TCR_Public/070809.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Thursday, August 9, 2007, Vol. 11, No. 187

                             Headlines

ALCATEL-LUCENT: Court Reverses $1.5-Bln Microsoft MP3 Ruling
ALLEGHENY ENERGY: Moody's Reviews Ba2 Corporate Family Rating
ALT-A MORTGAGE: S&P Puts 207 Collateral Ratings Under Neg. Watch
ALTERNATIVE LOAN: Moody's Rates Class M-8 Certificate at Ba1
ALTERNATIVE LOAN: Moody's Puts Low-B Ratings on Two Cert. Classes

ALTRA NEBRASKA: S&P Puts B Prelim. Rating on $130MM Sr. Notes
AMERICAN HOME: Inks Cash Collateral Use Agreement With BofA
AMERICAN HOME: Wants $50 Million DIP Pact With WL Ross Okayed
ANGIOTECH PHARMA: S&P Junks Rating on Senior Subordinated Debt
ARMOR HOLDINGS: Moody's Confirms Ba3 Corporate Family Rating

ARVINMERITOR INC: Sells LVA Exhaust Operations to Klarius Group
BALLY TOTAL: Court Sets Sept. 17 Plan Confirmation Hearing
BALLY TOTAL: Gets Interim OK to Hire Kirkland as Counsel
BANC OF AMERICA: S&P Affirms B Ratings on Four Cert. Classes
BANC OF AMERICA: S&P Affirms Low-B Ratings on Six Cert. Classes

BUMBLE BEE: Weakened Liquidity Cues Moody's to Cut Ratings
C2 GLOBAL: June 30 Balance Sheet Upside-Down by $1.4 Million
CAPITAL ONE: Inks $700 Million Buyout Deal With NetSpend Holdings
CARES INVESTMENTS: Case Summary & 19 Largest Unsecured Creditors
CARIBOU RESOURCES: JED Oil Completes Purchase of All Shares

CATHOLIC CHURCH: San Diego Has Until October 15 to File Plan
CATHOLIC CHURCH: San Diego Gets Nod to Sell CSE & EWC Properties
CENTER CUT: Moody’s Places Corporate Family Rating at B3
CHARLES PAASO: Case Summary & 19 Largest Unsecured Creditors
CHURCH & DWIGHT: Earns $40.5 Million in Quarter Ended June 29

COMBIMATRIX CORP: Posts $3.6 Mil. Net Loss in Qtr. Ended June 30
COMM 2004-LNB2: Fitch Upgrades Ratings on Six Loan Classes
CONSECO INC: Impaired Earnings Cue S&P to Lower Ratings
CORRECTIONS CORP: Earns $32.6 Million in Quarter Ended June 30
CWABS ASSET: Moody's Rates Class B-1 Certificates at Ba2

CWALT 2007: Moody's Assigns Low-B Ratings on Two Cert. Classes
CYBERONICS INC: Names James Reinstein as Vice Pres. & General Mgr.
D&E COMMUNICATIONS: Earns $2.3 Million in Second Quarter 2007
DAVITA INC: Messrs. Berg, Brittain, and Diaz Join Board
DELTA AIR: Creditors Want Reorganized Debtors to Comply with Plan

E POINTE: Case Summary & 20 Largest Unsecured Creditors
EUNICE ANIFOWOSE: Case Summary & Seven Largest Unsecured Creditors
FAIRVIEW LOGGING: Case Summary & 16 Largest Unsecured Creditors
FLINKOTE CO: Disclosure Statement Hearing Scheduled on Nov. 27
FORD MOTOR: Recalls 3.6 Million Vehicles to Fix Cruise Control

FORD MOTOR: Wants Tentative Land Rover & Jaguar Deal by Sept. 30
FORD MOTOR: June 30 Balance Sheet Upside-Down by $1.9 Billion
FRASER PAPERS: S&P Withdraws Ratings at Issuer's Request
FIRST UNION: Stable Performance Cues S&P to Lift Ratings
GLEN MEYERS: Case Summary & 16 Largest Unsecured Creditors

GLIMCHER REALTY: To Acquire Merritt Square Thru $57 Million Loan
GLOUCESTER SPC: S&P Puts Low-B Ratings on Three Note Classes
GMAC COMMERCIAL: Fitch Assigns Distressed Rating on Class O Notes
GOODYEAR TIRE: Names Mark Schmitz as Chief Financial Officer
HAMLET APARTMENTS: Case Summary & 39 Largest Unsecured Creditors

HEALTH CARE: Earns $31.9 Million in Second Quarter Ended June 30
HEXION SPECIALTY: Funds $100 Million of Incremental Term Loans
HORIZON LINES: S&P Rates Proposed $375MM Credit Facilities at BB+
ICEWEB INC: Upgrades Fiscal 2007 Revenue Forecast to $19 Million
ICEWEB INC: March 31 Balance Sheet Upside-Down by $1.3 Million

INDEVUS PHARMA: Accepts $71.9MM Exchange Offer for 6.25% Sr. Notes
JACK IN THE BOX: Board Authorizes Two-for-One Common Stock Split
JAMES TAIT: Voluntary Chapter 11 Case Summary
JED OIL: Completes Acquisition of Caribou Resources
KB HOME: Completes $250 Million Redemption of 9-1/2% Senior Notes

KLINGER ADVANCED: Organizational Meeting Set for August 14
LEBARON DRYWALL: Court Okays Sale of Alaskan Assets for $1 Million
LNR CFL: Fitch Holds Low-B Ratings on Four Note Classes
METROMEDIA INT'L: Gets $2.05/Share Proposal from Fursa Alternative
MIRANT CORP: Settles 2006 Pepco Disputes, Gains $370 Million

MUSICLAND HOLDING: Buena Vista Seeks to Recover $25 Million
MUSICLAND HOLDING: Harris Wants Buena Vista Complaint Dismissed
N-STAR REAL: Fitch Affirms BB Rating on $15.916MM Class D Notes
N-STAR REAL: Fitch Affirms BB Rating on $16.2MM Class E Notes
N.Y. WESTCHESTER: Exclusive Plan Filing Moved to December 14

NEPHROS INC: Unable to Pay Third Installment Under Settlement Pact
NEW CENTURY: Court Moves Exclusive Plan Filing Date to Nov. 28
NORTHWEST AIRLINES: Next Periodic Distribution Date is October 1
NORTHWEST SUBURBAN: Organizational Meeting Set for August 13
NPS PHARMA: To Retire 2008 Debt with $200 Mil. from Three Deals

NPS PHARMACEUTICALS: June 30 Balance Sheet Upside-Down by $226MM
NUANCE COMM: To Offer $150 Mil. Unsecured Senior Convertible Notes
NUANCE COMMS: S&P Rates Proposed $150MM Convertible Notes at B-
NUTRITIONAL SOURCING: Organizational Meeting Set for August 13
NUTRITIONAL SOURCING: Has Until October 2 to File Schedules

NUTRITIONAL SOURCING: Wants Kay Scholer as Bankruptcy Counsel
OASIS HOSPITALITY: Case Summary & Nine Largest Unsecured Creditors
OGLEBAY NORTON: Harbinger Commences Offer to Buy Common Stock
OGLEBAY NORTON: Urges Shareholders to Snub Harbinger's Offer
ORLANDO CITYPLACE: Wants to Use SFT Parties' Cash Collateral

ORLANDO CITYPLACE: Seeks to Reject Vance Marketing Contracts
OUTLOOK RESOURCES: Expects to File 2nd Qtr. Financials on Friday
PAN AMERICAN: Case Summary & 23 Largest Unsecured Creditors
PARKWAY HOSPITAL: Court Confirms First Amended Reorganization Plan
PIONEER NATURAL: Earns $36 Million in Quarter Ended June 30

POPE & TALBOT: Credit Default Cues S&P to Downgrade Ratings
RASC: Fitch Lowers Ratings on Three Certificate Classes to BB+
RESIDENTIAL ASSET: Moody's Cuts Class M-II-3 Cert. Rating to B3
RESOURCE AMERICA: Earns $4.5 Million in Third Qtr. Ended June 30
SHAMROCK TOWER: Voluntary Chapter 11 Case Summary

SOLUTIA INC: Judge Beatty Rejects Disclosure Statement
SOLUTIA INC: Creditors' Committee Wants Settlements Approved
SUN MICROSYSTEMS: Restructuring Plan Aims to Cut Jobs
SUNCOM WIRELESS: Good Performance Cues S&P to Lift Rating to B-
TEGRANT CORP: Narrow Operations Scope Cues S&P's B Credit Rating

TOUSA INC: Negative Trends Cue Fitch to Junk Several Ratings
TRUE TEMPER: Moody's Reviews B3 Corporate Family Rating
TULLY'S COFFEE: July 1 Balance Sheet Upside-Down by $5.7 Million
UNIFI INC: Terminates Brian Parke as Chairman, President and CEO
WARNER MUSIC: June 30 Balance Sheet Upside-Down by $23 Million

WCI COMMUNITIES: Generates $310 Mil. Positive Cash Flow in 2007
WORKFLOW MANAGEMENT: S&P Junks Issuer Rating on Second-Lien Loan
XOMA LTD: Appoints Steven Engle as President & Chief Exec. Officer

* Fitch Publishes New Report Offering on Par Rating Activity
* Fried Frank Appoints Nine Partners Effective September 1
* Thomas Brennan Joins Mitchell Silberberg's Bankruptcy Practice

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

                              *********

ALCATEL-LUCENT: Court Reverses $1.5-Bln Microsoft MP3 Ruling
------------------------------------------------------------
The Honorable Rudi M. Brewster of the U.S. District Court for the
Southern District of California overturned a February ruling by a
U.S. federal jury ordering Microsoft Corp. to pay around
$1.52 billion in infringement damages to Alcatel-Lucent S.A.,
various reports say.

Judge Brewster ruled that concluded that Microsoft did not
infringe one of the two disputed MP3 patents, Bloomberg News
reports.  

Judge Brewster also ruled that the other MP3 patent was co-owned
by Fraunhofer-Gesellschaft, which developed the format along with
Bell Labs and French electronics group Thomson, and Microsoft had
a valid license from the German group.  Judge Brewster added that
Alcatel-Lucent had to enjoin Fraunhofer-Gesellschaft for its
infringement suit for it to be valid in court.

As reported in the TCR-Europe on Feb. 28, 2007, the federal jury
ordered Microsoft to pay around $1.52 billion in infringement
damages to Alcatel-Lucent, ruling that the software giant
infringed two MP3 patents, which cover the encoding and decoding
of audio into the digital MP3 format.

Lucent Technologies Inc., which merged with Alcatel in 2006 to
form Alcatel-Lucent, filed 15 patent claims in 2003 against
Gateway Inc. and Dell Inc. for technology developed by Bell
Laboratories, its research arm, AP relates.  In April 2003,
Microsoft added itself to the list of defendants, saying the
patents were closely tied to its Windows operating system.  A
judge had dismissed the claims and scheduled six separate trials
for the remaining disputes.  The case in question went on trial on
Jan. 29.

Microsoft argued in court that Alcatel-Lucent's patents govern its
MP3 encoding and decoding tools, stressing that its MP3 software
for Windows Media Player was licensed from Fraunhofer-
Gesellschaft, which developed the format along with Bell Labs and
French electronics group Thomson.

The federal jury had agreed on all Alcatel-Lucent's arguments but
reached an impasse on whether Microsoft had willfully infringed on
the Bell Labs patents, The Associated Press reports.  

Brad Smith, Microsoft's general counsel, called the ruling "a
victory for consumers of digital music and a triumph for common
sense in the patent system," Bloomberg News relates.

Mary Ward, Alcatel-Lucent spokeswoman, told Bloomberg News that
the company will appeal the ruling.

"The reversal of the judge's own pre-trial and post-trial rulings
is shocking and disturbing," Ms. Ward told Bloomberg News.  "The
jury unanimously agreed with us.  We believe their decision should
stand."

                      About Microsoft Corp.

Headquartered in Redmond, Washington, Microsoft Corp. --
http://www.microsoft.com/-- develops, manufactures, licenses
and supports a range of software products for computing devices.

                      About Alcatel-Lucent

Headquartered in Paris, France, Alcatel-Lucent --
http://www.alcatel-lucent.com/-- provides solutions that enable
service providers, enterprises and governments worldwide to
deliver voice, data and video communication services to end
users.  Alcatel-Lucent maintains operations in 130 countries,
including, Austria, Germany, Hungary, Italy, Netherlands,
Ireland, Canada, United States, Costa Rica, Dominican Republic,
El Salvador, Guatemala, Peru, Venezuela, Indonesia, Australia,
Brunei and Cambodia.  On Nov. 30, 2006, Alcatel and Lucent
Technologies Inc. completed their merger transaction, and began
operations as a communication solutions provider under the name
Alcatel-Lucent on Dec. 1, 2006.

                            *   *   *

In April 2007, Fitch Ratings affirmed Alcatel-Lucent's ratings at
Issuer Default 'BB' with a Stable Outlook, senior unsecured 'BB'
and Short-term 'F2' and simultaneously withdrawn them.

In February 2007, Moody's Investor Services placed a Ba2 rating
on Alcatel's Corporate Family and Senior Debt rating.  Lucent
carries Moody's B1 Senior Debt rating and B2 Subordinated debt &
trust preferred rating.

Alcatel-Lucent's Long-Term Corporate Credit rating and Senior
Unsecured Debt carry Standard & Poor's Ratings Services' BB
rating.  Its Short-Term Corporate Credit rating stands at B.


ALLEGHENY ENERGY: Moody's Reviews Ba2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service placed the long-term ratings of
Allegheny Energy, Inc. (AYE: Ba2 Corporate Family Rating) and its
subsidiaries Allegheny Energy Supply Company, LLC (AYE Supply: Ba2
Corporate Family Rating) and Allegheny Generating Company (AGC:
Ba3 senior unsecured debt) under review for possible upgrade.  
AYE's Speculative Grade Liquidity Rating is affirmed at SGL-2.

The rating action reflects continued demonstration of a sustained
improvement in key credit fundamentals due largely to strengthened
operating and financial results at its generation subsidiary, AYE
Supply. Over the past few years, plant availability across the
generation fleet has improved while system-wide operating and
maintenance expenses have declined.  These factors, when combined
with better market prices for electricity under multi-year forward
arrangements have resulted in substantially stronger and
sustainable earnings, cash flow, and credit metrics at AYE and AYE
Supply.

The review will examine these factors against a projected large
capital investment program primarily for environmental related
capital expenditures and transmission related projects as well as
the differing regulatory challenges facing the company's utilities
to secure timely and adequate recovery of operating, purchased
power and capital costs in each of their respective state
jurisdictions.

On Review for Possible Upgrade:

Issuer: Allegheny Energy Supply Company, LLC

-- Probability of Default Rating, Placed on Review for Possible
Upgrade,
    currently Ba2

-- Corporate Family Rating, Placed on Review for Possible
Upgrade,
    currently Ba2

-- Senior Secured Bank Credit Facility, Placed on Review for
Possible
    Upgrade, currently Baa3

-- Senior Unsecured Regular Bond/Debenture, Placed on Review for
    Possible Upgrade, currently Ba3

Issuer: Allegheny Energy, Inc.

-- Probability of Default Rating, Placed on Review for Possible
Upgrade,
    currently Ba2

-- Corporate Family Rating, Placed on Review for Possible
Upgrade,
    currently Ba2

-- Senior Unsecured Bank Credit Facility, Placed on Review for
Possible
    Upgrade, currently Ba2

Issuer: Allegheny Generating Company

-- Senior Unsecured Regular Bond/Debenture, Placed on Review for
    Possible Upgrade, currently Ba3

Outlook Actions:

Issuer: Allegheny Energy Supply Company, LLC

-- Outlook, Changed To Rating Under Review From Stable

Issuer: Allegheny Energy, Inc.

-- Outlook, Changed To Rating Under Review From Stable

Issuer: Allegheny Generating Company

-- Outlook, Changed To Rating Under Review From Stable

Headquartered in Greensburg, Pa, AYE is an integrated investor-
owned electric utility with total annual revenues of over $3
billion.  The company owns and operates generating facilities and
delivers electricity to over 1.5 million customers in
Pennsylvania, West Virginia, Maryland and Virginia.  AYE Supply
and AGC are wholly owned generating subsidiaries of AYE.


ALT-A MORTGAGE: S&P Puts 207 Collateral Ratings Under Neg. Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 207
classes of U.S. residential mortgage-backed securities (RMBS)
backed by U.S. first-lien Alternative A (Alt-A) mortgage
collateral issued from the beginning of October 2005 through the
end of December 2006 on CreditWatch with negative implications.

These CreditWatch actions affect 207 classes that had an original
total balance of approximately $913.9. million, which represents
0.20% of the approximately $455.4 billion in U.S. RMBS backed by
first-lien Alt-A collateral, rated by Standard & Poor's from the
beginning of October 2005 through the end of December 2006.  This
is in addition to the ratings on 30 classes from 27 transactions
from this period that were previously placed on CreditWatch,
beginning in March 2007.  During the same period, the total
balance of U.S. RMBS securities backed by all types of residential
mortgage collateral issued in the non-agency market was more than
$1.2 trillion.

S&P are also conducting a review of CDO transaction ratings in
which the underlying portfolios contain any of the securities
affected by these rating actions.  A separate press release will
be published.

Alt-A loans are first-lien residential mortgages that generally
conform to traditional "prime" credit guidelines; however, the
loan-to-value ratio, loan documentation, occupancy status,
property type, or other factors cause these loans not to qualify
under standard underwriting programs for prime jumbo and prime
quality conforming loans.  This review included payment option
ARMs (adjustable-rate mortgages), which have, as a subgroup of
Alt-A, exhibited lower delinquency rates and have greater credit
protection than the average for the entire Alt-A sector.

These actions reflect a rising level of delinquencies among the
Alt-A collateral supporting these transactions, as well as S&P's
expectation that losses on the collateral will exceed historical
precedent and may exceed S&P's original expectations.  The weak
collateral performance is due to a combination of factors that
include, but are not limited to, high combined LTVs; home price
declines; an environment of looser underwriting standards; risk
layering (the combination of several risk elements for one single
borrower); and speculative borrowing behavior.  The increase in
the number of loans with the combination of these risk
characteristics, coupled with a reversal in home price
appreciation and higher interest rates, has led to deteriorating
performance among the transactions that closed at the end of 2005
through 2006.

Realized cumulative losses within U.S. RMBS transactions backed by
Alt-A collateral issued during this period have been relatively
low to date, at approximately 4 basis points (bps; 0.04%).  The
Alt-A transactions are evidencing lower levels of early payment
defaults than transactions from the same period that are backed by
first-lien subprime and closed-end second-lien collateral.  
However, the collateral underlying the Alt-A transactions has been
experiencing high levels of severe delinquencies (90-plus days,
foreclosures, REOs) that have not abated.  S&P's assumptions had
anticipated that the delinquency and default patterns of these
transactions would revert to trends closer to historic norms.  
However, these transactions have now reached a sufficient level of
seasoning for S&P to conclude that, based on the factors above,
they will evidence delinquency and default loss trends that are
indicative of poor future performance and that these trends will
continue to exceed historic precedent and our original ratings
assumptions.

S&P are affirming the ratings on all U.S. RMBS transactions backed
by Alt-A collateral issued between October 2005 and December 2006
that are not currently on CreditWatch.  All of the transactions
with affirmed ratings have passed S&P's stress tests.  In
addition, the percentage of loans with CLTVs greater than 95% was
less than 12% for the affirmed transactions, compared with more
than 17% for the pools backing the issues with ratings on
CreditWatch.  As a general matter, the strong performing Alt-A
collateral within each transaction that does not contain risk
layering has been performing within historical norms and within
S&P's original expectations.  This type of collateral closely
resembles collateral found in prime jumbo transactions where
borrowers had FICO scores in excess of 720 and CLTVs in the low-
to-mid 70% range; and to date, performance in the prime jumbo
sector is also within the bounds of historical norms.  Through
June 2007, the total cumulative loss experienced was approximately
0.04%, or 4 bps.

            Adjustments to Surveillance Assumptions

S&P's review of outstanding U.S. RMBS backed by first-lien Alt-A
collateral employs different assumptions than those S&P used to
review U.S. RMBS backed by first-lien subprime loan collateral.  
Roll rate assumptions, or the number of currently delinquent loans
and loans in foreclosure that will ultimately result in a loss,
are lower than those S&P assumed in their review of U.S. RMBS
backed by first-lien subprime collateral.  The time it takes to
incur losses is assumed to be longer for Alt-A loans than for
subprime loans.  Recovery rates are assumed to be higher than for
subprime loans because of lower LTVs and lower foreclosure
expenses as a percent of generally higher loan balances.
   
S&P's revised surveillance assumptions focus on three areas:
current losses to date, losses assumed on currently delinquent
loans, and future losses for borrowers who are current with their
loan payments.  Losses incurred to date have already reduced
current credit protection.  The assumptions for how delinquent
loans will progress through the delinquency pipeline toward
liquidation are as follows: 50% of 30-day delinquencies, 50% of
60-day delinquencies, 80% of 90-day delinquencies, 80% of
foreclosures, and 100% of REOs.  Assumptions regarding the timing
of the losses projected on loans currently in REO will be
recognized evenly over the next eight months.  

Losses on loans currently in foreclosure will be recognized as
follows: 5% evenly over the following one to eight months; 70%
evenly in months nine through 15; and the remaining 25% evenly
from months 16 through 21. Losses on 64% of the loans that are
currently 90-days delinquent will be recognized as follows: 5%
evenly in months five through 13; 70% evenly over months 14
through 20; and 25% evenly over months 21 through 24.  Loans that
are delinquent 60 and 30 days follow a similar pattern, shifting
the 90-day assumptions out one and two months, respectively.  S&P
further stress future losses by taking losses at peak in month 15
and maintaining losses at this level for an additional 12 months.   
After this extended peak loss period, S&P expect losses to begin
to revert to more normalized levels, reflecting S&P's expectation
that most high-risk loans will have already moved through the
stress in the default curve.

For Alt-A transactions, S&P will apply a 25% loss severity in its
surveillance assumptions.  This is a higher level of stress than
recently observed severities on Alt-A loan collateral.  This is
also lower than the loss severity of 40% used in S&P's subprime
surveillance assumptions.  On average, Alt-A loans are much larger
in size, include high levels of mortgage insurance, and have
considerably lower LTV ratios and weighted average coupons, all of
which should lead to lower loss severities compared with subprime
loans.
  
S&P expect that the majority of the rating actions or affirmations
on classes that have been placed on CreditWatch negative will be
resolved within the next several weeks.  For each transaction, S&P
will perform a cash flow analysis that stresses prepayment speeds
together with its transaction-specific loss projections.  For each
U.S. RMBS transaction backed by Alt-A collateral that solely
relies on credit support from subordination and fails this stress
within the next 36 months, consistent with other first-lien
mortgage products, rating actions will typically be taken in
accordance with these guidelines:

     -- To 'CCC' on any class that does not pass our stress test
        scenario (a class is expected to experience a principal
        write-down or, with respect to the senior classes, a
        principal shortfall) within 12 months, regardless of its
        current rating;

     -- To 'B' on any class that does not pass our stress test
        scenario within 13 to 24 months;

     -- To 'BB' on any class that does not pass our stress test  
        scenario within 25 to 30 months; and

     -- To 'BBB' on any class that does not pass our stress test
        scenario within 31 to 36 months.

S&P also placed its ratings on CreditWatch for those transactions
in which its loss assumptions, as stated above, materially
exceeded the available subordination and reserve funds, for the
purpose of conducting a specific review of how these transactions
will perform under various prepayment and delinquency stresses
involving loan resets.  Rating actions will be taken according to
the guidelines listed above.

In cases where the remaining loss protection on a more senior
class is materially eroded by projected losses and a subordinate
class is downgraded, S&P will adjust its rating lower to reflect
the reduced relative protection of that class.

     Adjustments to Rating Assumptions for New Transactions

S&P are also implementing several revisions to its assumptions for
rating new transactions that close on or after Aug. 7, 2007, as
described below.  In July 2006, S&P adjusted its analysis of new
transactions to assume increased default frequency rates, and the
changes described below are further refinements to these
assumptions.

Recent performance data indicates that loans with layered risk and
high CLTV purchase money loans are highly correlated with the
increased rate of delinquencies and defaults being experienced on
the transactions with ratings placed on CreditWatch negative.  As
a result, as highlighted below, S&P are increasing credit
enhancement for purchase money mortgage loans with high CLTVs and
reducing its reliance on FICO as a risk mitigant to significant
levels of layered risk.

In late 2005 and 2006, mortgage origination underwriting
guidelines expanded rapidly, which allowed the proliferation of
layered risks within the Alt-A market.  This combination of
multiple risk factors for a single loan is the principal driving
force behind the deteriorating performance of the 2006 vintage.  
Historically, the presence of high FICO scores within a loan has
proved an effective mitigant to increased risk factors elsewhere,
such as higher CLTVs.  However, the increase in recent
delinquencies across all FICO bands indicates that a borrower's
previous credit performance is less predictive of stronger
performance for loans with increased risk layering.  This emerging
delinquency performance has prompted us to reduce S&P's emphasis
on FICO score as an offset to layered risk.  Recent delinquency
data also indicates a need to adjust default expectations for
certain purchase loans.  These loans are underperforming S&P
initial assumptions, particularly when combined with high CLTVs.  
The performance related to purchase loans is unprecedented in
historical data.  S&P will increase its default expectations for
the increased risk at high CLTVs, particularly those with CLTVs
that exceed 90%.

S&P's default expectation for purchase loans with high CLTV ratios
will increase by approximately 5%-50%, depending on the
corresponding CLTV ratio.

                   Impact on Current Ratings

The CreditWatch actions on the 207 different classes are spread
across the various ratings categories as follows: 54.11% are from
the 'BBB' rating category; 22.22% are from the 'BB' rating
category; 14.97% are from the 'B' rating category; 8.70% are from
the 'A' rating category.  Therefore, 91.30% of the lowered ratings
affected classes that were rated 'BBB+' or lower.  (It should be
noted that S&P did not place any 'AAA' or 'AA' ratings on
CreditWatch negative.)
   
U.S. RMBS transactions backed by Alt-A collateral issued beginning
January 2007 have not had adequate seasoning to establish a
payment history that would make the outcomes of the delinquency
and loss tests described above meaningful.  However, since the
same asset risks that are apparent in the transactions issued in
2005 and 2006 may also be present in the January 2007 through July
2007 transactions, S&P will continue to monitor the 2007 vintage
securitizations and apply its revised surveillance assumptions to
these transactions as they season and as delinquency and loss data
become available.  S&P will also review these transactions using
its revised assumptions for new ratings and may take rating
actions, as deemed appropriate, going forward.


ALTERNATIVE LOAN: Moody's Rates Class M-8 Certificate at Ba1
------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by Alternative Loan Trust 2007-HY8C, and
ratings ranging from Aa1 to Ba1 to the subordinate certificates in
the deal.

The securitization is backed by first-lien, Alt-A residential
mortgage loans originated by Countrywide Home Loans, Inc.  The
ratings are based on the credit quality of the loans and on the
protection against credit losses provided by subordination,
overcollateralization, excess spread, and an interest rate swap
agreement.  Moody's expects collateral losses to range from 0.65%
to 0.85%.

Countrywide Home Loans Servicing LP will act as master servicer of
the loans in the deal.

The complete rating actions are:

Alternative Loan Trust 2007-HY8C

Mortgage Pass-Through Certificates, Series 2007-HY8C

-- Cl. A-1, Assigned Aaa
-- Cl. A-2, Assigned Aaa
-- Cl. X, Assigned Aaa
-- Cl. A-R, Assigned Aaa
-- Cl. M-1, Assigned Aa1
-- Cl. M-2, Assigned Aa2
-- Cl. M-3, Assigned Aa3
-- Cl. M-4, Assigned A1
-- Cl. M-5, Assigned A2
-- Cl. M-6, Assigned Baa1
-- Cl. M-7, Assigned Baa2
-- Cl. M-8, Assigned Ba1


ALTERNATIVE LOAN: Moody's Puts Low-B Ratings on Two Cert. Classes
-----------------------------------------------------------------
Moody's Investors Service assigned Aaa ratings to the senior
certificates issued by Alternative Loan Trust 2007-HY9.  Moody's
also assigned ratings ranging from Aa1 to Ba3 to the subordinate
certificates in the deal.

The securitization is backed by first lien, Alt-A residential
mortgage loans originated by Countrywide Home Loans, Inc.  The
ratings are based primarily on the credit quality of the loans and
on the protection against credit losses provided by subordination,
overcollateralization, excess cash flow, corridor contract and two
interest rate swap agreements.  Moody's expects collateral losses
to range from 0.95% to 1.15%.

Countrywide Home Loans Servicing LP will act as master servicer of
the loans in the deal.

The complete rating actions are:

Alternative Loan Trust 2007-HY9

Mortgage Pass-Through Certificates, Series 2007-HY9

-- Cl. A-1, Assigned Aaa
-- Cl. X, Assigned Aaa
-- Cl. A-R, Assigned Aaa
-- Cl. M-1, Assigned Aa1
-- Cl. M-2, Assigned Aa2
-- Cl. M-3, Assigned Aa3
-- Cl. M-4, Assigned A1
-- Cl. M-5, Assigned A2
-- Cl. M-6, Assigned A3
-- Cl. M-7, Assigned Baa1
-- Cl. M-8, Assigned Baa2
-- Cl. M-9, Assigned Baa3
-- Cl. M-10, Assigned Ba1
-- Cl. M-11, Assigned Ba3


ALTRA NEBRASKA: S&P Puts B Prelim. Rating on $130MM Sr. Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B'
rating and '2' recovery rating to Altra Nebraska LLC's
$130 million senior secured notes due 2018.  The '2' recovery
rating on the notes indicates the expectation for substantial
recovery (70%-90%) of principal in payment default scenario.  The
outlook is stable.
     
Altra Nebraska will use the note proceeds to fund a portion of the
cost to construct a 100-million gallon-per-year nameplate
capacity, dry-mill ethanol plant in Carleton, Nebraska.  The plant
is being constructed under a fixed-price, date-certain
Engineering, Procurement, and Construction contract with Gemma
Power Systems, with final completion slated for year-end 2008.  
The project will earn cash flow through the sale of ethanol and
co-products from ethanol production.  The project is wholly owned
by Altra Inc., which currently owns one operating ethanol plant
and two other plants under construction.  The project is funded
with the notes along with about $24.2 million in unsecured
subordinate debt and about $75 million in equity.
     
The outlook on Altra Nebraska is stable, based on construction
progress and on financial performance under a variety of commodity
price scenarios.  The rating could be negatively pressured if
construction is delayed further or the industrywide crush spread
drops substantially.  The project would also be at risk if the
Volumetric Ethanol Excise Tax Credit is lowered substantially or
eliminated on its pending expiration in 2010.
      
"A rating upgrade would require substantial debt reduction as a
result of the cash sweep and superior financial and operational
performance," noted Standard & Poor's credit analyst Grace D.
Drinker.  "However, the upside to the rating is limited by the
inherent risks in the ethanol industry," she continued.


AMERICAN HOME: Inks Cash Collateral Use Agreement With BofA
-----------------------------------------------------------
Prior to bankruptcy filing, American Home Mortgage Investment
Corp. and its debtor-affiliates obtained financing, among
others, under a Second Amended and Restated Credit Agreement
dated August 10, 2006, arranged by Bank of America, N.A., as
administrative agent and swingline lender.  The Prepetition Loan
Agreement includes a warehouse credit facility, a swingline
credit facility, a working capital facility and a servicing
rights credit facility.

The Debtors' outstanding obligations under the subfacilities as
of their bankruptcy filing are:

     Warehouse Facility              $608,300,000
     Swingline Credit Facility                  -
     Working Capital Facility         $50,000,000
     Servicing Facility              $446,250,000
                                 ----------------
          TOTAL                    $1,104,550,000

The Prepetition Lenders assert first priority security interests
and liens in all of the assets of the Debtors' servicing business
and any related proceeds.  The Lenders also assert interests and
liens on, among others, certain mortgage loans, warehouse-related
mortgage-backed securities, and broker-dealer accounts.  

The Debtors are seeking to sell their loan servicing business
pursuant to competitive bidding and auction.  The Debtors want to
consummate a sale by next month.

According to James L. Patton, Jr., Esq., at Young, Conaway,
Stargatt & Taylor, LLP, in Wilmington, Delaware, the Debtors'
proposed bankruptcy counsel, it is essential to the Debtors'
efforts to maintain the value of their servicing business while
preparing for its sale that they be allowed to use cash derived
from operating the servicing business.  Mr. Patton says the
Debtors will use the cash collateral to pay for expenses,
including employee payroll and other benefits, rent, share of
corporate overhead, servicing advances and other expenses.

The Debtors, with the help of their financial advisors, have a
prepared a budget projecting their expenditures for the next 13
weeks, through November 2, 2007:

                     American Home Mortgage
                   Cash Forecast -- Servicing
                13 Weeks Ending November 2, 2007

  Opening Cash Balance                                       -

      Sources of cash
         Servicing daily receipts - net           $104,000,000
         Investment line income/int credit           3,000,000
                                                   -----------
      Total sources                                107,000,000

      Uses of cash
         Indirect and non-payroll direct costs       7,700,000
         Vendor payments -- prepetition              1,500,000
         Vendor deposits                             2,500,000
         Payroll and payroll taxes                   9,500,000
         Retention payments                          3,800,000
         Health insurance - BCBS                     1,300,000
         Servicing advances, net                    26,000,000
         B of A expenses                                  OPEN
                                                   -----------
      Total uses                                    52,300,000

   Net Cash Flow                                    54,700,000
                                                   -----------
   Closing Balance                                 $54,700,000
                                                   ===========

The Debtors expect that cash and receipts from operating the
Servicing Business will be sufficient to satisfy the
disbursements reflected in the Cash Collateral Budget.  A full-
text of the Budget is available at no charge at:

            http://researcharchives.com/t/s?222e

In this regard, the Debtors seek authority from the U.S.
Bankruptcy Court for the District of Delaware to use the
cash collateral in connection with operating their servicing
business.

Absent sufficient funds to support the servicing business, the
value of the asset will quickly erode, Mr. Patton contends.

Mr. Patton relates that the Debtors and BofA have reached an
agreement regarding the Debtors' use of the Prepetition Lenders'   
cash collateral.  As adequate protection for any diminution in
value of the collateral, the Debtors will grant BofA for the
ratable benefit of the Lenders, a security interest in and lien
on the collateral and related proceeds as well as pay BofA all
gross proceeds from any sale or disposition of the collateral.  
The Debtors will also pay prepetition professional fees and other
expenses incurred by BofA under the Credit Agreement.

The Debtors will not subordinate the security interests and liens
granted to BofA with any lien or security interest under Section
364 of the Bankruptcy Code or otherwise.  The Debtors also will
not grant any junior liens on the cash collateral at any time,
and no cash collateral will be used to pay adminstrative expenses
payable under Section 328, 330 and 331 of the Bankruptcy Code.

The Debtors' use of the cash collateral will terminate on the
earliest to occur of:

   -- September 7, 2007;

   -- the dismissal of the Debtors' cases or the conversion of
      the cases to cases under Chapter 7;

   -- the lifting of the automatic stay to other entities with
      respect to the collateral, without BofA's consent;

   -- the appointment of a Chapter 11 trustee, examiner or any
      other representative with expanded powers;

   -- the effective date of a plan of reorganization in the
      Debtors' cases;

   -- the Debtors' failure to make any required payment, to
      provide pertinent information to the Lenders, or to perform
      any material terms under the proposed Interim Cash
      Collateral Order;

   -- Court approval of any postpetition DIP financing that
      creates liens with respect to the Prepetition Lenders'
      collateral or that allows parties to seek to enforce a
      claim on the collateral, unless the Debtors' indebtedness
      has been indefeasibly paid in full in cash; or

   -- the entry of a Court order modifying in any material
      respect the terms of the Interim Cash Collateral Order that
      will be signed by the Court.

The Debtors agree that BofA or the Prepetition Lenders may seek
additional or different adequate protection, seek to lift the
automatic stay, seek the appointment of a trustee or examiner, or
seek to dismiss or conver the Debtors' cases.

The prepetition lending syndicate includes:

   * Calyon New York Branch and Deutsche Bank Securities, Inc.,
     as co-syndication agents;

   * Citibank, N.A., JPMorgan Chase Bank, NA, and Merrill Lynch
     Bank USA, as co-documentation agents; and

   * Banc of America Securities LLC, as sole lead arranger and
     sole book manager.

BofA is represented in the Debtors' cases by Margot B.
Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer
LLP, in New York; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, in Wilmington, Delaware.

                  About American Home Mortgage

Based in Melville, New York, American Home Mortgage Investment
Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage  
real estate investment trust engaged in the business of investing
in mortgage-backed securities and mortgage loans resulting from
the securitization of residential mortgage loans originated and
serviced by its subsidiaries.  

American Home Mortgage and seven affiliates filed for chapter 11
protection on August 6, 2007 (Bankr. D. Del. Case Nos. 07-11047
through 07-11054).  James L. Patton, Jr., Esq., Joel A. Waite,
Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt &
Taylor LLP are the proposed counsel to the Debtors.  Epiq
Bankruptcy Solutions LLC is the proposed claims and noticing
agent.  No Official Committee of Unsecured Creditors has been
appointed to date.  As of March 31, 2007, American Home Mortgage's
balance sheet showed total assets of $20,553,935,000, total
liabilities of $19,330,191,000, and total stockholders' equity of
$1,223,744,000.  The Debtors' exclusive period to file a plan
expires on Dec. 4, 2007.  American Home Bankruptcy News, Issue
No. 1, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN HOME: Wants $50 Million DIP Pact With WL Ross Okayed
-------------------------------------------------------------
American Home Mortgage Investment Corp. and its debtor-
affiliates are seeking permission from the U.S. Bankruptcy
Court for the District of Delaware to use their prepetition
secured lenders' cash collateral.  James L. Patton, Jr., Esq.,
at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington,
Delaware, the Debtors' proposed bankruptcy counsel, clarifies
that the Debtors will only be using the cash collateral for
expenses related to their loan servicing business.  According
to Mr. Patton, the Debtors do not have sufficient available
sources of working capital and financing to operate their
businesses absent additional funding.

In this regard, the Debtors obtained commitment from WLR Recovery
Fund III, L.P., the financing arm of WL Ross & Co. LLC, for a
$50,000,000 postpetition revolving credit facility.  The Debtors,
except American Home Mortgage Servicing Inc., are borrowers under
the DIP Loan and Security Agreement dated August 6, 2007, with
WLR Recovery Fund.

"The ability of the Borrowers to obtain sufficient working
capital and liquidity through the incurrence of new indebtedness
for borrowed money and other financial accommodations is vital to
the Borrowers," Mr. Patton says.  "The preservation and
maintenance of the going concern value of the Borrowers is
integral to the Borrowers' efforts to maximize the value of their
estates through the orderly liquidation of their assets."

In this regard, the Debtors seek the Court's authority to borrow
up to $50,000,000 from WLR Recovery Fund.  The Debtors also seek
permission to use not less than $12,000,000 on an interim basis,
pending final approval of their request.

While the Debtors will use the money to finance working capital
and for other general corporate purposes, the Debtors will keep
an amount equal to 12 months of interest in a bank account
subject to WLR Recovery Fund's exclusive control.  The segregated
funds will be used to pay interest on the loan.

In addition, $10,000,000 of the available loan may not be
borrowed without WLR Recovery Fund's prior consent, and
$1,000,000 of the loan will be held as a fee and expense deposit
against which WLR Recovery Fund's fees and expenses will be paid.

The DIP loan will mature on the earlier of 12 months after the
closing date and the effective date of a Chapter 11 plan in the
Debtors' cases.

The loan will incur interest at the Eurodollar Rate plus the
applicable margin.  The Eurodollar Rate will be a periodic fixed
rate equal to LIBOR plus the applicable margin, which is 3%.  The
Eurodollar Rate will be fixed for Interest Periods of one month.

The Applicable Margin will increase by 2.00% per annum in the
event of default.

The Borrowers' obligations will have superpriority administrative
expense status and will have priority over all administrative
expense and unsecured claims against the Borrowers.  The DIP
Lenders will also have a perfected first priority security
interest in and lien on all of the Borrowers' assets.

The DIP Lenders will not seek to enforce an administrative
priority claim with respect to any asset that constitutes
collateral of Bank of America, as administrative agent under the
Debtors' August 10, 2006 secured credit facility.

The DIP liens will be subject to a carve-out for allowed
professional fees, fees pursuant to 28 U.S.C. Section 1930, and
fees payable to the clerk of the Bankruptcy Court.

Availability of the DIP Credit Facility is tied with the
Borrowers' ability to use their Prepetition Lenders' cash
collateral.  The DIP Credit Facility is not available for use
unless the Court permits them to use cash collateral.

The Debtors also seek permission to pay the DIP Lenders a non-
refundable facility fee at the rate of 0.50% per annum on the
portion of the DIP Facility equal to $35,000,000 (whether or not
then available) based on actual days in a 360-day year.

The Debtors also intend to pay a commitment fee equal to 1% of
the facility amount and an administrative agent fee equal to
$50,000 per annum.

A full-text copy of the DIP Credit Agreement is available at no
charge at http://researcharchives.com/t/s?2230

WLR Recovery Fund is represented in the Debtors' cases by Erica
M. Ryland, Esq., at Jones Day, in New York.

                  About American Home Mortgage

Based in Melville, New York, American Home Mortgage Investment
Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage  
real estate investment trust engaged in the business of investing
in mortgage-backed securities and mortgage loans resulting from
the securitization of residential mortgage loans originated and
serviced by its subsidiaries.  

American Home Mortgage and seven affiliates filed for chapter 11
protection on August 6, 2007 (Bankr. D. Del. Case Nos. 07-11047
through 07-11054).  James L. Patton, Jr., Esq., Joel A. Waite,
Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt &
Taylor LLP are the proposed counsel to the Debtors.  Epiq
Bankruptcy Solutions LLC is the proposed claims and noticing
agent.  No Official Committee of Unsecured Creditors has been
appointed to date.  As of March 31, 2007, American Home Mortgage's
balance sheet showed total assets of $20,553,935,000, total
liabilities of $19,330,191,000, and total stockholders' equity of
$1,223,744,000.  The Debtors' exclusive period to file a plan
expires on Dec. 4, 2007.  American Home Bankruptcy News, Issue
No. 1, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


ANGIOTECH PHARMA: S&P Junks Rating on Senior Subordinated Debt
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit and senior unsecured debt ratings on Vancouver, British
Colombia-based Angiotech Pharmaceuticals Inc. to 'B-' from 'B+'.  
At the same time, S&P lowered the senior subordinated debt rating
to 'CCC' from 'B-'.  The outlook is negative.
     
"This two-notch downgrade reflects Angiotech's sharply
deteriorating credit metrics caused by the declining royalty
revenue stream from drug-eluting stents and the lack of visibility
regarding cash flow generation," said Standard & Poor's credit
analyst Maude Tremblay.
     
Specialty pharmaceutical company Angiotech receives royalty
payments under a licensing agreement with marketing partner Boston
Scientific Corp. (BSX; BB+/Watch Neg/--) for paclitaxel, the drug
used to coat the Taxus Express and Taxus Liberté paclitaxel-
eluding stent systems.  These royalty payments are Angiotech's
most important revenue source and represent a significant product
concentration.
     
