TCR_Public/070810.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, August 10, 2007, Vol. 11, No. 188

                             Headlines

ABITIBI-CONSOLIDATED: Court Approves PoA for Bowater Inc. Merger
ADAPTEC INC: Posts $3.6 Million Net Loss in 2008 First Quarter
AEGIS MORTGAGE: Lays Off Workers; Suspends Loan Originations
AEP INDUSTRIES: S&P Revises Outlook to Stable from Positive
ANSCOTT INDUSTRIES: Case Summary & 34 Largest Unsecured Creditors

ASSOCIATED ESTATES: Declares Dividend on Redeemable Pref. Shares
BALLY TOTAL: Court Gives Interim Nod on Kurtzman as Notice Agent
BALLY TOTAL: Gets Prelim OK to Hire AP Svcs. as Crisis Managers
BCE INC: Appeals Court Rejects BCE Request to Move BNP Trial
BIG JOHNSON: Case Summary & 21 Largest Unsecured Creditors

BLOCKBUSTER INC: Movielink Buyout Upgrades Entertainment Access
BON-TON STORES: Adds Two New Members to Board of Directors
BOSTON SCIENTIFIC: Inks Merger Amendment Pact w/ Advanced Bionics
BUTCH PARKER OIL: Case Summary & Seven Largest Unsecured Creditors
C.&C. DIVERSIFIED: Case Summary & 13 Largest Unsecured Creditors

CELSIA TECH: Incurs $7.06 Mil. Net Loss in Quarter Ended June 30
CENTERPOINT ENERGY: Pays Additional Interest on 2% ZENS Note
CHARLES RIVER: Earns $38 Million for Second Quarter 2007
CHESAPEAKE ENERGY: Commences $500 Mil. Offering of 2.5% Sr. Notes
CHESAPEAKE ENERGY: Fitch Holds Low-B Ratings with Neg. Outlook

COFFEYVILLE RESOURCES: S&P Junks Corporate Credit Rating from B
CONCH HOUSE: Case Summary & 18 Largest Unsecured Creditors
CONSECO INC: Fitch Affirms BB+ Issuer Default Rating
CUMULUS MEDIA: Earns $2.5 Million in Quarter Ended June 30
DELPHI CORP: Selects Umicore as Best Bidder for Catalyst Business

DELPHI CORP: June 30 Balance Sheet Upside-Down by $13.2 Billion
DELTA FUNDING: S&P Lowers Ratings on Five Certificate Classes
DEPOMED INC: June 30 Balance Sheet Upside-Down by $25.2 Million
DRINKS AMERICAS: Bernstein & Pinchuk Raises Going Concern Doubt
DURRETT CHEESE: Voluntary Chapter 11 Case Summary

EXECUMOLD INC: Case Summary & 18 Largest Unsecured Creditors
FORD MOTOR: Seeks Better Productivity & Lower Costs in Labor Talks
GATEWAY ACCESS: Former Gateway Directors Want Case Converted
GRAY WOLF: Case Summary & Seven Largest Unsecured Creditors
GREENPARK GROUP: Has Until October 10 to File Chapter 11 Plan

HARRAH'S ENTERTAINMENT: Earns $238 Million in Qtr. Ended June 30
HARTFORD MEZZANINE: Fitch Rates $38.75MM Class K Term Notes at B
HAWK CORP: Completes Offer to Buy $89.4 Mil. of 8-3/4% Sr. Notes
IMPERIAL PETROLEUM: Amends Purchase Pact with Apollo Resources
INDYMAC ABS: Fitch Downgrades Ratings on Four Certificate Classes

INTERTAPE POLYMER: Modifies Debt Facility for Covenant Flexibility
JP MORGAN: S&P Junks Rating on S. 2004-CIBC8 Class M Certificates
KLINGER ADVANCED: Section 341(a) Creditors Meeting Set on Aug. 22
LAWRENCE UTILITIES: Files for Chapter 11 in U.S. Bankruptcy Court
LAWRENCE UTILITIES: Case Summary & 20 Largest Unsecured Creditors

LOLINDA FISHER: Case Summary & 20 Largest Unsecured Creditors
LONG BEACH: Fitch Junks Ratings on Nine Certificate Classes
LUMINENT MORTGAGE: Gets Default Notices from Two Lenders
LUMINENT MORTGAGE: Taking Various Actions to Enhance Liquidity
MACH ONE: Fitch Lifts B+ Rating on $8.8 Mil. Class M Certs. to BB

MCMILLIN COS: S&P Junks Rating on $100 Million Sr. Secured Notes
MEDIFACTS INTERNATIONAL: Files Chapter 11 Plan of Reorganization
MERRILL LYNCH: Fitch Affirms Low-B Ratings on Six Cert. Classes
MOBILE MINI: Earns $13.2 Million in Second Quarter 2007
MOHEGAN TRIBAL: Earns $45.7 Million in Second Quarter 2007

MONITRONICS INT'L: Completes $159.3MM Offering of 11-3/4% Notes
NAVIOS MARITIME: Completes 9-1/2% Senior Notes Exchange Offer
NEXSTAR BROADCASTING: Incurs $1.3 Million Net Loss in 2nd Qtr 2007
NORTHWEST SUBURBAN: Blames Cash Flow Woes on Discontinued Program
NUTRITIONAL SOURCING: Wants Pepper Hamilton as Delaware Counsel

ORLANDO CITYPLACE: Wants to Reject Sky Realty Executory Contracts
PINNACLE ENTERTAINMENT: Earns $9.9 Million for Second Quarter 2007
PITTSFIELD WEAVING: Disclosure Statement Hearing Set on Aug. 16
PLAYLOGIC ENTERTAINMENT: Inks Partnership Deal with Spencer Clarke
PRICELINE.COM: Net Income Increases to $34.6 Mil. in 2nd Quarter

REVLON INC: June 30 Balance Sheet Upside-Down by $1.1 Billion
RJM WASTE: Case Summary & 20 Largest Unsecured Creditors
ROCKWELLS RESTAURANT: Case Summary & 20 Largest Unsec. Creditors
SMURFIT-STONE: Sells Alabama Mill Assets to Georgia-Pacific
TENNECO INC: Will Complete Financial Restatement by August 14

TOUSA INC: Incurs $132 Million Net Loss in Quarter Ended June 30
TOWER RECORDS: Judge Shannon Confirms Chapter 11 Liquidation Plan
TURNER MEDIA: CEO Says Creditor EchoStar Caused Bankruptcy
TURNER MEDIA: Section 341(a) Meeting Scheduled on September 11
TXU CORP: Earns $121 Million in Second Quarter Ended June 30

WACHOVIA BANK: Fitch Holds Low-B Ratings on Six Cert. Classes

* BOOK REVIEW: Bankruptcy Crimes 2002

                             *********

ABITIBI-CONSOLIDATED: Court Approves PoA for Bowater Inc. Merger
----------------------------------------------------------------
The Superior Court of Quebec has issued a final order approving
the Plan of Arrangement for the merger of Abitibi-Consolidated
Inc. and Bowater Incorporated.  The Court's final approval follows
the approval by Abitibi-Consolidated and Bowater shareholders.

The combination remains subject to review by the U.S. Department
of Justice.  Abitibi-Consolidated and Bowater expect to close the
transaction before the end of the third quarter.

The combination of Abitibi-Consolidated and Bowater is expected to
generate annualized synergies of at least $250 million.

The combined company, which will be called AbitibiBowater Inc.,
will produce a wide range of newsprint and commercial printing
papers, market pulp and lumber products.  AbitibiBowater will own
or operate 32 pulp and paper facilities and 35 wood products
facilities located in the United States, Canada, the United
Kingdom and South Korea.

                    About Bowater Incorporated

Bowater Inc. (NYSE: BOW, TSX: BWX) -- http://www.bowater.com/--  
produces coated and specialty papers and newsprint.  In addition,
the company sells bleached market pulp and lumber products.
Bowater has 12 pulp and paper mills in the United States, Canada,
and South Korea.  In North America, it also owns two converting
facilities and 10 sawmills.  Bowater's operations are supported by
approximately 835,000 acres of timberlands owned or leased in the
United States and Canada and 28 million acres of timber cutting
rights in Canada.  Bowater operates six recycling plants and is
one of the world's largest consumers of recycled newspapers and
magazines.

                  About Abitibi-Consolidated Inc.

Headquartered in Montreal, Quebec, Abitibi-Consolidated Inc.
(NYSE: ABY, TSX: A) -- http://www.abitibiconsolidated.com/--
supplies newsprint and commercial printing papers and produces
wood products, serving clients in some 70 countries from its 45
operating facilities.  Abitibi-Consolidated is one of the
recyclers of newspapers and magazines in North America.

                         *      *      *

As reported in the Troubled Company Reporter on Aug. 3, 2007,
Fitch Ratings has downgraded these ratings of Abitibi Consolidated
Inc. and Bowater Inc.: ABY -- Issuer Default Rating to 'B-' from
'B+'; senior unsecured debt to 'B-/RR4' from 'B+/RR4'; secured
revolver to 'B/RR3' from 'BB-/RR3'.  BOW -- issuer default rating
to 'B-' from 'BB-'; senior unsecured debt to 'B-/RR4' from 'BB-';
secured revolver to 'BB-/RR1' from 'BB'.  The rating outlook for
both companies remains negative.

As reported in the Troubled Company Reporter on June 20, 2007,
Standard & Poor's Ratings Services lowered its ratings, including
the long-term corporate credit rating to 'B' from 'B+', on
Abitibi-Consolidated Inc.  The outlook is negative.


ADAPTEC INC: Posts $3.6 Million Net Loss in 2008 First Quarter
--------------------------------------------------------------
Adaptec Inc. reported net loss of $3.6 million in the first
quarter of fiscal 2008 ended June 30, 2007, compared with a net
loss of $23.3 million in the first quarter of fiscal 2007.

Loss from continuing operations, computed on a generally accepted
accounting principles basis, for the first quarter of fiscal 2008,
was $3.6 million, compared with a loss of $24.8 million for the
first quarter of fiscal 2007.  

Included in both the loss from continuing operations and the net
loss for the first quarter of fiscal 2008 was a gain of
$6.7 million on the sale of certain properties in Milpitas,
California.

To better align the company's cost structure with its anticipated
revenue base, Adaptec will implement a restructuring plan that
will reduce headcount by approximately 20%.  The reductions will
be widespread throughout the company, but will be centered on the
DPS engineering and related functional organizations.

The savings from the restructuring plan would start to benefit
operating results in the third quarter of fiscal 2008, with a full
impact expected by the fourth quarter of fiscal 2008.  The company
expects to incur a restructuring charge in the range of $3 million
to $5 million.

While these actions will affect staff levels focused on the
company's future server OEM business, the company expects to
continue to support its existing OEM customers with their current
qualified platforms.  Adaptec's channel-based RAID controller and
storage systems businesses will not be impacted.

"Two years ago we began a process of improving our financial
performance through divestitures, narrowing our focus to two
business units, right-sizing our businesses, rationalizing our
worldwide locations, and outsourcing,” S. “Sundi” Sundaresh,
president and CEO of Adaptec, explained.  

“These actions have resulted in a 40% overall reduction of our
operating expenses. Mr. Sundaresh added.  “As our revenues have
continued to decline, reflecting largely the challenges in our OEM
business and the decline of our revenue based on parallel SCSI
products, we have taken the proactive step of further
restructuring our organization to better align costs with
anticipated revenue levels.  This quarter we will be reducing our
headcount by an additional 20%.”

"We had deliberately maintained an appropriate level of resources
devoted to our OEM business so we could aggressively compete for a
large OEM design opportunity that would have generated significant
revenue in about 18 months,” Mr. Sundaresh added.  “That design
was not awarded to us due to a number of factors, especially the
lack of either our own internally developed ASICs or a tight
partnership with a major ASIC developer.  

“Now that this opportunity is behind us, we must act decisively to
ensure our operations are better aligned to our anticipated
revenues,” Mr. Sundaresh continued.  “While these are difficult
measures, it is imperative that we stay focused on achieving an
adequate return on our investments and delivering shareholder
value.”

At June 30, 2007, the company's balance sheet showed total assets
of $708.2 million, total liabilities of $290.4 Million and total
shareholders' equity of $417.8 million.

                        About Adaptec Inc.

Based in Milpitas, California, Adaptec Inc. (NASDAQ: ADPT) --  
http://www.adaptec.com/-- provides storage solutions that move,  
manage, and protect critical data and digital content.  Adaptec's
software and hardware-based solutions are delivered through
Original Equipment Manufacturers and channel partners to provide
storage connectivity, data protection, and networked storage to
enterprises, government organizations, medium and small businesses
worldwide.

                          *     *     *

As reported in the Troubled Company Reporter on May 24, 2007,
Standard & Poor's Rating Services withdrew its ratings on
Adaptec Inc. including the B/Stable/-- corporate credit rating.


AEGIS MORTGAGE: Lays Off Workers; Suspends Loan Originations
------------------------------------------------------------
Aegis Mortgage Corp. laid off a substantial number of workers as a
result of problems in the secondary mortgage market, the
Associated Press reports.

The company however, according to AP, did not give specifics on
how many of its 1,300 workers were be laid off.  The company had
previously said that branches were open and workers were on the
job despite business slowdown.

AP relates that according to KTRK, a Houston television station,
the number was around 1,000.

Citing a statement by CEO Dan Gilbert, AP adds that the reductions
were necessary in order to address the company's financial
challenges.

The company has also said that it had stopped accepting loan
applications as it could not funds loans currently in the
pipeline, AP relates.

Headquartered in Houston, Texas, Aegis Mortgage Corporation --
http://www.aegismtg.com/-- focuses on mortgages, home equity  
loans, and refinancing.  The company also services loans.


AEP INDUSTRIES: S&P Revises Outlook to Stable from Positive
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on AEP
Industries Inc. to stable from positive.  At the same time,
Standard & Poor's affirmed its 'B+' corporate credit rating and
other ratings on AEP.
      
"The outlook revision reflects our expectation that prospective
acquisition activity could lead to an erosion in credit quality
metrics, which are currently strong for the ratings," said
Standard & Poor's credit analyst Paul Kurias.
     
This mainly commodity film producer's aggressive financial
policies diminish the likelihood that the improvement in the ratio
of funds from operations to adjusted debt and other key measures
will be sustained.  Moreover, an increase in leverage would
heighten risks given the exposure to volatile raw material costs,
cyclical demand, and a greater concentration of revenues.  Sales
are increasingly focused in the North American market following
the sale of its Asia-Pacific business and retrenchment in Europe.
     
At April 30, 2007, total adjusted debt (including the present
value of operating leases and unfunded postretirement obligations)
was about $200 million.
     
South Hackensack, New Jersey-based AEP produces various flexible
packaging films mainly in the U.S. AEP is a large producer of
polyvinyl chloride food wrap, industrial films, and polyethylene
pallet-wrap stretch films.  Effective distribution capabilities
and efficient manufacturing plants support AEP's market positions.


ANSCOTT INDUSTRIES: Case Summary & 34 Largest Unsecured Creditors
-----------------------------------------------------------------
Lead Debtor: Anscott Industries, Inc.
             26 Hanes Drive
             Wayne, NJ 07470

Bankruptcy Case No.: 07-21241

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        Anscott Chemical Industries, Inc.          07-21240

Type of business: The Debtor manufactures dry cleaning supplies,
                  ferrofluids and products based on or derived
                  from its ferrofluid technology.  See
                  http://www.anscott.net

Chapter 11 Petition Date: August 8, 2007

Court: District of New Jersey (Newark)

Debtors' Counsel: Barry W. Frost, Esq.
                  Teich Groh
                  691 State Highway 33
                  Trenton, NJ 08619-4407
                  Tel: (609) 890-1500

                                Total Assets           Total Debts
                                ------------           -----------
Anscott Industries, Inc.          $2,000,000            $2,963,026

Anscott Chemical                  $2,096,941            $3,191,578
Industries, Inc.

A. Anscott Industries, Inc's 14 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Laurus Capital Management                                $931,965
825 3rd Avenue
New York, NY 10022

Jack Belluscio, Jr.                                      $675,001
28 West Saddle River Road
Saddle River, NJ 07458

Dischino & Associates                                    $562,020
695 Route 46 West
Fairfield, NJ 07004

Jack Belluscio, Sr.                                      $450,000
28 West Saddle River Road
Saddle River, NJ 07458

Hans Gutsch                                              $200,000

Universal Business System                                 $36,683

Pasquale Marino                                           $35,000

Marcum & Kliegman, C.P.A.                                 $30,450

Anslow & Jaclin                                           $17,574

Nachman Hays Brownstein                                   $12,332

Registrar and Transfer                                     $4,500

Dennis Freedman                                            $3,500

Anthony R. Cambria                                         $1,500

P.R. Newswire                                              $2,500

B. Anscott Chemical Industries, Inc's 20 Largest Unsecured
   Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
United States Treasury                                   $980,186
Federal Plaza- Internal
Revenue Service-
221659272
Paterson, NJ 07505

Small Business                                           $431,000
Administration
212120 Riverfront Drive
Little Rock, AR 72220

Jack R. Belluscio                                        $232,869
29 West Saddle River Road
Saddle River, NJ 07458

Paul Wetmore, Executor of                                $180,000

S.K.J. Manufacturing, Ltd.                               $150,771

Horizon                                                   $96,404

Township of Wayne                                         $66,627

Yellow Freight System                                     $53,192

Central Transport                                         $47,044

Duane Morris                                              $39,687

R.&L. Carriers                                            $38,810

Citigroup Institutional                                   $31,435

Lyondell Chemical Co.                                     $30,444

Champion Container Corp.                                  $29,474

Star Label Products                                       $27,186

Sunrise Display, Inc.                                     $24,575

Airopak Corporation                                       $23,588

Carroll Co. Namico Division                               $21,442

New Hope Natural Media                                    $21,256

Proforma Spectrum Graphic                                 $20,623


ASSOCIATED ESTATES: Declares Dividend on Redeemable Pref. Shares
----------------------------------------------------------------
Associated Estates Realty Corporation affirmed a quarterly
dividend of $0.54375 per one-tenth depositary share on the
company's 8.70% Class B Series II Cumulative Redeemable Preferred
Shares (NYSE: AECPRB), payable Sept. 14, 2007, to shareholders of
record on Aug. 31, 2007.

Each depositary share represents one-tenth of a share of the
company's 8.70% Class B Series II Cumulative Redeemable Preferred
Shares.
   
Headquartered in Richmond Heights, Ohio, Associated Estates Realty
Corporation (NYSE: AEC) -- http://www.aecrealty.com/-- is a real   
estate investment trust.  The REIT directly or indirectly owns,
manages or is a joint venture partner in 103 multifamily
communities containing a total of 20,650 units located in nine
states.

                          *     *     *

As reported in the Troubled Company Reporter on July 23, 2007,
Moody's Investors Service affirmed the ratings of Associated
Estates (senior unsecured debt shelf rating at (P)B1) and revised
its rating outlook for the REIT to positive, from stable.


BALLY TOTAL: Court Gives Interim Nod on Kurtzman as Notice Agent
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
in Manhattan signed an interim order authorizing Bally Total
Fitness Holding Corporation and its debtor-affiliates to employ
Kurtzman Carson Consultants LLC as their notice, claims, and
balloting agent.

As the notice and claims agent, Kurtzman Carson will, among other
things:

   -- distribute required notices to parties in interest;

   -- receive, examine, maintain and docket all proofs of claim
      and proofs of interest filed in the Chapter 11 cases and
      maintain the associated claims registers;

   -- if necessary, solicit, collect, and tabulate acceptances
      and rejections of Bally's plan of reorganization from
      parties entitled to vote; and

   -- provide other administrative services that the Court, the
      clerk's office, and the Debtors may require in connection
      with the Chapter 11 cases.

Kurtzman Carson will also assist the Debtors and the Clerk's
Office with, among other things, maintaining and updating the
master mailing lists of creditors, and to the extent necessary,
gathering data in conjunction with the preparation of the
Debtors' schedules of assets and liabilities and statements of
financial affairs.

The Debtors have selected Kurtzman Carson because of its
well-developed, efficient and cost-effective methods in its area
of expertise, Marc D. Bassewitz, senior vice president, secretary
and general counsel of Bally Total Fitness Holding Corporation,
says.  In addition, Kurtzman Carson is fully equipped to handle
the volume of mailing involved in properly sending the required
notices to creditors and other interested parties in the Chapter
11 Cases.

Kurtzman Carson will be paid based on its hourly fees:

   Clerical                                  $40  -
$65                 
   Project Specialist                        $75  - $115
   Consultant                                $125 - $195
   Sr.Consultant/Sr. Managing Consultant     $205 - $250
   Technology/Programming Consultant         $115 - $195

Prior to the Debtors' bankruptcy filing, Kurtzman Carson received
a retainer of $100,000.

The Debtors will indemnify and hold harmless Kurtzman Carson, its
officers, employees and agents, except in circumstances of
Kurtzman's gross negligence or willful misconduct.  Any
controversy or claim arising out of or relating to the parties'  
engagement, or the breach of the engagement, will be settled by
arbitration in accordance with the rules of the American
Arbitration Association.

Christopher R. Schepper, Senior Managing Consultant of Kurtzman
Carson 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).


BALLY TOTAL: Gets Prelim OK to Hire AP Svcs. as Crisis Managers
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
in Manhattan approved, on an interim basis, Bally Total Fitness
Holding Corporation and its debtor-affiliates' application to
employ AP Services, LLC, as crisis managers, effective as of the
Petition Date.

APS has a wealth of experience in providing crisis management
services to financially troubled organizations, Marc D.
Bassewitz, senior vice president, secretary and general
counsel of Bally Total Fitness Holding Corporation, tells Judge
Lifland.

In Bally's case, APS will provide temporary employees to assist
the Debtors in their restructuring efforts including Michael
Feder, Thomas Osmun and John Lausas.

Mr. Feder will serve as Bally's chief operating officer, under
the direct supervision of Bally's chief restructuring officer.   
Working collaboratively with the Debtors' senior management team,
Boards of Directors and the Debtors' other professionals, Mr.
Feder and APS will assist Bally in evaluating and implementing
strategic and tactical options through the restructuring process.

In addition to the Full-time Temporary Employees, APS will
occasionally use Part-time Temporary Employees for certain
activities related to the administration of the Debtors' Chapter
11 cases.  Services provided by Part-Time Temporary Employees
will be billed to the Debtors for hours worked at hourly rates
similar to those of Full-Time Temporary Employees.

APS hourly rates are:

           Managing Directors      $600 - $750
           Directors               $440 - $575
           Vice Presidents         $325 - $450
           Associates              $260 - $315

The Debtors will reimburse APS for all reasonable out-of-pocket
expenses incurred in connection with its retention.

Prior to July 31, 2007, the Debtors paid a $100,000 retainer to
APS to secure performance under the parties' engagement letter.  
For services rendered under the terms contained in the Engagement
Letter, the Debtors have paid APS $472,874 representing actual and
estimated fees earned and expenses incurred to date.  All invoices
are paid and current up to July 31, 2007, and neither AlixPartners
nor APS are owed any amounts by the Debtors for services rendered
prior to July 31, 2007.

                           Success Fee

In addition to hourly fees, the Debtors will pay APS for
furnishing temporary employees by the payment of a contingent
success fee.

The Success Fee is an integral part of APS' compensation for the
engagement and is intended to reflect the alignment of the
interests of APS and the Debtors, Mr. Bassewitz
explains.                    
                         
The Success Fee is not payable if APS is terminated for cause or
if there is a conversion of the Chapter 11 cases to Chapter 7,
and that the Success Fee is subject to Court approval when
earned, he adds.

The Debtors will indemnify, hold harmless and defend APS
employees serving as officers of Bally.  The Debtors will also
use their best efforts to specifically include and cover, as a
benefit for their protection, Temporary Staff serving as officers
of Bally or affiliates from time to time with a minimum of
$10,000,000 of direct coverage as named insureds under the
Company's policy for directors' and officers' insurance.

In addition, because APS is not being employed as a professional
under Section 327 of the Bankruptcy Code, the Debtors propose
that APS not be required to submit quarterly fee applications
pursuant to Sections 330 and 331 of the Bankruptcy Code.            
Quarterly reports of compensation earned will be submitted
instead.  The first quarterly report of compensation earned would
be submitted by APS no later than 45 days after the end of the
first calendar quarter after the Petition Date, which will cover
the period to and including the last day of the first quarter
after July 31, 2007.

                     About Bally Total Fitness

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).


BCE INC: Appeals Court Rejects BCE Request to Move BNP Trial
------------------------------------------------------------
Justice Marc Rosenberg of the Ontario Court of Appeal, together
with two appeals court panel members, rejected the request of BCE
Inc. to move the trial of a 2004 lawsuit filed by BNP Paribas
(Canada) to New York or Quebec, stating that decisions on the
issue of convenient forum are discretionary, Joe Schneider of
Bloomberg News reports.

According to Mr. Schneider, BNP Paribas sued BCE for breach of
contract when BCE's Teleglobe long-distance unit filed for
bankruptcy in 2002.  BNP alleged BCE directors' withdrawal of
support caused Teleglobe's insolvency.

BCE declared that a clause in a lending agreement provides for
exclusive jurisdiction over any disputes to courts in New York or
Quebec, Mr. Schneider relates.

Justice Rosenberg argued that when Teleglobe filed for bankruptcy
in Ontario, another clause prompted lenders' right to sue in any
jurisdiction deemed appropriate, the source reports.

Headquartered in Montreal, Quebec, BCE Inc. (TSX/NYSE: BCE) --
http://www.bce.ca/-- is a communications company, providing    
comprehensive and innovative suite of communication services to
residential and business customers in Canada.  Under the Bell
brand, the company's services include local, long distance and
wireless phone services, high-speed and wireless Internet access,
IP-broadband services, information and communications technology
services (or value-added services) and direct-to-home satellite
and VDSL television services.  Other BCE holdings include Telesat
Canada and an interest in CTVglobemedia.

