---

         T R O U B L E D   C O M P A N Y   R E P O R T E R

            Friday, September 21, 2007, Vol. 11, No. 224

                             Headlines

AIRBORNE HEALTH: Covenant Violation Cues S&P to Junk Rating
ALERIS INT'L: S&P Holds B+ Rating and Revises Outlook to Negative
ALLEGHENY ENERGY: Unit Ups Revolving Facility to $400 Million
AMEREX GROUP: Asbestos Abatement Completion Frees-Up $800,000 Cash
AMERICAN HOME: Committee Taps Hahn & Hessen as Co-Counsel

AMERICAN HOME: Retains Rights to Service DBSP Loans
AMERIRESOURCE TECH: March 31 Balance Sheet Upside-Down by $699,175
ARIAS ACQUISITIONS: Moody's Junks Corporate Family Rating
ARIEL WAY: UK Affiliate Exits Liquidation, Cuts Debts/Liabilities
ARVINMERITOR INC: Amends Credit Agreement to Reduce Size

ASPEN EXECUTIVE: Organizational Meeting Scheduled on September 28
AVAGO TECHNOLOGIES: S&P Places 'B' Rating Under Positive Watch
BARNERT HOSPITAL: Creditors' Meeting Adjourned to October 10
BAUSCH & LOMB: Commences Tender Offers for Debt Securities
BAYONNE MEDICAL: State's $3 Million Funding Rescues Operations

BEAR STEARNS: Fitch Rates $1.68MM Class B-5 Certificates at B
BOMBAY COMPANY: Files for Chapter 11 and CCAA Protection
BOMBAY COMPANY: Case Summary & 26 Largest Unsecured Creditors
BRIGGS & STRATTON: S&P Affirms BB+ Corporate Credit Rating
CAITHNESS COSO: Offers to Buy $90 Mil. of Secured Notes & Bonds

CALPINE CORP: Files Second Amended Reorganization Plan
CALPINE CORP: Names Zamir Rauf as Senior VP of Finance
CARDIMA INC: Inks Settlement Pact on $26.4 Million Apix Loan
CBA GROUP: S&P Affirms Ratings and Revises Outlook to Negative
CHARLES RIVER: Moody's Cuts $4.8 Mil. Class C Notes' Rating to Ba3

CHEM RX: Moody's Rates Proposed $135 Million Term Loans at B1
CHESAPEAKE SHORES: Case Summary & 7 Largest Unsecured Creditors
CITY CAPITAL: Director Phillip St. James Resigns
COAST FOUNDRY: Trustee Sets Section 341(a) Meeting on October 1
COAST FOUNDRY: Wants to Hire SulmeyerKupetz as General Counsel

COAST FOUNDRY: Taps Broadway Advisors as Financial Consultant
COLUMBUS MCKINNON: Moody's Holds Corporate Family Rating at B1
CORSO BROTHERS: Files List of 14 Largest Unsecured Creditors
DELTA MILLS: Retains Keen Realty to Sell South Carolina Assets
DOMTAR CORP: Earns $11 Million in Second Quarter Ended July 1

DUKE FUNDING: Fitch Downgrades Ratings on Four Note Classes
EMBS V: Fitch Withdraws Junk Ratings on Two Note Classes
FINISAR CORP: Obtains Additional Nasdaq Noncompliance Notice
FIRST DATA: Prices Tender Offers for $2.2 Bil. Debt Securities
FLEXTRONICS INT'L: Moody's Puts (P)Ba1 Rating on $2.5 Billion Loan

FONIX CORP: June 30 Balance Sheet Upside-Down by $54.4 Million
FORD MOTOR: Top U.S. Marketing Exec Francisco Codina Retires
GE CAPITAL: Moody's Junks Class B2 Notes' Rating
GENERAL MOTORS: UAW Talks on VEBA Funding Terms Drag On
GREYFRIARS INSURANCE: Chapter 15 Petition Summary

GS MORTGAGE: S&P Holds Low-B Rating on Six Certificate Classes
HOLOGIC INC: Completes $70 Million BioLucent Acquisition
HUISH DETERGENTS: High Debt Leverage Cues S&P's Neg. Outlook
INDYMAC BANCORP: Poor Financial Metrics Cue Moody's Ratings Cut
INTERSTATE HOTELS: Forms Joint Venture w/ Investcorp to Buy Hotels

IWT TESORO: Gets Interim Nod to Hire Donlin Recano as Claims Agent
J/Z CBO: Fitch Withdraws Junk Rating on Class D Notes
JOHN MCKEON: Case Summary & Six Largest Unsecured Creditors
KELLWOOD CO: Board to Review Sun Capital's Acquisition Bid
KELLWOOD CO:  Sun Capital's Proposal Cues S&P's Negative Watch

M FABRIKANT: Committee Retains Susman Godfrey as Special Counsel
MERITAGE MORTGAGE: Moody's Lowers Class M6 Certs.' Rating to B3
MIDDLESEX COUNTY: Case Summary & 19 Largest Unsecured Creditors
MIGENIX INC: Posts CDN$3.1 Million Net Loss in Qtr. Ended July 31
MORGAN STANLEY: Fitch Junks Rating on $852,190 Class N Certs.

MORTGAGE ASSET: Needs Additional Financing to Continue Operations
NEWFIELD EXPLORATION: Selling UK Interests to Centrica for $486MM
OPFM INC: Voluntary Chapter 7 Case Summary
ORCHID STRUCTURED: Low Credit Quality Cues Moody's Ratings Cut
OWNIT MORTGAGE: Judge Thompson Okays Amended Disclosure Statement

PETROQUEST ENERGY: Prices Offering of 6.88% Preferred Stock
R.J. GATORS: Court OKs Sale of Business to J&D for $1.85 Mil.
REPERFORMING LOAN: Poor Performance Cues S&P to Lower Ratings
RH DONNELLEY: Moody's Rates Proposed $1 Billion Senior Notes at B3
RH DONNELLEY: S&P Rates Proposed $650 Million Senior Notes at B

ROGERS COMMS: Posts $56 Million Net Loss in Quarter Ended June 30
RURAL/METRO CORP: Liquidity Concerns Cue S&P to Revise Outlook
SCO GROUP: Organizational Meeting Scheduled on September 28
SCO GROUP: Bankruptcy Filing Prompts Nasdaq to Delist Securities
SCO GROUP: Posts $2.4 Million Net Loss in Quarter Ended July 31

SENTINEL MANAGEMENT: Filed Schedules Lack Total Amount
SINOFRESH HEALTHCARE: To Issue 3MM Stocks Via Notes Conversion
SOUTH COAST OIL: Involuntary Chapter 11 Case Summary
SOUTHEAST BANKING: Jeffrey Beck Appointed as Chapter 11 Trustee
STACK 2006-2: Moody's Reviews Class VII Notes' Ba1 Rating

STILLWATER HOLDINGS: Case Summary & 15 Largest Unsecured Creditors
SUNCOM WIRELESS: Inks $2.4 Billion Merger Pact with T-Mobile
TARPON INDUSTRIES: Canadian Unit Files for Bankruptcy Under BIA
TEEKAY CORP: Earns $78.4 Million in Quarter Ended June 30
TELECONNECT INC: June 30 Balance Sheet Upside-Down by $6.1 Million

TRANSAX INT'L: June 30 Balance Sheet Upside-Down by $3.5 Million
TRUESTAR BARNETT: Wants Until October 1 to File Schedules
URS CORP: S&P Rates Proposed $2.1 Billion Facilities at BB+
VITALTRUST BUSINESS: Posts $31.7 Mil. Net Loss in Second Quarter
WHITEHALL JEWELERS: Posts $18.3 Mil. Net Loss in Qtr. Ended Aug. 4

WOODWIND & BRASSWIND: Court OKs Baker as Trustee's Special Counsel
XEROX CORP: Invests $60 Million on Next Generation Toner Plant

* Fitch Places 48 Classes from 14 CDOs Under Negative Watch

* Chadbourne & Parke's Kyiv Office Promotes Two Associates

* BOOK REVIEW: Life, Death and the Law: Law and Christian Morals
               in England and the United States

                             *********

AIRBORNE HEALTH: Covenant Violation Cues S&P to Junk Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Bonita
Springs, Florida-based Airborne Health Inc., including its
corporate credit rating to 'CCC+' from 'B'.  At the same time,
Standard & Poor's placed Airborne's ratings on CreditWatch with
developing implications, meaning that the ratings could be lowered
further or raised following the completion of S&P's review.
     
"The downgrade and CreditWatch placement follows Airborne's
announcement that it is in violation of its total leverage and
interest coverage covenants under its bank credit agreement as of
its fiscal 2008 first quarter," said Standard & Poor's credit
analyst Bea Chiem.
     
"Even though Airborne currently has about $15 million in cash on
its balance sheet, we are concerned about Airborne's liquidity and
its ability to obtain a waiver and bank amendment in a timely and
cost-effective manner given current market conditions," said Ms.
Chiem.
     
