TCR_Public/070821.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, August 21, 2007, Vol. 11, No. 197

                             Headlines

72 KINGS: Involuntary Chapter 11 Case Summary
A.N. CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
ACTIVANT SOLUTIONS: Completes $100.5 Mil. Buyout of Intuit's Unit
AMAZON.COM: S&P Affirms "BB" Corporate Credit Rating
AMERISTAR CASINOS: S&P Lowers Credit Facility Rating to BB+

APPALACHIAN BUILDING: Voluntary Chapter 11 Case Summary
ASAT HOLDINGS: Consent Solicitation Expiry Moved to Aug. 23
BANK REPO: Case Summary & 19 Largest Unsecured Creditors
BEAZER HOMES: S&P Puts Corporate Credit Rating at BB-
BEST BRANDS: Weak Performance Cues S&P to Junk Corp. Credit Rating

CBA COMMERCIAL: Fitch Affirms "BB" Class M-5 Certificates Rating
CENTRAL GARDEN: S&P Rates Senior Unsecured Notes at B
CLYDESDALE CLO: S&P Rates $11 Million Class D Notes at "BB"
COBALT COMMERCIAL: Fitch Puts Low-B Ratings on Six Cert. Classes
COGECO CABLE: S&P Affirms "BB" Corporate Credit Rating

CONTINENTAL GLOBAL: S&P Affirms "B" Issuer Default Rating
COOPER TIRE: S&P Affirms "B+" Corporate Credit Rating
COOPER TIRE: Moody's Affirms "B2" Corporate Family Rating
CREDIT SUISSE: S&P Affirms Low-B Ratings on Six Cert. Classes
CREDIT SUISSE: Moody's Puts Low-B Ratings on Two Cert. Classes

DAYTON SUPERIOR: Moody's Withdraws B2 Rating on $195MM Term Loan
DETROIT CITY: S&P Lowers Tax-Increment Bond Rating to "BB"
DIVERSIFIED ASSET: Fitch Junks Rating on $30 Mil. Class A-3L Notes
DRUMMOND CO: S&P Holds "BB-" Corporate Credit Rating
DUNLOE 2005-1: Fitch Junks Rating on $20 Mil. Class C Notes

DYNAMIC RESTAURANT: Case Summary & 40 Largest Unsecured Creditors
E*TRADE ABS: Fitch Junks Ratings on Three Note Classes
EL PASO CORP: Unit Acquires Peoples Energy for $875 Mil. in Cash
EMISPHERE TECH: Inks Deals Selling 2 Mil. Common Stock & Warrants
GEOKINETICS INC: Names Richard F. Miles as President and CEO

GLENCAIRN GOLD: Earns $3.3 Million in Second Quarter Ended June 30
GOLDEN EAGLE: June 30 Balance Sheet Upside-Down by $4.6 Million
GTA-IB LLC: June 30 Balance Sheet Upside-Down by $13 Million
HAIR BY MAXELLES: Case Summary & Seven Largest Unsecured Creditors
HEALTH MANAGEMENT: Moody's Affirms Ba3 Corporate Family Rating

HEALTHCARE ACQUISITION: PharmAthene Deal Hearing Set for Aug. 27
HEARST-ARGYLE: Fitch Affirms "BB" Preferred Securities Rating
HERBST GAMING: S&P Assigns Corporate Credit Rating at B+
HOLLINGER INC: June 30 Balance Sheet Upside-Down by CDN$82.9 Mil.
I/OMAGIC CORP: Posts Net Loss of $839,599 in Quarter Ended June 30

INDEPENDENCE IV: Fitch Cuts Rating on $24.6 Mil. Class C Notes
INDEPENDENCE V: Fitch Cuts Rating on Two Note Classes to 'B+'
INFOWAVE SOFTWARE: Posts CDN$1.7 Million Net Loss in Second Qtr.
INTEGRAL NUCLEAR: Court Sets Oct. 22 Final Cash Collateral Hearing
INTERNATIONAL PAPER: Inks 50:50 Joint Venture with Ilim Holding

J.P. MORGAN: Fitch Affirms Low-B Ratings on Six Cert. Classes
J.P. MORGAN: Fitch Affirms Low-B Ratings on Four Cert. Classes
JED OIL: June 30 Balance Sheet Upside-Down by $35.1 Million
JEFF RUIZ: Case Summary & 18 Largest Unsecured Creditors
KL INDUSTRIES: Disclosure Statement Hearing Continued to Oct. 23

LAZARD LTD: Unit Closes $600MM Exchange Offer of 6.85% Sr. Notes
LB-UBS COMMERCIAL: S&P Assigns Low-B Ratings on Six Cert. Classes
LEE COUNTY: Moody's Withdraws Caa3 Rating on Revenue Bonds
LEWIS GRAHAM: Voluntary Chapter 11 Case Summary
MAIDENFORM BRANDS: Moody's Rates New $50 Mil. Term Loan at Ba2

MEDQUEST INC: Novant Deal Cues S&P to Put Ratings Under Watch
MER-CAL: Case Summary & 19 Largest Unsecured Creditors
MPC CORP: June 30 Balance Sheet Upside-Down by $50.9 Million
NORTHLAKE CDO: Fitch Lowers Rating on $12.2 Mil. Class III Notes
PAYLESS SHOESOURCE: Completes $900 Million Stride Rite Buyout

PERKINS & MARIE: Moody's Confirms B3 Corporate Family Rating
PINEMOOR GOLF: Case Summary & Seven Largest Unsecured Creditors
POKAGON GAMING: Moody's Affirms B3 Corporate Family Rating
PONTIAC GENERAL: Fitch Downgrades $1.5 Mil. Bond Rating to B+
PONTIAC MICHIGAN: Fitch Cuts Water and Sewer Bond Ratings to BB-

PRC LLC: S&P Lowers Corporate Credit Rating to B
PRIME MEASUREMENT: Court Sets Oct. 31 as General Claims Bar Date
QUEST DIAGNOSTICS: Paying $0.10/Share Cash Dividend on Oct. 17
RELIANT ENERGY: Case Summary & 20 Largest Unsecured Creditors
SAN HOLDINGS: June 30 Balance Sheet Upside-Down by $17.6 Million

SANDY CREEK: S&P Rates $1 Billion Credit Facility at BB-
SOLOMON DWEK: Case Summary & 153 Largest Unsecured Creditors
SOS REALTY: U.S. Trustee Wants ch. 11 Case Converted or Dismissed
STAR GAS: Fitch Lifts Issuer Default Rating to B
T.B.J. LINWOOD: Case Summary & 17 Largest Unsecured Creditors

TABERNA II: Fitch Rates $42.5 Mil. Class F Notes at BB+
TARGUS GROUP: S&P Downgrades Corporate Credit Rating to B-
TIMOTHY BROPHY: Case Summary & 20 Largest Unsecured Creditors
TRUE TEMPER: S&P Junks Corporate Credit Rating
US ONCOLOGY: S&P Puts B+ Corporate Credit Rating on Negative Watch

VERTRUE INC: S&P Lowers Corporate Credit Rating to B
VERTRUE INC: Notes Redemption Cues Moody's to Withdraw Ratings
WCI COMMUNITIES: Obtains Waiver from Rev. Credit Facility Lenders
WHOLE FOODS: FTC Says It Is Reviewing Options to Stop Merger Deal
WIZZARD SOFTWARE: Posts $2.9 Mil. Net Loss in Qtr. Ended June 30

YRC WORLDWIDE: Signs New Revolving Credit Agreement
ZIM CORP: Posts $97,397 Net Loss in First Quarter Ended June 30

* S&P Lifts Ratings on 10 Classes of Securities from 5 GSR Deals

* Large Companies with Insolvent Balance Sheets

                              *********

72 KINGS: Involuntary Chapter 11 Case Summary
---------------------------------------------
Alleged Debtor: 72 Kings Ave. Corp.
                160 East 56th Street
                5th Floor
                New York, NY 10022

Case Number: 07-12627

Involuntary Petition Date: August 17, 2007

Court: Southern District of New York (Manhattan)

Petitioners' Counsel: Tracy L. Klestadt, Esq.
                      Klestadt & Winters, LLP
                      292 Madison Avenue
                      17th Floor
                      New York, NY 10017-6314
                      Tel: (212) 972-3000
                      Fax : (212) 972-2245
         
   Petitioners                 Nature of Claim        Claim Amount
   -----------                 ---------------        ------------
Larry Frank                    Promissory Note and        $150,000
127 Buckskin Lane              unrecorded mortgage
Ormond Beach, FL 32174

Richard G. Rogers                                         $100,000
577 Pelican Bay Drive
Daytona Beach, FL 32119

Crestwood Associates LLC       Promissory Note and        $100,000
1775 Broadway, Suite 532       unrecorded mortgage
New York, NY 10019

Evan Schwartz                  Promissory Note and         $50,000
1775 Broadway, Suite 532       unrecorded mortgage
New York, NY 10019


A.N. CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: A.N. Construction, L.L.C.
        231 Fairview Avenue
        Hammonton, NJ 08037

Bankruptcy Case No.: 07-21734

Type of business: The Debtor provides non-residential
                  construction.

Chapter 11 Petition Date: August 17, 2007

Court: District of New Jersey (Camden)

Debtor's Counsel: Albert A. Ciardi, III
                  Ciardi & Ciardi, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 1930
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: (215) 557-3551

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
   ------                      ---------------       ------------
Interstate Net Bank                                    $1,173,704
457 Haddonfield Road
Cherry Hill, NJ 08002

Three Street Investors,                                  $685,000
L.L.C.
P.O. Box 560
Berlin, NJ 07102

U.S. Government                                          $560,000
c/o U.S. Attorney's Office
Attention: Mark Larkins, Esq.
970 Broad Street
Newark, NJ 07102

The Bank                                                 $530,000
P.O. Box 1024
Bellamwr, NJ 08099-1024

Archer & Greiner                                         $243,768

Universal Supply Co.                                      $42,372

Marathon Engineering                                      $41,888

G'Boys                                                    $37,763

Lou Cappuccio                                             $35,391

Amended and Restated                                      $35,000
Rodriguez Family Trust

DeGaetano's Concrete Co.,                                 $24,708
Inc.

Kurz Concrete                                             $23,514

Wells Fargo                                               $22,496

Wildwood Water Utility                                    $22,430

Lipinski Pools                                            $16,523

Bank of America                                           $14,529

Strober Building Supply                                   $14,099

Wachovia Platinum Plus for                                $13,908
Business

Stonehenge                                                $13,338

Advanta Bank Corp.                                        $13,240


ACTIVANT SOLUTIONS: Completes $100.5 Mil. Buyout of Intuit's Unit
-----------------------------------------------------------------
Activant Solutions Inc. has completed the purchase of the Intuit
Eclipse Distribution Management Solutions business from Intuit
Inc.  Under the terms of the agreement, Activant acquired the
Intuit Eclipse business for approximately $100.5 million in cash,
subject to potential post-closing adjustments.
    
The acquisition strengthens Activant's position with wholesale
distribution businesses and is an additional step in its corporate
strategy to offer retail and distribution technology solutions
that scale from independently owned small businesses to large
national consolidators.

Activant will sell, support and enhance the product under the
brand name Activant Eclipse(TM).
    
"We bring together two strong technology providers to better
service our customers in the wholesale distribution segment,"
Pervez Qureshi, president and CEO of Activant, said.  "The
addition of the Eclipse product specifically strengthens
Activant's position in the plumbing market, well as our leadership
position in the electrical industry.  Both Activant and the
Eclipse operations are deeply rooted in these market segments and
our combined expertise and strengths will provide our customers
and our company new opportunities for growth."

                        About Intuit Inc.

Intuit Inc. (Nasdaq: INTU) – http://www.intuit.com/--  Intuit  
Eclipse is an enterprise software provider to the wholesale
distribution segment, servicing more than 600 wholesale
distributors in verticals ranging from electrical, plumbing, HVAC
and building materials to industrial, janitorial and other durable
goods supplies.  The Eclipse product is a comprehensive enterprise
software solution, offering order and inventory management,
purchasing, pricing, financial management, business reporting and
analyses, and warehouse management.  Founded in 1983, the company
has more than 8,100 employees with major offices in the United
States, Canada, the United Kingdom and other locations.

                     About Activant Solutions
    
Headquartered in Livermore, California, Activant Solutions Inc. --
http://www.activant.com/-- is a technology provider of vertical  
business management solutions serving small and medium-sized
retail and wholesale distribution businesses.  The company serves
three primary vertical segments: automotive aftermarket, hardlines
and lumber; and wholesale distribution.  Founded in 1972, Activant
provides customers with tailored proprietary software,
professional services, content, supply chain connectivity, and
analytics.  More than 30,000 customer locations use an Activant
solution to manage their day-to-day operations.   Activant has
operations in California, Colorado, Connecticut, Illinois,
Massachusetts, New Jersey, Pennsylvania, South Carolina, Texas,
Utah, Canada, Ireland, and the United Kingdom.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 2, 2007,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Activant Solutions Inc.  The outlook remains
stable.

Moody's Investors Service affirmed Activant Solutions Inc.'s B2
corporate family rating and the B1 rating of its senior secured
term loan facility upon its proposed $95 million upsizing.


AMAZON.COM: S&P Affirms "BB" Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services changed its outlook on Seattle,
Wash.-based Amazon.com to positive from stable.

At the same time, Standard & Poor's affirmed its 'BB' corporate
credit and 'B+' subordinated debt ratings on the company.  The
outlook change is based on the Amazon's continued strong
performance and improved credit profile.

The ratings on Amazon, one of the world's largest online
retailers, reflect the risks of rapid growth, participation in the
mature and highly competitive retail industry, and continued
operating margin deterioration.  The risks are somewhat tempered
by the company's solid market position in online retailing and
improving cash flow protection measures.

The positive outlook anticipates that Amazon will benefit from its
position as the leader in online retailing, management's everyday
low pricing strategy, and broad product offering.  "As competition
intensifies," said Standard & Poor's credit analyst David Kuntz,
"the company's financial condition should be able to weather
problems without significant deterioration in credit protection
measures."


AMERISTAR CASINOS: S&P Lowers Credit Facility Rating to BB+
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its issue-level rating
on Ameristar Casinos Inc.'s senior secured credit facility to
'BB+' (one notch higher than the 'BB' corporate credit rating on
the company) from 'BBB-'.  The recovery rating on this debt was
revised to '2', indicating the expectation for substantial (70%-
90%) recovery in the event of a payment default, from '1'.

The actions follow the company's announcement that it will
increase its existing revolving credit facility by $550 million to
$1.35 billion in order to finance its $675 million pending
acquisition of Resorts East Chicago.  The substantial increase in
senior secured debt weakens recovery prospects for secured
creditors.

The 'BB' corporate credit rating on Ameristar was affirmed, and
the rating outlook is negative.

The corporate credit rating reflects Ameristar's high pro forma
debt leverage and active growth strategy, and the high levels of
competition that many of its properties face.  These factors are
somewhat tempered by its relatively diversified portfolio of
gaming operations, good quality properties, and leading positions
in most of its markets.


APPALACHIAN BUILDING: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Appalachian Building Components, Inc.
        4334 Roan Creek Road
        Mountain City, TN 37683

Bankruptcy Case No.: 07-51126

Type of Business: The Debtor manufactures engineered
                  wood products.

Chapter 11 Petition Date: August 17, 2007

Court: Eastern District of Tennessee (Greeneville)

Judge: Marcia Phillips Parsons

Debtor's Counsel: Fred M. Leonard, Esq.
                  27 Sixth Street
                  Bristol, TN 37620
                 Tel: (423) 968-3151

Total Assets: $1,263,894

Total Debts:  $1,647,881

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


ASAT HOLDINGS: Consent Solicitation Expiry Moved to Aug. 23
-----------------------------------------------------------
ASAT Holdings Limited's wholly owned subsidiary, New ASAT
(Finance) Limited, is soliciting consents from the holders of the
$150 million aggregate principal amount of outstanding 9.25%
Senior Notes due 2011, to the amendment of certain provisions of
the indenture, dated as of Jan. 26, 2004, pursuant to which the
Senior Notes were issued.

ASAT is seeking consents for amendment or waiver of certain
defaults and events of default that may have occurred or may
occur.  The proposed amendments, if adopted, will among other
things:

   a) eliminate restrictions on the value of the assets that may
      be held by ASAT Semiconductor (Dongguan) Limited, ASAT
      Holdings' Chinese subsidiary;

   b) expand the ability of ASAT Holdings and its subsidiaries
      to secure financing from additional sources; and

   c) extend the deadline for ASAT Holdings to fulfill its
      reporting obligations under the indenture.
        
ASAT is amending the terms of the consent solicitation and
extending the expiration date.  The consent solicitation
will now expire at 5:00 p.m., New York City time, on Aug. 23,
2007, unless extended by the company.  

Only holders of record as of 5:00 p.m., New York City time, on
July 25, 2007, are eligible to deliver consents to the proposed
amendments in the consent solicitation.
    
In addition, the company disclosed that ASAT Holdings will pay a
consent fee in the form of warrants, which are exercisable into
ordinary shares of ASAT Holdings, to consenting holders.  The
consent fee is subject to the proposed amendments becoming
operative and other conditions specified in the Amended Consent
Solicitation Statement, including consenting holders' eligibility
under U.S. securities laws to receive warrants.

If every holder of Senior Notes consents to the proposed
amendments and is eligible to receive warrants, then the warrants
would, in the aggregate, be exercisable for a total of 5% of ASAT
Holding's total outstanding ordinary shares on a fully diluted
basis, inclusive of ordinary shares issuable upon exercise of
warrants to the holders themselves and which ASAT Holdings expects
to grant to the lenders under its purchase money loan agreement,
dated as of July 31, 2005, in exchange for their consent to
certain amendments to the terms of that agreement which are
being discussed by the parties.

The warrants will have an exercise price of $0.01 per ordinary
share, subject to adjustment as provided in the warrants and the
other terms and conditions contained therein.  The warrants will
expire on Feb. 1, 2011.
    
Holders of the Senior Notes are referred to the company's Amended
Consent Solicitation Statement and materials, which will be mailed
to each record holder, for the detailed terms and conditions of
the consent solicitation, as amended.
    
ASAT Holdings has hired Piper Jaffray & Co. to serve as
Solicitation Agent for the consent solicitation.  Questions
concerning the terms of the consent solicitation should be
directed to Michael Hsieh of Piper Jaffray & Co. at (212) 284-
9589.

ASAT Holdings has also retained The Bank of New York to serve as
its Information Agent, Tabulation Agent and Payment Agent for
the consent solicitation.  Requests for assistance in delivering
consents should be directed to David A. Mauer of The Bank of New
York at (212) 815-3687.

Requests for copies of the Consent Solicitation Statement can be
directed to either Piper Jaffray & Co. or The Bank of New York.
   
Completed consents should be sent to:

     David A. Mauer, The Bank of New York
     Corporate Trust Operations, Reorganization Unit
     101 Barclay Street - 7 East
     New York, NY, 10286    

                       About ASAT Holdings

Headquartered in Pleasanton, California, ASAT Holdings Limited
(Nasdaq: ASTT) -- http://www.asat.com/-- is a provider of  
semiconductor package design, assembly and test services.  With 18
years of experience, the company offers a definitive selection of
semiconductor packages and world-class manufacturing lines.  
ASAT's advanced package portfolio includes standard and high
thermal performance ball grid arrays, leadless plastic chip
carriers, thin array plastic packages, system-in-package and flip
chip.  ASAT was the first company to develop moisture sensitive
level one capability on standard leaded products.  The company has
operations in the United States, Asia and Europe.

                          *     *     *

ASAT Holdings Limited's consolidated balance sheet at April 30,
2007, showed $135.1 million in total assets, $217.7 million in
total liabilities, and $5.7 million in series A redeemable
convertible preferred shares, resulting in a $88.3 million total
stockholders' deficit.


BANK REPO: Case Summary & 19 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Bank Repo Auto, Inc.
        1832 Oxnard Street, Suite 210
        Tarzana, CA 91356

Bankruptcy Case No.: 07-12949

Chapter 11 Petition Date: August 17, 2007

Court: Central District Of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: Joseph L. Pittera, Esq.
                  2214 Torrance Boulevard, Suite 101
                  Torrance, CA 90501
                  Tel: (310) 328-3588
                  Fax: (310) 328-3063

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
State Board of Equalization    taxes                     $550,000
P.O. Box 942879
Sacramento, CA 94279

Ali Shahryarinejad             owed back salary          $148,053
4610 Densmore, Suite 19
Encino, CA 91416

Van Dinter & Associates        advertising               $120,925
Trader
2869 Diaz Road, Suite E
Temecula, CA 92590

Alan L. Brodkin & Associates   collection for             $34,630
                               Reynolds & Reynolds
                               car dealership
                               software

Ofelia Shahryarinejad          salary owed                $26,907

Vengroff Williams &            collection for             $23,119
Associates                     Auto Mercado/
                               Advertising

Vega, Overton & Pelayo,        collection for             $18,150
L.L.P.                         Auto Mercado/
                               Advertising

Who's Calling                  Internet service           $13,440

Kaiser Foundation Health Plan  health insurance           $12,312
                               for employees

D.M.V.                         bounced checks             $10,000
                               for vehicle registration

Paetec Communication           Internet provider           $7,920

L.A. Times                     collections for L.A.        $5,995
c/o Caine & Weiner             Times debt

S.C.I.F. C/O Cal Coast Credit  state fund collection       $5,891
Service

Verizon                        telephone bill              $5,019

Carousel Insurance Services    30 day binder               $3,905
                               insurance

Money Mart                     bounced checks              $2,968

Department of Water & Power    water and electricity       $2,839

Ace Cash Express, Inc.         bounced checks              $2,374

Short Stop                     bounced checks              $2,296


BEAZER HOMES: S&P Puts Corporate Credit Rating at BB-
-----------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' corporate
credit and senior unsecured debt ratings on Beazer Homes USA Inc.
on CreditWatch with negative implications.

The CreditWatch placements affect roughly $1.5 billion in rated
debt  securities and follow the company's recent announcement that
its third-quarter  10-Q filing (due Aug. 14, 2007) will be
delayed.

The company stated that its filing delay is due to the discovery,
by independent counsel and accountants retained by Beazer's audit
committee, of possible inappropriate accounting for overaccruing
certain reserves and  accrued liabilities related primarily to
land development and home construction costs.  Excess accruals for
reserves and other accrued liabilities, if reversed in subsequent
accounting periods, could have been used to offset the company's
operating expenses by amounts that would not be appropriate under
U.S. GAAP.  

The CreditWatch placements also consider the additional pressure
and distractions Beazer's management faces on a number of
nonoperational fronts, including separate pending investigations
by the SEC and the U.S. Attorney's Office in the Western District
of North Carolina, during a very challenging period for all
homebuilders.

It is unknown at this time whether a restatement of prior-period
financial statements will be necessary.  Beazer has stated that it
currently does not believe the amounts at issue with respect to
these reserves and accrued liabilities are quantitatively
material.  However, the ultimate resolution of these matters,
their timing, and their magnitude are currently not known, as the
investigation and management's qualitative assessment of these
findings is ongoing.  It is also possible that additional
accounting issues may be unearthed in the process.  Given the
pending investigation and the uncertainty currently surrounding
Beazer's historical financials, Standard & Poor's has concerns
regarding the integrity of prior-period financials.  

The company's senior notes and bank facility contain covenants
regarding the filing of quarterly and annual financial statements.  
The indentures governing the company's bonds provide for a 60-day
grace cure period should bondholders file a notice of default.  
The company's recently renegotiated credit facility does not
contain a similar covenant but does require that timely financial
statements be provided.

Standard & Poor's said it will closely monitor developments
related to this internal accounting investigation as well as the
various external investigations that the company is facing.  
Standard & Poor's will lower the ratings if the filing delay
becomes protracted, other accounting or financial reporting issues
not currently disclosed arise, the issues causing the delay are
more significant than expected, or the company's currently
adequate liquidity position weakens.

Ratings Placed On Creditwatch Negative

     Beazer Homes USA Inc.          To               From
     ---------------------          --               ----
       Corporate credit        BB-/Watch Neg/--  BB-/Negative/--
       Senior unsecured        BB-/Watch Neg     BB-


BEST BRANDS: Weak Performance Cues S&P to Junk Corp. Credit Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Minnetonka, Minn.-based Best Brands Corp. to 'CCC' from
'CCC+'.

"The downgrade reflects our concerns about weak performance and
extremely limited covenant cushion, despite the company's current
access to its revolving credit facility," said Standard & Poor's
credit analyst Alison Sullivan.  "We expect the company to have
single-digit cushion on the leverage covenant in 2007, if it meets
its financial plans.  If performance continues to deteriorate, it
could be difficult for the company to maintain adequate
liquidity."

At the same time, Standard & Poor's lowered its rating on Best
Brands' $200 million first-lien facility to 'CCC' from 'CCC+', and
revised the recovery rating to '3' from '2', indicating
expectations of meaningful (50%-70%) recovery in the event of a
payment default.  Standard & Poor's also lowered the ratings on
the company's $75 million ($71 million outstanding) second-lien
facility to 'CC' from 'CCC-', two notches below the corporate
credit rating, and revised the recovery rating to '6', indicating
expectations of negligible (0%-10%) recovery in the event of a
payment default, from '5'.

All ratings were removed from CreditWatch, where they were placed
with negative implications on April 20, 2007, reflecting concerns
about the company's operating performance and near term liquidity.
The outlook is negative.  Total debt outstanding at Best Brands at
June 30, 2007, was about $245 million.


CBA COMMERCIAL: Fitch Affirms "BB" Class M-5 Certificates Rating
----------------------------------------------------------------
Fitch Ratings upgraded CBA Commercial, series 2004-1, commercial
mortgage pass-through certificates as:

-- $3.6 million class M-2 to 'AA+' from 'AA'.

In addition, Fitch affirmed these certificates:

-- $28.5 million class A-1 at 'AAA';
-- $12.4 million class A-2 at 'AAA';
-- $6.7 million class A-3 at 'AAA';
-- Interest-only class at 'AAA';
-- $2.9 million class M-1 at 'AAA';
-- $3.7 million class M-3 at 'BBB+';
-- $770,000 class M-5 at 'BB'.

Classes M-4, M-6, M-7 and M-8 are not rated by Fitch.

The upgrade is a result of increased credit enhancement due to
additional paydown (13.8%) since Fitch's last rating action in
January 2007. As of the July 2007 distribution date, the pool's
aggregate collateral balance has been reduced 35.7% to $65.6
million from $102 million at issuance.

Currently nine loans (4.4%) are in special servicing.  Losses are
expected on six of the nine specially serviced loans.

The largest specially serviced loan (0.9%) is secured by a
multifamily property located in Lexington, KY and is currently 60
days delinquent.  The special servicer has been working to
increase occupancy at the property before marketing the property
for sale.  The property was 53% occupied as of June 2007.

Expected losses on the specially serviced loans will deplete the
non-rated class M-8 and also reduce the balance of the non-rated
class M-7.


CENTRAL GARDEN: S&P Rates Senior Unsecured Notes at B
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
'B/B/B-' senior unsecured/subordinated debt/preferred stock
ratings to Central Garden & Pet Co.'s Rule 415 universal shelf
registration.  The preliminary ratings are placed on CreditWatch
with negative implications.

Central Garden's ratings, including its 'BB-' corporate credit
rating, remain on CreditWatch with negative implications, where
they were placed June 7, 2007, following the company's
announcement that it expected results for the third quarter and
fiscal year ending September 2007 to be below expected levels.

"Unfavorable weather and a challenging retailer environment have
impacted the company's lawn & garden and pet businesses in the
April and May periods of its key third quarter," said Standard &
Poor's credit analyst Jean C. Stout.

Earlier in fiscal 2007, the company had revised its outlook for
the first quarter because of a shift in seasonal purchases by lawn
& garden retailers, lower sales, and mix shift within pet bird and
small animal products, and higher-than-expected grain costs.  In
March 2007, Central Garden received an amendment under its bank
facility to provide near-term covenant relief as it worked through
this challenging operating environment.  Moreover, continuing
challenges may pressure the company's revised bank covenants and
may require a further bank amendment.

Standard & Poor's will meet with management after third-quarter
results are announced in August to discuss the company's operating
trends and liquidity in order to resolve the CreditWatch listing.
"It is unlikely the ratings would be lowered more than one notch
as a result of this review," said Ms. Stout.


CLYDESDALE CLO: S&P Rates $11 Million Class D Notes at "BB"
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Clydesdale CLO 2007 Ltd./Clydesdale CLO 2007 Inc.'s
$324 million floating-rate notes due 2019.

The preliminary ratings are based on information as of
Aug. 14, 2007.  Subsequent information may result in the
assignment of final ratings that differ from the preliminary
ratings.

The preliminary ratings reflect:

-- The credit enhancement provided to each class of notes  
    through the subordination of cash flows to the more junior
    classes and subordinate notes;

-- The transaction's cash flow structure, which was subjected to
    various stresses requested by Standard & Poor's;

-- The investment manager's experience; and

-- The transaction's legal structure, including the issuer's
    bankruptcy remoteness.
   
Preliminary Ratings Assigned:

      Clydesdale CLO 2007 Ltd./Clydesdale CLO 2007 Inc.
      -------------------------------------------------
     Class                 Rating        Amount (mil. $)
     ------                ------        --------------
      A-1                   AAA              238.5
      A-2                   AAA               26.5
      A-3                   AA                19
      B                     A                 18
      C                     BBB               11
      D                     BB                11
      Subordinated notes    NR                26
   
* NR—Not rated.


COBALT COMMERCIAL: Fitch Puts Low-B Ratings on Six Cert. Classes
----------------------------------------------------------------
Fitch Ratings assigned these ratings to Cobalt CMBS Commercial
Mortgage Trust, series 2007-C3, commercial mortgage pass-through
certificates:

-- $13,910,000 class A-1 'AAA';
-- $107,675,000 class A-2 'AAA';
-- $93,863,000 class A-3 'AAA';
-- $45,466,000 class A-PB 'AAA';
-- $783,039,000 class A-4 'AAA';
-- $367,811,000 class A-1A 'AAA';
-- $2,016,804,393 *class IO 'AAA';
-- $201,680,000 class A-M 'AAA';
-- $153,781,000 class A-J 'AAA';
-- $40,336,000 class B 'AA';
-- $20,168,000 class C 'AA-';
-- $25,211,000 class D 'A';
-- $20,168,000 class E 'A-';
-- $25,210,000 class F 'BBB+';
-- $22,689,000 class G 'BBB';
-- $25,210,000 class H 'BBB-';
-- $7,563,000 class J 'BB+';
-- $5,042,000 class K 'BB';
-- $10,084,000 class L 'BB-';
-- $5,042,000 class M 'B+';
-- $2,521,000 class N 'B';
-- $5,042,000 class O 'B-'.

*Notional amount and interest only.

The $35,293,393 class P is not rated by Fitch.

Classes A-1, A-2, A-3, A-PB, A-4, A1A, A-M, A-J, B, C, D and IO
are offered publicly, while classes E, F, G, H, J, K, L, M, N, O
and P are privately placed pursuant to rule 144A of the Securities
Act of 1933.  The certificates represent beneficial ownership
interest in the trust, primary assets of which are 124 fixed or
floating rate loans having an aggregate principal balance of about
$2,016,804,393, as of the cutoff date.


COGECO CABLE: S&P Affirms "BB" Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Montreal, Que.-based cable TV operator Cogeco Cable Inc. to
positive from stable.  At the same time, we affirmed the ratings,
including the 'BB' long-term corporate credit rating, on the
company.  At May 31, 2007, Cogeco Cable had about
CDN$1.18 billion of debt outstanding.

"The outlook revision reflects the substantial improvement in
credit protection measures, continued strength at the company's
Canadian operations, and the improved prospect of generating
meaningful free cash flow," said Standard & Poor's credit analyst
Madhav Hari.  Specifically, adjusted debt leverage has improved to
an intermediate level from a relatively aggressive level, driven
largely by debt reduction from issuing equity in the past six
months.

"Furthermore, we expect adjusted debt leverage and corresponding
credit measures to improve further (albeit modestly) in the medium
term, given our expectations of low-double-digit EBITDA growth and
modest debt reduction from growing free cash flow," Mr. Hari
added.  The pace of any upward ratings revision on Cogeco Cable,
however, will remain constrained by the company's
aggressive financial policy, particularly given management's
stated desire to seek additional acquisitions in the near term.

The ratings on Cogeco Cable are based on the consolidated risk
profile of its Canadian and Portuguese subsidiaries.  Cogeco
Cable's parent, Cogeco Inc., has a neutral effect on the ratings,
given the small amount of debt at the parent level, and because
Cogeco Cable accounts for the majority of Cogeco Inc.'s revenues
and EBITDA.

The outlook is positive.  The strength of the company's Canadian
operations should drive meaningful free cash flow generation
leading to modest debt reduction and improving credit metrics,
which could potentially support a higher rating.  The potential
for, and magnitude of, any debt-financed acquisitions will remain
a key factor for any upgrade in the near term.  The ratings and
outlook assume that no material amount of debt will be added at
the parent level and that Cogeco Cable and its media assets will
remain credit neutral.

Standard & Poor's could revise the outlook to stable if the
Canadian operations do not perform as expected owing to increased
competition or if Cabovisao's profitability and free cash flow
profile materially weaken.  In addition, large debt-financed
acquisitions with limited ability to reduce debt post-acquisition
could lead to a downgrade.  


CONTINENTAL GLOBAL: S&P Affirms "B" Issuer Default Rating
---------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
Continental Global Group Inc.'s senior secured first-lien term
loan to '3', indicating an expectation for meaningful recovery
(50%-70%) in the event of payment default, from '4'.  At the same
time, Standard & Poor's assigned its 'B' issuer and '3' recovery
ratings to the $40 million revolving credit facility.  In
addition, Standard & Poor's affirmed the 'B' issuer rating on the
senior secured term loan.