                          *     *     *

As reported in the Troubled Company Reporter on July 5, 2007,
Fitch Ratings downgraded BCE Inc.'s issuer default rating and
senior unsecured debt rating to BB- from BBB+.


BIG JOHNSON: Case Summary & 21 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Big Johnson Concrete Pumping, Inc.
        3415 Southwest 96th Street
        Stuart, FL 34997

Bankruptcy Case No.: 07-16296

Type of business: The Debtor provides concrete pumping services.

Chapter 11 Petition Date: August 8, 2007

Court: Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman, Jr.

Debtor's Counsel: Michael R. Bakst, Esq.
                  Elk, Christu & Baskt, L.L.P.
                  222 Lakeview Avenue, Suite 1330
                  West Palm Beach, FL 33401
                  Tel: (561) 238-9900
                  Fax: (561) 238-9920

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 21 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Schwing America, Inc.          trade debt                $251,248
Northwest 8832
P.O. Box 1450
Minneapolis, MN 55482-8832

Petroliance, L.L.C.            trade debt                 $55,892
2451 Northeast 4th Avenue
Pompano Beach, FL 33064

Construction Forms, Inc.       trade debt                 $55,564
3292 Paysphere Circle
Chicago, IL 60674

Total Truck Parts-Stuart       trade debt                 $51,286

Concrete Pump Repair           trade debt                 $38,548

American Express               trade debt                 $29,162

Fronte Crane Service, Inc.     trade debt                 $17,955

Premium Credit Corporation     trade debt                 $13,625

Malcolm B. Wetsel, Inc.        trade debt                 $13,607

Budd Tire & Truck Repair       trade debt                 $12,004

Callaghan Tire                 trade debt                 $11,000

FinishMaster, Inc.             trade debt                 $9,988

Lewis, Mortel & Lewis, P.A.    trade debt                 $9,832

Certified Inspection and       trade debt                 $8,606
Repair, L.L.C.

Sherwin Williams               trade debt                 $8,453

Nextel                         trade debt                 $7,849

Ryan Petroleum                 trade debt                 $7,420

Masthead Hose & Supply         trade debt                 $7,242

F.D.N. Communications          trade debt                 $7,043

Concrete Pump Supply           trade debt                 $6,956


BLOCKBUSTER INC: Movielink Buyout Upgrades Entertainment Access
---------------------------------------------------------------
Blockbuster Inc. has acquired Movielink LLC, in a move to further
provide customers with convenient access to home entertainment.  

The acquisition gives Blockbuster access to the libraries of
downloadable movies and an array of television content.  Terms of
the agreement were not disclosed.
    
With thousands of movies and television shows available in its
digital library for downloading, Movielink offers customers the
ability to legally download entertainment content for rental (VOD)
and for purchase.  The service was created in 2002 by Movielink,
LLC, a joint venture of Metro-Goldwyn-Mayer Studios Inc.,
Paramount Pictures, Sony Pictures Entertainment, Universal
Pictures and Warner Bros. Studios.
    
The acquisition of Movielink, which has VOD and EST license
agreements with the five founding studios, as well as more than 30
other studios, television-content distributors, and foreign and
independent content providers, enables Blockbuster to offer
consumers downloadable entertainment content via their PCs,
portable devices, television-connected home networks and approved
set-top boxes.
    
"Blockbuster is committed to keeping pace with the changing needs
of customers by offering them an expanding array of convenient
ways to access entertainment content," Jim Keyes, Blockbuster
chairman and CEO, said.  "Our acquisition of Movielink, with its
associated digital content, is the next logical step in our
planned transformation of Blockbuster.  Now, in addition to the
entertainment content we provide through our stores and by mail,
we have taken an important step toward being able to make movie
downloading conveniently available to computers, portable devices
and ultimately to the television at home."
    
"The studios' goal with the Movielink service has always been to
make digital entertainment content more conveniently, more widely
and more securely available to consumers. This acquisition should
further that goal," Jim Ramo, CEO of Movielink from its inception,
said.  "With Blockbuster's ability to leverage its store network,
online assets, and marketing expertise, Blockbuster should be able
to grow the market for digitally-delivered entertainment content,
and we believe that's good news for consumers and content
providers alike."
    
Blockbuster plans to continue to operate the Movielink service and
to eventually make elements of the service available through
blockbuster.com.

"Thanks to the vision of the participating studios, Movielink has
been at the forefront of the emerging digital media market,"
Mr. Keyes.  "We are grateful to the studios for entrusting us with
their content, and we look forward to continuing to work with them
to make even more digital content available to a growing consumer
audience."
    
                       About Movielink LLC

Headquartered in Santa Monica, California, Movielink LLC--
http://www.movielink.com/-- is a movie download
service, offering U.S. customers an extensive selection of new and
classic hit movies, foreign films and other hard-to-find content.
Movielink draws its content offerings from the vast libraries of
Metro-Goldwyn-Mayer Studios, Paramount Pictures, Sony Pictures
Entertainment, Universal Studios, Warner Bros, Walt Disney
Pictures, Miramax, Artisan and others on a non-exclusive basis.

                      About Blockbuster Inc.

Headquartered in Dallas, Texas, Blockbuster Inc. (NYSE: BBI,
BBI.B), -- http://blockbuster.com/-- provides in-home movie and  
game entertainment with about 8,000 stores throughout the
Americas, Europe, Asia, and Australia.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 8, 2007,
Standard & Poor's Ratings Services lowered its ratings on Dallas-
based Blockbuster Inc. to 'B-' from 'B'.  The outlook is negative.


BON-TON STORES: Adds Two New Members to Board of Directors
----------------------------------------------------------
The Bon-Ton Stores Inc.'s Board of Directors has increased the
size of the Board from eight to 10 members and unanimously elected
Thomas K. Hernquist and Todd C. McCarty to fill the two new seats,
effective immediately.

Mr. Hernquist, 49, is Senior Vice President and Global Chief
Growth Officer of The Hershey Company, Hershey, Pennsylvania, the
nation's largest marketer of chocolate, non-chocolate
confectionery and chocolate-related grocery products.  Mr.
Hernquist is currently responsible for company-wide consumer
insights and strategic growth plans, global branding and
innovation, and corporate social responsibility.  He has also held
other senior management positions at Hershey.  Prior to joining
Hershey in 2003, Mr. Hernquist was Senior Vice President —
Marketing for Jim Beam Brands Worldwide, Inc. from 2002 to 2003.  
He received a B.A. degree from the University of Virginia and an
M.B.A. degree from Dartmouth College — Amos Tuck School of
Business.

Mr. McCarty, 41, is Senior Vice President, Human Resources of Rite
Aid Corporation, Camp Hill, Pennsylvania, which operates
approximately 5,100 drugstores in 31 states.  Mr. McCarty leads
the human resource function for Rite Aid, and his duties include
direct management of talent and performance systems; executive,
management and store compensation; health and welfare benefits
services; diversity; labor relations and training.  Prior to
joining Rite Aid in 2005, Mr. McCarty was Senior Vice President,
Human Resources of Starwood Hotels & Resorts Worldwide, Inc. from
2000 to 2005.  Mr. McCarty received a Bachelor of Business
Administration degree from the University of Minnesota — Carlson
School of Management.

Tim Grumbacher, Executive Chairman of the Board, commented, "We
are very pleased to welcome Tom and Todd as members of our Board
of Directors.  I believe Tom's background in brand-building and
development of profit-enhancing programs will be valuable to Bon-
Ton.  In addition, we look forward to leveraging Todd's experience
and vast knowledge in the human resource field.  We welcome their
insight and counsel as we continue to execute our business
strategies for profitable growth and increased shareholder value."

                    About The Bon Ton Stores

The Bon Ton Stores Inc. -- http://www.bonton.com/-- (Nasdaq:  
BONT) operates 278 department stores, which include eight
furniture galleries, in 23 states in the Northeast, Midwest and
upper Great Plains under the Bon-Ton, Bergner's, Boston Store,
Carson Pirie Scott, Elder-Beerman, Herberger's and Younkers
nameplates and, under the Parisian nameplate, two stores in the
Detroit, Michigan area.  The stores offer a broad assortment of
brand-name fashion apparel and accessories for women, men and
children, as well as cosmetics and home furnishings.

                         *     *     *

As reported in the Troubled Company Reporter on May 8, 2007, Fitch
has upgraded The Bon-Ton Stores Inc.'s Issuer Default Rating to B
from B-.  The Rating Outlook is Stable.


BOSTON SCIENTIFIC: Inks Merger Amendment Pact w/ Advanced Bionics
-----------------------------------------------------------------
Boston Scientific Corporation has entered into an agreement to
amend its merger agreement with Advanced Bionics, which it
acquired in 2004, eliminating shared management provisions and
modifying the schedule of earnout payments.

The amendment grants Boston Scientific sole management and control
of the Pain Management business, including the emerging
indications program.  

The company has also entered into definitive agreements to sell
the Auditory business and drug pump development program to
principals of Advanced Bionics.

The transactions must be approved by former Advanced Bionics
shareholders who are entitled to earnout payments under the
original merger agreement, and are subject to customary regulatory
approvals.  The transactions are expected to close in January
2008.

Following the closing of the transactions, the parties have agreed
to dismiss currently pending litigation between Boston Scientific
and former Advanced Bionics shareholders.

The Pain Management business Boston Scientific will retain
includes spinal cord stimulation technologies, as well as emerging
technologies such as the bion(R) microstimulator, that will
position the company well in the broader neuromodulation field.
Boston Scientific currently has the number two overall market
position in pain management.  The transaction provides a new
schedule of consolidated, fixed earnout payments by Boston
Scientific to former Advanced Bionics shareholders, consisting of
$650 million payable upon closing in January 2008 and $500 million
payable in March 2009.  The Advanced Bionics principals will
acquire a controlling interest in the auditory and drug pump
businesses for an aggregate payment of $150 million at closing.  
The company expects to record an estimated after-tax charge,
primarily non-cash, of $360 million related to the transactions.

"We are excited about the immediate and long-term growth
opportunities presented by neuromodulation as an integral part of
the company," said Jim Tobin, President and Chief Executive
Officer of Boston Scientific.  "We hope to replicate the success
of the pain management technologies across a wide spectrum of
indications, expanding our microelectronic capabilities and
strengthening our leadership in neuromodulation and cardiac rhythm
management.  The sale of the Auditory business and drug pump
program is consistent with our previously announced objective of
selling assets we do not consider core to our long-term strategy."

"We are very pleased that Advanced Bionics will continue serving
the needs of the hearing impaired, as an independent company,"
said Jeff Greiner, currently head of the Neuromodulation Group at
Boston Scientific and one of the principals purchasing the
Auditory and drug pump businesses.  "Advanced Bionics has always
been a pioneer in developing innovative cochlear implant
technology to treat severely and profoundly deaf children and
adults.  We look forward to building on our proud record of
achievement in hearing health, and to further developing the
implantable drug pump technology."

Under the terms of the agreements, the Pain Management business
and emerging indications program will operate as Boston Scientific
Neuromodulation under the leadership of Michael Onuscheck,
currently head of the Pain Management business.  The business will
continue to be headquartered in Valencia, California.  The
Auditory business and drug pump program will operate as Advanced
Bionics under the leadership of Jeff Greiner, and will be
headquartered in Valencia, California.

                     About Boston Scientific

Headquartered in Natick, Massachusetts, Boston Scientific
Corporation (NYSE: BSX) -- http://www.bostonscientific.com/--    
develops, manufactures and markets medical devices used in a
broad range of interventional medical specialties.  The company
has offices in Argentina, Chile, France, Germany, and Japan,
among others.

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 7, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Boston Scientific Corp. to 'BB+' from 'BBB-' and
placed the ratings on the company on CreditWatch with negative
implications.  S&P has withdrawn the commercial paper rating at
the company's request.

At the same time, Fitch Ratings downgraded the ratings on Boston
Scientific Corp. including the company's 'BBB-' Senior Unsecured
Notes rating which was lowered to 'BB+'.  The Rating Outlook is
Negative.


BUTCH PARKER OIL: Case Summary & Seven Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Butch Parker Oil Co., Inc.
        dba Parker Oil Co., Inc.
        P.O. Box 411
        Plainview, TX 79073

Bankruptcy Case No.: 07-50285

Type of business: The Debtor markets oil.

Chapter 11 Petition Date: August 7, 2007

Court: Northern District of Texas (Lubbock)

Judge: Robert L. Jones

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

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's Seven Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Nakamura Family Limited        lease chain             $1,410,679
Partnership, L.P.
P.O. Box 1038
Burlingame, CA 94011

H.J. Garrison Oil Co.,         trade debt                $214,718
Inc.
Attention: Greg Garrison
1627 Main Street
Shamrock, TX 79079

Exxon Mobil Corp.              trade debt                 $70,000
800 Bell Street
Houston, TX 77002

Fred Garrison Oil Co.          trade debt                  $5,391

Coastal Transport Co., Inc.    trade debt                  $4,648

United Petroleum Transport     trade debt                  $3,343

Safety-Kleen Systems, Inc.     trade debt                    $642


C.&C. DIVERSIFIED: Case Summary & 13 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: C.&C. Diversified Interest, Inc.
        dba C.&C. Cattle
        4236 FM 607S
        LaRue, TX 75770-2519

Bankruptcy Case No.: 07-20394

Chapter 11 Petition Date: August 8, 2007

Court: Northern District of Texas (Amarillo)

Debtor's Counsel: Nelson Quinn, Esq.
                  3300 South 14th Street
                  Suite 16, Private Mail Box 311
                  Abilene, TX 79605
                  Tel: (325) 695-4433

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 13 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
George Meyrs Livestock                                   unstated
c/o Steve Meyrs
3903 Fountain Valley Drive
Knoxville, TN 37918

Josh Cornelius                                           unstated
P.O. Box 4172
Alice, TX 78333

Hilton Hitch Feeders                                     unstated
P.O. Box 1452
Vernon, TX 76385

Gary Thompson                                            unstated

Citizens Auto Finance                                    unstated

Reynolds New York Store                                  unstated

Bank of America                                          unstated

Vitters Tractor, Inc.                                    unstated

Vann Roach Cattle Co.                                    unstated

L.C. Harrison                                            unstated

B.&B. Cattle Co.                                         unstated

Wells Fargo                                              unstated

Gregory Bednanz                                          unstated

Victor Dawkins                                           unstated


CELSIA TECH: Incurs $7.06 Mil. Net Loss in Quarter Ended June 30
----------------------------------------------------------------
Celsia Technologies Inc. reported a net loss of $7.06 million and
an operating loss of $896,567 for the second quarter ended
June 30, 2007, compared with a net loss of $1.65 million and an
operating loss of $1.55 million for the same period 12 months ago.

The increase in net loss primarily reflects financing expense of
$6.06 million, representing the fair value of the 50,504,696
shares of the company's common stock issued as an inducement to
the Series A & B preferred shareholders to consent to the 8%
Secured Convertible Debenture due May 25, 2010.  The company did
not record any financing expense in the 2006 quarter.  

The decrease in operating loss primarily reflects a decrease in
selling and administrative expenses.

The company generated revenues of $199,332 for the three months
ended June 30, 2007, compared to $19,994 for the same period last
year.  The revenues are a result of customers paying for test
samples, commercial deliveries, and commercial sales to CheongNam
International Co. Ltd.'s customer base.  Cost of sales for the
three months ended June 30, 2007, was $381,400 compared to
$185,274 for the same period last year.  This higher cost of sales
is attributable to increased production activity originating from
an increasing demand for the company's products.

Selling and administrative expenses for the three months ended
June 30, 2007, were approximately $585,000 compared to
approximately $1.38 million for the same period last year.  The
decrease compared to last year is mainly attributable to increased
functional efficiency.  Furthermore, the company reversed a
portion of its executive bonus accrual from prior periods of
approximately $400,000 that will not materialize.  Adjusted for
the expense reversal, the gross expenses were approximately
$985,000 for the three months ended June 30, 2007.  

At June 30, 2007, the company's consolidated balance sheet showed
$8.4 million in total assets, $7.1 million in total liabilities,
and $1.3 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?2236

                8% Secured Convertible Debentures  

On May 25, 2007, the company issued 8% Secured Convertible
Debentures due May 25, 2010, in the aggregate principal amount of
$8,142,847 to certain individuals and entities, together with
warrants exercisable for a total of 70,752,778 shares of the
company's common stock at a price of $0.144, for an aggregate of
$6,850,000 in cash and the surrender of previously outstanding
promissory notes of the company totaling $1,292,847.  The company
used the Black Scholes option-pricing model to value the warrants
issued to the debenture holders and applied it to the principal
amount to determine the convertible debt discount which totaled
$3,063,133.  The company will amortize the discount over the life
of the debenture (36 months).  During the six months ended
June 30, 2007, the company amortized $85,807 of the debt discount
into interest expense.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on April 25, 2007,
PKF, in New York, expressed substantial doubt about Celsia
Technologies Inc.'s ability to continue as a going concern after
auditing the company's consolidated financial statements for the
years ended Dec. 31, 2006, and 2005.  The auditing firm reported
that at Dec. 31, 2006, the company and its subsidiaries have
commenced limited revenue producing operations and have an
accumulated deficit of $23.7 million.

                    About Celsia Technologies

Headquartered in Miami, Fla., Celsia Technologies Inc. (OTC BB:
CSAT) -- http://www.celsiatechnologies.com/-- is a full
solution provider and licensor of thermal management products
and technology for the PC, consumer electronics, lighting and
display industries.  The company is developing and
commercializing next-generation cooling solutions built on
patented micro thermofluidic technology.  Celsia Technologies'
extensive intellectual property portfolio includes patents
registered in Korea, the U.S., Japan and Taiwan, with patents
pending in the EU, Russia, India and in China.


CENTERPOINT ENERGY: Pays Additional Interest on 2% ZENS Note
------------------------------------------------------------
CenterPoint Energy Inc. established Wednesday an additional
interest regular record date under the terms of its 2% zero-
premium exchangeable subordinated notes due 2029.

Additional interest of $1.8807156 per ZENS note will be paid on
Aug. 22, 2007, to holders of record as of close of business on the
additional interest regular record date.

The payment of additional interest reflects cash distributed in
respect of the reference shares attributable to one ZENS note.  
The amount being distributed was received in connection with the
settlement of the 2002 AOL Time Warner Inc. securities and ERISA
class action litigation.

                     About CenterPoint Energy

CenterPoint Energy Inc., headquartered in Houston, Texas, --
http://www.CenterPointEnergy.com/-- is a domestic energy delivery  
company that includes electric transmission & distribution,
natural gas distribution, competitive natural gas sales and
services, and interstate pipeline and field services operations.  
The company serves more than five million metered customers
primarily in Arkansas, Louisiana, Minnesota, Mississippi,
Oklahoma, and Texas.  Assets total over $17 billion.  With about
8,600 employees, CenterPoint Energy and its predecessor companies
have been in business for more than 130 years.

                          *     *     *

As reported in the Troubled Company Reporter on June 14, 2007,
Fitch affirms the ratings of CenterPoint Energy Inc. (Issuer
Default Rating 'BBB-') and its operating subsidiaries, CenterPoint
Energy Houston Electric (IDR 'BBB') and CenterPoint Energy
Resources Corp. (IDR 'BBB').  Approximately $6.8 billion of debt
is affected by rating actions.  The Rating Outlook for all three
issuers remains Stable.


CHARLES RIVER: Earns $38 Million for Second Quarter 2007
--------------------------------------------------------
Charles River Laboratories International Inc. reported net income
of $38 million for the second quarter of 2007 compared to net
income of $25.7 million in the second quarter of 2006 which
includes discontinued operations.

For the second quarter, net sales from continuing operations
increased 14.8% to $307.4 million from $267.9 million in the
second quarter of 2006.  

For the first six months of 2007, net sales from continuing
operations increased by 14.7% to $598.6 million, from $522 million
in the same period in 2006.  Foreign exchange contributed about
2.4% to the sales growth rate.

Including a loss of $0.3 million from discontinued operations,
net income for the first six months of 2007 was $74.7 million
compared to a net loss of $74.4 million for the same period in
2006.  Results for the prior year included the $129.2 million
goodwill impairment recorded in the first quarter of 2006 related
to the sale of the Clinical Phase II – IV business.

Net income from discontinued operations was $0.1 million in the
second quarter of 2007.  Discontinued operations in 2006 included
both ISS and the Phase II – IV clinical services business, which
the Company sold in August 2006.

The company reported total assets of $2.7 billion, total
liabilities of $930.8 million, and total stockholders' equity of
$1.7 billion as of June 30, 2007.

Full-text copies of the company's financials are available for
free at http://researcharchives.com/t/s?223e

James C. Foster, chairman, president and chief executive officer,
said, "We are extremely pleased with our second-quarter
performance, which reflects strong demand across our broad
portfolio of essential products and services.  As a result of
higher-than-expected first-half sales and our expectation for
robust sales growth in the second half of the year, we are raising
our sales guidance and narrowing our EPS guidance to the upper end
of the range.  In addition, we have increased our stock repurchase
authorization from $300 million to $400 million."

             Increased Stock Repurchase Authorization

Charles River's board of directors has increased the existing
authorization for the repurchase of Charles River common stock to
$400 million from $300 million.  The stock purchases will be made
from time to time on the open market, through block trades or
otherwise in compliance with Rule 10b-18 of the federal securities
laws.  Depending on market conditions and other factors, these
repurchases may be commenced or suspended at any time or from time
to time without prior notice.  Funds for the repurchases are
expected to come from cash on hand or cash generated by
operations.

As of Aug. 1, 2007, the company had repurchased 6.7 million shares
of common stock at a total cost of about $278 million, leaving a
balance of about $122 million under the $400 million stock
repurchase authorization.  There are currently no specific plans
for the shares that have been or may be purchased under the
program.

As of Aug. 1, 2007, Charles River had about 67.9 million shares of
common stock outstanding.

                About Charles River Laboratories

Charles River Laboratories International, Inc., headquartered in
Wilmington, MA, (NYSE: CRL) -- http://www.criver.com/-- provides   
research tools and integrated support services for drug and
medical device discovery and development.  The company's business
segments are Research Models and Services, which involves the
commercial production and sale of animal research models; and Pre-
clinical, which involves the research, development and safety
testing of drug candidates.  

                         *     *     *

As of Aug. 9, 2007, the company holds Moody's Ba1 long-term
corporate family rating and probability of default rating.  The
outlook is negative.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at BB+.  The outlook is positive.


CHESAPEAKE ENERGY: Commences $500 Mil. Offering of 2.5% Sr. Notes
-----------------------------------------------------------------
Chesapeake Energy Corporation is commencing a public offering of
an additional $500 million aggregate principal amount of its
existing 2.50% Contingent Convertible Senior Notes due 2037.  

The Notes will be convertible, under certain circumstances, using
a net share settlement process, into a combination of cash and
Chesapeake common stock.  In general, upon conversion of a Note,
the holder of such Note will receive cash equal to the principal
amount of the Note and common stock for the Note's conversion
value in excess of the principal amount of the Note.

Chesapeake intends to use the net proceeds from the offering to
repay outstanding indebtedness under its revolving credit
facility.  The Notes are offered pursuant to a registration
statement filed on May 8, 2007, with the U.S. Securities and
Exchange Commission.  Chesapeake intends to list the Notes on the
New York Stock Exchange after issuance.

Deutsche Bank Securities Inc. will act as Sole Book-Running
Manager for the offering.  Copies of the preliminary prospectus
supplement and records relating to the offering may be obtained
from the offices of:

     Deutsche Bank Securities Inc.
     Prospectus Department
     100 Plaza One, Second Floor
     Jersey City, NJ 07311
     Tel (800) 503-4611

The Notes issued in this offering will be issued as additional
securities under an indenture pursuant to which Chesapeake issued
$1.150 billion of 2.50% Contingent Convertible Notes on May 15,
2007.  The Notes issued in this offering and the prior Notes will
be treated as a single class of notes under the indenture but will
not be fungible and will have different CUSIP numbers.

                     About Chesapeake Energy

Based in Oklahoma City, Oklahoma, Chesapeake Energy Corporation
(NYSE: CHK) -- http://www.chkenergy.com/-- produces natural gas    
in the U.S.  The company's operations are focused on exploratory
and developmental drilling and corporate and property acquisitions
in the Mid-Continent, Barnett Shale, Fayetteville Shale, Permian
Basin, Delaware Basin, South Texas, Texas Gulf Coast, Ark-La-Tex
and Appalachian Basin regions of the U.S.

                         *     *     *

As reported in the Troubled Company Reporter on May 11, 2007,
Moody's Investors Service assigned a Ba2 rating to Chesapeake
Energy's pending $1 billion of 30-year contingent convertible
senior notes and affirmed its existing Ba2 corporate family, Ba2
probability of default, Ba2 senior unsecured note rate, SGL-2
speculative grade liquidity, and Baa3 secured hedging facility
ratings.  Net note proceeds would retire a like amount of CHK's
roughly $1.6 billion of existing secured bank debt.  The Ba2 note
rating is assigned under Moody's Loss Given Default notching
methodology.  The rating outlook is stable.


CHESAPEAKE ENERGY: Fitch Holds Low-B Ratings with Neg. Outlook
--------------------------------------------------------------
Fitch Ratings has affirmed Chesapeake Energy Corporation's ratings
and revised the rating outlook to negative as:

  -- Issuer Default Rating at 'BB';
  -- Senior unsecured debt at 'BB';
  -- Senior secured revolving credit facility and hedge
     facilities at 'BBB-';
  -- Convertible preferred stock at 'B+'.

Chesapeake's Rating Outlook has been revised to Negative primarily
as a result of the company's rising leverage as measured by
debt/barrels of oil equivalent of proven and proven developed
reserves.  As of June 30, 2007, Fitch estimates debt at $5.87/boe
of proven reserves and $9.36/boe of proven developed reserves,
representing an increase of over 13% compared to year-end 2006
levels.  While debt levels continue to climb more quickly than
expected, Fitch regards management's comments from the recent
second quarter earnings call as an indication that the equity
component to the company's historically balanced funding approach
may be more distant than previously anticipated.  As a result,
both a stated preference against issuing equity combined with
further expectations of negative free cash flow in 2007 and 2008
are likely to drive leverage metrics higher.