Standard & Poor's will monitor Airborne's liquidity, as well as
its efforts to obtain a waiver and amend its financial covenants,
and discuss its financial plans with management before resolving
the CreditWatch.


ALERIS INT'L: S&P Holds B+ Rating and Revises Outlook to Negative
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Aleris
International Inc. to negative from stable.  At the same time S&P
affirmed its 'B+' corporate credit rating and the other ratings on
the company.  Concurrently, S&P assigned a 'B-' rating to the
company's recent $105 million 9% senior notes due 2014, which are
an add-on to the company's existing $600 million 9% senior notes
due 2014.
     
Pro forma total debt outstanding at June 30, 2007, approximates
$2.8 billion.
     
"The outlook revision reflects recent operating weakness in the
company's North American global rolled and extruded products
segment and the expectation that this trend will continue in the
near term," said Standard & Poor's credit analyst Marie Shmaruk.
     
During the three months ended June 30, 2007, volumes in this
segment declined 20% year-over-year, primarily because of weaker
demand for building and construction, distribution, and
transportation products.  This, combined with increased debt
balances due to the company's aggressive growth strategy, has
resulted in credit measures that are weak for the rating.
     
Aleris, based in Beachwood, Ohio, manufactures aluminum sheet for
distributors and the transportation, construction, and consumer
durables end-user markets.  The company also makes value-added
zinc products that include zinc oxide, zinc dust, and zinc metal.
     
"We could lower the ratings in the near term if the company's debt
levels remain high and performance weakens materially because of
intensified competition or market conditions deteriorate," Ms.
Shmaruk said.  "An outlook revision back to stable would depend on
management improving and maintaining a financial profile more
consistent with the rating through earnings growth and more
moderate debt levels."


ALLEGHENY ENERGY: Unit Ups Revolving Facility to $400 Million
-------------------------------------------------------------
Allegheny Energy Inc.'s subsidiary, Allegheny Energy Supply
Company LLC, on Sept. 11, 2007, amended the May 2, 2006, Credit
Agreement with the lenders party, and Citicorp USA Inc, as
Administrative Agent, to increase the size of the revolving
facility from $200 million to $400 million.

Allegheny Energy and Allegheny Supply also entered into an
amendment to the May 22, 2006, Credit Agreement, with the lenders
party, and Citicorp North America Inc, as Administrative Agent.  

The AYE Amendment amends the AYE Credit Agreement to permit the
payment of cash dividends by AYE subject to certain conditions and
limits.

Some of the AESC Bank Parties and the AYE Bank Parties have or may
have had various relationships with AYE and its affiliates
involving the provision of a variety of financial services,
including cash management, investment banking, and the issuance of
letters of credit.

                 About Allegheny Energy Inc.

Headquartered in Greensburg, Pennsylvania, Allegheny Energy Supply
Company LLC -- http://www.alleghenyenergysupply.com/-- is the  
power production business segment of Allegheny Energy (NYSE:AYE)
-- http://www.alleghenyenergy.com/-- which owns and operates 21  
fossil-fueled and hydroelectric power plants, but about 95% of its
power is generated by coal.  Allegheny Energy Supply owns and
operates electric generating facilities, and Allegheny Power
delivers low-cost, reliable electric service to customers in
Pennsylvania, West Virginia, Maryland and Virginia.

                      *     *     *

As reported in the Troubled Company Reporter on Sep. 11, 2007,
Moody's Investors Service upgraded the long-term ratings of
Allegheny Energy Inc. (senior unsecured bank facility to Ba1 from
Ba2) and its generation subsidiaries, Allegheny Energy Supply
Corporation LLC (senior unsecured to Ba1 from Ba3) and Allegheny
Generation Company (senior unsecured to Baa3 from Ba3), concluding
a review for possible upgrade that commenced on Aug. 8, 2007.  The
rating outlook for AYE, AYE Supply and AGC is stable.


AMEREX GROUP: Asbestos Abatement Completion Frees-Up $800,000 Cash
------------------------------------------------------------------
Amerex Group Inc. has completed the asbestos abatement activities
on their 153-acre industrial site in Pryor, Oklahoma.  Completion
of this year-long project will now free-up $800,000 of cash
restricted via a letter of credit.

It also enables Amerex to sell the property which was placed on
the market with a $3,000,000 price tag.

"We are glad to have finished this project to the standards
required by the regulators and satisfaction of former owners,"
Stephen Onody, Amerex's Chief Operating Officer, stated.  "We will
soon ship the remainder of scrap metal and are about to enter into
a contract for sale of the property."
    
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 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 pointed to the company's net loss working capital
deficiency and stockholders' deficit.


AMERICAN HOME: Committee Taps Hahn & Hessen as Co-Counsel
---------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in
American Home Mortgage Investment Corp. and its debtor-affiliates'
chapter 11 cases seeks authority from the U.S. Bankruptcy Court
for the District of Delaware to retain Hahn & Hessen LLP, under a
general retainer, as its co-counsel, nunc pro tunc to August 14,
2007.

James J. McGinley, co-chairman of the Creditors Committee, relates
that Hahn & Hessen is thoroughly familiar with and experienced in
Chapter 11 practice and has represented creditors' interests in
insolvency proceedings for more than 75 years.  Hahn & Hessen H&H
is knowledgeable on the legal issues peculiar to the Debtors.  It
is also capable of investigating the Debtors' prepetition acts and
conduct.

As a co-counsel, Hahn & Hessen will:

   -- render legal advice with respect to the Creditors
      Committee's duties and powers in the bankruptcy cases;

   -- assist the Creditors Committee's investigation of the acts,
      conduct, assets, liabilities and financial condition of the
      Debtors, the operation of the Debtors' businesses, the
      desirability of continuance of the businesses and any other
      matters relevant to the Cases or to the business affairs of
      the Debtors;

   -- advise the Creditors Committee with respect to any proposed
      sale of the Debtors' assets or business operations;

   -- advise the Creditors Committee with respect to any proposed
      plan of reorganization or liquidation, and the prosecution
      of claims against third parties, and other matters relevant
      to the formulation of a Plan or liquidation;

   -- assist the Creditors Committee in requesting the
      appointment of a trustee or examiner pursuant to Section
      1104 of the Bankruptcy Code, if necessary and appropriate;
      and

   -- perform other legal services, which may be required by,
      and which are in the best interests of, the unsecured
      creditors.

Mr. McGinley relates that Hahn & Hessen will be compensated at
its customary rates for services rendered and for actual expenses
incurred, pursuant to Sections 330 and 331 of the Bankruptcy
Code.  Hahn & Hessen's hourly rates are:

            Partners                   $500 - $650
            Special Counsel            $450 - $625
            Associates                 $200 - $400
            Paralegals                 $180 - $200

Hahn & Hessen has informed the Creditors Committee that it may
have represented, from time to time, certain creditors of the
Debtors or affiliates on completely unrelated matters, Mr.
McGinley informs the Court.  He adds that the Creditors Committee
has been assured that while Hahn & Hessen is employed by the
Creditors Committee, it will not represent any other entity in
connection with the Debtors Chapter 11 cases.

Mark T. Power, Esq., a member of Hahn & Hessen, assures the Court
that the firm has and represents no interest adverse to the
interests of the Creditors Committee or the Debtors' bankruptcy
estates.

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

American Home Mortgage and seven affiliates filed for chapter 11
protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047
through 07-11054).  James L. Patton, Jr., Esq., Joel A. Waite,
Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt &
Taylor LLP represent the Debtors.  Epiq Bankruptcy Solutions LLC
acts as the Debtors' claims and noticing agent.  The Official
Committee of Unsecured Creditors has selected Hahn & Hessen LLP as
its counsel.  As of March 31, 2007, American Home Mortgage's
balance sheet showed total assets of $20,553,935,000, total
liabilities of $19,330,191,000.  The Debtors' exclusive period to
file a plan expires on Dec. 4, 2007.  (American Home Bankruptcy
News, Issue No. 7, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN HOME: Retains Rights to Service DBSP Loans
---------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware has denied DB Structured Products, Inc.'s
request to lift the automatic stay to terminate the servicing
rights of American Home Mortgage Investment Corp.'s affiliate with
respect to certain mortgage loans.

As a result of the Bankruptcy Court's refusal to lift the
automatic stay imposed under Section 362 of the Bankruptcy Code,
American Home can continue collecting payments on $189,000,000
worth of mortgages given to more than 1,600 illegal aliens,
Bloomberg News said.

American Home Mortgage Corp., as seller; American Home Mortgage
Servicing, Inc., as servicer; and DB Structured, as initial
purchaser, are parties to a Master Mortgage Loan Purchase and
Servicing Agreement dated as of May 1, 2006, pursuant to which DB
Structured purchased mortgages from AHM Corp. with the expressed
intention of engaging in securitization transactions with respect
to those mortgages.