The rating actions follow material changes that were made to the
facility that include a reduction of the term loan to $100 million
from $120 million while the maturity has been shortened to 2012;
the replacement of an unrated asset-based facility with a
$40 million revolving credit facility; and lenders to both
facilities having the same collateral package that includes a
first lien on all assets and 100% stock of subsidiaries, limited
to 65% for foreign subsidiaries.

The ratings on Continental reflect the highly cyclical and
competitive nature of the mining equipment industry, the company's
significant exposure to raw-material prices, and its historical
cash-flow volatility.  These factors are partially offset by the
company's leading positions in niche markets and the currently
favorable fundamentals of the industry.

Ratings List

Continental Group Inc.

-- Corporate credit rating            B/Stable/--
-- $100M term loan                    B

Rating Assigned

-- $40M revolving credit facility     B

Rating Changed                       To         From
                                     --         ----

-- Recovery rating                   3           4


COOPER TIRE: S&P Affirms "B+" Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Cooper
Tire & Rubber Co. to stable from negative.  At the same time, S&P
affirmed the company's 'B+' corporate credit rating and other
ratings.

"The outlook revision reflects Cooper's improved operational and
financial performance over the last few quarters.  As a result,
credit measures have returned to levels consistent with the
current rating," said Standard & Poor's credit analyst Lawrence
Orlowski.  Revenue, EBITDA, operating income, and free cash flow
have risen substantially over last year, and we expect that
debt will be reduced in the coming quarters.  Despite industry
growth below historical averages and volatile raw material prices,
the company has been bolstering its profitability, reducing costs,
and expanding its presence in Asia; we believe that this progress
is sustainable.

Cooper is recovering from several years of poor financial
performance.  An unexpected decline in consumer demand for
replacement tires, reduced tire production, and high raw material
costs squeezed EBITDA and led to negative free cash flow.  In
recent quarters, the company has strengthened its business
on several fronts.

In December 2006, Cooper announced that it had appointed a new
CEO.  The company now has a narrower product breadth and is
working towards more flexible manufacturing.  It has developed
high performance products to enrich its product mix.  In June
2007, Cooper increased prices by up to 5% and has outpaced the
rise in raw material costs since the fourth quarter of 2006.
Cooper has implemented $140 million in cost-reduction initiatives
as of June 2007, and $43 million has been realized in savings or
profit improvements in the first half of 2007.  Inventory levels,
mostly finished goods, had been cut by more than $100 million,
compared to the second-quarter 2006 levels.

In the second quarter, the company gained share in the North
American market.  Unit shipments of light-vehicle replacement
tires were up 13% year over year, compared to the 3% growth for
the industry.  Cooper's North American tire sales rose 19.5% yoy.
International tire sales increased 26% yoy.  Operating income in
the second quarter was 5.4% of sales, compared to an operating
loss in the year-ago quarter.


COOPER TIRE: Moody's Affirms "B2" Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed Cooper Tire & Rubber Company's
Corporate Family Rating as well as its unsecured note ratings of
B2, but revised the rating outlook to positive from stable.

At the same time, the rating agency renewed the company's
Speculative Grade Liquidity Rating of SGL-2.  

The actions follow favorable developments in restoring the
company's financial performance, a modest improvement in North
American replacement tire demand, and prospects that these trends
could continue.  In addition, Cooper Tire announced an agreement
to divest a non-core business and plans to monetize its investment
in Kumho Tire in early 2008.  

Proceeds from the latter actions combined with existing cash and
temporary investments should facilitate the company's board
authorization to retire up to $200 million of its senior unsecured
notes, but the timing of such actions is uncertain.  The positive
outlook recognizes the potential for stronger ratings to develop
from a combination of sustained operating performance, reduced
leverage and healthier coverage ratios.

Cooper Tire's second quarter results represented the third
consecutive quarter of higher revenues, stronger operating profits
and enhanced liquidity from reduced working capital requirements.
A resumption of replacement tire demand in North America, gains in
market share, realization of pricing actions to recover previous
increases in commodity costs, execution of management's
restructuring programs and an improved product mix were all
contributing factors.

While the company's investments in joint ventures in China also
exhibited favorable trends, Moody's assesses Cooper Tire on its
ability to service its obligations from its accessible cash flows,
which is currently limited to the company's wholly-owned
operations, as well as its corporate assets.  Notably, the latter
includes consolidated cash and temporary investments which grew to
some $331 million at the end of June, the bulk of which are
controlled by the parent.

Viewed on that basis, Moody's would measure the company's
debt/trailing EBITDA to be in the mid 3 times range and its
EBIT/interest coverage close to 2 times, significantly better than
its metrics in mid-2006.  While Cooper has achieved efficiencies
in its manufacturing operations, margins remain sensitive to
volumes, commodity and energy costs and the ability to offset any
unfavorable cost increases through pricing actions.  In Moody's
view, concerns driven by aggregate economic developments, pressure
on consumer disposable income, and more recent raw material costs
constrain the extent of uplift in ratings at this time.

The positive outlook considers the announcements related to asset
sales which would supplement existing liquidity and enable
additional de-leveraging.  Cooper agreed to sell its Oliver Rubber
Company subsidiary for $69 million, subject to regulatory
approval.  In addition, it has the right to put its shareholding
in Kumho to the South Korean company in February of 2008 for a
minimum of its initial acquisition cost of roughly $108 million.  
A combination of sustained operating performance, completion of
the expected asset monetization, and implementation of the
company's announced intention to repurchase up to $200 million of
its unsecured notes could lead to stronger ratings.

Cooper Tire's Speculative Grade Liquidity rating of SGL-2
represents good liquidity over the next twelve months.  The rating
flows from a strong cash and short-term investments position,
expectations of break-even to positive free cash flow generation
over the coming twelve months in North America, as well as access
to its securitization facility.  Headroom under financial
covenants in its revolving credit facility, which expires in
August 2008, is expected to continue to widen, yet the company
will need to consider alternatives to replace this facility when
it expires.  Cooper also has an ability to develop incremental
alternate liquidity given the unsecured nature of its liabilities
and available lien baskets.

Ratings affirmed:

Cooper Tire & Rubber Company

-- Corporate Family Rating, B2
-- Probability of Default, B2
-- Senior Unsecured Notes B2, LGD-4, 56%
-- Shelf filing for unsecured notes, (P)B2 ,LGD-4, 56%
-- Shelf filing for preferred stock, (P)Caa1, LGD-6, 97%
-- Speculative Grade Liquidity, SGL-2

The last rating action was on May 3, 2007 at which time the
outlook was changed to stable from negative.  Cooper Tire's
revolving credit facility is not rated.

The B2 (LGD-4, 56%) rating on the senior unsecured notes is level
with the Corporate Family Rating and is the result of an overall
probability of default of the company, to which Moody's assigns a
PDR of B2, and a loss given default of LGD-4.  The rating also
reflects their significance in the company's debt structure and
their pari passu standing with the current revolving credit
facility.  Neither the notes nor the bank credit facility benefit
from up-streamed subsidiary guarantees, and both obligations are
on an unsecured basis.  Cooper Tire disclosed discussions with its
bank group to arrange a replacement revolving credit facility,
which could be for $200 million and be on a secured basis. Should
such a facility be structured, the notching of the unsecured notes
could be adversely affected.

Cooper Tire & Rubber Company, headquartered in Findlay, OH, is the
fourth largest tire manufacturer in North America and is focused
on replacement markets for passenger cars and light & medium duty
trucks.  Revenues in 2006 were about $2.7 billion.  The company
operates 10 manufacturing facilities and had 13,361 employees at
the end of 2006.


CREDIT SUISSE: S&P Affirms Low-B Ratings on Six Cert. Classes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Credit Suisse Commercial Mortgage Trust Series 2007-
C4's $2.14 billion commercial mortgage pass-through certificates
series 2007-C4.

The preliminary ratings are based on information as of
Aug. 17, 2007.  Subsequent information may result in the
assignment of final ratings that differ from the preliminary
ratings.

The preliminary ratings reflect the credit support provided by the
subordinate classes of certificates, the liquidity provided by the
trustee, the economics of the underlying loans, and the geographic
and property type diversity of the loans.  Classes A-1, A-2, A-3,
A-AB, A-4, A-1-A, A-M, A-J, and A-SP are currently being offered
publicly. Standard & Poor's analysis determined that, on a
weighted average basis, the collateral pool has a debt service
coverage of 1.18x, a beginning LTV of 117.8%, and an ending LTV of
113.4%.
    
               Preliminary Ratings Assigned

Credit Suisse Commercial Mortgage Trust Series 2007-C4
   
  Class        Rating        Amount ($)   Recommended credit
                                              support (%)
  -----        ------        ----------   ------------------
  A-1          AAA           26,000,000         30
  A-2          AAA          219,700,000         30
  A-3          AAA          333,838,000         30
  A-AB         AAA           37,710,000         30
  A-4          AAA          339,000,000         30
  A-1-A        AAA          542,371,000         30
  A-M          AAA          214,089,000         20
  A-J          AAA          115,072,000         14.63
  A-SP         AAA                  N/A         N/A
  B            AA+           24,085,000         13.50
  C            AA            29,438,000         12.13
  D            AA-           24,084,000         11
  E            A+            18,733,000         10.13
  F            A             18,733,000         9.25
  G            A-            21,409,000         8.25
  H            BBB+          21,409,000         7.25
  J            BBB           26,761,000         6
  K            BBB-          29,437,000         4.63
  L            BB+           21,409,000         3.63
  M            BB             8,028,000         3.25
  N            BB-            5,352,000         3
  O            B+             5,353,000         2.75
  P            B              5,352,000         2.50
  Q            B-             8,028,000         2.13
  S            NR            45,494,356         0
  A-X*         AAA        2,140,885,356         N/A
  
  *Interest-only class with a notional amount.
  N/A--Not applicable.
  NR--Not rated.


CREDIT SUISSE: Moody's Puts Low-B Ratings on Two Cert. Classes
--------------------------------------------------------------
Moody's Investors Service assigned definitive ratings to
securities issued by Credit Suisse First Boston Mortgage
Securities Corp. Series 2007-TFL2.  The provisional ratings issued
on July 17, 2007, have been replaced with these definitive
ratings:

-- Class  A-1, $521,300,000, rated Aaa
-- Class  A-2, $100,000,000, rated Aaa
-- Class  A-X-1, $1,018,667,415*, rated Aaa
-- Class  A-X-2, $187,288,421*, rated Aaa
-- Class  B, $45,700,000, rated Aa1
-- Class  C, $42,600,000, rated Aa2
-- Class  D, $33,500,000, rated Aa3
-- Class  E, $36,600,000, rated A1
-- Class  F, $36,500,000, rated A2
-- Class  G, $33,500,000, rated A3
-- Class  H, $39,600,000, rated Baa1
-- Class  J, $36,600,000, rated Baa2
-- Class  K, $39,600,000, rated Baa3
-- Class  L, $33,467,896, rated Ba1
-- Class  BSL-A, $8,900,000, rated Aa3
-- Class  BSL-B, $9,000,000, rated A1
-- Class  BSL-C, $8,900,000, rated A2
-- Class  BSL-D, $8,900,000, rated A3
-- Class  BSL-E, $7,900,000, rated Baa1
-- Class  BSL-F, $9,900,000, rated Baa2
-- Class  CSP-A1, $101,000,000, rated Aaa
-- Class  CSP-A2, $33,600,000, rated Aaa
-- Class  CSP-AX, $249,997,500*, rated Aaa
-- Class  CSP-B, $10,600,000, rated Aa1
-- Class  CSP-C, $11,500,000, rated Aa2
-- Class  CSP-D, $9,900,000, rated Aa3
-- Class  CSP-E, $10,000,000, rated A1
-- Class  CSP-F, $9,700,000, rated A2
-- Class  CSP-G, $19,900,000, rated Baa1
-- Class  CSP-H, $9,900,000, rated Baa2
-- Class  CSP-J, $15,900,000, rated Baa3
-- Class  CSP-K, $18,000,000, rated Ba1

  *Approximate notional amount

Moody's assigned definitive ratings to this additional class of
certificates:

-- Class A-3, $207,000,000, rated Aaa


DAYTON SUPERIOR: Moody's Withdraws B2 Rating on $195MM Term Loan
----------------------------------------------------------------
Moody's Investors Service withdrew the B2 rating on Dayton
Superior Corporation's proposed $195 million term loan B as well
as withdrawn the B3 rating on the company's proposed $85 million
second lien loan.

The proposed term loan B and second lien loan, together with a
$130 million asset based revolver (not rated by Moody's), were to
refinance the company's existing indebtedness, including the
company's 10.75% and 13% notes.  The withdrawal of the ratings on
these proposed facilities follows the company's decision to
postpone its refinancing due to current market conditions.  

Moody's also affirmed the company's B2 corporate family rating, B2
probability of default rating, and upgraded the rating on Dayton's
10.75% notes to B1 from B2, as well as upgraded the rating on the
company's 13% notes to Caa1 from Caa2.  The ratings outlook
remains stable.  The ratings upgrades are consistent with Moody's
Loss Given Default rating methodology.

These ratings/assessments for Dayton have been withdrawn:

-- $195 million gtd. sr. secured term loan B, rated B2 (LGD4,
    58%);

-- $85 million gtd. sr. secured 2nd lien loan, rated B3 (LGD5,
    73%).

These ratings for Dayton have been affirmed:

-- Corporate family rating, affirmed at B2;
-- Probability of default rating, affirmed at B2.

These ratings/assessments have been upgraded:

-- $165 million 10.75% senior secured second priority notes due
    2008, upgraded to B1 (LGD3, 42%) from B2 (LGD3, 42%);

-- $155 million 13% senior subordinated notes due 2009, upgraded
    to Caa1 (LGD5, 84%) from Caa2 (LGD5, 84%).

Dayton Superior's ratings and outlook reflect the company's
improved financial performance as well as the expectation for
continued improvement.  Dayton is expected to continue benefiting
from strong spending in the commercial and infrastructure end
markets.

The ratings and/or outlook may improve if the company continues to
deliver.  The ratings would particularly benefit if the company
were able to generate strong consistent annual positive free cash
to total debt over 8% and if Dayton were able to reduce leverage
to under 3.5 times.

The rating and/or outlook could decline if the company's margins
contract, if raw materials price increases were unable to be
passed on to customers in a timely basis, and if the commercial
construction business were to slow meaningfully.  As 95% of
Dayton's total revenue is generated from non-residential and
infrastructure construction, a rebound in residential construction
would have minimal influence in the company's performance.  The
ratings would also be negatively impacted if debt to EBITDA were
to increase to over 6 times on a projected basis.

Headquartered in Dayton, Ohio, Dayton Superior Corporation is the
largest North American manufacturer and distributor of metal
accessories and forms used in concrete construction, as well as
metal accessories used in masonry construction.  Dayton provides
these specialized products to the non-residential construction
market for use in infrastructure, institutional, and commercial
projects.  Total revenues for 2006 were $479 million.


DETROIT CITY: S&P Lowers Tax-Increment Bond Rating to "BB"
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Detroit
City Local Development Finance Authority, Mich.'s series 1997A
senior-lien tax-increment bonds to 'BB' from 'BBB', reflecting the
change in the parent company guarantor rating following the
transfer of a majority interest in the Chrysler Group to a private
equity company.  The outlook is stable.  The Standard & Poor's
corporate credit rating on Chrysler LLC is 'B' with a negative
outlook.

The 'BB' rating is based on the strengths of the tax increment
financing area supporting payments and reflects the concentration
of the property tax base in one taxpayer, with Chrysler Corp.'s
Jefferson Avenue assembly plant representing more than 95% of the
taxable value of the project area; the senior-lien pledge of tax-
increment revenues securing the bonds; the importance of the
facility to the company, with the plant being Chrysler's
only North American assembly plant building the Jeep Grand
Cherokee sport utility vehicle; and adequate debt service coverage
in fiscal 2005 totaling 1.26x for all debt.

"We believe that given the dependence on a single taxpayer,
despite the importance to the company of the plant and its ongoing
investment in the facility, projected low coverage of just 1.2x
and the long term of the bonds lend speculative characteristics to
this credit," said Standard & Poor's credit analyst Jane Hudson
Ridley.

There is a corporate guarantee of Chrysler LLC to pay principal
and interest on the series 1997A bonds if pledged revenues are
insufficient.  The company may substitute another credit facility
for its guarantee, but the substitute credit support must be rated
at least 'A' by Standard & Poor's.  Chrysler LLC's guarantee will
automatically be reinstated if the substitute credit support
should terminate for any reason.

Debt service coverage on outstanding senior bonds is projected at
2x, while coverage of junior and senior bonds is projected at
around 1.2x.  Debt maturities reflect expected depreciation of
personal property in the plant, which represents more than 90% of
taxable value.

The project area totals 380 acres, encompassing Chrysler's
Jefferson Avenue North assembly plant, a 1.7-million-square-foot
facility in southeastern Detroit.  The city contributed more than
$118 million for various road and site improvements around the
plant, which opened in 1992.  The plant is the company's only
North American facility producing the Jeep Grand Cherokee.


DIVERSIFIED ASSET: Fitch Junks Rating on $30 Mil. Class A-3L Notes
------------------------------------------------------------------
Fitch downgrades one and affirms three classes of notes issued by
Diversified Asset Securitization Holdings III, L.P (DASH III).
These rating actions are the result of Fitch's review process and
are effective immediately:

-- $96,772,652 class A-1L notes affirmed at 'AA';

-- $31,507,375 class A-2 notes affirmed at 'AA';

-- $30,000,000 class A-3L notes downgraded to 'CCC/DR3' from  
    'B/DR1'; and removed from Rating Watch Negative;

-- $22,217,521 class B-1L notes remain at 'C/DR6'.

Diversified Asset Securitization Holdings III, L.P is a cash
collateralized debt obligation that was originated and managed by
Asset Allocation & Management, LLC in June 2001.  TCW Asset
Management Co. became the substitute asset manager for AAMCO in
October 2002.  The portfolio is composed of residential mortgage
backed securities, asset-backed securities, commercial mortgage-
backed securities, and real estate investment trusts.  Included in
this review, Fitch conducted cash flow modeling for various
default timing, interest rate scenarios, and prepayment
assumptions to measure the breakeven default rates going forward
relative to the minimum cumulative default rates required for the
rated liabilities.

Fitch's rating actions reflect considerable credit quality
deterioration within the portfolio.  Since the last rating action
on April 20, 2007, the recovery estimates on the distressed
portion of the portfolio have decreased.  According to Fitch's
analysis, the rated liabilities are approximately $21 million
undercollateralized.  

As of the most recent trustee report dated July 28, 2007, the
class A overcollateralization ratio is 99.84% versus 99.4% as of
March 28, 2007 and below its trigger level of 105%.  The class B
OC ratio has decreased to 85.87 from 87.3% in the same period of
time.  It remains below its covenant of 101.5%.

The interest coverage test is currently at 120.53% which is below
the trigger of 122%.  A substantial portion of the collateral
represents fixed coupon assets and, with a scheduled decline in
the interest rate swap notional over the life of the deal, the
deal has been exposed to the risk of a rising 3-month LIBOR.  The
transaction is in the amortization period and while the senior
notes are de-leveraging, the class B-1L notes continue to be cut
off from interest.

The ratings of the classes A-1L, A-2, and A-3L notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date. The rating
of the class B-1L notes addresses the likelihood that investors
will receive ultimate and compensating interest payments, as per
the governing documents, as well as the stated balance of
principal by the legal final maturity date.


DRUMMOND CO: S&P Holds "BB-" Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services affirmed the 'BB-' corporate
credit rating on Birmingham, Ala.-based coal mining company
Drummond Co. Inc.  The outlook is stable.

"The ratings on Drummond reflect the company's limited operating
diversity; its substantial exposure to the risks of operating in
Colombia, where it derives most of its cash flow; aggressive
growth spending plans; its relatively small but growing production
base; and weak financial measures," said Standard & Poor's credit
analyst Marie Shmaruk.  Still, the company maintains a relatively
low-cost position compared with eastern U.S. coal companies,
possesses a strategic location as a seaborne coal exporter, has a
large reserve base (which consists of mostly high-quality, low-
sulfur coal), and maintains adequate liquidity.  The outlook is
stable.  

Standard & Poor's expect the company to improve its credit metrics
for the rating in the intermediate term as a result of a
relatively favorable pricing environment and rising production
levels.  While Standard & Poor's capped the ratings because of the
company's lack of operating diversity, longer-term upside is
possible if Drummond successfully expands and diversifies its
operating base without a meaningful increase in its financial
leverage.  Standard & Poor's could revise the outlook to negative
if the company fails to improve its financial leverage from
currently high levels because of lower-than-expected production
(resulting from operational disruptions or less-favorable mining
conditions), or if the company pursues additional debt-financed
growth initiatives.


DUNLOE 2005-1: Fitch Junks Rating on $20 Mil. Class C Notes
-----------------------------------------------------------
Fitch downgraded all classes of notes issued by Dunloe 2005-1,
Ltd.  These downgrades are the result of Fitch's review process
and are effective immediately:

-- $35,000,000 class A notes downgraded to 'A' from 'AAA', and
    placed on Rating Watch Negative;

-- $45,000,000 class B notes downgraded to 'BB+' from 'AA-', and
    placed on Rating Watch Negative;

-- $20,000,000 class C notes downgraded to 'CCC' from 'A-', and  
    remain on Rating Watch Negative.

On July 12, 2007, the class C notes were placed on rating watch
negative due to the negative migration of subprime RMBS assets.

Dunloe 2005-1 is a partially funded, static synthetic
collateralized debt obligation which closed March 23, 2005.  The
portfolio is comprised of residential mortgage backed securities,
commercial mortgage backed securities, CDO, and consumer asset-
backed securities.

Since the last review on June 26, 2007, 18% of the $850.9 million
reference assets in the portfolio have been downgraded and about
14.1% are on Rating Watch Negative.  There are currently two
securities in the portfolio that have experienced writedown credit
events with losses totaling $5.8 million to date, which reduces
the amount of subordination provided by the first loss piece.

In addition, in Fitch's opinion, 30.3% of the reference assets in
the portfolio are below investment grade quality, with about 9.9%
rated 'CCC' or lower quality.  The class A and B notes are placed
on RWN and the class C notes remain on RWN because it is likely
that these 'CCC' or lower quality assets will face principal
writedowns in the future, further reducing the subordination.  If
severe enough, the writedowns could potentially exceed the
subordination amount resulting in losses to the rated notes.

Fitch believes that the collateral deterioration in the portfolio
has increased the risk profile of the class A, B and C notes.

The ratings of all three classes of notes address the likelihood
that investors will receive full and timely payments of interest,
as per the governing documents, as well as the aggregate principal
amount by the stated maturity date.


DYNAMIC RESTAURANT: Case Summary & 40 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Dynamic Restaurant Operations of Buffalo, Inc.
        aka TGI Friday's
        60 Main Street
        Buffalo, NY 33409

Bankruptcy Case No.: 07-16621

Debtor-affiliates filing separate Chapter 11 petitions:

      Entity                                  Case No.
      ------                                  --------
      CCI of West Palm, Inc.                  07-16604
      CCI of Glades Road, Inc.                07-16605
      CCI of Vero, Inc.                       07-16606
      CCI of Boynton Beach, Inc.              07-16607
      CCI of Melbourne, Inc.                  07-16608
      CCI of Jensen Beach, Inc.               07-16609
      CCI of Orange Park, Inc.                07-16610
      CCI of Ormond Beach, Inc.               07-16611
      CCI of Regency, Inc.                    07-16612
      CCI of Miami, Inc.                      07-16613
      CCI of St. Augustine, Inc.              07-16614
      CCI of Southside, Inc.                  07-16615
      CCI of Galleria, Inc.                   07-16616
      CCI of McKinley, Inc.                   07-16617
      CCI of Binghamton, Inc.                 07-16618
      CCI of Royal Palm, Inc.                 07-16619
      CCI of Syracuse, Inc.                   07-16620
      CCI of Boca Raton, Inc.                 07-16622

Chapter 11 Petition Date: August 19, 2007

Court: Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman Jr.

Debtors' Counsel: Adam D. Marshall, Esq.
                  McDonald Hopkins LLC
                  505 South Flagler Drive, Suite 300
                  West Palm Beach, FL 33401
                  Tel: (561) 472-2121
                  Fax: (561) 472-2122

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtors' Consolidated List of its 40 Largest Unsecured Creditors:

   Entity                                  Claim Amount
   ------                                  ------------
Carlson Restaurants Worldwide                $1,167,629
P.O. Box 88143
Dallas, TX 75388

Performance Food Group                         $450,567
4041 Northeast 54th Avenue
P.O. Box 688
Gainesville, FL 32609

FCCI Insurance                                 $177,745
6300 University Parkway
Sarasota, FL 34240-8424

Promo 5 LLC                                    $172,513

Factor Group LLC                                $52,697

Boca Town Center                                $50,554

510 Ocean Drive LLC                             $38,466

Shoppingtown Mall LLC                           $38,396

Fresh Point of Palm Beach                       $37,414

Simon Property Group                            $36,993

Mr. Green Jeans                                 $34,402

BCI Associates                                  $33,429

Metro Design Group                              $31,430

Florida Power & Light                           $26,195

MP Promenade                                    $25,908

Indian River Mall                               $21,984

DDR Walden Consumer                             $17,152

Vestal Town Square LLC                          $16,660

New Plan Florida Holdings                       $15,730

Behlog & Son Produce                            $15,432

Tarantino Foods                                 $13,320

Kimco Realty Corporation                        $11,355

Canamera Building Services                      $10,914

Department of Business and                      $10,588
Professional Regulation Division of
Alcholoic Beverages and Tobacco

Irish Carbonic                                   $9,164

Barone Enterprises                               $8,322

David Gray Plumbing                              $8,239

General Roofing Services                         $8,209

Custom Sign and Awning of Florida                $8,147

Form Group LLC                                   $7,452

All American Air Conditioning                    $6,684

Refrigeration Sales & Service                    $6,440

Syracuse Banana Co.                              $6,200

McKinley Mall LLC                                $6,157

Instantwhip                                      $5,902

Jones Lang LaSalle Americas                      $5,540

Restaurant Technologies                          $5,510

Herb Weems Plumbing                              $5,468

ADT Security                                     $5,294

TWC Services Inc.                                $5,207


E*TRADE ABS: Fitch Junks Ratings on Three Note Classes
------------------------------------------------------
Fitch downgraded three and affirmed one class of notes issued by
E*Trade ABS CDO I, Ltd/LLC, (E*Trade I).  

These rating actions are effective immediately:

-- $19,600,000 class A-2 notes affirmed at 'AAA';

-- $25,000,000 class B notes downgraded to 'B' from 'BBB' and
    assigned a distressed recovery (DR) rating of 'DR1'; removed
    from Rating Watch Negative;

-- $9,508,236 class C-1 notes downgraded to 'C/DR6' from
    'CC/DR3'; removed from Rating Watch Negative;

-- $3,443,083 class C-2 notes downgraded to 'C/DR6' from
    'CC/DR3'; removed from Rating Watch Negative;

-- $4,971,863 composite securities remain at 'C/DR6'.

The class B, class C-1 and class C-2 notes (together, class C
notes) were placed on Rating Watch Negative on July 12, 2007 due
to the negative credit migration of subprime RMBS assets.

E*Trade I is a static cash flow collateralized debt obligation
which closed Sept. 26, 2002 and is managed by E*TRADE Global Asset
Management, Inc., rated 'CAM2' by Fitch for managing structured
finance CDOs.  

E*TRADE I's collateral is composed of a diversified portfolio of
asset-backed securities, residential mortgage-backed securities,
commercial mortgage-backed securities, and CDOs.  Fitch reviewed
the credit quality of the individual assets comprising the
portfolio and conducted cash flow modeling of various default
timing and interest rate stress scenarios to measure the breakeven
default rates going forward relative to the minimum cumulative
default rates required for the rated liabilities.

The downgrades to the class B and class C are due to collateral
deterioration since Fitch's last review in March 2006, and
decreased credit enhancement.  Between the Jan. 31, 2006 and June
29, 2007 trustee reports, negative credit migration has increased
the weighted average rating factor to 32 ('B/B-') from 26
('B+/B').  The par value of defaulted assets is approximately $5
million, or 9% of the portfolio, compared to zero at last review.  
The class A/B overcollateralization ratio has decreased to 103.5%
from 109.1%, and is now failing its minimum threshold of 105.5%.  
The class C OC ratio has decreased further to 81.3% from 95.2% and
continues to fail its minimum threshold of 102%.  Fitch believes
that these factors have increased the risk profile of the class B
and class C notes.

The class B notes are assigned a 'DR1' rating because it is
possible they will not receive full repayment of principal by
maturity. Recovery expectations for the class C notes have
decreased to the 'DR6' range because any future cash flow is
contingent upon either the class A/B OC test passing again or the
class B notes paying in full.

The composite securities were originally composed of 30% class C-1
notes and 70% preference shares. The preference shares' rating was
withdrawn on April 26, 2006 because there is no recovery expected.
The composite securities will only receive payments going forward
if the class C-1 notes receive any distributions.

The class A-2 notes are the most senior class in the capital
structure since the class A-1 notes paid in full in July 2006. The
notes have been deleveraging due to normal amortization and
coverage test failure resulting in higher credit enhancement
levels, which offsets the increased risk in the portfolio.

The ratings of the class A-2 and class B notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date.  The rating
of the class C notes addresses the likelihood that investors will
receive ultimate and compensating interest payments, as per the
governing documents, as well as the stated balance of principal by
the legal final maturity date.  The rating on the composite
securities addresses the ultimate payment of the initial composite
securities rated balance and the ultimate receipt of payments that
result in a yield on the composite securities rated balance
equivalent to 4.66% per annum.


EL PASO CORP: Unit Acquires Peoples Energy for $875 Mil. in Cash
----------------------------------------------------------------
El Paso Corporation is acquiring Peoples Energy Production Company
for $875 million in cash through its wholly owned subsidiary, El
Paso Exploration & Production Company.

The acquisition rationale includes:
    
   -- excellent fit with current El Paso E&P operations;
   -- provides significant drilling inventory in current areas of
      operations;
   -- lengthens reserve life;
   -- adds talented staff; and
   -- continues E&P portfolio high-grading process.
    
"The acquisition of Peoples Production is an important step in
high-grading our portfolio and growing our E&P staff," Brent
Smolik, president of El Paso Exploration & Production," said.
"This acquisition directly complements the divestiture program we
announced on August 7 and builds our presence and inventory in
core operating areas.  Almost all of the Peoples Production
properties are within regions where we currently operate, and
roughly 80% of the acquired reserves and production are in the
ArkLaTex and Texas Gulf Coast areas, where we have a proven track
record of profitable growth."

"This transaction also provides a rich set of future
opportunities that will help us to more predictably grow our
business, and we are very excited that a talented group of
exploration and productionprofessionals will join El Paso's E&P
team," Mr. Smolik added."
    
The transaction has an effective date of June 30, 2007, is
expected to close during the third quarter of 2007.  The
transaction is subject to working capital and other customary
purchase price adjustments, well as customary closing conditions.
    
The acquisition will be temporarily financed through general
corporate liquidity, augmented by upsizing EPEP's existing
revolving credit facility by $500 million to $1 billion.  All or a
significant portion of the acquisition will be permanently
financed with the proceeds from the divestiture program announced
on Aug. 7, 2007.

              About Peoples Energy Production Company

Headquartered in Houston, Texas, Peoples Energy Production Company
is a subsidiary of Integrys Energy Group (NYSE: TEG), that owns an
estimated 305 billion cubic feet equivalent of proved reserves
with current production of 72 million cubic feet equivalent per
day.  The company has proved Reserves of 305 Bcfe as of June 30,
2007, 42% proved developed producing; 94% natural gas; current
production: 72 MMcfe/d.  Current R/P: 12 years; inventory: More
than 600 proved and probable locations; location of properties:
ArkLaTex, Texas Gulf Coast, San Juan Basin, Mississippi, and
Arkoma Basin.

                     About El Paso Corporation

Headquartered in Houston, Texas, El Paso Corporation --
http://www.elpaso.com/-- owns North America's interstate natural  
gas pipeline network comprised of approximately 43,000 miles of
pipe, 220 billion cubic feet of storage capacity, and a liquefied
natural gas import facility with 1.2 Bcf per day of send-out
capacity.  The company's upstream operations included year-end
2006 estimated reserves of approximately 2.4 billion cubic feet
equivalent of consolidated proven reserves and 222 bcfe of proven
reserves for El Paso's interest in Four Star.  The company has
operations in Argentina.

                           *     *     *

As reported in the Troubled Company Reporter on June 15, 2007,
Fitch Ratings has affirmed the ratings of El Paso Corporation and
its core pipeline subsidiaries, and assigned a senior unsecured
rating of 'BB+' to the company's proposed offering of
$1.275 billion of senior unsecured notes due in 2014 and 2017.


EMISPHERE TECH: Inks Deals Selling 2 Mil. Common Stock & Warrants
-----------------------------------------------------------------
Emisphere Technologies Inc. has entered into agreements to sell
2 million shares of common stock and warrants to purchase
0.4 million shares of common stock, at a purchase price of $3.785
per unit.  The five-year warrants will be exercisable at any time
after the six month anniversary of issuance at an exercise price
of $3.948 per share.
    
The securities in this transaction were offered by Emisphere
pursuant to an effective shelf registration statement and a
registration statement filed pursuant to Rule 462(b) promulgated
under the Securities Act of 1933, as amended.
    
ThinkEquity Partners LLC acted as sole placement agent, and WBB
Securities LLC acted as financial consultant. Proceeds from the
offering will be used by Emisphere for general corporate purposes,
including further development of its lead clinical programs. The
transaction is expected to close on or about Aug. 22, 2007,
subject to the satisfaction of customary closing conditions.
    