While the company has historically used a sizable portion of
equity to finance its growth, recent capital markets activity by
Chesapeake has been heavily weighted toward debt.  In addition to
debt issuances, the company also announced plans to complete a
number of other asset sale and sale-leaseback transactions to fund
the company's capital expenditure budget.  Fitch regards the sale-
leaseback transactions as debt financing and also considers the
sale of Appalachian assets to contain debt-like features as a
result of the guarantees related to future production levels and
sale prices.  As a result, Fitch see's the need for the company to
inject a sizable equity component into the funding mix for the
bond ratings to be maintained at existing levels.  While
management did confirm their commitment to a balanced funding
strategy on their recent earnings call, the additional comments by
management indicating that equity offerings are not currently
being considered is a cause for concern among bondholders.

Chesapeake's ratings continue to be supported by the size and low
risk profile of its oil and gas reserves which now approximate 10
trillion cubic feet equivalent.  In addition, Chesapeake continues
to post very robust results operationally.  Organic reserve
replacement was estimated to exceed 400% during the first half of
2007 and Chesapeake's three-year organic reserve replacement rate
at year-end 2006 was 238% at economic costs of $12.95/boe.  Both
the strong organic reserve replacement rates and the onshore
location of the company's reserves highlight the low risk nature
of the company's reserves.  Bondholders are also protected from
near-term declines in commodity prices as a result of the
company's hedging strategy, however this protection is mitigated
by the company's past practice of liquidating hedges prior to
maturity.

Chesapeake is an Oklahoma City-based company focused on the
exploration, production and development of natural gas.  The
company's proved reserves remain predominantly natural gas and are
based 100% in North America.  Chesapeake's operations are
concentrated primarily in the Mid-Continent, South Texas, the
Permian Basin, and the Appalachia Basin.  The company's reserve
growth in recent years reflects the company's aggressive
acquisition strategy and consistent success through the drill-bit.


COFFEYVILLE RESOURCES: S&P Junks Corporate Credit Rating from B
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Coffeyville Resources LLC to 'CCC+' from 'B'.  S&P also
lowered the rating on the company's $1.07 billion senior secured
facilities are rated to 'B-' from 'B+', with a '2' recovery
rating, indicating substantial (70% to 90%) recovery of principal
based on S&P's simulated default scenario.
     
The ratings remain on CreditWatch with negative implications due
to near-term liquidity needs in an uncertain credit market and
operating issues that may be encountered when operations resume at
the company's petroleum product refinery.
     
The refinery in southeastern Kansas remains shut after heavy rains
caused floods at the end of June 2007.  S&P expect the refinery to
re-open by mid-September.  With no operating revenues, liquidity
has become tight, and Coffeyville will need to secure additional
funding to meet its short-term liquidity needs.  The shut-down
also inflated hedge payments owed to
J. Aron & Co., its hedge counterparty, as high refinery crack
spreads persisted while the refinery remained shut.  About
$89 million dollars was due on July 8, and an additional
$37 million representing hedge payments through August 15 will be
due on October 5. J. Aron has so far allowed Coffeyville to defer
the large payments due until September 7, and the sponsors GS
Credit Partners and Kelso & Co. have provided equity guarantees
for the deferred amounts. J. Aron is an affiliate of GS Credit
Partners.
     
Coffeyville's business interruption insurance kicks in on August
15, and should cover hedge payments from that date until
operations return to normal.
     
Coffeyville is a 100,000-barrel-per-day independent refiner in
Coffeyville, Kansas.  In addition to the refinery, it owns an
adjacent nitrogen fertilizer plant with a current annual capacity
of 410,000 tons of ammonia and 655,000 tons of urea ammonium
nitrate.  The fertilizer plant sustained less flood damage than
the refinery, and resumed operations on July 14, 2007.  
     
The company expects insurance to cover most repair and clean-up
costs, but the timing of insurance payments is not clear.  
Coffeyville will seek additional financing to meet near-term
liquidity needs, which do not include deferred hedge payments.  
Debt outstanding at July 31, 2007 was about $812 million, but
could grow to $1 billion by the end of the year as Coffeyville
increases its debt to cover lower liquidity.  However, some of the
increased borrowing is likely to be eventually offset with
insurance proceeds.
      
"Importantly, an IPO that was expected to de-lever the company by
as much as $280 million has been delayed beyond our expectation,"
said Standard & Poor's credit analyst Chinelo Chidozie.
     
Standard & Poor's will review the ratings when additional
financing is secured and refinery operations have resumed.


CONCH HOUSE: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Conch House Builders, L.L.C.
        dba Conch House Marina Restaurant
        dba Conch House Sport Fishing Charters
        57 Comares Avenue
        St. Augustine, FL 32080

Bankruptcy Case No.: 07-03392

Type of business: The Debtor owns and operates a 200-slip marina
                  and restaurant.  See http://www.conch-house.com/

Chapter 11 Petition Date: August 7, 2007

Court: Middle District of Florida (Jacksonville)

Debtor's Counsel: Robert Altman, Esq.
                  5256 Silver Lake Drive
                  Palatka, FL 32177-8524
                  Tel: (386) 325-4691

Estimated Assets: $1 Million to $1 Million

Estimated Debts:  $1 Million to $1 Million

Debtor's 18 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Jeff Howard                                              $251,256
1429 Wentworth Avenue
Jacksonville, FL
32259

William Hellings                                         $250,893
21 River Park Drive North
Palm Coast, FL 32137

Strike II Production                                     $250,409
6259 Grantford Road
Gainesville, GA 30506

David M. Ponce                                           $246,092

Stephen Berry                                            $237,276

Premium Assignment Corp.                                 $125,690

Timothy Tadlock                                          $124,904

Bank of St. Augustine                                     $97,600

C.B.S. Outdoor Bulletin                                   $35,000
Agreement

Clay Oil Corp.                                            $34,433

Cosgrove Enterpises, Inc.                                 $11,803

Burney's Septic Tank                                       $8,000

City of St. Augustine                                      $6,719

The Pinnacle Group                                         $5,240

R.L. Schreiber, Inc.                                       $3,822

Cheney Brothers, Inc.                                      $3,497

Sysco Food Service                                         $3,479

The Restaurant Times                                       $3,315


CONSECO INC: Fitch Affirms BB+ Issuer Default Rating
----------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating, senior debt,
preferred stock, and insurer financial strength ratings of Conseco
Inc. and its subsidiaries.  At the same time, Fitch has revised
the rating outlook to negative.  The rating action affects
approximately $1.2 billion in outstanding debt.  All affected
ratings are listed below.

Fitch's change in rating outlook reflects CNO's recently announced
financial results of the second quarter 2007.  Fitch is
particularly disappointed with the announcement of further losses
on the company's run-off long-term care business, a related
$110 million reserve strengthening, and the expectation of a
continuing long recovery in that business.  This charge, coupled
with other previously announced charges, has lessened Fitch's
confidence that the company is on a clear path towards earnings
improvement and stable financial results.  In addition, Fitch
believes the announced $100 million capital infusion into Conseco
Senior Health Insurance Company, will lessen the holding company's
financial flexibility.

Fitch's rating concerns for Conseco include overall moderate
profitability, the continuing underwriting and pricing challenge
in the long-term care business, the changing competitive
environment in the Medicare Supplement industry, and spread
compression resulting from low interest rate conditions.

Fitch affirms these ratings with a Negative Outlook:

Conseco, Inc.
  -- Issuer Default Rating at 'BB+';
  -- Senior secured debt at 'BBB-;
  -- $675 million secured bank credit facility due June 2013 at
     'BBB-';
  -- Senior unsecured debt at 'BB';
  -- $330 million senior unsecured convertible debt due August
     2035 at 'BB';
  -- Preferred stock at 'BB-'.

Bankers Life and Casualty Company
  -- Insurer financial strength rating at 'BBB+'.

Conseco Life Insurance Company
Bankers Conseco Life Insurance Company (formerly Conseco Life
Insurance Company of New York)
Conseco Insurance Company
Conseco Health Insurance Company
Colonial Penn Life Insurance Company
Washington National Insurance Company
  -- IFS at 'BBB'.

Conseco Senior Health Insurance Company
  -- IFS at 'B-'.


CUMULUS MEDIA: Earns $2.5 Million in Quarter Ended June 30
----------------------------------------------------------
Cumulus Media Inc. reported net income of $2.5 million for the
three months ended June 30, 2007, as compared with net income of
$6.7 million for the three months ended June 30, 2006.

Net revenues for the second quarter remained flat at $87.3 million
in both 2006 and 2007.

Station operating expenses decreased from $55.2 million to
$53.6 million, a decrease of 2.9% from the second quarter of 2006.  
This decrease was primarily attributable to the contribution of
the Company's Houston and Kansas City stations to our affiliate,
Cumulus Media Partners LLC, on May 4, 2006.

Station operating income increased from $32.2 million to
$33.8 million, an increase of 4.9% from the second quarter of
2006, for the reasons discussed above.  Corporate expenses for the
three months ended June 30, 2007, decreased $500,000 over the
comparative period in 2006 primarily due to the timing of
professional fees offset by increased personnel costs associated
with the management of CMP.

As previously reported, on May 10, 2007, the company's management
determined that the interim financial statements included in the
company's quarterly reports on Form 10-Q for the periods ended
June 30, 2006, and Sept. 30, 2006, contained errors related to
accounting for certain interest rate swaps.  The financial
information included in this release contains certain restated
financial data for the periods ended June 30, 2006.

                    Six Months Ended June 30

The company generated net income of $725,000 for the six months
ended June 30 2007, as compared with net income of $7.6 million
for the six months ended June 30, 2006.

Net revenues for the six months ended June 30, 2007, decreased
$2.9 million to $159.7 million, a 1.8% decrease from the same
period in 2006, primarily as a result of the contribution of the
company's Houston and Kansas City stations to our affiliate, CMP,
partially offset by organic growth over the company's existing
station platform.

Station operating expenses decreased $3.5 million to $105.2
million, a decrease of 3.2% over the same period in 2006. This
decrease is primarily attributable to the contribution of the
company's Houston and Kansas City stations to CMP.

Station operating income increased $600,000 to $54.5 million, an
increase of 1.2% from the same period in 2006, for the reasons
discussed above.

                     Cumulus Media Partners

For the three and six months ended June 30, 2007, the company
recorded about $700,000 and $1.6 million, respectively, as equity
in losses of affiliate.

For the three and six months ended June 30, 2007, the company
recorded as net revenues about $1 million and $2 million in
management fees from CMP.

                Leverage and Financial Position

Capital expenditures for the three and six months ended June 30,
2007 totaled $1.1 million and $2.3 million, respectively.  Capital
expenditures during the quarter were comprised of $900,000 of
expenditures related to the consolidation of or purchase of studio
facilities and tower structures and $.2 million of maintenance
capital expenditures.  For the full year of 2007, the company
expects capital expenditures to total $6.5 million.

Net leverage was 7.06 times at June 30, 2007.

Total capitalization as of June 30, 2007, was $1.1 billion,
consisting of cash and cash equivalents of $1.3 million, long-term
debt of $784 million, and total stockholders' equity of
$343.1 million.

                         Proposed Merger

As previously disclosed, the company entered into a merger
agreement with an investment group led by Lewis W. Dickey, Jr.,
the company's chairman, president and chief executive officer, and
an affiliate of Merrill Lynch Global Private Equity, pursuant to
which stockholders of the company will receive $11.75 per share in
cash for each share of Cumulus common stock they hold.

Consummation of the merger is subject to various conditions,
including approval of the merger by the stockholders of the
Company, FCC approval, and other customary closing conditions.

                            Outlook

Revenue for the third quarter of 2007 is currently pacing downward
1% as compared to the prior year three month period.  The company
expects station operating expense will be flat to down slightly
when compared to the same three month period in 2006.

                       About Cumulus Media

Headquartered in Atlanta, Georgia, Cumulus Media, Inc. (NASDAQ-GS:
CMLS) -- http://www.cumulus.com/-- owns and operates FM and AM   
radio station clusters serving mid-sized markets throughout the
U.S.  As of Dec. 31, 2006, directly and through its investment in
Cumulus Media Partners LLC, it owned or operated 344 stations in
67 U.S. markets and provided sales and marketing services under
local marketing, management and consulting agreements to one
additional station.

                          *     *     *

As reported in the Troubled Company Reporter on Jul 26, 2007,
Moody's Investors Service placed Cumulus Media Inc.'s ratings on
review for possible downgrade following the company's announcement
that it has entered into a merger agreement under which it will be
acquired by an investor group consisting of Lewis W. Dickey, Jr.,
chairman, president and CEO of the company, and an affiliate of
Merrill Lynch Global Private Equity.  The transaction is valued at
about $1.3 billion.

The ratings are under review for possible downgrade include
Cumulus Media Inc.'s corporate family rating at Ba3; Probability
of default rating at B1; secured revolver at Ba3 (LGD 3, 34%); an
secured term loan at Ba3 (LGD 3, 34%).


DELPHI CORP: Selects Umicore as Best Bidder for Catalyst Business
-----------------------------------------------------------------
Delphi Corporation and certain of its affiliates selected Umicore
as the successful bidder for Delphi's global original equipment
and aftermarket catalyst business, Delphi officials disclosed.

At an Aug. 8, 2007 auction between Umicore and Catalytic Solutions
Inc., two qualified bidders, Umicore's offer of $75 million
(subject to adjustments) was determined to be the highest and best
bid.  Umicore's offer will be presented to the U.S. Bankruptcy
Court for the Southern District of New York for approval on
Aug. 16, 2007.

The sale to Umicore is expected to close before year-end 2007.

At the hearing before the U.S. Bankruptcy Court scheduled for
Aug. 16, Delphi will also present the offer submitted at the
August 8th auction by CSI to be approved as the "alternate bidder"
in the event the transaction between Delphi and Umicore does not
close.

Headquartered in Troy, Mich., Delphi Corporation (OTC: DPHIQ) --
http://www.delphi.com/-- is the single largest global supplier
of vehicle electronics, transportation components, integrated
systems and modules, and other electronic technology.  The
company's technology and products are present in more than 75
million vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil and France.

The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors.  As of
Mar. 31, 2007, the Debtors' balance sheet showed $11,446,000,000
in total assets and $23,851,000,000 in total debts.  The Debtors'
exclusive plan-filing period expires on Dec. 31, 2007.


DELPHI CORP: June 30 Balance Sheet Upside-Down by $13.2 Billion
---------------------------------------------------------------
Delphi Corp. listed total assets of $15.5 billion, total
liabilities of $28.5 billion, minority interest of $209 million,
resulting in total stockholders' deficit of $13.2 billion as of
June 30, 2007.

                   Second Quarter 2007 Results

The company reported second quarter 2007 financial results with a
net loss of $821 million.  Non-GM revenues were $4.1 billion,
representing 59 percent of global revenues.  Net Loss for the
second quarter 2006 was $2.3 billion.

Delphi's net loss reflects a charge of $332 million recorded in
the second quarter of 2007 for its current estimate of liability,
net of previous accruals, in the Securities and ERISA multi-
district litigation pending in the U.S. District Court for the
Eastern District of Michigan, arising from Delphi's restatement of
its financial statements for the period 1999 to 2004.  Delphi
noted that this estimate of liability does not consider any
insurance proceeds that may be recoverable under Delphi's
insurance policies. Under the direction of a special master
appointed by the U.S. District Court, Delphi has begun settlement
discussions regarding a potential resolution of these matters.

Global revenue for the second quarter 2007 was $7 billion, flat
from $7 billion in second quarter 2006.

Non-GM revenue for the quarter was $4.1 billion, up 5% from
$3.9 billion in second quarter 2006.  Non-GM business represented
59% of second quarter revenues, compared to year-ago levels of 56
percent, primarily due to a 6% year-over-year decline in GM
revenues.  Excluding the favorable impact of foreign currency
exchange, non-GM growth for the second quarter was essentially
flat.

                     First Half 2007 Results

Global revenue was $13.7 billion for the first half 2007, down
from $14 billion in first half 2006.  Non-GM revenue for first
half 2007 was $8 billion, up about 4% from  $7.7 billion in first
half 2006.  Non-GM business reached 59% of first half 2007
revenues, compared to year-ago levels of 55%.  The increase in
non-GM revenues was primarily due to the impact of favorable
currency exchange rates.

Net loss was $1.4 billion for the first half 2007, compared to
first half 2006 net loss of $2.6 billion.  Included in the first
half 2007 net loss were charges of $332 million related to the
Securities and ERISA litigation, employee termination benefit and
other exit cost charges of $420 million and long-lived asset
impairment charges of $199 million.  Included in the first half
2006 net loss were charges of $1.9 billion for the U.S. employee
special attrition programs.

                    Cash Flow and Liquidity

Cash flow used in operating activities was $431 million for the
first six months of 2007, as compared to $187 million provided by
operating activities in the first six months of 2006.  The change
in cash flow from operating activities was driven by payments made
as part of the U.S. employee special attrition program, net of
reimbursements from GM, and a net increase in working capital.

Delphi continues to have sufficient liquidity available in
the U.S. and globally to finance our global operations.  As of
June 30, 2007, Delphi had $1.5 billion of cash and cash
equivalents and $1 billion of debt capacity under the refinanced
DIP credit facility.

Delphi had about $2 billion of senior unsecured debt at June 30,
2007.  As of June 30, 2007, the company had $453 million
outstanding under its accounts receivable factoring facilities in
Europe.  As of June 30, 2007, outstanding borrowings under its
European accounts receivables securitization program were
$148 million.  As of June 30, 2007, the company had $121 million
of other debt, primarily consisting of overseas bank facilities,
and $65 million of other debt classified as liabilities subject to
compromise.
    
A full-text copy of the company's first half 2007 report is
available for free at http://researcharchives.com/t/s?223f

                    About Delphi Corporation

Headquartered in Troy, Mich., Delphi Corporation (OTC: DPHIQ) --
http://www.delphi.com/-- is the single largest global supplier
of vehicle electronics, transportation components, integrated
systems and modules, and other electronic technology.  The
company's technology and products are present in more than 75
million vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil and France.

The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors.  As of
Mar. 31, 2007, the Debtors' balance sheet showed $11,446,000,000
in total assets and $23,851,000,000 in total debts.  The Debtors'
exclusive plan-filing period expires on Dec. 31, 2007.


DELTA FUNDING: S&P Lowers Ratings on Five Certificate Classes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of asset-backed certificates from five Delta Funding Home
Equity Loan Trust transactions.  At the same time, S&P affirmed
its ratings on the remaining classes from various Delta Funding
Home Equity Loan Trust transactions.
     
The lowered ratings reflect:

     -- Monthly net losses that have exceeded monthly excess
        interest cash flow;

     -- Complete depletion of overcollateralization for
        series 1999-2, 1999-3, 2000-2, and 2000-3; and

     -- Loss projections that indicate that current performance
        trends may further compromise credit support for these
        classes.

In addition, the five downgraded transactions have a high
percentage of severe delinquencies (90-plus days, foreclosures,
and REOs).  The severe delinquencies, as a percentage of the
current pool balance, relative to credit support for the five
series are:

     -- Series 1999-2: 24.73%, $6,560,571 versus $2,489,863
        credit support provided by class B subordination;

     -- Series 1999-3: 26.74%, $13,758,561 versus $4,578,680
        credit support provided by class B subordination;

     -- Series 2000-2: 22.57%, $3,746,644 versus $3,940,764
        credit support provided by class B subordination;

     -- Series 2000-3: 30.27%, $3,914,162 versus $2,895,960
        credit support provided by class B subordination; and

     -- Series 2001-2: 30.05%, $6,376,269 versus $1,794,729
        credit support provided by O/C.

The affirmations reflect credit support levels that are sufficient
to maintain the current ratings.
     
Subordination, excess interest, and O/C provide credit support for
most of the transactions.  In general, the senior certificates
receive additional credit support from by a 'AAA' rated bond
insurance provider.
     
The collateral consists of either fixed- or adjustable-rate home
equity first- and second-lien loans secured by one- to four-family
residential properties.

   
Ratings Lowered

Delta Funding Home Equity Loan Trust
Asset-backed certificates

                                     Rating
                                     ------
                Series    Class  To          From
                ------    -----  --          ----
                1999-2    M-2    BB          A
                1999-3    M-2    B           A
                2000-2    M-2    BB          A
                2000-3    M-2    B           A

DFC HEL Trust
Asset-backed certificates

                                     Rating
                                     ------
                Series    Class    To        From
                ------    -----    --        ----
                2001-2    B        B         BBB

Ratings Affirmed

Delta Funding Home Equity Loan Trust

      Series    Class                                 Rating
      ------    -----                                 ------
      1995-2    A-5*                                  AAA
      1996-1    A-7*                                  AAA
      1996-2    A-5*                                  AAA
      1996-3    A-5*,A-6*,S*                          AAA
      1997-1    A-5*,A-6*,A-7*,S*                     AAA
      1997-2    A-5,A-6,A-7                           AAA
      1997-2    M-1                                   AA
      1997-2    M-2                                   A
      1998-1    A-5F,A-6F*                            AAA
      1998-1    M-1F                                  AA+
      1998-1    M-2F                                  A+
      1998-1    B-1A,B-1F                             BBB-
      1999-1    A-1A*,A-5F*,A-6F*                     AAA
      1999-1    B                                     BBB-
      1999-2    A-1A,A-6F,A-7F                        AAA
      1999-2    M-1                                   AA
      1999-3    A-1A*,A-1F*,A-2F*                     AAA
      1999-3    M-1                                   AA+
      2000-1    M-1                                   AAA
      2000-1    M-2                                   A
      2000-2    M-1                                   AAA
      2000-3    M-1                                   AAA
      2000-4    M-1                                   AA
      2000-4    M-2                                   CCC
         
DFC HEL Trust
Asset-backed certs

                  Series    Class         Rating
                  ------    -----         ------
                  2001-1    M-1           AA+
                  2001-1    M-2           A
                  2001-1    B             BBB
                  2001-2    M-1           AAA
                  2001-2    M-2           A


*Denotes bond-insured transaction ratings that reflect the
financial strength of the bond insurer.


DEPOMED INC: June 30 Balance Sheet Upside-Down by $25.2 Million
---------------------------------------------------------------
Depomed Inc.'s consolidated balance sheet at June 30, 2007, showed
$45.8 million in total assets, $71 million in total liabilities,
resulting in a $25.2 million total stockholders' deficit.

Depomed Inc. reported a net loss of $9.0 million for the second
quarter ended June 30, 2007, compared to a net loss of
$9.9 million for the second quarter of 2006.  Cash, cash
equivalents and marketable securities at quarter end were
$35.4 million, which excludes an additional $17.5 million payment
received in July 2007 pursuant to its previously disclosed
termination agreement with Esprit Pharma.

Revenues increased to $3.6 million in the second quarter of 2007
from $2.2 million in the same period of 2006.  Product sales were
$2.5 million and Depomed recognized $1.1 million of license
revenue related to amortization of license fees previously
received from Esprit and Biovail.  Operating expenses for the
quarter ended June 30, 2007, were $12.5 million compared to
$11.7 million for the same period in 2006.  The increase was
primarily due to expenses associated with the commercialization of
Glumetza(TM).  Stock-based compensation expense for the second
quarter of 2007 was $600,000.

"The second quarter of 2007 was a very active quarter for us,"
said John F. Hamilton, chief financial officer of Depomed.  "We
announced the completion of a $20 million financing and began
enrollment for our Phase 2 clinical trial for Gabapentin GR(TM) to
treat menopausal hot flashes.  In addition, we continued to
support the commercialization efforts of our marketing partner
King Pharmaceuticals and have been pleased to see continuing
increasing prescriptions for Glumetza."

                        About Depomed Inc.

Depomed Inc. (NasdaqGM: DEPO) -- http://www.depomedinc.com/-- is
a specialty pharmaceutical company with two approved products on
the market and multiple product candidates in its pipeline.  The
company utilizes its proven, proprietary AcuForm(TM) drug delivery
technology to improve existing oral medications, allowing for
extended, controlled release of medications to the upper
gastrointestinal tract.


DRINKS AMERICAS: Bernstein & Pinchuk Raises Going Concern Doubt
---------------------------------------------------------------
New York City-based Bernstein & Pinchuk LLP expressed substantial
doubt about Drinks Americas Holdings Ltd.'s ability to continue as
a going concern after auditing the company's consolidated
financial statements for the years ended April 30, 2007, and 2006.  
The auditing firm pointed to the company's significant losses from
operations since its inception.

The company posted a $9,389,250 net loss on $6,084,520 of total
revenues for the year ended April 30, 2007, as compared with a
$5,845,371 net loss on $1,607,606 of total revenues in the prior
year.

At April 30, 2007, the company's balance sheet showed $6,585,195
in total assets, $3,783,471 in total liabilities and $2,801,724 in
stockholders' equity.

A full-text copy of the company's 2007 annual report is available
for free at http://ResearchArchives.com/t/s?223b

Headquarted in Wilton, Conn. Drinks Americas Holdings, Ltd. --
http://www.drinksamericas.com/-- develops, owns, markets, and  
nationally distributes alcoholic and non-alcoholic premium
beverages that are often associated with renowned icon
celebrities.  Drinks' portfolio of premium alcoholic beverages
includes Donald Trump's Trump Super Premium Vodka (Spring 2006),
Willie Nelson's Old Whiskey River Bourbon and Bourbon Cream, and
Roy Yamaguchi's Y Sake.  Drinks non-alcoholic brands include the
distribution of Paul Newman's Newman's Own Lightly Sparkling Fruit
Juice Drinks.