DB Structured said that, as a result of AHM Servicing's forfeiture
of its status as Fannie Mae-qualified servicer before it sought
Chapter 11 protection, the Deutsche Bank AG affiliate has been
unable to securitize the mortgages and is suffering irremediable
harm as a result.

The Debtors and the the Official Committee of Unsecured Creditors
in the bankruptcy cases, however, opposed DB Structured's request,
citing that the Debtors need to retain the loans to maximize the
value to their loan-servicing unit.  The Debtors noted that they
have obtained the Bankruptcy Court's approval of a settlement,
allowing them to service $5,200,000,000 in loans under the Fannie
Mae portfolio until they complete the sale of their loan servicing
business on Oct. 31, 2007.  The Debtors intend to conduct an
auction for their loan servicing business on Oct. 5, 2007.  Bids
are due October 2.

The Court, thus, refused to grant DB Structured's request, without
prejudice.

Other banks, including Affiliates of Bear Stearns Cos., Morgan
Stanley Mortgage Capital Holdings LLC, and Calyon New York
Branch, have also asked the Court to compel American Home to turn
over the rights to collect payments and escrow funds with respect
to loans they purchased from AHM Corp.  The Court has not ruled on
their requests.

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

American Home Mortgage and seven affiliates filed for chapter 11
protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047
through 07-11054).  James L. Patton, Jr., Esq., Joel A. Waite,
Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt &
Taylor LLP represent the Debtors.  Epiq Bankruptcy Solutions LLC
acts as the Debtors' claims and noticing agent.  The Official
Committee of Unsecured Creditors has selected Hahn & Hessen LLP as
its counsel.  As of March 31, 2007, American Home Mortgage's
balance sheet showed total assets of $20,553,935,000, total
liabilities of $19,330,191,000.  The Debtors' exclusive period to
file a plan expires on Dec. 4, 2007.  (American Home Bankruptcy
News, Issue No. 8, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERIRESOURCE TECH: March 31 Balance Sheet Upside-Down by $699,175
------------------------------------------------------------------
Ameriresource Technologies Inc.'s consolidated balance sheet at
March 31, 2007, showed $1.3 million in total assets and
$2.0 million in total liabilities, resulting in a $699,175 total
stockholders' deficit.

The company's consolidated balance sheet at March 31, 2007, also
showed strained liquidity with $366,267 in total current assets
available to pay $1.3 million in total current liabilities.

The company reported a net loss of $486,802 on revenues of
$471,353 for the quarter ended March 31, 2007, compared to a net
loss of $667,511 on revenues of $108,218 for the same period last
year.  The decrease in net loss is attributed to a decrease in
general and administrative expenses.

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2007, are available for
free at http://researcharchives.com/t/s?2397

                       Going Concern Doubt

As reported in the Troubled Company Reporter on May 17, 2007,
De Joya Griffith & Company LLP, in Las Vegas, expressed
substantial doubt about AmeriResource Technologies Inc.'s ability
to continue as a going concern after auditing the company's
financial statement as of the years ended Dec. 31, 2006, and 2005.  
The auditing firm pointed to the company's recurring losses from
operations, negative working capital, and negative cash flows
from operations.

                 About Ameriresource Technologies

Headquartered in Las Vegas, AmeriResource Technologies Inc.
(OTC BB: AMREE.OB) -- http://www.ameriresourcetechnologies.com/--   
operates online auction drop-off locations that provide the
general public to sell items on eBay.  It provides software design
and product development for businesses that sells items on eBay.  
AmeriResource also offers software and hardware system, and self-
serve system called Point of Sales, which offers integrated
system, including restaurant management tools/menus that offer
various reports for inventory and labor control.  The company was
incorporated in 1989 as KLH Engineering Group Inc. and changed
its name to AmeriResource Technologies Inc. in 1996.


ARIAS ACQUISITIONS: Moody's Junks Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating
of Arias Acquisitions Inc. to Caa2 from B3.  Moody's also
downgraded the company's senior secured bank credit facilities to
Caa2 from B3, and its senior subordinated notes to Ca from Caa2.  
The rating outlook remains negative.  Moody's will withdraw these
ratings for business reasons.

Arias is an intermediate holding company owned by HBW Holdings
Inc, whose subsidiaries comprise a leading US provider of home
warranty products.  The rating downgrade and continuing negative
outlook reflect the severe downturn in the US housing market,
resulting in weak revenues and net losses at Arias over the past
couple of years.  Moody's believes that the housing market
downturn will last at least until 2009, with any sector recovery
likely to be sluggish for some time after that.

Citing Arias's substantial financial leverage, the rating agency
expressed concern about the firm's ability to comply with
financial covenants and to service debt under its current
borrowing arrangements.  Moody's noted that Arias has taken steps
to address the housing market slump, including reductions in work
force, consolidation of facilities, and development of more
flexible home warranty products.  Nevertheless, high financial
leverage and the weak housing market represent serious challenges
to the company.

The last rating action on Arias took place on March 5, 2007, when
Moody's downgraded the corporate family rating to B3 from B2 and
changed the rating outlook to negative from stable.

Arias, based in Denver, Colorado, is a leading US provider of new
home warranties and related products.  The company is majority-
owned by private equity firm Brera Capital Partners LLC.  Arias
generated estimated revenues of $179 million in 2006.


ARIEL WAY: UK Affiliate Exits Liquidation, Cuts Debts/Liabilities
-----------------------------------------------------------------
Ariel Way Inc. disclosed that the liquidation of dbsXmedia Ltd.,
the wholly-owned UK subsidiary of dbsXmedia Inc. and is 60%-owned
by the company, has been completed.  The company also has reduced
its debt and liabilities.  

"We are pleased to finally be able to put in place a major plan
aiming to significantly improve the value of the company and
therewith the shareholder value," Arne Dunhem, Ariel Way chairman,
president, and CEO of Ariel Way said.  "The burden of the large
amount of debt and liabilities that we have carried until now has
been a major factor making new financing and the acquisition of
new operations very difficult.  The significant reduction opens up
new alternatives for the company."
    
As of Sept. 14, 2007, the company was able to significantly reduce
its consolidated debt and liabilities to approximately $1,070,000
from $3,288,087 as of Sept. 30, 2006 and $2,592,990 as of June 30,
2007.

The significant reduction is the result of:

   -- a settlement with Loral Skynet in June, 2007;

   -- the liquidation of dbsXmedia Ltd. (UK); and

   -- the ceasing of the US operation of dbsXmedia Inc. in
      April 2006 and resulting liability reductions.
    
The management of the company intends to reduce the debt and
liabilities of the company in the future with a target of a
liability of less than approximately $500,000 before end of this
fiscal year ending Sept. 30, 2007.  The Management believes this
may create alternatives for new financing and the acquisition of
new operations to grow the shareholder value.
   
                        About Ariel Way
    
Headquartered in Vienna, Virginia, Ariel Way Inc. (OTC:AWYI) --
http://www.arielway.com/-- is a technology and services company  
for secure communications, multimedia and digital signage
solutions and technologies.  The company is focused on developing
secure technologies, acquiring and growing profitable advanced
technology companies and global communications service providers
and creating strategic alliances with companies in complementary
product lines and service industries.  As of Sept. 30, 2006, it
marketed and sold its multimedia communications solutions services
to clients who are finance-oriented services companies primarily
in United Kingdom.  It also provided services to technology and
manufacturing companies throughout the United States.  As a part
of its multimedia communications solutions services, it is focused
on growing its customer bases, developing and deploying solutions
for business television , digital signage and interactive media
delivered over a combination of satellite, terrestrial and
wireless local networks.

At June 30,2007, the company's balance sheet showed total assets
of $31,611 and total liabilities of $2.59 million, resulting to a
total stockholders' deficit of $2.56 million.


ARVINMERITOR INC: Amends Credit Agreement to Reduce Size
--------------------------------------------------------
ArvinMeritor Inc. entered into Amendment No. 4 to the Loan
Agreement, dated as of Sept. 19, 2005, among ArvinMeritor,
ArvinMeritor Receivables Corporation, the lenders party and
SunTrust Robinson Humphrey Inc, relating to ArvinMeritor's U.S.
accounts receivable securitization program.

The purpose of the amendment is to:

   -- extend the program through Sept. 15, 2008;

   -- to reduce the size of the facility to $175 million from
      $250 million; and

   -- to adjust the concentration limits for receivables sold
      into the facility.

Headquartered in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM)
-- http://www.arvinmeritor.com/-- supplies 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 about 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.

                          *     *     *

As of Sept. 10, 2007, ArvinMeritor's $175 million Convertible
Senior Unsecured Notes is rated by Dominion Bond Rating Service at
BB.  DBRS also said that the trend is stable.

The company also carries Moody's Investors Service's Ba3 corporate
family rating.


