TCR_Public/070420.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

               Friday, April 20, 2007, Vol. 11, No. 93

                             Headlines

16 PARK PLACE: S&P Affirms BB+ Ratings on 15 Class Certificates
ABLE ENERGY: Losses Prompt Marcum & Kliegman's Going Concern Doubt
ALL AMERICAN: Gets Nasdaq Delisting Notice Due to Late 10-K Filing
ALTERNATIVE CONSTRUCTION: Auditor Raises Going Concern Doubt
ATHERTON & JENNINGS: Voluntary Chapter 11 Case Summary

BEAR STEARNS: Fitch Puts Low-B Rating on Class J to O Certificates
BEAR STEARNS: DBRS Confirms Low-B Ratings on 6 Class Certificates
CALPINE CORP: Files Settlement Draft with ULC1 Bonds Claim Holders
CAPITALSOURCE COMMERCIAL: Moody's Rates $34MM Class E Notes at Ba1
CDC COMMERCIAL: Moody's Affirms Low-B Ratings on Five Certificates

CHARTER COMMS: S&P Lifts Corporate Credit Ratings from CCC+ to B-
CHASE COMMERCIAL: Moody's Holds Caa1 Rating on Class I Certs.
CITATION CORP: Bankruptcy Emergence Cues S&P to Withdraw D Rating
CREDIT SUISSE: Moody's Holds Low-B Ratings on Six Certificates
CYGNUS BUSINESS: Planned Credit Amendment Cues S&P to Retain Watch

DELPHI CORP: Expects Support from Plan Investors on Deal Changes
DOMINO'S PIZZA: Completes Recapitalization of $1.85 Billion Debt
DOUGLAS DYNAMICS: Moody's Rates New $85MM First-Lien Loan at Ba2
DR FREED INC: Case Summary & 20 Largest Unsecured Creditors
EXIDE TECHNOLOGIES: Improved Liquidity Cues S&P's Positive Watch

FIRST CONSUMERS: S&P Withdraws CCC- Rating at Company's Request
FIRST HORIZON: Fitch Holds BB Rating on Three Issues
FORD CREDIT: Strong Performance Cues S&P to Lift Ratings
FORD MOTOR: Expanding Operations in China Market
FORD MOTOR: Reaches MOU for the Sale of Glass Business

FREMONT HOME: S&P Junks Ratings on Class SL-B1 Certificates
GENERAL MOTORS: Cuts Jobs in Belgium, Plans Growth in Asia
GLOBAL REALTY: Losses Cue Meyler & Co.'s Going Concern Doubt
HEALD COLLEGE: Moody's Puts Bonds' Ba1 Rating on Watchlist
HEBER HOMES INC: Voluntary Chapter 11 Case Summary

HIGH PARK PROPERTIES: Case Summary & 23 Largest Unsec. Creditors
IMPERIAL OIL: Case Summary & 20 Largest Unsecured Creditors
HOLLY MARINE: Wants Feeley & Associates as Special Counsel
ICONIX BRAND: Stable Revenue Streams Cue Moody's B1 Rating
IMPAC SECURED: S&P Junks Rating on Class B-2 Certificates

IMPART MEDIA: Peterson Sullivan Raises Going Concern Doubt
INTERLINK ELECTRONICS: BDO Seidman Raises Going Concern Doubt
ITRON INC: High Leverage Cues S&P to Lower Ratings to B+
KIDSBERG LLC: Voluntary Chapter 11 Case Summary
KRISPY KREME: Incurs $42.2 Million Net Loss in Year Ended Jan. 28

LB-UBS COMMERCIAL: Moody's Holds Low-Ratings on Three Certificates
LORETTA LEONBERG: Case Summary & 20 Largest Unsecured Creditors
LOUIS PEARLMAN ENTERPRISES: Voluntary Chapter 11 Case Summary
MARVIN MUSGROVE: Case Summary & 12 Largest Unsecured Creditors
MCMORAN EXPLORATION: March 31 Balance Sheet Upside-Down by $75.7 M

MEDICAL CONNECTIONS: Bagell Josephs Expresses Going Concern Doubt
MERRILL LYNCH: Moody's Cuts Rating on Class E Certificates to B1
MTI TECHNOLOGY: Securities Fail to Meet Nasdaq's $35 Million Limit
NEPHROS INC: Deloitte & Touche Raises Going Concern Doubt
NEW CENTURY: Selects Lazard Freres as Financial Advisor

NEW CENTURY: Taps XRoads as Claims and Noticing Agent
NEW CENTURY: First Meeting of Creditors Scheduled for May 8, 2007
NEW YORK WESTCHESTER: Panel Hires Farrell Fritz as Bankr. Counsel
NEW YORK WESTCHESTER: Court Extends Plan Filing Period to Aug. 16
OMI CORP: Teekay's Offer Cues S&P to Retain Negative CreditWatch

ORECK CORPORATION: Moody's Rates Proposed $150MM Facility at B1
OXBOW CARBON: Moody's Rates $960 Million Secured Term Loan at B1
PACIFIC WEST COAST DEVELOPMENT LLC: Case Summary & 20 Creditors
PATRON SYSTEMS: Marcum & Kliegman Raises Going Concern Doubt
PAUL BROWN: Case Summary & 10 Largest Unsecured Creditors

PLAINS EXPLORATION: New Acquisition Cues Moody's to Review Ratings
PORTRAIT CORP: Exclusive Plan-Filing Period Extended Until June 30
PORT TOWNSEND: Court Increases Approved DIP Financing to $50 Mil.
PROTOCALL TECH: Restates Financials for Third Qtr Ended Sept. 30
QUEST DIAGNOSTICS: To Purchase AmeriPath for $2 Billion in Cash

RADNOR HOLDINGS: Wants Exclusive Plan Filing Date Moved to July 17
REMINGTON ARMS: Inks Purchase Agreement with American Heritage
RICHARD GOODMAN: Voluntary Chapter 11 Case Summary
ROCKETINFO INC: Losses Cue Moore & Associates' Going Concern Doubt
ROGERS COMMS: Acquires Canadian CTVglobemedia's Properties

SCHOONER TRUST: Moody's Holds Low-B Ratings on Five Certificates
SCHUFF INT'L: Good Operating Results Cue S&P to Lift Ratings to B
SEARCHHELP INC: Lazar Levine Raises Going Concern Doubt
STEPHEN WEISS: Case Summary & Ten Largest Unsecured Creditors
SUPERIOR OIL: Sutton Robinson Expresses Going Concern Doubt

TECKNOWLEDGE CORPORATION: Burr Pilger Raises Going Concern Doubt
TEEKAY SHIPPING: Planned OMI Purchase Cues S&P to Retain Watch
THE WAVE PARTNERS LLC: Case Summary & 4 Largest Unsec. Creditors
TODD FOSTER: Voluntary Chapter 11 Case Summary
TRANS CONTINENTAL STUDIOS INC: Voluntary Chapter 11 Case Summary

TRUEYOU.COM: Sept. 30 Balance Sheet Upside-Down by $187.6 Million
UNIVERSAL HOSPITAL: Selling Company to Merchant Banking for $712MM
VESCOR DEV'T: Ch. 11 Plan to Pay General Unsecured Claims in Full
VOICE DIARY: Lake & Associates Raises Going Concern Doubt
WACHOVIA BANK: Moody's Holds Low-B Ratings on Six Certificates

ZURICH DEPOSITORY CORP: Case Summary & 10 Largest Unsec. Creditors

* Donlin Recano Retained by Anvil Knitwear as Claims Agent
* Donlin Recano Retained by NY Westchester Square Medical Center

* BOOK REVIEW: Ancient Law (Law Classic)

                             *********

16 PARK PLACE: S&P Affirms BB+ Ratings on 15 Class Certificates
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 233
classes of mortgage-backed certificates from 16 Park Place
Securities Inc. transactions.

The affirmations reflect sufficient current and projected credit
support at the current ratings as of the March 2007 distribution
period.  While delinquencies and losses are moderate for many of
these transactions, and overcollateralization is below its target
for all but two of the deals, performance remains stable.  The
seasoning of these deals range from 18 to 30 months.  The credit
enhancement, provided for the benefit of the certificateholders,
is primarily derived from O/C, subordination, and monthly excess
interest.  In addition, a number of these deals also have an
interest rate swap agreement built in as added credit enhancement.

According to the latest remittance report, total delinquencies
ranged from 16.35% (series 2005-WHQ3) to 28.80% (series 2004-MCW1)
and serious delinquencies (90-plus days, foreclosure, and REO)
ranged from 10.64% (series 20045-WHQ3) to 18.92% (series 2004-
MCW1) of the current respective principal balances.  Overall, most
of these deals have incurred higher losses during the more recent
months; however, credit support levels are adequate and cash flow
projections are positive.  Cumulative realized losses range from
0.51% (series 2005-WHQ4) to 1.62% (series 2004-WCW1) of the
original respective principal balances.

The collateral for these transactions primarily consists of
subprime, adjustable- and fixed-rate mortgage loans secured by
first and second liens on residential real properties.  The
primary originators for this shelf were Argent Mortgage Co. LLC,
Olympus Mortgage Co., and Ameriquest Mortgage Co.

                         Ratings Affirmed

                    Park Place Securities Inc.

              Series       Class                 Rating
              ------       -----                 ------
              2004-MCW1    A-1, A-2, A-5         AAA
              2004-MCW1    M-1                   AA+
              2004-MCW1    M-2                   AA
              2004-MCW1    M-3                   AA-
              2004-MCW1    M-4, M-5              A+
              2004-MCW1    M-6                   A
              2004-MCW1    M-7                   A-
              2004-MCW1    M-8                   BBB+
              2004-MCW1    M-9                   BBB
              2004-MCW1    M-10                  BBB-
              2004-MHQ1    A-1, A-3, A-4         AAA
              2004-MHQ1    M-1                   AA+
              2004-MHQ1    M-2                   AA
              2004-MHQ1    M-3                   AA-
              2004-MHQ1    M-4                   A+
              2004-MHQ1    M-5                   A
              2004-MHQ1    M-6                   A-
              2004-MHQ1    M-7                   BBB+
              2004-MHQ1    M-8                   BBB
              2004-MHQ1    M-9                   BBB-
              2004-MHQ1    M-10                  BB+
              2004-WCW1    A-1, A-2              AAA
              2004-WCW1    M-1                   AA
              2004-WCW1    M-2                   AA-
              2004-WCW1    M-3                   A
              2004-WCW1    M-4                   A-
              2004-WCW1    M-5                   BBB+
              2004-WCW1    M-6                   BBB
              2004-WCW2    A-1, A-2, A-5, A-7    AAA
              2004-WCW2    M-1                   AA+
              2004-WCW2    M-2                   AA
              2004-WCW2    M-3                   AA-
              2004-WCW2    M-4                   A+
              2004-WCW2    M-5                   A
              2004-WCW2    M-6                   A-
              2004-WCW2    M-7                   BBB+
              2004-WCW2    M-8                   BBB
              2004-WCW2    M-9                   BBB-
              2004-WCW2    M-10                  BB+
              2004-WHQ1    A-1, A-2, A-5         AAA
              2004-WHQ1    M-1                   AA+
              2004-WHQ1    M-2                   AA
              2004-WHQ1    M-3                   AA-
              2004-WHQ1    M-4                   A+
              2004-WHQ1    M-5                   A
              2004-WHQ1    M-6                   A-
              2004-WHQ1    M-7                   BBB+
              2004-WHQ1    M-8                   BBB
              2004-WHQ1    M-9                   BBB-
              2004-WHQ1    M-10                  BB+
              2004-WHQ2    A-1C, A-2A, A-3A      AAA
              2004-WHQ2    A-3C, A-3D            AAA
              2004-WHQ2    M-1                   AA+
              2004-WHQ2    M-2                   AA
              2004-WHQ2    M-3                   AA-
              2004-WHQ2    M-4                   A+
              2004-WHQ2    M-5                   A
              2004-WHQ2    M-6                   A-
              2004-WHQ2    M-7                   BBB+
              2004-WHQ2    M-8                   BBB
              2004-WHQ2    M-9                   BBB-
              2004-WHQ2    M-10                  BB+
              2004-WWF1    A-1B, A-1C, A-2       AAA
              2004-WWF1    A-4, A-IO-S           AAA
              2004-WWF1    M-1                   AA+
              2004-WWF1    M-2                   AA
              2004-WWF1    M-3                   AA-
              2004-WWF1    M-4                   A+
              2004-WWF1    M-5                   A
              2004-WWF1    M-6                   A-
              2004-WWF1    M-7                   BBB+
              2004-WWF1    M-8                   BBB
              2004-WWF1    M-9                   BBB-
              2004-WWF1    M-11                  BB+
              2005-WCH1    A-1A, A-2A, A-3B      AAA
              2005-WCH1    A-3C                  AAA
              2005-WCH1    M-1                   AA+
              2005-WCH1    M-2                   AA
              2005-WCH1    M-3                   AA-
              2005-WCH1    M-4                   A+
              2005-WCH1    M-5                   A
              2005-WCH1    M-6                   A-
              2005-WCH1    M-7                   BBB+
              2005-WCH1    M-8                   BBB
              2005-WCH1    M-9                   BBB-
              2005-WCH1    M-10                  BB+
              2005-WCW1    A-1A, A-1B, A-2A      AAA
              2005-WCW1    A-2B, A-3B, A-3C      AAA
              2005-WCW1    A-3D                  AAA
              2005-WCW1    M-1                   AA+
              2005-WCW1    M-2, M-3              AA
              2005-WCW1    M-4                   AA-
              2005-WCW1    M-5                   A+
              2005-WCW1    M-6                   A
              2005-WCW1    M-7                   A-
              2005-WCW1    M-8                   BBB+
              2005-WCW1    M-9                   BBB
              2005-WCW1    M-10                  BBB-
              2005-WCW1    M-11, M-12            BB+
              2005-WCW2    A-1B, A-1C, A-1D      AAA
              2005-WCW2    A-2B, A-2C, A-2D      AAA
              2005-WCW2    M-1, M-2              AA+
              2005-WCW2    M-3                   AA
              2005-WCW2    M-4                   AA-
              2005-WCW2    M-5                   A+
              2005-WCW2    M-6                   A
              2005-WCW2    M-7                   A-
              2005-WCW2    M-8                   BBB+
              2005-WCW2    M-9                   BBB
              2005-WCW2    M-10                  BBB-
              2005-WCW2    M-11                  BB+
              2005-WCW3    A-1A, A-1B, A-2B      AAA
              2005-WCW3    A-2C                  AAA
              2005-WCW3    M-1                   AA+
              2005-WCW3    M-2, M-3              AA
              2005-WCW3    M-4                   AA-
              2005-WCW3    M-5                   A+
              2005-WCW3    M-6                   A
              2005-WCW3    M-7                   A-
              2005-WCW3    M-8                   BBB+
              2005-WCW3    M-9                   BBB
              2005-WCW3    M-10                  BBB-
              2005-WCW3    M-11, M-12            BB+
              2005-WHQ1    A-1A, A-2A, A-3B      AAA
              2005-WHQ1    A-3C                  AAA
              2005-WHQ1    M-1                   AA+
              2005-WHQ1    M-2                   AA
              2005-WHQ1    M-3                   AA-
              2005-WHQ1    M-4                   A+
              2005-WHQ1    M-5                   A
              2005-WHQ1    M-6                   A-
              2005-WHQ1    M-7                   BBB+
              2005-WHQ1    M-8                   BBB
              2005-WHQ1    M-9                   BBB-
              2005-WHQ1    M-10                  BB+
              2005-WHQ1    M-11                  BB
              2005-WHQ2    A-1A, A-1B, A-2C      AAA
              2005-WHQ2    A-2D, M-1             AAA
              2005-WHQ2    M-2, M-3              AA+
              2005-WHQ2    M-4, M-5, M-6         AA
              2005-WHQ2    M-7                   AA-
              2005-WHQ2    M-8, M-9              A+
              2005-WHQ2    M-10                  A
              2005-WHQ2    M-11                  A-
              2005-WHQ2    M-12                  BBB
              2005-WHQ3    A-1A, A-1B, A-2B      AAA
              2005-WHQ3    A-2C, A-2D, M-1       AAA
              2005-WHQ3    M-2                   AA+
              2005-WHQ3    M-3, M-4              AA
              2005-WHQ3    M-5                   AA-
              2005-WHQ3    M-6                   A+
              2005-WHQ3    M-7                   A
              2005-WHQ3    M-8                   A-
              2005-WHQ3    M-9                   BBB+
              2005-WHQ3    M-10                  BBB
              2005-WHQ3    M-11                  BBB-
              2005-WHQ3    M-12                  BB+
              2005-WHQ4    A-1A, A-2B, A-2C      AAA
              2005-WHQ4    A-2D                  AAA
              2005-WHQ4    M-1, M-2              AA+
              2005-WHQ4    M-3, M-4              AA
              2005-WHQ4    M-5                   A+
              2005-WHQ4    M-6, M-7              A
              2005-WHQ4    M-8                   A-
              2005-WHQ4    M-9, M-10             BBB
              2005-WHQ4    M-11                  BB+
              2005-WLL1    A-1A, A-1B            AAA
              2005-WLL1    M-1                   AA+
              2005-WLL1    M-2                   AA
              2005-WLL1    M-3                   AA-
              2005-WLL1    M-4                   A+
              2005-WLL1    M-5                   A
              2005-WLL1    M-6                   A-
              2006-WLL1    M-7                   BBB+
              2006-WLL1    M-8                   BBB
              2006-WLL1    M-9                   BBB-
              2006-WLL1    M-10                  BB+
              2006-WLL1    M-11                  BB


ABLE ENERGY: Losses Prompt Marcum & Kliegman's Going Concern Doubt
------------------------------------------------------------------
Marcum & Kliegman LLP reported that certain conditions raise
substantial doubt about Able Energy Inc.'s ability to continue as
a going concern after auditing the company's financial statements
for the year ended June 30, 2006.  Marcum & Kliegman cited the
company's losses from continuing operations of about $6.2 million,
$2.2 million and $1.7 million during the years ended June 30,
2006, 2005 and 2004, respectively.  The auditing firm further
reported that the company has used cash from operations of about
$1.7 million for the year ended June 30, 2006, and has a working
capital deficiency of about $432,000 at June 30, 2006.

For the year ended Dec. 31, 2006, the company incurred a net loss
of $6.2 million on net sales of $75.1 million, as compared with a
net loss of $2.2 million on net sales of $61.9 million for the
earlier year-period.

As of Dec. 31, 2006, the company had total assets of $13.1 million
and total liabilities of $11.4 million, resulting to total
stockholders' equity of $1.7 million.  The company's December 31
balance sheet also showed strained liquidity with total current
assets of $7.2 million available to pay total current liabilities
of $7.6 million.

The company's accumulated deficit as of Dec. 31, 2006, jumped to
$11 million, from $4.8 million in the earlier year.

As of March 31, 2007, the company had a cash balance of about
$1.2 million, of which about $579,000 represents an obligation for
funds received in advance under the pre-purchase fuel program.  At
March 31, 2007, the company had available borrowings through its
credit line facility of about $942,000.  In order to meet
liquidity requirements, the company is negotiating a second
mortgage on its oil terminal located on Route 46 in Rockaway, New
Jersey, through which the company believes it may borrow an
additional $750,000.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d83

                        About Able Energy

Headquartered in Rockaway, New Jersey, Able Energy Inc., (Other
OTC: ABLE.PK) -- http://www.ableenergy.com/-- through its
subsidiaries, distributes and provides services relating to home
heating oil, propane gas, kerosene, and diesel fuels.  The company
also offers complete heating, ventilation and air conditioning
installation and repair and other services and also markets other
petroleum products to commercial customers, including on-road and
off-road diesel fuel, gasoline, and lubricants.  Its current
subsidiaries are Able Oil Company Inc., Able Energy New York Inc.,
Able Oil Melbourne Inc., Able Energy Terminal LLC, and
PriceEnergy.com Inc.


ALL AMERICAN: Gets Nasdaq Delisting Notice Due to Late 10-K Filing
------------------------------------------------------------------
All American Semiconductor Inc. received Wednesday a Staff
Determination Letter from The Nasdaq Stock Market indicating that
the company is not in compliance with the continued listing
requirements stated in Nasdaq Marketplace Rule 4310(c)(14) because
of its failure to timely file its Annual Report on Form 10-K for
the fiscal year ended Dec. 31, 2006.

The letter provides that, unless the company requests an appeal of
this determination by 4:00 p.m. Eastern Time on April 25, 2007,
trading of the company's common stock will be suspended at the
opening of business on April 27, 2007, and a Form 25-NSE will be
filed with the Securities and Exchange Commission, which will
remove the company's securities from listing and registration on
The Nasdaq Stock Market.

All American is considering its options, but no assurance can be
given that the company will be able to stay or avoid the
suspension of trading of the Company's common stock and thus its
delisting from The Nasdaq Stock Market.

                        About All American

Headquartered in Miami Florida, All American Semiconductor Inc.
(NASDAQ-GM: SEMI) -- http://www.allamerican.com/-- distributes a
full range of semiconductors, including transistors, diodes,
memory devices, microprocessors, microcontrollers and other
integrated circuits, well as passive components, such as
capacitors, resistors , inductors and electromechanical products,
including cable, switches, connectors, filters and sockets.  The
company has 36 strategic locations throughout North America, as
well as operations in both Asia and Europe.

At Sept. 30, 2006, the company's balance sheet showed total assets
of $184.84 million and total liabilities of $189.66 million,
resulting to a shareholders deficit of $4.82 million.


ALTERNATIVE CONSTRUCTION: Auditor Raises Going Concern Doubt
------------------------------------------------------------
Liebman Goldberg & Drogin LLP cited factors that raise substantial
doubt about the ability of Alternative Construction Company Inc.
to continue as a going concern after auditing the company's
financial statements as of Dec. 31, 2006.  The factors that
Liebman Goldberg cited were the company's recurring losses from
operations and working capital deficiency in prior years.

The company listed total assets of $5.7 million, total liabilities
of $2.3 million, and minority interests of $76,197, resulting to
total stockholders' equity of $3.4 million as of Dec. 31, 2006.

For the year ended Dec. 31, 2006, the company had sales of
$8.6 million and a net loss of $2 million, as compared with sales
of $9.5 million and a net loss of $318,177 for the year ended
Dec. 31, 2005.

As of Dec. 31, 2006, the Company had a working capital surplus of
$759,886.  The company generated a negative cash flow from
operations of $2.7 million for the year ended Dec. 31, 2006.  The
negative cash flow from operating activities for the period is
primarily attributable to the company's net loss of $2 million,
decreases in prepaid expenses of $170,464, inventories of $58,536
and accounts payable and accrued expenses of $359,243 offset by
increases in accounts receivable of $862,578, deferred revenue of
$97,089 and billings in excess of costs on uncompleted contracts
of $50,771.

Cash flows used in investing activities for the year ended
Dec. 31, 2006, consisted of the acquisition of $150,712 of
manufacturing equipment and computers used in operations.

The company, as an effect of its registration of shares on
Sept. 26, 2006, had $2.1 million in debt converted to equity.
Additionally, 750,000 warrants were exercised on Sept. 29, 2006,
at a total conversion price of $1.4 million.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d79

                  About Alternative Construction

Alternative Construction Company, Inc. (OTC BB: ACCY) --
http://www.actechpanel.com/-- researches, develops and markets
proprietary products for the construction industry.  The company
manufactures and distributes the ACTech Panel(TM), a structural
insulated panel, throughout the U.S.  It markets products through
internal sales staff and distributors.


ATHERTON & JENNINGS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Atherton & Jennings 120 LLC
        120 West Third Street
        Tulsa, OK 74103

Bankruptcy Case No.: 07-10729

Chapter 11 Petition Date: April 18, 2007

Court: Northern District of Oklahoma (Tulsa)

Judge: Dana L. Rasure

Debtor's Counsel: Susan V. Atherton, Esq.
                  120 West Third Street
                  Tulsa, OK 74103
                  Tel: (918) 712-8445

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

The Debtor did not file a list of its 20 largest unsecured
creditors.


BEAR STEARNS: Fitch Puts Low-B Rating on Class J to O Certificates
------------------------------------------------------------------
Fitch Ratings has assigned Bear Stearns Commercial Mortgage
Securities Trust 2007-TOP26, commercial mortgage pass-through
certificates these ratings:

    -- $75,000,000 class A-1 at 'AAA';
    -- $177,000,000 class A-2 at 'AAA';
    -- $65,400,000 class A-3 at 'AAA';
    -- $78,000,000 class A-AB at 'AAA';
    -- $91,880,000 class A-4 at 'AAA';
    -- $50,102,000 class A-1A at 'AAA';
    -- $210,601,000 class A-M at 'AAA';
    -- $160,583,000 class A-J at 'AAA';
    -- $2,106,003,971 class X-1 at 'AAA';
    -- $2,069,863,000 class X-2 at 'AAA';
    -- $42,120,000 class B at 'AA';
    -- $18,427,000 class C at 'AA-';
    -- $28,958,000 class D at 'A';
    -- $15,795,000 class E at 'A-';
    -- $18,427,000 class F at 'BBB+';
    -- $18,428,000 class G at 'BBB';
    -- $18,427,000 class H at 'BBB-';
    -- $2,633,000 class J at 'BB+';
    -- $2,632,000 class K at 'BB';
    -- $5,265,000 class L at 'BB-';
    -- $2,633,000 class M at 'B+';
    -- $5,265,000 class N at 'B';
    -- $2,632,000 class O at 'B-'.

Classes X-1 and X-2 are notational amounts and interest only.  The
$15,795,971 class P is not rated by Fitch.

Classes A-1, A-2, A-3, A-AB, A-4, A-1A, A-M, and A-J are offered
publicly, while classes X-1, X-2, B, C, D, E, F, G, H, J, K, L, M,
N, O and P are privately placed pursuant to rule 144A of the
Securities Act of 1933.  The certificates represent beneficial
ownership interest in the trust, primary assets of which are 237
fixed or floating rate loans having an aggregate principal balance
of approximately $2,106,003,971 as of the cutoff date.


BEAR STEARNS: DBRS Confirms Low-B Ratings on 6 Class Certificates
-----------------------------------------------------------------
Dominion Bond Rating Service has finalized ratings to these
classes of Bear Stearns Commercial Securities Trust, Series 2007-
TOP26 Commercial Mortgage Pass-Through Certificates.  The trends
are Stable.

   * Class A-1 at AAA
   * Class A-2 at AAA
   * Class A-3 at AAA
   * Class A-AB at AAA
   * Class A-4 at AAA
   * Class A-1A at AAA
   * Class A-M at AAA
   * Class A-J at AAA
   * Class X-1 at AAA
   * Class X-2 at AAA
   * Class B at AA
   * Class C at AA (low)
   * Class D at A
   * Class E at A (low)
   * Class F at BBB (high)
   * Class G at BBB
   * Class H at BBB (low)
   * Class J at BB (high)
   * Class K at BB
   * Class L at BB (low)
   * Class M at B (high)
   * Class N at B
   * Class O at B (low)

Finalization of ratings is contingent upon receipt of final
documents conforming to information already received.

The collateral consists of 237 fixed-rate loans secured by 247
multi-family, mobile home parks and commercial properties.  The
portfolio has a balance of $2,106,003,971.  The pool benefits from
a high DBRS refinance DSCR of 1.22x.  Of the 69 loans sampled by
DBRS, cash flows were generally underwritten to in-place rents.
The pool also benefits from strong sponsorship as indicated by
62.8% of DBRS's sample.

DBRS shadow-rates 17 loans, representing 20.88% of the pool,
investment grade.  The investment-grade shadow-rated loans
indicate the long-term stability of the underlying assets.


CALPINE CORP: Files Settlement Draft with ULC1 Bonds Claim Holders
------------------------------------------------------------------
Calpine Corporation filed a report on Form 8-K with the Securities
and Exchange Commission regarding a preliminary settlement outline
with an ad hoc committee of bondholders on claims on asserted
guarantees of certain defaulted ULC1 bonds.  The settlement is
subject to definitive documentation and court and other approvals.

If approved and consummated, the settlement will eliminate more
than $8 billion of claims, which represent one of the largest
related groups of claims filed in Calpine's U.S. bankruptcy case.

Under the proposed settlement, more than $12 billion of claims
will be replaced by a single nominal claim of $3.5 billion;
however, the bondholders have agreed that their actual recovery
will be no greater than principal, accrued pre-petition and post-
petition interest at the contract rate, plus fees.  As part of the
settlement, it is anticipated that the indenture trustee for the
bondholders will assign to Calpine its claim relating to these
bonds in the Canadian insolvency proceedings of certain of
Calpine's Canadian subsidiaries.  The preliminary settlement also
anticipates that actions will be taken by certain of Calpine's
Canadian subsidiaries, which have not yet agreed to take those
actions and are applicants in the Canadian insolvency proceedings.

"The company is pleased to have resolved these matters on mutually
agreeable terms and to have taken another significant step forward
in our restructuring efforts," Robert P. May, Calpine's chief
executive officer, stated.  "This is a creative resolution and I
am grateful for the hard work of everyone involved in achieving
this mutually beneficial outcome.  If approved, the settlement
will reduce multiple bankruptcy claims relating to these bonds to
a single claim, will eliminate more than $8 billion of claims
against Calpine's bankruptcy estate, and will avoid time-consuming
and expensive litigation."

Approximately $2 billion of the defaulted ULC1 bonds were issued
in 2001 by Calpine Canada Energy Finance ULC, an indirect wholly-
owned Canadian subsidiary of Calpine, which is an applicant in the
Canadian insolvency proceedings of certain of Calpine's Canadian
subsidiaries.  Calpine guaranteed these ULC1 bond obligations.