DURRETT CHEESE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Durrett Cheese Sales, Inc.
        188 Volunteer Court
        Manchester, TN 37355

Bankruptcy Case No.: 07-13225

Type of Business: The Debtor converts raw cheese products
                  into consumer-sized packages.
                  See http://www.durrettcheese.com/

Chapter 11 Petition Date: August 8, 2007

Court: Eastern District of Tennessee (Winchester)

Judge: R. Thomas Stinnett

Debtor's Counsel: Paul E. Jennings, Esq.
                  805 South Church Street, Suite 3
                  Murfreesboro, TN 37130
                  Tel: (615) 895-7200
                  Fax: (615) 895-7294

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $100 Million

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


EXECUMOLD INC: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Execumold, Inc.
        7701 Klier Drive
        Fairview, PA 16415

Bankruptcy Case No.: 07-11259

Type of Business: The Debtor manufactures plastic products.

Chapter 11 Petition Date: August 8, 2007

Court: Western District of Pennsylvania (Erie)

Debtor's Counsel: Guy C. Fustine, Esq.
                  Joseph F. Gula, III, Esq.
                  Knox McLaughlin Gornall & Sennett, P.C.
                  120 West Tenth Street
                  Erie, PA 16501
                  Tel: (814) 459-2800
                  Fax: (814) 453-4530

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's List of its 18 Largest Unsecured Creditors:

   Entity                        Nature of Claim      Claim Amount
   ------                        ---------------      ------------
Advanced Modeling                Subcontracting            $15,137
7575 Birkmire Drive
Fairview, PA 16415

Precision Mold Base Corp.                                  $14,245
2405 West Geneva Drive
Tempe, AZ 85282

King Tool & Supply               Purchases                 $13,621
1018 West 52nd Street
Erie, PA 16509

Resolve Staffing Inc.            Temps Wages - Molding     $13,285

August Industrial Supply Co.     Purchases                 $12,796

D=M-E Company                    Purchases                 $12,755
PGS Precision PTE LT                                       $12,391

E.I. du Pont de                  Purchases                 $11,950
Nemours and Co.

ORIX Financial Services          Machinery & Equipment     $11,508

Mold & Machining Services        Subcontracting            $10,320
Shorts Tool & Mfg.                                          $9,870

Rapid Mold Solutions Inc.        Subcontracting             $8,285

Klimek Molding Corp.             Subcontracting             $7,000

Bureau Veritas                   Quality Control            $6,992
Quality International

Infinity Resources Inc.          Temp Wages Tooling         $6,525

Penelec                          Utilites                   $6,339

C&J Industries, Inc.             Material & Supplies        $6,125

Trio Tool & Die Mfg. Inc.        Subcontracting             $5,565

Arbor Tek Plastics, Inc.         Purchases                  $5,039

PASCO Tool & Plastics            Subcontracting             $5,036


FORD MOTOR: Seeks Better Productivity & Lower Costs in Labor Talks
------------------------------------------------------------------
Ford Motor Company needs to see both lower costs and improved
labor productivity as it emerges from a crucial round of
contract talks with the United Auto Workers union, Kevin
Krolicki writes for Reuters, quoting Joseph Hinrichs, Ford's
vice president for manufacturing in North America.

The TCR-Europe reported on June 14, 2007, that the car companies
are trying to deal with health care costs that GM CEO Rick
Wagoner says cost them a combined US$12 billion in 2006.  
Providing health care to 2 million employees, retirees and
dependents contributed to losses at each of the U.S. automakers
last year, while Japanese rivals posted record profits.  The
difference is made even more significant by higher pensions and
retiree health care costs.

Most of that gap for the loss-making Detroit automakers
represents "legacy" costs, including the price of providing
health care to union-represented retirees, Reuters states.

"We've been working really hard on (productivity) and we still
have room for improvement. If you look at the domestic, Detroit
Three compared to the transplants, there's a gap," Mr. Hinrichs
said.  "And then there's the cost of that labor which we have to
work on and address, which includes the legacy cost," he said,
Reuters notes.

According to the report, Mr. Hinrichs' comments were in response
to prior remarks issued by Canadian Auto Workers President Buzz
Hargrove that the labor concessions the Detroit-based automakers
are seeking in ongoing labor negotiations with the UAW would not
make a meaningful contribution to a turnaround for the
struggling industry.

"Even if the Big Three get everything they are asking for from
the UAW, that would reduce the average production costs of a
vehicle they sell in North American by only US$500," Mr.
Hargrove said, Reuters notes.

Mr. Hinrichs had a different opinion, however, saying that
although he would not comment on the US$500-per-vehicle estimate
from Mr. Hargrove, that amount was enough to make a difference
in a competitive vehicle market, Reuters relates.

Prior to the talks, Ford had negotiated separate agreements with
the UAW for more flexible work rules at most of its plants and
an attrition program that saw 27,000 union-represented workers
leave the payroll during the first half.  Mr. Hinrichs said that
the more flexible work rules included in "competitive operating
agreements" negotiated with the union would save Ford US$500
million on an annualized basis once fully implemented, Reuters
reports.

                       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.

                         *     *     *

In July 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.


GATEWAY ACCESS: Former Gateway Directors Want Case Converted
------------------------------------------------------------
Andrew C. Nester, Benjamin C. Steele, and David F. Wiesner,
together with Steele & Associates and Anchor Bay Corporation,
ask the United States Bankruptcy Court for the Middle District
of Pennsylvania to convert Gateway Access Solutions Inc.'s
Chapter 11 case to a Chapter 7 liquidation proceeding.

Messrs. Nester, Steele, and Wiesner are former Directors of the
Debtor.

William E. Kelleher, Jr., Esq., at Cohen & Grigsby P.C., said
that the Debtor has incurred significant expenses for attorneys,
consultants and accountants' fees, since the Debtor sought
protection under Chapter 11 of the Bankruptcy Code.

The Debtor, Mr. Kelleher added, has barely generated any income,
and continues to suffer losses and incur significant unpaid
administrative expenses.

In addition, Mr. Kelleher said that during the Debtor's
exclusive period it failed to file a proposed Chapter 11 plan
of reorganization.

For those reasons, the Directors, Steele & Associate and Mr.
Kelleher concluded that the Debtor's case should be converted
to a liquidation proceeding by the Court.

Headquartered in Scranton, Pennsylvania, Gateway Access Solutions
Inc. -- http://www.gwya.net/-- provides wireless broadband  
solutions.  The Company filed for Chapter 11 protectionon Jan. 9,
2007 (Bankr. M.D. Pa. Case No.: 07-50051).  Jill M. Spott, Esq.,
at Sheils Law Associates, P.C., represents the Debtor in its
restructuring efforts.  No Official Committee of Unsecured
Creditors has been appointed to date in this case.  Its listed
assets and debts between $1 Million and $100 Million.


GRAY WOLF: Case Summary & Seven Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Gray Wolf Transportation Services, Inc.
        2900 Government Way, Suite 277
        Coeur d'Alene, ID 83815

Bankruptcy Case No.: 07-20352

Chapter 11 Petition Date: August 7, 2007

Court: District of Idaho (Coeur d'Alene)

Debtor's Counsel: David E. Eash, Esq.
                  Ewing Anderson, P.S.
                  2101 Lakewood Drive, Suite 236
                  Coeur d Alene, ID 83814
                  Tel: (208) 667 7990
                  Fax: (509) 838 4906

Estimated Assets:              Unstated

Estimated Debts: $100,000 to $1 Million

Debtor's Seven Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
City Service Valcon            fuel                       $83,471
Box 1
Kalispell, MY 59903

Kenworth                       repair                     $13,000
6420 East Broadway Avenue
Spokane Valley, WA 99212

Kootenai Truck                 repair                      $4,000
3450 North Ramsey Road
Coeur d'Alene, ID 83815

Penske                         rental                      $2,400

Com Data                       fuel                        $2,300

Charlie Blackwell              facility lease              $2,100

Wingfoot                       repair                      $2,100


GREENPARK GROUP: Has Until October 10 to File Chapter 11 Plan
-------------------------------------------------------------
The Honorable Brendan Linehan Shannon of the U.S. Bankruptcy Court
for the Central District of California further extended GreenPark
Group LLC and its debtor-affilaites' exclusive periods to:

   a. file a Chapter 11 plan from July 10, 2007, to
      Oct. 10, 2007; and

   b. solicit acceptances of that plan from Sept. 7, 2007,
      to Dec. 10, 2007.

The Debtors tell the Court that it need sufficient time to
determine the nature and extent of all claims and interest
that were filed against their estates before they can finalize
a joint plan and disclosure statement, which the Debtors are
processing at present.

Headquartered in Seal Beach, California, GreenPark Group LLC,
is a real estate developer and building contractor.  The Company
and its affiliate, California/Nevada Developments LLC, filed for
chapter 11 protection on June 23, 2006 (Bankr. C.D. Calif.  Case
Nos. 06-10988 & 06-10989).  Alan J. Friedman, Esq., at Irell &
Manella, LLP, represents the Debtors.  No Official Committee of
Unsecured Creditors has been appointed in the Debtors' bankruptcy
proceedings.  When the Debtors filed for protection from their
creditors, they estimated assets and debts between $10 million
and $50 million.


HARRAH'S ENTERTAINMENT: Earns $238 Million in Qtr. Ended June 30
----------------------------------------------------------------
Harrah's Entertainment Inc. reported on Aug. 7, 2007, its
financial results for the second quarter ended June 30, 2007.

On a GAAP basis, net income was $238 million, up 84.5 percent from
$129 million in the 2006 second quarter.  Income from continuing
operations were $195 million, an increase of 51.9% from the
$129 million achieved in the year-ago quarter.  Second quarter
income from operations was $478 million, compared to $432 million
in the year-ago quarter.

Second Quarter Highlights:

  -- On April 5, Harrah's Entertainment stockholders approved an
     all-cash offer by affiliates of TPG and Apollo Management
     L.P., to acquire the company for $90 per share.  The
     transaction is expected to close in late 2007 or early 2008,
     pending the receipt of regulatory approvals and other
     customary closing conditions.

  -- On May 15, Harrah's Entertainment and Jimmy Buffett unveiled
     plans to develop the Margaritaville Casino and Resort in
     Biloxi, Mississippi, a 46-acre, $704 million Gulf Coast
     property featuring 100,000 square feet of casino space,
     250,000 square feet of retail space, 66,000 square feet of
     meeting space, 420 new hotel rooms and 378 renovated rooms.

  -- Also during the quarter, the company opened the Pool and Red
     Door Spa at Harrah's Atlantic City in the first major phase
     of innovations and renovations at the property.  A 964-room
     hotel tower is slated to open in 2008.

  -- On May 30, London Clubs International, Harrah's U.K.
     subsidiary, opened London's largest facility, the Casino at
     the Empire, at Leicester Square in London's West End.

  -- The 2007 World Series of Poker Presented by Milwaukee's Best
     Light ran from June 1 through July 17 at the Rio All-Suites
     Hotel and Casino.  The 55-event tournament drew more than
     54,000 entrants, up from 48,000 in 2006, and the total net
     prize pool exceeded $159 million.

  -- During the first weeks of the third quarter, Harrah's
     announced an approximately $1 billion expansion and
     renovation of Caesars Palace Las Vegas designed to reinforce
     the property's standing as one of the Las Vegas Strip's
     premier integrated-resort destinations. The plan includes a
     new 650-room hotel tower, including 75 luxury suites,     
     additional meeting space, and a remodeled and expanded pool
     area.

Other items:

Second quarter 2007 corporate expenses declined 41.8 percent
compared to the prior-year period, to $26.6 million from
$45.7 million, due to corporate cost reductions and the allocation
of a portion of the company's stock-based compensation expenses to
individual property units.

Interest expense for the second quarter rose 8.9 percent, to
$176.6 million, versus $162.2 million for the same period in 2006,
due to higher debt levels and higher interest rates.  Partially
offsetting the higher interest in 2007 is income of $14.3 million
in income representing an increase in the market value of the
company's interest rate swap agreements for second quarter.  The
prior year's second quarter included charges of $61 million due to
the early extinguishment of debt during that period.

Other income in the second quarter of 2007 includes gains on the
sales of corporate aircraft.

The effective tax rate for the second quarter, after minority
interest, was 37.3 percent, compared with 37.7 percent in the
second quarter of 2006.

Discontinued operations for second quarter 2007 reflect insurance
proceeds of $42.0 million, after taxes, that are in excess of the
net book value of the impacted assets and accumulated costs and
expenses that are expected to be reimbursed under the company's
insurance claims for Harrah's Lake Charles and Grand Casino
Gulfport, both of which were sold in 2006.  Pursuant to the terms
of the sales agreements, Harrah's will retain all insurance
proceeds related to these properties.

                   About Harrah's Entertainment
   
Headquartered in Las Vegas, Nevada, Harrah's Entertainment,
Inc.(NYSE: HET) -- http://www.harrahs.com/ -- owns or manages  
casinos on four continents.  The company's properties operate
primarily under the Harrah's, Caesars and Horseshoe brand names;
Harrah's also owns the London Clubs International family of
casinos.

                          *     *     *

As reported in the Troubled Company Reporter on Feb. 16, 2007,
Fitch Ratings may downgrade Harrah's Entertainment Inc.'s Issuer
Default Rating into the 'B' category from its current 'BB+' rating
based on the planned capital structure for its leveraged buyout by
Apollo Management and Texas Pacific Group, which was outlined in
its preliminary proxy statement.


HARTFORD MEZZANINE: Fitch Rates $38.75MM Class K Term Notes at B
----------------------------------------------------------------
Fitch assigns these ratings to Hartford Mezzanine Investors I -
CRE CDO 2007-1, Ltd./LLC,:

  -- $137,500,000 class A-1 first priority floating rate term
     notes 'AAA';
  -- $50,000,000 class A-2 second priority floating rate term
     notes 'AAA';
  -- $52,500,000 class A-3 third priority floating rate term
     notes 'AAA';
  -- $35,000,000 class B fourth priority floating rate term notes   
     'AA';
  -- $10,000,000 class C fifth priority floating rate capitalized     
     interest term notes 'A+';
  -- $10,000,000 class D sixth priority floating rate capitalized
     interest term notes 'A';
  -- $15,000,000 class E seventh priority floating rate
     capitalized interest term notes 'A-';
  -- $25,000,000 class F eighth priority floating rate
     capitalized interest term notes 'BBB+';
  -- $20,000,000 class G ninth priority floating rate capitalized
     interest term notes 'BBB';
  -- $21,250,000 class H tenth priority floating rate capitalized
     interest term notes 'BBB-';
  -- $23,750,000 class J eleventh priority floating rate
     capitalized interest term notes 'BB';
  -- $38,750,000 class K twelfth priority floating rate
     capitalized interest term notes 'B'.


HAWK CORP: Completes Offer to Buy $89.4 Mil. of 8-3/4% Sr. Notes
----------------------------------------------------------------
Hawk Corporation has completed its offer to purchase, at par,
$89.4 million of its 8-3/4% Senior Notes due Nov. 1, 2014.  The
Offer was required pursuant to the Indenture dated as of Nov. 1,
2004, as a result of the sale of the company's precision
components segment in the first quarter of 2007.  

A total of $22.9 million in aggregate principal amount was
tendered and not withdrawn as of 5:00 p.m. New York City time,
Aug. 7, 2007, the expiration date.

Settlement for the tendered Senior Notes, plus accrued interest of
approximately $0.2 million, is expected to take place on Friday
August 10, 2007.  Payment for the tendered Senior Notes will be
made from available cash on hand.

The company will have a remaining Senior Note principal balance of
$87.1 million after the completion of the Offer.
    
Headquartered in Cleveland, Ohio, Hawk Corporation (AMEX: HWK) --
http://www.hawkcorp.com/-- is a supplier of highly engineered
products.  Its friction products group is a supplier of friction
materials for brakes, clutches and transmissions used in
airplanes, trucks, construction and mining equipment, farm
equipment, recreational and performance automotive vehicles.  The
company's performance racing group manufactures clutches and
gearboxes for motorsport applications and performance automotive
markets.  Hawk has approximately 1,100 employees at 11
manufacturing, research, sales and administrative sites in 5
countries.

                          *     *     *

Standard & Poor's Ratings Services placed "B: rating on Hawk
Corporation's long term foreign and local issuer credit in January
2007.

Moody's Investor Services assigned the company's senior unsecured
debt B3 rating and its probability of default B2 rating on
September 2006.  The outlook is negative.


IMPERIAL PETROLEUM: Amends Purchase Pact with Apollo Resources
--------------------------------------------------------------
Imperial Petroleum Inc. entered into a first amendment to its
purchase and sale agreement dated June 19, 2007, for the purchase
of certain oil and gas properties owned by Apollo Resources
International Inc. and its subsidiaries.

The amendenment deferred the closing of the agreement to a date
not later than today, Aug. 10, 2007.  The closing of the agreement
was originally set for Aug. 1, 2007.

                 Departure and Election of Officer

On Aug. 2, 2007, James M. Clements, a director of the company,
submitted his resignation as a member of the Board of Directors of
the company to the Board of Directors citing personal reasons for
his action.  The Board accepted Mr. Clements' resignation as
Director, effective that date.  There are no known disagreements
or disputes between the company and Mr. Clements.

On Aug. 3, 2007, the board appointed John Gregory Thagard to the
Board to replace Mr. Clements as a Director of the company and to
serve the balance of his term.  Mr. Thagard will receive the same
director compensation arrangements as exists with currently
serving outside directors of the company.

The committees of the board that Mr. Thagard will serve are, as
yet, not established.  

Mr. Thagard has over 25 years of experience in the oil and gas
industry as a Petroleum Landman and his skills have been utilized
by the company during the prior three years as a contractor.

                    About Imperial Petroleum

Headquartered in Evansville, Indiana, Imperial Petroleum Inc.
(OTCBB:IPMN) -- http://www.iptm.net/-- is an oil and natural gas     
exploration and production company.

                          *     *     *

The company's balance sheet showed total assets of $4,762,063 and
total liabilities of $10,619,001, resulting to total stockholders'
deficit of $5,856,938 as of Jan. 31, 2007.


INDYMAC ABS: Fitch Downgrades Ratings on Four Certificate Classes
-----------------------------------------------------------------
Fitch Ratings has taken rating actions on two IndyMac ABS Inc.'s
mortgage pass-through certificates.  Affirmations total
$1.938 billion and downgrades total $56.4 million.  Break Loss
percentages and Loss Coverage Ratios for each class are included
with the rating actions as:

IndyMac, Series INABS 2006-D
  -- $610 million class A affirmed at 'AAA' (BL: 34.51, LCR:
     3.15);

  -- $37.5 million class M-1 affirmed at 'AA+' (BL: 27.43, LCR:
     2.51);

  -- $33.3 million class M-2 affirmed at 'AA' (BL: 24.75, LCR:
     2.26);

  -- $19.5 million class M-3 affirmed at 'AA-' (BL: 23.00, LCR:
     2.10);

  -- $17.1 million class M-4 affirmed at 'A+' (BL: 21.08, LCR:
     1.93);

  -- $17.1 million class M-5 affirmed at 'A' (BL: 18.94, LCR:
     1.73);

  -- $16.2 million class M-6 affirmed at 'A-'(BL: 16.86, LCR:
     1.54);

  -- $12.4 million class M-7 affirmed at 'BBB+'(BL: 15.21, LCR:
     1.39);

  -- $8.6 million class M-8 affirmed at 'BBB'(BL: 14.01, LCR:
     1.28);

  -- $11.4 million class M-9 affirmed at 'BBB-'(BL: 12.26, LCR:
     1.12);

  -- $12.4 million class M-10 downgraded to 'BB-' from 'BBB-'(BL:
     10.32, LCR: 0.94);

  -- $9.5 million class M-11 downgraded to 'B+' from 'BB+'(BL:
     9.15, LCR: 0.84).


Deal Summary:

  -- Originators: IndyMac (100%);
  -- 60+ day Delinquency: 12.14%;
  -- Realized Losses to date (% of Original Balance): 0.01%;
  -- Expected Remaining Losses (% of Current Balance): 10.94%;
  -- Cumulative Expected Losses (% of Original Balance):9.53%.


Series INABS 2006-E
  -- $923 million class A affirmed at 'AAA' (BL: 30.64, LCR:
     3.08);

  -- $53.3 million class M-1 affirmed at 'AA+' (BL: 27.59, LCR:
     2.77);

  -- $47.5 million class M-2 affirmed at 'AA' (BL: 24.49, LCR:
     2.46);

  -- $27.3 million class M-3 affirmed at 'AA-' (BL: 22.17, LCR:
     2.23);

  -- $24.7 million class M-4 affirmed at 'A+' (BL: 20.00, LCR:
     2.01);

  -- $24.1 million class M-5 affirmed at 'A' (BL: 17.83, LCR:
     1.79);

  -- $14.3 million class M-6 affirmed at 'A-'(BL: 16.49, LCR:
     1.66);

  -- $16.3 million class M-7 affirmed at 'BBB+'(BL: 14.88, LCR:
     1.49);

  -- $9.1 million class M-8 affirmed at 'BBB'(BL: 13.85, LCR:
     1.39);

  -- $15.6 million class M-9 affirmed at 'BBB-'(BL: 12.03, LCR:
     1.21);

  -- $18.2 million class M-10 downgraded to 'BB' from 'BB+'(BL:
     9.98, LCR: 1.00);

  -- $16.3 million class M-11 downgraded to 'B+' from 'BB'(BL:
     8.40, LCR: 0.84).


Deal Summary:

  -- Originators: IndyMac (100%);
  -- 60+ day Delinquency: 7.73%;
  -- Realized Losses to date (% of Original Balance): 0%;
  -- Expected Remaining Losses (% of Current Balance): 9.95%;
  -- Cumulative Expected Losses (% of Original Balance):9.29%.


INTERTAPE POLYMER: Modifies Debt Facility for Covenant Flexibility
------------------------------------------------------------------
Intertape Polymer Group Inc. has executed definitive documentation
to amend its credit facilities, which will provide IPG with the
flexibility needed to meet certain of its financial covenants
under the credit facilities.

The amendments to the credit facilities permit the add back of
certain one-time charges incurred in connection with the proposed
acquisition of all the common shares of the company by an
indirectly wholly-owned subsidiary of Littlejohn Fund III L.P.,
and the strategic alternatives process.

The company's credit facilities as amended will permit IPG to
exclude from the calculation of its consolidated earnings before
income taxes, depreciation and amortization up to $6.5 million in
charges related to the proposed sale and strategic alternatives
process, well as the costs associated with the amendment of the
credit facilities, all of which are expected to be taken in the
fiscal quarters ending Dec. 31, 2006, March 31, 2007, June 30,
2007 and Sept. 30, 2007.

In connection with IPG's request for the modification of its
credit facilities, the company has confirmed to its lenders that
it will apply the net proceeds from the issuance of common shares
pursuant to the company's rights offering to reduce the company's
indebtedness under the credit facilities and that the rights
offering process will be completed within sixty days.

Melbourne F. Yull, Executive Director, stated "IPG appreciates the
support of its Lenders and their continuing confidence in the
Company by approving these amendments."

                     About Intertape Polymer

Based in Montreal, Quebec and Sarasota/Bradenton, Fla., Intertape
Polymer Group Inc. -- http://www.intertapepolymer.com/-- (NYSE,  
ITP; TSX: ITP.TO) develops and manufactures specialized polyolefin
plastic and paper-based packaging products and complementary
packaging systems for industrial and retail use.  The company
employs approximately 2,100 employees with operations in 17
locations, including 13 manufacturing facilities in North
America and one in Europe.

                         *     *     *

Intertape Polymer Group Inc. carries Standard & Poor's 'B-'
corporate credit and senior secured ratings.  In addition, the
company carries Standard & Poor's 'CCC' senior subordinated
rating.


JP MORGAN: S&P Junks Rating on S. 2004-CIBC8 Class M Certificates
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of commercial mortgage pass-through certificates from J.P.
Morgan Chase Commercial Mortgage Securities Corp.'s series 2004-
CIBC8.  Concurrently, S&P raised its ratings on two classes and
affirmed its ratings on 14 classes from the same series.  
Additionally, S&P affirmed its ratings on the class FS-1, FS-2,
FS-3, and FS-4 raked certificates from J.P. Morgan Chase
Commercial Mortgage Securities Corp.'s series 2003-CIBC7.
     
The lowered ratings on classes J, K, L, and M reflect the a
$13.9 million principal loss due to the liquidation of the
Parkwoods Apartments asset that was formerly with the special
servicer, Midland Loan Services Inc.  The special servicer is
attempting to recover additional proceeds on the liquidated asset
by pursuing a breach of claim against the originator and claims
against the former sponsor.  If Midland is able to procure
additional proceeds, Standard & Poor's will consider the potential
rating impact at that time.
     
The raised and affirmed ratings reflect credit enhancement levels
that provide adequate support through various stress scenarios.  
The upgrades of the senior certificates reflect the defeasance of
$54.0 million (5%) in collateral since issuance.  The affirmed
ratings on the raked certificates from series 2003-CIBC7 reflect
S&P's analysis of the Forum Shops whole loan.
     
As of the July 12, 2007, remittance report, the collateral pool
consisted of 104 loans with an aggregate trust balance of
$1.178 billion, down from 105 loans totaling $1.254 billion at
issuance.  The master servicer, Capmark Finance Inc., reported
primarily full-year 2006 financial information for 100% of the
pool, excluding the loans secured by defeased collateral.  Based
on this information, Standard & Poor's calculated a weighted
average debt service coverage of 1.76x, up from 1.61x at issuance.  
To date, the trust has experienced one loss totaling $13.9
million.  None of the loans in the pool are delinquent, and one
loan is currently with the special servicer.
     
The top 10 exposures secured by real estate have an aggregate
outstanding balance of $562.7 million (48%) and have a weighted
average DSC of 2.03x, up from 1.82x at issuance.  Standard &
Poor's reviewed property inspections provided by the master
servicer for all of the assets underlying the top 10 exposures.  
Two properties were characterized as "excellent," while the
remaining collateral was characterized as "good."
     