The drug-eluting stents market has contracted because of safety
issues concerning the possibility that late-stent thrombosis might
be more prevalent following DES implementation than after bare-
metal stent implementation; as a result, penetration of DES has
declined to about 65% from a peak of 88% in early 2006.  
Furthermore, overall stenting procedures have declined in reaction
to the COURAGE (Clinical Outcomes Utilizing Percutaneous Coronary
Revascularization and Aggressive Guideline-Driven Drug Evaluation)
Study results presented at an industry conference in March 2007,
which showed that medical therapy was as effective in reducing
angina and mortality in stable angina patients as was a
combination of medical therapy and stents.
     
The medical products segment has performed in line with
management's expectations and the product pipeline is promising;
however, revenue growth remains in the single digits.  
Furthermore, profitability is constrained by restructuring efforts
and one-off expenses, and new products will have no material
impact on EBITDA generation until fiscal 2008.
     
The negative outlook reflects the lack of visibility regarding
Angiotech's ability to remain free cash flow positive due to
uncertain DES demand.  S&P could lower the ratings further if
weakening market conditions for DES or setbacks in the product
pipeline lead to further deterioration of revenues and cash flow,
and the company begins to tap its cash balance for liquidity
needs.  Conversely, if stent royalty payments stabilize or revenue
growth from medical products accelerates, S&P could revise the
outlook to stable.


ARMOR HOLDINGS: Moody's Confirms Ba3 Corporate Family Rating
------------------------------------------------------------
Moody's Inventors Service confirmed all ratings of Armor Holdings,
Inc., with the ratings outlook changed to stable.  This concludes
the review for upgrade commenced on May 8, 2007 and follows the
completion of the acquisition of Armor Holdings by BAE Systems
plc.

Concurrent with the sale to BAE, Armor announced on July 31, 2007
that it had received tenders and consents from the holders of 100%
of its 8.25% Senior Subordinated notes due 2013.  Therefore,
Moody's will withdraw the ratings of Armor's 8.25% Senior
Subordinated notes due 2013 immediately after the confirmation of
ratings.

Withdrawal of remaining ratings will be contingent on the outcome
of the conversion of Armor's 2% Convertible Subordinated Notes due
2024.  These notes are subject to an adjustment to their
conversion rate in connection with a "fundamental change", in
accordance with their indenture.  As such, all note holders will
have the option to convert these notes for cash at the deal price
on an as-converted basis plus an additional consideration
throughout their conversion period.

It is anticipated that all notes will be converted by the end of
the conversion period, in which case Moody's will withdraw their
rating, as well as Armor's Corporate Family Rating and Probability
of Default Rating.  If any notes remain outstanding after the
conversion period, it is expected that such notes will not likely
be guaranteed by BAE, and absent adequate financial information
about Armor's stand alone financial condition, Moody's would
likewise withdraw all ratings of Armor.

Ratings confirmed and to be withdrawn:

Issuer: Armor Holdings Inc.

-- Probability of Default Rating: Ba3
-- Corporate Family Rating: Ba3
-- Senior Subordinated Conv./Exch. Bond/Debenture: B1
-- Senior Subordinated Regular Bond/Debenture: B1

Outlook Actions:

Issuer: Armor Holdings Inc.

-- Outlook, Changed To Stable From Rating Under Review

Armor Holdings, headquartered in Jacksonville, FL, is a major
manufacturer of tactical wheeled vehicles and a leading
diversified manufacturer of vehicle armoring systems and life
safety and survivability products for the military, law
enforcement and commercial markets.


ARVINMERITOR INC: Sells LVA Exhaust Operations to Klarius Group
---------------------------------------------------------------
ArvinMeritor Inc. has sold its Light Vehicle Aftermarket European
exhaust operations to Klarius Group Limited, located in the United
Kingdom.  Terms of the sale were not disclosed.
    
"This transaction completes the divestiture of the LVA business,"
Chip McClure, ArvinMeritor chairman, CEO and president, said.  
"Our strategy is to focus resources and capital on areas within
our core businesses that produce the highest returns for our
shareowners."
    
This divestiture includes approximately 1,000 employees at LVA
facilities in Blackpool, Lancaster and Stoke-on-Trent, England;
Dreux and Nanterre, France; and Finale Emilia, Italy.
    
"Completing the sale of LVA is another recent achievement toward
strengthening the company and positioning ourselves for
profitable future growth,” Mr. McClure added.
    
                   About Klarius Group Limited
    
Klarius Group is a privately owned U.K. group established to
invest in the European automotive sector.
    
                     About ArvinMeritor Inc.

Based in Troy, Michigan, ArvinMeritor Inc. (NYSE: ARM) --
http://www.arvinmeritor.com/-- supplies integrated systems,
modules and components serving light vehicle, commercial truck,
trailer and specialty original equipment manufacturers and certain
aftermarkets.  The company employs approximately 19,000 people in
25 countries.

                         *     *     *

Moody's Investor Services rated B3 ArvinMeritor Inc.'s long term
corporate family and probability of default on January 2007.  The
outlook is stable.


BALLY TOTAL: Court Sets Sept. 17 Plan Confirmation Hearing
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
in Manhattan set the hearing to consider confirmation of Bally
Total Fitness Holding Corporation and its debtor-affiliates'
Prepackaged Plan of Reorganization -- at which time the Court
will also consider the adequacy of the Disclosure Statement
describing that Plan -- on Sept. 17, 2007, at 10:00 a.m.  

Objections to the Disclosure Statement or confirmation of the
Plan are due Sept. 7, 2007, at 5:00 p.m.

The Court approved the Debtors' proposed confirmation notice and
rejection claims confirmation notice.

According to Judge Lifland, the Debtors are not required to mail
a copy of the Confirmation Notice to their current or former
customers and members, and that notice to current and former
customers or members will be provided by publication only.

The Debtors will publish the Confirmation Notice twice in each of
(a) the national edition of The Wall Street Journal and (b) the
USA Today, with the initial publication being at least 25 days
prior to the Confirmation Hearing, with the subsequent
publication occurring approximately seven to 10 days after.

The Debtors' Solicitation Procedures, Solicitation Package
utilized in soliciting acceptances and rejections of the Plan,
and Ballot forms are approved in all respects.

Judge Lifland held that holders of Class 6-B-1 and Class 6-B-2
Claims are deemed to have rejected the Plan, and the Debtors were
not, and will not be, required to solicit the votes of the
holders of these Claims to accept or reject the Plan.

The record date for determining which non-Voting Creditors and
equity holders are entitled to receive the Confirmation Notice is
August 1, 2007.

Moreover, Judge Lifland ruled that the Debtors are not required
to file or provide any periodic operating reports pursuant to the
Bankruptcy Code, Bankruptcy Rules or Local Rules, except as may
be provided specifically in the Plan or order confirming the
Plan.  This requirement will be permanently waived if the Plan is
confirmed on or prior to October 16, 2007.  Instead, for each
month until the entry of a final decree or until the cases are
converted or dismissed, the Debtors will provide to the U.S.
Trustee an affidavit listing the disbursements made by each
Debtor, Judge Lifland said.

                        About Bally Total

Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates
fitness centers in the U.S., with over 375 facilities located in
26 states, Mexico, Canada, Korea, China and the Caribbean under
the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs
of Canada (R) brands.  

Bally Total and its affiliates filed for chapter 11 protection
on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after
obtaining requisite number of votes in favor of their pre-packaged
chapter 11 plan.  Joseph Furst, III, Esq. at Latham & Watkins,
L.L.P. represents the Debtors in their restructuring efforts.
As of June 30, 2007, the Debtors had $408,546,205 in total assets
and $1,825,941,54627 in total liabilities.  

No schedule has been set to date for an organizational meeting
that would create an Official Committee of Unsecured Creditors.
The Court recently held that the meeting of creditors pursuant to
Section 341(a) of the Bankruptcy Code will not be convened, and
is canceled, if the Debtors' Plan of Reorganization is confirmed
on or prior to October 16, 2007.  (Bally Total Fitness Bankruptcy
News, Issue No. 3; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000).


BALLY TOTAL: Gets Interim OK to Hire Kirkland as Counsel
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New
York in Manhattan gave Bally Total Fitness Holding Corporation
and its debtor-affiliates authority, on an interim basis, to
employ Kirkland & Ellis LLP as as their special financing and
conflicts counsel, and special counsel in certain insurance
coverage disputes, effective as of July 31, 2007.

Marc D. Bassewitz, senior vice president, secretary and general
counsel of Bally Total Fitness Holding Corporation, relates that
the Debtors need Kirkland & Ellis to render legal services
relating to their postpetition and exit financing; use of cash
collateral; certain insurance coverage disputes; and issues not
appropriately handled by Latham & Watkins, LLP, the Debtors' lead
counsel, because of actual or potential conflict of interest.

Mr. Bassewitz relates that Kirkland & Ellis has extensive
experience and knowledge in the field of debtors' and creditors'
rights and business reorganizations, and extensive expertise
practicing before bankruptcy courts.  The firm also served as
counsel to the Debtors on a variety of financing, insurance
coverage and other discrete matters over the last several years,
including the preparation for postpetition financing in the
Chapter 11 Cases.

Kirkland & Ellis will be paid based on its hourly rates:

           Partners                $500 - $975
           Of Counsel              $380 - $870
           Associates              $275 - $595
           Paraprofessionals       $120 - $260

The firm will also be reimbursed for it's reasonable out-of-
pocket expenses.

These professionals will have primary responsibility for
providing services to the Debtors:

                                  Billing Rate
                                  ------------
          Linda K. Myers                  $795
          James A. Stempel                $775
          Michael P. Foradas              $705
          Nader R. Boulos                 $570
          Ross M. Kwasteniet              $535
          Kathy Schumacher                $495
          C. Michelle Mulkern             $475
          William T. Pruitt               $395
          Joshua M. Samis                 $375

The Debtors advanced $367,052 to Kirkland & Ellis in the 90 days
prior to the Petition Date, which was either an advance payment
retainer or was utilized to replenish the firm's advance payment
retainer, Mr. Bassewitz says.  Pursuant to the terms of the
parties' engagement letter, the Retainer payments were earned
upon receipt, are property of the firm, and are not held in a
separate account.  As of the Petition Date, the amount of
Kirkland & Ellis' advance payment retainer is approximately
$115,000.  During the one year prior to the Petition Date, the
firm received a total of $651,705 in compensation to the Debtors.   

Mr. Stempel, Esq., a partner at Kirkland & Ellis, assures the
Court that his firm is a "disinterested person," as that phrase
is defined in Section 101(14) of the Bankruptcy Code as modified
by Section 1107(b).

Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates
fitness centers in the U.S., with over 375 facilities located in
26 states, Mexico, Canada, Korea, China and the Caribbean under
the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs
of Canada (R) brands.  

Bally Total and its affiliates filed for chapter 11 protection
on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after
obtaining requisite number of votes in favor of their pre-packaged
chapter 11 plan.  Joseph Furst, III, Esq. at Latham & Watkins,
L.L.P. represents the Debtors in their restructuring efforts.
As of June 30, 2007, the Debtors had $408,546,205 in total assets
and $1,825,941,54627 in total liabilities.  

No schedule has been set to date for an organizational meeting
that would create an Official Committee of Unsecured Creditors.
The Court recently held that the meeting of creditors pursuant to
Section 341(a) of the Bankruptcy Code will not be convened, and
is canceled, if the Debtors' Plan of Reorganization is confirmed
on or prior to October 16, 2007.  (Bally Total Fitness Bankruptcy
News, Issue No. 3; Bankruptcy Creditors' Services Inc.
http://bankrupt.com/newsstand/or 215/945-7000).


BANC OF AMERICA: S&P Affirms B Ratings on Four Cert. Classes
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 100
classes of mortgage pass-through certificates from five Banc of
America Funding Trust transactions.
     
The affirmed ratings reflect adequate actual and projected credit
enhancement that is sufficient to support the certificates at the
current rating levels.
     
Series 2006-R2 is a re-REMIC deal with 22 underlying certificates
from 10 transactions.  Actual and projected credit support for
these 22 certificates is adequate to support the current ratings
of the classes from series 2006-R2.
     
As of the July 2007 remittance period, total delinquencies for the
series 2004-D, series 2005-D, series 2006-5, and series 2006-6
prime jumbo transactions ranged from 0.00% (loan groups 1 and 2
from series 2004-D and loan group 3 from series 2006-6) to 8.19%
(loan group 4 from series 2004-D) of the current pool balances,
while severe delinquencies (90-plus days, foreclosures, and REOs)
ranged from 0.00% (loan groups 1-3 from series 2004-D, loan groups
2 and 4 from series 2006-5, and loan groups 1 and 3 from series
2006-6) to 4.79% (loan group 4 from series 2004-D).  Cumulative
realized losses, as a percentage of the original pool balances,
ranged from 0.00% (loan groups 1-4 from series 2004-D, series
2005-D, loan groups 1-4 from series 2006-5, and loan groups 1-3
from series 2006-6) to 0.03% (loan group 5 from series 2004-D).
     
Subordination provides credit support for these transactions.  The
underlying collateral backing the certificates primarily consists
of 15- to 30-year fixed- or adjustable-rate, fully amortizing
prime mortgage loans secured by first liens on one- to four-family
residential properties.


Ratings Affirmed
     
                  Banc of America Funding Trust
                Mortgage pass-through certificates

  Series    Class                                        Rating
  ------    -----                                        ------
  2004-D    1-A-1, 2-A-1, 3-A-1, 4-A-1, 5-A-1, 5-A-2       AAA
  2004-D    B-1                                            AA
  2004-D    B-2                                            A
  2004-D    B-3                                            BBB
  2004-D    B-4                                            BB
  2004-D    B-5                                            B
  2005-D    A-1, A-2                                       AAA
  2005-D    B-1                                            AA
  2005-D    B-2                                            A
  2005-D    B-3                                            BBB
  2005-D    B-4                                            BB
  2005-D    B-5                                            B
  2006-5    1-A-1, 1-A-2, 1-A-3, 1-A-4, 1-A-5, 1-A-6       AAA
  2006-5    1-A-7, 1-A-8, 1-A-9, 1-A-10, 1-A-11, 1-A-12    AAA
  2006-5    1-A-13, 1-A-14, 2-A-1, 2-A-2, 2-A-3, 2-A-4     AAA
  2006-5    2-A-5, 2-A-6, 2-A-7, 2-A-8, 2-A-9, 2-A-10      AAA
  2006-5    2-A-11, 2-A-12, 2-A-13, 3-A-1, 3-A-2, 3-A-3    AAA
  2006-5    3-A-4, 4-A-1, 4-A-2, 4-A-3, 4-A-4, 4-A-5       AAA
  2006-5    4-A-6, 4-A-7, 4-A-8, 30-IO, 30-PO              AAA
  2006-5    B-5                                            B
  2006-6    1-A-1, 1-A-2, 1-A-3, 1-A-4, 1-A-5, 1-A-6       AAA
  2006-6    1-A-7, 1-A-8, 1-A-9, 1-A-10, 1-A-11, 1-A-12    AAA
  2006-6    1-A-13, 1-A-14, 1-A-15, 1-A-16, 1-A-17, 1-A-18 AAA
  2006-6    1-A-19, 1-A-20, 1-A-21, 1-A-22, 1-A-23, 1-A-24 AAA
  2006-6    2-A-1, 2-A-2, 2-A-3, 2-A-4, 3-A-1, 3-A-2       AAA
  2006-6    3-A-3, 3-A-4, 30-IO, 30-PO                     AAA
  2006-6    M                                              AA
  2006-6    B5                                             B
  2006-R2   A-1, A-2                                       AAA
  2006-R2   B-1                                            BBB
  2006-R2   B-2                                            BBB-


BANC OF AMERICA: S&P Affirms Low-B Ratings on Six Cert. Classes
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on six
classes of commercial mortgage pass-through certificates from Banc
of America Commercial Mortgage Inc.'s series 2004-2.  
Concurrently, S&P affirmed the ratings on all remaining classes
from the same series.
     
The raised and affirmed ratings reflect credit enhancement levels
that provide adequate support through various stress scenarios.  
The upgrades of several senior certificates reflect the defeasance
of $170.2 million (17%) of the pool's collateral since issuance.
     
As of the July 10, 2007, remittance report, the collateral pool
consisted of 69 loans with an aggregate trust balance of
$966 million, compared with 152 loans with a $1.14 billion balance
at issuance.  The master servicer, Bank of America, reported
primarily full-year 2006 financial information for 98% of the
pool, which excludes the defeased collateral.  Based on this
information, Standard & Poor's calculated a weighted average debt
service coverage of 1.74x, up slightly from 1.72x at issuance.  
All of the loans in the pool are current, and there are no loans
with the special servicer.  To date, the trust has not experienced
any losses.
     
The top 10 loans secured by real estate have an aggregate
outstanding balance of $439.9 million (46%) and a weighted average
DSC of 1.70x, compared with 1.74x at issuance.  The third-largest
loan is on the watchlist and is discussed below.  Standard &
Poor's reviewed property inspections provided by the master
servicer for all of the assets underlying the top 10 loans, and
all of the collateral was characterized as "good."

Credit characteristics for two of the top 10 loans, PPG Place and
Prince Kuhio Plaza, and one non-top-10 loan remain consistent with
those of investment-grade obligations.  Details are as:

     -- PPG Place, the largest loan in the pool, has a trust and
        whole-loan balance of $111.4 million (12%).  In addition,
        $59 million in mezzanine financing is in place and is
        secured by a pledge in the borrower's partnership
        interest.  The loan is secured by a class A office
        complex consisting of one 40-story office tower and five
        buildings totaling 1.5 million sq. ft. in the central
        business district of Pittsburgh, Pennsylvania.  The
        complex also includes an ice-skating rink, a food court,
        and a 673-space parking garage.  Occupancy as of
        March 31, 2007, was 85%, and the year-end DSC was 1.81x.  
        Standard & Poor's adjusted net cash flow is similar to
        its level at issuance.

     -- Prince Kuhio Plaza, the fourth-largest loan in the pool,
        has a trust balance and whole-loan balance of
        $39.3 million (4%).  The loan is secured by the leasehold
        interest in 355,630 sq. ft. of a 504,628-sq.-ft. regional
        mall in Hilo, Hawaii.  The property is subject to ground
        leases from the Department of Hawaii Home Land, which
        expire in 2042.  Occupancy as of March 31, 2007, was
        95%, and the year-end 2006 DSC was 1.92x.  Standard &
        Poor's adjusted NCF is similar to its level at issuance.

     -- Inland TX-CT Portfolio, a non-top-10 loan ($19.8 million,
        2%), had credit characteristics consistent with those of
        investment-grade obligations at issuance and continues to
        do so.  The loan is secured by two retail centers.

Shops at Park Place consists of a 112,479-sq.-ft. retail center
built in 2001 in Plano, Texas.  Shaw's New Britain consists of a
65,658-sq.-ft. supermarket retail center in New Britain,
Connecticut.  Shaw's has vacated the premises, but it continues to
pay the obligations of its lease (which expires April 30, 2016).  
Shaw's Supermarket is a unit of SuperValu Inc. (BB-/Stable/NR).
     
BofA reported a watchlist of three loans with an aggregate
outstanding balance of $55.9 million (6%), which includes one of
the top 10 loans in the pool.  Broward Financial Center
($46.5 million, 5%), which is the third-largest loan in the pool,
is secured by a 325,583-sq.-ft. office property in Fort
Lauderdale, Florida.  The loan is on the watchlist because of
storm damage from Hurricane Wilma, which included major window
damage.  As of June 2007, most of the window and interior damage
had been repaired, and the remaining restoration is expected to be
completed within one month.  The insurance company paid the claim
for the damage.  Occupancy as of March 31, 2007, was 78%, and the
year-end 2006 DSC was 1.76x.
     
Standard & Poor's stressed the loans on the watchlist and other
loans with credit issues as part of its analysis.  The resultant
credit enhancement levels support the raised and affirmed ratings.
    

                          Ratings Raised
     
             Banc of America Commercial Mortgage Inc.
           Commercial mortgage pass-through certificates
                           series 2004-2

                          Rating
                          ------
             Class     To      From   Credit enhancement
             -----     --      ----    ----------------
             B         AA+     AA          14.00%
             C         AA      AA-         12.67%
             D         A+      A           10.17%
             E         A       A-           8.99%
             F         A-      BBB+         7.37%
             G         BBB+    BBB          6.34%

                       Ratings Affirmed
     
            Banc of America Commercial Mortgage Inc.
          Commercial mortgage pass-through certificates
                         series 2004-2

           Class    Rating         Credit enhancement
           -----    ------          ----------------
           A-2      AAA                 16.80%
           A-3      AAA                 16.80%
           A-4      AAA                 16.80%
           A-5      AAA                 16.80%
           H        BBB-                 4.72%
           J        BB+                  4.27%
           K        BB                   3.68%
           L        BB-                  3.09%
           M        B+                   2.36%
           N        B                    2.06%
           O        B-                   1.77%
           XC       AAA                   N/A
           XP       AAA                   N/A
           

                  N/A — Not applicable.


BUMBLE BEE: Weakened Liquidity Cues Moody's to Cut Ratings
----------------------------------------------------------
Moody's Investors Service lowered the debt ratings of Bumble Bee
Foods, LLC and Clover Leaf Seafoods, L.P. (corporate family rating
to B1), and placed them on review for possible further downgrade.  
The LGD assessments are also subject to change.  Concurrently,
Moody's lowered the Speculative Grade Liquidity Rating to SGL-4
from SGL-2 to reflect weakened near-term liquidity.  Bumble Bee
and Clover Leaf are the core operating subsidiaries of Connors
Brothers Income Fund.

The downgrade was prompted by the weakened liquidity stemming from
CBIF's Aug. 7, 2007 announcement that it will recognize a $35
million charge in the second quarter ending June 30, 2007.  The
charge reflects estimated costs of the recently announced
voluntary recall of certain canned meat products, manufactured by
CBIF's Castleberry's subsidiary, due to two potential botulism
incidents.  The recalled products, which account for about 4% of
CBIF revenue, were manufactured at its Augusta, Georgia plant,
which has been temporarily shut down while an investigation is
being conducted.  The plant itself comprises about 13% of CBIF's
total sales.

The SGL-4 Speculative Grade Liquidity rating reflects the
companies' weakened liquidity, which stems from the need to seek a
waiver under its credit agreement, potential increased demands on
cash flow and/or reliance on the facility to fund working capital
needs and recall expenses.  Moody's noted, however, that recall
expenses will be largely offset by the six month suspension of
monthly distributions to CBIF unit holders, although the timing of
the recall outflows remains uncertain.

Moody's review will focus on the companies' ability to secure a
waiver and amendment to its credit facilities, the timing of cash
demands related to the recall, the potential offset from other
cash flow sources other than the suspended distributions to CBIF
unit holders.  Moody's will also assess the overall scope of the
recall, as well as the impact on the companies' overall business.  
To confirm the ratings, the companies would need to demonstrate
that liquidity has stabilized, and that the scope and costs of the
recall have been contained.

Ratings lowered, on review for possible downgrade:

Bumble Bee Foods, LLC and Clover Leaf Seafoods L.P.

-- Corporate family rating to B1 from Ba3

-- Probability of Default Rating at to B2 from B1

-- $75 million 5-year senior secured revolving credit to B1
    from Ba3

-- $200 million 6-year senior secured revolving credit to B1      
    from Ba3

-- The Speculative Grade Liquidity Rating was lowered to SGL-4
    from SGL-2

Bumble Bee Foods, LLC and Clover Leaf Seafoods, L.P., with
combined revenues of about $950 million, are manufacturers of
branded, shelf stable seafood and other assorted protein products.  
These companies are the core operating subsidiaries of Connors
Brothers Income Fund.


C2 GLOBAL: June 30 Balance Sheet Upside-Down by $1.4 Million
------------------------------------------------------------
C2 Global Technologies Inc. reported total assets of $1.3 million,
total liabilities of $2.7 million, and total stockholders' deficit
of $1.4 million as of June 30, 2007.

The company had a net loss of $400,000 in the second quarter of
2007, compared to a net loss of $2.8 million in the second quarter
of 2006.  

For the six months ended June 30, 2007, the company had a net loss
of $1 million compared to a net loss of $1.8 million for the six
months ended June 30, 2006.

The company had a loss from continuing operations of $0.4 million
for the second quarter of 2007 compared to a loss of $3.5 million
for the second quarter of 2006.

The company had a loss from continuing operations of
$1 million for the six months ended June 30, 2007 compared to a
loss of $6.2 million for the six months ended June 30, 2006.

Full-text copies of the company's financials are available for
free at http://researcharchives.com/t/s?2234  

             Second Quarter Significant Developments

In April, a trial scheduling conference was held with respect to
the company's patent infringement lawsuit against AT&T, Inc.,
Verizon Communications Inc., Qwest Communications International
Inc., Bellsouth Corporation, Sprint Nextel Corporation, Global
Crossing Limited, and Level 3 Communications Inc.  The trial date
was set to Aug. 4, 2008.  In June, the complaint against Bellsouth
Corporation was dismissed without prejudice.

In May, the company was granted U.S. Patent No. 7,215,663 for its
patent entitled "Private IP Communication Network Architecture".
This patent, which was applied for in September 2000, is effective
through June 12, 2017.  It relates generally to multimedia
communications networks and, more particularly, to an improved
Voice over Internet Protocol network that provides for increased
data stream throughput for video/voice/data via a private Internet
Protocol communications network with associated communications
components.

                       Going Concern Doubt

Mintz & Partners LLP, in Toronto, Ontario, expressed substantial
doubt about C2 Global Technologies Inc.'s ability to continue as a
going concern after auditing the company's financial statements
for the year ended Dec. 31, 2006.  The auditing firm pointed to
the company's recurring losses from operations and net capital
deficiency.

                        About C2 Global

Headquartered in Toronto, Ontario, C2 Global Technologies Inc.
(OTC BB: COBT.OB) -- http://www.c-2technologies.com/-- was   
incorporated in the State of Florida in 1983 under the name
"MedCross Inc." which was changed to "I-Link Incorporated" in 1997
and to "Acceris Communications Inc." in 2003.  In August 2005, the
company changed its name from to "C2 Global Technologies Inc."

C2's business is focused on licensing its patents, which include
two foundational patents in VoIP technology.  C2 plans to realize
value from its intellectual property by offering licenses to
service providers, equipment companies and end-users that are
deploying VoIP networks for phone-to-phone communications.


CAPITAL ONE: Inks $700 Million Buyout Deal With NetSpend Holdings
-----------------------------------------------------------------
Capital One Financial Corporation has entered into a definitive
agreement under which it will acquire NetSpend Holdings Inc., the
parent company of NetSpend Corporation, a retail marketer of
prepaid debit cards, for $700 million in an all-cash transaction.

On a GAAP basis, the transaction, including the associated
integration costs, is not expected to have a material effect on
Capital One's earnings per share in 2007, or in 2008, and is
expected to be accretive in 2009.  On an operating basis,
excluding integration costs, the transaction is expected to be
accretive in 2008.

"This transaction is financially compelling," Scott Grimes,
Capital One's senior vice president, payments, said.  "NetSpend is
profitable, and based on extensive due diligence, we're confident
that the combined capabilities of both companies position us to
deliver strong profit growth in the future."

The prepaid debit market is experiencing significant growth, is
attractive to a wide range of consumers, and leverages Capital
One's core strengths in credit cards and banking.  Prepaid debit
cards offer a flexible, safe and reliable alternative to cash for
millions of consumers.  

The acquisition will expand upon the company's existing strategic
partnership with NetSpend and further Capital One's ability to
offer consumers a broader range of payment solutions while
extending its brand through NetSpend's strong retail presence.

"Capital One offers innovative debit and credit products to help
meet consumers' needs regardless of how they spend and manage
their money," Mr. Grimes said.  "With NetSpend's broad network of
merchant partners, this acquisition immediately adds a powerful
channel and further extends Capital One's prepaid solutions to the
retail environment."

With more than 1.5 million active customers nationwide, NetSpend
has the convenient and accessible retail networks in the country,
including more than 15,000 locations where cards can be purchased
and 50,000 locations where funds can be loaded onto the card.  In
addition, NetSpend offers products and services online through its
website.

NetSpend's chief executive officer, Richard Savard, will continue
to lead the prepaid business after the acquisition has been
finalized and will assume a key executive role within Capital
One's Payments business.

"We consider Capital One to be among the best payment and card
marketers in the country," Mr. Savard said.  "This transaction is
the natural next step for our company.  It enables us to
accelerate the success we have had addressing the 70 million U.S.
citizens who lack or choose not to have a traditional bank
account.  Combining our resources with Capital One expands
NetSpend's ability to deliver products that drive sales and
loyalty for our merchant partners.  As an important part of
Capital One, we look forward to driving our business and the
prepaid industry to the next level."

NetSpend's proprietary, end-to-end approach is scalable and
customizable, delivering cost benefits and revenue building
opportunities to partners.  NetSpend distribution relationships
with retailers include Safeway, Pathmark, HEB Grocery Stores, and
ACE America's Cash Express.  NetSpend manages all aspects of the
debit card lifecycle, from the card design and approval processes
with partners and associations, to production, packaging,
distribution, and personalization.  NetSpend also oversees
inventory and security controls, renewals, lost and stolen card
management and replacement.

Under the terms of the agreement, NetSpend will become a
subsidiary of Capital One N.A.  The transaction, which was
approved by the board of directors of Capital One and NetSpend is
subject to customary regulatory approvals and notifications and is
expected to close in the fourth quarter of 2007.

                    About NetSpend Corporation

Headquartered in Austin, Texas, NetSpend Corporation --
http://www.netspend.com/-- provides innovative, accessible  
prepaid debit cards that enable financial freedom for under-banked
consumers.  NetSpend meets its customers' financial services needs
while offering the convenience, security and acceptance of
conventional financial services.  The NetSpend(R) Prepaid Card
Network includes consumer brands and companies serving the un-
banked and under-banked markets, and its strategic relationships
include card issuers, EFT networks and payment card associations.

                        About Capital One

Headquartered in McLean, Virginia, Capital One Financial
Corporation -- http://www.capitalone.com/-- is a financial  
holding company, with 725 locations in New York, New Jersey,
Connecticut, Texas and Louisiana.  Its principal subsidiaries,
Capital One Bank, Capital One Auto Finance, Inc., and Capital One,
N.A., offer a broad spectrum of financial products and services to
consumers, small businesses and commercial clients.

                          *     *     *

Capital One Financial Corp. has a "B" individual rating from
Fitch.  The rating was placed on Aug. 16, 2002, with a positive
outlook.


CARES INVESTMENTS: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Cares Investments, L.L.C.
        dba Zales Meat Distributors
        dba Zales Meat Distributors & Discount
        dba Zales Meat Discount Market
        780 West 17 Street, Suite 9
        Hialeah, FL 33010

Bankruptcy Case No.: 07-16239

Type of business: The Debtor sells food and beverages in wholesale
                  and retail.  See http://zalesmeat.com/

Chapter 11 Petition Date: August 6, 2007

Court: Southern District of Florida (Miami)

Judge: A. Jay Cristol

Debtor's Counsel: Elias Leonard Dsouza, Esq.
                  111 North Pine Island Road, Suite 205
                  Plantation, FL 33324
                  Tel: (954) 763-7772

Estimated Assets:     $100,000 to $1 Million

Estimated Debts: $1 Million to  $100 Million

Debtor's 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
U.P.S. Capital                                           $750,000
280 Trumbull Street             
Hartford, CT 06103

Rafael Zagales                                           $250,000
5555 Collins Avenue,
Suite 12F
Miami Beach, FL 33140

Harvest Meat Co.                                         $115,959
P.O. Box 850001
Orlando, FL 33054

Don Green Poultry                                         $83,974

Kansas Packing, L.L.C.                                    $19,000

Gold Kist, Inc.                                           $13,869

Catalina                                                  $11,787

Dolphin Fisheries                                          $9,693

High Top                                                   $9,551

La Montina-Tigre                                           $9,399

Four Way Freight                                           $5,179

Spiegel                                                    $3,459

Ladex                                                      $2,688

Fundora Produce                                            $1,828

United Oil                                                 $1,351

Pinzon                                                     $1,141

Rex Chemicals                                                $854

L.&J. General International                                  $846
Corp.

Trujillo & Sons                                              $803


CARIBOU RESOURCES: JED Oil Completes Purchase of All Shares
-----------------------------------------------------------
JED Oil Inc. disclosed that on July 31, 2007, it completed the
acquisition of all of Caribou Resources Corp.'s shares.  Jed Oil
has also settled with Caribou's creditors.

Caribou is now a wholly owned subsidiary of JED and its name has
been changed to JED Production Inc.

The transactions completed were both a Plan of Arrangement under
the Business Corporation's Act (Alberta) and a Plan of Arrangement
under the Companies' Creditors Arrangement Act (Canada).

                         ABCA Arrangement

Under the ABCA Arrangement, JED has acquired all of the
issued and outstanding common shares of Caribou and the former
Caribou shareholders will receive JED common shares, on the basis
of one JED common share for ten Caribou common shares.  The
outstanding stock options and warrants to acquire common shares of
Caribou which were not exercised have been terminated.

Approval for the ABCA Arrangement was received by the requisite
majority of the holders of Caribou common shares, options and
warrants held on July 30th and a Final Order approving the ABCA
Arrangement was granted by the Court of Queen's Bench of Alberta
on July 31.

In addition, at a special meeting on July 30th, JED's common
shareholders approved the issuance of up to a maximum of 4 million
common shares to be issued to the former Caribou shareholders.  
The number of issued and outstanding Caribou shares at completion
of the transactions was approximately 38.53 million shares, so
approximately 3.853 million of the maximum of 4 million common
shares of JED will be issued.

                           CCAA Plan

Under the CCAA Plan, creditors of Caribou ranking in priority
behind the major secured creditor, whose position JED has
acquired, will receive cash of approximately $345,500 plus the
issuance of 5 million JED common shares.  Under the CCAA Plan the
secured creditors whose security ranks behind JED's will share in
the net proceeds from 800,000 of the JED common shares and the
unsecured creditors will share in the balance of the cash and JED
common shares.  Creditors of Caribou who have security that ranks
ahead of JED's are not be affected by the CCAA Plan and will be
paid by JED.

Approvals for the CCAA Plan of Arrangement were received by the
requisite majority of both the unsecured creditors and the secured
creditors subordinate to JED in two creditor meetings held on June
30th and a Sanction Order approving the CCAA Arrangement was
granted by the Court of Queen's Bench of Alberta.

In addition, at a special meeting on July 30th, JED's common
shareholders approved the issuance of the 5 million common shares
to be issued under the CCAA Plan.  Following the issuance of up to
a maximum of 9 million common shares for both arrangement
transactions, JED now has approximately 23.853 million issued and
outstanding common shares.

"With the completion of the Caribou acquisition, we have acquired
the additional assets and resources we need to proceed with our
business plan for 2007 and 2008 in accordance with the guidance we
provided on June 19th," stated James Rundell, JED's President.  
"We are looking forward to the opportunities provided by this
acquisition."

As a result of this combination with Caribou, JED expects to have
combined production of approximately 1,500 barrels of oil
equivalent per day.  Current estimates for 2007 year-end
production is approximately 2,900 BOE/d.  Utilizing existing
lands, the current capital base and the significant reduction in
debt, the forecasted exit rate for Q1 2008 is expected to be
approximately 4,100 BOE/d and the Q2 2008 exit rate is expected to
be 4,500 BOE/d.

                    Preferred Share Amendments

At the special meeting of JED's shareholders held on July 30th,
amendments to the terms of the Series B Preferred Shares were also
approved.  The amendments extend the maturity date for the
redemption by JED of the preferred shares to February 1, 2010 and
reduce the price at which the preferred shares can be converted to
common shares from $16.00 to $3.50.  Each preferred share has a
stated value of $16.00, so under the amendments a person holding
1,000 preferred shares who elects to convert them to common shares
would receive 4,571 common shares rather than 1,000.

                          About JED Oil

Based in Didsbury, Alberta, JED Oil Inc. (AMEX: JDO) --
http://www.jedoil.com/-- is an oil and natural gas company that
commenced operations in the second quarter of 2004 and has begun
to develop and operate oil and natural gas properties principally
in western Canada and the United States.

                      About Caribou Resources

Based in Calgary, Canada, Caribou Resources Corp. (TSX
VENTURE:CBU) -- http://www.cariboures.com/-- is a full cycle
exploration and development company primarily focused on exploring
for natural gas in Northern Alberta, and oil and natural gas in
Central Alberta.  With a mix of oil and gas prospects, the company
is committed to creating shareholder value by conducting
exploration and development activities in a highly focused area.

In January 2007, Caribou filed for protection under the Canadian
Companies' Creditors Arrangement Act.


CATHOLIC CHURCH: San Diego Has Until October 15 to File Plan
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
extended The Roman Catholic Bishop of San Diego's exclusive period
to file an amended plan of reorganization until Oct. 15, 2007.  
The Court also extended the Diocese's exclusive period to solicit
acceptances of that plan until Dec. 15, 2007, without prejudice to
further requests.  

Judge Adler noted that an extension of the exclusive periods
warranted due to the size and complexity of the Chapter 11 case,
the pending settlement conferences, the need to determine
property of the bankruptcy estate, and the need to amend the
proposed plan to incorporate the results of the mediation and
property valuation.

Prior to the Court's entry of its order, an Ad Hoc Committee of
Parishioners of The Roman Catholic Bishop of San Diego filed a
joinder to the request telling the Court that the request is
appropriate in light of the size and complexity of the Diocese's
Chapter 11 case.

The Official Committee of Unsecured Creditors, however, argued
that besides the joinder being late-filed, the Ad Hoc Parishioners
Committee is also not a party-in-interest in the Diocese's Chapter
11 case.

For these reasons, Judge Adler strikes out the Ad Hoc Parishioners
Committee's joinder.


                   About the San Diego Diocese

The Roman Catholic Diocese of San Diego in California --
http://www.diocese-sdiego.org/-- employs approximately
3,000 people in various areas of work.  The Diocese filed for
Chapter 11 protection just before commencement of the first of
court proceedings for 140 sexual abuse lawsuits filed against the
Diocese.  Authorities of the San Diego Diocese said they were not
in favor of litigating their cases.

The San Diego Diocese filed for chapter 11 protection on Feb. 27,
2007 (Bankr. S.D. Calif. Case No. 07-00939).  Gerald P. Kennedy,
Esq., at Procopio, Cory, Hargreaves and Savitch LLP, represents
the Diocese.  In its schedules of assets and liabilities, the
Diocese listed total assets of $152,510,888 and total liabilities
of $72,754,092.  On March 27, 2007, the Debtor filed its plan and
disclosure statement.  (Catholic Church Bankruptcy News, Issue
No. 98; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000).


CATHOLIC CHURCH: San Diego Gets Nod to Sell CSE & EWC Properties
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
granted the request and approved the terms and conditions of a
purchase and sale agreement and escrow instructions between
Catholic Secondary Education - Diocese of San Diego,
Incorporated, Diocese of San Diego Education and Welfare
Corporation, and William Lyon Homes Inc.

Judge Adler authorized and approved (i) the assignment of the
Sale Agreement from CSE and EWC to the Diocese, and (ii) the sale
and transfer of a real property located at 5910 Linda Vista Road,
in San Diego,  California, which is owned by CSE and EWC.

The Court approves the Roman Catholic Bishop of San Diego's
assumption of the Sale Agreement.

As advised by, and agreed with the Court, the CSE supported the
Diocese's sale request, subject to the assignment of the
obligations and mutual release of claims.  According to the CSE,
the transfer of proceeds of the sale of the Vista Road Property
to the Diocese is appropriate and lawful under the California
Corporations Code, and is consistent with and in the best
interests of the charitable purpose of CSE.

Judge Adler holds that William Lyon Homes, Inc.'s statement of
position that San Diego has breached their agreement and, thus,
may not assume the agreement, is not relevant to the request.  
Judge Adler says any dispute regarding the agreement must be
determined in an appropriate context like a lawsuit for specific
performance.

                   About the San Diego Diocese

The Roman Catholic Diocese of San Diego in California --
http://www.diocese-sdiego.org/-- employs approximately
3,000 people in various areas of work.  The Diocese filed for
Chapter 11 protection just before commencement of the first of
court proceedings for 140 sexual abuse lawsuits filed against the
Diocese.  Authorities of the San Diego Diocese said they were not
in favor of litigating their cases.

The San Diego Diocese filed for chapter 11 protection on Feb. 27,
2007 (Bankr. S.D. Calif. Case No. 07-00939).  Gerald P. Kennedy,
Esq., at Procopio, Cory, Hargreaves and Savitch LLP, represents
the Diocese.  In its schedules of assets and liabilities, the
Diocese listed total assets of $152,510,888 and total liabilities
of $72,754,092.  On March 27, 2007, the Debtor filed its plan and
disclosure statement.  (Catholic Church Bankruptcy News, Issue
No. 98; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000).


CENTER CUT: Moody’s Places Corporate Family Rating at B3
--------------------------------------------------------
Moody's Investors Service assigns first time ratings to Center Cut
Hospitality, Inc. as:

Ratings assigned are:

-- Corporate family rating of B3

-- Probability of default rating of B3

-- $20 million senior secured revolving credit facility due July
    2013, rated B2 / 35% / LGD-3

-- $100 million senior secured term loan due July 2014, rated B2
    / 35% / LGD-3

-- Speculative Grade Liquidity rating of SGL-3

The ratings outlook is stable.

The B3 corporate family rating reflects the company's modest
scale, limited scope, weak debt protection metrics, and relatively
aggressive growth plans.  However the ratings also incorporate the
company's reasonable operating metrics, good margins, and sizeable
average unit volumes.

Lone Star Funds acquired Lone Star Steakhouse and Saloon on Dec.
13, 2006 for about $623 million.  As part of the transaction, the
company separated two of its steakhouse and seafood restaurants
concepts, Del Frisco's Double Eagle Steak Houses and Sullivan's
Steakhouses, into a separate entity that was financed on a
standalone basis.  

Center Cut financed the acquisition of Del Frisco's and Sullivan's
with a $110 million first lien term loan and $20 million revolver.  
In addition to bank debt, the company has a $58.5 million senior
subordinated note (unrated) with an affiliate of Lone Star Funds
and a $19.8 million standby letter of credit with the Bank of
Montreal, not back-stopped by Center Cuts' bank facility, to
partially fund the potential litigation settlement associated with
a dissident shareholder that will be undrawn at close.

Center Cut Hospitality, headquartered in Wichita Kansas, is an
owner and operator of 22 white table cloth steakhouse and seafood
restaurants located through out the United States under the names
Del Frisco's Double Eagle Steak Houses and Sullivan's Steakhouses.  
For the year-ended Dec. 31, 2006, the company's reported revenues
and adjusted operating income of $153 million and $17.7 million,
respectively.


