated the dating
of options worth hundreds of millions of dollar.  Mr. McGuire agreed not
to exercise his own options totaling to $1.6 billion, Bloomberg says.

According to Bloomberg, the company reported amended financial results in
which the restatements, revisions and charges exceed to $7.9 billion.  The
company had ousted 65 executives and directors due to the scandal and
about 300 filed lawsuits against more than 100 companies.

The company, which widened its estimate of earnings restatements related
to stock options, held that the income from 1994 to 2005 may be reduced by
more than $1.5 billion to $1.7 billion to correct improper accounting for
options awarded to executives and employees, Bloomberg relates.


VENTAS INC: Enhanced Liquidity Cues S&P’s Positive Outlook
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Ventas Inc. to
positive from stable.  At the same time, the 'BB+' corporate credit and
senior note ratings were affirmed for
Ventas, its operating partnership, Ventas Realty L.P., and Ventas Capital
Corp.

The rating actions affected roughly $1.5 billion in senior notes.

"The positive outlook acknowledges the company's continued efforts to
improve its asset quality/mix, healthier facility rent coverage within the
Brookdale Senior Living portfolio, enhanced liquidity, and management's
commitment to a strong and improving financial profile," said credit
analyst George Skoufis.  "The ratings continue to be supported by good
overall facility level rent coverage, geographic diversity and stable debt
service coverage.  These strengths are mitigated by higher debt levels and
a highly concentrated tenant base."

Improvement to the financial profile, specifically lower leverage and
stable-to-improving DSC, as well as the prudent pursuit of growth
opportunities that diversify the tenant base, if presented, would warrant
a one-notch upgrade. The rating and outlook, however, could be negatively
affected by aggressive acquisitions and/or debt financed acquisitions that
strain the financial profile.


VIRGINIA DUPLESSIS: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Virginia L. Duplessis
        Jean Y. Duplessis
        30 Isabell Circle
        Randolph, MA 02368

Bankruptcy Case No.: 06-14747

Type of Business: The Debtors filed for chapter 11 protection on
                  October 23, 2006 (Bankr. D. Mass. Case No. 06-
                  13821).

Chapter 11 Petition Date: December 13, 2006

Court: District of Massachusetts (Boston)

Judge: Joan N. Feeney

Debtor's Counsel: David G. Baker, Esq.
                  105 Union Wharf
                  Boston, MA 02109
                  Tel: (617) 367-4260
                  Fax: (866) 661-5328

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

The Debtor did not file a list of its 20 largest unsecured creditors.


WACHOVIA BANK: Moody's Holds Low-B Ratings on Six Cert. Classes
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of six classes and affirmed
the ratings of 12 classes of Wachovia Bank Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2003-C5:

    * Class A-1, $186,798,628, Fixed, affirmed at Aaa
    * Class A-2, $439,721,000, Fixed, affirmed at Aaa
    * Class A-1A, $250,956,437, Fixed, affirmed at Aaa
    * Class X-P, Notional, affirmed at Aaa
    * Class X-C, Notional, affirmed at Aaa
    * Class B, $40,531,000, Fixed, upgraded to Aaa from Aa2
    * Class C, $15,011,000, Fixed, upgraded to Aaa from Aa3
    * Class D, $31,524,000, Fixed, upgraded to Aa2 from A2
    * Class E, $10,508,000, Fixed, upgraded to Aa3 from A3
    * Class F, $16,513,000, WAC,   upgraded to A2 from Baa1
    * Class G, $19,515,000, WAC,   upgraded to Baa1 from Baa2
    * Class H, $19,515,000, WAC,   affirmed at Baa3
    * Class J, $22,517,000, Fixed, affirmed at Ba1
    * Class K, $12,009,000, Fixed, affirmed at Ba2
    * Class L, $6,005,000,  Fixed, affirmed at Ba3
    * Class M, $6,004,000,  Fixed, affirmed at B1
    * Class N, $6,005,000,  Fixed, affirmed at B2
    * Class O, $4,503,000,  Fixed, affirmed at B3