Credit characteristics for the Forum Shops loan, the Harbor Plaza
loan, the Cam Creek Marketplace loan, and the Northpark Mall loan
are consistent with those of investment-grade obligations.
     
The WinCup – Stone Mountain loan is the only loan with the special
servicer, with an unpaid principal balance of
$2.9 million.  The loan is secured by a 221,147-sq.-ft. industrial
property in Stone Mountain, Georgia, and was transferred to
Midland in September 2006 after its sole tenant, WinCup Holdings
Inc., filed for bankruptcy.  The bankruptcy filing was part of a
larger filing by WinCup Holdings' parent organization, Radnor
Holdings Corp. WinCup Holdings' assets have since been purchased,
and the loan is in the process of being assumed under the original
loan terms.
     
Capmark reported a watchlist of 13 loans ($80.7 million, 7%).  The
Central Bergen Properties loan is the 11th-largest loan in the
pool and the largest loan on the watchlist.  The loan has an
outstanding balance of $23.8 million (2%) and is secured by a
1,145,223-sq.-ft. warehouse property in Garfield, New Jersey.  The
loan appears on the watchlist because the properties reported a
DSC of 0.82x for year-end 2006.
     
Standard & Poor's stressed the loans on the watchlist and the
other loans with credit issues as part of its analysis.  The
resultant credit enhancement levels support the various rating
actions.
    

Ratings Lowered
     
J.P. Morgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates
series 2004-CIBC8

                       Rating
                       ------
            Class    To      From   Credit enhancement
            -----    --      ----    ----------------
            J        BB      BB+          2.28%
            K        B+      BB-          1.75%
            L        B-      B            1.21%
            M        CCC+    B-           0.81%
    
Ratings Raised

J.P. Morgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates
series 2004-CIBC8

                       Rating
                       ------
            Class    To      From   Credit enhancement
            -----    --      -----   ----------------
            B        AA+     AA          11.59%
            C        AA      AA-         10.39%
   
Ratings Affirmed

J.P. Morgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates
series 2004-CIBC8

               Class    Rating   Credit enhancement
               -----    ------    ----------------
               A-1      AAA           14.25%
               A-1A     AAA           14.25%
               A-2      AAA           14.25%
               A-3      AAA           14.25%
               A-4      AAA           14.25%
               D        A              8.00%
               E        A-             6.80%
               F        BBB+           5.47%
               G        BBB            4.41%
               H        BBB-           2.81%
               N        CCC            0.42%
               P        CCC-           0.15%
               X-1      AAA             N/A
               X-2      AAA             N/A

J.P. Morgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates
series 2003-CIBC7

               Class     Rating   Credit enhancement
               -----     ------    ----------------
               FS-1      AAA             N/A
               FS-2      AAA             N/A
               FS-3      AA+             N/A
               FS-4      AA-             N/A
  
                        N/A — Not applicable.


KLINGER ADVANCED: Section 341(a) Creditors Meeting Set on Aug. 22
-----------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of Klinger
Advanced Aesthetics, LLC, and its debtor-affiliates' creditors on
Aug. 22, 2007, at 12:00 p.m., at Office of the U.S. Trustee, Suite
1401, One Newark Center, Raymond Boulevard in Newark, New Jersey.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

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

Based in Short Hills, N.J., 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.


LAWRENCE UTILITIES: Files for Chapter 11 in U.S. Bankruptcy Court
-----------------------------------------------------------------
Lawrence Utilities LLC filed Chapter 11 bankruptcy in United
States Bankruptcy Court.  The company has taken this action to
ensure continued, uninterrupted operation of the Lawrence water
and sewer utilities and expedite the resolution of longstanding
legal grievances the City of Lawrence has imposed on the community
and Lawrence Utilities since 2003, through claims the utility’s
operating agreement is void.

“We recognize this is a public safety and public trust issue and
we need the proper forum to bring this longstanding legal dispute
to a prompt resolution while continuing to provide high quality
services to the ratepayers in the City of Lawrence,” George
Hopper, bankruptcy attorney for Lawrence Utilities, says.  “Taking
this dispute to the Federal Court benefits the community.”

“A well-run, award-winning, properly functioning utility operating
company has been forced into bankruptcy while the city has
incurred legal expenses of approximately $2 million and forced the
utility to incur in excess of $2 million in legal costs to wage a
battle that is irresponsible and politically motivated,” J. Lee
McNeely, Esq., counsel for Lawrence Utilities, says.  “This is
unfortunate for the community and the operator.  Service quality
is at an all time high and the operator has continually exceeded
all operational obligations.”

In an agreement unanimously approved on multiple occasions in 2001
by the board of public works and safety and city council of
Lawrence, Lawrence Utilities was contracted to operate the city’s
water and sewer utilities.  In addition, the company was required
to address the city’s deteriorating utility infrastructure.

In reliance on the city’s representations that the agreement
prepared by the city was legally valid and enforceable and based
upon rates established by the City Council, Lawrence Utilities
began operating the water and sewer utilities.  The city again
voted and represented the Agreement’s legality and enforceability
when the city, Lawrence Utilities, and a local lending institution
entered into a Tri-Party Agreement for the purposes of utilizing
bond funds to improve the water and sewer infrastructure in the
city.

Since 2001, Lawrence Utilities has invested in excess of
$14.7 million to improve the city’s deteriorating utility
infrastructure and made payments in excess of $17 million for use
in the city's General Fund.

In addition, the company has invested to meet the future needs of
the city with improvements including safer chlorine filter
machines, alarm systems that promote public safety, emergency
generators at sewer pump stations and new water quality control
equipment.

“We believe it is irresponsible to continue down the current path
as it could cost the city millions of dollars in litigation and
liabilities and potentially create an unstable situation with a
very important city asset,” says Mr. McNeely.  The city has not
thought through the ramifications to the community or accurately
communicated these ramifications to the public.  If the Mayor of
Lawrence is successful in invalidating the contract between the
City of Lawrence and Lawrence Utilities, the Mayor will expose the
taxpayers to a lawsuit to recover the $33 million expended by the
company over the last 6 years in reliance upon the validity of the
contract.

Headquartered in Lawrence, Indiana, Lawrence Utilities LLC –
http://www.lawrenceutilitiesllc.com/-- Under the existing  
contract, the company operates and maintains the city’s three
water treatment facilities, five water storage facilities,
25 sewer-pumping stations and several support facilities.  It also
services and maintains 2,000 fire hydrants, 4,000 water main
valves, 4,000 manholes and 290 miles of water and sewer mains.


LAWRENCE UTILITIES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Lawrence Utilities, L.L.C.
        9105 East 56th Street, Suite 3000
        Indianapolis, IN 46216

Bankruptcy Case No.: 07-07454

Type of business: The Debtor is a privately owned and operated
                  utility management company.  See
                  http://www.lawrenceutilitiesllc.com

Chapter 11 Petition Date: August 8, 2007

Court: Southern District of Indiana (Indianapolis)

Judge: James K. Coachys

Debtor's Counsel: George W. Hopper, Esq.
                  Jason R. Burke, Esq.
                  Hopper & Blackwell, P.C.
                  111 Monument Circle, Suite 452
                  Indianapolis, IN 46204-5170 & 46204
                  Tel: (317) 635-5005

Total Assets: $5,181,965

Total Debts: $11,087,083

Debtor's 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Fifth Third Bank, Indiana      all of Debtor's         $9,250,000
251 North Illinois Street,     interest in personal
Suite 100                      property; value of
Indianapolis, IN 46204         security: $5,181,965

Integrated Resources                                     $777,398
9105 East 56th Street
Suite 3000
Indianapolis, IN 46216

Integrated Data                                          $334,498
9105 East 56th Street
Suite 3200
Indianapolis, IN 46216

Department of Public Works                               $174,979
Indianapolis, IN 46206-1990

Freeborn & Peters, L.L.P.                                $171,011

Department of Public Works                                $92,159
Indianapolis, IN 46204

Page, Paul J.                                             $25,568

Westfield Bank                                            $23,523

Midwest Meter, Inc.                                       $19,399

H.D. Supply Waterworks, Ltd.                              $16,973

Brenntag Mid-South, Inc.                                  $10,420

F.E. Harding Asphalt                                       $9,535

Voyager Fleet Systems, Inc.                                $9,039

Water Solutions Unlimited                                  $8,200

American Structurepoint, Inc.                              $8,060

Peerless Midwest, Inc.                                     $6,750

Worrell Corp.                                              $6,212

Ulrich Chemical, Inc                                       $4,920

Neenah Foundry Company                                     $4,830

B.B.C. Pump & Equipment                                    $3,990


LOLINDA FISHER: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Lolinda Lee Fisher
        6103 East Abineau Canyon Drive
        Flagstaff, AZ 86004

Bankruptcy Case No.: 07-03839

Type of business: The Debtor is engaged in the health care
                  business.

Chapter 11 Petition Date: August 7, 2007

Court: District of Arizona

Judge: Redfield T. Baum P.C.T., Sr.

Debtor's Counsel: Thomas H. Allen, Esq.
                  Allen, Sala & Bayne, P.L.C.
                  Viad Corporate Center
                  1850 North Central Avenue, Suite 1150
                  Phoenix, AZ 85004
                  Tel: (602) 256-6000

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
   ------                      ---------------       ------------
DeConcini McDonald Yetwin &    legal services             $54,984
Lacy, P.C.
2525 East Broadway
Boulevard, Suite 200
Tucson, AZ 85716-5300

Wells Fargo Bank               credit line for            $54,434
Business Direct Division       business purposes
P.O. Box 669
San Leandro, CA 94577

Investors Trustee Services,    services                   $28,246
Inc.
4008 North 15th Avenue
Phoenix, AZ 85015

Wells Fargo Business Card      credit line used           $15,103
                               for business purposes

Donna and Dustin Rose          loan                       $15,000

Donna Roase                    wages                      $15,000

Sister                                                    $15,000

Advanta Bank Corp.             credit line used           $10,507
                               for business purposes

Wells Fargo Small Business     credit line used           $10,145
Advantage                      for business purposes

Cardmember Service             credit line used            $9,408
                               for business purposes

Washington Mutual Card         credit line used            $7,093
Services                       for business purposes

Chase                          credit line used            $5,484
                               for business purposes

McCarthy Weston, P.L.L.C.      legal services              $2,298

West Christensen and           services                    $2,100
Association

Dex Media                      business advertising        $1,649
                               services

Capital One                    credit line used            $1,054
                               for business purposes

Verizon Wireless               services                    $1,000

Superior Propane               services                      $700

Capital One                    credit line used              $358
                               for business purposes

Waste Management of Arizona    services                      $250


LONG BEACH: Fitch Junks Ratings on Nine Certificate Classes
-----------------------------------------------------------
Fitch Ratings has taken rating actions on five subprime Long Beach
Mortgage Loan Trust (LBMLT) asset-backed certificates.  
Affirmations total $4.75 billion and downgrades total
$1.06 billion.  Break Loss and Loss Coverage Ratios for each class
are included with the rating actions as:

LBMLT, Series 2005-WL1 Groups 1 & 2:

  -- $322.3 million class I/II-A affirmed at 'AAA' (BL: 76.75,
     LCR: 3.80);
  -- $147.5 million class I/II-M-1 affirmed at 'AA+' (BL: 58.51,
     LCR: 2.90);
  -- $139.2 million class I/II-M-2 affirmed at 'AA' (BL: 46.15,
     LCR: 2.29);
  -- $40.4 million class I/II-M-3 affirmed at 'AA-' (BL: 42.15,
     LCR: 2.09);
  -- $65.4 million class I/II-M-4 affirmed at 'A+' (BL: 35.64,
     LCR: 1.77);
  -- $43.1 million class I/II-M-5 affirmed at 'A' (BL: 31.32,
     LCR: 1.55);
  -- $37.6 million class I/II-M-6 downgraded to 'BBB+' from 'A-'   
     (BL: 27.46, LCR: 1.36);
  -- $41.8 million class I/II-M-7 downgraded to 'BBB-' from
     'BBB+' (BL: 23.07, LCR: 1.14);
  -- $33.4 million class I/II-M-8 downgraded to 'CCC' from 'BBB'
     (BL: 13.80, LCR: 0.68);
  -- $27.8 million class I/II-M-9 downgraded to 'CCC' from 'BBB'
     (BL: 12.09, LCR: 0.60);
  -- $19.5 million class I/II-M-10 downgraded to 'CCC' from 'BBB-
     '(BL: 10.86, LCR: 0.54);
  -- $27.8 million class I/II-B-1 downgraded to 'CCC' from 'B+'
     (BL: 9.22, LCR: 0.46);
  -- $37.6 million class I/II-B-2 downgraded to 'CCC' from 'B+'
     (BL: 7.08, LCR: 0.35).

Deal Summary
  -- Originators: (100% Long Beach);
  -- 60+ day Delinquency: 24.32%;
  -- Realized Losses to date (% of Original balance): 1.40%;
  -- Expected Remaining Losses (% of Current Balance): 20.19%;
  -- Cumulative Expected Losses (% of Original Balance): 8.79%.

LBMLT, Series 2005-WL1 Group 3:

  -- $34.1 million class III-A affirmed at 'AAA' (BL: 58.04, LCR:
     5.38);
  -- $11.8 million class III-M-1 affirmed at 'AA+' (BL: 41.94,
     LCR: 3.89);
  -- $3.6 million class III-M-2 affirmed at 'AA' (BL: 36.98, LCR:
     3.43);
  -- $6.1 million class III-M-3 affirmed at 'A+' (BL: 28.11, LCR:
     2.61);
  -- $2.8 million class III-M-4 affirmed at 'A' (BL: 24.22, LCR:
     2.25);
  -- $2.2 million class III-M-5 affirmed at 'A-' (BL: 15.77, LCR:
     1.46);
  -- $1.9 million class III-M-6 affirmed at 'BBB+' (BL: 14.21,
     LCR: 1.32);
  -- $1.9 million class III-M-7 downgraded to 'BBB-' from 'BBB'
     (BL: 12.54, LCR: 1.16);
  -- $1.9 million class III-M-8 downgraded to 'BB' from 'BBB'
     (BL: 10.93, LCR: 1.01);
  -- $1.4 million class III-M-9 downgraded to 'BB-' from 'BBB-'
     (BL: 9.76, LCR: 0.90);
  -- $1.9 million class III-B-1 downgraded to 'B' from 'BB+' (BL:
     8.29, LCR: 0.77);
  -- $1.5 million class III-B-2 downgraded to 'CCC' from 'BB'
    (BL: 7.30, LCR: 0.68);
  -- $1.3 million class III-B-3 downgraded to 'CCC' from 'B+'
    (BL: 5.81, LCR: 0.54).

Deal Summary
  -- Originators: (100% Long Beach);
  -- 60+ day Delinquency: 22.17%;
  -- Realized Losses to date (% of Original balance): 0.99%;
  -- Expected Remaining Losses (% of Current Balance): 10.79%;
  -- Cumulative Expected Losses (% of Original Balance): 5.23%.

LBMLT, Series 2006-2:

  -- $1.47 billion class A affirmed at 'AAA' (BL: 38.90, LCR:
     2.46);
  -- $102.1 million class M-1 affirmed at 'AA+' (BL: 31.14, LCR:
     1.97);
  -- $91.6 million class M-2 affirmed at 'AA+' (BL: 27.94, LCR:
     1.76);
  -- $57.1 million class M-3 downgraded to 'A' from 'AA' (BL:
     25.25, LCR: 1.59);
  -- $49.6 million class M-4 downgraded to 'A-' from 'AA-' (BL:
     22.84, LCR: 1.44);
  -- $49.6 million class M-5 downgraded to 'BBB' from 'A+' (BL:
     20.44, LCR: 1.29);
  -- $46.6 million class M-6 downgraded to 'BBB-' from 'A-' (BL:
     18.16, LCR: 1.15);
  -- $40.6 million class M-7 downgraded to 'BB' from 'BBB+' (BL:
     16.08, LCR: 1.02);
  -- $30 million class M-8 downgraded to 'BB-' from 'BBB' (BL:
     14.39, LCR: 0.91);
  -- $24 million class M-9 downgraded to 'B' from 'BBB-' (BL:
     12.81, LCR: 0.81);
  -- $24 million class M-10 downgraded to 'CCC' from 'BB+' (BL:
     11.34, LCR: 0.72);
  -- $30 million class B downgraded to 'CCC' from 'BB' (BL: 9.80,
     LCR: 0.62).

Deal Summary
  -- Originators: (100% Long Beach);
  -- 60+ day Delinquency: 25.08%;
  -- Realized Losses to date (% of Original balance): 0.64%;
  -- Expected Remaining Losses (% of Current Balance): 15.84%;
  -- Cumulative Expected Losses (% of Original Balance): 11.57%.

LBMLT, Series 2006-6:

  -- $1.05 billion class A affirmed at 'AAA' (BL: 33.42, LCR:
      2.42);
  -- $60.8 million class M-1 affirmed at 'AA+' (BL: 29.33, LCR:
     2.12);
  -- $54.9 million class M-2 downgraded to 'AA-' from 'AA+' (BL:
     25.41, LCR: 1.84);
  -- $32.1 million class M-3 downgraded to 'A+' from 'AA' (BL:
     23.12, LCR: 1.67);
  -- $29.5 million class M-4 downgraded to 'A' from 'AA-' (BL:
     21.01, LCR: 1.52);
  -- $27.9 million class M-5 downgraded to 'BBB+' from 'A+' (BL:
     19.01, LCR: 1.38);
  -- $25.3 million class M-6 downgraded to 'BBB' from 'A' (BL:
     17.17, LCR: 1.24);
  -- $25.3 million class M-7 downgraded to 'BBB-' from 'A-' (BL:
     15.27, LCR: 1.10);
  -- $19.4 million class M-8 downgraded to 'BB' from 'BBB+' (BL:
     13.81, LCR: 1.00);
  -- $14.3 million class M-9 downgraded to 'BB-' from 'BBB' (BL:
     12.67, LCR: 0.92);
  -- $11.8 million class M-10 downgraded to 'B+' from 'BBB-' (BL:
     11.59, LCR: 0.84);
  -- $16.9 million class M-11 downgraded to 'B' from 'BB+' (BL:
     10.34, LCR: 0.75);

Deal Summary
  -- Originators: (100% Long Beach);
  -- 60+ day Delinquency: 16.60%;
  -- Realized Losses to date (% of Original balance): 0.15%;
  -- Expected Remaining Losses (% of Current Balance): 13.82%;
  -- Cumulative Expected Losses (% of Original Balance): 11.72%.

LBMLT, Series 2006-7:

  -- $1.1 billion class A affirmed at 'AAA' (BL: 29.46, LCR:   
     2.45);
  -- $51.1 million class M-1 affirmed at 'AA+' (BL: 26.03, LCR:
     2.17);
  -- $47.9 million class M-2 downgraded to 'AA-' from 'AA+' (BL:
     22.61, LCR: 1.88);
  -- $29.5 million class M-3 downgraded to 'A+' from 'AA' (BL:
     20.51, LCR: 1.71);
  -- $26.3 million class M-4 downgraded to 'A' from 'AA-' (BL:
     18.62, LCR: 1.55);
  -- $25.5 million class M-5 downgraded to 'A-' from 'A+' (BL:
     16.80, LCR: 1.40);
  -- $20.8 million class M-6 downgraded to 'BBB' from 'A' (BL:
     15.30, LCR: 1.27);
  -- $16 million class M-7 downgraded to 'BBB-' from 'A-' (BL:
     14.11, LCR: 1.18);
  -- $16 million class M-8 downgraded to 'BB+' from 'BBB+' (BL:
     12.77, LCR: 1.06);
  -- $11.2 million class M-9 downgraded to 'BB' from 'BBB' (BL:
     11.67, LCR: 0.97);
  -- $11.2 million class M-10 downgraded to 'B+' from 'BBB-' (BL:
     10.56, LCR: 0.88);
  -- $16 million class M-11 downgraded to 'B' from 'BB+' (BL:
     9.31, LCR: 0.78);

Deal Summary
  -- Originators: (100% Long Beach);
  -- 60+ day Delinquency: 15.34%;
  -- Realized Losses to date (% of Original balance): 0.11%;
  -- Expected Remaining Losses (% of Current Balance): 12.00%;
  -- Cumulative Expected Losses (% of Original Balance): 10.64%.

In addition, these classes are removed from Rating Watch Negative:

  -- Class I/II-M-10 (from series 2005-WL1 Gr. 1 & 2);
  -- Class B (from series 2006-2).


LUMINENT MORTGAGE: Gets Default Notices from Two Lenders
--------------------------------------------------------
Luminent Mortgage Capital Inc., on Wednesday, received notices of
default from two repo lenders.  The company said it is continuing
to vigorously explore all of its alternatives with respect to its
sudden liquidity issues resulting from the unanticipated and
extraordinary disruptions in the secondary mortgage and national
real estate markets.

The company emphasized that in exploring its alternatives, it is
fully focused on protecting its values for all constituencies.

Headquartered in San Francisco, California, Luminent Mortgage
Capital, Inc. -- http://www.luminentcapital.com/-- (NYSE:LUM) is  
a real estate investment trust, or REIT.  Luminent is an asset
management company that invests in prime whole loans, U.S. agency
and other highly-rated, single-family, adjustable-rate, hybrid
adjustable-rate and fixed-rate mortgage-backed securities, which
it acquires in the secondary market.


LUMINENT MORTGAGE: Taking Various Actions to Enhance Liquidity
--------------------------------------------------------------
Luminent Mortgage Capital Inc. said that since August 3, 2007, the
mortgage industry, and the financing methods that the mortgage
industry relies upon, have deteriorated significantly and in an
unprecedented fashion.  Effectively, the secondary market for
mortgage loans and mortgage-backed securities has seized-up.

As a result, Luminent is simultaneously experiencing a significant
increase in margin calls on its highest quality assets and a
decrease on the financing advance rates provided by its lenders.

In a Board of Directors meeting Monday, Luminent's Board
unanimously voted to take these actions:

     * The Board of Directors suspended payment of Luminent's
       second quarter cash dividend of 32 cents per share on
       Luminent's common stock.

     * The Board of Directors extended the maturity of the
       outstanding commercial paper issued by Luminent Star
       Funding Trust I, a special purpose subsidiary of Luminent,
       by 110 days.

     * The Board of Directors cancelled Luminent's second quarter
       2007 earnings release conference call, scheduled yesterday,
       August 9, 2007, at 10:00 a.m. PDT, to discuss its second
       quarter of 2007 results of operations.

     * The Board of Directors delayed the filing of Luminent's
       quarterly report on form 10-Q for the second quarter of
       2007.  Luminent's independent registered public accounting
       firm has not completed a review of the financial
       information for the three and six months ended June 30,
       2007.

     * The Board of Directors authorized Luminent's senior
       management to inform the New York Stock Exchange of these
       unfolding events and, as a result, trading was halted in
       Luminent's common stock.

The Board of Directors currently is considering the full range of
strategic alternatives to enhance Luminent's liquidity and
preserve shareholder value during this period of market
volatility.

Headquartered in San Francisco, California, Luminent Mortgage
Capital, Inc. -- http://www.luminentcapital.com/-- (NYSE:LUM) is  
a real estate investment trust, or REIT.  Luminent is an asset
management company that invests in prime whole loans, U.S. agency
and other highly-rated, single-family, adjustable-rate, hybrid
adjustable-rate and fixed-rate mortgage-backed securities, which
it acquires in the secondary market.


MACH ONE: Fitch Lifts B+ Rating on $8.8 Mil. Class M Certs. to BB
-----------------------------------------------------------------
Fitch has upgraded nine classes of MACH ONE 2004-1, LLC, series
2004-1 as:

  -- $28.1 million class D to 'AAA' from 'AA';
  -- $7.2 million class E to 'AA+' from 'AA-';
  -- $17.7 million class F to 'AA-' from 'A';
  -- $15.3 million class G to 'A+' from 'A-';
  -- $14.5 million class H to 'A-' from 'BBB';
  -- $17.7 million class J to 'BBB+' from 'BBB-';
  -- $8.8 million class K to 'BBB' from 'BB+';
  -- $8.0 million class L to 'BB+' from 'BB-';
  -- $8.8 million class M to 'BB' from 'B+'.

In addition, Fitch has affirmed these classes:

  -- $27.1 million class A-1 at 'AAA';
  -- $152.0 million class A-2 at 'AAA';
  -- 146.8 million class A-3 at 'AAA';
  -- Interest only class X at 'AAA';
  -- $51.5 million class B at 'AAA';
  -- $10.5 million class C at 'AAA';
  -- $6.4 million class N at 'B';
  -- $6.4 million class O at 'B-'.

Fitch does not rate classes P-1 through P-6.

MACH ONE 2004-1 is a static commercial mortgage-backed securities
resecuritization, which closed July 28, 2004.  First Chicago
Capital Corporation selected the initial collateral and serves as
the collateral administrator.

The upgrades reflect the improved credit quality of the portfolio,
the seasoning of the collateral, and the delevering of the capital
structure.  The certificates are collateralized by all or a
portion of 54 classes of fixed rated CMBS in 37 transactions.  The
collateral pool contains no first loss pieces of CMBS
transactions, but three bonds (3.9%) carry distressed recovery
ratings and one bond (0.35%) has a credit enhancement below 0.75%.

Since issuance and as of the July 2007 distribution date, the
transaction has paid down 11.3%, to $570.4 million from
$643.3 million at issuance due to the repayment of six classes.  
No losses have been incurred to date.  Since Fitch's last review,
30% of the portfolio has been upgraded a weighted average of three
notches and only one class (0.9%) was downgraded one notch.  Based
on Fitch's actual rating or on Fitch's internal credit assessment
for those classes not rated by Fitch, the weighted average rating
factor resides in the 'BB+/BB' category, which has improved since
issuance.  The CMBS assets in the collateral pool are well-
diversified by vintage, ranging from the 1996 vintage to the 2003
vintage, with approximately nine years of seasoning on average.  
In addition, 83% of all the underlying transactions have a named
special servicer with a Fitch rating of 'CSS1'.