CHARLES PAASO: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Charles Paaso
        Sandra Paaso
        6147 Island Lake Drive
        Brighton, MI 48116

Bankruptcy Case No.: 07-32575

Chapter 11 Petition Date: August 7, 2007

Court: Eastern District of Michigan (Flint)

Judge: Daniel S. Opperman

Debtor's Counsel: Michael P. DiLaura, Esq.
                  Michael DiLaura & Associates, P.C.
                  105 Case Avenue
                  Mt. Clemens, MI 48043
                  Tel: (586) 468-5600
                  Fax: (586) 465-9113

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's List of its 19 Largest Unsecured Creditors:

   Entity                        Nature of Claim      Claim Amount
   ------                        ---------------      ------------
First National Bank of Howell    Industrial             $1,850,000
c/o Perry Kantner                                         Secured:
Kantner & Associates                                    $1,250,000
661 Airport Boulevard
Suite 2A
Ann Arbor, MI 48108

Detroit Tubing Mill, Inc.        Business Guaranty        $450,000
c/o Philip R. Fabrizio
6515 Highland, Suite 202
Waterford, MI 48327

Minco Pipe, Inc.                 Judgment for             $148,000
c/o Robert Gardella              Business Guaranty
8163 West Grand River, Suite 100
Brighton, MI 48114

Bank of America - Norfolk        Credit Card               $42,157

AMEX                             Credit Card               $40,745

Bank of America - Newark         Credit Card               $33,656

U.S. Bank                        Credit Card               $15,601

Monogram Bank N. America         Credit Card                $8,715

Wells Fargo                      Credit Card                $8,454

T-Bird Collection Specialist     Collection Scottsdale      $6,594
                                 Vascular Clinic

Pfeffer Hanniford & Palka        Accounting Services        $5,390

Saint Joseph Mercy               Medical                    $4,078
Health System

Capital One Bank                 Credit Card                  $966

Michigan Heart                   Medical Bills                $305

Kohls/Chase                      Credit Card                  $179

Credit Bureau of                 Collection- MCI               $60
Columbus Services                Communications

Sonora Quest Laboratories        Medical                       $44

Michigan Commercial Credit LLC   Guaranty                  Unknown

Internal Revenue Service         Personal and              Unknown
                                 Business Taxes


CHURCH & DWIGHT: Earns $40.5 Million in Quarter Ended June 29
-------------------------------------------------------------
Church & Dwight Co. Inc. disclosed on Aug. 7, 2007, its results
for the second quarter ended June 29, 2007.

The company reported net income for the quarter ended June 29,
2007, of $40.5 million, an increase of 9% over last year's
$36.4 million.

Net income for the six months ended June 29, 2007, rose to
$85.6 million, an increase of 10% over last year's $76.4 million.

Net sales were $546.5 million in the second quarter, an
$87.9 million or 19% increase over last year's $458.6 million.
Current year second quarter sales include the results of the
Orange Glo International Inc. (OGI) laundry additive and household
cleaners business, which was acquired in August 2006.  Excluding
the impact of revenue related to OGI and the net effect of foreign
currency changes, organic sales increased for the quarter by
approximately 5% compared to the second quarter of 2006.

James R. Craigie, chairman and chief executive officer, commented,
"We are very pleased with our results thus far.  We launched a
record number of new products in the first half of 2007 and we
will continue to support them in the back half of the year with a
significant increase in marketing spending.  The integration of
the OGI business has been successful and is expected to be
completed by year-end.  We continue to expect full year 2007
organic revenue growth to be in line with our 3 to 4% long-term
business model."

Consumer Domestic sales in the second quarter, which includes the
OGI business, were $386.2 million, a $65.2 million or 20% increase
over the prior year second quarter sales of $321.0 million.  Sales
of Arm & Hammer(R) liquid laundry detergent, Arm & Hammer Super
Scoop(R) cat litter, Xtra(R) liquid laundry detergent, Trojan(R)
condoms, Arm & Hammer(R) Dental Care toothpaste and SpinBrush(TM)
battery-operated toothbrushes, were all higher than in last year's
second quarter.  These increases were partially offset by higher
slotting expenses primarily in support of new product launches as
well as lower sales of other toothpaste and antiperspirant
products.  Consumer International sales of $98.9 million increased
20% over the prior year second quarter sales, of which 7% is due
to foreign currency changes and the balance is due to higher sales
in Canada, Brazil, Australia, and the UK and the inclusion of the
OGI business, especially in Mexico.  Specialty Products sales grew
11% due to higher volumes in the animal nutrition business and
both higher volumes and improved pricing in the specialty
chemicals business.

Gross margin was 39.7% in the second quarter compared to 38.9% in
the first quarter of 2007 due to margin improvements in household
products and our international business.  Gross margin was below
the second quarter 2006 margin of 40.3% primarily due to lower
prior year trade spending, in connection with the introduction of
price increases in April 2006 on several household products.

Marketing expense was $66.1 million in the second quarter, an
$11.9 million increase over the prior year's second quarter period
partially due to the acquired OGI business.  Marketing expense as
a percentage of net sales increased to 12.1% in the quarter
compared to 11.8% in the prior year period which reflects the
planned increase in spending.

Selling, general, and administrative expense was $74.0 million in
the second quarter, a $10.1 million increase over the prior year's
second quarter due to the operating expenses of the acquired OGI
business, higher selling costs as a result of higher sales, higher
stock-based compensation expense, and higher legal costs.

Operating income increased 15% to $76.6 million in the second
quarter compared to $66.7 million in the prior year's second
quarter driven by higher sales.

Other expense increased to $12.2 million in the second quarter,
primarily due to interest associated with borrowings to fund the
OGI acquisition.

The effective tax rate in the current quarter was 38.7% compared
to last year's 37.6%.  The current year second quarter tax rate
includes an additional $2.1 million valuation allowance for tax
assets in one of the company's foreign subsidiaries and includes
the benefit of the research and development tax credit which was
reinstated by Congress in December 2006.  The effective tax rate
in last year's second quarter was unfavorably impacted by the
expiration of the research and development tax credit on Dec. 31,
2005.

At June 29, 2007, the company's consolidated balance sheet showed
$2.37 billion in total assets, $1.40 billion in total liabilities,
and $973.1 million in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 29, 2007, are available for
free at http://researcharchives.com/t/s?222f

                   Free Cash Flow and Net Debt

At quarter-end, the company had total outstanding debt of
$875 million and cash of $107 million for a net debt position of
$768 million.  This compares to total debt of $933 million and
cash of $110 million for a net debt position at Dec. 31, 2006, of
$823 million.  The company reported net cash from operations of
$45 million in the second quarter of 2007 compared to $15 million
in the prior year's second quarter.  For the first six months of
2007, the company reported $75 million of net cash from operations
compared to $29 million in the first half of 2006.

The company generated approximately $31 million in free cash flow
during the second quarter of 2007 compared to approximately
$4 million of free cash flow during the second quarter of 2006.
For the first six months, the company has generated approximately
$50 million in free cash flow compared to $7 million in the prior
period.  Free cash flow is defined as net cash from operations
less capital expenditures.

Adjusted earnings before interest, taxes, depreciation and
amortization (Adjusted EBITDA) as defined in the company's
principal credit agreement, which excludes certain items, was
approximately $187 million for the first six months of 2007, an
$11 million increase over the same period last year.

                      About Church & Dwight

Headquartered in Princeton, New Jersey, Church & Dwight Co. Inc.
(NYSE: CHD) -- http://www.churchdwight.com/-- manufactures and  
markets a wide range of personal care, household and specialty
products, under the Arm & Hammer brand name and other well-known
trademarks.

                          *     *     *

As reported in the Troubled Company Reporter on June 25, 2007,
Standard & Poor's Ratings Services revised its outlook on
Princeton, New Jersey-based Church & Dwight Co. Inc. to positive
from stable.
     
At the same time, Standard & Poor's affirmed all of its existing
ratings on the company, including the 'BB' corporate credit
rating.


COMBIMATRIX CORP: Posts $3.6 Mil. Net Loss in Qtr. Ended June 30
----------------------------------------------------------------
CombiMatrix Corp. reported a net loss of $3.6 million and an
operating loss of $3.6 million, on total revenues of $1.3 million
for the second quarter ended June 30, 2007, compared with a net
loss of $3.4 million and an operating loss of $5.1 million, on
total revenues of $1.8 million for the same period ended June 30,
2006.

The decrease in operating loss for the quarter ended June 30,
2007, primarily reflects a decrease in research and development,
and marketing, general and administrative expenses, which more
than offset a decrease in total revenues.

The increase in net loss is primarily due to warrant gains of
$1.5 million recognized in the second quarter last year, versus a
warrant loss of $145,000 for the current quarter.  These
gains/losses is mainly a result of changes in the fair value of
stock purchase warrant liabilities associated with certain AR-
CombiMatrix stock purchase warrants outstanding at June 30, 2007,
and 2006.  

The decrease in total revenues is mainly a result of the decrease
in products revenues, partly offset by increases in revenues from
government contracts.

Revenues from government contracts revenues increased to $679,000
for the three-month period ended June 30, 2007, vs. $574,000 for
the same period in 2006.  The increase was due to ongoing
performance of the company's electrochemical detection,
microfluidics and influenza genotyping contracts during 2007
compared to only the electrochemical detection contract in the
comparable 2006 period.  

Products revenues decreased to $458,000 for the current quarter,
compared with $1.2 million during the quarter ended June 30, 2007.  
The decrease in product revenues was due primarily to the lack of
DNA synthesizer instrument sales in 2007 compared to 2006.

Internal research and development expenses decreased to
$1.1 million for the quarter ended June 30, 2007, compared to
$2.2 million for the same period ended June 30, 2006.  The
decrease was due primarily to the impact of cost reduction efforts
in the area of full-time staff and ongoing research and
development projects for the CustomArray platform, while
continuing to develop microarray-based diagnostics services at
CMDX.  

Marketing, general and administrative expenses decreased to
$2.3 million for the 2007 quarter, compared with $3.1 million
during the comparable quarter in 2006.  The decrease for was due
primarily to a decrease in facilities-related costs from executing
the Feb. 1, 2007, lease amendment that significantly reduced the
company's office space and lease rates, reduction in sales and
marketing staff and expenses at the company's Mukilteo operations
and overall reductions in general and administrative staff, which
included one-time bonuses and severance-related costs in the first
quarter of 2006, which were not incurred in 2007.

At June 30, 2007, cash and cash equivalents and short-term
investments totaled $12.8 million compared to $14.3 million at
Dec. 31, 2006.  Working capital at June 30, 2007, was
$11.7 million, compared $12.0 million at Dec. 31, 2006.  

At June 30, 2007, the company's consolidated balance sheet showed
$41.2 million in total assets, $12.6 million in total liabilities,
and $28.6 million in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2007, are available for
free at http://researcharchives.com/t/s?222c

                       Going Concern Doubt

PricewaterhouseCoopers LLP, in Seattle, expressed substantial
doubt about CombiMatrix Corporation's ability to continue as a
going concern aftr auditing the company's consolidated financial
statements for the years ended Dec. 31, 2006, and 2005.  PwC
reported that the company has suffered recurring losses from
operations and management anticipates that the company will
require additional financing in the foreseeable future.

                     About CombiMatrix Corp.

Headquartered in Seattle, CombiMatrix Corp. (NasdaqGM: CBMX) --
http://www.combimatrix.com/-- is a biotechnology company with a  
subsidiary, CombiMatrix Molecular Diagnostics, headquartered in
Irvine, Calif.  CombiMatrix's patented electrochemical
manufacturing process utilizes standard semiconductor technology,
proprietary software, and chemistry to build arrays of materials--
molecule by molecule.  The company's CustomArray(TM) products are
DNA microarrays, which have uses in pharmaceutical, biotech, and
agrochemical industries as well as in research and government
markets.


COMM 2004-LNB2: Fitch Upgrades Ratings on Six Loan Classes
----------------------------------------------------------
Fitch Ratings has upgraded COMM 2004-LNB2 as:

  -- $25.3 million class B to 'AA+' from 'AA';
  -- $9.6 million class C to 'AA' from 'AA-';
  -- $19.3 million class D to 'AA-' from 'A';
  -- $8.4 million class E to 'A+' from 'A-';
  -- $9.6 million class F to 'A-' from 'BBB+';
  -- $10.8 million class G to 'BBB+' from 'BBB';
  -- $10.8 million class H to 'BBB' from 'BBB-'.

In addition, Fitch has affirmed these classes:

  -- $19.8 million class A-1 at 'AAA';
  -- $129.5 million class A-2 at 'AAA';
  -- $157.6 million class A-3 at 'AAA';
  -- $466.5 million class A-4 at 'AAA';
  -- Interest only class X-1 at 'AAA';
  -- Interest only class X-2 at 'AAA';
  --$4.8 million class J at 'BB+';
  -- $6.0 million class K at 'BB';
  -- $3.6 million class L at 'BB-';
  -- $4.8 million class M at 'B+';
  -- $2.4 million class N at 'B';
  -- $1.2 million class O at 'B-'.

Fitch does not rate the $12.4 million class P.

The upgrades are due to increased credit enhancement levels from
pay offs and scheduled amortization as well as the defeasance of
an additional six loans (13.2%) since Fitch's last rating action.  
As of the July 2007 distribution date, the pool has paid down 6.3%
to $902.7 million from $963.8 million at issuance.  To date nine
loans (17.9%) have been defeased.

There are currently three loans in special servicing (0.8%);
however, no losses are expected at this time.  Two of the
specially serviced loans secured by multifamily properties in
Woodville and Greenville, TX were cross-collateralized and cross-
defaulted with a third multifamily property in Fort Worth, TX.  
The loans were transferred to the special servicer due to imminent
default of the third loan.  An agreement was reached with the
Borrower to accept a full payoff of the principal balance of the
third loan.  The two remaining loans have been reinstated and will
be returned to the master servicer.

The third specially serviced loan (0.4%) is collateralized by a
multifamily property located in Biloxi, MS which was significantly
impacted by Hurricane Katrina.  The borrower is using insurance
proceeds to keep the loan current during renovations.

Three loans (29.9%) have investment grade credit assessments:
Tysons Corner Center (16.0%), AFR Portfolio (8.0%) and Meadows
Mall (5.9%).  Based on their stable performance the loans maintain
their investment grade credit assessments.

The Tysons Corner Center loan is secured by a 1.6 million square
foot regional mall in McLean, VA.  There are four pari-passu
notes, A-1 through A-4. A-1 is included in the trust.  Occupancy
as of year-end 2006 has increased to 97.8% from 95.9% at issuance.

The AFR portfolio loan is secured by 153 office properties located
across 19 states. The total debt on the portfolio consists of an
A-1, A-2, A-3, A-4 and a B-note.  The A-3 note is included in the
trust.  Occupancy as of March 31, 2007 has increased to 90% from
86.4% at issuance.

The Meadows Mall loan is secured by a 312,210 sf regional mall in
Las Vegas, NV.  The note is split into two equal pari-passu pieces
with the A-2 piece included in the trust.  Occupancy as of YE 2006
has increased to 97.1% from 96.6% at issuance.


CONSECO INC: Impaired Earnings Cue S&P to Lower Ratings
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its counterparty credit
and senior debt ratings on Conseco Inc. to 'B+' from 'BB-'.  The
outlook remains negative.  At the same time, Standard & Poor's
lowered its counterparty credit and financial strength ratings on
Conseco Senior Health Insurance Co. to 'CCC-' from
'CCC'.  Its outlook also remains negative.
     
Standard & Poor's also revised its outlook on Conseco's core
insurance companies to negative from stable and affirmed its
ratings on the companies.
      
"These ratings actions are based on Conseco's announcement that
second-quarter operating earnings were impaired by significant
continued losses in its run-off segment, the bulk of which is
housed in CSH," said Standard & Poor's credit analyst Neal
Freedman.  "Standard & Poor's expects these losses to continue,
though at a lower rate, through the remainder of 2007."
     
The run-off segment lost $133 million in the quarter as a result
of the continued adverse development on the company's run-off
block of long-term care insurance business and continued
refinement of the company's reserve methodology.
     
The negative outlooks reflect Standard & Poor's concern that
significant losses in the run-off block will continue, despite
management's efforts to-date to implement corrective actions and
provide sufficient reserves in anticipation of future adverse
development.  If the run-off block continues to generate
significant losses, further affecting interest coverage, the
ratings on Conseco Inc. and the core operating companies will
likely be lowered.


CORRECTIONS CORP: Earns $32.6 Million in Quarter Ended June 30
--------------------------------------------------------------
Corrections Corporation of America reported net income of
$32.6 million for the three months ended June 30, 2007, compared
with net income of $25.6 million for the three-month period in
2006.

Management revenue from federal customers increased $20.7 million,
or 16%, to $150 million during the second quarter of 2007 from
$129.3 million during the second quarter of 2006, as a result of
higher inmate populations from the Immigration and Customs
Enforcement and the U.S. Marshals Service.  Federal revenues were
positively impacted by a new management contract from ICE at the
company's Stewart Detention Center that began receiving detainees
in October 2006 and a full quarter impact of a new management
contract at T. Don Hutto Residential Center that became effective
in May 2006.  Additionally, federal revenues were favorably
impacted by the backfilling of the vacated beds in Florence
Correctional Center with additional USMS detainees as a result of
the commencement of operations at new Red Rock Correctional Center
in July 2006.

Management revenue from state customers also increased by about
$13.8 million, or 8.7%, to $171.7 million during the second
quarter 2007 from $157.9 million for the same period in 2006.
State revenues were primarily impacted by an increase in
populations from several state customers including primarily
Colorado, Wyoming, and California.

Total portfolio occupancy increased to 99% during the second
quarter of 2007 from 94.9% during the second quarter of 2006, with
compensated man-days increasing 8.6%, to 6.6 million from 6.1
million.  Total portfolio occupancy increased despite a 4.1%
increase in our average available beds from the second quarter of
2006 as a result of the completion of several expansion and
development projects.

Adjusted free cash flow decreased by $1.6 million to $42.4 million
during the second quarter of 2007 from $44 million generated
during the same period in 2006, as an increase in adjusted free
cash flow resulting from improved operating performance was offset
by an increase in payments for income taxes.

                     First Six Months of 2007

For the six months ended June 30, 2007, the company generated net
income of $65.2 million, compared with $47 million for the six
months ended June 30, 2006.  Financial results for the first six
months of 2006 included a pre-tax charge of about $1 million for
refinancing transactions completed during the first quarter of
2006.

Adjusted free cash flow, which does not include the refinancing
charge during 2006, increased 19.4%, or $16.9 million during the
first six months of 2007 to $103.9 million compared with
$87 million during the first six months of 2006.  The increase in
adjusted free cash flow primarily resulted from strong operating
results despite the increase in payments for income taxes of
$18.6 million.

                  Liquidity and Capital Resources

During the first six months of 2007, the company capitalized
$9.3 million of expenditures related to technology, compared with
$7.4 million during the first six months of 2006.  The company
expects to incur about $7.9 million in information technology
expenditures during the remainder of 2007.

As of June 30, 2007, liquidity was provided by cash on hand of
$81.1 million, investments of $84.8 million, and $114 million
available under the company's $150 million revolving credit
facility.

During the six months ended June 30, 2007 and 2006, the company
generated $129.5 million and $91.8 million, respectively, in cash
through operating activities, and as of June 30, 2007, and 2006,
the company had net working capital of $241 million and
$194 million, respectively.

The company currently expects to be able to meet cash expenditure
requirements for the next year.

As of June 30, 2007, the company's balance sheet showed total
assets of $2.3 billion, total liabilities of $1.2 billion, and
total stockholders' equity of $1.1 billion.

A full-text copy of the company's financial report is available
for free at http://researcharchives.com/t/s?2235

On July 2, 2007, the company announced the commencement of
construction of a new 1,668-bed correctional facility in Adams
County, Mississippi.  Construction of the new facility is
estimated to be completed during the fourth quarter of 2008 at an
estimated cost of about $105 million.  The company does not
currently have a management contract to utilize these new beds,
but will market the new beds to various existing and potential
customers.

                About Corrections Corp. of America

Corrections Corp. of America -- http://www.correctionscorp.com/--   
is headquartered in Nashville, Tenn., and owns and operates
privatized correctional facilities in the United States.  As of
Dec. 31, 2006, it owned 43 correctional, detention, and juvenile
facilities, three of which are leased to other operators. It
currently operates 64 facilities, with a total design capacity of
approximately 72,000 beds in 19 states and the District of
Columbia.

                         *     *     *

As reported in the Troubled Company reporter on March 6, 2007,
Standard & Poor's Ratings Services raised its corporate credit and
senior unsecured debt ratings on prison and correctional services
company Corrections Corp. of America to 'BB' from 'BB-'.  The
outlook is stable.


CWABS ASSET: Moody's Rates Class B-1 Certificates at Ba2
--------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by CWABS Asset-Backed Certificates Trust 2007-
QX1 and ratings ranging from Aa1 to Ba2 to the subordinate
certificates in the deal.

The securitization is backed by Quality Home Loans (100%)
originated adjustable-rate subprime residential mortgage loans.  
The ratings are based primarily on the credit quality of the loans
and on protection against credit losses from subordination, excess
spread and overcollateralization.  Moody's expects collateral
losses to range from 7.50% to 8%.

Servicing will be provided by Countrywide Home Loans Servicing LP.

The complete rating actions are:

CWABS Asset-Backed Certificates Trust 2007-QX1

Asset-Backed Certificates, Series 2007-QX1

-- Cl. A-1, Assigned Aaa
-- Cl. M-1, Assigned Aa1
-- Cl. M-2, Assigned Aa2
-- Cl. M-3, Assigned A1
-- Cl. M-4, Assigned A2
-- Cl. M-5, Assigned Baa1
-- Cl. M-6, Assigned Baa2
-- Cl. M-7, Assigned Baa3
-- Cl. B-1, Assigned Ba2


CWALT 2007: Moody's Assigns Low-B Ratings on Two Cert. Classes
--------------------------------------------------------------
Moody's Investors Service assigned Aaa ratings to the senior
certificates issued by Alternative Loan Trust 2007-OA9 and ratings
ranging from Aaa to B2 to the subordinate certificates in the
deal.

The securitization is backed by adjustable-rate, negative
amortization mortgage loans originated by IndyMac Bank, F.S.B.,
Flagstar Bank, F.S.B. and other originators.  The ratings are
based primarily on the credit quality of the loans and on
protection against credit losses by subordination.  Moody's
expects collateral losses to range from 1% to 1.20%.

Countrywide Home Loans Servicing LP and IndyMac Bank, F.S.B. will
service the loans.  Countrywide Home Loans Servicing LP will aslo
act as a master servicer.

The complete rating actions are:

Alternative Loan Trust 2007-OA9

Mortgage Pass-Through Certificates, Series 2007-OA9

-- Cl. A-1, Assigned Aaa
-- Cl. A-2, Assigned Aaa
-- Cl. A-3, Assigned Aaa
-- Cl. X-P, Assigned Aaa
-- Cl. A-R, Assigned Aaa
-- Cl. M-1, Assigned Aaa
-- Cl. M-2, Assigned Aa1
-- Cl. M-3, Assigned Aa1
-- Cl. M-4, Assigned Aa1
-- Cl. M-5, Assigned Aa1
-- Cl. M-6, Assigned Aa2
-- Cl. M-7, Assigned Aa3
-- Cl. M-8, Assigned Aa3
-- Cl. M-9, Assigned A2
-- Cl. B-1, Assigned Ba1
-- Cl. B-2, Assigned B2


CYBERONICS INC: Names James Reinstein as Vice Pres. & General Mgr.
------------------------------------------------------------------
Cyberonics Inc. has appointed James A. Reinstein as vice
president, sales & marketing, and general manager, international,
effective immediately.  In this role, Mr. Reinstein will lead the
sales and marketing effort in the United States and will be the
general manager of Cyberonics Europe SA with responsibility for
all sales and distribution outside the United States.
    
Mr. Reinstein joins Cyberonics from Boston Scientific where, since
1990, he has held positions in sales, marketing and product
management in the U.S., Asia, Europe and Mexico.  He served as a
vice president of Boston Scientific Asia, where he led the Korean
team and had responsibility for Taiwan and Hong Kong.

Prior to that, he held the position of country director of Boston
Scientific Mexico, where he built a new management team to turn
around that country's organization while growing the top line by
30%.  Mr. Reinstein held positions at Boston Scientific that
included Inter-Continental Director of Marketing, European Group
Marketing Manager, European Product Manager and U.S. marketing
management and sales.
    
"James has consistently demonstrated his ability to deliver
impressive levels of sales growth,” Dan Moore, Cyberonics'
president and chief executive officer, said.  “As we refocus our
team on epilepsy, he is the ideal person to lead our global sales
teams back to respectable growth in our core epilepsy business.  I
am pleased to have James join the Cyberonics team, and I am
confident he will be an important contributor to growing both our
domestic and international businesses.  I've known James for
15 years while we worked together at Boston Scientific, where he
demonstrated his leadership, business acumen and adaptability to
working across different regions and cultures."
    
Prior to joining Boston Scientific, Mr. Reinstein spent four years
with Procter and Gamble.  He received his Bachelor of Arts from
the University of Georgia and completed the Executive Management
Program at INSEAD in France in 1999.  Mr. Reinstein served as
chairman of the American Chamber of commerce medical device
committee in Korea.

He is also a charter board member of the International Society for
Pharmacoeconomics and Outcomes Research Asia-Pacific and has
served as the Asian Advisor to the U.S. Trade Representatives
negotiating the Korean-USA Free Trade Agreement.
    
Cyberonics also announced the resignations of two senior
executives, Michael A. Cheney, vice president, marketing & sales,
and Shawn P. Lunney, vice president, market development.  

"Both Michael and Shawn have made important contributions to the
development of Cyberonics over a long period of time, and we thank
them for all their efforts on Cyberonics' behalf," Mr. Moore
commented.
    
                      About Cyberonics Inc.

Headquartered in Houston, Texas, Cyberonics Inc. (NASDAQ: CYBX)--
http://cyberonics.com/-- markets the VNS Therapy system in
selected markets worldwide.  The VNS Therapy System uses a
surgically implanted medical device that delivers electrical
pulsed signals to the vagus nerve in the left side of the neck.
This therapy has proven effective in significantly reducing the
number and/or intensity of seizures in many people suffering from
epilepsy and has the potential for use in the treatment of other
inadequately treated, chronic disorders.

Cyberonics Inc.'s balance sheet as of April 27, 2007, reflected
total assets of $13.6 million, total liabilities of $15.7 million,
resulting in a total stockholders' deficit of $16.1 million.

                       Going Concern Doubt

KPMG LLP raised substantial doubt about Cyberonics Inc.'s ability
to continue as a going concern after auditing the company's
financial statements for the fiscal years ended April 28, 2006,
and April 29, 2005.  The auditing firm pointed to the company's
recurring losses from operations, the receipt of a notice of
default and demand letter and notice of acceleration for a
$125 million senior subordinated convertible notes, and incurrence
of a potential default of a $40 million line of credit.


D&E COMMUNICATIONS: Earns $2.3 Million in Second Quarter 2007
-------------------------------------------------------------
D&E Communications Inc. reported net income for the second quarter
ended June 30, 2007, of $2.3 million, compared to a net income of
$900,000 for the same period last year.  Operating income for the
second quarter of 2007 was $6.5 million compared to operating
income of $4.3 million in the second quarter of 2006.

Total operating revenues were $37.2 million for the second quarter
of 2007, compared to $41.4 million in the second quarter of 2006.  

The second quarter 2006 results were affected by the intangible
asset impairment loss recognized in continuing operations of
$1.9 million and a loss from discontinued operations of $200,000.
Net income before these items was $2.2 million for the second
quarter of 2006.

The revenue decrease was primarily the result of a decline in
directory revenue of $3.4 million, due to the terms of a directory
contract which became effective in the fourth quarter of 2006 and
which covers three of the four directories that the company
publish.

For the six months ended June 30, 2007, the company reported total
operating revenue of $75.6 million, as compared to $81.6 million
in the same period last year.  Net income for the six months ended
June 30, 2007 was $4.9 million, as compared to $2.5 million for
the same period last year.

Included in the 2007 results was a gain of $600,00 from life
insurance proceeds.  Included in the 2006 results was the customer
relationships intangible asset impairment loss recognized in
continuing operations of $1.9 million and a loss from discontinued
operations of $300,000.

As of June 30, 2007, the company had total assets of
$503.2 million, total liabilities of $314.1 million, preferred
stock of utility subsidiary of $1.4 million, and total
stockholders' equity of $187.7 million.

                      Management's Comments

"Midway through 2007, we are pleased with our results. Delivering
quality services is fundamental to our success and our results
reflect the company's ability to meet the needs of its customers,"
said James W. Morozzi, president and chief executice officer of
D&E Communications.

"A highlight within our Wireline segment was an increase in
DSL/high-speed Internet subscribers, as customers switched to
faster service at a reasonable rate.  D&E's six-month net-income
growth, excluding significant one-time gains in 2007 and one-time
losses in 2006, was solid.  We are doing business in very active
and attractive markets and working hard to Deliver Excellence to
our customers."

                     About D&E Communications

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

                          *     *     *

D&E Communications Inc. carries Moody's Investors Service Ba2 bank
loan debt rating.


DAVITA INC: Messrs. Berg, Brittain, and Diaz Join Board
-------------------------------------------------------
DaVita Inc. elected on March 8, 2007, Charles G. Berg as a member
of the company's Board of Directors.  On July 31, 2007, the Board
of Directors of the company appointed Mr. Berg as a member of the
Audit Committee of the Board of Directors.

On March 23, 2007, the company elected Willard W. Brittain, Jr. as
a member of the company's Board of Directors.  On July 31, 2007,
the Board of Directors of the Company appointed Mr. Brittain as a
member of the Clinical Performance Committee and the Public Policy
Committee of the Board of Directors.

On July 31, 2007, the Board of Directors of DaVita Inc. also
elected Paul J. Diaz as a member of the Board.  The Board has not
yet determined the committees of the Board to which Mr. Diaz may
be appointed.

Pursuant to the company's director compensation philosophy and
plan, Mr. Diaz will receive an initial grant of options to
purchase 15,000 shares of the company's stock in connection with
his election to the Board.  Mr. Diaz will receive the standard
compensation amounts payable to non-employee directors of the
company as set forth in the plan.  

No arrangement or understanding exists between Mr. Diaz and any
other person or persons pursuant to which he was selected as a
director.  The company has not been a participant in any
transaction since the beginning of its last fiscal year, and is
not a participant in any currently proposed transaction, in which
Mr. Diaz, or any member of his immediate family, has a direct or
indirect material interest.

                        About DaVita Inc.

Headquartered in El Segundo, California, DaVita Inc. (NYSE: DVA)--
http://www.davita.com/-- provides dialysis services for     
patients suffering from chronic kidney failure.  It provides
services at kidney dialysis centers and home peritoneal dialysis
programs domestically in 42 states, and the District of Columbia.
As of Dec. 31, 2006, DaVita operated or managed over 1,300
outpatient facilities serving about 104,000 patients.

                         *      *      *

As of Aug. 8, 2007, the company holds Moody's Ba3 long-term
corporate family rating and probability of default rating.  
Moody's rates the company's bank loan debt at Ba1, senior
unsecured debt at B1, and senior subordinate at B2.  The outlook
is stable.

Standard & Poor's rated the company's long-term foreign and local
issuer credits at BB-.

Fitch also rated the company's long-term issuer default rating at
B+, bank loan debt at BB, senior unsecured debt at B, and senior
subordinate at B-.  The outlook is positive.


DELTA AIR: Creditors Want Reorganized Debtors to Comply with Plan
-----------------------------------------------------------------
Comair Creditors, namely Lehman Brothers Inc., Varde Partners,
Inc., Talek Investments, Par-Four Investment Management, LLC,
Societe Generale Corporate & Investment Banking, Contrarian
Capital Management, LLC, and Cypress Management, claim the
Reorganized Delta Air Lines Inc. and its affiliates are violating
the terms of the confirmed Joint Plan of Reorganization.

Lehman, et al., ask Judge Hardin of the U.S. Bankruptcy Court for
the Southern District of New York to direct the Reorganized
Debtors to obtain Court approval with respect to (i) certain
postpetition aircraft agreements relating to aircraft assets and
(ii) the resolution of claims that have an estimated or face
amount in excess of $30,000,000, in accordance with the express
terms of the Plan.

On behalf of the Comair Creditors, Evan C. Hollander, Esq., at
White & Case LLP, in New York, relates that just seven short
weeks following confirmation of the Plan, the Debtors revised
their estimate of the unsecured claims pool at Comair from
$800,000,000 to $1,050,000,000.  This increase in the Comair
claims pool, according to Lehman, would reduce the expected
recovery of Comair's unsecured creditors under the Plan by more
than 20% from that projected in the Debtors' disclosure
statement.

Lehman, et al., were advised that a significant portion of the
increase in the estimate of the Comair claims pool was
attributable to an agreement between the Debtors and an
aircraft finance counterparty relating to the restructuring of
certain aircraft agreements in respect of 37 Comair aircraft.

The Reorganized Debtors' attempt to shield the terms and nature
of these recent deals from judicial scrutiny is particularly
troubling given the significant impact that they will have on
anticipated recoveries for the unsecured creditors of the Comair
Debtors, Mr. Hollander asserts.

Pursuant to the Plan, holders of general unsecured claims against
the Debtors will receive stock in reorganized Delta.  The New
Delta Common Stock is to be divided between the Delta Debtors  
and the Comair Debtors based on what was then projected to be
"the mid-point of the equity valuation range for the Comair
Debtors (i.e. $730,000,000) relative to the mid-point valuation
of the equity valuation range for the Delta Debtors (i.e.,
$10,000,000,000).  

The Debtors' publicly disclosed estimate of the total unsecured
claims against the Comair Debtors, as of February 2, 2007, was
$800,000,000, while the total unsecured claims against the Delta
Debtors was estimated at approximately $14,200,000,000.

The Disclosure Statement provides that parties holding general
unsecured claims against the Comair Debtors were projected to
recover 76% to 100% of the claims, while holders of general
unsecured claims against the Delta Debtors were projected to
recover 62% to 78% of the claims.

Mr. Hollander notes that at no time prior to the April 9, 2007
deadline to cast ballots with respect to the proposed Plan did
the Debtors update their disclosure or provide any advice as to a
material change to their estimate of the total amount of
unsecured claims in the Comair claims pool.

On June 13, 2007, Edward H. Bastian, Delta's executive vice
president and chief financial officer, spoke at the Merrill Lynch
Global Transportation Conference.  Mr. Bastian disclosed for the
first time that Delta expected the aggregate amount of allowed
claims against the Comair Debtors to be $1,050,000,000.

The substantial increase in the Comair Debtors claims pool has
reduced the mid-point of the projected recovery of Comair
unsecured creditors from 91.25% to about 69.52%, Mr. Hollander
points out.  Thus, he asserts, the expected recovery of the
Comair Debtors' unsecured creditors has plummeted by more than
20% from the amount of recovery projected by the Debtors in the
Disclosure Statement.

On June 22, 2007, counsel to Lehman, et al., sent a letter to
counsel for the Reorganized Debtors to inquire about the
significant increase in the Comair claims pool and the
corresponding reduction of the anticipated recoveries.  The
letter also requested the Debtors to confirm that they would
obtain Court approval with respect to restructuring proposals
related to aircraft assets and the resolution of claims in excess
of $30,000,000.  A similar letter was sent to the Post-Effective
Date Committee.

On June 27, 2007, both the Reorganized Debtors and the Post-
Effective Date Committee responded to the request, indicating
that they did not intend to seek Court approval for the
settlements.  They contend that the Plan does not require Court
authorization for aircraft restructuring proposals or claims
settlements of any nature.

Section 9.2 of the Plan sets forth the circumstances under which
the Reorganized Debtors are authorized to resolve Disputed Claims
without further Court approval.  Section 9.2, however, does not
authorize the Reorganized Debtors to "compromise, settle, or
otherwise resolve any Disputed Claims [with respect to those
matters described in Section 17.5(d)] without notice to or
approval by the Bankruptcy Court or any other party."

Section 17.5(d) provides that the Post-Effective Date Committee
will only have standing and power to participate in these court
proceedings as the deemed successor-in-interest to the Official
Committee of Unsecured Creditors:

  (i) any matters related to proposed modifications or
      amendments to the Plan;

(ii) any applications for allowance of compensation of
      Professionals;

(iii) any actions to enforce, implement or interpret the Plan or
      to compel the Debtors to make distributions under the Plan;

(iv) any appeals to which the Creditors Committee is party
      as of the Effective Date;

  (v) actions, if any, relating to approval of Post-Petition
      Aircraft Agreements;

(vi) actions, if any, relating to approval of the treatment
      selected by the Debtors for holders of Allowed Secured
      Aircraft Claims against the Delta Debtors and the Comair
      Debtors;

(vii) objections to, or estimations of, any Claims that have an
      estimated or face amount in excess of $30,000,000 to which
      either (a) the Creditors Committee has filed an objection
      before the Confirmation Date and the Creditors Committee's
      position with respect to such objection is materially
      different from the position of the Debtors or the
      Reorganized Debtors; or (b) the Post-Effective Date
      Committee requested in writing that the Reorganized
      Debtors estimate or object and the Reorganized Debtors
      have failed to undertake such estimation or objection
      within 30 calendar days of such written request;

(viii) actions under or pursuant to the Aircraft Claims
      Objection Procedures Order; and

(ix) such other matters as may be mutually agreed upon in
      advance and in writing by the Post-Effective Date Committee
      and Reorganized Delta, each in their sole discretion.

Mr. Hollander notes that if the Debtors or Reorganized Debtors
were free to compromise and resolve matters involving Post-
Petition Aircraft Agreements without first obtaining the Court's
approval as they contend, there would be no need for the Plan to
expressly authorize the Post-Effective Date Committee to
participate in "court proceedings" relating to the approval of
the agreements.

Similarly, he notes, if the Reorganized Debtors were permitted to
resolve the matters described in Section 17.5(d) without first
obtaining Bankruptcy Court approval, the language in Section 9.2
describing the Disputed Claims that the Reorganized Debtors can
resolve "without notice to or approval by the Bankruptcy Court"
would be rendered mere surplusage.

As the Reorganized Debtors' interpretation of the Plan would
contravene cardinal rules of contract interpretation requiring
that all words in a contract be given effect, the interpretation
cannot stand, Mr. Hollander asserts, citing, among others,
Charter Asset Corp. v. Victory Mkts. (In re Victory Mkts.), 221
B.R. 298, 303 (B.A.P. 2d Cir. 1998).

Thus, the Reorganized Debtors should be directed to submit to the
Bankruptcy Court for approval (i) the Aircraft Finance Settlement
and (ii) any of the other aircraft restructuring agreements or
claim settlements reviewed by the Post-Effective Date Committee
which constitute Post-Petition Aircraft Agreements, Mr. Hollander
asserts.

Although Section 17.5(d)(vii) operates to circumscribe the rights
of the Post-Effective Date Committee to participate in court
proceedings concerning claims exceeding $30,000,000 to situations
in which either (i) the Creditors Committee filed a written
objection before the Confirmation Date or (ii) the Post-Effective
Date Committee sent a written request to the Reorganized Debtors
seeking an estimation or objection and the Reorganized Debtors
fail to undertake such estimation or objection within 30 calendar
days of the written request, this fact is of no moment, maintains
Mr. Hollander.

He relates that the limitation on the Post-Effective Date
Committee's rights is explained by the fact that it alone would
have had an opportunity to review the claims prior to any court
proceedings, and that it should, therefore, not have an
opportunity to raise an objection in court where no objection had
been raised previously.  This, of course, he says, has no bearing
on the issue of whether other parties-in-interest who were not
given a prior opportunity to review significant settlements
should be precluded from participating in the court proceedings
mandated by Section 17.5(d).

Section 17.5(d)(vii) does not operate to limit the rights of any
party other than the Post-Effective Date Committee, Mr. Hollander
avers.  If the Debtors intended to disenfranchise all parties
other than the Post-Effective Date Committee from the claims
resolution process, including the Bankruptcy Court, they should
have done so clearly and explicitly in the Plan, he points out.  
"They did not."

Accordingly, Mr. Hollander asserts, the Reorganized Debtors
should be directed to comply with a plain reading of the terms of
the Plan and also seek Bankruptcy Court approval of matters
involving claims exceeding $30,000,000.

                          About Delta Air

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

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.
On Jan 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on Feb. 2,
2007.  On Feb. 7, 2007, the Court approved the Debtors' disclosure
statement.  In April 2007, the Court confirmed the Debtors' plan.
(Delta Air Lines Bankruptcy News, Issue No. 76; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)

                         *     *     *

As reported in the Troubled Company Reporter on July 16, 2007,
Fitch Ratings has initiated coverage of Delta Air Lines Inc.
with the assignment of these debt ratings: issuer default rating
'B'; First-lien senior secured credit facilities 'BB/RR1'; and
Second-lien secured credit facility (Term Loan B) 'B/RR4'

As reported in the Troubled Company Reporter on May 2, 2007,
Standard & Poor's Ratings Services raised its ratings on Delta Air
Lines Inc. (B/Stable/--), including raising the corporate credit
rating to 'B', with a stable outlook, from 'D', following the
airline's emergence from Chapter 11 bankruptcy proceedings.


E POINTE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: E Pointe Properties I, Ltd.
        P.O. Box 440067
        Houston, TX 77244-006

Bankruptcy Case No.: 07-35326

Chapter 11 Petition Date: August 6, 2007

Court: Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Joan Kehlhof, Esq.
                  Wist Holland & Kehlhof, L.L.P.
                  720 North Post Oak Road, Suite 610
                  Houston, TX 77024
                  Tel: (713) 686-5444
                  Fax: (713) 686-0703

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
   ------                      ---------------       ------------
Champion Energy Services       electricity               $129,731
7904 North Sam Houston         provider
Parkway
Suite 200
Houston, TX 77064

Pasadena I.S.D. Tax Office     ad valorem taxes          $129,505
P.O. Box 1318
Pasadena, TX 77501

Paul Bettencourt,              ad valorem taxes          $104,122
Tax Assessor
P.O. Box 4622
Houston, TX 77210-4622

Capstone Communities           property management        $83,151
Management                     services

Constellation New Energy       former electricity         $44,477
                               provider

CenterPointe Energy            natural gas service        $25,063

M. Power Retail Energy         former electricity         $21,806
                               provider

O'Connor & Associates          property tax consultants   $15,464

Comcast                        cable TV service           $14,376

A.I.C.C.O., Inc.               insurance premium          $13,705
                               finance- property
                               insurance

                               purchase money             $13,705

City of Pasadena Water         water service               $9,011
Department

R.C.I. Utilities               utility billing             $7,516
                               servicelectricity

Castillo Painting              painting services           $6,426

Alfred Painting & Carpet       carpet and painting         $4,322
Cleaning                       services

Venturi Technologies           carpet cleaning, repair     $4,303
                               & replacement

Presto Maintenance Supply,     property maintenance        $3,079
Inc.                           supplies

Ameritex Apartment Movers      tenant moving services      $2,732

Acuity Electric, Inc.          electrical repairs          $2,500

Reliant Energy                 guard lights-monthly        $2,379


EUNICE ANIFOWOSE: Case Summary & Seven Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Eunice Anifowose
        9 Golden Star
        Irvine, CA 92604

Bankruptcy Case No.: 07-12408

Chapter 11 Petition Date: August 7, 2007

Court: Central District Of California (Santa Ana)

Judge: Erithe A. Smith

Debtor's Counsel: Robert P. Goe, Esq.
                  Goe & Forsythe, LLP
                  660 Newport Center Drive, Suite 320
                  Newport Beach, CA 92660
                  Tel: (949) 467-3780
                  Fax: (949) 721-0409

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's List of its Seven Largest Unsecured Creditors:

   Entity                      Nature of Claim      Claim Amount
   ------                      ---------------      ------------
HFC USA                        Credit Card               $12,047
P.O. Box 40175
City of Industry, CA 91715

Citifinancial Services, Inc.   Credit Card                $4,962
P.O. Box 140849
Irving, TX 75014

Cash Call Inc.                 Loans                      $2,600
P.O. Box 6607
Anaheim, CA 92816

Capital One Bank               Credit Card                $3,923

American Express               Credit Card                $1,099
Centurion Bank

J.C. Penney Co.                Revolving Line of Credit     $174

GE Consumer Finance            Unknown Debt                 $142


FAIRVIEW LOGGING: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Fairview Logging, Inc.
        P.O. Box 1187
        Williamston, NC 27892

Bankruptcy Case No.: 07-02874

Type of business: The Debtor is a logging contractor.