ASPEN EXECUTIVE: Organizational Meeting Scheduled on September 28
-----------------------------------------------------------------
The U.S. Trustee for Region 3 will hold an organizational meeting
to appoint an official committee of unsecured creditors in Aspen
Executive Air, L.L.C.'s chapter 11 case at 10:00 a.m., on
Sept. 28, 2007, at Room 2112, J. Caleb Boggs Federal Building, 844
North King Street, in Wilmington, Delaware.

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

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

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

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

Based in Basalt, Colorado, Aspen Executive Air, L.L.C., aka AEXJet
-- http://www.aexjet.com/-- is a private jet travel company.  The  
company filed for chapter 11 protection on Sept. 14, 2007 (Bankr.
D. Del. Case No. 07-11341).  Laura Davis Jones, Esq., at
Pachulski, Stang, Ziehl & Jones, L.L.P., represents the Debtor.  
When the Debtor filed for protection form its creditors, it listed
estimated assets between $1 million and $100 million.  The
Debtor's list of 20 largest unsecured creditors showed claims of
more than $20 million.


AVAGO TECHNOLOGIES: S&P Places 'B' Rating Under Positive Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate credit
and other ratings on San Jose, California- and Singapore-based
Avago Technologies Holdings Pte. Ltd. on CreditWatch with positive
implications reflecting the company's operational stability,
despite challenging market conditions, and leverage measures that
are strong for the rating.
      
"Revenues have been flat for the past three quarters as gains in
cell phone and automotive products have offset some weakness in
wired infrastructure and computer peripherals," said Standard &
Poor's credit analyst Lucy Patricola.  Margins have improved
following restructuring actions and additional outsourcing.  Over
the past year, debt was modestly reduced through surplus cash
flow, leaving cash balances intact at about $200 million.  Debt to
EBITDA is about 3x.
     
S&P will meet with management to review the company's expectations
for operational trends in the near to intermediate term and
financial policies with respect to acquisitions in order to
determine the final impact on the credit rating.


BARNERT HOSPITAL: Creditors' Meeting Adjourned to October 10
------------------------------------------------------------
The meeting of Nathan and Miriam Barnert Memorial Hospital
Association, dba Barnert Hospital's creditors pursuant to Section
341(a) of the Bankruptcy Court has been adjourned to Oct. 10, 2007
at 10:00 a.m.  The meeting was initially set for September 19.

The meeting will be held at the Office of the United States
Trustee for the District of New Jersey, at Raymond Boulevard, One
Newark Center, Suite 1401 in Newark, New Jersey.

Nathan and Miriam Barnert Memorial Hospital Association, dba
Barnert Hospital, owns and operates a 256 bed general acute care
community hospital located at 680 Broadway in Paterson, New
Jersey.  The company filed for chapter 11 protection on Aug. 15,
2007 (Bankr. D. N.J. Case No. 07-21631).  David J. Adler, Esq., at
McCarter & English, LLP, represents the Debtor.  When the Debtor
filed for protection from its creditors, it listed estimated
assets and debts between $1 million and $100 million.


BAUSCH & LOMB: Commences Tender Offers for Debt Securities
----------------------------------------------------------
Bausch & Lomb is commencing cash tender offers and consent
solicitations for four series of outstanding debt securities and
two series of outstanding convertible debt securities.  These
tender offers and consent solicitations are being conducted as
part of the financing with the proposed merger between the company
and an affiliate of Warburg Pincus LLC.

                       Debt Securities

The tender offers and consent solicitations with respect to each
series of outstanding debt securities will expire at 8:00 a.m.,
New York City time, on Oct. 19, 2007, unless extended or earlier
terminated by the company.  In order to be eligible to receive the
purchase price, which includes the consent payment, holders must
validly tender, and not validly withdraw, their Debt Securities
prior to 5:00 p.m., New York City time on Oct. 3, 2007, unless
extended or earlier terminated by the company.  Holders tendering
their Debt Securities after the applicable Consent Payment
Deadline but prior to the applicable Expiration Date will be
eligible to receive an amount equal to the purchase price less the
consent payment.  Debt Securities purchased in the tender offers
will be paid for on the applicable settlement date for each tender
offer, which, assuming the tender offers are not extended, is
expected to be as soon as practicable after the applicable
expiration date.

1) CUSIP No.: 071707AH6
   Principal Amount Outstanding: $133,195,000
   Title of Security: 6.95% Senior Notes due 2007
   Tender Offer Price*+: $980.00
   Consent Payment**: $20.00
   Purchase Price Including the Consent Payment*: $1,000.00

2) CUSIP No.: 071707AL7
   Principal Amount Outstanding: $50,000,000
   Title of Security: 5.90% Senior Notes due 2008
   Tender Offer Price*+: $980.00
   Consent Payment**: $20.00
   Purchase Price Including the Consent Payment*: $1,000.00

3) CUSIP No.: 07171JAE6
   Principal Amount Outstanding: $421,000
   Title of Security: 6.56% Medium-Term Notes due 2026
   Tender Offer Price*+: $980.00
   Consent Payment**: $20.00
   Purchase Price Including the Consent Payment*: $1,000.00

4) CUSIP No.: 071707AG8
   Principal Amount Outstanding: $66,429,000
   Title of Security: 7.125% Debentures due 2028
   Tender Offer Price*+: $980.00
   Consent Payment**: $20.00
   Purchase Price Including the Consent Payment*: $1,000.00

* = Per $1,000 principal amount of Debt Securities, excluding
    accrued and unpaid interest to, but not including, the
    settlement date with respect to each series, which will be
    paid in addition to the purchase price.

** = Per $1,000 principal amount of Debt Securities.

+ = Equal to Purchase Price less the Consent Payment.

Holders tendering their Debt Securities will be required to
consent to the proposed amendments to the indentures governing the
Debt Securities, which would eliminate or make less restrictive
substantially all of the restrictive covenants, as well as certain
events of default and related provisions in the indentures.  The
tender offers and consent solicitations are being made pursuant to
the terms and conditions set forth in the Offer to Purchase and
Consent Solicitation Statement dated Sept. 19, 2007 for the Debt
Securities and the related Letter of Transmittal and Consent.

                  Convertible Debt Securities

Concurrent with the tender offers and consent solicitations for
the Debt Securities, the Company is separately commencing cash
tender offers and consent solicitations with respect to its 2004
Senior Convertible Securities due 2023 and its Floating Rate
Convertible Senior Notes due 2023.

The tender offer and consent solicitation with respect to each
series of Convertible Securities will expire at 8:00 a.m., New
York City time, on Oct. 19, 2007, unless extended or earlier
terminated by the company.

The purchase price for each $1,000 principal amount of Convertible
Securities validly tendered and not validly withdrawn pursuant to
the tender offers and consent solicitations is $1,216.14 for the
2004 Senior Convertible Securities due 2023 and $1,216.14 for the
Floating Rate Convertible Senior Notes due 2023, plus, in each
case, accrued and unpaid interest to, but not including, the
settlement date with respect to each series, which is expected to
be as soon as practicable after the applicable expiration date.  
Holders tendering their Convertible Securities will be required to
consent to the proposed amendments to the indentures governing the
Convertible Securities, which would eliminate or make less
restrictive substantially all of the restrictive covenants, as
well as certain events of default and related provisions, in the
indentures. The tender offers and consent solicitations are being
made pursuant to the terms and conditions set forth in the Offer
to Purchase and Consent Solicitation Statement dated September 19,
2007 for the Convertible Securities and the related Letter of
Transmittal and Consent.

Citigroup Global Markets Inc., Banc of America Securities LLC,
Credit Suisse Securities (USA) LLC and J.P. Morgan Securities Inc.
are acting as dealer managers for the tender offers and consent
solicitations.  Questions regarding the transaction and the
procedures for consenting may be directed to Citigroup Global
Markets Inc. by telephone at (800) 558-3745 (toll-free), Banc of
America Securities LLC by telephone at (888) 292-0070 (toll-free)
for the Debt Securities and (888) 583-8900 x2200 (toll-free) for
the Convertible Securities, Credit Suisse Securities (USA) LLC by
telephone at (212) 325-7596 (collect) or J.P. Morgan Securities
Inc. by telephone at (212) 270-1477 (collect).

Global Bondholder Services is the information agent for the tender
offers and consent solicitations.  Requests for documentation
should be directed to Global Bondholder Services at (866) 540-1500
(toll-free).

                      About Bausch & Lomb

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-'.


BAYONNE MEDICAL: State's $3 Million Funding Rescues Operations
--------------------------------------------------------------
Bayonne Medical Center has been saved from closure by a
$3 million charity care funding provided to it by the state,
various reports say.

The request for additional funds was prompted by some of Bayonne
Medical Center's creditors who asked for the hospital to close on
Sept. 19, Al Sullivan of Bayonne Community News relates.

According to an Associated Press writer, Bayonne will look for
other sources of money to keep the hospital open until it gets
into a deal selling the facility.