As of the Dec. 15, 2006 distribution date, the transaction's aggregate
certificate balance has decreased by approximately 7.4% to $1.1 billion
from $1.2 billion at securitization.  The Certificates are collateralized
by 150 mortgage loans ranging in size from less than 1% to 6% of the pool,
with the top 10 loans representing 27.4% of the pool.  The pool includes
two shadow rated investment grade loans, comprising 8.3% of the
outstanding pool balance.  Four loans, representing 3.4% of the pool
balance, have defeased and are collateralized by U.S. Government
securities.

There have been no realized losses since securitization. Currently there
are two loans in special servicing.  Moody's is projecting a $2 million
loss for the specially serviced loans. Eighteen loans, representing 8.8%
of the pool, are on the master servicer's watchlist.

Moody's was provided with year-end 2005 and partial year 2006 operating
results for approximately 93% and 40%, respectively, of the pool.  Moody's
loan to value ratio for the conduit component is 90.2%, compared to 91.6%
at securitization.  Moody's is upgrading Classes B, C, D, E, F and G due
to increased credit support levels and stable overall pool performance.

The largest shadow rated loan is the Lloyd Center Loan, which is a parri
passu interest in a $133.4 million first mortgage loan. The loan is
secured by the borrower's interest in a 1.5 million square foot regional
mall located in Portland, Oregon.  The center is anchored by Meier and
Frank, Sears and Nordstrom.  In-line occupancy is 96.3%, compared to 94.6%
at securitization.  The loan sponsor is Glimcher Realty Trust.  Moody's
current shadow rating is Baa2, the same as at securitization.

The second shadow rated loan is the Columbiana Station Shopping Center
Loan, which is secured by a 270,000 square foot retail center located in
Columbia, South Carolina.  The mall is 97.7% occupied, compared to 94% at
securitization and is anchored by Dick's Sporting Goods and Goody's.
Financial performance has declined due to lower rental rates and higher
expenses.  The loan is interest only for its entire seven-year term.
Moody's current shadow rating is Ba3, compared to Baa2 at securitization.

The top three conduit loans represent 9.4% of the outstanding pool
balance.  The largest conduit loan is the One South Broad Street Loan,
which is secured a 464,000 square foot office building located in downtown
Philadelphia, Pennsylvania.  The property is 97.8% occupied, compared to
92% at securitization and is anchored by Wachovia Corporation.
Performance has improved due to higher revenues, stable expenses and
amortization.  Moody's LTV is 88.8%, compared to 99.1% at securitization.

The second largest conduit loan is the 673 First Avenue Loan, which is
secured by a leasehold interest in a 427,000 square foot Class B office
building located in the United Nations submarket of New York City.  As of
October 2006 the property was 92.3% occupied, compared to 100% at
securitization, however three leases are being negotiated which should
return occupancy to 100%.  The property is anchored by New York
Presbyterian Hospital, which occupies 46% of the premises under a lease
expiring in 2021.  The loan sponsor is SL Green Realty Corp. Moody's LTV
is 82.9%, compared to 85.7% at securitization.

The third largest conduit loan is the Hamilton House Apartments Loan,
which is secured by a 304-unit multifamily property located in Washington,
D.C.  The property is 98.7% occupied, compared to 96% at securitization.
Property performance has improved due to increased revenues and stable
expenses.  Moody's LTV is 78.4%, compared to 85.5% at securitization.

The pool's collateral is a mix of retail, office, multifamily, industrial
and self storage, U.S. Government securities, mixed use and lodging.  The
collateral properties are located in
31 states plus Washington, D.C.  The highest geographic concentrations are
California, Florida, New York, Oregon and Washington, D.C.  All of the
loans are fixed rate.