Chapter 11 Petition Date: August 6, 2007

Court: Eastern District of North Carolina (Wilson)

Debtor's Counsel: Walter L. Hinson, Esq.
                  Hinson & Rhyne, P.A.
                  P.O. Box 7479
                  Wilson, NC 27895-7479
                  Tel: (252) 291-1746

Total Assets:  $631,133

Total Debts: $1,348,700  

Debtor's 16 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
B.B.T. Leasing Corp.           lease equipment           $375,431
Attention: Managing Agent
P.O. Box 31273
Charlotte, NC 28231

John Deere Credit              John Deere 648 G;         $282,538
Attention: Managing Agent      value of security:
P.O. Box 4450                  $260,000
Carol Stream, IL 60197-4450

                                                          $21,165

Financial Federal Credit       blanket equipment         $162,132
P.O. Box 201478                lien; value of
Houston, TX 77216-1478         security: $130,000;
                               value of senior
                               lien: $140,003

B.B.&T.                        business loan;             $98,408
                               value of security:
                               $228,213; value of
                               senior lien:
                               $240,999

Allpine Oil Co.                                           $38,822

Colony Tire                                               $16,402

WilcoHess, L.L.C.                                         $15,130

A.G. Lassiter Equipment                                   $13,956
Corp.

Navistar Financial Corp.       Navistar trailers (5);     $52,792
                               value of security:
                               $45,000

Pioneer Machinery, L.L.C.                                  $4,000

Billy Ray's, Inc.                                          $3,694

R.W. Moore Equipment Co.,                                  $2,147
Inc.

Mark Chesson & Sons, Inc.                                  $1,950

U.S. Cellular                                              $1,127

Unifirst Corporation                                         $762

Bill Clough Ford, Inc.                                       $744


FLINKOTE CO: Disclosure Statement Hearing Scheduled on Nov. 27
--------------------------------------------------------------
The Honorable Judith K. Fitzgerald of the U.S. Bankruptcy Court
for the District of Delaware will convene a hearing on Nov. 27,
2007, 10:00 a.m., to consider the adequacy of the Disclosure
Statement explaining the Chapter 11 Plan of Reorganization filed
by Flinkote Company and its debtor-affiliate, Flinkote Mines
Limited.

Under the Plan, Flinkote Mines will merge with the reorganized
Debtors on the effective date of the Plan.

                       Treatment of Claims

Under the Plan, Administrative and Priority Tax Claims will be
paid in full on the distribution date.

Holders of Priority Claims will receive cash equal to the allowed
amount of the claim.

Each holder of Secured Claim against the Debtors will be entitled
to any of these treatments:

   i. the Plan will leave unaltered the legal, equitable and
       contractual rights entitles the holder;

  ii. claim holders will receive other treatment; or

iii. all of the Collateral will be surrendered by the
      Debtors.

On the distribution date, holders of General Unsecured Claims
will receive, either, a total cash payment equal to 35% or 5%
of the allowed amount of the claim.

Asbestos Personal Injury Claims will be automatically, and without
further act, assumed by the trust.

Holders of Persent Affilaite Claims will not receive or retain
any property.

Equity Interest against the Debtors will not also receive or
retain any distribution under the plan.

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  The company and its affiliate,
Flintkote Mines Limited, filed for chapter 11 protection on
April 30, 2004 (Bankr. D. Del. Case No. 04-11300).  James E.
O'Neill, Esq., Laura Davis Jones, Esq., and Sandra G. McLamb,
Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub P.C.,
represent the Debtors in their restructuring efforts.  The
Bankruptcy Court appointed James J. McMonagle as the Legal
Representative for Future Asbestos Personal Injury Claimants for
Flintkote and Mines on Aug. 26, 2004, and Sept. 9, 2004,
respectively.  When the Debtors filed for protection from their
creditors, they estimated assets and debts of more than
$100 million.


FORD MOTOR: Recalls 3.6 Million Vehicles to Fix Cruise Control
--------------------------------------------------------------
Ford Motor Company is conducting a voluntary safety recall
involving speed control deactivation switch systems in 3.6 million
vehicles.

The service action involves the installation of a fused wiring
harness into the speed control electrical circuit, or the
replacement of the deactivation switch if it is found to be
leaking.  This is a quick repair, and will be performed on
vehicles built between 1992 and 2003.

Ford dealers will provide this service to all affected vehicles at
no charge to the customers.  The company has a sufficient supply
of parts to service the affected trucks.  The supply of parts to
service the affected cars is expected to be available in early
October.  Owners of all affected vehicles will be notified by
mail.

While these vehicles are not subject to the systems interaction
issues affecting vehicles in the prior recall populations, Ford is
taking this action to address continued customer concerns about
the potential for fires in their vehicles.  The company cannot be
confident in the long term durability of the speed control
deactivation switches.

At no charge to customers, Ford or Lincoln/Mercury Dealers will
inspect the speed control deactivation switch and install a fused
wiring harness between the current speed control wiring and the
deactivation switch or, if necessary, replace the deactivation
switch.  The harness acts to protect the switch in the rare event
of increased electrical current flow through the switch.

Owners of trucks that are affected by this recall will be
instructed to take their vehicles to a Ford or Lincoln/Mercury
dealership for repairs.  Owners of cars that are affected by this
recall will be directed to bring their vehicles into their
dealership to have the speed control disconnected, as an interim
repair, until parts are available to perform the final repair in
early October, which is the same as the repair for trucks.

                       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 about 260,000 employees
and about 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.

The company has operations in Japan in the Asia Pacific region.  
In Europe, the Company maintains a presence in Sweden, and the
United Kingdom.  The Company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                         *     *     *

As reported in the Troubled Company Reporter on July 30, 2007,
Moody's Investors Service said that the performance of Ford Motor
Company's global automotive operations for the second quarter of
2007 was significantly stronger than the previous year and better
than street expectations.

However, Moody's explained that the company continues to face
significant competitive and financial challenges, and the rating
agency expects that Ford's credit metrics and rate of cash
consumption will likely remain consistent with no higher than a B3
corporate family rating level into 2008.

According to the rating agency, Ford's corporate family rating is
currently a B3 with a negative outlook.  The rating is pressured
by the shift in consumer preference from high margin trucks and
SUVs, and by the need for a new 2007 UAW contract that provides
meaningful relief from high health care costs and burdensome work
rules, Moody's relates.

In June 2007, S&P raised the Issue Rating on Ford's senior secured
credit facilities to B+ from B.


FORD MOTOR: Wants Tentative Land Rover & Jaguar Deal by Sept. 30
----------------------------------------------------------------
Ford Motor Company's financial and legal advisers have begun
preparing information to facilitate due diligence for potential
bidders of its Land Rover and Jaguar marques as the company hopes
to reach a tentative deal by Sept. 30, 2007, the International
Herald Tribune reports, quoting people with direct knowledge of
the process.

The TCR-Europe reported on July 27, 2007, that bidders, including
private equity groups Ripplewood Holdings, One Equity Partners,
TPG Capital, and Cerberus Capital Management, as well as India's
Tata Motors and Mahindra & Mahindra had submitted indicative
offers for Land Rover and Jaguar.  Ford has hired Goldman Sachs,
HSBC and Morgan Stanley to act as advisors.  The auto maker plans
to let prospective bidders begin due diligence on its Jaguar and
Land Rover brands this month.

According to IHT's sources, the company also hopes to sell Volvo
by the end of the year.  The company revealed last month that it
had begun a "strategic review" of Volvo -- its first public
acknowledgment that it wanted to shed the Swedish carmaker, which
it bought in 1999, IHT observes.  Bidders for Volvo have yet to
emerge as the sale process is still in its early stages, although
reports claim BMW might be interested in the brand.

                      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 about 260,000 employees
and about 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.

The company has operations in Japan in the Asia Pacific region.  
In Europe, the Company maintains a presence in Sweden, and the
United Kingdom.  The Company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                          *     *     *

As reported in the Troubled Company Reporter on July 30, 2007,
Moody's Investors Service said that the performance of Ford Motor
Company's global automotive operations for the second quarter of
2007 was significantly stronger than the previous year and better
than street expectations.

However, Moody's explained that the company continues to face
significant competitive and financial challenges, and the rating
agency expects that Ford's credit metrics and rate of cash
consumption will likely remain consistent with no higher than a B3
corporate family rating level into 2008.

According to the rating agency, Ford's corporate family rating is
currently a B3 with a negative outlook.  The rating is pressured
by the shift in consumer preference from high margin trucks and
SUVs, and by the need for a new 2007 UAW contract that provides
meaningful relief from high health care costs and burdensome work
rules, Moody's relates.

In June 2007, S&P raised the Issue Rating on Ford's senior secured
credit facilities to B+ from B.


FORD MOTOR: June 30 Balance Sheet Upside-Down by $1.9 Billion
-------------------------------------------------------------
Ford Motor Company reported financial results for the quarter
ended June 30, 2007.  At June 30, 2007, the company's balance
sheet showed total assets of $279.2 billion, total liabilities of
$279.9 billion, and minority interests of $1.2 billion, resulting
in a $1.9 billion stockholders' deficit.

The company reported $750 million net income of $44.2 billion
total sales for the quarter ended June 30, 2007, compared with
$317 million net loss of $41.8 billion total sales for the same
quarter last year.

At June 30, 2007, Ford's Automotive sector had total debt of about
$30 billion, unchanged from Dec. 31, 2006.  At June 30, 2007, the
company's Automotive sector had net cash of $7.4 billion, compared
with $3.9 billion at the end of 2006.

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles in  
200 markets across six continents.  With about 260,000 employees
and about 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.

The company has operations in Japan in the Asia Pacific region.  
In Europe, the Company maintains a presence in Sweden, and the
United Kingdom.  The Company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                          *     *     *

As reported in the Troubled Company Reporter on July 30, 2007,
Moody's Investors Service said that the performance of Ford Motor
Company's global automotive operations for the second quarter of
2007 was significantly stronger than the previous year and better
than street expectations.

However, Moody's explained that the company continues to face
significant competitive and financial challenges, and the rating
agency expects that Ford's credit metrics and rate of cash
consumption will likely remain consistent with no higher than a B3
corporate family rating level into 2008.

According to the rating agency, Ford's corporate family rating is
currently a B3 with a negative outlook.  The rating is pressured
by the shift in consumer preference from high margin trucks and
SUVs, and by the need for a new 2007 UAW contract that provides
meaningful relief from high health care costs and burdensome work
rules, Moody's relates.

In June 2007, S&P raised the Issue Rating on Ford's senior secured
credit facilities to B+ from B.


FRASER PAPERS: S&P Withdraws Ratings at Issuer's Request
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings, including
the 'CCC-' long-term corporate credit rating, on Toronto-based
Fraser Papers Inc. at the issuer's request.   Standard & Poor's
withdrew the ratings after the company repaid substantially all of
its rated obligations.


FIRST UNION: Stable Performance Cues S&P to Lift Ratings
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on eight
classes of commercial mortgage pass-through certificates from
First Union National Bank Commercial Mortgage Trust's series
2001-C2.  Concurrently, S&P affirmed its ratings on the remaining
classes from this deal.
     
The raised and affirmed ratings reflect the stable performance of
the pool and increased credit enhancement levels that provide
adequate support through various stress scenarios.  The upgrades
of several senior classes of certificates reflect the defeasance
of the collateral securing $368 million (42%) of the pool.
     
As of the July 13, 2007, remittance report, the collateral pool
consisted of 99 loans with an aggregate trust balance of
$867.8 million, down from 107 loans with a balance of
$1.002 billion at issuance.  The master servicer, Wachovia Bank
N.A., reported primarily full-year 2006 financial information for
100% of the pool, which excludes the aforementioned defeasance.  
Based on this information and excluding credit tenant lease loans,
Standard & Poor's calculated a weighted average debt service
coverage of 1.53x, up from 1.40x at issuance.  There is one REO
asset ($4.7 million), which is the only asset with the special
servicer.  It has an appraisal reduction amount outstanding for
$659,952.  All of the remaining loans in the pool are current.  
The pool has experienced six losses totaling
$3.9 million.
     
The top 10 loans secured by real estate have an aggregate
outstanding balance of $240.3 million (28%) and a weighted average
DSC of 1.62x, up significantly from 1.35x at issuance.  One of the
top 10 loans, which is discussed below, is on the watchlist
because of a low DSC.  According to inspection reports received
from Wachovia, three properties were characterized as "excellent,"
and the remaining collateral was characterized as "good."  Credit
characteristics for the second-largest loan, One Franklin Plaza
($41.5 million, 5%), and the fifth-largest loan at issuance, HRT
Portfolio ($11.1 million, 1%), are consistent with those of
investment-grade obligations.
     
One Franklin Plaza is secured by a 607,036-sq.-ft. class A office
building in Philadelphia, Pennsylvania.  The sole tenant in the
building is GlaxoSmithKline ('AA'), which has a lease expiration
in 2013. Standard & Poor's adjusted net cash flow has been flat
since issuance.
     
The HRT Portfolio consists of eight cross-collateralized and
cross-defaulted fully amortizing loans, each secured by a medical
office building.  The aggregate space totaled roughly 530,000 sq.
ft. at issuance, and the buildings are located in Birmingham,
Ala.; Richmond, Va.; San Antonio, Texas; and Houston, Texas.  The
loans for three of the eight properties have been defeased.  
Standard & Poor's NCF for the nondefeased properties has been
stable since issuance.
     
There is one asset with the special servicer, LNR Partners Inc.  
The Sherwin Williams Pavilion loan ($4.7 million) is secured by a
64,685-sq.-ft. retail property in Morrow, Georgia.  The loan was
transferred to LNR in February 2007 due to payment default, and
the asset became REO in June 2007. An outstanding ARA totaling
$659,952 is in effect.
     
Wachovia reported a watchlist of 22 loans ($104.7 million, 12%).  
The 10th-largest exposure ($13.5 million, 2%), Polo Club
Apartments, is secured by a 280-unit multifamily property in Moon
Township, Pennsylvania.  The loan is on the watchlist due to a
decline in DSC, which S&P attribute to decreased occupancy and
rental rates.  As of year-end 2006, occupancy was 89% and DSC was
1.07x.  At issuance, underwritten occupancy was 95%, while DSC was
1.29x.
     
Standard & Poor's stressed the loans on the watchlist and other
loans with credit issues as part of its analysis.  The resultant
credit enhancement levels support the raised and affirmed ratings.

Ratings Raised
   
First Union National Bank Commercial Mortgage Trust
Commercial mortgage pass-through certificates
series 2001-C2

                       Rating
                       ------
            Class   To       From   Credit enhancement
            -----   --       ----    ----------------
            F       AAA      AA+         13.71%
            G       AA+      AA          11.98%
            H       AA-      A-           9.96%
            J       A+       BBB+         8.51%
            K       BBB+     BBB          6.78%
            L       BBB-     BB+          4.46%
            M       BB+      BB           3.88%
            N       BB       BB-          3.19%
             
    
                         Ratings Affirmed
   
        First Union National Bank Commercial Mortgage Trust
          Commercial mortgage pass-through certificates
                          series 2001-C2

                Class   Rating   Credit enhancement
                -----   ------    ----------------
                A-1     AAA           24.99%
                A-2     AAA           24.99%
                B       AAA           20.08%
                C       AAA           18.63%
                D       AAA           17.18%
                E       AAA           14.87%
                O       B+             2.50%
                P       B              2.05%
                IO      AAA             N/A
   

                     N/A - Not applicable.


GLEN MEYERS: Case Summary & 16 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Glen C. Meyers
        Kellee K. Meyers
        6115 Paseo Canyon Drive
        Malibu, CA 90265

Bankruptcy Case No.: 07-12785

Chapter 11 Petition Date: August 7, 2007

Court: Central District Of California (San Fernando Valley)

Judge: Kathleen Thompson

Debtor's Counsel: Alan F. Broidy, Esq.
                  Alan F. Broidy, P.C.
                  1925 Century Park East 17th Floor
                  Los Angeles, CA 91342
                  Tel: (310) 286-6601

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's List of its 16 Largest Unsecured Creditors:

   Entity                      Nature of Claim      Claim Amount
   ------                      ---------------      ------------
Bank of America                Credit Card               $57,728
P.O. Box 15726
Wilmington, D.C. 19886-5726

Citi Cards                     Credit Card               $14,465
P.O. Box 6410
The Lakes, NV 88901-6410

Jaguar Credit                  Automobile Loan           $12,449
P.O. Box 55000
Dept. #194501
Detroit,MI 48255-1945

Los Angeles County             Tax Debt                  $11,177
Tax Collector

E-Commission                   Credit Card                $7,091

Homes & Land Magazine          Bank Loan                  $4,700

Cedars-Sinai Health System     Medical Debt               $4,270

Cedars-Sinai Medical Center    Medical Debt               $3,456

Willing & Moser, CPA           Accounting Fees            $3,360

AMO Recoveries                 Medical Debt               $3,098

Malibu West Swimming Club      HOA Dues                   $2,309

Malibu Physical Therapy        Medical Debt               $1,820

Kenneth M. House,              Medical Debt               $1,500
M.D., Ph.D., Inc.

Michael P. Gross, M.D.         Medical Debt               $1,125

Chevron                        Credit Card                  $766

Gen. Anesthesia Specialists    Medical Debt                 $708
Partnership


GLIMCHER REALTY: To Acquire Merritt Square Thru $57 Million Loan
----------------------------------------------------------------
Glimcher Realty Trust has executed a contract to purchase Merritt
Square Mall.  The company will purchase Merritt subject to an
existing $57 million mortgage loan with a fixed interest rate of
5.35% and a 30-year principal amortization.

The loan matures on Sept. 1, 2015.  The company will complete the
acquisition using funds from its line of credit.  The company
anticipates closing on this transaction in the fall of 2007.
    
Merritt was built in 1970 and has undergone several renovations
and expansions and is now an upscale, fully enclosed super-
regional mall.  Merritt is located in the Brevard County tourist
district, which includes Cocoa Beach and Port Canaveral, one of
the busiest cruise ship ports in the world.

Merritt has approximately 804,000 square feet of gross leasable
area and has retail anchor stores such as, Dillard's, Macy's,
JCPenney and Sears as well as a 16-screen Cobb Theater. In-line
store occupancy is approximately 94% and average store sales are
approximately $350 per square foot.
    
"Merritt Square Mall fits perfectly within our strategy of
acquiring strong, well-located properties with high-growth
potential," Michael P. Glimcher, president and CEO, stated.  "This
acquisition will provide us a positive initial return based on the
strength of the current income.  Additionally, we are excited
about the opportunity to leverage our relationships with our
national retailers that will result in the improvement of the
overall retail mix at the mall."

                     About Merritt Square Mall

Headquartered in Merritt Island, Florida, Merritt Square Mall –
http://www.merrittsquaremall.com/-- offers a selection of brands  
from known retailers including Dillard's, JCPenney, Macy's and
Sears.
    
                    About Glimcher Realty Trust

Glimcher Realty Trust (NYSE: GRT) is a real estate investment
trust, which owns, manages, acquires and develops regional and
super-regional malls.  The Company is a component of both the
Russell 2000(R) Index, representing small cap stocks, and the
Russell 3000(R) Index, representing the broader market.

                         *     *     *

As reported in the Troubled Company Reporter on July 12, 2006,
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit and 'B' preferred stock ratings on Glimcher Realty Trust.
S&P said the outlook is stable.


GLOUCESTER SPC: S&P Puts Low-B Ratings on Three Note Classes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to the $301,184,210 synthetic CDO notes issued by
Gloucester SPC, acting for the account of JPMCC 2007-RR2.
     
The preliminary ratings are based on information as of Aug. 7,
2007.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.
     
The preliminary ratings reflect:

     -- The expected commensurate level of credit support in the
        form of subordination;

     -- The swap counterparty's rating with appropriate downgrade
        triggers;

     -- The rating, diversity, and vintage of the reference
        obligations in the reference portfolio;

     -- The underlying collateral's rating; and

     -- The transaction's legal structure, including the issuer's
        bankruptcy remoteness and the series' segregated nature.
   
   
Preliminary Ratings Assigned
Gloucester SPC, acting for the account of JPMCC 2007-RR2
   
       Senior classes               Rating           Amount
       --------------               ------           ------  
       A                            AAA            $65,625,000
       B                            AA             $91,875,000
       C                            A+             $24,937,500
       D                            A              $11,812,500
       E                            A-             $21,000,000
       F                            BBB            $30,187,500
       G                            BBB-           $19,687,500
       H                            BB             $21,000,000
          
      Subordinate classes          Rating            Amount
      -------------------          ------            ------  
      A-S                          AA              $3,453,947
      B-S                          A+              $4,835,526
      C-S                          A               $1,312,500
      D-S                          A-              $621,711
      E-S                          BBB             $1,105,263
      F-S                          BBB-            $1,588,816
      G-S                          BB              $1,036,184
      H-S                          B               $1,105,263


GMAC COMMERCIAL: Fitch Assigns Distressed Rating on Class O Notes
-----------------------------------------------------------------
Fitch Ratings upgrades GMAC Commercial Mortgage Securities, Inc.'s
mortgage pass-through certificates, series 2000-C3, as:

  -- $19.1 million class F to 'AA' from 'AA-';
  -- $8.0 million class G to 'AA-' from 'A+';
  -- $9.9 million class H to 'A+' from 'A';
  -- $12.5 million class S-MAC-1 to 'A+' from 'A-';
  -- $8.8 million class S-MAC-2 to 'A-' from 'BBB';
  -- $5.3 million class S-MAC-3 to 'BBB' from 'BB+';
  -- $14.0 million class S-MAC-4 to 'BBB-' from 'BB'.

Fitch assigns a Distressed Rating to this class:

  -- $3.2 million class O to 'CCC/DR1' from 'CCC'.

In addition, Fitch affirms these classes:

  -- $26.3 million class A-1 at 'AAA';
  -- $851.4 million class A-2 at 'AAA';
  -- Interest-only class X at 'AAA';
  -- $54.0 million class B at 'AAA';
  -- $57.1 million class C at 'AAA';
  -- $12.1 million class D at 'AAA';
  -- $35.1 million class E at 'AAA';
  -- $25.5 million class J at 'BBB';
  -- $4.5 million class K at 'BBB-';
  -- $9.6 million class L at 'BB';
  -- $15.9 million class M at 'B';
  -- $3.2 million class N at 'B-'.

Fitch does not rate classes P and S-AM.  Class S-AM corresponds to
the interest in the subordinate companion note to the AmeriSuites
loan.  Classes S-MAC-1, S-MAC-2, S-MAC-3, and S-MAC-4 represent
the interest in the trust corresponding to the junior portion of
the MacArthur Center loan.

The upgrades are the result of increased credit enhancement due to
the defeasance of an additional six loans (2.2%), scheduled
amortization and stable performance since Fitch's last rating
action as well as improved performance of the MacArthur Center
loan.  To date, forty-six loans (30.5%) have been defeased.  As of
the July 2007 distribution date, the pool's certificate balance
has decreased 9.9% to $1.19 billion from $1.32 billion at
issuance.

Three assets (1.7%) are currently in special servicing.  Fitch
expected losses on the specially serviced assets are anticipated
to be absorbed by the non-rated class P.  The largest specially
serviced asset (0.9%) is a hotel property in Orange, CT and is 90
days delinquent.  The asset transferred to special servicing in
April 2007 due to monetary default.  The special servicer is
currently negotiating a workout with the borrower while pursuing
foreclosure.

The second largest specially serviced asset (0.4%) is a retail
property located in Rockingham, NC and is real estate owned.  The
asset transferred to the special servicer in January 2007 due to
monetary default.

Fitch reviewed year-end 2006 operating statement analysis reports
for the three non-defeased credit assessed loans: Arizona Mills,
MacArthur Center and AmeriSuites.  Due to their stable performance
the loans maintain their investment grade credit assessments.

The Arizona Mills loan (11.5%) is secured by a 1.23 million square
feet regional mall located in Tempe, AZ.  Occupancy as of April
2007 has increased to 97.7% from 97% at issuance.

The MacArthur Center loan (11.3%) is secured by 528,846 sf of a
942,662 sf regional mall in Norfolk, VA.  Occupancy as of March
2007 has improved to 96.5% from 90% at issuance.

The AmeriSuites loan (2.4%) is secured by eight limited service,
cross-collateralized, cross-defaulted hotels located in eight
states.  As of YE 2006 occupancy remains stable at 71% compared to
75.7% at issuance.


GOODYEAR TIRE: Names Mark Schmitz as Chief Financial Officer
------------------------------------------------------------
W. Mark Schmitz has been appointed The Goodyear Tire & Rubber
Company's executive vice president and chief financial officer,
effective immediately.  Mr. Schmitz succeeds Richard J. Kramer,
who in March was named to the additional post of president of
Goodyear's North American Tire business unit.

Prior to joining Goodyear, Mr. Schmitz, 56, was most recently vice
president and CFO for Tyco International's Fire and Security
Segment, where he has been since 2003.  Mr. Schmitz, however,
spent the majority of his career with General Motors Corp.

"As we considered candidates, we sought an experienced CFO who
could work with our leadership team to build on our recent
successes and drive our business strategy going forward," Robert
J. Keegan, Goodyear chairman and chief executive officer, said.  
"In Mark, we found an individual with a successful track record,
who is intimately familiar with the automotive industry and who
has considerable international experience."

"I'm fortunate to be joining Goodyear at such an exciting time,"
Mr. Schmitz said.  "Following the successful execution of its
turnaround strategy, the company is now in a position to pursue
growth opportunities.  I look forward to working with the
leadership team to help the company capitalize on the
opportunities that lie ahead."

Mr. Schmitz began his career with GM in the late 1970s, where he
rose to executive assistant to the president and chief executive
officer in Detroit.  In 1994, he was assigned to General Motors do
Brasil and ultimately was director of finance for Mercosul
operations and president of GM do Brasil's finance subsidiary.  
Finally, from 1999 to 2001, he served as vice president and CFO of
GM's DirectTV Latin America.

>From 2001 to 2003, Schmitz served as vice president and chief
financial officer for Plug Power, Inc.

At Tyco International, Mr. Schmitz was part of a leadership team
brought in to turn around the Fire and Security business unit, a
$12 billion business with eight divisions worldwide.  During his
tenure, the leadership team implemented new business models and
financial controls that underpinned the successful turnaround and
the establishment of a solid control environment at Tyco's largest
business unit.

Mr. Schmitz has had corporate assignments in London, Brazil and
China, and he speaks fluent Mandarin Chinese and Portuguese.  Mr.
Schmitz received his bachelor's degree and his MBA from Ohio State
University in Columbus, Ohio.  Mr. Schmitz and his wife, Nancy,
have four daughters.

                          About Goodyear

Headquartered in Akron, Ohio, The Goodyear Tire & Rubber Company
(NYSE: GT) -- http://www.goodyear.com/-- is the world's largest
tire company.  The company manufactures tires, engineered rubber
products and chemicals in more than 90 facilities in 28
countries.  Goodyear Tire has marketing operations in almost
every country around the world including Chile, Colombia,
Guatemala, Jamaica and Peru in Latin America.  Goodyear employs
more than 80,000 people worldwide.

                          *     *     *

As reported in the Troubled Company Reporter on June 4, 2007,
Standard & Poor's Ratings Services raised its ratings on Goodyear
Tire & Rubber Co., including its corporate credit rating to 'BB-'
from 'B+'.  In addition, the ratings were removed from CreditWatch
where they were placed with positive implications on May 10, 2007.
Recovery ratings were not on CreditWatch.


HAMLET APARTMENTS: Case Summary & 39 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Hamlet Apartments, L.L.C.
             1201 Marlowe Drive
             Clarksville, IN 47129

Bankruptcy Case No.: 07-91620

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        Hamlet Enterprises, Ltd.                   07-91621
        Hamlet Woods, L.L.C.                       07-91622

Type of business: The Debtor owns and rents out apartments.

Chapter 11 Petition Date: August 6, 2007

Court: Southern District of Indiana (New Albany)

Judge: Basil H. Lorch III

Debtor's Counsel: C.R. Bowles, Jr., Esq.
                  Greenbaum, Doll & McDonald, P.L.L.C.
                  101 South 5th Street
                  Louisville, KY 40202
                  Tel: (502) 589-4200

                            Estimated Assets       Estimated Debts
                            ----------------       ---------------
Hamlet Apartments, L.L.C.         $10,000 to         $1 Million to
                                    $100,000          $100 Million

Hamlet Enterprises, Ltd.       $1 Million to         $1 Million to
                                $100 Million          $100 Million

Hamlet Woods, L.L.C.           $1 Million to         $1 Million to
                                $100 Million          $100 Million

A. Hamlet Apartments, LLC's Three Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Clark County Treasurer                               unknown
501 East Court Avenue
Jeffersonville, IN 47130

Clarksville Wastewater         taxes and/or          unknown
Treatment                      services
P.O. Box 2668
Jeffersonville, IN 47131

People's Community                                   unknown
Bankruptcy
6100 West Chester Road
West Chester, OH 45069

B. Hamlet Enterprises, Ltd's 16 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Clark County Treasurer         taxes                     $278,351
501 East Court Avenue
Jeffersonville, IN 47130

Clarksville Wastewater         taxes and/or               $76,838
Treatment                      services
P.O. Box 2668
Jeffersonville, IN 47131

Johnson's Commercial           trade                      $26,139
Flooring, Inc.
401 South 32nd Street
Louisville, KY 40212

Kightlinger & Gray, L.L.P.     bank loan                  $20,021

Hughes Century Supply          trade                      $15,345

Wilmar Industries              trade                      $13,611

People's Community Bank        trade                       $8,027

Kaufman Carpet Cleaning,       trade                       $4,932
Inc.

Absolute Carpet & Upholstery   trade                       $1,894

Davis General Contractors,     trade                       $1,620

Frankie Mikel                  trade                         $456

Duke Energy                    trade                         $147

Signatue, Inc.                 trade                         $122

Environmental Consultants,     trade                          $27
Inc.

Insight                        trade                          $15

A-1 Concrete Leveling          trade                      unknown

C. Hamlet Woods, LLC's 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Clark County Treasurer                                    $87,900
501 East Court Avenue
Jeffersonville, IN 47130

Clarksville Wastewater                                    $19,940
Treatment
P.O. Box 2668
Jeffersonville, IN 47131

Johnson's Commercial                                      $18,416
Flooring, Inc.
401 South 32nd Street
Louisville, KY 40212

Gold Key Realty                                           $10,590

Wilmar Supply Company                                     $10,250

Hughes Century Supply                                      $7,971

Carpet Source                                              $7,654

Kaufman Carpet Cleaning,                                   $6,055
Inc.

Kightlinger & Gray,                                        $4,295
L.L.P.

Precise Services, Inc.                                     $3,824

Roger's Sewer Service                                      $3,585

Davis General Contractors                                  $3,443

K.D.I. Services                                            $3,105

Absolute Carpet & Upholstery                               $2,419

Home Depot                                                 $1,581

Cohen, Todd, Kite &                                        $1,500
Stanford, L.L.C.

Network Communications                                     $1,338

Payne Electric                                             $1,151

Indiana American Water                                     $1,052

Insight                                                      $932


HEALTH CARE: Earns $31.9 Million in Second Quarter Ended June 30
----------------------------------------------------------------
Health Care REIT Inc. released on Aug. 7, 2007, its operating
results for the second quarter ended June 30, 2007.

The company reported net income of $31.9 million on gross revenues
of $119.3 million for the second quarter ended June 30, 2007,
compared with net income of $28.0 million on gross revenues of
$77.9 million for the same period ended June 30, 2006.

                        Recent Highlights

  -- Completed net new investments year-to-date totalling
     $610 million

  -- Acquired 17 medical office buildings and Paramount Real
     Estate Services for approximately $292 million during the
     second quarter

  -- Reported 2Q07 normalized funds from operations (FFO) growth
     of 5%

  -- Issued $400 million of $4.75% convertible senior unsecured
     notes in July

  -- Received debt upgrade to BBB from Fitch Ratings

  -- Expanded and extended existing unsecured lines of credit to
     $1.15 billion

At June 30, 2007, the company's consolidated balance sheet showed
$4.82 billion in total assets, $2.55 billion in total liabilities,
$2.3 million in minority interests, and $2.27 billion in total
stockholders' equity.

                Dividends for Second Quarter 2007

The Board of Directors declared a dividend for the quarter ended
June 30, 2007, of $0.66 per share, as compared to $0.64 per share
for the same period in 2006.  The dividend will be payable
Aug. 20, 2007, to stockholders of record on Aug. 3, 2007, and will
be the company's 145th consecutive dividend.

                         Outlook for 2007

The company is affirming its investment guidance of $1.0 billion
to $1.2 billion for 2007.  Acquisition guidance has been increased
to a range of $750 to $950 million from $700 to $800 million,
while development funding is now projected to be approximately
$250 million versus the prior range of $300 to $400 million.  The
decline in funded development projection is due to estimated
timing of fundings as the company's overall development pipeline
remains strong.  In addition, the company expects $100 to $200
million of dispositions, resulting in net investments of
$800 million to $1.1 billion.

The company is adjusting its 2007 guidance for net income
available to common stockholders to a range of $1.27 to $1.33 per
diluted share from $1.18 to $1.26 per diluted share primarily due
to the increase in acquisition guidance, expected interest savings
from the $400 million convertible debt offering completed in July
2007, a reduction in projected depreciation and amortization to
$146 million from $151 million and $1.0 million in gains on sales
of real property in the second quarter.  

The company's guidance excludes any impairments, unanticipated
additions to the loan loss reserve or other additional one-time
items, including any additional cash payments other than normal
monthly rental payments.

                  About Health Care REIT Inc.

Headquartered in Toledo, Ohio, Health Care REIT Inc. (NYSE:HCN) --
http://www.hcreit.com/-- is a self-administered, equity real
estate investment trust founded in 1970, that invests across the
full spectrum of senior housing and health care real estate,
including independent living/continuing care retirement
communities, assisted living facilities, skilled nursing
facilities, hospitals, long-term acute care hospitals and medical
office buildings.  The company also offers a full array of
property management and development services.  As of June 30,
2007, the company's broadly diversified portfolio consisted of 617
properties in 38 states.

                           *    *    *

As reported in the Troubled Company Reporter on July 24, 2007,
Fitch Ratings has upgraded the ratings of Health Care REIT as:
issuer default rating to 'BBB' from 'BBB-'; unsecured bank credit
facility to 'BBB' from 'BBB-'; senior unsecured notes to 'BBB'
from 'BBB-'; convertible senior unsecured notes to 'BBB' from
'BBB-'; preferred stock to 'BBB-' from 'BB+'; the rating outlook
is stable.


HEXION SPECIALTY: Funds $100 Million of Incremental Term Loans
--------------------------------------------------------------
Hexion Specialty Chemicals Inc. funded incremental term loans
under its second amended and restated credit agreement in the
aggregate amount of $100 million in the form of new tranche C-7
term loans.  

The proceeds of the incremental term loans will be used to repay
revolving loans and for general corporate purposes.  The
Incremental Credit Facility will mature on May 5, 2013.

Based in Columbus, Ohio, Hexion Specialty Chemicals Inc. --
http://www.hexion.com/-- serves the global wood and industrial
markets through a broad range of thermoset technologies, specialty
products and technical support for customers in a diverse range of
applications and industries.  Hexion Specialty Chemicals is owned
by an affiliate of Apollo Management L.P.  The company has
locations in China, Australia, Netherlands, and Brazil.  It is an
Apollo Management L.P. portfolio company.  Hexion employs more
than 7,000 associates.

                         *     *     *

As reported in the Troubled Company Reporter on July 9, 2007,
Standard & Poor's Ratings Services placed its 'B' corporate credit
rating and other ratings on Hexion Specialty Chemicals Inc. on
CreditWatch with negative implications.  The ratings on related
entities were also placed on CreditWatch.


HORIZON LINES: S&P Rates Proposed $375MM Credit Facilities at BB+
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'BB+' rating and a
'1' recovery rating to Horizon Lines Inc.'s (BB-/Stable/--)
proposed senior secured first-lien credit facilities, consisting
of a $250 million revolving credit facility and a $125 million
term loan A; both facilities mature in 2012.  The Charlotte, North
Carolina-based shipping company currently has about
$800 million in lease-adjusted debt.
      
"Ratings reflect Horizon Lines' highly leveraged financial profile
and participation in the capital-intensive and competitive
shipping industry," said Standard & Poor's credit analyst Lisa
Jenkins.  "Positive credit factors include the barriers to entry
afforded by the Jones Act, stable demand from the company's
diverse customer base, and improving operating performance."
     
Horizon Lines primarily transports goods between the continental
U.S. and Alaska, Puerto Rico, Hawaii, and Guam.  It operates under
the Jones Act, which requires that shipments between U.S. ports be
carried on U.S.-built vessels that are registered in the U.S. and
crewed by U.S. citizens.  These requirements limit the competitive
landscape by excluding direct competition from foreign-flagged
vessels.  Competition from other modes of transportation is also
limited because of cost and geographic considerations.  Despite
these limitations, however, markets remain competitive as Horizon
Lines faces at least one strong competitor in each of its markets.  
Horizon Lines serve a diverse customer base that includes major
manufacturing and consumer products companies.  Many of the
products it transports are staples, which results in a fairly
stable revenue base, although certain products experience more
cyclical demand patterns.
     
Horizon Lines is the sole borrower under the company's proposed
new senior secured bank facility, which consists of a
$250 million revolving credit facility and a $125 million term
loan.  The rating on the proposed facility is 'BB+', two notches
above the corporate credit rating.  The recovery rating is '1',
reflecting expectations of very high (90% to 100%) recovery in the
event of a payment default.
     
The bank facility is secured by all of Horizon Lines' assets,
including a first-priority pledge of all capital stock and a
perfected first-priority security interest in all tangible and
intangible assets of the company.  
     
S&P expect Horizon Lines to benefit from improved operating
efficiencies over the near to intermediate term, which should lead
to better credit metrics, and have factored this into the ratings.  
If the expected improvement fails to materialize, S&P could revise
the outlook to negative.  S&P consider an outlook change to
positive less likely over the near to intermediate term.


ICEWEB INC: Upgrades Fiscal 2007 Revenue Forecast to $19 Million
----------------------------------------------------------------
IceWEB Inc. announced on Wednesday that the company is upgrading
its revenue forecast for fiscal 2007 to $19.0 million from
previously estimated $17.0 million.

IceWEB chief executive officer and chairman, John R. Signorello,
stated, "Our third quarter was significantly improved over the
same quarter last year.  The momentum is now building for 2008 to
be a breakout year.  We anticipate organic growth to produce
$30.0 million in sales in 2008.  The sales performance we expect
to deliver this year, $19.0 milllion, coupled with the
infrastructure we currently have in place positions us to
strategically grow all aspects of the business moving forward."

For the six months ended March 31, 2007, the company reported a
net loss of $573,161 on sales of $8.5 million, compared with a net
loss of $1.0 million on sales of $2.1 million for the six months
ended March 31, 2006.

At March 31, 2007, the company's consolidated balance sheet showed
$4.7 million in total assets, $6.0 million in total liabilities,
resulting in a $1.3 million total stockholders' deficit.

                          About IceWEB

Headquartered in Herndon, Virginia, IceWeb Inc. (OTC: IWEB) --
http://www.iceweb.com/-- is a diversified technology company.   
The company is a provider of hosted web-based collaboration
solutions that enable organizations to establish Internet,
Intranet, and email/collaboration services with little or no
up-front capital investment.  The company also provides
consulting services to larger enterprise and government customers
including network infrastructure, enterprise email/collaboration,
and Internet/Intranet portal implementation and support services.
The company also markets an array of information technology
services and third party computer network hardware and software to
large enterprise and government clients.

                        Going Concern Doubt

As reported in the Troubled Company Reporter on Feb. 16, 2007,
Sherb & Co. LLP, in Boca Raton, Florida, expressed substantial
doubt about Ice Web Inc.'s ability to continue as a going concern
after auditing the company's consolidated financial statements for
the year ended Sept. 30, 2006.  The auditing firm pointed to the
company's net losses for the years ended Sept. 30, 2006 and 2005.


ICEWEB INC: March 31 Balance Sheet Upside-Down by $1.3 Million
--------------------------------------------------------------
IceWeb Inc.'s consolidated balance sheet at March 31, 2007, showed
$4.7 million in total assets, $6.0 million in total liabilities,
resulting in a $1.3 million total stockholders' deficit.

IceWEB Inc. reported net income of $16,904 for the second fiscal
quarter ended March 31, 2007, including a $14,733 gain from a sale
of assets and $102,928 of interest expense, net.

Revenue for the quarter was $5.9 million, compared to $642,000 in
the second quarter of fiscal 2006, representing an increase of
915%.  Gross profit was $696,224, compared to gross profit of
$94,031 in the second quarter of fiscal 2006 – an increase of
540%.  Total operating expenses declined to $591,126, compared to
operating expenses of $709,659 in the second quarter of fiscal
2006.  EBITDA was $170,694 for the second fiscal quarter.

Revenue for the six months ended March 31, 2007 were $8.5 million,
versus $2.1 million for the six months ended March 31, 2006.

Quarterly revenue increased as the company built on the
initiatives implemented during its first fiscal quarter ended
Dec. 31, 2006, and as the result of the company's strategic focus
on high-growth markets for hosted software services and network
security.

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2007, are available for
free at http://researcharchives.com/t/s?222b

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Feb. 16, 2007,
Sherb & Co. LLP, in Boca Raton, Florida, expressed substantial
doubt about Ice Web Inc.'s ability to continue as a going concern
after auditing the company's consolidated financial statements for
the year ended Sept. 30, 2006.  The auditing firm pointed to the
company's net losses for the years ended Sept. 30, 2006 and 2005.

                          About IceWEB

Headquartered in Herndon, Virginia, IceWeb Inc. (OTC: IWEB) --
http://www.iceweb.com/-- is a diversified technology company.   
The company is a provider of hosted web-based collaboration
solutions that enable organizations to establish Internet,
Intranet, and email/collaboration services with little or no
up-front capital investment.  The company also provides
consulting services to larger enterprise and government customers
including network infrastructure, enterprise email/collaboration,
and Internet/Intranet portal implementation and support services.
The company also markets an array of information technology
services and third party computer network hardware and software to
large enterprise and government clients.


INDEVUS PHARMA: Accepts $71.9MM Exchange Offer for 6.25% Sr. Notes
------------------------------------------------------------------
Indevus Pharmaceuticals Inc. has accepted for exchange $71,925,000
aggregate principal amount of its outstanding 6.25% Convertible
Senior Notes due July 2008, for an equal amount of the company's
6.25% Convertible Senior Notes due July 2009, representing
approximately 99.9% of the total outstanding Old Notes.  

The exchange offer expired at 9:00 A.M., New York City time, on
Aug. 6, 2007.

In accordance with the terms of the exchange offer, Indevus has
accepted for exchange all of the validly tendered Old Notes.  The
settlement and exchange of New Notes for the outstanding Old Notes
was made promptly.

Immediately after the consummation of the exchange offer,
approximately $75,000 aggregate principal amount of Old Notes will
remain outstanding.

The exchange agent for the exchange offer was The Bank of New York
Trust Company N.A.  Any questions regarding the exchange offer or
requests for additional copies of the offering to exchange and
related documents which describe the exchange offer in more detail
should be directed to the Exchange Agent at (212) 815-8394.

                  About Indevus Pharmaceuticals

Based in Lexington, Massachusetts, Indevus Pharmaceuticals Inc.
(NASDAQ: IDEV) -- http://www.indevus.com/-- acquires, develops,    
and markets biopharmaceutical products.  The company, instead of
developing new drugs based on its neuroscience research, buys drug
rights from other pharmaceutical developers.

At March 31, 2007, Indevus Pharmaceuticals Inc. had total assets
of $76.4 million, total liabilities of $220 million, of which
$126,000 is minority interest, resulting in a $143.6 million total
stockholders' deficit.


