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/raid1/www/Hosts/bankrupt/TCR_Public/070910.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, September 10, 2007, Vol. 11, No. 214 Headlines 341 5TH: Case Summary & Two Largest Unsecured Creditors ACA ABS: Moody's Downgrades Rating on $45 Million Notes to B3 ACA ABS: Moody's Puts Ratings on 2003-2 Notes Under Review ACA AQUARIUS: Moody's Downgrades Ratings on $94.5 Million Notes AEGIS 2004-1: Fitch Junks Rating on Class B3 Certificates AEGIS MORTGAGE: Fitch Cuts Ratings on $44.5 Million Certificates AMEREX GROUP: Inks Pact to Acquire Perma-Fix for $2.2 Million AMERICAN HOME: Fitch Cuts Ratings on $16.5 Million Certificates AMERICAN UNITY: June 30 Balance Sheet Upside-Down by $1.3 Million AMERISTAR CASINOS: Earns $17.2 Million in Quarter Ended June 30 AMPLE COMMS: Mindspeed to Acquire Product Portfolio & IP Assets ARVINMERITOR INC: Partners with Chery to Design Chassis Systems ARVINMERITOR INC: Closes 13 Plants to Initiate Restructuring ASSET BACKED: Fitch Lowers Ratings on $88.9 Million Certificates BALLY TOTAL: Delays Filing of Second Quarter 2007 Financial Report BALTEX SWIMWEAR: Christina America Purchases Assets BAUSCH & LOMB: Settles Merger-Related Shareholder Suits BELLE HAVEN: Moody's Places Ba1 Rating Under Review BI-STATE MEDICAL: Case Summary & 36 Largest Unsecured Creditors BIOPURE CORP: Posts $6.4 Million Net Loss in Quarter Ended July 31 BON-TON STORES: Incurs $15 Million Net Loss in Second Qtr. 2007 BOSTON SCIENTIFIC: Board Elects Ray Elliot as Director CA INC: Signs New 5-Year $1 Billion Revolving Credit Facility CALPINE CORP: Inks Five-Year Energy Contract with TVA CARAUSTAR INDUSTRIES: S&P Holds B+ Corporate Credit Rating CARGO CONNECTION: Inks Agreement to Acquire Fleet Global CARGO CONNECTION: June 30 Balance Sheet Upside-down by $10.6 Mil. CHALLENGER POWER: Sells Sugar Sand Jet Boat Business for $5 Mil. CHARLESTOWN CROSSING: Involuntary Chapter 11 Case Summary CHESAPEAKE ENERGY: Paying $0.07/Share Dividends on October 15 CHRYSLER LLC: Offers to Sell Non-Core Assets in UAW Talks CHRYSLER LLC: UAW Open to Health Care Trust Fund; Seeks Pact CHRYSLER LLC: U.S. Sales Dip 6% to 168,203 Units in August 2007 CITIGROUP MORTGAGE: Fitch Lowers Ratings on $57.7 Million Certs. CITIGROUP MORTGAGE: Fitch Holds Low-B Ratings on 6 Certificates CKE RESTAURANTS: S&P Revises Outlook from Stable to Negative COASTAL LAND: Case Summary & Four Largest Unsecured Creditors COMMONWEALTH EDISON: To Sell $425 Mil. of 6.15% Mortgage Bonds COMPASS MINERALS: Keith Clark to Succeed John Fallis CONVERSION SERVICES: Posts $4 Mil. Net Loss in Qtr. Ended June 30 COOLBRANDS INT'L: Posts $2.9 Million Net Loss in Qtr. Ended May 31 COPANO ENERGY: Inks Pact to Acquire Cantera for $675 Million CORRECTIONS CORP: Raises Debt Facility Borrowing by $100 Million CREDIT SUISSE: Moody's Holds Low-B Ratings on Two Cert. Classes DELTA FUNDING: Fitch Cuts Rating on Class M2 Certificates to B DILLARD'S INC: Posts $25.2 Mil. Net Loss in Period Ended August 4 E*TRADE ABS: Moody's Puts Rating on Class D Notes Under Review EDWARDS & ASSOCIATES: Files for CCAA Protection ELLINGTON LOAN: Moody's Rates Class B-4 Certificates at Ba1 EMBS FUND V: Moody's Puts Ca Rating on $20 Million Class A-3 Notes FAMOUS AMERICAN: Case Summary & 20 Largest Unsecured Creditors FLEXTRONICS: Sept. 27 Deadline Set for Merger Consideration Voting FORD MOTOR: UAW Open to Health Care Trust Fund; Seeks Pact FRANK SUTHERLAND: Case Summary & 18 Largest Unsecured Creditors GABRIEL TECH: Lawsuit Filed Against Officers and Members of Board GARDNER DENVER: Moody's Holds Ba2 Corporate Family Rating GENERAL MOTORS: UAW Open to Health Care Trust Fund; Seeks Pact GENERAL MOTORS: Expects Steady Sales Growth in Three Markets GMAC COMMERCIAL: Fitch Holds Low-B Ratings on Three Cert. Classes H&E EQUIPMENT: Completes Acquisition of JW Burress for $96 Mil. HERBERT HOLLAND: Voluntary Chapter 11 Case Summary HSI ASSET: Fitch Downgrades Ratings on $57.7 Million Certificates HYDROGEN POWER: Posts $1.0 Million Net Loss in Qtr. Ended June 30 INFRASOURCE SERVICES: Becomes a Subsidiary of Quanta Services INTRAX GROUP: Case Summary & 20 Largest Unsecured Creditors IWT TESORO: Files for Chapter 11 Protection in New York IXIS: Fitch Downgrades Ratings on $155.3 Million Certificates JP MORGAN: Moody's Holds Low-B Ratings on Six Cert. Classes KLEROS PREFERRED: Moody's Puts Ba1 Rating Under Review LACERTA ABS: Moody's Downgrades Ratings on Four Notes LAWRENCE LEE: Case Summary & 11 Largest Unsecured Creditors LEAP WIRELESS: Board to Review MetroPCS Acquisition Offer LEAP WIRELESS: Chief Financial Officer Amin Khalifa Resigns LEAP WIRELESS: S&P Holds B- Rating on MetroPCS Merger Deal LEHMAN BROTHERS: Fitch Rates Class A-2 Certificates at B- LIMITED BRANDS: Reports $565.2 Million Sales in August 2007 LIONEL LLC: Disclosure Statement Hearing Continued to September 20 LSI CORP: Inks Agreement to Acquire Tarari for $85 Million MAJESCO ENTERTAINMENT: Raises $6 Million in Private Offering MARKWEST ENERGY: Moody's Revises Outlook to Stable from Positive MERRILL LYNCH: Fitch Lowers Ratings on Five Certificates METRO ONE: Now Has Access to $1.7 Million of Funds METRO ONE: Posts Net Loss of $3.7 Million in Quarter ended June 30 METROPCS COMMS: Leap Wireless' Board to Review Acquisition Offer METROPCS COMMS: S&P Holds B- Rating on Leap Wireless Merger Deal MIDWESTERN SANITATION: Case Summary & 20 Largest Unsec. Creditors MORGAN STANLEY: Moody's Holds Caa2 Rating on Class O Certificates MORTGAGE LENDERS: Can Walk Away from 10 Unexpired Leases MPC CORP: Inks Deal to Purchase Gateway's Business for $90 Mil. MYSTIQUE ENERGY: Incurs $1.4MM Net Loss for Period Ended June 30 NASSAU CDO: Moody's Places Ba1 Rating Under Review NATIONAL RETAIL: Preferred Stock Carries S&P's BB+ Rating NELNET INC: Moody's Revises Outlook to Negative from Stable NEWPARK RESOURCES: Completes $21.3 Million SEM Construction Buyout PACIFIC LIFE: Fitch Junks Ratings on Class A-3 and B Notes PAINCARE HOLDINGS: Completes $14.4 Mil. Sale of PSHS and Gables PEOPLE'S CHOICE: Fitch Junks Rating on Class M-8 Certificates PLANGRAPHICS INC: Dec. 31 Balance Sheet Upside-Down by $2.3 Mil. PLAYTEX PRODUCTS: Earns $15.6 Million in Quarter Ended June 30 PUERTO RICO CONSERVATION: Moody's Holds Secured Notes' B2 Rating QUANTA SERVICES: Completes Merger Acquisition of InfraSource QUANTA SERVICES: Inks Amendment to Credit Agreement QPC LASERS: June 30 Balance Sheet Upside-Down by $4.5 Million RENAISSANCE: Fitch Downgrades Ratings on $35 Million Certificates ROBERTO AMAYA: Case Summary & 20 Largest Unsecured Creditors ROO GROUP: Posts $7.4 Million Net Loss in Quarter Ended June 30 SALOMON BROTHERS: Fitch Cuts Ratings on Class M-2 & M-3 Certs. SALOMON BROTHERS: Fitch Holds BB- Rating on Class L Certificates SANMINA-SCI CORP: Obtains Lenders' Consent on Inter-Company Loans SANMINA-SCI CORP: Names Joseph Bronson as President and COO SANMINA-SCI CORP: Posts $27.6 Mil. Net Loss in Qtr. Ended June 30 SCOTT BOULEVARD: Case Summary & Two Largest Unsecured Creditors SECUNDA INTERNATIONAL: S&P Withdraws B- Ratings After Asset Sale SIERRA HEALTH: Completes Required Regulatory Merger Approvals SIERRA HEALTH: S&P Says Ratings Remain on Positive CreditWatch SIX FLAGS: Fitch Holds B- Issuer Default Rating with Neg. Outlook SOUNDVIEW HOME: Fitch Cuts Ratings on $98.6 Million Certificates SPATIALIGHT INC: Nasdaq to Delist Common Stock SPRING VALLEY: Case Summary & Two Largest Unsecured Creditors SUPERCLICK INC: July 31 Balance Sheet Upside-Down by $2.2 Million TOUGALOO COLLEGE: Moody's Withdraws B3 Rating on 1993A Bonds TRAINER WORTHAM: Fitch Cuts Rating on Class D Notes to BB TYSON FOODS: CEO Richard Bond Outlines Financial Turnaround UAP HOLDING: United Agri Wants to Increase Loan Facility by $150MM UAP HOLDING: S&P Lifts Corporate Credit Rating to BB- from B+ W&T OFFSHORE: Paying $0.03 per Share Cash Dividend on Nov. 1 WERNER LADDERS: Disclosure Statement Hearing Moved to September 12 ZOOMERS HOLDING: Judge Paskay Dismisses Chapter 22 Case * Fitch Takes Rating Actions on Various CDC & IXIS Subprime Deals * Jonathan Rose and Sheldon Kline Join Sheppard Mullin's DC Office * Alicia Batts Joins as Partner in Proskauer Rose's DC Office * King & Spalding Names Jennifer Price as Arbitration Partner * James McDermott Joins Alvarez & Marsal's Restructuring Team * BOND PRICING: For the Week of September 3 - September 7, 2007 ********* 341 5TH: Case Summary & Two Largest Unsecured Creditors ------------------------------------------------------- Debtor: 341 5th Drama LLC 341 5th Avenue Brooklyn, NY 11215 Bankruptcy Case No.: 07-44820 Chapter 11 Petition Date: September 6, 2007 Court: Eastern District of New York (Brooklyn) Debtor's Counsel: Bruce Weiner, Esq. Rosenberg Musso & Weiner LLP 26 Court Street, Suite 2211 Brooklyn, NY 11242 Tel: (718) 855-6840 Fax: (718) 625-1966 Total Assets: $1,540,600 Total Debts: $553,472 Debtor's List of its Two Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Vanderbilt Home Heating Oil $19,172 667 Vanderbilt Avenue Brooklyn, NY 11238 Con Edison $300 JAF Station P.O. Box 1702 New York, NY 10116 ACA ABS: Moody's Downgrades Rating on $45 Million Notes to B3 ------------------------------------------------------------- Moody's Investors Service downgraded these notes issued by ACA ABS CDO 2006-2, Limited. Class Description: $29,000,000 Class A3-L Deferrable Floating Rate Note Due 2047 Prior Rating: A2, on review for possible downgrade Current Rating: Baa3, on review for possible downgrade Class Description: $45,000,000 Class B1-L Deferrable Floating Rate Note Due 2047 Prior Rating: Baa2, on review for possible downgrade Current Rating: B3, on review for possible downgrade Moody's Investors Service also placed these notes issued by ACA ABS CDO 2006-2, Limited on review for possible downgrade: Class Description: $460,000,000 Class A-1LA Floating Rate Notes Due January 2047 Prior Rating: Aaa Current Rating: Aaa, on review for possible downgrade Class Description: $102,000,000 Class A-1LB Floating Rate Notes Due January 2047 Prior Rating: Aaa Current Rating: Aaa, on review for possible downgrade Class Description: $72,000,000 Class A-2L Floating Rate Notes Due January 2047 Prior Rating: Aa2 Current Rating: Aa2, on review for possible downgrade According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of structured finance securities. ACA ABS: Moody's Puts Ratings on 2003-2 Notes Under Review ---------------------------------------------------------- Moody's Investors Service placed these notes issued by ACA ABS 2003-2, Limited on review for possible downgrade: Class Description: $36,000,000 Class A3 Floating Rate Notes, due December 10, 2038 Prior Rating: A1 Current Rating: A1, on review for possible downgrade Class Description: $7,000,000 Class BF Fixed Rate Deferrable Interest Notes, due December 10, 2038 Prior Rating: Baa2 Current Rating: Baa2, on review for possible downgrade Class Description: $15,000,000 Class BV Floating Rate Deferrable Interest Notes, due December 10, 2038 Prior Rating: Baa2 Current Rating: Baa2, on review for possible downgrade Class Description: $3,000,000 Class C Fixed Rate Notes, due December 10, 2038 Prior Rating: Ba2 Current Rating: Ba2, on review for possible downgrade According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of structured finance securities. ACA AQUARIUS: Moody's Downgrades Ratings on $94.5 Million Notes --------------------------------------------------------------- Moody's Investors Service downgraded its rating on these classes of notes issued by ACA Aquarius 2006-1, Ltd.: (1) $74,500,000 Class B2 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2046. Prior Rating: Baa2, on review for possible downgrade Current Rating: Ba3 (2) $20,000,000 Class B3 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2046. Prior Rating: Baa3, on review for possible downgrade Current Rating: B3 Moody's Investors Service also placed these classes of notes issued by ACA Aquarius 2006-1, Ltd. on review for possible downgrade: (1) $255,000,000 Class A1J Senior Secured Floating Rate Notes Due 2046. Prior Rating: Aaa Current Rating: Aaa, on review for possible downgrade (2) $177,000,000 Class A2 Senior Secured Floating Rate Notes Due 2046. Prior Rating: Aa2 Current Rating: Aa2, on review for possible downgrade (3) $80,000,000 Class A3 Secured Deferrable Interest Floating Rate Notes Due 2046. Prior Rating: A2 Current Rating: A2, on review for possible downgrade (4) $17,500,000 Class B1 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2046. Prior Rating: Baa1 Current Rating: Baa1, on review for possible downgrade According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of RMBS securities. AEGIS 2004-1: Fitch Junks Rating on Class B3 Certificates --------------------------------------------------------- Fitch Ratings has taken rating actions on these Aegis 2004-1 mortgage pass-through certificates. -- Class M1 affirmed at 'AA'; -- Class M2 affirmed at 'A'; -- Class M3 affirmed at 'A-'; -- Class B1 downgraded to 'BB' from 'BBB+'; off Rating Watch Negative; -- Class B2 downgraded to 'B' from 'BBB-'; -- Class B3 downgraded to 'C' from 'BB-'; and assigned a Distressed Recovery rating of 'DR5'. The assets primarily consist of a pool of conventional, first and second lien, adjustable and fixed rate, fully amortizing and balloon, residential mortgage loans extended to subprime borrowers. The servicer of the loans is Chase Manhattan Mortgage Corporation, which is currently rated 'RPS1' by Fitch. The affirmations reflect a stable relationship between credit enhancement and expected losses, and affect approximately $61.7 million in outstanding certificates. The downgrades reflect deterioration in the relationship between CE and expected losses, and affect approximately $13.6 million in outstanding certificates. Over the past year, realized losses have been greater than excess spread, and the overcollateralization amount has been off target (with the exception of the months when the OC amount was stepping down to its target). As of the July 2007 distribution, OC is at 3.88%. The 60+ delinquency amount (includes Foreclosure, Real Estate Owned, and Bankruptcy) is approximately 23.47%, and losses to date are approximately 2.64%. AEGIS MORTGAGE: Fitch Cuts Ratings on $44.5 Million Certificates ---------------------------------------------------------------- Fitch Ratings has taken these rating actions on Aegis Mortgage Corporation 2005-1 mortgage pass-through certificates. Affirmations total $191.5 million and downgrades total $44.5 million. Break Loss percentages (BL) and Loss Coverage Ratios (LCR) for each class are included with the rating actions: Aegis 2005-1 -- $79.9 million class A affirmed at 'AAA' (BL: 84.11, LCR: 5.11); -- $31.5 million class M1 affirmed at 'AA+' (BL: 68.98, LCR: 4.19); -- $29.7 million class M2 affirmed at 'AA' (BL: 55.08, LCR: 3.35); -- $18 million class M3 affirmed at 'AA-' (BL: 48.50, LCR: 2.95); -- $16.6 million class M4 affirmed at 'A+' (BL: 41.43, LCR: 2.52); -- $15.7 million class M5 affirmed at 'A' (BL: 25.91, LCR: 1.58); -- $14.4 million class M6 downgraded to 'BB' from 'A-' (BL: 16.64, LCR: 1.01); -- $11.2 million class B1 downgraded to 'B+' from 'BBB+' (BL: 14.32, LCR: 0.87); -- $9.9 million class B2 downgraded to 'B' from 'BBB' (BL: 12.37, LCR: 0.75); -- $9 million class B3 downgraded to 'CCC' from 'BBB-' (BL: 10.79, LCR: 0.66). Summary -- Originators: Aegis (100%); -- 60+ day Delinquency: 27.46%; -- Realized Losses to date (% of Original Balance): 1.59%; -- Expected Remaining Losses (% of Current Balance): 16.45%; -- Cumulative Expected Losses (% of Original Balance): 6.23%. These transactions were placed on 'Under Analysis' on Aug. 21, 2007. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. AMEREX GROUP: Inks Pact to Acquire Perma-Fix for $2.2 Million ------------------------------------------------------------- Amerex Group Inc. has entered into a Letter of Intent to purchase Perma-Fix Treatment Services Inc. of Tulsa, Oklahoma from Perma- Fix Environmental Services Inc. The initial terms of the agreement stipulate that Amerex will pay $2.2 million for all of the assets and the assumption of certain liabilities of Perma-Fix Treatment Services Inc., and final terms will be determined prior to Sept. 30, 2007, at which time the parties are expected to have executed a definitive Purchase/Sale Agreement. This transaction is subject to Amerex completing its due diligence and the parties entering into a definitive agreement. Perma-Fix Treatment Services, housed on more than 25 acres, and licensed to accept an extensive list of waste materials, includes a water treatment facility. "This transaction will greatly expand our service capabilities at our Tulsa facility and accelerate our growth plans," Nicholas Malino, CEO of Amerex stated. "We are still working out the details and performing due diligence, however, it appears that once the transaction is complete, it is expected to be immediately accretive to earnings." "This transaction will give Amerex a second fully-licensed RCRA facility, and since the facility has good rail access, it fits nicely with our developing strategic relationship with Xinterchange," Mr. Stephen Onody, Amerex's COO added. "We are pleased to be working with Amerex on this transaction, which is another step in our plan to focus our efforts on our core nuclear business," Dr. Louis F. Centofanti, chairman and chief executive officer of Perma-Fix Environmental Services Inc. said. About Perma-Fix Environmental Services Headquartered in Atlanta, Florida, Perma-Fix Environmental Services Inc. (Nasdaq: PESI; BSE: PESI; Germany: PES.BE) -– http://www.perma-fix.com/-- is a national environmental services company, providing unique mixed waste and industrial waste management services. The company has increased its focus on the Nuclear services segment, which provides radioactive and mixed waste treatment services to hospitals, research laboratories and institutions, numerous federal agencies including DOE and the U.S. Department of Defense and nuclear utilities. The Industrial services segment provides hazardous and non-hazardous waste treatment services for a diverse group of customers including Fortune 500 companies, numerous federal, state and local agencies and thousands of smaller clients. The Company operates nine major waste treatment facilities across the country. About Amerex Group Headquartered in New York City, Amerex Group Inc. (OTC BB: AEXG.OB) -- http://www.amerexgroup.com/-- is a hazardous waste transportation and logistics firm with capabilities to provide emergency response to environmental emergencies. The company has multiple facilities including a hazardous waste treatment, storage and disposal facility licensed under the Resource Conservation and Recovery Act Part B and a trucking fleet to transport hazardous waste throughout the USA. Amerex has administrative headquarters in Tulsa, Oklahoma. As of June 30, 2007, Amerex Group's balance sheet showed total assets of $7.9 million, total liabilities of $17.0 million, resulting in a $9.1 million total stockholders' deficit. Going Concern Doubt Sartain Fischbein & Co., in Tulsa, Oklahoma, expressed substantial doubt about Amerex Group Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Dec. 31, 2006, and 2005. The auditing firm reported that the company incurred a net loss of $5,218,444 during the year ended Dec. 31, 2006, and, as of that date, had a working capital deficiency of $8,633,068 and stockholders' deficit of $3,363,333. The company failed to make required monthly principal payments to its primary lender during 2007 and was in noncompliance with certain debt covenants regarding delivery of financial statements and liens on assets as of June 30, 2007. As such, the company is in default of its debt agreements. AMERICAN HOME: Fitch Cuts Ratings on $16.5 Million Certificates --------------------------------------------------------------- Fitch Ratings has taken these rating actions on American Home Mortgage Investment Trust mortgage pass-through certificates. Affirmations total $63 million and downgrades total $16.5 million. Break Loss percentages (BL) and Loss Coverage Ratios (LCR) for each class are included with the rating actions: American Home 2005-SD1, Group 1 (first liens) -- $21.9 million class I-A1 affirmed at 'AAA' (BL: 24.86, LCR: 4.62); -- $2.4 million class I-M1 affirmed at 'AA' (BL: 16.40, LCR: 3.05); -- $1.1 million class I-M2 affirmed at 'A' (BL: 12.63, LCR: 2.35); -- $0.9 million class I-M3 affirmed at 'BBB' (BL: 9.48, LCR: 1.76); -- $1.2 million class I-M4 affirmed at 'BB' (BL: 5.29, LCR: 0.98). Deal Summary -- Originators: 100% American Home Mortgage Acceptance Inc.; -- 60+ day Delinquency: 6.84%; -- Realized Losses to date (% of Original Balance): 0.21%; -- Expected Remaining Losses (% of Current Balance): 5.38%; -- Cumulative Expected Losses (% of Original Balance): 3.93%. American Home 2005-SD1, Group 2 (second liens) -- $20.5 million class II-A1 affirmed at 'AAA' (BL: 69.28, LCR: 2.51); -- $7.2 million class II-M1 affirmed at 'AA' (BL: 55.19, LCR: 2.0); -- $6.1 million class II-M2 affirmed at 'A' (BL: 42.60, LCR: 1.54); -- $5.5 million class II-M3 downgraded to 'BBB-' from 'BBB' (BL: 31.26, LCR: 1.13); -- $5.7 million class II-M4 downgraded to 'B' from 'BB' (BL: 21.46, LCR: 0.78); -- $5.2 million class II-M5 downgraded to 'C' from 'B', and assigned a Distressed Recovery rating of 'DR6'. Deal Summary -- Originators: 100% American Home Mortgage Acceptance Inc.; -- 60+ day Delinquency: 15.55%; -- Realized Losses to date (% of Original Balance): 3.92%; -- Expected Remaining Losses (% of Current Balance): 27.60%; -- Cumulative Expected Losses (% of Original Balance): 18.30%. The Group 1 mortgage pool consists of fixed- and adjustable-rate mortgage loans secured by first liens on residential properties. The Group 2 mortgage pool consists of fixed-rate mortgage loans secured by second liens on residential properties. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. Minimum LCR's specifically for subprime second lien transactions are as follows: AAA: 2.00; AA: 1.75; A: 1.50; BBB: 1.20; BB 0.95; B: 0.75. Also, with regard to subprime second lien transactions, ratings on bonds expected to pay off within 36 months are affirmed. AMERICAN UNITY: June 30 Balance Sheet Upside-Down by $1.3 Million ----------------------------------------------------------------- American Unity Investments Inc.'s consolidated balance sheet at June 30, 2007, showed $2.1 million in total assets and $3.4 million in total liabilities, resulting in a $1.3 million total stockholders' deficit. The company's consolidated June 30 balance sheet also showed strained liquidity with $1.9 million in total current assets available to pay $3.1 million in total current liabilities. The company incurred a net loss of $201,015 in the three months ended June 30, 2007, a reversal of the $142,940 net income reported in the same period last year. The company disclosed $0 revenue for the three months ended June 30, 2007 compared to $1.2 million for the three months ended June 30, 2006. Revenues in the quarter ended June 30, 2006, almost entirely consisted of resales of forestry property and sales of forestry products from the People’s Republic of China. The company discontinued the forestry business in the last quarter of 2006 and had no revenues after Sept. 30, 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?2319 Going Concern Doubt David M. K. Yeung & Co., in Hong Kong, expressed substantial doubt about American Unity Investments Inc.'s ability to continue as a going after auditing the company's consolidated financial statements as of the year ended Dec. 31, 2006. The auditing firm reported that the company has recurring net losses and an accumulated deficit of $2,156,814 as of Dec. 31, 2006. About American Unity Headquartered in New York, American Unity Investments Inc. (OTC BB: AUNI) -- http://www.ameriunity.com/-- is a global investment company which is investigating business opportunities, including acquisitions, in the People's Republic of China. The company also maintains a head office in Beijing. AMERISTAR CASINOS: Earns $17.2 Million in Quarter Ended June 30 --------------------------------------------------------------- Ameristar Casinos, Inc. reported net income of $17.2 million on $253.3 million net revenues for three months ended June 30, 2007, compared to net income of 18 million on $246.5 million net revenues for the same quarter last year. At June 30, the company's balance sheet listed total assets of $1.6 billion, total liabilities of $1.1 billion, and $488 million stockholders' equity. "Ameristar finished another strong quarter with record second quarter results," John Boushy, Ameristar's CEO and President, said. "The company continues to deliver solid financial performance. In the second quarter, net revenues at each of our properties other than Kansas City outpaced the year-over-year change in its respective market. We enhanced or maintained profitability in all of our markets, and our EBITDA performance improvement this quarter was particularly notable at Black Hawk, Council Bluffs and Kansas City. This underscores the continued strength of our business strategy to build a higher quality revenue stream. I would like to take this opportunity to thank all our Ameristar team members for their continued hard work and dedication to delivering outstanding service to our guests and for helping the company achieve solid results." Capital expenditures for the second quarter of 2007 totaled $67.6 million and were primarily related to: * the Ameristar St. Charles hotel project for $37.8 million; * the Ameristar Black Hawk hotel project for $6.8 million; and * the Ameristar Vicksburg casino expansion for $6.4 million. Headquartered in Las Vegas, Nevada, Ameristar Casinos Inc. (NASDAQNM: ASCA) -- http://www.ameristar.com/-- owns and operates seven hotel/casinos in six markets. The company's portfolio of casinos consists of: Ameristar St. Charles (St. Louis market); Ameristar Kansas City; Ameristar Council Bluffs (Omaha market); Ameristar Vicksburg; Ameristar Blackhawk (Denver market); and Cactus Petes and the Horseshu in Jackpot, Nevada (Idaho market). * * * As reported in the Troubled Company Reporter on Aug. 21, 2007, 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-'. AMPLE COMMS: Mindspeed to Acquire Product Portfolio & IP Assets --------------------------------------------------------------- Mindspeed Technologies, Inc., said that it entered into an agreement on Sept. 4, 2007 to acquire the product portfolio and intellectual property assets of Ample Communications, Inc. Mindspeed will pay approximately $4.6 million in cash to acquire the assets in a private foreclosure sale from Ample's senior creditor and expects to complete the transaction before the end of its current fiscal quarter subject to the satisfaction of various closing conditions. The company expects revenues from the acquired products to contribute approximately $3 million in its fiscal year 2008 with margins generally in line with the corporate average. The company does not expect any impact to its non-GAAP operating profitability in the first half of fiscal 2008 and expects the acquisition to be accretive in the second half of fiscal 2008 when the acquired products are expected to contribute more meaningful revenues. Ample's products ship to major OEM equipment customers for installation in Ethernet metropolitan, access, and enterprise networks, including wireless/cellular backhaul and Ethernet-over- SONET applications. Mindspeed intends to market, sell and support these Ethernet aggregation products with densities ranging from two to 24 ports and Ethernet transmission speeds from 10 Mbps to 10 Gbps. The company also expects to develop and further extend the Ethernet MAC product line. "With this acquisition Mindspeed will enter a strategic new market segment which we believe will significantly diversify our WAN portfolio," said Raouf Halim, chief executive officer of Mindspeed. "These products are in production and ship to a number of tier-one OEM customers for use in next-generation Ethernet switches, routers, and access devices for both carrier and enterprise applications." "With our network infrastructure expertise, strong customer support and global sales force, we expect to begin building a strong position in the Ethernet aggregation market once this acquisition is completed," said Ron Cates, senior vice president and general manager of Mindspeed's WAN business unit. About Mindspeed Technologies(R) Mindspeed Technologies, Inc. -– http://www.mindspeed.com-- (NASDAQ:MSPD) designs, develops and sells semiconductor networking solutions for communications applications in enterprise, access, metropolitan and wide area networks. The company's three key product families include high-performance analog transmission and switching solutions, multiservice access products designed to support voice and data services across wireline and wireless networks, and WAN communications solutions including T/E carrier physical-layer and link-layer devices, as well as ATM/MPLS network processors. Mindspeed's products are used in a wide variety of network infrastructure equipment including voice and media gateways, high-speed routers, switches, access multiplexers, cross-connect systems, add-drop multiplexers and digital loop carrier equipment. About Ample Communications Ample Communications -– http://www.amplecomm.com/-- is an established supplier of high-speed Ethernet and SONET silicon for enterprise and metropolitan area network equipment OEMs. The company has established itself as both a technology and a market share leader. Wide customer acceptance at Tier 1 and Tier 2 OEMs has resulted in more than 50 design wins for its 10 Megabit-to 40 Gigabit-per-second SONET and Ethernet silicon. Ample Communications is located in Fremont, California, with additional development facilities in Sacramento, California and in Bangalore, India. ARVINMERITOR INC: Partners with Chery to Design Chassis Systems --------------------------------------------------------------- ArvinMeritor Inc. and Chery Form Chassis Systems have entered into a joint venture partnership to design and manufacture chassis systems and components. The new joint venture, ArvinMeritor Chassis Systems Wuhu Co., will evolve to a US$150-million full-systems chassis supplier by 2010. Production of shocks and struts will begin as early as 2008. "ArvinMeritor's alliance with Chery is a great example of the company attaining strategic growth from three key focus areas; increasing business with Asian customers, expanding in emerging markets, and growing our light vehicle chassis business," said Phil Martens, president of ArvinMeritor's Light Vehicle Systems business group. "This new business, which is quickly ramping up, comes on the heels of several other new Chery contracts with ArvinMeritor for its door systems technologies. We're honored that Chery continues to choose us as its technology partner," continued Mr. Martens. "We see these contracts as the first steps of many long-term opportunities for both companies." "As the automotive footprint continues to evolve, ArvinMeritor is well positioned to participate in Asia's explosive growth through its global partnerships and manufacturing network, including the announcement with Chery," said Rakesh Sachdev, president of ArvinMeritor's Asia Pacific operation. "The new chassis systems joint venture plant in Wuhu will be one of several China-based facilities ArvinMeritor is adding to its network over the next 18 months in support of new business with customers in the region." Headquartered in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM) -- http://www.arvinmeritor.com/-- is a premier USUS$8.8 billion global supplier of a broad range of integrated systems, modules and components to the motor vehicle industry. The company serves light vehicle, commercial truck, trailer and specialty original equipment manufacturers and certain aftermarkets. ArvinMeritor employs approximately 29,000 people at more than 120 manufacturing facilities in 25 countries. These countries are: China, India, Japan, Singapore, Thailand, Australia, Venezuela, Brazil, Argentina, Belgium, Czech Republic, France, Germany, Hungary, Italy, Netherlands, Spain, Sweden, Switzerland, United Kingdom, among others. * * * ArvinMeritor's $175 million Convertible Senior Unsecured Notes is rated by Dominion Bond Rating Service at BB(low). DBRS also said that the trend is stable. The company also carries Moody's Investors Service's Ba3 corporate family rating. ARVINMERITOR INC: Closes 13 Plants to Initiate Restructuring ------------------------------------------------------------ ArvinMeritor Inc. is consolidating its three North American ride control facilities into one, including the closure of its Toronto, Ontario original equipment shock absorber operation, and its Chickasha, Oklahoma packaging and distribution center. The 700- person closure is part of a restructuring plan affecting 2,800 employees from 13 North American and European plants. "The company must operate from a global manufacturing footprint that optimizes capacity and reduces costs, while creating the highest levels of service and value for our customers," Ed Frutig, vice president and general manager, Chassis Systems, said. "Our site closures are in no way a reflection of our dedicated workforce. Our talented and highly-skilled employees have consistently delivered quality products for our customers." A majority of the shock absorber production will be transferred from Toronto to Queretaro, Mexico by June 2008, with an anticipated closure by June 2009. The Chickasha site will move its packaging and distribution business to a U.S.-based third party logistics company by April 2008. Employees were advised of the closure plans during a series of meetings on Sept. 7, 2007. ArvinMeritor will offer severance and benefits packages to affected employees. About ArvinMeritor Inc. Based in Troy, Michigan, ArvinMeritor Inc. (NYSE: ARM) -- http://www.arvinmeritor.com/-- supplies integrated systems, modules and components serving light vehicle, commercial truck, trailer and specialty original equipment manufacturers and certain aftermarkets. The company employs approximately 19,000 people in 25 countries. * * * Moody's Investor Services rated B3 ArvinMeritor Inc.'s long term corporate family and probability of default on January 2007. The outlook is stable. ASSET BACKED: Fitch Lowers Ratings on $88.9 Million Certificates ---------------------------------------------------------------- Fitch Ratings has taken these rating actions on Asset Backed Funding Corp. mortgage pass-through certificates. Affirmations total $224.6 million, downgrades total $88.9 million and bonds placed on Rating Watch Negative total $1.5 million: Series 2003-AHL1 -- Class AI affirmed at 'AAA'; -- Class M-1 affirmed at 'AAA'; -- Class M-2 affirmed at 'AA'; -- Class M-3 affirmed at 'A+'; -- Class M-4 affirmed at 'A'; -- Class M-5, rated 'BBB+', placed on Rating Watch Negative. Series 2003-OPT1 -- Classes A-1, A-1A and A-3 affirmed at 'AAA'; -- Class M-1 affirmed at 'AA+'; -- Class M-2 affirmed at 'A+'; -- Class M-3 affirmed at 'A'; -- Class M-4 affirmed at 'A-'; -- Class M-5 downgraded to 'BB+' from 'BBB+'; -- Class M-6 downgraded to 'B' from 'BBB'. Series 2004-FF1 -- Class M-1 downgraded to 'AA-' from 'AA'; -- Class M-2 downgraded to 'BBB+' from 'A'; -- Class M-3 downgraded to 'BBB-' from 'A-'; -- Class M-4 downgraded to 'BB+' from 'BBB+'; -- Class M-5 downgraded to 'BB' from 'BBB'; -- Class M-6 downgraded to 'BB-' from 'BBB-'. Series 2004-OPT3 -- Classes A-1 and A-4 affirmed at 'AAA'; -- Class M-1 affirmed at 'AA'; -- Classes M-2 and M-3 affirmed at 'A'; -- Class M-4 affirmed at 'A-'; -- Class M-5 affirmed at 'BBB'; -- Class M-6, rated 'BBB-', placed on Rating Watch Negative. The affirmations reflect a satisfactory relationship between credit enhancement and future loss expectations and affect approximately $225 million of outstanding certificates, as of the August 2007 distribution date. The negative rating actions (classes downgraded and classes placed on Rating Watch Negative) total approximately $90.5 million of outstanding certificates and reflect the deterioration of CE relative to future expected losses. The transactions are seasoned from a range of 37 months (series 2004-FF1) to 52 months (series 2003-AHL1). The pool factors (current mortgage loan principal outstanding as a percentage of the initial pool) range from 11% (series 2003-OPT1) to 16% (series 2004-OPT3). The cumulative losses to date, as a percentage of the pools' initial balances, range from 0.39% (series 2004-OPT3) to 1.16% (series 2003-AHL1). For the transactions listed above, the underlying collateral consists of fixed-rate and adjustable-rate mortgage loans secured by first and second liens on residential mortgage properties extended to subprime borrowers. The mortgage loans were acquired from various originators. The servicers for the loans in these transactions are Option One Mortgage Corporation (series 2003-OPT1 and 2004-OPT3), Litton Loan Servicing, LP (series 2003-AHL1) and Countrywide Home Loans, Inc.(series 2004-FF1). The first two servicers are both rated 'RPS1, Rating Watch Negative' and Countrywide Home Loans, Inc. is rated 'RPS1-, Rating Watch Evolving', by Fitch. As of the August 2007 distribution date, the overcollateralization for series 2003-AHL1 was $1,321,747, versus a target of $1,848,812. The 60+ delinquencies are 16.22% of current collateral balance. This includes foreclosures and real estate owned (REO) of 5.99% and 1.57%, respectively. For the 2003-OPT1 transaction, the OC was $2,485,166 with a target of $3,844,360. The 60+ delinquencies are 16.82% of current collateral balance. This includes foreclosures and REO of 6.09% and 3.28%, respectively. For the 2004-FF1 transaction, the OC was at the stepped down target of $3,615,935. The 60+ delinquencies are 22.46% of current collateral balance. This includes foreclosures and REO of 7.89% and 8.82%, respectively. For the 2004-OPT3 transaction, the OC was $2,619,792 with a target of $3,208,688. The 60+ delinquencies are 16.53% of current collateral balance. This includes foreclosures and REO of 8.07% and 2.25%, respectively. BALLY TOTAL: Delays Filing of Second Quarter 2007 Financial Report ------------------------------------------------------------------ Bally Total Fitness Holding Corporation has advised the United States Securities and Exchange Commission that it won't be able to file its financial report on Form 10-Q for the quarter ended June 30, 2007, on time without unreasonable effort and expense. Bally is also unable to provide a reasonable estimate of its second quarter 2007 results of operations. The company continues to evaluate the impact that certain errors in historical member data and certain assumptions relating to attrition estimates have on its estimates of deferred revenue, Marc D. Bassewitz, Bally's senior vice president, secretary and general counsel, explains. Mr. Bassewitz also cites Bally's ongoing discussions with creditors, financial institutions and other parties on bankruptcy matters. "[Bally] cannot at this time estimate what significant changes will be reflected in its second quarter 2007 results of operations compared to its second quarter 2006 results of operations," Mr. Bassewitz says. Bally and substantially all of its domestic affiliates filed for bankruptcy protection on July 31, 2007. The considerable work associated with the evaluation substantially delayed Bally's preparation of its 2006 financial statements and its completion of the financial and other information to be included in the 2006 Form 10-K filed June 29, 2007. Bally also was unable to timely file its Form 10-Q for the quarter ended March 31, 2007. About Bally Total Fitness Based in Chicago, Illinois, Bally Total Fitness Holding Corp. (Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates fitness centers in the U.S., with over 375 facilities located in 26 states, Mexico, Canada, Korea, China and the Caribbean under the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs of Canada (R) brands. Bally Total and its affiliates filed for chapter 11 protection on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite number of votes in favor of their pre-packaged chapter 11 plan. Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents the Debtors in their restructuring efforts. As of June 30, 2007, the Debtors had $408,546,205 in total assets and $1,825,941,54627 in total liabilities. The Debtors filed their Joint Prepackaged Plan & Disclosure Statement on July 31, 2007. On Aug. 13, 2007, they filed an Amended Joint Prepackaged Plan and on Aug. 17 filed a Modified Amended Prepackaged Plan. The hearing to consider confirmation of the Debtors' prepackaged plan is set for Sept. 17, 2007. (Bally Total Fitness Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000) BALTEX SWIMWEAR: Christina America Purchases Assets --------------------------------------------------- In a move to further consolidate its position as a world-leading swimwear manufacturer, Montreal-based Christina America said it has purchased the assets of Baltex Swimwear. The deal maintains the Baltex name and secures a significant number of Baltex jobs. The transaction price was not disclosed. "This arrangement presents numerous opportunities in terms of product development, customer relations and the ability to strengthen Christina's already strong portfolio of brands," stated Kathy Van Ness, Executive Vice President and Chief Marketing Officer of Christina. "Combining these two great names and their well-known brands results in a number of synergies and creates a strong entity which will permit us to expand our global foot print and further reinforce our distribution channels. The purchase also provides an important platform from which Christina can seek further acquisition and expansion opportunities." Ms. Van Ness added, "The Baltex group joins both the Chrlstina America and Gottex companies. We are taking a proactive, positive approach to build upon our combined strengths as well as continue to provide outstanding service to our customers and maintain the Baltex Canadian identity in the market." Christina America said that a significant amount of positions at Baltex would be maintained. The acquisition vaults Christina America to one of North America's largest swimwear manufacturers. About Christina America Established in 1952, Christina America -– http://www.christina.ca/ -- has built a solid global reputation by consistently developing products that consumers need, enhancing the growth of its distribution lines, and extending its product lines to expand its market share. Christina America is part of the SEA (Swim Experts Alliance) Group. About Baltex Baltex Swimwear -– http://www.baltex.com/-- manufactures women’s swimwear, swimsuits and bathing suits, tankini and bikini. According to a report from CBC News, Baltex, in mid-August 2007, filed for bankruptcy putting 350 people out of work. BAUSCH & LOMB: Settles Merger-Related Shareholder Suits ------------------------------------------------------- Bausch & Lomb Inc. and Warburg Pincus LLC entered into a memorandum of understanding with various shareholder plaintiffs to settle certain shareholder lawsuits, including shareholder lawsuits that, among other things, challenged the proposed merger of the company with affiliates of Warburg Pincus LLC pursuant to the Agreement and Plan of Merger, dated as of May 16, 2007, by and among WP Prism LLC, WP Prism Merger Sub Inc. and the company, and the other related transactions. In connection with the settlement, the company agreed to make certain additional disclosures to its shareholders, which are contained in the proxy supplement filed with the U.S. Securities and Exchange Commission. Subject to the completion of certain confirmatory discovery by counsel to plaintiffs, the memorandum of understanding contemplates that the parties will enter into a stipulation of settlement. The stipulation of settlement will be subject to customary conditions, including court approval following notice to the company’s shareholders and consummation of the merger. In the event that the parties enter into a stipulation of settlement, a hearing will be scheduled at which the court will consider the fairness, reasonableness and adequacy of the settlement which, if finally approved by the court, will resolve all of the claims that were or could have been brought in the actions being settled, including all claims relating to the merger, the merger agreement and any disclosure made in connection with the merger. In addition, in connection with the settlement and as provided in the memorandum of understanding, the parties contemplate that plaintiffs’ counsel will seek an award of attorneys’ fees and expenses as part of the settlement. There can be no assurance that the parties will ultimately enter into a stipulation of settlement or that the court will approve the settlement even if the parties were to enter into such stipulation. In such event, the proposed settlement as contemplated by the memorandum of understanding may be terminated. A full-text copy of the proxy statement supplement is available for free at http://ResearchArchives.com/t/s?2326 Headquartered in Rochester, New York, Bausch & Lomb Inc. (NYSE: BOL) -- http://www.bausch.com/-- develops, manufactures, and markets eye health products, including contact lenses, contact lens care solutions, and ophthalmic surgical and pharmaceutical products. The company is organized into three geographic segments: the Americas; Europe, Middle East, and Africa; and Asia (including operations in India, Australia, China, Hong Kong, Japan, Korea, Malaysia, the Philippines, Singapore, Taiwan and Thailand). In Latin America, the company has operations in Brazil and Mexico. "In Europe, the company maintains operations in Austria, Germany, the Netherlands, Spain, and the United Kingdom. * * * As reported in the Troubled Company Reporter on July 12, 2007, Standard & Poor's Ratings Services said its 'BB+' corporate credit and senior secured ratings on Bausch & Lomb Inc. remain on CreditWatch with negative implications in light of the July 5, 2007 acquisition bid by Advanced Medical Optics Inc. As reported in the Troubled Company Reporter on May 18, 2007, Moody's Investors Service stated that it will continue its review of Bausch & Lomb Incorporated's ratings for possible downgrade following the announcement that the company has entered into a definitive merger agreement with affiliates of Warburg Pincus. Ratings subject to review for possible downgrade include the company's Ba1 Corporate Family rating and Ba1 Probability of Default rating. In addition, the Warburg Pincus deal prompted Fitch to maintain its Negative Rating Watch on the company. Fitch also warned that the transaction would significantly increase leverage and likely result in a multiple-notch downgrade, including an Issuer Default Rating of no higher than 'BB-'. BELLE HAVEN: Moody's Places Ba1 Rating Under Review --------------------------------------------------- Moody's Investors Service placed these notes issued by Belle Haven ABS CDO 2006-1, Ltd. on review for possible downgrade: (1) $50,000,000 Class B Floating Rate Notes Due 2046 Prior Rating: Aa2 Current Rating: Aa2, on review for possible downgrade (2) $30,000,000 Class C Floating Rate Deferrable Notes Due 2046 Prior Rating: A2 Current Rating: A2, on review for possible downgrade (3) $29,000,000 Class D Floating Rate Deferrable Notes Due 2046 Prior Rating: Baa2 Current Rating: Baa2, on review for possible downgrade (4) $5,000,000 Class E Floating Rate Deferrable Notes Due 2046 Prior Rating: Ba1 Current Rating: Ba1, on review for possible downgrade According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of structured finance securities. BI-STATE MEDICAL: Case Summary & 36 Largest Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Bi-State Medical Technologies, L.L.C. aka Medical Outfitters aka L.S.I. International 11529 West 79th Street Lenexa, KS 66214 Bankruptcy Case No.: 07-21990 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- L.S.I. International, Inc. 07-21989 Type of business: The Debtors sells medical supplies for chiropractic, sports medicine and physical therapy. Chapter 11 Petition Date: September 6, 2007 Court: District of Kansas (Kansas City) Judge: Robert D. Berger Debtors' Counsel: Joanne B. Stutz, Esq. Evans & Mullinix, P.A. 