The offer is being made only by means of a prospectus, including a
prospectus supplement, forming a part of the effective
registration statement.  When available, a final prospectus can be
obtained from:

      Emisphere Technologies Inc.
      765 Old Saw Mill River Road
      Tarrytown, New York 10591
      Tel (914) 785-4717

Headquartered in Tarrytown, New York, Emisphere Technologies Inc.
(NasdaqGM: EMIS) -- http://www.emisphere.com/-- is a    
biopharmaceutical company charting new frontiers in drug delivery.  
The company develops oral forms of injectable drugs, either alone
or with corporate partners, by applying its proprietary eligen(R)
technology to these drugs.

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 13, 2007,
the company's consolidated balance sheet showed $15.04 million in
total assets, $35.18 million in total liabilities, resulting in a
$20.14 million total stockholders' deficit, at June 30, 2007.


GEOKINETICS INC: Names Richard F. Miles as President and CEO
------------------------------------------------------------
Geokinetics Inc. has promoted Richard F. Miles, vice president and
chief operating officer, to the positions of president and chief
executive officer.  Mr. Miles replaces David A. Johnson, who
resigned to pursue opportunities outside the seismic services
industry.

"We wish Dave Johnson continued success in his next endeavors,"
William R. Ziegler, chairman of the company, stated.  "Dave was
instrumental in completing two acquisitions which transformed
Geokinetics from a small, domestic seismic services business, to
the fourth-largest provider of land, transition zone and shallow
water seismic surveying in the world.  We are grateful for Dave's
accomplishments and wish him the best."

"We are particularly fortunate to have someone of the caliber of
Dick Miles to promote to the positions of president and chief
executive officer, Mr. Ziegler continued.  "Dick has been in
charge of all international operations at Geokinetics since our
acquisition of Grant Geophysical, Inc. in September 2006, and most
recently he was the president and chief executive officer of Grant
Geophysical since January 2001."

"Dick was a director of Kelman Technologies Inc. from 2003 until
September 2006," Mr. Ziegler added.  "Dick served as chief
executive officer and a director of GeoScience Corporation, the
chairman of CogniSeis, Syntron and Symtronix from 1990 until 2000.
Prior to that he held numerous positions with Halliburton and
Geophysical Services. Dick has over 40 years experience in the
seismic acquisition and processing industry and we think he is
uniquely qualified to continue the process of growing Geokinetics'
seismic services businesses."

"I am honored that the board of directors has the confidence and
trust in me to ask me to succeed Dave Johnson," Mr. Miles stated.
"Dave's accomplishments at Geokinetics during the past years have
been substantial.  I am confident that Geokinetics is on the right
track and that we can continue to increase revenues, improve
profitability and create shareholder value in the years ahead."  

"Our employees have been instrumental in the process of
integrating our recent acquisitions and the building of our
backlog, and we will continue to provide them with the tools
necessary to build Geokinetics into a world class, profitable
seismic acquisition and processing company," Mr. Miles added.  "We
will continue to focus on our core seismic acquisition businesses,
both domestically and in selected international markets, while
making the return of our processing business to profitability a
priority."

Headquartered in Houston, Texas, Geokinetics Inc. –-
http://www.Geokinetics.com/-- is a provider of seismic  
acquisition and high-end seismic data processing services to the
oil and gas industry.  Geokinetics has strong operating presence
in North America and is focused on key markets internationally.  
Geokinetics operates in some of the most challenging locations in
the world from Arctic to mountainous jungles to transition zone
environments.

                          *     *     *

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


GLENCAIRN GOLD: Earns $3.3 Million in Second Quarter Ended June 30
------------------------------------------------------------------
Glencairn Gold Corporation reported on Aug. 14, 2007, its
financial and operating results for the three months and six month
periods ended June 30, 2007.

The company reported net income of $3.3 million for the second
quarter ended June 30, 2007, compared with net income of
$2.1 million during the corresponding quarter of 2006, and a net
loss of $1.2 million during the first quarter of 2007.  Income
from mining operations was $1.5 million during the second quarter
of 2007 compared with $3.8 million during the corresponding
quarter of 2006 and $756,000 during the first quarter of 2007.

Results for the second quarter ended June 30, 2007, included a
$6.5 million gain from the sale of the nickel royalties.

Sales were $14.3 million, as a result of the sale of 21,490 ounces
at an average realized price of $666 per ounce, compared with
sales of $12.4 million, as a result of the sale of 20,137 ounces
at an average realized price of $618 for the comparable period in
2006.

Glencairn produced 20,340 ounces during the second quarter,
compared with 21,127 ounces during the second quarter of 2006, and
31,801 ounces during the first quarter of 2007.  The lower
production in the second quarter compared to the first quarter of
2007 reflects the suspension of mining operations at Libertad.

Cash operating cost per ounce sold was $451 during the quarter, up
from $320 during the same quarter of 2006 but lower than the $470
during the first quarter of 2007.

For the first half of 2007, net income totalled $2.1 million,
compared to net income of $3.8 million in the first half of 2006.
Income from mining operations decreased in 2007 to $2.2 million  
from $5.8 million in the corresponding period of 2006.  Revenue
from gold sales increased in 2007 to $34.6 million compared to
$24.0 million in the corresponding period of 2006.

Gold sales were 52,624 ounces sold in the current first half
compared to 40,883 ounces in the corresponding half of the
previous year.

"The second quarter results built on the forward momentum that we
had from our first quarter and showed good progress that exceeds
our budgeted projections.  Unfortunately the steady progress and
good results from the company have been overshadowed by the ground
movement situation at our Bellavista Mine in Costa Rica subsequent
to our second quarter," commented president and chief executive
officer Peter Tagliamonte.  "We have suspended mining operations
and application of cyanide at Bellavista and are expending every
effort to find a permanent solution and get the company back on
track.  While this solution is sought, Bellavista will have a
significant negative impact on the company," said company
president and chief executive officer, Peter Tagliamonte.

The company had cash of $10,035,000 (Dec. 31, 2006 - $9,567,000)
and working capital of $19,151,000 at June 30, 2007, (Dec. 31,
2006 - $13,634,000).  On June 30, 2007, the company made the final
$1,500,000 repayment on its long-term debt.

At June 30, 2007, the company's consolidated financial statements
showed $111.7 million in total assets, $19.9 million in total
liabilities, and $91.8 million in total stockholders' equity.

                     Sale of Nickel Royalties

In June 2007, the company completed the sale to Independent Nickel
Corp. of its sliding scale 1-3% net smelter royalty on Victory
Nickel Inc.'s Minago nickel deposit, as well as the 2% net smelter
royalty on the Lynn Lake property.  Under the terms of the
purchase and sale agreement, Glencairn recognized a gain of
$6,548,000 from the receipt of $4,694,000 (CDN$5,000,000) in cash
and 2,500,000 Independent Nickel Corp. shares valued at $1,854,000
or CDN$0.79 per share.  The shares received are subject to a
contractual escrow agreement with the release of blocks of shares
in intervals up to June 2009.

                       Going Concern Doubt

The company believes that there exists substantial doubt about
Glencairn Gold Corporation's ability to continue as a going
concern, for the following reasons:

  -- On March 31, 2007, the company suspended mining activities at
     the Libertad Mine until such time it is determined whether a
     conventional milling circuit would be economically feasible.
     
  -- On July 25, 2007, the company suspended all mining and
     production activities at the Bellavista Mine due to concerns
     over recent ground movements.  It is not known when the mine
     will resume operations and the timing and cost of fixing the
     ground movement.

  -- Cash on hand at June 30, 2007, and cash flows expected for
     the next twelve months will not be sufficient to fund the   
     company's ongoing and future expansion needs.  Accordingly,
     the company will require funding through a sale of assets,
     equity or debt financing.

                       About Glencairn Gold

Headquartered in Toronto, Canada, Glencairn Gold Corporation
(Toronto: GGG.TO) -- http://www.glencairngold.com/-- is a gold  
producer with three mines in Central America.  The Limon Mine in
Nicaragua has been in continuous production since 1941 and has
been owned by Glencairn since late 2003.  The Bellavista Mine in
Costa Rica was constructed by the company and entered into
commercial production in December 2005.  In July 2006, the
Libertad Mine in Nicaragua was purchased along with a 60% interest
in Cerro Quema, an advanced gold property in Panama.


GOLDEN EAGLE: June 30 Balance Sheet Upside-Down by $4.6 Million
---------------------------------------------------------------
Golden Eagle International Inc.'s consolidated balance sheet at
June 30, 2007, showed $6.2 million in total assets and
$10.8 million in total liabilities, resulting in a $4.6 million
total stockholders' deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $555,262 in total current assets
available to pay $709,999 in total current liabilities.

Golden Eagle International Inc. reported a net loss of
$3.8 million for the second quarter ended June 30, 2007, compared
with a net loss of $613,070 for the same period in 2006.  During
the three months ended June 30, 2007 and June 30, 2006, the
company had revenues of $0.

The increase in net loss was due to non-cash financing costs of
$3.4 million related to the issuance of Series B Convertible
Preferred stock.  Without the inclusion of financing costs, net
loss would have decreased by $248,338 or 40.1% to $364,732 during
the three-month period ended June 30, 2007, from $613,070 during
the same period in 2006.

Operating losses decreased by $229,356 or 40% to $345,229 for the
three months ended June 30, 2007, from $574,585 for the three
months ended June 30, 2006.  The decreased loss was primarily due
to decrease in general and administrative expenses.

General and administrative expense decreased by $221,841 or 40.9%
to $302,218 for the three months ended June 30, 2007, from
$524,059 during the three months ended June 30, 2006.  The
decrease in general administrative expense is primarily
attributable to a $98,076 decrease in legal expenses, a $30,000  
in accrued salary forgiveness by the company's chief executive
officer, and certain costs that have been capitalized as part of
the construction of the company's C Zone production plant.

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?22b3

               No Revenues from Bolivian Operations

The company has had no revenues from its Bolivian operations since
June 2004.  The company was forced to cease production from its  
Cangalli prospect because of a local farmer's strike and legal
issues not associated with operations that resulted from the
failure to comply with Bolivian labor law.

The company has yet to produce revenues from its Precambrian
properties in eastern Bolivia or its Buen Futuro prospect found in
those properties.  On Oct. 31, 2006, the company began preliminary
pilot operations on its C Zone gold deposit on its Precambrian
claims in eastern Bolivia.  

                       Going Concern Doubt

Chisholm, Bierwolf & Nilson LLC, in Bountiful, Utah, expressed
substantial doubt about Golden Eagle International 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 the company has
negative working capital and has incurred substantial losses since
its inception.  The company currently has no mineral production
and requires significant additional financing to satisfy its
outstanding obligations and resume and expand mining production.
In addition, the company's ability to conduct operations remains
subject to other risks, including operating in isolated regions of
Bolivia and the concentration of operations in a single
undeveloped area.

                        About Golden Eagle

Headquartered in Salt Lake City, Golden Eagle International Inc.
(OTC BB: MYNG.OB) -- http://www.geii.com/-- is a gold and copper  
exploration and mining company with offices also in Santa Cruz,
Bolivia.  The company is concentrating its efforts on expanding
its pilot operations into production operations on its gold
project on the C Zone within its 136,500 acres (213 square miles)
in eastern Bolivia's Precambrian Shield.  In addition, the company
is working with its international engineering consulting firm on a
due diligence study on the company's A Zone Buen Futuro gold and
copper project.


GTA-IB LLC: June 30 Balance Sheet Upside-Down by $13 Million
------------------------------------------------------------
GTA-IB LLC'S condensed combined balance sheet at June 30, 2007,
showed $49.2 million in total assets and $62.2 million in total
liabilities, resulting in a $13.0 million total member's deficit.

The company's condensed combined balance sheet also showed
strained liquidity with $6.1 million in total current assets
available to pay $15.8 million in total current liabilities.

GTA-IB LLC reported a net loss of $1.4 million and an operating
loss of $1.3 million, on total revenues of $8.7 million for the
second quarter ended June 30, 2007, compared with a net loss of
$1.2 million and an operating loss of $856,000, on revenues of
$10.3 million for the comparable period in 2006.

Total revenue for the Resort was $1.6 million less during the
three months ended June 30, 2007, than in the same period of 2006.
An overall increase in spending by Innisbrook Resort and Golf
Club's guests helped to mitigate the reduction in gross revenue
that resulted from the lower number of room nights and decreases
in banquet and catering sales in the three months ended June 30,
2007, as compared to the same period of 2006.  

The increase in operating loss primarily reflects the decrease in
total revenues, partly offset by a corresponding decrease in total
expenses.  The increase in net loss is mainly attributable to the
increase in operating loss, partly offset by other income of
$191,000 and a decrease in net interest expense.

Total Resort operating expenses, before depreciation and
amortization and excluding the Rental Pool amortization in hotel
operations, decreased by approximately $1.1 million, or 10.8%, for
the three months ended June 30, 2007, as compared to the same
period in 2006.  This decrease is primarily attributable to the
decrease in room nights and food and beverage covers.

Depreciation and amortization expense, excluding the Rental Pool
amortization included in hotel expenses, was approximately
$566,000 and $533,000 for the three months ended June 30, 2007,
and 2006, respectively.

Interest expense, net of interest income, was approximately
$234,000 and $370,000 for the three months ended June 30, 2007,
and 2006, respectively.

Other income of $191,000 in the three months ended June 30, 2007,
represents the recognition of the discount in the termination fee
negotiated with Westin in connection with the sale of the
Innisbrook Resort and Golf Club.

Full-text copies of the company's condensed combined balance sheet
for the second quarter ended June 30, 2007, are available for free
at http://researcharchives.com/t/s?22b1

             Sale of Innisbrook Resort and Golf Club

Golf Trust of America Inc. ("GTA") announced on June 25, 2007,
that the company and certain of its affiliated entities entered
into an Asset Purchase Agreement  with Salamander Innisbrook
Securities LLC, Salamander Innisbrook Condominium LLC, and
Salamander Innisbrook LLC (collectively, "Salamander") providing
for the acquisition by Salamander of the business (the "Business")
of the Resort, certain related assets and liabilities and the
company's equity interest in Golf Host Securities Inc.  The sale
of the Resort was completed on July 16, 2007, and, in addition to
the assumption of certain liabilities relating to the Resort and
the Business, Salamander paid to GTA $35,000,000 in cash plus
$4,000,000 to be used to settle certain obligations, subject to
certain adjustments.

                       Going Concern Doubt

BDO Seidman LLP, in Charlotte, North Carolina,expressed
substantial doubt about GTA-IB LLC's ability to continue as a
going concern after auditing the company's condensed combined
financial statements as of the years ended June 30, 2007, and
2005.  The auditing firm reported that the company has suffered a
loss from operations for the period from July 16, 2004,(inception)
to Dec. 31, 2006, and at Dec. 31, 2006, had deficiencies in
working capital and equity.  

As of June 30, 2007, the Resort had a working capital deficit of
approximately $9.7 million.  However, since the sale of the Resort
was concluded on July 16, 2007, the liquidity and going concern
issues were resolved.  

                         About GTA-IB LLC

GTA-IB LLC is owned by GTA-IB Golf Resort LLC, which in turn is
100% owned by Golf Trust of America L.P. (the "Operating
Partnership").  Golf Trust of America Inc. ("GTA") (AMEX: GTA)    
-- http://golftrust.com/-- indirectly owns 99.6% of the Operating  
Partnership.  The remaining 0.4% of the Operating Partnership is
owned by its one limited partner.  The Operating Partnership is
GTA's operating partnership.  Golf Host Resorts Inc. ("GHR", "the
predecessor owner" or "the former borrower"), an entity affiliated
with Starwood Capital Group LLC, is the former owner of the
Innisbrook Resort and Golf Club (the "Resort") and the former
borrower under a participating mortgage loan funded by the
Operating Partnership.  This participating mortgage loan was
secured by the Resort, cash, undeveloped land at the Resort and
368,365 shares of GTA's common stock.  The Resort is a 72-hole
destination golf and conference facility located near Tampa,
Florida.


HAIR BY MAXELLES: Case Summary & Seven Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Hair by Maxelles Inc.
        7701 West Ridgewood Drive
        Parma, OH 44129-5514

Bankruptcy Case No.: 07-16071

Chapter 11 Petition Date: August 10, 2007

Court: Northern District of Ohio (Cleveland)

Judge: Arthur I. Harris

Debtor's Counsel: Kenneth A. Blech, Esq.
                  10850 Pearl Road, Suite D3
                  Strongsville, OH 44136-3305
                  Tel: (440) 238-7887
                  Fax: (440) 238-9532

Total Assets:    $18,838

Total Debts:  $1,214,236

Debtor's List of its Seven Largest Unsecured Creditors:

   Entity                            Claim Amount
   ------                            ------------
Statler Arms                             $117,610
c/o Cavitch, Familo, Durkin & Frutk
1717 East 9th Street, 14th Floor
Cleveland, OH 44114-2876

Ohio Department of Taxation              $100,092
P.O. Box 530
Columbus, OH 43266-0030

RMS                                       $60,927
50 Public Square
Cleveland, OH 444113

National City Bank                        $30,672

Internal Revenue Service                  $25,000

Neitzel Luke and Associates               $12,500

Netbank Business Finance                   $2,434
                                         Secured:
                                          $15,000


HEALTH MANAGEMENT: Moody's Affirms Ba3 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service revised Health Management Associates,
Inc.'s rating outlook to negative from stable.  Moody's also
affirmed HMA's existing ratings, including the Ba3 Corporate
Family Rating.

The change in outlook reflects Moody's expectation that the
company will not be able to improve metrics as quickly as the
company originally contemplated.  Moody's believes that a
combination of industry and company specific challenges, including
weak volume trends and increasing bad debt expense, will pressure
margins and reduce the company's ability to reduce financial
leverage.  HMA recognized a charge of $39 million in the second
quarter of 2007 to reflect the deterioration of historical
collection rates on accounts receivable related to uninsured
patients.  This most recent charge follows a $200 million increase
to bad debt reserves recognized in the fourth quarter of 2006.

The affirmation of the ratings reflects HMA's considerable scale
as one of the largest non-urban hospital operators in the US.  Its
strategic focus on non-urban markets often allows its hospitals to
benefit from a less competitive environment.  The rating is also
supported by stable trends in reimbursement and pricing, measured
as growth in same-facility revenue per adjusted admission, which
continues to be favorable for the hospital industry and HMA.

However, the ratings remain constrained by the significant amount
of financial leverage assumed and the resulting recapitalization
of the company following the payment of a $2.4 billion special
dividend in the first quarter of 2007.  The increased leverage and
interest burden has resulted in pro forma cash flow coverage of
debt and interest coverage metrics that are appropriate for the
single B rating category.  Further, the rating reflects the
company's modest geographic diversity, with roughly half of all
facilities located in Florida and Mississippi.

These ratings have been affirmed/LGD assessments revised:

-- $500 million senior secured revolving credit facility, to Ba2
    (LGD3, 41%) from Ba2 (LGD3, 42%)

-- $2,750 million senior secured term loan, to Ba2 (LGD3, 41%)
    from Ba2 (LGD3, 42%)

-- Corporate Family Rating, Ba3

-- Probability of Default Rating, Ba3

Headquartered in Naples, Florida, HMA is an owner and operator of
acute-care hospitals in non-urban settings.  The company provides
inpatient services such as general surgery, and oncology as well
as outpatient services such as laboratory, x-ray and physical
therapy services.  In addition, some facilities also offer
specialty services such as cardiology, radiation therapy and MRI
scanning.  Moody's estimates that the company generated revenues
of about $4.24 billion in the twelve months ended June 30, 2007.


HEALTHCARE ACQUISITION: PharmAthene Deal Hearing Set for Aug. 27
----------------------------------------------------------------
A hearing was scheduled by the Delaware Court of Chancery for
2:00 p.m. Monday, Aug. 27, 2007, in an action filed by PharmAthene
stockholder Matthew P. Kinley pursuant to Section 225(b) of the
Delaware General Corporation Law seeking a determination from the
Delaware Court of Chancery that the merger between PharmAthene
Inc. and Healthcare Acquisition Corp. was validly approved at the
Special Meeting of Stockholders of Healthcare Acquisition Corp. on
Aug. 3, 2007, and thereafter consummated by the filing of a
Certificate of Merger with the Delaware Secretary of State.

PharmaAthene is providing notice to all holders of the
common stock of PharmAthene Inc., formerly known as Healthcare
Acquisition Corp., of the pending judicial action in the Delaware
Court of Chancery.
    
On Aug. 6, 2007, the tabulation of the number of shares demanding
conversion into a right to receive cash rather than shares in the
post-merger entity was initially misreported to the Special
Meeting of Stockholders of Healthcare Acquisition Corp. by its
transfer agent.  

After that misreporting, certain of the officers, directors and
stockholders of Healthcare Acquisition Corp. and certain
stockholders of PharmAthene purchased additional shares of common
stock of Healthcare Acquisition Corp., reducing the number of
conversion elections and allowing for consummation of the Merger.

In his Complaint, PharmAthene stockholder Mr. Kinley alleges that
the stockholder action taken at the Special Meeting of
Stockholders of Healthcare Acquisition Corp. on Aug. 3, 2007 was
sufficient to approve the Merger.  

PharmAthene has consummated the Merger in accordance with the
wishes of over 75% of Healthcare Acquisition Corp.'s stockholders
who voted in favor of the Merger, but the board of directors of
PharmAthene has made a determination to refrain from releasing the
funds held in trust to PharmAthene absent a determination by the
Delaware Court of Chancery that the Merger was validly approved
and consummated.

Accordingly, Plaintiff Mr. Kinley, a substantial stockholder of
PharmAthene, commenced litigation in the Delaware Court of
Chancery to determine the validity of the Merger.
    
During the hearing before the Delaware Court of Chancery at 2:00
p.m. Monday, Aug. 27, 2007, Plaintiff Mr. Kinley will ask the
Court to issue a final order and judgment ruling that the Merger
was validly approved and consummated in accordance with Delaware
law.

If granted, the final order and judgment would be binding on
PharmAthene and all former, current and future stockholders of
PharmAthene.  Any stockholder who wishes to object to the Delaware
Court of Chancery's confirmation of the validity of the Merger
must either submit an objection in writing prior to the hearing or
must appear in person or by counsel at the hearing.

Failure to submit a timely objection or to appear at the hearing
may preclude later challenge to the validity and consummation of
the Merger.  If you have any questions or concerns, you are urged
to contact the PharmAthene representative listed below for more
information.
    
The action filed by Plaintiff Mr. Kinley is captioned Matthew P.
Kinley v. Healthcare Acquisition Corp., nka PharmAthene Inc., C.A.
No. 3161-CC.

A copy of the Complaint can be obtained from PharmAthene.  The
Answer to the Complaint that PharmAthene has filed admits the
facts alleged therein and agrees that the request for judicial
determination under Section 225(b) of the Delaware General
Corporation Law is appropriate.  The location where the hearing
will be conducted, as well as the address to which any objections
are to be delivered to:

     Delaware Court of Chancery
     New Castle County Courthouse
     500 North King Street
     Wilmington, DE 19801
    
Copies of any written objections should also be served on the
attorneys of record in the pending action:
                              
     John L. Reed, Esq., Counsel for the Plaintiff
     Edwards Angell Palmer & Dodge LLP
     919 N. Market Street, 15th Floor
     Wilmington, DE 19801
     Tel (302) 777-7770
                          
             or
                         
     Christopher A. Selzer, Esq., Counsel for PharmAthene
     McCarter & English, LLP
     405 N. King Street
     Wilmington, DE 19801
     Tel (302) 984-6300

                      About PharmAthene Inc.

PharmAthene Inc. -- http://www.PharmAthene.com/-- was formed as a    
result of a merger with Healthcare Acquisition Corp.  PharmAthene
is a biodefense company developing and commercializing medical
countermeasures against biological and chemical threats.  
PharmAthene's lead programs include Valortimâ„¢ for the
prevention
and treatment of anthrax infection and Protexia(R) for the
prevention and treatment of morbidity and mortality associated
with exposure to chemical nerve agents.

               About Healthcare Acquisition Corp.

Healthcare Acquisition Corp. (AMEX:HAQ; HAQ.W) was incorporated in
Delaware on April 25, 2005, as a blank check company whose
objective is to acquire, through a merger, capital stock exchange,
asset acquisition or other similar business combination, an
operating business.

Primarily all activity through Dec. 31, 2006, relates to the
company's formation and the public offering identifying and
evaluating prospective target businesses.  On Jan. 19, 2007, the
company signed an agreement and plan of merger with PharmAthene,
Inc.  The company has until Aug. 3, 2007 to complete the business
combination or it must be liquidated.

                         *     *     *

As reported in the Troubled Company Reporter on June 15, 2007,
LWBJ, LLP, at West Des Moines, Iowa, raised substantial about
Healthcare Acquisition Corp.'s ability to continue as a going
concern, after reviewing the company's quarterly financial
statements for the three months ended March 31, 2007.

The auditor related that the company will face a mandatory
liquidation by Aug. 3, 2007, if a business combination is not
consummated.

At March 31, 2007, the company had total assets of $72,375,242,
total liabilities of $14,920,515, and a stockholders' equity of
$57,454,727, compared to $71,738,744 in total assets, $$14,625,002
in total liabilities, and a stockholders' equity of $57,113,742 at
Dec. 31, 2006.


HEARST-ARGYLE: Fitch Affirms "BB" Preferred Securities Rating
-------------------------------------------------------------
Fitch Ratings affirmed these ratings of Hearst-Argyle Television,
Inc. and its wholly owned subsidiary Hearst-Argyle Capital Trust:

Hearst-Argyle Television

-- Issuer Default Rating at 'BBB-';
-- Senior unsecured at 'BBB-'.

Hearst-Argyle Capital Trust

-- Convertible preferred securities at 'BB'.

The Rating Outlook is Stable.

The ratings reflect the company's strong margins, historically
conservative fiscal policies, and the company's sizeable and
geographically diverse portfolio of TV stations that reach over
18% of U.S. households.  Credit concerns include the secular
challenges affecting TV affiliate broadcasters due to the growing
popularity of Digital Video Recorders and Video on Demand, as well
as the cyclical nature of broadcasting with its dependence on ad
revenue.  Concerns also include the potential that recent weakness
in auto advertising represents a secular shift away from
traditional platforms.

While acquisition risk could be heightened under different
regulatory conditions, Fitch recognizes the company's historically
disciplined approach to acquisitions.  The Stable Outlook is based
on the expectations of free cash flow generation over the
intermediate term, the belief that liquidity is sufficient to
withstand secular pressure and a cyclical downturn concurrently,
the company's affiliations with top networks, and the its
historically conservative fiscal policies which Fitch expects will
continue despite what has been a generally weak stock performance.

The company has historically generated strong margins in excess of
35%, and free cash flow conversion on a normalized basis will
typically be in excess of 30%.  The broadcast TV industry has odd-
year and even-year variability due to the generation of
incremental revenues from premium ad spots sold during political
campaigns and, for those affiliated with NBC, Olympic broadcasts.
As such, HTV has typically operated with leverage in the 3x - 4x
range depending on the year.

This year should be at the high end of this range as weakness at
the NBC network and auto advertising combine with the lack of
political and Olympic revenues.  Fitch expects 2008 to be a fairly
strong year given the highly contested presidential election with
no incumbent candidates and HTV's presence in swing and primary
states.  Looking out to 2008, Fitch expects FCF as a percentage of
debt to return to over 10% and leverage at the lower end of recent
historical ranges.

While HTV continues to benefit from the high-margin business
dynamics of TV broadcasters, margins have deteriorated over the
years as network compensation continues to decrease and employee
and fuel & energy costs have outpaced revenue growth.  In
addition, auto advertising continues to be weak and as such, Fitch
expects 2007 margins to be materially weaker than 2005.  Fitch
believes that these factors could make it extremely difficult for
the company to restore margins to historical levels that were near
or above 40% as the weakness in auto advertising could persist.  
Despite the recent weakness, Fitch expects margins to continue to
be strong in the 32%-37% range over the intermediate term and
continue to compare favorably to other independent industry
competitors.

Future upside in margins could be realized through continued
retransmission fees, multiplexed programming, and premium
inventory that HTV should theoretically hold given its top
affiliations and traditionally top ratings.  To date,
retransmission fees have partially offset the downward trend in
network compensation and could equal historical highs once HTV's
cable affiliation agreements come up for renewal.  Fitch has some
concerns longer term regarding the potential for networks to seek
reverse compensation from their affiliated broadcasters.

Un-levered TV Broadcasters traditionally enjoy high FCF conversion
due to low maintenance capital expenditures and the tax
amortization of the company's FCC broadcast license.  HTV's FCF
conversion has been volatile over the last few years due to tax
settlements, pension contributions and non-maintenance capital
expenditures.  As expected, 2006 free cash flow conversion
rebounded to 35% as cash taxes were more normalized and lower
pension contributions were offset by higher non-maintenance
capital expenditures due to build-outs in four of HTV's studios.  
These build-outs will continue through 2007, affecting FCF
conversion; however, Fitch would expect 2008 to convert back to
the 35% range as CapEx levels normalize and operations benefit
from the Olympics and political campaigns.

Fitch continues to remain concerned with broadcast affiliates
related to emerging technologies such as VOD and DVR usage, as
affiliates depend on the network programming to promote and lead
into their late news.  Networks continue to offer their
programming on various distribution outlets making local broadcast
affiliates no longer the exclusive provider of network content in
a given market.  In addition, Fitch is concerned that increased
DVR taping of network shows, in conjunction with immediate
availability of news over the Internet, could decrease local news
viewership and pressure ad rates over the intermediate term.

Fitch notes that HTV has continued to embrace a digital strategy
including partnering with NBC for multiplexed programming and a
strong push into the design and distribution of its web sites.  It
is also important to point out that as the supply of additional
information sources flood local markets, HTV is affiliated with
the top networks and typically has top or second ratings for the
majority of its stations, giving it the ability to offer premium
inventory compared to other affiliated stations and/or web sites
in a given market.

The company's liquidity position is adequate and supported by
about $40 million in cash and $400 million of revolver
availability at June 30, 2007.  Maturities over the next few years
are material, as the company's remaining $360 million in private
placement notes will continue to amortize $90 million annually
each December.  In addition, the company's $125 million 7% senior
notes mature December 2007.  The company has ample flexibility to
re-finance these maturities in the near term with its bank
facility.

Remaining debentures mature in 2018 and 2027.  The company's
$500 million credit facility matures 2010 and contains a maximum
leverage ratio of 5x and minimum interest coverage ratio of 2.5x.
The facility also contains a minimum consolidated net worth test
of $1.045 billion + 25% of positive net income beginning with
2005.  

Fitch estimates this to be about $1.1 billion minimum net worth.  
As of June 30, 2007, Fitch estimates the company had net worth of
about $1.9 billion, which includes $0.8 billion of goodwill.  
Because of the company's mix of non-bank debt there are varying
degrees of non-bank covenants.  These include change of control
provisions in the company's private placements and preferred
securities as well as limitation on liens in the senior unsecured
bonds and private placements.

The company's private placements also contain a minimum net worth
test similar to the bank facility covenant.  There are cross-
acceleration provisions in both the senior unsecured bonds and
private placements.  In conjunction with Fitch's updated
methodology for giving equity credit to debt-like instruments
published September 2006, Fitch gives 25% equity credit (Class B)
to the capital trust's preferred securities, due to loss
absorption characteristics and deferrable interest options offset
by the securities change of control covenant.

HTV is a stand-alone public company, of which the Hearst
Corporation indirectly owns about 73% of outstanding common stock
at June 30, 2007.  The Hearst Corporation also owns a 20% interest
in the parent company of Fitch Ratings.


HERBST GAMING: S&P Assigns Corporate Credit Rating at B+
--------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on Herbst
Gaming Inc., including the 'B+' corporate credit rating, on
CreditWatch with negative implications.  The CreditWatch placement
follows somewhat weaker-than-anticipated second-quarter operating
performance as a result of ongoing challenges in Herbst's route
business, as well as weaker-than-expected performance at its
Primm, Nev.-based casinos in the first two months following its
acquisition of the properties.

"We had previously stated that while the company's credit measures
were weak for the 'B+' category, we expected that they would trend
more in line with the rating during fiscal 2008," noted Standard &
Poor's credit analyst Guido DeAscanis.  "However, current
operating trends suggest that credit measures could remain weak
over a more prolonged period of time than we had previously
anticipated."

In resolving the CreditWatch listing, S&P will meet with
management to assist in our assessment of:

   i. The level of concessions that are likely to be attained in
      negotiations associated with space lease contracts
      pertaining to the company's route business;

  ii. Expected operating trends in each of the route and casino
      businesses over the intermediate term;

iii. Anticipated levels of debt reduction in the next two years,
      taking into account cash flow projections and capital
      expenditure requirements; and

  iv. The level at which covenants will be reset under the
      company's credit agreement.

While a downgrade is not a predetermined outcome of our review,
S&P expects that any lowering of the rating would be limited
to one notch.


HOLLINGER INC: June 30 Balance Sheet Upside-Down by CDN$82.9 Mil.
-----------------------------------------------------------------
Hollinger Inc.'s consolidated balance sheet at June 30, 2007,
showed CDN$152.6 million in total liabilities and
CDN$235.5 million in total liabilities, resulting in an
CDN$82.9 million total stockholders' deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with CDN$51.9 million in total current
assets available to pay CDN$215.4 million in total current
liabilities.

Hollinger Inc. reported net income of CDN$7.0 million on revenue
of CDN$584,000 for the first quarter ended June 30, 2007, compared
with a net loss of CDN$13.9 million on revenue of CDN$1.8 million
for the same period ended June 30, 2006.

The decrease in revenue primarily reflects a decrease in
investment and dividend income of CDN$1.0 million and a decrease
in other revenues of CDN$221,000 during the quarter ended June 30,
2007, when compared with the three month period ended June 30,
2006.