Although no layoffs are expected in the short term, AP said
should the health care facility shuts down, about 900 union jobs
and roughly 200 administrative positions will be affected.

In yet another development, Ronald Leir, a staff writer for The
Jersey Journal, reports that the Hon. Morris Stern of the
U.S. Bankruptcy Court for the District of New Jersey froze
payments to all the Debtor's professionals until the facility
is sold.

Based in Bayonne, New Jersey, Bayonne Medical Center --
http://www.bayonnemedicalcenter.org/-- provides healthcare     
services and operates a medical center.  The company operates a
278-bed fully accredited, acute-care hospital located in Hudson
County.  The company filed for Chapter 11 protection on April 16,
2007 (Bankr. D. N.J. Case No. 07-15195).  Lawrence C. Gottlieb,
Esq., Adam C. Rogoff, Esq., and Eric J. Haber, Esq., at Cooley
Godward Kronish LLP, represent the Debtor in its restructuring
efforts.  Stephen V. Falanga, Esq., at Connell Foley LLP, is the
Debtor's local counsel.  Kurtzman Carson Consultants LLC is the
Debtor's claims and noticing agent.  Andrew H. Sherman, Esq., and
Boris I. Mankovetskiy, Esq., at Sills Cummis Epstein & Gross PC,
represent the Official Committee of Unsecured Creditors.  When
the Debtor filed for protection from its creditors, it listed
estimated assets and debts of $1 million to $100 million.  The
Debtor's exclusive period to file a plan expires on Nov. 12, 2007.


BEAR STEARNS: Fitch Rates $1.68MM Class B-5 Certificates at B
-------------------------------------------------------------
Fitch has rated Bear Stearns Asset-Backed Securities I Trust 2007-
AC6 as:

  -- $238.61 million classes A-1 through A-7, PO, X and R
     (senior certificates) 'AAA';

  -- $7.38 million class B-1 certificates 'AA';

  -- $4.40 million class B-2 certificates 'A';

  -- $1.81 million class B-3 certificates 'BBB';

  -- $2.85 million class B-4 certificates 'BB';

  -- $1.68 million class B-5 certificates 'B'.

Credit enhancement for the 'AAA' rated classes A-1 through A7, PO,
X and R certificates reflects the 7.90% CE provided by the 2.85%
class B-1, 1.70% class B-2, 0.70% class B-3, 1.10% class B-4,
0.65% class B-5 and 0.90% class B-6 (not rated by Fitch).

In addition, the ratings reflect the integrity of the
transaction's legal structure as well as the capabilities of EMC
Mortgage Corporation as servicer (rated 'RPS1' by Fitch) and
master servicer (rated 'RMS3+' by Fitch).  Wells Fargo Bank,
National Association will act as trustee.  For federal income tax
purposes, an election will be made to treat the trust fund as one
or more real estate mortgage investment conduits (REMICs).

As of the cut-off date, the mortgage loans have an aggregate
balance of $259,073,325.  The weighted average loan rate is
approximately 7.20%.  The weighted average remaining term to
maturity (WAM) is 350 months.  The average cut-off date principal
balance of the mortgage loans is approximately $305,872.  The
weighted average original loan-to-value (OLTV) ratio is 73.79% and
the weighted average Fair, Isaac & Co. (FICO) score was 701.  The
properties are primarily located in California (28.58%), Florida
(10.17%), and New York (6.07%).


BOMBAY COMPANY: Files for Chapter 11 and CCAA Protection
--------------------------------------------------------
The Bombay Company Inc. has filed voluntary petitions for
reorganization under Chapter 11 of the U.S. Bankruptcy Code for
itself and its U.S. subsidiaries.  The filing, which was made in
U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division, is part of the company's efforts to address
financial challenges and identify a strategic or financial
investor.  Bombay's Canadian operations also will be seeking
protection under the Companies' Creditors Arrangement Act in
Canada.

In addition, the company filed a variety of "first day motions" to
support its employees, vendors, customers and other stakeholders;
to obtain interim financing authority and maintain existing cash
management programs; to retain legal, financial and other
professionals; to support the Company's reorganization case; and
for other relief.

Bombay has taken this action after determining that reorganizing
under Chapter 11 is in the best long-term interests of the
company, its employees, customers, creditors, business partners
and other stakeholders.  During this process, the company intends
to:

   -- Conduct business as usual through its retail stores and
      Internet websites;

   -- Honor its customer service policies such as returns,
      exchanges, credits, and its gift card program;

   -- Pay "post-petition" vendors, suppliers and other business
      partners for goods and services provided; and

   -- Continue to pay employees' wages and salaries, offering
      the same medical, dental, life insurance, disability and   
      other benefits, and to accrue vacation time without
      interruption.

"After considering a wide range of alternatives, this course of
action was seen as the best route to help preserve our
internationally respected brand while working to secure our
future," David B. Stewart, Chief Executive Officer of the Company,
said.  "With a tremendous talent pool and an excellent selection
of high quality home accessories and furnishings, we are confident
that our business will emerge from this process stronger and more
competitive.  We are very grateful for the dedication and hard
work of all our employees and look forward to providing them with
a clear road map for success."

To help fund its business during the Chapter 11 proceedings,
Bombay has secured a commitment for a $115 million debtor-in-
possession financing facility from General Electric Capital
Corporation and GE Canada Finance Holding Company.

Headquartered in Fort Worth, Texas, The Bombay Company, Inc., (OTC
Bulletin Board: BBAO) – http://www.bombaycompany.com/-- designs,  
sources and markets a unique line of home accessories, wall decor
and furniture through 384 retail outlets and the Internet in the
U.S. and internationally.


BOMBAY COMPANY: Case Summary & 26 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: The Bombay Company Inc.
             aka Bombay
             aka BombayKIDS
             aka Bombay Outlet
             aka BombayBath
             aka BombayBaby
             550 Bailey Avenue
             Fort Worth, TX 76107

Bankruptcy Case No.: 07-44084

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        B.M.A.J., Inc.                             07-44061
        The Bombay Furniture Company, Inc.         07-44085
        B.B.A. Holdings, L.L.C.                    07-44086
        Bombay International, Inc.                 07-44087
        Bailey Street Trading Company              07-44088

Type of business: The Debtors offer home furnishing. See
                  http://www.bombaycompany.com

Chapter 11 Petition Date: September 20, 2007

Court: Northern District of Texas (Ft. Worth)

Judge: D. Michael Lynn

Debtors' Counsel: Jason B. Binford, Esq.
                  Robert Dew Albergotti, Esq.
                  Haynes & Boone, L.L.P.
                  901 Main Street, Suite 3100
                  Dallas, TX 75202
                  Tel: (214) 651-5626, (214) 651-5613
                  Fax: (214) 200-0613

Debtors' Consolidated Financial Condition as of May 5, 2007

   Total Assets: $239,400,000

   Total Debts:  $173,400,000

Debtors' Consolidated List of their 26 Largest Unsecured
Creditors:

   Entity                   Nature of Claim       Claim Amount
   ------                   ---------------       ------------
Simon Property Group        Trade Debt                $690,823
225 West Washington Street
Indianapolis, IN 46204

Westfield Corporation,      Trade Debt                $624,069
Inc.
11601 Wilshire Boulevard
12th Floor
Los Angeles, CA 90025

General Growth Properties,  Trade Debt                $593,303
Inc.
110 North Wacker Drive
Chicago, IL 60660

A.T.&T.                     Trade Debt                $575,000
Attention:
Michael McMullen
5501 L.B.J. Freeway,
Suite 400
Dallas, TX 75240

Evergetic Development Co.,  Trade Debt                $512,270
Ltd.
Room 1501 Lippo,
Centre Tower II,
89 Queensway
Hong Kong, HK

Andrews Logistics, Inc.     Trade Debt                $445,845
Attention:
J. Darron Eschle,
President
1431 Greenway Drive,
Suite 300
Irving, TX 75038

Seko Worldwide              Trade Debt                $279,295
Attention:
Thomas K. Cagney,
Executive Vice-President
1100 Arlington Heights
Road, Suite 600
Itasca, IL 60143

Developers Diversified      Trade Debt                $273,942
Realty
3300 Enterprise Parkway
Beachwood, OH 44122

MaceRich                    Trade Debt                $230,200
401 Wilshire Boulevard,
Suite 700
Santa Monica, CA 90401

Liberty Property L.P.       Trade Debt                $229,056
1510 Valley Center
Parkway, Suite 240
Bethleham, PA 18018

U.S. Customs                Trade Debt                $224,919
1300 Pennsylvania Avenue
Northwest Washington, D.C.
20229

Lerner Corporation          Trade Debt                $200,000
Dulles Town Center Mall,
L.L.C.
c/O Lerner Corp.
11501 Huff Court
Attention: Accounts
Receivable
North Bethesda, MD
20895-1094

Inland Commercial Property  Trade Debt                $194,966
Management, Inc.
2901 Butterfield Road
Oakbrook, IL 60523