                     About Calpine Corporation

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

The company filed for chapter 11 protection on Dec. 20, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard M. Cieri, Esq.,
Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G.
Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their
restructuring efforts.  Michael S. Stamer, Esq., at Akin Gump
Strauss Hauer & Feld LLP, represents the Official Committee of
Unsecured Creditors.  As of Dec. 19, 2005, the Debtors listed
$26,628,755,663 in total assets and $22,535,577,121 in total
liabilities.  The Debtors' exclusive period to file chapter 11
plan of reorganization expires on June 20, 2007.

Calpine Corp. has until June 20, 2007, to file a plan, and until
Aug. 20, 2007, to solicit acceptances of that plan.


CAPITALSOURCE COMMERCIAL: Moody's Rates $34MM Class E Notes at Ba1
------------------------------------------------------------------
Moody's has assigned ratings to five classes of notes issued by
CapitalSource Commercial Loan Trust 2007-1:

Moody's Ratings:

    (1) Aaa to the $586,000,000 Class A Floating Rate Asset Backed
        Notes;

    (2) Aa2 to the $20,000,000 Class B Floating Rate Deferrable
        Asset Backed Notes;

    (3) A2 to the $84,000,000 Class C Floating Rate Deferrable
        Asset Backed Notes;

    (4) Baa2 to the $48,000,000 Class D Floating Rate Deferrable
        Asset Backed Notes; and

    (5) Ba1 to the $34,000,000 Class E Floating Rate Deferrable
        Asset Backed Notes.

The ratings reflect Moody's evaluation of the underlying
collateral as of the Closing Date, the transaction's structure,
the draft legal documentation, and the expertise of the servicer,
CapitalSource Finance LLC.

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

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


CDC COMMERCIAL: Moody's Affirms Low-B Ratings on Five Certificates
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed the ratings of 13 classes of CDC Commercial Mortgage
Trust 2002-FX1, Commercial Mortgage Pass-Through Certificates,
Series 2002-FX1 as:

    - Class A-1, $125,483,029, Fixed, affirmed at Aaa
    - Class A-2, $304,897,000, Fixed, affirmed at Aaa
    - Class X-CL, Notional, affirmed at Aaa
    - Class X-CP, Notional, affirmed at Aaa
    - Class B, $25,499,000, Fixed, affirmed at Aaa
    - Class C, $9,562,000, Fixed, affirmed at Aaa
    - Class D, $20,719,000, Fixed, affirmed at Aaa
    - Class E, $7,968,000, Fixed, upgraded to Aaa from Aa1
    - Class F, $7,969,000, Fixed, upgraded to Aa2 from Aa3
    - Class G, $12,750,000, WAC, upgraded to A1 from A3
    - Class H, $9,562,000, WAC, upgraded to A3 from Baa1
    - Class J, $14,344,000, Fixed, affirmed at Baa3
    - Class K, $12,749,000, Fixed, affirmed at Ba2
    - Class L, $6,375,000, Fixed, affirmed at Ba3
    - Class M, $4,781,000, Fixed, affirmed at B1
    - Class N, $3,985,000, Fixed, affirmed at B2
    - Class P, $3,187,000, Fixed, affirmed at B3

As of the March 16, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 8.4%
to $584.2 million from $637.5 million at securitization.  The
Certificates are collateralized by 53 mortgage loans ranging in
size from less than 1.0% to 14.3% of the pool with the top 10
loans representing 62.0% of the pool.  Seven loans, representing
34.3% of the pool, have defeased and are collateralized by U.S.
Government securities. The defeased loans include the
Fontainebleau Hilton ($83.7 million - 14.3%), Feiga Partners II
Portfolio ($38.1 million - 6.5%) and Orlando Marketplace ($35.6
million - 6.1%).  One loan has been liquidated from the pool
resulting in a realized loss of approximately $762,000.  One loan,
representing less than 1.0% of the pool, is in special servicing.
Moody's has estimated a loss of approximately $1.0 million from
this specially serviced loan.  Thirteen loans, representing 20.9%
of the pool, are on the master servicer's watchlist.

Moody's was provided with full-year 2005 operating results for
94.0% of the performing loans and full- or partial- year 2006
operating results for 94.0% of the performing loans.  Moody's loan
to value ratio ("LTV") is 84.3%, compared to 84.7% at last review
and compared to 82.3% at securitization.  Moody's is upgrading
Classes E, F, G and H due a significant percentage of defeased
loans as well as increased credit support.

The top three loans represent 20.1% of the pool.  The largest loan
is the Seattle Supermall Loan ($59.3 million - 10.1%), which is
secured by a 935,000 square foot retail center located in Auburn,
Washington.  Moody's LTV is 76.2%, compared to 79.2% at last
review and compared to 82.4% at securitization.

The second largest loan is the Parkview Tower Loan ($32.1 million
- 5.5%), which is secured by two adjacent office properties
located in King of Prussia, a suburb of Philadelphia,
Pennsylvania.  The properties total 355,000 square feet and are
84.4% leased, compared to 82.9% at last review and compared to
91.7% at securitization.  Year-end 2006 performance was in line
with 2005; however, overall performance has declined since
securitization.  The loan is on the master servicer's watchlist
due to low debt service coverage.  Moody's LTV is 95.1%, compared
to 95.2% at last review and compared to 88.8% at securitization.

The third largest loan is the Marriott Islandia Loan ($26.1
million - 4.5%), which is secured by a 278-room full service hotel
located in Islandia (Suffolk County), New York.  Performance has
declined since securitization.  As of September 2006 RevPAR was
$92.90, compared to $107.00 at securitization.  The loan has
amortized by approximately 7.5% since securitization.  The loan is
on the master servicer's watchlist due to low debt service
coverage.  Moody's LTV is 89.3%, compared to 89.0% at last review
and compared to 73.8% at securitization.


CHARTER COMMS: S&P Lifts Corporate Credit Ratings from CCC+ to B-
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on St.
Louis, Missouri-based cable TV provider Charter Communications
Inc. and related entities, including raising the corporate credit
ratings to 'B-' from 'CCC+', and removed the ratings from
CreditWatch.

At the same time, Standard & Poor's affirmed the bank loan and
recovery ratings on an aggregate $8.35 billion in senior secured
credit facilities, which the company closed on to refinance its
previous bank loans.  The facilities consist of $8 billion in
senior secured credit facilities, rated 'B+', and a $350 million
third-lien term loan, rated 'B'.  These ratings and a recovery
rating of '1' assigned to both tranches indicate high expectation
of full recovery of principal in the event of a payment default.

The outlook is stable.  Charter had approximately $19 billion of
consolidated debt outstanding at Dec. 31, 2006.

Standard & Poor's originally placed the ratings on CreditWatch
with positive implications on Feb. 13, 2007, anticipating the
improvement in liquidity that would result from the intended
refinancing of the company's bank loans.  The upgrade reflects the
financial improvement from consummation of the new credit
facilities.

"This refinancing materially reduces what would have otherwise
been problematic near-term debt maturities," said Standard &
Poor's credit analyst Richard Siderman.  "In particular, it
assuages our former concerns over the company's ability to meet
2007 and 2008 debt maturities amid heavy capital spending related
to rolling out new services."


CHASE COMMERCIAL: Moody's Holds Caa1 Rating on Class I Certs.
-------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed the ratings of six classes of Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 1998-1 as:

    - Class A-2, $290,233,346, Fixed, affirmed at Aaa
    - Class X, Notional, affirmed at Aaa
    - Class B, $32,714,991, Fixed, affirmed at Aaa
    - Class C, $49,072,487, Fixed, affirmed at Aaa
    - Class D, $44,983,113, Fixed, upgraded to Aaa from Aa3
    - Class E, $12,268,122, Fixed, upgraded to Aa1 from A1
    - Class F, $36,804,365, Fixed, upgraded to Baa1 from Baa3
    - Class G, $8,178,748, Fixed, upgraded to Baa3 from Ba1
    - Class H, $18,402,183, Fixed, affirmed at B2
    - Class I, $4,089,374, Fixed, affirmed at Caa1

As of the March 18, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 38.3%
to $505.0 million from $817.9 million at securitization.  The
Certificates are collateralized by 48 mortgage loans.  The loans
range in size from less than 1.0% of the pool to 18.5% of the
pool, with the top 10 loans representing 59.3% of the pool.  The
pool consists of two shadow rated loans (30.4%) a conduit
component (57.9%) and a credit tenant lease component (8.1%).  Two
loans, representing 3.6% of the pool, have defeased and are
collateralized by U.S. Government securities.  Two loans have been
liquidated from the pool, resulting in aggregate realized losses
of approximately $6.1 million.  There are no loans currently in
special servicing. Five loans, representing 10.5% of the pool, are
on the master servicer's watchlist.

Moody's was provided with year-end 2005 and full- or partial-year
2006 operating results for approximately 100.0% of the pool.
Moody's loan to value ratio for the conduit component is 64.4%,
compared to 74.6% at last review in September 2004 and compared to
83.0% at securitization.  Moody's is upgrading Classes D, E, F and
G due to an increase in subordination levels and improved overall
pool performance.

The largest shadow rated loan is the Embassy Suites Loan ($93.7
million - 18.5%), a portfolio of nine hotels located in California
(2), Texas (2), Kansas (1), Georgia (1), North Carolina (1),
Illinois (1) and New Jersey (1).  The loan has amortized by
approximately 17.4% since securitization.  As of December 2006
occupancy was 74.5%, compared to 68.3% at last review and compared
to 74.9% at securitization.  Year-end 2006 RevPAR was $88.50,
compared to $76.70 at last review.  Net operating income for 2006
was 13.0% higher compared to the same period in 2003.  This loan
matures in January of 2008.  Moody's current shadow rating is Aa3,
compared to A3 at last review and at securitization.

The second shadow rated loan is the 330 Madison Avenue Loan
($60.0 million -- 11.9%), which is secured by a 771,000 square
foot office building located in midtown Manhattan in New York
City.  The property's financial performance has improved since
securitization due to increased rents.  As of September 2006 the
property was 98.0%, occupied compared to 97.0% at last review and
at securitization.  This loan is interest only for its entire
term. Moody's current shadow rating is Aa1, compared to Aa2 at
last review and compared to A2 at securitization.

The top three conduit loans represent 13.4% of the outstanding
pool balance.  The largest conduit loan is the G&K Portfolio Loan
($24.2 million - 4.8%), which is secured by four multifamily
properties located in North Hollywood, Santa Clara, Santa Fe
Springs and South San Francisco, California.  The properties,
which total 500 units, were built in the mid-1970s.  As of
September 2006 the portfolio was 97.0% occupied, compared to 94.0%
at last review and at securitization.  Moody's LTV is 56.2%,
compared to 59.0% at last review and compared to 94.0% at
securitization.

The second largest conduit loan is the Hamptons Apartments Loan
($22.8 million -- 4.5%), which is secured by a 659-unit apartment
complex built in 1969 and located in Beachwood, Ohio a suburb of
Cleveland.  Performance has improved since last review.  As of
September 2006 the property was 89.0% occupied, compared to 72.0%
at last review and compared to 92.0% at securitization.  Despite
this improvement, the loan remains on the master servicer's
watchlist due to low debt service coverage.  Moody's LTV is 76.4%,
compared to 84.2% at last review and compared to 98.0% at
securitization.

The third largest conduit loan is the 55 West 47th Street Loan
($20.6 million -- 4.1%), which is secured by a 92,000 square foot
office building built in 1963 and located in midtown Manhattan.
Moody's LTV is 43.1%, compared to 44.9% at last review and
compared to 77.6% at securitization.

The CTL component includes seven loans secured by properties
leased to three tenants under bondable leases.  The tenants are
Brinker International, Inc. ($28.1 million; Moody's senior
unsecured rating Baa3), H.E. Butt Grocery Stores ($10.5 million)
and Star Market ($9.9 million; an affiliate of Albertson's Inc.;
Moody's senior unsecured rating B1).


CITATION CORP: Bankruptcy Emergence Cues S&P to Withdraw D Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'D' corporate
credit rating and all related issue ratings after the company
emerged from Chapter 11 protection in U.S. Bankruptcy Court.

Standard & Poor's expects to assign new ratings on Citation based
on the company's post-emergence capital structure within the next
several months.

Citation, a privately-held supplier of automotive and industrial
cast parts based in Birmingham, Alabama, filed a "prepackaged"
reorganization plan with the bankruptcy court last month and
received approval to emerge from bankruptcy with approximately
$79 million in total debt, down from about $240 million.


CREDIT SUISSE: Moody's Holds Low-B Ratings on Six Certificates
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed the ratings of 14 classes of Credit Suisse First Boston
Mortgage Securities Corp., Commercial Mortgage Pass-Through
Certificates, Series 2002- CKN2 as:

    - Class A-2, $85,583,974, affirmed at Aaa
    - Class A-3, $572,398,000, affirmed at Aaa
    - Class A-X, Notional, affirmed at Aaa
    - Class A-SP, Notional, affirmed at Aaa
    - Class A-Y, Notional, affirmed at Aaa
    - Class B, $34,430,000, Fixed, affirmed at Aaa
    - Class C-1, $15,000,000, upgraded to Aa2 from Aa3
    - Class C-2, $14,840,000, upgraded to Aa2 from Aa3
    - Class D, $9,181,000, upgraded to Aa3 from A1
    - Class E, $11,477,000, upgraded to A2 from A3
    - Class F, $13,772,000, affirmed at Baa1
    - Class G, $10,329,000, affirmed at Baa3
    - Class H, $11,477,000, affirmed at Ba1
    - Class J, $12,624,000, affirmed at Ba2
    - Class K, $4,591,000, affirmed at Ba3
    - Class L, $4,590,000, affirmed at B1
    - Class M, $9,182,000, affirmed at B2
    - Class N, $2,295,000, affirmed at B3

As of the March 16, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 10.2%
to $824.7 million from $918.1 million at securitization.  The
Certificates are collateralized by 196 loans, ranging in size from
less than 1.0% to 6.4% of the pool, with the top 10 loans
representing 37.3% of the pool.  The pool includes two shadow
rated loans, representing 10.3% of the pool.  Ninety loans,
representing approximately 19.0% of the pool, are secured by
residential cooperative properties.  Twelve loans, representing
10.7% of the pool, have defeased and are collateralized by U.S.
Government securities.  Two loans have been liquidated from the
pool resulting in an aggregate realized loss of approximately
$3.2 million.  There is one loan in special servicing. Moody's is
not projecting a loss from this loan currently.  Twenty loans,
representing 10.7% 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 96.4% and 89.1% of the pool, excluding the
defeased loans and the co-op loans.  Moody's weighted average loan
to value ratio is 89.1%, compared to 88.5% at last review and
compared to 89.5% at securitization.  Moody's is upgrading Classes
C-1, C-2, D and E due to improved overall pool performance,
defeasance and increased credit support.

The largest shadow rated loan is the Beaver Valley Mall Loan
($45.7 million - 5.5%), which is secured by a 1.2 million square
foot regional mall (946,000 square feet of borrower owned space)
located approximately 35 miles northwest of downtown Pittsburgh in
Center Township, Pennsylvania.  The mall's performance has
declined since securitization due to lower income, higher expenses
and new competition from Pittsburg Mills, which opened in 2005.
Moody's current shadow rating is Ba1, compared to Baa3 at
securitization.

The second largest shadow rated loan is the 330 West 34th Street
Loan ($39.1 million - 4.7%), which is secured by the fee interest
in the underlying land beneath a 637,000 square foot office
building located in the Penn Plaza submarket of New York City.
Moody's current shadow rating is A2, the same as at
securitization.

The top three conduit loans represent 15.1% of the pool.  The
largest conduit loan is the Paradise Island Apartments Loan
($52.8 million - 6.4%), which is secured by a 980-unit multifamily
complex located in Jacksonville, Florida.  Moody's LTV is 98.5%,
compared to 98.2% at last review and compared to 98.6% at
securitization.

The second largest conduit loan is the PNC Center Loan
($42.4 million - 5.1%), which is secured by a 498,000 square foot
office building located in downtown Cincinnati, Ohio.  Moody's LTV
is 87.5%, compared to 88.6% at last review and compared to 91.8%
at securitization.

The third largest conduit loan is the San Bruno Towne Center Loan
($29.5 million - 3.6%), which is secured by a 157,000 square foot
retail center located in San Bruno, California.  Moody's LTV is
84.0%, compared to 85.1% at last review and compared to 90.8% at
securitization.


CYGNUS BUSINESS: Planned Credit Amendment Cues S&P to Retain Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services said that the ratings,
including the 'CCC+' corporate credit ratings, on Cygnus Business
Media Inc. and its parent company, CommerceConnect Media Holdings
Inc., remain on CreditWatch, with implications revised to positive
from negative, following the company's announcement that it will
seek an amendment to its first-lien, and refinance its second-
lien, credit facilities.  The ratings were originally placed on
CreditWatch with negative implications on Dec. 14, 2005,
reflecting the company's thin cushion of compliance with its bank
covenants and a near-term debt maturity at the holding company
level.

Cygnus, a Fort Atkinson, Wisconsin-based business-to-business
publisher and event organizer, is analyzed on a consolidated basis
with its parent.  About $190 million in pro forma debt and
$55 million in mandatory redeemable series A preferred stock were
outstanding as of Dec. 31, 2006.

"We expect that the transactions will improve the company's
strained liquidity by relaxing its thin margin of compliance with
financial covenants and refinancing holding company debt," said
Standard & Poor's credit analyst Tulip Lim.

The company is refinancing $7.9 million of holding company debt,
which had a near-term maturity.

Standard & Poor's expects that upgrade potential of the corporate
credit rating could be limited to one notch, to 'B-', largely
dependent on the terms of the refinancing.


DELPHI CORP: Expects Support from Plan Investors on Deal Changes
----------------------------------------------------------------
Delphi Corporation anticipates negotiating changes to the Equity
Purchase and Commitment Agreement it entered into in December 2006
with its Plan Investors.  Delphi also anticipates negotiating an
amendment to the related Plan Framework Support Agreement also
entered into in December 2006, by Delphi, the Plan Investors and
General Motors Corp., which outlined the expected treatment of the
company's stakeholders in its anticipated plan of reorganization.

Any changes would be a result of addressing differences in views
regarding the company's reorganization enterprise value among the
Plan Investors, GM, the company's statutory creditors' and equity
committees and the company.

Delphi expects that under amended framework agreements, affiliates
of Appaloosa Management LP, Cerberus Capital Management LP, and
Harbinger Capital Partners Master Fund I Ltd., well as Merrill
Lynch & Co. and UBS Securities LLC will continue to participate as
Plan Investors, together with possible additional investors that
may include members of the Statutory Committees, and that Cerberus
may participate in the company's exit financing, as part of a
competitive process, but not as a plan investor.

Delphi is hopeful that GM will support amended framework
agreements and will be a party to any revised Plan Framework
Support Agreement.  Delphi is meeting with its statutory
committees to review these developments and potential revisions to
previously announced treatment of the company's stakeholders in a
reorganization plan.  As part of those discussions, Delphi expects
that its Creditors' Committee will consider increasing the equity
portion of the recovery that it is seeking for general unsecured
creditors alongside of Plan Investors or other stakeholders.

The company disclosed that these developments are not expected to
preclude the company from filing its plan of reorganization and
related documents with the Bankruptcy Court prior to the current
expiration of the company's exclusivity period on July 31, 2007 or
emergence from Chapter 11 reorganization this year.

Delphi also confirmed that none of the parties entitled to give
notice of termination of the framework agreements has yet done so
and that these agreements remain effective as filed until modified
or terminated.  The company does not intend to comment further
regarding its discussions on the framework agreements until such
time as those agreements are either modified or terminated.  Also,
consistent with its prior practice, the company does not intend to
comment further regarding its discussions with GM or its unions
while those discussions are ongoing.

Delphi cautioned that nothing in the framework agreements, the
Court or regulatory filings being made in connection with the
agreements or the company's public disclosures shall be deemed a
solicitation to accept or reject a plan in contravention of the
Bankruptcy Code or an offer to sell or a solicitation of an offer
to buy any securities of the company.

                        About Delphi Corp.

Troy, Mich.-based Delphi Corporation (OTC: DPHIQ) --
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.

The Debtors' exclusive plan-filing period expires on July 31,
2007.


DOMINO'S PIZZA: Completes Recapitalization of $1.85 Billion Debt
----------------------------------------------------------------
Domino's Pizza Inc. has completed its recapitalization, with a
$1.85 billion securitized debt facility with:

   a) Lehman Brothers as the sole structuring advisor for the
      securitization;

   b) Lehman Brothers, JP Morgan Securities Inc. and Merrill Lynch
      & Co. as joint bookrunners in connection with the placement
      of the securitized notes; and

   c) Ropes & Gray served as counsel to Domino's Pizza.

"The company believes this new capital structure is the
appropriate corporate finance decision for the company," David A.
Brandon, Domino's chairman and ceo David A. Brandon said.  "The
company's goal has always been to return capital to the company's
shareholders in the most efficient and effective way possible; and
this transaction creates a unique opportunity to achieve this in a
significant way.  The company expects the $13.50 per share
dividend will trigger a near-term corresponding decrease in the
company's stock price.  However, the company's plan going forward
will be to provide a strong operating environment for its system
of stores, which will deliver significant upside growth potential
for the company's franchisees, team members and shareholders."

"The company's board of directors has approved an open market
share repurchase plan which authorizes the company to purchase up
to $200 million of DPZ stock," Brandon added.  The company
believes this is another appropriate strategy for the company's
shareholders, as Domino intends to deploy a portion of its future
free cash flow for this purpose."

                Asset-Backed Securitized Financing

Through an asset-backed securitization, Domino's Pizza Master
Issuer LLC, a wholly owned subsidiary of the company, placed
$1.85 billion of notes in a private transaction consisting of
$1.6 billion of fixed rate senior notes rated 'AAA' by S&P and
'Aaa' by Moody's; $150 million of variable funding senior notes
(revolving credit facility) rated 'AAA' by S&P and 'Aaa' by
Moody's, and $100 million of fixed rate subordinated notes rated
'BB' by S&P.

Uses of the funds include:

   a) repayment of the bridge facility that was deployed to
      repurchase $273.6 million of Domino's Inc.'s
      8-1/4% senior notes due 2011 and repay the company's
      outstanding bank debt;

   b) payment of a special cash dividend and dividend
      equivalent payments to option holders;

   c) open market share repurchase program;

   d) capitalization of certain new ABS entities, and

   e) pay transaction-related fees and expenses.

The weighted average contract rate, inclusive of bond insurance,
on the $1.7 billion of funded securitized debt will be 6.06% and
the weighted average GAAP rate is expected to be 6.19%.  The
securitized notes have been issued by indirect subsidiaries of
Domino's Pizza that hold substantially all of the company's
revenue-generating assets, including royalty income from all
domestic stores, distribution income, international income and
intellectual property.  The fixed rate notes will have an expected
repayment date of five years with a legal maturity of 30 years.

The notes will not be registered under the Securities Act of 1933
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.

"The company is proud of the work done to execute this
innovative recapitalization plan," L. David Mounts, Domino's chief
financial officer, commented.  "The company appreciates the
positive feedback received from the company's stakeholders.  I'd
like to extend my thanks to the many team members at Domino's who
helped execute this highly successful transaction, and the
company's business partners, whose support was invaluable.
Further, I want to thank both the company's former lenders and
bondholders, and its new bondholders and financial guarantors, for
their confidence and support."

          Special Dividend and Dividend Equivalent Rights

The Domino's Pizza board approved a $13.50 dividend, payable on
May 4, 2007 to shareholders of record at the close of business
on April 27, 2007, with an ex-dividend date of May 7, 2007.
Shareholders who sell their shares prior to the May 7, 2007 ex-
dividend date will also be selling their right to receive the
special dividend.  Domino's Pizza common stock will start trading
on an ex-dividend basis beginning May 7, 2007, in accordance with
NYSE rules.

Management noted that the dividend allows shareholders to
participate in a meaningful return-of-capital transaction without
surrendering any shares of Domino's Pizza.  While the tax
treatment of the special dividend cannot be concluded with
certainty until 2008, the company estimates that, for federal
income tax purposes, 80-90% of the special cash dividend will be
treated by shareholders as a return of capital, with the remaining
10-20% treated as a dividend.  Shareholders are encouraged to
consult with their financial and tax advisors regarding the
circumstances of their individual situation.

Management to expects the price of Domino's common stock to
decrease in relation to the amount of the special dividend on the
ex-dividend date May 7, 2007 as is typical when public companies
pay significant special cash dividends.

The Board has adopted a Dividend Equivalent Rights policy,
allowing holders of Domino's stock options to receive dividend
equivalents in the form of cash on each share underlying vested
options through 2007.

Additionally, there will be a reduction in exercise price, to the
extent allowable by law, on unvested options.  The Board believes
that this policy further aligns the interests of management and
shareholders, because recipients of stock option grants do not
receive a benefit from stock options unless and until the market
price of the company's common shares increases.  This policy
accomplishes the objective of linking each option holder's
opportunity for financial gain to increases in shareholder wealth,
as reflected by the market price of the company's common stock.

Management expects transactional and one-time costs associated
with the recapitalization plan to negatively affect its first half
2007 earnings results.

                   Open Market Share Repurchase

The Board also approved an open market share repurchase program
for up to $200 million.  The company expects that this will create
shareholder value through systematic, informed and opportunistic
buying of DPZ shares.

                       About Domino's Pizza

Headquartered in Ann Arbor, Michigan, Domino's Pizza Inc.
(NYSE:DPZ) -- http://www.dominos.com/-- through its primarily
franchised system, operates a network of 8,190 franchised and
company-owned stores in the United States and more than 50
countries.  Founded in 1960, the company has more than 500 stores
in Mexico.  The Domino's Pizza(R) brand, named a Megabrand by
Advertising Age magazine, had global retail sales of nearly
$5 billion in 2005, comprised of $3.3 billion domestically and
$1.7 billion internationally.

As of Dec. 31, 2006, Domino's Pizza's balance sheet showed a
$564.9 million stockholders' deficit compared with a $511 million
stockholders' deficit at Jan. 1, 2006.


DOUGLAS DYNAMICS: Moody's Rates New $85MM First-Lien Loan at Ba2
----------------------------------------------------------------
Moody's Investors Service affirmed Douglas Dynamics, L.L.C.'s
Corporate Family Rating of B2, but changed the outlook to
negative.

At the same time, Moody's assigned a Ba2 rating to the company's
new $85 million first lien term loan and affirmed the B3 rating on
its $150 million of unsecured notes.

The actions follow the refinancing of Douglas's existing bank
credit facilities, which will increase pro forma December 2006
indebtedness by $7 million.  Consequently, although the company's
fiscal 2006 results were adversely affected by below-average
snowfall, levels of cash flow and credit metrics that could
develop in an average snowfall year have not materially changed.
However, the combined impact of a shareholder return action in
2006, slightly higher debt levels from the financing compared to
previous expectations, an anticipated weak start to 2007, and the
carry-over effect on dealer orders in the second half of the year
raise some caution on levels of interest coverage and free cash
flow for the intermediate term, hence the change to a negative
outlook.

The corporate family rating of B2 is indicative of the modest size
of the company, the aggressive leverage deployed in its capital
structure, and the inherent variability in its results due to
unpredictable levels of snowfall.  Douglas's rating positively
reflects many qualitative aspects of its business model including
its strong market share, established distribution network of
dealers and granularity of its customer base.  Similarly, healthy
margins, and capacity to generate substantial free cash flow,
strong returns and coverage metrics in average and above-average
snowfall years would typically be traits of higher rated credits.

However, in lower snowfall years, its margins, cash flows and
coverage ratios will be noticeably weaker given the amount of
fixed costs inherent in the business and the extent of
indebtedness in its capitalization.  Those characteristics
combined with a financial strategy with a propensity for
shareholder returns continue to position the corporate family
rating in the mid-single B category.  While debt levels at the end
of 2006 declined from the year-earlier amounts, Douglas's EBITDA
fell proportionately more and debt/EBITDA levels rose to roughly 7
times at the end of the year.  That would contrast to around 5
times if EBITDA from an average snowfall year were used in the
denominator. Despite the challenges the mild winter presented, the
company's EBITA/interest coverage was around 1.3 times, and it
generated a modest amount of free cash flow.  (As a private
company, many of Douglas's financial characteristics are not
publicly disclosed.)

Demand for the company's products is very dependent upon the
amount, timing and location of snowfall, which is impossible to
predict.  The negative outlook expresses caution over the impact
the below-average snowfall of winter 2006/2007 may have on
financial results for the first half of 2007 and the related
influence on the level of dealer orders in the second half of the
year.  It further considers the minor increase in debt levels from
the refinancing compared to previous expectations and the
potential impact that back-to-back lower volumes could have on
cash flow generation and interest coverage metrics.  Management's
ability to monitor production and limit inventories in proportion
to final demand and sustain free cash flow are critical rating
drivers.

Douglas's new bank credit facilities will consist of a $60 million
secured revolving credit facility and an $85 million secured term
loan.  The new secured bank term loan will have a maturity in
April 2013 and a first lien on Douglas's property plant and
equipment, shareholdings in material subsidiaries, and intangible
assets.  The term loan will also have a second lien against
Douglas's current assets over which the revolving credit facility
will have a first lien.  The new revolving credit facility
(unrated) will continue with a borrowing base structure against
eligible accounts receivable and inventory and has a scheduled
maturity in April 2012.  Proceeds from the new term loan will
refinance an existing term loan with a balance of $78 million,
and, after expenses, add some $4 million of cash to the balance
sheet.  The new structure is expected to improve the company's
flexibility and liquidity profile to finance peaks in seasonal
working capital requirements.