During the three months ended June 30, 2007, the corporation
received no dividend income from its investment in Class A and
Class B shares of Sun-Times.  This compares to dividend income of
CDN$884,000 during the three months ended June 30, 2006.

For the three months ended June 30, 2007, interest income from the
investment of funds was CDN$527,000, compared with CDN$686,000 for
the three months ended June 30, 2006.  The surplus funds giving
rise to this interest in the three months ended June 30, 2007, are
primarily from proceeds of real estate sales and the sale of a
vendor take-back mortgage.  The surplus funds giving rise to
interest in the three months ended June 30, 2006, were primarily
surplus funds from a special dividend received from Sun-Times in
January and February of 2005.

Other revenues for the three months ended June 30, 2007, were
CDN$57,000 compared with CDN$278,000 for the three months ended
June 30, 2006.  The decline in rental revenue is due to the sale
of two real estate properties and the expiry of a headlease on a
third property.

The swing to a net income in the three months ended June 30, 2007,
primarily reflects a decrease in professional fees and other
expenses of CDN$405,000, a decrease in total interest expense of
CDN921,000, a decrease in unrealized loss on investments of
CDN$11.6 million, an increase in net foreign currency gains of
CDN$8.7 million, a gain on sale of property of CDN$6.7 million,
and an increase in income from discontinued operations of
CDN$2.2 million.

These were partly offset by the decrease in total revenues, an
increase in stock-based compensation of CDN$523,000, a provision
of CDN$7.6 million for disputed amounts potentially due to Sun-
Times and others relating to indemnities of the company's former
directors and officers, and a decrease in unrealized gains on
Series II preference shares of CDN$578,000.

                     Discontinued Operations

On May 30, 2007, the corporation sold all of the shares it held in
Editorial La Razon S.A. ("ELR"), a Costa Rican company, to SRB CR
Limitada, a Costa Rican corporation, for proceeds of
CDN$2.1 million (US$2.0 million), less selling expenses of
CDN$90,000.  In 1990 the company had begun acquiring an interest
in ELR, which owns and publishes La Republica newspaper in San
Jose, Costa Rica, a small circulation daily newspaper focused on
the broader business community in Costa Rica.  Its principal
revenue sources are advertising, circulation and commercial
printing.

                  Unrealized Loss on Investments

During the three months ended June 30, 2007, the company recorded
an unrealized loss of CDN$1.6 million (compared to an unrealized
loss of CDN$13.2 million for the three months ended June 30, 2006)
relating to the decrease in the fair value of its investment in
Sun-Times, including the effects of currency exchange rates, based
on the last bid price of a Sun-Times Class A share.

                   Series II preference shares

During the three months ended June 30, 2007, the company recorded
an unrealized gain of CDN$77,000 (compared to an unrealized gain
of CDN$655,000 for the three months ended June 30, 2006) relating
to the decrease in the fair value of the Series II preference
share liability, being the bid price of the Sun-Times Class A
shares for which they are exchangeable.

                     Gain on Sale of Property

On May 8, 2007, the company sold its Toronto corporate office at
10 Toronto Street for CDN$14.0 million, resulting in a gain on
sale of CDN$6.7 million.

                    Net Foreign Currency Gains

The foreign exchange loss on US cash and cash equivalents was
CDN$473,000 for the three months ended June 30, 2007, compared
with CDN$1.8 million for the three months ended June 30, 2006.

The principal of the Secured Notes at June 30, 2007, and March 31,
2007 was US$93 million.  Together with interest accrued thereon,
these amounts payable generated a foreign exchange gain of
CDN$8.4 million in the three months ended June 30, 2007.  Accrued
dividends on Series II preference shares was US$4.5 million
throughout the same period and generated a foreign exchange gain
of CDN$403,000.  The Sun-Times loan payable in the principal
amount of US$20.4 million plus accrued interest generated a
foreign exchange gain of CDN$3.1 million.  The disputed amounts
due Sun-Times of US$22.8 million at June 30, 2007, up from
US$15.7 million on March 31, 2007, generated a gain of
CDN$1.4 million while the disputed amounts due Conrad Black in the
principal amount of US$15.3 million plus accrued interest thereon
generated a foreign exchange gain of CDN$1.9 million in the three
months ended June 30, 2007.

              Net Income from Continuing Operations

Net income from continuing operations before taxes was
CDN$2.7 million for the three months ended June 30, 2007, compared
with a net loss before taxes of CDN$15.7 million for the three
months ended June 30, 2006.

                    Provision for Income Taxes

Recovery of income taxes was CDN$2.0 million in the three months
ended June 30, 2007, which was materially unchanged compared with
the three months ended June 30, 2006.  These amounts are largely
accounting recoveries and will not result in any increase in cash
balances of the company.

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?22b4

                       Liquidity Resources

Negative cash flows from operating activities during the three
months ended June 30, 2007, were CDN$7.8 million compared to
CDN$5.9 million for the three months ended June 30, 2006.  For the
three months ended June 30, 2007, the company recorded no dividend
revenue from Sun-Times, compared to CDN$884,000 for the three
months ended June 30, 2006.

There were no cash flows provided by financing activities during
the three months ended June 30, 2007, and the three months ended
June 30, 2006.

Cash flows provided by investing activities during the three
months ended June 30, 2007, were CDN$18.5 million, compared to
cash flows of CDN$5.2 million for the three months ended June 30,
2006.  The primary contributors to investing activities in the
three months ended June 30, 2007, were CDN$13.2 million from the
sale of the 10 Toronto Street property and CDN$8.3 million from
the sale of a mortgage receivable on a property at Dufferin Street
and Lawrence Avenue West, Toronto, Ontario.  The cash flow is
partially offset by a CDN$2.9 million contribution to an interest
bearing trust as a condition of an agreement with Morneau Sobeco
relating to a lien on the property at 10 Toronto Street.  There
were no property sales in the three months ended June 30, 2006.

In the three-month period ended June 30, 2006, the cash flow
provided by investing activities primarily related to funds that
were released in accordance with SEC escrow arrangements required
to be maintained by the company.  These escrow funds have been
fully depleted.

                       About Hollinger Inc.

Based in Toronto, Ontario, Hollinger Inc. (TSX: HLG.C)(TSX:
HLG.PR.B) -- http://www.hollingerinc.com/-- owns approximately
70.1% voting and 19.7% equity interest in Sun-Times Media Group
Inc. (formerly Hollinger International Inc.), a media company with
assets which include the Chicago Sun-Times newspaper,
Suntimes.com, and a number of community newspapers and websites
serving communities in the Chicago area.

Hollinger Inc., together with two of its Canadian subsidiaries
4322525 Canada Inc. and Sugra Limited, initiated a Court-
supervised restructuring under the Companies' Creditors
Arrangement Act (Canada) and a companion proceeding in the United
States pursuant to Chapter 15 of the U.S. Bankruptcy Code.  

The jointly administered cases were filed on Aug. 1, 2007
(Bankr. D. Del. Case Nos. 07-11030 and 07-11031).  The Debtors'
Chapter 15 filing has been reported in the Troubled Company
Reporter on August 3, 2007.


I/OMAGIC CORP: Posts Net Loss of $839,599 in Quarter Ended June 30
------------------------------------------------------------------
I/OMagic Corp. reported a net loss of $839,599 and a loss from
operations of $728,457 for the second quarter ended June 30, 2007,
compared with net income and loss from operations of $1.6 million
for the same period in 2006.

Net sales decreased by $3.4 million, or 34%, to $6.5 million in
the second quarter of 2007 as compared to $9.9 million in the
second quarter of 2006.  A combination of factors affected net
sales, including a $2.8 million decrease in sales of optical data
storage products.  Sales of CD- and DVD-based products continue to
decrease in the second quarter of 2007 because they are generally
included as a standard component in most new computer systems.  

Also, sales of mobile data storage products decreased by
$2.5 million, or 51%, to $2.3 million, or 37% of net sales, in the
second quarter of 2007 as compared to $4.8 million, or 48% of net
sales, in the second quarter of 2006, which was partially offset
by an increase in net sales of desktop data storage products
during the second quarter of 2007 of $1.7 million, or 26% of net
sales, as compared to $318,000, or 2% of our net sales for the
second quarter of 2006.

In addition, the company's overall product return rate increased
to 14.6% in the second quarter of 2007 compared to 9.6% in the
second quarter of 2006.  The increase in overall product return
rate resulted from an increase in sales of desktop magnetic data
storage products in the first quarter of 2007 compared to
the first quarter of 2006, which experienced a high rate of
return.  

The decrease in loss from operations mainly reflects a decrease in
total operating expenses which decreased to $1.2 million compared
to $2.9 million in the comparable period of 2006.  

The swing to a net loss in the second quarter of 2007 from net
income in 2006 primarily reflects other income of $2.4 million in
the second quarter of 2006 as a result of a litigation
settlement.                                  

Selling, marketing and advertising expenses decreased by $252,000,
or 49%, to $264,000 in the second quarter of 2007 as compared to
$516,000 in the second quarter of 2006.  

General and administrative expenses decreased by $1.4 million, or
60%, to $933,000 in the second quarter of 2007 as compared to $2.4
million  in the second quarter of 2006.  This decrease was
primarily due to a decrease of $1.2 million in offering expenses.

Net interest expense increased by $19,000, or 21%, to $111,000 in
the second quarter of 2007 as compared to $92,000 in the second
quarter of 2006.  This increase primarily resulted from higher
borrowings on the company's line of credit and higher effective
rates of interest on those borrowings in the second quarter of
2007 as compared to the second quarter of 2006.

At June 30, 2007, the company's consolidated balance sheet showed
$16.1 million in total assets, $10.9 million in total liabilities,
and $5.2 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?22b0
                     Going Concern Doubt

Swenson Advisors LLP, in San Diego, expressed substantial doubt
about I/OMagic Corp.'s ability to continue as a going concern
after auditing the company's consolidated financial statements for
the year ended Dec. 31, 2006.  The auditing firm reported that the
company has incurred significant operating losses, serious
liquidity concerns and may require additional financing in the
foreseeable future.

At June 30, 2007, the company had cash and cash equivalents of
$816,248.  The company currently has almost no amounts available
to it for borrowing under its credit facility with Silicon Valley
Bank.  In addition, as of August 10, 2007, the company had only
$403,000 of cash on hand.  The company presently may not have
sufficient liquidity to fund its operating needs for the next
twelve months.

                    About I/OMagic Corporation

I/OMagic Corporation (OTC BB: IOMG) -- http://iomagic.com/-    
provides data storage products such as CD-RW and DVD+/-RW drives,
USB Portable Storage Devices and floppy drives, including the
MediaStation, DataStation, and GigaBank(TM) products.  The Ccmpany
sells products under three brand names -- I/OMagic(R), Hi-Val(R)
and Digital Research Technologies(R) -- through nationally-
recognized computer, consumer electronics and office supply
superstores and other retailers.


INDEPENDENCE IV: Fitch Cuts Rating on $24.6 Mil. Class C Notes
--------------------------------------------------------------
Fitch downgraded two and affirmed four classes of notes issued by
Independence IV CDO, Ltd.  These rating actions are the result of
Fitch's review process and are effective immediately:

-- $75,232,841 class A-1 (Series 1) notes affirmed at 'AAA';

-- $79,725,042 class A-1 (Series 2) notes affirmed at 'AAA';

-- $29,968,808 class A-2 notes affirmed at 'AAA';

-- $28,470,368 class A-3 notes affirmed at 'AAA';

-- $29,968,808 class B notes downgraded to 'A' from 'AA' and
    placed on Rating Watch Negative;

-- $24,587,814 class C notes downgraded to 'B' from 'BBB' and
    remain on Rating Watch Negative.

Independence IV is a collateralized debt obligation that closed on
June 26, 2003 and is managed by Declaration Management & Research
LLC, which is rated 'CAM2' by Fitch.  The portfolio is currently
composed of subprime residential mortgage-backed securities
(55.5%), along with prime RMBS (12.8%), CDOs (9.3%) and other
structured finance assets (22.4%).  Independence IV exited its
reinvestment period in July 2006.

Fitch conducted cash flow modeling utilizing various default
timing and interest rate scenarios to measure the breakeven
default rates going forward relative to the minimum cumulative
default rates required for the rated liabilities.  Fitch's rating
actions also reflect the recent credit quality deterioration
within the portfolio.  The majority of these actions has taken
place in the last two months and was the result of credit
deterioration in the subprime RMBS space.

Since Fitch's last review of Independence IV, about 10% of the
portfolio has been downgraded.  In addition, 6% of the underlying
assets are currently on Rating Watch Negative.  Of the exposure to
subprime RMBS in Independence IV, 36.6% consists of the 2005 and
2006 vintages, which are experiencing higher levels of
delinquencies and defaults.

Fitch believes that this subprime exposure, along with credit
deterioration in the portfolio has increased the risk profile of
the class B and C notes.  This rating analysis also incorporated
Fitch's revised methodology for rating structured finance CDOs.

The class B and C notes remain on RWN due to exposure to 2006 and
2007 vintage subprime RMBS collateral that has not been reviewed
by any agency.  Fitch expects to resolve the Rating Watch status
on these notes as the expected performance of these bonds is more
apparent.

The ratings of the class A-1 (Series 1), A-1 (Series 2), A-2, A-3
and B notes address the likelihood that investors will receive
full and timely payments of interest, as per the governing
documents, as well as the stated balance of principal by the legal
final maturity date.  The rating of the class C notes addresses
the likelihood that investors will receive ultimate and
compensating interest payments, as per the governing documents, as
well as the stated balance of the principal by the legal final
maturity date.


INDEPENDENCE V: Fitch Cuts Rating on Two Note Classes to 'B+'
-------------------------------------------------------------
Fitch downgraded three and affirmed four classes of notes issued
by Independence V CDO, Ltd.  These rating actions are the result
of Fitch's review process and are effective immediately:

-- $282,255,172 class A-1 notes affirmed at 'AAA';

-- $84,000,000 class A-2A notes affirmed at 'AAA';

-- $15,000,000 class A-2B notes affirmed at 'AAA';

-- $56,400,000 class B notes affirmed at 'AA';

-- $22,548,010 class C notes downgraded to 'BBB-' from 'BBB' and
    remains on Rating Watch Negative;

-- $19,100,000 series 1 preference shares downgraded to 'B+' from
    'BB-' and remains on Rating Watch Negative;

-- $5,500,000 series 2 preference shares downgraded to 'B+' from
    'BB-' and remains on Rating Watch Negative.

Independence V is a collateralized debt obligation that closed on
Feb. 25, 2004 and is managed by Declaration Management & Research
LLC, which is rated 'CAM2' by Fitch.  The portfolio is currently
composed of subprime residential mortgage-backed securities
(69.4%), along with prime RMBS (15.2%) and other structured
finance assets (15.5%).  Independence V exited its reinvestment
period in March 2007.

Fitch conducted cash flow modeling utilizing various default
timing and interest rate scenarios to measure the breakeven
default rates going forward relative to the minimum cumulative
default rates required for the rated liabilities.  Fitch's rating
actions also reflect the recent credit quality deterioration
within the portfolio.

The majority of these actions has taken place in the last two
months and was the result of credit deterioration in the subprime
RMBS space.  Since Fitch's last review of Independence V, 10.6% of
the portfolio has been downgraded.  In addition, 2.6% of the
underlying assets are currently on Rating Watch Negative.  Of the
exposure to subprime RMBS in Independence V, 5.9%, 26.1% and 10.2%
consist of the 2005, 2006 and 2007 vintages, respectively, which
are experiencing higher levels of delinquencies and defaults.

Fitch believes that this subprime exposure, along with credit
deterioration in the portfolio has increased the risk profile of
the class C notes and preference shares.  This rating analysis
incorporated Fitch's revised methodology for rating structured
finance CDOs.

The class C notes and the Series 1 and 2 preference shares remain
on RWN due to the exposure to 2006 and 2007 vintage subprime RMBS
collateral that has not been reviewed by any rating agency.  Fitch
expects to resolve the Rating Watch status on these notes as the
expected performance of these bonds is more apparent.

The ratings of the class A-1, A-2A, A-2B and B notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date.  The rating
of the class C notes addresses the likelihood that investors will
receive ultimate and compensating interest payments, as per the
governing documents, as well as the stated balance of the
principal by the legal final maturity date.  The rating on the
series 1 preference shares addresses the ultimate payment of a 2%
coupon and the ultimate repayment of principal.  The rating on the
series 2 preference shares addresses the ultimate payment of a 2%
internal rate of return and the ultimate repayment of principal.


INFOWAVE SOFTWARE: Posts CDN$1.7 Million Net Loss in Second Qtr.
----------------------------------------------------------------
Infowave Software released on Aug. 14, 2007, its financial results
for the three and six months ended June 30, 2007.
For the three and six months ended June 30, 2007, the company
recorded a net loss of CDN$1.7 million and CDN$2.7 million,
respectively.  This compared to a net loss of CDN$1.1 million and
CDN$2.3 million for the same periods last year.

Revenue for the first three and six months of 2007 was CDN$785,492
and CDN$2.0 million, respectively compared to CDN$683,537 and
CDN$1.1 million in the corresponding periods last year.  These
increases reflect additional professional services business
combined with recurring revenue from the company's maintenance and
support contracts.

Operating expenses for the three and six months of 2007 were
CDN$1.9 million and CDN$3.8 million, respectively compared with
CDN$1.6 million and CDN$3.3 million during the same periods last
year.  These increases reflect higher sales and marketing expenses
partially offset by lower administration and research and
development costs.

At June 30, 2007, the company's consolidated balance sheet showed
CDN$7.1 million in total assets, CDN$2.8 million in total
liabilities, and CDN$4.3 million in total stockhoders' equity.

At June 30, 2007, the company's consolidated balance sheet also
showed strained liquidity with CDN$1.9 million in total current
assets available to pay CDN$2.8 million in total current
liabilities.

                       Going Concern Doubt

The company has experienced operating losses and negative cash
flows from operations during the three and six months ended
June 30, 2007, and in prior periods.  To date, the company has
financed its continuing operations through revenue and equity
financings.

Management is of the opinion that the sufficiency of cash
available to fund operations beyond Sept. 30, 2007, is currently
uncertain.  As a result there exists significant doubt about the
company's ability to operate as a going concern for the next
twelve months.

                     About Infowave Software

Infowave Software Inc. (TSX: IW) -- http://www.infowave.com/--  
provides mobile field service solutions.  Echo Solutions is
Infowave Software Inc.'s flagship product.  Echo Solutions is
designed to streamline and integrate business operations by
empowering mobile workers.  The solution provides scalable,
secure, and reliable mobile business applications for improving
operational efficiency and increasing productivity.  Some of the
world's most innovative organizations in energy & utilities,
defense, communications, and medical instrumentation use Infowave
solutions to increase the efficiency of their mobile workforces.  


INTEGRAL NUCLEAR: Court Sets Oct. 22 Final Cash Collateral Hearing
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey gave
Integral Nuclear Associates LLC and its debtor-affiliates,
authority, on an interim basis, to use the cash collateral
securing repayment of their obligations to:

   a) Lyon Financial Services Inc. dba US Bank Portfolio Services,
      as servicer for certain special purpose entities, and the
      DVI Liquidating Trust and as agent for U.S. Bank, National
      Association as trustee;

   b) Cardinal Health 414 Inc.;

   c) MarCap Corporation;

   d) Siemens Medical Solutions USA Inc.;

   e) Phillips Medical Capital LLC; and

   f) Ronald and Marcia Lissak.

Specifically, the Court permits the Debtors to use the cash
collateral until Oct. 27, 2007, for these purposes:

   -- maintenance and preservation of their assets; and

   -- the continued operation of their businesses, including, but
      not limited to payroll, payroll taxes, employee expenses,
      and insurance costs.

A budget detailing the Debtors' cash collateral use is available
for free at http://researcharchives.com/t/s?22bc

As adequate protection, the Debtors grant the Lenders a
replacement lien on their post-petition accounts receivable in the
same priority as the Lenders' pre-petition liens, subject to a
determination as to the validity and extent of the liens.

In addition, the Debtors allow the Lenders a superpriority
administrative claim to the extent the Debtors' use of the
Lenders' cash collateral results in a diminution in value of the
collateral such that the Lenders are placed in an undersecured
position.

The Court notes that the adequate protection does not apply to
MarCap's claims based on the Debtors' preliminary determination
that Marcap's claims are claims under true leases.

A final hearing on the Debtors' use of cash collateral is
scheduled for Oct. 22, 2007, 11:00 a.m., at Courtroom 3D, U.S.
Bankruptcy Court, Martin Luther King, Jr. Federal Building, 50
Walnut Street, in Newark, New Jersey.

Objections are due 12:00 p.m. on Oct. 17, 2007.

Based in Paoli, Pennsylvania, Integral Nuclear Associates LLC --
http://www.integralpet.com/-- operates nuclear imaging centers.
The company and 25 of its affiliates filed for Chapter 11
protection on April 15, 2007 (Bankr. D. N.J. Case Nos. 07-15183
through 07-15215).  Ilana Volkov, Esq., and Michael D. Sirota,
Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., represent
the Debtors.  Lawyers at Norris McLaughlin & Marcus, PA, represent
the Official Committee of Unsecured Creditors.  When the Debtors
filed for protection from their creditors, they listed estimated
assets and debts of $1 million to $100 million.


INTERNATIONAL PAPER: Inks 50:50 Joint Venture with Ilim Holding
---------------------------------------------------------------
International Paper and Ilim Holding S.A. have signed a definitive
agreement to form a 50:50 joint venture, a foreign-domestic
alliance in the Russian forest sector.  The joint venture will
operate as Ilim Group.
    
"After extensive negotiations and due diligence, we remain
impressed with Ilim's performance and potential, and with demand
growth in Russia and Asia for our key products," John Faraci,
International Paper chairman and chief executive officer, said.
"Ilim has continued to strengthen its operations and substantially
improve its profitability, and we're investing at a good multiple
and expect attractive returns.  As we continue to transform
International Paper, focusing on our global uncoated paper and
packaging businesses, the joint venture with Ilim positions us
very well within low- cost, high-growth markets in Russia and
Asia."
    
According to the terms of the agreement, International Paper will
purchase 50 percent of Ilim Holding S.A., for approximately
$650 million, subject to certain conditions at closing. Ilim
Holding has an enterprise value of approximately $1.6 billion,
including debt, EBITDA of approximately $212 million for the first
six months of 2007, and projected 2007 EBITDA of more than $400
million.

The deal received approval from the Russian Federal Antimonopoly
Service in June and is expected to close early in the fourth
quarter of 2007.
    
"The alliance between International Paper and Ilim Group will
allow us to create value by linking the unique capabilities each
partner offers," Mary Laschinger, International Paper senior vice
president and president of IP Europe, said.  "International Paper
has been a committed part of the Russian forest products industry
since 1999 through the ownership of our Svetogorsk Mill, and we
look forward to the opportunity to grow the joint venture, while
contributing to the development of a sustainable forest products
industry in Russia."
    
"We are pleased to disclose the beginning of a new stage in the
Group's development," Ilim Group chairman Zakhar Smushkin, said.
"This alliance is an example of cooperation between Russian and
international companies toward effective development and
processing of Russian forest resources."
    
"I hope this alliance will not just give a powerful impetus toward
Ilim Group's development but will also open the way for the inflow
of investment and know-how that our industry so badly needs,"
Mr. Smushkin continued.  "Our alliance is a response to global
market challenges and the appeals from the Russian President and
the Government of Russia. Cooperation sets the pace for increasing
the share of value-added products in our industry and propels
Russia to its well-deserved place in the global pulp and paper
industry."
    
Ilim Group operates the pulp and paper mills located in the
European and Siberian regions of Russia.  On July 1, 2007, the
ownership of the mills, formerly, Ilim Pulp's Kotlas Pulp and
Paper Mill, Bratsk Wood Industrial Complex and Ust-Ilimsk Wood
Industrial Complex was consolidated under Russian open joint-stock
company Ilim Group, a subsidiary of Ilim Holding.  These mills
produce annually more than 2.5 million tons of market pulp,
uncoated papers and packaging.  The joint venture will continue to
operate this business.
    
A key element of the proposed joint venture strategy is a long-
term investment program in which the joint venture would invest,
through cash from operations and additional debt, approximately
$1.5 billion in Ilim's four mills over approximately five years.
This unprecedented investment in the Russian pulp and paper
industry would be used to upgrade equipment, increase production
capacity and allow for new high-value uncoated paper, pulp and
corrugated packaging product development.
    
The joint venture will be headquartered in St. Petersburg, Russia,
and its board of directors will continue to be chaired by Mr.
Smushkin and will include four members each from International
Paper and Ilim Group.  In addition, Ilim has accepted
International Paper's nomination of IP senior vice president Paul
Herbert to be the joint venture's CEO.
    
The pulp and paper mill that International Paper currently owns
and operates in Svetogorsk, in Russia's Leningrad region, will not
be owned by the joint venture.  Similarly, Ilim Pulp's wood-
products enterprises will not be integrated into the joint
venture; instead Ilim plans to combine them to create Russia's
largest timber-processing holding company.
    
                         About Ilim Group
    
Ilim Group -- http://www.ilimgroup.com/-- was registered in St.  
Petersburg on Sept. 27, 2006.  In 2007, the Group was joined by
Kotlas Pulp and Paper Mill, Bratsk Pulp and Containerboard Mill
and Ust-Ilimsk Pulp and Paper Mill as the mills were converted to
a single share.  On July 2 Ilim Group started its activities as a
unified company.  Production assets of the Group are structured on
the production and geographical basis and include the following
business units: SevCBP (Northern Pulp and Paper Production),
SibCBP (Siberian Pulp and Paper Production), Consumer Packaging
and Corrugated Packaging.  The COMPANY also includes centralized
service providers to the Group's branches and subsidiaries.

                    About International Paper

Headquartered in Stamford, Connecticut, International Paper Co.
(NYSE: IP) -- http://www.internationalpaper.com/-- is an uncoated   
paper and packaging company with primary markets and manufacturing
operations in North America, Europe, Russia, Latin America, Asia
and North Africa.  International Paper employs approximately
54,000 people in more than 20 countries, and serves customers
worldwide.  

                          *     *     *

International Paper Co. carries Moody's Investors Service Ba1
senior subordinate rating and Ba2 Preferred Stock rating.


J.P. MORGAN: Fitch Affirms Low-B Ratings on Six Cert. Classes
-------------------------------------------------------------
Fitch Ratings upgraded these classes of J.P. Morgan Chase
Commercial Mortgage Securities Corp., series 2005-LDP1, commercial
mortgage pass-through certificates:

-- $68.4 million class B to 'AA+' from 'AA';
-- $25.2 million class C to 'AA' from 'AA-';
-- $54 million class D to 'A+' from 'A'.

In addition, Fitch affirmed these classes:

-- $45.5 million class A-1 at 'AAA';
-- $335.2 million class A-1A at 'AAA';
-- $994.5 million class A-2 at 'AAA';
-- $157.5 million class A-3 at 'AAA';
-- $601.5 million class A-4 at 'AAA';
-- $119.9 million class A-SB at 'AAA';
-- $94.3 million class A-J at 'AAA';
-- $100 million class A-JFL at 'AAA';
-- Interest only class X-1 at 'AAA';
-- Interest only class X-2 at 'AAA';
-- $28.8 million class E at 'A-';
-- $46.8 million class F at 'BBB+';
-- $28.8 million class G at 'BBB';
-- $32.4 million class H at 'BBB-';
-- $10.8 million class J at 'BB+';
-- $14.4 million class K at 'BB';
-- $10.8 million class L at 'BB-';
-- $7.2 million class M at 'B+';
-- $7.2 million class N at 'B';
-- $10.8 million class P at 'B-'.

The $36 million class NR is not rated by Fitch.

The ratings upgrades reflect the defeasance of 14 loans (7.1%) and
scheduled amortization since the last review.  As of the
July 2007 remittance, the transaction has paid down 1.7% to
$2.83 billion from $2.87 billion at issuance.  Four loans (1.2%)
are currently in special servicing.

Two loans, Woodbridge Center (7.6%) and Harbor Court (1%) are
credit assessed by Fitch.  Based on their stable performance
since, the loans maintain their investment grade credit
assessments.  As of March 31, 2007, in-line occupancy at
Woodbridge Center improved to 97.4% from 94.8% at issuance.

Harbor Court is secured by a ground lease on a parcel of land in
Honolulu, HI. A 201,256 square foot office/mixed-use building is
constructed above it.


J.P. MORGAN: Fitch Affirms Low-B Ratings on Four Cert. Classes
--------------------------------------------------------------
Fitch Ratings upgrades JP Morgan Chase Commercial Mortgage
Securities Corporation's commercial mortgage pass-through
certificates, series 2002-CIBC5, as:

-- $28.9 million class F to 'AA+' from 'AA-';
-- $16.3 million class G to 'AA-' from 'A';
-- $18.8 million class H to 'BBB+' from 'BBB'.

In addition, Fitch affirms these classes:

-- $200.9 million class A-1 at 'AAA';
-- $487.2 million class A-2 at 'AAA';
-- Interest-only class X-1 at 'AAA';
-- Interest-only class X-2 at 'AAA';
-- $36.4 million class B at 'AAA';
-- $13.8 million class C at 'AAA';
-- $27.6 million class D at 'AAA';
-- $13.8 million class E at 'AAA';
-- $12.6 million class J at 'BBB-';
-- $5 million class K at 'BB';
-- $5 million class L at 'BB-';
-- $8.8 million class M at 'B';
-- $2.5 million class N at 'B-'.

Fitch does not rate the $13.4 million class NR.

The rating upgrades are the result of an additional 4.7% paydown
and 7.8% defeasance since Fitch's last rating action. In total 33
loans (34.4%) have defeased, including one credit assessed loan
(4.7%).  As of the August 2007 distribution date, the pool has
paid down 11.3% to $891 million from $1 billion at issuance.

In August 2007, a real estate-owned 78,754 square foot office
property in Troy, Michigan was liquidated.  Losses on the asset
were absorbed by the non-rated class.

Simon Mall Portfolio (11.3%) loan maintains an investment grade
credit assessment based on stable performance.  The Simon Mall
Portfolio is secured by a total of 1.5 million in-line square feet
in four regional malls located in Ohio, Texas, Indiana, and
Wisconsin.  The subject loan consists of an A note with a total
outstanding principal balance as of July 2007 of $100.6 million
and a B note with a current outstanding principal balance of $16.8
million.  The B note is non-rated and non-pooled.  Combined total
occupancy for all of the centers as of March 2007 was 92.5%,
compared to 94.1% at issuance.


JED OIL: June 30 Balance Sheet Upside-Down by $35.1 Million
-----------------------------------------------------------
JED Oil Inc. reported on Aug. 15, 2007, its financial results for
the three and six months ended June 30, 2007.

At June 30, 2007, the company's consolidated balance sheet showed
$40.5 million in total assets, $47.3 million in total liabilities,
and $28.3 million in convertible redeemable preferred shares,
resulting in a $35.1 million total stockholders' deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $8.3 million in total current
assets available to pay $47.1 million in total current
liabilities.

Net income applicable to common shareholders was $14.6 million for
the second quarter ended June 30, 2007, and $10.6 million for the
six months ended June 30, 2007, due to the gain on sale of the
Ferrier and Sousa properties.  Comparatively, the net income for
the same periods of 2006 were $468,000 for the quarter and
$446,000 for the six months ended June 30.

Second quarter 2007 revenue decreased 56% to approximately
$3.8 million from $8.6 million in the same period last year.  
First half 2007 revenue decreased 46% to approximately
$7.1 million from $13.3 million for the first half of 2006.

Exit production rate was down 86% to 260 boe/d from 1,825 boe/d at
the close of the second quarter of 2006 primarily due to asset
sales to fund the purchase of Caribou Resources Corp.

Funds provided by operating activities increased to approximately
$1.3 million from funds used in operating activities
of $16.6 million for the 3 months ended June 30, 2006.

Average production volumes decreased 62% for the quarter and 49%
for the six months ended June 30, 2007, to 871 boe/d from
2,277 boe/d, and to 901 boe/d from 1,766 boe/d respectively.

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?22ad

                   Recent Operating Highlights

JED sold its producing properties in the North Ferrier area of
Alberta and a non-operated property at Sousa in Alberta for net
proceeds of over $34.2 million.

As reported in the Troubled Company Reporter on Aug. 9, 2007,
Caribou Resources Corp. is now a wholly owned subsidiary of JED
Oil and its name has been changed to JED Production Inc.

A settlement of five drilling contracts, which contributed
$1.9 million to the loss for the first quarter, also brought in
cash of $2.2 million in the second quarter and terminated
commitment liabilities of $17.665 million over the next 4 years.

Management's efforts to reduce overhead expenses result in a 29%
decrease in expenses in the current quarter versus the second
quarter of 2006.

Referring to the Caribou acquisition, James Rundell, JED's
president stated, "We believe the Caribou assets offer tremendous
upside potential with relatively low incremental expenditures.
While we were aware that certain assets were partially developed
and easily converted into production, our continued review of well
files and other information has uncovered significantly more
opportunities than we had first thought."

The Caribou acquisition is also a key component to the plan
presented to the American Stock Exchange regarding the company
regaining compliance with the AMEX Company Guide.  Richard
Carmichael, JED's chief financial officer commented, "We have
taken some large steps over the last six months to reshape the
company by rebuilding the management team, addressing the cost
side of our business, and through asset rationalization, however,
the acquisition of Caribou is definitely a highlight so far.  The
acquisition has provided the type of assets critical to our
success over the review period."

Subsequent to June 30, 2007, the company drilled, completed, and
is testing a second well in the West Ferrier area of Alberta.
Early tests show that initial production of JED's 80% interest
should approach 200 boe/d.  The company plans to spud an
additional well in this area before the end of the week.  