Gibson Overseas-Xingang     Trade Debt                $118,202
2410 Yates Avenue
Commerce, CA 90040

Yang Ming (America) Corp.   Trade Debt                $104,710
Attention:
David Brightwell
77 Sugar Creek Center
Boulevard, Suite 450
Sugar Land, TX 77478

Prime Retail                Trade Debt                $102,846
100 East Pratt Street,
19th Floor
Baltimore, MD 21202

Advertising.com, Inc.       Trade Debt                $100,621
P.O. Box 630353
Baltimore, MD 21263-0353

Castle & Cooke Corona,      Trade Debt                 $97,379
Inc.
Attention: Vice-President
for Commercial Development
1000 Stockdale Highway
Bakersfield, CA 93311

Madison Marquette           Trade Debt                 $90,996
12121 Wilshire Boulevard,
Suite 300
Los Angeles, CA 90025

Creative Treasury, Inc.     Trade Debt                 $86,294
No.116 General L. Wood
Street, Barangay,
Dolores Taytay
Rizal, 1920

L.N.T., Inc.                Trade Debt                 $85,796
6 Brighton Road
Clifton, NJ 07012

Madesin General             Trade Debt                 $76,059
Contractors
Attention:
Marjam Miserack
1120 Eglinton Avenue East
Mississauga, ON L4W 1K5

Forest City Management,     Trade Debt                 $74,824
Inc.
Commercial Division
Terminal Tower
50 Public Square,
Suite 700
Cleveland, OH 44113

Pollock Paper Co.           Trade Debt                 $73,671
Attention: David Chidsey
Grand Prairie, TX, 75050
1 Pollock Place

O.P. Walnut Creek, L.L.C.   Trade Debt                 $73,556
Blake Hunt Ventures
411 Hartz Avenue,
Suite 200
Danville, CA 94526

ProLogis                    Trade Debt                 $73,005
8080 Troon Circle,
Suite 130
Austell, GA 30168


BRIGGS & STRATTON: S&P Affirms BB+ Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Wauwatosa, Wisconsin–based Briggs & Stratton Corp. to negative
from stable.  At the same time, Standard & Poor's affirmed all
existing ratings on the company, including the 'BB+' corporate
credit rating.
     
"The outlook revision reflects Briggs & Stratton's weaker-than-
expected operating performance for fiscal 2007, and credit
measures that are weak for the rating" said Standard & Poor's
credit analyst Christopher Johnson.
     
The company faces operating challenges resulting from factors such
as reduced demand from original equipment manufacturers, a product
mix shift to lower horsepower engines, and volatile generator
sales.  "As a result, sales declined about 15% for fiscal 2007,
and average total debt to EBITDA has weakened to 3.8x from 2.6x in
fiscal 2006," said Mr. Johnson.  The company will need to reduce
average leverage to about 3x over the intermediate term to
maintain the ratings.
     
The ratings on Briggs & Stratton reflect the mature and
increasingly competitive nature of the company's end markets and
the high degree of seasonality in its businesses, which are
susceptible to adverse weather conditions.  These factors are
somewhat offset by the company's leading market position as a
producer of air-cooled gasoline engines and engine-powered
outdoor equipment, in addition to its broad product portfolio.


CAITHNESS COSO: Offers to Buy $90 Mil. of Secured Notes & Bonds
---------------------------------------------------------------
Caithness Coso Funding Corp. is offering to purchase for cash any
and all of its outstanding $90,000,000 original principal amount
of:

   -- 6.263% Subordinated Secured Notes due 2014 (CUSIP Nos.
      128017AK6 and U12295AD0); and

   -- $375,000,000 original principal amount of 5.489% Senior
      Secured Bonds due 2019 (CUSIP Nos. 128017AG5 and
      U12295AC2).

The terms are subject to the conditions set forth in the offer to
purchase and consent solicitation statement, dated Sept. 18, 2007,
and the accompanying consent and letter of transmittal.

The company is also soliciting consents from holders of the notes
for certain proposed amendments that would eliminate substantially
all of the restrictive covenants and certain events of default
contained in the indentures under which the notes were issued and
certain proposed waivers that would waive:

   a) the change of control offer provisions required in
      connection with a change of control; and

   b) the notice provisions required in connection with an
      optional redemption by the company to allow the
      flexibility to promptly redeem any notes that are not
      tendered by the expiration time.

Adoption of the proposed amendments and the proposed waivers
requires that holders of at least 51% of the aggregate outstanding
principal amount of each of the 2014 Notes and the 2019 Bonds not
owned by the company or its affiliates shall have delivered valid
consents, which have not been withdrawn, and the company and the
trustee for the notes shall have
executed and delivered supplemental indentures setting forth the
proposed amendments and proposed waivers to the indentures.

Pursuant to the terms of the purchase and sale agreement, by and
among Caithness Energy L.L.C., certain owners of Caithness Energy,
certain subsidiaries of Caithness Energy and ArcLight Renewco
Holdings LLC, each dated July 9, 2007, Renewco agreed to acquire a
100% direct ownership interest in:

   a. Coso Finance Partners;
   b. Coso Energy Developers;
   c. Coso Power Developers;
   d. Coso Land Company
   e. China Lake Joint Venture;
   f. New CLPSI Company LLC;
   g. New RVPI Company LLC; and
   h. Coso Hay Ranch LLC.

Renewco will also acquire a 100% indirect ownership interest in
the company and Coso Transmission Line Partners.

The consent solicitation will expire at 5:00 p.m., New York City
time, on Oct. 1, 2007, unless earlier terminated or extended.  The
offer will expire at 12:00 midnight, New York City time, on Oct.
16, 2007, unless earlier terminated or extended.

The total consideration to be paid for each $1,000 in principal
amount of notes validly tendered and accepted for purchase,
subject to the terms and conditions of the offer documents, will
be paid in cash and will be calculated based on the 4.75% U.S.
Treasury Note due March 31, 2011, and on the 3.875% U.S. Treasury
Note due Feb. 15, 2013, for the 2014 Notes and the 2019 Bonds,
plus 50 basis points, minus accrued and unpaid interest to the
applicable settlement date multiplied by a scaling factor that
reflects the fact that the notes are subject to principal
amortization.

The total consideration includes a consent payment equal to $20
per $1,000 in principal amount of notes.  Holders will only be
eligible to receive the consent payment if they validly tender
their notes at or prior to the consent time.  

Holders who validly tender and do not properly withdraw their
Notes at or prior to the consent time will be eligible to receive
the total consideration, multiplied by the applicable scaling
factor.  Holders who validly tender and do not properly withdraw
their notes after the consent time, but at or prior to the
expiration time, will be eligible to receive the total
consideration less the consent payment, multiplied by the
applicable scaling factor.  

In either case, all holders who validly tender and do not properly
withdraw their notes will receive accrued and unpaid interest up
to the applicable settlement date.

Provided that the conditions to the Offer have been satisfied or
waived, payment for notes purchased in the offer and consents
delivered in the consent solicitation shall be made on either the
initial settlement date, which is expected to be after the date on
which the conditions to the tender offer are satisfied, unless the
company, in its sole discretion, extends or forgoes the initial
settlement date for notes that are validly tendered and not
withdrawn at or prior the consent time or the final settlement
date, which is expected to be after the expiration time for notes
that are validly tendered after the consent time, but at or prior
to the expiration time and not properly withdrawn.

Holders who tender their notes must consent to the proposed
amendments and waivers.  Tendered notes may be withdrawn and the
related consents may be revoked at any time at or prior to 5:00
p.m. New York City time, on Oct. 1, 2007.

The company's offer and consent solicitation are conditioned on:

    -- the closing of the Acquisitions shall have occurred;

    -- Renewco and its direct and indirect subsidiaries, shall
       have received proceeds from senior debt financing and
       lease financing all on terms acceptable to Renewco in
       its sole discretion, which in the aggregate, together
       with equity contributions from Renewco, is expected to
       be sufficient to fund consummation of the Acquisitions
       and the payment of all amounts in connection with the
       Offer and Consent Solicitation; and

    -- the satisfaction of the Minimum Consent Condition.

The company has retained Citi to act as sole Dealer Manager for
the Offer and as the Solicitation Agent for the Consent
Solicitation.

             About Caithness Coso Funding Corp.

Based in New York City, Caithness Coso Funding Corp. is a single-
purpose Delaware corporation formed to finance the business and
operations of Navy I Partnership, BLM Partnership, and Navy II
Partnership.  The company has no material assets, other than the
loans it has made and will make to the Partnerships and certain
accounts created in connection with the offering of the notes, and
does not conduct any business, other than issuing the notes and
making the loans to the partnerships, and activities directly
related thereto.

                      *     *     *

Moody's Investor Services assigned a Ba1 rating on Caithness Coso
Funding Corp.'s subordinate debt.  The outlook is stable.  The
rating was placed on January 2007 and still holds to this date.  