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 962-8700 Total Assets Total Debts ------------ ----------- Bi-State Medical Technologies, LLC $937,922 $4,746,156 L.S.I. International, Inc., LLC $925,616 $4,916,641 A. Bi-State Medical Technologies, LLC's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ M.&I. Bank essentially all assets $1,060,208 1201 Northwest Briarcliff of the business; Parkway amount owed is as of Kansas City, MO 64116 August 9, 2007; value of security: $947,749 James and Sheila Lane stock in L.S.I. $700,000 126 Capstone Circle International, Inc.; Pagosa Springs, CO 81147 value of security: $947,749; value of senior lien: $1,060,208 Dynatronics inventory purchase $207,140 7030 Park Centre Drive Salt Lake City, UT 84121 unsecured note $150,000 Trimline Medical Products assets of business: $250,000 Corp. loan was for working c/o Richard Jacobson capital; value of 52 Village Way security: $947,749; Branchburg, NJ 08076 value of senior lien: $1,760,208 Armedica Manufacturing inventory purchase $203,246 Corp. Ron Goldsmith subordinated equity $200,000 note Jack J. Lonsinger Trust subordinated equity $175,000 note Coolsystems, Inc. inventory purchase $148,588 Christine Wu & W.M. Jacobson subordinated equity $125,000 note Margaret J. Jacobson subordinated equity $124,000 note Lisa Parks subordinated equity $100,000 note Rich-Mar Naimco, Inc. inventory purchase $71,574 Core Products International, inventory purchase $68,803 Inc. Elite Manufacturing inventory purchase $56,339 The Systems House computer systems $52,593 Jeffrey Goldsmith subordinated equity $50,000 note Michelle Goldsmith subordinated equity $50,000 note Steve & Toshiko Urban subordinated equity $50,000 note Swiney Sanitorium subordinated equity $50,000 note B. L.S.I. International, Inc's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ M.&I. Bank essentially all assets $1,060,208 1201 NW Briarcliff Parkway of the business; Kansas City, MO 64116 amount owed is as of August 9, 2007; value of security: $947,749 James and Sheila Lane stock in L.S.I. $700,000 126 Capstone Circle International, Inc.; Pagosa Springs, CO 81147 Dynatronics inventory purchase $207,140 7030 Park Centre Drive Salt Lake City, UT 84121 unsecured note $150,000 Internal Revenue Service debtor's assets; $252,311 Centralized Insolvency Ops. value of security: PO Box 21126 $947,749; value of Philadelphia, PA 19114-0326 senior lien: $1,060,208 941 taxes $106,814 Armedica Manufacturing inventory purchase $203,246 Corp. Ron Goldsmith subordinated equity $200,000 note Coolsystems, Inc. inventory purchase $148,588 Christine Wu & W.M. Jacobson subordinated equity $125,000 note Margaret J. Jacobson subordinated equity $124,000 note Lisa Parks subordinated equity $100,000 note Rich-Mar Naimco, Inc. inventory purchase $71,574 Core Products International, inventory purchase $68,803 Inc. Elite Manufacturing inventory purchase $56,339 The Systems House computer systems $52,593 Hugh MacNicol subordinated Equity $50,000 note Jeffrey Goldsmith subordinated equity $50,000 note Michelle Goldsmith subordinated equity $50,000 note BIOPURE CORP: Posts $6.4 Million Net Loss in Quarter Ended July 31 ------------------------------------------------------------------ Biopure Corporation reported a net loss of $6.4 million for the third fiscal quarter ended July 31, 2007, compared with a net loss of $6.6 million for the corresponding period in 2006. Total revenues for the third quarter of 2007 were $550,000, including $470,000 from sales of the company’s veterinary product Oxyglobin(R) and $58,000 from sales of Hemopure(R) in South Africa. Total revenues for the same period in 2006 were $396,000, including $312,000 from Oxyglobin sales and $1,000 from sales of Hemopure. The increase in Hemopure sales reflects the company’s marketing efforts and increasing use of the product. Oxyglobin revenues increased during the third fiscal quarter of 2007 compared to 2006 due to a higher average selling price for product sold in the U.S. Cost of revenues was $3.1 million for the third quarter of fiscal 2007, compared to $2.9 million for the same period in 2006. Cost of revenues includes costs of both Oxyglobin and Hemopure. The increase is mainly due to higher salaries expense and plant costs. Research and development expenses were $1.6 million for the third quarter of fiscal 2007 compared to $1.8 million during the same period in 2006. Expenses during the third fiscal quarter of 2006 include costs related to the marketing authorization application the company submitted to the United Kingdom regulatory authority in 2006, for which there are no comparable expenses in 2007. Partially offsetting the decline in these costs was higher salaries expense due to increased headcount. Sales and marketing expenses increased to $341,000 for the third quarter of fiscal 2007, from $197,000 for the same period in 2006, due to strategic planning activities for Hemopure in the U.K. and to increased personnel in South Africa. General and administrative expenses were $2.1 million for the third quarter of fiscal 2007 compared to $2.2 million for the corresponding period in 2006 due to lower insurance premiums. At July 31, 2007, Biopure had $6.3 million in cash on hand. At July 31, 2007, the company's consolidated balance sheet showed $31.1 million in total assets, $4.8 million in total liabilities, and $26.3 million in total stockholders' equity. Going Concern Doubt Ernst & Young, in Boston, Massachusetts, expressed substantial doubt about Biopure Corp.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Oct. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses from operations and lack of sufficient funds to sustain its operations through the end of fiscal 2007. About Biopure Corporation Headquartered in Cambridge, Mass., Biopure Corporation (NasdaqCM: BPUR) -- http://www.biopure.com/-- develops, manufactures and markets pharmaceuticals, called oxygen therapeutics, that are intravenously administered to deliver oxygen to the body's tissues. Hemopure(R) is approved for sale in South Africa for the treatment of surgical patients who are acutely anemic. Biopure has applied in the United Kingdom for regulatory approval of a proposed orthopedic surgical anemia indication. The company is developing Hemopure for a potential indication in cardiovascular ischemia, in addition to supporting the U.S. Navy's government- funded efforts to develop a potential out-of-hospital trauma indication. Biopure's veterinary product Oxyglobin(R) is indicated for the treatment of anemia in dogs. BON-TON STORES: Incurs $15 Million Net Loss in Second Qtr. 2007 --------------------------------------------------------------- The Bon-Ton Stores, Inc. reported net loss of $15 million for the second quarter of fiscal 2007 ended Aug. 4, 2007, compared to a net loss of $19.8 million for the second quarter of fiscal 2006. The company reported a net loss of $44.3 million for the 26-six weeks ended Aug. 4, 2007, compared to a net loss of $30.6 million for the comparable period last year. For the second quarter of fiscal 2007, total sales decreased 5.1% to $708.6 million, compared to $746.8 million for the prior year period. Bon-Ton and Carson's combined comparable stores sales decreased 5%. Year-to-date total sales increased 10.5% to $1.4 billion compared to $1.3 billion for the same period last year. Year-to- date Carson's comparable store sales decreased 0.2% compared to the prior year period. Year-to-date Bon-Ton comparable store sales decreased 9%. The company's balance sheet as of Aug. 4, 2007, reflected total assets of $2.1 billion, total liabilities of $1.8 billion, and total stockholders' equity of $304.3 million. Management's Comments Bud Bergren, President and Chief Executive Officer, commented, "We improved our gross margin rate in the second quarter of 2007 by 310 basis points to 38% with the elimination of liquidation events we offered in the second quarter of 2006. We also achieved an EBITDA improvement in the second quarter of approximately 60% over the prior year period. However, the additional sales shortfall reflecting what we believe was a challenging retail environment, along with the planned reduction in our sales of approximately $17.5 million related to last year's liquidation events, reduced our EBITDA and net income below our expectations for the quarter." Mr. Bergren continued, "While uncertainty regarding consumer confidence persists, we believe we have the right initiatives in place to achieve our revised guidance for the year and our longer- term objectives. We are encouraged by the strong performance in several key merchandise categories in the first half of the year including children's, better sportswear, juniors, intimate apparel and shoes, and by the customer's positive response to our new fall assortments. We will continue to manage our inventories and control expenses to plan. As we have noted before, fiscal 2007 is a transitional year for Bon-Ton as a result of the ongoing process of integrating Bon-Ton and Carson's; we will not have a fully comparable year until 2008. We remain on track with the integration process in all areas of the business and are intently focused on driving sales and profit for our company. The integration is a long-term process that we believe has and will add significant value and we remain focused on a successful completion of this process." Guidance Keith Plowman, Executive Vice President and Chief Financial Officer, commented, "Based on our lower sales in June and July, which were preceded by lower than anticipated results in the first quarter of fiscal 2007, we are revising our initial guidance for fiscal 2007 earnings per diluted share to be in a range of $2.75 to $2.90 and EBITDA in a range of $305 to $310 million. Assumptions reflected in our revised full year fiscal 2007 guidance include: - Reduced the total sales growth to an increase of 2.5% to 3%; - Reduced the comparable stores sales to a negative 1% to 1.5%; - Reduced the gross margin rate to a range of 36.9% to 37%; - Maintained the increase of $8 million in cost savings; - Maintained the reduction of $9.5 million of integration costs; - Maintained capital expenditures of $106 million; and - Maintained estimated weighted average shares outstanding at 17 to 17.35 million." Mr. Plowman continued, "We are managing our inventories and expenses in order to achieve our revised earnings guidance for the year. We continue to manage our business in line with our long- term approach and strategies. We have an appropriate debt structure in place, excess capacity of $229 million at the end of the second quarter and we expect to continue to pay down our debt with the cash generated by the business." About The Bon Ton Stores York, Pennsylvania-based The Bon Ton Stores Inc. (Nasdaq: BONT) -- http://www.bonton.com/-- operates 278 department stores, which include eight furniture galleries, in 23 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman, Herberger's and Younkers nameplates and, under the Parisian nameplate, two stores in the Detroit, Michigan area. The stores offer a broad assortment of brand-name fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. * * * As reported in the Troubled Company Reporter on Aug. 15, 2007, Standard & Poor's Ratings Services revised its outlook on Bon-Ton Stores Inc. to negative from stable. At the same time, Standard & Poor's affirmed its existing ratings on the company, including the 'B+' corporate credit and 'B-' senior unsecured credit ratings. About $1.3 billion of debt was outstanding at May 5, 2007. BOSTON SCIENTIFIC: Board Elects Ray Elliot as Director ------------------------------------------------------ Boston Scientific Corporation's Board of Directors elected Ray Elliott as member. Mr. Elliott, 58, is Chairman of the Board of Zimmer Holdings, Inc. Previously, he served as Chairman, President and Chief Executive Officer of Zimmer from 2001 to 2007 and President of Zimmer since 1997. Mr. Elliott has extensive operating and director experience in medical devices, orthopaedics and other industries. In 2005, Mr. Elliott was selected by Institutional Investor Magazine as the "Best CEO in America" for Healthcare (Medical Supplies and Devices). Prior to his roles at Zimmer, Mr. Elliott was President and Chief Executive Officer of Cybex International, Inc. Before assuming his role at Cybex, he was a President and Chief Operating Officer of Southam, Inc., and Group President of John Labatt, Ltd. Previously, he served for 15 years in a number of executive capacities with American Hospital Supply Corporation, a predecessor to Baxter International, including President of their Far East divisions in Tokyo. He holds a B.A. from the University of Western Ontario. "Ray is a highly regarded health care industry executive who has successfully led complex global businesses for more than 20 years," said Pete Nicholas, Chairman of the Board of Boston Scientific. "He has a keen understanding of the role of technology in improving health outcomes, and he will bring a wealth of valuable experience to our board. We are pleased to welcome Ray to Boston Scientific." With the election of Mr. Elliott, the Boston Scientific Board increases to 15 members. About Boston Scientific Headquartered in Natick, Massachusetts, Boston Scientific Corporation (NYSE: BSX) -- http://www.bostonscientific.com/-- develops, manufactures and markets medical devices used in a broad range of interventional medical specialties. The company has offices in Argentina, Chile, France, Germany, and Japan, among others. * * * As reported in the Troubled Company Reporter on Aug. 28, 2007, Standard & Poor's Ratings Services said that its ratings on Boston Scientific Corp., including the 'BB+' corporate credit rating, remain on CreditWatch with negative implications, where they were placed Aug. 3, 2007. CA INC: Signs New 5-Year $1 Billion Revolving Credit Facility ------------------------------------------------------------- CA Inc. said last week it entered into a $1 billion, five-year unsecured revolving credit facility that will expire August 2012. The new facility replaces an existing $1 billion four-year facility executed in 2004 that was due to expire in December 2008. The company replaced its existing facility to extend the maturity of the facility and to reduce the interest paid and fees associated with the used and unused portions of the facility. Borrowings of $750 million under the existing facility were repaid at its termination and simultaneously re-borrowed under the new facility. The company plans to use the credit facility for general corporate purposes. "CA's ability to enter into a new facility with more favorable terms in the current capital market environment is testament to the company’s strengthening financial position," said chief financial officer Nancy Cooper. "It provides CA with increased financial flexibility as it assesses upcoming maturities and capital requirements. A full-text copy of the credit agreement is available for free at: http://researcharchives.com/t/s?2322 About CA Inc. Headquartered in Islandia, New York, CA Inc. (NYSE:CA) -- http://www.ca.com/-- is an information technology management software company that unifies and simplifies the management of enterprise-wide IT. Founded in 1976, CA serves customers in more than 140 countries. * * * As reported in the Troubled Company Reporter on June 6, 2007, Standard & Poor's Rating Services affirmed its 'BB' corporate credit and senior unsecured debt ratings on CA Inc. At the same time, S&P revised the outlook to stable from negative. CALPINE CORP: Inks Five-Year Energy Contract with TVA ----------------------------------------------------- Calpine Corporation signed a five-year tolling agreement, effective Sept. 1, 2007, with the Tennessee Valley Authority to sell the full output of the company's Decatur Energy Center located in Decatur, Alabama. Under terms of the tolling agreement, TVA supplies natural gas to fuel the plant and Calpine delivers up to approximately 770 megawatts of electricity to TVA. "TVA is a valued customer of Calpine," Calpine Chief Executive Officer Robert P. May, stated. "We are pleased that our Decatur Energy Center will continue to provide a clean, dependable and economical energy supply source to TVA." As part of its new agreement with TVA, Calpine is providing TVA with full dispatch rights of the power plant, including Automated Generation Control, to provide power to its system as needed. In operation since 2002, Calpine's Decatur Energy Center is one of the nation's cleanest and most fuel-efficient natural gas energy resources. Its combined-cycle design enables Calpine to generate electricity 40% more efficiently than older technology power plants, making it a preferred low-carbon energy resource. Through the use of advanced emissions control, the plant emits 93% less smog-producing nitrogen oxides than the average U.S. fossil-fueled power plant. About Calpine Corporation Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. On Aug. 27, 2007, the Debtors filed their Amended Plan and Disclosure Statement. The hearing to consider the adequacy of the Disclosure Statement has been reset to Sept. 25. CARAUSTAR INDUSTRIES: S&P Holds B+ Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings on Caraustar Industries Inc., including its 'B+' corporate credit rating, and removed the ratings from CreditWatch where they were placed with negative implications on May 9, 2007. The placement had been the result of poor first-quarter earnings and negative free cash flow. The outlook is negative. "The affirmation and CreditWatch removal incorporate prospects for meaningfully improved second-half 2007 financial results aided by better pricing, steady volumes, and cost savings, plus greater liquidity," said Standard & Poor's credit analyst Pamela Rice. "Still, we remain cautious about the company's ability to permanently improve its cost structure to offset high recycled fiber costs and competitive market conditions. As a result, Caraustar will need to sustain higher profitability over the next few quarters and meaningfully strengthen its credit measures to maintain its current ratings." Consolidated debt, including debt-like obligations, was $347 million at June 30, 2007, with debt to EBITDA a very weak 8.7x. Austell, Ga.-based Caraustar is a recycled paperboard producer. Ms. Rice said, "We could lower the ratings if Caraustar's profitability does not improve as we currently expect in the next few quarters or if market conditions deteriorate. We could revise the outlook to stable if the company is able to realize sufficient benefits from its rationalization and cost-reduction efforts to meaningfully improve earnings over the next few quarters, which along with debt reduction, produces credit measures appropriate for the ratings." CARGO CONNECTION: Inks Agreement to Acquire Fleet Global -------------------------------------------------------- Cargo Connection Logistics Holding Inc. has signed a Letter Agreement to acquire Orlando, Florida-based Fleet Global Services, Inc. from Mack Fulmer. The company expects that Fleet, a non-asset based carrier company and considered to be the cornerstone of Fulmer Logistics' Carrier Division, of which Fleet was once a subsidiary, will add up to approximately $25 million in revenue to Cargo Connection. The company also expects that when the acquisition is completed, the combined business will have anticipated annual revenues in excess of $50 million in 2008. The company further expects synergies that will be accomplished through the addition of Fleet will favorably impact the company's operating profitability. According to the terms of the Letter Agreement, upon closing the Company will pay $1 million in cash, issue 270 million shares of restricted common stock and issue additional shares valued at 10% of the EBITDA of the Company's new Fleet division for a two-year period. The transaction is subject to certain due diligence, financing and other conditions to closing. The company expects to close the transaction by Oct. 31, 2007 if it is successful in raising at least $1,500,000 in additional capital and the other conditions to closing are satisfied. "As a non-asset based carrier Fleet offers a vast pool of reliable owner/operators that will greatly benefit from our advanced technology and resources," said Jesse Dobrinsky, Chairman and CEO of Cargo Connection Logistics Holding, Inc. "This acquisition will significantly expand our domestic capabilities and provide the Company with a more substantial financial foundation." Dobrinsky said that Fleet currently has in excess of one thousand customers and, along with its internal staff, eleven independent agents that handle their business. "We expect that this acquisition will provide immediate access, through cross marketing, to more than one thousand potential new customers for Cargo Connection's services that heretofore have been unavailable to the Fleet customer base," added Dobrinsky. "This also should provide a major boost to our Independent Transport Group, LLC subsidiary." About Cargo Connection Cargo Connection Logistics Holding Inc., formerly Championlyte Holdings Inc., (OTC BB: CRGO.OB) -- http://www.cargocon.com/-- provides logistics solutions for global partners through its network of branch locations and independent agents in North America. Its target base ranges from mid-sized to Fortune 100TM companies. The company operates through its network of terminals and transportation services and predominately as a non-asset based transportation provider of truckload and less-than-truckload transportation services. The company also provides logistics services, which include U.S. Customs Bonded warehouse facilities, container freight station operations, and a General Order warehouse operation, which the company began to operate in the latter part of the second quarter of 2006. CARGO CONNECTION: June 30 Balance Sheet Upside-down by $10.6 Mil. ----------------------------------------------------------------- Cargo Connection Logistics Holding Inc. delivered its financial results for the quarter ended June 30, 2007, to the Securities and Exchange Commission on Aug. 15, 2007. At June 30, 2007, the company's balance sheet showed $3,113,449 in total assets, $12,468,333 total liabilities, $329 minority interest, $265,000 series III convertible preferred stock, $517,5000 series IV convertible preferred stock and $479,867 series V convertible preferred stock, resulting in a $10,617,580 stockholders' deficit. The company reported a $933,333 net loss with $7,993,750 revenue for the three months ended June 30, 2007, compared with a $3,882,408 net loss with $2,786,622 revenue for the three months ended June 30, 2006. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $1,337,319 in total current assets available to pay $9,933,297 in total current liabilities. A full-text copy of the regulatory filing is available for free at http://ResearchArchives.com/t/s?231b Going Concern Doubt Friedman LLP in East Hanover, New Jersey, reported several conditions that raise substantial doubt about the ability of the company to continue as a going concern after auditing the company's financial statements at Dec. 31, 2006. The auditing firm pointed to the company's losses from operations, negative cash flows from operating activities, negative working capital and stockholders' deficit. About Cargo Connection Cargo Connection Logistics Holding Inc., formerly Championlyte Holdings Inc., (OTC BB: CRGO.OB) -- http://www.cargocon.com/-- provides logistics solutions for global partners through its network of branch locations and independent agents in North America. Its target base ranges from mid-sized to Fortune 100TM companies. The company operates through its network of terminals and transportation services and predominately as a non-asset based transportation provider of truckload and less-than-truckload transportation services. The company also provides logistics services, which include U.S. Customs Bonded warehouse facilities, container freight station operations, and a General Order warehouse operation, which the company began to operate in the latter part of the second quarter of 2006. CHALLENGER POWER: Sells Sugar Sand Jet Boat Business for $5 Mil. ---------------------------------------------------------------- Challenger Powerboats Inc. divested the Sugar Sand jet boat line of its wholly owned subsidiary, IMAR Inc., to Execute Sports Inc. for $5 million in cash. In conjunction with the transaction, Challenger and Execute entered into an Agreement for Exclusive Right of Supply, through which Challenger will manufacture and sell Sugar Sand boats to Execute, and an Exclusive Sales and Marketing Agreement, through which Challenger will market Sugar Sand boats on behalf of Execute. These agreements are for periods of ten years each, with similar renewal terms. Challenger will retain its other two lines of boats, the high performance "Challenger" line and the ski and tow boat "Gekko" line. "One of our main goals this year was to strengthen our balance without sacrificing top line growth," Laurie Phillips, Challenger CEO, stated. "The divestiture of Sugar Sands will enable us to eliminate about $5 million in liabilities and $300,000 in monthly debt servicing. While we will no longer own the Sugar Sand asset, the ancillary agreements will provide Challenger the right to continue to produce and market the line for Execute, making it possible for Challenger to benefit from its sales and participate in its gross margin contribution. We look forward to a fruitful partnership with Execute and believe we can further exploit other potential opportunities between the two companies in the marine sport sector." "We have been aggressively seeking to grow our organization through synergistic acquisitions," Geno Apicella, CEO of Execute Sports, added. "By acquiring the Sugar Sand franchise, we expand our product offering without the added responsibilities and complexities of the manufacturing process, while positioning the company to capitalize on existing sales and marketing relationships. We believe we are now on pace to approach about $10 million in sales for 2008 and will continue to search for other acquisition opportunities." About Execute Sports Headquartered in San Clemente, California, Execute Sports, Inc. (OTCBB:EXCS) -- http://www.executesports.com/-- markets and sells water sports clothing, apparel, and motorcycle accessories. On March 3, 2005, the company changed its name from Padova International U.S.A. Inc. to Execute Sports Inc. About Challenger Powerboats Based in Washington, Missouri, Challenger Powerboats Inc., (OTC Bulletin Board: CPWB) -- http://www.challengerpowerboats.com/-- designs and manufactures "go fast" offshore performance boats and family sport cruisers that target the recreational power boat market. The company holds the exclusive rights to the Duo Delta- Conic "DDC" hull for boats up to 40 feet in length. The DDC hull is a patented revolutionary design by marine designer Harry Schoell. At June 30, 2007, Challenger Powerboats' balance sheet showed total assets of $7.4 million and $28.1 million in total liabilities, resulting on a $20.7 million total shareholders' deficit. Going Concern Doubt As reported in the Troubled Company Reporter on May 2, 2007, Jaspers + Hall PC expressed substantial doubt about Challenger Powerboats Inc.'s ability to continue as a going concern after auditing the company's financial statements as of Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses from operations and its difficulties in generating sufficient cash flow to meet its obligation and sustain its operations. CHARLESTOWN CROSSING: Involuntary Chapter 11 Case Summary --------------------------------------------------------- Alleged Debtor: Charlestown Crossing 1 LLC 3133 Blackiston Mill Road New Albany, IN 47150 Case Number: 07-91887 Involuntary Petition Date: September 6, 2007 Court: Southern District of Indiana (New Albany) Judge: Basil H. Lorch III Debtor's Counsel: David M. Cantor, Esq. Seiller Waterman LLC 462 4th Street, Suite 2200 Louisville, KY 40202 Tel: (502) 584-7400 Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ C-Trax Excavating Site Work and $50,351 P.O. Box 104 10% Retainage Sellersburg, IN 47172 Spear Electric Co. Electrical Materials $21,392 1002 Industrial Boulevard and Services Sellersburg, IN 47172 On Site Plumbing, LLC Plumbing Materials $7,285 3013 Blackiston Mill Road and Services Clarksville, IN 47129 Elite Heating & A/C Heating & A/C Works $20,204 555 Mt Tabor Road New Albany, IN 47150 CHESAPEAKE ENERGY: Paying $0.07/Share Dividends on October 15 ------------------------------------------------------------- Chesapeake Energy Corporation' board of directors has declared a $0.0675 per share quarterly dividend that will be paid on Oct. 15, 2007, to common shareholders of record on Oct. 1, 2007. Chesapeake has approximately 474 million common shares outstanding. In addition, Chesapeake's board has declared dividends on its outstanding convertible preferred stock issues: a) 4.25% Cumulative Convertible Preffered Stock NYSE Symbol: N/A Date of Issue: Mar. 30, 2004 Registered CUSIP: 165167875 144A CUSIP: 165167883 Par Value per Share: $0.01 Shares Outstanding: 3,062 Liquidation Preference per Share: $1,000 Record Date: Dec. 3, 2007 Payment Date: Dec. 17, 2007 Amount per Share: $10.3125 b) 5% (2005) Cumulative Convertible Preffered Stock NYSE symbol: N/A Date of Issue: April 19, 2005 Registered CUSIP: 165167859 144A CUSIP: 165167867 Par Value per Share: $0.01 Shares Outstanding: 4,600,000 Liquidation Preference per Share: $100 Record Date: Oct. 1, 2007 Payment Date: Oct. 15, 2007 Amount per Share: $1.25 c) 4.50% Cumulative Convertible Preffered Stock NYSE symbol: CHK Pr D Date of Issue: Sept. 14, 2005 Registered CUSIP: 165167842 144A CUSIP: N/A Par Value per Share: $0.01 Shares Outstanding: 3,450,000 Liquidation Preference per Share: $100 Record Date: Dec. 3, 2007 Payment Date: Dec. 17, 2007 Amount per Share: $1.25 d) 5% (2005B) Cumulative Convertible Preffered Stock NYSE symbol: N/A Date of Issue: Nov. 8, 2005 Registered CUSIP: 165167826 144A CUSIP: 165167834 Par Value per Share: $0.01 Shares Outstanding: 5,750,000 Liquidation Preference per Share: $100 Record Date: Nov. 1, 2007 Payment Date: Nov. 15, 2007 Amount per Share: $1.25 e) 6.25% Cumulative Convertible Preffered Stock NYSE symbol: CHK Pr E Date of Issue: June 30, 2006 Registered CUSIP: 165167818 144A CUSIP: N/A Par Value per Share: $0.01 Shares Outstanding: 2,300,000 Liquidation Preference per Share: $250 Record Date: Dec. 3, 2007 Payment Date: Dec. 17, 2007 Amount per Share: $3.90625 About Chesapeake Energy Corporation Based in Oklahoma City, Oklahoma, Chesapeake Energy Corporation (NYSE: CHK) -- http://www.chkenergy.com/-- produces natural gas in the U.S. The company's operations are focused on exploratory and developmental drilling and corporate and property acquisitions in the Mid-Continent, Barnett Shale, Fayetteville Shale, Permian Basin, Delaware Basin, South Texas, Texas Gulf Coast, Ark-La-Tex and Appalachian Basin regions of the U.S. * * * As reported in the Troubled Company Reporter on Aug. 10, 2007, Fitch Ratings has affirmed Chesapeake Energy Corporation's ratings and revised the rating outlook to negative as: (i) issuer default rating at 'BB'; (ii) senior unsecured debt at 'BB'; (iii) senior secured revolving credit facility and hedge facilities at 'BBB-'; and (iv) convertible preferred stock at 'B+'. CHRYSLER LLC: Offers to Sell Non-Core Assets in UAW Talks --------------------------------------------------------- Chrysler LLC has proposed, in its continuing contract talks with the United Auto Workers union, the shutdown or sale of its Mopar unit and of Chrysler Transport, the Wall Street Journal reports, quoting people familiar with the matter. According to the report, sources have revealed that the UAW opposes the divestitures. Mopar makes high-performance and specialty auto parts while Chrysler Transport manages deliveries of supplies to Chrysler plants. Together they employ almost 1,300 workers. Cerberus Capital Management LP, Chrysler's new owner is bent on improving cash flow, which in turn has Chrysler looking to win UAW backing for a number of moves that would cut costs and improve cash flow immediately, Gina Chon and Jeffrey Mccracken write for WSJ. On the other hand, General Motors Corp. and Ford Motor Company, which are also in talks with the union, are aiming for long-term cost reductions. If Chrysler decides to sell or shut down some of its non-core assets, it intends to relocate the affected workers or find other ways to ensure that the employees would keep their jobs, WSJ relates, citing people familiar with the matter as its source. About Chrysler LLC Headquartered in Auburn Hills, Michigan, Chrysler LLC -- http://www.chrysler.com/-- offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The company has dealers worldwide, including Canada, Mexico, U.S., Germany, France, U.K., Argentina, Brazil, Venezuela, China, Japan and Australia. * * * As reported in the Troubled Company Reporter on Aug. 8, 2007, Standard & Poor's Ratings Services revised its loan and recovery ratings on Chrysler LLC's (B/Negative/--) $10 billion senior secured first-lien term loan facility due 2013, following various changes to terms and conditions prior to closing. The $10 billion first-lien term loan now consists of a $5 billion "first-out" tranche and a $5 billion "second-out" tranche, so the aggregate amount of first-lien debt remains unchanged. Accordingly, S&P assigned a 'BB-' rating to the $5 billion "first- out" first-lien term loan tranche. This rating, two notches above the corporate credit rating of 'B' on Chrysler LLC, and the '1' recovery rating indicate S&P's expectation for very high recovery in the event of payment default. S&P also assigned a 'B' rating to the $5 billion "second-out" first-lien term loan tranche. This rating, the same as the corporate credit rating, and the '3' recovery rating indicate S&P's expectation for a meaningful recovery in the event of payment default. Moody's Investors Service has affirmed Chrysler Automotive LLC's B3 Corporate Family Rating, and the Caa1 rating of the company's $2 billion senior secured, second lien term loan in connection with Monday's closing of DaimlerChrysler AG's sale of a majority interest of Chrysler Group to Cerberus Capital Management LLC. CHRYSLER LLC: UAW Open to Health Care Trust Fund; Seeks Pact ------------------------------------------------------------ The United Auto Workers union is amenable to creating a trust fund for retiree health-care benefits as long as all of the parties involved can reach an agreement on funding terms, The Detroit News relates. UAW leaders understand that transferring tens of billions of dollars in liability from the books of Detroit's "Big Three" automakers -- General Motors Corp., Ford Motor Co., and Chrysler LLC -- to trust funds controlled by them could work, Bryce G. Hoffman writes for The Detroit News, quoting sources close to the contract negotiations. According to the report, executives of the three companies believe that paying the United Auto Workers to assume responsibility for retiree health benefits is the best way to make their companies cost-competitive again. However, the automakers' plan to fund part of their workers' benefits with company stock could make it quite difficult for union members to accept the offer. Patterned after similar deals at Goodyear Tire & Rubber Co. and Dana Corp., the three car makers want to pay the union to establish what are called voluntary employee beneficiary associations, or VEBAs, that would assume responsibility for hourly retiree health benefits. They had proposed VEBAs in their initial economic offers to the UAW, Mr. Hoffman of The Detroit News states. A VEBA would cost each automaker billions -- as much as $35 billion in GM's case -- but it would permanently remove billions more in liabilities from their balance sheets. It also guarantees the union's right to protect those benefits should any of the automakers file for bankruptcy, The Detroit News reveals. Meanwhile, the UAW's top negotiator on its General Motors Corp. bargaining team vowed that retirees won't have to pay more for their health care in the next national contract, Louis Aguilar writes for The Detroit News. "I can tell you one thing, we are determined not to put any more costs on retirees for their health care," said UAW Vice President Cal Rapson. In June 2007, that the car companies are trying to deal with health care costs that GM CEO Rick Wagoner says cost them a combined $12 billion in 2006. Providing health care to 2 million employees, retirees and dependents contributed to losses at each of the U.S. automakers last year, while Japanese rivals posted record profits. The difference is made even more significant by higher pensions and retiree health care costs. GM and Ford hourly labor costs -- $73.26 and $70.51, respectively -- are about $30 an hour higher than those paid by Japanese competitors operating U.S. plants. The UAW's current four-year contract with the "Big Three" automakers expires Sept. 14, 2007. About Chrysler LLC Headquartered in Auburn Hills, Michigan, Chrysler LLC -- http://www.chrysler.com/-- offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The company has dealers worldwide, including Canada, Mexico, U.S., Germany, France, U.K., Argentina, Brazil, Venezuela, China, Japan and Australia. * * * As reported in the Troubled Company Reporter on Aug. 8, 2007, Standard & Poor's Ratings Services revised its loan and recovery ratings on Chrysler LLC's (B/Negative/--) $10 billion senior secured first-lien term loan facility due 2013, following various changes to terms and conditions prior to closing. The $10 billion first-lien term loan now consists of a $5 billion "first-out" tranche and a $5 billion "second-out" tranche, so the aggregate amount of first-lien debt remains unchanged. Accordingly, S&P assigned a 'BB-' rating to the $5 billion "first- out" first-lien term loan tranche. This rating, two notches above the corporate credit rating of 'B' on Chrysler LLC, and the '1' recovery rating indicate S&P's expectation for very high recovery in the event of payment default. S&P also assigned a 'B' rating to the $5 billion "second-out" first-lien term loan tranche. This rating, the same as the corporate credit rating, and the '3' recovery rating indicate S&P's expectation for a meaningful recovery in the event of payment default. Moody's Investors Service has affirmed Chrysler Automotive LLC's B3 Corporate Family Rating, and the Caa1 rating of the company's $2 billion senior secured, second lien term loan in connection with Monday's closing of DaimlerChrysler AG's sale of a majority interest of Chrysler Group to Cerberus Capital Management LLC. CHRYSLER LLC: U.S. Sales Dip 6% to 168,203 Units in August 2007 --------------------------------------------------------------- Chrysler LLC reported U.S. sales for August 2007 of 168,203 units; down 6% compared to August 2006 with 179,165 units sold. All sales figures are reported as unadjusted. "Overall, the industry experienced softer sales in August than a year ago," Darryl Jackson, vice president of U.S. Sales, said. "Our fleet sales are down more than 20% versus August 2006. While this has driven the overall sales decrease for the month, it is directly in line with the company's Recovery and Transformation Plan to reduce sales of our daily rental fleet during the second half of the year." Chrysler brand car sales were led by Sebring Sedan which posted sales of 4,929 for August, up 66% over the prior month. Chrysler Sebring Convertible finished the month with sales of 2,730 units improving 8% over July. Chrysler Aspen sales also rose 62% versus July with 3,599 units, posting its best month ever. The Jeep brand was down 1% versus last year while Wrangler and Compass posted gains over August 2006. Jeep Wrangler and Wrangler Unlimited posted sales of 9,464 units, up 58% compared to August 2006 with 6,002 units sold. The Jeep Compass finished the month with sales of 3,625 units, up 76% from last year. Dodge brand car sales increased 13% over last year led by Dodge Caliber which posted a gain of 5%. Dodge truck sales were down 14% over August 2006. The all-new Dodge Nitro was up 51% over July 2007. "Our exciting new 2008 models combined with the new Chrysler Lifetime Powertrain Warranty continues to drive showroom traffic and contributed to stronger closing rates in August," Michael Keegan, vice president for Volume Planning and Sales Operations, said. "Chrysler will continue to support 2007 model year close-out with a highly competitive 0% APR into September." Chrysler finished the month with 446,249 units of inventory, or a 72-day supply. Inventory is down by 11% compared to August 2006 when it was at 502,946 units. About Chrysler LLC Headquartered in Auburn Hills, Michigan, Chrysler LLC -- http://www.chrysler.com/-- offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The company has dealers worldwide, including Canada, Mexico, U.S., Germany, France, U.K., Argentina, Brazil, Venezuela, China, Japan and Australia. * * * As reported in the Troubled Company Reporter on Aug. 8, 2007, Standard & Poor's Ratings Services revised its loan and recovery ratings on Chrysler LLC's (B/Negative/--) $10 billion senior secured first-lien term loan facility due 2013, following various changes to terms and conditions prior to closing. The $10 billion first-lien term loan now consists of a $5 billion "first-out" tranche and a $5 billion "second-out" tranche, so the aggregate amount of first-lien debt remains unchanged. Accordingly, S&P assigned a 'BB-' rating to the $5 billion "first- out" first-lien term loan tranche. This rating, two notches above the corporate credit rating of 'B' on Chrysler LLC, and the '1' recovery rating indicate S&P's expectation for very high recovery in the event of payment default. S&P also assigned a 'B' rating to the $5 billion "second-out" first-lien term loan tranche. This rating, the same as the corporate credit rating, and the '3' recovery rating indicate S&P's expectation for a meaningful recovery in the event of payment default. Moody's Investors Service has affirmed Chrysler Automotive LLC's B3 Corporate Family Rating, and the Caa1 rating of the company's $2 billion senior secured, second lien term loan in connection with Monday's closing of DaimlerChrysler AG's sale of a majority interest of Chrysler Group to Cerberus Capital Management LLC. CITIGROUP MORTGAGE: Fitch Lowers Ratings on $57.7 Million Certs. ---------------------------------------------------------------- Fitch Ratings has taken these rating actions on Citigroup Mortgage Loan Trust mortgage pass-through certificates. Affirmations total $570.3 million and downgrades total $57.7 million. Break Loss percentages (BL) and Loss Coverage Ratios (LCR) for each class are included with the rating actions: CMLT, series 2005-HE1 -- $66.4 million class A affirmed at 'AAA' (BL: 85.46, LCR: 4.80); -- $42.5 million class M-1 affirmed at 'AA+' (BL: 64.95, LCR: 3.65); -- $22.9 million class M-2 affirmed at 'AA' (BL: 52.18, LCR: 2.93); -- $45 million class M-3 affirmed at 'A' (BL: 35.79, LCR: 2.01); -- $12.6 million class M-4 affirmed at 'A-' (BL: 30.31, LCR: 1.70); -- $11.8 million class M-5 affirmed at 'BBB+' (BL: 25.08, LCR: 1.41); -- $9.4 million class M-6 downgraded to 'BBB' from 'BBB-' (BL: 20.98, LCR: 1.18); -- $7.7 million class M-7 downgraded to 'BB' from 'BBB-' (BL: 17.58, LCR: 0.99); -- $7.3 million class M-8 downgraded to 'B' from 'BB+' (BL: 14.49, LCR: 0.81); -- $8.6 million class M-9 downgraded to 'CCC' from 'BB' (BL: 11.52, LCR: 0.65). Deal Summary -- Largest Originator: 69% WMC; -- 60+ day Delinquency: 32.61%; -- Realized Losses to date (% of Original Balance: 1.05%; -- Expected Remaining Losses (% of Current Balance): 17.79%; -- Cumulative Expected Losses (% of Original Balance): 6.44%. CMLT, series 2006-HE1 -- $238.5 million class A affirmed at 'AAA' (BL: 47.29, LCR: 3.79); -- $28.4 million class M-1 affirmed at 'AA+' (BL: 40.68, LCR: 3.26); -- $26.3 million class M-2 affirmed at 'AA+' (BL: 34.23, LCR: 2.74); -- $15.9 million class M-3 affirmed at 'AA' (BL: 30.30, LCR: 2.43); -- $14.2 million class M-4 affirmed at 'AA-' (BL: 26.79, LCR: 2.15); -- $13.5 million class M-5 affirmed at 'A+' (BL: 23.42, LCR: 1.88); -- $11.4 million class M-6 affirmed at 'A' (BL: 19.15, LCR: 1.53); -- $11 million class M-7 affirmed at 'A-' (BL: 16.97, LCR: 1.36); -- $9.3 million class M-8 affirmed at 'BBB' (BL: 15.02, LCR: 1.20); -- $8.3 million class M-9 downgraded to 'BB+' from 'BBB-' (BL: 12.90, LCR: 1.03); -- $9 million class M-10 downgraded to 'B+' from 'BB+' (BL: 10.80, LCR: 0.87); -- $7.2 million class M-11 downgraded to 'CCC' from 'BB' (BL: 9.21, LCR: 0.74). Deal Summary -- Largest Originator: 54% Centex Home Equity Co.; -- 60+ day Delinquency: 20.82%; -- Realized Losses to date (% of Original Balance: 0.35%; -- Expected Remaining Losses (% of Current Balance): 12.49%; -- Cumulative Expected Losses (% of Original Balance): 7.49%. These transactions were placed on 'Under Analysis' on Aug. 21, 2007. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. CITIGROUP MORTGAGE: Fitch Holds Low-B Ratings on 6 Certificates --------------------------------------------------------------- Fitch Ratings has affirmed these Citigroup Mortgage Loan Trust mortgage pass-through certificates: Series 2005-7 Group 1 -- Class 1-A at 'AAA'; -- Class 1-B1 at 'AA'; -- Class 1-B2 at 'A'; -- Class 1-B3 at 'BBB'; -- Class 1-B4 at 'BB'; -- Class 1-B5 at 'B'. Series 2005-7 Group 2 -- Class 2-A at 'AAA'; -- Class 2-B1 at 'AA'; -- Class 2-B2 at 'A'; -- Class 2-B3 at 'BBB'; -- Class 2-B4 at 'BB'; -- Class 2-B5 at 'B'. Series 2006-WF1 -- Class A at 'AAA'; -- Class M-1 at 'AA'; -- Class M-2 at 'A'; -- Class M-3 at 'BBB'; -- Class M-4 at 'BBB-'; -- Class M-5 at 'BB+'. Series 2006-WF2 -- Class A at 'AAA'; -- Class M-1 at 'AA'; -- Class M-2 at 'A'; -- Class M-3 at 'BBB'; -- Class M-4 at 'BBB-'; -- Class M-5 at 'BB+'. The affirmations, affecting approximately $2.3 billion of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The collateral of the above transactions generally consists of conventional, fully amortizing fixed-rate mortgage and adjustable- rate mortgage loans extended to Alt-A borrowers and secured by first-liens on one- to four-family residential properties. The loans in series 2005-7 were originated by various originators. The loans in series 2006-WF1 and 2006-WF2 were originated or acquired by and are serviced by Wells Fargo Bank, N.A. (rated 'RPS1' by Fitch). Series 2005-7 is master serviced by CitiMortgage, Inc. (rated 'RMS1' by Fitch). As of the July 2007 remittance date, the pool factor (i.e., current mortgage loans outstanding as a percentage of the initial pool) of series 2005-7 Group 1 is 65%, series 2005-7 Group 2 is 84%, series 2006-WF1 is 74%, and series 2006-WF2 is 74. The seasoning of series 2005-7 is 22 months, series 2006-WF1 is 16 months, and series 2006-WF2 is 15 months. CKE RESTAURANTS: S&P Revises Outlook from Stable to Negative ------------------------------------------------------------ Standard & Poor's Ratings Services revised its outlook on Carpenteria, Calif.-based CKE Restaurants Inc. to negative from stable. At the same time, S&P affirmed all the ratings, including the 'BB-' corporate credit rating, on the company. S&P also affirmed the bank loan and recovery ratings on CKE's $470 million senior secured credit facility, which consists of a $270 million term loan and $200 million revolving credit facility. The company recently increased the size of its term loan by $100 million to $270 million, with a maturity in 2013, and used the proceeds to pay down borrowings on the company's revolving credit facility that matures in 2012. The credit facility is rated 'BB+', two notches higher than the corporate credit rating on CKE, with a recovery rating of '1', indicating the expectation of very high (90%-100%) recovery of principal in the event of default. The outlook change reflects the CKE's recent use of debt to fund share repurchases. For example, in April of this year, the company purchased approximately $77 million of its stock from Pirate Capital LLC. The negative outlook reflects management's willingness to fund share repurchases with debt and a recent trend of narrower margins. "If debt leverage were to increase measurably because of poor operating performance or further debt- financed share repurchases, we would likely lower the ratings," said Standard & Poor's credit analyst Charles Pinson-Rose. COASTAL LAND: Case Summary & Four Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Coastal Land Development Co. 10 Caribbean Court Mandeville, LA 70448 Tel: (985) 626-7457 Bankruptcy Case No.: 07-51267 Chapter 11 Petition Date: September 6, 2007 Court: Southern District of Mississippi (Gulfport) Judge: Edward Gaines Debtor's Counsel: William J. Little, Jr., Esq. Lentz & Little, P.A. P.O. Box 22642 Jackson, MS 39225-2642 Tel: (601) 355-3660 Fax: (601) 355-3437 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its Four Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Stephen Levitt $6,000,000 610 West David Drive Dayton, OH 45429 Richard Landry $140,000 11 Caribbean Court Mandeville, LA 70448 Barefield Law Firm $100,000 P.O. Box 309 Gulfport, MI 39502 Pangi Land Company $75,000 11 Caribbean Court Mandeville, LA 70448 COMMONWEALTH EDISON: To Sell $425 Mil. of 6.15% Mortgage Bonds -------------------------------------------------------------- Commonwealth Edison Company agreed to sell $425 million of First Mortgage Bonds maturing on Sept. 15, 2017, with a coupon of 6.15%. The sale is scheduled to close today, Sept. 10, 2007. ComEd will use the net proceeds from the sale to repay borrowings made under its revolving credit agreement. The offering was led by Credit Suisse Securities LLC, Morgan Stanley & Co. Incorporated, and Wachovia Capital Markets LLC as joint book-runners. The co-managers for the deal are ABN AMRO Incorporated, Dresdner Kleinwort Securities LLC, Loop Capital Markets LLC, and Popular Securities Inc. Based in Chicago, Illinois, Commonwealth Edison Company is engaged in the energy delivery business that consists of the purchase and retail and wholesale sale of electricity, and the provision of distribution and transmission services to retail and wholesale customers in northern Illinois, including the City of Chicago. ComEd's retail service territory has an area of about 11,300 square miles and an estimated population of eight million. The service territory includes the City of Chicago, an area of about 225 square miles with an estimated population of three million. * * * As reported in Troubled Company Reporter on Aug. 3, 2007, Fitch Ratings has placed the 'BB' Issuer Default Rating of Commonwealth Edison Co. on positive watch. COMPASS MINERALS: Keith Clark to Succeed John Fallis ---------------------------------------------------- Compass Minerals International Inc. reported that Keith E. Clark will succeed John Fallis as vice president and general manager of its North American Highway business on Jan. 1, 2008. Mr. Fallis has disclosed his intention to begin a retirement process that will include assisting Mr. Clark through the completion of the 2007-2008 highway deicing season and a transition to a part-time role beginning April 1, 2008. "John Fallis’ contributions to our company over the past 30 years have been invaluable, and we’re pleased that he has agreed to continue to make his considerable knowledge and expertise available to Compass Minerals after this transition," said Angelo Brisimitzakis, Compass Minerals president and CEO. "Keith Clark is an accomplished leader and the natural choice to take over our core highway business. With his 25 years of mining and minerals experience – including 12 years with Compass Minerals –- Keith is uniquely qualified to guide the profitable growth of our highway business and to continue to strengthen our leadership position." Mr. Clark joined Compass Minerals in 1995 as vice president of manufacturing and became vice president and general manager of the company’s consumer and industrial business in 1997. Prior to joining the company, Mr. Clark held leadership roles with General Chemical Corporation and U.S. Steel. Mr. Clark holds a bachelor’s degree in manufacturing from Bradley University. The company is conducting an external search to identify a new vice president and general manager of consumer and industrial activities. About Compass Minerals Based in the Kansas City metropolitan area, Compass Minerals International Inc. (NYSE: CMP) -- http://www.compassminerals.com/ -- is a leading producer of inorganic minerals, including salt, sulfate of potash specialty fertilizer and magnesium chloride. The company provides highway deicing salt to customers in North America and the United Kingdom, and produces and distributes consumer deicing and water conditioning products, ingredients used in consumer and commercial foods, specialty fertilizers, and products used in agriculture and other consumer and industrial applications. Compass Minerals also provides records management services to businesses throughout the U.K. Compass Minerals International Inc.'s balance sheet at June 30, 2007, showed $674.4 million in total assets and $723.2 million in total liabilities, resulting in a $48.8 million total stockholders' deficit. CONVERSION SERVICES: Posts $4 Mil. Net Loss in Qtr. Ended June 30 ----------------------------------------------------------------- Conversion Services International Inc. incurred a net loss of $4.0 million in the second quarter ended June 30, 2007, an increase from the $1.5 million net loss reported in the same period last year, mainly due to lower revenues, increased interest expenses, and a goodwill impairment charge of $500,000. In addition the company recognized a gain on financial instruments of $739,696 in the 2006 quarter. The company restructuring several debt instruments during the March 2007 quarter eliminated the company’s requirement to account for the financial instruments. Revenues fell to $5.4 million from $6.6 million. Strategic consulting revenues decreased to $2.4 million from $3.0 million, primarily as a result of a $700,000 revenue decrease from DeLeeuw Associates' largest client, Bank of America, due a restructuring and resource reorganization at the bank which resulted in layoffs and a freeze in project budgets. Business intelligence/data warehousing revenues decreased to $2.3 million from $2.9 million, mainly due to a significant reduction in headcount in the group supporting Business Objects reporting, as a result of which there was a significant decline in billable hours. Selling and marketing expenses decreased to $900,000 from $1.2 million, primarily due to a $200,000 reduction in payroll expense. General and administrative costs decreased to $1.1 million from $1.4 million, primarily due to a $200,000 reduction in stock compensation charges and a $100,000 reduction in accounting fees. During the three month period ended June 30, 2007, the company recorded a goodwill impairment of $500,000 after learning that several Integrated Strategies consultants will be ending their projects in the near term. Interest expense, net rose to $2.6 million from $1.0 million, primarily due to $100,000 of interest expense related to the notes executed in March, April and June 2007, and $2.3 million of charges for accretion of warrants and beneficial conversion features related to convertible notes. These new interest expense charges were partially offset by a $100,000 reduction in Laurus interest expense due to the repayment of the Overadvance in March 2007 and $700,000 of reduced amortization of beneficial conversion features related to outstanding convertible notes and reduced warrant accretion. At June 30, 2007, the company's consolidated balance sheet showed $11.7 million in total assets, $9.0 million in total liabilities, $538,333 in Series A convertible preferred stock, and $2.2 million in total stockholders' equity. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $3.4 million in total current assets available to pay $6.8 million in total current liabilities. The company had an accumulated deficit of $57.6 million at June 30, 2007. 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?2248 Going Concern Doubt Friedman LLP, in East Hanover, N. J., expressed substantial doubt about Conversion Services International Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses, negative cash flows from operations, net working capital deficiency and its ability to pay its outstanding debt. About Conversion Services Headquartered in East Hanover, N.J., Conversion Services International Inc. (AMEX: CVN) -- http://www.csiwhq.com/ -- provides professional services focusing on strategic consulting, data warehousing, business intelligence, business process reengineering, as well as integration and information technology management solutions. COOLBRANDS INT'L: Posts $2.9 Million Net Loss in Qtr. Ended May 31 ------------------------------------------------------------------ Coolbrands International Inc. incurred a net loss of $2.9 million, which was comprised of a net loss from continuing operations of $5.9 million and a net gain from discontinued operations of $3.0 million. The company recorded a net loss of $11.8 million for the third quarter of fiscal 2006, which was comprised of a loss from continuing operations of $3.7 million and a loss from discontinued operations of $8.1 million For the nine months to May 31, 2007, the company reported a net loss of $18.0 million, which was comprised of a net loss from continuing operations of $11.2 million and a net loss from discontinued operations of $6.8 million. The company recorded a net loss of $24.2 million for the first nine months of fiscal 2006, which was comprised of a loss from continuing operations of $9.8 million and a loss from discontinued operations of $14.4 million. Revenue from continuing operations decreased 95% in the third quarter of fiscal 2007 to $964,000, compared with $20.1 million in the third quarter of fiscal 2006. For the year to date, revenue from continuing operations decreased to $2.0 million compared with $54.3 million. The decreases were primarily attributable to the closing of the Americana Foods L.P. plant in October 2006. Americana Foods was a 50.1% owned subsidiary of the company. Selling, general and administrative expenses fell 58% from $2.0 million in the third quarter of fiscal 2006 to $853,000 in the third quarter of fiscal 2007 due primarily to the closure of the Americana facility in October 2006. Interest expense was $261,000 in the third quarter of fiscal 2007, compared with $737,000 for the third quarter of fiscal 2006. The reduction in interest expense was due to the $13 million payment made by the bankruptcy trustee to the secured creditor of the Americana limited partnership. For the year to date, interest expense was $1.92 million compared to $1.96 million in the prior year. The increase in interest expense in the early part of the year from the Americana Foods debt was offset in the third quarter by the reduced amount of debt owing to the secured creditor. The company reported a foreign exchange loss of $5.8 million in the third quarter of fiscal 2007. As a result of a change in the accounting for the company’s foreign subsidiaries from self- sustaining operations to integrated operations effective April 1, 2007, the accumulated foreign exchange loss recorded in the Cumulative Translation Adjustment account was reversed and included in foreign exchange loss in the statement of operations for the three months ended May 31, 2007. Also, a foreign exchange loss was recorded in the third quarter of fiscal 2007 on the translation of cash balances held by the company in U.S. dollars based on the U.S./Canadian dollar exchange rate at May 31, 2007. At June 30, 2007, the company's consolidated balance sheet showed $83.8 million in total assets, $37.5 million in total liabilities, and $46.3 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?231a Liquidity The company generated cash from operating activities of $5.9 million in the third quarter of fiscal 2007 and $14.1 million for the first nine months of fiscal 2007. The principal source of cash in the current year quarter was the refund of taxes paid from the application of tax losses incurred over the past two years. No cash flow items affecting investing activities were recorded in the third quarter of fiscal 2007. However, a significant non-cash transaction occurred in the quarter when the trustee of the Americana Partnership bankruptcy made a $13.0 million payment to the secured creditor of the Partnership. The company generated $500,000 from financing activities in the third quarter of fiscal 2007 from the release of restricted cash funds held by the company’s banker pursuant to the settlement of a letter of credit. Involuntary Chapter 7 Petition Against Americana Foods In 2002, the company entered into a joint venture agreement to acquire 50.1% interest in Americana Foods, a manufacturer and processor of frozen desserts. Americana Foods generated losses in each year of its operations. In April 2006, the company refinanced the debt of Americana Foods, under the Americana Loan Facility but Americana Foods was in default under the facility as of May 2006 and August 2006. In October 2006, certain subsidiaries of the company, as creditors of Americana Foods, filed an involuntary petition of bankruptcy against Americana Foods under Chapter 7 of the Federal Bankruptcy Code and Americana Foods ceased operations. The operations of Americana Foods up to its closing in October 2006 are included in loss from continuing operations. Litigation In September 2006, Americana Foods Corporation, the company’s 49.9% joint venture partner in Americana Foods, filed a complaint in the Supreme Court of the State of New York against the company, its Integrated Brands subsidiary, CBA Foods LLC, CB Americana and certain officers and directors of the company and Americana Foods. The complaint alleges gross mismanagement of the business operations of Americana Foods and seeks to prevent the company from selling control of the company to a third party without paying AFC the financial return required by certain provisions of the Americana Limited Partnership Agreement, or sell any part of the foodservice segment without using the sales proceeds to repay the debt of Americana Foods. The company has informed AFC that it does not believe that there are any amounts due AFC. The company intends to vigorously defend against this complaint. Going Concern Doubt BDO Seidman LLP, in Melville, New York, expressed substantial doubt about Coolbrands International Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the year ended Dec. 31, 2006. The auditing firm pointed to the company's recurring losses from operations and subsequent discontinuation of many of it key operations. About Coolbrands International Headquartered in Ontario, Canada, CoolBrands International Inc. (Toronto: COB.A.TO) -- http://www.coolbrandsinc.com/ -- operated in the frozen dessert segment (until it was sold on April 1, 2007) and managed the operations of its former foodservice segment under contract with the purchaser of the foodservice business. Beginning in the latter part of fiscal 2006 and carrying on into fiscal 2007, CoolBrands has been in the process of selling its operating business units in an effort to eliminate operating losses and to raise cash to repay its debt obligations. COPANO ENERGY: Inks Pact to Acquire Cantera for $675 Million ------------------------------------------------------------ Copano Energy LLC has signed a definitive purchase agreement to acquire Cantera Natural Gas LLC from Metalmark Capital for total consideration of $675 million, subject to certain closing adjustments. The purchase price consists of $562.5 million in cash, subject to closing adjustments, and 3,245,817 Class D units to be issued at closing. A portion of the cash consideration will be provided through Copano's $335 million private placement of equity which will be completed at the closing of the transaction, in addition to the $112.5 million of equity placed with the seller. The balance of the cash consideration will be provided through underwritten debt financing. Copano anticipates closing in the fourth quarter of 2007, subject to customary closing conditions including Hart-Scott-Rodino Act approval. Cantera's assets consist of a 51% managing member interest in Bighorn Gas Gathering LLC and a 37.04% managing member interest in Fort Union Gas Gathering LLC, which operate natural gas pipeline systems in Wyoming's Powder River Basin. The Bighorn system includes about 238 miles of natural gas gathering pipelines, which deliver natural gas into the Fort Union system. The Fort Union system consists of an approximately 105- mile, 24 inch pipeline with a 62-mile loop. "We are extremely pleased to expand Copano's operations into the Rocky Mountain Region," John Eckel, chairman and chief executive officer of Copano Energy, stated. "This transaction is expected to bring important benefits to Copano, including: -- franchise quality assets providing a leading operating platform optimally located in the Powder River Basin; -- an outstanding operating team; -- 100% fixed fee contracts; -- highly visible long-term cash flows based on active drilling programs in coal bed methane in the Powder River Basin; and -- attractive growth opportunities." "Throughput on Cantera's systems has been limited by takeaway capacity constraints,” Mr. Eckel added. “The current expansion project on the Fort Union system, to be fully completed in early 2008, will more than double its throughput capacity. We expect that this and other takeaway capacity expansion projects will increase 2010 EBITDA from the acquired operations to more than twice current levels. Although this transaction is expected to be nominally accretive to Copano's stand-alone projections in 2008, we anticipate that it will provide double-digit accretion in 2010 and subsequent years." Based on Copano's more diversified geographic footprint and contract mix on a combined basis, management anticipates that it will recommend to the board of directors an increase in the quarterly cash distribution rate to at least an annual rate of $2.15 per common unit beginning with the third quarter of 2008, with appropriate interim increases. Additionally, management anticipates recommending further increases from that level to an anticipated level of $3.00 for the 2010 calendar year. Although Copano will continue to seek additional opportunities for growth through acquisitions and organic projects, the foregoing distribution goals are not dependent on future growth initiatives. The Class D units to be issued to the seller will be a new class of voting Copano units, which will automatically and without unitholder approval convert to common units upon the earlier of: i. payment of Copano's common unit distribution with respect to the fourth quarter of 2009; and ii. payment by Copano of $6 in cumulative distributions per common unit commencing with Copano's common unit distribution with respect to the fourth quarter of 2007. Prior to the conversion, the Class D units will not be entitled to receive the quarterly distributions made on the common units. The Class D units will not be quoted for trading on NASDAQ or listed on any securities exchange. Morgan Stanley & Co. Incorporated served as financial advisor to Copano and provided a fairness opinion to Copano's Board of Directors. Bank of America, N.A. provided a commitment for a new $550 million senior revolving credit facility. Citigroup Global Markets Inc. acted as Copano's agent for the private placement of equity. Vinson & Elkins LLP represented Copano in the transaction and the related equity and debt financings. About Cantera Natural Gas LLC Cantera Natural Gas LLC is a Denver-based company held by Metalmark Capital -- http://www.metalmarkcapital.com/-- a New York-based private equity firm established by the principals of Morgan Stanley Capital Partners to manage the Metalmark Capital and MSCP funds. Since 1986, the Metalmark Capital and MSCP funds have invested $7 billion of equity capital in over 100 companies. These companies span a broad range of industries, including our focus sectors: industrials, healthcare, financial services and energy/natural resources. About Copano Energy Headquartered in Houston, Texas, Copano Energy, LLC (NASDAQ: CPNO) -- http://www.copanoenergy.com/-- is a midstream natural gas company with natural gas gathering, intrastate pipeline and natural gas processing assets in the Texas Gulf Coast region and in Central and Eastern Oklahoma. * * * Copano Energy carries Standard & Poor's Ratings Services' 'BB-' corporate credit rating. CORRECTIONS CORP: Raises Debt Facility Borrowing by $100 Million ---------------------------------------------------------------- Corrections Corporation of America has exercised its option to increase its borrowing capacity under its Revolving Credit Facility by $100 million, from $150 million to $250 million. CCA expects to utilize the additional borrowing capacity to fund future expansion and development projects. The Revolving Credit Facility, which is scheduled to mature in February 2011, bears interest based on either a base rate plus a margin ranging from 0 to 50 basis points or at the London Interbank Offered Rate plus a margin ranging from 75 to 150 basis points. The applicable margin rates are subject to adjustment based on the company's leverage ratio. Any amounts drawn under the Revolving Credit Facility, including the $100 million expansion, currently bear interest at a base rate or a LIBOR plus 75 basis points. The company has no amounts drawn against the Revolving Credit Facility, but has $35.6 million of letters of credit outstanding under a sub-facility, reducing the borrowing capacity under the Revolving Credit Facility to $214.4 million. All other terms of the Revolving Credit Facility remain the same. "We are pleased to have exercised our option to increase our Revolving Credit Facility as this additional borrowing capacity will provide us the flexible financing necessary to continue our growth and expansion efforts," John Ferguson, president and chief executive officer, said. About Corrections Corporation of America Based in Nashville, Tennesee, Corrections Corporation of America (NYSE: CXW)-- http://www.correctionscorp.com/-- is the owner and operator of privatized correctional and detention facilities. The company is a prison operator in the United States, behind the federal government and three states. The company operates 65 facilities, including 41 company-owned facilities, with a total design capacity of approximately 75,000 beds in 19 states and the District of Columbia. The company specializes in owning, operating and managing prisons and other correctional facilities and providing inmate residential and prisoner transportation services for governmental agencies. * * * Corrections Corp. of America carries Standard & Poor's Ratings Services' BB senior unsecured debt ratings with a stable outlook. CREDIT SUISSE: Moody's Holds Low-B Ratings on Two Cert. Classes --------------------------------------------------------------- Moody's Investors Service upgraded the ratings of four classes, downgraded the ratings of two classes and affirmed the ratings of eight classes of Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2001- CK3 as: - Class A-3, $70,565,888, affirmed at Aaa - Class A-4, $582,406,000, affirmed at Aaa - Class A-X, Notional, affirmed at Aaa - Class B, $42,262,000, affirmed at Aaa - Class C, $56,348,000, affirmed at Aaa - Class D, $11,268,000, affirmed at Aaa - Class E, $14,088,000, upgraded to Aaa from Aa3 - Class F, $25,357,000, upgraded to Aa2 from A3 - Class G-1, $8,000,000, upgraded to A2 from Baa2 - Class G-2, $11,722,000, upgraded to A2 from Baa2 - Class H, $14,088,000, affirmed at Ba1 - Class J, $24,793,000, affirmed at Ba2 - Class K, $9,016,000, downgraded to B2 from B1 - Class N, $164,122, downgraded to C from Ca As of the August 17, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 20.8% to $892.6 million from $1.13 billion at securitization. The Certificates are collateralized by 156 mortgage loans, ranging in size from less than 1.0% to 5.1% of the pool, with the top 10 loans representing 33.3% of the pool. The pool includes two shadow rated loans representing 10.2% of the outstanding loan balance. Forty-one loans, representing 36.9% of the pool, have defeased and are collateralized with U.S. Government securities. Eight loans have been liquidated from the trust resulting in an aggregate realized loss of approximately $21.2 million. There are no loans in special servicing currently. Twenty-four loans, representing 11.6% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2006 operating results for 95.8% of the pool. Moody's loan to value ratio for the conduit component, excluding defeased loans, is 88.5%, compared to 87.1% at Moody's last full review in July 2006 and compared to 89.1% at securitization. Moody's is upgrading Classes E, F, G-1 and G-2 due to defeasance and increased subordination levels. Moody's is downgrading Classes K and N due to realized losses and LTV dispersion. Based on Moody's analysis 29.7% of the conduit pool has a LTV greater than 100.0%, compared to 15.1% at last review and compared to 2.0% at securitization. The largest shadow rated loan is the Atrium Mall Loan ($45.6 million - 5.1%), which is secured by a 214,800 square foot enclosed shopping center located approximately nine miles west of downtown Boston in Chestnut Hill, Massachusetts. As of December 2006 the center was 94.7% occupied, compared to 94.3% at last review and compared to 92.0% at securitization. Performance improved due to higher revenue and loan amortization. Moody's current shadow rating is A1, compared to A2 at last review and compared to A1 at securitization. The second shadow rated loan is the Almaden Plaza Loan ($45.2 million -- 5.1%), which is secured by a 544,900 square foot power/community center located in San Jose, California. Major tenants include Costco Wholesale (25.0% GLA; lease expiration February 2017), Bed Bath & Beyond (11.4% GLA; lease expiration January 2010) and T.J. Maxx (9.9% GLA; lease expiration April 2012). Performance has been stable. As of December 2006 the center was 100.0% occupied, compared to 97.0% at last review and compared to 99.0% at securitization. Moody's current shadow rating is Baa3, the same as at last review and compared to Ba1 at securitization. The top three conduit loans represent 6.4% of the outstanding pool balance. The largest conduit loan is the Rambus, Inc. Loan ($27.5 million - 3.1%), which is secured by a 96,600 square foot office building located approximately 10 miles northwest of San Jose in Los Altos, California. The property was built in 2000 and serves as the corporate headquarters of Rambus, Inc. (100.0% NRA; lease expiration December 2010). Moody's LTV is in excess of 100.0%, the same as at last review and compared to 97.5% at securitization. The second largest conduit loan is the Peninsula Marketplace Loan ($15.1 million -- 1.7%), which is secured by a 95,416 square foot community shopping center located in Huntington Beach, California. Moody's LTV is 94.2%, compared 93.7% at last review and compared to 94.0% at securitization. The third largest conduit loan is the Four Seasons Apartments Loan ($14.8 million - 1.7%), which is secured by a 244-unit apartment complex located in Raleigh, North Carolina. The loan is on the master servicer's watchlist due to low debt service coverage. Performance has suffered due to the recent addition of 2,200 new rental units to the area's supply. Moody's LTV is in excess of 100.0%, the same as at last review and compared to 94.6% at securitization. DELTA FUNDING: Fitch Cuts Rating on Class M2 Certificates to B -------------------------------------------------------------- Fitch Ratings has taken rating actions on these Delta Funding Corporation home equity issue: Delta 2000-2 -- Class M1 affirmed at 'AAA'; -- Class M2 downgraded to 'B' from 'BBB-'; -- Class B remains at 'C/DR3'. The underlying collateral for the mortgage transaction listed above consist of both fixed- and adjustable-rate mortgage loans secured by first and second liens on residential mortgages extended to subprime borrowers. As of the July 2007 distribution date, the transaction is seasoned 85 months and the pool factor (current outstanding collateral balance as a percentage of original collateral balance) is approximately 6%. The mortgage loans are being serviced by Countrywide Home Loans, Inc (rated 'RPS1' by Fitch). The affirmation reflects a satisfactory relationship between credit enhancement and future loss expectations and affects approximately $1.3 million of outstanding certificates. The downgrade, affecting $11.3 million of outstanding certificates, reflects the deterioration in the relationship of CE to future loss expectations. The transaction has experienced high delinquency rates and losses, causing triggers to fail and principal distributions to be restricted to the senior class. The failed triggers will extend the life of the subordinate bonds and increase the risk at the bottom of the capital structure. The overcollateralization amount has remained at or near zero for over two years, and the class B bond has experienced an $8.4 million writedown to date. Fitch will closely monitor this transaction. DILLARD'S INC: Posts $25.2 Mil. Net Loss in Period Ended August 4 ----------------------------------------------------------------- Dillard's, Inc. reported operating results for the 13 weeks ended Aug. 4, 2007. Net loss for the 13 weeks ended Aug. 4, 2007 was $25.2 million compared to net income of $15.7 million for the 13 weeks ended July 29, 2006. Dillard's attributes the disappointing performance primarily to a gross margin decline (190 basis points of sales) as lackluster sales during the quarter necessitated higher markdown activity in order to maintain acceptable inventory levels. Inventory in comparable stores at Aug. 4, 2007, declined 4% compared to the prior year second quarter. Net sales for the 13 weeks ended Aug. 4, 2007, were $1.649 billion compared to sales for the 13 weeks ended July 29, 2006, of $1.685 billion. Total net sales declined 2% during the 13-week period. Sales in comparable stores declined 3%. During the 13 weeks ended Aug. 4, 2007, net sales in the Central region were slightly better than the company's total performance for the period. Sales were consistent with trend in the Western region and below trend in the Eastern region. Sales in the juniors' and children's apparel category and the home and other category declined significantly more than trend during the period. Cost of sales as a percentage of sales increased to 68.5% during the 13 weeks ended Aug. 4, 2007 compared to 66.6% for the 13 weeks ended July 29, 2006. The gross margin decline of 190 basis points of sales was primarily driven by higher markdowns. As a result of the Company's efforts to maintain appropriate inventory levels in light of sales declines during the quarter, comparable store inventory at Aug. 4, 2007 declined 4% compared to July 29, 2006. At Aug. 4, 2007, the company's balance sheet listed total assets of $5.4 billion and total liabilities of $2.8 billion, resulting in a $2.6 billion stockholders' equity. About Dillard's Inc. Headquartered in Little Rock, Arkansas, Dillards Inc. (NYSE: DDS) -- http://www.dillards.com/-- is one of the nation's largest fashion apparel and home furnishing retailers. The company's stores operate with one name, Dillard's, and span 29 states. Dillard's stores offer a broad selection of merchandise, including products sourced and marketed under Dillard's exclusive brand names. * * * Dillard's carries Fitch Ratings' BB issuer default rating. E*TRADE ABS: Moody's Puts Rating on Class D Notes Under Review -------------------------------------------------------------- Moody's Investors Service placed these notes issued by E*Trade ABS CDO IV, LTD. on review for possible downgrade: (1) Class Description: $17,000,000 Class C Fourth Priority Mezzanine Deferrable Secured Floating Rate Notes Due 2042 Prior Rating: Baa2 Current Rating: Baa2, on review for possible downgrade (2) Class Description: $5,000,000 Class D Fifth Priority Mezzanine Deferrable Secured Floating Rate Notes Due 2042 Prior Rating: Ba1 Current Rating: Ba1, on review for possible downgrade According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of structured finance securities. EDWARDS & ASSOCIATES: Files for CCAA Protection ----------------------------------------------- Edwards and Associates filed for protection under the Companies' Creditors Arrangement Act of Canada, the QCI Observer reports. The Observer relates that in a letter addressed to employees, company president Stan Schiller disclosed that the filing was due a number of factors that included: * volume shortages, * continuous inability to obtain enough timber and cutting permits, and * ownership transfers of Tree Farm Licence 39. Mr. Schiller further said that there was “no alternative” but he will work to restructure and refinance the company, the report adds. Wally Cheer, manager of the company’s Juskatla office, added that the ongoing strike of the forest workers was also a factor. Surrey-based Edwards and Associates is a logging company which employs almost 100 people. ELLINGTON LOAN: Moody's Rates Class B-4 Certificates at Ba1 ----------------------------------------------------------- Moody's Investors Service assigned a Aaa rating to the senior certificates issued by Ellington Loan Acquisition Trust 2007-1 and ratings ranging from Aa1 to Ba1 to the subordinate certificates in the deal. The securitization is backed by fixed-rate and adjustable-rate, subprime residential mortgage loans originated by Fremont Investment & Loan (100%). The ratings are based primarily on the credit quality of the loans and on the protection against credit losses provided by subordination, overcollateralization and excess interest. The securitization is a party in an interest-rate swap agreement, with Morgan Stanley Capital Services, Inc. as the counterparty. Moody's expects collateral losses to range from 7.45% to 7.95%. Wilshire Credit Corporation will service the mortgage loans and Wells Fargo Bank, N.A. will act as master servicer. Moody's has assigned Wilshire Credit Corporation its servicer quality rating of SQ1- as a servicer of subprime mortgages. Moody's has assigned Wells Fargo Bank, N.A. its top servicer quality rating of SQ1 as a master servicer of mortgages. The complete rating actions are: Ellington Loan Acquisition Trust 2007-1 Mortgage Pass-Through Certificates, Series 2007-1 * Cl. A-1, Assigned Aaa * Cl. A-2a1, Assigned Aaa * Cl. A-2a2, Assigned Aaa * Cl. A-2b, Assigned Aaa * Cl. A-2c, Assigned Aaa * Cl. A-2d, Assigned Aaa * Cl. M-1, Assigned Aa1 * Cl. M-2, Assigned Aa2 * Cl. M-3, Assigned Aa3 * Cl. M-4, Assigned A1 * Cl. M-5, Assigned A2 * Cl. M-6, Assigned A3 * Cl. B-1, Assigned Baa1 * Cl. B-2, Assigned Baa2 * Cl. B-3, Assigned Baa3 * Cl. B-4, Assigned Ba1 EMBS FUND V: Moody's Puts Ca Rating on $20 Million Class A-3 Notes ------------------------------------------------------------------ Moody's Investors Service has taken action on the one class of notes issued by Enhanced Mortgage-Backed Securities Fund V Limited., a Market Value CDO issuer: $20,000,000 Class A-3 Subordinated Notes due 2012 Prior rating: Caa3, on review for possible downgrade Current rating: Ca According to Moody's, the rating action reflects that an Early Liquidation Event was triggered on August 30 and the assets in the portfolio are being liquidated to delever the transactions liabilities. Moody's noted that the ratings action take into account the current stressful market conditions. While the underlying assets remain highly rated, the unprecedented illiquidity in the market for mortgage backed securities has created a high level of uncertainty around the valuation of the assets, which makes it difficult to assess the probability of the manager achieving certain prices. Class A-1 Notes and Class A-2 Notes remain on watch for possible downgrade. FAMOUS AMERICAN: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Lead Debtor: Famous American Barbeque, L.L.C. dba Bennett's Bar-B-Que 12503 East Euclid Drive, Suite 80 Centennial, CO 80111-6400 Bankruptcy Case No.: 07-19976 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- F.A.B. Restaurant Licensing Corp. 07-19973 Type of business: The Debtor owns and operates Bennett's Bar-B-Que restaurants that primarily serve barbeque. See http://www.bennettsbbq.com/ Chapter 11 Petition Date: September 6, 2007 Court: District of Colorado (Denver) Judge: Elizabeth E. Brown Debtors' Counsel: Lee M. Kutner, Esq. Kutner, Miller & Brinen, P.C. 303 East 17th Avenue, Suite 500 Denver, CO 80203 Tel: (303) 832-2400 Estimated Assets Estimated Debts ---------------- --------------- Famous American Barbeque, $1 Million to $1 Million to L.L.C. $100 Million $100 Million F.A.B. Restaurant $100,00 to $1 Million to Licensing Corp. $1 Million $100 Million Debtors' Consolidated List of Their 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Sysco Food Service of Denver trade debt $399,986 P.O. Box 5566 Denver, CO 80238 Hamilton Stephens Architects, trade debt $23,459 P.C. 6874 South Prince Way Littleton, CO 80120 Xcel Energy trade debt $13,251 P.O. Box 9477 Minneapolis, MN 55484-9477 Accordia Insurance trade debt $11,953 Enterprise Fleet Services trade debt $10,992 Farley's Party Rental trade debt $9,652 Chief Mechanical, L.L.C. trade debt $9,294 Enterprise Rent-A-Car trade debt $8,660 All American Seasonings, Inc. trade debt $6,635 Colorado Springs Utilities trade debt $5,797 Rex Oil Company trade debt $3,975 Larry O'Donnell, C.P.A., P.C. trade debt $3,500 Anderson Boneless Beef trade debt $3,393 Dex Media East, L.L.C. trade debt $2,706 Denver Cutlery, Inc. trade debt $2,470 Good Times Emporiums, Inc. trade debt $2,387 Auto-Chlor System of Denver trade debt $2,321 Beverage Distributors trade debt $2,054 Republic National trade debt $1,983 Distributing Republic Services of Colorado trade debt $1,840 FLEXTRONICS: Sept. 27 Deadline Set for Merger Consideration Voting ------------------------------------------------------------------ Solectron Corporation's stockholders that wish to make an election with respect to the merger consideration to be received in the proposed acquisition by Flextronics International Ltd. of Solectron must deliver a completed election form to Computershare Shareholder Services Inc. by 5:00 p.m., New York City time, on Sept. 27, 2007. Solectron stockholders who hold their shares through a bank, broker or other nominee may have an election deadline earlier than the Election Deadline. These Solectron stockholders should review any materials they receive from their bank, broker or other nominee to determine the election deadline applicable to them. Pursuant to the terms of the merger agreement, Solectron stockholders are entitled to elect to receive either 0.3450 of a Flextronics ordinary share or $3.89 in cash, without interest, for each share of Solectron common stock, subject to proration as provided in the merger agreement. Solectron stockholders who do not make a timely election or fail to deliver a properly completed election form to Computershare Shareholder Services Inc. by the Election Deadline will not be able to elect the form of merger consideration they will receive in the merger. These non-electing stockholders will receive all cash, all Flextronics ordinary shares or a combination of cash and Flextronics ordinary shares according to the allocation rules set forth in the merger agreement. If, after submitting its election form, a Solectron stockholder wishes to sell or otherwise transfer some or all of the shares covered by its election, the stockholder will have to revoke its election in order to deliver the shares to the purchaser or other transferee. Such revocation must be received by Computershare Shareholder Services Inc. prior to the Election Deadline. A Solectron stockholder may revoke its election and submit a new election for shares it does not sell or otherwise transfer. Such election must be received by Computershare Shareholder Services Inc. prior to the Election Deadline. Because a Solectron stockholder may revoke its election only prior to the Election Deadline, after the Election Deadline and prior to the effective time of the merger such stockholder will not be able to sell or otherwise transfer shares for which an election is effective as of the Election Deadline. Beginning Aug. 13, 2007, the required election forms and accompanying instructions were mailed to Solectron stockholders of record as of Aug. 6, 2007. Solectron stockholders, including those that acquired their shares after Aug. 6, 2007, may request copies of these election documents by calling Innisfree M&A Incorporated toll free from within the United States and Canada at (877) 825-8971. Solectron stockholders who hold their shares through a bank, broker or other nominee should contact their bank, broker or other nominee to obtain additional copies of the election documents. As provided by the merger agreement, exchangeable shares of Solectron Global Services Canada Inc., other than exchangeable shares owned by Solectron, any of its subsidiaries or their affiliates, will be automatically exchanged for shares of Solectron common stock, on a one-for-one basis, prior to the effective time of the merger. The merger agreement provides that holders of exchangeable shares will be entitled to elect to receive the same consideration in the merger, and to participate in the merger, as a holder of shares of Solectron common stock. Therefore, references to Solectron stockholders are intended to also include holders of exchangeable shares. Flextronics and Solectron also disclosed that the companies have satisfied merger control requirements in Canada, China, the European Union, Mexico, Turkey, Ukraine and the United States. Merger control notifications remain pending in Brazil and Singapore, but neither affects the parties' ability to close the transaction. "Assuming a successful shareholder vote for both companies, which is scheduled for Sept. 27, 2007, we now expect to close this transaction on Oct. 1, 2007," Thomas J. Smach, chief financial officer of Flextronics, stated. About Solectron Corporation Based in Milpitas, California, Solectron Corporation (NYSE: SLR) -- http://www.solectron.com/-- provides complete product lifecycle services. The company offers collaborative design and new product introduction, supply chain management, lean manufacturing and aftermarket services such as product warranty repair and end-of-life support to customers worldwide. The company works with the providers of networking, computing, telecommunications, storage, consumer, automotive, industrial, medical, self-service automation and aerospace and defense products. The company's Lean Six Sigma methodology provides OEMs with quality, flexibility, innovation and cost benefits that improve competitive advantage. Solectron operates in more than 20 countries on five continents. About Flextronics International Ltd. Headquartered in Singapore, Flextronics International Ltd. (NasdaqGS: FLEX) -- http://www.flextronics.com/-- is an Electronics Manufacturing Services provider focused on delivering design, engineering and manufacturing services to automotive, computing, consumer digital, industrial, infrastructure, medical and mobile OEMs. Flextronics helps customers design, build, ship, and service electronics products through a network of facilities in over 30 countries on four continents. * * * Moody's Investor Services placed Flextronics International's long term corporate family and probability of default ratings at "Ba1" in June 4, 2007. FORD MOTOR: UAW Open to Health Care Trust Fund; Seeks Pact ---------------------------------------------------------- The United Auto Workers union is amenable to creating a trust fund for retiree health-care benefits as long as all of the parties involved can reach an agreement on funding terms, The Detroit News relates. UAW leaders understand that transferring tens of billions of dollars in liability from the books of Detroit's “Big Three” automakers -- General Motors Corp., Ford Motor Co., and Chrysler LLC -- to trust funds controlled by them could work, Bryce G. Hoffman writes for The Detroit News, quoting sources close to the contract negotiations. According to the report, executives of the three companies believe that paying the United Auto Workers to assume responsibility for retiree health benefits is the best way to make their companies cost-competitive again. However, the automakers' plan to fund part of their workers' benefits with company stock could make it quite difficult for union members to accept the offer. Patterned after similar deals at Goodyear Tire & Rubber Co. and Dana Corp., the three car makers want to pay the union to establish what are called voluntary employee beneficiary associations, or VEBAs, that would assume responsibility for hourly retiree health benefits. They had proposed VEBAs in their initial economic offers to the UAW, Mr. Hoffman of The Detroit News states. A VEBA would cost each automaker billions -- as much as $35 billion in GM's case -- but it would permanently remove billions more in liabilities from their balance sheets. It also guarantees the union's right to protect those benefits should any of the automakers file for bankruptcy, The Detroit News reveals. Meanwhile, the UAW's top negotiator on its General Motors Corp. bargaining team vowed that retirees won't have to pay more for their health care in the next national contract, Louis Aguilar writes for The Detroit News. "I can tell you one thing, we are determined not to put any more costs on retirees for their health care," said UAW Vice President Cal Rapson. in June 2007, the car companies are trying to deal with health care costs that GM CEO Rick Wagoner says cost them a combined US$12 billion in 2006. Providing health care to 2 million employees, retirees and dependents contributed to losses at each of the U.S. automakers last year, while Japanese rivals posted record profits. The difference is made even more significant by higher pensions and retiree health care costs. GM and Ford hourly labor costs -- $73.26 and $70.51, respectively -- are about $30 an hour higher than those paid by Japanese competitors operating U.S. plants. The UAW's current four-year contract with the "Big Three" automakers expires Sept. 14, 2007. About Ford Motor Co. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. The company has operations in Japan in the Asia Pacific region. In Europe, the company maintains a presence in Sweden, and the United Kingdom. The company also distributes its brands in various Latin American regions, including Argentina and Brazil. * * * As reported in the Troubled Company Reporter on July 30, 2007, Moody's Investors Service said that the performance of Ford Motor Company's global automotive operations for the second quarter of 2007 was significantly stronger than the previous year and better than street expectations. However, Moody's explained that the company continues to face significant competitive and financial challenges, and the rating agency expects that Ford's credit metrics and rate of cash consumption will likely remain consistent with no higher than a B3 corporate family rating level into 2008. According to the rating agency, Ford's corporate family rating is currently a B3 with a negative outlook. The rating is pressured by the shift in consumer preference from high margin trucks and SUVs, and by the need for a new 2007 UAW contract that provides meaningful relief from high health care costs and burdensome work rules, Moody's relates. In June 2007, S&P raised the Issue Rating on Ford's senior secured credit facilities to B+ from B. FRANK SUTHERLAND: Case Summary & 18 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Frank S. Sutherland 8845 Hawbuck Street New Port Richey, FL 34655 Bankruptcy Case No.: 07-08112 Type of Business: The Debtor is the president and owner of Steve Sutherland, DDS, P.A., which filed for Chapter 11 protection on September 9, 2007 (Bankr. M.D. Fla. Case No. 07-05856). Chapter 11 Petition Date: September 6, 2007 Court: Middle District of Florida (Tampa) Judge: Paul M. Glenn Debtor's Counsel: Sheila D. Norman, Esq. Norman and Bullington, P.A. 1905 West Kennedy Boulevard Tampa, FL 33606 Tel: (813) 251-6666 Fax: (813) 254-0800 Total Assets: $1,557,250 Total Debts: $1,826,121 Debtor's List of its 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ GMAC Mortgage 3339 Gulf Wind Circle $117,364 P.O. Box 4622 Hernando Beach, FL Secured: Waterloo, IA 50704 $350,000 Senior Lien: $285,164 Citi Line of Credit $48,110 P.O. Box 6003 Hagerstown, MD 21747 Citi Cards Business Credit Card $47,603 P.O. Box 6412 The Lakes, NV 88901 Elizabeth Sutherland Alimony $39,600 Internal Revenue Service 2004 and 2005 Taxes $38,000 Bank of America Business Credit Card $30,373 Bankers Healthcare Group Inc. Personal Guarantee $30,050 Advanta Business Credit Card $14,804 Sears/CBSD Credit Card $13,447 Home Depot Business Credit Card $12,800 THD/CBSD Charge Account $12,769 SunTrust Bank Business Credit Card $8,343 Citifinancial $7,102 Capital One Business Credit Card $5,137 Asset Acceptance Judgment $3,446 Citifinancial Retial S. Charge Account $3,357 Fifth Third Bank 2006 Porsche $61,597 Secured: $60,000 Lexus Financial Services 2007 Lexus $41,339 Secured: $40,000 GABRIEL TECH: Lawsuit Filed Against Officers and Members of Board ----------------------------------------------------------------- In a regulatory From-8K filing with the Securities and Exchange Commission, Gabriel Technologies Corp. disclosed that on or about July 3, 2007, Dennis Esch, C. Mark Bolln, and Medico Insurance Company, shareholders of Gabriel Technologies Corporation filed a shareholder derivative action in the District Court of Douglas County, Nebraska, against these individuals: Jerry Suess, Matthew Gohd, Dennis Blackman, and Roy Breeling, current members of the Board of Directors of the corporation; Keith L. Feilmeier, a former officer and director of the corporation; and T.J. O’Brien, a former officer of the corporation. Gabriel Technologies Corp. was named as a nominal party defendant in the lawsuit. The lawsuit challenges the corporation’s issuance of stock for allegedly inadequate consideration, and asserts that corporate funds were improperly diverted by a former officer and director. These transactions all allegedly occurred prior to the appointment of the current board of directors. The lawsuit also challenges a number of more recent transactions, generally involving loans to the corporation, which the Plaintiffs allege involve "trading away" interests in a sale or settlement involving certain allegedly valuable corporate assets. The lawsuit further alleges that the corporation has shut down its business, has failed to hold annual meetings, and that the current board does not validly hold office. The lawsuit seeks unspecified damages, a temporary injunction and the appointment of a receiver or referee for the corporation. The corporation and the directors responded to the lawsuit by filing motions to dismiss and motions to stay. These defendants pointed out that the Plaintiffs had failed to plead with particularity facts to show that demand on the corporation’s board would have been futile. More particularly, the defendants contended that the current board was disinterested and independent and that the challenged transactions were the valid product of business judgment such that a pre-suit demand on the corporation was required. The defendants further demonstrated that the corporation had not shut down its business, and that the current directors validly hold their offices. The Court held hearings on the motions on Aug. 20, 2007, and issued a written order in which the Court expressed concern that the Plaintiffs had not specifically pled sufficient allegations to overcome their burden of showing that a demand would have been futile. Rather than make a final decision on the motions to dismiss, the Court stayed the action for ninety days, and expressed its opinion that the directors would provide a good faith examination of the Plaintiffs’ complaints. The Court set a final hearing on the motions to dismiss for Nov. 21, 2007, and postponed any hearing on the Plaintiffs' motions for a temporary injunction and appointment of a receiver, which had been set for Aug. 21, 2007, during the ninety day period. Consistent with the Court’s order, the board has appointed a special committee to conduct or cause to be conducted an impartial review, analysis and investigation of the Plaintiffs' complaints to determine whether any legal action should be taken by the corporation against one or more persons regarding such complaints, and to report its findings to the board of directors. About Gabriel Technologies Based in Omaha, Nebraska, Gabriel Technologies Corporation (OTC: GWLK) -- http://www.gabrieltechnologies.com/-- sells locking systems for truck trailers, railcars, and intermodal shipping containers under the WAR-LOK brand name. Gabriel also offers Trace Location Services, an asset-tracking system for vehicle fleet operators that is based on the Global Positioning System. Gabriel added biometric technology to its product mix in 2006 by acquiring a majority stake in Resilent, an Omaha, Nebraska-based company that does business as Digital Defense Group, but pursuant to an exchange and mutual release agreement entered into by the company and Resilent on Dec. 30, 2006, the company reduced its ownership interest in Resilent to approximately 44%. Gabriel Technologies was originally incorporated in 1990 as Princeton Video Image Inc. In 2004, Princeton Video Image Inc. filed for bankruptcy and emerged as a reorganized company on June 10, 2004. On July 23, 2004, the company changed its name to Gabriel Technologies Corporation. Going Concern Doubt Williams & Webster, PS, in Spokane, Wash., expressed substantial doubt about Gabriel Technologies Corporation's ability to continue as a going concern after auditing the company's consolidated financial statements for the fiscal year ended June 30, 2006. The auditing firm pointed to the company's significant operating losses and accumulated deficit at June 30, 2006. GARDNER DENVER: Moody's Holds Ba2 Corporate Family Rating --------------------------------------------------------- Moody's Investors Service affirmed Gardner Denver Inc.'s Ba2 corporate family rating and the B1 rating on its $125 million senior subordinated notes due 2013. The outlook was changed to positive from stable. The rating actions reflect GDI's improved financial metrics, illustrated by a leverage ratio (total debt to trailing twelve month EBITDA using Moody's standard adjustments) of less than 2 times and free cash flow to adjusted debt in the high twenties at June 30, 2007, which strongly position the company in its rating category. Over recent years, GDI has generated solid free cash flow fueled by double-digit organic sales growth in the context of favorable trends in the company's end markets, particularly oil and gas. The strong operating performance combined with a conservative financial policy focused on debt reduction has allowed the continuous improvement of GDI's debt protection measures since 2005. Though most of the company's end-markets are cyclical and its earnings are exposed to volatility due to a high fixed cost structure, Moody's believes that GDI's financial profile is unlikely to be significantly impacted by a deterioration of the market environment in the next twelve to eighteen months. A rating upgrade is likely if GDI maintains a leverage ratio of less than 2 times and free cash flow to debt close to 20% (using Moody's standard adjustments). However, the rating agency cautions that the ratings evolution could be constrained in the intermediate term by a more aggressive financial policy including large debt-financed acquisitions or cash returns to shareholders significantly exceeding free cash flow. Gardner Denver, Inc., based in Quincy, Illinois, is a publicly- traded manufacturer of compressor and vacuum products (notably industrial stationary air compressors and blowers) as well as fluid transfer products (notably reciprocating pumps used in petroleum and natural gas well drilling, servicing and production). The company reported total revenues of approximately $1.7 billion in 2006. GENERAL MOTORS: UAW Open to Health Care Trust Fund; Seeks Pact -------------------------------------------------------------- The United Auto Workers union is amenable to creating a trust fund for retiree health-care benefits as long as all of the parties involved can reach an agreement on funding terms, The Detroit News relates. UAW leaders understand that transferring tens of billions of dollars in liability from the books of Detroit's “Big Three” automakers -- General Motors Corp., Ford Motor Co., and Chrysler LLC -- to trust funds controlled by them could work, Bryce G. Hoffman writes for The Detroit News, quoting sources close to the contract negotiations. According to the report, executives of the three companies believe that paying the United Auto Workers to assume responsibility for retiree health benefits is the best way to make their companies cost-competitive again. However, the automakers' plan to fund part of their workers' benefits with company stock could make it quite difficult for union members to accept the offer. Patterned after similar deals at Goodyear Tire & Rubber Co. and Dana Corp., the three car makers want to pay the union to establish what are called voluntary employee beneficiary associations, or VEBAs, that would assume responsibility for hourly retiree health benefits. They had proposed VEBAs in their initial economic offers to the UAW, Mr. Hoffman of The Detroit News states. A VEBA would cost each automaker billions -- as much as $35 billion in GM's case -- but it would permanently remove billions more in liabilities from their balance sheets. It also guarantees the union's right to protect those benefits should any of the automakers file for bankruptcy, The Detroit News reveals. Meanwhile, the UAW's top negotiator on its General Motors Corp. bargaining team vowed that retirees won't have to pay more for their health care in the next national contract, Louis Aguilar writes for The Detroit News. "I can tell you one thing, we are determined not to put any more costs on retirees for their health care," said UAW Vice President Cal Rapson. In June 2007, the car companies are trying to deal with health care costs that GM CEO Rick Wagoner says cost them a combined $12 billion in 2006. Providing health care to 2 million employees, retirees and dependents contributed to losses at each of the U.S. automakers last year, while Japanese rivals posted record profits. The difference is made even more significant by higher pensions and retiree health care costs. GM and Ford hourly labor costs -- $73.26 and $70.51, respectively -- are about $30 an hour higher than those paid by Japanese competitors operating U.S. plants. The UAW's current four-year contract with the "Big Three" automakers expires Sept. 14, 2007. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on May 28, 2007, Standard & Poor's Ratings Services placed General Motors Corp.'s corporate credit rating at B/Negative/B-3. At the same time, Moody's Investors Service affirmed GM's B3 Corporate Family Rating and B3 Probability of Default Rating, and maintained its SGL-3 Speculative Grade Liquidity Rating. The rating outlook remains negative, according to Moody's. GENERAL MOTORS: Expects Steady Sales Growth in Three Markets ------------------------------------------------------------ General Motors Corp.'s sales in Latin America, Africa and the Middle East will grow by a few billion dollars each year through the rest of the decade, Maureen Kempston Darkes, GM's president for the three regions said, Reuters reports. The car maker had increased its revenue in those regions to about $15 billion in 2006, from about $5.4 billion in 2003, Reuters relates. "I think we will see a similar growth in revenue through the rest of the decade, unless there are some unforeseen circumstances," Ms. Kempston Darkes said, Reuters notes. According to the report, she also said GM may increase capacity by adding third shifts at many Latin American assembly plants to meet higher demand for vehicles in the region. "The industry is running faster than our ability to keep up with it. We will have to increase capacity because we are selling everything we are making," Reuters quotes Ms. Kempston Darkes as saying. Overseas sales accounted for 58% of total sales in the second quarter, and GM Chief Executive Rick Wagoner has said he expects sales outside the United States to continue surpassing domestic sales in the next few years, Reuters states. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on May 28, 2007, Standard & Poor's Ratings Services placed General Motors Corp.'s corporate credit rating at B/Negative/B-3. At the same time, Moody's Investors Service affirmed GM's B3 Corporate Family Rating and B3 Probability of Default Rating, and maintained its SGL-3 Speculative Grade Liquidity Rating. The rating outlook remains negative, according to Moody's. GMAC COMMERCIAL: Fitch Holds Low-B Ratings on Three Cert. Classes ----------------------------------------------------------------- Fitch upgrades GMAC Commercial Mortgage Securities, Inc., series 1998-C2 as: -- $88.6 million class F to 'AA+' from 'AA-'; -- $44.3 million class G to 'A-' from 'BBB+'. Fitch also affirms the following classes: -- $1.2 billion class A-2 at 'AAA'; -- Interest Only (IO) class X at 'AAA'; -- $126.5 million class B at 'AAA'; -- $113.9 million class C at 'AAA'; -- $164.5 million class D at 'AAA'; -- $38 million class E at 'AAA'; -- $19 million class H at 'BBB-'; -- $19 million class J at 'BB+'; -- $19 million class K at 'BB-'; -- $25.3 million class L at 'B-'. The $14.4 million class M remains at 'CC/DR5'. Class A-1 has paid in full. The upgrades are the result of additional paydown and defeasance since Fitch's last rating action in March 2007. A total of 97 loans (35.2%) have defeased since issuance. As of the August 2007 distribution date, the transaction's principal balance decreased 27.4% to $1.83 billion compared to $2.53 billion at issuance. Fitch expects losses on three (1%) of the four specially serviced loans (0.1%) to be absorbed by class M. The largest of these loans is a multifamily property (0.5%) located in Saline, Michigan and is 90 days delinquent. The property is 78% occupied as of July 2007. The special servicer has filed for foreclosure. Five credit assessed loans (28.2%) are in the pool. One loan, the Arden Realty Inc. loan (6.9%), is defeased. The OPERS Factory Outlet Portfolio (9.5%) is secured by 12 cross- collateralized and cross-defaulted outlet properties within nine centers. Occupancy as of June 2007 was 93%, slightly down from 96.7% at issuance. The loan maintains an investment grade credit assessment. The two remaining investment grade credit assessed loans, South Towne Center & Marketplace (3.5%) and Grove Property Trust (3.4%), have shown stable or improved performance since issuance. The Boykin Portfolio (5%) remains below investment grade. H&E EQUIPMENT: Completes Acquisition of JW Burress for $96 Mil. --------------------------------------------------------------- H&E Equipment Services Inc. has completed, effective Sept. 1, 2007, the acquisition of all of the capital stock of J.W. Burress Incorporated, for a formula-based purchase price of approximately $96 million, subject to post-closing adjustment and other contingent payments, plus assumed indebtedness of approximately $2.4 million. The company funded the Burress purchase price from available cash on hand and from borrowings available under its senior secured credit facility. Prior to the completion of the acquisition of Burress, the definitive agreement was amended on Aug. 31, 2007, for purposes of calculating the purchase price, determine the twelve month trailing EBITDA of Burress and certain non-Hitachi indebtedness of Burress as of June 30, 2007. Previously, the twelve-month trailing EBITDA and non-Hitachi indebtedness were to be determined as of Feb. 28, 2007. Hitachi owed indebtedness of Burress continues to be determined as of the closing date. As of Sept. 1, 2007, the company also entered into a Second Amended and Restated Credit Agreement, amending and restating the company's Credit Agreement dated as of Aug. 4, 2006, and pursuant to which: (a) the principal amount of availability of the credit facility was increased from $250 million to $320 million; and (b) an incremental facility, at Agent's and Borrower's mutual agreement, in an aggregate amount of up to $130 million at any time after closing date, subject to existing or new lender approval, was added. Burress represents these manufacturers: Diamond Z, Doosan, Hitachi, Kawasaki, Manitowoc, Grove and Terex. The company does not anticipate that Burress will continue to represent Hitachi. The company believes that it will be able, through Burress, to expand and grow its relationship with other manufacturers with whom Burress currently does business and other manufacturers with whom the Company has had discussions. The purchase price of $96 million, subject to post-closing adjustments, plus assumed indebtedness of approximately $2.4 million, excludes Hitachi. Should Burress continue to represent Hitachi, the Burress shareholders will have the opportunity to receive additional purchase price of approximately $15.1 million payable over three years. "Burress is one of the premier distributors of heavy equipment in the U.S. today and has an outstanding reputation with the manufacturers they represent and the customers they serve," John M. Engquist, president and chief executive officer of H&E, said. "Their 70-year history of excellence in earthmoving equipment and cranes is well recognized in the construction industry. We are extremely pleased to bring our companies together to provide even better equipment services to the mid-Atlantic region. In addition to the strong dealership services J.W. Burress currently provides, plans are underway to significantly expand the rental side of their business." About J.W. Burress Incorporated Headquartered in Roanoke, Virginia, J.W. Burress Incorporated – http://www.jwburress.com-- is a privately owned construction equipment distributor serving the mid-Atlantic markets out of twelve locations. Burress distributes new and used equipment including parts and service for such equipment. About H&E Equipment Services Inc. Based in Baton Rouge, Louisiana, H&E Equipment Services Inc. (NASDAQ:HEES) – http://www.he-equipment.com/-- is an integrated equipment service company in the United States focused on heavy construction and industrial equipment. The company rents, sells and provides parts and service support for four core categories of specialized equipment: hi-lift or aerial platform equipment, cranes, earthmoving equipment and industrial lift trucks. It is engaged in five principal business activities in these equipment categories: equipment rental, new equipment sales, used equipment sales, parts sales, and repair and maintenance services. H&E Equipment Services serves more than 27,700 customers in the United States, in the West Coast, Intermountain, Southwest, Gulf Coast, West Coast and Southeast regions. * * * Moody's Investor Services placed H&E Equipment Services Inc.'s senior secured debt and probability of default ratings at “B1” in Sept. 2006. These ratings hold to this date. HERBERT HOLLAND: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Herbert B. Holland aka Herbert Holland aka Herbert Bernard Holland aka Burnie Holland 6061 Moore Drive Sykesville, MD 21784-8677 Bankruptcy Case No.: 07-18467 Chapter 11 Petition Date: September 5, 2007 Court: District of Maryland (Baltimore) Judge: Nancy V. Alquist Debtor's Counsel: Edward M. Miller, Esq. 129 East Main Street, Suite 205 Westminster, MD 21157 Tel: (410) 751-5444 Fax: (410) 751-6633 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. HSI ASSET: Fitch Downgrades Ratings on $57.7 Million Certificates ----------------------------------------------------------------- Fitch Ratings has taken these rating actions on HSI Asset Securitization Corp. mortgage pass-through certificates. Affirmations total $2.73 billion and downgrades total $57.7 million. Break Loss percentages (BL) and Loss Coverage Ratios (LCR) for each class are included with the rating actions: HASCO 2006-OPT1 -- $445.5 million class A affirmed at 'AAA' (BL: 38.30, LCR: 5.62); -- $34.4 million class M-1 affirmed at 'AA+' (BL: 32.06, LCR: 4.7); -- $31.5 million class M-2 affirmed at 'AA+' (BL: 27.64, LCR: 4.06); -- $18.2 million class M-3 affirmed at 'AA' (BL: 24.82, LCR: 3.64); -- $16.2 million class M-4 affirmed at 'AA' (BL: 22.28, LCR: 3.27); -- $15.3 million class M-5 affirmed at 'AA-' (BL: 19.88, LCR: 2.92); -- $14.8 million class M-6 affirmed at 'A+' (BL: 17.51, LCR: 2.57); -- $13.4 million class M-7 affirmed at 'A' (BL: 15.29, LCR: 2.24); -- $11.5 million class M-8 affirmed at 'A-' (BL: 13.39, LCR: 1.96); -- $9.6 million class M-9 affirmed at 'BBB+' (BL: 10.32, LCR: 1.51); -- $5.3 million class M-10 affirmed at 'BBB' (BL: 9.59, LCR: 1.41); -- $9.6 million class M-11 affirmed at 'BBB' (BL: 8.28, LCR: 1.21); -- $10 million class M-12 downgraded to 'BB+' from 'BBB-' (BL: 7.39, LCR: 1.08). Deal Summary -- Originators: Option One (100%); -- 60+ day Delinquency: 10.01%; -- Realized Losses to date (% of Original Balance): 0.30%; -- Expected Remaining Losses (% of Current Balance): 6.82%; -- Cumulative Expected Losses (% of Original Balance): 4.91%. HASCO 2006-OPT2 -- $615.4 million class A affirmed at 'AAA' (BL: 42.13, LCR: 6.05); -- $52.9 million class M-1 affirmed at 'AA+' (BL: 32.41, LCR: 4.65); -- $48.6 million class M-2 affirmed at 'AA+' (BL: 29.99, LCR: 4.3); -- $29.6 million class M-3 affirmed at 'AA+' (BL: 27.67, LCR: 3.97); -- $26.8 million class M-4 affirmed at 'AA' (BL: 24.84, LCR: 3.57); -- $24.7 million class M-5 affirmed at 'AA-' (BL: 22.22, LCR: 3.19); -- $22.6 million class M-6 affirmed at 'A+' (BL: 19.77, LCR: 2.84); -- $21.2 million class M-7 affirmed at 'A' (BL: 17.39, LCR: 2.5); -- $19 million class M-8 affirmed at 'BBB+' (BL: 15.30, LCR: 2.2); -- $14.8 million class M-9 affirmed at 'BBB' (BL: 11.59, LCR: 1.66); -- $12.7 million class M-10 affirmed at 'BBB-' (BL: 10.51, LCR: 1.51); -- $14.1 million class M-11 affirmed at 'BB+' (BL: 9.61, LCR: 1.38). Deal Summary -- Originators: Option One (100%); -- 60+ day Delinquency: 10.63%; -- Realized Losses to date (% of Original Balance): 0.33%; -- Expected Remaining Losses (% of Current Balance): 6.97%; -- Cumulative Expected Losses (% of Original Balance): 4.84%. HASCO 2006-OPT3 -- $444.8 million class A affirmed at 'AAA' (BL: 40.02, LCR: 4.15); -- $36.7 million class M-1 affirmed at 'AA+' (BL: 32.03, LCR: 3.32); -- $33.3 million class M-2 affirmed at 'AA+' (BL: 28.69, LCR: 2.97); -- $19.3 million class M-3 affirmed at 'AA+' (BL: 25.85, LCR: 2.68); -- $17.4 million class M-4 affirmed at 'AA' (BL: 23.19, LCR: 2.4); -- $16.4 million class M-5 affirmed at 'AA-' (BL: 20.67, LCR: 2.14); -- $15.5 million class M-6 affirmed at 'A' (BL: 18.27, LCR: 1.89); -- $14.5 million class M-7 affirmed at 'A-' (BL: 15.96, LCR: 1.65); -- $12.6 million class M-8 affirmed at 'BBB+' (BL: 13.64, LCR: 1.41); -- $8.7 million class M-9 downgraded to 'BB+' from 'BBB' (BL: 10.14, LCR: 1.05); -- $5.8 million class M-10 downgraded to 'BB' from 'BBB' (BL: 9.32, LCR: 0.97); -- $9.7 million class M-11 downgraded to 'BB-' from 'BB+' (BL: 8.54, LCR: 0.89). Deal Summary -- Originators: Option One (100%); -- 60+ day Delinquency: 14.19%; -- Realized Losses to date (% of Original Balance): 0.37%; -- Expected Remaining Losses (% of Current Balance): 9.65%; -- Cumulative Expected Losses (% of Original Balance): 6.84%. HASCO 2006-OPT4 -- $422.4 million class A affirmed at 'AAA' (BL: 47.72, LCR: 4.53); -- $71 million class M-1 affirmed at 'AA+' (BL: 29.71, LCR: 2.82); -- $20.6 million class M-2 affirmed at 'AA+' (BL: 27.22, LCR: 2.58); -- $17.8 million class M-3 affirmed at 'AA' (BL: 24.37, LCR: 2.31); -- $16.8 million class M-4 affirmed at 'AA-' (BL: 21.67, LCR: 2.06); -- $15.8 million class M-5 affirmed at 'A' (BL: 19.09, LCR: 1.81); -- $14.9 million class M-6 affirmed at 'A-' (BL: 16.59, LCR: 1.57); -- $13.4 million class M-7 affirmed at 'BBB+' (BL: 14.15, LCR: 1.34); -- $9.1 million class M-8 downgraded to 'BBB-' from 'BBB' (BL: 12.14, LCR: 1.15); -- $4.8 million class M-9 downgraded to 'BB+' from 'BBB-' (BL: 11.07, LCR: 1.05); -- $9.6 million class M-10 downgraded to 'B+' from 'BB' (BL: 9.29, LCR: 0.88). Deal Summary -- Originators: Option One (100%); -- 60+ day Delinquency: 15.30%; -- Realized Losses to date (% of Original Balance): 0.21%; -- Expected Remaining Losses (% of Current Balance): 10.54%; -- Cumulative Expected Losses (% of Original Balance): 7.12%. In addition, all of the above classes are removed from Rating Watch Negative. These transactions were placed on 'Under Analysis' on Aug. 21, 2007. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. HYDROGEN POWER: Posts $1.0 Million Net Loss in Qtr. Ended June 30 ----------------------------------------------------------------- Hydrogen Power Inc. reported a net loss of $1.0 million in the three months ended June 30, 2007, a decrease from the $3.2 million net loss reported in the same period in 2006, mainly due to a decrease in corporate selling, general and administrative costs, a $424,000 income tax expense in the 2006 quarter related to the sale of substantially all of Chex Services Inc.'s assets in January 2006, and a loss from discontinued operations of $1.0 million in the 2006 quarter, compared to $0 in 2007. As a result of the Redemption Agreement by and between the company and FFFC, the operating results of FFFC and its wholly-owned subsidiaries, Key Financial Systems Inc., Nova Financial Systems Inc. and its majority-owned subsidiary, Denaris Corporation are not consolidated as of June 30, 2007, and for the three months ending June 30, 2006, have been retroactively restated and are included in income from discontinued operations on the consolidated statements of operations. The company reported zero revenues in both periods. Corporate selling general and administrative costs decreased to $471,000 from 000, a decrease of $797,000 from the same period last year. This was primarily due to the significant reduction of expenses due to relocation of corporate headquarters to Seattle in 2007 of approximately $251,000 and the reduction of management fees of $147,000 which were eliminated in 2007. Consolidated net other expenses for the three months ended June 30, 2007, were $200,000, compared to $235,000 for the same three month period in 2006. At June 30, 2007, the company's consolidated balance sheet showed $9.6 million in total assets, $2.8 million in total liabilities, and $6.8 million in stockholders' equity. From $7.2 million in total liabilities at Dec. 31, 2006, the company's total debt is now down to $2.8 million. The company's consolidated balance sheet also showed strained liquidity with $1.7 million in total current assets available to pay $2.8 million in total current liabilities. Going Concern Doubt Peterson Sullivan PLLC, in Seattle, Washington, expressed substantial doubt about Hydrogen Power Inc.'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 incurred significant losses and has an accumulated deficit of approximately $55 million, and a working capital deficit of $2.0 million at Dec. 31, 2006. Due to intense competition in the market and the lack of assurance that FFFC would be able to obtain renewals of its existing casino contracts or to obtain contracts with new customers and difficulty in attracting and retaining experienced employees, the company decided to complete the asset sale. Presently, the company has no revenues and limited resources. Additionally, on Aug. 6, 2007, the company received a notice of default from two of its lenders demanding immediate payment of all monies due including costs incurred in collection. About Hydrogen Power Headquartered in Seattle, Washington, Hydrogen Power Inc. (OTC BB: HYDP.OB) -- http://www.hydrogenpowerinc.com/-- is an alternative energy company with patented technology, which generates high purity hydrogen on-site and on-demand through the chemical reaction of low-cost aluminum feedstock, water, and a benign reactant, using proprietary drop-in recyclable cartridges with a long shelf life. The generation and storage process, which does not require any external energy, is safe, clean and "green", with non-toxic materials and commercially usable by-products. The company, through Jan. 31, 2006, operated primarily through its then majority-owned subsidiary FastFunds Financial Corporation. As of June 30, 2007, the company owns approximately 48% of FFFC’s outstanding common stock. Chex Services Inc., FFFC's wholly-owned subsidiary, provided financial services prior to the sale of substantially all of Chex’s assets, which primarily consisted of check cashing, automated teller machine (ATM) access, and credit card advances to customers primarily at Native American owned casinos and gaming establishments. INFRASOURCE SERVICES: Becomes a Subsidiary of Quanta Services ------------------------------------------------------------- The acquisition of InfraSource Services, Inc. by Quanta Services, Inc. has been completed, with InfraSource surviving the merger and becoming a wholly owned subsidiary of Quanta. Pursuant to the terms and conditions of an Agreement and Plan of Merger, among Quanta, InfraSource, and Quanta MS Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Quanta, dated March 18, 2007, Merger Sub was merged with and into InfraSource. Pursuant to the merger agreement, Quanta issued to InfraSource's stockholders 1.223 shares of its common stock for each share of InfraSource common stock, or a total of about 50.2 million shares of Quanta common stock. As of Aug. 30, 2007, Quanta's stockholders and InfraSource's stockholders hold aboiut 75% and 25%, respectively, of the combined company's common stock outstanding on a fully diluted basis. In connection with the acquisition of InfraSource and the assignment and assumption agreement, Quanta assumed all rights and obligations of the 2003 Plan and the 2004 Plan. The 2003 Plan was previously terminated by InfraSource and accordingly no further awards have been made since termination under the 2003 Plan. Quanta terminated the 2004 Plan effective as of August 30, 2007 and no further awards will be made pursuant to the 2004 Plan. Appointment of Directors In connection with the Merger, the Board of Directors of Quanta has appointed three former directors of InfraSource, David R. Helwig, J. Michal Conaway and Frederick W. Buckman, as members of the Board, effective Aug. 30, 2007. Messrs. Conaway and Buckman are "independent" directors within the meaning of the NYSE’s corporate governance listing standards. Each director will serve until the date of Quanta's 2008 annual meeting of stockholders or until his earlier resignation or removal. As a result of the appointment, the total number of directors on the Board has increased to fourteen directors, of whom nine are classified as "independent." Upon joining the Board, Messrs. Helwig, Conaway and Buckman are not expected to serve on any of the independent committees of the Board. Frederick W. Buckman, age 61, has been a member of the Board since Aug. 30, 2007. He has served as President of Frederick Buckman, Inc., a consulting firm, since 1998. He served as Chairman and Chief Executive Officer of Trans-Elect, Inc., an independent electric transmission company, from 1999 until April 2005. Mr. Buckman serves as a director of StanCorp Financial Group, Inc., MMC Energy, Inc. and Terra Systems, Inc., and previously served as a director of InfraSource. Mr. Buckman holds a doctorate in Nuclear Engineering degree. J. Michal Conaway, age 58, has been a member of the Board since Aug. 30, 2007. He has served as the Chief Executive Officer of Peregrine Group, LLC, an executive consulting firm, since 2002. Prior to 2000, Mr. Conaway held various management and executive positions, including serving as Chief Financial Officer of Fluor Corporation, an engineering, procurement, construction and maintenance services provider. He previously served as a director of InfraSource. Mr. Conaway holds an M.B.A. degree and is a Certified Public Accountant. David R. Helwig, age 56, has been a member of the Board since Aug. 30, 2007. He has served as President of Helwig Consulting Services, LLC, a general business consulting firm, since August 2007. He served as Chairman of the Board, Chief Executive Officer, Chief Operating Officer and President of InfraSource, from September 2003 until August 2007, as President and as Chief Operating Officer of InfraSource Incorporated, a transmission and distribution infrastructure services provider and predecessor to InfraSource, from April 2002 until September 2003, and as Executive Vice President of Commonwealth Edison, an electric utility, from October 2000 until April 2002. Mr. Helwig holds a Master of Science in Mechanical Engineering degree. The appointed directors will be compensated for their services on the Board in the same manner as the other Board members. If the director voluntarily resigns or is asked to resign, or is removed for cause prior to vesting, all unvested shares of restricted stock will be forfeited. Mr. Helwig Voluntarily Resigns However, Mr. Helwig terminated his employment with InfraSource on Aug. 30, 2007, effective upon consummation of the Merger. Pursuant to his Amended and Restated Management Agreement with InfraSource, he will receive severance payments and accelerated vesting of his existing equity awards free of forfeiture restrictions. Mr. Helwig's severance will be paid in a lump sum equal to an amount in the aggregate of two times the sum of Mr. Helwig's base salary and target bonus for 2007. Mr. Helwig will receive a prorated bonus for the portion of his employment in 2007. Mr. Helwig will also continue to receive health insurance benefits for not more than twenty-four months following the termination. Mr. Helwig will receive about $8,111,161 as compensation under his Management Agreement, consisting of severance, prorated bonus, the value attributable to health insurance benefits and the value attributable to the acceleration of unvested equity awards. About Quanta Services Headquartered in Houston, Texas, Quanta Services, Inc. (NYSE:PWR) -- http://www.quantaservices.com/-- provides specialized contracting services, delivering end-to-end network solutions for electric power, gas, telecommunications and cable television industries. The company's comprehensive services include designing, installing, repairing and maintaining network infrastructure nationwide. About InfraSource Services Headquartered in Media, Pennsylvania, InfraSource Services Inc. (NYSE:IFS) - http://www.infrasourceinc.com/-- is a specialty contractor servicing electric, natural gas and telecommunications infrastructure in the United States. InfraSource designs, builds, and maintains transmission and distribution networks for utilities, power producers, and industrial customers. * * * Standard and Poor's assigned Infrasource Services Inc.'s Foreign and Local Issuer Credit at BB- on May 7, 2004. INTRAX GROUP: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Intrax Group, Inc. aka Surplus Computers aka SoftwareandStuff.com aka Apex Motorsports aka SurplusComuters.com aka Software and Stuff 27 Bonaventura Drive San Jose, CA 95134 Bankruptcy Case No.: 07-52783 Type of Business: The Debtor is a reseller of computer parts, peripherals, and software. The Debtor also purchases manufacturer and corporate excess, overstock, and slightly obsolete inventories. See http://www.surpluscomputers.com/ Chapter 11 Petition Date: September 6, 2007 Court: Northern District of California (San Jose) Debtor's Counsel: Kenneth Bauer, Esq. Law Offices of Kenneth Bauer 500 Ygnacio Valley Road, Suite 300 Walnut Creek, CA 94596 Tel: (925) 945-7945 Fax: (925) 940-9632 Total Assets: Unknown Total Debts: $2,530,176 Debtor's List of its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Microsoft Corp. $1,000,000 c/o Jeremy E. Roller, Esq. Yarmuth Wilsdon Calfo PLLC Seattle, WA 98104 Michael Mak $512,675 462 McCamish Avenue San Jose, CA 95123 Tai & Catherine Chen $217,500 6912 Cedar Lane Dublin, CA 94568 ASI Computer $195,779 Citibank N.A. $100,000 RITECHI Commercial $61,886 Lexivon/Magestron, Inc. $55,378 Edward Mak $41,500 PowerOn Services, LLC $41,205 M. Sosnick Computer $30,154 Thomas Myers, dba Inline Sports $29,000 Bank of America $23,228 American Express - Los Angeles $22,489 Alex Wong, CPA $20,019 Raymond Chau $20,000 Ridgerock Tools $14,609 American Express - Atlanta $14,223 American Express - Houston $13,985 Chase $11,718 United Datatech Distributors $8,692 IWT TESORO: Files for Chapter 11 Protection in New York ------------------------------------------------------- IWT Tesoro Corporation disclosed that to address the slowdown in its business and other financial challenges, Tesoro, and its subsidiaries, International Wholesale Tile, Inc., and American Gres, Inc., have filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code. Tesoro and each of its subsidiaries' Board of Directors unanimously directed Tesoro, IWT and AGI to take this action after determining that a Chapter 11 reorganization is the best long-term interest of Tesoro and its subsidiaries, including IWT, their employees, customers, creditors, stockholders and other stakeholders. Tesoro, IWT and AGI expect to continue normal business operations today and throughout the reorganization process. As part of the reorganization, Tesoro and IWT's primary lender, Bank of America, has agreed to continue to provide financing to Tesoro and IWT. The financing will include postpetition funds to acquire inventory, pay operating expenses and the costs of the Chapter 11 activities. "We believe this action is a responsible and necessary step to address our financial challenges and work to secure our future," Tesoro Chief Executive Officer Henry J. Boucher, Jr. said. "Tesoro, IWT and all our subsidiaries are open for business as usual and will continue normal operations throughout the reorganization process, including employee wages and benefits, supplier payments, and other operating expenses during the reorganization process. We hope that this act will preserve Tesoro and IWT's value for our employees, customers, creditors and stockholders. The Chapter 11 process allows us to continue normal operations while we restructure our debt and other obligations and to enhance performance." Tesoro's, IWT's, and AGI's Chapter 11 cases were filed Sept. 7, 2007, in U.S. Bankruptcy Court for the Southern District of New York. They have filed a motion with the Court seeking interim relief that will ensure Tesoro, IWT and subsidiaries continued ability to conduct normal operations: If such interim relief is granted by the Court, Tesoro and IWT will be authorized, among other things, to: -- Provide employee wages, savings plans, insurance plans and other similar programs and benefits without interruption; -- Continue their ordinary banking practices; and -- Continue shipping product to its customers. About IWT Tesoro IWT Tesoro Corporation is one of the few publicly traded tile distributors. The company is exclusively wholesale driven and does not compete with its customers by having dealer stores as part of its business model. Instead, the company is a merchandising resource for its customers, maintaining the philosophy that it is its customers' supplier, not their competition. This wholesale focus is at the core of IWT Tesoro Corporation's long-term growth and market strategy. Tesoro's primary operating subsidiary, International Wholesale Tile, distributes product throughout the US from warehouses Florida, Texas, California and Ohio. IXIS: Fitch Downgrades Ratings on $155.3 Million Certificates ------------------------------------------------------------- Fitch Ratings has taken these rating actions on IXIS mortgage pass-through certificates. Affirmations total $537.1 million and downgrades total $155.3 million. Break Loss percentages (BL) and Loss Coverage Ratios (LCR) for each class are included with the rating actions: IXIS 2005-HE1 -- $25.3 million class M-1 affirmed at 'AA+' (BL: 41.92, LCR: 2.91); -- $22.6 million class M-2 downgraded to 'AA-' from 'AA' (BL: 26.45, LCR: 1.83). -- $13.8 million class M-3 downgraded to 'A+' from 'AA' (BL: 23.45, LCR: 1.63). -- $13 million class M-4 downgraded to 'A-' from 'AA-' (BL: 20.60, LCR: 1.43). -- $11.6 million class M-5 downgraded to 'BBB' from 'A+' (BL: 18.05, LCR: 1.25). -- $10.2 million class M-6 downgraded to 'BB+' from 'A' (BL: 15.76, LCR: 1.09). -- $9.5 million class B-1 downgraded to 'BB-' from 'A-' (BL: 13.57, LCR: 0.94). -- $7.7 million class B-2 downgraded to 'B+' from 'BBB' (BL: 12.10, LCR: 0.84). -- $5.3 million class B-3 downgraded to 'B' from 'BBB' (BL: 11.42, LCR: 0.79). -- $3.2 million class B-4 downgraded to 'B' from 'BB+' (BL: 11.12, LCR: 0.77). Deal Summary -- Originators: Various; -- 60+ day Delinquency: 28.58%; -- Realized Losses to date (% of Original Balance): 0.62%; -- Expected Remaining Losses (% of Current Balance): 14.43%; -- Cumulative Expected Losses (% of Original Balance): 3.19%. IXIS 2006-HE1 -- $398.6 million class A affirmed at 'AAA' (BL: 41.10, LCR: 3.24); -- $33.8 million class M-1 affirmed at 'AA+' (BL: 31.31, LCR: 2.47); -- $30.6 million class M-2 affirmed at 'AA' (BL: 28.67, LCR: 2.26); -- $17.6 million class M-3 affirmed at 'AA-' (BL: 26.51, LCR: 2.09); -- $15.7 million class M-4 affirmed at 'A+' (BL: 23.82, LCR: 1.88); -- $15.3 million class M-5 affirmed at 'A' (BL: 21.19, LCR: 1.67); -- $14.3 million class M-6 downgraded to 'A-' from 'A' (BL: 18.67, LCR: 1.47). -- $13.4 million class B-1 downgraded to 'BBB' from 'BBB+' (BL: 16.23, LCR: 1.28). -- $11.5 million class B-2 downgraded to 'BBB-' from 'BBB' (BL: 14.15, LCR: 1.12). -- $9.2 million class B-3 downgraded to 'B+' from 'BBB' (BL: 10.78, LCR: 0.85). -- $9.2 million class B-4 downgraded to 'B' from 'BB+' (BL: 9.80, LCR: 0.77). Deal Summary -- Originators: Various; -- 60+ day Delinquency: 20.30%; -- Realized Losses to date (% of Original Balance): 0.76%; -- Expected Remaining Losses (% of Current Balance): 12.69%; -- Cumulative Expected Losses (% of Original Balance): 8.81%. These transactions were placed on 'Under Analysis' on Aug. 21, 2007. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. JP MORGAN: Moody's Holds Low-B Ratings on Six Cert. Classes ------------------------------------------------------------- Moody's Investors Service upgraded the ratings of three classes and affirmed the ratings of 12 classes of J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass- Through Certificates, Series 2002-C1 as: - Class A-2, $99,555,866, affirmed at Aaa - Class A-3, $410,948,000, affirmed at Aaa - Class X-1, Notional, affirmed at Aaa - Class X-2, Notional, affirmed at Aaa - Class B, $30,624,000, affirmed at Aaa - Class C, $34,708,000, affirmed at Aa1 - Class D, $10,208,000, upgraded to Aa2 from Aa3 - Class E, $24,500,000, upgraded to A2 from A3 - Class F, $12,250,000, upgraded to Baa1 from Baa2 - Class G, $16,333,000, affirmed at Ba1 - Class H, $12,249,000, affirmed at Ba2 - Class J, $6,125,000, affirmed at Ba3 - Class K, $4,084,000, affirmed at B1 - Class L, $8,166,000, affirmed at B2 - Class M, $4,083,000, affirmed at B3 As of the August 13, 2007 distribution date, the transaction's aggregate principal balance has decreased by approximately 15.6% to $689.4 million from $816.7 million at securitization. The Certificates are collateralized by 115 loans, ranging in size from less than 1.0% to 6.5% of the pool, with the top 10 loans representing 35.3% of the pool. Nine loans, representing 15.4% of the pool, have defeased and are collateralized by U.S. Government securities. Three loans have been liquidated from the pool resulting in an aggregate realized loss of approximately $2.8 million. There are no loans in special servicing currently. Twenty-nine loans, representing 20.8% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2006 operating results for 91.7% of the pool. Moody's weighted average loan to value ratio is 83.2%, compared to 86.6%, at the last full review in February 2006 and compared to 88.4% at securitization. Moody's is upgrading Classes D, E and F due to improved pool performance, additional defeasance and increased credit support. The top three loans represent 13.3% of the pool. The largest loan is the Aramark Tower Loan ($44.8 million -- 6.5%), which is secured by a 32-story, 634,000 square foot, Class A office building located in Center City Philadelphia, Pennsylvania. The property serves as the world headquarters for Aramark Services, Inc. (Moody's senior unsecured rating B3; stable outlook). Since securitization, Aramark has extended its lease to September 2018 (former expiration date - April 2006) and expanded from 47.5% to 59.8% of the building. The second largest tenant is the Philadelphia Authority for Industrial Development (28.3% NRA; lease expiration August 2009). As of March 2007 occupancy was 98.7%, essentially the same as at last review and at securitization. The loan has benefited from increased rents and amortization. Moody's LTV is 60.4%, compared to 69.4% at last review and compared to 73.8% at securitization. The second largest loan is the 4th & Battery Office Loan ($24.0 million - 3.5%), which is secured by a 201,000 square foot office building located in the Denny Regrade submarket of Seattle, Washington. The property is occupied primarily by biotechnology firms. As of March 2007 the property was 94.6% occupied, compared to 95.1% as of December 2006 and compared to 93.5% at securitization. The loan has benefited from amortization. Moody's LTV is 84.4%, compared to 86.7%, at last review and compared to 94.1% at securitization. The third largest loan is the 300 West Vine Loan ($22.7 million - 3.3%), which is secured by a 23-story, Class A, 344,000 square foot office building located in Lexington, Kentucky. Moody's LTV is 95.6%, compared to 96.3% at last review and compared to 99.0% at securitization. KLEROS PREFERRED: Moody's Puts Ba1 Rating Under Review ------------------------------------------------------ Moody's Investors Service placed these notes issued by Kleros Preferred Funding III, Ltd. on review for possible downgrade: Class Description: $6,000,000 Class E Sixth Priority Mezzanine Secured Deferrable Floating Rate Notes Due 2050 Prior Rating: Ba1 Current Rating: Ba1, on review for possible downgrade According to Moody's, the rating action is the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of structured finance securities. LACERTA ABS: Moody's Downgrades Ratings on Four Notes ----------------------------------------------------- Moody's Investors Service downgraded these notes issued by Lacerta ABS CDO 2006-1, Ltd.: Class Description: $110,000,000 Class B Floating Rate Deferrable Interest Secured Notes Due 2046 Prior Rating: A2, on review for possible downgrade Current Rating: A3 Class Description: $80,000,000 Class C Floating Rate Deferrable Interest Secured Notes Due 2046 Prior Rating: Baa2, on review for possible downgrade Current Rating: Baa3 Class Description: $30,000,000 Class D Floating Rate Deferrable Interest Secured Notes Due 2046 Prior Rating: Ba1, on review for possible downgrade Current Rating: Ba2 Class Description: $40,000,000 Class E Floating Rate Deferrable Interest Secured Notes Due 2046 Prior Rating: Ba2, on review for possible downgrade Current Rating: Ba3 According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of mortgage- backed securities. LAWRENCE LEE: Case Summary & 11 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Lawrence E. Lee Nora J. Lee 5372 Cedarway Drive Northeast Corydon, IN 47112-7012 Bankruptcy Case No.: 07-91882 Type of business: The Debtors own Professional Home Solutions, L.L.C., a self storage warehouse, Bullitt Turf Service II, Inc., a turf and lawn service provider and Lee Nichols Apartments, L.L.C., an apartment and single family real estate ownership and management venture. Chapter 11 Petition Date: September 5, 2007 Court: Southern District of Indiana (New Albany) Judge: Basil H. Lorch III Debtor's Counsel: Ted W. Spiegel, Esq. 7982 New Lagrange Road Louisville, KY 40222 Tel: (812) 283-5443 Total Assets: $3,567,013 Total Debts: $4,751,059 Debtor's 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ King Southern Bank Houses & Lots; $5,680,000 P.O. Box 1 value of security: Chaplin, KY 40012 $317,000; value of senior lien: $281,475 Apartments; value $2,265,000 of security: $1,075,000; value of senior lien: $1,047,000 U.S. Bank Private Banking- Line of Credit $146,856 Louisville P.O. Box 790179 St. Louis, MO 63179-0179 P.B.I. Bank, Inc. House and Lot $100,500 2500 Eastpoint Parkway 5372 Cedarway Drive, Louisville, KY 40223 Northeast, Corydon IN; value of security: $295,000; value of senior lien: $277,600 Personal Loan $25,000 Bank of America Credit Card $52,463 Purchases National City Mortgage Four Plex Apartment $21,250 3613 Georgetown Pl. Louisville, KY 40215; value of security: $125,000; value of senior lien: $111,721 National City Bank Credit Card $18,166 Purchases U.S.A.A. Savings Bank Credit Card $17,205 Purchases Sallie Mae Servicing Federal Student $16,200 Loan Advanta Credit Card $11,286 Purchases Home Depot Credit Services Credit Card $7,948 Purchases Wells Fargo Business Card Credit Card $7,822 Purchases LEAP WIRELESS: Board to Review MetroPCS Acquisition Offer --------------------------------------------------------- Leap Wireless International, Inc., disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that it Board of Directors will review the unsolicited proposal received on September 4 from MetroPCS Communications, Inc. to acquire all of Leap. Leap’s Board of Directors will make a determination regarding the proposal following completion of its review. In connection with this matter, Leap is being advised by Goldman, Sachs & Co. and Jeffrey Williams & Co. LLC as financial advisors, and Wachtell, Lipton, Rosen & Katz, and Latham & Watkins, LLP as legal advisors. About MetroPCS Communications Dallas-based MetroPCS Communications, Inc. (NYSE:PCS) -- http://investor.metropcs.com/-- is a provider of unlimited wireless communications service for a flat rate with no signed contract. MetroPCS owns or has access to licenses covering a population of approximately 140 million people in 14 of the top 25 largest metropolitan areas in the United States, including New York, Philadelphia, Boston, Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, Las Vegas, Los Angeles, San Francisco and Sacramento. Currently, MetroPCS has over 3.5 million subscribers and offers service in the Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, San Francisco, and Sacramento metropolitan areas. About Leap Wireless Headquartered in San Diego, Calif., Leap Wireless International, Inc. -- http://www.leapwireless.com/-- (NASDAQ: LEAP) provides innovative, high-value wireless services to a fast-growing, young and ethnically diverse customer base. With the value of unlimited wireless services as the foundation of its business, Leap pioneered both the Cricket(R) and Jump MobileTM services. The company and its joint ventures now operate in 23 states and hold licenses for 35 of the top 50 U.S. markets. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, data and mobile Web services. Jump Mobile is a unique prepaid wireless service designed for the mobile-dependent, urban youth market. LEAP WIRELESS: Chief Financial Officer Amin Khalifa Resigns ----------------------------------------------------------- Leap Wireless International, Inc., said that CFO, Amin Khalifa, has resigned from the company to pursue other interests. Leap CEO and President, Doug Hutcheson, will assume the additional duties of interim CFO, pending the naming of a successor to Mr. Khalifa. Hutcheson held the post of CFO at Leap from August 2002 to February 2005 when he was named CEO. "I want to thank Amin for his contributions," Mr. Hutcheson said. "We believe the company has made good progress in the last year and is positioned for continued success. I wish Amin continued success in his future endeavors." About MetroPCS Communications Dallas-based MetroPCS Communications, Inc. (NYSE:PCS) -- http://investor.metropcs.com/-- is a provider of unlimited wireless communications service for a flat rate with no signed contract. MetroPCS owns or has access to licenses covering a population of approximately 140 million people in 14 of the top 25 largest metropolitan areas in the United States, including New York, Philadelphia, Boston, Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, Las Vegas, Los Angeles, San Francisco and Sacramento. Currently, MetroPCS has over 3.5 million subscribers and offers service in the Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, San Francisco, and Sacramento metropolitan areas. About Leap Wireless Headquartered in San Diego, Calif., Leap Wireless International, Inc. -- http://www.leapwireless.com/-- (NASDAQ: LEAP) provides innovative, high-value wireless services to a fast-growing, young and ethnically diverse customer base. With the value of unlimited wireless services as the foundation of its business, Leap pioneered both the Cricket(R) and Jump MobileTM services. The company and its joint ventures now operate in 23 states and hold licenses for 35 of the top 50 U.S. markets. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, data and mobile Web services. Jump Mobile is a unique prepaid wireless service designed for the mobile-dependent, urban youth market. LEAP WIRELESS: S&P Holds B- Rating on MetroPCS Merger Deal ---------------------------------------------------------- Standard & Poor's Ratings Services affirmed the 'B-' corporate credit ratings on wireless carriers MetroPCS Communications Inc. and Leap Wireless International Inc. This follows Dallas-based MetroPCS' recently announced offer to merge with San Diego, Calif.-based Leap in a stock-for-stock transaction. "While a merger likely will produce some synergies, the amount and timing of such benefits are uncertain, and there will be integration costs," said Standard & Poor's credit analyst Catherine Cosentino. However, any cost savings or incremental revenue achieved would bolster the positive outlooks S&P has on both companies, since the combined company's ability to achieve net free cash flow would be enhanced and could result in an upgrade sooner than previously expected. Ratings Affirmed MetroPCS Communications Inc. Corporate Credit Rating B-/Positive/-- Leap Wireless International Inc. Corporate Credit Rating B-/Positive/-- LEHMAN BROTHERS: Fitch Rates Class A-2 Certificates at B- --------------------------------------------------------- LB Multifamily Mortgage Trust's, multiclass pass-through certificates, series 1991-4, are affirmed by Fitch Ratings as: -- $269 class A-2 at 'B-'. In addition, the ratings of the $2 million class A-1 remain at 'CCC/DR3'. Classes B, C, and D have been reduced to zero due to realized losses. Fitch does not rate class R. The certificates are collateralized by six adjustable rate mortgage loans, secured by multifamily properties in California. As of the August 2007 distribution date, the pool's collateral balance has been reduced by 98% to $2 million from $105.8 million at issuance. Class A-1 has incurred $9.2 million in realized losses, as well as over $70 million in principal paydown. Class A-2 has a reserve fund that provides loss protection to this class, therefore, this class is not expected to incurr any losses. At issuance, the net operating income and the debt service coverage ratio figures were not available. No loans are required to report year-end financials and none reported YE-2006 financials. LIMITED BRANDS: Reports $565.2 Million Sales in August 2007 ----------------------------------------------------------- Limited Brands, Inc. reported comparable store sales for the four weeks ended Sept. 1, 2007, increased 1% compared to the four weeks ended Sept. 2, 2006. The company reported net sales of $565.2 million for the four weeks ended Sept. 1, 2007, compared to sales of $638.8 million for the four weeks ended Aug. 26, 2006. The company reported a comparable store sales increase of 3% for the 30 weeks ended Sept. 1, 2007. Net sales were $5.50 billion compared to net sales of $5.17 billion last year. Net sales include Express sales through Aug. 6, 2007, the closing date of the sale of a majority interest to affiliates of Golden Gate Capital, and Limited Stores sales through Aug. 3, 2007, the closing date of the transfer of a majority interest to affiliates of Sun Capital Partners. Limited Brands (NYSE: LTD) through Victoria's Secret, Bath & Body Works, C.O. Bigelow, Limited Stores, La Senza, White Barn Candle Co., Henri Bendel and Diva London, presently operates 3,140 specialty stores. The company's products are also available online at: * http://www.VictoriasSecret.com/ * http://www.BathandBodyWorks.com/ * http://www.LaSenza.com/ * * * As reported in the Troubled Company Reporter on July 3, 2007, Moody's Investors Service lowered both the long term and short term ratings of Limited Brands, Inc. with a stable outlook. The downgrade is based upon the company's intention to raise an additional $1.25 billion in debt, which will cause two out of three credit metrics cited in Moody's press release of Nov. 15, 2006, to fall below a level that would prompt a downgrade. This rating action concludes the review for possible downgrade that was initiated on June 22, 2007. Moody's downgraded these ratings: Senior unsecured to Baa3 from Baa2; Senior unsecured shelf at to (P) Baa3 from (P) Baa2; Subordinated shelf at to (P) Ba1 from (P) Baa3; Preferred shelf at to (P) Ba2 from (P) Ba1; Commercial paper to Prime-3 from Prime-2. LIONEL LLC: Disclosure Statement Hearing Continued to September 20 ------------------------------------------------------------------ The Honorable Burton R. Lifland of the United States Bankruptcy Court for the Southern District of New York continued the hearing to Sept. 20, 2007, for the approval of Lionel LLC and its debtor- affiliate, Liontech Company's Disclosure Statement explaining their Chapter 11 Plan of Reorganization. As reported in the Troubled Company Reporter on July 30, 2007, the Debtors' Plan, delivered in May 2007 to the U.S. Bankruptcy Court for the Southern District of New York, proposed that claims that will be paid in full with cash, plus post-bankruptcy filing interest on the distribution date, include: * Debtor-in-Possession facility claims; * administrative claims; * professional fee claims; * priority tax claims; * secured claims; and * general unsecured claims. The Debtors stated in their Plan that holders of intercompany claims will be reinstated on the effective date. Holders of Existing Lionel Membership Interest will be also be retained, but, subject to potential dilution resulting from the exercise of the management options, if issued, and issuance of new Lionel membership interest to the new equity investor. All existing Liontech Common Stock Interest will be retained by the reorganized Lionel. Headquartered in Chesterfield, Michigan, Lionel LLC -- http://www.lionel.com/-- markets model train products, including steam and die engines, rolling stock, operating and non-operating accessories, track, transformers and electronic control devices. The Company filed for chapter 11 protection on Nov. 15, 2004 (Bankr. S.D.N.Y. Case No. 04-17324). Abbey Walsh, Esq., at O'Melveny & Myers LLP; and Adam Craig Harris, Esq., and Adam L. Hirsch, Esq., at Schulte Roth & Zabel LLP represent the Debtor in its restructuring efforts. David M. LeMay, Esq., and Francisco Vazquez, Esq., at Chadbourne & Parke, LLP, represent the Official Committee of Unsecured Creditors. When the Company filed for bankruptcy, it listed assets between $10 million and $50 million and debts of more than $50 million. LSI CORP: Inks Agreement to Acquire Tarari for $85 Million ---------------------------------------------------------- Tarari Inc. has signed a definitive agreement to be acquired by LSI Corp. for $85 million in cash. Tarari employees will become LSI employees and the team will remain in San Diego. "We're pleased and excited to join forces with such a well-recognized innovator and leader as LSI," Randy Smerik, CEO of Tarari, noted. "Tarari's expertise is a natural complement to LSI's strengths in networking and storage silicon, systems and software. The combination will position us to deliver a richer, more scalable set of solutions to our industry-leading customers." "LSI's agreement to acquire Tarari confirms Tarari's leadership and strategic value," Bob Conn, a member of Tarari's board since February of 2006, and a managing director of Enterprise Partners Venture Capital, said. "The acquisition will provide a significant return for Tarari employees and investors while enabling LSI to deliver advanced services across its own portfolio of networking and storage solutions." About Tarari Inc. Headquartered in San Diego, California, Tarari Inc. -- http://www.tarari.com/–- is a fabless semiconductor company that develops Content Processor chips used in XML/Web Services, Network Security and Digital Media environments. Tarari is privately held with backing from Enterprise Partners Venture Capital http://www.epvc.com/,Crosspoint Venture Partners, Morgan Stanley Venture Partners, Miramar Venture Partners, XMLFund and Intel Capital. About LSI Corp. Headquartered in Milpitas, California, LSI Logic Corporation (NYSE: LSI) -- http://www.lsi.com/-- provides innovative silicon, systems and software technologies that enable products which bring people, information and digital content together. The company offers a broad portfolio of capabilities and services including custom and standard product ICs, adapters, systems and software that are trusted by the known brands to power leading solutions in the Storage, Networking and Mobility markets. * * * Standard & Poor's Ratings Services upped its corporate credit Rating on LSI to 'BB' on April 2007. S&P said the outlook was positive. MAJESCO ENTERTAINMENT: Raises $6 Million in Private Offering ------------------------------------------------------------ Majesco Entertainment Company disclosed that it raised approximately $6.0 million of gross proceeds in a private investment in public equity offering to several institutional investors. Majesco sold to investors approximately 4 million shares of common stock and warrants to purchase up to approximately 1.6 million shares. The purchase price for the common stock was $1.50 per share. The warrants have an exercise price of $2.04 per share. "This financing provides us with working capital to support continued expansion of our product line of high quality, easy to play games for the mass market consumer," said Jesse Sutton, Interim chief executive officer. "The additional funds also provide valuable flexibility, stability and agility to reduce financing costs, fund growth, and expand our intellectual property partnerships in 2008 and beyond." MDB Capital Group LLC, a Santa Monica based investment bank, acted as placement agent in connection with the funds raised. The company has agreed to file a registration statement with the United States Securities and Exchange Commission covering any future resale by the investors of the shares sold and of any shares issued upon exercise of the warrants sold in the offering no later than 45 days after the closing, and to have the registration statement declared effective within 120 days after the closing. Following this transaction, Majesco has 28,672,121 shares of common stock outstanding. About Majesco Entertainment Headquartered in Edison, N.J., Majesco Entertainment Co. (NasdaqCM: COOL) -- http://www.majescoentertainment.com/-- provides video games and digital entertainment products for the mass market, with a focus on publishing video games for leading portable systems and the Wii(TM) console. Product highlights include Nancy Drew(TM), Cooking Mama and Zoo Hospital(TM) for the Nintendo DS(TM) and Cooking Mama: Cook Off for the Wii(TM) console. Going Concern Doubt Goldstein Golub Kessler LLP, in New York, expressed substantial doubt about Majesco Entertainment Co.'s ability to continue as a going concern after auditing the company's financial statements as of the years ended Oct. 31, 2006, and 2005. The auditing firm pointed to the company's net losses. MARKWEST ENERGY: Moody's Revises Outlook to Stable from Positive ---------------------------------------------------------------- Moody's Investors Service affirmed the ratings and changed the rating outlook for MarkWest Energy Partners, L.P. and its subsidiaries, MarkWest Energy Finance Corporation and MarkWest Energy Operating Company, L.L.C., to stable from positive. These actions were taken following MarkWest's announcement that it intended to merge with MarkWest Hydrocarbon, which owns the general partner of MarkWest. In the proposed transaction, MarkWest will acquire all of the outstanding shares of MarkWest Hydrocarbon using MWE common units and cash for total consideration of approximately $835 million, including transactions costs. This will be funded with 68% equity from new common units and 27% from drawings under an expanded $475 million revolving credit facility, with the remainder coming from existing cash. The transaction is subject to approval by MarkWest unitholders and MarkWest Hydrocarbon shareholders and is expected to close in early 2008. The change in rating outlook to stable from positive reflects Moody's concern over higher leverage from the additional debt incurred for the transaction. The outlook change also considers MarkWest's substantial capital spending plans. This transaction adds relatively little cash flow to the combined entity so the additional debt will be borne by MarkWest's current and prospective cash flow. At June 30, Moody's estimates MarkWest's debt/EBITDA was 3.9x and its FFO/debt was 25%. Pro forma for this transaction, and taking into account additional debt associated with capex in the second half of 2008, Moody's expects debt/EBITDA to increase to 4.8x and FFO/debt to drop to 16%. This is substantially higher than the company's target of keeping leverage closer to 3.5x. MarkWest's higher leverage is exacerbated by its aggressive growth capital spending plans. MWE expects to spend $290 million in 2007, including about $190 million for its Woodford Shale development, which is roughly four times its total 2006 capex of $75 million. There is execution risk associated with such a large capital spending program relative to the company's historical spending. In addition, the MLP business model and the associated distributions result in companies needing to raise growth capex in the capital markets. MarkWest will need to raise common equity to fund its 2008 capex as well as reduce the higher leverage associated with this transaction. Higher capital spending without a commensurate increase in operating cash flow or an inability to raise sufficient equity leading to persistent leverage over 4.5x could result in negative rating action. Moody's views the transaction itself as a positive step in that it eliminates the incentive distribution rights (IDRs). IDRs tend to grow over time, becoming a larger percentage of total distributions and raising the cost of equity for MLPs like MarkWest. Furthermore, the transaction will simplify the corporate structure, reduce potential conflicts of interest and improve corporate governance. The ratings affirmation reflects MarkWest's continued strong fundamental operating performance, including growing volumes in its new Woodford Shale gas gathering system in Oklahoma. The affirmation also recognizes the company's $138 million equity issuance in the second quarter, which represents almost half of MWE's 2007 capital spending. MarkWest Energy Partners, L.P., headquartered in Denver, Colorado, is a midstream natural gas limited partnership. The company carries Moodys B2 senior unsecured rating. MERRILL LYNCH: Fitch Lowers Ratings on Five Certificates -------------------------------------------------------- Fitch has taken these rating actions on the Merrill Lynch Mortgage Investors Trust mortgage pass-through certificates listed below: Merrill Lynch Mortgage Investors, series 2002-HE1 -- Class A affirmed at 'AAA'; -- Class M-1 affirmed at 'AA+'; -- Class M-2 affirmed at 'AA-'; -- Class B affirmed at 'BBB'. Merrill Lynch Mortgage Investors, series 2003-OPT1 -- Class A affirmed at 'AAA'; -- Class M1 affirmed at 'AAA'' -- Class M2 affirmed at 'A+'; -- Class M3 affirmed at 'A'; -- Class B1 affirmed at 'A-'; -- Class B2 downgraded to 'BB+' from 'BBB+'; -- Class B3 downgraded to 'B' from 'BBB-'. Merrill Lynch Mortgage Investors, series 2003-WMC1 -- Class M2 downgraded to 'AA-' from 'AA+'; -- Class B1 downgraded to 'CCC' from 'BB-' and assigned a distressed recovery (DR) rating of 'DR1'; -- Class B2 downgraded to 'C' from 'B' and assigned a DR rating of 'DR5'. Merrill Lynch Mortgage Investors, series 2003-WMC3 -- Class M3 affirmed at 'A+; -- Class M4 affirmed at 'A'; -- Class B1 affirmed at 'BBB+'; -- Class B2 affirmed at 'BB'; -- Class B3 affirmed at 'BB-'. Merrill Lynch Mortgage Investors, series 2004-OPT1 -- Class A affirmed at 'AAA'; -- Class M1 affirmed at 'AA'; -- Class M2 affirmed at 'A'; -- Class M3 affirmed at 'A-'; -- Class B1 affirmed at 'BBB+'; -- Class B2 affirmed at 'BBB'; -- Class B3 affirmed at 'BBB-'. The underlying collateral for the transactions listed above consists of fixed- and adjustable-rate mortgage loans secured by first and second liens on one- to four-family residential properties extended to subprime borrowers. All of the mortgage loans from series 2002-HE1 were originated or acquired by various originators and subsequently purchased by Merrill Lynch Mortgage Capital, Inc. The primary originator for the remaining transactions has its name denoted in each of the series' name (OPT for Option One Mortgage Corporation, and WMC for WMC Mortgage Corporation). The affirmations reflect a satisfactory relationship between credit enhancement and future loss expectations and affect approximately $407.45 million of outstanding certificates as of the July 2007 distribution date. The downgraded classes reflect deterioration in the relationship of CE to future loss expectations and affect approximately $42.9 million of outstanding certificates. The overcollateralization on each of the transactions is below the target amount. Further, the OC for the series 2003-WMC1 and series 2003-OPT1 has decreased for the past three months. As of the July 2007 remittance period, the OC percentage for series 2003-WM1 and series 2003-OPT1 was 3.64% and 2.43%, respectively. The 60+ delinquency rate (inclusive of foreclosure and REO) is 24.88% for series 2003-WMC1 and 15.32% for series 2003-OPT1. Also, the collateral balances of these trusts are minimal (below 10% remaining of the original balance), which has increased the volatility of the pools. Servicers for the transactions include Option One Mortgage Corporation, (rated 'RPS1', On Rating Watch, by Fitch) and HomEq Servicing Corporation (rated 'RPS1'.) Fitch will continue to closely monitor these transactions. METRO ONE: Now Has Access to $1.7 Million of Funds -------------------------------------------------- Metro One Telecommunications Inc. said that $1.7 million of restricted cash has been transferred to its general operating account and it now has full access to these funds. The company had outstanding a $4.7 million letter of credit related to its workers' compensation program which was secured by a certificate of deposit for the same amount that is recorded as restricted cash. The company had requested a reduction in the amount based on lower than expected workers' compensation claims for prior periods. In August 2007, the benefactor of the letter of credit agreed to a reduction from $4.7 million to $3 million. The result of this reduction is an increase of $1.7 million in Metro One’s unrestricted cash balance. "This increase in our available cash balance, together with the proceeds of our recent financing transaction, will permit us to aggressively pursue new and additional sources of revenues and otherwise move forward with our business plan, said Gary E. Henry, president and chief executive officer of Metro One. About Metro One Based in Portland, Oregon, Metro One Telecommunications Inc. (Nasdaq: INFO) -- http://www.metro1.com/-- is a developer and provider of Enhanced Directory Assistance(R) and other information services. The company operates call centers located in the United States. Going Concern Doubt BDO Seidman LLP, in Seattle, expressed substantial doubt about Metro One Telecommunications Inc.'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 pointed to the company's recurring losses from operations and loss of significant customers. METRO ONE: Posts Net Loss of $3.7 Million in Quarter ended June 30 ------------------------------------------------------------------ Metro One Telecommunications inc. incurred a net loss of $3.7 million in the second quarter ended June 30, 2007, a decrease from the $5.6 million net loss reported in the same period last year, mainly due to increased revenues, lower overall costs and expenses, partly offset by lower other income, net. Revenues increased 3.1% to $5.3 million from $5.1 million due primarily to an increase in call volume to 28.9 million from 18.4 million calls. Direct operating costs increased 15.6% to $4.4 million from $3.8 million. This increase was primarily due to higher personnel and data costs associated with servicing greater call volumes. Selling, general and administrative costs decreased 30.0% to $3.7 million from $5.2 million. This decrease resulted primarily from reductions in personnel and associated costs of approximately $700,000 and network, systems and facilities-related costs of approximately $800,000. Other income was $63,000 and $225,000 in the second quarter of 2007 and 2006, respectively, and consisted primarily of interest income earned on cash and cash equivalents. The reduction in interest income was due to a decrease in cash available for investing. As of June 30, 2007, the company had approximately $10.3 million in cash and cash equivalents and restricted cash (including $4.7 million of restricted cash) compared to approximately $16.7 million (including $4.7 million of restricted cash) at Dec. 31, 2006. Cash and cash equivalents and restricted cash are recorded at cost which approximates their fair market value. The company has no outstanding debt. Net cash used in operations was $8.2 million in the first six months of 2007 compared to net cash used in operations of $3.4 million in the first six months of 2006. Private Financing On Aug. 16, 2007, Metro One Telecommunications Inc. announced approval by its shareholders and the completion of the sale of an additional $7.8 million of Series A convertible preferred stock and warrants to purchase Series A convertible preferred stock. This is the second phase of a two-part $10 million financing with two of its largest shareholders, Columbia Ventures Corporation and Everest Special Situations Fund L.P. The Company plans to use the net proceeds for general corporate purposes. The company received $2.2 million in gross proceeds in the initial closing. At June 30, 2007, the company's consolidated balance sheet showed $20.3 million in total assets, $5.2 million in total liabilities, and $15.0 million in total shareholders' 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?231d Going Concern Doubt BDO Seidman LLP, in Seattle, expressed substantial doubt about Metro One Telecommunications Inc.'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 pointed to the company's recurring losses from operations and loss of significant customers. About Metro One Based in Portland, Oregon, Metro One Telecommunications Inc. (Nasdaq: INFO) -- http://www.metro1.com/-- is a developer and provider of Enhanced Directory Assistance(R) and other information services. The company operates call centers located in the United States. METROPCS COMMS: Leap Wireless' Board to Review Acquisition Offer ---------------------------------------------------------------- Leap Wireless International, Inc., disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that it Board of Directors will review the unsolicited proposal received on September 4 from MetroPCS Communications, Inc. to acquire all of Leap. Leap’s Board of Directors will make a determination regarding the proposal following completion of its review. In connection with this matter, Leap is being advised by Goldman, Sachs & Co. and Jeffrey Williams & Co. LLC as financial advisors, and Wachtell, Lipton, Rosen & Katz, and Latham & Watkins, LLP as legal advisors. About Leap Wireless Headquartered in San Diego, Calif., Leap Wireless International, Inc. -- http://www.leapwireless.com/-- (NASDAQ: LEAP) provides innovative, high-value wireless services to a fast-growing, young and ethnically diverse customer base. With the value of unlimited wireless services as the foundation of its business, Leap pioneered both the Cricket(R) and Jump MobileTM services. The company and its joint ventures now operate in 23 states and hold licenses for 35 of the top 50 U.S. markets. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, data and mobile Web services. Jump Mobile is a unique prepaid wireless service designed for the mobile-dependent, urban youth market. About MetroPCS Communications Dallas-based MetroPCS Communications, Inc. (NYSE:PCS) -- http://investor.metropcs.com/-- is a provider of unlimited wireless communications service for a flat rate with no signed contract. MetroPCS owns or has access to licenses covering a population of approximately 140 million people in 14 of the top 25 largest metropolitan areas in the United States, including New York, Philadelphia, Boston, Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, Las Vegas, Los Angeles, San Francisco and Sacramento. Currently, MetroPCS has over 3.5 million subscribers and offers service in the Miami, Orlando, Sarasota, Tampa, Atlanta, Dallas, Detroit, San Francisco, and Sacramento metropolitan areas. METROPCS COMMS: S&P Holds B- Rating on Leap Wireless Merger Deal ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed the 'B-' corporate credit ratings on wireless carriers MetroPCS Communications Inc. and Leap Wireless International Inc. This follows Dallas-based MetroPCS' recently announced offer to merge with San Diego, Calif.-based Leap in a stock-for-stock transaction. "While a merger likely will produce some synergies, the amount and timing of such benefits are uncertain, and there will be integration costs," said Standard & Poor's credit analyst Catherine Cosentino. However, any cost savings or incremental revenue achieved would bolster the positive outlooks S&P has on both companies, since the combined company's ability to achieve net free cash flow would be enhanced and could result in an upgrade sooner than previously expected. Ratings Affirmed MetroPCS Communications Inc. Corporate Credit Rating B-/Positive/-- Leap Wireless International Inc. Corporate Credit Rating B-/Positive/-- MIDWESTERN SANITATION: Case Summary & 20 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Midwestern Sanitation Company, Debtor 2660 Beech Daly Road Inkster, MI 48141 Bankruptcy Case No.: 07-57635 Type of business: The Debtor provides trash removal services. Chapter 11 Petition Date: September 5, 2007 Court: Eastern District of Michigan (Detroit) Judge: Phillip J. Shefferly Debtor's Counsel: Richard F. Fellrath, Esq. 4056 Middlebury Drive Troy, MI 48085 Tel: (248) 519-5064 Fax: (248) 519-5065 Total Assets: $131,664 Total Debts: $1,265,029 Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 5th/3rd Bank Eastern Michigan Bank loan $1,056,622 P.O. Box 630756 value of collateral: Cincinnati, OH 45263-0756 $131,664 I.R.S. Tax debt $42,488 Cincinnati, OH 45999-0039 L.E. Ruthenberg $37,462 2660 Beech Daly Road Inkster, MI 48141 Central States Pension Fund $28,382 Dependable Wholesale, Inc. $21,893 State Of Michigan Tax debt $20,452 The Accident Fund Co. $10,424 Godfrey Hammel & Co. P.C. $10,340 Michigan Unemployment $7,860 Tripple R Industries, L.L.C. $5,446 Kash Pharmacy Customer $4,715 Charges Nextel Communications Bank Bank loan $4,666 City of Detroit $3,328 Capitol Waste, Inc. $3,005 33rd District Court $2,296 City of Taylor, MI $2,253 City of Inkster, Treasurer $972 Teamsters Local 247 $949 16th District Court $400 Michigan Cat $297 MORGAN STANLEY: Moody's Holds Caa2 Rating on Class O Certificates ----------------------------------------------------------------- Moody's Investors Service upgraded the rating of one class and affirmed the ratings of 12 classes of Morgan Stanley Dean Witter Capital I Trust 2000-LIFE2, Commercial Mortgage Pass-Through Certificates, Series 2000-LIFE2 as: - Class A-2, $435,276,030, affirmed at Aaa - Class X, Notional, affirmed at Aaa - Class B, $22,961,000, affirmed at Aaa - Class C, $24,874,000, upgraded to Aa2 from Aa3 - Class D, $6,888,000, affirmed at A1 - Class E, $18,751,000, affirmed at Baa1 - Class F, $7,653,000, affirmed at Baa3 - Class J, $9,184,000, affirmed at Ba2 - Class K, $3,061,000, affirmed at Ba3 - Class L, $4,018,000, affirmed at B1 - Class M, $6,697,000, affirmed at B2 - Class N, $2,870,000, affirmed at B3 - Class O, $957,000, affirmed at Caa2 As of the August 15, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 26.6% to $561.4 million from $765.3 million at securitization. The Certificates are collateralized by 87 loans secured by commercial and multifamily properties. The loans range in size from less than 1.0% to 9.1% of the pool, with the top 10 loans representing 39.7% of the outstanding pool balance. The pool consists of a conduit component, representing 67.6% of the pool, and a shadow rated loan component, representing 23.9% of the pool. Twelve loans, representing less than 8.5% of the pool, have defeased and been replaced with U.S. Government securities. There are no loans in special servicing currently. One loan has been liquidated from the trust resulting in aggregate realized losses of approximately $161,000. Nineteen loans, representing 27.0% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2006 operating results for 100.0% of the pool. Moody's weighted average loan to value ratio for the conduit component is 77.0%, compared to 78.7% at last review and compared to 73.3% at securitization. Moody's is upgrading Class C due to pay downs, increased subordination levels and defeasance. The largest shadow rated loan is the Towers at Portside Loan ($51.0 million -- 9.1%), which is secured by a 527-unit multifamily complex located on the waterfront of Jersey City, New Jersey. As of December 2006 the property was 96.0% occupied, compared to 94.0% at last review and compared to 99.0% at securitization. Performance has improved since last review due to increased rental revenue. Net operating income has increased by 17.0% since 2005. Moody's current shadow rating is Aa2, compared to A1 at last review and at securitization. The second largest shadow rated loan is the Southbridge Woods Apartments Loan ($26.7 million - 4.7%), which is secured by a 648- unit multifamily complex located in South Brunswick, New Jersey. Moody's current shadow rating is Baa1, the same as at last review and compared to Baa3 at securitization. The third largest shadow rated loan is the Tasman Corporate Center Loan ($20.9 million - 3.7%), which is secured by a 141,000 square foot office building located in Santa Clara, California. The property is situated in a corporate park containing 6.0 million square feet of office space. The property is 100.0% occupied by Brio Technology through June 2010. Moody's current shadow rating is Baa2, the same as at last review and at securitization. The fourth largest shadow rated loan is the Affinity Office Building Loan ($18.7 million -- 3.3%), which is secured by a 467,000 square foot office building located in Columbia, South Carolina. Moody's current shadow rating is Baa1, the same as at last review and at securitization. The fifth largest shadow rated loan is the Pinnacle at Squaw Peak Loan ($17.3 million -- 3.1%), which is secured by a 350-unit luxury apartment complex located in Phoenix, Arizona. Moody's current shadow rating is Baa3, the same as at last review and compared to Baa1 at securitization. The top three conduit loans represent 11.1% of the pool. The largest conduit loan is the Twin County Building Loan ($23.2 million -- 4.1%), which is secured by a 657,000 square foot warehouse-distribution center located in Edison, New Jersey. As of February 2007 the property was 84.0% occupied, compared to 95.7% at securitization. The loan is on the master servicer's watchlist due to low debt service coverage. Moody's LTV is 90.2%, compared to 89.8% at last review and compared to 82.4% at securitization. The second largest conduit loan is the 825 Seventh Avenue Loan ($22.0 million - 3.9%), which is secured by a 165,000 square foot office condominium located in midtown Manhattan. Moody's LTV is 77.0%, the same as at last review and compared to 88.9% at securitization. The third largest conduit loan is the Marigold Center Loan ($17.0 million -- 3.0%), which is secured by a 174,000 square foot neighborhood shopping center located in San Luis Obispo, California. Moody's LTV is 76.7%, compared to 77.6% at last review and compared to 82.7% at securitization. MORTGAGE LENDERS: Can Walk Away from 10 Unexpired Leases -------------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware gave Mortgage Lenders Network USA, Inc., authority to reject more than 10 of the 40 unexpired leases and contracts. The Court will hold a hearing on the remaining Unexpired Leases on Sept. 17, 2007. Judge Walsh says that seven of the Unexpired Leases are deemed rejected as of February 28, 2007: Schedule Location -------- -------- Schedule 4 Middletown and Wallingford Schedule 9 Horsham, Alpharetta, Phoenix, Middletown, Rocky Hill, Oakbrook Schedule 10 Horsham, Alpharetta, Phoenix, Rocky Hill, Oakbrook Schedule 13 Alpharetta, Phoenix, Rocky Hill, Oakbrook Schedule 14 Horsham Schedule 15 Horsham, Alpharetta, Middletown, Rocky Hill, Phoenix, Phoenix, Horsham, Alpharetta, Rocky Hill, Middletown Schedule 16 Oakbrook, Schaumburg Judge Walsh also authorizes the rejection of three Unexpired Leases currently held by Republic Bank effective as of July 18, 2007: Schedule Location -------- -------- Schedule 1 Middletown Schedule 7 Horsham,Oakbrook,Alpharetta Schaumberg and Middletown Schedule 8 Horsham, Alpharetta, Schaumberg Phoenix and Middletown Republic Bank's request for allowance and payment of its claims with respect to the three Unexpired Leases is deferred pending agreement of the parties or further order of the Court, Judge Walsh notes. The Court further orders that the Unexpired Leases held by Relational, LLC, are deemed rejected in their entirety provided that parties reserve all rights with respect to their rejection's effective date. The Court also notes that Relationa and the Debtor have agreed that the rejection date for the Relational Leases will be no later than July 18, 2007. Middletown, Conn.