WACHOVIA BANK: Moody's Holds Low-B Ratings on Six Cert. Classes
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed the ratings of 13 classes of Wachovia Bank Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2003-C7:

    * Class A-1, $375,958,966, Fixed, affirmed at Aaa
    * Class A-2, $418,064,000, WAC, affirmed at Aaa
    * Class X-C, Notional, affirmed at Aaa
    * Class X-P, Notional, affirmed at Aaa
    * Class B, $27,840,000, WAC, upgraded to Aaa from Aa2
    * Class C, $11,389,000, WAC, upgraded to Aaa from Aa3
    * Class D, $25,309,000, WAC, upgraded to Aa3 from A2
    * Class E, $13,920,000, WAC, upgraded to A2 from A3
    * Class F, $17,717,000, Fixed, affirmed at Baa1
    * Class G, $12,654,000, Fixed, affirmed at Baa2
    * Class H, $15,185,000, Fixed, affirmed at Baa3
    * Class J, $11,389,000, WAC,   affirmed at Ba1
    * Class K, $6,327,000, WAC, affirmed at Ba2
    * Class L, $6,327,000, WAC, affirmed at Ba3
    * Class M, $5,062,000, WAC, affirmed at B1
    * Class N, $5,062,000, WAC, affirmed at B2
    * Class O, $3,797,000, WAC, affirmed at B3

As of the Dec. 15, 2006 distribution date, the transaction's aggregate
certificate balance has decreased by approximately 3.8% to $973.7 million
from $1 billion at securitization.  The Certificates are collateralized by
126 mortgage loans ranging in size from less than 1% to 8.6% of the pool
with the top 10 loans representing 38.7% of the pool.  Four loans,
representing 2.6% of the pool, have defeased and are collateralized by
U.S. Government securities.  The balance of the pool consists of three
shadow rated loans, representing 10.3% of the pool and the conduit
component, representing 87.1% of the pool.  There have been no loans
liquidated from the pool and there are no loans in special servicing.
Twenty-one loans, representing 10.7% of the pool, are on the master
servicer's watchlist.

Moody's was provided with full-year 2005 and partial-year 2006 operating
results for 96.2% and 93.0%, respectively, of the performing loans.
Moody's loan to value ratio for the conduit component is 91% compared to
93% at securitization.  Moody's is upgrading Classes B, C, D, and E due to
stable pool performance, increased credit support and defeasance.

The largest shadow rated loan is The Regency Square Mall Loan, which
represents a 50% participation interest in a $99 million first mortgage
loan.  The loan is secured by the borrower's interest in a 938,000 square
foot regional mall located in Jacksonville, Florida.  Built in 1967 and
renovated in 2001, the center is anchored by Sears, Dillard's, Belk, and
J.C. Penney. Sears and Dillard's are not part of the collateral.  There is
also a 24-screen AMC theatre.  As of September 2006, the center's in-line
shop occupancy was 93.1%, compared to 80.1% at securitization.  Cash flow
has been stable; however, the loan has improved overall since
securitization due to loan amortization. The loan sponsor is General
Growth Properties, Inc.  Moody's current shadow rating is A2, compared to
A3 at securitization.

The second largest shadow rated loan is The Columbia Place Mall Loan.  The
loan is secured by the borrower's interest in a
1.1 million square foot regional mall located in Columbia, South Carolina.
Built in 1977 and renovated in 1988 and 2002, the center was anchored at
securitization by Dillard's, Sears, J.C. Penney, Macy's, and Toys"R"Us.
Since then J.C. Penney and Toys"R"Us have vacated.  All of the anchors own
their respective stores and are not part of the collateral.  Despite the
non-collateral anchor vacancies, the collateral occupancy rate is 97.8%.
Increased operating expenses have impacted the loan's cash flow
performance.  The loan amortizes on a 25-year schedule. The loan sponsor
is CBL & Associates Properties, Inc.

Moody's current shadow rating is Baa3, compared to Baa2 at securitization.