Fitch placed the company's subordinate debt at BB+ in January
2007.


CALPINE CORP: Files Second Amended Reorganization Plan
------------------------------------------------------
Calpine Corporation and certain of its subsidiaries have filed a
second Amended Plan of Reorganization and related Disclosure
Statement with the United States Bankruptcy Court for the Southern
District of New York.

The Amended Plan filed, maintains all key terms provided under the
first Amended Plan filed by the company in August 2007. Calpine
remains on track to have the Amended Plan confirmed during the 4th
Quarter 2007.

On Aug. 27, 2007, assuming Calpine's Amended Plan is confirmed by
Dec. 31, 2007, and subject to the assumptions set forth in the
Disclosure Statement, Calpine estimates that the reorganized
Calpine will have a midpoint reorganization value of
$21.7 billion.

At emergence, Calpine estimates that its total enterprise value
will be between $19.2 billion to $21.3 billion, with a midpoint of
$20.3 billion, and estimates that distributable cash will be
approximately $1.4 billion.
    
"Calpine will continue to move forward through the restructuring
process to emerge as a financially stable, stand-alone company
with an improved competitive position in the energy industry,"
Robert P. May, Calpine's chief executive officer, said.  "We
remain grateful to our employees, customers, vendors and partners
for their support throughout this process."
    
Allowed claims are still anticipated to range from $20.1 billion
to $22 billion after completion of Calpine's claims objection,
reconciliation, and resolution process.  Under this range of
potential allowed claims, general unsecured creditors will receive
from 95% to 100% of their allowed claims.

Calpine estimates that their return would be approximately $2.05
per existing share of Calpine common stock, calculated assuming
the midpoint of the reorganization value.  Because disputed claims
and the total enterprise value of Calpine upon its emergence have
not yet been finally adjudicated, no assurances can be given that
actual recoveries to creditors and interest holders will not be
materially higher or lower.
    
A hearing to consider the adequacy of the Disclosure Statement is
scheduled for Sept. 25, 2007.  Once the Bankruptcy Court approves
of the Disclosure Statement, the company can begin the process of
soliciting votes for approval of the Amended Plan.

After the voting process, Calpine will ask the Bankruptcy Court to
hold a hearing to consider approval or "confirmation" of the
Amended Plan.  If the Court confirms the Amended Plan, Calpine
would emerge from Chapter 11 shortly thereafter.
    
                   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.  


CALPINE CORP: Names Zamir Rauf as Senior VP of Finance
------------------------------------------------------
Calpine Corporation disclosed that Zamir Rauf has been promoted to
Senior Vice President of Finance and Treasurer.  He will report to
Lisa Donahue, Calpine's Interim Chief Financial Officer.  In his
new role, Mr. Rauf will continue to oversee the Project and
Corporate Finance groups, in addition to managing Calpine's
Treasury function.

"I'm particularly pleased with this appointment as Zamir has
emerged as a true leader in the finance and accounting
organization," Calpine's Interim Chief Financial Officer Lisa
Donahue said.  "Under Zamir's leadership, Calpine recently
received a commitment for an amended and upsized exit facility,
providing the company up to $8 billion in secured financing upon
emergence from bankruptcy.  This represents one of the largest and
most attractively priced exit financings of its kind."

Mr. Rauf joined the company in 2000 and has worked in strategic
finance, financial structuring and project finance.  Most
recently, he has played an integral role in Calpine's
restructuring efforts.  He works closely with the company's legal
and restructuring advisors as well as the creditors' committees in
an effort to help ensure the successful reorganization of the
company.

Before joining Calpine, Mr. Rauf was with Enron North America as a
Manager - Merchant Finance.  He previously worked at Dynegy Inc.
in various accounting and finance roles and at Comerica Bank where
his last position was Corporate Banking Officer serving in various
lending and credit roles.  He earned his bachelor's degree in
business and commerce and master's in business administration-
finance from the University of Houston.

                    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.


CARDIMA INC: Inks Settlement Pact on $26.4 Million Apix Loan
------------------------------------------------------------
Cardima Inc. has reached a preliminary understanding with its
principal creditor, Apix International Limited regarding a debt
settlement.  Under the terms of the settlement, the company will
repay all outstanding debt obligations to the Lender, and
repurchase all warrants held by the Lender, by issuing to the
Lender a total of 88 million shares of the company at a price of
$0.30 per share in full settlement of the $26,400,000 owed to the
Lender.

Completion of the transaction is subject to execution of
definitive agreements.

"This transaction shows the confidence of investors in the future
of the company and marks a significant step towards strengthening
the company's financial position by settling the significant debt
that had built up over the past two years as a result of the
Lender providing financial support for the company during this
critical period," Rob Cheney, chief executive officer of Cardima,
said

Headquartered in Fremont, California, Cardima Inc. (OTC BB:
CRDM.OB) -- http://www.cardima.com/-- has developed the  
PATHFINDER(R) series of diagnostic catheters, the REVELATION(R)
series ablation system and the Surgical Ablation System for the
diagnosis and treatment of tachycardias.  The REVELATION(R) series
with the INTELLITEMP energy management system was developed for
the treatment of atrial fibrillation (AF) originating in the
pulmonary veins of the heart and received CE mark approval in
Europe.  The Surgical Ablation System (SAS) with an INTELLITEMP
received a 510(K) approval in the U.S. by the FDA.  The PATHFINDER
and the REVELATION family of devices are intended for use in the
Electro-physiology (EP) market and the Surgical Ablation System
(SAS) for use in the surgical market.

Cardima Inc.'s consolidated balance sheet at June 30, 2007, showed
$3 million in total assets and $18.3 million in total liabilities,
resulting in a $15.3 million total stockholders' deficit.

                      Going Concern Doubt

Marc Lumer & Company, in San Francisco, expressed substantial
doubt about Cardima 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.


CBA GROUP: S&P Affirms Ratings and Revises Outlook to Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Binghamton, New York-based CBA Group LLC to negative from stable,
reflecting concerns that the company may be challenged to meet
near-term covenant compliance given the step-downs incorporated
into the credit agreement.  The corporate credit rating is
affirmed at 'B' and the senior secured debt is affirmed at 'B+'.

While the company's operating performance is improving modestly,
CBA's credit agreement calls for step-downs in the September and
December quarters that will require sizeable improvements in
EBITDA, either through revenue growth or higher margins.
      
"The rating reflects the company's light penetration in expanding
segments of global PCB assembly, as well as its high leverage and
modest cash flow," said Standard & Poor's credit analyst Lucy
Patricola.  These factors are partially offset by a solid customer
base of key original equipment manufacturers and electronic
manufacturing service providers and a legacy of technology
strength in complex, precision assembly operations.
     
The PCB assembly business has migrated steadily to high-volume,
low-cost manufacturing, largely located in China, to meet pricing
pressures and the increasing share of consumer electronics in the
global electronics industry.  Although CBA has been strong in
supplying machines that serve the needs for highly precise,
complex PCB assembly, the company has been slow to develop market
presence and a placement product that meets high-volume assembly
requirements.  In addition, the Vitronics Soltec operation, which
supplies soldering equipment, has a weak presence in Asia.
     
CBA is expected to experience some degree of market acceptance of
its high volume products, reversing earlier revenue declines.  For
the June 2007 quarter, revenues improved sequentially by about 5%,
and gross margins and EBITDA improved, signaling the early stage
of a recovery.  Annualizing June results, unadjusted, debt to
EBITDA is adequate for the rating in the mid-5x area.


CHARLES RIVER: Moody's Cuts $4.8 Mil. Class C Notes' Rating to Ba3
------------------------------------------------------------------
Moody's Investors Service downgraded these notes issued by Charles
River CDO I Ltd:

-- $4,800,000 Class C Fixed Rate Notes Due Dec. 9, 2037

    Prior Rating: Ba2 (on review for possible downgrade)

    Current Rating: Ba3

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.


CHEM RX: Moody's Rates Proposed $135 Million Term Loans at B1
-------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Chem Rx
Corporation's proposed $25 million senior secured revolver due
2012, proposed $90 million senior secured term loan due 2013 and
proposed $20 million delayed draw term loan due 2013

Moody's also assigned a Caa1 rating to a proposed $42 million
second lien term loan due 2014.

Concurrently, Moody's assigned a B2 Corporate Family Rating, B2
Probability of Default Rating, an SGL-3 Speculative Grade
Liquidity Rating, and a stable ratings outlook.  This is the first
time that Moody's is rating the debt of Chem Rx, a provider of
institutional pharmacy services to skilled nursing facilities and
other long-term healthcare institutions, which currently is a
private company in the process of being acquired by a publicly
traded corporation, Paramount Acquisition Corporation - not rated
by Moody's.

Proceeds from the credit facilities will be used, along with cash
equity, to finance the purchase of Chem Rx by Paramount, to repay
Chem Rx's existing debt and to fund transaction fees and expenses.  
The transaction is subject to Paramount shareholder approval and
is expected to close in the fourth quarter of 2007.