-based Mortgage Lenders Network USA Inc. -- http://www.mlnusa.com/-- is a privately held company offering a full range of Alt-A/Non-Conforming and Conforming loan products through its retail and wholesale channels. The company filed for chapter 11 protection on Feb. 5, 2007 (Bankr. D. Del. Case No. 07-10146). Pachulski Stang Ziehl Young Jones & Weintraub LLP represents the Debtor. Blank Rome LLP represents the Official Committee of Unsecured Creditors. In the Debtor's schedules of assets and liabilities filed with the Court, it disclosed total assets of $464,847,213 and total debts of $556,459,464. The Debtor's exclusive period to file a chapter 11 plan expires on Oct. 3, 2007. (Mortgage Lenders Bankruptcy News, Issue No. 16; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/ or 215/945-7000). MPC CORP: Inks Deal to Purchase Gateway's Business for $90 Mil. --------------------------------------------------------------- MPC Corporation has signed a definitive agreement to acquire Gateway Inc.'s Professional business. The transaction is subject to various terms and conditions to closing, including regulatory approval. Based on MPC's current assumptions and estimates, the transaction is valued at about $90 million. The acquisition is expected to close in early 4th Quarter. Under the terms of the definitive agreement, the consideration paid by MPC includes assumption of certain warranty and other obligations, the issuance to Gateway of MPC Common Stock and MPC Series B Preferred Stock, and a promissory note payable to Gateway in an amount subject to adjustments described in the definitive agreement. The assumed warranty and other obligations are estimated at approximately $60 million. The market value of the Common and the Series B Preferred Stock to be issued to Gateway is approximately $20 million as of Sept. 4, 2007, and constitutes an approximate 19.9% equity interest in the company on a fully diluted basis. Based on MPC's current assumptions, the principal amount of the promissory note would be approximately $10 million as of Sept. 4, 2007, but such amount could vary based on several factors including the amount of inventory delivered by Gateway at close. The promissory note would be payable to Gateway within six months after the closing date. As a condition to close, MPC is required to raise an additional $9 million through the exercise of a portion of its outstanding warrants priced at $1.10. The exercise of such warrants and the conversion of certain outstanding convertible debentures would reduce the overhang in MPC's capitalization structure as these debentures and warrants are converted into common stock. The investment bank Maxim Group LLC acted as an advisor to MPC in connection with these conversions. Combining the Businesses Similar to MPC's business, Gateway's Professional business targets customers in education, medium-sized business, and government with customized solutions including PCs, peripherals and services. This acquisition would provide MPC with the customers, products and employees to compete at a larger scale in the PC industry. With this acquisition, MPC expects to gain a balanced portfolio of customer segments, with strong positions in federal government, state/local government, K-12 education, higher education, small business and mid-sized businesses. The combined company would offer a complete line of PCs and related products and services, with particular emphasis in mobile products, all-in-one desktops, servers and storage solutions. MPC would own the entire catalog of products and services from Gateway's Professional business, and would make them available to both MPC and Gateway Pro customers. As part of the terms of the arrangement, MPC will migrate these products from the Gateway brand to the MPC brand within one year. Likewise, Gateway Professional customers would be able to purchase the entire catalog of MPC products and services. Under the terms of the definitive agreement, upon closing MPC would acquire Gateway's leased final assembly facility located in Nashville, Tennesee, including the assembly of the Gateway Professional products that are produced there. In addition, MPC would acquire the portion ofGateway's Consumer Direct business that targets businesses with less than 100 employees. MPC would also assume responsibility for all operations and warranty support associated with Gateway's Professional business. "We believe that the customers of MPC and Gateway's Professional business will benefit greatly from this combination," John P. Yeros, chairman and CEO of MPC Corporation. "The new company will be totally focused on the markets of government, education, and small-and-medium business, and will develop products and services to meet the specific needs of these customers. It will have the scale to enable it to compete better against larger rivals in the PC industry. In addition, our customers will gain access to a wider range of PC products and services and continue to enjoy high-quality, US-based service and support." "I believe that the combination of Gateway Professional and MPC will result in a highly-focused organization that can better compete and thrive in this competitive segment," said Gateway CEO Ed Coleman. "The combination of MPC and Gateway's Pro business makes good sense," Roger Kay, president of Endpoint Technologies Associates Inc., said. "The new company's focus on the professional segment should help solidify its position in the U.S. PC industry." The combined company will be headquartered in Nampa, Idaho with operations in Nampa, Idaho, North Sioux City, South Dakota, Nashville, Tennesee and Denver, Colorado. About Gateway Inc. Headquartered in Irvine, California, Gateway Inc. (NYSE: GTW) -- http://www.gateway.com/-- directly and indirectly sells its desktop and notebook computers and servers and PC-related products and services that are enabled by or connect with PCs to third- party retailers, consumers, businesses, government agencies and educational institutions. Gateway offers its PCs under two brand names: Gateway and eMachines. PC-related products and services consist of all products and services other than the PC, such as standalone monitors, peripherals, software, accessories, extended warranty services, training, Internet access, enterprise system, and networking products and services. The company operates through three segments: Retail, Professional and Direct. About MPC Corporation Headquartered in Nampa, Idaho, 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. Going Concern Doubt As reported in the Troubled Company Reporter on Aug. 21, 2007, 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. MYSTIQUE ENERGY: Incurs $1.4MM Net Loss for Period Ended June 30 ---------------------------------------------------------------- Mystique Energy Inc. reported a net loss of $1,464,104 on revenues of $1,091,362 for the three months ended June 30, 2007. For the three months ended June 30, 2006, the company reported a net loss o $129,976 on revenue of $822,239. At June 30, 2007, the company had $26,474,919 in total assets and $21,171,615 in total liabilities, and shareholders' equity of $4,783,499. The company's balance sheet however showed working capital deficit with $1,878,322 in total current assets and $21,171,615 in total current liabilities. The company has a bank financing facility to a maximum of $10 million collateralized by a charge over all the assets of the company, due on demand. As of June 30, 2007 the company has utilized $9,558,986 of the loan facility. The company does not meet its banks covenant regarding the working capital ratio. As of April 24, 2007 and until Oct 15, 2007, the company is under the Companies Creditors Arrangement Act, R.S.C. 1985, c. C-36, as Amended. The Court has appointed Ernst & Young Inc. to act as officer of the Court to monitor the business and affairs of the company until discharged by the Court. During this period, the company must submit to creditors one or more plans of compromise. About Mystique Energy Headquartered in Alberta, Canada, Mystique Energy Inc. -- http://www.mystiqueenergy.ca/-- (TSXV: MYS) is a junior oil & gas company focused on exploration and development of petroleum and natural gas reserves, with production in western Alberta. NASSAU CDO: Moody's Places Ba1 Rating Under Review -------------------------------------------------- Moody's Investors Service placed these notes issued by Nassau CDO I, Ltd. on review for possible downgrade: Class Description: 18,000 Preference Shares Par Value $0.01 Per Share Prior Rating: Ba1 Current Rating: Ba1, on review for possible downgrade According to Moody's, the rating action is the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of structured finance securities. NATIONAL RETAIL: Preferred Stock Carries S&P's BB+ Rating --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BBB-' rating to the $250 million 6.875% senior unsecured notes due 2017 issued by National Retail Properties Inc. (National Retail, BBB-/Stable/--) National Retail will use proceeds from the note offering to pay down outstanding borrowings on its $300 million unsecured line of credit and to fund property acquisitions for 2007. As of June 30, 2007, $173 million was outstanding on the credit facility. The ratings on Orlando, Fla.-based National Retail reflect a conservative financial profile that offsets the risks created by historical tenant and industry concentrations within a cyclical retail sector. Additional rating considerations include a well- occupied and geographically diverse triple-net-leased real estate portfolio that has historically produced a stable stream of cash flow. The stable outlook reflects our belief that a growing portfolio of relatively stable assets should result in predictable cash flow that comfortably covers the company's debt obligations over the near term. Rating Assigned National Retail Properties Inc. Rating $250 million senior unsecured notes BBB- Other Outstanding Ratings National Retail Properties Inc. Rating Corporate credit BBB-/Stable/-- Senior unsecured BBB- Preferred stock BB+ NELNET INC: Moody's Revises Outlook to Negative from Stable ----------------------------------------------------------- Moody's Investors Service affirmed Nelnet's Baa2 senior unsecured rating, but changed the rating outlook to negative from stable. The change in outlook comes in conjunction with Nelnet's announcement today that the company will take a charge of between $44 million to $52 million after-tax related to a restructuring and pending legislative changes that are expected to impose significant cuts on the firm's FFELP lending business. The charges relate to downsizing the business via staff reductions and facilities rationalization, as well as to impairment of certain intangible assets and increased loss reserves. These initiatives are forecast to result in annual operating expense reductions of $25 million to $35 million pre-tax beginning in 2008. Moody's believes that managing this business restructuring while not impairing the company's FFELP lending franchise is critical. Moody's said that the pending legislative changes will result in reduced yield, increased origination fees, increased risk share (i.e. lower level of government guarantee), and increased oversight for Nelnet. These changes are expected to result in reduced profitability of new loans for Nelnet, as well as contraction of competition as smaller players with more limited financial flexibility exit the business. Moody's expects that the effects of the new legislation will largely be reflected in Nelnet's financial results over time as Nelnet's existing loan portfolio runs off and is replaced by new loans bearing the effects of the legislative changes. During this period, Nelnet is expected to accelerate the transition of its business model from a lending business to a fee- based service business. Business model transitions are naturally risky as the firm seeks to establish strong franchises that produce recurring fee-based earnings streams. The negative outlook incorporates this operating risk, but also recognizes that Nelnet's existing loan portfolio should provide earnings during this timeframe. Moody's will continue to evaluate the effect of these changes on Nelnet's financial profile, in particular the effects on Nelnet's core profitability, returns, and capital levels. Moody's also notes that the market changes may also create new opportunities, particularly for large players with substantial market presence such as Nelnet. These include potential market share gains and portfolio acquisition opportunities, and the ability to gain access to schools previously closed off to Nelnet, via the multiple lender requirement in the proposed legislation. Nelnet's ability to capitalize on these opportunities and enhance its franchise will take time to materialize. Nelnet's existing ratings are: * Issuer Rating Baa2 * Senior Unsecured Baa2 * Subordinate Baa3 * Preferred Shelf (P) Ba1 * Commercial Paper Prime-2 Nelnet (ticker symbol NNI), a leading education financial services company based in Lincoln, Nebraska, reported net student loan assets of $26.2 billion as of June 30, 2007. NEWPARK RESOURCES: Completes $21.3 Million SEM Construction Buyout ------------------------------------------------------------------ Newpark Resources Inc. has completed the acquisition of substantially all of the assets and operations of SEM Construction Company for $21.3 million. The acquisition was funded by borrowings on Newpark's revolving credit facility. The final purchase price is subject to a working capital adjustment. About SEM Construction Headquartered in Grand Junction, Colorado, SEM Construction Company is a full-service well site construction company engaged in construction, reclamation, maintenance, and general rig work for the oil and gas industry at drilling locations throughout Western Colorado. About Newpark Resources Headquartered in Metarie, Louisiana, Newpark Resources Inc. (NYSE:NR) -- http://www.newpark.com/-- provides drilling fluids, temporary worksites and access roads for oilfield and other commercial markets, and environmental waste treatment solutions. * * * Moody's Investor Services assigned B1 on Newpark Resources Inc.'s long term corporate family rating and probability of default rating. The outlook is stable. In November 2006, Standard and Poor's rated B+ its long term foreign and local issuer credit. These ratings hold to this date. PACIFIC LIFE: Fitch Junks Ratings on Class A-3 and B Notes ---------------------------------------------------------- Fitch Ratings downgrades two classes of notes issued by Pacific Life CBO 1998-1 Ltd./Corp. These rating actions are effective immediately: -- $2,273,530 Class A-3 Notes downgraded to 'CC/DR3' from 'B/DR1'; -- $32,000,000 Class B Notes downgraded to 'C/DR6' from 'CC/DR5'. Pacific Life CBO is a collateralized bond obligation managed by the Pacific Life Insurance Company. The Pacific Life CBO notes are currently backed by five high yield bonds. Among the five assets in the portfolio, two of them are in default, of which one of the defaulted assets in the portfolio is Calpine Corporation with a principal notional of $1,263,000 and a current market value in excess of par. The maturity profiles of the performing collateral, with a total principal notional of $2,373,000, are between February 15, 2008 and October 1, 2009, with Amkor Technology, Inc. maturing the earliest in February 15, 2008. Fitch Ratings has reviewed in detail the portfolio performance of Pacific Life CBO. Since the last rating action in May 2005, the class A-1 and class A-2 notes have been fully redeemed and the class A-3 notes have been partially redeemed. Since the last review in May 2005, the class B overcollateralization ratio has continued to decline. As of the latest trustee reported dated August 2, 2007, the class B OC ratio has declined to 28.62%, from 58.85% in April 2005, and relative to a test level of 140.0%. Over the same period, the class A OC ratio has shown some improvement, due to deleveraging, increasing to 110.88% from 97.98% over the same period. After the most recent payment date on Aug. 15, 2007, the class A-3 principal amount was reduced to $2,273,530 from an original issuance amount of $38,000,000. The class A OC test has been failing since April 2001 and the class B OC test has been failing since March 2000. As of the most recent trustee report dated August 2, 2007, defaulted collateral has a total principal balance of $2,763,000, which represented about 52% of the total portfolio principal balance of $5,296,729. Due to the failing class A and class B OC levels, Pacific Life CBO has been in an event of default since February 2002. The downgrades are a result of continued undercollateralization. During cashflow modeling analysis under moderate credit stresses, projected interest proceeds were alone not sufficient to pay class B noteholders their coupon. This would result in principal proceeds being applied to pay the unpaid class B interest. This diversion of principal dollars to pay class B interest erodes the credit enhancement supporting the class A-3 notes. Fitch's recovery analysis is based on the transaction surviving to its legal final maturity of February 2010. Ultimate recovery may differ if the transaction is terminated before such date. Fitch will continue to monitor and review this transaction for future rating adjustments. PAINCARE HOLDINGS: Completes $14.4 Mil. Sale of PSHS and Gables --------------------------------------------------------------- PainCare Holdings Inc. has closed on the sales of both PSHS Alpha Partners Ltd., which owns and operates an ambulatory surgery center located in Lake Worth, Florida, and The Gables Surgical Center, located in Coral Gables, Florida. The completed sales have provided for the release of approximately $14.4 million in cash to PainCare that was being held in escrow. On July 16, 2007, PainCare has entered a Definitive Agreement to sell the Lake Worth ASC to Surgery Partners Holdings LLC for total consideration of $10 million in cash and an earn-out of up to $2.3 million in accordance with a predetermined cash collection schedule for the ASC. On Aug. 6, 2007, the company has entered a Definitive Agreement with Surgery Partners LLC providing for Surgery Partners to purchase PainCare's controlling interest in PSHS Beta Partners, Ltd., dba The Gables Surgical Center, for total consideration of $4.4 million. "The completion of these sales brings to conclusion a critical element of PainCare's overall financial and operational restructuring plan," Randy Lubinsky, chief executive officer of PainCare, stated. "Consequently, the collective financial impact of divesting our ASC operations in both South Florida and Maryland has yielded enough cash to significantly reduce our prevailing debt obligations, and in the process, materially strengthen our financial base. We are very pleased that this arduous, but necessary, ASC divestiture process is now behind us." About PainCare Holdings Headquartered in Orlando, Florida, PainCare Holdings Inc. (AMEX: PRZ) -- http://www.paincareholdings.com/-- provides pain- focused medical and surgical solutions and services. It has proprietary network of acquired or managed physician practices and ambulatory surgery centers, and is in partnership with independent physician practices and medical institutions throughout the U.S. and Canada. Through its wholly owned subsidiary, Caperian Inc., PainCare offers medical real estate and development services. Through Integrated Pain Solutions, the company pioneered ManagedServices Organization that offers a multi-disciplinary healthcarenetwork focused on pain management. * * * PainCare Holdings Inc. disclosed on March 21, 2007, that it received a notice of default from HBK Investments LP with respect to that certain Loan and Security Agreement dated May 11, 2005, as amended, entered into by the company, the company's subsidiaries, the Agent, HBK Master Fund L.P., and Del Mar Master Fund Ltd. On March 15, 2007, the company received a notice of breach and default from The Center for Pain Management LLC with respect to that certain Asset Acquisition Agreement dated Dec. 1, 2004, entered into by the company, PainCare Acquisition Company XV Inc., CPM, and the owners or members of CPM. PEOPLE'S CHOICE: Fitch Junks Rating on Class M-8 Certificates ------------------------------------------------------------- Fitch Ratings has taken these rating actions on People's Choice Home Loan Securities Trust: Series 2004-1 -- Class M-1 affirmed at 'AA'; -- Class M-2 affirmed at 'AA-'; -- Class M-3 affirmed at 'A+' and removed from Rating Watch Negative; -- Class M-4 affirmed at 'A' and removed from Rating Watch Negative; -- Class M-5 affirmed at BBB-'; -- Class M-6 affirmed at 'BB+'; -- Class M-7 downgraded to 'B' from 'BB'; -- Class M-8 downgraded to 'C' from 'BB-' and assigned a Distressed Recovery rating of 'DR5'. The affirmations, affecting approximately $51.8 million of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The downgrades, affecting approximately $9.7 million of the outstanding certificates, reflect deterioration in the relationship between credit enhancement and expected losses. Series 2004-1, classes M-7 and M-8 are downgraded because losses have exceeded excess spread for the last 12 months and, as a result, completely eroded the overcollateralization. However, the rated classes benefit from two non-rated classes, B-1 and B-2, which provide an additional 4.45% (of the current balance) in enhancement. The cumulative loss as a percentage of the original collateral balance is 2.06% and the 60+ delinquency (including bankruptcy, foreclosure, and REO) as a percentage of the current collateral balance is 22.42%. The mortgage loans consist of conventional 30-year, fixed-rate and adjustable-rate mortgage loans extended to subprime borrowers and secured by first and second liens one- to four-family residential properties. The loans were originated by People's Choice Home Loan Securities Corporation and are serviced by HomEq Servicing Corp., which is rated 'RPS1' by Fitch. As of the July 2007 remittance date, the pool factor (current principal balance as a percentage of original) is 13% and the transaction is seasoned 40 months. PLANGRAPHICS INC: Dec. 31 Balance Sheet Upside-Down by $2.3 Mil. ---------------------------------------------------------------- PlanGraphics Inc. filed on Sept. 6, 2007, financial results for the first quarter ended Dec. 31, 2006. At Dec. 31, 2006, the company's consolidated balance sheet showed $1.9 million in total assets and $4.2 million in total liabilities, resulting in a $2.3 million total stockholders' deficit. The company's consolidated balance sheet at Dec. 31, 2006, also showed strained liquidity with $1.5 million in total current assets available to pay $4.2 million in total current liabilities. The company reported net income of $103,880 in the three months ended Dec. 31, 2006, a reversal of the $338,891 net loss reported in the same period ended Dec. 31, 2005, mainly due to increased revenues and lower overall costs and expenses. Revenues increased 32% from $1.1 million for the quarter ended Dec. 31, 2005 to $1.4 million for the quarter ended Dec. 31, 2006. This increase was caused primarily by the increase in revenues associated with the New York City Department of Environmental Engineering (NYDEP) project. Total costs and expenses for the quarter ended Dec. 31, 2006, amounted to $1.3 million, a decrease from the $1.4 million reported for the quarter ended Dec. 31, 2005. This 6% decrease is primarily due to more efficient utilization of resources and reduced management costs associated with revenue generation. Full-text copies of the company's consolidated financial statements for the quarter ended Dec. 31, 2006, are available for free at http://researcharchives.com/t/s?2323 Going Concern Doubt Sherb & Co. LLP, in Boca Raton, Fla., expressed substantial doubt about PlanGraphics Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Sept. 30, 2006, and 2005. The auditing firm pointed to the company's recurring losses, negative working capital position and stockholders' deficit. About PlanGraphics Inc. Headquartered in Frankfort, Kentucky, PlanGraphics Inc. (Other OTC: PGRA.PK) -- http://www.plangraphics.com/-- is a full life-cycle systems integration and implementation firm providing a broad range of services in the design and implementation of information technology in the public and commercial sectors. PLAYTEX PRODUCTS: Earns $15.6 Million in Quarter Ended June 30 -------------------------------------------------------------- Playtex Products Inc. reported net income of $15.6 million in the three months ended June 30, 2007, up approximately 50% from the comparable prior period when net income was $10.3 million. Excluding charges and gains, second quarter 2007 net income was $16.6 million, versus $11.0 million in the second quarter of 2006. Net sales were up 31% in the second quarter of 2007 to $235.7 million, versus $180.3 million in the comparable prior year quarter. Excluding the impact of the Hawaiian Tropic acquisition, which closed on April 18, 2007, net sales grew 13% in the quarter versus the prior year. In the first half of 2007, net sales were up 17% to $416.5 million, versus $356.3 million in the first half of 2006. Net sales growth, excluding the impact of the Hawaiian Tropic acquisition, was 8% in the first half of 2007 versus the comparable prior year period. In the first half of 2007, net income as reported was $28.5 million, versus the comparable prior year period when net income was $19.7 million. Excluding charges and gains, the first half of 2007 net income was $29.4 million, versus $23.1 million in the first half of 2006. Neil P. DeFeo, chairman, president and chief executive officer of Playtex, stated, "We are pleased with the second quarter and year- to-date results. The second quarter was the 14th consecutive quarter of year-over-year net sales growth. Moreover, we are on target to meet the guidance we gave for the full year. Our new products have performed well this year, enabling us to grow our business." Gross profit margins as reported were 52.4% for the second quarter of 2007 versus 54.0% in the second quarter of 2006. Excluding the impact of the Hawaiian Tropic inventory step-up resulting from purchase accounting, gross profit margins were 53.0% for the second quarter of 2007 - down approximately 100 basis points from the comparable prior year period. This margin decline, as anticipated, was due to the impact of the lower margin Hawaiian Tropic sales, including the private label business. Total company operating income was $39.5 million in the second quarter of 2007, up 24% versus the comparable prior year period. Total operating income, excluding charges and gains, was $40.9 million in the second quarter of 2007, up 28% versus the comparable prior year period. In the first half of 2007, total company operating income was $72.8 million, up 9% versus the comparable prior year period. Total operating income, excluding charges and gains, was $74.3 million in the first half of 2007, up 12% versus the comparable prior year period. Interest expense declined by $1.0 million in the first half of 2007, but increased by $400,000 million in the second quarter of 2007, versus the comparable prior year periods, as a result of financing costs associated with the Hawaiian Tropic acquisition in the second quarter of 2007. At June 30, 2007, the company's consolidated balance sheet showed $1.11 billion in total assets, $932.3 million in total liabilities, and $177.7 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?2317 About Playtex Products Headquartered in Westport, Connecticut, Playtex Products Inc. (NYSE: PYX) -- http://www.playtexproducts.com/-- is a manufacturer and distributor of a diversified portfolio of Skin Care, Feminine Care, and Infant Care products, including Banana Boat, Hawaiian Tropic, Wet Ones, Playtex gloves, Playtex tampons, Playtex infant feeding products, and Diaper Genie. * * * As reported in the Troubled Company Reporter on July 17, 2007. Moody's Investors Service placed all ratings of Playtex Products Inc.'s under review for possible upgrade, including the company's 'B2' corporate family rating. The review was prompted by the company's announcement that it signed a definitive agreement by which Energizer Holdings Inc. will acquire PYX in an all-cash transaction valued at about $1.9 billion, including the assumption of debt, about $700 million. The transaction remains subject to governmental and regulatory approvals as well as approval of the shareholders of PYX, and is expected to close in the fall of 2007. LGD assessments are also subject to change. PUERTO RICO CONSERVATION: Moody's Holds Secured Notes' B2 Rating ---------------------------------------------------------------- Moody's Investors Service confirmed the B2 senior debt rating of the Puerto Rico Conservation Trust Fund's secured notes. The rating had been on review for possible downgrade since Jan. 5, 2007. Following the rating confirmation, the rating outlook is stable. The rating confirmation affects $200 million of outstanding Puerto Rico Conservation Trust Fund secured notes. This action reflects a recent similar action taken by Moody's on the underlying obligor, Doral Financial Corporation. The Trust Fund's notes were issued to purchase medium term notes issued by Doral, as a form of Puerto Rico tax-exempt financing for Doral. Payments by Doral on its notes are the sole source of repayment for the Trust Fund's notes. QUANTA SERVICES: Completes Merger Acquisition of InfraSource ------------------------------------------------------------ Quanta Services, Inc. completed its acquisition of InfraSource Services, Inc. Pursuant to the terms and conditions of the Agreement and Plan of Merger, among Quanta, InfraSource, and Quanta MS Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Quanta, dated March 18, 2007, Merger Sub was merged with and into InfraSource, with InfraSource surviving the merger and becoming a wholly owned subsidiary of Quanta. Pursuant to the merger agreement, Quanta issued to InfraSource's stockholders 1.223 shares of its common stock for each share of InfraSource common stock, or a total of about 50.2 million shares of Quanta common stock. As of Aug. 30, 2007, Quanta's stockholders and InfraSource's stockholders hold aboiut 75% and 25%, respectively, of the combined company's common stock outstanding on a fully diluted basis. In connection with the acquisition of InfraSource and the assignment and assumption agreement, Quanta assumed all rights and obligations of the 2003 Plan and the 2004 Plan. The 2003 Plan was previously terminated by InfraSource and accordingly no further awards have been made since termination under the 2003 Plan. Quanta terminated the 2004 Plan effective as of August 30, 2007 and no further awards will be made pursuant to the 2004 Plan. Appointment of Directors In connection with the Merger, the Board of Directors of Quanta has appointed three former directors of InfraSource, David R. Helwig, J. Michal Conaway and Frederick W. Buckman, as members of the Board, effective Aug. 30, 2007. Messrs. Conaway and Buckman are "independent" directors within the meaning of the NYSE’s corporate governance listing standards. Each director will serve until the date of Quanta's 2008 annual meeting of stockholders or until his earlier resignation or removal. As a result of the appointment, the total number of directors on the Board has increased to fourteen directors, of whom nine are classified as "independent." Upon joining the Board, Messrs. Helwig, Conaway and Buckman are not expected to serve on any of the independent committees of the Board. Frederick W. Buckman, age 61, has been a member of the Board since Aug. 30, 2007. He has served as President of Frederick Buckman, Inc., a consulting firm, since 1998. He served as Chairman and Chief Executive Officer of Trans-Elect, Inc., an independent electric transmission company, from 1999 until April 2005. Mr. Buckman serves as a director of StanCorp Financial Group, Inc., MMC Energy, Inc. and Terra Systems, Inc., and previously served as a director of InfraSource. Mr. Buckman holds a doctorate in Nuclear Engineering degree. J. Michal Conaway, age 58, has been a member of the Board since Aug. 30, 2007. He has served as the Chief Executive Officer of Peregrine Group, LLC, an executive consulting firm, since 2002. Prior to 2000, Mr. Conaway held various management and executive positions, including serving as Chief Financial Officer of Fluor Corporation, an engineering, procurement, construction and maintenance services provider. He previously served as a director of InfraSource. Mr. Conaway holds an M.B.A. degree and is a Certified Public Accountant. David R. Helwig, age 56, has been a member of the Board since Aug. 30, 2007. He has served as President of Helwig Consulting Services, LLC, a general business consulting firm, since August 2007. He served as Chairman of the Board, Chief Executive Officer, Chief Operating Officer and President of InfraSource, from September 2003 until August 2007, as President and as Chief Operating Officer of InfraSource Incorporated, a transmission and distribution infrastructure services provider and predecessor to InfraSource, from April 2002 until September 2003, and as Executive Vice President of Commonwealth Edison, an electric utility, from October 2000 until April 2002. Mr. Helwig holds a Master of Science in Mechanical Engineering degree. The appointed directors will be compensated for their services on the Board in the same manner as the other Board members. If the director voluntarily resigns or is asked to resign, or is removed for cause prior to vesting, all unvested shares of restricted stock will be forfeited. Mr. Helwig Voluntarily Resigns However, Mr. Helwig terminated his employment with InfraSource on Aug. 30, 2007, effective upon consummation of the Merger. Pursuant to his Amended and Restated Management Agreement with InfraSource, he will receive severance payments and accelerated vesting of his existing equity awards free of forfeiture restrictions. Mr. Helwig's severance will be paid in a lump sum equal to an amount in the aggregate of two times the sum of Mr. Helwig's base salary and target bonus for 2007. Mr. Helwig will receive a prorated bonus for the portion of his employment in 2007. Mr. Helwig will also continue to receive health insurance benefits for not more than 24-four months following the termination. Mr. Helwig will receive about $8,111,161 as compensation under his Management Agreement, consisting of severance, prorated bonus, the value attributable to health insurance benefits and the value attributable to the acceleration of unvested equity awards. About InfraSource Services Headquartered in Media, Pennsylvania, InfraSource Services Inc. (NYSE:IFS) - http://www.infrasourceinc.com/-- is a specialty contractor servicing electric, natural gas and telecommunications infrastructure in the United States. InfraSource designs, builds, and maintains transmission and distribution networks for utilities, power producers, and industrial customers. Quanta Services Headquartered in Houston, Texas, Quanta Services, Inc. (NYSE:PWR) -- http://www.quantaservices.com/-- provides specialized contracting services, delivering end-to-end network solutions for electric power, gas, telecommunications and cable television industries. The company's comprehensive services include designing, installing, repairing and maintaining network infrastructure nationwide. * * * As reported in the Troubled Company Reporter on Sept. 7, 2007, Standard & Poor's Ratings Services raised its corporate credit rating on Houston, Texas-based Quanta Services Inc. by one notch to 'BB' from 'BB-' following the completion of the company's all- stock acquisition of competitor Infrasource Inc. S&P also raised the ratings on Quanta's 3.75% convertible subordinated notes and 4.5% convertible subordinated debentures by one notch, to 'B+'. All ratings were removed from CreditWatch, where they were originally placed with positive implications on March 19, 2007. The outlook is stable. QUANTA SERVICES: Inks Amendment to Credit Agreement --------------------------------------------------- Quanta Services, Inc. entered into a First Amendment to an Amended and Restated Credit Agreement dated June 12, 2006, among Quanta Services, Inc. as borrower, its subsidiaries as guarantors, Bank of America, N.A. as Administrative Agent, Swing Line Lender and L/C Issuer, and the Lenders. The first amendment to the credit agreement has an effective date of Aug. 30, 2007. The first amendment to the credit agreement was in connection with the consummation of the Merger with InfraSource Services, Inc., amending, among other terms, the timing of: (a) the requirement of Quanta and its subsidiaries to pledge certain regulated assets acquired in the Merger; and (b) the requirement of Quanta's regulated subsidiaries acquired in the Merger to become guarantors under the credit agreement. Additionally, the first amendment to the credit agreement provided an exception to the pledge of certain licenses, added certain security interests as permitted liens, added certain surety bonds acquired in the Merger as permitted indebtedness and added the sale of certain assets as a permitted disposition. Quanta and its subsidiaries entered into the first amendment to the amended and restated pledge agreement in connection with the first amendment to the credit agreement. Following the consummation of the Merger, Quanta will pledge the stock and assets of InfraSource and its subsidiaries pursuant to the terms of the credit agreement as amended by the first amendment to the credit agreement. Quanta Assumes InfraSource's Stock Plan In connection with the acquisition of InfraSource, Quanta entered into an assignment and assumption agreement with InfraSource dated Aug. 30, 2007. Pursuant to the assignment and assumption agreement, Quanta assumed all rights and obligations under InfraSource's 2003 Omnibus Stock Incentive Plan and InfraSource's 2004 Omnibus Stock Incentive Plan, in each case as amended. Effective Aug. 30, 2007, each of the 2003 Plan and the 2004 Plan was renamed the Quanta Services, Inc. 2003 Omnibus Stock Incentive Plan and the Quanta Services, Inc. 2004 Omnibus Stock Incentive Plan, respectively. About InfraSource Services Headquartered in Media, Pennsylvania, InfraSource Services, Inc. (NYSE: IFS) - http://www.infrasourceinc.com/-- is a specialty contractor servicing electric, natural gas and telecommunications infrastructure in the United States. InfraSource designs, builds, and maintains transmission and distribution networks for utilities, power producers, and industrial customers. About Quanta Services Headquartered in Houston, Texas, Quanta Services, Inc. (NYSE: PWR) -- http://www.quantaservices.com/-- provides specialized contracting services, delivering end-to-end network solutions for electric power, gas, telecommunications and cable television industries. The company's comprehensive services include designing, installing, repairing and maintaining network infrastructure nationwide. * * * As reported in the Troubled Company Reporter on Sept. 7, 2007, Standard & Poor's Ratings Services raised its corporate credit rating on Houston, Texas-based Quanta Services Inc. by one notch to 'BB' from 'BB-' following the completion of the company's all- stock acquisition of competitor Infrasource Inc. S&P also raised the ratings on Quanta's 3.75% convertible subordinated notes and 4.5% convertible subordinated debentures by one notch, to 'B+'. All ratings were removed from CreditWatch, where they were originally placed with positive implications on March 19, 2007. The outlook is stable. QPC LASERS: June 30 Balance Sheet Upside-Down by $4.5 Million ------------------------------------------------------------- QPC Lasers Inc. reported total assets of $17.6 million and total liabilities of $22.1 million at June 30, 2007, resulting in a $4.5 million total stockholders' deficit. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $13.8 million in total current assets available to pay $15.0 million in total current liabilities. The company reported a net loss of $1.2 million in the second quarter ended June 30, 2007, a decrease from the $4.4 million net loss reported in the same period last year, mainly due to increased revenues, a decrease in operating expenses and an increase in other income less other expenses. Revenues rose 216% to $1.8 million from $577,346. This increase is attributable to an increase in both commercial sales and government contracts. Research and development costs fell to $1.06 million from $1.13 million, mainly attributable to the shift of some of the company's resources from development resources to manufacturing as a result of increased orders for its products. General and administrative expenses decreased to $1.4 million as compared to $2.5 million, mainly due to $1.5 million of non-cash investor relations expense for the issuance of common stock that occurred in the quarter ended June 30, 2006. Other income and expense reflects the significant impact on the company's statement of operations of the transactions undertaken in connection with the sale of the secured debentures in April and May 2007. In those transactions, the company sold secured debentures and warrants. The conversion feature and detached warrants have been bifurcated and are treated as embedded derivatives. As of the date of issuance, the value of such embedded derivative liabilities aggregated approximated $33.1 million. However, because the price of the company's common stock was lower on June 30, 2007, than it was on the dates that the secured debentures and warrants were issued, the fair value of the embedded derivative liability declined by approximately $20.1 million which is treated as other income. Other income also includes $46,233 of interest income during the three months ended June 30, 2007, compared to interest income of $6,463 during the three months ended June 30, 2006. Other income is offset by interest expense of $2.0 million and $550,382 for the three months ended June 30, 2007, and June 30, 2006, respectively. Interest expense includes non-cash interest for the amortization of loan discount which was $1.5 million for the second quarter of 2007 compared to $240,221 for the second quarter of 2006. This increase in loan discount amortization is due to the amortization of loan discount for the secured debentures which totalled $1.3 million for the three months ended June 30, 2007. Other income is also offset by the placement costs associated with the sale of the secured debentures and warrants. Placement costs of $17.7 million are included in other expense for the three months ended June 30, 2007, which includes $2.2 million for the value of warrants and shares of common stock issued to placement agents, and $14.3 million for the value of the conversion feature and warrants issued to investors in the secured debentures, and approximately $1.2 million fees paid to placement agents, finders and advisors. Going Concern Doubt Weinberg and Company P.A., in Los Angeles, expressed substantial doubt about QPC Lasers' 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 incurred a net loss of $18.7 million and used $8.2 million of cash in operations for the year ended Dec. 31, 2006, and had a stockholders' deficiency of $1.2 million as of Dec. 31, 2006. During the six months ended June 30, 2007, the company had a net loss of $3.6 million and utilized cash of $4.8 million in operating activities. At June 30, 2007 the company had a stockholders' deficiency of $4.5 million. About QPC Lasers Headquartered in Sylmar, Calif., QPC Lasers Inc. (OTC BB: QPC.OB) -- http://www.QPClasers.com/-- is engaged in the development and commercialization of high-brightness, high-power semiconductor lasers for the defense, homeland security, industrial, and medical markets. Founded in the year 2000, QPC is vertically integrated from epitaxy through packaging and performs all critical fabrication processes at its state-of-the-art high-technology facility in the Los Angeles suburb of Sylmar, California. RENAISSANCE: Fitch Downgrades Ratings on $35 Million Certificates ----------------------------------------------------------------- Fitch Ratings has taken these rating actions on three Renaissance mortgage pass-through certificates. Affirmations total $2.6 billion and downgrades total $35 million. Break Loss percentages (BL) and Loss Coverage Ratios (LCR) for each class are included with the rating actions: Renaissance HELT 2005-4 -- $1.24 billion class A affirmed at 'AAA' (BL: 35.47, LCR: 4.41); -- $28.8 million class M-1 affirmed at 'AA+' (BL: 30.97, LCR: 3.85); -- $25.8 million class M-2 affirmed at 'AA+' (BL: 26.29, LCR: 3.27); -- $17 million class M-3 affirmed at 'AA' (BL: 23.20, LCR: 2.88); -- $13.5 million class M-4 affirmed at 'AA-' (BL: 20.74, LCR: 2.58); -- $13.5 million class M-5 affirmed at 'A+' (BL: 18.29, LCR: 2.27); -- $11.8 million class M-6 affirmed at 'A' (BL: 16.17, LCR: 2.01); -- $10.9 million class M-7 affirmed at 'BBB+' (BL: 14.27, LCR: 1.77); -- $8.3 million class M-8 affirmed at 'BBB' (BL: 12.01, LCR: 1.49); -- $8.7 million class M-9 affirmed at 'BBB' (BL: 10.53, LCR: 1.31); -- $8.7 million class M-10 affirmed at 'BBB-' (BL: 9.46, LCR: 1.18). Deal Summary -- Originators: 100% Delta Funding Corp.; -- 60+ day Delinquency: 14.10%; -- Realized Losses to date (% of Original Balance): 0.12%; -- Expected Remaining Losses (% of Current Balance): 8.04%; -- Cumulative Expected Losses (% of Original Balance): 5.28%. Renaissance HELT 2006-1 -- $433.6 million class A affirmed at 'AAA' (BL: 33.23, LCR: 3.94); -- $30.1 million class M-1 affirmed at 'AA+' (BL: 27.78, LCR: 3.29); -- $24.9 million class M-2 affirmed at 'AA' (BL: 23.68, LCR: 2.81); -- $15.3 million class M-3 affirmed at 'AA-' (BL: 21.16, LCR: 2.51); -- $13.9 million class M-4 affirmed at 'A+' (BL: 18.86, LCR: 2.23); -- $12.2 million class M-5 affirmed at 'A' (BL: 16.86, LCR: 2.0); -- $10.9 million class M-6 affirmed at 'A-' (BL: 15.04, LCR: 1.78); -- $10 million class M-7 affirmed at 'BBB+' (BL: 13.35, LCR: 1.58); -- $6.1 million class M-8 affirmed at 'BBB' (BL: 12.31, LCR: 1.46); -- $8.7 million class M-9 affirmed at 'BBB-' (BL: 9.71, LCR: 1.15); -- $5.2 million class M-10 affirmed at 'BBB-' (BL: 9.25, LCR: 1.10). Deal Summary -- Originators: 100% Delta Funding Corp.; -- 60+ day Delinquency: 13.51%; -- Realized Losses to date (% of Original Balance): 0.12%; -- Expected Remaining Losses (% of Current Balance): 8.44%; -- Cumulative Expected Losses (% of Original Balance): 5.89%. Renaissance HELT 2006-3 -- $555.5 million class A affirmed at 'AAA' (BL: 28.84, LCR: 2.89); -- $25.9 million class M-1 affirmed at 'AA+' (BL: 24.68, LCR: 2.47); -- $24.3 million class M-2 affirmed at 'AA' (BL: 21.10, LCR: 2.11); -- $14.4 million class M-3 affirmed at 'AA-' (BL: 18.94, LCR: 1.9); -- $14 million class M-4 affirmed at 'A+' (BL: 16.81, LCR: 1.68); -- $11.9 million class M-5 affirmed at 'A' (BL: 14.97, LCR: 1.5); -- $10.3 million class M-6 downgraded to 'BBB+' from 'A-' (BL: 13.33, LCR: 1.34); -- $9 million class M-7 downgraded to 'BBB-' from 'BBB+' (BL: 11.86, LCR: 1.19); -- $8.2 million class M-8 downgraded to 'BB+' from 'BBB' (BL: 10.58, LCR: 1.06); -- $7.4 million class M-9 downgraded to 'BB' from 'BBB-' (BL: 9.64, LCR: 0.97). Deal Summary -- Originators: 100% Delta Funding Corp.; -- 60+ day Delinquency: 11.28%; -- Realized Losses to date (% of Original Balance): 0.01%; -- Expected Remaining Losses (% of Current Balance): 9.98%; -- Cumulative Expected Losses (% of Original Balance): 8.56%. Series 2006-1 and 2006-3 were placed on 'Under Analysis' on Aug. 21, 2007. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. ROBERTO AMAYA: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtors: Roberto V. Amaya Elizabeth G. Amaya 2615 Monticello Court San Antonio, TX 78223 Bankruptcy Case No.: 07-52331 Chapter 11 Petition Date: September 5, 2007 Court: Western District of Texas (San Antonio) Judge: Ronald B. King Debtors' Counsel: R. Glen Ayers, Jr., Esq. Langley and Banack, Inc. Trinity Plaza II 745 East Mulberry, 9th Floor San Antonio, TX 78212 Tel: (210) 736-6600 Fax: (210) 735-6889 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million Debtors' List of its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Leroy & Maria McDaniel Business Debt $250,000 c/o John A. Sixta, Jr. 555 North Caranchaua Street Suite 850 Corpus Christi, TX 78478 American Express Credit Card Purchases $8,489 P.O. Box 297871 Fort Lauderdale, FL 33329 Internal Revenue Service 1040 Taxes $8,427 300 East 8th Street P.O. Box 250, STOP 5022 AUS. Austin, TX 78701 Conseco Financial Credit Card Purchases $5,053 Cavalry Investments Credit Card Purchases $5,053 Cavalry Portfolio Credit Card $5,052 Services, LLC Emerge Credit Card Purchases $5,045 CitiFinancial Credit Card Purchases $4,248 Security Service FCU Loan $2,407 AAC Credit Card Purchases $2,169 Arrow Financial Credit Card Purchases $1,888 Capital One Bank - Glen Allen Credit Card Purchases $1,575 Capital One Bank - Richmond Credit Card Purchases $1,260 LVNV Funding Collection - Best Buy $1,085 GEMB/Dillard Credit Card Purchases $938 Conn's Appliance Credit Card Purchases $650 Washington Mutual Credit Card Purchases $570 Verizon Wireless Goods and Services $308 American Express Credit Card Purchases $299 Debra Lopez Security Deposit $200 ROO GROUP: Posts $7.4 Million Net Loss in Quarter Ended June 30 --------------------------------------------------------------- ROO incurred a net loss of approximately $7.4 million in the second quarter of 2007, including $1.2 million of non-cash related items. This compares to a net loss of $3.2 million for three months ended June 30, 2006, including $700,000 of non-cash related items. The company reported consolidated revenues of $3.6 million for the quarter, an increase of 78% compared to consolidated revenues of $2.0 million for the second quarter ended June 30, 2006. As of June 30, 2007, the company had a cash and cash equivalents balance of approximately $23.8 million. "During the second quarter, we continued to build on our core features in our ROO VX platform, enabling greater automation, which facilitated a large number of video player deployments," said Robert Petty, chairman and chief executive officer. "The number of ROO video players deployed grew from approximately 400 at the beginning of the quarter to 880, with another 350 in the pipeline. In addition, just after the close of the quarter, we completed our acquisition of certain Wurld Media assets, which enable us to offer a hybrid streaming P2P platform that will provide enterprise businesses with a stronger, more robust solution for the delivery of online video and targeted advertising solutions." During the second quarter, revenues in the Online Digital Media segment were $2.2 million, an increase of 146% compared to revenues of $900,000 for the second quarter ended June 30, 2006. Revenues in the Advertising Agency segment were $1.3 million for the second quarter, an increase of 22% compared to revenues of $1.1 million for the second quarter of 2006. Mr. Petty continued, "At the Advertising Agency segment, our performance was stronger than expected due to increased customer activity." On July 19, 2007, ROO announced the completion of its acquisition of strategic P2P assets of Wurld Media, a leading peer-to-peer (P2P) distribution company, for total consideration of $4.3 million. The addition of P2P technology enables ROO to deliver cost effective, high quality video and digital media to the computer as well as respond to market trends and emerging devices, such as IPTV. At June 30, 2007, the company's consolidated balance sheet showed $34.1 million in total assets, $5.6 million in total liabilities, and $28.5 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?231e Going Concern Doubt As reported in the Troubled Company Reporter on April 18, 2007, Moore Stephens PC expressed substantial doubt about ROO Group Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses and negative cash flows from operations. About ROO Group Headquartered in New York, ROO Group Inc. (OTC BB: RGRP) -- http://www.roo.com/-- is a global provider of digital media solutions and advercasting technology that enables the activation, marketing and distribution of digital media video content over the Internet and emerging broadcasting platforms such as set top boxes and mobile communication devices. ROO was founded in 2001 and went public in 2003. ROO has over 100 employees with worldwide operations in New York, Los Angeles, London and Australia. SALOMON BROTHERS: Fitch Cuts Ratings on Class M-2 & M-3 Certs. -------------------------------------------------------------- Fitch Ratings has taken these rating actions on the Salomon Brothers Mortgage Securities VII, Inc. mortgage pass-through certificates: Series 2002-WMC2 -- Class M-1 affirmed at 'AA'; -- Class M-2 downgraded to 'B' from 'BBB-'; -- Class M-3 downgraded to 'B' from 'BB'. The affirmations, affecting approximately $18 million of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The downgrades, affecting approximately $2 million of the outstanding certificates, reflect deterioration in the relationship between credit enhancement and expected losses. Series 2002-WMC2, classes M-2 and M-3 are downgraded because losses have exceeded excess spread for the 10 of the last 12 months and, as a result, eroded the overcollateralization below target. As of the August 2007 remittance date, the OC is $1.1 million below the target of $2.4 million. The OC as a percent of the current balance is 6.30% ($1.3 million). The cumulative loss as a percentage of the original collateral balance is 2.35% and the 60+ delinquency (including bankruptcy, foreclosure, and real estate-owned) as a percentage of the current collateral balance is 35.4%. Losses are expected to continue to exceed excess spread. The collateral of the above transaction consists of fixed-rate and adjustable-rate first lien and second lien mortgage loans extended to subprime borrowers. The loans were originated by WMC Mortgage Corporation and are serviced by Litton Loan Servicing, LP (rated 'RPS1' by Fitch). As of the August 2007 distribution date, series 2002-WMC2 has a pool factor (loan principal outstanding as a percentage of the loan principal at closing) of 4% and is seasoned 59 months. SALOMON BROTHERS: Fitch Holds BB- Rating on Class L Certificates ---------------------------------------------------------------- Fitch has affirmed these Salomon Brothers Mortgage Securities VII, Inc.'s commercial mortgage pass-through certificates, series 2000- NL1: -- Interest-only class X at 'AAA'; -- $2.7 million class J at 'AAA'; -- $8.4 million class K at 'AA'; -- $3.3 million class L at 'BB-'. Fitch does not rate the $3.0 million class M certificates. Classes A-1, A-2, B, C, D, E, F, G and H have been paid in full. Although credit enhancement levels have increased since Fitch's last rating action, affirmations are warranted due to increasing loan concentration. As of the August 2007 distribution date, the pool's aggregate certificate balance has decreased 94.8% to $17.3 million from $334.2 million at issuance. Currently there are nine loans remaining in the pool, including two defeased loans (37.9%), compared to a total of seventy at issuance. There are no delinquent or specially serviced loans. None of the loans have lockout provisions, and, as such, the deal is expected to continue to pay down. Currently, 91.7% matures in 2008. SANMINA-SCI CORP: Obtains Lenders' Consent on Inter-Company Loans ----------------------------------------------------------------- Sanmina-SCI Corporation obtained a consent from lenders under its Amended and Restated Credit and Guaranty Agreement, dated Dec. 16, 2005. The amended credit agreement is with respect to certain transactions the company and its subsidiaries propose to undertake in connection with the rationalization of inter-company loans. Under the consent, the lenders party to the agreement gave their consent to the company and its subsidiaries assigning inter- company loans and making equity investments within the corporate group up to specified thresholds. About Sanmina-SCI Headquartered in San Jose, California, Sanmina-SCI Corporation (NasdaqGS: SANM) -- http://www.sanmina-sci.com/-- is a Electronics Manufacturing Services (EMS) provider focused on delivering complete end-to-end manufacturing solutions to technology companies around the world. Service offerings include product design and engineering, test solutions, manufacturing, logistics and post-manufacturing repair/warranty services. The company has locations in Brazil, China, Ireland, Finland, Malaysia, Mexico and Singapore, among others. * * * As reported in the Troubled Company Reporter on Aug. 22, 2007, Moody's Investors Service placed the ratings of Sanmina-SCI Corporation on review for possible downgrade based on the company's continued poor operating results, which reflect weak demand from OEMs and operational inefficiencies in the components business. The ratings under review for possible downgrade include: Ba3 Corporate Family Rating; Ba3 rating on $300 million floating rate notes due 2010; Ba3 rating on $300 million floating rate notes due 2014; B2 rating on $400 million senior subordinated notes due 2013; B2 rating on $600 million senior subordinated notes due 2016; and SGL -- 2 Speculative Grade Liquidity Rating. SANMINA-SCI CORP: Names Joseph Bronson as President and COO ----------------------------------------------------------- Sanmina-SCI Corporation elected Joseph R. Bronson President and COO and Director. As President and COO, Mr. Bronson will be responsible for the company's business execution, financial and operational performance, and the overall business development and growth strategy. Mr. Bronson most recently served as President and Director of FormFactor, Inc., a manufacturer of high performance advanced semiconductor wafer probe cards. Mr. Bronson also spent 20 years at Applied Materials in senior level operations management positions concluding with Executive Vice President and Chief Financial Officer of the company. In addition to his role as Chief Financial Officer, he was responsible for the company's global quality function, information technology, real estate, environmental health and safety systems and corporate communications. "We are extremely pleased to have Joe Bronson join Sanmina-SCI's management team and Board of Directors. [Mr. Bronson]'s expertise and diverse backgrounds in high-end technology, financial discipline, and operations management will be invaluable to the strategic direction of the company," stated Jure Sola, Chairman and Chief Executive Officer of Sanmina-SCI Corporation. Joseph G. Licata, Jr. as New Director On the same date, Sanmina-SCI appointed Joseph G. Licata Jr. to the company's Board of Directors effective Aug. 20, 2007. Mr. Licata will also serve as a member of the Compensation Committee. Mr. Licata meets the independent director requirements as defined by NASDAQ and Institutional Shareholder Services. Mr. Licata is an industry leader with over 25 years of cross- functional high-end technology experience and currently serves as President and Chief Executive Officer of SER Solutions, Inc., a global leader of call management & speech analytics solutions. Mr. Licata also served as President of Siemens Enterprise Networks, LLC and held executive positions at IBM and ROLM Corporation. He currently sits on the Board of Advisors of Dave.TV, a broadcast media software company, and is on the Advisory Board at Georgia Tech University. Mr. Licata earned a B.S. in Management Information Systems from Florida State University and resides in Duluth, Georgia. "We are fortunate to have someone of Joe's caliber join our board of directors. His unique insight and experience will add significant value to this organization," stated Jure Sola, Chairman and Chief Executive Officer of Sanmina-SCI Corp. About Sanmina-SCI Headquartered in San Jose, California, Sanmina-SCI Corporation (NasdaqGS: SANM) -- http://www.sanmina-sci.com/-- is a Electronics Manufacturing Services (EMS) provider focused on delivering complete end-to-end manufacturing solutions to technology companies around the world. Service offerings include product design and engineering, test solutions, manufacturing, logistics and post-manufacturing repair/warranty services. The company has locations in Brazil, China, Ireland, Finland, Malaysia, Mexico and Singapore, among others. * * * As reported in the Troubled Company Reporter on Aug. 22, 2007, Moody's Investors Service placed the ratings of Sanmina-SCI Corporation on review for possible downgrade based on the company's continued poor operating results, which reflect weak demand from OEMs and operational inefficiencies in the components business. The ratings under review for possible downgrade include: Ba3 Corporate Family Rating; Ba3 rating on $300 million floating rate notes due 2010; Ba3 rating on $300 million floating rate notes due 2014; B2 rating on $400 million senior subordinated notes due 2013; B2 rating on $600 million senior subordinated notes due 2016; and SGL -- 2 Speculative Grade Liquidity Rating. SANMINA-SCI CORP: Posts $27.6 Mil. Net Loss in Qtr. Ended June 30 ----------------------------------------------------------------- Sanmina-SCI Corporation incurred net loss of $27.6 million on net sales of $2.5 billion for the three months ended June 30, 2007, as compared with a net loss of $54.8 million on net sales of $2.7 billion for the three months ended July 1, 2006. The company had a net loss of $25.5 million on net sales of $7.9 billion for the first half of 2007, as compared with a net loss of $113.5 million on net sales of $8.2 billion for the first half of 2006. As of June 30, 2007, the company's balance sheet showed total assets of $5.8 billion, total liabilities of $3.5 billion, and total stockholders' equity of $2.3 billion. Liquidity and Capital Resources Cash and cash equivalents were $802.7 million at June 30, 2007, and $505.6 million at Sept. 30, 2006, including restricted cash of $22.2 million and $13.8 million at June 30, 2007, and Sept. 30, 2006, respectively. On June 12, 2007, the company issued $300 million aggregate principal amount of Senior Floating Rate Notes due 2010 and $300 million aggregate principal amount of Senior Floating Rate Notes due 2014. The Notes accrue interest at a rate per annum, reset quarterly, equal to three-month LIBOR plus 2.75%, which is payable in cash quarterly in arrears on March 15, June 15, September 15 and December 15, beginning on Sept. 15, 2007. The 2010 Notes will mature on June 15, 2010 and the 2014 Notes will mature on June 15, 2014. The company incurred debt issuance costs of $12 million which were included in prepaid expenses and other current assets and other non-current assets and amortized over the life of the debt as interest expense. The Notes are senior unsecured obligations and rank equal in right of payment with all of the company's existing and future senior unsecured debt. A full-text copy of the company's quarterly report is available for free at http://ResearchArchives.com/t/s?231f About Sanmina-SCI Headquartered in San Jose, California, Sanmina-SCI Corporation (NasdaqGS: SANM) -- http://www.sanmina-sci.com/-- is a Electronics Manufacturing Services (EMS) provider focused on delivering complete end-to-end manufacturing solutions to technology companies around the world. Service offerings include product design and engineering, test solutions, manufacturing, logistics and post-manufacturing repair/warranty services. The company has locations in Brazil, China, Ireland, Finland, Malaysia, Mexico and Singapore, among others. * * * As reported in the Troubled Company Reporter on Aug. 22, 2007, Moody's Investors Service placed the ratings of Sanmina-SCI Corporation on review for possible downgrade based on the company's continued poor operating results, which reflect weak demand from OEMs and operational inefficiencies in the components business. The ratings under review for possible downgrade include: Ba3 Corporate Family Rating; Ba3 rating on $300 million floating rate notes due 2010; Ba3 rating on $300 million floating rate notes due 2014; B2 rating on $400 million senior subordinated notes due 2013; B2 rating on $600 million senior subordinated notes due 2016; and SGL -- 2 Speculative Grade Liquidity Rating. SCOTT BOULEVARD: Case Summary & Two Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Scott Boulevard Development, LLC 1754 Junction Avenue, Suite E San Jose, CA 95112 Bankruptcy Case No.: 07-52767 Chapter 11 Petition Date: September 5, 2007 Court: Northern District of California (San Jose) Debtor's Counsel: Charles B. Greene, Esq. Law Offices of Charles B. Greene 84 West Santa Clara Street, Suite 770 San Jose, CA 95113 Tel: (408) 279-3518 Total Assets: $6,000,100 Total Debts: $4,903,948 Debtor's List of its Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Cupertino Capital 18655 Castle Lake $850,000 15700 Winchester Boulevard Drive, Morgan Hill, CA Secured: Los Gatos, CA 20601 Via Santa $2,150,000 Teresa Way, San Jose, CA Unsecured: single family residence $1,400,000 Granite Rock Co. Trade Debt $53,948 c/o Thomas H. Squeri, Esq. P.O. Box 50001 Watsonville, CA 95077 SECUNDA INTERNATIONAL: S&P Withdraws B- Ratings After Asset Sale ---------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'B-' long-term corporate credit rating on Nova Scotia-based Secunda International Ltd. At the same time, S&P withdrew its 'B-' rating on Secunda's $125 million senior secured floating rate notes due 2012, following the full redemption of the notes Sept. 4, 2007. S&P placed the ratings on CreditWatch with positive implications June 4, 2007. S&P did not resolve the CreditWatch placement before the ratings withdrawal, as the company's operations, which underpinned the 'B-' corporate credit rating, no longer exist. Furthermore, S&P does not have sufficient information to adequately assess Secunda's credit profile following the asset sale. Standard & Poor's is withdrawing its ratings on Secunda at the company's request, following the completion of the acquisition of substantially all of its assets, including 14 vessels, by an affiliate of the McDermott International Inc. (BB/Stable/--) subsidiary, J. Ray McDermott S.A. (BB/Stable/--). SIERRA HEALTH: Completes Required Regulatory Merger Approvals ------------------------------------------------------------- The California Department of Insurance has granted approval of UnitedHealth Group Inc. and Sierra Health Services Inc.'s merger. With this announcement, recent approval from the Nevada Division of Insurance and the consent of the Arizona Department of Insurance, UnitedHealth Group and Sierra have received all necessary state regulatory reviews and approvals to complete the merger. The companies continue to work with the Department of Justice to receive final regulatory approval. The transaction is expected to be completed by the end of 2007. About UnitedHealth Group Headquartered in Minneapolis, Minn., UnitedHealth Group Inc. (NYSE: UNH) -- http://www.unitedhealthgroup.com/-- is a diversified health and well-being company which offers offers a broad spectrum of products and services through six operating businesses: UnitedHealthcare, Ovations, AmeriChoice, Uniprise, Specialized Care Services and Ingenix. Through its family of businesses, UnitedHealth Group serves approximately 70 million individuals nationwide. About Sierra Health Headquartered in Las Vegas, Sierra Health Services Inc. (NYSE: SIE) -- http://www.sierrahealth.com/ -- is a diversified healthcare services company that operates health maintenance organizations, indemnity insurers, preferred provider organizations, prescription drug plans and multi-specialty medical groups. Sierra's subsidiaries serve over 860,000 people through health benefit plans for employers, government programs and individuals. SIERRA HEALTH: S&P Says Ratings Remain on Positive CreditWatch -------------------------------------------------------------- Standard & Poor's Ratings Services said that its 'BB+' counterparty credit rating on Sierra Health Services Inc. (NYSE:SIE) remains on CreditWatch with positive implications, where it was placed on March 12, 2007. On March 12, 2007, UnitedHealth Group Inc. (NYSE:UNH; A/Stable/A- 1) announced its plans to acquire Sierra for $2.6 billion in an all-cash deal. "We continue to view this deal as beneficial to Sierra because Sierra will become part of a significantly larger enterprise with a much stronger business and financial profile," said Standard & Poor's credit analyst Joseph Marinucci. The Nevada State Insurance Commissioner recently approved the deal, but it is still subject to additional key regulatory approvals. The transaction is expected to close by the end of 2007. Upon closing, S&P expects to raise the ratings on Sierra to the same level as the counterparty credit rating on UnitedHealth, reflecting its new legal status and the related financial support of its parent organization. SIX FLAGS: Fitch Holds B- Issuer Default Rating with Neg. Outlook ----------------------------------------------------------------- Fitch has affirmed Six Flags Inc.'s (NYSE: SIX) ratings as: Six Flags Theme Parks, Inc. -- Issuer Default Rating (IDR) 'B-'; -- Bank credit facility 'BB-/RR1'. Six Flags, Inc. -- Issuer Default Rating (IDR) 'B-'; -- Senior unsecured notes 'CCC+/RR5'; -- Preferred stock 'CCC-/RR6'. Approximately $2.6 billion of debt (including $287.5 million of preferred stock stated at liquidation value and treated as debt) are affected by this action. The Outlook is Negative. Six Flags' ratings reflect the company's significant leverage and its weak operating performance over the past several years. The company is still in the early stages of realizing benefits from its strategy shift and portfolio-repositioning initiative. Operations could be negatively affected by several factors that are generally out of management's direct control -- namely, weather and gasoline prices. In addition, high-profile safety problems can and have disrupted operations at important parks during peak summer operating periods. Future safety problems could affect attendance or bring about enhanced regulatory scrutiny and incremental costs. In addition, the theme park business would be adversely affected by a cyclical downturn. Positively, Six Flags maintains a leading position as a regional theme park operator with strong brand awareness. Relatively high barriers to entry, the geographic diversity of its parks, and the cushion provided by its significant real estate holdings also support the rating. Parts of the company's portfolio could be relatively easily separated and sold to generate cash to pay down debt and potentially avoid or postpone severe financial distress. The management team is pursuing several initiatives in an effort to create more family-friendly destinations with a renewed emphasis on multiple entertainment options that appeal to a broad demographic, resulting in higher operating expenses offset by lower capital spending. The team has been successful in creating sponsorship and marketing alliances which likely will provide meaningful new ancillary revenue. Fitch understands the strategic rationale for these moves and believes these initiatives should benefit the credit profile. Recent performance has been promising with attendance up 3% and per capita spending up 4%, for total revenue up 8% in the first half of 2007. However, with July and August being its most active months, third-quarter results will be important in gauging the materiality and sustainability of any improvements. Six Flags has historically operated with significant debt, and leverage has remained high as a result of weak operating performance. The company has approximately $2.6 billion of total debt, including $287.5 million in liquidation value of preferred stock to which Fitch assigns no equity credit. Six Flags' leverage, as defined by debt to operating EBITDA, was 10.7 times (x) for the latest 12 months (LTM) ended June 30, 2007. Interest coverage, as defined by operating EBITDA to interest expense, was weak at 1.1x for the same period. The company has redeployed cash from asset sales toward $85 million of debt repayment, on a $40 million acquisition of a stake in Dick Clark Productions, Inc., and a $52 million purchase of the 20% share in Six Flags Discovery Kingdom that it did not own. The company has also retained a portion on its balance sheet in cash. Fitch expects the company to dedicate a portion of its cash balance toward selective debt paydown in the second half of 2007 or early 2008 and retain the balance for working capital needs through the seasonally low winter quarters. Six Flags' liquidity is supported by $240 million in revolver availability (after adjusting for $35 million in letters of credit [LCs]) and $82 million in cash as of June 30, 2007. The company's near-term debt maturities are minimal until 2009. In May 2007, the company entered into an amended and restated credit agreement and eliminated its prior facility. The credit facility provides an $850 million term loan maturing in April 2015, $275 million revolving facilities, and an uncommitted optional term loan tranche of up to $300 million. The facility provided financial covenant relief compared to its prior credit agreement, extended its expiration and reduced the interest rate. Six Flags accessed the markets during a phase of relatively robust market liquidity and the company has no pressing need to access the capital markets. However, Fitch recognizes that given the company's leverage and operating performance, there is significant risk that under certain market conditions the company's access to external funding could be limited. In the absence of external funding, the company has limited internal sources. Free cash flow has been negative over the past several years due to high interest expense and high capital expenditures. Fitch does not expect the company to be free cash flow positive in 2007. For the LTM period ended June 30, 2007, gross interest expense was slightly above $200 million and capital expenditures were slightly above $100 million (approximately 11% of revenue). Successful execution of the company's strategy should reduce capital expenditures on new rides, which should have a positive impact on free cash flow in future years. The credit facilities are secured by substantially all of the assets of the borrower and the guarantors including, without limitation, intellectual property (to the extent not prohibited by applicable contractual restrictions), real property and all of the capital stock of the borrower and its subsidiaries (or, in the case of a foreign subsidiary, 65%). The recovery ratings and notching reflect Fitch recovery expectations under a distressed scenario. Six Flags' recovery ratings reflect Fitch's expectation that the enterprise value of the company, and hence, recovery rates for its creditors, will be maximized in a restructuring scenario (going concern), rather than a liquidation. The 'RR1' rating for the company's secured bank credit facility reflects Fitch's belief that 91%-100% recovery is realistic given its priority position in the capital structure and meaningful estimated enterprise value in a distress scenario. The 'RR5' recovery rating for the Six Flags Inc. senior unsecured debt reflects that 11%-30% recovery is reasonable due to subordination with respect to bank debt. The 'RR6' recovery rating for the preferred stock (PIERS) reflects negligible recovery prospects due to its junior position in the capital structure. SOUNDVIEW HOME: Fitch Cuts Ratings on $98.6 Million Certificates ---------------------------------------------------------------- Fitch Ratings has taken these rating actions on Soundview Home Equity Loan Trust asset-backed certificates. Affirmations total $2.08 billion and downgrades total $98.6 million. Break Loss percentages and Loss Coverage Ratios for each class are included with the rating actions: Soundview 2006-1 -- $308.5 million classes A-2 through A-4 affirmed at 'AAA' (BL: 39.10, LCR: 3.18); -- $35.5 million class A-5 affirmed at 'AAA' (BL: 37.64, LCR: 3.06); -- $23.5 million class M-1 affirmed at 'AA+' (BL: 35.45, LCR: 2.88); -- $14.6 million class M-2 affirmed at 'AA+' (BL: 33.04, LCR: 2.69); -- $17.7 million class M-3 affirmed at 'AA' (BL: 29.50, LCR: 2.4); -- $15 million class M-4 affirmed at 'AA-' (BL: 26.49, LCR: 2.15); -- $13.5 million class M-5 affirmed at 'A' (BL: 23.72, LCR: 1.93); -- $11.9 million class M-6 affirmed at 'A-' (BL: 21.18, LCR: 1.72); -- $10.8 million class M-7 affirmed at 'BBB+' (BL: 18.84, LCR: 1.53); -- $11.6 million class M-8 downgraded to 'BBB' from 'BBB+' (BL: 14.90, LCR: 1.21); -- $11.6 million class M-9 downgraded to 'BB+' from 'BBB' (BL: 12.90, LCR: 1.05); -- $5.8 million class M-10 downgraded to 'BB' from 'BBB-' (BL: 12.07, LCR: 0.98); -- $10 million class B downgraded to 'B+' from 'BB' (BL: 10.51, LCR: 0.85). Deal Summary -- Originators: (Aames and Finance America); -- 60+ day Delinquency: 15.66%; -- Realized Losses to date (% of Original Balance): 0.70%; -- Expected Remaining Losses (% of Current Balance): 12.29%; -- Cumulative Expected Losses (% of Original Balance): 8.76%. Soundview 2006-OPT1 -- $453.5 million class A affirmed at 'AAA' (BL: 32.60, LCR: 3.04); -- $74.8 million class M-1 affirmed at 'AA' (BL: 30.21, LCR: 2.82); -- $19.4 million class M-2 affirmed at 'AA' (BL: 27.82, LCR: 2.59); -- $17.3 million class M-3 affirmed at 'AA-' (BL: 25.26, LCR: 2.36); -- $16.7 million class M-4 affirmed at 'A+' (BL: 22.78, LCR: 2.12); -- $16.3 million class M-5 affirmed at 'A-' (BL: 20.33, LCR: 1.9); -- $14.1 million class M-6 affirmed at 'A-' (BL: 18.12, LCR: 1.69); -- $13.1 million class M-7 affirmed at 'BBB+' (BL: 15.90, LCR: 1.48); -- $9.4 million class M-8 downgraded to 'BBB-' from 'BBB' (BL: 12.08, LCR: 1.13); -- $6.8 million class M-9 downgraded to 'BB+' from 'BBB-' (BL: 11.17, LCR: 1.04); -- $10.5 million class M-10 downgraded to 'BB-' from 'BB+' (BL: 9.91, LCR: 0.92); -- $8.4 million class M-11 downgraded to 'B+' from 'BB' (BL: 9.05, LCR: 0.84). Deal Summary -- Originators: (100% Option One); -- 60+ day Delinquency: 15.31%; -- Realized Losses to date (% of Original Balance): 0.26%; -- Expected Remaining Losses (% of Current Balance): 10.73%; -- Cumulative Expected Losses (% of Original Balance): 7.16%. Soundview 2006-WF2 -- $731 million class A affirmed at 'AAA' (BL: 31.87, LCR: 4.25); -- $60 million class M-1 affirmed at 'AA+' (BL: 31.26, LCR: 4.17); -- $52.5 million class M-2 affirmed at 'AA' (BL: 27.79, LCR: 3.71); -- $51.2 million class M-3 affirmed at 'AA-' (BL: 23.81, LCR: 3.18); -- $44.2 million class M-4 affirmed at 'A+' (BL: 19.39, LCR: 2.59); -- $22.1 million class M-5 affirmed at 'A' (BL: 17.12, LCR: 2.28); -- $20.9 million class M-6 affirmed at 'A-' (BL: 14.80, LCR: 1.97); -- $19 million class M-7 affirmed at 'BBB+' (BL: 12.47, LCR: 1.66); -- $12 million class M-8 downgraded to 'BBB-' from 'BBB' (BL: 8.64, LCR: 1.15); -- $12.6 million class M-9 downgraded to 'BB+' from 'BBB-' (BL: 7.87, LCR: 1.05). Deal Summary -- Originators: (100% Wells Fargo); -- 60+ day Delinquency: 4.84%; -- Realized Losses to date (% of Original Balance): 0%; -- Expected Remaining Losses (% of Current Balance): 7.49%; -- Cumulative Expected Losses (% of Original Balance): 6.27%. These transactions were placed on 'Under Analysis' on Aug. 21, 2007. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2006 and late 2005 with regard to continued poor loan performance and home price weakness. SPATIALIGHT INC: Nasdaq to Delist Common Stock ---------------------------------------------- The NASDAQ Stock Market will delist the common stock of SpatiaLight Inc. SpatiaLight Inc.'s stock was suspended on June 15, 2007, and has not traded on NASDAQ since that time. NASDAQ will file a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed. Headquartered in Novato, California, SpatiaLight Inc. (NasdaqCM: HDTV) (OTC BB: HDTV) -- http://www.spatialight.com/ -- manufactures high-resolution liquid crystal on silicon imagers for use in high-definition display applications such as rear projection televisions, monitors, front projection systems, near- to-eye applications, micro-projectors and other display applications. Founded in 1989, the company's primary manufacturing facility is located in South Korea. The company's consolidated balance sheet at June 30, 2007, showed $5.9 million in total assets and $17.8 million in total liabilities, resulting in a $11.9 million total stockholders' deficit. Going Concern Doubt Odenberg, Ulakko, Muranishi & Co. LLP, in San Francisco, expressed substantial doubt about SpatiaLight Inc.'s ability to continue as a going concern after auditing the company's financial statements for the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring operating losses, negative cash flows from operations, negative working capital position, and stockholders' deficit. SPRING VALLEY: Case Summary & Two Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Spring Valley Housing Development Fund Corporation 28 Columbus Avenue Spring Valley, NY 10977 Bankruptcy Case No.: 07-22860 Chapter 11 Petition Date: September 6, 2007 Court: Southern District of New York (White Plains) Judge: Adlai S. Hardin Jr. Debtor's Counsel: Elizabeth A. Haas, Esq. Barr & Haas, LLP 664 Chestnut Ridge Road P.O.Box 664 Spring Valley, NY 10977 Tel: (845) 352-4080 Fax: (845) 352-6777 Estimated Assets: $1 Million to $100 Million Estimated Debts: $100,000 to $1 Million Debtor's List of its Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Arco Management Corp. Administrative Fees $4,000 4 Executive Boulevard Suite 100 Suffern, NY 10901 Mark F. Goodfriend, Esq. Professional Fees Unknown Goodfriend Saltzman and Goodfriend 4 Executive Boulevard Suffern, NY 10901 SUPERCLICK INC: July 31 Balance Sheet Upside-Down by $2.2 Million ----------------------------------------------------------------- Superclick Inc.'s consolidated balance sheet at July 31, 2007, showed $2.3 million in total assets and $4.5 million in total liabilities, resulting in a $2.2 million total stockholders' deficit. The company's consolidated balance sheet at July 31, 2007, also showed strained liquidity with $2.1 million in total current assets available to pay $4.5 million in total current liabilities. The company reported net income of $124,651 in the three months ended July 31, 2007, a reversal of the $450,996 net loss reported in the same period last year, mainly due to increased net revenues and lower selling, general and administrative expenses. Net revenues increased to $1.4 million from $909,901. Revenue generated from installation work was $410,683 more than the previous year for the same period. Selling, General and Administrative decreased 9.2% from $508,658 to $461,915. The favorable variance was the result of the implementation of a restructuring plan in 2006 that addressed overall SG&A costs. During the three month period ended July 31, 2007, and 2006, other expenses related to the convertible debenture, including the beneficial conversion feature, deferred financing costs, warrant discount and derivative gain or loss amounted to $42,450 and $311,860, respectively. During the three month period ended July 31, 2007, and 2006, the gain on forgiveness of debt was $21,719 and $-0-, respectively. The gain was the result of renegotiating two of the notes realizing a gain of $10,860 on each note, or $21,719 from the reduction of principle and interest. Total other expenses for the three months ended July 31, 2007, and 2006 was $90,351 and $373,304, respectively. Compared to the same period last year, the three month favorable variance of $282,953 or 75.8% was primarily due to the completion of amortization related to the convertible debenture in fiscal year 2006. Full-text copies of the company's consolidated financial statements for the quarter ended July 31, 2007, are available for free at http://researcharchives.com/t/s?2320 Going Concern Doubt As reported in the Troubled Company Reported on Feb. 6, 2007, Bedinger & Company, in Concord, Calif., expressed substantial doubt about Superclick Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the year ended Oct. 31, 2006. The auditing firm pointed to the company's recurring losses from operations. About Superclick Inc. Headquartered in Montreal, Quebec, Superclick Inc. (OTC BB: SPCK.OB) -- http://www.superclick.com/-- through its wholly owned, Montreal-based subsidiary Superclick Networks Inc., develops, manufactures, markets and supports the Superclick Internet Management System, Monitoring and Management Application and Media Distribution System in worldwide hospitality, conference center and event, multi-tenant unit and university markets. Current clients include MTU residences and Candlewood Suites, Crowne Plaza, Fairmont Hotels, Four Points by Sheraton, InterContinental Hotels Group PLC, Hilton, Holiday Inn, Holiday Inn Express, Hampton Inn, Marriott, Novotel, Radisson, Sheraton, Westin and Wyndham hotels in Canada, the Caribbean and the United States. TOUGALOO COLLEGE: Moody's Withdraws B3 Rating on 1993A Bonds ------------------------------------------------------------ Moody's Investors Service has withdrawn its B3 rating assigned to Tougaloo College's Series 1993A bonds issued by the Mississippi Educational Facilities Authority. The rating has been withdrawn due to the defeasance of all maturities of the bonds. The College no longer has any debt with a Moody's underlying rating. TRAINER WORTHAM: Fitch Cuts Rating on Class D Notes to BB --------------------------------------------------------- Fitch affirms three and downgrades three classes of notes issued by Trainer Wortham First Republic CBO III, Ltd. These rating actions are effective immediately: -- $128,098,957 Class A-1 Notes affirmed at 'AAA'; -- $60,750,000 Class A-2 Notes affirmed at 'AAA'; -- $9,000,000 Class B Notes affirmed at 'AA'; -- $8,000,000 Class C Notes downgraded to 'A-' from 'A'; -- $13,651,023 Class D Notes downgraded to 'BB' from 'BBB'; removed from Rating Watch Negative; -- $6,073,963 Preference Shares downgraded to 'B' from 'BB'; removed from Rating Watch Negative. Trainer Wortham III is a collateralized bond obligation that closed on Feb. 19, 2003 and is managed by First Republic Investment Management. Trainer III is composed of 90.0% RMBS, 3.3% ABS, 5.7% CDO and 1.0% CMBS. On July 12, 2007, the class D notes and Preference Shares notes were placed on rating watch negative due to the negative migration of subprime RMBS assets. Since the class D notes and Preference Shares were placed on rating watch negative on July 12, 2007, 17.2% of the total portfolio has experienced negative credit migration and approximately 18.5% are on Rating Watch Negative. In addition, in Fitch's opinion, 23.5% of the assets in the portfolio are below investment grade quality, with approximately 8.0% 'CCC' or lower quality. The overall exposure of Trainer III to subprime RMBS is 51.3% with 26.1% of the portfolio comprised of subprime RMBS assets issued in 2005 or 2006, of which 17.1% of the portfolio is comprised of closed end second lien transactions. As of the most recent trustee report on August 30, 2007, the deal is failing the weighted average coupon test at 6.34% with a minimum trigger of 6.45%, the Fitch weighted average rating factor test at 21.96 with a maximum trigger of 14.00, and the class D overcollateralization test at 101.65% with a minimum trigger of 101.75%. In addition, 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 believes that this subprime exposure, along with credit deterioration in the portfolio has increased the risk profile of the class C and class D notes and Preference Shares. This rating analysis also incorporated Fitch's revised methodology for rating structured finance CDOs. The ratings of the class A-1, 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 ratings of the class C and D notes address 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 likelihood that investors will ultimately receive the stated balance of principal by the legal final maturity date. TYSON FOODS: CEO Richard Bond Outlines Financial Turnaround ----------------------------------------------------------- Tyson Foods Inc.'s President and Chief Executive Officer Richard L. Bond described how the company will achieve a $700 million increase in pre-tax earnings in fiscal 2007 after absorbing almost $300 million in additional grain cost, resulting in a $1 billion operational improvement over last year. Despite a financial loss in fiscal 2006 and the absorption of increased grain costs, Tyson has experienced strong progress in 2007 with solid earnings in the first, second and third quarters. Market conditions have improved and some export markets have reopened, but the factors under the company's control are where the biggest improvements have been, according to Bond. Tyson rationalized three beef plants to improve capacity utilization, closed two prepared foods plants that didn't fit the company's business model, sold two commodity poultry plants and chose not to rebuild another poultry plant destroyed by fire. The company also cut costs significantly through a cost management initiative started in mid-2006, which is expected to result in an excess of $250 million in savings for fiscal 2007. Diluted earnings per share through the first nine months of fiscal 2007 totaled $0.66 and all segments of Tyson's business are expected to be profitable in the fourth quarter. "However, we are revising our fiscal 2007 guidance to $0.72 to $0.80 per share," Mr. Bond reports. "The fourth quarter is turning out to be more challenging than expected. Our beef business has been affected by higher than expected live cattle costs and a decline in beef revenues due to a disruption in South Korean beef trade. Meanwhile, live hog prices were higher due to speculation about Chinese pork imports. "In chicken, we successfully implemented price increases earlier in the year, but gave up some sales volume as a result," Mr. Bond adds. "The company is now working through these larger quantities of higher valued inventories." Despite the fourth quarter, Mr. Bond says "I'm very excited and optimistic about the company's long-term success because we've made a lot of changes in how we run the business, and we've reached a lot of milestones." Tyson officials believe the company's long-term performance will be enhanced by some new product initiatives. Tyson's new 100% All Natural(TM), Raised Without Antibiotics chicken, which was launched in the third quarter, has been very well received. It has generated expanded distribution with current customers and also resulted in new sales accounts. Tyson will also soon roll out advertisements to support a new line of restaurant-style frozen snacks called Tyson(R) Any'tizers(TM), which was successfully launched this summer. In addition, this past spring Tyson Food Service converted its entire line of marinated, uncooked chicken to 100% All Natural(TM) to meet growing consumer interest in all natural foods. These product lines are examples of Tyson's efforts to continue the creation of innovative and insight driven food solutions, which is one of the key business strategies Bond will outline in his presentation. Other strategic principles the company is implementing include optimization of commodity business models, building a multi-national enterprise and efforts to revolutionize the conversion of raw materials and by-products into high-margin initiatives. "In the food business...you must continually innovate to survive and grow," according to Bond. "This is why we finished building our new Discovery Center research and development facility at a time we were cutting costs elsewhere." Tyson management is also continuing efforts to improve the effectiveness of the company's business structure. Mr. Bond will report Tyson has started a new initiative called FAST, which stands for focus, agility, simplify and trust. The goal is to place greater emphasis on doing only value-added activities and encouraging faster decision making. The evaluation process, which is now underway and will continue through mid-October, is expected to help the company continue streamlining the way it does business. It is expected to involve modifying or reducing some layers of management and giving Team Members more decision-making authority. Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE:TSN) -- http://www.tysonfoods.com/-- is a processor and marketer of chicken, beef, and pork. The company produces a wide variety of protein-based and prepared food products, which are marketed under the "Powered by Tyson(TM)" strategy. The company has operations in China, Japan, Singapore, South Korea, Taiwan, and the United Kingdom. * * * As reported in the Troubled Company Reporter on Aug. 24, 2007, Moody's Investors Service affirmed Tyson Foods Inc.'s ratings, including its Ba1 corporate family rating and Ba1 probability of default rating. The rating outlook is negative. UAP HOLDING: United Agri Wants to Increase Loan Facility by $150MM ------------------------------------------------------------------ United Agri Products, Inc., a wholly owned subsidiary of UAP Holding Corp., plans to amend its existing credit facility to increase its senior secured term loan facility by $150 million. United Agri plans to use the proceeds to pay fees and expenses and refinance outstanding balances under its revolving credit facility which will provide additional liquidity to fund future acquisition and capital expansion opportunities as they arise. Description of Term Loan Add-on In a regulatory filing with the U.S. Securities and Exchange Commission, UAP Holding says that the Term Loan Add-on described in the Commitment Letter has the same maturity as the existing term loan under the existing credit facility. The Lead Arranger’s commitment under the Commitment Letter terminates on the earlier of the date the definitive loan documents related to the Amended Credit Facilities become effective or Oct. 31, 2007. The Lead Arranger’s financing commitment under the Commitment Letter is subject to the following, among other, conditions: (a) the preparation, execution and delivery of definitive loan documents incorporating substantially the terms of the Commitment Letter and (b) the absence of any material adverse effect on UAP Holdings and its subsidiaries. The company expects that the Term Loan Add-on will provide for quarterly amortization payments totaling 1% per annum, with the balance payable upon the final maturity date. Interest And Applicable Margins The Commitment Letter provides that the interest rates with respect to the Amended Credit Facilities are based on, at United Agri Products’ option: (a) LIBOR plus the applicable margin and (b) the base rate, which will be the higher of (i) the rate publicly quoted by The Wall Street Journal as the "base rate on corporate loans posted by at least 75% of the nation’s 30 largest banks" and (ii) the Federal Funds rate plus 0.50%, plus the applicable margin. The applicable margin for the Term Loan Add-on (as well as the existing term loan under the existing credit facility) will be determined based on market conditions in consultation with the Lead Arranger. The Amended Credit Facilities will require the payment of these fees: * certain administrative fees specified in a fee letter entered into with the Lead Arranger or as otherwise agreed from time to time; * an unused line fee in an amount equal to an applicable unused line fee margin of 0.25% multiplied by the difference between the average daily amount by which the aggregate revolving loan commitments exceed the outstanding revolving loans during the preceding month; * a letter of credit fee equal to the average daily undrawn face amount of all letter of credit obligations outstanding during the preceding month multiplied by a per annum rate of 1.25%; and * customary administrative and other fees and charges. The Term Loan Add-on is expected to be guaranteed by UAP Holding Corp. and its domestic subsidiaries, and will be secured by the same collateral with the same priority as the existing term loan under the existing credit facility. The Term Facility will be secured by a first-priority lien (subject to certain exclusions and exceptions) on all assets of UAP Holdings and its domestic subsidiaries and all proceeds thereof other than all accounts, inventory, general intangibles related to accounts and inventory, cash, cash equivalents and all proceeds of the foregoing, and a second-priority lien in the Current Asset Collateral. The company also expects that the Amended Credit Facilities will contain substantially the same financial, affirmative and negative covenants and events of default as the existing credit facility, except that the term loan facility (including the Term Loan Add- on) to be subject to an additional total leverage covenant, which will test UAP Holdings and its subsidiaries’ total leverage on a quarterly basis. United Agri was expected to make a presentation to prospective lenders last Sept. 7, 2007. About UAP Holding UAP Holding Corp. (Nasdaq: UAPH) -- http://www.uap.com/-- is the holding company of United Agri Products, Inc., the largest independent distributor of agricultural inputs and professional non-crop products in the United States and Canada. United Agri Products, Inc. markets a comprehensive line of products, including chemicals, fertilizer, and seed to farmers, commercial growers, and regional dealers. United Agri Products also provides a broad array of value-added services, including crop management, biotechnology advisory services, custom fertilizer blending, seed treatment, inventory management, and custom applications of crop inputs. United Agri Products operates a comprehensive network of approximately 370 distribution and storage facilities and three formulation plants, strategically located in major crop-producing areas throughout the United States and Canada. UAP HOLDING: S&P Lifts Corporate Credit Rating to BB- from B+ ------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Greeley, Colo.–based UAP Holding Corp. to 'BB-' from 'B+'. The outlook is stable. At the same time, Standard & Poor's lowered the bank loan rating on the company's term loan to 'BB-' from 'BB', and revised the recovery rating to '3', indicating the expectation of meaningful (50%-70%) recovery in the event of default, from '1'. These rating actions reflect the increased size of this term loan. S&P also raised the bank loan rating on UAP's $675 million asset- based revolving credit facility due 2011 to 'BB+' from 'BB'. The recovery rating remains '1', indicating the expectation of very high (90%-100%) recovery in the event of a default. These revisions reflect the upgrade to UAP's corporate credit rating and the asset-based revolver's preferential collateral package relative to the term loan facility. "The upgrade reflects ongoing improvements in both the company's financial credit measures and operating performance within the agriculture sector," said Standard & Poor's credit analyst Jayne M. Ross. "In addition, we expect favorable industry dynamics to continue for the next several years which should benefit UAP's operations." The ratings on crop protection and agricultural products distributor UAP and its wholly owned subsidiary, United Agri Products Inc., reflect its participation in the highly variable and competitive farm supply industry and its moderately leveraged financial profile. W&T OFFSHORE: Paying $0.03 per Share Cash Dividend on Nov. 1 ------------------------------------------------------------ The board of directors of W&T Offshore Inc. declared a regular cash dividend of $0.03 per share, payable to the holders of the corporation's common shares. The dividend will be payable on Nov. 1, 2007, to shareholders of record on Oct. 15, 2007. Headquartered in Houston, Texas, W&T Offshore Inc. (NYSE:WTI) -- http://www.wtoffshore.com/-- is an independent oil and natural gas company focused primarily in theGulf of Mexico, including exploration in the deepwater and deepshelf regions. The company was founded in 1983. * * * As reported in the Troubled Company Reporter on June 7, 2007, Moody's assigned a B3 rating (LGD5; 76%) to W&T Offshore Inc.'s pending $450 million senior unsecured note offering and affirmed the company's B2 corporate family rating. WERNER LADDERS: Disclosure Statement Hearing Moved to September 12 ------------------------------------------------------------------ After the status conference held on Aug. 23, 2007, on the Disclosure Statement filed by the Official Committee of Unsecured Creditors in Werner Holding Co. (DE), Inc., aka Werner Ladder Co., and its debtor-affiliates’ Chapter 11 cases, the U.S. Bankruptcy Court for the District of Delaware rescheduled a hearing on Sept. 12, 2007, to consider approval of the Disclosure Statement. The Court had previously adjourned the Disclosure Statement Hearing to August 23 in light of the Committee's July 18 filing of its request to convert the Debtors' Chapter 11 cases to a case under Chapter 7 of the Bankruptcy Code. Since the filing of its Disclosure Statement on June 19, the Committee has received various objections from: * Kelly Beaudin Stapleton, the United States Trustee for Region 3; * Rothschild Inc., as financial advisor to the Debtors; * Jefferies & Company, Inc., as financial advisor to the Creditors Committee; and * Union Central Life Insurance Company and Grand Central Asset Trust, PNT Series. The U.S. Trustee had asked the Court to deny approval of the Disclosure Statement because it describes a Liquidation Plan that is "unconfirmable" on its face. The U.S. Trustee had noted that, under the terms of the Plan, some administrative claimholders will not be paid as required under Section 1129(a)(9) of the Bankruptcy Code, and that any allowed administrative claims based on the transaction fees of Jefferies & Co. or Rothschild will be paid and satisfied solely from the proceeds of the Liquidation Trust Assets pursuant to a Liquidation Trust Agreement. The Disclosure Statement does not indicate that Jefferies and Rothschild have formally agreed to different treatment of their administrative claims, according to the U.S. Trustee. In its separately filed pleading, Rothschild had asserted that the Plan is patently unconfirmable because it would impermissibly force the advisor to accept a speculative and contingent recovery on a portion of its fees from a litigation trust that would improperly subordinate its claim. Jefferies & Co. also stated in its recently filed objection that the Plan expressly excludes the transaction fees due for its rendered services. The Committee's financial advisor noted that, under an engagement letter, it is entitled to two transaction fees equal to: (a) $750,000, payable upon the consummation of a "restructuring"; and (b) $500,000, which would be fully earned provided 50% or more of a class of unsecured creditors voted in favor of a confirmed plan of reorganization. Moreover, Union Central Life and Grand Central are blocking the approval of the Disclosure Statement, on the basis that it is devoid of any mention of second lien claims other than Levine Leichtman Capital Partners III, L.P.'s second lien claim, which arose from the same loan documents and same set of circumstances as their second lien super-priority claims. Union Central and Grand Central Life are proposing that the Disclosure Statement should be revised, at a minimum, to: -- reflect the existence and priority of those second lien super-priority claims, and their treatment under the Plan; and -- include references to the allowance and amounts of the Union Central, Grand Central Life and other second lien super-priority claims that are not part of the LLCP Second Lien Claim. The Committee has not yet filed with the Court its response to any of the Disclosure Statement Objections. Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc. aka Werner Ladder Co. -- http://www.wernerladder.com/-- manufactures and distributes ladders, climbing equipment and ladder accessories. The company and three of its affiliates filed for chapter 11 protection on June 12, 2006 (Bankr. D. Del. Case No. 06-10578). The Debtors are represented by the firm of Willkie Farr & Gallagher LLP as lead counsel and the firm of Young, Conaway, Stargatt & Taylor LLP as co-counsel. Rothschild Inc. is the Debtors' financial advisor. The Official Committee of Unsecured Creditors is represented by the firm of Winston & Strawn LLP as lead counsel and the firm of Greenberg Traurig LLP as co-counsel. Jefferies & Company serves as the Creditor Committee's financial advisor. At March 31, 2006, the Debtors reported total assets of $201,042,000 and total debts of $473,447,000. On June 19, 2007, the Creditors Committee submitted their own chapter 11 plan and disclosure statement explaining that plan. (Werner Ladder Bankruptcy News, Issue No. 39; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or (215/945-7000). ZOOMERS HOLDING: Judge Paskay Dismisses Chapter 22 Case ------------------------------------------------------- The Hon. Alexander L. Paskay of the U.S. Bankruptcy Court for the Middle District of Florida dismissed the chapter 11 case of Zoomers Holding Company LLC, Dick Hogan of News-Press reports. Judge Paskay dismissed the case despite assurances from the Debtor that it expected a financing commitment. This is the second time that Zoomers' chapter 11 case had been dismissed. The Debtor previously filed for chapter 11 protection on Apr. 28, 2006 (Bankr. M.D. Fla. Case No. 06-02008). Judge Paskay dismissed that case on May 1, 2007. The Debtor, which operates Zoomers Family Amusement Park, filed for bankruptcy protection a second time in order to prevent a foreclosure sale of the park, Mr. Hogan relates. The second bankruptcy petition was filed hours before the sale was set to begin. Prior to the scheduled sale, First Community Bank had filed for a foreclosure on a $10.7 million construction loan to the Debtor, Mr. Hogan adds. Mr. Hogan adds that the bank argued to the Court that the Debtor's case be dismissed since the park had zero cash flow and it was the Debtor's second bankruptcy. With the dismissal, the Debtor has around 40 to 45 days for it to fix its finances before the bank can obtain another foreclosure sale, Mr. Hogan says. Headquartered in Osprey, Florida, Zoomers Holding Company, LLC, owns the Zoomers Family Amusement Park. The company filed for chapter 11 protection on Apr. 28, 2006 (Bankr. M.D. Fla. Case No. 06-02008). Richard Johnston, Jr., Esq., at Kiesel Hughes & Johnston, represents the Debtor. When the Debtor first filed for protection from its creditors, it estimated assets and debts between $10 million and $50 million. The Court dismissed the case on May 1, 2007. On Aug. 27, 2007, the Debtor filed its second bankruptcy petition. L. Murray Fitzhugh, Esq., in Venice, Florida, represented the Debtors. * Fitch Takes Rating Actions on Various CDC & IXIS Subprime Deals ----------------------------------------------------------------- Fitch Ratings has taken the following rating actions on the following CDC Mortgage Capital Trust and IXIS Real Estate Capital Trust mortgage pass-through certificates listed below: CDC, series 2002-HE2 -- Class M-1 affirmed at 'AA'; -- Class M-2 downgraded to 'BBB' from 'A'; -- Class B-1 downgraded to 'C/DR3' from 'B+'; -- Class B-2 downgraded to 'C/DR6' from 'CCC/DR1'. CDC, series 2003-HE3 -- Class M-1 affirmed at 'AA'; -- Class M-2 downgraded to 'A-' from 'A'; -- Class M-3 downgraded to 'BBB+' from 'A-'; -- Class B-1 downgraded to 'BB+' from 'BBB+'; -- Class B-2 downgraded to 'B' from 'BBB'; -- Class B-3 downgraded to 'C/DR5' from 'BB-'. CDC, series 2003-HE4 -- Classes A-1 and A-3 affirmed at 'AAA'; -- Class M-1 affirmed at 'AA'; -- Class M-2 affirmed at 'A'; -- Class M-3 downgraded to 'BBB+' from 'A-'; -- Class B-1 downgraded to 'B' from 'BBB+'; -- Class B-2 downgraded to 'C/DR4' from 'BB'; -- Class B-3 downgraded to 'C/DR5' from 'BB-'. CDC, series 2004-HE2 -- Class M-1 affirmed at 'AA'; -- Class M-2 downgraded to 'A-' from 'A'; -- Class M-3 downgraded to 'BBB' from 'A-'; -- Class B-1 downgraded to 'BB' from 'BBB+'; -- Class B-2 downgraded to 'B' from 'BBB'; -- Class B-3 downgraded to 'C/DR4' from 'BBB-' and removed from Rating Watch Negative; -- Class B-4, downgraded to 'C/DR5' from 'BB+' and removed from Rating Watch Negative. CDC, series 2004-HE3 -- Class M-1 affirmed at 'AA+'; -- Class M-2 affirmed at 'A'; -- Class M-3 affirmed at 'A-'; -- Class B-1 affirmed at 'BBB+'; -- Class B-2 downgraded to 'BBB-' from 'BBB'; -- Class B-3 downgraded to 'BB-' from 'BBB-'; -- Class B-4 downgraded to 'C/DR5' from 'BB+'. IXIS, series 2004-HE4 -- Class M-1 affirmed at 'AA'; -- Class M-2 downgraded to 'A-' from 'A'; -- Class M-3 downgraded to 'BBB+' from 'A-'; -- Class B-1 downgraded to 'BBB-' from 'BBB+'; -- Class B-2 downgraded to 'BB' from 'BBB'; -- Class B-3 downgraded to 'BB-' from 'BBB-'; -- Class B-4 downgraded to 'B' from 'BB+'. The affirmations, affecting approximately $314.3 million of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The downgrades, affecting approximately $170.4 million of the outstanding certificates, reflect deterioration in the relationship between credit enhancement and future expected losses. The collateral for the above transactions consists of 30 year, fixed-rate mortgage and adjustable-rate mortgage loans extended to subprime borrowers and secured by first and second liens on one- to four-family residential properties. The loans underlying series 2002-HE2, 2003-HE3, and 2003-HE4 are serviced by Ocwen Loan Servicing, LLC (rated 'RPS2' by Fitch). The loans underlying series 2004-HE2, 2004-HE3, and 2004-HE4 are serviced by Countrywide Home Loans, Inc (rated 'RPS1-'). In addition, all of the loans were purchased by Morgan Stanley ABS Capital I Inc., the depositor, from either CDC Mortgage Capital Inc. or IXIS Real Estate Capital, Inc. who previously acquired the mortgage loans from various other corporations. As of the July 2007 distribution date, the pool factors (current principal balance as a percentage of original balance) of the above transactions range from 6% (series 2002-HE2) to 19% (series 2004-HE3). In addition, the seasonings range from 32 months (series 2004-HE4) to 60 months (series 2002-HE2). * Jonathan Rose and Sheldon Kline Join Sheppard Mullin's DC Office ------------------------------------------------------------------ Jonathan G. Rose and Sheldon M. Kline have joined the Washington, D.C. office of Sheppard Mullin Richter & Hampton LLP as partners in the firm's Labor and Employment practice group. Mr. Rose recently practiced with Katten Muchin Rosenman in Washington, D.C. and Mr. Kline joins the firm from Thelen Reid Brown Raysman & Steiner in Washington, D.C. Also joining the firm's Labor and Employment practice group in the D.C. office is Thomas K. Wotring, previously with Thelen Reid. Rose, Kline and Mr. Wotring previously practiced together at Morgan, Lewis & Bockius, where Mr. Wotring formerly chaired the employee benefits and executive compensation practice. Mr. Rose's practice is focused on the representation of plan sponsors and fiduciaries involved in ERISA and related litigation. He has extensive first-chair trial experience, including a jury trial involving claims under Section 510 of ERISA, well as bench trials involving complex ERISA claims representing plan fiduciaries. Mr. Rose also has first-chair litigation experience handling ERISA class actions, including stock drop cases and formal disputes before arbitration panels established to resolve disputes arising under complex ERISA class action settlement agreements. He advises plan sponsors and fiduciaries of pension and welfare benefit plans on compliance of fiduciary duties required in the administration and investment of plan assets, including the prudent selection and oversight of investment providers, disclosure obligations, and prohibited transaction issues. Mr. Kline represents clients in labor negotiations, in bankruptcy, federal and state court litigation, and before administrative agencies, particularly the National Labor Relations Board and the National Mediation Board. He is experienced in all facets of transportation, including the representation of international and domestic airlines, trucking companies, maritime, and ports. Mr. Kline was special labor counsel for Aloha Airlines Inc. in its recent bankruptcy. In that role, he was responsible for achieving the termination of the carrier's defined benefit pension plans, negotiating a final settlement of all claims with the Pension Benefit Guaranty Corporation, resolving with the PBGC controlled group liability claims, and addressing claims made by the PBGC regarding financial transactions involving the carrier's pension plans. "The arrival of this team marks another step in deepening the firm's regulatory and labor expertise on the East Coast," said Guy Halgren, chairman of the firm. "Our clients will benefit from their experience and backgrounds in private practice, in-house and government work. The group's formidable ERISA and employment knowledge complement our employee benefit and labor practices." "I am enthusiastic about joining the firm with Sheldon and Tom, well as to be working with the great lawyers here," Mr. Rose commented. "The three of us previously practiced together and we are thrilled to regroup at Sheppard Mullin, in the firm's growing D.C. office." "I look forward to expanding the firm's East Coast employment practice," Mr. Kline said. "Sheppard Mullin is a top-notch firm with an excellent platform for labor law. I am delighted to be joining with my former colleagues." "We are excited to have Jonathan, Sheldon and Tom onboard," Ed Schiff, managing partner of the firm's Washington, D.C. office, said. "Their respective practices are an excellent fit for the D.C. office, which has a strong regulatory and transactional focus. Jonathan's investment fund clients and Sheldon's airline industry work dovetail well with the firm's existing matters and representations." In June, telecommunication litigation partners Chris Huther and Megan Troy joined Sheppard Mullin's Washington, D.C. office from Kirkpatrick & Lockhart Preston Gates Ellis in Washington, D.C. Sheppard Mullin's Washington, D.C. office has 35 attorneys, more than half of whom are litigators. In total, the firm has approximately 250 litigation attorneys in ten offices. Prior to private practice, Mr. Rose served as an attorney in the Pension Benefit Guaranty Corporation's Office of General Counsel where he handled the PBGC's special litigation projects involving unique legal issues and difficult law enforcement cases. He gained experience at the PBGC handling ERISA issues relating to bankruptcy liquidations and reorganizations, and significant experience dealing with the Department of Labor and Internal Revenue Service on policy and enforcement matters. Mr. Kline has extensive experience in the federal government, having served for eight years at the U.S. Department of Labor and nine years at the National Mediation Board. While at the Mediation board, Mr. Kline was involved in the mediation of a number of major collective bargaining disputes, including pilots, flight attendants and mechanics at major domestic airlines. He was involved in the government's legislative efforts to deregulate the railroad and airline industries. Mr. Wotring's practice involves advising employers in labor negotiations, federal litigation and before state and federal agencies, particularly the National Labor Relations board and the equal employment opportunity commission. He has extensive experience in the negotiation and administration of single and multi-employer collective bargaining agreements, most notably in the trucking, automobile transport, maritime and air freight industries. Mr. Wotring also represents employee benefit plans regarding all areas of benefit collective bargaining and benefit plan operations. In addition to bargaining with union representatives, his practice on behalf of employers includes ERISA compliance, litigation of federal claims, and representation before the Department of Labor and Department of Justice. Mr. Rose earned a J.D. from Catholic University of America, School of Law in 1992 and a B.A. from Western Maryland College in 1986. Mr. Kline earned a J.D. from George Mason University School of Law in 1987, a M.A. from Virginia Tech in 1981 and a B.A. from University of Massachusetts in 1970. Mr. Wotring earned a J.D., with honors, from Washington and Lee University School of Law in 1975 and a B.A. from American University in 1972. About Sheppard Mullin Richter & Hampton LLP Based in Los Angeles, California, Sheppard Mullin Richter & Hampton LLP -– http://www.sheppardmullin.com/-- is a full service AmLaw 100 firm with 490 attorneys in 10 offices located throughout California and in New York, Washington, D.C. and Shanghai. The firm's California offices are located in Los Angeles, San Francisco, Santa Barbara, Century City, Orange County, Del Mar Heights and San Diego. Founded in 1927 on the principle that the firm would succeed only if its attorneys delivered prompt, high quality and cost-effective legal services, Sheppard Mullin provides legal counsel to U.S. and international clients. Companies turn to Sheppard Mullin to handle a full range of corporate and technology matters, high stakes litigation and complex financial transactions. * Alicia Batts Joins as Partner in Proskauer Rose's DC Office ------------------------------------------------------------- Alicia J. Batts has joined Proskauer Rose LLP as a partner in the Washington, D.C. office. An antitrust litigator who represents clients in the federal courts and before federal and state agencies in addition to providing counsel on related matters to companies in a range of industries, she also brings valuable experience from her past work as an antitrust advisor at the Federal Trade Commission. Ms. Batts' practice concentrates on all issues relating to unfair trade practices and she regularly represents clients before antitrust enforcement agencies and in federal antitrust cases. She also has extensive experience representing and providing antitrust counseling for companies in a range of industries including automotive, aeronautics, pharmaceutical, financial, and energy. "Alicia is an extremely valuable addition to our antitrust practice and will be an important part of the work we are doing on behalf of clients in the U.S. and around the world,” said Ronald S. Rauchberg, co-chair of Proskauer's Antitrust and Trade Regulation Practice Group. “With her broad experience working with a range of different industries on both the private and government sides, she provides incomparable capabilities to our team." Ms. Batts is the latest addition to Proskauer's Washington, D.C. office. The firm also disclosed that Trevor Chaplick, a seasoned corporate and transactional lawyer and the founder and former managing partner of Wilson Sonsini Goodrich & Rosati's Washington, D.C. office, has joined as partner and co-head of Proskauer's D.C. office. Ms. Batts joins Proskauer from Dickstein Shapiro LLP, where she was a partner. She also worked as an antitrust advisor to Federal Trade Commissioner Mozelle Thompson, for whom she reviewed antitrust actions before the FTC and made recommendations on enforcement and policy matters before the Federal Antitrust Agency. Throughout her career she has represented: a worldwide credit and charge card network in defense of allegations that exclusivity agreements with issuers violated antitrust laws; a hospital association in a class action filed against a teaching hospital and medical associations and programs; a distributor purchasing a competitor in a highly-concentrated market; and a manufacturing company in selling all of its assets to a Fortune 10 company including antitrust filings in 23 jurisdictions. Ms. Batts has also served as vice-chair of the American Bar Association Antitrust Section Business Torts & Civil RICO Committee, on the ABA antitrust section Litigation Task Force, and is a former member of the editorial board of the Antitrust Law Journal. A regular panelist at antitrust conferences, she is also a member of the board of directors of the Appleseed Foundation, a board member of the St. Albans' Parents' Association, and is listed in Black Enterprise's "America's Top Black Lawyers." She is a graduate of Columbia University Law School and Harvard College. Proskauer's Antitrust and Trade Regulation Practice Group litigates on behalf of plaintiffs and defendants, and counsels clients in all areas of antitrust law including Hart-Scott-Rodino Act compliance in mergers and acquisitions. The firm also has an active practice in government investigations, civil suits, and criminal proceedings. The practice also includes merger investigations before the Department of Justice and the Federal Trade Commission, and regular counseling in all areas of antitrust law, such as price discrimination, licensing, distribution and marketing issues, trade association activities, joint venture and pre-merger analysis, health care issues, and more. About Proskauer Rose Headquartered in New York City, Proskauer Rose LLP -- http://www.proskauer.com/-- is one of the nation's law firms, providing a variety of legal services to clients throughout the United States and around the world from offices in New York, Los Angeles, Washington, D.C., Boston, Boca Raton, Newark, New Orleans, Paris and Sao Paulo. Founded in 1875, the firm has experience in all areas of practice important to businesses and individuals, including corporate finance, mergers and acquisitions, general commercial litigation, private equity and fund formation, patent and intellectual property litigation and prosecution, labor and employment law, real estate transactions, bankruptcy and reorganizations, trusts and estates, and taxation. Its clients span industries including chemicals, entertainment, financial services, health care, information technology, insurance, internet, lodging and gaming, manufacturing, media and communications, pharmaceuticals, real estate investment, sports, and transportation. * King & Spalding Names Jennifer Price as Arbitration Partner ------------------------------------------------------------- Jennifer L. Price, a litigator with more than 20 years' experience, has joined King & Spalding as partner in the international arbitration practice. Ms. Price will practice from the firm's 100-lawyer Houston office, focusing on domestic and international disputes for energy and petrochemical companies. "We are delighted to have a litigator with Jennifer's experience join us," Robert E. (Bobby) Meadows, managing partner of King & Spalding's Houston office, said. "She will add significant depth to, and greatly complement, our existing international arbitration practice as we continue to expand our presence here, throughout the United States, and around the world." "Jennifer has the experience and strategic thinking that delivers winning results in both the energy and international arbitration arenas," R. Doak Bishop, head of King & Spalding's international arbitration practice, said. "She and John Bowman will join forces once again to round out an already formidable team in Houston." Price joins King & Spalding from Fulbright & Jaworski, L.L.P., where she was senior counsel. Her arrival marks the second addition to the international arbitration practice within the past month. In mid-August, high-profile litigator John Bowman also joined the firm from Fulbright & Jaworski LLP, where he had been a partner and co-chair of its arbitration and alternative dispute resolution practice group. Price has represented energy companies in arbitration and litigation, including in area of mutual interest and confidentiality agreement disputes, royalty disputes, joint operating disputes, drilling contract disputes, gas contract disputes, gas marketing disputes, well as contested proceedings before the Texas Railroad Commission. She is experienced in all phases of international arbitration in both administered and ad hoc proceedings, including drafting agreements to arbitrate, initiating and compelling arbitration, selecting arbitrators, discovery, pre-hearing matters and briefing, evidentiary hearings, and enforcement and challenge of arbitral awards. Ms. Price earned a B.A. degree from San Diego State University and a J.D. degree from the University of San Diego School of Law. About King & Spalding King & Spalding LLP -- http://www.kslaw.com/-- is an international law firm with more than 800 lawyers in Atlanta, Dubai, Houston, London, New York, Riyadh (affiliated office) and Washington, D.C. The firm represents half of the Fortune 100. King & Spalding is into financial restructuring practices. It provides valuable knowledge and in-depth experience to virtually all facets of corporate reorganizations, in-court and out-of-court debt restructuring, bankruptcy and insolvency litigation, and distressed asset mergers and acquisitions. This practice is regularly retained in bankruptcy matters and workouts to represent debtors, trustees, creditors' committees, institutional lenders, other critical creditors and parties-in-interest, and potential acquirers of businesses and large assets. The Houston office of King & Spalding, with more than 100 lawyers, provides a variety of services to clients the world over. Chief among its practices are those focusing on litigation and transactional law, especially energy, international arbitration and Latin American matters. * James McDermott Joins Alvarez & Marsal's Restructuring Team ------------------------------------------------------------- James P. McDermott has joined as a managing director in Alvarez & Marsal's North America Restructuring practice. He is based in New York. Formerly managing director of The Eagle Rock Group LLC, a business advisory firm he co-founded, Mr. McDermott has experience in financial restructuring, crisis management and capital markets transactions. He has also advised companies and boards of directors on complex accounting and actuarial issues, SEC investigations and matters involving shareholder derivative actions. “Jim has an outstanding background, having served in interim management and advisory capacities in numerous complex turnaround situations, particularly in the financial services sector,” Joe Bondi, managing director and head of the New York Turnaround and Restructuring practice of Alvarez & Marsal, said. “We are delighted to welcome him to the team.” Mr. McDermott's clients have included Genworth Financial Group, RSL Communications and World Black Belt Association. He most served as president and CEO of AF&L Inc., a privately-held specialty insurer. Prior to forming Eagle Rock, he was CFO of PennCorp Financial Group Inc., where he helped lead an operational stabilization, debt reduction and recapitalization plan that was ultimately completed through the Chapter 11 process. Mr. McDermott began his career with the accounting firm Peat Marwick Mitchell & Co. Mr. McDermott holds a bachelor's degree in business administration, with concentrations in accounting, actuarial science and quantitative analysis, from the University of Wisconsin. He is a Certified Public Accountant licensed in the state of Georgia. Mr. McDermott has been admitted and testified as an expert in U.S. Federal District Court on acquisition due diligence matters. About Alvarez & Marsal Alvarez & Marsal -- http://www.alvarezandmarsal.com/-- is a professional services firm with expertise in guiding underperforming companies and public sector entities through complex operational, financial and organizational challenges. The firm excels in problem solving and value creation, and brings a bias toward executing solutions with a distinctive hands-on approach to serving clients, management and stakeholders. Founded in 1983, Alvarez & Marsal draws on its strong operational heritage to provide specialized services, including Turnaround and Management Advisory, Crisis and Interim Management, Performance Improvement, Creditor Advisory Services, Corporate Finance, Dispute Analysis and Forensics, Tax Advisory, Business Consulting, Real Estate Advisory and Transaction Advisory. A network of experienced professionals in locations across the U.S., Europe, Asia and Latin America, enables the firm to deliver on its proven reputation for leadership, problem solving and value creation. * BOND PRICING: For the Week of September 3 - September 7, 2007 --------------------------------------------------------------- Issuer Coupon Maturity Price ------ ------ -------- ----- ABC Rail Product 10.500% 01/15/04 0 ABC Rail Producz 10.500% 12/31/04 0 Acme Metals Inc 12.500% 08/01/02 0 Allegiance Tel 11.750% 02/15/08 53 Amer & Forgn Pwr 5.000% 03/01/30 61 Ames Dept Stores 10.000% 04/15/06 0 Antigenics 5.250% 02/01/25 69 Atherogenics Inc 1.500% 02/01/12 35 Atherogenics Inc 4.500% 03/01/11 48 Atlantic Coast 6.000% 02/15/34 4 Bank New England 8.750% 04/01/99 8 Bank New England 9.500% 02/15/96 14 Bank New England 9.875% 09/15/99 8 Beazer Homes USA 4.625% 06/15/24 75 Builders Transport 6.500% 05/01/11 0 Burlington North 3.200% 01/01/45 54 Calpine Gener Co 11.500% 04/01/11 33 Cell Therapeutic 5.750% 06/15/08 72 CIT Group Inc 6.100% 03/15/10 73 Clear Channel 4.900% 05/15/15 74 Clear Channel 5.500% 12/15/16 75 Collins & Aikman 10.750% 12/31/11 2 Color Tile Inc 10.750% 12/15/01 0 Columbia/HCA 7.050% 12/01/27 74 Columbia/HCA 7.500% 11/15/95 74 Complete Mgmt 8.000% 08/15/03 0 Comprehensive Care 7.500% 04/15/10 60 CompuCredit 5.875% 11/30/35 65 Curagen Corp 4.000% 02/15/11 63 Decode Genetics 3.500% 04/15/11 65 Delta Air Lines 8.000% 12/01/15 62 Delta Mills Inc 9.625% 09/01/07 15 Duquesne Light 6.250% 08/15/35 73 Dura Operating 8.625% 04/15/12 52 Dura Operating 9.000% 05/01/09 7 Dura Operating 9.000% 05/01/09 3 Dyersburg Corp 9.750% 09/01/07 0 E. Spire Comm Inc 10.625% 07/01/08 0 Empire Gas Corp 9.000% 12/31/07 1 Encysive Pharma 2.500% 03/15/12 63 Epix Medical Inc 3.000% 06/15/24 75 Exodus Comm Inc 5.250% 02/15/08 0 Exodus Comm Inc 11.625% 07/15/10 0 Fedders North Am 9.875% 03/01/14 16 Finova Group 7.500% 11/15/09 20 Finlay Fine Jwly 8.375% 06/01/12 72 Ford Motor Cred 6.000% 11/20/14 75 Ford Motor Cred 6.000% 11/20/14 75 Ford Motor Cred 7.5005 08/20/32 71 Ford Motor Co 6.375% 02/01/29 70 Ford Motor Co 6.625% 02/15/28 71 Ford Motor Co 6.625% 10/01/28 71 Ford Motor Co 7.125% 11/15/25 70 Ford Motor Co 7.400% 11/01/46 71 Ford Motor Co 7.500% 08/01/26 72 Ford Motor Co 7.700% 05/15/97 71 Ford Motor Co 7.750% 06/15/43 72 General Motors 6.750% 05/01/28 71 General Motors 7.375% 05/23/48 72 General Motors 7.400% 09/01/25 73 GMAC 5.900% 01/15/19 73 GMAC 5.900% 01/15/19 74 GMAC 5.900% 02/15/19 69 GMAC 5.900% 10/15/19 73 GMAC 6.000% 02/15/19 73 GMAC 6.000% 02/15/19 73 GMAC 6.000% 03/15/19 73 GMAC 6.000% 03/15/19 74 GMAC 6.000% 03/15/19 73 GMAC 6.000% 03/15/19 75 GMAC 6.000% 04/15/19 74 GMAC 6.050% 08/15/19 73 GMAC 6.050% 08/15/19 73 GMAC 6.100% 09/15/19 74 GMAC 6.200% 04/15/19 75 GMAC 6.250% 12/15/19 73 GMAC 6.300% 08/15/19 75 GMAC 6.350% 04/15/19 75 GMAC 6.400% 11/15/19 74 GMAC 7.050% 03/15/18 75 Gulf States STL 13.500% 04/15/03 0 Harrahs Oper Co. 5.750% 10/01/17 75 Hines Nurseries 10.250% 10/01/11 70 HNG Internorth 9.625% 03/15/06 28 Iridium LLC/CAP 10.875% 07/15/05 5 Iridium LLC/CAP 11.250% 07/15/05 5 Iridium LLC/CAP 13.000% 07/15/05 5 Iridium LLC/CAP 14.000% 07/15/05 5 James River Coal 9.375% 06/01/12 71 K Hovnanian Entr 7.750% 05/15/13 73 K Mart Funding 8.800% 07/01/10 73 Kaiser Aluminum 9.875% 02/15/02 0 Kaiser Aluminum 12.750% 02/01/03 7 Kellstrom Inds 5.500% 06/15/03 0 Kellstrom Inds 5.750% 10/15/02 0 Kimball Hill Inc 10.500% 12/15/12 70 Kmart Corp 9.350% 01/02/20 12 Lehman Bros Holding 5.850% 11/08/30 73 Lehman Bros Holding 10.000% 10/30/13 71 Liberty Media 3.750% 02/15/30 59 Liberty Media 4.000% 11/15/29 65 Lifecare Holding 9.250% 08/15/13 70 LTV Corp 8.200% 09/15/07 0 McSaver Financl 7.400% 02/15/02 0 McSaver Financl 7.875% 08/01/03 0 Missouri Pac RR 5.000% 01/01/45 74 Motorola Inc 5.220% 10/01/97 73 Movie Gallery 11.000% 05/01/12 28 Natl Steel Corp 9.875% 03/01/09 0 New Orl Grt N RR 5.000% 07/01/32 61 Nielsen Finance 12.500% 08/01/16 67 Northern Pacific RY 3.000% 01/01/47 52 Northern Pacific RY 3.000% 01/01/47 52 Northwest Steel & Wire 9.500% 06/15/01 0 NTK Holdings Inc 10.750% 03/01/14 63 Nutritional Src 10.125% 08/01/09 66 O'Sullivan Ind 10.630% 10/01/08 0 Oakwood Homes 7.875% 03/01/04 11 Oscient Pharma 3.500% 04/15/11 69 Outboard Marine 7.000% 07/01/02 0 Outboard Marine 9.125% 04/15/17 0 Pac-West Telecom 13.500% 02/01/09 4 Pac-West Telecom 13.500% 02/01/09 4 PCA LLC/PCA FIN 11.875% 08/01/09 6 Pegasus Satellite 12.375% 08/01/08 0 Phelps Dodge 6.125% 03/15/34 72 Piedmont Aviat 10.250% 01/15/49 0 Piedmont Aviat 10.250% 01/15/49 0 Pixelworks Inc 1.750% 05/15/24 74 Polaroid Corp 6.750% 01/15/02 0 Polaroid Corp 11.500% 02/15/06 0 Pope & Talbot 8.375% 06/01/13 55 Pope & Talbot 8.375% 06/01/13 57 Primus Telecom 3.750% 09/15/10 69 Primus Telecom 8.000% 01/15/14 67 Radnor Holdings 11.000% 03/15/10 0 Reliance Grp Hld 9.000% 11/15/00 0 Rite Aid Corp. 6.875% 12/15/28 71 RJ Tower Corp. 12.000% 06/01/13 4 Rotech HealthCare 9.500% 04/01/12 70 Saint Acquisition 12.500% 05/15/17 68 ServiceMaster Co 7.100% 03/01/18 68 ServiceMaster Co 7.450% 08/15/27 72 Scotia Pac Co 6.550% 01/20/07 50 SLM Corp 5.000% 06/15/28 70 SLM Corp 5.250% 12/15/28 70 SLM Corp 5.400% 03/15/28 73 SLM Corp 5.400% 03/15/30 74 SLM Corp 5.400% 06/15/30 73 SLM Corp 5.450% 06/15/28 71 SLM Corp 5.500% 06/15/29 72 SLM Corp 5.500% 06/15/29 72 SLM Corp 5.500% 03/15/30 70 SLM Corp 5.500% 06/15/30 72 SLM Corp 5.500% 12/15/30 71 SLM Corp 5.500% 06/15/25 71 SLM Corp 5.600% 12/15/29 71 SLM Corp 5.650% 03/15/29 73 SLM Corp 5.650% 03/15/29 71 SLM Corp 5.650% 12/15/29 73 SLM Corp 5.650% 12/15/29 74 SLM Corp 5.650% 03/15/29 73 SLM Corp 5.650% 06/15/30 75 SLM Corp 5.700% 03/15/29 74 SLM Corp 5.700% 03/15/29 74 SLM Corp 5.700% 03/15/29 71 SLM Corp 5.700% 03/15/30 74 SLM Corp 5.750% 03/15/29 74 SLM Corp 5.750% 06/15/29 75 SLM Corp 5.750% 06/15/29 73 SLM Corp 5.750% 09/15/29 68 SLM Corp 5.750% 09/15/29 73 SLM Corp 5.750% 12/15/29 70 SLM Corp 5.750% 12/15/29 75 SLM Corp 5.750% 03/15/30 73 SLM Corp 5.800% 12/15/29 72 SLM Corp 5.850% 09/15/29 75 SLM Corp 6.000% 06/15/29 75 SLM Corp 6.000% 09/15/29 75 SLM Corp 6.000% 12/15/31 72 SLM Corp 6.350% 09/15/31 72 Spacehab Inc 5.500% 10/15/10 51 Spectrum Brands 7.375% 02/01/15 74 Standard Pacific 9.250% 04/15/12 73 Stanley-Martin 9.750% 08/15/15 72 Tech Olympic 8.250% 04/01/11 70 Tenet Healthcare 6.875% 11/15/31 72 Times Mirror Co 6.610% 09/15/27 71 Times Mirror Co 7.250% 11/15/96 72 Times Mirror-New 7.500% 07/01/23 70 Tom's Foods Inc 10.500% 11/01/04 1 Tousa Inc 7.500% 03/15/11 35 Tousa Inc 7.500% 01/15/15 32 Tousa Inc 9.000% 07/01/10 72 Tousa Inc 9.000% 07/01/10 72 Tousa Inc 10.375% 07/01/12 41 TransTexas Gas 15.000% 03/15/05 0 Tribune Co 5.250% 08/15/15 72 United Air Lines 9.350% 04/07/16 43 US Air Inc. 10.680% 06/27/08 0 US Air Inc. 10.800% 01/01/49 0 Vesta Insur Grp 8.750% 07/15/25 2 Vicorp Restaurant 10.500% 04/15/11 64 Wachovia Corp 9.250% 04/10/08 68 Wachovia Corp 12.500% 03/05/08 74 Wachovia Corp 15.500% 12/05/07 69 WCI Communities 6.625% 03/15/15 73 WCI Communities 7.875% 10/01/13 74 Weirton Steel 10.750% 06/01/05 0 Werner Holdings 10.000% 11/15/07 1 Westpoint Steven 7.875% 06/15/05 0 William Lyon 7.500% 02/15/14 70 William Lyon 7.625% 12/15/12 73 Winstar Comm Inc 10.000% 03/15/08 0 Winstar Comm Inc 12.750% 04/15/10 0 Winstar Comm 14.000% 10/15/05 0 Witco Corp 6.875% 02/01/26 75 Wornick Co 10.875% 07/15/11 75 ********* 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. *** End of Transmission ***