The third largest shadow rated loan is The Downtown Short Pump Loan.  The
loan is secured by a 126,055 square foot shopping center located in
Richmond, Virginia. Built in 2001, tenants include Barnes & Noble, and
Regal Cinemas.  As of September 2006, the center's occupancy was 92.6%,
compared to 100% at securitization.  Cash flow is down due to the
occupancy decline and increased expenses.  The loan is interest only
throughout the term.  Moody's current shadow rating is Baa3, compared to
Baa2 at securitization.

The top three conduit loans represent 17.2% of the pool. The largest
conduit loan is the Chelsea Market Loan, which represents a 50%
participation interest in a $168.2 million first mortgage loan.  The Class
B loft-style office building is located in the Chelsea submarket of New
York City.  The multi tenant building was built in phases between 1882 and
1930, and renovated between 1996 and 1999.  The ground floor consists of
retail space that houses several grocers and restaurants.  Floors two
through eight are utilized mainly for office use.  As of October 2006 the
property was 99.4% leased, compared to 98% at securitization.  The largest
tenant is Oxygen Media.  Cash flow has improved due to greater rental
income.  The loan sponsor is The Jamestown Companies.  Moody's LTV is
82.7%, compared to 85% at securitization.

The second largest conduit loan is the Columbus Park Crossing Loan.  The
loan is secured by a 638,096 square foot retail center located in
Columbus, Georgia.  Built in 2002, tenants include Sears, Toys"R"Us,
Circuit City, and Bed Bath & Beyond.  As of August 2006 the center was
98.3% occupied, compared to 97% at securitization.  Cash flow has improved
due to greater rental income.  The loan sponsor is Ben Carter Companies,
LLC.  Moody's LTV is 93.2%, compared to 97.2% at securitization.

The third largest conduit loan is the Santa Clara County Office Loan,
which is secured by a 152,400 square foot Class A office building located
in, San Jose, California.  Built in 2001, the building has been leased to
Santa Clara County since 2002.  The loan was interest only for the first
two years of the loan term but now amortizes on a 360-month schedule.
Moody's LTV is 97.2%, compared to 98.5% at securitization.

The pool's collateral is a mix of retail, multifamily and manufactured
housing, office and mixed use, U.S. Government securities, industrial and
self storage and land.  The collateral properties are located in 26
states.  The top five state concentrations are California, New York,
Illinois, Florida and North Carolina.  All of the loans are fixed rate.


WELWIND ENERGY: Posts CDN$526,248 Net Loss in Third Quarter
-----------------------------------------------------------
Welwind Energy Interantional Corp., fka Vitasti Inc., reported a
CDN$526,248 net loss on CDN$33,758 of revenues for the quarter ended Sept.
30, 2006, compared with a CDN$680,728 net loss on CDN$69,671 of revenues
for the same period in 2005.

The decrease in net loss is primarily due to a higher gross profit of
CDN$32,614 in the current quarter, compared with CDN$29,786 in the prior
quarter, and lower general and administrative expenses of CDN$562,647,
compared with CDN$710,514 in the prior quarter.

At Sept. 30, 2006, the company's balance sheet showed
CDN$2.7 million in total assets, CDN$644,576 in total liabilities, and
CDN$2.1 million in total stockholders' equity.

Full-text copies of the company's consolidated financial statements for
the quarter ended Sept. 30, 2006, are available for free at
http://researcharchives.com/t/s?179b

                    Acquisition of Welwind Energy

On Aug. 17, 2006, the Vitasti closed a share exchange agreement  with
Welwind Energy International Corporation, a private Canadian company, to
acquire 100% of the outstanding and issued share capital of Welwind Energy
in exchange for 11,000,000 restricted shares of the company.  Welwind
Energy was founded in 2005 to build, own and operate wind farms on an
international scale. During the period ended Sept. 30, 2006, Vitasti
advanced CDN$751,776 to Welwind Energy as a non-interest bearing loan
towards the development of its business.

On Oct. 26, 2006, the company filed in the office of the Secretary of
State for the State of Delaware a certificate of amendment to the
company’s certificate of incorporation, causing the name of the company to
be changed from Vitasti Inc. to Welwind Energy International Corp.