JACK IN THE BOX: Board Authorizes Two-for-One Common Stock Split
----------------------------------------------------------------
The board of directors of Jack in the Box Inc. has approved a
2-for-1 split of the company's common stock, to be effected in the
form of a special 100 percent stock dividend.  

The split is subject to stockholder approval of a charter
amendment to increase the company's authorized common stock.  The
proposed increase in authorized common stock would provide
sufficient authorized and unissued shares of common stock to
ensure consummation of the split and satisfy the company's
obligations under its benefit plans and to accommodate other
corporate purposes.

Jack in the Box Inc. also reported that it will hold a special
meeting of stockholders, tentatively scheduled for Sept. 21, 2007,
to vote on such increase in the number of authorized shares of
common stock.  The record date for the special meeting will be
Aug. 14, 2007.

"The company's strong performance over the past few years has
contributed to a significant increase in the price of Jack in the
Box(R) common stock and delivered great returns to our
stockholders," Linda A. Lang, chairman and chief executive
officer, said.  "We remain optimistic in the company's continued
growth potential and view the stock split as an opportunity to
price the stock in a more attractive range for investors.  And by
increasing the number of shares available to trade, we believe the
stock split can also increase the liquidity of the company's
common stock."

Subject to receiving stockholder approval for an increase in
authorized common stock, the record date for the stock split will
be Oct. 2, 2007, with the distribution date expected to be on or
about Oct. 15, 2007.  If stockholders approve the increase in the
number of authorized shares, stockholders of record on the record
date will receive on the distribution date one additional share of
the company's common stock for each share owned.  

As proposed, the stock split would increase the number of
outstanding shares of common stock from approximately 31.4 million
to approximately 63 million shares.

                   About Jack in the Box Inc.

Headquartered in San Diego, California, Jack in the Box Inc.
(NYSE: JBX) -- http://www.jackinthebox.com/-- operates and
franchises Jack in the Box(R) restaurants, with more than 2,000
restaurants in 17 states.  The company also operates a proprietary
chain of convenience stores called Quick Stuff(R), with more
than 50 locations, each built adjacent to a full-size Jack in
the Box  restaurant and including a major-brand fuel station.
Additionally, through a wholly owned subsidiary, the company
operates and franchises Qdoba Mexican Grill(R), with more than
300 restaurants in 40 states.

                          *     *     *

As reported in the Troubled Company Reporter on June 29, 2007,
Standard & Poor's Ratings Services revised its outlook on Jack in
the Box Inc. to stable from negative.

The ratings on Jack in the Box (including the 'BB-' corporate
credit rating) reflect leverage that improved to about 4.1x for
the 12 months ended April 15, 2007, from a high 4.5x after the
company's December 2006 $475 million term loan issuance.


JAMES TAIT: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: James E. Tait
        P.O. Box 220
        Camden, AL 36726

Bankruptcy Case No.: 07-12174

Chapter 11 Petition Date: August 7, 2007

Court: Southern District of Alabama (Selma)

Debtor's Counsel: James L. Day, Esq.
                  Von G. Memory, P.A.
                  P.O. Box 4054
                  Montgomery, AL 36103-4054
                  Tel: (334) 834-8000
                  Fax: (334) 834-8001

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.


JED OIL: Completes Acquisition of Caribou Resources
---------------------------------------------------
JED Oil Inc. disclosed that on July 31, 2007, it completed its
acquisition of all of Caribou Resources Corp.'s shares.  Jed Oil
has also settled with Caribou's creditors.

Caribou is now a wholly owned subsidiary of JED and its name has
been changed to JED Production Inc.

The transactions completed were both a Plan of Arrangement under
the Business Corporation's Act (Alberta) and a Plan of Arrangement
under the Companies' Creditors Arrangement Act (Canada).

                         ABCA Arrangement

Under the ABCA Arrangement, JED has acquired all of the
issued and outstanding common shares of Caribou and the former
Caribou shareholders will receive JED common shares, on the basis
of one JED common share for ten Caribou common shares.  The
outstanding stock options and warrants to acquire common shares of
Caribou which were not exercised have been terminated.

Approval for the ABCA Arrangement was received by the requisite
majority of the holders of Caribou common shares, options and
warrants held on July 30th and a Final Order approving the ABCA
Arrangement was granted by the Court of Queen's Bench of Alberta
on July 31.

In addition, at a special meeting on July 30th, JED's common
shareholders approved the issuance of up to a maximum of 4 million
common shares to be issued to the former Caribou shareholders.  
The number of issued and outstanding Caribou shares at completion
of the transactions was approximately 38.53 million shares, so
approximately 3.853 million of the maximum of 4 million common
shares of JED will be issued.

                            CCAA Plan

Under the CCAA Plan, creditors of Caribou ranking in priority
behind the major secured creditor, whose position JED has
acquired, will receive cash of approximately $345,500 plus the
issuance of 5 million JED common shares.  Under the CCAA Plan the
secured creditors whose security ranks behind JED's will share in
the net proceeds from 800,000 of the JED common shares and the
unsecured creditors will share in the balance of the cash and JED
common shares.  Creditors of Caribou who have security that ranks
ahead of JED's are not be affected by the CCAA Plan and will be
paid by JED.

Approvals for the CCAA Plan of Arrangement were received by the
requisite majority of both the unsecured creditors and the secured
creditors subordinate to JED in two creditor meetings held on June
30th and a Sanction Order approving the CCAA Arrangement was
granted by the Court of Queen's Bench of Alberta.

In addition, at a special meeting on July 30th, JED's common
shareholders approved the issuance of the 5 million common shares
to be issued under the CCAA Plan.  Following the issuance of up to
a maximum of 9 million common shares for both arrangement
transactions, JED now has approximately 23.853 million issued and
outstanding common shares.

"With the completion of the Caribou acquisition, we have acquired
the additional assets and resources we need to proceed with our
business plan for 2007 and 2008 in accordance with the guidance we
provided on June 19th," stated James Rundell, JED's President.  
"We are looking forward to the opportunities provided by this
acquisition."

As a result of this combination with Caribou, JED expects to have
combined production of approximately 1,500 barrels of oil
equivalent per day.  Current estimates for 2007 year-end
production is approximately 2,900 BOE/d.  Utilizing existing
lands, the current capital base and the significant reduction in
debt, the forecasted exit rate for Q1 2008 is expected to be
approximately 4,100 BOE/d and the Q2 2008 exit rate is expected to
be 4,500 BOE/d.

                   Preferred Share Amendments

At the special meeting of JED's shareholders held on July 30th,
amendments to the terms of the Series B Preferred Shares were also
approved.  The amendments extend the maturity date for the
redemption by JED of the preferred shares to February 1, 2010 and
reduce the price at which the preferred shares can be converted to
common shares from $16.00 to $3.50.  Each preferred share has a
stated value of $16.00, so under the amendments a person holding
1,000 preferred shares who elects to convert them to common shares
would receive 4,571 common shares rather than 1,000.

                    About Caribou Resources

Based in Calgary, Canada, Caribou Resources Corp. (TSX
VENTURE:CBU) -- http://www.cariboures.com/-- is a full cycle
exploration and development company primarily focused on exploring
for natural gas in Northern Alberta, and oil and natural gas in
Central Alberta.  With a mix of oil and gas prospects, the company
is committed to creating shareholder value by conducting
exploration and development activities in a highly focused area.

In January 2007, Caribou filed for protection under the Canadian
Companies' Creditors Arrangement Act.

                          About JED Oil

Based in Didsbury, Alberta, JED Oil Inc. (AMEX: JDO) --
http://www.jedoil.com/-- is an oil and natural gas company that
commenced operations in the second quarter of 2004 and has begun
to develop and operate oil and natural gas properties principally
in western Canada and the United States.

The company had $36,015,655 in total assets, $78,266,519 in total
liabilities, and a stockholders' deficit of $42,250,864 at
Dec. 31, 2006.


KB HOME: Completes $250 Million Redemption of 9-1/2% Senior Notes
-----------------------------------------------------------------
KB Home has completed the redemption of all $250 million of its
9-1/2% Senior Subordinated Notes due in 2011, plus accrued
interest to the date of redemption.

Additionally, on July 31, 2007, the company repaid in full its
unsecured $400 million term loan, together with accrued interest
to the date of repayment. The Term Loan was scheduled to mature on
April 11, 2011.

"With the significant free cash flow generated from operations and
the proceeds from the sale of our interest in Kaufman & Broad SA,
we have reduced outstanding debt by more than 33% or by
approximately $1.1 billion since the end of our second fiscal
quarter in 2006, and currently have over $400 million in cash and
no outstanding borrowings under our $1.5 billion revolving credit
facility," Jeffrey Mezger, KB Home's president and chief executive
officer, said.  

"The redemption of our 2011 Notes and repayment of the Term Loan
underscore our ongoing strategy to strengthen our balance sheet
while employing a balanced approach to the use of cash to enhance
the company's ability to make investments in our business that we
believe will provide future value for our investors," Mr. Mezger
said.

                          About KB Home

Headquartered in Los Angeles, California, KB Home (NYSE: KBH) --
http://www.ketb.com/-- is an American homebuilder.  The company        
has domestic operating divisions in 15 states, building
communities from coast to coast.  Kaufman & Broad S.A., a company
subsidiary, is publicly-traded on Euronext Paris and is a
homebuilder in France.

                          *     *     *

As reported in the Troubled Company Reporter on April 16, 2007,
Moody's Investors Service confirmed the ratings of KB Home,
including its Ba1 corporate family rating, Ba1 ratings on the
company's senior notes, and Ba2 ratings on the company's
subordinated notes.  The ratings were taken off review for
downgrade, concluding the review that was commenced on
Dec. 15, 2006.  The ratings outlook is negative.


KLINGER ADVANCED: Organizational Meeting Set for August 14
----------------------------------------------------------
The U.S. Trustee for Region 3, will hold an organizational meeting
to appoint an official committee of unsecured creditors in Klinger
Advanced Aesthetics, LLC and its debtor-affiliates' chapter 11
cases at 2:00 p.m., on Aug. 14, 2007, at United States Trustee's
Office, Room 1401, 14th Floor, One Newark Center in Newark, New
Jersey.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.  The
meeting is not the meeting of creditors pursuant to Section 341
of the Bankruptcy Code.  However, a representative of the Debtor
will attend and provide background information regarding the
cases.

Creditors interested in serving on a Committee should complete
and return to the U.S. Trustee a statement indicating their
willingness to serve on an official committee.

Official creditors' committees, constituted under Section 1102 of
the Bankruptcy Code, ordinarily consist of the seven largest
creditors who are willing to serve on a committee.  In some
Chapter 11 cases, the U.S. Trustee is persuaded to appoint
multiple creditors' committees.

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

Based in Short Hills, New Jersey, Klinger Advanced Aesthetics, LLC
-– http://www.aai.com/-- emphasizes the integration of  
treatments, services (ranging from salon and spa treatments to
light medical) and products administered simultaneously.  The
company and six of its affiliates filed for chapter 11 protection
on July 25, 2007 (Bankr. D. N.J. Case Nos. 07-20459 through
07-20465).  John K. Sherwood, Esq., at Lowenstein Sandler P.C.,
represents the Debtors.  When the Debtors filed for protection
from their creditors, they listed estimated assets and debts
between $1 million and $100 million.


LEBARON DRYWALL: Court Okays Sale of Alaskan Assets for $1 Million
------------------------------------------------------------------
William M. Barstow, III, the Chapter 11 Trustee in LeBaron Drywall
Inc.'s bankruptcy case, obtained authority from the U.S.
Bankruptcy Court for the District of Alaska to sell the Debtor's
Alaskan real estate property for $1 million.

The Trustee tells the Court that the purchase price of $1 million
is a reasonable recovery for the assets located in Anchorage,
Alaska.  There are nine lots being sold, which means that the
gross price per lot works out to just $111,000 for each lot.  The
Debtor has already scheduled the value of these assets at
$115,000, says the Trustee.

The purchasers for these lots include Aurora Custom Homes, Inc.,
George Crain, or the highest disinterested bidder.

The sale proceeds will be disbursed to pay:

   1) the Debtor's share of closing costs;

   2) the pro-rated real estated taxes owed to the Municipality of  
      Anchorage up to the date of sale;

   3) the senior lien holders of the property; and

   4) an escrow for $5,383.

Based in Anchorage, Alaska, LeBaron Drywall Inc. builds
condominiums.  The company filed for Chapter 11 protection on
February 21, 2007 (Bankr. D. Alaska Case No. 07-00070).  John C.
Siemers, Esq., at Burr Pease & Kurtz, represents the Debtor in its
restructuring efforts. Erik J. Leroy, Esq., serves as the Debtor's
co-counsel. No Official Committee of Unsecured Creditors has been
appointed in this case.  When the Debtor filed for protection from
its creditors, it listed estimated assets of $18,955,000.  The
Debtor has until Oct. 10, 2007 to file a plan of reorganization.


LNR CFL: Fitch Holds Low-B Ratings on Four Note Classes
-------------------------------------------------------
Fitch upgrades LNR CFL 2004-1 LTD., series 2004-CFL, CMBS
Resecuritization notes as:

  -- $3.2 million class I-6 to 'AAA' from 'AA';
  -- $3.2 million class I-7 to 'AAA' from 'A';
  -- $3.7 million class I-8 to 'A+' from 'A-'.

In addition, Fitch has affirmed these classes:

  -- $10.7 million class I-1 at 'AAA';
  -- $1.9 million class I-2 at 'AAA';
  -- $3.5 million class I-3 at 'AAA';
  -- $3.2 million class I-4 at 'AAA';
  -- $3.2 million class I-5 at 'AAA'
  -- $7.8 million class I-9 at 'BBB';
  -- $4.7 million class I-10 at 'BBB-';
  -- $2.6 million class I-11 at 'BB+';
  -- $2.6 million class I-12 at 'BB+';
  -- $242,972 class I-13 at 'BB+'.

The rating upgrades are the result of continued amortization
increased credit enhancement to the underlying tranasction.

LNR CFL 2004-1 is collateralized by a portion of Class I in SASCO
1996-CFL, which is rated 'BB+'.  Class H in SASCO 1996-CFL is
rated 'AAA'.


METROMEDIA INT'L: Gets $2.05/Share Proposal from Fursa Alternative
------------------------------------------------------------------
Metromedia International Group Inc. received a letter from Fursa
Alternative Strategies LLC, in which Fursa restated its
unsolicited proposal of Aug. 1, 2007, to acquire all issued and
outstanding shares of Metromedia common stock, other than the
7,907,610 shares already owned by Fursa, at a purchase price of
$2.05 per share in cash.

In the restated proposal, Fursa:

   * affirmed its legal and financial ability to fund the cash
     portion of its proposed $69 million equity commitment;
    
   * provided a revised non-binding letter from a prospective debt
     financing source, in which this prospective source states it
     is confident of its ability to arrange the debt financing
     Fursa seeks, having taken into account the absence of audited
     U.S. GAAP financial statements for the company and current
     financing market conditions; and
    
   * advised that, although it will seek clarification from the
     Securities and Exchange Commission, Fursa is confident that
     its proposal should not trigger heightened disclosure under
     Rule 13e-3 of the Securities Exchange Act of 1934, as
     amended, and that a filing with the Securities and Exchange
     Commission under Schedule 13e-3 will not be required, given
     that Fursa is not an affiliate of Metromedia and is merely
     seeking to replace a third party in an already negotiated
     arms-length agreement.

Fursa's proposal is subject to completion of due diligence and the
letter from its prospective debt financing source is non-binding
and subject to a number of material conditions.

On July 17, 2007, Metromedia entered into a definitive agreement
with CaucusCom Ventures L.P. and CaucusCom Mergerco Corp., under
which Merger Sub commenced on July 18, 2007 a tender offer for all
of the shares of Metromedia's outstanding common stock at a price
of $1.80 per share in cash.

Unless the CaucusCom Offer is extended, the CaucusCom Offer and
any withdrawal rights to which Metromedia's stockholders may be
entitled will expire at 12:00 midnight, New York City time, on
Tuesday, Aug. 14, 2007.

After an evaluation of Fursa's Aug. 6, 2007 letter and after
consultation with its financial and legal advisors, the Metromedia
board has authorized the company and its representatives, subject
to execution by Fursa of an acceptable confidentiality agreement,
to provide information to and enter into discussions with Fursa
and its representatives regarding Fursa's unsolicited proposal.

While the Metromedia board has made the determination necessary
under its merger agreement with CaucusCom to permit the foregoing
to occur, the Metromedia board has not determined that the Fursa
proposal, as submitted on Aug. 1, 2007, and clarified on Aug. 6,
2007, is a superior proposal relative to the CaucusCom Offer, and
there can be no assurance that Fursa will ultimately make an offer
that the Metromedia board may determine constitutes a superior
proposal.

At this time, the Metromedia board is not making any
recommendation with respect to the Fursa proposal and it has not
changed, and continues to support, its recommendation that the
company's stockholders accept the CaucusCom Offer and tender their
shares in the CaucusCom Offer and, if necessary, adopt the
CaucusCom merger agreement and the merger and other transactions
contemplated thereby.

Stockholders of Metromedia can obtain a copy of the Offer to
Purchase, the related Letter of Transmittal and certain other
offer documents, well as the Solicitation/ Recommendation
Statement these documents, free of charge, by directing a request
to:

     Metromedia International Group Inc.
     Attention: Chief Financial Officer
     8000 Tower Point Drive
     Charlotte, NC 28227
     Tel (704) 321-7380

              About Fursa Alternative Strategies LLC

Headquartered in Lynbrook, New York, Fursa Alternative Strategies
LLC – http://www.fursafunds.com/-- owns 7,907,610 shares of  
Metromedia International's common stock.

             About Metromedia International Group Inc.

Based in Charlotte, North Carolina, Metromedia International Group
Inc. (PINK SHEETS: MTRM, MTRMP) – http://www.metromedia-group.com/
-- through its wholly owned subsidiaries, owns interests in
several communications businesses in the country of Georgia.  The
company's core businesses include Magticom Ltd., a mobile
telephony operator located in Tbilisi, Georgia, Telecom Georgia, a
long distance telephony operator, and Telenet, which provides
Internet access, data communications, voice telephony and
international access services.

                         *      *     *

Moody's Investor Services assigned B3 on Metromedia International
Group Inc.' subordinated debt and B2 on its junior subordinated
debt on March 1994.


MIRANT CORP: Settles 2006 Pepco Disputes, Gains $370 Million
------------------------------------------------------------
Mirant Corporation has settled the challenge to its 2006
settlement of its disputes with Potomac Electric Power Company.
The 2006 Pepco settlement therefore will become effective in the
third quarter of 2007, resulting in a 2007 pre-tax book gain of
approximately $370 million and an estimated federal tax deduction
of approximately $600 million related to the distribution of
Mirant common shares to Pepco and to a supplemental distribution
to other claims holders in Mirant's bankruptcy.
    
The 2006 Pepco settlement, once effective, will resolve all
remaining disputes between Pepco and Mirant in Mirant's bankruptcy
proceedings and will end Mirant's obligations to make any further
payments under out-of-market electricity supply contracts for
which Mirant became responsible in connection with its purchase of
Pepco's generation assets in 2000.

Mirant also will receive from Pepco cash reimbursements of
$70 million for an advance payment made by Mirant in 2006 under
the 2006 Pepco settlement and approximately $36 million for
amounts paid by Mirant related to the out-of-market contracts
since May 31, 2006.
    
Pepco will receive a claim in Mirant's bankruptcy proceedings for
$520 million.  To satisfy that claim, Mirant will distribute to
Pepco shares reserved by Mirant under its Plan of Reorganization
to address unresolved claims.  The exact number of shares to be
distributed will be determined by Mirant after the 2006 Pepco
settlement becomes effective and will be based upon the then-
current share price.
    
The challenge to the 2006 Pepco settlement was brought by some
holders of claims in Mirant's bankruptcy proceedings.  Both the
Bankruptcy Court and the U.S. District Court approved the 2006
Pepco settlement, and the challengers appealed to the United
States Court of Appeals for the Fifth Circuit.  Mirant and those
challengers have reached a settlement and the parties shortly will
request that the Fifth Circuit dismiss the appeal.  Upon the
dismissal, the 2006 Pepco settlement will become effective.
    
Under the settlement reached with the claims holders, once the
2006 Pepco settlement has become effective and Mirant has
distributed to Pepco the shares due it, Mirant will make a
supplemental distribution under the Plan of all but approximately
1 million of the reserved shares that remain after the
distribution of shares is made to Pepco on a pro rata basis to the
holders of allowed Mirant Debtor Class 3 - Unsecured Claims in its
bankruptcy proceedings.

Calculated based upon the closing price for Mirant's common stock
on Aug. 7, 2007, of $39.63 per share, the number of reserved
shares to be distributed to Pepco under the 2006 Pepco
settlement would be approximately 13.5 million shares and the
number of shares to be distributed in the supplemental
distribution under the Plan would be approximately 6.3 million
shares.

These are estimates and the actual amounts of the shares included
in each of the two distributions will depend on the closing price
of Mirant's common stock on the date on which the shares are
distributed to Pepco.  Mirant expects that date to be within
two weeks of the Fifth Circuit's order dismissing the pending
appeal.
    
Regardless of variances in the closing price of Mirant's common
stock, the total number of reserved shares included in both the
distribution to Pepco and the supplemental distribution will be
approximately 19.8 million shares.  Mirant expects to make the
supplemental distribution of shares to holders of allowed Mirant
Debtor Class 3 - Unsecured Claims shortly after the number of
shares to be distributed to Pepco is set in accordance with
the 2006 Pepco settlement.
    
The "reserved" shares, including the shares to be distributed
either to Pepco or as part of the supplemental distribution, have
been issued and included in the calculation of shares outstanding
and earnings per share since the company emerged from bankruptcy
on Jan. 3, 2006.  As a result, the distributions to Pepco and
holders of allowed Mirant Debtor Class 3 - Unsecured Claims will
not dilute current shareholders.
    
                        About Mirant Corp.

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE:
MIR) -- http://www.mirant.com/-- is an energy company that
produces and sells electricity in North America, the Caribbean,
and the Philippines.  Mirant's investments in the Caribbean
include three integrated utilities and assets in Jamaica, Grand
Bahama, Trinidad and Tobago and Curacao.  Mirant owns or leases
more than 18,000 megawatts of electric generating capacity
globally.

Mirant Corporation filed for chapter 11 protection on
July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the
terms of a confirmed Second Amended Plan on Jan. 3, 2006.
Thomas E. Lauria, Esq., at White & Case LLP, represented the
Debtors in their successful restructuring.  When the Debtors
filed for protection from their creditors, they listed
$20,574,000,000 in assets and $11,401,000,000 in debts.  The
Debtors emerged from bankruptcy on Jan. 3, 2006.  On March 7,
2007, the Court entered a final decree closing 46 Mirant cases.

Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant
New York Inc., and Hudson Valley Gas Corporation, were not
included.  On Feb. 15, 2007, Mirant NY-Gen filed its Chapter 11
Plan of Reorganization and on Feb. 22 filed a Disclosure Statement
explaining that Plan.  The Court approved the adequacy of Mirant
NY-Gen's Disclosure Statement on March 22, 2007, and confirmed the
Amended Plan on May 7, 2007.  Mirant NY-Gen emerged from chapter
11 on May 7, 2007.

On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan of
Reorganization.  

                          *     *     *

The ratings of Mirant Corp. (Issuer Default Rating of 'B+') and
its subsidiaries remain on Fitch's Rating Watch Negative following
the company's plans to pursue alternative strategic options
including a possible purchase of Mirant by a third party.


MUSICLAND HOLDING: Buena Vista Seeks to Recover $25 Million
-----------------------------------------------------------
Seven secured trade creditors seek to recover $25,000,000, which
is alleged to be wrongfully paid to Harris N.A. and its putative
agent, Wachovia Bank, N.A.

The Trade Creditors are:

  * Buena Vista Home Entertainment, Inc.,
  * Cargill Financial Services International, Inc.,
  * Hain Capital Group, LLC,
  * Paramount Pictures Corporation,
  * Twentieth Century Fox Home Entertainment LLC,
  * UBS Willow Fund, LLC, and
  * Varde Investment Partners, L.P.

The Trade Creditors were supplying Musicland Holding Corp. and its
debtor-affiliates, on credit, with music CDs, DVDs, and similar
and related merchandise for sale at the Debtors' retail stores.

On August 11, 2003, the Debtors and Congress Financial
Corporation entered into an agreement in which Harris N.A., and
its agent, Wachovia Bank, will provide the Debtors with a
revolving credit of up to $200,000,000.

The Revolving Lenders' first priority lien on the Debtors' assets
secure the Revolving Credit.  The Lien, however, extended only to
obligations related to existing and future loans made "on a
revolving basis," and letter of credit accommodations.

In November 2003, the Debtors also entered into an agreement with
the Trade Creditors to induce them to continue supplying
inventory to the Debtors' stores, pursuant to a security
agreement entered into by and between the Debtors and The Bank of
New York, as collateral agent.

In return, the Trade Creditors were granted lien in the Debtors'
inventory and proceeds.

The Inventory Lien was junior only to the security interests and
liens of Congress Financial, and the benefit of the Revolving
Lenders pursuant to the Congress Facility.

Concurrent with the Security Agreement, the Intercreditor
Agreement was entered into among BoNY, in its capacity as agent
for the Trade Creditors, and Wachovia and Congress Financial, as
agent for the Revolving Lenders.

Under the Intercreditor Agreement, the Trade Creditors are third
party beneficiaries.

The Intercreditor Agreement also provides for the subordination
of the Trade Creditors' Inventory Lien to the lien of the
Revolving Lenders solely to the extent it arose from the
Revolving Credit Facility, and not to the Debtors' affiliates.
It, however, does not subordinate the Inventory Lien to any lien
securing term loan debt or financing other than on a revolving
basis.

In 2005, the Debtors asked the Revolving Lenders to increase
availability under the Revolving Credit Facility.  The Revolving
Lenders, however, refused to grant the Debtors' request.  Sun
Music LLC, the Debtors' parent, also did not provide additional
capital.

Harris would not extend the Revolving Credit Facility under terms
of the 2003 Revolving Credit Agreement.  At Sun's request,
Harris, however, agreed to make a $25,000,000 term loan to the
Debtors.  Under the Term Loan, the repayment of the Harris Loan
was guaranteed by Sun.

The Revolving Credit Facility and the Harris Term Loan were to be
treated as separate credit facilities, Alan J. Kornfeld, Esq., at
Pachulski Stang Ziehl Young Jones & Weintraub LLP, in New York,
relates.   Only interest payments were required to be made to
Harris monthly because the Revolving Lenders' claims enjoy first
preference over the Harris Term Loan.

However, Sun instructed the Debtors to repay the Harris Term Loan
early before the Revolving Loan were repaid, Mr. Kornfeld
contends.  The Harris Term Loan was repaid in full in December
2006.  The source of the repayment was the Trade Creditors'
collateral, Mr. Kornfeld argues.

In effect, the Trade Creditors' claims are substantially
undersecured by their Inventory Lien, Mr. Kornfeld maintains.

Mr. Kornfeld maintains that Wachovia violated the Trade
Creditors' rights under the Intercreditor Agreement by treating
Harris as if it were a Revolver lender secured by a senior lien.

Mr. Kornfeld adds that Harris also tortiously interfered with the
Trade Creditors' rights under the Intercreditor Agreement and the
Security Agreement, and when it was repaid, converted more than
$25,000,000 in the Trade Creditors' collateral and was unjustly
enriched.

Accordingly, the Trade Creditors ask the U.S. Bankruptcy Court for
the Southern District of New York to:

  (a) award them compensatory damages in an amount to be
      determined at trial but in all event no less than
      $25,000,000, plus pre-judgment interest, reasonable
      attorneys' fees and costs of the lawsuit; and

  (b) award them punitive and exemplary damages.

                   About Musicland Holding

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  At March 31, 2007, the Debtors
disclosed $20,121,000 in total assets and $321,546,000 in total
liabilities.

On May 12, 2006, the Debtors filed their Joint Plan of Liquidation
with the Court.  On Sept. 14, 2006, they filed an amended Plan and
a Second Amended Plan on Oct. 13, 2006.  The Court approved the
adequacy of the Amended Disclosure Statement on Oct. 13, 2006.  
(Musicland Bankruptcy News, Issue No. 35; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)


MUSICLAND HOLDING: Harris Wants Buena Vista Complaint Dismissed
---------------------------------------------------------------
Harris, N.A., asks the U.S. Bankruptcy Court for the Southern
District of New York to dismiss the Complaint filed by Buena Vista
Home Entertainment, Inc., and certain other trade creditors in
relation to a $25,000,000 term loan Harris extended to Musicland
Holding Corp. and its debtor-affiliates.

Robert D. Piliero, Esq., at Piliero Goldstein Kogan & Miller LLP,
in New York, asserts that the Complaint should be dismissed as to
Harris because the Trade Creditors failed to state a claim upon
which relief may be granted.

The Buena Vista Plaintiffs, who are trade creditors of the
Debtors, entered into an Intercreditor Agreement dated November
2003 with certain lenders who extended a revolving loan to the
Debtors.  The Intercreditor Agreement was executed by Bank of New
York, as agent for the Trade Creditors, and Congress Financial
Corporation, as agent for the Revolving Loan Lenders.  Wachovia,
N.A., is the successor  to Congress Financial.

Mr. Piliero contends that the Intercreditor Agreement do not
contain any limitations respecting amendment of the Revolving
Loan Agreement and do not contain any restrictions as to:

  -- who would extend credit or loan money to the Debtors under
     the Loan Agreement at any time after it was executed; and

  -- the types of loans or extensions of credit which could be
     extended to the Debtors under the Loan Agreement.

In August 2005, Harris lent $25,000,000 to the Debtors under a
term loan and through an amendment to the Revolving Loan
Agreement.  Harris was later repaid.

The Trade Creditors previously alleged that Wachovia breached the
Intercreditor Agreement by entering into an amendment of the
Revolving Loan Agreement and allowing the Debtors to repay the
Harris Loan.  The Trade Creditors also alleged that the same acts
gave rise to claims of breach of the covenant of good faith and
fair dealing, conversion, and tortious interference with a Trade
Security Agreement between the Trade Creditors and the Debtors.

Each of the claims asserted under the Complaint is contradicted
by the clear and unambiguous terms of the contracts attached to
the Complaint and fails to state viable causes of action, Mr.
Piliero argues.

"In particular, the Intercreditor Agreement made it clear that
the liens of the Revolving [Lenders] had priority over and
trumped the liens of the [Trade Creditors] and their agent under
a certain 'Security Agreement,'" Mr. Piliero maintains.

Thus, Harris' receipt of payment was not in contravention of the
Intercreditor Agreement or the priorities created under that
Agreement, Mr. Piliero says.

Mr. Piliero also contends that:

  1. Harris cannot have tortiously interfered with Wachovia's
     performance of any contract as the Harris Amendment was
     permitted under the terms of the Intercreditor Agreement
     and there was no breach;

  2. Neither Harris nor Wachovia could have tortiously
     interfered with the Trade Security Agreement as the payment
     made to Harris was authorized by and consistent with the
     terms of the Intercreditor Agreement;

  3. There could have been no conversion as Harris was entitled
     by the contract provisions to receive the loan repayment
     that it obtained; and

  4. Harris' receipt of payment cannot constitute unjust
     enrichment because the lender received what it was entitled
     to receive under the Amendment and the Intercreditor
     Agreement.

                 Wachovia Supports Harris' Stand

Wachovia Bank asserts that its actions were not only permitted by
the contracts' express language, but were also consented to by
the Trade Creditors and their predecessors.

Thus, Wachovia contends that the Trade Creditors have no factual
or legal basis to assert a breach of contract claim or any other
claim against it.

"The [Trade Creditors'] claims are nothing more than an
impermissible attempt to have th[e] Court rewrite the contracts'
unambiguous terms for [their] benefit and to Wachovia's
substantial detriment," Richard G. Haddad, Esq., at Otterbourg,
Steindler, Houston & Rosen, P.C., in New York, argues.

When considered with the express terms of the subject contracts,
including the Intercreditor Agreement and the Trade Security
Agreement, it is clear that the Trade Creditors' claims are
meritless and that dismissal is warranted, Mr. Haddad emphasizes.

Wachovia agrees with Harris' arguments, disputing the allegations
asserted under the Trade Creditors' Complaint.

          Trade Creditors Oppose Motion to Dismiss

Plaintiffs Buena Vista Home Entertainment, Inc., Cargill
Financial Services International Inc., Hain Capital Group, LLC,
and certain trade creditors inform the Court that they bargained
for a lien that was subordinate only to obligations under the
Debtors' existing revolving credit facility.  

"[That] lien was leapfrogged when Wachovia, the revolver agent,
agreed to use the revolver lien to secure an entirely different
kind of obligation, a $25 million term loan by Harris," Alan J.
Kornfeld, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub
LLP, in New York, asserts.

Harris was not participating in or refinancing the revolving
loans, but making a type of loan that was not contemplated or
even permitted under the definitions of the Revolving Loan
Agreement as it existed when the Intercreditor Agreement was
entered, Mr. Kornfeld argues.  "Wachovia was required to rewrite
basic definitions and permutate the Revolving Loan Agreement to
provide Harris with a lien superior to that of [the Trade
Creditors."

Mr. Kornfeld clarifies that the Trade Creditors were subordinated
only to the "Revolving Loan Debt" held by "Revolving Loan
Creditors."  Under the Revolving Loan Agreement, Revolving Loan
Debt was defined to consist of revolving loans exclusively, and
new lenders could not become Revolving Loan Creditors except by
acquiring uniform participation interests in the revolver.  The
agreements cannot be read to encompass subordination to the Term
Loan, Mr. Kornfeld points out.

Wachovia and Harris, Mr. Kornfeld adds, are not entitled to
defeat the Trade Creditors' right under the Intercreditor
Agreement by restructuring the Revolving Loan Agreement solely to
extend loan priority to a non-participant term lender.

The Trade Creditors reiterate that Wachovia and Harris
intentionally interfered with their contractual relations with
respect to the Intercreditor Agreement and the Trade Security
Agreement.

The Trade Creditors also aver that Harris was paid from the
proceeds of their collateral and thus converted property in which
they continue to hold a security interest.

Mr. Kornfeld adds that dismissal of the Claim for unjust
enrichment would be premature until the validity of the contract
is established.

                     About Musicland Holding

Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  At March 31, 2007, the Debtors
disclosed $20,121,000 in total assets and $321,546,000 in total
liabilities.

On May 12, 2006, the Debtors filed their Joint Plan of Liquidation
with the Court.  On Sept. 14, 2006, they filed an amended Plan and
a Second Amended Plan on Oct. 13, 2006.  The Court approved the
adequacy of the Amended Disclosure Statement on Oct. 13, 2006.  
(Musicland Bankruptcy News, Issue No. 35; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


N-STAR REAL: Fitch Affirms BB Rating on $15.916MM Class D Notes
---------------------------------------------------------------
Fitch has affirmed nine classes of notes issued by N-Star Real
Estate CDO III, Ltd., a subsidiary of NorthStar Realty Finance
Corp.  These affirmations are the result of Fitch's review process
and are effective immediately:

  -- $292,466,850 class A-1 notes at 'AAA';
  -- $14,921,778 class A-2A notes at 'AA';
  -- $4,973,926 class A-2B notes at 'AA';
  -- $16,911,349 class B notes at 'A-';
  -- $9,947,852 class C-1A notes at 'BBB+';
  -- $5,968,711 class C-1B notes at 'BBB+';
  -- $11,937,422 class C-2A notes at 'BBB';
  -- $1,989,570 class C-2B notes at 'BBB';
  -- $15,916,563 class D notes at 'BB'.

N-Star III is a managed collateralized debt obligation, which
closed March 10, 2005. N-Star III is revolving until March 2010
with NS Advisors LLC, a subsidiary of NorthStar Realty Finance
Corp., serving as collateral manager.  NS Advisors LLC is
currently rated 'CAM 2' by Fitch.  The portfolio is composed of
approximately 73% commercial mortgage-backed securities, 14% real
estate investment trust securities, 7% corporate securities and 6%
CDO.

Since last review, the collateral quality has been stable with a
weighted average rating of 'BBB/BBB-'.  Credit enhancement to the
notes increased slightly due to delevering of the capital
structure.  As the underlying assets in the portfolio amortize
during the revolving period, the collateral manager has a 60-day
window to reinvest proceeds, otherwise, these proceeds are used to
pay down the capital structure on a pro-rata basis.

As a result of the paydowns, as of the July 2007 trustee report,
the class A, class B, class C, class D overcollateralization
ratios have modestly improved to 127.8%, 121.23%, 111.16% and
106.44%, respectively, versus their previous levels at 127.5%,
120.9%, 110.9% and 106.2%, respectively.  All OC ratios and
interest coverage ratios are passing their covenanted levels.

The CMBS assets in the collateral pool range from 1997-2007
vintages with 52% of the portfolio being of the 2004 or earlier
vintage.  Due to defeasance and amortization, Fitch believes these
CMBS assets are a positive factor in this transaction.  While
there are no defaulted securities in the collateral pool, one CMBS
asset (1.55%) was identified as a distressed bond with a 'CCC/DR2'
rating.  The assets backing this CMBS transaction have shown
positive trends since its downgrade.  The class, however, could
potentially face non-recoverable interest shortfalls due to loans
that have since resolved out of the pool.  Fitch modeled the
transaction assuming losses.

Additionally, Fitch conducted cash flow modeling utilizing various
default timing and interest rate scenarios to measure the
breakeven default rates going forward relative to the minimum
cumulative default rates required for the rated liabilities.  
Although cushion above the breakeven default rates is above
average, upgrades during the reinvestment period are unlikely
given the pool could still migrate to the maximum weighted average
rating factor covenant.

The rating of the class A-1, A-2A, and A-2B notes addresses the
likelihood that investors will receive timely payments of
interest, as per the governing documents, as well as the aggregate
outstanding amount of principal by the stated maturity date.  The
ratings of the class B, C-1A, C-1B, C-2A, C-2B and D notes address
the likelihood that investors will receive ultimate interest
payments, as per the governing documents, as well as the aggregate
outstanding amount of principal by the stated maturity date.


N-STAR REAL: Fitch Affirms BB Rating on $16.2MM Class E Notes
-------------------------------------------------------------
Fitch has affirmed all classes of notes issued by N-Star Real
Estate CDO VII Ltd., a subsidiary of NorthStar Realty Finance
Corp.  These actions are the result of Fitch's review process and
are effective immediately:

  -- $338,250,000 class A-1 at 'AAA';
  -- $54,250,000 class A-2 at 'AAA';
  -- $50,000,000 class A-3 at 'AAA';
  -- $30,300,000 class B at 'AA';
  -- $22,000,000 class C at 'A';
  -- $14,000,000 class D-FL at 'BBB';
  -- $2,000,000 class D-FX at 'BBB';
  -- $16,200,000 class E at 'BB'.

The income notes are not rated by Fitch.

N-Star VII is a managed collateralized debt obligation, which
closed June 22, 2006.  The CDO has a five-year reinvestment
period, which ends July 15, 2011.  Upgrades during the
reinvestment period are unlikely, given the pool could still
migrate to its maximum weighted average rating factor covenant.  
NS Advisors, LLC, a subsidiary of NorthStar Realty Finance Corp.
serves as the collateral manager and is currently rated 'CAM2' by
Fitch.

The affirmations reflect the expected performance of the
underlying collateral.  The CDO is collateralized by 61 fixed-rate
subordinated classes from 42 CMBS (commercial mortgage backed
securities) transactions and 11 floating-rate subordinated classes
from seven CMBS transactions (CMBS: 66.27%).  In addition, REIT,
CDO, and commercial real estate loans make up 21.82%, 9.16%, and
3.42% of the portfolio, respectively.  The collateral pool
consists of three rated, first-loss CMBS bonds (3.00% of the
collateral pool).  All are from large loan transactions: one is
rated investment grade ('BBB-', 1.09%) and two are rated below
investment grade ('BB+', 0.57% and 'BB', 1.34%).  No delinquencies
are associated with any of the first-loss pieces.

As of the July 2007 trustee report, the N-Star VII has not
experienced any pay downs.  Seven bonds from four CMBS
transactions were repaid in full and two new securities, one CMBS
and one REIT, have been purchased, representing 3.43% of the CDO.

The portfolio's credit quality has improved slightly since
closing, improving to a Fitch average rating of approximately
'BBB-' from 'BBB-/BB+' at closing.  The CMBS assets in the
collateral pool range from the 1999 vintage to the 2007 with
approximately two years of seasoning.  There are currently no
defaulted assets in the portfolio.

The rating of the classes A-1, A-2, A-3, and B notes addresses the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the aggregate
outstanding amount of principal by the stated maturity date.  The
ratings of the class C through E notes address the likelihood that
investors will receive ultimate interest and deferred interest
payments, as per the governing documents, as well as the aggregate
outstanding amount of principal by the stated maturity date.


N.Y. WESTCHESTER: Exclusive Plan Filing Moved to December 14
------------------------------------------------------------
The Honorable Stuart M. Bernstein of the United States Bankruptcy
Court for the Southern District of New York further extended New
York Westchester Square Medical Center's exclusive periods to:

   a. file a Chapter 11 plan until Dec. 14, 2007; and

   b. solicit acceptances of that plan until Feb. 12, 2008.

The Debtor's exclusive period to file a plan will expire on
Aug. 16, 2007.

In April 2007, the Debtor explained to the Court that its status
as a healthcare provider inherently impedes its ability to quickly
formulate a plan of reorganization.  The Debtor said it is
constrained by a heavily regulated environment that requires it to
obtain approval for all major business decisions.

Headquartered 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.


NEPHROS INC: Unable to Pay Third Installment Under Settlement Pact
------------------------------------------------------------------
Nephros Inc. disclosed in a regulatory filing with the United
States Securities and Exchange Commission that on July 23, 2007,
it received a letter stating that the company had failed to pay
the third installment under a Settlement Agreement.  The letter,
received from Marty Steinberg, Esq. as Receiver for Lancer
Offshore, Inc., also asked the company to cure the default by
July 30.

The letter further indicated that the Receiver intends to:

   (i) file a Certificate of Default and seek a final judgment in
       the amount of $1.2 million, less those portions the company
       has already paid, if the company is unable to cure in the
       time specified, and

  (ii) seek to recover its attorneys' fees and costs if legal fees
       are incurred in connection with such filing.

                       Settlement Agreement

The company was a defendant in an action captioned Marty
Steinberg, Esq. as Receiver for Lancer Offshore, Inc. v. Nephros,
Inc., Case No. 04-CV-20547, commenced on March 8, 2004.  That
action is ancillary to a proceeding captioned Securities and
Exchange Commission v. Michael Lauer, et. al., Case No. 03-CV-
80612, commenced on July 8, 2003, wherein the court appointed a
Receiver to manage Lancer Offshore, Inc. and various related
entities.

On Dec. 19, 2005 the U.S. District Court for the Southern District
of Florida issued an order approving the Stipulation of Settlement
entered into on Nov. 8, 2005 between the Receiver and the company.  

Under the Settlement, the company will pay the Receiver an
aggregate of $900,000 under these payment terms: $100,000 paid no
later than 30 days after the Date of Entry; and four payments of
$200,000 each at six month intervals thereafter.

In addition, any warrants previously issued to Lancer Offshore,
Inc. have been cancelled, and the company issued to the Receiver
warrants to purchase 21,308 shares of the company's common stock,
exercisable for a period of three years at the market price as of
the Date of Entry.

The company has paid $500,000 to the Receiver and issued the
Settlement Warrants.  The remaining balance of the Settlement
Amount to be paid is $400,000 and the company failed to tender the
third $200,000 installment to the Receiver in a timely manner.