                          Legal Action

JED Oil Inc. has received notification of a legal action against
it by one of its noteholders.  In its complaint, the party has
alleged a breach of a covenant of the convertible note and has
claimed a right of redemption at 120% of the face value of the
note plus interest.  The claim totals $3,607,500 plus interest
which includes the original face value of the note.  The
noteholder is alleging that the acquisition of Caribou Resources
Corp. is a prohibited investment rather than a permitted
acquisition under the terms of the convertible notes as management
contends.  Management of JED does not consider that the action has
merit and will vigorously defend against it.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on July 5, 2007,
Ernst & Young LLP, in Calgary, Canada, expressed substantial doubt
about JED Oil 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 the company has incurred a substantial loss and realized a
negative cash flow from operations for the year ended Dec. 31,
2006.  At Dec. 31, 2006, the company also had a working capital
deficiency and a stockholders' deficiency.

At June 30, 2007, the company had a working capital deficiency of
$38.8 million and a stockholder's deficiency $35.1 million.  

Management anticipates that cash flow generated by operations from
the remaining and acquired assets over the remaining term of the
Convertible Note Payable and the Convertible Redeemable Preferred
Shares will not meet the amount required to repay these
obligations as they become due.

The Convertible Note Payable and Convertible Redeemable Preferred
Shares outstanding are due to be repaid Feb. 1, 2008, unless they
are converted to common shares.  The conversion price for the
shares is in excess of the current market share price.  Therefore
the company will require the support of the Note holders and
Preferred Shareholders to continue as a going concern.

                          About JED Oil

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


JEFF RUIZ: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Jeff Renoir Font Ruiz
        Calle Eider, Suite 988
        Country Club
        San Juan, PR 00924
        Tel: (787) 568-8305

Bankruptcy Case No.: 07-04648

Chapter 11 Petition Date: August 17, 2007

Court: District of Puerto Rico (Old San Juan)

Judge: Enrique S. Lamoutte Inclan

Debtor's Counsel: Victor Gratacos Diaz, Esq.
                  P.O. Box 7571
                  Caguas, PR 00726
                  Tel: (787) 746-4772
                  Fax: (787) 746-3633

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's List of its 18 Largest Unsecured Creditors:

   Entity                      Nature of Claim      Claim Amount
   ------                      ---------------      ------------
Doral Financial                1st Mortgage on          $249,000
P.O. Box 13988                 Property
San Juan, PR 00908-3988

Banco Popular                  Credit Card Debt          $38,000
P.O. Box 71375
San Juan, PR 00936-7077

Ferreteria Crespo              Credit Card Debt          $30,000
Calle 538 Esq. El Comandante
4TA Ext. Countyr Club
Carolina, PR 00982

Carlos Noriega, Esq.           Attorney Fee              $30,000

First Bank                     Credit Card Debt          $19,400

                               2nd Mortgage on           $18,000
                               Property

Luis Juarbe                    Personal Loan Debt        $15,000

Popular Auto                   Lease Contract on         $50,000
                               Vehicle                  Secured:
                                                         $40,000
                                                      Unsecured:
                                                         $10,000

American Express               Credit Card Debt          $10,000

Arturo Diaz Mendez             Personal Debt             $10,000

Maritza Diaz                   Personal Debt             $10,000

Ladimila Delima                Personal Debt              $9,000

Hector Santiago, Esq.          Professional Fees          $7,200

Popular Auto                   Lease Contract            $32,000
                               on Vehicle               Secured:
                                                         $25,000
                                                      Unsecured:
                                                          $7,000

Oriel Ramirez                  Personal Debt              $6,500

Francisco Vazquez              Personal Debt              $6,500

Internal Revenue Service       Tax Debt                   $6,500

Arnaldo Lopez                  Personal Debt              $6,000

Angel Negron                   Personal Debt              $5,000


KL INDUSTRIES: Disclosure Statement Hearing Continued to Oct. 23
----------------------------------------------------------------
The Honorable Carol A. Doyle of the the U.S. Bankruptcy Court for
the Northern District of Illinois will convene a status hearing
on Oct. 23, 2007, at 10:30 a.m., regarding the Disclosure
Statement explaining KL Industries Inc.'s Chapter 11 Plan of
Reorganization

                       Overview of the Plan

The Plan, as published in the Troubled Company Reporter on Feb. 7,
2007, provides for the liquidation of all the Debtor's property
and for a distribution of that property consistent with Section
726 of the Bankruptcy Code.

On the Plan's effective date, the Debtor's cash and assets that
are not sold or disposed will be transferred to a Liquidating
Trust that will be administered for the benefit of all Holders
with Allowed Claims.

                       Treatment of Claims

Under the Plan, Holders of Non-Priority Tax Claims will be paid in
full.

LaSalle Bank's Secured Claim, estimated at $6 million as of the
Debtor's bankruptcy filing, will paid using the proceeds of the
sale its collateral.

Holders of Other Secured Claims, at the Debtor's election, will
receive:

    -- the collateral securing their claim or

    -- the liquidation proceeds of the collateral securing their
       claim less costs of liquidation.

Holders of General Unsecured Claims will receive their pro rata
share of the liquidation proceeds after payment in full of allowed
non-tax priority claims.  The Debtor tells the Court that in its
schedules of assets and liabilities, it listed unsecured claims at
$5.1 million.  However, the claims register maintained by the
Court shows that as of Oct. 6, 2006, general unsecured claims
totaled approximately $7.1 million.  The Debtor estimates that
unsecured creditors will receive around 0% to 20% of their claims.

Holders of Untimely Filed Claims will not receive anything under
the Plan.

Equity Interests Holder will also not receive anything under the
Plan and those interests will be cancelled.

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

   http://www.researcharchives.com/bin/download?id=061024213220

                       About KL Industries

Based in Addison, Illinois, KL Industries Inc. manufactures
springs, assemblies and other products for the automotive and
electronic markets.  The Company does business as KL Spring &
Stamping Division, KL Spring Division, KL Stamping Division, KL
Assembly Division and American Metal Forming Division.

The company filed for bankruptcy protection on May 2, 2006 (Bankr.
N.D. Ill. Case No. 06-04882).  Peter J. Roberts, Esq., and Steven
B. Towbin, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin
LLC represent the Debtor in its restructuring efforts.  Daniel J.
McGuire, Esq., at Winston & Strawn LLP represents the Official
Committee of Unsecured Creditors.  CM&D Capital Advisors LLC is
the Debtor's financial Advisor.  In its schedules of assets and
liabilities, the Debtor listed $10,462,451 in total assets and
$11,898,913 in total liabilities.


LAZARD LTD: Unit Closes $600MM Exchange Offer of 6.85% Sr. Notes
----------------------------------------------------------------
Lazard Ltd.'s subsidiary Lazard Group LLC, has completed its offer
to exchange an aggregate principal amount of up to $600 million of
its outstanding 6.85% Senior Notes due 2017, for an equal
aggregate principal amount of its 6.85% Senior Notes due 2017,
registered under the Securities Act of 1933, as amended.  

The Old Notes were originally issued on June 21, 2007, in a
private placement pursuant to Rule 144A under the Securities Act
of 1933, as amended.

The exchange offer expired at 5:00 p.m., New York time, on
Aug. 16, 2007.  Over 99% of Lazard Group's Old Notes were tendered
and accepted in the exchange offer.

The Exchange Notes are substantially identical to the Old Notes,
except that the Exchange Notes have been registered under the
Securities Act and, as a result, the transfer restrictions and
registration rights provisions applicable to the Old Notes do not
apply to the Exchange Notes.

Lazard Ltd. (NYSE:LAZ) -- http://www.lazard.com/-- is a  
preeminent financial advisory and asset management firms, that
operates from 32 cities across 16 countries in North America,
Europe, Asia, Australia and South America.  With origins dating
back to 1848, the firm provides advice on mergers and
acquisitions, restructuring and capital raising, well as asset
management services to corporations, partnerships, institutions,
governments, and individuals.  The company has locations in
Australia, China, France, Germany, India, Japan, Korea and
Singapore.

The company reported total assets of $2.6 billion, total
liabilities of $2.8 billion, and minority interest at
$55.7 million, resulting in a total stockholders' deficit of
$206.8 million as of March 31, 2007.


LB-UBS COMMERCIAL: S&P Assigns Low-B Ratings on Six Cert. Classes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to LB-UBS Commercial Mortgage Trust 2007-C6's
$2.98 billion commercial mortgage pass-through certificates series
2007-C6.

The preliminary ratings are based on information as of
Aug. 17, 2007.  Subsequent information may result in the
assignment of final ratings that differ from the preliminary
ratings.

The preliminary ratings reflect support provided by the
subordinate classes of certificates, the liquidity provided by the
trustee, the economics of the underlying mortgage loans, and the
geographic and property type diversity of the loans.  Standard &
Poor's analysis determined that, on a weighted average basis, the
pool has a debt service coverage of 1.24x, a beginning LTV of
113.1%, and an ending LTV of 108.9%.
    
                   Preliminary Ratings Assigned

LB-UBS Commercial Mortgage Trust 2007-C6
   
    Class        Rating        Amount ($)   Recommended credit
                                               support (%)
    -----        ------        ---------    -------------------
     A-1          AAA          21,000,000           30
     A-2          AAA          495,000,000          30
     A-3          AAA          169,000,000          30
     A-AB         AAA           67,000,000          30
     A-4          AAA          910,408,000          30
     A-1A         AAA          422,847,000          30
     A-M          AAA          297,893,000          20
     A-J          AAA          156,395,000          14.750
     B            AA+           33,513,000          13.625
     C            AA            37,237,000          12.375
     D            AA-           33,513,000          11.250
     E            A+            29,789,000          10.250
     F            A             29,790,000          9.250
     X-CP*        AAA                  TBD          N/A
     X-W*         AAA                  TBD          N/A
     A-2FL**      AAA                  TBD          30
     A-3FL**      AAA                  TBD          30
     A-4FL**      AAA                  TBD          30
     A-MFL**      AAA                  TBD          20
     A-JFL**      AAA                  TBD          14.750
     X-CL*        AAA                  TBD          N/A
     G            A-            33,513,000          8.125
     H            BBB+          37,236,000          6.875
     J            BBB           40,961,000          5.500
     K            BBB-          29,789,000          4.500
     L            BB+           44,684,000          3
     M            BB            14,895,000          2.500
     N            BB-           11,171,000          2.125
     P            B+             3,723,000          2
     Q            B              7,448,000          1.750
     S            B-             7,447,000          1.500
     T            NR            44,684,714          N/A
    
   *Interest-only class with a notional amount.
   **Floating-rate class.
   TBD -- To be determined.
   N/A -- Not applicable.
   NR  -- Not rated.


LEE COUNTY: Moody's Withdraws Caa3 Rating on Revenue Bonds
----------------------------------------------------------
Moody's Investors Service withdrew the Caa3 rating for the Lee
County Industrial Development Authority Revenue Bonds, Series
2003A in the amount of $7,835,000 and the Taxable Revenue Bonds,
Series 2003B in the amount of $280,000.

The project was sold through foreclosure in Lee County, Florida,
on July 10, 2007.  The winning bid for the project was $9,375,000
million from Canyon Creek Development, Inc., an affiliate of
Southwest Management, Inc.  Canyon Creek paid the bid price in
full on Aug. 3, 2007, and on Aug. 10, 2007, the trustee
distributed $8,743,299.37 of such proceeds to all of the Senior
Bondholders of record as of Aug. 6, 2007.

All Series 2003A and 2003B bondholders received 100% of the
principal of the outstanding bonds plus accrued interest.  The
remainder of the sale proceeds has not yet been distributed to pay
bondholders of the subordinated bonds, Series 2003C, which Moody's
did not rate, as well as to pay the lender, Allied Mortgage
Capital Corporation, for their fees and expenses, the broker for
the foreclosure sale, and the trustee for their fees and expenses.


LEWIS GRAHAM: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Lewis Edward Graham, II
        2100 Kimberly Circle
        Eugene, OR 97405
        Tel: (541) 228-7887

Bankruptcy Case No.: 07-62339

Chapter 11 Petition Date: August 19, 2007

Court: District of Oregon

Debtor's Counsel: Judson M. Carusone, Esq.
                  Bromley Newton LLP
                  627 Country Club Road, Suite 200
                  Eugene, OR 97401
                  Tel: (541) 343-4700
                  Fax: (541) 343-4713

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

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


MAIDENFORM BRANDS: Moody's Rates New $50 Mil. Term Loan at Ba2
--------------------------------------------------------------
Moody's Investors Service today assigned Ba2 ratings to
Maidenform's new senior secured $50 million revolver and
$100 million term loan, the proceeds of which will be used to
refinance the company's existing senior secured revolver and term
loan.  At the same time, Moody's affirmed the company's corporate
family rating at Ba3 and probability of default rating at B1.  The
outlook remains stable.  The ratings on the existing $50 million
revolver and $150 million term loan are being withdrawn at this
time.

Maidenform's Ba3 corporate family rating reflects the company's
well known brands and product innovations that help drive strong
operating margins, improving channel diversity with penetration
into the mass market, albeit at lower margins, and financial
metrics that are strong for the current rating.  Maidenform's
ratings are constrained by its lack of scale in revenue while
operating primarily in the highly competitive, commoditized
intimate apparel segment.  While the company's move into the mass
market improves its channel diversity, it also may result in
increased its customer concentration.

The stable outlook reflects the expectation that Maidenform will
continue to reduce debt levels while maintaining strong operating
margins in a competitive marketplace and its financial metrics
remain at levels appropriate for the current rating category.
While the current rating category has room for tuck-in
acquisitions that improve diversity, Moody's would expect the
company to remain conservative in its financial policies and not
become aggressive in large debt financed acquisitions or
shareholder friendly activities.

These ratings were assigned:

-- $50 million senior secured revolver at Ba2 (LGD2 29%)
-- $100 million senior secured term loan at Ba2 (LGD2 29%)

These ratings were affirmed:

-- Corporate Family Rating at Ba3
-- Probability of Default Rating at B1

These ratings were withdrawn:

-- $50 million senior secured revolver, was Ba2 (LGD2 29%)
-- $150 million senior secured term loan, was Ba2 (LGD2 29%)

Maidenform Brands, Inc., the parent of Maidenform, Inc., is a
designer and marketer of intimate apparel, including the
Maidenform, Flexees and Lilyette brands.  Based in Bayonne, New
Jersey, the company had revenues of $425 million for the last 12
months ending June 30, 2007.


MEDQUEST INC: Novant Deal Cues S&P to Put Ratings Under Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on MedQuest
Inc. and parent MQ Associates Inc. on CreditWatch with positive
implications due to MedQuest's agreement to merge with Novant
Health, a not-for-profit integrated health care system in North
and South Carolina.  MQ Associates' controlling stockholder, an
affiliate of J.P. Morgan Partners LLC, has entered into a voting
agreement to vote all of its shares of stock in favor of the
merger not later than Sept. 14, 2007.  Novant will pay
$45 million in cash at closing, with a potential $35 million earn-
out payment.

"The transaction will result in a change of control under the
terms of the indentures with respect to MQ Associates'
$136 million face value at maturity ($119 million accreted value
as of June 30, 2007) 12.25% senior discount notes and MedQuest
Inc.'s $180 million 11.875% senior subordinated notes," explained
Standard & Poor's credit analyst Cheryl Richer.

Holders of both securities have the option to put the debt at 101%
within 90 days after the merger is consummated.  MQ Associates and
MedQuest have the option to call the debt, at a premium, after
Aug. 15, 2007.  

The transaction is subject to certain health care and other
regulatory approvals, including the expiration or termination of
the waiting period under the Hart Scott-Rodino Act.  If the debt
remains outstanding, Standard & Poor's will determine whether the
credit has improved as a result of new ownership.  If the debt is
repaid in full, the ratings will be withdrawn.  


MER-CAL: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Mer-Cal Electric, Inc.
        104 East 13th Street
        Merced, CA 95340

Bankruptcy Case No.: 07-12549

Type of business: The Debtor is an electric contractor.

Chapter 11 Petition Date: August 17, 2007

Court: Eastern District of California (Fresno)

Judge: Whitney Rimel

Debtor's Counsel: Riley C. Walter, Esq.
                  7110 North Fresno Street, Suite 400
                  Fresno, CA 93720
                  Tel: (559) 435-9800

Total Assets:   $987,156

Total Debts:  $1,229,336

Debtor's 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Jim Estes Construction                                   $235,629
4175 North Blackstone Avenue
Fresno, CA 93726

Wesco                                                     $91,804
P.O. Box 31001-0465
Pasadena, CA 91110-0465

I.B.E.W. Local 684                                        $70,833
512 12th Street
Modesto, CA 95354-2403

Internal Revenue Service                                  $67,791

S.P.X. Corporation                                        $66,724

Valley Rentals                                            $44,386
dba Volvo Rentals

Tri-Signal Integration, Inc.                              $23,074

American Guarantee & Liability                            $21,675
Company (aka Zurich)

Western Seal, Inc.                                        $20,195

Quality Sound System                                      $16,072
Integration

Consolidated Electrical                                   $15,219
Distributors

Wes Myers                                                 $13,500

American Express                                          $11,920

Plan Electric Supply, Inc.                                $10,592

Oleary Rowan Data Systems                                  $9,979

Graybar Electric Co., Inc.                                 $7,573

Cardgas, Inc./Pacific Pride                                $5,995

Sprint                                                     $5,096

Independent Electric Supply                                $5,028


MPC CORP: June 30 Balance Sheet Upside-Down by $50.9 Million
------------------------------------------------------------
MPC Corporation reported on Aug. 17, 2007, its unaudited financial
results for the quarter ended June 30, 2007.

The company's consolidated balance sheet at June 30, 2007, showed
$101.5 million in total assets and $152.4 million in total
liabilities, resulting in a $50.9 million total stockholders'
deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $62.4 million in total current
assets, available to pay $82.7 million in total current
liabilities.

The net loss was $25.3 million, compared with a net loss of
$25.4 million  over the same period in 2006.

The $25.3 million net loss includes the effect of a non-operating
non-cash charge of $20.5 million related to the increase in the
fair value of derivative financial instruments carried as
derivative liabilities.  The financial instruments consist of
convertible debentures and warrants to purchase common stock of
the company.  The fair values of the derivatives are determined in
part by, and fluctuate with, the market value of the company's
common stock, which increased in market value during the second
quarter of 2007.  The convertible debentures and warrants were
sold in private placement financings in 2006.

Net revenue was $53.6 million, a decline of $14.9 million, or
21.8%, compared to the same period in 2006.

The decline in revenue for the quarter was primarily the result of
lower sales to the company's commercial, state/local government,
and education customers partially offset by higher revenues from
sales to federal government customers.  The company's orders in
backlog increased to $39 million at June 30, 2007, from
$28 million at Dec. 31, 2006.

Gross margin percentage for the second quarter was 13.1%, compared
to 12.4% during the second quarter of 2006.  SG&A expense for the
quarter was $8.8 million, compared to $10.2 million during the
second quarter of 2006, while R&D expense was $500,000, compared
to $1.0 million during the second quarter of 2006.  The  
improvement in the gross margin percentage and reductions in SG&A
and R&D expense for the second quarter of 2007 were primarily due
to cost cutting efforts initiated in 2006.

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?22af

                       Going Concern Doubt

Ehrhardt Keefe Steiner & Hottman PC, in Denver, expressed
substantial doubt about MPC Corporation'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 the company has suffered recurring
losses from operations and has a net capital deficiency.

Since the acquisition with MPC, the company has raised a limited
amount of additional funds to operate the business.  The funds
raised to date are not sufficient to execute the company's
business plan.  The shortfall in funding has been financed by
vendors and other creditors who have allowed the company to fall
behind on its payment obligations or who have settled amounts due
to them at amounts less than the original obligation.  

          Likelihood of Filing for Bankruptcy Protection

Absent raising a significant amount of additional funds in the
near future, the company disclosed that there is a material
possibility that it will be required to file for bankruptcy
protection unless vendors and other creditors continue to waive or
defer amounts due.  It is also likely that further delays in
obtaining financing will do significant harm to vendor
relationships and that orders received by us from customers, which
are not yet shipped are at risk of being cancelled.

                     About MPC Corporation

MPC Corporation (Amex: MPZ) -- http://www.mpccorp.com/-- through  
its subsidiary MPC Computers, provides enterprise IT hardware
solutions to mid-sized businesses, government agencies and
education organizations.  MPC offers standards-based server and
storage products, along with PC products and computer peripherals,
all of which are backed by an industry-leading level of service
and support.


NORTHLAKE CDO: Fitch Lowers Rating on $12.2 Mil. Class III Notes
----------------------------------------------------------------
Fitch downgraded two and affirmed two classes of floating-rate
notes issued by Northlake CDO I.  These rating actions are the
result of Fitch's review process and are effective immediately:

-- $160,209,445 class I-MM affirmed at 'AAA/F1';

-- $53,286,020 class I-A affirmed at 'AAA';

-- $45,000,000 class II downgraded to 'BBB' from 'A';

-- $12,244,268 class III downgraded to 'BB-' from 'BB' and
    remains on Rating Watch Negative;

-- $14,000,000 preference shares remain at 'C/DR6'.

Northlake CDO I is a cash collateralized debt obligation managed
by Deerfield Capital Management LLC which closed Feb. 26, 2003.
The portfolio is composed of residential mortgage backed
securities, commercial mortgage backed securities, asset backed
securities, and CDOs.  Included in this review, Fitch discussed
the current state of the portfolio with the asset manager and
conducted cash flow modeling for various default timing, interest
rate scenarios, and prepayment assumptions to measure the
breakeven default rates going forward relative to the minimum
cumulative default rates required for the rated liabilities.

Since the last review, the portfolio has experience credit
deterioration as evidenced by an increase in the Fitch Weighted
Average Rating Factor to 16% from 13.1%, the downgrade of about
14% of the par value of the portfolio, and failures of two
coverage tests.  The Mezzanine Par Value Test OC and the
Additional Mezzanine Par Value Test OC are both currently at a
level of 100.4% which is out of compliance with the required
100.5% and 101.3%, respective levels.

At the last review, the Mezzanine Par Value Test and the
Additional Mezzanine Par Value Test were both at a level of 100.7%
indicating compliance with the Mezzanine Par Value Test and non-
compliance with the Additional Mezzanine Par Value Test.  Interest
distributions were made to pay principal on the class III notes at
the last review but due to the failure of the Mezzanine Par Value
Test since the last review, interest proceeds are now being
diverted to pay principal on the highest rated notes first and
only the class I-MM and class I-A are receiving interest
distributions to pay down principal.  The reinvestment period on
this transaction ended in March 2007 and as such any principal
proceeds received since then have been applied to pay unpaid
interest and principal on the notes in accordance with the
principal proceeds waterfall.

Currently about 46% of the portfolio represents subprime RMBS
exposure and 3.9% closed end seconds.  The 2006-2007 vintage
subprime exposure represents about 11% of the portfolio.  A rating
downgrade has been taken on only one of the eleven bonds within
this vintage category.  Fitch anticipates that further ratings
downgrades across the portfolio could occur and as such will
continue to monitor the portfolio, while also keeping the Class
III notes on Rating Watch Negative.

The ratings of the class I-MM, I-A, and II notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date.  The rating
of the class III notes addresses the likelihood that investors
will receive ultimate and compensating interest payments, as per
the governing documents, as well as the stated balance of
principal by the legal final maturity date.  The rating of the
preference shares addresses the ultimate payment of a 2% internal
rate of return.  Additionally, the 'F1' rating on the class I-MM
notes is based on the support provided to the notes by the put
agreement provided by AIG Financial Products Corp.


PAYLESS SHOESOURCE: Completes $900 Million Stride Rite Buyout
-------------------------------------------------------------
Payless ShoeSource Inc. has completed the acquisition of
The Stride Rite Corporation for at approximately $900 million,
which consisted of an aggregate $800 million payment to Stride
Rite shareholders, option holders and other equity holders, well
as the repayment of existing debt and other transaction costs.

The transaction was financed with approximately $175 million in
cash-on-hand and a $725 million term loan B at a variable rate of
currently 8.3% over 7 years.

The acquisition of Stride Rite was approved by its shareholders at
a special meeting held Aug. 16, 2007, with 80.7% of its
shareholders voting in favor of the transaction.  
    
David Chamberlain, chief executive officer for The Stride Rite
Corporation, has retired from the company and will serve as an
outside consultant to Matt Rubel.  Richard Thornton will serve as
president and chief operating officer of the Stride Rite unit.
Matt Rubel will continue to head the Payless ShoeSource unit,
and Bruce Pettet will continue to lead the Collective Licensing
unit.

The company also has officially changed its name to Collective
Brands Inc.

"Collective Brands is built on the solid foundation of each
business unit's individual core competencies, expertise and
heritage," Matthew E. Rubel, chief executive officer and president
of Collective Brands Inc., said.  "The new company will reach an
expanded customer base with iconic brands through its nearly
4,900-strong retail stores and vibrant wholesale, licensing, and
e- commerce channels.  It will benefit from new efficiencies
and greater scale in all aspects of getting footwear and
accessories to market."
    
As one of the footwear companies in the western hemisphere,
Collective Brands is organized with three complementary and
separate business units with distinct missions in terms of their
product offerings, distribution channels, brand portfolios, and
target customer bases:
    
   -- Payless ShoeSource: democratizing fashion and design in
      footwear and accessories through its nearly 4,600 retail
      store chain.   Brands sold at Payless include Airwalk(R),
      American Eagle(TM), Champion(R), Dexter(R), Tailwind(R)
      (through the Exeter Brands Group of Nike Inc.), Disney(R),
      Shaquille O'Neal-endorsed Dunkman(TM), ABT for Spotlights,
      and designer collections: Abaete for Payless, Lela Rose for
      Payless and alice + olivia for Payless.
    
   -- Stride Rite: centering on premium lifestyle and athletic
      branded footwear and high-quality children's footwear sold
      through wholesaling arrangements and more than 300 retail
      store locations.  Brands owned or licensed by Stride Rite
      include Stride Rite(R), Keds(R), Sperry Top-Sider(R), Tommy
      Hilfiger(R) footwear, Saucony(R), Hind(R), and Robeez(R).
    
   -- Collective Licensing International: specializing in brand
      management and global licensing of its portfolio of youth,
      lifestyle and high-quality fashion athletic brands. Brands
      for Collective Licensing include: Airwalk(R), Vision Street
      Wear(R), Lamar(R), Sims(R), LTD(R), genetic(TM), Dukes(R),
      Rage(R), Ultra-Wheels(R), and Skate Attack(R).
    
While each unit will operate separately, the company will leverage
core competencies across the organization in areas such as product
design and development, global sourcing, distribution, inventory
management, and various corporate functions.
    
Collective Brands' competitive advantages include:
    
   -- a diverse operating model with the ability to target
      specific customer segments with branded products offered at
      a range of price points through multiple channels;
    
   -- The preeminent position in children's footwear both at the
      premium and moderate level; and
    
   -- a stronger, efficient organization with the scope and
      scale to manage all aspects of getting to market -- from
      interpretations of emerging trends, to design, development,
      sourcing, logistics and distribution.

                 About The Stride Rite Corporation
    
Headquartered in Lexington, Massachusetts, The Stride Rite
Corporation (NYSE: SRR) – http://www.striderite.com/-- markets  
the brand of quality children's shoes in the United States.  The
unit also markets products for children and adults under known
brand names, including Keds, Sperry Top-Sider, Saucony, Tommy
Hilfiger Footwear, and Robeez.
    
                   About Collective Brands Inc.

Headquartered in Topeka, Kansas, Collective Brands Inc. (NYSE:
PSS) -- http://www.collectivebrands.com/-- is the holding company  
of three business units: Payless ShoeSource, Stride Rite, and
Collective Licensing International.  The company is footwear
retailer in the western hemisphere.  It is dedicated to
democratizing fashion and design in footwear and accessories and
inspiring fun, fashion possibilities for the family at a great
value.  

                         *     *     *

As reported in the Troubled Company Reporter in July 31, 2007,
Standard & Poor's Ratings Services lowered its rating on Payless
ShoeSource Inc. to 'B+' from 'BB-'.  At the same time, the rating
on the company's $200 million senior subordinated notes was
lowered to 'B-' from 'B'.  All ratings have been removed from
CreditWatch, where they were placed with negative implications on
May 23, 2007.  The outlook is stable.


PERKINS & MARIE: Moody's Confirms B3 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service confirmed Perkins & Marie Callender's
Inc.'s corporate family rating of B3, as well as the Ba3 rating on
PMC's senior secured credit facilities and the Caa1 rating on the
company's senior unsecured notes.  This rating action concludes
the review for further downgrade initiated on May 4, 2007.  The
rating outlook is stable.

The confirmation follows Moody's last rating action on
May 4, 2007, when Moody's downgraded PMC's CFR to B3 and placed
the rating on review for further downgrade.  The review and
downgrade were prompted by the company's technical default on the
bank credit facilities following PMC's inability to file its 10-K
for the fiscal year ending Dec. 31, 2006 within specified
deadlines, as well as by the company's continuously weak credit
metrics.

The confirmation reflects the fact that PMC is current on its SEC
filing status after it filed its 2006 form 10-K in June and first
quarter 2007 form10-Q later in July.  The confirmed B3 CFR
incorporates Moody's view that the company's debt protection
metrics will remain weak for the next 12 to 18 months primarily
due to languishing same store sales growth and margin pressures.
The slow sales growth arises from an operating environment that
continues to be challenging, while the margin pressures reflect
commodity price headwinds and other cost increases.  The ratings
are supported by the company's established concepts of Perkins and
Marie Callendar's, as well as by the company's decent scale and
geographic diversification and complementary day-part segments.

The stable outlook reflects Moody's expectation that PMC will stay
current on its financial reporting status, continue to realize
projected synergies, and minimize any potential deterioration in
liquidity.

Ratings Confirmed:

-- Corporate family rating at B3

-- Probability of default rating at B3

-- $40 million senior secured revolving credit facility due 2011
    at Ba3 (LGD2, 15%)

-- $100 million senior secured term loan due 2013 at Ba3 (LGD2,
    15%)

-- $190 million senior unsecured notes due 2013 at Caa1

-- Speculative grade liquidity rating at SGL-3

Perkins & Marie Callender's, headquartered in Memphis, Tennessee,
operated 154 restaurants and franchised 323 units under the
"Perkins" brand name as of April 22, 2007.  The company also
operated 92 restaurants and franchised 46 units under the "Marie
Callender's" name.  Revenues for the last twelve months were about
$603 million.


PINEMOOR GOLF: Case Summary & Seven Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Pinemoor Golf, Inc.
        80 Clubhouse Road
        Rotonda West, FL 33947

Bankruptcy Case No.: 07-07346

Type of business: The Debtor owns and operates an 18-hole golf
                  course.

Chapter 11 Petition Date: August 17, 2007

Court: Middle District of Florida (Ft. Myers)

Judge: Alexander L. Paskay

Debtor's Counsel: Richard Johnston, Jr., Esq.
                  Kiesel Hughes & Johnston
                  P.O. Drawer 1000
                  Fort Myers, FL 33902
                  Tel: (239) 337-3900
                  Fax: (239) 337-7968

Estimated Assets:

Estimated Debts:  

Debtor's Seven Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Florida Community Bank         lots; value of          $2,400,000
1255 Tamiami Trail             security:
Port Charlotte, FL 33953       $2,400,000
                               value of senior
                               lien: $53,609

Charlotte County Tax           golf lots                  $71,861
Collector
18500 Murdock Circle
Port Charlotte, FL 33948

G.E. Capital                   business debt               $9,988
P.O. Box 802585
Chicago, IL 60680

Rotunda West Association       assessments                 $5,170

Westco Turf                    golf course turf            $5,012

Ingersoll Rand                 lease agreement             $4,800

First Community Bank           truck                       $3,137


POKAGON GAMING: Moody's Affirms B3 Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service affirmed Pokagon Gaming Authority's B3
corporate family rating, B3 probability of default rating, and B3
senior note rating following the recent opening of the Four Winds
Casino and Resort.  The Authority's rating outlook was revised to
positive from stable.

The affirmation of the Authority's rating considers that the Four
Winds Casino and Resort opened on time and within budget, and that
sufficient liquidity remains available to make the remaining
construction payments, fund the Dec. 2007 interest payment, and
cover ongoing ramp-up expenses.  The ratings continue to
acknowledge the Authority's relatively small size and single asset
profile.  Positive rating consideration is given to the secured
nature of the revenues and waterfall payment structure.

The outlook revision to positive is based on strong opening
traffic counts which are consistent with the established nature of
the Four Winds Casino and Resort's primary and secondary market
areas.  The market is characterized by favorable demographics and
a significant amount of gaming customers.  Operating results that
meet or exceed initial expectations over the next 2 quarters could
result in a one-notch upgrade.

Moody's most recent action on the Authority occurred on
Sep. 28, 2006 when Probability of Default ratings and LGD
assessments were assigned to the company as part of the general
roll-out of the LGD product.

The Pokagon Gaming Authority is a wholly-owned unincorporated
instrumentality of the Pokagon Band of Potawatomi Indians, a
federally-recognized Indian tribe located in New Buffalo,
Michigan.  The Authority was formed in May 2006 to develop and
operate all gaming and related businesses of the Tribe, including
the Four Winds Casino and Resort.


PONTIAC GENERAL: Fitch Downgrades $1.5 Mil. Bond Rating to B+
-------------------------------------------------------------
Fitch downgraded to 'B+' from 'BB-' the underlying rating on
Pontiac General Building Authority, Michigan's outstanding
$1.5 million limited tax general obligation bonds, series 2002.
The Rating Outlook is Negative.

The downgrade reflects the city's continued severely constrained
financial flexibility, structural deficit, and inadequate
financial reporting controls.  The Negative Outlook reflects
continued economic uncertainty with the large concentration of
General Motors Corp. employment.