                        Going Concern Doubt

Manning Elliott LLP, in Vancouver, Canada, expressed substantial doubt
about Vitasti Inc.'s ability to continue as a going concern after auditing
the company's financial statements for the year ended Dec. 31, 2005.  The
auditing firm pointed to the company's working capital deficiency,
significant operating losses from operation, and the company's need for
additional equity/debt financing to sustain operations.

                        About Welwind Energy

Welwind Energy International, fka Vitasti Inc., (OTCBB: WWEI) --
http://www.welwind.com/-- was founded in 2005 to build, own and operate
wind farms on an international scale.  Its current projects include
bridging the North America-China link by building wind farms in China
along the South China Sea.  Current developments include wind farm
projects in Zhanjiang and Yangxi, Guangdong, China.


WOODWIND & BRASSWIND: Files Schedules of Assets and Liabilities
---------------------------------------------------------------
Dennis Bamber Inc. dba The Woodwind & the Brasswind delivered its
Schedules of Assets and Liabilities with the U.S. Bankruptcy Court for the
Northern District of Indiana disclosing:

     Name of Schedule                  Assets         Liabilities
     ----------------                  ------         -----------
  A. Real Property                           $0
  B. Personal Property              $45,750,325
  C. Property Claimed
     as Exempt
  D. Creditors Holding                                $33,744,937
     Secured Claims
  E. Creditors Holding                                 $1,191,431
     Unsecured Priority Claims
  F. Creditors Holding                                $24,395,257
     Unsecured Nonpriority
     Claims
                                    -----------       -----------
     Total                          $45,750,325       $59,331,625

Headquartered in South Bend, Indiana, The Woodwind & the Brasswind
-- http://www.wwbw.com/-- sells musical instruments and
accessories.  The Company filed for chapter 11 protection on
Nov. 24, 2006 (Bankr. N.D. Ind. Case No. 06-31800).  Chad H. Gettleman,
Esq., Henry B. Merens, Howard L. Adelman, Esq., and Nathan Q. Rugg, Esq.,
at Adelman, Gettleman, Ltd., represent the Debtor in its restructuring
efforts.  The Official Committee of Unsecured Creditors appointed in the
Debtors' cases has selected James M. Carr, Esq., at Baker & Daniels LLP as
its counsel.  When the Debtors filed for protection from their creditors,
they estimated assets and debts between $1 million and $100 million.


XERIUM TECHNOLOGIES: Amends Senior Credit Facility
--------------------------------------------------
Xerium Technologies Inc. has secured an amendment to its existing senior
credit facility and entered into an agreement with certain shareholders
with respect to the company’s contemplated dividend reinvestment plan.

The amendment to the credit facility includes these changes:

   * A loosening of the interest coverage ratio covenant from the
     fourth quarter of 2006 through 2012 and the leverage ratio
     covenant from 2007 through 2012.

   * Changes to the pre-dividend free cash flow test to limit the
     amount of quarterly dividends that Xerium may pay in 2007 to
     11.25% of pre-dividend free cash flow for the preceding four
     quarters and to clarify that commencing Dec. 31, 2007 the
     test limits the amount of quarterly dividends that Xerium
     may pay to 18.75% of pre-dividend free cash flow for the
     preceding four quarters.

   * Dividends reinvested in newly issued or treasury shares of
     common stock of the Company under a dividend reinvestment
     plan will not be treated as dividends for the purpose of the
     pre-dividend free cash flow test and will not reduce excess
     cash for the purposes of the senior credit facility.

   * The amount to which the balance on the Company’s revolving
     credit facility must be reduced to for 30 consecutive days,
     during each year, is increased from zero to $20 million.

   * Changes in specially permitted capital expenditures for
     Brazil, such that the permitted amounts are $4.6 million for
     2006, $8.2 million for 2007 and $3.8 million for 2008.

   * Additionally, the permitted use of these capital
     expenditures is altered to include all production capacity
     expansion projects in Brazil.