Delinquencies in the underlying transaction are relatively low and
are: 30 days: 0.07%; 60 days: 0.02%; 90+ days: 0.15%; Foreclosure:
0.20%; and real estate owned: 0.62%.

Fitch remodeled the pool incorporating hypothetical losses based
on DR ratings and to account for loans currently in special
servicing.  Based on the VECTOR default and recovery hurdles, the
credit enhancement levels are sufficient to warrant the upgrades.

The ratings of all classes address the likelihood that investors
will receive full and timely payment of interest, as per the
governing documents, as well as the stated balance of principal by
the legal final maturity date.


MCMILLIN COS: S&P Junks Rating on $100 Million Sr. Secured Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on McMillin Cos. LLC to 'B' from 'B+'.  At the same time,
S&P lowered its rating on $100 million of senior secured notes due
2012 to 'CCC+' from 'B-'.  The outlook is revised to negative from
stable.
      
"The downgrades primarily reflect persistently challenging housing
conditions and the negative pressure on this geographically
concentrated builder's profitability and interest coverage,"
explained Standard & Poor's credit analyst George Skoufis.  
"Coverage measures are expected to fall below covenant levels
governing the company's rated senior secured notes."
     
McMillin will need to receive covenant relief under the 2.0x
minimum interest incurred requirement of its note purchase
agreement or face limitations on its ability to incur additional
debt.  The ratings continue to reflect the company's good market
position and its policy of maintaining sizable cash balances.
     
The negative outlook reflects Standard & Poor's expectation that
market conditions will remain very challenging and negatively
affect McMillin's more concentrated platform.  Interest coverage
is likely to continue to weaken as a result of these conditions.  
Standard & Poor's will lower the ratings further if market
conditions remain weak for an extended period of time and place
additional pressure on interest coverage and liquidity.  Standard
& Poor's will revise the outlook back to stable if market
conditions stabilize, interest coverage remains comfortably above
2x, and the company maintains adequate liquidity.


MEDIFACTS INTERNATIONAL: Files Chapter 11 Plan of Reorganization
----------------------------------------------------------------
Medifacts International Inc. filed with the U.S. Bankruptcy Court
for the District of Delaware its Chapter 11 Plan of Reorganization
and its accompanying Disclosure Statement.

                        Litigation Trust

On the effective date of the Plan, the Debtor will execute and
deliver a Plan Administration Agreement which will create a
litigation trust, appoint a Plan Administrator, and provide for
the acceptance of reserves provided for in the Plan.  In addition,
the Plan Funders will tender to the Plan Administrator:

   * availability under the Exit Facility for $2.5 million, less
     any amount required to satisfy outstanding amounts then due
     and owing under the DIP Facility; and

   * $2.5 million of the Plan Funding Equity Commitment.

The Plan Funders, as an additional part of the Plan Funders
Consideration, will contribute to a litigation trust.

>From and after the effective date, the Litigation Trust and the
Plan Administrator will hold and administer the following
reserves:

   i) Class 5 Pool Escrow         -- $500,000
  ii) Convenience Escrow          -- $360,000
iii) Cure Escrows                -- $25,000
  iv) Plan Expense Reserve        -- $500,000
   v) Plan Funders Release Escrow -- $140,000

                 Treatment of Unimpaired Classes

In its Plan, the Debtor indicates that each holder of these claims
will be paid in the full amount in cash:

   -- Administrative Claims;
   -- Priority Tax Claims;
   -- Fee Claims; and
   -- Class 1 Other Priority Claims.

Holders of the Series A DIP Claims will be subject to, on the
effective date of the Plan, the terms and conditions of the
Debtor's Plan Funding Debt Commitments.  The Plan Funders will
fund the Commitments and add such amount to the principal balance
of the DIP Facility on the effective date, plus all interests,
costs and fees.

The Debtor believes that there are no valid Miscellaneous Secured
Claims in the Unimpaired Class.  If there are any such existing
claims in this class, the Debtor will classify that claim in a
separate subclass.  At the option of the Debtor, holders of Class
2 Claims will receive either the return of the collateral securing
the secured claim or the net procees realized by the Debtor from
the disposition of the collateral.

Wachovia Bank, N.A.'s Class 3 Secured Claim will be treated as a
contingent secured claim in an unliquidated amount.

                  Treatment of Impaired Classes

The Debtor explains that Class 4 Convenience Claims are unsecured
claims, the amount of which is $6,000 or less, or unsecured claims
with an allowed amount more than $6,000, as to which such holders
agree to reduce the said claims to $6,000 and be treated as a
Class 4 Claim.  On the effective date of the Plan, holders of the
Convenience Claims will receive their pro rata share, in cash,
from the Convenience Escrow.  In addition, all Class 4 Claims will
be transferred to and assumed by the Litigation Trust, rendering
the Debtor free and clear of all Class 4 Claims.

Holders of Class 5 General Unsecured Claims will receive, on the
effective date, their pro rata share of the Class 5 Pool Escrow.

Class 6 Claims are composed of the Garrett Claims, which are
derived from the Debtor's adversary proceeding against Drs. Sandra
Garrett and Bruce Garrett, pending in the Court (Adversary
Proceeding No. 07-50973(PJW)).  Each holder of a Garret Claim will
receive its pro rata shares from:

   a) the Class 5 Pool Escrow on the effective date of the Plan;

   b) the net proceeds of the avoidance actions, from time to
      time;

   c) the net proceeds of the Garrett Litigation when recovered;
      and

   d) receive its pro rate share of the reserves balances, from
      time to time.

                  About Medifacts International

Based in Rockville, Maryland, Medifacts International Inc. --
http://www.medifacts.com/-- provides quality clinical trial
services to pharmaceutical, biotech and medical device companies
that are developing therapeutic drugs and products.  The company
employs 176 people in the North America, China and Europe.  The
company filed for chapter 11 protection on Jan. 28, 2007 (Bankr.
D. Del. Case No. 07-10110).  Joseph A. Malfitano, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, represents the Debtor in its
restructuring efforts.  When the Debtor filed for protection from
its creditors, it listed estimated assets and debts of $10 million
to $50 million.


MERRILL LYNCH: Fitch Affirms Low-B Ratings on Six Cert. Classes
---------------------------------------------------------------
Fitch affirms Merrill Lynch Mortgage Trust, series 2006-C1,
commercial mortgage pass-through certificates as:

  -- $75,488,932 class A-1 at 'AAA';
  -- $380,444,000 class A-2 at 'AAA';
  -- $134,000,000 class A-3 at 'AAA';
  -- $25,000,000 class A-3B at 'AAA';
  -- $113,900,000 class A-SB at 'AAA';
  -- $753,353,000 class A-4 at 'AAA';
  -- $244,645,000 class A-1A at 'AAA';
  -- $248,983,000 class AM at 'AAA';
  -- $217,861,000 class AJ at 'AAA';
  -- Interest only class X at 'AAA';
  -- $56,022,000 class B at 'AA';
  -- $28,010,000 class C at 'AA-';
  -- $31,123,000 class D at 'A';
  -- $18,674,000 class E at 'A-';
  -- $28,011,000 class F at 'BBB+';
  -- $21,786,000 class G at 'BBB';
  -- $24,898,000 class H at 'BBB-';
  -- $6,225,000 class J at 'BB+';
  -- $9,337,000 class K at 'BB';
  -- $6,224,000 class L at 'BB-';
  -- $6,225,000 class M at 'B+';
  -- $6,225,000 class N at 'B';
  -- $6,224,000 class P at 'B-'.
  
The $31,123,694 class Q is not rated by Fitch.

The affirmations are due to the pool's stable performance since
issuance.  As of the July 2007 distribution report, the
transaction has paid down 0.72% to $2.47 billion from
$2.49 billion at issuance.  There are no delinquent or specially
serviced loans.

Ten loans, 13.8% of the pool, maintain their investment grade
credit assessments.  The three largest credit assessed loans are:
North Point Mall (6.4%), Mall of Louisiana (4.8%) and 633 17th
Street (1.5%).

North Point Mall is a retail property located in Alpharetta, GA,
and reported a March 2007 total occupancy of 97.3%, compared to
85.4% at issuance.  Mall of Louisiana is a retail property located
in Baton Rouge, LA, and reported a March 2007 total occupancy of
98.3%, an increase from issuance of 91.6%.  The third largest
credit assessed loan, 633 17th Street, is secured by an office
tower and parking structure in Denver, CO.  Occupancy as of April
2007 increased to 100% compared to 87.7% at issuance.


MOBILE MINI: Earns $13.2 Million in Second Quarter 2007
-------------------------------------------------------
Mobile Mini Inc. reported record financial results for the second
quarter and six months ended June 30, 2007.

        Second Quarter 2007 vs. Second Quarter 2006

  -- Net income was $13.2 million as compared to
     $11.6 million last year; and

  -- Total revenues increased 18% to $78.3 million from
     $66.3 million;

  -- Lease revenues increased 18.6% to $70.4 million from
     $59.3 million;

  -- Lease revenues comprised 89.9% of total revenues versus
     89.5%;

  -- Operating margin was 35.3%, down slightly from 36.6%.

These results include share-based compensation expenses under SFAS
123(R) of about $1.2 million before tax and $0.9 million after tax
in the second quarter of 2007 and about $0.8 million before tax
and $0.5 million after tax in the second quarter of 2006.

                Other Second Quarter Highlights

  -- The internal growth rate remained very strong at 14.1%;

  -- The average utilization rate was 78.8% compared to 82.9% for
     the second quarter of 2006;

  -- Yield was up 6.4% compared to last year's second quarter;

  -- The lease fleet grew 10.6% to 156,000 units from about
     141,100 units at mid-year 2006; and

  -- The average number of units on rent increased 11.4% to
     121,500 from 109,000 in the second quarter of 2006.

                        About Mobile Mini

Based in Tempe, Arizona, Mobile Mini Inc. (Nasdaq: MINI) --
http://www.mobilemini.com/-- designs and manufactures portable  
steel storage containers, portable offices, telecommunication
shelters and a variety of delivery systems.   The company markets,
services and distributes its products through a network of
company-owned branch locations in the U.S., Canada, the UK and The
Netherlands and over 1,950 dedicated employees.

                         *     *     *

As of Aug. 9, 2007, the company holds Moody's Ba3 long-term
corporate family rating and B1 senior unsecured debt rating.  The
outlook is positive.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at BB with a positive outlook.


MOHEGAN TRIBAL: Earns $45.7 Million in Second Quarter 2007
----------------------------------------------------------
The Mohegan Tribal Gaming Authority reported its operating results
for the quarter ended June 30, 2007.

Highlights and results for the quarter ended June 30, 2007 were
as:

-- Net income of $45.7 million, a 6.5% increase over the
    corresponding period in the prior year

-- Record third quarter gaming revenues of $371.1 million, a
    15.9% increase over the corresponding period in the prior year

-- Net revenues for the quarter ended June 30, 2007 increased by
    $8.3 million, or 2.4%, to $352.9 million from $344.6 million
    for the same period in the prior year.

-- Gross slot revenues of $268.2 million, a 17.8% increase over
    the corresponding period in the prior year

-- Table games revenues of $100.9 million, a 12.3% increase over
    the corresponding period in the prior year

-- Non-gaming revenues of $68.5 million, a 7.8% increase over the
    corresponding period in the prior year

-- Income from operations of $75.7 million, a 3.6% increase over
    the corresponding period in the prior year
   
-- Groundbreaking for construction of the new Casino of the Wind
    at Mohegan Sun occurred on June 28, 2007, and it will now
    include a two-level, 16,000 square-foot Jimmy Buffett's
    Margaritaville Restaurant

-- Completed acquisition of the Pautipaug Country Club golf
    course in southeastern Connecticut on May 17, 2007 and opened
    Mohegan Sun Country Club at Pautipaug on June 8, 2007

-- Commenced construction of the Phase II gaming and
    entertainment facility, known as Project Sunrise, at Mohegan
    Sun at Pocono Downs on May 4, 2007

         Liquidity, Capital Resources and Capital Spending

As of June 30, 2007, the authority held cash and cash equivalents
of $117.5 million, an increase of $42.3 million from $75.2 million
as of Sept. 30, 2006.  

As of June 30, 2007, there was $27 million drawn on the
authority's $1 billion bank credit facility.  Inclusive of letters
of credit, which reduce borrowing availability under the bank
credit facility, the authority had about $972.3 million of
available borrowing under the bank credit facility as of
June 30, 2007.  The authority's total debt was about $1.3 billion
as of June 30, 2007.

Interest expense increased by $3.3 million, or 4.8%, to
$71.6 million for the nine months ended June 30, 2007 as compared
to $68.3 million for the same period in the prior year due to an
increase in the weighted average outstanding debt.

                     Capital Expenditures

Capital expenditures totaled $96.6 million for the nine months
ended June 30, 2007 versus $85.8 million for the same period in
the prior year, which were comprised of capital expenditures at
Pocono Downs of $37.8 million and capital expenditures at Mohegan
Sun of $58.8 million, inclusive of Project Horizon construction
expenditures of $19.4 million.

Total capital spending for fiscal year 2007 at Mohegan Sun,
exclusive of Project Horizon, is forecasted to be about
$75 million.  

Maintenance capital expenditures at Mohegan Sun are anticipated to
be $45 million.  An additional $30 million has been, or is
anticipated to be, expended in the Casinos of the Earth and Sky to
add new gaming space recaptured as a result of the elimination of
closed redemption booths; conversion of the Cabaret lounge into a
semi-private gaming area completed in February 2007; and for the
renovation of all guest rooms in the Sky hotel completed in
June 2007.

Capital expenditures for Pocono Downs are anticipated to be about
$680 million for the 2007 fiscal year, comprised primarily of the
about $28 million of construction costs already incurred to
complete the Phase I slot facility; $38 million to begin
construction on Project Sunrise; and about $1 million for an
expansion of the current slot facility to add about 80 more slot
machines, which opened in June 2007.

                        Other Projects

In July 2007, the authority agreed to terms with Capital Play,
Inc., under which the Authority would develop and operate proposed
VLT facilities at Belmont Park and Aqueduct racetracks in New
York, subject to the satisfaction of customary conditions, the
successful acceptance of Capital Play, Inc.'s bid for New York
State's thoroughbred racing franchise and other necessary
approvals.

                       Capital Resources

Distributions to the Mohegan Tribe of Indians of Connecticut, or
the Tribe, totaled $55.2 million and $54.3 million for the nine
months ended June 30, 2007 and 2006, respectively.  Distributions
to the Tribe are anticipated to total about $75 million for fiscal
year 2007.

"The overall results for the Authority's third quarter were
excellent," said Bruce S. Bozsum, Chairman of the Authority's
Management Board.  "We are pleased to see the start of
construction on our new Casino of the Wind and the progress on
Sunrise Square at Mohegan Sun, as well as the groundbreaking for
Project Sunrise at Pocono Downs."

Commenting on the results, Mitchell Grossinger Etess, the
Authority's president and chief executive officer, said, "The
performance of Mohegan Sun during the quarter was strong despite
the addition of a significant amount of slot product to the
Northeast marketplace.  We anticipated some slot revenue loss in
the near term as customers have additional gaming choices in the
Northeast.  Overall, the outstanding performance of Pocono Downs
offset the impact of lower slot revenue at Mohegan Sun which
further validates our diversification initiatives."

                      About Mohegan Tribal

Mohegan Tribal Gaming Authority -- http://mtga.com/-- is an  
instrumentality of the Mohegan Tribe of Indians of Connecticut, a
federally recognized Indian tribe with an approximately 507-acre
reservation situated in southeastern Connecticut, adjacent to
Uncasville, Connecticut.

The Authority operates Mohegan Sun, a gaming and entertainment
complex on a 240-acre site on the Tribe's reservation and, through
its subsidiary, Downs Racing LP, owns and operates Mohegan Sun at
Pocono Downs, a gaming and entertainment facility offering slot
machines and harness racing in Plains Township, Pennsylvania and
five off-track wagering facilities located elsewhere in
Pennsylvania.

Mohegan Sun currently operates in an about 3 million square foot
facility, which includes the Casino of the Earth, Casino of the
Sky, the Shops at Mohegan Sun, a 10,000-seat Arena, a 350-seat
Cabaret, meeting and convention space and the about 1,200-room
luxury Sky hotel.

                         *     *     *

As of Aug. 9, 2007, the company holds Moody's Ba1 long-term
corporate family rating and probability of default rating, and Ba2
senior subordinate rating.  The outlook is stable.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at BB- with a stable outlook.


MONITRONICS INT'L: Completes $159.3MM Offering of 11-3/4% Notes
---------------------------------------------------------------
Monitronics International Inc. has completed its cash tender offer
relating to its 11-3/4% Senior Subordinated Notes due 2010 (CUSIP
No. 609453AE5/ISIN US609453AE53).  Monitronics received valid
tenders and consents from holders of $159,305,000, or 99.6% of the
aggregate principal amount, of the outstanding Notes.

On Aug. 8, 2007, Monitronics accepted and purchased the Notes for
total consideration of $1,091.51, plus accrued and unpaid
interest, for each $1,000 principal amount of Notes.  As a result
of the Tender Offer, $695,000 principal amount of Notes remains
outstanding.
    
Headquartered in Dallas, Texas, Monitronics International Inc.
provides security alarm monitoring and related services to
residential and business subscribers throughout the United States
and North America.  The company monitors signals arising from
burglaries, fires, and other events through security systems
installed by its dealers at subscribers' premises.

                         *     *     *

As reported in the Troubled Company Reporter on April 13, 2007,
Moody's Investors Service affirmed Monitronics International,
Inc.'s B1 Corporate Family Rating, B1 Probability of Default
Rating, Ba2 rating on the $145 million senior secured revolver due
2008, Ba2 rating on the $175 million senior secured term loan B
due 2009, and B3 rating on the $160 million senior subordinated
notes due 2010.  The rating outlook remains stable.


NAVIOS MARITIME: Completes 9-1/2% Senior Notes Exchange Offer
-------------------------------------------------------------
Navios Maritime Holdings Inc. disclosed that 100% of all its
outstanding 9-1/2% Senior Notes due 2014, were exchanged for a
like principal amount of its 9-1/2% Senior Exchange Notes due
2014, which have been registered under the Securities Act of 1933,
as amended.

The exchange offer expired at 5:00 p.m., New York City time, on
Aug. 7, 2007.

Based in Norwalk, Connecticut, Navios Maritime Holdings Inc.
(NYSE: NM and NM WS) -- http://www.navios.com/-- is an   
integrated global seaborne shipping company, specializing in the
worldwide carriage, trading, storing, and other related logistics
of international dry bulk cargo transportation.  The company also
owns and operates a port/storage facility in Uruguay and has
in-house technical ship management expertise.  It has offices in
Piraeus, Greece, South Norwalk, Connecticut and Montevideo,
Uruguay and Antwerp, Belgium.

                          *    *    *

Navios Maritime's 9-1/2% Senior Notes due 2014, carry Moody's
Investors Service's B2 rating and Standard & Poor's B rating.


NEXSTAR BROADCASTING: Incurs $1.3 Million Net Loss in 2nd Qtr 2007
------------------------------------------------------------------
Nexstar Broadcasting Group Inc. reported $1.3 million net loss for
the quarter ended June 30, 2007, as compared with net loss of
$2.4 million for the quarter ended June 30, 2006.

Net revenue for the quarter ended June 30, 2007 grew 6.5% to
$68.7 million from $64.6 million in the second quarter of 2006.
Income from operations was $13.4 million for the three months
ended June 30, 2007 compared with $11.1 million in the quarter
ended June 30, 2006.

Gross local and national advertising revenues increased by 5.1% in
the second quarter of 2007 compared with the second quarter of
2006.  Broadcast cash flow rose 5% to $26.8 million in the second
quarter of 2007 compared with $25.5 million in the second quarter
of 2006.

For the six months ended June 30, 2007, the company had net
revenue of $130.8 million as compared with net revenue of
$124.4 million for the six months ended June 30, 2006.  The
company incurred a net loss of $10.3 million for the six months
ended June 30, 2007, as compared with net loss of $9.7 million for
the six months ended June 30, 2006.

                       Balance Sheet Data

The company's total debt at June 30, 2007, was $682 million,
compared to $681.1 million at Dec. 31, 2006.  As of June 30, 2007,
and Dec. 31, 2006, total bank debt under Nexstar's and Mission's
senior credit facilities was $364.4 million and $370.1 million,
respectively. Covenants under the company's credit agreement
exclude Nexstar Finance Holdings Inc.'s 11.375% notes, which
accreted to $119.7 million as of June 30, 2007.

At June 30, 2007, the Nexstar Broadcasting Group Inc.'s balance
sheet showed total assets of $703.6 million, total liabilities of  
$784.7 million, resulting to a total shareholders' deficit of
$81.1 million.

A full-text copy of the company's second quarter report is
available for free at http://researcharchives.com/t/s?2241

                          CEO Comments

Perry A. Sook, chairman, president and chief executive officer of
Nexstar Broadcasting Group Inc., commented, "The record second
quarter revenue, BCF and EBITDA reflect organic growth, the
benefit of our strategy to selectively expand our station
portfolio through accretive transactions and our success in
developing new revenue streams.  The 6.5% second quarter net
revenue gain drove an 8.5% EBITDA improvement, again highlighting
the leverage in our operating model and the value of our focus on
diversification, developing new revenue sources and managing
costs.  On a same-station basis, our 2007 second quarter net
revenue rose 1.8%, while EBITDA increased 2.5%.

"In addition, we continue to generate incremental value through
new, recurring sources of revenue such as retransmission consent
agreements and new media initiatives which are supplementing the
continued growth we are achieving with core ad sales.
Impressively, these factors combined to overcome the significant
benefit in last year's second quarter results from political
advertising and contributed to our ability to substantially exceed
Nexstar's second quarter guidance and consensus expectations.

"Our platform building and revenue diversification strategies
continue to gain momentum toward our goal of overcoming the 'odd
year/even year' revenue disparity caused by political advertising.
During the second quarter, total retransmission consent
compensation and retransmission advertising revenue of
$4.2 million rose approximately 31% over the same period last
year.  In addition, Nexstar is beginning to generate growing new
media revenue with 2007 second quarter new media revenue growing
about 244% over 2007 first quarter levels.  We have transitioned
our TV station websites into community portals ahead of schedule
and given that 14 local station sites were launched during the
second quarter, we are still only recording early stage
contributions from what we expect to develop into another
important revenue source.

"Nexstar's high margin retransmission and new media initiatives
are expected to be significant and growing contributors to
Nexstar's results on a going forward basis.  Furthermore,
Nexstar's focus on local sales and local news leadership in our
mid-sized markets support our expectations for continued leading
revenue share in the majority of the markets in which we operate.  
During the second quarter new local direct billing totaled
approximately $3.7 million, representing continued strength in
bringing new advertisers to our platform.

"Finally, at June 30, 2007, Nexstar's operating company leverage
of 5.7x remained relatively constant with the 2006 year-end level
and was well below our 7.0x bank covenant and the level of 7.35x
at the end of last year's second quarter.  As with our revenue and
operating results, we exceeded expectations for addressing
leverage.

"Last week we announced that reflecting the difficult conditions
in the financing markets Nexstar's board of directors, in
consultation with its financial advisor Goldman, Sachs & Co., has
decided to suspend discussions with prospective acquirers of
Nexstar.  Nexstar continues to review other strategic corporate
options to enhance shareholder value while simultaneously
executing on its long-term core strategies for growth.

"Reflecting this approach, we recently announced that we would
soon own, operate, program or provide services to 50 stations with
more than one station in 18 of our 29 markets.  We've generated
record operating results in the first and second quarters of 2007
and maintained leverage ratios in 2007, a non-political year, at
levels consistent with those at Dec. 31, 2006.  The company
expects significant financial growth in 2008 based on several
factors including growing contributions from new revenue sources
such as retransmission consent agreements and new media
initiatives and the benefit of political advertising. We remain
focused on taking actions which will contribute to the overall
growth of shareholder value."

                       Pending Acquisition

On June 27, 2007, Mission Broadcasting Inc. entered into a
definitive agreement to acquire substantially all of the assets of
KTVE-TV, the NBC affiliate serving the Monroe, Louisiana/El
Dorado, Arkansas market for $7.7 million in cash from Piedmont
Television Holdings, LLC.  The acquisition, which is subject to
FCC consent, is expected to close in the fourth quarter of 2007.  
Upon closing the purchase of KTVE-TV, Mission will enter into a
joint sales agreement and shared services agreement with Nexstar-
owned KARD-TV, the Fox affiliate in the market.

                   About Nexstar Broadcasting

Headquartered in Irving, Texas, Nexstar Broadcasting Group Inc.
(NasdaqGM: NXST) -- http://www.nexstar.tv/-- currently owns,     
operates, programs or provides sales and other services to
49 television stations in 29 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama and New York.  Nexstar's television
station group includes affiliates of NBC, CBS, ABC, FOX,
MyNetworkTV and The CW and reaches approximately 8.25% of all U.S.
television households.


NORTHWEST SUBURBAN: Blames Cash Flow Woes on Discontinued Program
-----------------------------------------------------------------
Laurence H. Lenz, Jr., Vice President of Northwest Suburban
Community Hospital, Inc., disclosed in a filing with the U.S.
Bankruptcy Court for the District of Delaware that the
discontinuation of its Bariatric Program caused severe cash flow
deficits that the Debtor was unable to cope up with.

                       Bariatric Program

Mr. Lenz relates that through its medical staff and other
professionals, the Debtor offered a specialized medical services
and surgical treatments for its morbidly obese patients under
"Bariz" trademarks know as the Bariatric Program.  This program
has been the Debtor's primary source of revenue, Mr. Lenz adds.

Due to increased competition for the provision of bariatric
services, the Debtor's ability to operate profitably was adversely
affected.