The Ba2 (LGD-2, 20%) rating on the first lien term loan recognizes
its priority ranking and a substantial amount of junior
liabilities beneath its claims.  The B3 (LGD-5, 76%) rating on the
unsecured notes reflects their effective subordination to the bank
debt and resultant lower recovery expectations in downside
scenarios. The new revolving credit facility is not rated.

Ratings affirmed:

Douglas Dynamics L.L.C.

    * Corporate Family Rating, B2
    * $150 million senior unsecured notes, B3

Ratings assigned:

    * $85 million first lien revolving credit facility, Ba2
      (LGD-2, 20%)

Ratings changed:

    * Outlook to negative from stable

Loss Given Default Assessments revised:

    * $150 million senior unsecured notes to LGD-5, 76%
      from LGD-5, 75%

Ratings on the company's existing $55 million revolving credit
facility and $78 million term loan (original amount, $90 million)
will be withdrawn upon closing of the new transactions.  Moody's
last rating action was on October 15, 2005, at which time the
ratings were affirmed and an incremental $40 million term loan was
rated.

Douglas Dynamics L.L.C. is the North American leader in the
design, manufacture, sale and support of snow and ice control
equipment through its Western, Fisher, and Blizzard brands.  Its
products include snowplows, sand and salt spreaders and related
service parts and accessories.


DR FREED INC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: D.R. Freed, Inc.
        dba DanaTugs.com
        aka DanaTugs
        1323 Southeast 17th Street, Suite 115
        Fort Lauderdale, FL 33316
        Tel: (954) 728-8631

Bankruptcy Case No.: 07-12760

Type of Business: The Debtor offers maritime services like harbor
                  towage, tug barging, fuel bunkering, fuel
                  distribution, workboat and offshore services,
                  ocean salvage and acting as ships' agents.  See
                  http://danatugs.com/

Chapter 11 Petition Date: April 19, 2007

Court: Southern District of Florida (Fort Lauderdale)

Judge: Raymond B. Ray

Debtor's Counsel: Robert F. Reynolds, Esq.
                  Slatkin & Reynolds, P.A.
                  1 East Broward Boulevard, Suite 700
                  Fort Lauderdale, FL 33301
                  Tel: (954) 745-5880
                  Fax: (954) 745-5890

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $100,000 to $1 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Cliff Berry, Inc.                final judgment--      $148,430
P.O. Box 13079                   creditor has
Port Everglades Station          garnished
Fort Lauderdale, FL 33316        debtor's bank
                                 account and, as
                                 such, it is
                                 unknown what
                                 creditor is owed

Diesel Parts Sales &             parts & services        $8,013
Services

Florida Department of Revenue    unemployment            $4,868
                                 taxes

Gold Coast Hi-Lift               services                $8,269

Internal Revenue Service         940 and 941 taxes     $315,895
Centralized Insolvency Unit
P.O. Box 21126
Philadelphia, PA 19114

Klasfield & Egort, P.L.          accounting services     $6,830

Lank Oil Lubricants              parts, labor &         $12,824
                                 services

Marine Systems, Inc.             services               $17,313

McDonald & McDonald              legal fees              $4,883
Attorneys

Meridian Marine Transport        services               $30,892

Mobile Marine Services, Inc.     services                $4,775

Mobro Marine                                            $65,371
P.O. Box 896
Green Cove Springs, FL 32043

Old Port Saint Lucie             lease payments-        $31,920
Leasing, Inc.                    "Bantam"

Port Consolidated                fuel                    $9,681

Quick Fuel                       fuel                    $6,811

Redline Marine                   parts, labor &          $7,052
                                 services

S.G.S. Marine Services           services                $4,799

Sims Crane & Equipment Co.       services                $6,500

Stroup & Martin, P.A.            legal services         $12,180

Vance Construction Co.           services               $18,041


EXIDE TECHNOLOGIES: Improved Liquidity Cues S&P's Positive Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'CCC' corporate
credit rating on Exide Technologies and all related debt issue
ratings on CreditWatch with positive implications.  The
CreditWatch listing reflects Exide's gradually improving financial
results, strengthened liquidity, and prospects for further modest
improvements in financial metrics due in part to a better pricing
environment.

Alpharetta, Georgia-based Exide's financial profile remains highly
leveraged, with total debt of more than $950 million after
Standard & Poor's adjustments for unfunded benefits liabilities,
operating leases and trade receivables sold.  However, the
company's adjusted EBITDA excluding restructuring costs has
risen for three consecutive quarters after very poor results in
the fiscal year ended March 31, 2006.

Liquidity has improved as a result of a $75 million rights
offering and $50 million private placement of shares, which
enabled the company to increase cash, fund restructuring efforts,
and improve payment terms with some of its suppliers.

The company was able to increase prices for many of its automotive
and industrial batteries in late calendar year 2006, which helped
offset the impact of soaring lead costs and stagnant volumes in
North America and Europe.  A better pricing environment, if
sustained, could help the company improve results in future
periods especially if lead prices stabilize or decline.

In its CreditWatch review, Standard & Poor's will meet with
management to assess these factors as well as the continuing
business and financial challenges still facing Exide.  S&P expect
to complete our CreditWatch review within the next few weeks.


FIRST CONSUMERS: S&P Withdraws CCC- Rating at Company's Request
---------------------------------------------------------------
Standard & Poor's Ratings Services has withdrawn its rating on
First Consumers Credit Card Master Note Trust's class C asset-
backed notes series 2001-A.

The rating withdrawal was made at the request of the issuer,
following a demand by 100% of the class C noteholders.


                       Rating Withdrawn
           First Consumers Credit Card Master Note
                     Trust Series 2001-A

                    Rating               Balance
                    ------               -------
         Class    To     From     Current       Previous
         -----    --     ----     -------       ---------
           C      NR      CCC-    $36,000,000   $36,000,000


                         *NR-Not rated.


FIRST HORIZON: Fitch Holds BB Rating on Three Issues
----------------------------------------------------
Fitch Ratings affirms the ratings on these First Horizon Home Loan
Mortgage Trust issues:

Series 2005-AA7:

    -- Class A affirmed at 'AAA';
    -- Class B1 affirmed at 'AA';
    -- Class B2 affirmed at 'A';
    -- Class B3 affirmed at 'BBB';
    -- Class B4 affirmed at 'BB';
    -- Class B5 rated 'B', placed on Rating Watch Negative.

Series 2005-AA8:

    -- Class A affirmed at 'AAA';
    -- Class B1 affirmed at 'AA';
    -- Class B2 affirmed at 'A';
    -- Class B3 affirmed at 'BBB';
    -- Class B4 affirmed at 'BB';
    -- Class B5 rated 'B', placed on Rating Watch Negative.

Series 2006-FA1:

    -- Class A affirmed at 'AAA';
    -- Class B1 affirmed at 'AA';
    -- Class B2 affirmed at 'A';
    -- Class B3 affirmed at 'BBB';
    -- Class B4 affirmed at 'BB';
    -- Class B5 rated 'B', placed on Rating Watch Negative.

The mortgage loans consist of conventional 15- and 30-year fixed-
rate mortgages extended to prime borrowers and are secured by
first liens on one- to four-family residential properties.  As of
the March 2007 distribution date, the transactions are seasoned
from a range of 13 to 20 months and the pool factors (i.e.,
current mortgage loans outstanding as a percentage of the initial
pool) for these deals are 71% (2005-AA7) 72% (2005-AA8) and 84%
(2006-FA1).  All of the above deals were acquired and are serviced
by First Horizon Home Loan Corporation, rated 'RPS2' by Fitch.

The affirmations reflect credit enhancement consistent with future
loss expectations and affect approximately $1.295 billion of
outstanding certificates.  All classes in the transactions
detailed above have experienced small to moderate growth in CE
since closing, and there have been no collateral losses to date.

The classes placed on Rating Watch Negative show signs of
increasing credit risk, posing a potential threat to subordinate
bonds and affect approximately $7.1 million of outstanding
certificates.

For 2005-AA7, the amount of loans in foreclosure and real estate-
owned at twenty months seasoning as a percentage of the current
pool balance is 1.33%.  The subordination of the B-1, B-2, B-3 and
B-4 classes is 4.41%, 2.93%, 1.81% and 1.10%, respectively.

For 2005-AA8, the amount of loans in foreclosure and real estate-
owned at nineteen months seasoning as a percentage of the current
pool balance is 1.71%.  The subordination of the B-1, B-2, B-3 and
B-4 classes is 4.71%, 3.11%, 1.86% and 1.09%, respectively.

For 2006-FA1, the amount of loans in foreclosure and real estate-
owned at thirteen months seasoning as a percentage of the current
pool balance is 0.70%.  The subordination of the B-1, B-2, B-3 and
B-4 classes is 2.77%, 1.82%, 1.17% and 0.70%, respectively.

Fitch will closely monitor these transactions.


FORD CREDIT: Strong Performance Cues S&P to Lift Ratings
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 15
classes of notes and certificates from eight Ford Credit Auto
Owner Trust securitizations and removed them from CreditWatch with
positive implications, where they were placed Feb. 5, 2007.  At
the same time, the ratings on 13 classes of notes and certificates
from the same eight transactions were affirmed.

The rating actions primarily reflect the strong performance of the
underlying collateral pools of prime automobile loan receivables
originated and serviced by Ford Motor Credit Co. (B/Negative/B-3).
Each of the eight transactions has experienced lower cumulative
net losses than Standard & Poor's initially expected.  In
addition, credit enhancement levels continue to increase as a
percentage of the amortizing pool balances.

As of the March 2007 distribution date, each securitization had
between 16 and 34 months of performance, and had collateral pool
balances that represented between 19.76% and 51.27% of their
initial balances.  Cumulative net losses currently range between
0.36% and 0.97% of outstanding balance, while loans that are 60 or
more days delinquent are between 0.60% and 0.85% of the current
balances.  In addition, cumulative recovery rates for all of the
deals are currently above 50%.

The sequential pay structure of each of the eight transactions has
allowed the level of subordination to increase as a percent of
current pool balance.  The class A, B, and C notes from series
2004-A, 2005-A, 2005-B, and 2005-C, and the class A notes from
series 2005-1, 2005-2, 2005-3, and 2005-4 have all benefited from
increased subordination.  In addition, series 2005-1, 2005-2,
2005-3, and 2005-4 are all structured with overcollateralization
that began at 3.5% of the initial pool balance, and has grown to
5.5% of each pool's adjusted balance.  Each of these four pools is
at its required overcollateralization level.  Furthermore, each
transaction contains a nondeclining reserve account of 0.50% of
its initial pool balance.  The reserve account for each deal
remains at its required level and continues to grow as a
percentage of the current balance.  All eight transactions are
structured with a yield-supplement overcollateralization amount
that supplements the inclusion of contracts that yield less than
the coupon on the notes plus servicing fees.  Yield-supplement
cash flow that is not needed to cover negative spread is available
to cover losses.

Standard & Poor's expects the remaining credit support to be
sufficient to support the notes and certificates at the raised and
affirmed rating levels.

               Ratings Raised; Off Creditwatch Positive

                 Ford Credit Auto Owner Trust 2004-A

                                  Rating
                                  ------
                     Class    To         From
                     -----    --         ----
                       C      AAA        AA/Watch Pos
                       D      AA-        BBB+/Watch Pos


               Ford Credit Auto Owner Trust 2005-A

                               Rating
                               ------
                  Class    To         From
                  -----    --         ----
                    B      AAA        A/Watch Pos
                    C      AAA        BBB/Watch Pos
                    D      A+         BB/Watch Pos


               Ford Credit Auto Owner Trust 2005-B

                                Rating
                                ------
                   Class    To         From
                   -----    --         ----
                     B      AAA        A/Watch Pos
                     C      AAA        BBB/Watch Pos
                     D      A+         BB/Watch Pos


               Ford Credit Auto Owner Trust 2005-C

                                Rating
                                ------
                   Class    To         From
                   -----    --         ----
                     B      AAA        A/Watch Pos
                     C      AA         BBB/Watch Pos
                     D      A-         BB/Watch Pos


               Ford Credit Auto Owner Trust 2005-1

                                Rating
                                ------
                   Class    To         From
                   -----    --         ----
                     B      AAA        AA/Watch Pos


              Ford Credit Auto Owner Trust 2005-2

                                Rating
                                ------
                   Class    To         From
                   -----    --         ----
                     B      AAA        AA/Watch Pos


              Ford Credit Auto Owner Trust 2005-3

                                Rating
                                ------
                   Class    To         From
                   -----    --         ----
                     B      AAA        AA/Watch Pos


              Ford Credit Auto Owner Trust 2005-4

                                Rating
                                ------
                   Class    To         From
                   -----    --         ----
                     B      AAA        AA/Watch Pos


                         Ratings Affirmed

                Ford Credit Auto Owner Trust 2004-A

                          Class    Rating
                          -----    ------
                           A-3      AAA
                           A-4      AAA
                           B        AAA

                Ford Credit Auto Owner Trust 2005-A

                           Class    Rating
                           -----    ------
                            A-3      AAA
                            A-4      AAA

                Ford Credit Auto Owner Trust 2005-B

                           Class    Rating
                           -----    ------
                            A-3      AAA
                            A-4      AAA

                Ford Credit Auto Owner Trust 2005-C

                           Class    Rating
                           -----    ------
                            A-3      AAA
                            A-4      AAA

                Ford Credit Auto Owner Trust 2005-1

                           Class    Rating
                           -----    ------
                             A        AAA

                Ford Credit Auto Owner Trust 2005-2

                           Class    Rating
                           -----    ------
                             A        AAA

                Ford Credit Auto Owner Trust 2005-3

                           Class    Rating
                           -----    ------
                             A        AAA

                Ford Credit Auto Owner Trust 2005-4

                           Class    Rating
                           -----    ------
                             A        AAA


FORD MOTOR: Expanding Operations in China Market
------------------------------------------------
Ford Motor Company made several strategic announcements to support
its forward-moving business direction in China, highlighting the
company's rapidly expanding presence and increasingly competitive
position in the world's second largest automotive market.

During a formal press conference at the Ford stand, Mei-Wei Cheng,
vice president of Ford Motor Company and chairman & CEO of Ford
Motor China, stated that:

    * The official start of volume production at the Changan Ford
      Mazda Engine Company will come very soon.

    * The vehicle production at the new Nanjing facility, Changan
      Ford Mazda Automobile Company (CFMA) will begin before the
      end of the year.

    * The third generation Ford Mondeo will start production at
      Changan Ford Mazda Automobile's Chongqing plant later this
      year.

    * An all-new Ford small car will be produced at Changan Ford
      Mazda Automobile Company Nanjing plant in 2008

Additionally, Cheng referred to Ford Motor Research & Engineering
(Nanjing) Co. Ltd. in his speech, which received government
approval in March, and its role as an integral part of Ford Motor
Company's global research & design, he said this new operation
will enhance Ford China's local engineering capabilities, as well
as strengthening the sourcing capability for manufacturing in
China and to support Ford Motor's global manufacturing.

"These collective announcements underscore Ford Motor's commitment
to the China market and China's growing importance to our overall
global strategy.  Ford Motor China now encompasses one of the most
comprehensive and competitive operations in the Chinese market,
including full-scale vehicle and engine production; research,
development and engineering; sales; aftersales services; and auto
financing.  Our local partnerships and the smooth implementation
of our China strategy have greatly contributed to Ford becoming a
leader of China's automobile market," said Mr. Cheng.

"Ford's complete line up of cars in China now includes premiere
and mid-size vehicles, small cars, SAVs, SUVs, and commercial
vehicles," continued Mr. Cheng.

The sleek, third generation Ford Mondeo, which starred in the
latest James Bond movie, "Casino Royale", embodies Ford's special
European 'kinetic design' language and world-class technology. It
follows in the footsteps of the 'Car of the Year 2007' S-MAX, as
the next Ford model to be produced in China.

"Our hugely successful European products have also proven to be
very popular among Chinese consumers.  From the hot selling Focus
to the eye-catching S-MAX, and now the sleek Mondeo, Ford will
continue to introduce our latest auto design engineering concepts
to the China market.  This will be supported by our renowned
professional sales and aftersales services, as well as our
creative 'Make Every Day Exciting' brand campaign," said Mr.
Cheng.

Ford Motor Company and its five affiliated brands are showcasing
52 exciting vehicles at its Auto Shanghai 2007 stand.  In addition
to the third generation Mondeo, Ford will showcase its 'kinetic
design' language with the sculpted 5-door iosis X sports crossover
concept; the CFMA produced S-MAX; and the C-MAX, which is making
its first China appearance.  The wildly-popular Ford Focus lineup
will also be featured on the Ford stand, including the 2007 Focus,
the European-imported Focus ST, 2006 Focus RS  World Rally Car' ,
and the Focus China Circuit Championship Racing Car.

                       About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures and distributes automobiles
in 200 markets across six continents.  With more than 280,000
employees worldwide, the company's core and affiliated automotive
brands include Aston Martin, Ford, Jaguar, Land Rover, Lincoln,
Mazda, Mercury, and Volvo.  Its automotive-related services
include Ford Motor Credit Company and The Hertz Corporation.

Ford Motor Company and CFMA have become one of the leaders in
China's burgeoning auto industry, recording an impressive 86.6%
year-on-year increase in China market sales for 2006, far ahead of
the overall industry average.  CFMA's first quarter sales have
totaled 38,908 units, or a 40.8% increase over the same period a
year ago.

Ford's history in China can be traced to 1913, when the first
Model T was imported and sold in Shanghai.  In 2001, a joint
venture was formed with Changan Automotive Corporation Ltd.,
called Changan Ford Automobile Corporation Ltd. (Changan Ford).
With an investment from Mazda in March 2006, the company was
restructured and renamed as Changan Ford Mazda Automobile Co.,
Ltd. (CFMA).  Additionally, Ford owns a 30% share of Jiangling
Motors Corporation Ltd., which produces the Ford Transit
commercial vehicle.

Changan Ford's second passenger car plant and new three-way engine
plant joint venture - Changan Ford Mazda Engine Company Co., Ltd.,
are both in Nanjing and scheduled to go online in 2007.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 12, 2006,
Standard & Poor's Ratings Services affirmed its 'B' bank loan and
'2' recovery ratings on Ford Motor Co.

As reported in the Troubled Company Reporter on Dec. 7, 2006,
Fitch Ratings downgraded Ford Motor Company's senior unsecured
ratings to 'B-/RR5' from 'B/RR4'.

As reported in the Troubled Company Reporter on Dec. 6, 2006,
Moody's Investors Service assigned a Caa1, LGD4, 62% rating to
Ford Motor Company's US$3 billion of senior convertible notes due
2036.


FORD MOTOR: Reaches MOU for the Sale of Glass Business
------------------------------------------------------
Ford Motor Company and Glass Products signed Wednesday a
Memorandum of Understanding, the first step toward the sale of the
Automotive Components Holdings Glass Operations and its plants in
Nashville, Tenn., and Tulsa, Okla., and its subsidiary Vidriocar
in Juarez, Mexico.

ACH Glass Operations supply architectural glass, original
equipment and aftermarket glass for Ford cars and trucks, and
aftermarket glass for vehicles of other makes.  It supplied
original equipment glass for about 2.7 million vehicles last year.
About 1,600 full-time employees work in the operations.

"This MOU is another solid sign of progress for our North American
Way Forward plan," said Mark Fields, Ford's President of The
Americas.  "The successful approach Ford is taking with our
component operations - including selling or idling our ACH
facilities - will help us achieve our commitment to reduce overall
operating costs by $5 billion by the end of 2008."

With this agreement, ACH has sold one business and has signed MOUs
outlining the framework for the sale of four others.  The ACH fuel
rail business and its El Jarudo subsidiary were sold recently.
Negotiations are continuing regarding the climate control business
and the Sheldon Road Plant near Plymouth, Mich.; the fascia and
fuel tank businesses and the Milan (Mich.) Plant; and the ACH
propshaft business, which currently is one of the products
produced at a Monroe, Mich., facility.

"We are particularly pleased to announce a MOU for the sale of the
Glass Operations," said Al Ver, ACH CEO and COO and Ford vice
president.  "Sale of these operations has been in various stages
of discussion and negotiation for many years.  We believe this
agreement represents the best option for the continued success of
these facilities in the years ahead."

Glass Products was formed by Robert Price, a Tulsa-based private
investor and experienced business leader with a strong record of
success in the natural gas industry, logistics, and medical
facility management.

"I am excited by this new venture, especially with its potential
of growth for a business that has been a hallmark of the Tulsa
business community for many years," said Price, who serves as
chairman of Glass Products.

The final agreement is contingent upon a new and competitive
agreement with the UAW, as well as state and local government
incentives.

ACH is a temporary company established and managed by Ford to
ensure the flow of quality components and systems while preparing
the automotive component operations for sale or idling.
Currently, the $4 billion company and its 12 plants are supported
by 12,000 full-time employees, mostly leased from Visteon or Ford.

                       About Ford Motor Co.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in
200 markets across six continents.  With more than 280,000
employees and more than 100 plants worldwide, the company's core
and affiliated automotive brands include Ford, Jaguar, Land Rover,
Lincoln, Mercury, Volvo, Aston Martin, and Mazda.  The company
provides financial services through Ford Motor Credit Company.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 12, 2006,
Standard & Poor's Ratings Services affirmed its 'B' bank loan and
'2' recovery ratings on Ford Motor Co.

As reported in the Troubled Company Reporter on Dec. 7, 2006,
Fitch Ratings downgraded Ford Motor Company's senior unsecured
ratings to 'B-/RR5' from 'B/RR4'.

As reported in the Troubled Company Reporter on Dec. 6, 2006,
Moody's Investors Service assigned a Caa1, LGD4, 62% rating to
Ford Motor Company's US$3 billion of senior convertible notes due
2036.


FREMONT HOME: S&P Junks Ratings on Class SL-B1 Certificates
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on classes
SL-M8 and SL-M9 issued by Fremont Home Loan Trust 2006-B.  The
ratings remain on CreditWatch, where they were placed with
negative implications March 16, 2007.  Concurrently, the rating on
class SL-B1 was lowered to 'CCC' from 'B' and removed from
CreditWatch, where it was also placed with negative implications
March 16, 2007.  At the same time, the 'BBB+' rating on class SL-
M7 was placed on CreditWatch with negative implications.  All of
the rating actions correspond to the second loan group of series
2006-8.

The lowered ratings and negative CreditWatch placements affecting
the second loan group reflect early deterioration of credit
support provided by overcollateralization, excess interest, and
subordination to the respective classes.  The pool was six months
seasoned as of the March 2007 distribution period, with average
monthly losses of $2.03 million.  While cumulative realized losses
are $12.16 million (4.22% of the transaction's original principal
balance) for this loan group, it incurred a significant loss of
$7.48 million during the March 2007 remittance period.  Serious
delinquencies (90-plus days, foreclosure, and REO) are
$20.43 million, or 8.35% of the current pool balance as of the
latest distribution. O/C is currently $5.38 million, below its
current target of $24 million.

Standard & Poor's will continue to closely monitor the three
classes from loan group 2 with ratings on CreditWatch negative.
If losses decline to a point at which they no longer exceed
monthly excess interest, and the level of credit enhancement is
not further eroded, S&P will affirm the ratings on these classes
and remove them from CreditWatch.  Conversely, if delinquencies
continue to translate into substantial realized losses in the
coming months and continue to erode available credit enhancement,
further negative rating actions can be expected on these classes
and possibly on the more senior tranches.

The rating on class SL-B1 was removed from CreditWatch negative
because it was lowered to 'CCC'.  According to Standard & Poor's
surveillance practices, ratings lower than 'B-' on classes of
certificates or notes from RMBS transactions are not eligible to
be on CreditWatch negative.

The collateral for the second loan group of this transaction
consists of fixed-rate subprime mortgage loans secured solely by
second-lien mortgages or deeds of trust on residential properties.

       Ratings Lowered and Remaining on Creditwatch Negative

                    Fremont Home Loan Trust 2006-B

                                     Rating
                                     ------
                   Class     To               From
                   -----     --               ----
                   SL-M8     BB/Watch Neg     BBB/Watch Neg
                   SL-M9     B/Watch Neg      BB/Watch Neg

        Rating Lowered and Removed from Creditwatch Negative

                    Fremont Home Loan Trust 2006-B

                                      Rating
                                      ------
                        Class     To        From
                        -----     --        ----
                        SL-B1     CCC       B/Watch Neg

                Rating Placed On Creditwatch Negative

                    Fremont Home Loan Trust 2006-B

                                      Rating
                                      ------
                     Class      To              From
                     -----      --              ----
                     SL-M7      BBB+/Watch Neg  BBB+


GENERAL MOTORS: Cuts Jobs in Belgium, Plans Growth in Asia
----------------------------------------------------------
General Motors Corp. will cut 1,400 jobs in Antwerp, Belgium as it
shifts the production of Astra compact cars to plants in Germany,
Poland, Sweden and the United Kingdom by 2010, published reports
say.

Carl-Peter Forster, president of GM Europe, described the decision
as "extraordinarily difficult" but said it was part of the
company's restructuring activities in Western Europe, Joseph White
and Stephen Power of The Wall Street Journal report.

The Detroit Free Press says the move will see GM investing EUR3.1
billion in developing the Astra and related models in the other
plants.

Astra, WSJ notes, is GM's best-selling vehicle in Europe,
accounting for nearly 25% of its annual vehicle sales in the
region.  However, intense competition from cheaper Asian rivals
affected demand for the model.

                          Asian Growth Plans

The job cuts in Belgium came on the same day GM disclosed
ambitious growth plans in India and China indicating its intent to
keep shifting resources to the East and away from the mature
markets in the U.S. and Western Europe, Messrs. White and Power
report.

WSJ notes that the move illustrates GM Chief Executive Officer
Rick Wagoner's strategy of banking on growth in Asia and Eastern
Europe to offset the impact on GM of its losses in its key North
American auto operations.

According to WSJ, GM plans to double production capacity in China
to one million units by 2010.  Mr. Wagoner also revealed plans to
make India a production hub for the company to sell cars worldwide
adding that the country could "emerge as the second-fastest
growing automotive market in the world," a report by the WSJ says.

Speaking separately to reporters in Korea, GM's Vice Chairman and
Chief Financial Officer Frederick Henderson also said the company
remains interested in a possible tie-up with Malaysia's Proton
Holdings Bhd., as it has greater access to the growing Indonesian
and Southeast Asian market, WSJ relates.

                    About General Motors Corp.

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- is the
world's largest automaker and has been the global industry sales
leader since 1931.  Founded in 1908, GM employs about 284,000
people around the world.  It has manufacturing operations in
33 countries including Belgium, France, Germany, India, Mexico,
and its vehicles are sold in 200 countries.  GM sells cars and
trucks under these brands: Buick, Cadillac, Chevrolet, GMC, GM
Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, and
Vauxhall.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 15, 2006,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating and other ratings on General Motors Corp. and
removed them from CreditWatch with negative implications, where
they were placed March 29, 2006.  S&P said the outlook is
negative.

As reported in the Troubled Company Reporter on Nov. 14, 2006,
Moody's Investors Service assigned a Ba3, LGD1, 9% rating to the
$1.5 billion secured term loan of General Motors Corp.

As reported in the Troubled Company Reporter on Nov. 14, 2006,
Moody's Investors Service assigned a Ba3, LGD1, 9% rating to the
$1.5 billion secured term loan of General Motors Corp.


GLOBAL REALTY: Losses Cue Meyler & Co.'s Going Concern Doubt
------------------------------------------------------------
Meyler & Company, LLC raised substantial doubt about Global Realty
Development Corp.'s ability to continue as a going concern after
auditing the company's financial statements as of Dec. 31, 2006,
and 2005.  The auditing firm pointed to the company's net losses
of $6.9 million and $16.1 million for the years ended Dec. 31,
2006 and 2005, as restated, respectively.

The company generated total revenues of $4.7 million and $131,551
for the years ended Dec. 31, 2006, and 2005.  Revenues for 2006
consisted of $4.6 million in land sales and $102,483 in other
sales.  The company did not have any land sales for 2005.

As of Dec. 31, 2006, the company had $42.8 million in total assets
and $29.5 million in total liabilities, resulting to $13.3 million
in total stockholders' equity.  The company posted $25 million in
accumulated deficit as of Dec. 31, 2006.

For 2006, the company had limited operating abilities due to the
sanctions of the Supreme Court of Victoria, Australia.  As a
result, had negative cash flow from operations.  The company sold
a property on Jan. 5, 2007, which resulted in about $5.3 million
in net cash flow.  The company used $2.6 million of these funds to
pay the Sapphire Note.  It is seeking to raise additional
financing from public or private equity, bank or other sources of
capital for the purposes of acquiring entertainment related
companies; financing existing entertainment related projects;
acquisition of Pachinko parlors and further development of its
existing properties.  The company also intends to sell properties
to increase cash flows.  Cash and cash equivalents increased
$90,309 during the 12 months ended Dec. 31, 2006.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d84

                       About Global Realty

Global Realty Development Corp.'s (OTC BB: GRLY) --
http://www.grdcorporation.com/-- primary business has been land
development for commercial and residential use with properties
located primarily in Australia.  Pursuant to a Share Exchange
Agreement on Sept. 4, 2004, the company acquired and three wholly
owned Australian subsidiaries, Australian Agricultural and
Property Management Limited, No. 2 Holdings Pty. Ltd., and
Victorian Land Development Pty. Ltd.  At the time of the
acquisition, the company changed its name to Australian
Agriculture and Property Development Corporation and on April 1,
2005, changed its name to Global Realty Development Corporation.