   * The applicable margin on the revolving and term loans is
     increased by 0.25% and subject to a further increase of an
     additional 0.25% in the event that the indebtedness under
     the senior credit facility is rated lower than B1 by Moody’s
     or lower than B+ by Standard & Poor’s.

The company paid an amendment fee of $1,420,139.40 in connection with the
amendment.

Xerium also reported that it expects to establish a dividend reinvestment
plan (DRIP) during the first quarter of 2007.

"We are pleased to have secured additional financial flexibility through
the amendment to our senior credit facility and to have received the
commitment from the Apax entities to reinvest cash dividends received in
2007 in our common stock through a dividend reinvestment plan as described
above" Thomas Gutierrez, Xerium’s Chief Executive Officer, said.

Certain investment entities managed directly or indirectly by Apax Europe
IV GP Co Ltd, which entities collectively held 22,897,712 shares of common
stock of Xerium or approximately 52.3% of the outstanding common stock of
the Company as of
Dec. 21, 2006, have committed to Xerium that, upon the establishment of
the dividend reinvestment plan, they will participate in the plan through
Dec. 31, 2007 at a level such that at a minimum 50% of each cash dividend
payable on the Company’s common stock, including shares not held by the
Apax entities, is reinvested in the common stock of the Company through
the dividend reinvestment plan, provided that the Apax entities are not
required to reinvest more than 100% of the cash dividends payable to them
with respect to such dividend declaration.

"While we believe that the credit facility amendment and the commitment of
the Apax entities improve our ability to pay dividends in 2007 under the
credit facility" Mr. Gutierrez added,  "we expect to evaluate our dividend
policy very closely each quarter, as we move forward, to ensure that key
growth investments and our ability to continue to reduce debt are treated
as main priorities."

Headquartered in Westborough, Massachusetts, Stowe Woodward, a
unit of Xerium Technologies, Inc., (NYSE: XRM) supplies roll covers, bowed
rolls and manufacturing services for the pulp and paper industry.  Stowe
Woodward has manufacturing operations around the world.

                          *     *     *

Moody's Investors Service changed the outlook on Xerium
Technologies, Inc.'s ratings to negative from stable, and
affirmed the company's corporate family; Guaranteed senior secured term
loan B; and Guaranteed senior secured revolving credit facility ratings at
B1.  The change in outlook to negative reflects Xerium's weaker than
expected operating performance primarily due to production inefficiencies
in North America and delays in achieving benefits from cost reduction
initiatives.  Moody's believes the impact of these issues, coupled with a
difficult pricing environment for roll covers and to a lesser extent
clothing products, will continue to negatively affect operating
performance over the intermediate term.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent chapter 11 cases filed with assets and liabilities below
$1,000,000:

In re Sam Properties Chester, LLC
   Bankr. E.D. Va. Case No. 06-33547
      Chapter 11 Petition filed December 5, 2006
         See http://bankrupt.com/misc/vaeb06-33547.pdf

In re Sam Properties Petersburg, LLC
   Bankr. E.D. Va. Case No. 06-33545
      Chapter 11 Petition filed December 5, 2006
         See http://bankrupt.com/misc/vaeb06-33545.pdf

In re 178 Kneeland Street Realty, LLC
   Bankr. D. Mass. Case No. 06-14741
      Chapter 11 Petition filed December 13, 2006
         See http://bankrupt.com/misc/mab06-14741.pdf

In re B.F. Enterprise, Inc.
   Bankr. D.N.J. Case No. 06-26318
      Chapter 11 Petition filed December 13, 2006
         See http://bankrupt.com/misc/njb06-26318.pdf

In re Bedroom Gallery, Inc.
   Bankr. D.N.J. Case No. 06-22528
      Chapter 11 Petition filed December 13, 2006
         See http://bankrupt.com/misc/njb06-22528.pdf

In re JAF, Inc.
   Bankr. D.S.C. Case No. 06-05779
      Chapter 11 Petition filed December 13, 2006
         See http://bankrupt.com/misc/scb06-05779.pdf