The Settlement provides that in the event the company fails to pay
any portion of the Settlement Amount, the Receiver will provide
the company with five business days written notice of the default.  
During this five business day period, the company has the
opportunity to cure the default.  If the company fails to cure the
default within the cure period, then the Receiver may retain any
portion of the Settlement Amount and Settlement Warrants received
to date and file a Certificate of Default requesting the entry of
a final judgment, and the Court will enter a final judgment
against the Company in the amount of $1.2 million less any portion
of the Settlement Amount previously paid under the Settlement and
awarding any portion of the Settlement Warrants not previously
delivered pursuant to the Settlement.  The Settlement also
provides that in the event of any litigation arising as a result
of a default under the Settlement, the Receiver shall be entitled
to reasonable attorneys' fees and costs related thereto.

                     Reason for Non-Payment

The company relates that it had implemented a strict cash
management program to conserve its cash, reduce its expenditures
and control its payables and as a result, it was unable to fund
the third installment prior to the expiration of the specified
cure period.  After receipt of the letter, the company informed
the Receiver's representatives that it is currently investigating
additional funding opportunities and talking to various potential
investors who could provide additional financing, which would
allow the Company to tender the remaining installments.

If the Receiver files a Certificate of Default and the company is
unable to obtain additional financing, it would significantly
impact the company's ability to execute its cash management
program and the company could have to curtail its planned
activities or cease its operations.

                     Likely Notes Default

If the Receiver files a Certificate of Default and the final
judgment amount is in excess of $500,000 and such amount remains
undischarged for 90 days, or any action shall be taken by the
Receiver to levy upon assets or properties of the Company to
enforce such judgment, such occurrence would constitute an “Event
of Default” under the company's $5,200,000 principal amount of 6%
Secured Convertible Notes due 2012.  As a result, the holders of
Notes constituting a majority of the principal amount of the Notes
then outstanding could declare, by notice to the company, the
unpaid principal of, and accrued interest on, all the Notes then
outstanding to be due and payable.

                      About Nephros Inc.

Headquartered in New York, Nephros, Inc. (AMEX:NEP) --
http://www.nephros.com/-- is engaged in the development of  
advanced end stage renal disease therapy technology and products
that would address both patient treatment needs and the clinical
and financial needs of the treatment provider.  The company has
three products in various stages of development in the
hemodiafiltration (HDF) modality to deliver improved therapy to
ESRD patients: OLpur MDHDF filter series (consisting of its MD190
and MD220 diafilters) designed expressly for HDF therapy and
employing its Mid-Dilution Diafiltration technology; OLpur H2H,
its add-on module designed to allow the most common types of
hemodialysis machines to be used for HDF therapy, and OLpur NS2000
system, its stand-alone HDF machine and associated filter
technology.  Nephros has also developed its OLpur HD 190 high-flux
dialyzer cartridge, which incorporates the same materials as its
OLpur MD series but does not employ its Mid-Dilution Diafiltration
technology.

At March 31, 2007, the company's balance sheet showed total assets
of $3,391,000 and total liabilities of $6,857,000 resulting in a
stockholders' deficit of $3,466,000.


NEW CENTURY: Court Moves Exclusive Plan Filing Date to Nov. 28
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended
New Century Financial Corporation and its debtor-affiliates's
exclusive periods to:

   a) file a chapter 11 plan until Nov. 28, 2007; and

   b) solicit acceptances of that Plan until Jan. 28, 2008.

The Debtors said in papers filed in Court that they are in
discussions with the Official Committee of Unsecured Creditors
regarding a plan process timeline.  The extension of the Exclusive
Periods is consistent with that timeline, the Debtors added.

In their request filed July 2007, the Debtors told the Court that
they will pursue filing a plan and disclosure statement as soon
as practicable after the Aug. 31, 2007 claims bar date, but in
light of the complexity of their Chapter 11 cases sought extension
of the exclusivity by 80 days after that date.

The Debtors believe that the proposed dates are consistent with
the plan process timeline they have discussed with the Committee.

The Debtors assured Judge Carey that the extension of the
Exclusive Periods will not harm creditors or other parties-in-
interest.

Founded in 1995, Irvine, Calif.-based 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.  The
Official Committee of Unsecured Creditors selected Hahn & Hessen
as its bankruptcy counsel and Blank Rome LLP as its co-counsel.
When the Debtors filed for bankruptcy, they listed total assets of
$36,276,815 and total debts of $102,503,950.  (New Century
Bankruptcy News, Issue No. 17; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


NORTHWEST AIRLINES: Next Periodic Distribution Date is October 1
----------------------------------------------------------------
Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP,
in New York, informs Judge Gropper of the U.S. Bankruptcy Court
for the Southern District of New York that on May 31, 2007,
Northwest Airlines Corp. made an initial distribution to the
applicable agent or recordholder for individual holders of
applicable allowed claims of:

  * the new common stock for distribution to creditors allocable
    to Class 1D;

  * the new common stock for distribution to creditors with a
    guaranty allocable to Class 1D; and

  * the new common stock for distribution pursuant to rights
    offering purchased.

Pursuant to the Debtors' First Amended Joint and Consolidated
Plan of Reorganization, the Debtors did not make a distribution
on July 16, 2007, because at least 2% of the shares in the
distribution reserve were not currently available for
distribution, Mr. Petrick explains.

Mr. Petrick states that catch-up distributions were set instead
for July 16, to parties holding Allowed Claims -- that became
Allowed after the Initial Distribution Date -- will be made.

The next Periodic Distribution Date is October 1, 2007.

Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures.  Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks.  Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents.

The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).  Bruce R.
Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq., at
Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts.  The Official Committee of
Unsecured Creditors has retained Akin Gump Strauss Hauer & Feld
LLP as its bankruptcy counsel in the Debtors' chapter 11 cases.
When the Debtors filed for bankruptcy, they listed $14.4 billion
in total assets and $17.9 billion in total debts.  On Jan. 12,
2007 the Debtors filed with the Court their Chapter 11 Plan.  On
Feb. 15, 2007, they Debtors filed an Amended Plan & Disclosure
Statement.  The Court approved the adequacy of the Debtors'
Disclosure Statement on March 26, 2007.  On May 21, 2007, the
Court confirmed the Debtors' Plan.  The Plan took effect May 31,
2007.
  
(Northwest Airlines Bankruptcy News, Issue No. 76; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)     

                         *     *     *

As reported in the Troubled Company Reporter on June 4, 2007,  
Standard & Poor's Ratings Services raised its ratings on Northwest
Airlines Corp. and its Northwest Airlines Inc. subsidiary,
including raising the long-term corporate credit ratings on both
entities to 'B+' from 'D', following their emergence from Chapter
11 bankruptcy proceedings.  The rating outlook is stable.

In addition, S&P assigned a 'BB-' bank loan rating, one notch
above the corporate credit rating, with a '1' recovery rating, to
Northwest Airlines Inc.'s $1.225 billion bankruptcy exit
financing, based on S&P's expectation of a full recovery of
principal in the event of a second Northwest bankruptcy.   That
bank facility converted from a debtor-in-possession credit
facility; S&P withdrew the 'BBB-' rating on the DIP facility.


NORTHWEST SUBURBAN: Organizational Meeting Set for August 13
------------------------------------------------------------
The U.S. Trustee for Region 3, will hold an organizational meeting
to appoint an official committee of unsecured creditors in
Northwest Suburban Community Hospital, Inc.'s chapter 11 case at
2:00 p.m., on Aug. 13, 2007, at Room 5209, J. Caleb Boggs Federal
Building, 844 North King Street, in Wilmington, Delaware.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.  The
meeting is not the meeting of creditors pursuant to Section 341
of the Bankruptcy Code.  However, a representative of the Debtor
will attend and provide background information regarding the
cases.

Creditors interested in serving on a Committee should complete
and return to the U.S. Trustee a statement indicating their
willingness to serve on an official committee.

Official creditors' committees, constituted under Section 1102 of
the Bankruptcy Code, ordinarily consist of the seven largest
creditors who are willing to serve on a committee.  In some
Chapter 11 cases, the U.S. Trustee is persuaded to appoint
multiple creditors' committees.

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

Based in Ypsilanti, Michigan, Northwest Suburban Community
Hospital, Inc., owns and operates of a 55-bed hospital.  The
company  filed for chapter 11 protection on July 31, 2007 (Bankr.
D. Del. Case No. 07-11018).  Derek C. Abbott, Esq., and Thomas F.
Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell, L.L.P.,
represent the Debtor.  When the Debtor filed for protection from
its creditors, it listed estimated assets and debts between
$1 million and $100 million.


NPS PHARMA: To Retire 2008 Debt with $200 Mil. from Three Deals
---------------------------------------------------------------
NPS Pharmaceuticals Inc. entered into three transactions focused
on reducing debt and refinancing.  The proceeds of the
transactions, estimated at $200 million, will be used to retire
all of the company's 2008 convertible debt.

NPS issued $100 million in Series B Sensipar(R) royalty-backed
notes.  The notes are non-recourse to NPS, bear an interest rate
of 15.5% and will be repaid only after the Series A Sensipar
royalty-backed notes are paid in full.  The Series B notes mature
March 2017.

However, based on third-party forecasts of Sensipar sales, NPS
expects the royalty payments will be sufficient to repay the
Series B notes by December 2012 after which the Sensipar royalties
will return to NPS.

Second, NPS issued $50 million in convertible notes to funds
managed by Visium Asset Management, LLC.  These notes will be
convertible into NPS common stock at a conversion price of $5.44
per share, reflecting a premium of 30%, relative to the five-day
volume-weighted average price for NPS common stock between July 31
and Aug. 6, 2007, mature in 2014 and bear interest at a rate of
5.75% per annum.

Third, NPS sold its royalty entitlement from European sales of
Preotact by Nycomed for $75 million paid as $50 million up front
with another $25 million payable in 2010 if certain sales
milestones are achieved.  This transaction was with Drug Royalty
L.P. 3.

NPS chief financial officer Gerard Michel stated: "With $200
million in gross proceeds from the Sensipar B-bond transaction,
the private convertible debt offering and the upfront payment from
Drug Royalty, we now have all the monies required to retire the 3%
convertible debt without significant dilution of current
shareholders.  These transactions give us a much stronger balance
sheet and the flexibility to invest in our late-stage assets.  Due
to our successful restructuring activities, we are reducing our
previous 2007 operating cash burn guidance by $5 million to a new
range of $80 to $90 million and reiterating our 2008 cash burn
guidance of $35 to $45 million.  We are also increasing our
previous 2007 year-end cash balance guidance by $15 million to a
new range of $65 to $75 million, after retiring the 3% convertible
debt."

                        About NPS Pharma

NPS Pharmaceuticals Inc., a biopharmaceutical company, engages in
the discovery, development, and commercialization of therapeutic
small molecule drugs and recombinant proteins. Its products
portfolio of approved drugs and product candidates are primarily
used for the treatment of bone and mineral disorders,
gastrointestinal disorders, and central nervous system disorders.


NPS PHARMACEUTICALS: June 30 Balance Sheet Upside-Down by $226MM
----------------------------------------------------------------
NPS Pharmaceuticals Inc. had $149.9 million in total assets,
$375.9 million in total liabilities, and $226 million in total
stockholders' deficit as of June 30, 2007.

The company incurred a net loss for the second quarter of 2007 of
$14.8 million, a 62% reduction from its net loss in the second
quarter of 2006 of $39.3 million.  For the six months ended June
30, 2007, the net loss was $36 million, a 54% reduction from the
same period of the prior year of $77.6 million.  The reduction in
net loss reflects the 2006 and 2007 restructurings which called
for aggressive expense reduction measures.

Revenues for the second quarter of 2007 grew 58% to $13.1 million
from revenues of $8.3 million in the second quarter of 2006.
Revenues for the six months ended June 30, 2007, grew 61% to
$23.1 million from revenues of $14.4 million in the same period in
the prior year.  Increased revenues are primarily the result of
higher royalty revenue earned from Amgen on sales of cinacalcet
HCl and increased product sales, royalty and milestone revenue
earned from Nycomed on sales of Preotact(R).

Restructuring charges for the second quarter of 2007 were $4.1
million compared to $6 million for the same period in the prior
year.  Restructuring charges for the six months ended June 30,
2007 were $11.2 million compared to $6 million for the same period
in the prior year.  Restructuring charges in 2007 relate primarily
to initiatives to restructure operations announced in March 2007
while restructuring charges in 2006 related to initiatives to
restructuring operations announced in June 2006.

As of June 30, 2007, the company had 46.3 million shares
outstanding and $91.4 million in cash, cash equivalents and
marketable investment securities as compared to $146.2 million at
Dec. 31, 2006.

The company's June 30 cash balance does not include net proceeds
of approximately $216 million from the recent transaction with
Drug Royalty, the sales of Series B and convertible notes and the
sale of the Salt Lake City facility.

Due to planned decreases in future spending as a result of the
March 2007 restructuring and its recent transaction with Nycomed,
NPS now expects its 2007 operating cash burn to be no more than
$80 million to $90 million and that it will end 2007 with a cash
balance of between $65 million and $75 million, after retiring the
3% convertible debt.  The company expects to further reduce
operating cash burn in 2008 to $35 million to $45 million.

"Our second quarter results and recent financing and clinical
progress reflect the successful execution of our strategy to
monetize non-core assets and drive our late-stage clinical
programs.  We are pleased to announce that we have raised nearly
$200 million which will be used to retire our 2008 convertible
debt and strengthen our balance sheet," said Tony Coles, M.D.,
president and chief executive officer of NPS.  

"We remain on track to achieve several key milestones this year:
the announcement of topline results of the teduglutide Phase 3
study in short bowel syndrome, the continuation of our development
work with PREOS and teduglutide in specialty indications, and the
consolidation of our operations in New Jersey which will cut our
annual facilities costs by 90% and increase our operating
flexibility."

                        About NPS Pharma

NPS Pharmaceuticals Inc., a biopharmaceutical company, discovers
develops, and commercializes therapeutic small molecule drugs and
recombinant proteins.  Its products portfolio of approved drugs
and product candidates are primarily used for the treatment of
bone and mineral disorders, gastrointestinal disorders, and
central nervous system disorders.


NUANCE COMM: To Offer $150 Mil. Unsecured Senior Convertible Notes
------------------------------------------------------------------
Nuance Communications Inc. intends to offer, subject to market and
other considerations, approximately $150 million aggregate
principal amount of unsecured senior convertible debentures due
2027, through an offering to qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933, as
amended.

The interest rate, conversion terms and put and call rights
applicable to the debentures will be determined by negotiations
between Nuance and the initial purchaser of the debentures.

Nuance also intends to grant the initial purchaser a 30-day over-
allotment option to purchase up to 30 million aggregate principal
amount of additional debentures.

Nuance intends to use the net proceeds from the offering to
partially fund its acquisition of Tegic Communications Inc.

                 About Tegic Communications Inc.

Headquartered in Seattle, Tegic Communications Inc. –
http://www.tegic.com/-- builds robust, innovative, embedded  
software designed to enhance communications on small mobile
devices.  The company has offices in Beijing, Hong Kong, London,
New Delhi, Paris, Sao Paulo, Seoul, Singapore, and Tokyo.  Tegic
is a subsidiary of AOL LLC.

                   About Nuance Communications

Based in Burlington, Massachusetts, Nuance Communications Inc.
(NASDAQ: NUAN), fka ScanSoft Inc., -- http://www.nuance.com/--   
provides speech and imaging solutions for businesses and consumers
around the world.  Its technologies, applications and services
that help users interact with information, and create, share and
use documents.


NUANCE COMMS: S&P Rates Proposed $150MM Convertible Notes at B-
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on Burlington, Massachusetts-based Nuance
Communications Inc. and assigned its 'B-' rating to Nuance's
proposed $150 million senior unsecured convertible notes due 2027.  
Proceeds from the notes will be used to partially fund the
previously announced acquisition of Tegic Communications Inc.  The
outlook is positive.
      
"The ratings on Nuance reflect the company's rapid growth, highly
acquisitive profile, and moderately high debt leverage," said
Standard & Poor's credit analyst Martha Toll-Reed.  These factors
are partly offset by a leading presence in the market for speech
recognition products, a significant level of recurring revenues,
and a diverse customer base.
     
Nuance is a global provider of speech recognition software and
imaging solutions and related services.  The company is focused
primarily on enterprise customers within the financial services,
telecommunications, automotive, and health care sectors.  Revenues
for the three months ended June 30, 2007 were
$157 million, up more than 80% over those of the prior-year
period.
     
The positive outlook reflects the company's expanding presence in
the market for speech recognition products, strong EBITDA growth,
and significant level of recurring revenues.  A sustained track
record of managing at revenue levels in excess of $500 million,
continued successful integration of acquisitions, and maintenance
of leverage at or below 4x could lead to rating improvement in the
intermediate term.  On the other hand, stepped-up acquisition
activity resulting in sustained leverage in excess of 4.5x could
lead to a stable outlook.


NUTRITIONAL SOURCING: Organizational Meeting Set for August 13
--------------------------------------------------------------
The U.S. Trustee for Region 3, will hold an organizational meeting
to appoint an official committee of unsecured creditors in
Nutritional Sourcing Corporation and its debtor-affiliates'
chapter 11 cases at 11:00 a.m., on Aug. 13, 2007, at Room 5209, J.
Caleb Boggs Federal Building, 844 North King Street, in
Wilmington, Delaware.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.  The
meeting is not the meeting of creditors pursuant to Section 341
of the Bankruptcy Code.  However, a representative of the Debtor
will attend and provide background information regarding the
cases.

Creditors interested in serving on a Committee should complete
and return to the U.S. Trustee a statement indicating their
willingness to serve on an official committee.

Official creditors' committees, constituted under Section 1102 of
the Bankruptcy Code, ordinarily consist of the seven largest
creditors who are willing to serve on a committee.  In some
Chapter 11 cases, the U.S. Trustee is persuaded to appoint
multiple creditors' committees.

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

Based in Pompano, Florida, Nutritional Sourcing Corp., fdba Pueblo
Xtra International, Inc. -- http://www.puebloxtra.com/-- owns and  
operates supermarkets and video rental shops in Puerto Rico and
the US Virgin Islands.  The company and two affiliates, Pueblo
International, L.L.C., and F.L.B.N., L.L.C., filed for chapter 11
protection on Aug. 3, 2007 (Bankr. D. Del. Case Nos. 07-11038
through 07-11040).  When the Debtors filed for protection from
their creditors, they listed estimated assets and debts between
$1 million and $100 million.


NUTRITIONAL SOURCING: Has Until October 2 to File Schedules
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave
Nutritional Sourcing Corporation and its debtor-affiliates until
60 days of their bankruptcy filing or Oct. 2, 2007, to file their
schedules of assets and liabilities and statements of financial
affairs.

The Debtors told the Court that they have creditors and parties-
in-interest in excess of 6,500.  The Debtors relates that they
have not been able to have the opportunity to gather the necessary
information to prepare their schedules and statements citing:

    * the size and complexity of their businesses;

    * certain prepetition invoices have not been received or
      entered into their financial systems; and

    * they have been working diligently to complete certain asset
      sales.

Based in Pompano, Florida, Nutritional Sourcing Corp., fdba Pueblo
Xtra International, Inc. -- http://www.puebloxtra.com/-- owns and  
operates supermarkets and video rental shops in Puerto Rico and
the US Virgin Islands.  The company and two affiliates, Pueblo
International, L.L.C., and F.L.B.N., L.L.C., filed for chapter 11
protection on Aug. 3, 2007 (Bankr. D. Del. Case Nos. 07-11038
through 07-11040).  When the Debtors filed for protection from
their creditors, they listed estimated assets and debts between
$1 million and $100 million.


NUTRITIONAL SOURCING: Wants Kay Scholer as Bankruptcy Counsel
-------------------------------------------------------------
Nutritional Sourcing Corporation and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware for permission
to employ Kay Scholer LLC as their bankruptcy counsel.

Kay Scholer will:

    a. advise the Debtors with respect to their rights, powers and
       duties as debtors and debtors-in-possession in the
       continued management and operation of their business and
       properties;

    b. attend meetings and negotiate with representatives of
       creditors and other parties-in-interest;

    c. advise and consult the Debtors regarding the conduct of the
       cases, including all of the legal and administrative
       requirements of operating in chapter 11;

    d. advise the Debtors on matters relating to the evaluation of
       the assumption, rejection or assignment of unexpired leases
       and executory contracts;

   e. advise the Debtors with respect to legal issues arising in
       or relating to the Debtors' ordinary course of business,
       including attendance at senior management meetings,
       meetings with the Debtors' financial advisors, meetings of
       the board of directors and committees, and advice on
       employee, workers' compensation, employee benefits,
       executive compensation, tax, banking, insurance,
       securities, corporate, business operation, contracts,
       joints ventures, real property, press or public affairs,
       litigation and regulatory matters, and advise the Debtors
       with respect to continuing disclosure and reporting
       obligations if any, under securities laws;

    f. take all necessary action to protect and preserve the
       Debtors' estates, including the prosecution of actions on
       their behalf, the defense of any actions commenced against
       those estates, negotiations concerning all litigation in
       which the debtors may be involved and objections to claims
       filed against the estates;

    g. advise the Debtors with respect to the sale of their
       assets;

    h. negotiate and prepare the Debtors' plan of reorganization,
       disclosure statement and all related agreements or
       documents and take any necessary action on behalf of the
       Debtors to obtain confirmation of the plan;

    i. prepare on the Debtors' behalf all petitions, motions,
       applications, answers, orders, reports, and papers
       necessary to the administration of their estates;

    j. attend meetings with third parties and participate in
       negotiations with respect to these matters;

    k. appear before the Court, any appellate courts, and the
       Office of the U.S. Trustee, and protect the interests of
       the Debtors' estates before these courts and the Office of
       the U.S. Trustee; and

    l. perform all other necessary legal services and provide all
       other necessary legal advice to the Debtors in connection
       with their chapter 11 cases to bring the cases to a
       conclusion.

The Debtors disclose that professionals of the firm bill:

             Designation                    Hourly Rate
             -----------                    -----------
             Partners                       $570 - $830
             Counsel                        $525 - $625
             Associates                     $255 - $595
             Legal Assistants               $130 - $255

Michael B. Solow, Esq., a member at Kay Scholer, assured the Court
that firm does not represent any interest adverse to the Debtor or
its estate.

Based in Pompano, Florida, Nutritional Sourcing Corp., fdba Pueblo
Xtra International, Inc. -- http://www.puebloxtra.com/-- owns and  
operates supermarkets and video rental shops in Puerto Rico and
the US Virgin Islands.  The company and two affiliates, Pueblo
International, L.L.C., and F.L.B.N., L.L.C., filed for chapter 11
protection on Aug. 3, 2007 (Bankr. D. Del. Case Nos. 07-11038
through 07-11040).  When the Debtors filed for protection from
their creditors, they listed estimated assets and debts between
$1 million and $100 million.


OASIS HOSPITALITY: Case Summary & Nine Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Oasis Hospitality, Inc.
        108 East Dolphin/ CL-13 Box 14
        South Padre Island, TX 78597

Bankruptcy Case No.: 07-10489

Type of business: The Debtor owns and operates a hotel.

Chapter 11 Petition Date: August 6, 2007

Court: Southern District of Texas (Brownsville)

Judge: Richard S. Schmidt

Debtor's Counsel: Ellen C. Stone, Esq.
                  62 East Price Road
                  Brownsville, TX 78521
                  Tel: (956) 546-9398
                  Fax: (956) 542-1478

Total Assets: $2,141,057

Total Debts:  $1,080,860

Debtor's Nine Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
System 3 Engineering           mechanical                 $16,000
706 West Starr Avenue          engineering
Pharr, TX 78577                services

Steve Spoor Engineering        preliminary plan            $5,000
202 South 4th Street
McAllen, TX 78501

Don M.C. Masters Architect     specifications              $5,000
1205 North Main Street
McAllen, TX 78502

Tom Huebner, P.C.              attorney fees                 $350

Russell M. Salinas             loan                            $0

Roy D. Bailey                  loan                            $0

Linebarger, Goggan, Blair &    notice only                     $0
Samsson, L.L.P.

John Banks, Esq.               notice only                     $0

Christopher K. Baxter, Esq.    notice only                     $0


OGLEBAY NORTON: Harbinger Commences Offer to Buy Common Stock
-------------------------------------------------------------  
Harbinger Capital Partners Master Fund I Ltd. and Harbinger
Capital Partners Special Situations Fund L.P. is commencing their
tender offer to acquire all of the outstanding shares of common
stock, par value $0.001 per share, of Oglebay Norton Company for
$31 per share in cash plus one Contingent Value Right per share.

The tender offer and related withdrawal rights to which Oglebay
Norton shareholders may be entitled will expire at 12:00 midnight,
New York City time, at the end of Thursday, Sept. 6, 2007, unless
the tender offer is extended in accordance the applicable rules
and regulations.
    
Harbinger Capital Partners currently owns 2,621,201 Oglebay Norton
Shares, representing approximately 18.1% of the company's
outstanding shares.  The Offer will be dependent upon, Harbinger
Capital Partners receiving shares which, when combined with its
current holding, represent at least a majority of the total
outstanding Shares on a fully diluted basis.

The Offer price per Share represents a premium of approximately
30% to the volume weighted average trading price of the
Shares over the 30 trading days prior to Harbinger Capital
Partners' disclosure of its intention to commence the tender
offer.
    
"Oglebay Norton shareholders now have the ability to realize an
immediate premium cash value for their investment -- quickly and
with certainty -- as an alternative to the current board of
directors' plan to pursue strategic alternatives,” Harbinger
Capital Partners said.
    
"If our Offer is consummated, we plan to elect a slate of the
directors at Oglebay Norton's upcoming annual meeting who we
believe will immediately take further action to maximize the value
of Oglebay Norton for all its shareholders by pursuing all
alternatives, regardless of how they may affect the incumbent
Board's interests.  Their interests will be fully aligned with
other shareholders who believe in Oglebay Norton's long-term
prospects, potentially as part of a larger company with greater
critical mass and financial resources."
    
"We believe that when shareholders review their options they will
quickly come to recognize that our plan is the clearest path to
maximizing the value of their investment,” Harbinger Capital
Partners concluded.
    
The Offer consideration, which is not conditioned upon any
financing arrangements, consists solely of cash plus one
Contingent Value Right per Share representing the right to receive
an amount equal to the excess, if any, of the purchase price paid
by Harbinger Capital Partners or its affiliates in connection with
any subsequent tender offer for additional Shares during the six
months following the completion of this Proposed Offer over $31.00
per Share.

The Offer and obligation to purchase Shares are subject to the
conditions, which is available through the information agent for
the Offer, Innisfree M&A.

                  About Harbinger Capital Partners

Located in New York City, The Harbinger Capital Partners
investment team manages in excess of $12 billion in capital as of
August 1, 2007 through two complementary strategies.  Harbinger
Capital Partners Master Fund I Ltd. is focused on restructurings,
liquidations, event-driven situations, turnarounds and capital
structure arbitrage, including both long and short positions in
highly leveraged and financially distressed companies.
Harbinger Capital Partners Special Situations Fund L.P. is focused
on medium to long term, control oriented and frequently less
liquid distressed investments, with flexibility to use other
investment strategies and types of securities when opportunities
arise.

                   About Oglebay Norton Company

Based in Cleveland, Ohio, Oglebay Norton Company (OGBY.PK) --
http://www.oglebaynorton.com/-- provides essential minerals and   
aggregates to a broad range of markets, from building materials
and environmental remediation to energy and industrial
applications.

                          *     *     *

As reported in the Troubled Company Reporter on July 31, 2007,
Standard & Poor's Ratings Services revised its CreditWatch
implications to negative from developing on Oglebay Norton Co.,
which has a 'B' corporate credit rating.


OGLEBAY NORTON: Urges Shareholders to Snub Harbinger's Offer
------------------------------------------------------------
Oglebay Norton Company urges all shareholders to take no action
with respect to Harbinger Capital Partners Master Fund I Ltd. and
Harbinger Capital Partners Special Situations Fund L.P.'s
unsolicited tender offer to acquire all of the outstanding shares
of Oglebay Norton's common stock at $31 per share.

Trident Acquisition Co. LLC, a jointly-owned subsidiary of
Harbinger has delivered to Oglebay Norton a copy of a Form 041,
which Harbinger indicated it filed with the Ohio Division of
Securities regarding its unsolicited offer.

The board of directors of Oglebay Norton, in consultation with
independent legal and financial advisors, is in the process of
reviewing and evaluating Harbinger's unsolicited tender offer and
will advise Oglebay Norton shareholders of the board's position
regarding the offer, including its reasons for that position.

Oglebay Norton recommends that shareholders defer making any
determination with respect to Harbinger's unsolicited tender offer
until reading the Board's solicitation/recommendation statement.

On July 24, 2007, Oglebay Norton's board has formed a special
committee of independent directors to explore strategic
alternatives to maximize shareholder value, including a possible
sale or merger of the company.

The company noted that there can be no assurance that the
exploration of strategic alternatives will result in any
agreements or transactions.

JPMorgan is serving as Oglebay Norton's financial advisor, and
Jones Day as legal counsel.

                  About Harbinger Capital Partners

Located in New York City, The Harbinger Capital Partners
investment team manages in excess of $12 billion in capital as of
August 1, 2007 through two complementary strategies.  Harbinger
Capital Partners Master Fund I Ltd. is focused on restructurings,
liquidations, event-driven situations, turnarounds and capital
structure arbitrage, including both long and short positions in
highly leveraged and financially distressed companies.
Harbinger Capital Partners Special Situations Fund L.P. is focused
on medium to long term, control oriented and frequently less
liquid distressed investments, with flexibility to use other
investment strategies and types of securities when opportunities
arise.

                   About Oglebay Norton Company

Based in Cleveland, Ohio, Oglebay Norton Company (OGBY.PK) --
http://www.oglebaynorton.com/-- provides essential minerals and   
aggregates to a broad range of markets, from building materials
and environmental remediation to energy and industrial
applications.

                          *     *     *

As reported in the Troubled Company Reporter on July 31, 2007,
Standard & Poor's Ratings Services revised its CreditWatch
implications to negative from developing on Oglebay Norton Co.,
which has a 'B' corporate credit rating.


ORLANDO CITYPLACE: Wants to Use SFT Parties' Cash Collateral
------------------------------------------------------------
Orlando CityPlace, LLC and its debtor-affiliates ask permission
from the U.S. Bankruptcy Court for the Middle District of Florida
to use the cash collateral of SFT I, Inc., VAF Sub-CDE III, LLC,
and Robert Stoehr, and provide adequate protection to the lenders.

The Debtors tell the Court that due to the slowing down of overall
condominium sales in Orlando, the Debtors were unable to sell
sufficient units to amortize their obligations to the SFT Lenders.  
As evidenced by the short duration of the SFT loan, it was never
contemplated that the SFT obligation would be repaid through hotel
operations, the Debtors say.

The Debtors explain that it has to continue operations in order to
maximize the going concern value of its properties subject to a
sale.  This requires the use of funds on hand and funds to be
receive, which may be subject ot a lien in favor of the SFT
Parties.  The cash collateral is comprised, in whole or in part,
of funds to be received as rents or hotel revenue from the
Debtors' Lexington condominium-hotel.

SFT, according to a loan and security agreement with the Debtors,
asserts that it holds a lien on the cash collateral.  The Debtors
estimate that it owes SFT approximately $28,392,709 in principal.

As of the Debtors' bankruptcy filing, the Debtor estimates that
the value of the cash collateral consisting of cash and rents to
be approximately $10,000.  The Debtor has $8,000 of funds on hand,
and will require the use of $330,000 in cash collateral to
continue and maintain operations.

As adequate protection for the use of cash collateral, the Debtors
propose to grant SFT a replacement lilen to the same validity,
extent, and priorty as its pre-bankruptcy lien.

Robert Stoehr, the Debtors relate, may assert some type of
interest in the cash collateral as a result of a promissory note
for $1,000,000 between Mr. Stoehr as lender and the Debtors as
borrowers.  Mr. Stoehr is unsecured with respect to his rights
against the cash collateral and, thus, is adequately protected by
a replacement lien.

CDE also asserts an interest in the cash collateral, and is also
protected by a replacement lien.

                     About Orlando CityPlace

Based in Orlando, Florida, Orlando CityPlace LLC and its
affiliates -- http://www.lexingtonorlando.com/-- develop real   
estate property.  The Debtors own the Lexington Hotel and District
Five Restaurant on Orlando.

The company and its affiliates filed for Chapter 11 protection on
July 23, 2007 (Bankr. M.D. Fla. Lead Case No. 07-03159).  Jimmy D.
Parrish, Esq., Mariane L. Dorris, Esq., and R. Scott Shuker, Esq.,
at Latham, Shuker, Eden & Beaudine, LLP, represent the Debtors in
their restructuring efforts.  When the Debtors filed for
protection from their creditors, Orlando CityPlace, LLC listed
total assets of $55,000,000, and total debts of $44,000,000, while
O.C.P. Corner, LLC listed total assets of $2,000,000 and total
debts of $1,700,000.  Orlando CityPlace II, LLC listed total
assets and debts of $1 million to $100 million.


ORLANDO CITYPLACE: Seeks to Reject Vance Marketing Contracts
------------------------------------------------------------
Orlando CityPlace LLC and its debtor-affiliates ask permission
from the U.S. Bankruptcy Court for the Middle District of Florida
to reject an executory contract with Vance Marketing Services,
LLC.

The Debtors entered into an exclusive brokerage agreement with
Vance Marketing which gave Vance the exclusive right to sell units
at the Debtors' Lexington hotel.  In accordance with the
arrangement agreement, the Debtors is focused on selling the real
estate and commercial buildings owned by the Debtors at a Court
approved auction, rather than the individual units.  The Debtors
are currently seeking approval to sell all of their assets free of
liens and encumbrances.

The Debtors tell the Court that the executory contracts are a
burden to their estates.

Based in Orlando, Florida, Orlando CityPlace LLC and its
affiliates -- http://www.lexingtonorlando.com/-- develop real   
estate property.  The Debtors own the Lexington Hotel and District
Five Restaurant on Orlando.

The company and its affiliates filed for Chapter 11 protection on
July 23, 2007 (Bankr. M.D. Fla. Lead Case No. 07-03159).  Jimmy D.
Parrish, Esq., Mariane L. Dorris, Esq., and R. Scott Shuker, Esq.,
at Latham, Shuker, Eden & Beaudine, LLP, represent the Debtors in
their restructuring efforts.  When the Debtors filed for
protection from their creditors, Orlando CityPlace, LLC listed
total assets of $55,000,000, and total debts of $44,000,000, while
O.C.P. Corner, LLC listed total assets of $2,000,000 and total
debts of $1,700,000.  Orlando CityPlace II, LLC listed total
assets and debts of $1 million to $100 million.


OUTLOOK RESOURCES: Expects to File 2nd Qtr. Financials on Friday
----------------------------------------------------------------
Outlook Resources Inc. discloses that pursuant to Ontario
Securities Commission Policy 57-603, it is in default of filing
its interim financial statements and MD&A for the six months ended
May 31, 2007, which were to have been filed on or before July 30,
2007 pursuant to relevant securities laws.

The company has made an application to be granted a Management
Cease Trade Order in respect of each individual that is, or was,
at any time since the end of the period covered by the last
financial statements filed by the company, namely those in respect
of the period ended February 28, 2007, a director, officer or
other insider of the company who, during that time, had or may
have had, access to material information with respect to the
Company that has not been generally disclosed.  The Management
Cease Trade order is revocable within 15 days if the Company files
the required financial statements, MD&A and certifications within
that time period.  It is presently expected that the filings will
occur within that time frame.

Mr. John Bottomley, President and Chief Executive Officer of
Outlook advises that he accepts full responsibility for missing
the deadline and is working diligently to ensure the Statements
are completed and filed no later than August 10, 2007.

The company intends to satisfy the provisions of the Alternate
Information Guidelines as set out in the Policy for as long as it
remains in default.

Should the company fail to SEDAR file its financial statements on
or before September 30, 2007, the OSC will impose a cease trade
order that all trading in securities of the Company cease for such
period specified in the OSC order.

Outlook Resources Inc. (TSX: OLR) is a junior, Canadian public
company which is engaged in the development of new and emerging
opportunities in the bio resources field.  The company, through
Agassiz Aqua Farms Inc., a wholly-owned subsidiary owns all of the
issued and outstanding Class III common shares of Agassiz Aqua
Tech Inc., a corporation incorporated under the laws of the
Province of Manitoba, which is involved in aquaculture
technologies and operations.

At Feb. 28, 2006, the company's balance sheet showed total assets
of $917,534 and total liabilities of $2,411,076 resulting in a
shareholders' deficit of $1,493,542.


PAN AMERICAN: Case Summary & 23 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Pan American General Hospital, L.L.C.
        aka Pan American Community Hospital
        aka Southwestern General Hospital
        1221 North Cotton
        El Paso, TX 79901

Bankruptcy Case No.: 07-30935

Type of business: The Debtor owns and operates a physician-owned
                  hospital that is licensed for 100 beds and is
                  fully accredited by the Joint Commission on
                  Accreditation of Healthcare Organizations,
                  Medicare, and the Texas Department of Health.  
                  See http://www.pachosp.com

Chapter 11 Petition Date: August 6, 2007

Court: Western District of Texas (El Paso)

Judge: Robert C. McGuire

Debtor's Counsel: E.P. Bud Kirk, Esq.
                  6006 North Mesa, Suite 806
                  El Paso, TX 79912
                  Tel: (915) 584-3773

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
   ------                      ---------------       ------------
Glenn Grimsley                                         $1,088,063
1108 Los Jardines Circle
El Paso, TX 79912

H.B.O. Associates                                        $328,000
c/o Dr. Miguel Barron
3030 Gateway East
El Paso, TX 79905

Internal Revenue Service                                 $190,000
Stop 5022 AUS
300 East 8th Street
Austin, TX 78701

Assured Benefits                                         $158,594

Desert Healthcare, Ltd.                                  $150,000

Resolution Consulting,                                   $125,000
Inc.

Paul Kisucky, C.R.N.A.                                   $116,000

H.B.O. Associates                                        $328,000

Mario Padilla, M.D.                                       $98,000

Lab Corp.                                                 $89,077

Quest Diagnostics                                         $88,105

W. Meshel, M.D.                                           $88,000

Armando Beltran, M.D.                                     $80,000

Texas Tech University                                     $71,175

Medical Staffing Network                                  $70,466

Adac Medical Credit                                       $64,416

Innovations                                               $60,000

Carlos Garcia, M.D.                                       $60,000

Advanced Professional                                     $51,039
Software

Invivio M.D.E.                                            $50,604

Lab One, Inc.                                             $45,537

H.C.F.S., Inc.                                            $43,463

Medline Industries, Inc.                                  $41,643


PARKWAY HOSPITAL: Court Confirms First Amended Reorganization Plan
------------------------------------------------------------------
The Honorable Prudence Carter Beatty of the U.S. Bankruptcy Court
for the Southern District of New York confirmed Parkway Hospital
Inc.'s First Amended Plan of Reorganization.

The restructuring transactions pursuant to which the Plan will be
implemented include, but are not limited to:

   (a) closing the exit financing transaction;

   (b) forming creditor trusts and transferring contributed
       assets;

   (c) obtaining Court approval of union and employee funds
       settlements;

   (d) obtaining Court approval of a new lease; and

   (e) distributing the Reorganized Debtor Equity in accordance
       with the Plan.

                     Treatment of Claims

Each holder of Secured Tax Claims will be paid in full.

A Prepetition Lender Claim will be deemed an allowed claim and
reaffirmed in the amount of $8.9 million and the full value of the
allowed claim will be reaffirmed post-effective date.  The claim
in this class will be paid in the ordinary course of business
pursuant to the terms of prepetition loan documents.

DIP Loan Claims will be waived by the new owner in exchanged for
Class B Preferred Stock in the reorganized debtor.

Unsecured Priority Claims, estimated at $100,000, which has not
been satisfied as of the effective date, will be paid in full on
the third business day after the effective date; or the date
decreed by a final Court order.

Each holder of an Unsecured Nonpriority Trade Claim will receive
one-time payment from Creditor Trust I equal to 30% of the
holder's claim.  If at any point in time, Creditor Trust I will
lack cash to pay 30% of all claims, the Reorganized Debtor, within
30 days of receiving a written notice from Creditor Trustee I,
will pay additional cash to Creditor Trust I in an amount
sufficient to provide Creditor Trust I with cash distributions to
holders of this class.  The residual of Creditor Trust I will be
returned to the Reorganized Debtor after all distributions have
been made.  The Debtor estimates that, after settlements, claims
objections, and setoffs, there will be approximately $14,458,513
in claims.

Each holder of an Unsecured Nonpriority Litigation Claim will be
entitled to a pro rata share of the beneficial interests in
Creditor Trust II.

All equity interests in the Debtor will be converted to Class A
Common Stock and all subordinated claims will get nothing under
the plan.

                     About Parkway Hospital

The Parkway Hospital, Inc., operates a 251-bed proprietary, acute
care community hospital located in Forest Hills, New York.  The
Company filed for chapter 11 protection on July 1, 2005 (Bankr.
S.D.N.Y. Case No. 05-14876).  Timothy W. Walsh, Esq., at DLA Piper
Rudnick Gray Cary US LLP, represents the Debtor in its
restructuring efforts.  The firm of Alston & Bird LLP serves as
substitute bankruptcy counsel to the Official Committee of
Unsecured Creditors.  When the Debtor filed for protection from
its creditors, it listed $28,859,000 in total assets and
$47,566,000 in total debts.


PIONEER NATURAL: Earns $36 Million in Quarter Ended June 30
-----------------------------------------------------------
Pioneer Natural Resources Company released on Aug. 7, 2007, its  
financial and operating results for the quarter ended June 30,
2007.  Net income for the second quarter was $36 million.  Second
quarter results included several items unrelated to ongoing
operations:

  -- a charge of $47 million related to incremental estimated
     costs for reclamation of the company's East Cameron 322
     facility that was destroyed by Hurricane Rita.  The company
     expects insurance to cover a substantial portion of the
     incremental costs.

  -- charges totaling $35 million for drilling and asset
     impairments associated with exiting Nigeria, which were
     offset by a related tax benefit of $40 million.
  
  -- a charge for a U.S. impairment of $6 million.

In the aggregate, the above items represent a net after-tax charge
of $29 million.

Pioneer also recorded the receipt of its first Alaskan Petroleum
Production Tax (PPT) refund.  The company earns PPT capital
expenditure credits for qualified capital expenditures that can be
used to reduce future PPT liabilities, sold to third parties or
refunded by the State of Alaska.  During the second quarter of
2007, Pioneer monetized $25.0 million of PPT credits through a
refund from the State of Alaska ($16 million after-tax), that is
included in Interest and Other Income.  The company expects to
monetize and otherwise benefit from additional PPT credits in
future quarters.

Oil and gas sales reached the top end of Pioneer's forecasted
range due to continued growth in the company's core areas and
averaged 105,656 barrels oil equivalent per day (BOEPD), up 7% as
compared to the prior year quarter.

At June 30, 2007, the company's consolidated balance sheet showed
$8.14 billion in total assets, $5.05 billion in total liabilities,
and $3.09 billion in total stockholders' equity.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $597.2 million in total current
assets available to pay $880.2 million in total current
liabilities.

                         Financial Review

Second quarter oil sales averaged 25,888 barrels per day (BPD) and
natural gas liquids sales averaged 18,140 BPD.  Gas sales in the
second quarter averaged 370 MMCFPD.  The reported price for oil
was $60.38 per barrel and included $11.65 per barrel related to
deferred revenue from volumetric production payments (VPPs) for
which production was not recorded.  The price for natural gas
liquids was $39.52 per barrel.  The reported price for gas was
$7.45 per thousand cubic feet (MCF), including $.53 per MCF
related to deferred revenue from VPPs for which production was not
recorded.