On Aug. 30, 2006 the company acquired 100% of MJD Films Inc., a
film  production company.  MJD recently launched MJD SMS, a text
messaging division.  On Oct. 10, 2006, the company acquired a 51%
interest in the TFM Group, a television, film and music production
company.


HEALD COLLEGE: Moody's Puts Bonds' Ba1 Rating on Watchlist
----------------------------------------------------------
Moody's Investors Service has placed the Ba1 rating on Heald
College's Series 1999 bonds on watchlist for possible downgrade.

The rating applies to $13 million of debt issued through the
California Educational Facilities Authority.

The rating action is driven by operating losses and Heald's
disclosure that the College has entered into a binding asset
purchase agreement (as of December 2006) and is expected to be
sold to Palm Ventures LLC, a for-profit company.  The transaction
is contingent upon the approval of the California Attorney
General, the Department of Education and the transfer of the
College's accreditation.  Assuming approvals, the change of
control is expected to occur in the second calendar quarter of
2007.

The FY2006 financial statements show continued financial
deterioration, with an operating deficit 14.9% and a decline in
cash and investments to $6.3 million compared to $8.0 million in
FY2005.

Moody's review will be dependent primarily on any revisions to the
College's capital structure based on the sale, especially related
to any refinancing or changes to the Series 1999 bonds.  If the
tax-exempt Series 1999 bonds are not refinanced in conjunction
with the sale of the College, our review will be based on the
ultimate financial position of the new entity.

Legal Security: The bonds are secured by the College's general
obligation pledge, as well as a mortgage lien on three properties,
including the San Jose Campus, Rancho Cordova campus in Sacramento
and its corporate headquarters in San Francisco. In addition, the
bonds are backed by a fully funded debt service reserve fund.

Interest Rate Derivatives: The College has entered into one swap
agreement related to $9 million of privately placed bonds.  Under
the agreement, Heald pays a fixed rate in exchange for a variable
rate payment based on LIBOR.  The College has not needed to post
collateral under the agreement.


HEBER HOMES INC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Heber Homes, Inc.
        117 East County Line Road
        Springdale, AR 72764

Bankruptcy Case No.: 07-71146

Chapter 11 Petition Date: April 18, 2007

Court: Western District of Arkansas (Fayetteville)

Judge: Richard D. Taylor

Debtor's Counsel: Stanley V. Bond, Esq.
                  P.O. Box 1893
                  Fayetteville, AR 72701-1893
                  Tel: (479) 444-0255
                  Fax: (479) 444-7141

Estimated Assets:                  Unstated

Estimated Debts: $1 Million to $100 Million

The Debtor did not submit a list of its largest unsecured
creditors.


HIGH PARK PROPERTIES: Case Summary & 23 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: High Park Properties Inc.
        25602 Alicia Parkway, Suite 448
        Laguna Hills, CA 92653

Bankruptcy Case No.: 07-11106

Chapter 11 Petition Date: April 18, 2007

Court: Central District Of California (Santa Ana)

Judge: Robert N. Kwan

Debtor's Counsel: Leonard M. Shulman, Esq.
                  Shulman Hodges & Bastian, L.L.P.
                  26632 Towne Center Drive, Suite 300
                  Foothill Ranch, CA 92610
                  Tel: (949) 340-3400
                  Fax: (949) 340-3000

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 23 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Hall Heritage, L.P.              institutional       $1,400,000
1933 Upper Rim Rock Canyon       lender for
Laguna Beach, CA 92651           33333 Mulholland
                                 Highway, Maliba,
                                 CA

United Security Financial        institutional         $910,000
c/o Cal Western Reconveyance     lender for 424
P.O. Box 22004                   Avenida Salvador,
525 Main Street                  San Clemete, CA
El Cajon, CA 92022-9004

Robert Hobbs                     private party         $800,000
513 East First Street            lender for
2nd Floor                        33333 Mulholland
Tustin, CA 92780                 Highway, Malibu,
                                 CA

Carson, L.L.C.                   private party         $784,875
25612 75 Oak Street              lender for
Woodland Hills, CA 91361         621 West Rosecrans
                                 Avenue, Gardena,
                                 CA

Empire Mortgage Corp.            institutional         $661,500
5525 Oakdale Avenue,             lender for
Suite 100                        713 Avenida Columbo,
Woodland Hills, CA 91364         San Clemente, CA

Mortgage Electronic              institutional         $504,000
Registration                     lender for
2216 16th Street                 408 Calle Vista
Sacramento, CA 95818             Torito, San
                                 Clemente, CA

Karen Campbell                   private party         $405,000
10 Shoal Drive                   lender for 259
Corona Del Mar, CA 92625         Via Ballena,
                                 San Clemente, CA

Anthony Russell                  private party         $400,000
4054 Via Cangrejo                lender for 33333
San Diego, CA 92130              Mulholland Highway
                                 Malibu, CA

R.V.L.V. IV, L.L.C.              private party         $400,000
1151 Turqoise Street             lender for 33333
San Diego, CA 92109              Mulholland Highway
                                 Malibu, CA

Coleman-Marshall, Inc.           private party         $250,000
44615 Sandia Creek Drive         lender for 33333
Temecula, CA 92590               Mulholland Highway
                                 Malibu, CA

                                 private party         $140,000
                                 lender for 259
                                 Via Ballena
                                 San Clemente, CA

Raymond Pellegrino               private party         $250,000
3820 Del Amo Boulevard,          lender for 33333
Suite 230                        Mulholland Highway
Torrance, CA 90503               Malibu, CA

Johann Lipper and Edel Frank     private party         $200,000
                                 lender for 33333
                                 Mulholland Highway
                                 Malibu, CA

Gerard and Judith Jonte          private party         $168,000
                                 lender for 424
                                 Avenida Salvador,
                                 San Clemente, CA

Hena Vejdany                     private party         $160,000
                                 lender for 255
                                 Via Ballena
                                 San Clemente, CA

Ralph W. Irwin, III              private party         $150,000
                                 lender for 424
                                 Avenida Salvador
                                 San Clemente, CA

Ralph W. Irwin, III              private party         $150,000
(trustee)                        lender for 424
                                 Avenida Salvador
                                 San Clemente, CA

Steve and Judy Alfonso-Jones     private party         $150,000
                                 lender for 33333
                                 Mulholland Highway
                                 Malibu, CA

Leonardo Pinkowski               private party         $150,000
                                 lender for 33333
                                 Mulholland Highway
                                 Malibu, CA

                                 private party         $140,000
                                 lender for 259
                                 Via Ballena
                                 San Clemente, CA

B.B.C. Investment Group          private party         $150,000
                                 lender for 621
                                 West Rosecrans
                                 Avenue
                                 Gardena, CA

J&S Investments                  private party         $130,000
                                 lender for 408
                                 Calle Vista Torito
                                 San Clemente, CA

United Security Financial        institutional         $130,000
c/o Cal Western Reconveyance     lender for 424
Corp.                            Avenida Salvador,
                                 San Clemente, CA

Future Growth, L.L.C.            private party         $120,000
                                 lender for 259
                                 Via Ballena
                                 San Clemente, CA

Anthony Russell                  private party         $120,000
                                 lender for 24602
                                 La Hermosa, Laguna
                                 Niguel, CA 92677


IMPERIAL OIL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Imperial Oil Co., Inc.
        Orchard Place, P.O. Box 279
        Morganville, NJ 07751

Bankruptcy Case No.: 07-15294

Type of Business: The Debtor manufactures lubricating oils and
                  other chemical products.

Chapter 11 Petition Date: April 18, 2007

Court: District of New Jersey (Trenton)

Debtor's Counsel: Richard Honig, Esq.
                  Hellring, Lindeman, Goldstein & Siegal
                  One Gateway Center 8th Floor
                  Newark, NJ 07102
                  Tel: (973) 621-9020

Estimated Assets:         Less than $10,000
Estimated Debts: $1 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                                          Claim Amount
   ------                                          ------------
United States of America                             $4,143,982
U.S. Environmental Protection Agency
P.O. Box 7611-Ben Franklin Station
Washington, D.C.

Lubrizol Corporation                                   $819,904
P.N.C. Bank
3013 Solutions Center
Chicago, IL 60677-3000

Midcontinental Chemical Company                        $130,816
P.O. Box 15143
Lenexa, KS 66285

Sunrise Oil & Chemical, Inc.                           $116,397

Peckar Abramson Bastianelli & Kelley                    $91,922

Russell Stanley Corporation                             $89,370

Lancaster Container, Inc.                               $76,019

Fisher & Phillips, L.L.P.                               $70,000

U.S.A. Container Co., Inc.                              $69,123

Kinetic Supply-Chain Services                           $55,891

Logistxs, Inc.                                          $54,624

J.H. Cohn, L.L.P.                                       $54,075

Triangle Trading Co.                                    $53,806

Industrial Container, Ltd.                              $48,396

Infineum USA, L.P.                                      $45,023

Exxon Company USA                                       $35,000

Rieke Corporation                                       $27,638

Amerada Hess Corp.                                      $26,738

Treen Box & Pallet Corp.                                $20,152

Greif Brothers Corporation                              $13,986


HOLLY MARINE: Wants Feeley & Associates as Special Counsel
----------------------------------------------------------
Holly Marine Towing Inc. asks the U.S. Bankruptcy Court for the
Northern District of Illinois for permission to employ Feeley &
Associates P.C., as its special counsel.

The firm will perform extensive legal services that will be
necessary to appeal a trial court's adverse rulings against the
Debtor on certain breach of contract matters and with respect to
the decertification of the Debtor as a women business enterprise.

The Debtor tells the Court that the firm represented the Debtor
in specific litigation against the City of Illinois relating to
its status as a disadvantaged business enterprise and women
business enterprise.

The firm will charge the Debtor 40% of any recovery received from
the City of Chicago and full reimbursement for all out-of-pocket
disbursements and advances.

Cynthia G. Feeley, Esq., at Feeley & Associates, assures the Court
the her firm does not hold any interest adverse to the Debtor's
estate and is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.

Ms. Feeley can be reached at:

     Cynthia G. Feeley, Esq.
     Feeley & Associates P.C.
     161 North Clark Street, Suite 4700
     Chicago, Illinois 60601
     Tel: 312-541-1200
     Fax: 312-541-1260

Headquartered in Chicago, Illinois, Holly Marine Towing Inc.
provides towing and tugboat services.  The company filed for
Chapter 11 protection on Jan. 8, 2007 (Bankr. N.D. Il. Case
No. 07-00266).  Paul M. Bauch, Esq., at Bauch & Michaels LLC,
represents the Debtor in its restructuring efforts.  No Official
Committee of Unsecured Creditors has been appointed in the
Debtor's case.  When the Debtor filed for protection from its
creditors, it estimated assets and debts of more than
$100 million.


ICONIX BRAND: Stable Revenue Streams Cue Moody's B1 Rating
----------------------------------------------------------
Moody's Investors Service assigned a first time corporate family
rating of B1 and probability of default rating of B2 to Iconix
Brand Group Inc.

Moody's also assigned a B1 (LGD 3 -- 35%) rating to the company's
$212.5 million secured term loan facility and a speculative grade
liquidity rating of SGL-2.  The rating outlook is stable.  The
ratings assigned are subject to review of final documentation and
no material change in the terms and conditions of the transaction
as advised to Moody's.

Iconix's B1 corporate family rating reflects its relatively stable
and predictable revenue streams from royalty payments received by
the company which include significant guaranteed minimum amounts.
Iconix's ratings are constrained by its narrow business focus
solely as a licensor of brands, as well as its acquisitive growth
strategy, with the majority of current revenues derived from
brands acquired since the beginning of 2006.  The company
currently has concentration risk in certain brands; with its three
largest brands (Rocawear, Mossimo, and Mudd) accounting for a
large portion of pro forma revenue and a large portion of revenue
is derived from brands licensed exclusively with four major
national companies.  These constraints are offset by financial
metrics that are higher than similarly rated peers.

The rating outlook is stable as Moody's expects the company to
maintain license revenue stability for its brand portfolio as a
whole, and expects the company will be able to maintain
satisfactory relationships with licensors and retailers for its
recently acquired brands.

The B1 rating of the term loan B reflects LGD-3 (35%) loss given
default assessment as this facility is secured by a first lien on
certain assets of the company and the PDR rating of B2.

These ratings/assessments have been assigned:

    Corporate Family Rating at B1

    Probability of Default Rating at B2

    $212.5 million secured term loan at B1 (LGD-3 - 35%)

    Speculative Grade Liquidity Rating at SGL-2


IMPAC SECURED: S&P Junks Rating on Class B-2 Certificates
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on five
classes of certificates issued by four Impac Secured Assets Corp.
transactions.  Concurrently, the rating on class B-2 from series
2003-2 was lowered to 'CCC' from 'B' and removed from CreditWatch
with negative implications.  In addition, the ratings on five
classes were placed on CreditWatch with negative implications.
Lastly, the ratings on the remaining classes from these and other
Impac Secured Assets Corp. transactions were affirmed.

The raised ratings reflect:

     -- Credit support percentages have increased to at least 2.3x
        the loss coverage levels associated with the raised
        ratings;

     -- Pool balances have been paid down to less than 13% of
        their original size;

     -- Cumulative realized losses are less than 95 basis points,
        and net monthly losses for the past 12 months were
        minimal; and

     -- The deals are seasoned at least 55 months.

The downgrade of class B-2 from series 2003-2 was based on the
following:

     -- A realized loss of $214,702 on the March 2007 distribution
        report, which reduced credit support for the class to
        $136,405 (provided by class B-3); and

     -- The loan amount in the 90-plus-day delinquency category
        (including foreclosures and REOs) is $1,173,910.

The rating on class B-2 from series 2003-2 was removed from
CreditWatch negative because it was lowered to 'CCC'.  According
to Standard & Poor's surveillance practices, ratings lower than
'B-' on classes of certificates or notes from RMBS transactions
are not eligible to be on CreditWatch negative.

The CreditWatch negative placements reflect an increase in net
monthly losses and/or the loan amounts in the 90-plus-day
delinquency category for these classes.  Credit support will be
compromised if these trends continue.

Standard & Poor's will closely monitor the performance of the
transactions with ratings on CreditWatch.  If net monthly losses
or the loan amounts in the 90-plus-day delinquency category
subside, S&P will affirm the ratings and remove them from
CreditWatch.  Conversely, if realized losses continue to stress
overcollateralization or subordination, S&P will take additional
negative rating actions.

The affirmations reflect sufficient levels of credit support to
maintain the current ratings.

Credit support is provided by a senior/subordinate structure for
series 2000-3, 2001-8, 2002-2, 2003-2, and 2005-1, and through a
combination of subordination, excess spread, and
overcollateralization for the remaining transactions.  The pools
were initially composed of fixed- and adjustable-rate mortgage
loans secured by first and second liens on residential properties.

                           Ratings Raised

                      Impac Secured Assets Corp.
                 Mortgage pass-through certificates

                                        Rating
                                        ------
                 Series   Class     To        From
                 ------   -----     --        ----
                 2001-8   M-2       AA         AA-
                 2002-1   M-2       AA         A
                 2002-2   M-2       AA+        AA
                 2002-2   M-3       A          BBB+
                 2002-3   M-2       AA         A

     Rating Lowered and Removed from Creditwatch Negative

                   Impac Secured Assets Corp.
                Mortgage pass-through certificates

                                       Rating
                                       ------
                 Series     Class    To     From
                 ------     -----    --     -----
                 2003-2     B-2      CCC    B/Watch Neg


               Ratings Placed On Creditwatch Negative

                    Impac Secured Assets Corp.
                Mortgage pass-through certificates

                                      Rating
                                      ------
            Series     Class    To              From
            ------     -----    --              ----
            2003-2      B-1     BB/Watch Neg     BB
            2004-4      B       BBB/Watch Neg    BBB
            2005-2      B       BBB-/Watch Neg   BBB-
            2006-1      1-B     BBB-/Watch Neg   BBB-
            2006-2      1-B     BBB-/Watch Neg   BBB-


                          Ratings Affirmed

                     Impac Secured Assets Corp.
                Mortgage pass-through certificates

    Series   Class                                       Rating
    ------   -----                                       ------
    2000-3   A-13,A-14                                   AAA
    2001-8   A-6,A-7,A-IO,A-PO,M-1                       AAA
    2001-8   M-3                                         BBB
    2002-1   A-I-5,A-I-6,A-II,M-1                        AAA
    2002-1   B                                           BBB
    2002-2   A-3,A-IO,A-PO,M-1                           AAA
    2002-2   B-1                                         BB
    2002-2   B-2                                         B
    2002-3   A-4,M-1                                     AAA
    2002-3   B                                           BB
    2003-1   A-1                                         AAA
    2003-1   M-1                                         AA+
    2003-1   M-2                                         A+
    2003-1   B                                           BBB+
    2003-2   A-1,A-2,A-3,A-4,A-IO,A-PO                   AAA
    2003-2   M-1                                         AA
    2003-2   M-2                                         A+
    2003-2   M-3                                         BBB+
    2003-3   A-1                                         AAA
    2003-3   M-1                                         AA
    2003-3   M-2                                         A
    2003-3   B                                           BBB
    2004-1   A-4,A-5,A-6                                 AAA
    2004-1   M-1                                         AA
    2004-1   M-2                                         A
    2004-1   M-3                                         BBB
    2004-2   A-3,A-4,A-5,A-6                             AAA
    2004-2   M-1                                         AA
    2004-2   M-2                                         A
    2004-2   M-3                                         BBB
    2004-3   1-A-3, 1-A-4,1-A-5, 2-A-1,2-A-2             AAA
    2004-3   M-1,M-2,M-3                                 AA+
    2004-3   M-4,M-5                                     AA
    2004-3   B                                           A+
    2004-4   1-A-2, 1-A-3, 2-A-1, 2-A-2                  AAA
    2004-4   M-1,M-2                                     AA+
    2004-4   M-3                                         AA
    2004-4   M-4                                         AA-
    2004-4   M-5                                         A
    2005-1   1-A-1,1-A-X, 2-A, 3-A-1, 3-A-X, 4-A         AAA
    2005-1   5-A-1, 5-A-3, 5-A-4, 5-A-5, 5-A-6           AAA
    2005-1   5-A-7, 5-A-X                                AAA
    2005-1   B-1                                         AA
    2005-1   B-2                                         A
    2005-1   B-3                                         BBB
    2005-1   B-4                                         BB
    2005-1   B-5                                         B
    2005-2   A-1, A-1M, A-1W, A-2A, A-2B, A-2C, A-2D     AAA
    2005-2   M-1                                         AA+
    2005-2   M-2                                         AA
    2005-2   M-3                                         AA-
    2005-2   M-4                                         A+
    2005-2   M-5                                         A
    2005-2   M-6                                         A-
    2005-2   M-7                                         BBB+
    2005-2   M-8                                         BBB
    2006-1   1-A-1-1, 1-A-1-2, 1-A-2A, 1-A-2B, 1-A-2C    AAA
    2006-1   1-M-1                                       AA+
    2006-1   1-M-2                                       AA
    2006-1   1-M-3                                       AA-
    2006-1   1-M-4                                       A+
    2006-1   1-M-5                                       A
    2006-1   1-M-6                                       A-
    2006-1   1-M-7                                       BBB+
    2006-1   1-M-8                                       BBB
    2006-1   2-A-1                                       AAA
    2006-2   1-A1-1, 1-A1-2, 1-A2-A, 1-A2-B, 1-A2-C      AAA
    2006-2   1-M-1                                       AA+
    2006-2   1-M-2                                       AA
    2006-2   1-M-3                                       AA-
    2006-2   1-M-4                                       A+
    2006-2   1-M-5                                       A
    2006-2   1-M-6                                       A-
    2006-2   1-M-7                                       BBB+
    2006-2   1-M-8                                       BBB
    2006-2   2-A-1                                       AAA
    2006-3   A-1, A-2, A-2M, A-3, A-3M, A-4, A-4M        AAA
    2006-3   A-5, A-5M, A-6, A-6M, A-7                   AAA
    2006-3   M-1, M-2                                    AA+
    2006-3   M-3, M-4                                    AA
    2006-3   M-5                                         AA-
    2006-3   M-6                                         A+
    2006-3   M-7                                         A
    2006-3   M-8                                         A-
    2006-3   B                                           BBB


IMPART MEDIA: Peterson Sullivan Raises Going Concern Doubt
----------------------------------------------------------
Peterson Sullivan PLLC expressed substantial doubt about the
ability of Impart Media Group Inc. to continue as a going concern
citing recurring losses after auditing the company's financial
statements as of Dec. 31, 2006, and 2005.

The company incurred a net loss of $10.1 million for the year
ended Dec. 31, 2006, an increase from a net loss of $2.4 million
for the year ended Dec. 31, 2005.  Total revenues for 2006 were
$6.6 million, as compared with $4.9 million for 2005.  Revenues
in 2006 consisted of $3 million in equipment sales, $455,485 in
managed subscriptions, $375,473 in consulting and design services,
and $2.8 million in media services.

As of Dec. 31, 2006, the company's balance sheet reflected total
assets of $15 million and total liabilities of $10.6 million,
resulting to total stockholders' equity of $4.4 million.  The
company's December 31 balance sheet also reflected strained
liquidity with total current assets of $6.7 million available to
pay total current liabilities of $10.4 million.  The company's
accumulated deficit as of Dec. 31, 2006, totaled $14.3 million.

At Dec. 31, 2006, total unrestricted cash was about $263,000.  In
2006, the company funded operations with the proceeds from sales
and services, drawdowns on its $6 million accounts receivable-
based credit facility from Laurus and proceeds from the issuance
and sale of the company's equity securities.  At Dec. 31, 2006,
$1 million was outstanding under the Laurus Facility and $541,000
was available for additional drawdown.

The company anticipates that its existing capital resources,
including amounts available under the Laurus Facility, will enable
the company to continue operations through Dec. 31, 2007, assuming
it meets its sales projections for the year.

                    Purchase of E&M Advertising

On Feb. 28, 2006, the company purchased E&M Advertising Inc. and
its affiliates.  On March 28, 2007, the company determined that
the value of certain intangible assets other than goodwill that it
acquired in connection with the E&M purchase was overstated by
about $592,000.  A portion of the purchase price should have been
allocated to goodwill rather than to intangible assets.  Effective
as of Feb. 28, 2007, the company amended the Asset Purchase
Agreement relating to the E&M assets, dated as of Feb. 28, 2006,
to provide that the remaining $200,000 of cash purchase price
shall instead be payable on Sept. 30, 2007, instead of on Feb. 28,
2007.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d81

                        About Impart Media

Based in Seattle, Washington, Impart Media Group Inc. --
http://www.Impartmedia.com/-- sells dynamic digital media
solutions consisting of monitors, media servers, and associated
technological hardware and software.  The company provides design,
integration, fabrication, assembly, quality assurance, creative
production, and installation services throughout the U.S.  As a
result of the company's acquisition of E&M Advertising Inc. and
its affiliates in Feb. 2006, the company now provides advertising
capability to digital elements and other media services.  The
company is formerly known as Limelight Media Group.


INTERLINK ELECTRONICS: BDO Seidman Raises Going Concern Doubt
-------------------------------------------------------------
BDO Seidman LLP stated in its auditor's report on Interlink
Electronics Inc.'s Form 10-K for the year 2006 that the company's
recurring losses from operations raise substantial doubt about the
its ability to continue as a going concern.

Net loss for the year ended Dec. 31, 2006, was $11.8 million,
versus a net loss for the year ended Dec. 31, 2005, of
$8.3 million.  The company generated revenues of $36.2 million for
the year 2006, versus revenues of $38.2 million for the year 2005.

The company's balance sheet as of Dec. 31, 2006, showed total
assets of $24.3 million and total liabilities of $7.5 million,
resulting to total stockholders' equity of $16.8 million.  Its
accumulated deficit as of Dec. 31, 2006, was $37.6 million, up
from $25.8 million as of Dec. 31, 2005.

Cash, cash equivalents and short term investments decreased to
$13.9 million and to $2.9 million by the end of 2005 and 2006,
respectively, due primarily as a result of cash used in
operations.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d7c

                         About Interlink

Interlink Electronics Inc. (Other OTC: LINK.PK) --
http://www.interlinkelec.com/-- designs, develops and sells
intuitive interface technologies and solutions for a variety of
business and home applications.  Its products include signature
input devices and pen input pads which include proprietary
application software; cursor control and other input devices for
electronic products such as game controllers, cellular telephones,
handheld media players and medical devices; and interactive remote
and integrated input devices, including remote controls for
presentation projectors and advanced viewing systems.


ITRON INC: High Leverage Cues S&P to Lower Ratings to B+
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Itron
Inc., including its corporate credit rating to 'B+' from 'BB-',
following the completion of the company's acquisition of Actaris
Metering Systems.

The ratings were removed from CreditWatch, where they were
originally placed with negative implications on Feb. 26, 2007.  In
addition, the ratings on the company's previous $55 million
revolving credit facility have been withdrawn, as the facility was
replaced with a new $115 million multicurrency revolving credit
facility.  The outlook is stable.

The lower ratings reflect Itron's highly leveraged financial risk
profile, marked by substantially higher debt balances and weaker
credit metrics.  This is partly offset by what Standard & Poor's
views as an enhanced, yet still weak, business risk profile, as
the Actaris acquisition supplements Itron's already leading market
positions in meter-data collection and electricity-metering sales
with increased geographic reach, a broader platform for the
company's high-growth AMR technology, and potential cost-saving
opportunities.


KIDSBERG LLC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Kidsberg, L.L.C.
        22965 Dekalb Drive
        Calabasas, CA 91302

Bankruptcy Case No.: 07-11235

Chapter 11 Petition Date: April 18, 2007

Court: Central District Of California (San Fernando Valley)

Judge: Geraldine Mund

Debtor's Counsel: Juan C. Lozano, Esq.
                  633 West 5th Street, Suite 2800
                  Los Angeles, CA 90071
                  Tel: (213) 223-2180

Estimated Assets:    $100,000 to $1 Million

Estimated Debts:     $1 Million to $100 Million

The Debtor did not submit a list of its largest unsecured
creditors.


KRISPY KREME: Incurs $42.2 Million Net Loss in Year Ended Jan. 28
-----------------------------------------------------------------
Krispy Kreme Doughnuts Inc. reported a fiscal 2007 net loss of
$42.2 million, as compared with a net loss of $135.8 million in
fiscal 2006.  Impairment charges and lease termination costs were
$12.5 million and $55.1 million, in fiscal 2007 and 2006,
respectively, and litigation settlement costs were $16 million
compared to $35.8 million, respectively.

For fiscal 2007, its revenues decreased to $461.2 million, as
compared with $543.4 million in fiscal 2006.  Company Stores sales
decreased to $326.2 million, revenues from franchise operations
increased to $21.1 million and KK Supply Chain sales to franchise
stores decreased to $113.9 million.

In fiscal 2007 and 2006, the company incurred professional fees,
net of anticipated insurance recoveries, of about $9 million and
$31.8 million, respectively, associated with internal and external
investigations, litigation and the interim management firm engaged
by the company in January 2005.  The fiscal 2007 amount includes a
credit of $2.3 million recorded in the fourth quarter resulting
from reimbursements from insurance companies of costs and expenses
in excess of amounts previously estimated.

                      Fourth Quarter Results

Revenues for the fourth quarter decreased to $112.2 million, as
compared with $122.2 million in the fourth quarter of last year.
Company Stores sales decreased to $79.2 million, revenues from
franchise operations increased to $5.8 million, and Krispy Kreme
Supply Chain revenues decreased to $27.2 million.

Fourth quarter system wide sales decreased from the fourth quarter
of last year.  System wide average weekly sales per store
increased from the prior year period to about $39,500 per store,
and Company Store average weekly sales per store increased to
approximately $54,100 per store.

The net loss for the fourth quarter was $24.4 million, as compared
with a net loss of $37.7 million in the comparable period last
year.  The net loss for the quarter includes a charge related to
the settlement of litigation of about $16 million, representing
the increase from Oct. 29, 2006, to Jan. 28, 2007, in the
estimated fair value of the securities issued by the company on
March 2, 2007, in connection with the previously announced
settlement of the class action litigation and partial settlement
of the shareholder derivative action.

During the quarter, 28 new Krispy Kreme stores, comprised of 12
factory stores and 16 satellites, were opened system wide, and
14 stores, comprised of 9 factory stores and 5 satellites, were
closed.  This brings the total number of stores system wide at
year-end to 395, consisting of 296 factory stores and 99
satellites.

"We have made progress during the past year, including resolving
important legal matters, restoring positive cash flow, getting
current with our financials, and closing a new senior secured
credit facility," said Daryl Brewster, president and chief
executive officer of Krispy Kreme Doughnuts, Inc.  "Additionally,
we've seen stability in our overall average unit volume, developed
a pipeline for new products and seen growth internationally
utilizing a flexible real estate model."

As of Jan. 28, 2007, the company posted total assets of
$349.5 million and total liabilities of $270.5 million, resulting
to total stockholders' deficit of $79 million.  The company's
December 31 balance sheet also showed strained liquidity with
$131.8 million in total current assets available to pay
$134.9 million in total current liabilities.  Accumulated deficit
as of Jan. 28, 2007, was $233.2 million, up from $191 million as
of Jan. 29, 2006.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d80

                        About Krispy Kreme

Founded in 1937 in Winston-Salem, North Carolina, Krispy Kreme
(NYSE: KKD) -- http://www.krispykreme.com/-- retails doughnuts,
including the company's Hot Original Glazed.  There are currently
about 320 Krispy Kreme stores and 80 satellites operating system
wide in 43 U.S., Australia, Canada, Mexico, the Republic of South
Korea and the U.K.