The Debtor's Bariatric Program also experienced declining
reimbursement from insurers to a level that did not permit it to
operate the program in a profitable way while maintaining the same
high quality o treatment and services.

The Debtor was also unable to enter into discussions with Blue
Cross Blue Shield of Illinois on a reasonable level of
reimbursement for the continued services rendered to patients
insured by Blue Cross.

                      Alleged Overpayment

The problem, according to Mr. Lenz, was further exacerbated when
Blue Cross alleged that it had overpaid the Debtor for services
rendered in the past.  Although the Debtor attempted to propose a
reasonable repayment plan, Blue Cross instead began immediately
exercising its purported setoff rights against the reimbursement
amounts that the Debtor would otherwise have received for
bariatric patients insured by Blue Cross.

As a result, the Debtor's primary revenue stream was cutoff and it
was burdened with severe cash flow deficits.  The Debtor thus, Mr.
Lenz relates, discontinued its Bariatric Program in January 2007.

Despite discontinuing the program however, the Debtor remained
burdened with a $7.2 million debt to Blue Cross on account of the
alleged overpayments.

As of March 31, 2007, the Debtor's balance sheet showed total
assets of $4,020,384 and total liabilities of $7,747,919 exclusive
of its Guaranteed Indebtedness to Fifth Third Bank and JP Morgan
Chase Bank.

                        Credit Facilities

Mr. Lenz discloses that the Debtor is indebted to Fifth Third and
JP Morgan in the approximate total principal amount of $42,652,234
on account of loan advances and other financial accommodations
under:

    a. a Loan Agreement dated Dec. 22, 2004 between the Debtor and
       the two banks;

    b. a Trust Indenture and related instruments and agreement
       between JP Morgan and the Debtor with respect to a
       $17,000,000 Series 2000 Notes, each dated July 1, 2000; and

    c. a Trust Indenture and related instruments and agreement
       between Fifth Third and the Debtor with respect to a
       $19,755,000 Series 2003 Notes, each dated Nov. 26, 2003.

The Debtor and each of its 13 non-debtor operating subsidiaries,
jointly and severally guaranteed the entire amount of the
Guaranteed Indebtedness to Fifth Third and JP Morgan through a
Guaranty Agreement dated Dec. 22, 2004 in favor of th lenders.  
The Debtor and its non-debtor affiliates further granted Lenders a
security interest to substantially all of their respective assets
through a Pledge and Security Agreement dated Dec. 22, 2004.

The Debtor also granted the Lenders a mortgage lien on its
Belvidere, Illinois Facility.

Northwest Suburban filed a voluntary chapter 11 petition on
July 31, 2007.  A case summary of the Debtor's petition was
published in the Troubled Company Reporter on August 6, 2007.

                    About Northwest Suburban

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.


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

Pepper Hamilton will:

    a. assist Kay Scholer LLC in representing the Debtors;

    b. 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;

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

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

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

    f. 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;

    g. 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;

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

    i. 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;

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

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

    l. 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

    m. 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                      $450 - $690
      Associates                    $250 - $320
      Legal Assistants                 $175

To the best of the Debtors' knowledge, the firm does not represent
any interest adverse to them or their estates.

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).  Kay Scholer LLC represents the Debtors in
their restructuring efforts.  When the Debtors filed for
protection from their creditors, they listed estimated assets and
debts between $1 million and $100 million.


ORLANDO CITYPLACE: Wants to Reject Sky Realty Executory Contracts
-----------------------------------------------------------------
Orlando CityPlace LLC and its debtor-affiliates ask authority from
the U.S. Bankruptcy Court for the Middle District of Florida to
reject two executory contracts with Sky Realty, LLC.

The executory contracts pertain to right of sale listing
agreements between the Debtors and Sky Realty, pursuant to which
the Debtors gave Sky Realty the exclusive right to sell 114 of the
228 units at the Debtors' Lexington hotel.

The Debtors argue that the there is no requirement to close the
contracts and as such, the contracts are void.  Additionally, the
Debtors assert that the contracts are a burden to their ability to
sell their real property.

The Debtors have asked the Court to approve the sale of all their
assets, including the 114 units related to the executory
contracts.

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.


PINNACLE ENTERTAINMENT: Earns $9.9 Million for Second Quarter 2007
------------------------------------------------------------------
Pinnacle Entertainment Inc. reported a net income of $9.9 million
for second quarter of 2007 as compared to $46 million for the 2006
second quarter.  For the second quarter of 2007, revenues of
$232.9 million as compared to $228.8 million for the 2006 second
quarter.

For the six months ended June 30, 2007, revenues were
$465.7 million as compared to revenues of $463 million for the
prior-year period.  The company reported net income of
$9.9 million as compared to net income for the 2006 second quarter
which was $46 million.

On June 8, 2007, the company issued $385 million aggregate
principal amount of 7.50% senior subordinated notes due 2015.  Net
proceeds to the company were about $371 million.  Pinnacle used a
portion of these proceeds to retire all of the $275 million of
outstanding term loans under its credit facility and acquired
$25 million aggregate principal amount of its 8.25% senior
subordinated notes due 2012.

Corporate costs for the second quarter of 2007 increased to
$10.9 million from $6.3 million in the prior-year period.

Net interest expense was $6.5 million for the three months ended
June 30, 2007 versus $13.5 million for the three months ended
June 30, 2006.  Interest expense before the capitalization of
interest was $16.6 million and $14.4 million for the three months
ended June 30, 2007 and 2006, respectively.

Capitalized interest was $10.1 million and $901,000 for the three
months ended June 30, 2007 and 2006, respectively.

Discontinued operations income of $1.7 million and $1.3 million,
net of income tax, in the three and six months ended
June 30, 2007, respectively, includes legal and administrative
expenses related to Casino Magic Biloxi offset by a portion of the
income tax benefit.

The second quarter of 2007 includes a tax benefit of about
$9 million resulting from final resolution of income tax matters
related to prior years with both federal and state taxing
authorities.  Excluding the effect of these tax settlements, the
effective tax rate for the six months ended June 30, 2007, was
32%.

The company had about $419.4 million in cash, cash equivalents and
restricted cash at June 30, 2007.  Of its $1 billion bank credit
facility, the company repaid the outstanding $275 million term
loan as discussed above and, in early July, let expire its
remaining $100 million delayed-draw term loan facility.  The
company retains the $625 million revolving credit facility, none
of which was drawn and about $17.7 million of which was utilized
for letters of credit at June 30, 2007.

The company reported total assets of $2.1 billion, total
liabilities of $ 1 billion, and total stockholders' equity of
$1.1 billion as of June 30, 2007.

                       Recent Developments

In June 2007, the Louisiana Gaming Control Board approved
Pinnacle's architectural plans for the company's proposed
Sugarcane Bay project in Lake Charles, Louisiana. Located adjacent
to the L'Auberge du Lac facility, Sugarcane Bay is expected to
include approximately 400 guestrooms and suites, approximately
1,500 slot machines, and 50 table games, including a poker room.

The company has begun construction of a 31-guestroom hotel
adjoining its principal Casino Magic Argentina property in the
Province of Neuquén.  The first half of these rooms is expected to
open in the third quarter of 2007, with the balance to be
completed in early 2008.  The new hotel is expected to cost
approximately US$13 million and is being funded through the
property's existing cash balances and cash flows from the
Argentina operations.

"We are pleased with our solid operating performance in the second
quarter of 2007, led by a record Adjusted EBITDA quarter at
L'Auberge du Lac.  We recently 'topped off' L'Auberge's 250-
guestroom addition which is on schedule for a December 2007
opening," said Daniel R. Lee, Chairman and chief executive officer
of Pinnacle Entertainment Inc.  "We also continue to work
diligently on our other development projects.  In St. Louis, our
construction and operating teams are preparing Lumière Place for
opening in the fourth quarter of this year, pending final approval
of the Missouri Gaming Commission.  Also, the preparatory work on
our Atlantic City project site continues.  We have selected the
executive architects and expect to implode the larger buildings on
the site in the fall."

                   About Pinnacle Entertainment

Headquartered in Las Vegas, Nevada, Pinnacle Entertainment Inc.
(NYSE: PNK) -- http://www.pnkinc.com/-- owns and operates casinos  
in Nevada, Louisiana, Indiana and Argentina, owns a hotel in
Missouri, receives lease income from two card club casinos in
The Los Angeles metropolitan area, has been licensed to operate
a small casino in the Bahamas, and owns a casino site and has
significant insurance claims related to a hurricane-damaged casino
previously operated in Biloxi, Mississippi.  Pinnacle opened a
major casino resort in Lake Charles, Louisiana in May 2005 and
a new replacement casino in Neuquen, Argentina in July 2005.

                          *     *     *

As reported in the Troubled Company Reporter on June 4, 2007,
Standard & Poor's Ratings Services assigned its 'B-' rating to
Pinnacle Entertainment Inc.'s proposed $350 million senior
subordinated notes due 2015.

On June 1, 2007, the Troubled Company Reporter related that Fitch
Ratings assigned a rating of 'B-/(Recovery Rating) RR5' to the
company's $350 million senior subordinated notes due 2015.  The
company's credit ratings were: (i) Issuer Default Rating of 'B';
(ii) Bank facility at 'BB/RR1'; (iii) Senior Subordinated notes at
'B-/RR5'.  The Rating Outlook is stable.


PITTSFIELD WEAVING: Disclosure Statement Hearing Set on Aug. 16
---------------------------------------------------------------
The Honorable Mark W. Vaughn of the U.S. Bankrupt Court for the
District of New Hampshire will convene a hearing on Aug. 16, 2007,
at 9:00 p.m., to consider the adequacy of Pittsfield Weaving
Company's Amended Disclosure Statement explaining its Amended
Chapter 11 Plan of Reorganization dated July 10, 2007.

                       Treatment of Claims

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

Superpriority Loan Claims will be paid in full with interest, in
60 consecutive monthly installments of principal, plus interest
beginning on the 30th day after the effective date.

CapitalSource's Secured Claim may be paid in the amount of
$5,189,692, over a period of 15 years in consecutive, blended
monthly installments of principal and interest at the non-default
contract rate.

Meredith Village Savings Bank Claims will be paid by Windwalker
in accordance with the terms of the MVSB loan documents.

Holders of Minor Unsecured Claims will receive monthly payments
and retain their collateral for the payment of the claims.

Each holder of Convenience Claim will receive an amount equal to
50% of the holders' claim.

The Debtor will compelete and deliver to the holders of General
Unsecured Claims a promissory note for the payment of an amount
equal to the allowed amount of the claims with interest, in
120 consecutive, blended monthly installments of principal
and interest.

Notwithstanding the 15 year amortization schedule, each unsecured
creditors have the option to demand payment in full at the end of
the 7th year from the effective date.

Holders of Equity Interests will retain the its equity interest
in the Debtor.

Based in Pittsfield, New Hampshire, Pittsfield Weaving Company --
http://www.pwcolabel.com/-- provides brand identification to  the  
apparel and soft goods industries, and manufactures woven and
printed labels and RFID/EADS solutions.  The company filed it
chapter 11 protection on Sept. 20, 2006 (Bankr. D. NH Case
No. 06-11214).  Williams S. Gannon, Esq., at William S. Gannon
PLLC represent the Debtor in its restructuring efforts.  Bruce
A. Harwood, Esq., at Sheehan Phinney Bass + Green, PA serves
as counsel to the Official Committee of Unsecured Creditors.
Pittsfield Weaving estimated its assets and debts at $10 million
to $50 million when it filed for protection from its creditors.


PLAYLOGIC ENTERTAINMENT: Inks Partnership Deal with Spencer Clarke
------------------------------------------------------------------
Playlogic Entertainment Inc. has entered into a strategic
partnership with Spencer Clarke LLC, a full service investment
banking and retail brokerage firm.  

Spencer Clarke will provide investment banking and financial
advisory services including assisting Playlogic with capital
market opportunities.
    
"It is a great opportunity for Playlogic to be working with a
highly regarded firm like Spencer Clarke," Rogier W. Smit,
Playlogic's executive vice president, comments.  "Their
representatives arrived in Amsterdam and showed their desire to
understand our specific needs.  We feel this approach
could positively contribute to our exposure and growth."
    
"We are very content that Spencer Clarke will be assisting us in
the future growth of Playlogic.  It's a partnership and alliance
that brings us extensive industry experience which assists us
beyond a capital raise," Wilbert Knol, CFO of Playlogic, comments.
"It's an exciting time for the industry, an exciting time for
Playlogic and Spencer Clarke has stepped in at the right time."
    
"We are delighted to work with the Playlogic management team as it
seeks growth capital and alliances that will help the firm expand
within the worldwide gaming industry.  This is the fastest-growing
entertainment media segment during the next five years.  Global
video game spending will increase to $55.6 billion in 2008, at a
20.1% CAGR according to PricewaterhouseCoopers," notes Geoffrey
Finkel, vice president of investment banking at Spencer Clarke.
    
"The company has demonstrated its ability to bring quality games
to market, and has an exciting line up," Joseph Turpin, vice
president of investment banking at Spencer Clarke, added.
"Furthermore, as one of a limited number of publishers on all of
the major platforms, they are in an excellent position to continue
their growth."
    
                     About Spencer Clarke LLC
   
Based in New York and founded in 1997, Spencer Clarke LLC --
http://www.spencerclarke.com/-- specializes in helping micro cap  
public and mid market private companies grow.  Its team of
experienced professionals assists those seeking: PIPE
Transactions, Equity IPO's, Institutional Investors, Mergers &
Acquisitions, Private Placements, Standby Note Facilities, Bridge
& Permanent Financing, Convertible and Mezzanine Debt, Private
Equity, Leverage and Mgt. Buyouts, and Growth and Exit Strategies.

                   About Playlogic Entertainment

Headquartered in New York and Amsterdam, Playlogic Entertainment,
Inc. (OTC BB: PLGC) is an independent publisher of entertainment
software for PCs, consoles, handhelds, mobile devices, and other
digital media.  Playlogic distributes its products worldwide
through all available channels, online and offline.  Playlogic has
approximately 75 employees.  Its internal game development studio
is based in Breda, Netherlands.  Playlogic's portfolio includes
games that are being developed by several teams at the Playlogic
Game Factory, Playlogic's in-house development studio based in
Breda, as well as games developed by a number of studios
throughout the world with approximately 300 people of external
development staff.

At March 31, 2007, the company's balance sheet showed total assets
of $9.8 million, total liabilities of $20.2 million, resulting to
a total shareholders' deficit of $10.4 million.


PRICELINE.COM: Net Income Increases to $34.6 Mil. in 2nd Quarter
----------------------------------------------------------------
Priceline.com Incorporated reported net income, computed on a
generally accepted accounting principles basis, of $34.6 million
for the 2nd quarter 2007, which compares to a $12.5 million in the
same period a year ago.

Priceline.com had GAAP revenues of $355.9 million in the 2nd
quarter of 2007, a 15.7% increase over a year ago.   
Priceline.com's GAAP gross profit for the 2nd quarter was
$157.2 million, up 48.6% from the prior year.  

Priceline.com pro forma net income for the quarter was
$47.3 million, which compares to $23 million, in the same period a
year ago.

"Priceline.com's earnings performance in the second quarter
exceeded our previous expectations for both the international and
domestic businesses," priceline.com president and chief executive
officer Jeffery H. Boyd, said.  "Internationally, Booking.com's
results were driven by 93% growth in gross bookings, which
continues to outperform market growth rates.  Domestic gross
bookings fell within the range of our guidance, but earnings
growth exceeded our expectations due to strong organic growth in
merchant hotel and rental cars and more efficient marketing."

At June 30, 2007, the company's balance sheet showed total assets
of $1.2 billion, total liabilities of $762.5 million, total
shareholders' equity of $405.2 million.

                About Priceline.com(R) Incorporated

Headquartered in Norwalk, Connecticut, Priceline.com Incorporated
(Nasdaq: PCLN) -- http://www.priceline.com/-- operates  
priceline.com, a U.S. online travel service for value-conscious
leisure travelers, and Booking.com, an international online hotel
reservation service.

                          *     *     *

As reported in the Troubled Company Reporter on June 26, 2007,
Standard & Poor's Ratings Services raised its ratings on
Priceline.com Inc., including raising the corporate credit rating
to 'B+' from 'B'.  The ratings were removed from CreditWatch with
positive implications, where they were placed on April 9, 2007.  
The outlook is positive.


REVLON INC: June 30 Balance Sheet Upside-Down by $1.1 Billion
-------------------------------------------------------------
Revlon Inc. listed total assets of $893.3 million, total
liabilities of $2 billion, and total stockholders' deficit of
$1.1 billion as of June 30, 2007.

The company's June 30 balance sheet also showed strained liquidity
with total current assets of $465.9 million available to pay total
current liabilities of $531.5 million.

                      Second Quarter Results

Net loss was $11.3 million for the second quarter ended June 30,
2007, compared to a net loss of $87.1 million for the second
quarter of 2006.

Net sales in the second quarter of 2007 advanced 8.8% to
$349.2 million, compared to net sales of $321.1 million in the
second quarter of 2006.  Excluding the impact of foreign currency
fluctuations, net sales in the second quarter increased 7.5%
versus year-ago. Second quarter 2006 net sales were reduced by
about $14 million from Vital Radiance.

In the United States, net sales in the second quarter of 2007
increased 13.4% to $204.2 million, compared with net sales of
$180 million in the second quarter of 2006.  Second quarter 2006
net sales were reduced by about $14 million from Vital Radiance.

In the company's international operations, net sales in the second
quarter of 2007 increased 2.7% to $145 million, compared to net
sales of $141.1 million in the second quarter of 2006.

Operating income was $16.9 million in the second quarter of 2007,
versus an operating loss of $45.9 million in the second quarter of
2006.

Results for the second quarter 2007 included restructuring
expenses of $2.1 million, while the second quarter 2006 included
restructuring expenses of $500,000.

                       Six Months Results

The company incurred net loss of $46.5 million for the first six
months of 2007, as compared with net loss of $145.3 million for
the first six months of 2006.

Net sales in the first six months of 2007 advanced 4.8% to $677.8
million, compared to net sales of $646.6 million in the first six
months of 2006.  Excluding the impact of foreign currency
fluctuations, net sales in the first six months increased 4.0%
versus year-ago.

Cash flow used for operating activities in the first six months of
2007 was $33 million, compared with cash flow used for operating
activities of $95.5 million in the first six months of 2006.  This
improvement was primarily due to a lower net loss, decreased
permanent display spending and was partially offset by a smaller
improvement in working capital in 2007 compared to last year.

Results for the first six months of 2007 included restructuring
expenses of $6.4 million, while the first six months of 2006
included restructuring expenses of $9.5 million.

A full-text copy of the company's second quarter report is
available for free at http://researcharchives.com/t/s?2243

                      Management's Comments

Commenting on the company's financial disclosure, Revlon president
and chief executive officer, David Kennedy, said "Our performance
in the second quarter was driven by a combination of sales growth,
benefits from the restructuring actions we took last year and
ongoing control of our costs.  We remain on-track with our
expectation to generate approximately $210 million in Adjusted
EBITDA in 2007."

Mr. Kennedy continued, "As we look forward to 2008, we believe
that we have a strong offering of new product introductions for
our Revlon and Almay color cosmetics brands.  These introductions
include significant, innovative and unique new product lines in
the face category as well as collections across all categories.  
In addition, 2008 new products include important upgrades to
certain products launched in prior years.  We intend to support
these new products with advertising and promotions, at competitive
levels, using our exciting lineup of spokesmodels."

In conclusion, Mr. Kennedy said, "We continue to execute our
business strategy.

   (1) Building and leveraging our strong brands - we recently
       launched several exciting new products in our core brands
       and are supporting these launches at competitive levels.  
       As noted, we believe we have a strong pipeline of new
       product launches for next year;

   (2) Improving the execution of our strategies and plans, and
       providing for continued improvement in our organizational
       capability - we have a strong team in place at Revlon and
       are focusing on developing our employees through new and
       expanded roles and enhancing our capabilities;

   (3) Continuing to strengthen our international business - we
       continue to strengthen our international business further
       by leveraging our U.S.-based Revlon brand marketing, as
       well as our strong regional brands;

   (4) Enhancing operating profit margins and cash flow - we are
       focusing on sales growth and expect continuing, sustainable
       benefits from our restructuring actions and ongoing cost
       controls; and

   (5) Improving our capital structure - we plan to refinance the
       remaining balance of our 8-5/8% senior subordinated notes
       prior to maturity."

                        About Revlon Inc.

Revlon Inc. (NYSE: REV) -- http://www.revloninc.com/-- Revlon is
a worldwide cosmetics, skin care, fragrance, and personal care
products company.  The company's vision is to deliver the promise
of beauty through creating and developing the most consumer
preferred brands.  The company's brands, which are sold worldwide,
include Revlon(R), Almay(R), Ultima(R), Charlie(R), Flex(R), and
Mitchum(R).

Revlon Inc.'s balance sheet at March 31, 2007, showed
$907.9 million in total assets and $2.04 billion in total
liabilities, resulting in a $1.13 billion total stockholders'
deficit.


RJM WASTE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: RJM Waste Equipment Co.
        120 Allan Street
        P.O. Box 1969
        Easley,, SC 29641-1969

Bankruptcy Case No.: 07-04276

Type of Business: The Debtor manufactures the Mighty Mac(TM)
                  line of high quality solid waste handling
                  equipment that is used by the industry's
                  leading collection and disposal companies
                  to safely contain and compact solid waste
                  and recyclable materials.
                  See http://www.rjmmfg.com/

Chapter 11 Petition Date: August 8, 2007

Court: District of South Carolina (Spartanburg)

Debtor's Counsel: G. William McCarthy, Jr., Esq.
                  Robinson, Barton, McCarthy, P.A.
                  1715 Pickens Street
                  P.O. Box 12287
                  Columbia, SC 29211
                  Tel: (803) 256-6400

Total Assets: $5,751,025

Total Debts:  $6,032,020

Debtor's List of its 20 Largest Unsecured Creditors:

   Entity                               Claim Amount
   ------                               ------------
56 Industries Inc.                          $499,228
P.O. Box 673503
Detroit, MI 48267-3503

Oneal Steel Inc.                            $285,977
P.O. Box 11407
Birmingham, AL 35246-1255

Certified Steel Company                     $225,501
1333 Brunswick Pike, Suite 200
Lawrenceville, NJ 08648

Smith Pipe and Steel Co.                    $224,694

Griffin and Gordon Containers               $201,026

M-Cor Steel Inc.                            $190,928

Robert Colman Trust                          $89,500

Mid American Steel                           $87,173

Nash and Powers Insurance                    $75,072

PRT                                          $73,997

Nu-Life Environmental Inc.                   $68,746

Advance Worldwide Steel Co.                  $68,123

Industrial Metals and Surplus                $66,236

PPG Architectural Finishes Inc.              $64,060

Solow Steel                                  $61,724

Lawson Steel Inc.                            $59,122

Industrial Land Management LLC               $58,150

Mid West Materials                           $51,511

EMS Inc.                                     $47,060

McNaughton McKay                             $45,008


ROCKWELLS RESTAURANT: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Rockwells Restaurant Corp.
        105 Wolfs Lane
        Pelham, NY 10803

Bankruptcy Case No.: 07-22748

Type of business: The Debtor owns and operates a 180-seat
                  restaurant and bar.

Chapter 11 Petition Date: August 7, 2007

Court: Southern District of New York (White Plains)

Debtor's Counsel: Erica R. Feynman, Esq.
                  Rattet, Pasternak & Gordon Oliver, L.L.P.
                  550 Mamaroneck Avenue
                  Harrison, NY 10528
                  Tel: (914) 381-7400
                  Fax: (914) 381-7406

Financial condition as of July 2007:

Total Assets: $1,668,523

Total Debts:  $5,402,140

Debtor's 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Speare Road Management, Inc.                             $454,116
280 North Central Park Avenue
Hartsdale, NY 10530

Intuit Payroll Services                                  $383,380
1285 Financial Boulevard
Reno, NV 89502

Tuckahoe Developers                                      $378,886
8 Depot Square
Tuckahoe, NY 10707

M.D. Foods, L.L.C.                                       $241,469

Steven Culhane                                            $97,500

H. Schrier Co., Inc.                                      $80,287

Sysco Food Services of Albany                             $55,813

Denise Rutledge                                           $43,047

T.P.I.                                                    $42,752

American Express                                          $38,097

Denra Realty                                              $33,161

Con Edison                                                $24,460

Audrey Management                                         $24,170

Strategic Energy Corporate                                $19,832
Headquarters

Staples Credit Plan                                       $17,250

Kemper Insurance                                          $13,350

Biscilo Giardina                                          $12,795

DiCarlo Distributors                                      $12,576

C.R.P. Sanitation, Inc.                                    $9,653

Fidelity National Title                                    $7,500
Insurance


SMURFIT-STONE: Sells Alabama Mill Assets to Georgia-Pacific
-----------------------------------------------------------
Smurfit-Stone Container Corporation and Georgia-Pacific LLC have
reached a definitive agreement for Georgia-Pacific to purchase the
assets of a Brewton, Alabama, white top linerboard and bleached
board mill from Smurfit-Stone for approximately $355 million.

Net proceeds from the sale will be used by Smurfit-Stone for debt
reduction to further improve the company's financial flexibility.
    
The companies expect the transaction to be completed by the end of
September, subject to standard regulatory review and approvals.

The Brewton mill has annual production capacity of approximately
300,000 tons of white top linerboard and 190,000 tons of solid
bleached sulfate.
    
"The sale of our Brewton mill is another important step in the
execution of our company's transformation strategy," Patrick J.
Moore, Smurfit-Stone chairman and chief executive officer, said.
"As we continue to realign our mill system, we will deliver
uninterrupted, high quality white top linerboard products and
services to our customers.  With the sale last year of our former
consumer packaging division, however, the Brewton mill's
SBS production no longer fits with our core business."
    