Second quarter production costs averaged $12.53 per barrel oil
equivalent (BOE), and were impacted primarily by facilities and
compression work in Raton and an increase in workover activity,
much of which having been postponed due to first quarter weather
disruptions.

Exploration and abandonment costs were $70 million for the quarter
and included $44 million of acreage and unsuccessful drilling
costs, including $23 million for Nigeria Block 256, and
$26 million of geologic and geophysical expenses, including
seismic and personnel costs.  As discussed above and reported as
net hurricane activity expense, the incremental estimated cost
associated with the abandonment of the East Cameron 322 facility
resulted in a decrease in after-tax earnings of $30 million.

Pioneer invested $476 million during the second quarter 2007,
bringing total investments for the first half of 2007 to
$984 million, including acquisitions.  Capital investments for
2007 were heavily front-end loaded with $390 million of capital
invested during the first half of the year in large development
projects (South Coast Gas project offshore South Africa and
Oooguruk field development on the North Slope of Alaska), high
impact exploration and winter-access drilling in Canada.

Adjusted to exclude discontinued operations, total sales for the
second quarter 2006 averaged 98,893 BOEPD and included oil sales
of 24,571 BPD, natural gas liquids sales of 19,143 BPD and gas
sales of 331 MMCFPD.  Reported prices for second quarter 2006 were
$69.71 per barrel for oil, including $13.00 per barrel related to
deferred revenue from VPPs for which production was not recorded,
$36.32 per barrel for natural gas liquids and $6.25 per MCF for
gas, including $.62 per MCF related to deferred revenue from VPPs
for which production was not recorded.

The company recently announced that it has entered into an
agreement with Petrogulf Corporation to acquire an interest in
approximately 30,000 net acres in the Raton Basin for
$205 million.  Pioneer expects the purchase to be structured as
part of a like-kind exchange to defer a majority of the company's
tax liability on the expected sale of Spraberry assets to Pioneer
Southwest Energy Partners L.P.

The percentage of total production hedged as of Aug. 6, 2007, was
44% for the remainder of 2007, 19% in 2008, 6% in 2009 and 3% in
2010.  Third quarter 2007 amortization of deferred losses on
terminated oil and gas hedges is expected to be $38 million.  

                      About Pioneer Natural

Pioneer Natural Resources (NYSE: PXD) -- http://www.pxd.com/-- is  
a large independent oil and gas exploration and production
company, headquartered in Dallas, with operations in the United
States, Canada, South Africa and Tunisia.

                          *     *     *

As reported in the Troubled Company Reporter on April 25, 2007,
Fitch Ratings revised the Rating Outlook for Pioneer Natural
Resources' debt ratings to Negative from Stable following the
announcement that it will create two master limited partnerships
and contribute a portion of the company's ownership interest in
the Spraberry and Raton fields.  In addition, the company
announced that its Board of Directors approved a $450 million
increase in the share repurchase program.  Fitch currently rates
Pioneer's Issuer Default Rating and senior unsecured debt 'BB+'.


POPE & TALBOT: Credit Default Cues S&P to Downgrade Ratings
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on pulp and lumber producer Pope & Talbot Inc. to 'CCC'
from 'CCC+' and its senior unsecured debt rating to 'CC' from
'CCC-'.  The outlook is negative.
     
"The downgrade followed the company's announcement that it is in
default under its $75 million borrowing-base revolving credit
agreement and that it has entered into a forbearance agreement
with the lending group," said Standard & Poor's credit analyst
Andy Sookram.

The company was unable to generate the minimum EBITDA required
under its financial covenant for the fourth quarter, ended
June 30, 2007.  The forbearance agreement requires the company to
expand its efforts to improve its balance sheet during the
forbearance period, expiring Sept. 17, 2007, by, among other
things, soliciting offers to purchase all or substantially all of
its assets or equity interests.
     
"We are concerned about the company's ability to maintain adequate
liquidity and avoid accelerated maturity of its credit facility,
which is due 2012," Mr. Sookram said.
     
Pope & Talbot continues to be hurt by challenging operating
conditions, including a weak pricing environment in the lumber
markets and issues of raw materials cost and availability in the
pulp business.
     
The company has been exploring asset sales and capital infusions
to strengthen its balance sheet and generate cash, and is
analyzing its ability to restructure its debt and other
liabilities.
     
As of Aug. 6, 2007, Pope & Talbot had approximately $5.5 million
of borrowing capacity under its borrowing-base revolving credit
facility.
     
Mr. Sookram said, "We could lower the ratings if Pope & Talbot
cannot improve its balance sheet and liquidity, whether through
asset sales or capital infusions; if the forbearance period is not
extended and the lenders accelerate maturity of the credit
agreement; or if the company restructures its debt through a
distressed exchange or in some other manner to the detriment of
creditors."


RASC: Fitch Lowers Ratings on Three Certificate Classes to BB+
--------------------------------------------------------------
Fitch Ratings has taken rating actions on four Residential Asset
Securities Corporation (RASC) mortgage pass-through certificates.  
Affirmations total $2.39 billion and downgrades total $68.5
million.  Break Loss percentages and Loss Coverage Ratios for each
class are included with the rating actions as:

RASC, Series 2006-KS6
  -- $339.2 million class A affirmed at 'AAA' (BL: 33.10, LCR:
     2.87);
  -- $20.7 million class M-1 affirmed at 'AA+' (BL: 30.31, LCR:
     2.63);
  -- $18.5 million class M-2 affirmed at 'AA+' (BL: 27.23, LCR:
     2.36);
  -- $10.9 million class M-3 affirmed at 'AA' (BL: 24.87, LCR:
     2.16);
  -- $9.5 million class M-4 affirmed at 'AA-' (BL: 22.78, LCR:
     1.97);
  -- $9.8 million class M-5 affirmed at 'A+' (BL: 20.65, LCR:
     1.79);
  -- $8.7 million class M-6 affirmed at 'A' (BL: 18.69, LCR:
     1.62);
  -- $8.4 million class M-7 affirmed at 'A-' (BL: 16.65, LCR:
     1.44);
  -- $7.6 million class M-8 downgraded to 'BBB' from 'BBB+' (BL:
     14.65, LCR: 1.27);
  -- $5.7 million class M-9 downgraded to 'BBB-' from 'BBB' (BL:
     13.02, LCR: 1.13);
  -- $5.4 million class B downgraded to 'BB-' from 'BBB-' (BL:
     10.79, LCR: 0.94).

Deal Summary
  -- Originators: GMAC-RFC (100%);
  -- 60+ day Delinquency: 10.78%;
  -- Realized Losses to date (% of Original Balance): 0.26%;
  -- Expected Remaining Losses (% of Current Balance): 11.54%;
  -- Cumulative Expected Losses (% of Original Balance): 10.01%.

Series 2006-KS7
  -- $345 million class A affirmed at 'AAA' (BL: 32.10, LCR:
     2.65);
  -- $21.2 million class M-1 affirmed at 'AA+' (BL: 29.33, LCR:
     2.42);
  -- $18.7 million class M-2 affirmed at 'AA' (BL: 26.51, LCR:
     2.19);
  -- $11.3 million class M-3 affirmed at 'AA-' (BL: 24.60, LCR:
     2.03);
  -- $10.5 million class M-4 affirmed at 'A+' (BL: 22.37, LCR:
     1.85);
  -- $9.6 million class M-5 affirmed at 'A' (BL: 20.28, LCR:
     1.68);
  -- $9.4 million class M-6 affirmed at 'A-' (BL: 18.12, LCR:
     1.50);
  -- $9.1 million class M-7 affirmed at 'BBB+' (BL: 15.98, LCR:
     1.32);
  -- $7.7 million class M-8 downgraded to 'BBB-' from 'BBB' (BL:
     13.99, LCR: 1.16);
  -- $6.3 million class M-9 downgraded to 'BB+' from 'BBB-' (BL:
     12.50, LCR: 1.03).

Deal Summary
  -- Originators: GMAC-RFC (100%);
  -- 60+ day Delinquency: 10.85%;
  -- Realized Losses to date (% of Original Balance): 0.24%;
  -- Expected Remaining Losses (% of Current Balance): 12.10%;
  -- Cumulative Expected Losses (% of Original Balance): 10.49%.

Series 2006-KS8
  -- $376.8 million class A affirmed at 'AAA' (BL: 30.72, LCR:
     2.72);
  -- $20.1 million class M-1 affirmed at 'AA+' (BL: 28.12, LCR:
     2.49);
  -- $18.2 million class M-2 affirmed at 'AA' (BL: 25.30, LCR:
     2.24);
  -- $11 million class M-3 affirmed at 'AA-' (BL: 22.96, LCR:
     2.03);
  -- $9.9 million class M-4 affirmed at 'A+' (BL: 20.80, LCR:
     1.84);
  -- $9.6 million class M-5 affirmed at 'A' (BL: 18.68, LCR:
     1.65);
  -- $9.1 million class M-6 affirmed at 'A-' (BL: 16.55, LCR:
     1.47);
  -- $6.9 million class M-7 affirmed at 'BBB+' (BL: 14.81, LCR:
     1.31);
  -- $4.1 million class M-8 affirmed at 'BBB' (BL: 13.72, LCR:
     1.21);
  -- $7.4 million class M-9 downgraded to 'BB+' from 'BBB-' (BL:
     11.94, LCR: 1.06).

Deal Summary
  -- Originators: GMAC-RFC (100%);
  -- 60+ day Delinquency: 10.69%;
  -- Realized Losses to date (% of Original Balance): 0.14%;
  -- Expected Remaining Losses (% of Current Balance): 11.29%;
  -- Cumulative Expected Losses (% of Original Balance): 10.15%.

Series 2006-KS9
  -- $858.6 million class A affirmed at 'AAA' (BL: 31.40, LCR:
     2.70);
  -- $47.5 million class M-1S affirmed at 'AA+' (BL: 28.63, LCR:
     2.46);
  -- $42 million class M-2S affirmed at 'AA' (BL: 25.66, LCR:
     2.21);
  -- $25.3 million class M-3S affirmed at 'AA-' (BL: 23.38, LCR:
     2.01);
  -- $22.8 million class M-4 affirmed at 'A+' (BL: 21.27, LCR:
     1.83);
  -- $22.2 million class M-5 affirmed at 'A' (BL: 19.18, LCR:
     1.65);
  -- $20.4 million class M-6 affirmed at 'A-' (BL: 17.21, LCR:
     1.48);
  -- $20.4 million class M-7 affirmed at 'BBB+' (BL: 15.11, LCR:
     1.30);
  -- $14.8 million class M-8 downgraded to 'BBB-' from 'BBB' (BL:
     13.44, LCR: 1.16);
  -- $13.6 million class M-9 downgraded to 'BB+' from 'BBB-' (BL:
     12.12, LCR: 1.04).

Deal Summary
  -- Originators: GMAC-RFC (100%);
  -- 60+ day Delinquency: 10.58%;
  -- Realized Losses to date (% of Original Balance): 0.11%;
  -- Expected Remaining Losses (% of Current Balance): 11.62%;
  -- Cumulative Expected Losses (% of Original Balance): 10.69%.


RESIDENTIAL ASSET: Moody's Cuts Class M-II-3 Cert. Rating to B3
---------------------------------------------------------------
Moody's Investors Service downgraded one certificate from
Residential Asset Mortgage Products, Inc. Trust asset-backed
securitization deal series 2003-RS7.

The transaction consists of a fixed rate pool and adjustable rate
pool. These pools are made up of mortgages that are not eligible
for inclusion in Residential Funding Company LLC specific loan
program securitization because they do not satisfy the underlying
guidelines for those programs. The mortgage loans were originated
by affiliates of RFC and serviced by HomeComings Financial
Network, Inc., a wholly owned subsidiary of RFC.

The most subordinate adjustable-rate certificate has downgraded
because existing credit enhancement levels are low given the
current projected losses on the underlying pools.  The pool of
mortgages has seen losses in recent months, and future loss could
cause a more significant erosion of the overcollateralization.  
The pool is currently below the OC target as of the July 25, 2007
reporting date.

Complete rating action is:

Downgrade:

Issuer: Residential Asset Mortgage Products, Inc.

-- Series 2003-RS7; Class M-II-3, downgraded to B3 from Baa2.


RESOURCE AMERICA: Earns $4.5 Million in Third Qtr. Ended June 30
----------------------------------------------------------------
Resource America Inc. reported net income of $4.5 million, and
$14.3 million for the third fiscal quarter and nine months ended
June 30, 2007, respectively, as compared to net income of
$3 million, and $15.8 million for the third fiscal quarter and
nine months ended June 30, 2006, respectively.

Income from continuing operations of $6 million and $15.8 million
for the third fiscal quarter and nine months ended June 30, 2007,
respectively, as compared to $3.1 million and $13.4 million for
the third fiscal quarter and nine months ended June 30, 2006,
respectively, an increase of $2.8 million or 91% and $2.4 million
or 18%, respectively.

The company's discontinued operations for the three months ended
June 30, 2007 was negatively impacted primarily by $1.9 million of
interest expense on the company's 2005 and 2004 IRS tax
assessments related to its legacy loan portfolio and a $374,000
write down taken on a held for sale property, net of a tax benefit
of $811,000.

Assets under management increased to $16.8 billion at June 30,
2007, from $10.5 billion at June 30, 2006, an increase of
$6.3 billion or 60%.

As of June 30, 2007, the company posted total assets of
$1 billion, total liabilities of $820.7 million, and total
stockholders' equity of $199 million.

Unrestricted and restricted cash held at June 30, 2007, were
$17.2 million, and $15.9 million, respectively.

                     Third Quarter Highlights

The company entered into a new 5-year $75 million loan and
security agreement with Commerce Bank, N.A., and U.S. Bank, N.A.  
This facility replaces the $25 million revolving credit facility
the company previously had with Commerce Bank.
    
On July 27, 2007, the board of directors of the company disclosed
a new share repurchase plan for up to $50 million of its
outstanding shares.
    
The company established a new division that will seek to sponsor
investment vehicles that will make majority private equity
investments in banks.  This division will augment the company's
existing private equity programs that have raised $62.1 million to
invest in banks.  The company hired Kent Carstater to lead the new
effort.  Mr. Carstater was formerly a principal in the investment
banking group at Keefe, Bruyette & Woods, an investment bank
specializing in the financial services sector.
    
Resource Capital Corp., a real estate investment trust managed by
the company and in which the company owns about 1.9 million common
shares, declared a cash dividend of $0.41 per common share for the
quarter ended June 30, 2007.
    
In June 2007, LEAF Financial Corporation, the company's commercial
finance asset manager, along with its investment partnerships,
acquired substantially all of the assets of the leasing division
of Pacific Capital Bank, N.A., for about $282.2 million, including
acquisition costs.  LEAF's investment partnerships acquired
$269.5 million of leases and notes of which $201.7 million were
acquired during the quarter ended June 30, 2007.
    
The company's financial fund management operating segment
increased its assets under management at June 30, 2007, to
$14.2 billion, an increase of $5 billion or 54%, from June 30,
2006.
    
Resource Real Estate Holdings Inc., the company's real estate
asset manager that invests in and manages real estate investment
vehicles for itself and for outside investors and operates the
company's commercial real estate debt platform, increased its
assets under management to $1.5 billion at June 30, 2007, an
increase of $800 million or 112%, from June 30, 2006.
    
LEAF had three bank facilities as of June 30, 2007, with an
aggregate outstanding balance of $281 million.  As of Aug. 3,
2007, these three facilities had an aggregate outstanding balance
of $190.6 million.  These facilities are non-recourse to the
company and are secured by the leases and notes financed
thereunder, which assets had a value of $313.9 million as of
June 30, 2007, and $208.5 million as of Aug. 3, 2007.  LEAF uses
these bank facilities to finance leases and notes that it
subsequently sells to investment partnerships that LEAF sponsors
and manages.
    
The company's bank loan business had two outstanding warehouse
facilities as of June 30, 2007, with an aggregate outstanding
balance of $414.2 million and $264.5 million as of Aug. 3, 2007.

                      About Resource America

Headquartered in Philadelphia, PA, Resource America Inc.
(NASDAQ: REXI) -- http://www.resourceamerica.com/-- is a
specialized asset management company that uses industry specific
expertise to generate and administer investment opportunities for
its own account and for outside investors in the financial fund
management, real estate and commercial finance sectors.

                          *     *     *

Moody's Investors Service placed Resource America Inc.'s senior
unsecured rating at Caa1.


SHAMROCK TOWER: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Shamrock Tower, L.P.
        7500 Bellaire Boulevard, Suite 201
        Houston, TX 77036

Bankruptcy Case No.: 07-80410

Debtor-affiliate filing separate Chapter 11 petition:

       Entity                 Case No.
       ------                 --------
       619 Main, L.P.         07-80409

Chapter 11 Petition Date: August 7, 2007

Court: Southern District of Texas (Galveston)

Debtor's Counsel: J. Craig Cowgill, Esq.
                  J. Craig Cowgill & Associates, P.C.
                  2211 Norfolk, Suite 1190
                  Houston, TX 77098
                  Tel: (713) 956-0254
                  Fax: (713) 956-6284

Estimated Assets: Less than $10,000

Estimated Debts:  $1 Million to $100 Million

Debtors' List of its Two Largest Unsecured Creditors:

   Entity                      Nature of Claim      Claim Amount
   ------                      ---------------      ------------
Jeffrey R. Singer              Property Taxes            $25,000
77 Sugar Creek Center
Boulevard, Suite 565
Sugar Land, TX 77478-3688

Mobile Mini Ince               Property Taxes             $5,000
7020 Old Katy Road
Houston, TX 77024-2110


SOLUTIA INC: Judge Beatty Rejects Disclosure Statement
------------------------------------------------------
Tiffany Kary of Bloomberg News reports that the U.S. Bankruptcy
Court for the Southern District of New York rejected Solutia
Inc. and its debtor-affiliates' Disclosure Statement, ordering
the Debtors to resolve the $20,000,000,000 environmental
liabilities inherited from its former parent, Monsanto Company,
first.

The Honorable Prudence Carter Beatty said that she needed to
see the updated Monsanto Settlement that the Debtors'
reorganization plan depends on.  Jonathan S. Henes, Esq., at
Kirkland & Ellis LLP, in New York, informed the Court that the
Debtors plan to file the Monsanto Settlement by August 15, 2007.

The hearing on the Monsanto and Retiree Settlements is postponed
until October 1, 2007.  A hearing on the confirmation of the
Debtors' Plan will be held after that.

            Nitro Tort Victims' Supplemental Objection

The Nitro, West Virginia Tort Victims relate that the Debtors
have consistently represented that the Nitro Tort Victims' clams
are "Tort Claims," which will be unaffected by the Debtors'
Chapter 11 cases or the Debtors' plan of reorganization.  The
Debtors and the Nitro Tort Victims are in agreement in concept,
yet as of July 31, 2007, the parties still have not been able to
agree upon mutually consensual language that clearly expresses
these intentions.

The Debtors' current definition of "Tort Claims," or now, "Legacy
Tort Claims" uses language and concepts rooted in the
transactions underlying a distribution agreement.  The
Distribution Agreement is an extremely complex agreement and is
not a plan document, Douglas T. Tabachnik, Esq., at the Law
Offices of Douglas T. Tabachnik, in Manalapan, New Jersey, notes.

Mr. Tabachnik explains that understanding the Debtors' current
definition of "Legacy Tort Claims" requires special knowledge of
the relationship and transactions between Solutia Inc., and
Monsanto.  The language  of the Plan and the terms defined in the
Plan should be plain and clear so as to be understood by a
reasonable person, and not a person intimately familiar with the
legal relationships and transactions that have transpired between
Solutia and Monsanto.

The Debtors' disclosure statement should not be approved because
the Debtors' Plan provides for third party releases and
injunctions without providing any information in the Disclosure
Statement or Plan of the acts to be enjoined or identifying the
entittles that would be subject to the injunctions, Mr. Tabachnik
maintains.

                 Exclusive Periods Extension Sought

In July 2007, the Debtors asked the Court to further extend
their exclusive period to file a plan of reorganization until
Dec. 31, 2007, and their exclusive period to solicit acceptances
of that plan until Feb. 29, 2008.

The Debtors' exclusive period to file a plan and solicit
acceptances of that plan ended on July 30, 2007, and Sept. 28,
2007, respectively.

The Debtors filed their First Amended Plan and related disclosure
statement, as it has been or may be amended, on May 16, 2007.   
The modified Plan enjoys the support of many of Solutia Inc.'s
significant stakeholders, including the Official Committee of
Unsecured Creditors, Official Committee of Solutia's retirees,
Monsanto Company, and the Ad Hoc Committee of Trade Claims
Creditors.

Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York,
told the Court that the Plan is premised on two settlements --
a settlement between Solutia and Monsanto, and a settlement
between Solutia and the Retirees Committee, Monsanto and the
Creditors Committee.  The Settlements achieve a reallocation of
legacy liabilities and are the cornerstones of Solutia's Plan,
therefore, they must be approved before or in conjunction with
the confirmation of Solutia's Plan.  The Settlements will be
heard on Sept. 5, 2007.

Solutia said it is revising its Disclosure Statement and drafting
the necessary additional disclosures to comply with the Court's
directions.  In addition, Solutia said it is preparing for the
Sept. 5, 2007 hearing on the Settlements.  Solutia believes that
the Settlements readily meet the standards for approval under
Bankruptcy Rule 9019.

                        About Solutia Inc.

Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)
-- http://www.solutia.com/-- and its subsidiaries, engage in the   
manufacture and sale of chemical-based materials, which are used
in consumer and industrial applications worldwide.  The company
and 15 debtor-affiliates filed for chapter 11 protection on Dec.
17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949).  When the
Debtors filed for protection from their creditors, they listed
$2,854,000,000 in assets and $3,223,000,000 in debts.

Solutia is represented by Allen E. Grimes, III, Esq., at
Dinsmore & Shohl, LLP and Conor D. Reilly, Esq., at Gibson,
Dunn & Crutcher, LLP.  Trumbull Group LLC is the Debtor's claims
and noticing agent.  Daniel H. Golden, Esq., Ira S. Dizengoff,
Esq., and Russel J. Reid, Esq., at Akin Gump Strauss Hauer &
Feld LLP represent the Official Committee of Unsecured Creditors,
and Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice.
(Solutia Bankruptcy News, Issue No. 95; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


SOLUTIA INC: Creditors' Committee Wants Settlements Approved
------------------------------------------------------------
The Official Committee of Unsecured Creditors in Solutia Inc. and
its debtor-affiliates' bankruptcy cases; and Monsanto Company and
Pharmacia Corporation ask the U.S. Bankruptcy Court for the
Southern District of New York to approve:  

  (i) the settlement among Solutia Inc., Monsanto, Pharmacia
      Corporation, the Creditors Committe, the Official
      Committee of Retirees, and the Ad Hoc Trade Committee; and

(ii) the settlement among Solutia, Monsanto, the Retirees'
      Committee, and the Creditors Committee Settlement.

The Creditors Committee relates that the Settlements are critical
components of the Debtors' Second Amended Joint Plan of
Reorganization, pursuant to which the Debtors have settled all
pending litigation against Monsanto and Pharmacia, including
objections to proofs of claim filed by Monsanto and Pharmacia, by
fixing legacy liabilities that Monsanto will assume under the
Plan, and obtaining Pharmacia's agreement to waive all of its
claims against the Debtors with prejudice.  The Debtors also have
achieved reductions in future benefit obligations to Solutia's
retirees through agreement with the Official Committee of
Retirees.

The Creditors Committee believes that the Settlements achieve a
reallocation of the Debtors' legacy liabilities necessary to pave
the way for the Debtors' successful reorganization and that the
Settlements are fair and equitable, as required under applicable
law.

The Creditors Committee reserves the right, and intends, to
supplement its joinder with additional arguments in support of
the Motion and respond to any objections filed in connection with
the Motion.  Monsanto and Pharmacia also reserve their rights to
reply to any objection filed with respect to the Motion; file
papers in support of the relief requested; and participate in any
hearing, disposition, discovery or any other matter relating to
the Motion.

                           Objections

(1) Noteholders Committee

The Ad Hoc Committee of Solutia Noteholders asks the Court to
deny approval of the Monsanto Settlement, or in the alternative,
adjourn the hearing on the Motion.

Bennett J. Murphy, Esq., at Hennigan, Bennett & Dorman LLP, in
Los Angeles, California, notes that the Debtors have not
demonstrated that the Monsanto Settlement is fair and equitable
because they have not provided the Court with the rigorous
analysis necessary for the Court to compare the likelihood of
their success in litigation against Monsanto and Pharmacia with
the benefits of the settlement.  In fact, it is not apparent that
the Debtors have even conducted the analysis that would be
required to make the determination, he contends.

Mr. Murphy states that to obtain approval of the Monsanto
Settlement, the Debtors will have to make at least three crucial
showings, with respect to which the Motion is wholly inadequate.  
These are:

   -- Debtors must lay out for the Court the results of their
      investigation of the claims between the Debtors, Monsanto
      and Pharmacia that they conducted at the outset of their
      Chapter 11 cases, whatever that investigation might have
      been;

   -- Debtors must quantify the liabilities they are to retain
      under the settlement and compare that to the liabilities
      that would be put to Monsanto if the Debtors prevailed in
      their litigation; and

   -- Debtors must demonstrate why their odds of success in
      litigation are so low that it is worth their retaining
      those liabilities and paying $240,000,000 to Monsanto.

The Noteholders Committee has made these points before.  Had the
Debtors undertakenthe analysis to establish any of the points,
they would have most certainly disclosed so in their disclosure
statement, Mr. Murphy tells the Court.  Instead, the Debtors have
persisted in proposing disclosure on the litigation that consists
of little more than a self-serving "sales job" designed to
support approval of the Monsanto Settlement, he argues.

The memorandum of law in support of the Motion is replete with
reasons why the Debtors' litigation against Monsanto and
Pharmacia would likely fail.  Noticeably absent is any discussion
of the possibility that the Debtors might succeed, or of the
extensive analysis that the Debtors did, or should have done, to
reach their conclusions.  Mr. Murphy asserts that any settlement
is better than an outright loss in litigation.  Contrary to the
Debtors' approach, the winning -– not the losing -- scenario is
the reference point against which a settlement should be judged,
he says.

Also absent form the Memo is any critical assessment of the
scope, magnitude and timing of the legacy liabilities proposed to
be assumed by the Debtors and made forever binding upon them
following emergence from bankruptcy, Mr. Muphy notes.  To
determine whether the Monsanto Settlement is of any benefit to
the Debtors at all, much less of sufficient benefit to outweigh
the Debtors' chances of success in litigation, the Court needs to
know whether or not they will be in a position to thrive as a
going, and growing, concern, or remain saddled by another
company's legacies, he asserts.

Moreover, the Debtors have failed to include a current, complete
and fully executed settlement agreement.  For that reason alone,
the Court should deny approval of the Monsanto Settlement, Mr.
Murphy maintains.

2) Nitro Tort Victims

The Nitro, West Virginia Tort Victims, which include about 2,300
current and former residents from one or more communities
surrounding a now defunct chemical plant located near Nitro, West
Virginia, ask the Court to deny the Motion to the extent that it
seeks approval of the Monsanto Settlement.

Certain Nitro Tort Victims filed proofs of claim asserting claims
against the Debtors for property damage, personal injuries and
medical monitoring arising from the Debtors' ownership and
operation of the Nitro Plant.  The Nitro Tort Victims contend
that their property has been contaminated and their health has
been endangered by the release of dioxin contaminants resulting
from the Debtors' tortious conduct at the Nitro Plant.

In addition, two separate lawsuits are pending in Putnam County
Circuit Court, West Virginia, for injuries suffered from the
release of dioxin contaminants produced at the Nitro Plant.  The
lawsuits name Monsanto and Pharmacia, among others, as
defendants.

The Nitro Tort Victims relate that they have been assured that it
is the Debtors' intent to include claims held by the Nitro Tort
Victims in the definition of "Tort Claims" so that their claims
will not be affected by the Debtors' Chapter 11 cases and will be
resolved under applicable state or federal law outside of the
proceedings.

However, as of July 30, 2007, the Tort Claims definition proposed
by the Debtors and appearing in the Plan does not clearly and
unequivocably include the claims held by the Nitro Tort Victims,
Douglas T. Tabachnik, Esq., at the Law Offices of Douglas T.
Tabachnik, in Manalapan, New Jersey, notes.  Additionally, the
language in the Debtors' Third Amended Disclosure Statement  
circulated on July 25, 2007, but not filed, regarding the
"Monsanto/Pharmacia Injunction" does not clearly and
unequivocably allow the Nitro Tort Victims to pursue claims they
have or may have against Monsanto and Pharmacia, he says.

A certain relationship agreement, or any amendement to it,
between the Debtors and Monsanto, which the Debtors state is
critical to their Plan and which purports to contain the terms of
the Monsanto Settlement, has not been filed, Mr. Tabachnik tells
the Court.  

The Court and the Nitro Tort Victims do not have the necessary
factual background to evaluate the Monsanto Settlement to
determine if it is fair and equitable.  "No one knows what the
terms of that settlement are," Mr. Tabachnik argues.  Moreover,
the only filed version of the Relationship Agreement that was
filed on February 16, 2006, is incomplete and was not signed by
Monsanto, he points out.

The Relationship Agreement refers to 20 separate exhibits, which
are not included.  It is quite possible and likely that the
Relationship Agreement has materially changed since a version of
it was filed almost one and a half years ago.  "It is not
possible to determine if any other of Monsanto's obligations set
forth in the only Relationship Agreement filed has subsequently
been negotiated away," Mr. Tabachnik says.

The Relationship Agreement filed also provided that Monsanto will
indemnify Solutia for all "Tort Claims."  Because the definition
of Tort Claims has been revised to include "Solutia Tort Claims,"
it appears that Monsanto is now not indemnifying Solutia for all
"Tort Claims," but rather for the "Legacy Tort Claims,"
Mr. Tabachnik contends.

The Motion itself does not include all of the information on
which it relies, Mr. Tabachnik states.  The amount of
"consideration provided by Monsanto" is one of the key terms of
the compromise and settlement missing, he points out.

Also, the injunctive relief Monsanto will receive in the Monsanto
Settlement is exceedingly broad.  By its terms, the Monsanto
injunction enjoins all other tort claims against Monsanto and all
claims of any kind against Monsanto's unnamed "Affiliates."  
Mr. Tabachnik insists that all of these types of tort claims need
to be described so that the parties and tort victims can be
apprised that their rights are being affected.

                        About Solutia Inc.

Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)
-- http://www.solutia.com/-- and its subsidiaries, engage in the   
manufacture and sale of chemical-based materials, which are used
in consumer and industrial applications worldwide.  The company
and 15 debtor-affiliates filed for chapter 11 protection on Dec.
17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949).  When the
Debtors filed for protection from their creditors, they listed
$2,854,000,000 in assets and $3,223,000,000 in debts.

Solutia is represented by Allen E. Grimes, III, Esq., at
Dinsmore & Shohl, LLP and Conor D. Reilly, Esq., at Gibson,
Dunn & Crutcher, LLP.  Trumbull Group LLC is the Debtor's claims
and noticing agent.  Daniel H. Golden, Esq., Ira S. Dizengoff,
Esq., and Russel J. Reid, Esq., at Akin Gump Strauss Hauer &
Feld LLP represent the Official Committee of Unsecured Creditors,
and Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice.
(Solutia Bankruptcy News, Issue No. 95; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


SUN MICROSYSTEMS: Restructuring Plan Aims to Cut Jobs
-----------------------------------------------------
Sun Microsystems Inc.'s Board of Directors approved Aug. 1,
2007, a plan to better align the company's resources with its
strategic business objectives, including reducing its workforce.

The company expects to incur total charges ranging from
$100 million to $150 million over the next several quarters in
connection with the restructuring plan, the majority of which
relate to cash severance costs and is expected to be incurred
in the first half of the fiscal year ended June 30, 2008.

Additionally, Sun Microsystems' Board amended the company
bylaws decreasing the number of board members to 10 from 11.

Sun Microsystems' results for the fiscal year ended June 30,
2007, showed net income of $473 million, as compared with a net
loss of $864 million for fiscal 2006.

For the full fiscal year, the company reported revenues of
$13.87 billion, an increase of 6.2 percent over fiscal year
2006.  

At June 30, 2007, the company's unaudited consolidated balance
sheet showed $15.8 million in total assets, $8.6 million in total
liabilities, and $7.2 million in total stockholders' equity.

Headquartered in Santa Clara, California, Sun Microsystems Inc.
(NASDAQ: SUNW) -- http://www.sun.com/-- provides network    
computing infrastructure solutions that include computer systems,
data management, support services and client solutions and
educational services.  It sells networking solutions, including
products and services, in most major markets worldwide through a
combination of direct and indirect channels.

Sun Microsystems conducts business in 100 countries around the
globe, including Latin America: Chile, Colombia, Brazil,
Argentina, Mexico and Venezuela.

                         *     *     *

Sun Microsystems Inc.'s 7.65% Senior Notes due Aug. 15, 2009,
carry Moody's Investors Service's Ba1 rating and Standard & Poor's
BB+ rating.


SUNCOM WIRELESS: Good Performance Cues S&P to Lift Rating to B-
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on Berwyn,
Pennsylvania-based SunCom Wireless Holdings Inc., including the
corporate credit rating, which was raised to 'B-' from 'CCC+'.
      
"The upgrade reflects SunCom's better operating performance, as
well as the favorable impact of its May 2007 subordinated debt
exchange," said Standard & Poor's credit analyst Susan Madison.  
The outlook is stable.
     
SunCom is a rural and suburban wireless provider serving about 1.1
million subscribers in North Carolina, South Carolina, Tennessee,
Georgia, Kentucky, Puerto Rico, and the U.S. Virgin Islands. Debt
at June 30, 2007, totaled about $970 million, including $241
million of secured bank debt.
     
While still vulnerable, SunCom's business position has improved
over the last 18 months as it has transitioned to a stand-alone
regional wireless provider.  Service revenues for the second
quarter of 2007 grew 5% sequentially and 19% annually, driven by
solid subscriber increases and growth in average revenue per user.  
The EBITDA margin also expanded to 22.8% from 13.3% a year ago,
reflecting the absence of elevated transition costs in 2007, and a
growing subscriber base.
     
SunCom's second-quarter operating performance was also bolstered
by contributions from roaming revenue, which grew 29% annually and
contributed about 10% of total revenues.  However, the company's
largest roaming partner, has begun to redirect a portion of its
traffic to other network providers.  As a result, SunCom estimates
roaming minutes of use could decline 25% from second-quarter
levels.  Despite this likely decline in roaming MOUs and
associated revenues, Standard & Poor's expects SunCom to maintain
credit parameters consistent with a 'B-' corporate credit rating
as long as its retail operations, which contribute the bulk of the
company's revenues and cash flow, continue to grow.
     
With about $1 billion of bank debt and senior notes outstanding
following the recent debt exchange, (which reduced debt and annual
interest expense by $732 million and $66 million, respectively),
SunCom remains highly leveraged with debt to annualized last
quarter EBITDA of about 5.6x after adjusting for operating leases.  
Although profitability has improved, SunCom still lags its
regional wireless peers, most of which have EBITDA margins in the
high-30% to low-40% range.  SunCom has also announced the
engagement of Goldman Sachs & Co. as an adviser to explore
strategic alternatives for the company, including the potential
sale of substantially all of its business.  Potential outcomes of
these initiatives are not factored into the rating.


TEGRANT CORP: Narrow Operations Scope Cues S&P's B Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Tegrant Corp.  The outlook is stable.
     
At the same time, Standard & Poor's assigned its 'BB-' bank loan
rating and its recovery rating of '1' to Tegrant's $265 million
first-lien senior secured credit facilities, which include a
$50 million revolving credit facility and a $215 million first-
lien term loan.  The 'BB-' rating is two notches above the
corporate credit rating; this and the '1' recovery rating indicate
that lenders can expect very high (90%-100%) recovery in the event
of a payment default.  S&P also assigned a 'CCC+' bank loan rating
and '6' recovery rating to Tegrant's $75 million second-lien
senior secured credit facilities, indicating the likelihood of
negligible (0%-10%) recovery in the event of a payment default.
     
On March 8, 2007, proceeds of the term loans and common stock of
$123 million were used to finance the acquisition of Tegrant by a
private equity sponsor, Metalmark Capital.  Tegrant was previously
an indirect subsidiary of Svenska Cellulosa Aktiebolaget SCA
(BBB+/Stable/A-2).
      
"The ratings on Tegrant reflect its relatively narrow scope of
operations, some exposure to weakening housing-related end
markets, and a highly leveraged capital structure," said Standard
& Poor's credit analyst Robyn Shapiro.  "In addition, Tegrant
participates in fragmented and competitive markets.  However,
these negatives are partially offset by the company's market
leading positions in niche industries, diversified customer base,
and its manageable debt maturity schedule."
     
With annual sales exceeding $400 million, DeKalb, Illinois-based
Tegrant provides protective, retail, and temperature assurance
packaging products for a range of end markets in North America,
including consumer, health care, and auto components.


TOUSA INC: Negative Trends Cue Fitch to Junk Several Ratings
------------------------------------------------------------
Fitch Ratings has downgraded TOUSA, Inc.'s Issuer Default Rating
to 'CCC' from 'B-' and simultaneously removed the ratings from
rating watch negative.  The rating outlook is negative.  Fitch
currently rates TOUSA as:

  -- Issuer Default Rating downgraded to 'CCC' from 'B-' Recovery
     Rating to 'RR2' from 'RR1';
  -- Secured revolving credit facility downgraded to 'B-' from
     'B+';
  -- First lien secured term loan rated 'B-';
  -- Second lien secured term loan rated 'CCC-';
  -- Senior unsecured notes downgraded to 'CC' from 'CCC+'
     Recovery Rating to 'RR6' from 'RR5';
  -- Senior subordinated notes downgraded to 'CC' from 'CCC-'
     Recovery Rating remains at 'RR6';
  -- Preferred stock rated 'CC'.

Fitch assigned a Recovery Rating of 'RR2' to TOUSA's $700 million
secured revolving credit facility and $200 million secured first
lien term loan, indicating superior (70%-90%) recovery prospects
for holders of this debt issue.  Fitch assigned an 'RR5' to
TOUSA's $300 million secured second lien term loan, indicating
below average recovery prospects (10%-30%) in a default scenario.  
Fitch also assigned an 'RR6' to TOUSA's senior unsecured notes,
senior subordinated notes and preferred stock issuance, indicating
poor (0%-10%) recovery prospects.  Fitch applied a liquidation
value analysis for these recovery ratings.

The downgrade of the IDR reflects the continued challenging
housing conditions in most of TOUSA's markets, negative trends in
operating margins and the expectation of further deterioration in
its credit metrics with the significant debt burden from the
completion of the Transeastern JV global settlement.  While the
completion of the global settlement allows the company to focus
primarily on its business operations going forward, the
transaction leaves TOUSA in a highly leveraged position at a time
when housing market conditions continue to be difficult.  On a pro
forma basis as of March 31, 2007, total homebuilding debt to
capital will be 68.2%. (This ratio takes into account the
company's $117.5 million preferred stock issuance receiving 75%
equity credit).

The negative outlook reflects the more challenging outlook for
homebuilders, the current and expected near-term deterioration of
credit metrics for the company, and high cancellation rates, which
add to speculative inventory totals.

Fitch will also continue to closely monitor the trends of the
broad housing market in its assessment of the appropriate credit
ratings for all homebuilders.

Future ratings and Outlooks will be influenced by broad housing
market trends as well as company specific activity, such as land
and development spending, general inventory levels, speculative
inventory activity, gross and net new order activity and free cash
flow trends.

Transeastern JV Global Settlement:
On July 31, 2007, TOUSA consummated the global settlement with all
participants in the company's Transeastern JV, including the JV's
senior lenders, its mezzanine lenders, the JV partner and its land
bankers.  The global settlement, which will end all litigation
with the Transeastern JV lenders, was financed by TOUSAs's
issuance of new equity and debt securities, including a new $500
million senior secured credit facility, made up of a new $200
million first lien term loan facility and a $300 million second
lien term loan facility.  As part of the settlement, the
Transeastern JV will become wholly owned by TOUSA and merged into
one of the company's subsidiaries.

The company also issued to Transeastern JV's senior mezzanine
lenders $20 million in aggregate principal amount of 14.75% senior
subordinated PIK election notes due 2015 and 8% series A
convertible preferred PIK preferred stock with an initial
aggregate liquidation preference of $117.5 million.  Additionally,
the company issued warrants to Transeastern JV's junior mezzanine
lenders to purchase shares of its common stock.  The warrants have
an estimated fair value of $16.25 million at issuance.

TOUSA also recently amended its secured revolving credit facility,
reducing the total commitment from $800 million to
$700 million and establishing new financial performance covenants.  
The revised covenants accommodate higher leverage and reduced
interest coverage ratios to reflect the Transeastern global
settlement as well as projected lower credit metrics due to
challenging market conditions.  This provides the company with
some flexibility in terms of navigating through the difficult
current market conditions, while also tightening the covenant
thresholds starting in 2009 as TOUSA executes is deleveraging
strategy.  On a pro forma basis using TOUSA's March 31, 2007
borrowing base, the company would have $385 million of
availability under the credit facilities, which includes assets
and debt associated with the acquisition of the Transeastern JV.  
Market conditions remained challenging during the second quarter
of 2007. In its preliminary second quarter results, TOUSA reported
a 15% decline in net orders for the quarter.  Cancellation rates
for the second quarter were 33%, up from the 29.1% reported during
the first quarter of 2007 and the 29.5% rate reported during the
same period last year.  Furthermore, the company continues to
offer increased sales incentives to maintain sales in light of
challenging market conditions.  During the second quarter of 2007,
sales incentives were approximately 11.8% of the average sales
price for the quarter, compared to 11.4% during the first quarter
of 2007 and 5.3% during the second quarter of 2006.

TOUSA typically options or purchases land only after necessary
entitlements have been obtained so that development or
construction may begin as market conditions dictate.  The company
extensively uses lot options. At present approximately 54% of its
lots are controlled through options and 8% through joint ventures
- among the higher percentages of the public builders that Fitch
tracks.  TOUSA has a small number of specific performance options.  
A modest amount of its owned or optioned land is unentitled.  The
company currently has refundable and nonrefundable deposits
aggregating $236.5 million and had issued letters of credit of
approximately $228.3 million associated with its option contracts.  
A portion of this represents the capital at risk should TOUSA not
go forward with the exercise of its options.  At the end of the
first quarter of 2007, TOUSA controlled 59,000 lots, down 44%
year-over-year and a 15.4% decline sequentially from the end of
2006.  The sale of the company's Dallas operations further reduced
the number of controlled lots by about 4,000 (1,200 owned and
2,800 optioned).  However, TOUSA will acquire through the
Traneastern JV global settlement approximately 5,000 additional
homesites in Florida, of which 4,000 will be owned (after the
takedown of approximately 1,300 lots with an asset value of $51
million) and 1,000 lots are under option contracts (after walking
away from about 2,450 lots that no longer meet financial hurdles).  
The company currently has about 7.6 years of lots controlled
(including unconsolidated joint ventures) based on last 12 months
deliveries.  TOUSA typically looks to manage about 1.5 to 2 years
of owned land and between 3 to 4 years of optioned land.  Fitch
anticipates that the company will take a more cautious stance on
land purchases during 2007 and 2008.