Headquartered in Winston-Salem, North Carolina, Freedom Rings
LLC is a majority-owned subsidiary and franchisee partner of
Krispy Kreme Doughnuts Inc., in the Philadelphia region.  Freedom
Rings operates six out of the approximately 360 Krispy Kreme
stores and 50 satellites located worldwide.  The company filed for
chapter 11 protection on Oct. 16, 2005 (Bankr. D. Del. Case No.
05-14268).  M. Blake Cleary, Esq., Margaret B. Whiteman, Esq., and
Matthew Barry Lunn, Esq., at Young Conaway Stargatt & Taylor, LLP,
represent the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it estimated $10
million to $50 million in assets and debts.

Headquartered in Oak Brook, Illinois, Glazed Investments LLC is a
97%-owned unit of Krispy Kreme.  Glazed filed for chapter 11
protection on Feb. 3, 2006 (Bankr. N.D. Ill. Case No. 06-00932).
The bankruptcy filing will facilitate the sale of 12 Krispy Kreme
stores, as well as the franchise development rights for Colorado,
Minnesota and Wisconsin, for about $10 million to Westward Dough,
the Krispy Kreme area developer for Nevada, Utah, Idaho, Wyoming
and Montana.  Daniel A. Zazove, Esq., at Perkins Coie LLP
represents Glazed in its restructuring efforts.  When Glazed filed
for protection from its creditors, it estimated assets and debts
between $10 million to $50 million.

KremeKo Inc., Krispy Kreme's Canadian franchisee, is currently
restructuring under the Companies' Creditors Arrangement Act.
Pursuant to the Court's Initial Order, Ernst & Young Inc. was
appointed as Monitor in KremeKo's CCAA proceedings.  The Monitor
is attempting to sell the KremeKo business.

The U.S. District Court for the Middle District of North Carolina
has set Feb. 7, 2007, as the hearing date for the final approval
of the terms of the settlement of the shareholder derivative
action entitled Wright v. Krispy Kreme Doughnuts Inc., et al.


LB-UBS COMMERCIAL: Moody's Holds Low-Ratings on Three Certificates
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 20 classes of
LB-UBS Commercial Mortgage Trust 2005-C1, Commercial Mortgage
Pass-Through Certificates, Series 2005-C1 as:

    - Class A-1, $35,817,510, affirmed at Aaa
    - Class A-1A, $185,046,482, affirmed at Aaa
    - Class A-2, $232,000,000, affirmed at Aaa
    - Class A-3, $162,000,000, affirmed at Aaa
    - Class A-4, $531,842,000, affirmed at Aaa
    - Class A-J, $102,769,000, affirmed at Aaa
    - Class A-AB, $54,000,000, affirmed at Aaa
    - Class X-CL, Notional, affirmed at Aaa
    - Class X-CP, Notional, affirmed at Aaa
    - Class B, $13,351,000, affirmed at Aa1
    - Class C, $26,704,000, affirmed at Aa2
    - Class D, $19,073,000, affirmed at Aa3
    - Class E, $24,796,000, affirmed at A2
    - Class F, $15,259,000, affirmed at A3
    - Class G, $17,167,000, affirmed at Baa1
    - Class H, $17,166,000, affirmed at Baa2
    - Class J, $22,889,000, affirmed at Baa3
    - Class K, $5,717,000, affirmed at Ba1
    - Class L, $7,623,000, affirmed at Ba2
    - Class M, $3,811,000, affirmed at Ba3

As of the March 16, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 1.2%
to $1.51 billion from $1.52 billion at securitization.  The
Certificates are collateralized by 90 mortgage loans ranging in
size from less than 1.0% to 10.6% of the pool, with the top 10
loans representing 59.4% of the pool.  The pool includes five
shadow rated loans, representing 28.2% of the pool.  Two loans,
representing 1.2% of the pool, have defeased and are secured by
U.S. Government securities.

There have been no losses since securitization and currently there
are no loans in special servicing.  Ten loans, representing 6.1%
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 96.8% and 69.8%, respectively,
of the pool.  Moody's loan to value ratio for the conduit
component is 94.2%, compared to 96.0% at securitization.  Moody's
is affirming all rated classes.

The largest shadow rated loan is the 11 West 42nd Street Office
Loan ($160.0 million -- 10.6%), which is secured by a 877,000
square foot office building located in the Grand Central office
submarket of New York City.  Moody's current shadow rating is
Baa3, the same as at securitization.

The second shadow rated loan is the Mall del Norte Loan ($113.4
million - 7.5%), which is secured by the borrower's interest in a
1.2 million square foot regional mall located in Laredo, Texas.
Moody's current shadow rating is Baa3, the same as at
securitization.

The third largest shadow rated loan is the MacQuarie DDR Portfolio
Loan ($85.0 million - 5.6%), which is secured by four retail
properties totaling 800,000 square feet.  The centers are located
in South Texas (2), South Carolina and Colorado.  Moody's current
shadow rating is Baa3, the same as at securitization.

The fourth largest shadow rated loan is the IBM Gaithersburg Loan
($46.4 million - 3.1%), which is secured by a 393,000 square foot
office building located in Gaithersburg, Maryland.  The building
is 100.0% leased to IBM through 2016. Moody's current shadow
rating is A1, the same as at securitization.

The fifth largest shadow rated loan is the United States District
Courthouse Loan ($19.7 million -- 1.3%), which is secured by a
47,000 square foot office building located in El Centro,
California, approximately 10 miles north of the Mexican border.
The loan fully amortizes over its 15-year term and has amortized
by approximately 10.2% since securitization.  The property is
100.0% occupied by the U.S. Magistrate Courthouse.  Moody's
current shadow rating is Aaa, the same as at securitization.

The top three conduit exposures represent 21.9% of the outstanding
pool balance.  The largest conduit loan is the 2100 Kalakaua
Avenue Loan ($130.0 million -- 8.6%), which is secured by a 97,000
square foot high-end fashion retail center located in Honolulu,
Hawaii.  The property was 85.0% occupied as of December 2006,
compared to 71.0% at securitization.  Moody's LTV is 84.6%,
compared to 86.0% at securitization.

The second largest conduit exposure consists of the Wilshire Rodeo
Plaza Loans ($112.7 million - 7.5%), which are secured by two
mixed use properties totaling 265,000 square feet.  The property
was 99.0% leased as of December 2006, essentially the same as at
securitization.  Moody's LTV is 100.3%, essentially the same as at
securitization.

The third largest conduit loan is the U-Store-It Portfolio II Loan
($88.0 million -- 5.8%), which is secured by 21 self storage
facilities totaling 14,452 units and located in 10 states.
Moody's LTV is 86.3%, compared to 85.4% at securitization.


LORETTA LEONBERG: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Loretta M. Leonberg
        3723 Mullenhurst Drive
        Palm Harbor, FL 34685

Bankruptcy Case No.: 07-03023

Chapter 11 Petition Date: April 16, 2007

Court: Middle District of Florida (Tampa)

Debtor's Counsel: David W. Steen, Esq.
                  602 South Boulevard
                  Tampa, FL 33606-2630
                  Tel: (813) 251-3000

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Washington Mutual                homestead           $1,629,980
c/o Marshall C. Watson
1800 Northwest 49th Street,
Suite 120
Fort Lauderdale, FL 33309

Countrywide                      1117 Haines Mill      $128,700
P.O. Box 660694                  Road, Moorestown,
Dallas, TX 75266                 NJ 08057

Wells Fargo Home Mortgage        23127 Edelen          $116,365
P.O. Box 17430
Baltimore, MD 21297

David A. Maney, Esq.             charging lien-         $68,019
                                 dissolution of
                                 marriage

J.P. Morgan Chase Bank, N.A.     Hummer H2              $59,619

The Limberpoulos Law Firm        attorney's fees        $41,867

Saul Ewing, L.L.P.               attorney's fees        $26,028

Bank of America                  credit card            $20,392
c/o Adademy coll Services, Inc.  purchases

Citi Platinum Mastercard         credit card            $13,309
                                 purchases

Chase Visa                       credit card            $11,500
                                 purchases

Discover Gold Card               credit card            $10,155
                                 purchases

Macy's                           credit card             $4,326
                                 purchases

Macy's Visa                      credit card             $4,229
                                 purchases

Circuit City Chase Visa          credit card             $3,891
                                 purchases

Neiman Marcus                    attorney's fees         $3,774

Capitol One Bank                 credit card             $3,350
                                 purchases

Best Buy                         credit card             $3,213
                                 purchases

Michael's Pool Service & Rep     pool services           $1,727
                                 within foreclosure
                                 action

Bank of America                  credit card             $1,594
c/o Enhanced Recovery Corp.      purchases

Dilard's VIP                     credit card             $1,447
                                 purchases


LOUIS PEARLMAN ENTERPRISES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------------
Debtor: Louis J. Pearlman Enterprises, Inc.
        c/o Gerard A. McHale, Jr. as Receiver
        1601 Jackson Street, Suite 200
        Fort Myers, FL 33901

Bankruptcy Case No.: 07-01505

Type of Business: The Debtor is owned by Louis J.Pearlman, an
                  alleged con man from Flushing, Queens, New York,
                  USA, last residing in Orlando, Florida.  His
                  current whereabouts are unknown.  Pearlman is
                  best known for managing boy bands the Backstreet
                  Boys and 'N Sync.

Chapter 11 Petition Date: April 18, 2007

Court: Middle District of Florida (Orlando)

Judge: Arthur B. Briskman

Debtor's Counsel: Michael C. Markham, Esq.
                  Johnson Pope Bokor Ruppel & Burns, L.L.P.
                  P.O. Box 1368 Clearwater, FL 33757
                  Tel: (727) 461-1818
                  Fax: (727) 443-6548

Estimated Assets: Unstated

Estimated Debts:  Unstated

The Debtor did not submit a list of its largest unsecured
creditors.


MARVIN MUSGROVE: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Marvin Musgrove
        206 Ravenswood
        Lafayette, LA 70508

Bankruptcy Case No.: 07-50443

Chapter 11 Petition Date: April 16, 2007

Court: Western District of Louisiana (Lafayette/Opelousas)

Debtor's Counsel: Thomas E. St. Germain, Esq.
                  P.O. Box 8
                  Opelousas, LA 70571-0008
                  Tel: (337) 948-4700

Total Assets: $1,057,450

Total Debts:  $1,723,848

Debtor's 12 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Home Bank                        2006 Ravenswood       $654,800
Main Office                      Lane,
P.O. Box 81459                   Lafayette, LA
503 Kaliste Saloom Road          (unfinished
Lafayette, LA 70598-1459         residence); value
                                 of security:
                                 $430,000;
                                 value of senior
                                 lien: $75,395

                                 15 small tanning       $80,000
                                 beds, 4 medium
                                 tanning beds, 2
                                 standup tanning
                                 booths, P90
                                 tanning bed; value
                                 of security:
                                 $78,000

U.S. Small Business Admin.       107 Stonemont         $299,000
One Canal Place                  Road
365 Canal Street, Suite 2820     Lafayette, LA
New Orleans, LA 70130            (tanning salon);
                                 value of
                                 security:
                                 $450,000
                                 value of senior
                                 lien:
                                 $360,000

Capital One                                            $143,000
P.O. Box 650010
Dallas, TX 75265-0010

Chase Visa                                              $63,000

Wells Fargo Payment                                     $20,000
Remittance Center

Advanta                                                 $11,000

Parish of Lafayette                                      $9,000

Village of River Ranch           association dues        $3,453
Town Center Association

Lafayette Consolidated           property taxes          $3,000
Government

Mastercard                                               $1,200

Target Nation Bank                                         $500

Home Depot                                                 $500


MCMORAN EXPLORATION: March 31 Balance Sheet Upside-Down by $75.7 M
------------------------------------------------------------------
McMoRan Exploration Co. reported a net loss of $14.9 million for
the first quarter ended March 31, 2007, compared with a net loss
of $13.5 million for the first quarter of 2006.  McMoRan's net
loss from its continuing operations for the first quarter of 2007
totaled $16.8 million, including $9.8 million of exploration
expense and $2.7 million of start-up costs associated with
MPEH(TM).  First-quarter 2007 results also include a charge to
expense of $3.2 million to adjust reclamation accruals on two
fields.  During the first quarter of 2006, McMoRan's net loss from
continuing operations totaled $11.4 million, including
$20.6 million of exploration expense and $1.8 million of MPEH(TM)
start-up costs.

James R. Moffett and Richard C. Adkerson, co-chairmen of McMoRan,
said, "We continue to be encouraged by the results of our drilling
program and the opportunities to build values through drilling
high impact wells in our focused exploration areas.  We are also
aggressively pursuing the values available through establishing a
major new offshore LNG terminal and onsite natural gas storage
facility at our proposed Main Pass Energy Hub(TM)."

McMoRan's first-quarter 2007 oil and gas revenues totaled
$51.4 million, compared to $35.4 million during the first quarter
of 2006.  During the first quarter of 2007, McMoRan's sales
volumes totaled 3.8 Bcf of gas and 417,000 barrels of oil and
condensate, including 160,200 barrels from Main Pass Block 299,
compared to 2.2 Bcf of gas and 311,200 barrels of oil and
condensate, including 199,300 barrels from Main Pass Block 299, in
the first quarter of 2006.  McMoRan's first-quarter comparable
average realizations for gas were $7.59 per thousand cubic feet
(Mcf) in 2007 and $8.12 per Mcf in 2006; for oil and condensate,
including Main Pass Block 299, McMoRan received an average of
$54.24 per barrel in first-quarter 2007 compared to $57.15 per
barrel in first-quarter 2006.

                      Financing Transactions

In January 2007, McMoRan completed arrangements for a new
$100 million Senior Term Loan for its wholly owned subsidiary
McMoRan Oil & Gas LLC.  The net proceeds of the new five-year term
loan were used to repay borrowings under McMoRan Oil & Gas LLC's
existing revolving credit facility.  The remainder will be used
for future drilling activities and other corporate purposes.

        Cash and Cash Equivalents and Capital Expenditures

On March 31, 2007, McMoRan had unrestricted cash and cash
equivalents of $57.7 million.  Capital expenditures for the first
quarter of 2007 totaled $38.4 million and are expected to total
$150 million for the year, including approximately $100 million
for exploration expenditures and approximately $50 million for
currently identified development costs.

At March 31, 2007, the company's balance sheet showed
$445.8 million in total assets, $492.4 million in total
liabilities, and $29.1 million in mandatorily redeemable
convertible preferred stock, resulting in a $75.7 million total
stockholders' deficit.

                    About McMoran Exploration

McMoRan Exploration Co. (NYSE: MMR) -- http://www.mcmoran.com--  
is an independent public company engaged in the exploration,
development and production of oil and natural gas offshore in the
Gulf of Mexico and onshore in the Gulf Coast area.  McMoRan is
also pursuing plans for the development of the Main Pass Energy
HubTM which will be used for the receipt and processing of
liquefied natural gas and the storage and distribution of natural
gas.


MEDICAL CONNECTIONS: Bagell Josephs Expresses Going Concern Doubt
-----------------------------------------------------------------
Bagell, Josephs, Levine & Company, LLC reported matters that raise
substantial doubt about Medical Connections Holdings Inc.'s
ability to continue as a going concern after auditing the
company's annual report for 2006 and 2005.  The auditing firm
pointed to the company's inability to generate sufficient cash
flows from revenues during the year ended Dec. 31, 2006, to fund
its operations.  Bagell Josephs also stated that at Dec. 31, 2006,
the company had negative net working capital of $1.3 million.  The
auditing firm further stated that the company's net working
capital position has continued to deteriorate into the first
quarter of 2007.

Net loss applicable for common shareholders for the year 2006 was
$2.6 million, as compared with $2.1 million for the prior year.
The company generated revenues of $2.2 million for the year 2006,
as compared with $516,184 for the prior year.

As of Dec. 31, 2006, the company posted total stockholders'
deficit of $966,868, which resulted from total assets of
$1.1 million and total liabilities of $2.1 million.

The company also had strained liquidity with total current assets
of $335,130 available to pay total current liabilities of
$1.6 million as of Dec. 31, 2006.  Unless the company secures
additional financing, of which there can be no assurance, or
significantly increase revenues while maintaining costs, the
company will not be able to meet its obligations as they become
due.  Accumulated deficit increased to $11.8 million in 2006, from
an accumulated deficit of $3 million a year earlier.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d85

                    About Medical Connections

Headquartered in Boca Raton, Florida, Medical Connections, Inc.
(OTC BB; MCTH) -- http://www.medicalconnections.com/-- is a
recruitment and staffing company that supplies personnel in the
healthcare industry.  The company identifies, trains, and places
medical professionals from allied health, nurses and physicians to
pharmacists and medical scientists.


MERRILL LYNCH: Moody's Cuts Rating on Class E Certificates to B1
----------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class,
downgraded the rating of one class and affirmed the ratings of six
classes of Merrill Lynch Mortgage Investors, Inc., Mortgage Pass-
Through Certificates, Series 1998-C1-CTL as:

    - Class A-2, $53,275,735, Fixed, affirmed at Aaa
    - Class A-3, $235,868,000, Fixed, affirmed at Aaa
    - Class A-PO, $1,308,827, Principal Only, affirmed at Aaa
    - Class IO, Notional, affirmed at Aaa
    - Class B, $38,765,000, Fixed, upgraded to Aa1 from Aa2
    - Class C, $32,304,000, Fixed, affirmed at A2
    - Class D, $38,765,000, Fixed, affirmed at Ba1
    - Class E, $9,691,000, Fixed, downgraded to B1 from Ba3

As of the March 16, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 24.9%
to $473.5 million from $630.4 million at securitization.  The
loans range in size from less than 1.0% to 13.8% of the pool, with
the top 10 loans representing 43.1% of the pool.  The Certificates
are collateralized by 99 credit tenant lease loans backed by 16
corporate credits.  Nine loans, representing 20.0% of the pool,
have defeased and are collateralized by U.S. Government
securities.  Moody's is upgrading Class B due to defeasance, which
occurred after Moody's last full review in August 2005, and
increased credit support.  Moody's is downgrading Class E due to
concerns about the credit of Rite Aid Corporation.

The largest exposure in the pool is Rite Aid Corporation, which
represents approximately 22.2% of the pool.  Moody's senior
unsecured rating for Rite Aid is Caa2 (negative outlook), compared
to Caa1 at Moody's last review and compared to Baa1 at
securitization.  Other large exposures include Georgia Power
(13.8%; Moody's senior unsecured rating A2), Circuit City Stores
(11.1%), Kroger (7.4%; Moody's senior unsecured rating Baa2), and
24 Hour Fitness (7.1%).  Approximately 62.5% of the non-defeased
loans are backed by Moody's rated corporate credits.  The trust
has realized losses totaling approximately $10.8 million from the
liquidation of 12 loans.  There are no loans in special servicing.
Fifty-two loans, representing 29.4% of the pool, are on the master
servicer's watchlist.


MTI TECHNOLOGY: Securities Fail to Meet Nasdaq's $35 Million Limit
------------------------------------------------------------------
MTI Technology Corporation received a Nasdaq Staff Determination
Letter on April 11, 2007, indicating that it failed to comply
with the $35,000,000 minimum market value of listed securities
requirement for continued listing on the Nasdaq Capital Market
pursuant to Marketplace Rule 4310(c)(2)(B)(ii), and that its
common stock is therefore subject to delisting from the Nasdaq
Capital Market unless it requests a hearing before a NASDAQ
Listing Qualifications Panel.

MTI intends to request a hearing; however, there can be no
assurance the Panel will grant MTI's request for continued
listing.  At the hearing, MTI will also be required to address its
failure to comply with the minimum bid price requirement of
Marketplace Rule 4310(c)(4).

Pending a decision by the Panel, MTI's securities will remain
listed on the Nasdaq Capital Market.

As reported in the Troubled Company Reporter on March 20, 2007,
MTI received a Nasdaq Staff Deficiency Letter, stating that the
company's market value of listed securities was below the minimum
amount required for continued listing.

In accordance with Nasdaq Marketplace Rule 4310(c)(8)(C), the
company is given 30 calendar days from the date of notification,
or until April 9, 2007, to regain compliance with Marketplace Rule
4310(c)(2)(B)(ii).

                       About MTI Technology

MTI Technology Corporation -- http://www.mti.com/-- is a multi-
national provider of professional services and comprehensive data
storage solutions for mid to large-size organizations.  As a
strategic partner of EMC (NYSE:EMC), MTI offers the best data
storage, protection and management solutions available today. MTI
currently serves more than 3,000 customers throughout North
America and Europe.

                          *     *    *

MTI Technology's balance sheet at Dec. 31, 2006, showed total
assets of $78,134,000 and total liabilities of $85,559,000
resulting to a total stockholders' deficit of $7,425,000.


NEPHROS INC: Deloitte & Touche Raises Going Concern Doubt
---------------------------------------------------------
Deloitte & Touche LLP expressed substantial doubt about Nephros
Inc.'s ability to continue as a going concern after auditing the
company's financial statements for the years ended Dec. 31, 2006,
and 2005.  The auditing firm pointed to the company's recurring
losses and difficulty in generating sufficient cash flow to meet
its obligations and sustain its operations.

For the year ended Dec. 31, 2006, the company generated net
revenues of $793,489 and incurred a net loss of $8 million, as
compared with net revenues of $2.4 million and a net loss of
$5.5 million for the year ended Dec. 31, 2005.

The company's balance sheet as of Dec. 31, 2006, showed total
assets of $5.2 million and total liabilities of $7.3 million,
resulting to total stockholders' deficit of $2.1 million.  The
company posted an accumulated deficit of $55.3 million in 2006, up
from an accumulated deficit of $47.2 million in 2005.

Cash and cash equivalents and short-term investments were $253,043
and $2.8 million as of Dec. 31, 2006.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d76

                          AMEX Delisting

On Nov. 14, 2006, the company was notified of a reviewed on its
plan of compliance to meet the AMEX's continued listing standards.
AMEX will continue the company's listing while the company seeks
to regain compliance with the continued listing standards during
the period ending Jan. 17, 2008.  During the plan period, the
company must continue to provide the AMEX staff with updates
regarding initiatives set forth in its plan of compliance.  The
company will be subject to periodic review by the AMEX staff
during the plan period.  If the company is not in compliance with
the continued listing standards at Jan. 17, 2008, or does not make
progress consistent with the plan during the plan period, then the
AMEX may initiate immediate delisting proceedings.

                        About Nephros Inc.

New York-based Nephros Inc. (Amex: NEP) -- http://www.nephros.com/
-- develops and markets medical devices products for the End-Stage
Renal Disease patient, while addressing the critical financial and
clinical needs of the care provider.  Nephros also markets
filtration products complimentary to its core ESRD therapy
business.  ESRD is a disease state characterized by the
irreversible loss of kidney function.


NEW CENTURY: Selects Lazard Freres as Financial Advisor
-------------------------------------------------------
New Century Financial Corporation and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Lazard Freres & Co. LLC, as their financial
advisor, nunc pro tunc to April 2, 2007.

Monika L. McCarthy, senior vice president and assistant general
counsel of the Debtors, relates Lazard is an investment banking
firm focused on providing financial and investment banking advice
and transaction execution on behalf of its clients.  Lazard's
broad range of corporate advisory services includes services
pertaining to general financial advice, corporate restructurings,
domestic and cross-border mergers and acquisitions, divestitures,
privatization, special committee assignments, takeover defenses,
and strategic partnerships and joint ventures.  Lazard is a
registered broker-dealer and investment adviser registered with
the United States Securities and Exchange Commission.

The Debtors have selected Lazard as their financial advisor based
on (i) Lazard's extensive experience in providing financial
advisory and investment banking services in large and complex
Chapter 11 cases, and (ii) Lazard's excellent reputation for the
services it has rendered in Chapter 11 cases on behalf of debtors
and creditors throughout the United States.

Lazard has agreed to advise the Debtors in connection with a
variety of financial matters, including a review of the Debtors'
financial position and obligations, and a review and evaluation
of possible strategic alternatives, liquidity alternatives and
transactions.

Moreover, Lazard has agreed to advise the Debtors in connection
with any Restructuring, Bankruptcy Sale Transaction, Alternative
Transaction or Non-Bankruptcy Sale Transaction pursued by the
Debtors, and has already provided the Debtors with certain advice
in this regard.

The services that Lazard will provide to the Debtors are
necessary to enable the Debtors to maximize the value of their
estates, Ms. McCarthy asserts.

Lazard has agreed to this compensation structure:

   (a) A $1,000,000 retainer that was paid upon the execution
       of the engagement letter signed by the Debtors and Lazard.
       Payment of the Retainer will be credited against a
       Strategic Advisory Fee, a Bankruptcy Sale Fee, or an
       Alternative Transaction Fee;

   (b) A $200,000 monthly financial advisory fee payable upon
       the first day of each month during the term of the
       engagement, with the first payment due on April 1, 2007.
       All Monthly Fees paid will be credited against a Strategic
       Advisory Fee, an Alternative Transaction Fee or a
       Bankruptcy Sale Fee;

   (c) A fee equal to $2,000,000, payable upon announcement of,
       or the execution of a definitive agreement for, a
       Non-Bankruptcy Sale Transaction, Restructuring or
       Bankruptcy Sale Transaction.  An Announcement Fee will be
       credited against a Strategic Advisory Fee, an Alternative
       Transaction Fee or a Bankruptcy Sale Fee;

   (d) A fee equal to $5,000,000, payable upon the consummation
       of a Non-Bankruptcy Other Assets Sale, and a fee equal to
       $7,000,000, payable upon the consummation of either a Full
       Non-Bankruptcy Sale or a Non-Bankruptcy Control Sale;

   (e) A fee equal to $5,000,000, payable upon the consummation
       of a Bankruptcy Other Assets Sale, and a fee equal to
       $7,000,000, payable upon the consummation of a Full
       Bankruptcy Sale; and

   (f) A fee to be mutually agreed in good faith, payable in
       connection with any Alternative Transaction, which will
       appropriately compensate Lazard in light of the magnitude
       and complexity of the Alternative Transaction and the fees
       customarily paid to investment bankers of similar standing
       for similar transactions.  Any Alternative Transaction Fee
       will be credited against a Strategic Advisory Fee or a
       Bankruptcy Sale Fee.

Lazard and the Debtors have agreed that the aggregate fees to be
paid to Lazard under the Engagement Letter will not exceed
$7,000,000.

The Debtors have also agreed to reimburse Lazard for all its
reasonable expenses incurred in connection with the performance
of the engagement, including travel costs, document production
and other expenses of this type, and also including the
reasonable expenses of outside counsel and other professional
advisors.

To induce Lazard to do business with the Debtors in bankruptcy,
the Compensation Structure was established to reflect the
difficulty of the extensive assignments Lazard expects to
undertake and the potential for failure, Ms. McCarthy avers.  The
Compensation Structure, she relates, is comparable to
compensation generally charged by investment banking firms of
similar stature to Lazard and for comparable engagements, both in
and out of court.

The Debtors do not owe Lazard any amount for any services
performed or expenses incurred before their bankruptcy filing.

The parties have signed an Indemnification Agreement, pursuant to
which the Debtors agree to, among others, indemnify Lazard and
its employees for claims and liabilities arising out from the
engagement.

David S. Kurtz, managing director at Lazard, assures the Court
that the firm:

   (a) is a "disinterested person" within the meaning of Section
       101(14) of the Bankruptcy Code, and holds no interest
       adverse to the Debtors or their estates in connection
       with the matters for which Lazard is to be retained by the
       Debtors; and

   (b) has no connection with the Debtors, their creditors, the
       U.S. Trustee, or other parties-in-interest in the Chapter
       11 cases.

                         About New Century

Founded in 1995 and headquartered in Irvine, California, New
Century Financial Corporation (NYSE: NEW) -- http://www.ncen.com/
-- is a real estate investment trust, providing mortgage products
to borrowers nationwide through its operating subsidiaries, New
Century Mortgage Corporation and Home123 Corporation.  The company
offers a broad range of mortgage products designed to meet the
needs of all borrowers.

The company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  When the
Debtors filed for bankruptcy, they listed total assets of
$36,276,815 and total debts of $102,503,950.  The Debtors'
exclusive period to file a chapter 11 plan expires on July 31,
2007.  (New Century Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


NEW CENTURY: Taps XRoads as Claims and Noticing Agent
-----------------------------------------------------
New Century Financial Corporation and its debtor-affiliates
obtained authority from the U.S. Bankruptcy Court for the District
of Delaware to employ XRoads Case Management Services LLC as their
claims and noticing agent.

XRoads specializes in claims processing, noticing and other
administrative tasks in Chapter 11 cases.  It has provided
identical or substantially similar services in other Chapter 11
cases, including APX Holdings, L.L.C., Nellson Nutraceutical,
Inc., and Gardenburger, Inc.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, tells the Court that the retention of
XRoads as the claims and noticing agent in the Debtors' Chapter
11 cases will promote the economical and efficient administration
of their estates.  It will allow the Debtors to avoid duplication
in claims administration and in providing notices to their
creditors.

XRoads will also relieve the Court and the Bankruptcy Clerk of
heavy administrative and other burdens that may be imposed by the
large number of creditors and other parties-in-interest in the
Debtors' Chapter 11 cases, Mr. Collins says.