Pontiac's constrained financial operations are due to declines in
state shared and income tax revenues and a continued structurally
imbalanced budget.  The city's economy has weakened over the past
several years and is heavily dependent on GM both as a taxpayer
and employer.  Fitch maintains a Negative Outlook on GM's 'B'
Issuer Default Rating.

The city reduced its cumulative general fund deficit in fiscal
2006 to $4.1 million from $31.7 million in fiscal 2005 primarily
through the issuance of deficit spending bonds.  However, the on-
going structural imbalance of the city's general fund produced an
operating loss of about $2 million for preliminary fiscal 2007
results, increasing the city's cumulative general fund deficit to
about $6.1 million.

The passage of four 10-year property tax measures on Nov. 7, 2006
is expected to provide some near-term budgetary relief and provide
funds for certain operations and services, including police,
library, senior citizens, and recreational programs.  The new tax
levies should generate nearly $3 million per year.  However, the
adopted fiscal 2008 budget projects reduced income tax receipts
due to the loss of significant GM employment in late 2006.

Although the city has been able to reduce general fund
expenditures through significant layoffs and attrition,
substantial additional cuts will have to be made in the near
future to remedy the city's structurally imbalanced budget.
Internal financial reporting as well as account and fund
management controls are inadequate.  In 2005, the city contracted
an outside accounting firm to help address financial control
issues and to supplement existing financial staff.  Although some
of the reporting and accounting issues appear to have been
addressed, the city's inability to adequately manage ongoing
financial operations remains a concern.  

The struggle to maintain adequate financial operations is
exacerbated by prior cost containment measures, which eliminated a
number of staff positions.  It is anticipated that the outside
accounting firm will continue working with the city until
additional personnel are hired and trained, possibly in 2009.
Fitch will continue to monitor the city's progress in improving
its financial systems and operations.

Located 31 miles from Detroit in Oakland County, Michigan,
Pontiac's unemployment rate is high at 17.6%.  Wealth levels
within the city are low, as per capita income is 45% of the
county, 65% of the state, and 63% of the national averages.  GM
concentration is significant, representing one-third of the city's
tax base.  GM currently employs about 6,000 workers in Pontiac.  

In November 2006, GM announced plans to relocate 3,600 engineering
and related employees from its Centerpoint campus in the city.  
The Pontiac Assembly center, which manufactures the Chevrolet
Silverado and the GMC Sierra full-size pick-up trucks, accounts
for a significant amount of remaining GM employment in the city.
Last month GM announced it would reduce staff levels by several
hundred at this plant.

The city's debt levels are moderate with direct debt equal to
$745 per capita, or 1.3% of full market value.  Overlapping debt
totals approximately $1,445 per capita, or 2.4% of full market
value. Repayment of debt is average with approximately 55% of
principal being retired in 10 years.


PONTIAC MICHIGAN: Fitch Cuts Water and Sewer Bond Ratings to BB-
----------------------------------------------------------------
Fitch Ratings downgraded Pontiac, Michigan's water and sewer bonds
as:

-- $3.1 million outstanding water supply system revenue bonds to
    'BB-' from 'BB';

-- $4.7 million sewage disposal system revenue bonds to 'BB-'
    from 'BB'.

Concurrently, Fitch removes the bonds from Rating Watch Negative.
The Rating Outlook is Negative.

The downgrade and Negative Rating Outlook reflect the city's
constrained financial operations, weakened local economy, and the
legal availability of the water and sewer systems' funds to
support overall city operations.  

Fitch also downgraded the city's general building authority
general obligation bonds to 'B+' from 'BB-' with a Negative Rating
Outlook.  In fiscal 2005 and prior years, surpluses in the water
and sewer systems' funds were used to support other city
operations, constraining the liquidity position of both funds.
Also, increased operating costs led to deteriorated coverage
levels of negative 1.5x for the water system in fiscal 2005,
violating the stated rate covenant of 1.1x.  While sewer coverage
levels did not violate the rate covenant, levels decreased
substantially to 1.4x in fiscal 2004 as compared to 5.4x in fiscal
2003.  Net revenues of the city's water and sewer systems
separately secure the bonds.

As a result of the decreased coverage levels, rates were increased
in fiscal 2006 by nearly 13%, improving coverage and liquidity for
both systems.  The water system coverage level improved to 1.2x
with sewer coverage increasing to 3.7x.  In addition, liquidity
has improved in fiscal 2006 from fiscal 2005, with days cash on
hand increasing in the water system to 128 days from five days and
the sewer system to 47 days from 10 days.  While future transfers
of cash from either system to support the city's other financial
operations are not anticipated, the open loop system still
presents a significant concern due to the on-going structural
imbalance of the city's financial operations.  In addition, recent
loss of GM employment could lead to further deterioration of the
city's financial position and in turn the systems' limited
financial reserves.

Also, pressure on the water system's rate payers may increase as
greater wholesale water purchases from Detroit Water and Sewer
(senior lien and second lien bonds rated 'A+' and 'A' by Fitch,
respectively.) are automatically applied to water and sewer rates
charged by the city.  However, management has recently reduced
usage during peak hours, resulting in two consecutive years of
decreases in the rate Detroit charges the city for water.  Water
and sewer rate flexibility is limited due the city's low wealth
levels; per capita income is 65% and 63% of the state and national
averages, respectively, and with current unemployment rates high
at 17.6%.

The system has an exclusive franchise to provide water and sewer
services to about 20,000 customers in the city of Pontiac. The
water system receives treated water from the Detroit Water and
Sewage Department.  Sewage treatment is provided at two Pontiac-
owned sewage treatment plants -- the East Boulevard treatment
plant and the Auburn plant.  The city's water and sewer systems
have sufficient capacity to meet average water demand and
treatment flows.

In addition to the 1.1x rate covenants, both systems are required
to maintain a bond reserve at the lesser of maximum annual debt
service on the bonds, 1.25x average annual debt service or 10% of
the principal amount of the bonds; the reserves remain fully
funded.

Future capital needs will continue to be funded on a pay-go basis.
The city is in the process of upgrading its water distribution
system primarily in an effort to decrease its current unaccounted
for water loss rate of 23%.  Sewer capital needs are more limited,
as the system has replaced approximately one-third of its
equipment over the last several years from internal funding
sources.


PRC LLC: S&P Lowers Corporate Credit Rating to B
------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on PRC LLC to 'B' from 'B+'.  The outlook is negative.

At the same time, S&P lowered the rating on PRC's $160 million
first-lien credit facilities to 'BB-' (two notches above the
corporate credit rating) from 'BB'.  The recovery rating remains
unchanged at '1', indicating our expectation of full (90%-100%)
recovery in the event of a payment default.  

S&P also lowered the rating on the $67 million second-lien term
loan to 'CCC+' (two notches below the corporate credit rating)
from 'B-'.  The recovery rating remains unchanged at '6',
indicating our expectation of negligible (0%-10%) recovery in the
event of a payment default.

The downgrade of PRC, a business process outsourcer, was based on
weak operating performance and a narrowing cushion of compliance
with bank covenants.

"A slower-than-expected ramp-up in call center activity for a
major new client caused most of the company's disappointing
operating performance," said Standard & Poor's credit analyst Andy
Liu.  "PRC had incurred most of the infrastructure and training
costs associated with the contract but wasn't able to staff enough
call center operators to generate revenue sufficient to offset
the costs."

Poor execution of this new contract contributed to the resignation
of PRC's CEO and CFO.  An interim management is now in place.

As a result of earnings underperformance, the company's cushion of
compliance with bank covenants has narrowed.  However, PRC's
private-equity owner, Diamond Castle Holdings LLC, could infuse
additional equity if needed to ensure that PRC remains in
compliance with bank covenants.

The ratings reflect PRC's significant revenue concentration among
its top customers, our concerns regarding its operating execution,
the competitive BPO market in which the company operates, the
presence of several larger and better capitalized competitors, and
high debt leverage.  These factors are only partially offset by
good BPO industry growth prospects.


PRIME MEASUREMENT: Court Sets Oct. 31 as General Claims Bar Date
----------------------------------------------------------------
The Honorable Richard M. Neiter of the United States Bankruptcy
Court for the Central  District of California fixed Oct. 31, 2007,
as the last day for all parties holding claims against Prime
Measurement Products LLC to file their proofs of claims.

Judge Neiter also fixed Feb. 6, 2008, as the deadline for all
governmental units to file claims against the Debtor.

Based in the City of Industry, California, Prime Measurement
Products LLC -- http://www.prime-measurement.com/-- manufactures    
flow, pressure, and level measurement solutions for the process
and bulk goods industries.  The company filed for Chapter 11
protection on Jan. 5, 2007 (Bankr. C.D. Calif. Case No. 07-10109).  
Jeffrey N. Pomerantz, Esq., and Linda F. Cantor, Esq., at
Pachulski Stang Ziehl Young Jones & Weintraub LLP, represents the
Debtor.  When the Debtor filed for protection from its creditors,
it estimated assets and debts between $10 million and $50 million.


QUEST DIAGNOSTICS: Paying $0.10/Share Cash Dividend on Oct. 17
--------------------------------------------------------------
The board of directors of Quest Diagnostics Incorporated declared
a quarterly cash dividend on Quest Diagnostics common stock of
$0.10 per share, payable on Oct. 17, 2007, to shareholders of
record on Oct. 3, 2007.

Headquartered in West Lyndhurst, New Jersey, Quest Diagnostics Inc
-- http://www.questdiagnostics.com/-- provides diagnostic  
testing, information and services to patients and doctors.

                         *     *     *

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


RELIANT ENERGY: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Reliant Energy Channelview, L.P.
             Reliant Energy Plaza
             1000 Main Street
             Houston, TX 77002

Bankruptcy Case No.: 07-11160

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                         Case No.
        ------                                         --------
        Reliant Energy Channelview (Texas), LLC        07-11162
        Reliant Energy Channelview (Delaware), LLC     07-11164
        Reliant Energy Services Channelview, LLC       07-11165

Type of business: The Debtors own a power plant located near
                  Houston, Texas, and are indirect wholly owned
                  subsidiaries of Reliant Energy, Inc.  

                  Channelviews debt is non-recourse to Reliant
                  Energy, Inc., and these chapter 11 filings do
                  not cause a default under any of Reliants other
                  debt facilities.  The Debtors' parent company
                  says that it expects to continue to explore
                  strategic alternatives with respect to its
                  interests in the Channelview entities, including
                  selling its equity interests or refinancing all
                  or a portion of Channelviews debt.
                  See http://www.reliant.com

Chapter 11 Petition Date: August 20, 2007

Court: District of Delaware (Delaware)

Judge: Mary F. Walrath

Debtors' Counsel: Jason M. Madron, Esq.
                  Mark D. Collins, Esq.
                  Paul Noble Heath, Esq.
                  Richards, Layton & Finger, P.A.
                  One Rodney Square
                  P.O. Box 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7595, (302) 651-7700
                  Fax: (302) 651-7701

Debtors' financial condition as of June 30, 2007:

   Total Assets: $362,000,000

   Total Debts:  $342,000,000

Debtors' Consolidated List of their 20 Largest Unsecured
Creditors:

   Entity                        Nature of Claim      Claim Amount
   ------                        ---------------      ------------
Equistar Chemicals               Litigation            $10,000,000
c/o Gilroy Dolor                 Settlement
1221 McKinney, Suite 1600
Houston, TX 77010
Tel: (713) 652-7200
Fax: (713) 951-1603

Siemens Power Generation, inc.   Trade Debt             $3,724,943
c/o David Clark
Dept. CH10169
Palatine, IL 60055-0169
Tel: (407) 736-2942

Sheldon I.S.D. Tax Office        Property Tax           $1,987,222
11411 C.E. King Parkway
Suite A
Houston, TX 77044-7192
Tel: (281) 727-2036
Fax: (281) 727-2091

Harris County Tax                Property Tax           $1,060,057
Assessor-Collector
P.O. Box 4622
Houston, TX 77210-4622
Tel: (713) 368-2000
Fax: (713) 368-2409

City of Houston                  Property Tax             $509,780
c/o Keith R. Phillps
Fi8nance & Administration
Department
P.O. Box 200734
Houston, TX 77216-0734
Tel: (713) 837-0610
Fax: (713) 837-0613

IceSolv, LLC                     Trade Debt                $52,776

Jerryco Machine and              Trade Debt                $47,224
Boiler Works, Inc.

GE Betz, Inc.                    Trade Debt                $44,921

Johnson Controls                 Trade Debt                $19,423

QA Support                       Trade Debt                $17,700

Cormetech                        Trade Debt                $14,437

Weir Services                    Trade Debt                $13,102

Southern Ionics                  Trade Debt                $12,097

Altivia                          Trade Debt                 $7,698

Lashley & Associates             Trade Debt                 $6,998

Bay Temperature Control          Trade Debt                 $5,458

Johnson Supply                   Trade Debt                 $5,318

Gulf Coast Filters               Trade Debt                 $5,240

T.P.I.S. Insulation              Trade Debt                 $4,297
Services, LLC

Rawson                           Trade Debt                 $3,764


SAN HOLDINGS: June 30 Balance Sheet Upside-Down by $17.6 Million
----------------------------------------------------------------
SAN Holdings Inc. reported on Aug. 16, 2007, its results for the
second quarter ended June 30, 2007.

The company's consolidated balance sheet at June 30, 2007, showed
$12.3 million in total assets, $29.9 million in total liabilities,
resulting in a $17.6 million total stockholders' deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $11.2 million in total current
assets available to pay $24.0 million in total current
liabilities.

The company reported a net loss available to common shareholders
of $4.6 million in the second quarter of 2007 compared to a net
loss available to common shareholders of $334,000 in the second
quarter 2006.  The second quarter 2007 results included
approximately $2.2 million of non-cash charges related to the
impairment of assets of discontinued operations, resulting from
the sale of its EarthWhere division on Aug. 6, 2007.  All
EarthWhere operations have been reported as discontinued
operations in the second quarter of 2007, which represented a net
loss of $2.8 million for the discontinued EarthWhere division.

For the second quarter of 2007, the company reported revenue of
$11.6 million compared with revenue of $13.5 million in second
quarter of 2006.

"I'm pleased with the progress we made this quarter," said Todd
Oseth, SANZ chairman and chief executive officer.  "Our Solutions
revenue grew 47% over the first quarter revenues of $7.9 million
and we reduced our Solutions operating costs by 3% during the same
period.  In addition, we successfully completed a reverse stock
split, sold our EarthWhere division, and improved our nationwide
sales management team."

"By winning four deals over $300,000 this quarter, which is a 100%
increase over the two $300,000 deals that we won in the first
quarter of 2007, we also proved that SANZ could compete
effectively in this market," said Oseth.  "The sale of our
EarthWhere division further enables us to fully concentrate on
improving our core business operations."

Oseth concluded, "I believe that our second quarter wins, combined
with our emerging solutions driven approach and operational
improvements, will enable us to begin positioning SANZ as the
trusted advisor for proven data access solutions across the
commercial and public sector markets."

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?22b2

                       Going Concern Doubt

Grant Thornton LLP, in Denver, expressed substantial doubt about
SAN Holdings Inc.'s ability to continue as a going concern after
auditing the company's consolidated financial statements as of the
years ended Dec. 31, 2007, and 2005.  The auditing firm reported
that the company has incurred a net loss of $32,957,000 during the
year ended Dec. 31, 2006, and, as of that date, the company has an
accumulated deficit of $72,140,000, negative working capital of
$7,072,000 and no cash on hand.

The company had a net loss of $7.8 million, which included an
impairment of assets of discontinued operations of the EarthWhere
division in the amount of $2.2 million, for the six months ended
June 30, 2007, and, as of June 30, 2007, the company had negative
working capital of $12.8 million.  

                        About SAN Holdings

SAN Holdings Inc. (OTC BB: SNZH) -- http://www.sanz.com/-- is a   
provider of proven data access solutions that help customers
build, optimize and manage their global data infrastructure.


SANDY CREEK: S&P Rates $1 Billion Credit Facility at BB-
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB-'
rating and '2' recovery rating to Sandy Creek Energy Associates
L.P.'s $1 billion first-lien senior secured credit facilities.  
The '2' rating indicates substantial recovery (70% to 90%) of
principal in a default scenario.  A $200 million senior secured
term loan at holding company Sandy Creek Holdings LLC is unrated.

Loan proceeds will be used to build the Sandy Creek Energy
Station, a nominal 900 MW coal-fired power generation plant in
Riesel, Texas.  The unit will dispatch into the Electric
Reliability Council of Texas-North subregion of the ERCOT
interconnect.  The outlook is stable.  The preliminary ratings are
subject to final structure and document review.

SCEA, a Delaware limited partnership, is the special-purpose,
bankruptcy-remote operating entity formed to build, finance, own,
and operate the plant.  LS Power Group and Dynegy Inc. jointly own
the partnership through their affiliates.  The preliminary rating
assumes that SCEA meets Standard & Poor's criteria for special-
purpose entities, including the provision of an independent
director and a nonconsolidation opinion.

The stable outlook reflects our expectations that construction
will progress on schedule and within budget.  Standard & Poor's
expects ratings stability in the near term, as construction
progresses.

"The rating could fall if there are substantial construction
issues, market dynamics in ERCOT deteriorate, or if the facility's
operating performance is weaker than projected," said Standard &
Poor's credit analyst Aneesh Prabhu.

Ratings could improve if SCEA can execute additional long-term
PPAs, resulting in a greater percentage of capacity under
contract.


SOLOMON DWEK: Case Summary & 153 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Solomon Dwek
             311 Crosby Avenue
             Deal, NJ 07723

Bankruptcy Case No.: 07-11757

Debtor-affiliate filing separate chapter 11 petition on
August 17, 2007:

      Entity                                     Case No.
      ------                                     --------
      WLB Center, LLC                            07-21752

Debtor-affiliate filing separate chapter 11 petition on
August 1, 2007:

      Entity                                     Case No.
      ------                                     --------
      Dwek Properties, LLC                       07-20939

Debtor-affiliate filing separate chapter 11 petition on
June 22, 2007:

      Entity                                     Case No.
      ------                                     --------
      Neptune Medical, LLC                       07-18766

Debtor-affiliates that filed separate chapter 11 petitions on
June 13, 2007:

      Entity                                     Case No.
      ------                                     --------
      Dwek Raleigh, L.L.C.                       07-18316
      Greenwood Plaza Acquisitions, L.L.C.       07-18317
      Sinking Springs II, L.L.C.                 07-18318
      Sinking Springs, L.P.                      07-18320

Debtor-affiliates that filed separate chapter 11 petitions on
May 1, 2007:

      Entity                                     Case No.
      ------                                     --------
      1631 Highway 35, L.L.C.                    07-16041
      167 Monmouth Road, L.L.C.                  07-16045
      2100 Highway 35, L.L.C.                    07-16048
      230 Broadway, L.L.C.                       07-16049
      264 Highway 35, L.L.C.                     07-16052
      374 Monmouth Road, L.L.C.                  07-16053
      55 North Gilbert, L.L.C.                   07-16054
      601 Main Street, L.L.C.                    07-16055
      6201 Route 9, L.L.C.                       07-16057
      Aberdeen Gas, L.L.C.                       07-16058
      Bath Avenue Holdings, L.L.C.               07-16060
      Belmar Gas, L.L.C.                         07-16061
      Berkeley Heights Gas, L.L.C.               07-16062
      Brick Gas, L.L.C.                          07-16064
      Dover Estates, L.L.C.                      07-16065
      Dwek Gas, L.L.C.                           07-16066
      Dwek Hopatchung, L.L.C.                    07-16067
      Dwek Income, L.L.C.                        07-16068
      Dwek Ohio, L.L.C.                          07-16069
      Dwek Pennsylvania, L.P.                    07-16071
      Dwek Wall, L.L.C.                          07-16072
      Dwek Woodbridge, L.L.C.                    07-16073
      Kadosh, L.L.C.                             07-16074
      Lacey Land, L.L.C.                         07-16075
      Monmouth Plaza, L.L.C.                     07-16076
      P&Y Holdings, L.L.C.                       07-16077
      Sugar Maple Estates, L.L.C.                07-16078
      West Bangs Avenue, L.L.C.                  07-16079
      Beach Mart, L.L.C.                         07-16104

Debtor-affiliates that filed separate chapter 11 petitions on
Feb. 28, 2007:

      Entity                            Case No.
      ------                            --------
      Dwek Trenton Gas, LLC             07-12794
      Neptune Gas, LLC                  07-12796
      Route 33 Medical, LLC             07-12798
      1111 Eleventh Avenue              07-12799

      Dwek North Olden, LLC             07-12800
      Dwek State College, LLC           07-12802

Type of Business: The Debtors are properties of real estate
                  developer Solomon Dwek.  Mr. Dwek was accused of
                  defrauding P.N.C. Bank by depositing a bad
                  $25-million check on April 24, 2006 and then
                  transferring out most of the money the next day.

                  An involuntary chapter 7 petition was filed
                  against Mr. Dwek on Feb. 9, 2007 with the U.S.
                  Bankruptcy Court for the District of New Jersey.
                  On Feb. 22, 2007, the Court converted the case
                  to a chapter 11 reorganization under supervision
                  of a trustee.

Chapter 11 Petition Date: May 5, 2007

Court: District of New Jersey (Trenton)

Debtors' Counsel: Timothy P. Neumann, Esq.
                  Broege, Neumann, Fischer & Shaver, L.L.C.
                  25 Abe Voorhees Drive
                  Manasquan, NJ 08736
                  Tel: (732) 223-8484

Financial condition of debtor-affiliate that filed on
August 17, 2007:

                                     Total Assets   Total Debts
                                     ------------   -----------
   WLB Center, LLC                     $6,012,081    $3,652,480

Financial condition of debtor-affiliate that filed on
June 22, 2007:

                                     Total Assets   Total Debts
                                     ------------   -----------
   Dwek Properties, LLC               $17,809,448   $23,403,588

Financial condition of debtor-affiliate that filed on
June 22, 2007:

                                     Total Assets   Total Debts
                                     ------------   -----------
   Neptune Medical, LLC              $3,206,961     $2,865,749

Financial condition of debtor-affiliates that filed on
June 13, 2007:

                                     Total Assets   Total Debts
                                     ------------   -----------
   Dwek Raleigh, L.L.C.              $6,250,291     $5,120,286
   Greenwood Plaza                   $7,384,944     $5,332,924
      Acquisitions LLC
   Sinking Springs II, L.L.C.        $4,317,585     $2,676,477
   Sinking Springs, L.P.             $3,958,181     $3,919,222

Financial condition of debtor-affiliates that filed on
May 1, 2007:

                                     Total Assets   Total Debts
                                     ------------   -----------
   1631 Highway 35, L.L.C.           $969,824       $235,379
   167 Monmouth Road, L.L.C.         $2,010,780     $782,872
   2100 Highway 35, L.L.C.           $3,364,561     $20,126,806
   230 Broadway, L.L.C.              $1,024,775     $5,411,444
   264 Highway 35, L.L.C.            $804,745       $422,973
   374 Monmouth Road, L.L.C.         $756,984       $5,115,620
   55 North Gilbert, L.L.C.          $5,100,907     $3,618,102
   601 Main Street, L.L.C.           $2,486,713     $5,000,000
   6201 Route 9, L.L.C.              $1,500,048     $1,136,975
   Aberdeen Gas, L.L.C.              $300,100       $75
   Bath Avenue Holdings, L.L.C.      $427,386       $5,002,253
   Belmar Gas, L.L.C.                $902,777       $7,000,000
   Berkeley Heights Gas, L.L.C.      $3,765,774     $9,590,389
   Brick Gas, L.L.C.                 $569,110       $0
   Dover Estates, L.L.C.             $5,000,000     $2,078,935
   Dwek Gas, L.L.C.                  $3,909,148     $3,000,000
   Dwek Hopatchung, L.L.C.           $901,509       $645,506
   Dwek Income, L.L.C.               $8,491,631     $12,071,262
   Dwek Ohio, L.L.C.                 $630,065       $504,185
   Dwek Pennsylvania, L.P.           $1,505,779     $1,142,160
   Dwek Wall, L.L.C.                 $4,283,804     $2,213,029
   Dwek Woodbridge, L.L.C.           $4,995,979     $2,863,687
   Kadosh, L.L.C.                    $900,121       $750,395
   Lacey Land, L.L.C.                $850,027       $290,075
   Monmouth Plaza, L.L.C.            $752,829       $399,380
   P&Y Holdings, L.L.C.              $637,630       $338,640
   Sugar Maple Estates, L.L.C.       $7,520,388     $5,472,159
   West Bangs Avenue, L.L.C.         $500,536       $248,343
   Beach Mart, L.L.C.                $855,318       $5,468,135

Creditors who filed involuntary chapter 7 petitions against
Solomon Dwek:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------
PNC Bank, N.A.                   Loans                $22,993,731
5th Avenue and Wood Street
Pittsburgh, PA 15222

Washington Mutual Bank           Loans                $22,660,558
1301 2nd Avenue
WMC 3501
Seattle, WA 98101

Four Star Builders               Indemnification of       $58,387
1301 Route 33, Suite 3E          Claim on Home
Neptune, NJ 07753                Buyer's Warranty

A. 2100 Highway 35, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Barry Kantrowitz                 February, March         $8,750
167 Monmouth Road                & April due at
Oakhurst, NJ 07755               $2,917 per month

B. 1631 Highway 35, LLC's Two Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Michael Gilman                   commissions             $7,177
708 Highway 35
Neptune, NJ 07753

                                 management fees         $2,420

Ocean Dinettes                   lease of premises      unknown
1631 Highway 35                  at 1631 Highway 35
Neptune, NJ 07753

C. 167 Monmouth Road, LLC's Two Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
J.C.P.&L.                        utilities              unknown
P.O. Box 3687
Akron, OH 44309-3687

N.J.N.G.                                                unknown
P.O. Box 1378
Belmar, NJ 07715-0001

D. 230 Broadway, LLC's Nine Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Gilman Commercial Realty,        property                $2,160
L.L.C.                           management fees
708 Highway 35                   -- 3 months at
Neptune, NJ 07753                $648

Baris Alkoc Hens, Inc.           lease deposit          unknown
230 Broadway
Unit 3
Long Branch, NJ 07740

Barry Associates, L.L.C.         commissions            unknown
1907 Highway 35
Oakhurst, NJ 07740

Brigitte Lee                     lease deposit          unknown

Crown Fried Chicken              lease deposit          unknown

Fredy Morales & Howard Canty     lease deposit          unknown

Gina Aponte                      lease deposit          unknown

Jose Taveras                     lease deposit on       unknown
                                 Grocery Store at
                                 230 Broadway

Luis & Giovanna DaCosta          lease deposit          unknown

E. 264 Highway 35, LLC's Five Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Valley National Bank             multi-use             $413,348
P.O. Box 988                     commercial
Wayne, NJ 07474-0988             building located
                                 at 264 Highway
                                 35, Eatontown,
                                 NJ; value of
                                 security:
                                 $800,000

Communications Depot, Inc.       lease deposit           $8,000
264 Highway 35
Eatontown, NJ 07724

N.J.N.G.                                                 $1,186
P.O. Box 1378
Belmar, NJ 07715-0001

St. Paul's Travelers Insurance                             $311

J.C.P.&L.                                                  $128

F. 374 Monmouth Road, LLC's Five Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
A.E.M. Communications, Inc.      tenant            unknown
374 Monmouth Road
West Long Branch, NJ 07764

Alcaron, Raphael & DeJesus       tenant            unknown
374 Monmouth Road
West Long Branch, NJ 07764

Alfredo Osorio & Hector Bello    tenants           unknown
374 Monmouth Road
West Long Branch, NJ 07764

Myroma Products, Inc.            tenant            unknown

Nelly's Pizza                    tenant            unknown

G. 55 North Gilbert, LLC's Two Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Broadway Premium Funding Corp.   insurance              $20,734
P.O. Box 277493
Atlanta, GA 30384-7493

Coastal Property Maintenance,    property                  $241
L.L.C.                           management

H. 601 Main Street, LLC did not submit a list of its largest
   unsecured creditors.

I. 6201 Route 9, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Hochberg, Addeo & Polacco,                                 $100
L.L.C.
1 Industrial West
Eatontown, NJ 07724

J. Aberdeen Gas, LLC's Two Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Hochberg, Addeo & Polacco,                                  $75
L.L.C.
1 Industrial West
Eatontown, NJ 07724

N.J.D.E.P.                                              unknown
401 East State Street
Trenton, NJ 08625-0402

K. Bath Avenue Holdings, LLC's Five Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Deborah Scott                    lease deposit           $1,200
317-325 Bath Avenue
Long Branch, NJ 07740

Kensington CT. Condominium                                 $720
Association
P.O. Box 4039
Long Branch, NJ 07740

Hochberg, Addeo & Polacco,                                 $175
L.L.C.
1 Industrial West
Eatontown, NJ 07724

N.J.N.G.                                                   $156

J.C.P.&L.                                                    $2

L. Belmar Gas, LLC did not submit a list of its largest unsecured
   creditors.

M. Berkeley Heights Gas, LLC did not submit a list of its largest
   unsecured creditors.

N. Brick Gas, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
N.J.D.E.P.                                              unknown
401 East State Street
Trenton, NJ 08625-0402

O. Dover Estates, LLC's Three Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Four Star Builders                                      unknown
1301 Route 33, Suite 3-E
Neptune, NJ 07753-5181

Henry L. Kent-Smith, Esq.        land use attorney      unknown
Saul Ewing
750 College Road East
Princeton, NJ 08540-6617

Kenderian-Zilinski                                      unknown
Associates, P.A.
1955 Highway 34,
Building 1-A
Wall, NJ 07719

P. Dwek Gas, LLC's Four Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
D.M.R. Lawns & Landscapes, Inc.                          $1,101
28 Broad Street
Eatontown, NJ 07724

Arthur Addeo, C.P.A.                                       $150
Hochberg, Addeo & Polacco,
L.L.C.
1 Industrial West
Eatontown, NJ 07724

Coastal Lawn Services,                                      $27
L.L.C.

Attorney General,                                       unknown
State of New Jersey

N.J.D.E.P.                                              unknown

Q. Dwek Hopatchung, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Broadway Premium Funding Corp.   insurance               $4,429
P.O. Box 277493
Atlanta, GA 30384-7493

R. Dwek Income, LLC's 14 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
G.K. Commercial Realty Group                            $33,918
P.O. Box 331
Baptistown, NJ 08803-0331

J. Campoli & Sons                trade debt              $1,564
28 Milton Street
Cresskill, NJ 07626

Coastal Property                 property                $1,444
Maintenance, L.L.C.              management
167 Monmouth Road
Oakhurst, NJ 07755

P.S.E.&G.                        utilities               $1,366

Capital Property                 property                $1,322
Management, L.L.C.               management

United Water New Jersey          utilities                  $44

Chakeema Deans                   security               unknown
                                 deposit

Corlies Convenience Store        security               unknown
                                 deposit

E-Techknowledge, Inc.            security               unknown
                                 deposit

Mascott                          security               unknown
                                 deposit

P.N.C. Financial Services        security               unknown
Group                            deposit

Ricko Transport, Inc.            security               unknown
                                 deposit

Tyhisa Farrell                   security               unknown
                                 deposit

Yang's Restaurant, Inc.          security               unknown
                                 deposit

S. Dwek Ohio, LLC did not submit a list of its largest unsecured
   creditors.

T. Dwek Pennsylvania, LP's Three Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Premium Assignment Corporation                           $5,659
3522 Thomasville Road
P.O. Box 3066
Tallahassee, FL 32315

Dwek Ohio, L.L.C.                                        $5,000
167 Monmouth Road
Oakhurst, NJ 07755

Corporation Service Company                                $583
P.O. Box 13397
Philadelphia, PA 19101-3397

U. Dwek Wall, LLC did not submit a list of its largest unsecured
   creditors.

V. Dwek Woodbridge, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Dwek Ohio, L.L.C.                                       $10,000
167 Monmouth Road
Oakhurst, NJ 07755

W. Kadosh, LLC's Largest Unsecured Creditor:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Coastal Property Maintenance,    property                  $395
L.L.C.                           management
167 Monmouth Road
Oakhurst, NJ 07755

X. Lacey Land, LLC's Five Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Arthur Addeo, C.P.A.                                        $75
Hochberg, Addeo & Polacco,
L.L.C.
1 Industrial West
Eatontown, NJ 07724

Four Star Builders                                      unknown
1301 Route 33, Suite 3-E
Neptune, NJ 07753-5181

Henry L. Kent-Smith, Esq.        land use attorney      unknown
Saul Ewing
750 College Road East
Princeton, NJ 08540-6617

Kenderian-Zilinski               engineering firm       unknown
Associates, P.A.

Monteforte Architectural         services               unknown
Studio

Y. Monmouth Plaza, LLC did not submit a list of its largest
   unsecured creditors.

Z. P&Y Holdings, LLC did not submit a list of its largest
   unsecured creditors.

AA. Sugar Maple Estates, LLC did not submit a list of its largest
    unsecured creditors.