In re Quality Medical Equipment Inc.
   Bankr. D.P.R. Case No. 06-05041
      Chapter 11 Petition filed December 13, 2006
         See http://bankrupt.com/misc/prb06-05041.pdf

In re Tatical Supply LLC
   Bankr. M.D. Ala. Case No. 06-31660
      Chapter 11 Petition filed December 13, 2006
         See http://bankrupt.com/misc/alb06-31660.pdf

In re Abbey Carpet of New London
   Bankr. D. Conn. Case No. 06-32247
      Chapter 11 Petition filed December 14, 2006
         See http://bankrupt.com/misc/ctb06-32247.pdf

In re 13653 Roosevelt Inc.
   Bankr. E.D.N.Y. Case No. 06-44921
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/nyeb06-44921.pdf

In re Accuware Inc.
   Bankr. M.D. Fla. Case No. 06-07197
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/flmb06-07197.pdf

In re Bishop Development Corp.
   Bankr. W.D. Tex. Case No. 06-52607
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/txwb06-52607.pdf

In re Food & Lifestyles Media, LLC
   Bankr. D. Ariz. Case No. 06-04238
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/azb06-04238.pdf

In re Fox & Fox CPAS, P.C.
   Bankr. D. Ariz. Case No. 06-04230
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/azb06-04230.pdf

In re John F. Benson
   Bankr. W.D. Penn. Case No. 06-26380
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/pawb06-26380.pdf

In re Lawrence & Sons, Inc.
   Bankr. N.D. Ohio Case No. 06-52742
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/ohnb06-52742.pdf

In re MKDD, Inc.
   Bankr. M.D. Fla. Case No. 06-07181
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/flmb06-07181.pdf

In re Union Cinema Corporation
   Bankr. W.D. Ark. Case No. 06-72943
      Chapter 11 Petition filed December 15, 2006
         See http://bankrupt.com/misc/arwb06-72943.pdf

In re Duke Heating Oil, Inc.
   Bankr. M.D. Penn. Case No. 06-02931
      Chapter 11 Petition filed December 18, 2006
         See http://bankrupt.com/misc/pamb06-02931.pdf

In re Josab Corporation
   Bankr. W.D. Mich. Case No. 06-06590
      Chapter 11 Petition filed December 18, 2006
         See http://bankrupt.com/misc/miwb06-06590.pdf

In re Modular Furniture Group, Inc.
   Bankr. E.D. Va. Case No. 06-11775
      Chapter 11 Petition filed December 18, 2006
         See http://bankrupt.com/misc/vaeb06-11775.pdf

In re Nexgenix Inc.
   Bankr. C.D. Calif. Case No. 06-12391
      Chapter 11 Petition filed December 18, 2006
         See http://bankrupt.com/misc/cacb06-12391.pdf

In re PowerJam, LLC
   Bankr. E.D.N.Y. Case No. 06-73331
      Chapter 11 Petition filed December 18, 2006
         See http://bankrupt.com/misc/nyeb06-73331.pdf

                             *********

Monday's edition of the TCR delivers a list of indicative prices for bond
issues that reportedly trade well below par.  Prices are obtained by TCR
editors from a variety of outside sources during the prior week we think
are reliable.  Those sources may not, however, be complete or accurate.
The Monday Bond Pricing table is compiled on the Friday prior to
publication.  Prices reported are not intended to reflect actual trades.
Prices for actual trades are probably different.  Our objective is to
share information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or sell any
security of any kind.  It is likely that some entity affiliated with a TCR
editor holds some position in the issuers' public debt and equity
securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per share in
public markets.  At first glance, this list may look like the definitive
compilation of stocks that are ideal to sell short.  Don't be fooled.
Assets, for example, reported at historical cost net of depreciation may
understate the true value of a firm's assets.  A company may establish
reserves on its balance sheet for liabilities that may never materialize.
The prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.

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.

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