XRoads will, among others:

   (a) prepare, in conjunction with the Debtors' counsel, and
       serve certain required notices;

   (b) file with the Bankruptcy Clerk within five days after
       mailing of a particular notice, a certificate or affidavit
       of service;

   (c) maintain copies of all proofs of claim and proofs of
       interest filed;

   (d) maintain official claims registers by docketing all proofs
       of claim and proofs of interest on claims registers;

   (e) assist the Debtors in the preparation of their bankruptcy
       schedules and statements, including the creation and
       administration of a claims database based upon a review of
       the claims against the Debtors' estates and the Debtors'
       books and records;

   (f) implement necessary security measures to ensure the
       completeness and integrity of the claims registers;

   (g) transmit, upon request, to the Bankruptcy Clerk's office a
       copy of the claims registers;

   (h) maintain an up-to-date mailing list for all entities that
       have filed a proof of claim or proof of interest, the list
       which will be available upon request of a party-in-
       interest or the Bankruptcy Clerk's office;

   (i) provide access to the public for examination of copies of
       proofs of claim or interest without charge during regular
       business hours;

   (j) record all transfers of claims pursuant to Rule 3001(e) of
       the Federal Rules of Bankruptcy Procedure;

   (k) comply with applicable federal, state, municipal and local
       statutes, ordinances, rules, regulations, orders and other
       requirements; and

   (l) provide temporary employees to process claims, as
       necessary.

XRoads will also assist in the preparation of amendments to the
master creditor lists; administrative tasks relating to the
reconciliation and resolution of claims; and the preparation,
mailing and tabulation of ballots for the purposes of voting to
accept or reject a plan or plans of reorganization.

The Debtors will pay XRoads an initial retainer of $25,000, which
will be applied to the fees and expenses incurred before the
Debtors' bankruptcy filing and considered earned at the time fees
and expenses are incurred.  The Debtors will "top off" and
increase the initial retainer to $50,000 before their bankruptcy
filing.  All retainers will be held in XRoads' pooled non-interest
bearing retainer account until earned.

The bankruptcy retainer will be treated as an "evergreen"
retainer and applied to the firm's final bill.  The bankruptcy
retainer will be considered earned at the time that any XRoads
postpetition fees and expenses are incurred, which are not paid
on a monthly bases.

To the extent XRoads does not use the entire retainers, it will
refund the unearned retainer balance to the Debtors at the
conclusion of the Debtors' Chapter 11 cases.  The Debtors will be
billed for any fees and expenses that exceed that retainer
amount.

The Honorable Kevin J. Carey declares that funds that are part of
the initial retainer will be drawn upon as fees and expenses are
payable via monthly invoice beginning with the May 2007 monthly
invoice.

XRoads' hourly rates for consulting services are:

         Director, Managing Director          $225 - $325
         Consultant, Senior Consultant        $125 - $225
         Accounting and Document Manager      $125 - $195
         Programming and Technical Support    $125 - $195
         Clerical - data entry                 $40 -  $65

The Debtors will reimburse XRoads for any actual out-of-pocket
expenses incurred in relation to their Chapter 11 cases.

John Vander Hooven, managing director at XRoads, discloses that
O'Melveny & Myers LLP has previously represented clients of the
parent entity of XRoads, XRoads Solutions Group, LLC, and parties
adverse and non-adverse to XSG clients in unrelated matters.

Hunter Simon, son of XSG's managing principal Dennis Simon, is an
associate at O'Melveny, and has not and is not expected to be
involved in the Debtors' Chapter 11 cases.  The son of one of
XSG's principals is employed by the Debtors as a junior account
executive in their Reno, Nevada offices, Mr. Hooven adds.

Mr. Hooven states that neither XRoads nor any of its
professionals has any relationship with the Debtors or any
potential party-in-interest that would impair its ability to
serve as the Debtors' claims and noticing agent.

XRoads does not consider itself to be a professional for purposes
of Section 327 of the Bankruptcy Code, but to the extent that it
may be deemed to be one, Mr. Hooven attests that XRoads is a
disinterested person, as the term is defined in Section 101(14).

Mr. Hooven informs the Court that XRoads has not been retained,
nor will it accept any engagement or perform any service, to
assist any entity or person other than the Debtors on matters
relating to, or in connection with, their Chapter 11 cases.

                         About New Century

Founded in 1995 and headquartered in Irvine, California, New
Century Financial Corporation (NYSE: NEW) -- http://www.ncen.com/
-- is a real estate investment trust, providing mortgage products
to borrowers nationwide through its operating subsidiaries, New
Century Mortgage Corporation and Home123 Corporation.  The company
offers a broad range of mortgage products designed to meet the
needs of all borrowers.

The company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  When the
Debtors filed for bankruptcy, they listed total assets of
$36,276,815 and total debts of $102,503,950.  The Debtors'
exclusive period to file a chapter 11 plan expires on July 31,
2007.  (New Century Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


NEW CENTURY: First Meeting of Creditors Scheduled for May 8, 2007
-----------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
will convene a meeting of the creditors of New Century TRS
Holdings Inc., and New Century Financial Corp. and their debtor-
subsidiaries at 10:00 a.m., on May 8, 2007, at J. Caleb Boggs
Federal Building, 5th Floor, Room 5209, in Wilmington, Delaware.
This is the first meeting of creditors required under 11 U.S.C.
Sec 341(a) in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtors under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Founded in 1995 and headquartered in Irvine, California, New
Century Financial Corporation (NYSE: NEW) -- http://www.ncen.com/
-- is a real estate investment trust, providing mortgage products
to borrowers nationwide through its operating subsidiaries, New
Century Mortgage Corporation and Home123 Corporation.  The company
offers a broad range of mortgage products designed to meet the
needs of all borrowers.

The company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  When the
Debtors filed for bankruptcy, they listed total assets of
$36,276,815 and total debts of $102,503,950.  The Debtors'
exclusive period to file a chapter 11 plan expires on July 31,
2007.  (New Century Bankruptcy News, Issue No. 6; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).


NEW YORK WESTCHESTER: Panel Hires Farrell Fritz as Bankr. Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in New
York Westchester Square Medical Center's Chapter 11 case obtained
permission from the U.S. Bankruptcy Court for the Southern
District of New York to employ Farrell Fritz, P.C., as bankruptcy
counsel.

Farrell Fritz is expected to:

   a) administer the case and exercise oversight with respect to
      the Debtor's affairs;

   b) prepare on behalf of the Committee all necessary
      applications, motions, order, reports and other legal
      papers;

   c) appear before the Court and at statutory meetings of
      creditors to represent the interests of the Committee and,
      by extension, unsecured creditors;

   d) negotiate, formulate, draft and confirm any plan of
      reorganization;

   e) exercise oversight with respect to any transfer, pledge,
      conveyance, sale or other liquidation of the Debtor's
      assets;

   f) investigate assets, liabilities, financial condition and
      operating issues concerning the Debtor that may be relevant;

   g) communicate with the Committee's constituents and others as
      the Committee may consider desirable; and

   h) perform all duties as requested by the Committee and other
      parties-in-interest.

Ted A. Berkowitz, Esq., a member of Farrell Fritz, tells the Court
that the Firm's professionals bill:

      Professional                   Hourly Rate
      ------------                   -----------
      Ted A. Berkowitz, Esq.            $525
      Louis A. Scarcella, Esq.          $525
      Patrick Collins, Esq.             $425
      Robert C. Yan, Esq.               $300
      Maria M. Siffert                  $200

Mr. Berkowitz assures the Court that the Firm is "disinterested"
as that term is defined in Section 101(14) of the Bankruptcy Code.

                    About New York Westchester

Based in Bronx, New York, New York Westchester Square
Medical Center -- http://www.nywsmc.org/-- is a not-for-profit,
community acute care hospital and certified stroke center that has
served a working class population in the Bronx community since
1929.  Its primary facility, located at 2475 St. Raymond Avenue,
Bronx, New York 10461, houses 205 beds and provides acute adult
medical and surgical care, emergency medicine and ambulatory
services.  NYWSMC is a membership corporation whose members are
selected by the New York-Presbyterian Healthcare System, Inc.

The company filed for chapter 11 protection on Dec. 19, 2006
(Bankr. S.D.N.Y. Case No. 06-13050).  Burton S. Weston, Esq., at
Garfunkel, Wild & Travis, P.C., represents the Debtor.   Louis A.
Scarcella, Esq., and Robert C. Yan, Esq., at Farrell Fritz PC,
represent the Official Committee Of Unsecured Creditors.  The
Debtor's schedules showed total assets of $49,283,477 and total
debts of $35,502,088.  The Debtor's exclusive period wherein it
can file a plan of reorganization ends on Aug. 16, 2007.


NEW YORK WESTCHESTER: Court Extends Plan Filing Period to Aug. 16
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extended, until Aug. 16, 2007, the exclusive period wherein New
York Westchester Square Medical Center can file a plan of
reorganization.  The Court also gave the Debtor until
Oct. 15, 2007, to solicit acceptances of that plan.

The Debtor explains to the Court that its status as a healthcare
provider inherently impedes its ability to quickly formulate a
plan of reorganization.  The Debtor says it is constrained by a
heavily regulated environment that requires it to obtain approval
for all major business decisions.

                    About New York Westchester

Based in Bronx, New York, New York Westchester Square
Medical Center -- http://www.nywsmc.org/-- is a not-for-profit,
community acute care hospital and certified stroke center that has
served a working class population in the Bronx community since
1929.  Its primary facility, located at 2475 St. Raymond Avenue,
Bronx, New York 10461, houses 205 beds and provides acute adult
medical and surgical care, emergency medicine and ambulatory
services.  NYWSMC is a membership corporation whose members are
selected by the New York-Presbyterian Healthcare System, Inc.

The company filed for chapter 11 protection on Dec. 19, 2006
(Bankr. S.D.N.Y. Case No. 06-13050).  Burton S. Weston, Esq., at
Garfunkel, Wild & Travis, P.C., represents the Debtor.   Louis A.
Scarcella, Esq., and Robert C. Yan, Esq., at Farrell Fritz PC,
represent the Official Committee Of Unsecured Creditors.  The
Debtor's schedules showed total assets of $49,283,477 and total
debts of $35,502,088.


OMI CORP: Teekay's Offer Cues S&P to Retain Negative CreditWatch
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on OMI
Corp., including the 'BB+' long-term corporate credit rating,
remain on CreditWatch with negative implications.  The CreditWatch
update follows the announcement that Teekay Shipping Corp.
(BB+/Watch Neg/--) and A/S Dampskibsselskatbet TORM have entered
into a definitive agreement to acquire OMI.

"Once the transaction is complete, we will most likely withdraw
our rating on OMI," said Standard & Poor's credit analyst Eric
Ballantine.  "OMI's current debt instruments have features in
place that could cause them to be redeemed.  These debt
instruments remain on CreditWatch because in the unlikely event
that the current deal does not materialize, OMI may pursue actions
which could be credit harming."  Ratings on Omi were placed on
CreditWatch with negative implications on March 19, 2007,
following the company's announcement that it was exploring
strategic alternatives.

Rating List

OMI Corp.

Corporate Credit Rating                     BB+/Watch Neg/--
Senior Unsecured Debt                       BB/Watch Neg


ORECK CORPORATION: Moody's Rates Proposed $150MM Facility at B1
---------------------------------------------------------------
Moody's Investors Service confirmed Oreck Corporation's Corporate
Family Rating at B2, concluding the review for downgrade initiated
on January 29, 2007.  At the same time, Moody's assigned ratings
of B1 to Oreck's proposed $150 million first lien credit
facilities and Caa1 to the company's proposed $50 million second
lien credit facility.  The rating outlook is stable.

Proceeds from the new facilities will be used to refinance, in
full, the company's existing 1st lien credit facilities (rated
B2).  Moody's will withdraw the ratings on the existing facilities
upon closing of the new transaction.

The company's ratings had been under review for downgrade due to
uncertainty surrounding its breach of financial covenants under
the existing rated facility and the potential adverse impact on
liquidity resulting from the breach.  The company's liquidity
profile has remained adequate, and the terms and conditions of its
new credit facilities are expected to provide Oreck with
sufficient headroom to remain in compliance with its financial
covenants.

Oreck's B2 rating reflects the company's moderate scale in the
U.S. household appliance sector, its limited product range and
high financial leverage.  However, the ratings also take into
consideration the company's long track record in its multi-channel
distribution strategy across wholesale, direct response marketing
and its franchised retail network of stores located throughout the
U.S. as well as the value of the 'Oreck' brand and reputation.

The B1 rating of the first lien facilities reflects the company's
overall probability of default rating, which Moody's upgraded to
B2, and the loss given default assessment of LGD 3 (34%) which
reflects the first lien priority position on substantially all
assets of the company and the junior capital support derived from
the second lien credit facility.

The Caa1 rating for the second lien facility reflects the PDR of
B2 and the loss given default assessment of LGD 5 (82%) which
reflects the second ranking position, behind the first lien
facilities, on substantially all assets of the company.  The
introduction of the second lien debt into the capital structure
and the resulting change in the family recovery rate to 50% from
65% caused Moody's to upgrade the PDR to B2 from B3,

These ratings and assessments were assigned:

    * $20 million first lien revolving credit facility at B1
      (LGD 3 - 34%)

    * $130 million first lien term loan facility at B1
      (LGD 3 - 34%)

    * $50 million second lien term loan facility at Caa1
      (LGD 5 -- 82%)

This rating was upgraded:

    * Probability of Default Rating to B2 from B3

These ratings were confirmed:

    * Corporate Family Rating at B2

    * $180 million existing first lien credit facilities -- B2
      (LGD 3 -- 31%)

Oreck Corporation, based in New Orleans, Louisiana, is a leading
manufacturer and marketer of premium priced vacuum cleaners and
air purifiers under the "Oreck" brand name.


OXBOW CARBON: Moody's Rates $960 Million Secured Term Loan at B1
----------------------------------------------------------------
Moody's Investors Services assigned a B1 corporate family rating
to Oxbow Carbon and Minerals Holdings LLC.

At the same time Moody's assigned a B1 rating to the company's
$150 million secured revolving credit agreement and a B1 rating to
its $960 million secured term loan B.  Proceeds will be used to
fund Oxbow's acquisition, through its wholly owned subsidiary,
Oxbow GLC Canada Acquisition ULC, of the assets of Great Lakes
Carbon Income Fund and all of the other outstanding common shares
of GLC Carbon USA Inc.

Proceeds will also be used to refinance existing debt and for
general corporate purposes, which may include future acquisitions.
The rating outlook is stable.  This is the first time Moody's has
rated Oxbow.

The purchase price is approximately CDN$14 per unit for total
consideration of approximately CDN$527 million.  In addition,
approximately $240 million of debt at GLC is being refinanced.
The Fund holds an indirect interest of 73.6% in GLC, while a
subsidiary of Rain Commodities holds an approximate 20% interest.
With three production sites in the US and one in Argentina, and
production capacity of roughly 2.5 million tons, GLC is the
largest global producer (21% share of the western world market) of
anode grade calcined petroleum coke (CPC) as well as industrial
grade coke.  Anode grade CPC for the aluminum industry represents
approximately 80% of GLC's sales.  Oxbow, operating through its
two major subsidiaries, is a leading global distributor of
petroleum coke and other fuels and operates the Elk Creek
underground coal mine in Colorado.

The B1 corporate family rating reflects the leverage being
incurred in this transaction, with debt/EBITDA in the mid 4x range
on a 2006 proforma basis, the volatility inherent in the petcoke
and aluminum markets and Oxbow's modest although relatively stable
operating margins.  However, the rating also considers the
strategic benefits of Oxbow's expansion into the production of
calcined coke, particularly in the anode grade market and the
benefits its distribution business and petcoke procurement levels
bring to GLC, which is a major consumer of anode grade petcoke.
Other favorable attributes include Oxbow's global footprint of
distribution into the petcoke markets, both industrial and anode
grade, and other fuel markets, and synergies that can be achieved
over the medium term.

The stable outlook reflects Moody's expectation that the anode
grade calcined market will continue to exhibit favorable
characteristics given the production and demand profile in the
aluminum industry, that the distribution business will continue to
exhibit stability in earnings and cash flow generation and that
the company will continue to be free cash flow generative.

The revolving credit facility and term loan B are fully secured by
principally all assets and benefit from upstream guarantees from
Oxbow's domestic operating subsidiaries.  Under Moody's loss given
default rating methodology, these facilities are rated at the
corporate family rating as the respective instruments are at
parity in the capital structure and liability waterfall and
Oxbow's unfunded pension and lease exposures are modest.

Oxbow is a subsidiary of Oxbow Carbon & Minerals Holdings, Inc., a
private company owned and operated by its founder William I. Koch.
Oxbow, through its Oxbow Carbon and Minerals LLC subsidiary (Oxbow
Carbon), is the largest global distributor of petroleum coke, and
other solid fuels, principally steam coal.  Oxbow Carbon handles
over 10 million tons of petroleum coke currently accounting for
roughly 19% of the global petcoke market.  In addition, the
company moves approximately 8 million tons of steam coal,
including roughly 6 million tons of steam coal produced by a
sister subsidiary, Oxbow Mining LLC.  Moody's views Oxbow Carbon's
business as relatively thin margin but high volume and expects the
company to continue to show stability in its earnings performance
and cash flow generation. GLC's earnings are essentially
determined on a net spread basis.  Moody's expects GLC to continue
to demonstrate reasonable stability in earnings generation but
views the nature of the business as limiting the degree of growth
on the upside, but importantly limiting the degree of downside
risk as well.

Assignments:

Issuer: Oxbow Carbon and Minerals Holdings LLC

    Probability of Default Rating, Assigned B1

    Corporate Family Rating, Assigned B1

    Senior Secured Bank Credit Facility, Assigned B1, (LGD 3, 49%)

    Senior Secured Bank Credit Facility, Assigned B1, (LGD 3, 49%)

Headquartered in West Palm Beach, Florida, Oxbow had revenues of
roughly $1.2 billion in 2006.  Proforma for the GLC acquisition,
revenues were roughly $1.6 billion.


PACIFIC WEST COAST DEVELOPMENT LLC: Case Summary & 20 Creditors
---------------------------------------------------------------
Debtor: Pacific West Coast Development, L.L.C.
        1101 North California Street
        Redlands, CA 92374

Bankruptcy Case No.: 07-12074

Chapter 11 Petition Date: April 18, 2007

Court: Central District Of California (Riverside)

Judge: Mitchel R. Goldberg

Debtor's Counsel: Sandford Frey, Esq.
                  Creim Macias Koenig & Frey, L.L.P.
                  633 West Fifth Street, 51st Floor
                  Los Angeles, CA 90071
                  Tel: (213) 614-1944

Estimated Assets: $1 Million to $100 Million

Estimated Debts: $1 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                                          Claim Amount
   ------                                          ------------
Jefferson Aryana                                       $600,000
P.O. Box 613
Yucaipa, CA 92399

Bank of America/MBNA                                    $80,000
Platinum Plus
P.O. Box 15184
Wilmington, DE 19850-5184

Hawthorne Machinery Co.                                 $10,000
16945 Camino San Bernardino
San Diego, CA 92127-2499

Kelly Allen, CPA                                         $8,000

Advanced Copy Systems                                    $7,126

David Peterson, Labor Commissioner                       $6,000

O.C.B. Repographics                                      $3,500

Catalina Design Group                                    $2,896

American Fence Corporation                               $2,288

Homes & Lan Magazine                                     $2,085

Riverside County, Business Property                      $1,500

Brandy Langley, Labor Commissioner                       $1,000

Illinois Midwest Insurance Agency                          $627

Charter Communications                                     $500

Richard's Mobile Aquatic Service                           $500

Consolidated Reprographics                                 $500

Arrowhead Waters                                           $350
c/o Caine & Weiner

Arrowhead Waters                                           $350

AT&T                                                       $310

City of Riverside-Business, L.L.C.                         $175


PATRON SYSTEMS: Marcum & Kliegman Raises Going Concern Doubt
------------------------------------------------------------
Marcum & Kliegman LLP reported conditions that raise substantial
doubt about Patron Systems Inc.'s ability to continue as a going
concern after auditing the company's financial statements as of
Dec. 31, 2006.  The conditions include the company net losses
since its inception, working capital deficiency and limited
capital resources.

Net loss incurred for the year ended Dec. 31, 2006, was
$6.5 million, as compared with a net loss of $44.4 million for the
prior year.  Revenues for the year ended Dec. 31, 2006, was
$1.2 million, as compared with revenues of $178,821 for the prior
year.  Net loss for 2006 included $1.1 million of non-cash charges
including depreciation and amortization of $168,068, aggregate
stock based compensation of $523,915, non-cash interest expense of
$543,438, loss on sale of property and equipment $2,072 and a loss
on the disposition of discontinued operations of $75,920.

As of Dec. 31, 2006, the company had total assets of $11.7 million
and total current liabilities of $4.3 million, resulting to total
stockholders' equity of $7.4 million.  The company recorded an
accumulated deficit and working capital deficit of $93.3 million
and $2.8 million, respectively, as of Dec. 31, 2006.

                       More Losses Expected

The company expects to continue incurring losses for the
foreseeable future due to the inherent uncertainty that is related
to establishing the commercial feasibility of technological
products and developing a presence in new markets.  The company
raised $8.7 million of gross proceeds in financing transactions
during the year ended Dec. 31, 2006.  The company used
$5.3 million of these proceeds to fund its operations and a net
of $425,589 in investing activities.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d71

                       About Patron Systems

Headquartered in Boulder, Colorado, Patron Systems Inc. (OTC BB:
PTRN) -- http://www.patronsystems.com/-- offers integrated
enterprise email and data security and enforceable compliance. The
company's suite of Active Message Management(TM) products
addresses eform creation, capture, sharing, and manages data in an
industry standard format as well as providing solutions for
mailbox management, email policy management, email retention
policies, archiving and eDiscovery, proactive email supervision,
and protection of messages and their attachments in motion and at
rest.


PAUL BROWN: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Paul K. Brown
        84 Roberts Street
        Pittsburgh, PA 15219
        Tel: (412) 813-6562

Bankruptcy Case No.: 07-22423

Type of Business: The Debtor filed for Chapter 11 protection on
                  February 15, 2007 (Bankr. W.D. Pa. Case No.
                  07-20868).

Chapter 11 Petition Date: April 17, 2007

Court: Western District of Pennsylvania (Pittsburgh)

Judge: M. Bruce McCullough

Debtor's Counsel: Carmen L. Robinson, Esq.
                  4340 Stanton Avenue
                  Pittsburgh, PA 15201
                  Tel: (412) 897-1163
                  Fax: (412) 201-1769

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 10 Largest Unsecured Creditors:

   Entity
   ------
   Verizon
   P.O. Box 646
   Baltimore, MD 21265-0646

   AT&T
   P.O. Box 8212
   Aurora, IL 60572-8212

   Pro. Account Manager, LLC
   P.O. Box 391
   Milwaukee, WI 53201-0391

   Washington Mutual
   P.O. Box 99604
   Dallas, TX 76096-9604

   Beaver Avenue FCU
   2101 Beaver Avenue
   Pittsburgh, PA 15233

   Dominion Peoples
   P.O. Box 26784
   Richmond, VA 23261-6784

   Wells Fargo
   P.O. Box 28751
   Las Vegas, NV 89193-8751

   GE Money
   P.O. Box 960061
   Orlando, FL 32896-0061

   National City
   P.O. Box 856176
   Louisville, KY 40285-6176

   PWSA
   441 Smith Street
   Pittsburgh, PA 15222


PLAINS EXPLORATION: New Acquisition Cues Moody's to Review Ratings
------------------------------------------------------------------
Moody's Investors Service placed Plains Exploration & Production's
Ba2 corporate family rating and Ba3 senior unsecured note rating
(LGD 5; 79%) under review for downgrade upon its announced
$946 million acquisition of Piceance Basin unconventional natural
gas properties from a privately-held company.

The attendant drilling inventory targets the tight Mesaverde
geologic horizon.  The acquisition will be funded initially with
$900 million of secured bank borrowings and 1 million PXP shares
issued to the seller.  Proven developed reserves comprise a very
low 24% of the proven reserves acquired, only half of that 24% is
proven developed producing reserves, and 66% is proven undeveloped
reserves.

In early March, Moody's assigned a negative rating outlook,
specifically with PXP's evolving strategic action in mind.  The
main uncertainties at the time included the degree to which
expected acquisitions and stock buybacks would leverage the firm
and the cost, current production of the acquisition and its post-
acquisition capital spending needs, and post-acquisition
operational execution risk.  Now that the scale, location, cost,
productive profile, and acquisition funding is known, PXP has been
placed on review for downgrade.

In concluding the review for downgrade, Moody's will evaluate the
sound durability of PXP's existing production base, the degree to
which divestitures may reduce leverage on reserves, the potential
for further acquisitions, PXP's propensity for share repurchases,
and production and unit economics trends.  Regarding the notching
of the notes under the corporate family rating, we will assess the
degree to which unsecured debt offerings may reduce the proportion
of secured debt in the capital structure.

To add what PXP believes to be an important natural gas cost hedge
for its energy intensive California heavy oil properties and to
add what PXP believes is a very large inventory of commercial
proven undeveloped, probable, and possible drilling locations, it
is paying a very high price for the properties relative to current
productivity.  PXP paid over $150,000/boe of current daily
production of approximately 6,000 boe per day, which the company
believes it can boost substantially.  PXP is paying approximately
$123/boe of PDP reserves, $62/boe of PD reserves and, including
future capital spending to bring non-PDP proven reserves to
production, approximately $25/boe all-in for total proven
reserves.

PXP believes the acquired properties hold substantial additional
probable and possible drilling locations.  The commerciality of
those locations will be a function of substantial subsequent
capital consumption and the degree of drilling and completion
success, post-completion reservoir performance, reserve
replacement costs, and wellhead price realizations.  Price
realizations can be hampered by traditionally lower Rocky Mountain
natural gas prices relative to NYMEX or Henry Hub prices.  Rockies
prices have been especially depressed relative to NYMEX in recent
months due to Rockies production growth exceeding pipeline
takeaway capacity.  The gradual ramp-up of the Rockies Express
Pipeline may alleviate a portion of that discount but a still
substantial discount is likely to persist.  Moody's believes the
Piceance Basin is a price-sensitive play in terms of operating
margin coverage of drillbit finding and development costs.

PXP's PUD reserves now comprise a very high 53% of total pro-forma
proven reserves.  This is highly likely to boost drillbit finding
and development costs as PXP spends aggressively to develop and
bring to production already booked PUD reserves.

Pro-forma leverage on PD reserves approximates $7.25/boe of PD
reserves, roughly double the pre-acquisition level.  Leverage may
climb further as PXP's budgeted capital spending may exceed cash
flow and/or if it completes more stock buybacks under its
remaining $150 million available under a $500 million share
repurchase program.  Pro-forma leverage on total proven reserves,
including future FAS 69 development capital spending, is now
estimated to be in the high $9/boe range on proven reserves.  As
discussed in our March Credit Opinion, we believe that PXP's
operating cost, operating margin, and reserve replacement cost
profile, relative to its Ba2 rating, required it to maintain
moderate leverage on reserves.

The acquisition reflects the juncture of a costly asset
acquisition market and PXP's need to transition its portfolio.
This is a general sector trend arising from the challenging time
many producers face when their North American legacy conventional
reserves no longer can drive attractive production growth at
attractive costs and returns.  High oil and natural gas prices and
improving drilling and completion technology and practices have
enabled some firms to acquire previously uneconomic unconventional
resource plays, often with leverage.  In doing so, producers often
incur major upfront acquisition outlays to acquire low current
production, with attendant subsequent major development capital
outlays for the PUD, probable, and possible reserves and attendant
drilling, reservoir, play homogeneity, and drillbit reserve
replacement cost risk.  When done with leverage, such acquisitions
augment operational execution risk borne by note indenture
holders.

Plains Exploration & Production Company is headquartered in
Houston, Texas.


PORTRAIT CORP: Exclusive Plan-Filing Period Extended Until June 30
------------------------------------------------------------------
The Honorable Adlai S. Hardin Jr. of the U.S. Bankruptcy Court
for the Southern District of New York issued a final order further
extending Portrait Corporation of America Inc. and its debtor-
affiliates' exclusive periods to:

   a) file a chapter 11 plan until June 30, 2007; and

   b) solicit acceptances of their chapter 11 plan until Aug. 30,
      2007.

The Debtors' exclusive period to file a plan expired on March 29,
2006.  This is the second extension to the Debtors' exclusive
periods.

In their request for extension, the Debtors told the Court that
they filed their Plan on Jan. 31, 2007, well within the exclusive
filing period.  However, the Debtors filed a second motion seeking
a three-month extension of their exclusive periods to allow the
Debtors' to focus all their efforts on operating and transforming
their business as well as pursuing their dual-tract emergence
strategy through confirmation of the Plan or an alternative sale
opportunity.

The Debtors have stated their intention to pursue a sale if a sale
offer is received that provides a meaningful recovery to unsecured
creditors.

The Court approved the Debtors' Disclosure Statement relating to
their First Amended Joint Plan of Reorganization on March 29,
2007.

            About Portrait Corporation of America Inc.

Portrait Corporation of America Inc. -- http://pcaintl.com/--  
provides professional portrait photography products and services
in North America.  The Company operates portrait studios within
Wal-Mart stores and Supercenters in the United States, Canada,
Mexico, Germany and the United Kingdom.  The Company also operates
a modular traveling business providing portrait photography
services in additional retail locations and to church
congregations and other institutions.