AB. West Bangs Avenue, LLC's Three Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Coastal Property Maintenance,    property                  $120
L.L.C.                           management
167 Monmouth Road
Oakhurst, NJ 07755

Four Star Builders                                      unknown
1301 Route 33, Suite 3-E
Neptune, NJ 07753-5181

Kenderian-Zilinski                                      unknown
Associates, P.A.
1955 Highway 34,
Building 1-A
Wall, NJ 07719

AC. Beach Mart, LLC's Two Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Two Rivers Water Reclamation                               $196
Authority
1 Highland Avenue
Monmouth Beach, NJ 07750

Cutting Edge Lawn Service,                                 $160
L.L.C.
17 Tall Oaks Drive
Hazlet, NJ 07730

AD. Dwek Raleigh, LLC's 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
A.D.T. Security Services, Inc.                          unknown
P.O. Box 371967
Pittsburgh, PA 15250

AT&T                                                    unknown
P.O. Box 2971
Omaha, NE 68103

Boulevard Gold Exchange          lease                  unknown
1100 North Raleigh Boulevard
Raleigh, NC 27610

Citi Trends                      lease                  unknown

Family Dollar                    lease                  unknown

Food Lion #757                   lease                  unknown

H.&R. Block Field Real Estate    lease                  unknown

Rent A Center #371               lease                  unknown

Simply Fashion Stores, Inc.      lease                  unknown

Subway #13926                    5298.99                unknown

Mr. Freeze Records               lease                  unknown

Dominion Healthcare              security deposit        $3,000
Services                         on lease

Phyllis Branch                   security deposit        $2,800
                                 on lease

Fresh & Clean                    security deposit        $2,383
                                 on lease

Messiah Clothing, Inc.           security deposit        $1,500
                                 on lease

Beauty Mart                      security deposit        $1,400
                                 on lease

Foxy Nails                       security deposit        $1,050
                                 on lease

Southeastern Protective          security services       $1,200
Services

Lams Garden Restaurant           security deposit          $944
                                 on lease

BellSouth                                                   $49

AE. Greenwood Plaza Acquisitions, LLC's 16 Largest Unsecured
Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Advance America                  lease                  unknown
246 Bypass 72 Northwest
Greenwood, SC 29649

Bank of America                  lease                  unknown
246 Bypass 72 Northwest
Greenwood, SC 29649

Blockbuster Videos, Inc.         lease                  unknown
246 Bypass 72 Northwest
Greenwood, SC 29649

Dollar General Corp.             lease                  unknown

Farmers Furniture                lease                  unknown

Great Wall Chinese               lease unit 70          unknown
Restaurant

                                 lease unit 80          unknown

K-Mart Corp.                     lease, Store No.       unknown
                                 7058

Rent-A-Center #2115              lease                  unknown

Ruby Tuesday #4527               lease                  unknown

Wharton Realty Group, Inc.                              unknown

Sylvan Learning Center           lease                  unknown

Palmetto Pizza Palace            lease security          $2,096
                                 deposit

U.S. Auto Insurance Co.          lease security          $1,500
                                 deposit

Upstate Telecom, Inc.            security deposit        $1,458
                                 on leased
                                 premises

M.&M. Income Tax Services        lease security          $1,135
                                 deposit

Lee Nails                        lease security            $900
                                 deposit

AF. Sinking Springs II, LLC's Seven Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Blockbuster Videos, Inc.         lessee                 unknown
4870 Penn Avenue
Reading, PA 19608-8601

Cun Yi China Moon                lessee                 unknown
4870 Penn Avenue
Reading, PA 19608-8601

Dijan, Inc.                      lessee                 unknown
4870 Penn Avenue
Reading, PA 19608-8601

P.A. Liquor Control Board        lessee                 unknown

Redners Quick Stop               lessee                 unknown

Supercuts, Inc. #80014           lessee                 unknown

Wharton Realty Group, Inc.                              unknown

Senor Taco                       lease deposit           $1,250

AG. Sinking Springs, LLC's Two Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Tax Collector, Ann Marie Girard  value of security:     unknown
P.O. Box 98                      $3,900,000; value
Wernersville, PA 19565           of senior lien:
                                 $3,919,222

Redners Quick Stop               lease space no.        unknown
Route 422 & Krick Lane           10
South Heidelberg, PA

AF. Neptune Medical, LLC's Nine Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Dickstein Associates Agency      Insurance              $18,850
4001 Asbury Avenue
Neptune, NJ 07753

Don Choi, M.D.                   Lease of               Unknown
2100 Corlies Avenue              Office Space
Suite 17
Neptune, NJ 07753

NJ American Water co.            Utilities                 $232
P.O. Box 371331
Pittsburgh, PA 15250-7331

Dr. W. Dean Adams                Lease                  Unknown

Jersey Shore Radiology           Lease                  Unknown

Lookman Odejobi, M.D.            Lease                  Unknown

Michael Weinblatt, DPM           Lease                  Unknown

Paul Silbert, M.D.               Lease                  Unknown

Rami Geffner, M.D.               Lease                  Unknown

AF. Dwek Properties, LLC's 19 Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Coastal Property                 Property Mgt.          $15,884
Maintenance LLC
167 Monmouth Road                Property                $2,287
Oakhurst, NJ 07755               Maintenance -
                                 J. Dwek

Liberty Elevator Corporation                            $10,125
63 East 24th Street
Paterson, NJ 07514

Premium Assignment Corp.                                 $9,618
3522 Thomasville Road
P.O. Box 3066
Tallahassee, FL 32315

Dickstein Associates Agency                              $9,169

Borough of West Long Branch      4 Cubero Court          $5,967

Mechanics Plus Towing and                                $5,794
Transport

Hawley Realty, Inc.                                      $5,734

Seabra Express, LLC              Security Deposit        $5,000

Stafford Smith                   Commissions             $3,830
Commercial Realty

Curtis Sloan                     Security Deposit        $3,000

PPL Electric Utilities           2102 Main Street        $2,823

O'Harriets                       Security Deposit        $2,700

Victory Family Church            Security Deposit        $2,256

Francisco Quechel                Security Deposit        $1,950

Yolanda Beb                      Security Deposit        $1,650

Fish Fetish                      Security Deposit        $1,600

James Febbo & Sons, Inc.                                 $1,542

Jason Smith                      Security Deposit        $1,500

Karen Vrabel                     Security Deposit        $1,350

AF. WLB Center, LLC's Four Largest Unsecured Creditors:

   Entity                        Nature of Claim   Claim Amount
   ------                        ---------------   ------------
Capital Property                 Property                $1,310
Management, LLC                  Management
167 Monmouth Road
Oakhurst, NJ 07755

JCP&L                                                   Unknown
P.O. Box 3687
Akron, OH 44309-3687

NJ American Water Co.                                   Unknown
P.O. Box 371331
Pittsburgh, PA 15250-7331

NJNG                                                    Unknown
P.O. Box 1378
Belmar, NJ 07715-0001


SOS REALTY: U.S. Trustee Wants ch. 11 Case Converted or Dismissed
-----------------------------------------------------------------
The United States Trustee for Region 1 asks the U.S. Bankruptcy
Court for the District of Massachusetts to convert SOS Realty
LLC's Chapter 11 case into a Chapter 7 liquidation proceeding, or
in the alternative, dismiss the case.

The Trustee tells the Court that the Debtor failed to:

   a. file its monthly financial report for the period ending
      July 31, 2007; and
  
   b. pay quarterly fees owing to the Trustee for the second
      quarter of 2007.

In addition, the Trustee discloses that administrative proofs of
claim filed with the Court exceed $200,000 and the Debtor owed
its counsel $85,000 as of March 2007.

Furthermore, the Trustee says that the Debtor failed to gain the
Courts confirmation of a meaningful disclosure and a feasible
Chapter 11 plan.

Based in West Roxbury, Massachusetts, SOS Realty LLC owns a
condominium development known as the "Washington Grove
Condominiums."  The company filed for chapter 11 protection on
May 11, 2006 (Bankr. D. Mass. Case No. 06-11381).  Jennifer L.
Hertz, Esq., at Duane Morris LLP, represents the Debtor in its
restructuring efforts.  No Official Committee of Unsecured
Creditors has been filed in the Debtor's case.  In its schedules
of assets and liabilities, it listed $12,009,000 in total assets
and $6,734,279 in total liabilities.


STAR GAS: Fitch Lifts Issuer Default Rating to B
------------------------------------------------
Fitch Ratings upgraded Star Gas Partners, L.P. as:

-- Issuer Default Rating to 'B' from 'B-';

-- Outstanding 10.25% senior unsecured notes due 2013, co-issued
    with its special purpose financing subsidiary Star Gas Finance
    Company, to 'B+/RR3' from 'B/RR3'.

The notes have a Recovery Rating of 'RR3', indicating good
recovery, and the Rating Outlook is Stable.

About $173 million of notes remain outstanding.
The rating upgrades primarily reflect the improved performance of
the heating oil operations, stronger liquidity position and the
benefits of the recapitalization of Star Gas that was completed on
April 28, 2006.

In its rating analysis Fitch considered the improved consolidated
credit metrics resulting from stronger operating performance for
the latest 12 months ended June 30, 2007, an adequate near-term
liquidity position provided under its operating subsidiary,
Petroleum Heat and Power Co., $260 million secured revolving
credit facility, cash balance of $133 million at June 30, 2007,
and management's desire to run a conservatively structured
business that returns to a local-based model.  The rating for the
notes also reflects Star Gas' subordinated position to the Petro
credit facility.

Fitch's Recovery Rating for the outstanding notes, a relative
indicator of creditor recovery on a given obligation in the event
of a default, is unchanged at 'RR3', which indicates an estimated
recovery level of between 50% and 70% in event of a default.

Positive credit factors include:

               Improved Fiscal 2007 Performance

Star Gas has continued to post improving operating results.  For
the LTM Star reported operating EBITDA of $73 million, up from
$56.8 million for fiscal 2006.  Margin expansion partially
mitigated the negative effects of customer attrition.  Total Gross
Debt/EBITDA improved to 2.4x from 6.6x for the 12 months ended
June 30, 2006.  EBITDA/Interest strengthened to 6x from 1.7x in
the prior period.

                       Adequate Liquidity

With $133 million of cash on hand (as of June 30, 2007) and an
untapped $260 million working capital facility ($310 million
during heating season) at Sept. 30, 2007, Star Gas has sufficient
liquidity to meet its operational needs, and fixed payment
obligations as well as sufficient liquidity to manage through
heating oil price volatility.

                   Improved Customer Attrition

As a means of unraveling a failed centralization of customer
service which led to many of the operational issues Star Gas faced
in 2004 and 2005, the company has decentralized its customer
service functions.  Each of Petro's 20 customer service centers is
responsible for customer service, retention, customer acquisition
and pricing, among other key operating functions.  The shift to a
local-based structure has helped to improve customer attrition
from a 7.3% loss in fiscal 2005 to a 5% loss
(as of June 30, 2007).

While the company is still suffering from customer losses, many of
those losses are due to the tightening of customer credit
policies, the shifting from fixed price to variable priced
contracts, and the typical 1% loss due to natural gas conversion.
Fiscal 2007 to date, Star completed six acquisitions totaling
$14.7 million and nearly 18,000 customers.  Adjusted for
acquisitions, net attrition was 0.7% for the LTM.

                      Pricing Improvements

Over the past two years Petro has made efforts to move customers
away from fixed price contracts to capped or ceiling pricing.  
With the bulk of its protected customers on capped pricing, Petro
should benefit from increased pricing flexibility.  Petro reviews
its customer base nightly and hedges its exposure on a daily
basis.  Options settle daily which helps to limit any surprise
exposures to derivative contracts.

                       Management Changes

Star Gas' new management has focused on improving operations and
customer service levels.  With an expressed desire to run a
conservatively structured business and return to a more local-
based operating structure, Star Gas' management seems positioned
to further strengthen performance.

Credit concerns include:

                       Heating Oil Market

The market for heating oil in the northeast has been in a slow
decline for quite some time.  With 1% natural gas conversions and
environmental issues surrounding the use of underground tanks on
residential properties, customer attrition is a way of life.  The
2004-2005 period demonstrates Star Gas' sensitivity to competition
with lower priced suppliers, the overall commodity costs, the
variability of those costs, and pressure from fixed price
contracts.

                            Weather

Even with weather insurance, Star Gas is vulnerable to a warm
winter.  While temporary, warm winters can have a significant
impact on Star Gas' financial condition.

                           Attrition

While there has been some reduction in customer losses over the
past two years, it remains a significant obstacle to Star Gas'
continued operational performance.  Despite the improvements in
customer losses, another significant operational/customer service
error could cause a rapid acceleration of losses.

                 Distributions Resume Fiscal 2009

At the end of Fiscal 2004 the company announced the suspension of
its distribution payments.  As part of its recapitalization, the
company was relieved of its distribution commitments through
Fiscal 2008, which has led to the improved liquidity and
substantial cash position.  While Fitch believes the company will
generate ample operating cash flow and maintain strong cash
balances to support its distribution levels, the company must
continue to demonstrate its ability to operate in a high commodity
cost environment, execute a balanced hedging program, successfully
integrate its acquisitions, and stem customer attrition before
Fitch could consider the commencement of its distributions as
anything but negative.


T.B.J. LINWOOD: Case Summary & 17 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: T.B.J. Linwood, Inc.
        5420 209th Lane Northeast
        Wyoming, MN 55092

Bankruptcy Case No.: 07-42860

Chapter 11 Petition Date: August 17, 2007

Court: District of Minnesota (Minneapolis)

Judge: Dennis D. O'Brien

Debtor's Counsel: Mary L. Cox, Esq.
                  Henson & Efron, P.A.
                  220 South Sixth Street, Suite 1800
                  Minneapolis, MN 55402
                  Tel: (612) 339-2500
                  Fax: (612) 339-6364

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 17 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Jerry's Produce                                          $143,000
1415 Case Avenue
St. Paul, MN 55106

Minnesota Department of                                   $82,000
Revenue
Coll. Enf. Unit, 551
Bankruptcy Section
P.O. Box 64447
St. Paul, MN 55164

                               2006 unemployment          $11,713
                               insurance

                               2006 withholding taxes      $8,384

Internal Revenue Services      2006-2007 federal         $101,122
Stop 5700                      taxes
30 East 7th Street,
Suite 1222
St. Paul, MN 55101

Roma Foods                     supplier                   $52,000

Norbon Oil                     gas-Linwood Store          $29,692

Ackerburg Group                Lakeville lease            $26,614

Treblehorn's & Associates                                 $24,577

Messerli and Kramer                                       $15,000

Northern Air Corp.                                        $10,472

Valley Moulding                                            $7,400

Berglund & Baumgartner                                     $7,000

Isanti Properties, L.L.C.      Isanti lease                $5,925

United Refrigeration                                       $5,000

Copy Shop                                                  $4,200

Kaku Investments               rent                        $4,000

Precision Sign                 Lakeville/Apple             $3,000
                               Valley

Gillund Enterprises                                          $756


TABERNA II: Fitch Rates $42.5 Mil. Class F Notes at BB+
-------------------------------------------------------
Fitch placed three classes of notes issued by Taberna Preferred
Funding II, Ltd. on Rating Watch Negative, totaling $84.3 million.  
Taberna II is a collateralized debt obligation backed primarily by
trust preferred securities issued by real estate investment trusts
and homebuilders.  

These rating actions are effective immediately:

-- $29,866,591 class E-1 notes, rated 'BBB', placed on Rating
    Watch Negative;

-- $10,035,175 class E-2 notes, rated 'BBB', placed on Rating
    Watch Negative;

-- $42,500,000 class F notes, rated 'BB+', placed on Rating
    Watch Negative.

Fitch's rating actions reflect the rapid deterioration in the
credit quality of several residential mortgage REITs underlying
the transaction, including one which filed for bankruptcy
protection on Aug. 6, 2007 and a second one which filed for
bankruptcy protection on Aug. 10, 2007.  Uncertain recovery
prospects for these two exposures, in addition to the negative but
evolving credit quality of certain other exposures underlying
Taberna II, increase the likelihood of a rating action with
respect to the transaction's class E-1, E-2 and F notes.

Fitch rates a number of other CDOs backed primarily by trust
preferred securities issued by REITs, finance companies
specializing in mortgage lending and homebuilders.  In most
instances, these transactions also have exposure to issuers which
are experiencing credit deterioration at present.  

However, Fitch does not believe rating actions at this time are
warranted in these instances due to transaction-specific factors
including: the size of the exposures relative to available credit
enhancement; overall portfolio credit quality; or the more senior
nature of the securities held relative to trust preferred
securities.

That said, further credit deterioration in underlying collateral
could expose these transactions to negative rating actions in the
future as well.  Derivative Fitch, in concert with Fitch's REIT,
Financial Institutions and Homebuilder groups will continue to
monitor underlying collateral quality as it evolves.

Fitch notes that CDOs backed solely by trust preferred securities
issued by banks and insurance companies continue to exhibit stable
credit attributes.


TARGUS GROUP: S&P Downgrades Corporate Credit Rating to B-
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Anaheim, Calif- based Targus Group International Inc. to
'B-' from 'B'.

In addition, Standard & Poor's affirmed the 'B' ratings on Targus'
$40 million senior secured revolving credit facility due 2011 and
$190 million term loan B due 2012; the recovery ratings remain
'2', indicating the expectation of substantial (70%-90%) recovery
in the event of a payment default.

Standard & Poor's also affirmed the 'CCC+' rating on the company's
$85 million second-lien term loan maturing in 2013; the recovery
rating remains '5', indicating the expectation of modest (10%-30%)
recovery in the event of a payment default.

Standard & Poor's removed all ratings from CreditWatch with
negative implications, where they were placed on May 23, 2007,
reflecting our concerns about weaker-than-expected working capital
management and tight covenant cushion. The outlook is negative.  
Targus has about $300 million in outstanding debt on its balance
sheet, including $31.2 million payment-in-kind notes
maturing 2013.

"The downgrade reflects the company's weak cash flow generation
over the last 12 months, very highly leveraged capital structure,
and expected tight cushion on its bank loan financial covenants
over the coming quarters," said Standard & Poor's credit analyst
Christopher Johnson.

The ratings on Targus reflect the company's very highly leveraged
capital structure; the highly competitive operating environment
and price-sensitive nature of the laptop computer case and
accessory business; technology risk within the accessories product
line; some customer concentration across the three distribution
channels, and vulnerability to weak economic and retail
environments.


TIMOTHY BROPHY: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Timothy J. Brophy, Jr.
        2452 North Lake Drive
        Milwaukee, WI 53211

Bankruptcy Case No.: 07-26404

Chapter 11 Petition Date: August 17, 2007

Court: Eastern District of Wisconsin (Milwaukee)

Judge: James E. Shapiro

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

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's List of its 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim      Claim Amount
   ------                        ---------------      ------------
Town Bank                        Loan                     $224,774
400 Genesee Street
Delafield, WI 53018

WE Energies                      Utilities                $180,000
231 West Michigan
Milwaukee, WI 53201

City of Milwaukee                Fines & Municipal        $110,000
200 East Wells Street            Violations
Milwaukee, WI 53202

Northern Exposure                Landscaping               $29,000
Landscaping, Inc.

Windermere Properties            Judgment                  $20,000

Roman A. Chojnacki               Attorney Fees             $20,000

Lisbon Storm and Screen          Supplies                  $19,000

Nitschke and Sika                Attorney Fees             $10,000

George Puchinsky                 Leasing Commissions       $10,000

Todd Bray                        Contracting               $10,000

Todd Kirchenberg, CPA            Accounting Services        $8,000

Radke and Schlesner, CPA         Accounting Services        $6,000

Carl Jahnke                      Loan                       $6,000

Schneider Vetter Glass           Supplies                   $4,000

Prime Financial                  Credit Card                $4,000

Journal Sentinel, Inc.           Newspaper                  $3,500

Carpet Mill Store                Supplies                   $2,000

American Family Insurance        Insurance                  $2,000

Time Warner Cable                Cable                        $800

Robert Hoeft                     Judgment                     $300


TRUE TEMPER: S&P Junks Corporate Credit Rating
----------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Memphis,
Tenn.-based golf shaft manufacturer True Temper Sports Inc.,
including its corporate credit rating to 'CCC+' from 'B-'.

S&P also placed the ratings on CreditWatch with negative
implications.  Total debt outstanding at True Temper Sports at
July 1, 2007, was about $261 million.

"The rating actions reflect weaker-than-expected performance, as
well as the company's very limited liquidity," said Standard &
Poor's credit analyst Kenneth Shea.

Sales, which included the June 8, 2006, acquisition of Royal
Precision's assets, were essentially flat for the six months ended
July 1, 2007, compared to the same period in the prior year, due
to weak graphite product volumes.  Moreover, higher nickel and
employee health costs and delays in integrating Royal Precision's
production processes resulted in adjusted EBITDA declining about
10% during the same timeframe.  As a result, credit measures
weakened significantly.  For the 12 months ended July 1, 2007, S&P
estimates that pro forma debt to EBITDA was about 12x.

In addition, S&P are concerned about the company's liquidity
position.  At July 1, 2007, True Temper Sports had about
$15 million available on its $20 million credit facility,
following a $1.7 million equity infusion by its sponsor.  However,
the company's covenant cushion was very tight, and it will likely
need to seek a waiver and request future covenant relief from its
lenders if its operating performance does not improve.

S&P will review the company's operating and financial plans with
management, as well as monitor the company's liquidity status and
its ability to comply with or amend its bank financial covenants
in order to assess the implications for the ratings.


US ONCOLOGY: S&P Puts B+ Corporate Credit Rating on Negative Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on US
Oncology Inc., including the 'B+' corporate credit rating, on
CreditWatch with negative implications.

"The action reflects the cancer treatment company's expectations
that EBITDA for fiscal 2007 will range between $200 million and
$210 million," explained Standard & Poor's credit analyst Cheryl
Richer.

Debt, adjusted for operating leases, was $1.8 billion at
June 30, 2007.  With no change in debt, debt to EBITDA would be
more than 8x for 2007 compared with Standard & Poor's expectation
that debt leverage would remain less than 7x.  The company's
financial profile, which has already weakened over the past
several quarters due to a $425 million debt issuance in
March 2007 and amendments to management services agreements, will
be further stretched as a result of regulatory actions that are
expected to lead to a significant decline in the use of
erythropoiesis-stimulating agents by oncologists.   

The speculative-grade ratings on US Oncology Inc. reflect its
narrow operating focus on the treatment of a single disease, its
vulnerability to adverse changes in third-party reimbursement
policies, the change in treatment modalities, and its significant
debt.  These factors are partially mitigated by rising long-term
demand trends, the company's broad geographic presence, and
its proven ability to manage growth and attract and retain
oncologists.

For the first six months of 2007, pharmaceutical sales represented
about 70% of US Oncology's revenues.  As a result of certain
studies and subsequent FDA warnings, the company experienced a
decline in the use of ESAs in the second
quarter of 2007.  In addition, on July 30, 2007, the Centers for
Medicare & Medicaid Services issued a national coverage decision
that will reduce usage significantly beyond the FDA warning and
materially affect 2007 performance.

Medicare and Medicaid payments accounted for 38% of 2006 net
patient revenues.  It is still uncertain to what degree managed
care payors will follow suit.  Debt increased by $175 million
incrementally as a result of the issuance of $425 million senior
unsecured floating-rate payment-in-kind toggle notes in
March 2007, a portion of which funded a sponsor dividend.  

New center openings and recently executed contracts with
physicians continue to improve revenue growth, and average selling
prices appear to have stabilized.  However, ESA-related
reimbursement pressures combined with a large debt burden may
result in a downgrade.  Standard & Poor's will meet with
management to review the company's ability to offset margin
pressures and reduce leverage.


VERTRUE INC: S&P Lowers Corporate Credit Rating to B
----------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Vertrue Inc. to 'B' from 'B+', and removed the rating
from CreditWatch, where it was placed with negative implications
on March 22, 2007.  The outlook is stable.

At the same time, we affirmed the issue ratings on Vertrue's $660
million senior secured facilities.  S&P also removed from
CreditWatch and withdrew the rating on the company's $150 million
9.25% senior notes due 2014, which were redeemed with the closing
of the transaction.  The 'B-' rating on Vertrue's $90 million 5.5%
senior subordinated notes due 2010 remains on CreditWatch with
negative implications pending further information regarding the
notes' redemption.

"The downgrade reflects the increase in financial risk resulting
from the company's leveraged acquisition by a group of private-
equity sponsors," said Standard & Poor's credit analyst Deborah
Kinzer.

The sponsors are One Equity Partners, Rho Ventures, and Brencourt
Advisors LLC.

The ratings on Vertrue reflect some customer concentration risk,
the competitive and fragmented online personal-ads market, and an
acquisition-oriented growth strategy.  These factors are only
partially offset by the company's good market position in niche
consumer discount membership programs and its good recurring
revenue stream from renewals.

The $460 million first-lien bank loan is rated 'B+' (one notch
above the 'B' corporate credit rating), with a recovery rating of
'2', indicating our expectation of substantial (70%-90%) recovery
in the event of a payment default.  The first-lien facility
consists of a $30 million revolving credit facility due 2013 and a
$430 million term loan due 2014.  The $200 million second-lien
term loan due 2015 is rated 'CCC+' (two notches below the
corporate credit rating), with a recovery rating of '6',
indicating our expectation of negligible (0%-10%) recovery in the
event of a payment default.


VERTRUE INC: Notes Redemption Cues Moody's to Withdraw Ratings
--------------------------------------------------------------
Moody's Investors Service withdrew Vertrue Incorporated's ratings
following the recent redemption of its $148 million senior
unsecured notes due 2014 and recent completion of its acquisition
by Vertrue's management and investor group consisting of One
Equity Partners, Rho Ventures and Brencourt Advisors.  This is
consistent with Moody's press release dated June 25, 2007 wherein
Moody's stated that Vertrue's existing ratings would be withdrawn
at the close of the transaction.

These ratings were withdrawn:

-- B1 Corporate Family Rating;
-- B1 Probability of Default Rating;
-- SGL-1 Speculative Grade Liquidity Rating; and
-- Ba3 (LGD3/42%) rating on $148 million Senior Unsecured Notes
    due 2014.

Headquartered in Norwalk, Connecticut, Vertrue Incorporated is a
leading Internet marketing services company.  For the fiscal year
ended June 30, 2007, the company reported revenues of about
$755 million.  On Aug. 16, 2007, Vertrue was acquired by Velo
Acquisition, Inc. (B2/Stable).


WCI COMMUNITIES: Obtains Waiver from Rev. Credit Facility Lenders
-----------------------------------------------------------------
WCI Communities Inc. has reached an agreement with its lenders to
amend the company's Revolving Credit Facility, Term Loan
Agreement, and Tower Facility, on Aug. 17, 2007.  The amendments
are intended to provide for greater operational flexibility in the
current market environment.  The amendments provide for:

   -- a waiver or consent to any default arising from certain
      changes in the composition of WCI's board of directors;

   -- adjust the pricing of the loans under the facilities;

   -- provide for certain commitment reductions;

   -- provide collateral for the loans;

   -- adjust certain financial coverage ratios and other
      covenants; and

   -- make certain other modifications.

The company's borrowing capacity under the Revolving Credit
Facility was reduced from $850 million to $700 million, with
subsequent reductions to $600 million on July 1, 2008, and to
$550 million on July 1, 2009.

The Term Loan Agreement was reduced from $300 million to
$262.5 million, with a subsequent reduction to $225 million on
July 1, 2008.

As of June 30, 2007, the balance on the Revolving Credit Facility
was $360.6 million, the balance on the Term Loan Agreement was
$300 million, and the balance on the Tower Facility was
$371.5 million.

                      About WCI Communities

Headquartered in Florida, WCI Communities Inc. (NYSE: WCI) --
http://www.wcicommunities.com/-- is a home builder catering to   
primary, retirement, and second-home buyers in Florida, New York,
New Jersey, Connecticut, Maryland and Virginia.  The company
offers both traditional and tower home choices and features a wide
array of recreational amenities in its communities.  In addition
to homebuilding, WCI generates revenues from its Prudential
Florida WCI Realty Division and its recreational amenities, as
well as through land sales and joint ventures.  The company
currently owns and controls developable land on which the company
plans to build about 20,000 traditional and tower homes.

                          *     *     *

As of Aug. 8, 2007, the company holds Moody's B3 long-term
corporate family rating and probability of default rating.  
Moody's rates the company's senior subordinate at Caa2.  The
outlook is negative.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at CCC+.


WHOLE FOODS: FTC Says It Is Reviewing Options to Stop Merger Deal
-----------------------------------------------------------------
Federal Trade Commission Competition Director Jeffrey Schmidt
expressed regret at a federal district court decision regarding a
proposed merger between Whole Foods Market Inc. and Wild Oats
Markets Inc., calling it a loss for both consumers and
competition.

On Aug. 16, 2007, the U.S. District Court for the District of
Columbia denied the FTC's request for a preliminary injunction
related to the proposed merger.

"We respect the Court's decision, which we currently are
reviewing.  We brought this challenge because the evidence before
us showed that the merger would most likely result in higher
prices and reduced choices for consumers who shop at premium
natural and organic supermarkets," Mr. Schmidt said.  "We are
reviewing our options."

On June 5, 2007, the FTC authorized its staff to seek a federal
district court order to prevent Whole Foods from acquiring Wild
Oats.  The FTC argued in court in Washington, DC, on July 31 and
August 1, 2007, that the merger would violate federal antitrust
laws by substantially reducing competition in the market for
premium natural and organic supermarkets in several geographic
areas throughout the United States.  The federal district court
decision allows the transaction to proceed, pending the FTC's
filing of a request for emergency stay with the district and
appellate courts prior to its appeal being heard.  The Commission
also has authorized the staff to act on its administrative
complaint to permanently enjoin the merger.

                     About Wild Oats Markets

Headquartered in Boulder, Colorado, Wild Oats Markets Inc. --
http://www.wildoats.com/-- is a natural and organic foods
retailer in North America with annual sales of approximately
$1.2 billion.  Wild Oats Markets was founded in Boulder, Colorado
in 1987.  Wild Oats Markets currently operates 110 stores in 24
states and British Columbia, Canada under four banners: Wild Oats
Marketplace (nationwide), Henry's Farmers Market (Southern
California), Sun Harvest (Texas), and Capers Community Market
(British Columbia).

                     About Whole Foods Market

Founded in 1980 in Austin, Texas, Whole Foods Market, Inc.
(NASDAQ: WFMI) -- http://www.wholefoodsmarket.com/-- is a
natural and organic foods supermarket.  In fiscal year 2006,
the company had sales of $5.6 billion and currently has more
than 190 stores in the United States, Canada, and the United
Kingdom.

                          *     *     *

As reported in the Troubled Company Reporter on May 1, 2007,
Standard & Poor's Ratings Services said that while the ratings on
Whole Foods Market Inc., including the 'BBB-' corporate credit
rating, currently remain on CreditWatch with negative
implications, where they were placed on Feb. 22, 2007, S&P will
lower the corporate credit rating to 'BB+' from 'BBB-' upon
closure of its acquisition of Wild Oats Inc.  At this time,
ratings will also be removed from CreditWatch.  The outlook will
be stable.


WIZZARD SOFTWARE: Posts $2.9 Mil. Net Loss in Qtr. Ended June 30
----------------------------------------------------------------
Wizzard Software Corp. reported on Aug. 15, 2007 its financial
results for the second quarter ended June 30, 2007.

The company reported a net loss of $2.9 million for the second
quarter ended June 30, 2007, compared with a net loss of
$1.4 million for the same period ended June 30, 2006.  The company
recorded revenues of $1.4 million during the second quarter ended
June 30, 2007, an 83% increase from revenues of $782,046 in the
second quarter of 2006 and a 97% increase over revenues in the
first quarter of 2007.  

For the six month period ended June 30 2007, Wizzard recorded
revenues of $2.2 million, a 56% increase over revenues of
$1.4 million for the same period in 2006.  The company reported a
net loss of $4.2 million for the six month period ended June 30,
2007, compared with a net loss of $1.9 million for the same period
ended June 30, 2006.

Wizzard posted a gross profit of $402,695 during the second
quarter of 2007, a 20% increase over a gross profit of $334,346 in
the second quarter of 2006.  For the first six months of 2007,
Wizzard posted a gross profit of $659,869, an 18% increase versus
a gross profit of $559,199 in the first six months of 2006.

Wizzard's software business recorded revenues of $467,687 in the
second quarter of 2007 versus $259,008 in the second quarter of
2006, an 81% increase.  For the first six months of 2007,
Wizzard's software business posted revenues of $764,789, a 90%
increase over revenues of $401,900 in the first six months of
2006.

Wizzard's legacy healthcare business recorded revenues of $960,410
in the second quarter of 2007 versus $523,038 in the second
quarter of 2006, an 84% increase.  For the first six months of
2007, Wizzard's healthcare business posted revenues of
$1.4 million, a 41% increase over revenues of $982,537 in the
first six months of 2006.

Additionally, Wizzard announced record downloads for its Wizzard
Media podcasting business where it received over 85 million
download requests for all hosted podcasts, a substantial
achievement management believes, given that historically the
summer months tend to show a decline in download requests.

"Wizzard's overall revenues continue to grow and we expect that to
continue throughout 2007 and into 2008," said Chris Spencer, chief
executive officer of Wizzard Software.  "Our legacy software and
healthcare revenues continue to grow but it is our podcasting
business where we see hyper growth potential.  As we begin to help
podcast publishers monetize their shows and supporting properties,
we believe our revenue growth will accelerate substantially."

At June 30, 2007, the company's consolidated balance sheet showed
$20.9 million in total assets, $1.5 million in total liabilities,
and $19.4 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?22aa

Gregory & Associates LLC, in Salt Lake City, expressed substantial
doubt about Wizzard Software Corp.'s ability to continue as a
going concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2006.  The auditing firm
reported that the company has not yet established profitable
operations and has incurred significant losses since its
inception.  

                      About Wizzard Software

Headquartered in Pittsburgh, Wizzard Software Corp. (OTC BB:
WIZD.OB) -- http://www.wizzardsoftware.com/-- provides software  
programming tools and services which allow companies to
incorporate speech technology into their products and services.
Wizzard offers, exclusively in some cases, speech technology
software programming tools and speech engines from AT&T and IBM
for which Wizzard receives a royalty for each licensed copy of
these engines distributed with the customer's products and
services.  Additionally, Wizzard recently finalized its
acquisition of MedivoxRx(R) Technologies Inc. and has recently
begun marketing efforts for the two first products to come from
the acquisition.