TRUE TEMPER: Moody's Reviews B3 Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service placed True Temper Sports, Inc.'s B3
corporate family rating and other ratings under review for
possible downgrade.

The review was prompted by Moody's concern over the company's
ability to comply with the financial covenants governing its
senior secured credit facilities given continued volatile raw
material prices and rising medical costs.  Notwithstanding these
concerns, Moody's recognizes that new OEM product launches should
support stronger operating results in the second half of fiscal
2007 relative to the same period last year.  LGD assessments are
subject to change.

These ratings were placed under for possible downgrade:

-- Corporate family rating at B3;
-- Probability-of-default rating at B3;
-- $125 million senior subordinated notes due 2011 at Caa2;
-- $20 million senior secured revolving credit facility due 2009
    at Ba3;
-- $86 million senior secured term loan B due 2011 at Ba3.

Moody's review will focus on:

   i. True Temper's ability to address any potential covenant
      violations;

  ii. the outlook for fiscal 2007 given continued volatile raw
      material costs (particularly for nickel) and rising medical
      costs; and

iii. the status of the Royal Precision integration and CN
      Precision acquisition.

Headquartered in Memphis, Tennessee, True Temper Sports, Inc. is
the leading manufacturer of steel golf club shafts.  The company
also participates in the premium-end of the graphite golf shaft
market and manufactures tubular components for other recreational
sports including hockey and bicycling.  Sales were about
$106 million for the twelve months ended April 1, 2007.


TULLY'S COFFEE: July 1 Balance Sheet Upside-Down by $5.7 Million
----------------------------------------------------------------
Tully's Coffee Corp.'s consolidated balance sheet at July 1, 2007,
showed $17.6 million in total assets, $23.3 million in total
liabilities, resulting in a $5.7 million total stockholders'
deficit.

At July 1, 2007, the company's consolidated balance sheet also
showed strained liquidity with $10.0 million in total current
assets available to pay $16.4 million in total current
laibilities.

Tully's Coffee Corp. reported a net loss of $2.2 million on net
sales of $16.8 million for the first quarter ended July 1, 2007,
compared with a net loss of $2.4 million on net sales of
$14.0 million for the same period ended July 2, 2006.

Total sales for first quarter 2008 reached $16.8 million, a 19.9%
increase from the comparable period in fiscal 2007.  For the
eleventh consecutive fiscal quarter, Tully's reported an increase
in its U.S. sales (based on comparisons of 13 week periods to the
same period a year earlier).  U.S. sales were $16.3 million for
first quarter 2008, a 19.2% increase compared to the same period
last year.

Tully's retail comparable store sales increased 9.5% compared to
the same period last year and overall retail sales also increased
9.5% to $10.5 million.  At July 1, 2007, there were 131 U.S.
Tully's stores (90 company-operated and 41 franchised) as compared
to 117 U.S. stores a year earlier.  In first quarter 2008, Tully's
wholesale division sales rose $1.7 million to $5.7 million, a
41.6% increase from last year.

During first quarter 2008, Tully's earnings before interest,
taxes, depreciation and amortization improved by $361,000 (25.2%)
to negative $1.1 million in the first quarter 2008.

Full-text copies of the company's consolidated financial
statements for the quarter ended July 1, 2007, are available for
free at http://researcharchives.com/t/s?222d

Headquartered in Seattle, Tully's Coffee Corporation --
http://www.tullys.com/-- is a specialty retailer and wholesaler  
of hand-craft roasted, gourmet coffees.  Tully's operates and
franchises retail coffeehouses, and sells its gourmet whole bean
and ground coffees and Bellaccino bottled beverages through
grocery locations, office coffee services and foodservice channels
in the western United States.


UNIFI INC: Terminates Brian Parke as Chairman, President and CEO
----------------------------------------------------------------
The Board of Directors of Unifi Inc. terminated Brian R. Parke as
the company's chairman, president and chief executive officer
without cause, effective immediately.  

As a result of the termination, the employment agreement between
the company and Mr. Parke dated as of Jan. 23, 2002, was also
terminated as of the termination date.

Pursuant to the terms of the employment agreement, and as a result
of the termination, Mr. Parke is entitled to receive an aggregate
of $2,312,500, representing three years of his then-current base
salary, together with additional compensation equal to thirty days
of his then-current base salary in lieu of the thirty days' prior
written notice of termination provided in the employment
agreement.  The cash compensation is payable in thirty-seven equal
monthly installments, less appropriate deductions, including state
and federal taxes.   

In addition to the cash compensation,

   i. all current unexercised, non-vested options to purchase the
      registrant's common stock previously granted to Mr. Parke
      have become fully vested and will remain exercisable through
      the end of their original terms;

  ii. for a period of three years following the termination date,
      Mr. Parke and his eligible family members are entitled to
      certain medical and insurance benefits equal to those
      provided to him during his employment;

iii. Mr. Parke is also entitled to all accrued benefits under the
      registrant's supplemental key employee retirement plan; and

  iv. Mr. Parke is also entitled to the payment by the registrant
      of all reasonable costs in connection with his eventual
      relocation to his native country of Ireland, which costs
      will be grossed up for applicable taxes.  The
      confidentiality and non-competition provisions of the
      employment agreement survive the termination of the
      employment agreement for five years and three years,
      respectively.

The employment agreement was previously filed by the Registrant as
Exhibit 10g to its Annual Report on Form 10-K for the fiscal year
ended June 30, 2002.  A description of the employment agreement is
included in the registrant's definitive proxy statement on
Schedule 14A dated Sept. 26, 2006 under the heading "Executive
Officers and Their Compensation - Employment and Termination
Agreements."

             Appointment of New Chairman an Acting CEO

Following the termination, the Board appointed Stephen Wener as
the company's new chairman and "acting" chief executive officer,
effective Aug. 1, 2007.  

Mr. Wener, 63, who lives in Franklin Lakes, New Jersey, has served
as the president and CEO of Dillon Yarn Corporation, a privately
owned South Carolina corporation, since 1980.  Mr. Wener has been
a Director since May 2007.   As previously disclosed, the
corporation purchased Dillon's polyester and nylon texturing
operations on Jan. 1, 2007.  A description of the various
relationships required to be disclosed pursuant to Item 404(a) of
Regulation S-K have previously been filed by the Registrant on its
Current Report on Form 8-K dated May 24, 2007.  Mr. Wener has not
entered into any agreement or other arrangement with the company
for his services as chairman and "acting" CEO.

                   Resignation of Other Officers

Effective Aug. 1, 2007, Mr. Parke, R. Wiley Bourne, Jr., Charles
R. Carter, Sue W. Cole, J.B. Davis and Donald F. Orr each resigned
as members of the Board.  

Mr. Bourne was a member of the company's governance committee and
audit committee and chairman of the audit committee.  Mr. Carter
was a member of the registrant's compensation committee and
governance committee and chair of the governance committee.  Ms.
Cole was a member of the registrant's compensation committee and
governance committee.  Mr. Davis was a member of the company's
governance committee.   Mr. Orr was a member of the company's
audit committee, compensation committee and governance committee
and was the independent "lead director" of the board.  

In light of the termination and the appointment of Mr. Wener as
chairman, Messrs. Bourne, Carter, Davis and Orr and Ms. Cole
indicated that they were resigning from the Board because they
felt it was in the best interest of the registrant and its
shareholders and created the necessary reduction in the size of
the board to provide Mr. Wener with the leeway to reconstitute its
membership.

                        About Unifi Inc.

Unifi Inc. (NYSE: UFI) -- http://www.unifi.com/-- is a  
diversified producer and processor of multi-filament polyester and
nylon textured yarns and related raw materials.  Key Unifi brands
include, but are not limited to: aio(R) - all-in-one performance
yarns, Sorbtek(R), A.M.Y.(R), Mynx(R) UV, Repreve(R), Reflexx(R),
MicroVista(R), and Satura(R).  Unifi's yarns and brands are
readily found in home furnishings, apparel, legwear, and sewing
thread, as well as industrial, automotive, military, and medical
applications.

                         *     *     *

As of Aug. 8, 2007, the company holds Moody's B3 long-term
corporate family rating and probability of default rating.  The
company's senior secured debt is also rated at Caa1.  The outlook
is stable.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at CCC+.  The outlook is negative.


WARNER MUSIC: June 30 Balance Sheet Upside-Down by $23 Million
--------------------------------------------------------------
Warner Music Group Corp. reported on Aug. 7, 2007, its third
quarter results for the third quarter ended June 30, 2007.

Net loss was $17 million for the quarter.  Adjusted to exclude
non-recurring items, net loss was $29 million for the quarter.
Net loss in the third quarter of fiscal 2006 was $14 million.

Total revenue of $804 million for the third quarter of fiscal 2007
decreased 2% from the prior-year quarter, or 5% on a constant-
currency basis.

Digital revenue increased to $119 million, or 15% of total revenue
in the quarter, up 29% from $92 million in the prior-year quarter
and up 7% sequentially from $111 million in the second quarter of
fiscal 2007.

Operating income increased to $45 million in the quarter compared
to $28 million in the prior-year quarter.  Adjusted to exclude
$38 million in expenses related to the company's realignment
initiatives, a $52 million benefit related to the company's  
settlement with Bertelsmann AG regarding Napster and $8 million in
expenses incurred in connection with the potential acquisition of
EMI Group plc, operating income for the quarter increased 39% to
$39 million.

Operating income before depreciation and amortization (OIBDA)
increased to $107 million from $86 million in the prior-year
quarter.  Adjusted to exclude non-recurring items, OIBDA for the
quarter increased 17% to $101 million.

"We are transforming Warner Music Group to a music-based content
company with a more comprehensive approach to participating in
artist revenue streams to drive our long-term success," said Edgar
Bronfman, Jr., Warner Music Group's chairman and chief executive
officer.  "Despite a challenging industry environment, we achieved
several milestones this quarter which validate our A&R strategy.
According to sales data released this quarter, our global market
share for calendar year 2006 improved, moving us up to the third-
largest global recorded music company.  We also reached a WMG 10-
year record for U.S. album share for both the quarter and first
half of 2007."

Michael Fleisher, Warner Music Group's executive vice president
and chief financial officer, added: "Given our ongoing focus on
financial discipline, our realignment initiatives announced last
quarter remain on track for total one-time restructuring and
implementation charges in the range of $65 million to $80 million
by the completion of our fiscal year 2007."

                      Third-Quarter Results

For the third quarter of fiscal 2007, revenue slipped 2% to
$804 million from $822 million in the same period last year, or 5%
on a constant-currency basis.  This decline was driven by a
challenging Recorded Music industry environment as the shift in
consumption patterns from physical sales to new forms of digital
music continues.  Declines in the company's physical Recorded
Music revenue were only partially offset by increases in Music
Publishing and digital Recorded Music revenue.  Domestic revenue
was down 1% while international revenue declined 4%, or 9% on a
constant-currency basis.

Operating income for the quarter rose to $45 million from
$28 million in the prior-year quarter and operating margin was up
2.2 percentage points to 5.6%.  Adjusted to exclude non-recurring
items, operating income for the quarter rose 39% to $39 million
and operating margin was up 1.5 percentage points to 4.9%.

OIBDA for the quarter rose to $107 million from $86 million in the
prior-year quarter and OIBDA margin increased 2.8 percentage
points to 13.3%.  Adjusted to exclude non-recurring items, OIBDA
for the quarter grew 17% to $101 million and OIBDA margin widened
2.1 percentage points to 12.6%.  The increase in OIBDA margin this
quarter reflected cost-management initiatives and a more
profitable revenue mix.  In addition, the company realized a
temporary benefit from its previously announced realignment plan
as it continues to make investments focused on new business
initiatives.

The company reported a cash balance of $396 million, total long-
term debt of $2.3 billion and net debt (total long-term debt minus
cash) of $1.9 billion, all as of June 30, 2007.

For the quarter, net cash provided by operating activities was
$90 million compared to $18 million in the comparable fiscal 2006
quarter.  Free cash flow (calculated by taking cash flow from
operations less capital expenditures and cash paid or received for
investments) was $57 million, compared to negative $33 million in
the comparable fiscal 2006 quarter.  Unlevered after-tax cash flow
(calculated by excluding cash interest paid from free cash flow)
was $105 million, which includes net cash from the non-recurring
items, compared to unlevered after-tax cash flow of $14 million in
the comparable fiscal 2006 quarter.

At June 30, 2007, the company's consolidated balance sheet showed
$4.55 billion in total assets, $4.58 billion in total liabilities,
resulting in a $23 million total stockholders' deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $1.27 billion in total current
assets available to pay $1.83 billion in total current
liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2007, are available for
free at http://researcharchives.com/t/s?2233
                   
                       Non-Recurring Items

On May 8, 2007, the company announced a realignment plan to
implement changes intended to better align the company's workforce
with the changing nature of the music industry and to improve
financial flexibility by consolidating and streamlining the
structure of the company's businesses.  Approximately $38 million
of non-recurring costs were incurred in the third quarter of
fiscal 2007, consisting of $32 million in restructuring costs and
$6 million in non-recurring severance and IT outsourcing related
charges reflected in selling, general and administrative expenses.
Of the $38 million of non-recurring costs, $33 million were
incurred by the Recorded Music division, $1 million were incurred
by the Music Publishing division and $4 million were corporate
costs.  This quarter's restructuring and severance charges related
primarily to redirecting resources to growth areas of the
company's businesses and eliminating duplicative positions.

On April 24, 2007, the company and Bertelsmann AG jointly
announced a settlement of contingent claims held by the company
relating to Bertelsmann AG's relationship with Napster in 2000-
2001.  The settlement covers the resolution of the related legal
claims against Bertelsmann AG by the company's Recorded Music and
Music Publishing businesses.  As part of the settlement, the
company received $110 million, which was allocated 90% to Recorded
Music and 10% to Music Publishing.  Net of amounts payable to
artists and songwriters, the company recorded other income of
$52 million in the third quarter of fiscal 2007 related to this
settlement.  Of the $52 million, $49 million went to the Recorded
Music division and $3 million went to the Music Publishing
division.  The balance of the $110 million, or $58 million, is
being shared with the company's recording artists and songwriters.

In the third quarter of fiscal 2007, the company expensed
$8 million in costs associated with the potential acquisition of
EMI Group plc, all at the corporate level.

These non-recurring items had a related tax benefit of $6 million.

                    About Warner Music Group

Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- is
a stand-alone music company that operates through numerous
international affiliates and licensees in more than 50 countries.

                         *     *     *

As reported in the Troubled Company Reporter on July 23, 2007,
Standard & Poor's Ratings Services said that its ratings for
Warner Music Group, including the 'BB-' corporate credit rating,
remain on CreditWatch with negative implications.  The ratings
have been on CreditWatch because of S&Ps' concern about the
company's interest in EMI Group PLC.  S&P still see uncertainty
surrounding management's alternate strategies following WMG's
statement that it will not submit a competing bid for EMI.


WCI COMMUNITIES: Generates $310 Mil. Positive Cash Flow in 2007
---------------------------------------------------------------
WCI Communities Inc. president and chief executive officer, Jerry
Starkey, said, "Despite the continued weakness in the homebuilding
marketplace, WCI has received about $130 million of positive free
cash flow already this year, including $25 million to $30 million
in the second quarter."

"And the company expects to generate an additional $400 million to
$600 million of free cash flow during the remainder of the year."  
Free cash flow is net cash flow from operations plus or minus net
cash flow from investments in property and equipment.

The majority of this cash flow for the balance of the year is
expected to come from the closing of the company's One Bal Harbour
tower, which is sold-out and expected to account for about
$350 million of cash flow, mostly in the fourth quarter.

Three other towers in New Jersey; Bonita Springs, Florida; and
Palm Coast, Florida; are also expected to be completed and deliver
units in the second half of the year.  The year-to-date default
rates for the company's tower homes totaled 17%, and the
assumption for defaults on the towers scheduled to close during
the second half of the year is about 12%.  The lower expected
default rate for the balance of the year relates to the fact that
the mix of towers scheduled to close during the remainder of this
year are better located and have a higher percentage of sold units
than the towers that closed earlier in the year.

In addition, the company's free cash flow expectations assume that
about 500 to 600 traditional homes close in the second half of the
year.  The backlog of almost 700 traditional homes as of
June 30, 2007, already includes about 500 homes scheduled to close
by year end.

Mr. Starkey continued, "WCI continues to have sufficient liquidity
and available credit."  

Currently, the company has over $475 million of liquidity in cash
and borrowing capacity on its corporate revolving credit facility.  
Although the quarterly review by the external accountants is not
yet complete, the company does not appear to be in default under
any of its credit agreements.  However, the company has begun
discussions with its lenders to amend its credit agreements to
provide broader latitude to operate during this protracted
downturn.  While there can be no assurance that the amendment will
be granted, the company believes the negotiations will conclude
successfully, and that the company's credit agreements will remain
in place and provide adequate liquidity for the foreseeable
future.

As previously announced, the company continues to work with its
financial advisors to explore alternatives to increase shareholder
value.  No assurances can be given, however, that any transaction
will be consummated.

                 Second Quarter Earnings Release

WCI has scheduled its second quarter earnings release and
conference call for Aug. 16, 2007.  The company expects to issue
the earnings press release before the market opens with a
conference call to discuss the results commencing at 2:00 PM EDT.

The company currently expects its 10-Q to be filed after
August 9th due to an excess amount of time it has taken to close
the books and go through the review process, principally as a
result of recent employee attrition.

                     About WCI Communities

Headquartered in Florida, WCI Communities Inc. (NYSE: WCI) --
http://www.wcicommunities.com/-- is a home builder catering to  
primary, retirement, and second-home buyers in Florida, New York,
New Jersey, Connecticut, Maryland and Virginia.  The company
offers both traditional and tower home choices and features a wide
array of recreational amenities in its communities.  In addition
to homebuilding, WCI generates revenues from its Prudential
Florida WCI Realty Division and its recreational amenities, as
well as through land sales and joint ventures.  The company
currently owns and controls developable land on which the company
plans to build about 20,000 traditional and tower homes.

                       *     *     *

As of Aug. 8, 2007, the company holds Moody's B3 long-term
corporate family rating and probability of default rating.  
Moody's rates the company's senior subordinate at Caa2.  The
outlook is negative.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at CCC+.


WORKFLOW MANAGEMENT: S&P Junks Issuer Rating on Second-Lien Loan
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on print
management company Workflow Management Inc., including its
corporate credit rating, to 'B' from 'BB-'.
     
At the same time, Standard & Poor's affirmed its 'BB-' rating on
the company's first-lien senior secured credit facility, while the
recovery rating was changed to '1', indicating the expectation for
very high (90%-100%) recovery in the event of default, from '2'.
     
The issue rating on the company's second-lien term loan was
lowered to 'CCC+' from 'B', while the recovery rating was revised
to '6', indicating the expectation for negligible (0%-10%)
recovery in the event of a payment default, from '5'.  The ratings
on Workflow were removed from CreditWatch where they were listed
with negative implications on Nov. 26, 2006.  The outlook is
negative.
     
The downgrade reflects operating trends that have resulted in
lower revenue and cash flow over the last year and a decline in
EBITDA interest coverage to the mid- to high-1x range at March
2007.  In addition, Workflow faces $28 million in amortization
payments on its credit facility in 2008.  Over the last year, the
company experienced declines in revenues, due to a portion of its
customers reducing volumes.  As a result, the company has produced
cash flows that have been well below our previous expectations.  
While S&P believe that Workflow will continue to benefit from a
diversified customer base, long-standing customer relationships,
and significant recurring revenues, S&P expect the company to
experience continued competition in its product portfolio.  "As a
result, current operating momentum may challenge Workflow's
ability to generate levels of EBITDA meaningfully greater than its
interest expense and amortization payments in 2008," said Standard
& Poor's credit analyst Guido DeAscanis.


XOMA LTD: Appoints Steven Engle as President & Chief Exec. Officer
------------------------------------------------------------------
XOMA Ltd. has named Steven B. Engle as president, chief executive
officer and a member of the company's board of directors.
Mr. Engle succeeds Jack Castello, the company's former president
and chief executive officer, who disclosed his retirement plans
earlier this year.

Mr. Castello will remain with the company as non-executive
chairman of the board during a transition period, expected to run
through October of 2007.

"On behalf of the XOMA board, I couldn't be more pleased that
Steve has joined XOMA to serve as the company's next president and
chief executive officer," Denny Van Ness, a member of XOMA's board
of directors, said.  "His leadership experience in our industry,
together with his expertise in therapeutic products, operations
and corporate development, make him the right person to lead XOMA
forward.  I am confident in Steve's ability to enhance and execute
the company's strategic plan to create value for XOMA
shareholders."

"I also want to thank Jack Castello for his strong leadership and
years of service at XOMA,” Mr. Van Ness added.  “It is due to his
efforts that XOMA is so well-positioned today.  We appreciate his
many contributions to the company and wish him all the best in
retirement."

"XOMA's leadership in therapeutic antibody discovery and
development is based on its world class technologies and proven
capabilities as well as an expanding pipeline of product
candidates,” Mr. Engle stated.  “The growing use of therapeutic
antibodies is one of the largest opportunities in healthcare.  To
address this opportunity, XOMA has built an extensive business
platform which combines revenue-generating collaborations,
licensing programs, royalties on marketed products, and a
proprietary pipeline.  I look forward to working with XOMA's
talented employees and the company's partners in creating long-
term value and bringing the benefits of antibody therapeutics to
patients with unmet medical needs."

Mr. Engle has more than 25 years of executive leadership and
biotechnology and pharmaceutical industry experience.  He served
as chairman of the board and chief executive officer of La Jolla
Pharmaceutical Company, a publicly-held biopharmaceutical company
focused on the research and development of therapeutic products
for autoimmune and antibody-mediated diseases.  He joined La Jolla
Pharmaceutical Company in 1993, became president and a director in
1994, CEO in 1995, and chairman of the board in 1997.  

Prior to joining La Jolla, he held executive-level positions at
Cygnus Therapeutic Systems, a developer of drug delivery systems,
and Micro Power Systems Inc., a manufacturer of high technology
products, including medical devices.  He began his professional
career with the Strategic Decisions Group and the Stanford
Research Institute.  Mr. Engle is a graduate of the University of
Texas with BS and MS degrees in Biomedical Engineering.

Pursuant to NASDAQ requirements, the company noted that as part of
his employment agreement Mr. Engle received an option to purchase
500,000 XOMA common shares at an exercise price of $5 per share,
which will be exercisable immediately, and an option to purchase
2,100,000 XOMA common shares at an exercise price equal to the
closing price on Aug. 3, 2007, which is exercisable on the
company's normal four-year vesting schedule.

                        About XOMA Ltd.

Based in Berkeley, California, XOMA Ltd. (NasdaqGM: XOMA) --
http://www.xoma.com/-- develops and manufactures therapeutic  
antibodies, with a therapeutic focus that includes cancer and
immune diseases.  XOMA has a royalty interest in RAPTIVA(R)
(efalizumab), a monoclonal antibody product marketed to treat
moderate-to-severe plaque psoriasis.  XOMA's discovery and
development capabilities include antibody phage display,
bacterial cell expression, and Human Engineering(TM) technologies.  
The company pipeline also includes proprietary and collaborative
programs in preclinical and clinical development.

                         *     *     *

As reported in the Troubled Company Reporter on June 6, 2007, Xoma
Ltd. reported total shareholders' deficiency of $5.9 million,
from total assets of $70.3 million and total liabilities of
$76.2 million as of March 31, 2007.


* Fitch Publishes New Report Offering on Par Rating Activity
------------------------------------------------------------
Fitch Ratings has published a new report offering a macro view of
par rating activity and issuance patterns for the U.S. bond market
through the second quarter of 2007, as well as a look at the
profile of bonds scheduled to mature through 2009 by rating and
industry.

The par value of U.S. corporate bonds affected by upgrades totaled
$34.6 billion in the second quarter, or 1.0% of market volume,
while downgrades affected $23.8 billion in bonds (0.7% of market
volume).  Rating changes for the most part were concentrated at
the speculative grade level.  Investment grade issues in contrast
experienced relatively little activity.  Investment grade rating
activity in total, considering both upgrades and downgrades
affected less than 1% of investment grade volume.  Speculative
grade upgrades totaled $20.3 billion (3.3% of sector volume) while
downgrades totaled $14.1 billion (2.3% of sector volume).

The par value of upgrades topped downgrades across all rating
categories in the second quarter, albeit by a small margin and on
generally low volumes.  In addition, the low level of corporate
defaults continued to contribute to limited rating deterioration
at the 'CCC' - 'C' level with defaults affecting just
$1.8 billion in U.S. bonds in the second quarter.  According to
Fitch's U.S. High Yield Default Index, the trailing 12 month high
yield default rate still remains below 1%, ending June at 0.6% and
flat at 0.6% at the end of July.

New issuance totaled $256 billion in the second quarter of 2007,
up 11% quarter-over-quarter and 19% year-over-year (relative to
2006's second quarter issuance activity).

'The second quarter's strong results were mostly due to a very
meaningful pick-up in issuance among industrials' said Paul
Mancuso, Senior Director, Fitch Credit Market Research.  
'Industrial new issuance totaled $112.9 billion compared with
$83.8 billion in the first quarter and $71.2 billion in the second
quarter of 2006.'

Issuance gains were registered across the rating spectrum with
both investment grade and non investment grade industrials
participating.  In total, 17 of the 23 industrial sectors tracked
by Fitch saw a year-over-year up tick in issuance in the second
quarter.

'Despite positive rating and issuance trends in the first half of
this year, the recent dislocation in the credit markets has
dramatically altered the environment for U.S. bond market issuers
and investors,' said Mariarosa Verde, Managing Director, Fitch
Credit Market Research.  'Spreads have widened significantly since
June and the market's ability to absorb projected deal volume in
the second half of the year is uncertain.  If funding constraints
begin to negatively affect corporate fundamentals, the remainder
of 2007 may look very different from the benign first half.'

The par value of bonds maturing through the end of 2007 totals
$194.9 billion.  The bulk (95%) of this volume ($186.0 billion)
consists of investment grade bonds with the remaining volume ($8.9
billion) residing at the speculative grade level.  Approximately
1.3%, 3.4% and 6.1% of speculative grade volume is scheduled to
mature in 2007, 2008 and 2009, respectively.

As of June 30, 2007, the U.S. Corporate Bond Market totaled
$3.7 trillion in outstanding par value split 82% investment grade
and 18% speculative grade.  Across the pool of industrial bonds,
the par value share of issues rated speculative grade is
substantially higher at 31%.


* Fried Frank Appoints Nine Partners Effective September 1
----------------------------------------------------------
Fried, Frank, Harris, Shriver & Jacobson LLP has elected nine
lawyers to the firm's partnership.  As of Sept. 1, 2007, the new
partners are Peter Guryan, Francois Hellot, Barbara Levy, Richard
C. Park, Brian D. Pfeiffer, Tiffany Pollard, Damian P. Ridealgh,
Joshua Wechsler, and Eli Weiss.
    
"We are very excited and proud to have these colleagues as
partners of the firm, and we look forward to their role in the
continued growth and success of Fried Frank,” Valerie Ford Jacob,
Fried Frank's chairperson, and Justin Spendlove, Fried Frank's
managing partner, stated in a joint statement.
    
                   Attorneys Elected to Partner
    
Peter Guryan, an attorney in the Antitrust Department in the
firm's New York office, focuses his practice on antitrust
counseling, government and regulatory review of mergers and
acquisitions, and litigation.  He has represented major
corporations in a wide range of industries in connection with
merger, joint venture, and civil non-merger investigations before
the United States Department of Justice and the Federal Trade
Commission.

Prior to joining Fried Frank in 2001, Mr. Guryan was a trial
attorney at the Department of Justice in the antitrust division's
telecommunications task force.  He began his legal career as a
law clerk to the Hon. Harold A. Ackerman, U.S. District Court for
the District of New Jersey from 1996 to 1998.  He received his JD,
cum laude, from Cornell Law School in 1996 and his BA from Cornell
University in 1992.  He is admitted to practice in New York and
before the U.S. District Court for the Southern District of New
York.
    
Francois Hellot, an attorney in the Paris corporate department,
centers his practice on mergers and acquisitions for public and
private companies based in France and abroad, and on private
equity transactions (venture capital and leveraged buy-outs).  He
has extensive experience representing both financial investors and
managers.  Mr. Hellot joined the firm in 2005 as European counsel.

He received his advanced degree in English and North American
business law in 1994, from the University of Paris - I.  He also
holds a degree from the Paris Institute for Political Studies.  He
was admitted to the Paris bar in 1997.
    
Barbara Levy, an attorney in Fried Frank's Paris office, focuses
her practice primarily on corporate and commercial litigation.  In
addition to her general corporate litigation work, she has
developed a strong practice in the areas of trademarks,
intellectual property and related commercial issues, distribution
and antitrust law, and general contract law.  Her clients include
French and International companies, in a wide variety of
industries, including luxury goods, fashion, telecommunications,
and automotive.

Mrs. Levy joined the firm in 2005 as European counsel.  She has
an advanced degree in international private law from the
University of Paris - II, with honors, with a specialization in
international commercial arbitration.  She was admitted to the
Paris bar in 1990.  Prior to joining the Firm in 2005, Barbara
Levy was a partner at the firm Veil Jourde.
    
Richard C. Park, an attorney in the antitrust department in Fried
Frank's Washington, DC office focuses his practice on a full range
of antitrust counseling, with a particular focus on mergers and
acquisitions, joint ventures, and representation of clients in
connection with investigations by the U.S. Department of Justice
and the Federal Trade Commission.  He has significant experience
representing clients in merger and civil non-merger matters
involving a wide variety of industries including, software,
pharmaceuticals, defense, telecommunications and media.

Mr. Park joined the firm in 1999.  He is a former vice chair of
the ABA antitrust telecommunications committee.  He received his
LLM from Georgetown University Law Center in 1997, his JD from
Northeastern University School of Law in 1995, and his BA from
Cornell University in 1992.  He is admitted to the bar in the
District of Columbia and New York.
    
Brian D. Pfeiffer, an attorney in the New York bankruptcy
department, has a broad range of experience advising clients on a
variety of bankruptcy and/or restructuring-related matters.  His
practice spans debtor representations in connection with Chapter
11 cases and out-of-court restructurings, creditors' committees or
significant creditors in connection with chapter 11 cases, and he
has also represented a variety of significant creditors or third-
party acquirers in restructuring situations.

He joined the Firm in 1999.  Mr. Pfeiffer received his JD in 1999
from Hofstra University School of Law and received his BA from the
State University of New York at Albany in 1996.  He is admitted to
the bar in New York and to practice before the United States
District Court for the Southern District of New York.
    
Tiffany Pollard, an attorney in the New York corporate department,
focuses her practice on private equity transactions and mergers
and acquisitions representing both private equity firms and public
and private corporations.  In addition, she regularly advises
clients on issues of corporate governance and securities law
compliance.

She joined the firm in 2000.  Ms. Pollard received her JD from
Michigan Law School in 1998 and her BA from the University of
California at Berkeley in 1991.  She is admitted to the bar in New
York.
    
Damian P. Ridealgh, an attorney in the corporate department,
focuses his practice primarily on the representation of financial
institutions as borrowers and issuers in leveraged finance
transactions, with a particular focus on acquisition financings.

Prior to joining the Firm in 2004, Mr. Ridealgh worked as a
banking associate at Ashurst, primarily in their London office,
with secondments to Deutsche Bank, London and Ashurst's
Brussels offices.  Mr. Ridealgh received his JD equivalent in 1999
from the College of Law London and his LLM in 1997 from University
College, London.  He is admitted to the bar in England and Wales
and is applying for admission to the bar in New York.
    
Joshua Wechsler, an attorney in the Hong Kong and New York
corporate department, concentrates his practice in corporate
finance and the U.S. securities laws representing both issuers and
underwriters in a variety of debt and equity financing
transactions, including initial public offerings, private
placements, high-yield debt offerings and cross-border financings.
He has also acted for a number of issuers in connection with
corporate governance matters and reporting under the U.S.
securities laws.

Prior to joining Fried Frank, he served as a staff attorney in the
U.S. Securities and Exchange Commission's division of corporation
finance.  Mr. Wechsler joined the Firm in 1998 and became special
counsel in 2004.

Mr. Wechsler helped launch the firm's Asian capital markets
practice with the opening of the Firm's Hong Kong office in 2007.
He received his JD from St. Thomas University School of Law in
1993 and his LLM in from the Georgetown University Law Center in
1994.  He received his BA from the University of Florida in 1990.
Mr. Wechsler is admitted to the bar in New York and Florida.
    
Eli Weiss, an attorney in the New York tax department, focuses his
practice on the representation of domestic and international
clients in numerous transactions, including acquisitions and
divestitures, public and private financings, joint ventures and
the design and implementation of workout and reorganization plans.

He joined the firm in 1999.  Mr. Weiss received his JD, magna cum
laude, in 1999 from the Georgetown University Law Center, where he
was elected to the Order of the Coif.  He received his BA in 1990
and MA in 1992 from Beth Medrash Govoha.  Mr. Weiss is admitted to
the bar in New York.

            About Fried Frank Harris Shriver & Jacobson

Fried Frank Harris Shriver & Jacobson LLP --
http://www.friedfrank.com-- is an international
law firm with more than 600 attorneys in offices in New York,
Washington, D.C., London, Paris, Frankfurt and Hong Kong.  Fried
Frank lawyers regularly represent major investment banking firms,
private equity houses and hedge funds, well as many of the largest
companies in the world.  The firm offers legal counsel on M&A,
private equity, asset management, capital markets and corporate
finance matters, white-collar criminal defense and civil
litigation, securities regulation, compliance and enforcement,
government contracts, environmental law and litigation, real
estate, tax, bankruptcy, antitrust, benefits and compensation,
intellectual property and technology, international trade, and
trusts and estates.  The firm has an association with Huen Wong &
Co. in Hong Kong.


* Thomas Brennan Joins Mitchell Silberberg's Bankruptcy Practice
----------------------------------------------------------------
Mitchell Silberberg & Knupp LLP, a mid-sized law firm which has
provided integrated legal and business solutions for nearly 100
years, announced that Thomas Brennan has joined the firm's
Bankruptcy practice.

With more than 38 years of experience in corporate law, most
recently in the areas of creditors rights and bankruptcy
reorganizations, Mr. Brennan represents lenders and lender groups
in resolving troubled financing arrangements, and purchasers of
distressed assets and loan portfolios.  He also advises clients
regarding bankruptcy issues and related areas of commercial law,
lender liability and fraudulent transfers.  In addition to his
considerable bankruptcy trial experience, Mr. Brennan has handled
numerous corporate transactions, including significant purchase
and sale agreements, leases, and corporate workouts.

"We are fortunate to have someone of [Mr. Brennan's] stature and
experience join Mitchell Silberberg & Knupp's bankruptcy
practice," said Thomas Lambert, managing partner of Mitchell
Silberberg & Knupp.  "[Mr. Brennan] is a welcome addition to the
firm."

Mr. Brennan was most recently a partner at Paul Hastings, Janofsky
& Walker LLP.  During his career he has participated in major
bankruptcies and reorganizations, including Equity Funding, Orange
County, Circle K, Westgate California and US National Bank.

Mr. Brennan received a Bachelor of Science degree in Mathematics
from Fordham University and a J.D. from Harvard Law School.  He
served as Representative for the Harvard Law School Fund as well
as a member of the Panel of Arbitrators for the American
Arbitration Association.

                    About Mitchell Silberberg

Established in 1908, Mitchell Silberberg & Knupp's --
http://www.msk.com/-- 125 attorneys provide integrated legal and  
business solutions addressing its clients' concerns in the
following areas: Labor and Employment; Intellectual Property and
Technology; Entertainment and New Media; Immigration and Benefits;
Tax and Family Wealth Planning; Corporate Law, and Litigation.
Mitchell Silberberg & Knupp LLP has offices in Los Angeles and
Washington, D.C. For more information, visit.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent Chapter 11 cases filed with assets and liabilities below
$1,000,000:

In Re Linda Grant Williams
   Bankr. S.D. N.Y. Case No. 07-22733
      Chapter 11 Petition filed August 3, 2007
         Filed as Pro Se

In Re Intergrated Support Strat.
   Bankr. E.D. Penn. Case No. 07-14401
      Chapter 11 Petition filed July 31, 2007
         Filed as Pro Se   

In Re n/a ms and es, inc.
   Bankr. C.D. Calif. Case No. 07-16561
      Chapter 11 Petition filed August 1, 2007
         See http://bankrupt.com/misc/cacb07-16561.pdf

In Re Robert W. Gordon
   Bankr. M.D. Fla. Case No. 07-06783
      Chapter 11 Petition filed August 1, 2007
         See http://bankrupt.com/misc/flmb07-06783.pdf

In Re Home Boys, Inc.
   Bankr. S.D. Ohio Case No. 07-56043
      Chapter 11 Petition filed August 1, 2007
         See http://bankrupt.com/misc/ohsb07-56043.pdf

In Re Yvonne Price Perk
   Bankr. E.D. Va. Case No. 07-50741
      Chapter 11 Petition filed August 1, 2007
         See http://bankrupt.com/misc/vaeb07-50741.pdf

In Re Shelece Marie Yoakum
   Bankr. D. Ariz. Case No. 07-03732
      Chapter 11 Petition filed August 2, 2007
         See http://bankrupt.com/misc/azb07-03732.pdf

In Re Chriesties Town Mall, Inc.
   Bankr. D. Conn. Case No. 07-50447
      Chapter 11 Petition filed August 2, 2007
         Filed as Pro Se

In Re Saddle Rack Saloon, Inc.
   Bankr. N.D. Ga. Case No. 07-72197
      Chapter 11 Petition filed August 2, 2007
         Filed as Pro Se

In Re Three Lumps, L.L.C.
   Bankr. E.D. Tex. Case No. 07-41685
      Chapter 11 Petition filed August 2, 2007
         See http://bankrupt.com/misc/txeb07-41685.pdf

In Re Cascavilla Awai Lane Properties, L.L.C.
   Bankr. N.D. Tex. Case No. 07-33648
      Chapter 11 Petition filed August 2, 2007
         See http://bankrupt.com/misc/txnb07-33648.pdf

In Re Main Street Special Events & Catering, Inc.
   Bankr. S.D. Tex. Case No. 07-35053
      Chapter 11 Petition filed August 2, 2007
         Filed as Pro Se

In Re Hamid Reza B. Kermanshahi
   Bankr. W.D. Wash. Case No. 07-13613
      Chapter 11 Petition filed August 2, 2007
         See http://bankrupt.com/misc/wawb07-13613.pdf

In Re Donald Ray Stephens
   Bankr. N.D. Fla. Case No. 07-50255
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/flnb07-50255.pdf  
  
In Re Holloway Trucking Company, Inc.
   Bankr. N.D. Miss. Case No. 07-12722
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/msnb07-12722.pdf

In Re Thomas E. Brown, III
   Bankr. E.D. N.C. Case No. 07-02856
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/nceb07-02856.pdf

In Re American Home Decor, L.L.C.
   Bankr. D. N.J. Case No. 07-21039
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/njb07-21039.pdf

In Re Pamela A. Rapp
   Bankr. D. S.C. Case No. 07-04126
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/scb07-04126.pdf

In Re Carrol E. Rea
   Bankr. W.D. Tenn. Case No. 07-12368
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/tnwb07-12368.pdf

In Re Real Data, Inc.
   Bankr. S.D. Tex. Case No. 07-35126
      Chapter 11 Petition filed August 3, 2007
         See http://bankrupt.com/misc/txsb07-35126.pdf

In Re Hobbs Trucking Company, Inc.
   Bankr. E.D. Tenn. Case No. 07-13161
      Chapter 11 Petition filed August 4, 2007
         See http://bankrupt.com/misc/tneb07-13161.pdf

In Re Venux Technology Group, Inc.
   Bankr. W.D. Mich. Case No. 07-05643
      Chapter 11 Petition filed August 5, 2007
         See http://bankrupt.com/misc/miwb07-05643.pdf

In Re Nesas Corporation
   Bankr. W.D. Wash. Case No. 07-13644
      Chapter 11 Petition filed August 5, 2007
         See http://bankrupt.com/misc/wawb07-13644.pdf

In Re Forbes Property Management, Inc.
   Bankr. E.D. Ark. Case No. 07-14242
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/akeb07-14242.pdf

In Re Swingline Equity Co., Inc.
   Bankr. C.D. Calif. Case No. 07-12744
      Chapter 11 Petition filed August 6, 2007
         Filed as Pro Se

In Re Rite Tire, Inc.
   Bankr. S.D. Fla. Case No. 07-16210
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/flsb07-16210.pdf

In Re Stevens Tire Co., Inc.
   Bankr. M.D. Ga. Case No. 07-51807
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/gamb07-51807.pdf

In Re Cirillo Custom Homes, Inc.
   Bankr. N.D. Ga. Case No. 07-72626
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/ganb07-72626.pdf

In Re Marna Real Estate Investments, L.L.C.
   Bankr. N.D. Ga. Case No. 07-72644
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/ganb07-72644.pdf

In Re C.S. First Group, Inc.
   Bankr. D. Nebr. Case No. 07-81548
      Chapter 11 Petition filed August 6, 2007
         Filed as Pro Se

In Re Christine Louise Compagnon
   Bankr. D. Nev. Case No. 07-51045
      Chapter 11 Petition filed August 6, 2007
         Filed as Pro Se

In Re Grace Community Baptist Church, Inc.
   Bankr. E.D. Penn. Case No. 07-14555
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/paeb07-14555.pdf

In Re The Seal of the Living Gold Holy Church
   Bankr. S.D. Tex. Case No. 07-35289
      Chapter 11 Petition filed August 6, 2007
         Filed as Pro Se

In Re Classic Country Living, Inc.
   Bankr. W.D. Tex. Case No. 07-51965
      Chapter 11 Petition filed August 6, 2007
         Filed as Pro Se

In Re Electronic Scriptorium, Ltd.
   Bankr. E.D. Va. Case No. 07-12093
      Chapter 11 Petition filed August 6, 2007
         See http://bankrupt.com/misc/vaeb07-12093.pdf

In Re Teddy Lee Burns
   Bankr. E.D. Va. Case No. 07-71694
      Chapter 11 Petition filed August 6, 2007
         Filed as Pro Se

In Re Albert H. Hudson D.D.S., P.C.
   Bankr. M.D. Ga. Case No. 07-10968
      Chapter 11 Petition filed August 7, 2007
         See http://bankrupt.com/misc/gamb07-10968.pdf

In Re Frank Laurel Campbell
   Bankr. S.D. Iowa Case No. 07-02620
      Chapter 11 Petition filed August 7, 2007
         See http://bankrupt.com/misc/iasb07-02620.pdf

In Re Premier U.S.A., Inc.
   Bankr. D. N.J. Case No. 07-21190
      Chapter 11 Petition filed August 7, 2007
         See http://bankrupt.com/misc/njb07-21190.pdf

In Re 103 Drive Thru Partners
   Bankr. N.D. Ohio Case No. 07-33411
      Chapter 11 Petition filed August 7, 2007
         See http://bankrupt.com/misc/ohnb07-33411.pdf

In Re Medical Ambulance Services, Inc.
   Bankr. D. P.R. Case No. 07-04424
      Chapter 11 Petition filed August 7, 2007
         See http://bankrupt.com/misc/prb07-04424.pdf

In Re Core Captial, L.L.C.
   Bankr. S.D. Tex. Case No. 07-35409
      Chapter 11 Petition filed August 7, 2007
         Filed as Pro Se

In Re James Michael Jugon
   Bankr. S.D. Tex. Case No. 07-35443
      Chapter 11 Petition filed August 7, 2007
         Filed as Pro Se

                             *********

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,
Tara Marie A. Martin, John Paul C. Canonigo, Sheena Jusay, 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 ***