Portrait Corporation and its debtor-affiliates filed for
Chapter 11 protection on Aug. 31, 2006 (Bankr S.D. N.Y. Case
No. 06-22541).  John H. Bae, Esq., at Cadwalader Wickersham & Taft
LLP, represents the Debtors in their restructuring efforts.
Berenson & Company LLC serves as the Debtors' financial advisor
and investment banker.  Kristopher M. Hansen, Esq., at Stroock &
Stroock & Lavan LLP represents the Official Committee of Unsecured
Creditors.  Peter J. Solomon Company serves as financial advisor
for the Committee.  At June 30, 2006, the Debtor had total assets
of $153,205,000 and liabilities of $372,124,000.


PORT TOWNSEND: Court Increases Approved DIP Financing to $50 Mil.
-----------------------------------------------------------------
Port Townsend Paper Corporation and its affiliates have received
final approval from the U.S. Bankruptcy Court for the Western
District of Washington for DIP financing up to an aggregate amount
of $50 million.

On March 30, 2007, pursuant to an Interim Order, the Court had
approved the DIP financing consisting of an aggregate amount of
$38 million in notes issued to certain holders of the company's
existing senior secured notes.  The proceeds from the $38 million
in DIP financing were used on March 30, 2007 to repay the
company's prior DIP facility with CIT Corporation and provide
additional working capital.  The final approval permits up to an
additional $12 million in notes to be issued to certain of the
company's existing senior secured notes holders who had committed
to provide such financing subject to final court approval.  These
additional proceeds will provide the company with increased
working capital to meet its liquidity needs in Chapter 11.

The company has rescheduled the hearing date for the Disclosure
Statement with the Court for 9:30 a.m. on May 15, 2007.
Additional information and schedules relating to the company's
Disclosure Statement, originally filed on Feb. 28, will be filed
with the court on or about May 9, 2007.

"Substantial reporting requirements associated with bankruptcy and
the company's DIP loan have delayed completion of the schedules
necessary for the Disclosure Statement," John Begley, chief
executive officer said.  "However, the significant liquidity
provided by the new DIP facility is good news for the company's
vendors and suppliers, and the company remain committed to moving
through the bankruptcy process quickly as possible," Begley
continued.  The company also received final court approval of the
appointment of the firm Alvarez and Marsal as its chief
restructuring officer.

                       About Port Townsend

PT Holdings Company, Inc., through its wholly owned subsidiary
Port Townsend Paper Corporation -- http://www.ptpc.com/--  
produces fiber-based lightweight containerboard in the U.S. and
corrugated products in western Canada.

The Port Townsend Paper family of companies employs approximately
800 people and annually produces more than 320,000 tons of
unbleached Kraft pulp, paper and linerboard at its mill in Port
Townsend, Washington.  The company also operates three Crown
Packaging Plants, two BoxMaster Plants, and the Crown Creative
Group, located in British Columbia and Alberta.

The company and its two affiliates, PTPC Packaging Co. Inc., and
Port Townsend Paper Corporation filed for chapter 11 protection on
Jan. 29, 2007 (Bankr. W.D. Wash. Lead Case No. 07-10340).  Gayle
E. Bush, Esq., and Katriana L. Samiljan, Esq., at Bush Strout &
Kornfeld, represent the Debtors.  When the Debtors filed for
protection from their creditors, they listed estimated assets of
more than $100 million.  The Debtors' exclusive period to file a
plan expires on May 29, 2007.


PROTOCALL TECH: Restates Financials for Third Qtr Ended Sept. 30
----------------------------------------------------------------
Protocall Technologies Incorporated amended its Quarterly Report
on Form 10-QSB for the quarterly period ended Sept. 30, 2006,
which was originally filed on Nov. 16, 2006, to correct an error
involving the classification of salary forgiveness and return of
80,000 shares of common stock by an officer of the company.

The transaction was inadvertently recorded as a reduction to
compensation expense, which incorrectly lowered the company's net
loss by $100,000 for the nine months ended Sept. 30, 2006, and the
three months ended Sept. 30, 2006.

The amended selling, general and administrative expenses for the
nine months ended Sept. 30, 2006, increased by $100,000 from
$2,972,051 to $3,072,051.  The amended net loss for the nine
months ended Sept. 30, 2006, increased from $3,443,533 to
$3,543,533.  The amended additional paid in capital at
Sept. 30, 2006, increased by $100,000 from $36,023,204 to
$36,123,204.  The amended accumulated deficit at Sept. 30, 2006,
increased by $100,000 from $41,560,438 to $41,660,438.  The
amended selling, general and administrative expenses for the three
months ended Sept. 30, 2006, increased by $100,000 from $1,229,281
to $1,329,281.  The amended net loss for the three months ended
Sept. 30, 2006, increased from $1,586,470 to $1,686,470.

The transaction was reclassified on the company's Statement of
Cash Flows from an operating activity to a supplemental non cash
item.

A full-text copy of the company's consolidated financial
statements for the quarter ended Sept. 30, 2006, is available for
free at http://researcharchives.com/t/s?169a

A full-text copy of the company's restated consolidated financial
statements for the quarter ended Sept. 30, 2006, as filed on
April 17, 2007, is available for free at:

               http://researcharchives.com/t/s?1d74

                       Going Concern Doubt

As reported in the Troubled Company Reporter on June 8, 2006,
Eisner LLP, in New York, raised substantial doubt about Protocall
Technologies Incorporated's ability to continue as a going concern
after auditing the company's consolidated financial statements for
the years ended Dec. 31, 2005, and 2004.  The auditor pointed to
the company's insignificant revenues, losses since inception,
accumulated deficit, and dependence on funds generated from the
sale of common stock and loans.

                   About Protocall Technologies

Based in Commack, New York, Protocall Technologies Incorporated
(OTCBB: PCLI.OB) -- http://www.protocall.com/-- provides
retailers and software publishers with specialized systems
programming, digital rights management and electronic
merchandising services for front and back-end fulfillment
operations.


QUEST DIAGNOSTICS: To Purchase AmeriPath for $2 Billion in Cash
---------------------------------------------------------------
Quest Diagnostics Incorporated agreed to acquire AmeriPath Inc. in
an all cash transaction valued at approximately $2 billion,
including approximately $770 million in debt at closing.

"This acquisition will establish our leading position in cancer
diagnostics with a focus on dermatopathology, anatomic pathology
and molecular diagnostics," said Surya N. Mohapatra, Ph.D.,
Chairman and Chief Executive Officer, Quest Diagnostics.
"AmeriPath is respected for its leadership in dermatopathology
and anatomic pathology, two of the fastest growing segments in
diagnostic testing.  Additionally, its Specialty Laboratories
will further strengthen our hospital and esoteric testing
business.  The acquisition will accelerate Quest Diagnostics'
revenue and earnings growth and provide compelling benefits for
patients, physicians, hospitals and payers through enhanced
customer service and expanded test offerings."

The transaction is expected to be completed during the second
quarter of 2007 and is subject to the satisfaction of customary
conditions, including regulatory clearance.  The acquisition
is expected to have minimal impact to Quest Diagnostics' 2007
earnings per share and be modestly accretive to 2008 earnings
per share, before anticipated charges related to the transaction.

Quest Diagnostics intends to pay for the transaction, refinance
AmeriPath's existing debt, and the debt from the HemoCue
acquisition completed earlier this year with the proceeds of
a new $1 billion one-year bridge loan and a new five-year
$1.5 billion term loan, both committed to be underwritten by
Morgan Stanley.  The bridge loan is expected to be refinanced
shortly after the closing.

"AmeriPath and Quest Diagnostics share a deep commitment to
providing the highest quality diagnostic services to physicians
and their patients," said Donald E. Steen, Chairman and Chief
Executive Officer, AmeriPath.  "The joining together of our
companies will facilitate and accelerate our mission of becoming
the leader in the innovative delivery of quality pathology disease
management services."

                     About Quest Diagnostics

Quest Diagnostics Inc -- http://www.questdiagnostics.com/--  
provides diagnostic testing, information and services to patients
and doctors.

                          *     *     *

Standard & Poor's Ratings Services revised its outlook on Quest
Diagnostics Inc. to negative from stable, in light of Quest's
agreement to purchase AmeriPath Inc.  (B+/Negative/--) for about
$2.0 billion cash.


RADNOR HOLDINGS: Wants Exclusive Plan Filing Date Moved to July 17
------------------------------------------------------------------
Radnor Holdings Corp. and its debtor-affiliates sought further
extension of their exclusive periods from the U.S. Bankruptcy
Court for the District of Delaware, BankruptcyData said on its Web
site yesterday.  The Debtors' exclusive period to file a plan
expired on April 18, 2007.

According to BankruptcyData, the Debtors want their plan proposal
period extended for an additional 90 days to July 17, 2007, and
their solicitation period for an additional 60 days to Sept. 15,
2007.

The Court is scheduled to hear on the matter on May 17, 2007, the
source relates.

Last month, the Court approved the employment of Carroll Services
LLC to provide the Debtors with wind-down and liquidation
services.

The Court also permitted the Debtors to hire James Patrick Carroll
to serve as their Chief Liquidation Officer and on the Board of
Directors of Radnor, pursuant to an engagement letter.

Mr. Carroll will replace Paul Finigan, the former sole independent
director on Radnor's Board who resigned late last year.  Stan
Springel of Alvarez & Marsal LLC, who was the Debtors' Chief
Restructuring Officer, also left Radnor following the sale of
substantially all of the Debtors' assets in November 2006 to TR
Acquisition Co. LLC.

The Debtors anticipate developing a liquidating plan based on the
circumstances of that sale.

                       About Radnor Holdings

Headquartered in Radnor, Pennsylvania, Radnor Holdings Corporation
-- http://www.radnorholdings.com/-- manufactured and distributed
a broad line of disposable food service products in the United
States, and specialty chemicals worldwide.  The Debtor and its
affiliates filed for chapter 11 protection on Aug. 21, 2006
(Bankr. D. Del. Case No. 06-10894).  Gregg M. Galardi, Esq., and
Mark L. Desgrosseilliers, Esq., at Skadden, Arps, Slate, Meagher,
represent the Debtors.  Donald J. Detweiler, Esq., and Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP, serve the
Official Committee of Unsecured Creditors.  When the Debtors filed
for protection from their creditors, they listed total assets of
$361,454,000 and total debts of $325,300,000.


REMINGTON ARMS: Inks Purchase Agreement with American Heritage
--------------------------------------------------------------
Remington Arms Company Inc. reported that its sole stockholder
RACI Holding Inc., deferred stockholders, RACI's stock option
holders, and ownership interest represented by BRS Fund and CDR
Fund, entered into a purchase agreement with American Heritage
Arms LLC, a Cerberus Capital Management LP affiliate.

The Stock Purchase Agreement includes these significant terms and
conditions:

   * American Heritage will provide Holding with funds sufficient
     to repay to the CDR Fund the principal amount on the Closing
     Date and all accrued and unpaid interest up to and including
     the Closing Date on the senior notes of Holding.  The Holding
     Notes consist of Senior Note A due 2011 in the principal
     amount of $26.7 million, as of Dec. 31, 2006, and Senior Note
     B due 2012 in the principal amount of $18.5 million, as of
     the same date.

   * American Heritage will have available cash or existing
     borrowing facilities that together are sufficient to enable
     it to purchase all of the company's issued and outstanding
     10.5% Senior Subordinated Notes, due 2011 that may be
     tendered to the company subject to the applicable change in
     control provisions in the indenture for the Company Notes.

   * American Heritage will have provided for either:

     i. the repayment of all borrowings under the Amended and
        Restated Credit Agreement immediately prior to or as of
        the Closing Date, the payment of all other amounts then
        due and payable thereunder and the termination of the
        Credit Agreement, or

    ii. a waiver by the requisite lenders under the Credit
        Agreement of all defaults and events of default that may
        occur as a result of the purchase and sale of the Shares
        or other transactions contemplated therewith.

   * American Heritage will purchase all 205,208 shares of
     Holding's outstanding common stock, and all 5,851 shares of
     Holding's outstanding Deferred Shares at a per share purchase
     price of $330.47, or approximately $69.7 million in
     aggregate.

   * All outstanding options to purchase Holding common stock
     shall immediately vest subject to the applicable change in
     control provisions in Holding's 1999 Stock Incentive Plan and
     2003 Stock Option Plan, respectively.  For all 10,635 such
     options, Holding shall make an option cancellation payment of
     approximately $1.2 million, which represents the per share
     purchase price of $330.47 less the strike price of $220.31 on
     each outstanding option.

   * Sellers and the Holding stock option holders shall commit
     $5 million of the proceeds into an Escrow Agreement for
     twelve months following Closing, which will be Buyer's sole
     remedy for indemnity obligations of Sellers and Holding stock
     option holders.

   * Sellers and the Holding stock option holders have agreed to a
     reduction in their total proceeds arising from the following
     expenses of Remington associated with the transaction: legal
     and professional fees above $0.3 million, 50% of the premiums
     associated with a six-year extension of the existing
     Directors & Officer's insurance premiums and a cash bonus
     amount of $4 million for certain members of management,
     subject to shareholder approval and payable at Closing.

American Heritage must obtained a financing commitment from a
third party financing source to meets its potential obligations
outlined under the Credit Agreement.  The company has been advised
by the Buyer that this financing commitment is currently intended
to be used only in the event that the Credit Agreement is required
to be repaid andr if the Company Notes are tendered to the Company
subject to the applicable change in control provision.  The
company has also been advised by the Buyer that the Buyer's
current intention is to obtain all necessary waivers, amendments
and consents so that the Credit Agreement and the indebtedness
evidenced by the Company Notes remain outstanding.

Closing is expected to occur on or before June 28, 2007.

Concurrent with Closing, the company expects to record an expense
under SFAS 123R for the remaining compensation cost for stock
options currently held by employees of Remington associated with
the aforementioned transaction of approximately $0.9 million.  In
addition, the company expects to record an expense associated with
SFAS 150 for the fair value of Holding's incremental liability for
Deferred Shares of approximately $0.9 million.

A full-text copy of Remington Arms' The Purchase Agreement is
available for free at: http://ResearchArchives.com/t/s?1d77

                      About Remington Arms

Headquartered in Madison, North Carolina, Remington Arms
Company, Inc. designs, manufactures, and markets rifles,
shotguns, ammunition, and hunting and gun care accessories under
the Remington name.  The company's products are sold through
independent dealers, Wal-Mart, and sporting goods retailers.
The company reported sales of $446 million for the twelve months
ended December 31, 2006.

                          *     *     *

Moody's Investors Service Affirmed Remington Arms Company Inc.'s
Corporate family rating at B3 and its $200 million 10.5% senior
unsecured notes due 2011 at Caa1.


RICHARD GOODMAN: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Richard John Goodman
        10001 Gable Manor Court
        Potomac, MD 20854

Bankruptcy Case No.: 07-13577

Chapter 11 Petition Date: April 19, 2007

Court: District of Maryland (Greenbelt)

Debtor's Counsel: Roger Schlossberg, Esq.
                  134 West Washington Street
                  P.O. Box 4227
                  Hagerstown, MD 21741-4227
                  Tel: (301) 739-8610
                  Fax: (301) 791-6302

                       -- and --

                  Karen H. Moore, Esq.
                  Paley, Rothman, Goldstein, Rosenberg,
                  Eig & Cooper, Chartered
                  4800 Hampden Lane, 7th Floor
                  Bethesda, MD 20814
                  Tel: (301) 656-7603

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

The Debtor does not have any creditors who are not insiders.


ROCKETINFO INC: Losses Cue Moore & Associates' Going Concern Doubt
------------------------------------------------------------------
Moore & Associates, Chartered, stated that Rocketinfo Inc. has had
a net loss since inception that raises substantial doubt about its
ability to continue as a going concern after auditing the
company's annual report for the year ended Dec. 31, 2006.

The company incurred a net loss of $2.2 million for the year ended
Dec. 31, 2006, as compared with a net loss of $2.3 million for the
prior year.  It generated sales revenue of $342,415 for the year
2006, up from sales revenue of $210,599 for the year 2005.

As of Dec. 31, 2006, the company had total assets of $4.1 million
and total liabilities of $519,415, which resulted to total
stockholders' equity of $3.6 million.  The company had a negative
working capital of $464,254, resulting from total current assets
of $55,161 and total current liabilities of $519,415 as of
Dec. 31, 2006.  Total liabilities of the company are purely short-
term debts.

                        Management Analysis

Rocketinfo management says the company has limited assets.  As a
result, there can be no assurance that the company will generate
significant revenues in the future or operate at a profitable
level.  In order to succeed, the management explains that the
company must obtain customers and generate sufficient revenues so
that it can profitably operate.  The company in its previous
business ventures has been unable to successfully establish and
implement and successfully execute its business and marketing
strategy.  It has limited operating history in the Internet news
search sector, management notes.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d75

                         About Rocketinfo

Rocketinfo Inc. in Newport Beach, California (OTC BB: RKTI) --
http://www.rocketinfo.com/-- offers news and business information
aggregation or 'infomediary' services.  It sells, develops and
markets program designed to expand its clientele.


ROGERS COMMS: Acquires Canadian CTVglobemedia's Properties
----------------------------------------------------------
Rogers Communications and its affiliates agreed to acquire certain
Canadian conventional and specialty television services from
CTVglobemedia Inc.

The assets are currently under the control of Mr. John D.
McKellar, C.M., Q.C., Trustee under a Voting Trust Agreement in
respect of CHUM Limited.  CHUM Limited and Mr. McKellar are also
parties to this agreement.

The all cash transaction valued at $137.5 million and includes
these particular assets:

   * The A-Channel station group of six over-the-air conventional
     broadcast television stations including CIVI Victoria, CHWI
     Windsor, CKNX Wingham, CFPL London, CKVR Barrie, and CHRO
     Ottawa;

   * CKX-Television, an over-the-air conventional CBC affiliate
     based in Brandon, Manitoba broadcasting CBC, local and
     syndicated programming to Western Manitoba and Eastern
     Saskatchewan;

   * ACCESS Alberta, the designated provincial educational
     television broadcaster for Alberta, available over-the-air
     and via cable, satellite and telco distributors;

   * CLT (Canadian Learning Television), Canada's only national
     educational television specialty service designed to inform,
     enrich and educate, available via cable, satellite and telco
     distributors; and

   * SexTV: The Channel, an English language digital specialty
     service, dedicated to love, romance, marriage, relationships,
     sexuality and gender issues, available across Canada via
     cable, satellite and telco distributors.

"Rogers has built its successful television business by serving
community-focused and niche audiences," said Rael Merson,
President, Rogers Broadcasting.  "The acquisition of these 10
television services will significantly expand our television
operations and solidify our position as an important participant
in the Canadian television industry.  This also complements our
strong position in Canadian radio, sports broadcasting and
publishing."

"These important stations are run by very talented people and we
are delighted to have been able to find them a wonderful home at
Rogers Broadcasting," said Ivan Fecan, CTVglobemedia President and
Chief Executive Officer and CEO of CTV Inc.  "Rogers is a highly
respected Canadian media company.  They are great builders and as
such, are an excellent fit as the purchaser of these assets.  I
know they will continue to grow the specialty channels and apply
their significant expertise, financial resources and commitment
to conventional tv to ensure the A-Channel local stations not
only survive, but thrive.  This acquisition will both provide for
diversity of local voices and give Rogers the scale to emerge as
the fourth national English language over the air player together
with CTV, CanWest and the CBC."

                    About Roger Communications

Rogers Communications Inc. (NYSE: RG) -- http://www.rogers.com/
owns all of Rogers Cable Inc., Canada's largest cable company,
Rogers Wireless Inc., Canada's largest wireless operator, and
Rogers Media Inc., which owns radio, TV, sports and publishing
assets.  All companies are headquartered in Toronto, Ontario,
Canada.

                          *     *     *

Standard & Poor's Ratings Services raised its long-term corporate
credit ratings to 'BBB-' from 'BB+', on Toronto-based diversified
communications and media holding company Rogers Communications
Inc. and its wholly owned subsidiaries.  At the same time, the
rating on Rogers Wireless Inc.'s senior secured debt was raised to
'BBB-' from 'BB+', and the rating on Rogers Cable Inc.'s senior
secured second-priority debt was raised to 'BBB-' from 'BB+'.  The
rating actions affect about CDN$6.5 billion of reported debt.  The
outlook on all companies is stable.


SCHOONER TRUST: Moody's Holds Low-B Ratings on Five Certificates
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes and
affirmed the ratings of 12 classes of Schooner Trust, Commercial
Mortgage Pass-Through Certificates, Series 2004-CCF1 as:

    - Class A-1, 164,492,173, affirmed at Aaa
    - Class A-2, $199,800,000, affirmed at Aaa
    - Class IO-1, Notional, affirmed at Aaa
    - Class IO-2, Notional, affirmed at Aaa
    - Class B, $9,500,000, upgraded to Aaa from Aa2
    - Class C, $14,255,000, upgraded to A1 from A2
    - Class D-1, $6,220,000, affirmed at Baa2
    - Class D-2, $6,220,000, affirmed at Baa2
    - Class E, $4,740,149, affirmed at Baa3
    - Class F, $3,555,112, affirmed at Ba1
    - Class G, $3,555,112, affirmed at Ba2
    - Class H, $2,370,075, affirmed at Ba3
    - Class J, $6,517,706, affirmed at B2
    - Class K, $2,370,075, affirmed at B3

As of the March 13, 2007 distribution date, the transaction's
aggregate balance has decreased by approximately 9.1% to $430.7
million from $474.0 million at securitization.  The Certificates
are collateralized by 70 mortgage loans ranging in size from less
than 1.0% to 5.9% of the pool, with the top 10 loans representing
45.0% of the pool.  One loan, representing less than 1.0% of the
pool, has defeased and is collateralized by Canadian government
securities.

There have been no losses since securitization. Currently one
loan, representing less than 1.0% of the pool, is in special
servicing.  Moody's is not estimating a loss on this specially
serviced loan.  Six loans, representing 4.5% of the pool, are on
the master servicer's watchlist.

Moody's was provided with full-year 2005 operating results for
approximately 80.1% of the pool.  Moody's loan to value ratio is
74.7%, compared to 82.4% at securitization.

The top three loans represent 20.9% of the outstanding pool
balance.  The largest exposure is the Merivale/Gateway Mall
Portfolio Loan ($36.1 million - 8.4%), which is secured by two
retail centers totaling 552,000 square feet.  One center is
located in Prince Albert, Saskatchewan (327,000 square feet) and
the other is in Ottawa, Ontario (225,000 square feet).
Performance of the two centers has improved since securitization,
although overall occupancy as of February 2007 has declined to
88.9% from 93.9% at securitization.  The loan has amortized by
approximately 5.6% since securitization.  Moody's LTV is 70.9%,
compared to 80.8% at securitization.

The second largest loan is the Fortis Portfolio Loan ($27.9
million - 6.5%), which is secured by four full service hotels
located in the province of Ontario.  Financial performance has
been strong and the loan has amortized by approximately 6.7% since
securitization.  Moody's LTV is 64.2%, compared to 75.2% at
securitization.

The third largest loan is the Cherry Lane Shopping Centre Loan
($25.3 million - 5.9%), which is secured by a 236,000 square foot
retail center located in Penticton, British Columbia.  The center
was 98.7% occupied as of October 2006, compared to 97.6% at
securitization.  Financial performance has been strong and the
loan has amortized by approximately 5.6% since securitization.
Moody's LTV is 75.3%, compared to 90.1% at securitization.


SCHUFF INT'L: Good Operating Results Cue S&P to Lift Ratings to B
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised the corporate credit
rating on Phoenix-based Schuff International Inc. to 'B' from
'B-'.  The outlook is positive.  As of Dec. 31, 2006, the company
had total balance sheet debt of $65 million.

"The upgrade reflects the company's sustained good operating
results and continued improvement in credit metrics," said
Standard & Poor's credit analyst Dan Picciotto.  Schuff has
benefited from robust commercial construction markets and good
project execution.

The ratings on the company reflect its vulnerable business
position as a construction firm operating in cyclical, competitive
markets, as well as its limited liquidity and highly leveraged
financial profile.

The outlook for Schuff's end markets is currently favorable and
should allow the company to generate some free cash flow to reduce
debt.  A positive ratings action could result if Schuff is
successful in maintaining strong credit metrics while reducing
dependence on large projects.  A revision of the outlook to stable
could result from delays in cash inflows if top projects fall
behind schedule, as these represent a meaningful concentration in
revenue.  Deterioration in liquidity from slowing markets or
increased working capital requirements could also result in a
lower outlook or rating.


SEARCHHELP INC: Lazar Levine Raises Going Concern Doubt
-------------------------------------------------------
Lazar, Levine and Felix LLP raised substantial doubt about
SearchHelp Inc.'s ability to continue as a going concern after
auditing the company's financial statements as of Dec. 31, 2006,
and 2005.  The auditing firm pointed to the company recurring
losses from operations and negative working capital and net
capital deficiency.

The company had a net loss of $3.9 million on total revenues of
$319,309 for the year ended Dec. 31, 2006, as compared with a net
loss of $3.8 million on total revenues of $1.7 million for the
year ended Dec. 31, 2005.

As of Dec. 31, 2006, the company's balance sheet reflected total
assets of $2.5 million and total liabilities of $3.9 million,
resulting to total stockholders' deficit of $1.4 million.

The company's December 31 balance sheet also showed strained
liquidity with total current assets of $588,054 available to pay
total current liabilities of $2.3 million.  The company's
accumulated deficit increased to $10.9 million in 2006, from
$6.9 million a year ago.

Since inception, the company has not generated any significant
cash flows from operations.  At Dec. 31, 2006, it had cash and
cash equivalents of $129,435 and a working capital deficiency of
$1.8 million.  Net cash used in operating activities for the year
ended Dec. 31, 2006m was $2.3 million.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d7d

                         About SearchHelp

SearchHelp Inc. (OTC BB: SHLP) -- http://www.searchhelp.com/--  
principally develops, sells and distributes parental control and
monitoring software and services and imaging products.  It sells
family oriented software through its subsidiary, FamilySafe Inc.,
and sells film and cameras through its subsidiary, E-Top-Pics Inc.
The company's Sentry Parental Controls offers Internet filtering
and monitoring solutions to protect children while they surf the
web, instant message or chat with others.


STEPHEN WEISS: Case Summary & Ten Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Stephen A. Weiss
        2020 Chestnut Avenue, Suite 109
        Glenview, IL 60025

Bankruptcy Case No.: 07-06781

Chapter 11 Petition Date: April 16, 2007

Court: Northern District of Illinois (Chicago)

Judge: Pamela S. Hollis

Debtor's Counsel: Gregory K. Stern, Esq.
                  53 West Jackson Boulevard, Suite 1442
                  Chicago, IL 60604
                  Tel: (312) 427-1558
                  Fax: (312) 427-1289

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 10 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
R.C.M. Industries, Inc.          loans                 $485,259
3021 Cullerton Drive
Carol Stream, IL 60132

Robert C. Marconi,               loans                 $172,030
Trustee
3021 Cullerton Drive
Franklin Park, IL 60131

Bank Financial F.S.B.            loan                  $130,000
15 West 060
North Frontage Road
Burr Ridge, IL 60527

First Bank of Highland Park      loan                   $75,000

                                 guaranty               unknown

Lake Forst Bank & Trust          loans                  $30,278
Company

Chase                            periodic purchases     $21,881
                                 & cash advances

Capital One Bank                 periodic purchases     $10,796
                                 & cash advances

Shefsky & Forelich, Ltd.         listed for             unknown
                                 notice purposes

Sugar Friedberg & Felsenthal,    listed for             unknown
L.L.P.                           notice purposes

Volkswagon Credit                motor vehicle lease    unknown


SUPERIOR OIL: Sutton Robinson Expresses Going Concern Doubt
-----------------------------------------------------------
Sutton Robinson Freeman & Co., PC reported a negative going
concern opinion in Superior Oil and Gas Co.'s annual report as of
Dec. 31, 2006, and 2005.  Sutton Robinson cited factors that raise
doubt on the company's ability to continue as a going concern
including the company being a judgment debtor in a lawsuit, to
which the company does not anticipate ability to satisfy the
judgment based upon its current financial condition.  The auditing
firm added that the company has experienced significant liquidity
problems and has no capital resources or stockholders' equity.

As of Dec. 31, 2006, the company $1.9 million in total assets and
$2 million in total liabilities, resulting to $153,206 in total
stockholders' deficit.  The company's balance sheet as of Dec. 31,
2006, also showed strained liquidity with $357,659 in total
current assets available to pay $1.2 million in total current
liabilities.  Accumulated deficit stood at $2.8 million as of
Dec. 31, 2006.

For the year ended Dec. 31, 2006, the company generated zero
revenues, as compared with $10,000 for the earlier year-period.
The company had a net loss of $665,872 for the year 2006, as
compared with a net loss of $142,417 for the year 2005.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d78

                        About Superior Oil

Superior Oil and Gas Co. located in Yukon, Oklahoma (OTC BB: SIOR)
-- http://www.superioroilandgas.com/-- drills two wells, after
accumulating undeveloped oil and gas leases in Oklahoma and Texas
totaling 2,883 acres.  Prior to 2006, the company was in the
development stage and made various proposals for companies and oil
and gas leases, which did not materialize.  The company has oil
and gas property in Rio Blanco County, Colorado and has two full-
time employees.


TECKNOWLEDGE CORPORATION: Burr Pilger Raises Going Concern Doubt
----------------------------------------------------------------
Burr, Pilger & Mayer LLP reported that Teknowledge Corporation's
operating results and net capital deficiency raises substantial
doubt about its ability to continue as a going concern after
auditing the company's financial statements as of Dec. 31, 2006.