YRC WORLDWIDE: Signs New Revolving Credit Agreement
---------------------------------------------------
YRC Worldwide Inc. has entered into a new revolving credit
agreement, which replaces its prior revolving credit facility.  
YRC Worldwide also has expanded its asset-backed securitization
facility.
    
These new and revised credit facilities implement significant
changes to the company's prior facilities such as:
    
   -- an increase in the size of the revolving credit facility
      from $850 million to $1.1 billion, of which $150 million is
      a term loan;
    
   -- an extension in the revolving credit facility maturity to
      2012;   

   -- a reduction of the revolving credit facility applicable
      interest rate between 2.5 and 12.5 basis points;   

   -- a more flexible revolving credit covenant package; and
    
   -- an increase in the asset-backed securitization facility size
      from $650 million to $700 million.
    
"This refinancing action creates additional operational
flexibility, extends maturities and reduces interest rates," said
Don Barger, executive vice president and chief financial officer.
    
Based in Overland Park, Kansas, YRC Worldwide Inc. (Nasdaq: YRCW)
fka Yellow Roadway Corp. -- http://www.yrcw.com/--  is a  
transportation service providers in the world, is the holding
company for a portfolio of brands including Yellow Transportation,
Roadway, Reimer Express, Meridian IQ, New Penn, USF Holland, USF
Reddaway, and USF Glen Moore.  The enterprise provides
transportation services, transportation management solutions and
logistics management.  The portfolio of brands represents a
comprehensive array of services for the shipment of industrial,
commercial and retail goods domestically and internationally.
YRC Worldwide employs approximately 66,000 people.

                         *      *     *

Moody's Investor Services placed Ba1 on YRC Worldwide Inc.'s long
term corporate family rating and probability of default on
Sept. 2006.  The outlook is stable.


ZIM CORP: Posts $97,397 Net Loss in First Quarter Ended June 30
---------------------------------------------------------------
ZIM Corporation reported on Aug. 15, 2007, its financial results
for the first quarter ended June 30, 2007.

Net loss for the quarter ended June 30, 2007, was $97,397.  The
net loss for the quarter ended June 30, 2006, was $567,725.

Revenue for the quarter ended June 30, 2007, was $538,027, a
decrease from $705,797 for the quarter ended June 30, 2006.   
ZIM's decrease in revenue is primarily attributable to the decline
in revenue from the company's SMS aggregation services caused by
the continued saturation of the aggregation market.

"Consistent with previous announcements, ZIM continued to
experience a decrease in SMS aggregation revenues however, we
continue to pursue opportunities related to our Internet TV and
Mobile Content platforms" said Dr. Michael Cowpland, president and
chief executive officer of ZIM.

ZIM had cash of $319,561 as at June 30, 2007, as compared to
$772,015 for the period ending June 30, 2006, and $441,637 at
March 31, 2007.  As at June 30, 2007, ZIM also had an amount due
to the chief executive officer, who is also a shareholder of
$46,930 with no amounts due to financial institutions.

At June 30, 2007, the company's consolidated balance sheet showed
$1.2 million in total assets, $986,519 in total liabilities, and
$200,308 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?22ae

                       Going Concern Doubt

Raymond Chabot Grant Thornton LLP, in Ottawa, Canada, expressed
substantial doubt about ZIM Corporation's ability to continue as a
going concern aftr auditing the company's consolidated financial
statements for the years ended March 31, 2007, and 2006.  The
auditing firm reported the company has incurred a net loss of
$1,936,187 and provided $198,143 of cash from operations, during
the year ended March 31, 2007.  The company also has generated
negative cash flows from operations during each of the previous
five years.

                         About ZIM Corp.

Ottawa, Canada-based ZIM Corporation (OTCBB: ZIMCF) --
http://www.zim.biz/-- is a mobile entertainment and Internet TV   
service provider.  Through its global infrastructure, ZIM provides
publishing and licensing services for market-leading mobile
content and for peer to peer (P2P) Internet TV broadcasting.


* S&P Lifts Ratings on 10 Classes of Securities from 5 GSR Deals
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 10
classes of mortgage-backed securities from five GSR Mortgage Loan
Trust transactions.

Concurrently, S&P lowered the ratings on nine classes from five
series and placed the rating on one class from another series on
CreditWatch with negative implications.  Additionally, S&P
affirmed the ratings on all other outstanding classes from 46
transactions from the same issuer.

The upgrades reflect increased current and projected credit
support percentages that are sufficient to support the higher
ratings, as well as low realized losses.  The increased credit
support percentages are the result of significant principal
prepayments and the shifting-interest payment structure
of the transactions.  Furthermore, all series with raised ratings
have outstanding pool balances that are less than 49.38% of their
original size.  Cumulative losses have been less than 4 basis
points for the upgraded transactions.

S&P lowered the rating on class B-5 from series 2004-13F to 'D'
because of a $125,776.86 principle write-down.  The other
downgrades resulted from the high percentage of properties in
foreclosure and REO in the collateral pools.  Nonetheless,
realized losses to date have been minimal for these four series.
Total delinquencies ranged from 1.03% (series 2005-8F) to 9.98%
(series 2004-14) of the current pool balances.  The pool balances
ranged from 11.09% (series 2004-14) to 83.19% (series 2005-8F) of
their original size as of the July 25, 2007, payment date.

S&P placed the rating on class B-5 from series 2005-AR5 on
CreditWatch with negative implications because of a reduction in
projected credit support to significantly below the original level
due to increasing delinquencies.  Standard & Poor's will closely
monitor the performance of this class.  If the collateral
performance improves, S&P will affirm the rating and remove it
from CreditWatch.  Conversely, if delinquencies translate into
losses and erode credit support, S&P will take further negative
rating actions on this class.

The rating affirmations reflect actual and projected credit
enhancement percentages that are sufficient to support the current
ratings.  The mortgage pools backing the classes with affirmed
ratings had total delinquencies ranging from 0% (various series)
to 9.98% (series 2004-14).  Lastly, all series with affirmed
ratings have experienced low or no realized losses.

Credit support for the transactions is provided by a senior-
subordinate structure.  The collateral backing the certificates
originally consisted of 15- to 30-year prime fixed- and
adjustable-rate mortgage loans secured by one- to four-family
residential properties.

                       Ratings Raised

GSR Mortgage Loan Trust
                                             Rating
                                             ------
         Series       Class           To              From
         ------       -----           --              ----
         2003-3F      B-4             AA+             AA
         2003-3F      B-5             A               BBB+
         2003-4F      B-4             AA-             A+
         2003-4F      B-5             BBB+            BBB
         2003-9       B3              BBB+            BBB
         2003-9       B4              BB+             BB
         2004-14      1B1             AAA             AA+
         2004-14      1B2             AA              A+
         2005-AR3     1B1             AA+             AA
         2005-AR3     1B2             A+              A

                      Ratings Lowered

GSR Mortgage Loan Trust
                                              Rating
                                              ------
         Series        Class          To              From
         ------        -----          --              ----
         2004-13F      B-2            BBB             A
         2004-13F      B-3            B               BBB
         2004-13F      B-4            CCC             BB
         2004-13F      B-5            D               B
         2004-14       1B5            CCC             B
         2005-AR2      2B4            B               BB
         2005-AR2      2B5            CCC             B+
         2005-AR3      1B5            CCC             B
         2005-8F       B5             CCC             B
  
             Rating Placed On Creditwatch Negative

GSR Mortgage Loan Trust
                                             Rating
                                             ------  
         Series        Class          To              From
         ------        -----          --              ----
         2005-AR5      B-5            B/Watch Neg     B

                       Ratings Affirmed

GSR Mortgage Loan Trust

  Series           Class                          Rating
  ------           -----                          ------
2003-2F       IA-1, IIA-X, IIA-P, IIIA-1            AAA
2003-2F       A-X, IIA-4, IIA-3, IIA-2              AAA
2003-2F       IIA-5, IA-3, IA-2, IIA-6              AAA

2003-3F       IA-1, IA-2, IA-4, IA-6                AAA
2003-3F       IIA-1, IIA-2, IIIA-1, IIIA-2          AAA
2003-3F       IIIA-3, IIIA-6, IVA-1, IVA-2          AAA
2003-3F       IVA-3, A-P, A-X1, A-X2                AAA
2003-3F       B-1, B-2, B-3                         AAA

2003-4F       IA-1, IA-2, IIA-4, IIA-3              AAA
2003-4F       IIA-5, A-P2, A-P1, VA-1               AAA
2003-4F       IVA-2, IIIA-4, IIIA-3, IVA-1          AAA
2003-4F       A-X2, A-X1, B-1, B-2                  AAA
2003-4F       B-3                                   AA+

2003-7F       IA-1, IA-2, IA-3, IA-4, IA-5          AAA
2003-7F       IIA-1, IIA-2, IIA-3, IIA-4            AAA
2003-7F       IIA-5, IIIA-1, IIIA-2, IIIA-3         AAA
2003-7F       IVA-1, IVA-2, VA-1, VA-2              AAA
2003-7F       VA-3, VA-5, VIA-1, A-X6               AAA
2003-7F       A-X5, A-X4, A-X3, A-1X, A-P           AAA
2003-7F       B1                                    AAA
2003-7F       B2                                    AA+
2003-7F       B3                                    A+
2003-7F       B4                                    BBB+
2003-7F       B5                                    BB-

2003-9        A-1, A-2, A-3, X1, X2, X3             AAA
2003-9        B1                                    AA+
2003-9        B2                                    A+
2003-9        B5                                    B

2003-10       1A1, 1A4, 1A6, 1A8, 3A1,              AAA
2003-10       2A2, 2A1, 1A12, 1A11, 1A9             AAA
2003-10       1A7, 1A5                              AAA
2003-10       B1                                    AA
2003-10       B2                                    A
2003-10       B3                                    BBB
2003-10       B4                                    BB
2003-10       B5                                    B

2003-13       1A1, 1A2                              AAA
2003-13       B1                                    AA
2003-13       B2                                    A
2003-13       B3                                    BBB
2003-13       B4                                    BB
2003-13       B5                                    B

2004-2F       A-P, IA1, IIIA-3, IIIA-6, IVA-1       AAA
2004-2F       IA-7, IA-6, IA-5, IA-4                AAA
2004-2F       IA-3, IIA-1, VA-1, VIA-1              AAA
2004-2F       VIIA-1, IIIA-1                        AAA
2004-2F       IIIA-2, IIIA-4, IA-2, IIA-2           AAA
2004-2F       IVA-2, VIIA-2, A-X                    AAA
2004-2F       VIIIA-1, IXA-1, XA-1, XIA-1           AAA
2004-2F       XIIA-1, XIIIA1, XIVA-1                AAA
2004-2F       I-B1                                  AA+
2004-2F       II-B1                                 AA
2004-2F       I-B2                                  A+
2004-2F       II-B2                                 A
2004-2F       I-B3                                  BBB+
2004-2F       II-B3                                 BBB
2004-2F       I-B4                                  BB
2004-2F       II-B4                                 BB
2004-2F       I-B5                                  B

2004-3F       IA1, IIA-1, IIA-2, IIA-3              AAA
2004-3F       IIA-4, IIA-5, IIA-6, IIA-7            AAA
2004-3F       IIA-8, IIA-10, IIA-11, IIA-12         AAA
2004-3F       IIIA-1, IIIA-2, IIIA-7                AAA
2004-3F       IIIA-8, A-P, A-X                      AAA
2004-3F       B1                                    AA
2004-3F       B2                                    A
2004-3F       B3                                    BBB
2004-3F       B4                                    BB
2004-3F       B5                                    B

2004-5        1A2, 1A3, 1AX, 2A1, 1A1               AAA
2004-5        2AX, 3A1, 3A2, 3A3                    AAA
2004-5        B1                                    AA
2004-5        B2                                    A
2004-5        B3                                    BBB
2004-5        B4                                    BB
2004-5        B5                                    B

2004-6F       IA1, IA-2, IA-3, IIA-1                AAA
2004-6F       IIA-2, A-P, A-X, IIA-6, IIA-5         AAA
2004-6F       IIA-4, IIA-3, VA-1, IVA-1             AAA
2004-6F       IIIA-4, IIIA-3, IIIA-2,               AAA
2004-6F       IIIA-1, IIA-8, IIA-7                  AAA
2004-6F       B1                                    AA
2004-6F       B2                                    A
2004-6F       B3                                    BBB
2004-6F       B4                                    BB
2004-6F       B5                                    B

2004-7        1A1, 4A1, 3A1, 2A1                    AAA
2004-7        1A3, 1A2                              AAA
2004-7        B1                                    AA
2004-7        B2                                    A
2004-7        B3                                    BBB
2004-7        B4                                    BB
2004-7        B5                                    B

2004-8F       IIIA-1, IIIA-2, IIIA-3,               AAA
2004-8F       A-X, IIA-3, IIA-2, IIA-1,             AAA
2004-8F       IA-1, IA-2                            AAA
2004-8F       B1                                    AA
2004-8F       B2                                    A
2004-8F       B3                                    BBB
2004-8F       B4                                    BB
2004-8F       B5                                    B

2004-9        3A1                                   AAA

2004-10F      2A-4, 2A-5, 3A-1, 4A-1                AAA
2004-10F      8A-1, 9A-1, 1A-1, 2A-2                AAA
2004-10F      2A-1, 1A-7, 1A-6, 1A-5                AAA
2004-10F      1A-4, 1A-3, 1A-2, 2A-3                AAA
2004-10F      8A-3, 8A-2, 7A-1, 6A-1                AAA
2004-10F      5A-1, A-P, A-X                        AAA
2004-10F      B1                                    AA
2004-10F      B2                                    A
2004-10F      B3                                    BBB
2004-10F      B4                                    BB
2004-10F      B5                                    B

2004-11       1A1, 1A2, 2A1, 2AX1, 2A2              AAA
2004-11       2AX2, 2A3, 3A1, 4A1, 5A1              AAA
2004-11       B1                                    AA
2004-11       B2                                    A
2004-11       B3                                    BBB
2004-11       B4                                    BB
2004-11       B5                                    B

2004-13F      1A-1, 2A-1, 2A-2, 4A-1                AAA
2004-13F      A-X, A-P, 4A-2, 3A-3                  AAA
2004-13F      3A-2, 3A-1                            AAA
2004-13F      B1                                    AA

2004-14       1A1, 2A1                              AAA
2004-14       1AX, 2AX, 3AX, 5AX                    AAA
2004-14       1B3                                   BBB+
2004-14       1B4                                   BB
2004-14       3A1, 3A2, 4A1, 5A1, 5A2               AAA
2004-14       2B1                                   AA
2004-14       2B2                                   A
2004-14       1BX                                   BBB+
2004-14       2B3                                   BBB
2004-14       2B4                                   BB
2004-14       2B5                                   B

2004-15F      1A-1, 1A-2, 1A-3, 1A-4                AAA
2004-15F      2A-1, 2A-2, 2A-3, 3A-1                AAA
2004-15F      3A-1, 3A-2, 4A-1, 5A-1                AAA
2004-15F      6A-1, 7A-1, 7A-2, A-X, A-P            AAA
2004-15F      B-1                                   AA
2004-15F      B-2                                   A
2004-15F      B-3                                   BBB
2004-15F      B-4                                   BB
2004-15F      B-5                                   B

2005-1F       1A-2, 1A-3, 1A-4, 1A-5                AAA
2005-1F       1A-6, 1A-7, 1A-8, 1A-9                AAA
2005-1F       2A-1, 2A-2, 2A-3, 3A-1                AAA
2005-1F       3A-2, 3A-3, 4A-1, 4A-2                AAA
2005-1F       A-X, A-P, 1A-1                        AAA
2005-1F       B1                                    AA
2005-1F       B2                                    A
2005-1F       B3                                    BBB
2005-1F       B4                                    BB
2005-1F       B5                                    B

2005-2F       1A-2, 1A-3, 1A-4, 1A-5                AAA
2005-2F       1A-6, 2A-1, 2A-2, 2A-3                AAA
2005-2F       3A-1, 3A-2, A-X, A-P, 1A-1            AAA

2005-4F       2A-1, 3A-1, 4A-1, 4A-2,               AAA
2005-4F       4A-3, 4A-4, 4A-5, 4A-6,               AAA
2005-4F       4A-7, 4A-8, 4A-9, 4A-10,              AAA
2005-4F       4A-11, 4A-12, 4A-13, 5A-1,            AAA
2005-4F       5A-2, 6A-1, A-X, A-P, 1A-1            AAA
2005-4F       B1                                    AA
2005-4F       B2                                    A
2005-4F       B3                                    BBB
2005-4F       B4                                    BB
2005-4F       B5                                    B

2005-5F       1A2, 2A1, 2A2, 2A3, 2A4,              AAA
2005-5F       2A5, 2A6, 2A7, 2A8, 2A9,              AAA
2005-5F       2A10, 2A11, 2A12, 2A13,               AAA
2005-5F       2A14, 2A15, 2A16, 2A17,               AAA
2005-5F       2A18, 2A19, 3A1, 3A2,                 AAA
2005-5F       3A3, 3A4, 3A5, 3A6, 3A7,              AAA
2005-5F       4A1, 4A2, 4A3, 4A4, 4A5,              AAA
2005-5F       4A6, 4A7, 4A8, 5A1,                   AAA
2005-5F       6A1, 7A1, 7A2, 8A1, 8A2,              AAA
2005-5F       8A3, 8A4, 8A5                         AAA
2005-5F       8A6, 8A7, 8A8, 8A9, 8A10,             AAA
2005-5F       AX, AP, 1A1                           AAA
2005-5F       B1                                    AA
2005-5F       B2                                    A
2005-5F       B3                                    BBB
2005-5F       B4                                    BB
2005-5F       B5                                    B

2005-AR1      1A1, 2A1, 3A1, 3A2                    AAA
2005-AR1      4A1, 4A2                              AAA
2005-AR1      B1                                    AA
2005-AR1      B2                                    A
2005-AR1      B3                                    BBB
2005-AR1      B4                                    BB
2005-AR1      B5                                    B

2005-AR2      5A1                                   AAA
2005-AR2      2B1                                   AA+
2005-AR2      2B2                                   AA
2005-AR2      2B3                                   A+
2005-AR2      1A1, 1A3, 2A1, 3A1, 4A1               AAA
2005-AR2      1A2                                   AAA
2005-AR2      1B1                                   AA
2005-AR2      1B2                                   A+
2005-AR2      1B3                                   BBB+
2005-AR2      1B4                                   BB
2005-AR2      1B5                                   B

2005-AR3      3A1, 3A2, 4A1, 5A1                    AAA
2005-AR3      6A2, 7A1, 8A2, 6A1, 8A1               AAA
2005-AR3      2B1                                   AA
2005-AR3      2B2                                   A
2005-AR3      2B3                                   BBB
2005-AR3      2B4                                   BB
2005-AR3      2B5                                   B
2005-AR3      2A1, 1A1, X                           AAA    
2005-AR3      1B3                                   BBB
2005-AR3      1B4                                   BB

2005-AR4      6A1, X                                AAA
2005-AR4      2B1                                   AA
2005-AR4      2B2                                   A
2005-AR4      2B3                                   BBB
2005-AR4      2B4                                   BB
2005-AR4      2B5                                   B
2005-AR4      1A1, 2A1, 3A4, 3A5                    AAA
2005-AR4      4A1, 3A3, 3A1, 5A1                    AAA
2005-AR4      3A2                                   AAA
2005-AR4      1B1                                   AA
2005-AR4      1B2                                   A
2005-AR4      1B3                                   BBB
2005-AR4      1B4                                   BB
2005-AR4      1B5                                   B

2005-6F       1A-1, 1A-3, 1A-2, 1A-4                AAA
2005-6F       1A-5, 1A-6, 1A-7, 3A-4                AAA
2005-6F       3A-8, 3A-7, 3A-6, 3A-5                AAA
2005-6F       3A-3, 2A-1, 2A-2, 3A-2                AAA
2005-6F       3A-1, 3A-13, 3A-17, 3A-16             AAA
2005-6F       3A-15, 3A-14, 3A-10, 3A-11            AAA
2005-6F       3A-12, 3A-9, 3A-20, 3A-19             AAA
2005-6F       AP-1, 4A-3, 4A-2, 4A-1, 3A-18         AAA
2005-6F       B1                                    AA
2005-6F       B2                                    A
2005-6F       B3                                    BBB
2005-6F       B4                                    BB
2005-6F       B5                                    B

2005-7F       1A-1, 2A-7, 2A-6, 2A-5,               AAA
2005-7F       2A-4, 2A-3, 1A-2, 1A-3,               AAA
2005-7F       2A-2, 2A-1, 3A-1, 3A-2,               AAA
2005-7F       3A-4, 3A-3, 3A-5, 3A-6,               AAA
2005-7F       3A-7, 3A-8, 3A-9, 3A-10,              AAA
2005-7F       3A-11, 3A-12, 4A-1, 4A-2              AAA
2005-7F       B1                                    AA
2005-7F       B2                                    A
2005-7F       B3                                    BBB
2005-7F       B4                                    BB
2005-7F       B5                                    B

2005-AR5      1A1, 2A1, 2A2, 2A3                    AAA
2005-AR5      2A4, 2A5, 3A1, 4A1                    AAA
2005-AR5      B1                                    AA
2005-AR5      B2                                    A
2005-AR5      B3                                    BBB
2005-AR5      B4                                    BB

2005-AR6      4A5, 4A4, 4A3, 4A2                    AAA
2005-AR6      4A1, 3A2, 3A1, 2A2                    AAA
2005-AR6      2A1, 1A4, 1A3, 1A2, 1A1               AAA
2005-AR6      B1                                    AA
2005-AR6      B2                                    A
2005-AR6      B3                                    BBB
2005-AR6      B4                                    BB
2005-AR6      B5                                    B

2005-AR7      6A1                                   AAA
2005-AR7      2B1                                   AA
2005-AR7      2B2                                   A
2005-AR7      2B3                                   BBB
2005-AR7      2B4                                   BB
2005-AR7      2B5                                   B
2005-AR7      1A1, 1A2, 2A2, 3A1, 4A2               AAA
2005-AR7      5A2, 2A1, 4A1, 5A1                    AAA
2005-AR7      1B1                                   AA
2005-AR7      1B2                                   A
2005-AR7      1B3                                   BBB
2005-AR7      1B4                                   BB
2005-AR7      1B5                                   B

2005-8F       1A-1, 2A-1, 2A-2, 3A-3                AAA
2005-8F       3A-2, 3A-2, 3A-1, 2A-8                AAA
2005-8F       2A-7, 2A-6, 2A-5, 2A-4                AAA
2005-8F       2A-3, A-P, 7A-1, 6A-1                 AAA
2005-8F       5A-2, 5A-1, 4A-1, 3A-7                AAA
2005-8F       3A-6, 3A-6, 3A-5, 3A-4, A-X           AAA
2005-8F       B1                                    AA
2005-8F       B2                                    A
2005-8F       B3                                    BBB
2005-8F       B4                                    BB
  
2005-9F       1A-14, 1A-4, 1A-8, 1A-9               AAA
2005-9F       1A-10, 2A-2, 2A-5, 2A-4               AAA
2005-9F       1A-X, 1A-P, 3A-2, 1A-3                AAA
2005-9F       1A-16, 1A-15, 2A-8, 2A-7              AAA
2005-9F       3A-1, 1A-2, 1A-5, 1A-12               AAA
2005-9F       1A-13, 2A-6, 2A-P, 2A-X               AAA
2005-9F       4A-1, 5A-1, 6A-1, 6A-2                AAA
2005-9F       5A-2, 4A-2                            AAA
2005-9F       1A-1, 1A-6, 1A-7, 1A-11, 3A-3         AAA

2005-HEL1     A-2B, A-2A, A-1                       AAA
2005-HEL1     M-1                                   AA+
2005-HEL1     M-2                                   A+
2005-HEL1     M-3                                   A
2005-HEL1     M-4                                   A-
2005-HEL1     M-5                                   BBB+
2005-HEL1     M-6                                   BBB
2005-HEL1     B-1                                   BBB-
2005-HEL1     B-2                                   BB+

2006-AR1      1A1, 1A2, 2A1, 2A2                    AAA
2006-AR1      2A3, 2A4, 2A5, 3A1                    AAA
2006-AR1      3A2                                   AAA
2006-AR1      B1                                    AA
2006-AR1      B2                                    A
2006-AR1      B3                                    BBB
2006-AR1      B4                                    BB
2006-AR1      B5                                    B

2006-1F       1A-9, 1A-10, 1A-13, 1A-15             AAA
2006-1F       1A-2, 1A-5, 1A-3, 1A-8, 1A-7          AAA
2006-1F       1A-6, 1A-14, 1A-11, 1A-16             AAA
2006-1F       1A-17, 2A-2, 2A-3, 2A-4, 2A-5         AAA
2006-1F       2A-6, 2A-7, 2A-8, 2A-9                AAA
2006-1F       2A-10, 2A-11, 2A-12, 2A-14            AAA
2006-1F       2A-15, 2A-16, 2A-17, 3A-1             AAA
2006-1F       3A-2, 7A-1, 7A-2, 1A-P                AAA
2006-1F       2A-P, 1A-X, 4A-1, 4A-2                AAA
2006-1F       5A-1, 5A-2, 5A-8, 5A-9                AAA
2006-1F       6A-1, 6A-2, 6A-3                      AAA

2006-2F       1A-1, 2A-1, 2A-2, 2A-3,               AAA
2006-2F       2A-4, 2A-5, 2A-6, 2A-7,               AAA
2006-2F       2A-8, 2A-9, 2A-10, 2A-11,             AAA
2006-2F       2A-12, 2A-13, 2A-14, 2A-15,           AAA
2006-2F       2A-16, 2A-17, 2A-18, 2A-19,           AAA
2006-2F       2A-20, 3A-1, 3A-2, 3A-3,              AAA
2006-2F       3A-4, 3A-5, 3A-6, 4A-1,               AAA
2006-2F       4A-2, 5A-1, 6A-1, 7A-1, AX            AAA

2006-3F       1A-1, 1A-2, 1A-3, 1A-4                AAA
2006-3F       1A-5, 1A-6, 1A-7, 2A-1                AAA
2006-3F       2A-2, 2A-3, 2A-4, 2A-5                AAA
2006-3F       2A-6, 2A-7, 2A-8, 3A-1                AAA
2006-3F       3A-2, 3A-3, 3A-4, 3A-5                AAA
2006-3F       3A-6, 3A-7, 3A-8, 3A-9                AAA
2006-3F       3A-10, 3A-11, 3A-12, 3A-14            AAA
2006-3F       3A-15, 3A-16, 3A-17, 3A-18            AAA
2006-3F       4A-1, 5A-1, 5A-2, A-P, A-X            AAA

2006-AR2      1A1, 1X                               AAA
2006-AR2      1B1                                   AA
2006-AR2      1B2                                   A
2006-AR2      1B3                                   BBB
2006-AR2      1B4                                   BB
2006-AR2      1B5                                   B
2006-AR2      2A1, 2A2, 3A1, 3A2                    AAA
2006-AR2      2A3, 5A2, 4A2, 4A1, 5A1               AAA
2006-AR2      2B1                                   AA
2006-AR2      2B2                                   A
2006-AR2      2B3                                   BBB
2006-AR2      2B4                                   BB
2006-AR2      2B5                                   B

2006-4F       1A-1, 2A-1, 2A-2, 2A-3                AAA
2006-4F       2A-4, 2A-5, 2A-6, 2A-7                AAA
2006-4F       2A-8, 2A-9, 2A-10, 2A-11              AAA
2006-4F       3A-1, 3A-2, 4A-1, 4A-2                AAA
2006-4F       5A-1, 5A-2, 5A-3                      AAA
2006-4F       5A-4, 5A-5, 5A-6, 5A-7                AAA
2006-4F       5A-8, 5A-9, 5A-10, 5A-11              AAA
2006-4F       6A-1, 6A-2, 6A-3, A-P, A-X            AAA
2006-4F       B-1                                   AA
2006-4F       B-2                                   A
2006-4F       B-3                                   BBB
2006-4F       B-4                                   BB
2006-4F       B-5                                   B

2006-5F       1A-1, 2A-1, 2A-2, 2A-3,               AAA
2006-5F       2A-4, 2A-5, 2A-6, 3A-1, 3A-2          AAA
2006-5F       3A-3, 3A-4, 3A-5, 3A-6, 3A-7          AAA
2006-5F       4A-1, 4A-2, 5A-1, A-P                 AAA

2006-OA1      2-A-1, 2-A-2, 2-A-3                   AAA
2006-OA1      3-A-1, 3-A-2, 1-A-1                   AAA
2006-OA1      M-1                                   AA+
2006-OA1      M-2                                   AA
2006-OA1      M-3                                   AA-
2006-OA1      M-4                                   A+
2006-OA1      M-5                                   A
2006-OA1      M-6                                   A-
2006-OA1      M-7                                   BBB+
2006-OA1      M-8                                   BBB
2006-OA1      M-9                                   BBB-

2006-7F       3A-1, 3A-6, 4A-1                      AAA

2006-8F       3A-1, 4A-2                            AAA

2006-9F       5A-3                                  AAA


* Large Companies with Insolvent Balance Sheets
-----------------------------------------------

                              Total
                              Shareholders  Total     Working
                              Equity        Assets    Capital     
  Company             Ticker  ($MM)          ($MM)     ($MM)
  -------             ------  ------------  -------  --------
Abraxas Petro           ABP         (22)         118       (4)
AFC Enterprises         AFCE        (25)         162        4
Alaska Comm Sys         ALSK        (23)         562       19
Apex Silver Mine        SIL        (131)       1,385      146
Authentic Inc           AUTH         (4)          22        1
Bare Escentuals         BARE       (189)         184       91
Bearingpoint Inc        BE         (177)       1,939       166
Blount International    BLT         (89)         471       141
CableVision System      CVC      (5,064)      10,072        17
Calpine Corp            CPNLQ    (8,106)      18,566   (2,802)
Carrols Restaurant      TAST        (24)         453      (28)
Cell Therapeutic        CTIC       (101)          94       24
Centennial Comm         CYCL     (1,078)       1,322       20
Cheniere Energy         CQP        (181)       1,935      145
Choice Hotels           CHH         (72)         332      (33)
Cincinnati Bell         CBB        (744)       1,953       (2)
Claymont Stell          PLTE        (41)         155       68
Compass Minerals        CMP         (49)         674      139
Corel Corp.             CRE         (16)         261      (31)
Crown Holdings          CCK         (90)       6,793      428
Crown Media HL          CRWN       (588)         749       63
CV Therapeutics         CVTX       (129)         308      266
Cyberonics              CYBX        (16)         137      (28)
Dayton Superior         DSUP        (99)         337       95
Deluxe Corp             DLX           0        1,410     (164)
Denny's Corporation     DENN       (207)         439      (54)
Domino's Pizza          DPZ      (1,434)         474       87
Dun & Bradstreet        DNB        (425)       1,418     (268)
Einstein Noah Re        BAGL        (46)         136       (3)
Emeritus Corp.          ESC        (111)         755      (62)
Empire Resorts I        NYNY        (12)          71       10
Enernoc Inc             ENOC         (9)          30        1
Enzon Pharmaceutical    ENZN        (57)         355      166
Extendicare Real        EXE-U        (8)       1,331      146
Foamex Intl             FMXI       (257)         566      146
Ford Motor Co           F        (1,422)     287,939   (4,704)
Gencorp Inc.            GY          (50)       1,033       52
General Motors          GM       (2,290)     186,527   (4,638)
Graftech International  GTI          (4)         788      260
Healthsouth Corp.       HLS      (1,292)       2,402     (463)
I2 Technologies         ITWO         (6)         195       35
IDEARC Inc              IAR      (8,575)       1,576      326
IMAX Corp               IMX         (52)         227       21
IMAX Corp               IMAX        (52)         227       21
Incyte Corp.            INCY       (120)         309      250
Indevus Pharma          IDEV        (75)         156       36
Intermune Inc           ITMN        (55)         249      195
ITC Deltacom Inc        ITCD        (33)         421       18
Koppers Holdings        KOP         (44)         699      196
Lodgenet Entertainment  LNET         (7)         708       24
McMoran Exploration     MMR         (50)         447       (1)
Mediacom Comm           MCCC       (120)       3,624     (278)
National Cinemed        NCMI       (585)         401       43
Neurochem Inc           NRM          (1)         116       79
New River Pharma        NRPH       (110)         152      (19)
Nexstar Broadcasting    NXST        (80)         709       23
NPS Pharm Inc.          NPSP       (226)         150     (107)
ON Semiconductor        ONNN       (118)       1,428      322
Primedia Inc            PRM        (426)       1,233      770
Protection One          PONN        (85)         441       (1)
Qwest Communication     Q        (1,556)      20,389   (1,263)
Radnet Inc.             RDNT        (48)         396       31
Ram Energy Resources    RAME         (1)         203       (8)
Regal Entertainment     RGC         (96)        2677      (89)
Resverlogix Corp        RVX          (2)          17       11
Riviera Holdings        RIV         (24)         443       28
RSC Holdings Inc        RRR        (129)       3,430     (202)
Rural Cellular          RCCC       (587)       1,362      183
Sealy Corp.             ZZ         (145)       1,017       49
Senorx Inc              SENO         (4)          16        2
Sipex Corp              SIPX        (12)          53        7
St. John Knits Inc.     SJKI        (52)         213       80
Station Casinos         STN        (167)       3,745      (62)
Stelco Inc              STE        (108)       2,734      726
Town Sports Int.        CLUB        (15)         459      (52)
Unisys Corp.            UIS          (2)       3,832       40
Weight Watchers         WTW        (991)       1,046      (85)
Western Union           WU          (86)       5,328      945
Westmoreland Coal       WLB        (108)         759      (55)
Worldspace Inc.         WRSP     (1,641)         527       85
WR Grace & Co.          GRA        (390)       3,706      922
XM Satellite            XMSR       (597)       1,813     (153)

                              *********

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 R. 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.

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