"We will continue to commit our resources to developing innovative
products and services in our mill, corrugated container, and
recycling operations," Steven J. Klinger, Smurfit-Stone president
and chief operating officer, said.  "We constantly review our
operations to ensure that we have the right combination of people,
products, and services to profitably meet market demand as we
strive to become the safest and most profitable company in our
industry."
    
"Georgia-Pacific continues to make long-term, strategic
investments in our businesses, and we are committed to growth -
organically, through acquisitions and innovation," James Hannan,
Georgia-Pacific president and chief operating officer, said.
"Investments in our packaging business, such as this, are a key
part of our strategy, and we continue to see opportunities for
growth in each of Georgia-Pacific's businesses."
    
"This acquisition will enable us not only to grow, but
importantly, improve our breadth of products to better serve our
customers,” Christian Fischer, Georgia-Pacific's executive vice
president of packaging, added.  “Both product lines produced at
the Brewton mill, the white top linerboard and the bleached board,
are recognized for their high quality and printing properties.  
This cost-competitive mill will be a great complement to our
existing packaging business, which includes more than 60
facilities."
   
                      About Georgia-Pacific

Based at Atlanta, Georgia-Pacific LLC -- http://www.gp.com/--  
manufactures and markets tissue, packaging, paper, cellulose,
building products, and related chemicals.  The company employs
approximately 50,000 people at more than 300 locations in North
America, South America and Europe.

             About Smurfit-Stone Container Corporation

Headquartered in Chicago, Illinois, Smurfit-Stone Container
Corporation (Nasdaq: SSCC) -- http://www.smurfit-stone.com/-- is  
a publicly traded holding company that operates through a wholly
owned subsidiary company, Smurfit-Stone Container Enterprises Inc.  
The company is an integrated producer of containerboard and
corrugated containers (paper-based industrial packaging) and is a
large collector, marketer, and exporter of recycled fiber.  
Smurfit-Stone operates approximately 170 facilities and employs
approximately 22,000 people.

                          *     *     *

As reported in the Troubled Company Reporter on May 3, 2007, Fitch
Ratings has affirmed the ratings of Smurfit-Stone Container
Corporation as: issuer default rating at 'B+'; secured bank debt
at 'BB+/RR1'; senior unsecured debt at 'B+/RR4'; preferred stock
at 'B-/RR6'.  The rating outlook remains negative.


TENNECO INC: Will Complete Financial Restatement by August 14
-------------------------------------------------------------
Tenneco Inc.  plans to complete the restatement of its financial
statements by Aug. 14, 2007.  The company will restate its
reported financial results to correct the accounting for interest
rate swaps that the company entered into in 2004.  

The restatement will also reflect other accounting adjustments,
well as the results of Tenneco's reconciliation of its deferred
tax balances.  The restatement will impact the years ended
Dec. 31, 2004, 2005 and 2006 and the quarters ended March 31, 2006
and 2007, June 30, 2006, and Sept. 30, 2006.
    
Tenneco plans to file an amendment to its Form 10-K for the year
ended Dec. 31, 2006, and an amendment to its Form 10-Q for the
quarter ended March 31, 2007, immediately prior to filing its Form
10-Q for the quarter ended June 30, 2007.
    
Based in Lake Forest, Illinois, Tenneco Inc., (NYSE: TEN) --
http://www.tenneco.com/-- manufactures automotive ride and  
emissions control products and systems for both the original
equipment market and aftermarket.  Brands include Monroe(R),
Rancho(R), and Fric Rot ride control products and Walker(R) and
Gillet emission control products.  The company has operations in
Argentina, Japan, and Germany, with its European operations
headquartered in Brussels, Belgium.

                          *     *     *

As reported in the Troubled Company Reporter on April 2, 2007,
Standard & Poor's Ratings Services affirmed its loan and recovery
ratings on Tenneco Inc.'s senior secured first-lien bank
facilities, after changes to the size of individual facilities.
These ratings were assigned: BB-/Stable/B-1 on corporate credit
rating; BB (recovery rating: 1) on $830M senior secured credit
facilities; and Class M-3 downgraded to 'C/DR4' from 'CC/DR4'.


TOUSA INC: Incurs $132 Million Net Loss in Quarter Ended June 30
----------------------------------------------------------------
TOUSA Inc. reported a net loss for the three months ended June 30,
2007, of $132 million, compared to net income of $67.6 million
reported in the three months ended June 30, 2006.  The company's
net loss for the three months ended June 30, 2007, includes a
$9.9 million net loss from discontinued operations as a result of
the June 6, 2007 sale of substantially all of its Dallas division.

The company's results for the second quarter of 2007 include a
$32 million increase in the pre-tax loss contingency relating to
the Transeastern JV settlement based on the estimated fair value
of the consideration provided and the business acquired.  Also
adversely impacting net income is $123 million of pre-tax charges
resulting from goodwill impairments and the write-down of assets
including inventory impairments and write-off of deposits and
abandonment costs.

"The adverse conditions facing the homebuilding industry and TOUSA
continued in the second quarter and resulted in a challenging
operating environment and a selling season that was below our
expectations," said Antonio B. Mon, president and chief executive
officer of TOUSA.  "The fundamental issue remains too much supply
combined with lower demand.  While the rate at which inventory is
increasing is declining, we have not reached the point of
stabilization in many of our markets and we expect the difficult
operating environment to persist for some time."

Homebuilding revenues for the second quarter of 2007 were
$565.7 million, a 9% decrease from the $621.4 million of
homebuilding revenues in the second quarter of 2006, due primarily
to a decrease in the company's home deliveries.  Revenue from home
sales decreased 12% to $535.3 million for the three months ended
June 30, 2007 from $605.3 million for the three months ended
June 30, 2006.  The decrease in revenue from home sales, which is
net of buyer incentives, was due to a 12% decrease in the number
of deliveries to 1,656 in the three months ended June 30, 2007,
from 1,878 for the three months ended June 30, 2006.  The average
price of homes delivered increased slightly to $323,000 from
$322,000 for the three months ended June 30, 2006.  Including
discontinued operations, the company experienced a 15% decrease in
the number of deliveries to 1,725 from 2,034 for the three months
ended June 30, 2006.

The company reported consolidated net sales orders of 1,573 in the
second quarter of 2007 compared to 1,715 in the second quarter of
2006, an 8% decrease.  The sales value of the company's
consolidated sales orders was $441.5 million, compared to
$561.9 million in the second quarter of 2006, a 21% decrease.  The
Company's average sales price on net sales orders decreased to
$281,000 in the second quarter of 2007 from $328,000 in the second
quarter of 2006 due to increased incentives and a change in
product mix.

                     Six Months Ended June 30

The company reported a net loss for the first six months of 2007
of $198 million, from net income of $122.6 million for the six
months ended June 30, 2006.  Included in the company's net loss
for the six months ended June 30, 2007 is a $13.7 million net loss
from discontinued operations.

Homebuilding revenues for the six months ended June 30, 2006, were
$1.1 trillion, a 7% decrease over the $1.2 trillion of
homebuilding revenues in the first six months of 2006 due to a
decrease in the number of homes delivered.  The company reported
3,374 consolidated home deliveries in the first six months of
2007, a 7% decrease from the 3,611 consolidated home deliveries
the first six months of 2006.  The company's average selling price
on homes delivered increased to $324,000 in the first six months
of 2006 from $322,000 in the first six months of 2006.

                 Balance Sheet and Liquidity Update

During the second quarter of 2007, the company continued its
intensive focus on de-levering its balance sheet and improving
liquidity.  The company's asset management initiatives include:

   - Limiting new arrangements to acquire land - The company has
     reduced its consolidated controlled homesite position by
     about 15% from the end of the first quarter of 2007 and
     43% from June 30, 2006.

   - Engaging in bulk sales of land and unsold homes - The company
     reported $30.4 million in land sales in the quarter ended
     June 30, 2007.

   - Reducing the number of homes under construction - At June 30,
     2007, the company had 3,300 homes completed or under
     construction, compared to 3,800 homes at Dec. 31, 2006, a 13%
     decrease.  About 27% of homes under construction were unsold
     at June 30, 2007, a decrease from 34% at Dec. 31, 2006.

   - Re-negotiating terms or abandoning its rights under option
     contracts - During the three months ended June 30, 2007, the
     company abandoned its rights under certain option agreements
     which resulted in a 1,300 unit decline in its controlled
     homesites.

   - Considering other asset dispositions including the possible
     sale of underperforming assets, communities, divisions and
     joint ventures - During the second quarter of 2007, the
     company sold substantially all of its Dallas division for
     $56.7 million.

For the three months ended June 30, 2007, cash used in operating
activities was $31 million, as compared to $23 million during the
three months ended June 30, 2006.  The increase in cash used in
operating activities was due to a decline in our profitability
before non-cash impairment charges during the 2007 quarter as
compared to the 2006 quarter.

As previously announced, the company's existing $800 million
revolving credit facility has been amended and restated to reduce
the revolving commitments by $100 million and permit the
incurrence of the $500 million term loans facility, the proceeds
of which were used to finance the Transeastern JV global
settlement.

The company's pro-forma availability at June 30, 2007 was
$350 million under the amended revolving credit facility.  This
pro-forma availability is based on the June 30, 2007 borrowing
base calculation adjusted for the $100 million decrease in the
facility, the issuance of the $200 million first lien term loan
facility and the estimated fair values of the Transeastern JV
assets, which TOUSA acquired as a result of the Transeastern JV
settlement.

As of June 30, 2007, the company had total assets of $2.6 billion,
total liabilities of $2.1 billion, and total stockholders' equity
of $577.7 million.

                       Management's Comments

"Predicting the timing of a market recovery is a difficult task,
so we remain focused on the components of our business that we can
control and that we believe will best position TOUSA for the
eventual housing recovery.  With our strong emphasis on improving
our balance sheet, we made great progress this quarter in reducing
our unsold homes under construction, reducing our lot positions
and controlling costs," said Mr. Mon.
"We greatly appreciate the support and confidence of Citi and
those institutions and firms participating in our amended credit
facility and term loans, during not only a tough housing market,
but also unfavorable credit market conditions," said Stephen
Wagman, executive vice president and chief financial officer of
TOUSA.  "The amended facility strengthens our liquidity and we
believe provides the necessary financial flexibility to navigate
through this challenging housing market and enable us to
participate in the eventual housing recovery."

                         About TOUSA Inc.

TOUSA Inc. (NYSE: TOA) -- http://www.tousa.com/-- is a   
homebuilder in the United States, operating in various
metropolitan markets in 10 states located in four major geographic
regions: Florida, the Mid-Atlantic, Texas, and the West.  TOUSA
designs, builds, and markets detached single-family residences,
town homes, and condominiums to a diverse group of homebuyers,
such as "first-time" homebuyers, "move-up" homebuyers, homebuyers
who are relocating to a new city or state, buyers of second or
vacation homes, active-adult homebuyers, and homebuyers with grown
children who want a smaller home.  It also provides financial
services to its homebuyers and to others through its subsidiaries,
Preferred Home Mortgage Company and Universal Land Title Inc.

                          *     *     *

As reported in the Troubled Company Reporter on July 16, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
rating on TOUSA Inc. to 'CCC+' from 'B' and removed it from
CreditWatch, where S&P had placed it with negative implications on
April 9, 2007, following the announcement of a pending settlement
with creditors of the company's EH/Transeastern LLC joint venture.  
In addition, S&P lowered the senior unsecured debt rating to
'CCC-' from 'B-' and the subordinated debt rating to 'CCC-' from
'CCC+'.


TOWER RECORDS: Judge Shannon Confirms Chapter 11 Liquidation Plan
-----------------------------------------------------------------
The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for
the District of Delaware, on Aug. 6, 2007, entered a formal order
confirming MTS Inc., dba Tower Records, and its debtor-affiliates'
Joint Chapter 11 Plan of Liquidation.

Judge Shannon determined that the plan satisfies the statutory
requirements set forth under Section 1129(a) of the Bankruptcy
Code.

                        Terms of the Plan

Under the Plan, Administrative Claims and Other Priority Claims
will be paid in full, in cash, or other treatment as the Debtors
and holders agreed on in writing.

At the Debtors' option, holders of Priority Tax Claims will be
paid, either:

     a. in cash; or

     b. in full, in cash, over time in equal cash installment
        payments on a quarterly basis with interest during a
        period not to exceed five years after the order of relief.

Holders of CIT Claims will receive the treatment as to which the
Debtors and the holders have agreed on in the DIP Financing Order
and DIP Financing Agreement.

Holders of Other Secured and Trade Vendor Claims will received on
or a combination of these:

     a. cash equal to the amount of the claims;

     b. collateral securing the claims; or

     c. other treatment which the Debtors and the holders agreed
        on in writing.

Holders of General Unsecured Claims will receive a pro rata share
of the available assets.

Interest and Securities Subordinated Claims will not receive any
distribution under the Plan.

                       About Tower Records

MTS Incorporated -- http://www.towerrecords.com/-- owns Tower
Records and retails music in the U.S., with nearly 100 company-
owned music, book, and video stores.  The company and its
affiliates filed for chapter 11 protection on Feb. 9, 2004 (Bankr.
D. Del. Lead Case No. 04-10394).

The Debtor and its seven debtor-affiliates filed a second Chapter
11 petition on Aug. 20, 2006 (Bankr. D. N.Y. Case Nos. 06-10886
through 06-10893, Lead Case No. 06-10891).  Mark D. Collins,
Esq. of Richards Layton & Finger represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection from
its creditors, it listed estimated assets and debts of more than
$100 million.


TURNER MEDIA: CEO Says Creditor EchoStar Caused Bankruptcy
----------------------------------------------------------
Gary Turner, President and Chief Executive Officer of Turner Media
Group Inc, nka The Media Group, disclosed in a filing with the
U.S. Bankruptcy Court for the District of Colorado that the
company's bankruptcy was solely attributable to EchoStar Satellite
Company LLC.

The company, along with two of its affiliates, Turner Advertising
Group LLC and The Networks Group LLC, filed voluntary chapter 11
petitions on Aug. 5, 2007.  A summary of the company's chapter 11
petition was published in the Troubled Company Reporter on Aug. 7,
2007.

In that filing, EchoStar is listed as the largest unsecured
creditor with $24 million in claims.

According to Mr. Turner, EchoStar in the last eight months,
engaged in a course of conduct he interprets as a "systematic
scheme" to shut down a thriving and viable business and redirect
all of the company's revenue, profits, and assets directly to
EchoStar.

Mr. Turner relates that although it had approximately $73 million
in revenues and $200 million in billings last year, the company
only realized a fraction of that amount this year citing that
EchoStar:

    * forced the Debtors into a re-negotiated contract on terms
      far less attractive than the predecessor contract and
      severely detrimental to the Debtors;

    * inappropriately retained revenue due to the Debtors from
      other agreements to satisfy debt created by the re-
      negotiation;

    * forced the Debtors to relinquish valuable undisputed
      intellectual property;

    * terminated the re-negotiated contract;

    * demanded approximately $23 million under the renegotiated
      agreement; and

    * demanded payment under other agreements which threatened
      delivery o the Debtors' network signals to other
      distributors.

"EchoStar's conduct has caused irreparable, calculable and
immediate damage to the Debtors' businesses," Mr. Turner adds.

Mr. Turner hopes that while under bankruptcy protection, the
company will be able to negotiate a resolution, preserve and
protect a well-established corporate entity, and continue to
operate as a going business with a fresh start.

Mr. Turner further relates that the Debtors also hope to establish
a fair and equitable arrangement with EchoStar.

Headquartered in Denver, Colorado, Turner Media Group, Inc., nka
The Media Group -- http://www.themediagroup.com/-- provides  
interactive T.V. advertising, direct response programming and
transactional TV.  The company and its two affiliates, Turner
Advertising Group, LLC, and The Networks Group LLC, filed for
chapter 11 protection on Aug. 5, 2007 (Bankr. D. Colo. Case Nos.
07-18546 through 07-18548).  Peter W. Ito, Esq., at Baker &
Hostetler LLP, represents the Debtors.  When the Debtors filed for
protection from the creditors, they listed estimated assets and
debts between $1 million and $100 million.


TURNER MEDIA: Section 341(a) Meeting Scheduled on September 11
--------------------------------------------------------------
The U.S. Trustee for Region 19 will convene a meeting of Turner
Media Group, Inc., nka The Media Group, and its debtor-affiliates'
creditors on Sept. 11, 2007, at 9:00 a.m., at Room 104, U.S.
Custom House, 721 19th Street in Denver, Colorado.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

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

Headquartered in Denver, Colorado, Turner Media Group, Inc., nka
The Media Group -- http://www.themediagroup.com/-- provides  
interactive T.V. advertising, direct response programming and
transactional TV.  The company and its two affiliates, Turner
Advertising Group, LLC, and The Networks Group LLC, filed for
chapter 11 protection on Aug. 5, 2007 (Bankr. D. Colo. Case Nos.
07-18546 through 07-18548).  Peter W. Ito, Esq., at Baker &
Hostetler LLP, represents the Debtors.  When the Debtors filed for
protection from the creditors, they listed estimated assets and
debts between $1 million and $100 million.


TXU CORP: Earns $121 Million in Second Quarter Ended June 30
------------------------------------------------------------
TXU Corp. reported on Aug. 7, 2007, its consolidated results for
the second quarter and year-to-date periods ended June 30, 2007.

TXU reported net income available to common shareholders of
$121 million on operating revenues of $2.022 billion in the second
quarter 2007, compared to net income available to common
shareholders of $497 million on operating revenues of
$2.667 billion in the second quarter 2006.  

Reported earnings for second quarter 2007 included net after-tax
expenses of $320 million, treated as special items, primarily
related to unrealized mark-to-market net losses on positions in
TXU's long-term hedging program and a charge associated with the
first quarter suspension of certain generation facility
development projects, related to the February 26 announcement of
TXU's Merger Agreement with Texas Energy Future Holdings Limited
Partnership (TEF), the holding company formed by Kohlberg Kravis
Roberts & Co. (KKR), Texas Pacific Group (TPG) and other investors
to acquire TXU.

Operational earnings, which exclude special items and income or
losses not related to continuing operations, were $430 million in
the second quarter 2007 compared to $650 million in the second
quarter 2006.  Operational earnings were expected to be lower than
the prior-year periods due to cooler than normal weather and
abnormally high rainfall, which negatively affected coal fuel
costs as well as electricity sales, the planned outage at the
Comanche Peak nuclear generation plant (which was completed
safely, successfully, and in record time) and lower average
pricing (including the previously announced residential price
cuts).

For year-to-date 2007, TXU reported a net loss available to common
shareholders of $377 million on operating revenues of
$3.691 billion, compared to year-to-date 2006 net income available
to common shareholders of $1.073 billion on operating revenues of
$4.971 billion.  Reported earnings for year-to-date 2007 included
net after-tax expenses of $1.261 billion, treated as special
items, primarily related to first and second quarter charges
associated with the first quarter suspension of certain generation
facility development projects and unrealized mark-to-market net
losses on positions in TXU's long-term hedging program.

Year-to-date 2007 operational earnings were $873 million, compared
to $1.179 billion for year-to-date 2006.  Drivers of the year-to-
date 2007 operational earnings results were similar to the factors
discussed above for the second quarter.

At June 30, 2007, the company's consolidated balance sheet showed
$26.988 billion in total assets, $25.943 billion in total
liabilities, and $1.045 billion in total stockholders' equity.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $3.685 billion in total current
assets available to pay $5.613 billion in  total current
liabilities.

                         About TXU Corp.
                     
Headquartered in Dallas, Texas, TXU Corp. (NYSE: TXU) --
http://www.txucorp.com/-- is an energy holding company that  
manages a portfolio of competitive and regulated energy
subsidiaries, primarily in Texas, including TXU Energy, Luminant,
and Oncor.  TXU Energy provides electricity and related services
to 2.1 million electricity customers in Texas.  Luminant has over
18,300 MW of generation in Texas, including 2,300 MW of nuclear
and 5,800 MW of coal-fueled generation capacity.  Oncor operates a
distribution and transmission system in Texas, providing power to
three million electric delivery points over more than 101,000
miles of distribution and 14,000 miles of transmission lines.

                         *     *     *

As reported in the Troubled Company Reporter on March 29, 2007,
the proposed acquisition of TXU Corp. by a consortium of private
equity investors will likely lead to a period of aggressive
financing that could make TXU a deeply speculative-grade rated
company, Moody's Investors Service says in a new report exploring
the proposed transaction's credit implications.  Currently, only
TXU's senior unsecured debt, at Ba1, is rated non-investment
grade.


WACHOVIA BANK: Fitch Holds Low-B Ratings on Six Cert. Classes
-------------------------------------------------------------
Fitch Ratings affirms Wachovia Bank Commercial Mortgage Trust,
series 2005-C17 commercial mortgage pass-through certificates as:

  -- $15.8 million class A-1 at 'AAA';
  -- $371.9 million class A-1A at 'AAA';
  -- $288.8 million class A-2 at 'AAA';
  -- $82.0 million class A-3 at 'AAA';
  -- $224.4 million class A-PB at 'AAA';
  -- $1.08 billion class A-4 at 'AAA';
  -- $187.2 million class A-J at 'AAA';
  -- interest only class X-P* at 'AAA';
  -- interest only class X-C* at 'AAA';
  -- $74.9 million class B at 'AA';
  -- $23.8 million class C at 'AA-';
  -- $47.7 million class D at 'A';
  -- $27.2 million class E at 'A-';
  -- $27.2 million class F at 'BBB+';
  -- $30.6 million class G at 'BBB';
  -- $37.4 million class H at 'BBB-';
  -- $6.8 million class J at 'BB+';
  -- $10.2 million class K at 'BB';
  -- $13.6 million class L at 'BB-';
  -- $6.8 million class M at 'B+';
  -- $6.8 million class N at 'B';
  -- $6.8 million class O at 'B-'.

Class P is not rated by Fitch.

The ratings affirmations are the result of stable performance and
minimal paydown since issuance.  As of the July 2007 remittance
report the transaction has paid down 4.3% to $2.6 billion from
$2.72 billion at issuance.  In total, 17 loans (10.5%) have
defeased.  There are currently no delinquent or specially serviced
loans in the transaction.

Fitch reviewed the year-end 2006 operating data for the five
credit assessed loans (16.0%): One and Two International Place
(8.2%), Tharaldson Hotel Pool I-B (2.8%), Tharaldson Hotel Pool I-
A (2.1%), Great Wolf Resorts Pool (1.8%) and 200 Varick Street
(1.0%).  Based on their stable performance since issuance, the
loans maintain investment grade credit assessments.

The largest credit assessed loan, One and Two International Place,
is a 1,852,501 square foot class A office building in Boston, MA.  
Current occupancy is 92.6% compared to 89.6% at issuance.

Occupancy levels of the additional four credit assessed loans
remained relatively stable since issuance.  The Tharaldson Pool I-
B YE2006 portfolio occupancy was 81.8%, compared to 77.1% at
issuance.  The Tharaldson Pool I-A YE2006 portfolio occupancy was
76.9%, compared to issuance of 75.2%.  Great Wolf Resorts Pool
remained stable with YE2006 occupancy of 65.2%, compared to 63.6%
at issuance.  Finally, 200 Varick YE2006 occupancy was 95.2%, a
slight decrease compared to 97.1% at issuance.


* BOOK REVIEW: Bankruptcy Crimes 2002
-------------------------------------

Author:     Stephanie Wickouski
Publisher:  Beard Books
Paperback:  488 pages
List Price: $124.95

Order your personal copy at

http://amazon.com/exec/obidos/ASIN/1587981173/internetbankrupt

Bankruptcy Crimes 2002 by Stephanie Wickouski is an authoritative
treatise on the subject of bankruptcy fraud, first published in
August 2000 and updated annually with new material, will prove
invaluable for bankruptcy law practitioners, white collar criminal
practitioners, and prosecutors faced with criminal activity in
bankruptcy cases.

An estimated 10 percent of bankruptcy cases involve some kind of
abuse or fraud.  Since launching Operation Total Disclosure in
1992, the U.S. Department of Justice has endeavored to send the
message that bankruptcy fraud will not be tolerated.

Bankruptcy judges and trustees are required to report suspected
bankruptcy crimes to a U.S. attorney.  The decision to prosecute
is based on the level of loss or injury, the existence of
sufficient evidence, and the clarity of the law. In some cases,
civil penalties for fraud are deemed sufficient to punish and
deter.

Ms. Wickouski suggests that some lawyers might not recognize
criminal activity that the DOJ now targets for investigation.  She
gives several examples, including filing for bankruptcy using an
incorrect Social Security number, and receiving payments from a
bankruptcy debtor that were not approved by the bankruptcy court.  
In both of these real life examples, DOJ investigations led to
convictions and jail time.

Ms. Wickouski says that although new schemes in bankruptcy fraud
have come along, others have been around for centuries.  She takes
the reader through the most common traditional schemes, including
skimming, the bustout, the bleedout, and looting, as well as some
new ones, including the bankruptcy mill.

The main substance of Bankruptcy Crimes is Ms. Wickouski's
detailed analysis of the U.S. Bankruptcy Criminal Code, chapter 9
of title 18, the Federal Criminal Code.  She painstakingly
analyzes each provision, carefully defining terms and providing
clear and useful examples of actual cases.  She ends with a good
chapter on ethics and professional responsibility, and provides a
comprehensive set of annexes.

Bankruptcy Crimes is never dry, and some of the cases will make
you nostalgic for the days of ear nailing.  This comprehensive,
well-researched treatise is a particularly invaluable guide for
debtors' counsel in dealing with conflicts, attorney-client
relationships, asset planning, and an array of legal and ethical
issues that lawyers and bankruptcy fiduciaries often face in
advising clients in financially distressed situations.

Stephanie Wickouski is a partner in the Washington, D.C., firm
of Arent Fox Kintner Plotkin & Kahn, PLLC.  Her practice is
concentrated in business bankruptcy, insolvency, and commercial
litigation.

                             *********

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 ***