The company reported $1 million stockholders' deficit,
$1.8 million total assets and $2.8 million total liabilities as
of Dec. 31, 2006.  It also reported negative working capital of
$1.3 million, resulting from $1.5 million in total current assets
and $2.8 million in total current liabilities.

Total revenues for 2006 were $2.9 million, down from $4 million
for 2005.  Net loss incurred for 2006 was $1.2 million, down from
$1.9 million for 2005.

At the end of 2006, Teknowledge had more than $771,000 in cash in
the bank, albeit with significant reserves on the books.  The cash
amount necessarily does not include the $1.1 million in principal
that was escrowed for 18 months as part of the $7 million sale of
TekPortal to Intuit Inc, and which was received in February of
2007.  In addition, during 2006, Teknowledge invested $1.4 million
in internally sponsored R&D, including its new ActionWebTM product
line.

A full-text copy of the company's annual report was available for
free at http://ResearchArchives.com/t/s?1d88

                        About Teknowledge

Teknowledge Corporation in Palo Alto, California (Nasdaq: TEKC) --
http://www.teknowledge.com/-- is in the intelligent Internet
transactions business.  It offers services solutions such as
processing application knowledge, and conducting flexible and
secure transactions over the Internet.  Knowledge processing
enables organizations to codify their knowledge, represent it in
machine readable forms, serve it to end users on the Internet via
agents and forms, and provide value-added application services to
businesses and end-users.


TEEKAY SHIPPING: Planned OMI Purchase Cues S&P to Retain Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on Teekay
Shipping Corp., including the 'BB+' corporate credit rating,
remain on CreditWatch negative.  The Creditwatch update follows
Teekay's announcement that it plans to purchase OMI Corp.
(BB+/Watch Neg/--), a sizable oil tanker company, jointly with A/S
Dampskibsselskatbet TORM for about $2.2 billion; Teekay will
contribute $1.1 billion of this amount.  Teekay also announced
that it intends to create a new publicly listed entity for its
conventional tanker business.

"We plan to meet with Teekay's management to discuss financing and
the business rationale for the purchase," said Standard & Poor's
credit analyst Eric Ballantine.  Ratings are expected to remain on
CreditWatch until the transaction closes.  Ratings on Teekay were
originally placed on CreditWatch with negative implications in
September 2006 after the company announced its plan to purchase
Petrojarl ASA, a Norwegian-based operator of floating production
storage and offloading units.

Ratings on Vancouver, B.C.-based Teekay reflect its participation
in the competitive, highly fragmented, and fixed-capital-intensive
bulk shipping industry, combined with an aggressive growth
strategy, new vessel construction program, and an increasingly
shareholder-friendly financial policy.  Positive credit factors
include the company's solid business position as the leading
midsize crude-oil tanker operator, strong market share in the
shuttle tanker markets, and a growing liquefied natural gas
business.  Additionally, Teekay has been increasing its fixed-
contract business and the acquisition of Petrojarl continues this
trend.

Ratings List

Teekay Shipping Corp.

Corporate Credit Rating          BB+/Watch Neg/--
Senior Unsecured Debt            BB-/Watch Neg


THE WAVE PARTNERS LLC: Case Summary & 4 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: The Wave Partners, L.L.C.
        3825 Atherton Road, Suite 115
        Rocklin, CA 95765

Bankruptcy Case No.: 07-22771

Chapter 11 Petition Date: April 18, 2007

Court: Eastern District of California (Sacramento)

Judge: Robert S. Bardwil

Debtor's Counsel: W. Steven Shumway, Esq.
                  2140 Professional Drive, Suite 250
                  Roseville, CA 95661
                  Tel: (916) 789-8821

Estimated Assets:         Less than $10,000

Estimated Debts: $1 Million to $100 Million

Debtor's Four Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
G.E. Capital                                         $2,200,000
Heller Financial
635 Maryville Center,
Suite 120
St. Louis, MO 63141

Resource Capitol                                       $900,000
1050 Iron Point Road
Folsom, CA 95630

Placer County Tax Collector                            $250,000
2976 Richardson Drive
Auburn, CA 95677

C.I.T. Technologies Financial                           $11,000


TODD FOSTER: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Todd C. Foster
        550 South Koke Mill Road
        Springfield, IL 62711

Bankruptcy Case No.: 07-70754

Chapter 11 Petition Date: April 16, 2007

Court: Central District of Illinois (Springfield)

Judge: Mary P. Gorman

Debtor's Counsel: Michael J. Logan, Esq.
                  837 South 4th Street
                  Springfield, IL 62703
                  Tel: (217) 522-8880

Estimated Assets: $1 Million to $100 Million

Estimated Debts: $1 Million to $100 Million

The Debtor did not submit a list of its largest unsecured
creditors.


TRANS CONTINENTAL STUDIOS INC: Voluntary Chapter 11 Case Summary
----------------------------------------------------------------
Debtor: Trans Continental Studios, Inc.
        c/o Gerard A. McHale, Jr. as Receiver
        1601 Jackson Street, Suite 200
        Fort Myers, FL 33901

Bankruptcy Case No.: 07-01504

Type of Business: The Debtor is music studio owned by Louis
                  J.Pearlman, an alleged con man from Flushing,
                  Queens, New York, USA, last residing in Orlando,
                  Florida.  His current whereabouts are unknown.
                  Pearlman is best known for managing boy bands
                  the Backstreet Boys and 'N Sync.  See
                  http://www.transconstudios.com/

Chapter 11 Petition Date: April 18, 2007

Court: Middle District of Florida (Orlando)

Judge: Arthur B. Briskman

Debtor's Counsel: Michael C. Markham, Esq.
                  Johnson Pope Bokor Ruppel & Burns, L.L.P.
                  P.O. Box 1368 Clearwater, FL 33757
                  Tel: (727) 461-1818
                  Fax: (727) 443-6548

Estimated Assets: Unstated

Estimated Debts:  Unstated

The Debtor did not submit a list of its largest unsecured
creditors.


TRUEYOU.COM: Sept. 30 Balance Sheet Upside-Down by $187.6 Million
-----------------------------------------------------------------
TrueYou.Com Inc. reported net income of $23.7 million for the
first quarter ended Sept. 30, 2006, compared with a net loss of
$6.6 million for the same period ended Oct. 1, 2005.

Results for the first quarter ended Sept. 30, 2006, included an
unrealized gain on convertible securities of approximately
$40.5 million resulting from the remeasurement of convertible
securities issued under the share exchange agreement with Klinger
Advanced Aesthetics Inc. on Sept. 1, 2005.

Revenue for the three months ended Sept. 30, 2006, was
$7.3 million compared to $7.8 million for the three months ended
Oct. 1, 2005, a decrease of $500,000.  The slight decrease in
revenue was primarily due to a $900,000 decrease in service
revenue, comprised of spa and salon services, and the decrease of
medical services of $300,000.  These decreases were partially
offset by wholesale product sales of $900,000 for the three months
ended Sept. 30, 2006, from the Cosmedicine products sold to
Sephora.

Gross margin was 45% for the three months ended Sept. 30, 2006,
compared to 46% for the three months ended Oct. 1, 2005.  The
slight decline in gross margins was due to higher payroll and
commission structures which were partially offset by the launch of
the Cosmedicine product line.

Operating expenses increased to $16.3 million for the three months
ended Sept. 30, 2006, compared to $9.1 million for the three
months ended Oct. 1, 2005, an increase of $7.2 million.  The
increase was primarily due to a $4.2 million increase in stock
option expense under SFAS No. 123R, an increase of $700,000 in
professional fees; a $1.3 million increase in payroll; a $400,000
increase in occupancy expenses; and $300,000 increase in
advertising and marketing expenses.

The decrease in revenues together with the increase in operating
expenses caused the company's operating loss to increase to
$13 million for the three-month period ended Sept. 30, 2006,
compared to an operating loss of $5.5 million for the same period
ended Oct. 1, 2005.

Interest expense increased $1.6 million to $2.7 million for the
three months ended Sept. 30, 2006, caused primarily by the write-
off of the unamortized discount and financing costs on the loan
with Technology Investment Capital Corp of $900,000 and $200,000,
respectively, upon the early repayment.  Interest expense also
increased due to the increase in debt levels in the quarter ended
Sept. 30, 2006 versus Oct. 1, 2005, due to the new financing.

The company also incurred penalties of $1.2 million for the three
month ended Sept 30, 2006, as a result of the failure to meet
conditions included in registration rights agreements with various
stockholders.

Net cash used in operating activities was $15.3 million and
$4.2 million for the three months ended Sept. 30, 2006, and
Oct. 1, 2005, respectively.  The increase in net cash used in
operating activities resulted primarily from the increase in
operating loss of $7.5 million for the three months ended Sept.
30, 2006, when compared to the operating loss for the three months
ended Oct. 1, 2005, and the significant amount of trade payables
that were paid in the three months ended Sept. 30, 2006.

At Sept. 30, 2006, the company's balance sheet showed
$49.3 million in total assets and $236.9 million in total
liabilities, resulting in a $187.6 million total stockholders'
deficit.

The company's balance sheet at Sept. 30, 2006, also showed
strained liquidity with $10.9 million in total current assets
available to pay $50.3 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?1d6b

                        Subsequent Events

On March 8, 2007, Laurus Laurus Master Fund Ltd. sent the company
a Notice of Default and Acceleration accelerating the obligations
due to Laurus under the $25 million Secured Term Note issued as of
June 30, 2006, and the $1 million Senior Subordinated Secured Term
Note issued as of Dec. 22, 2006.  In addition, the other
$3,000,000 in principal of the Senior Subordinated Secured Debt
issued as of Dec. 22, 2006, and $11,038,710 in principal of
Subordinated Debt of which $4,838,710 was issued as of
May 9, 2006, $5,200,000 as of July 11, 2006, and $1,000,000 as of
April 23, 2004, may be accelerated as a result of the Notice of
Default and Acceleration from Laurus.

Unless prompt arrangements can be made with Laurus or other
sources of funds, Laurus has the right to foreclose upon all of
the assets of the company.  The company is currently in discussion
with Laurus with respect to the obligations accelerated by Laurus.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Feb. 9, 2007,
Amper, Politziner & Mattia PC, in Edison, N.J., expressed
substantial doubt about TrueYou.Com Inc.'s ability to continue as
a going concern after auditing the company's consolidated
financial statements for the years ended July 1, 2006, and June
30, 2005.   The auditing firm pointed to the company's operating
losses, negative cash flows from operations since inception, and
working capital deficiency.

                         About TrueYou.Com

TrueYou.Com Inc. (Other OTC: TUYU.PK) -- http://www.trueyou.com/
-- provides cosmetic surgery, cosmetic dentistry and dermatology,
and salon and spa services together under a single brand.  The
products and services are rendered under various trademarks and
tradenames including: KAAI, KAAI Signature Services, Klinger
Advanced Aesthetics, Cosmedicine, Georgette Klinger, SkinState,
Personal Aesthetics Blueprint, Aesthetic Concierge, Truth is
Beauty, Nth (K Logo) Services and The Place of Possibilities.


UNIVERSAL HOSPITAL: Selling Company to Merchant Banking for $712MM
------------------------------------------------------------------
Universal Hospital Services Inc. has agreed to be acquired by Bear
Stearns Merchant Banking, the private equity affiliate of The Bear
Stearns Companies Inc., for total consideration of approximately
$712 million.

The private equity firms J.W. Childs Associates, The Halifax
Group, and UHS management owned the company.

UUHS is a leader in helping hospitals manage medical equipment to
reduce costs, improve nurse productivity, and achieve better
patient outcomes," said Robert Juneja, Managing Director and
Partner of BSMB.  "We are excited to partner with UHS management
to continue to deliver value to the healthcare marketplace."

UHS CEO Gary Blackford, commented, "We look forward to the
resources and knowledge our new partners will bring to UHS and our
customers.  This is another step forward in transforming UHS from
an equipment rental company, to a full equipment lifecycle service
company."

The parties anticipate the transaction will close in the second
quarter of 2007.

In connection with the transaction, UHS expects to commence a
tender offer and consent solicitation relating to all of its
10.125 % Senior Notes due 2011.  Details with respect to this
tender offer and consent solicitation will be set forth in the
tender offer documents, which shall be furnished at the
appropriate time.

                      About Universal Hospital

Universal Hospital Services, Inc. is a leading medical equipment
lifecycle services company. UHS offers comprehensive solutions
that maximize utilization, increase productivity and support
optimal patient care resulting in capital and operational
efficiencies. UHS currently operates through more than 75 offices,
serving customers in all 50 states and the District of Columbia

                          *     *      *

Standard & Poor's Ratings Services placed its 'B+' corporate
credit rating on Bloomington, Minnesota-based Universal Hospital
Services Inc. on CreditWatch with negative implications following
Universal's announcement that it has entered into a definitive
agreement to be acquired by Bear Stearns Merchant Banking.  The
total value of the transaction is approximately $712 million.


VESCOR DEV'T: Ch. 11 Plan to Pay General Unsecured Claims in Full
-----------------------------------------------------------------
Vescor Development 3 LLC and its debtor-affiliates, BDL 2 LLC and
EDL 5 LLC, delivered their Second Joint Amended Disclosure
Statement explaining their Second Joint Amended Plan of
Reorganization to the United States Bankruptcy Court for the
District of Nevada.

                       Overview of the Plan

The Plan contemplates distribution of cash in the approximate
amount of $6,597,517, which consists of:

     a. $200,000 for administrative claims;

     b. $23,000 for priority claims;

     c. $5,754,535 to cure class 1 and $231,980 to cure class2,
        plus any pecuniary damages established by the holders of
        the class 1 claims by the objection date;

     d. $378,000 for the initial distribution to class4; and

     e. $10,000 to pay class 7 if its treatment is elected by the
        ballot.

The Debtors will also be selling their real properties, valued at
$108,000,000, to facilitate distribution under the Plan.

                        Treatment of Claims

Under the Amended Plan, the Class 1 Claims of Apex Holding Company
LLC totaling $53,800,939 will receive a $5,754,535 cure payment
and payment of actual damages established by a sworn declaration
with accompanying evidence of the claim holder's actual pecuniary
loss arising from the Debtors' failure to perform a nonmonetary
obligation on or before the objection date.

The Class 2 Claims of Apex Utility Holding Company LLC totaling
$1,546,650 will receive $231,980 cure payment and payment of
actual damages will also be established by a sworn declaration
with accompanying evidence of the claim holder's actual pecuniary
loss arising from the Debtors' failure to perform a nonmonetary
obligation on or before the objection date.

Class 3 Miscellaneous Secured Claims and Classes 5,6, and 7
General Unsecured Claims, if any such claims are filed, will be
paid in full with interest.

BDL 2's Sale/Leaseback Claims are entitled to a payment on the
effective date of the Plan and pursuant to the Promissory Note for
each of the four claimants.

Any default in the Intercompany Claims among the Debtors will be
cured and the claims will be reinstated.

All equity interests in the Debtors will be retained.

                        About Vescor

Headquartered in Henderson, Nevada, Vescor Development 3 LLC is a
real estate developer.  The company and two of its affiliates
filed for chapter 11 protection on Aug. 16, 2006 (Bankr. D. Nev.
Case No. 06-12094.  Laurel E. Davis, Esq., at Lionel Sawyer &
Collins serves as the Debtors counsel.  No Official Committee of
Unsecured Creditors has been appointed in this case.  When Vescor
filed for protection from its creditors, it listed total assets of
$109,570,385 and total debts of $63,290,195.


VOICE DIARY: Lake & Associates Raises Going Concern Doubt
---------------------------------------------------------
Lake & Associates CPA's LLC reported that Voice Diary Inc. has
suffered recurring losses and has yet to generate an internal cash
flow that raises substantial doubt about its ability to continue
as a going concern after auditing the company's financial
statements for the year ended Dec. 31, 2006.

For the years ended Dec. 31, 2006, and 2005, the company reported
net losses of $155,233 and $7,755, respectively.  Sales for the
years ended Dec. 31, 2006, and 2005 were $1 million and $15,863,
respectively.

As of Dec. 31, 2006, the company's total assets were $1.6 million,
total liabilities were $1.3 million, and total stockholders'
equity was $353.875.  Retained deficit was valued at $3.1 million.

The company had cash of $179,868 on hand and a working capital of
$22,941 as of Dec. 31, 2006.  Currently, it has enough cash to
fund operations for about six months.  The company projects that
it will need additional capital to fund operations over the next
12 months.  It anticipates that it will need an additional
$250,000 in working capital during 2007 and $100,000 for the two
years after a year.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1d86

                        About Voice Diary

Voice Diary Inc. (OTC BB: VCDY) -- http://www.voicediary.com/--  
develops, manufactures and markets personal digital assistants
targeted to niche markets.  Its products have a voice user
interface and provide a full range of personal information
management applications, including a talking diary, telephone
book, daily pad and other features.  The company's products are
sold in Israel, US, UK, Holland.  Its principal executive office
is located in Sui Ning, Si Chuan Province, China.


WACHOVIA BANK: Moody's Holds Low-B Ratings on Six Certificates
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 22 classes of
Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2005-C16 as:

    - Class A-1, $35,180,279, Fixed, affirmed at Aaa
    - Class A-2, $621,678,000, Fixed, affirmed at Aaa
    - Class A-3, $67,687,000, Fixed, affirmed at Aaa
    - Class A-PB, $109,727,000, Fixed, affirmed at Aaa
    - Class A-4, $569,152,000, Fixed, affirmed at Aaa
    - Class A-1A, $208,621,785, Fixed, affirmed at Aaa
    - Class A-J, $131,545,000, Fixed, affirmed at Aaa
    - Class B, $56,744,000, Fixed, affirmed at Aa2
    - Class C, $25,793,000, Fixed, affirmed at Aa3
    - Class D, $33,531,000, Fixed, affirmed at A2
    - Class E, $20,635,000, Fixed, affirmed at A3
    - Class F, $25,793,000, WAC, affirmed at Baa1
    - Class G, $20,634,000, WAC, affirmed at Baa2
    - Class H, $28,373,000, WAC, affirmed at Baa3
    - Class J, $2,579,000, Fixed, affirmed at Ba1
    - Class K, $7,738,000, Fixed, affirmed at Ba2
    - Class L, $10,317,000, Fixed, affirmed at Ba3
    - Class M, $5,159,000, Fixed, affirmed at B1
    - Class N, $5,158,000, Fixed, affirmed at B2
    - Class O, $5,159,000, Fixed, affirmed at B3
    - Class X-P, Notional, affirmed at Aaa
    - Class X-C, Notional, affirmed at Aaa

As of the March 16, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 1.9%
to $2.025 billion from $2.063 billion at securitization.  The
Certificates are collateralized by 182 mortgage loans.  The loans
range in size from less than 0.1% of the pool to 5.7% of the pool,
with the top 10 loans representing 38.6% of the pool.  There have
been no realized losses since securitization.  The pool includes
three shadow rated loans, representing 12.5% of the outstanding
pool balance.  Six loans, representing 10.7% of the pool, have
defeased.  There are no loans currently in special servicing.
Nineteen loans, representing 7.3% 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 93.6% and 79.7% of the performing loans.
Moody's loan to value ratio for the conduit component is 95.1%,
essentially the same as at securitization.

The largest shadow rated loan is the 175 West Jackson Loan
($112.5 million -- 5.6%), which represents a 50.0% participation
interest in a $225.0 million first mortgage loan.  The loan is
secured by 1.5 million square foot Class A office building located
in the Chicago CBD.  The building is also encumbered by a
$55.0 million B Note, which is held outside the trust in another
transaction.  The building is one of Chicago's largest buildings,
with floor plates averaging over 65,000 square feet.  As of
November 2006 the property was 96.0% leased, compared to 90.0% at
securitization.  Financial performance has declined since
securitization due to decreased rental revenue and increased
operating expenses, most specifically real estate taxes.  The loan
is structured with an initial three-year interest only period.
Moody's current shadow rating is Ba1, compared to Baa3 at
securitization.

The second shadow rated loan is the 180 Maiden Lane Loan
($93.0 million -- 4.6%), which represents a 50.0% interest in a
$186.0 million first mortgage loan.  The loan is secured by a 1.1
million square foot Class A office building located in the
Financial District of New York City.  The property is 100.0%
occupied. The major tenant is Goldman Sachs Group, Inc. (Moody's
senior unsecured rating Aa3 - stable outlook; 73.8% NRA; lease
expiration April 2014).  Goldman has a termination option in
November 2009.  However, the combined termination fee and cash
flow sweep provide $35.3 million ($43.95 per square foot).  The
property is also encumbered by a $69.5 million B Note, which is
held outside the trust in another transaction.  The loan is
interest only for its entire term. Moody's current shadow rating
is Baa1, the same as at securitization.

The third shadow rated loan is the Cameron Village Loan ($47.3
million -- 2.3%), which is secured by a 630,000 square foot,
retail center located in Raleigh, North Carolina.  Moody's current
shadow rating is Baa3, the same as at securitization.

The top three conduit loans represent 11.1% of the outstanding
pool balance.  The largest conduit loan in the pool is the
Figueroa Plaza Loan ($90.0 million -- 4.4%), which is secured by
two, 16-story office buildings totaling 611,992 square feet
located and located in downtown Los Angeles, California.  Moody's
LTV is 98.3%, essentially the same as at securitization.

The second largest conduit loan is the Residence Inn -- Portfolio
#2 Loan ($67.8 million -- 3.3%), which is secured by a portfolio
of 11 limited service hotels totaling 1,168 rooms and located in
seven states.  As of December 2005 RevPAR was $82.24, compared to
$72.65 at securitization.  The loan matures in November 2014 and
was interest only for its initial 12 months but now amortizes on a
300-month schedule.  Moody's LTV is 86.2%, compared to 89.4% at
securitization.

The third largest conduit loan is the 900 Fourth Avenue Loan
($67.0 million - 3.3%), which is secured by a 40-story, Class A
office building containing 534,751 square feet and located in the
CBD of Seattle, Washington.  As of September 2006 occupancy was
65.0%, compared to 73.9% at securitization.  The loan matures in
November 2009 and is interest only for its full term.  Moody's LTV
is 87.3%, compared to 77.7% at securitization.


ZURICH DEPOSITORY CORP: Case Summary & 10 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Zurich Depository Corp.
        1165 Northern Boulevard
        Manhasset, NY 11030

Bankruptcy Case No.: 07-71352

Type of Business: The Debtor is a private safe deposit company
                  offering confidentiality policies.  See
                  http://www.zdcvault.com/index.html

Chapter 11 Petition Date: April 18, 2007

Court: Eastern District of New York (Central Islip)

Debtor's Counsel: Matthew G. Roseman, Esq.
                  Cullen & Dykman Bleakley Platt, L.L.P.
                  100 Quentin Roosevelt Boulevard
                  Garden City, NY 11530
                  Tel: (516) 296-9106

Estimated Assets: $834,161

Estimated Debts: $6,031631

Debtor's 10 Largest Unsecured Creditors:

   Entity                                          Claim Amount
   ------                                          ------------
1165 Northern, L.L.C.                                $3,000,000
Esco Real Estate Man.
10 Cutter Mill Road
Great Neck, NY 11021

Iron Mountain Inf. Man.                              $3,000,000
c/o Sullivan & Worcester
Attention: Andrew Solomon
1290 Avenue of Americas
New York, NY 10104

C.G.I. Development Co., Inc.                            $22,781
William Greenberg
41 Highway 34 South
Colts Neck, NJ 07722

Securitas Security Services US                           $2,885

Charles A. Singer                                        $2,344

A.D.T. Security Services, Inc.                           $1,693

Premium Financing Specialists                            $1,236

Parabit Systems, Inc.                                      $418

Merging Technologies Group                                 $255

D.H.L. Express (USA) Inc.                                   $18


* Donlin Recano Retained by Anvil Knitwear as Claims Agent
----------------------------------------------------------
Anvil Knitwear, Inc. selected Donlin Recano and Company, Inc. to
serve as its bankruptcy agent to manage its noticing, claims,
balloting, and distribution process among all of the Debtor's
advisors and creditors.

"The complexity of sorting through mounting financial data and
providing real-time access to all documentation throughout the
process is increasing.  The Anvil Knitwear case requires on-demand
expertise and customized technology to proactively manage all
administrative proceedings.  Donlin Recano is dedicated to
providing Anvil Knitwear with optimal counsel to minimize the
complexity and cost attached to this process through its web
technology support," says Scott Y. Stuart, Esq., the vice-
president of Donlin Recano.

                       About Anvil Knitwear

Based in New York, Anvil Holdings Inc. is a Delaware holding
company with no material operations and owns all of the
outstanding common stock of Anvil Knitwear, Inc.  Anvil Knitwear,
in turn, owns all of the outstanding common stock of Spectratex,
Inc., fka Cottontops, Inc.  The Debtors design, manufacture, and
market active wear.  The Debtors filed for chapter 11 protection
on Oct. 2, 2006 (Bankr. S.D.N.Y. Case Nos. 06-12345 through
06-12347).  Richard A. Stieglitz, Jr., Esq., Stephen J. Gordon,
Esq., and Joel H. Levitin, Esq., at Dechert LLP represent the
Debtors in their restructuring efforts.  Milbank, Tweed, Hadley &
McCloy LLP serves as counsel for the Official Committee of
Unsecured Creditors.  The Debtors' consolidated financial data as
of July 29, 2006, showed total assets of $110,682,000 and total
debts of $244,586,000.

                       About Donlin Recano

Headquartered in New York City, Donlin Recano --
http://www.donlinrecano.com/-- is a claims management company
that has served over 200 national clients across a broad range of
industries and business sectors.  Working with counsel, turnaround
advisors and the affected company, Donlin Recano helps organize
and guide Chapter 11 clients through administrative bankruptcy
tasks, including provision of Web site-accessible information,
formation of professional call centers, management of claims,
balloting, distribution and other administrative services.  The
company also provides Web based information services for creditors
committees as required by The Bankruptcy Abuse Prevention and
Consumer Protection Act of 2005.


* Donlin Recano Retained by NY Westchester Square Medical Center
----------------------------------------------------------------
Donlin Recano and Company has been retained to provide bankruptcy
management and consultancy services to the Bronx-based hospital
New York Westchester Square Medical Center.

Donlin Recano was retained as the claims, noticing, and balloting
agent on behalf of the medical center to simplify the data-sharing
process among all debtors' advisors and creditors.  Donlin Recano
was chosen by the medical center because of the firm's proficiency
in guiding and organizing the Chapter 11 process using its
advanced web-based technology infrastructure.

Scott Y. Stuart, Esq., the company's vice-president, says,
"Bankruptcy filings are an extremely complex process involving a
tremendous amount of administration and many parties.  Donlin
Recano's state-of-the-art Web-based technology services play a
crucial role in minimizing costs and simplifying processes
pertinent to New York Westchester Square Medical Center's filing
and will aid them in managing all administrative proceedings."

                   About New York Westchester

Based in the Bronx, New York, New York Westchester Square Medical
Center -- http://www.nywsmc.org/-- is a not-for-profit, community
acute care hospital and certified stroke center that has served a
working class population in the Bronx community since 1929.  Its
primary facility, located at 2475 St. Raymond Avenue, Bronx, New
York 10461, houses 205 beds and provides acute adult medical and
surgical care, emergency medicine and ambulatory services.  NYWSMC
is a membership corporation whose members are selected by the New
York-Presbyterian Healthcare System, Inc.

The company filed for chapter 11 protection on Dec. 19, 2006
(Bankr. S.D.N.Y. Case No. 06-13050).  Burton S. Weston, Esq., at
Garfunkel, Wild & Travis, P.C., represents the Debtor.  As of
Oct. 31, 2006, the Debtor's total assets were valued at
$30,017,586 and liabilities totaling $40,496,354.

                      About Donlin Recano

Based in New York City, Donlin Recano --
http://www.donlinrecano.com/-- is a claims management company
that has served over 200 national clients across a broad range of
industries and business sectors.  Working with counsel, turnaround
advisors and the affected company, Donlin Recano helps organize
and guide Chapter 11 clients through administrative bankruptcy
tasks, including provision of Web site-accessible information,
formation of professional call centers, management of claims,
balloting, distribution and other administrative services.  The
company also provides Web based information services for creditors
committees as required by The Bankruptcy Abuse Prevention and
Consumer Protection Act of 2005.


* BOOK REVIEW: Ancient Law (Law Classic)
----------------------------------------
Author:     Henry James Sumner Maine
Publisher:  Beard Books
Paperback:  256 pages
List Price: $34.95

Order your personal copy at
http://www.amazon.com/exec/obidos/ASIN/1587980681/internetbankrupt

The book Ancient Law, written by Sir Henry Maine examines the
fascinating origins of human ideas and society as reflected in the
law.

This book is engrossing reading for all who may be interested in
the growth of human ideas and the origins of human society.

Its object is to reveal some of the earliest ideas of mankind,
reflected in Ancient Law, to point out the relation of those ideas
to later thought.

Early society, reflected in the law, begins with the group (the
family), not with the individual.

Covered are: ancient codes; legal fictions; law of nature and
equity; the modern history of the law of nature; primitive society
and ancient law; the early history of testamentary succession;
ancient and modern ideas respecting wills and successions; the
early history of property, contract, and delict and crime.

                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11
cases involving less than $1,000,000 in assets and liabilities
delivered to nation's bankruptcy courts.  The list includes links
to freely downloadable images of these small-dollar petitions in
Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                             *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy,
Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva,
Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez,
Nikki Frances S. Fonacier, Tara Marie A. Martin, and Peter A.
Chapman, Editors.

Copyright 2007.  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 $775 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.

                    *** End of Transmission ***