The B2 Corporate Family Rating considers Moody's expectation that
the company will likely be generating modest to negative free cash
flow over the intermediate term.  Pressure on cash flow notably
results from the company's material working capital requirements,
modest revenue size and concentration of business within one
segment.  The company's probable growth through organic growth
and/or acquisition which would likely require debt financed
capital expenditures, is also reflected in the B2 CFR.

Sidney Matti, Analyst, stated that, "Over the near term, the
company's free cash flow cushion will likely remain tight and may
experience a decline resulting in negative free cash flow to
debt."  In Moody's opinion, offsetting the low to negative free
cash flow generation is Moody's expectation for the company's
access to a $25 million revolver.

Chem Rx's adequate expected EBIT coverage of pro forma interest
expense at about 2 times, moderately high financial leverage
(adjusted debt to EBITDA less than 5 times) and adequate near term
liquidity are key factors partially mitigating other credit
concerns.  These other concerns incorporated in the ratings
include the highly competitive industry in which Chem Rx operates
(Omnicare, with revenues of approximately $6.3 billion - rated Ba3
CFR; negative outlook - is a direct competitor).

The stability of the ratings outlook is largely dependent upon the
consistency of free cash flow.  If the company were to experience
sustained performance that is below expectations resulting in
reduced liquidity, there could be negative ratings consequences.  
The outlook also considers that the company will not engage in a
material debt financed acquisition or shareholder friendly
activities over the intermediate term.

The SGL-3 liquidity rating reflects an expectation that Chem Rx
should generate modest to negative free cash flow over the next
four quarters.  Mandatory term amortization should not be
material.  Liquidity is further supported by an expectation that
the company will maintain orderly access to availability under the
proposed $25 million revolving credit facility to cover cash
shortfalls.  At the time of this review, the financial and other
credit agreement covenants and limitations (including vendor/trade
security subordination) were not yet finalized.

The ratings are subject to the execution of the proposed purchase
and financings and to the review of the finalized credit
agreement.

These ratings were assigned:

-- B2 Corporate Family Rating;

-- B2 Probability of Default Rating;

-- SGL-3 Speculative Grade Liquidity Rating;

-- B1 (LGD3/34%) rating on a $25 million Senior Secured
    Revolver due 2012;

-- B1 (LGD3/34%) rating on a $90 Senior Secured Term Loan due
    2013;

-- B1 (LGD3/34%) rating on a $20 million Delayed Draw Term
    Loan due 2013; and

-- Caa1 (LGD5/84%) rating on a $42 million Second Lien Term
    Loan due 2014;

Headquartered in Long Beach, New York, Chem Rx Corporation
provides institutional pharmacy services to skilled nursing
facilities and other long-term healthcare institutions.  Chem Rx
is being acquired by Paramount Acquisition Corp, which is a
Special Purpose Acquisition Corp. formed in 2005 to effect a
business combination with an unidentified operating business in
the healthcare industry.  For the twelve months ended
June 30, 2007, Chem Rx generated about $286 million in revenues.


CHESAPEAKE SHORES: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Chesapeake Shores Development, Inc.
       c/o Koltun & King, P.C.
       1146 19th Street, Northwest, Suite 250
       Washington, DC 20036

Bankruptcy Case No.: 07-11354

Chapter 11 Petition Date: September 19, 2007

Court: District of Delaware (Delaware)

Debtor's Counsel: Brett Fallon, Esq.
                  Rafael Xavier Zahralddin-Aravena, Esq.
                  Morris James, L.L.P.
                  500 Delaware Avenue, Suite 1500
                  P.O. Box 2306
                  Wilmington, DE 19899-2306
                  Tel: (302) 888-6947 or (302) 888-6888
                  Fax: (302) 571-1750

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's Seven Largest Unsecured Creditors:

Entity                                           Claim Amount
------                                           ------------
Robert J. Guyon &                                   $2,100,000
Geraldine S. Guyon
c/o Ayres & Hartnett, P.C.
P.O. Box 216
Accomac, VA 23301

1723 Sand Hill Drive                                $2,100,000
Cape Charles, VA 23310

American Autocat Recovery                              $60,000
101 Ellis Street
Staten Island, NY 10307

Linda Basso                                            $50,000
30 Olive Court
Farmingville, NY 11738

Paul Economon                                          $20,000

County of Northampton-                                  $9,347
Comm. of Revenue

Paul G. Watson, IV                                      $2,340


CITY CAPITAL: Director Phillip St. James Resigns
------------------------------------------------
Phillip St. James resigned on Sept. 11, 2007, as a director of
City Capital Corp.  At the time of his resignation, Mr. St. James
had no disagreement with the company on any matter relating to the
company's operations, policies or practices.

Headquartered in Franklin, Tennessee, City Capital Corp.
(OTCBB:CCCN) -- http://citycapcorp.comand  
http://www.citycapitalcorp.net/-- is engaged in the acquisition  
of real assets.  The company through its subsidiaries has acquired
real estate for redevelopment and oil and gas leases.  

At June 30, 2007, the company's balance sheet showed total assets
of $4.5 million and Total liabilities of $7.4 million, resulting
to total stockholders' deficit of $2.9 million.

                       Going Concern Doubt

De Joya, Griffith & Company LLC, in Henderson, Nevada, expressed
substantial doubt about City Capital Corporation's ability to
continue as a going concern after auditing the company's financial
statements for the year ended Dec. 31, 2006.  The auditing firm
pointed to the company's recurring losses from operations and
negative cash flows.


COAST FOUNDRY: Trustee Sets Section 341(a) Meeting on October 1
---------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of Coast
Foundry & Manufacturing Co.'s creditors at 10:30 a.m., on Oct. 1,
2007, at Room 2612, 725 South Figueroa Street in Los Angeles,
California.

This is the first meeting of creditors required under 11 U.S.C.
Sec. 341(a) in all bankruptcy cases.  All creditors are invited,
but not required, to attend.

This Meeting of Creditors offers the one opportunity in a
bankruptcy proceeding for creditors to question a responsible
office of the Debtor under oath about the company's financial
affairs and operations that would be of interest to the general
body of creditors.

Founded in 1946, Coast Foundry & Manufacturing Co., --
http://www.coastfoundrymfg.com/-- formerly Pacific Castings &  
Manufacturing Co., designs, manufactures and assembles component
parts for bathroom fixtures and toilets.  It has one facility at
Pomona, California and owns a non-operating foundry at LaVerne,
California.   The company produces about 115,000 fill valves and
flappers combined per day, not counting a line of brass fill
valves, flush valves, urinal spud fittings, and trip lever
handles.  There are 112 different product variations on flush
valves and fill valves alone.

The Debtor filed for Chapter 11 bankruptcy protection on Aug. 20,
2007 (Bankr. C.D. Calif. Case No. 07-17245).  Marcus A. Tompkins,
Esq. at SulmeyerKupetz, P.C. represents the Debtor in its
restructuring efforts.  When it filed for bankruptcy, the Debtor
had total assets of $7,366,859 and total debts of $20,375,426.  


COAST FOUNDRY: Wants to Hire SulmeyerKupetz as General Counsel
--------------------------------------------------------------
Coast Foundry & Manufacturing Co. ask the U.S. Bankruptcy Court
for the Central District of California for permission to employ
SulmeyerKupetz, P.C. as its general bankruptcy counsel.

SulmeyerKupetz will act on the Debtor's behalf in any bankruptcy
law matters that may arise in the course of the case, and to
advise the Debtor to comply properly with the Bankruptcy Code,
Rules and Local Bankruptcy Rules, and the requirements of the U.S.
Trustee.  Specifically, SulmeyerKupetz will:

   a. assist with the examination of claims of creditors in order
      to determine their validity;

   b. advise and counsel the Debtor in connection with legal
      issues, including the use, sale or lease of property of the
      estate, obtaining credit, assumption and rejection of
      unexpired leases and executory contracts, payment of pre-
      petition obligations, relief from the automatic stay, etc.;

   c. draft operations and assets;

   d. analyze and commence and prosecute actions to enforce claims
      of the estate and to defend claims against the estate;

   e. negotiate with creditors for a plan of reorganization; and

   f. draft a plan of reorganization and disclosure statement.

Prior to the bankruptcy filing, the Debtor paid monetary retainer
to the firm totaling $65,000 as an advance against fees and costs.  
The balance of the retainer as of the bankruptcy filing was
$12,348, which the firm is currently holding as an advance against
fees to rendered during the case if its employ is authorized.

The Debtor will pay SulmeyerKupetz based on these hourly rates:

          Professional                 Hourly Rate
          ------------                 -----------
          Members and Sr. Counsel      $325 - $600
          Of Counsel                   $400 - $425
          Associate                    $295 - $325
          Paralegal                       $175
          Trustee Administrator           $150

Marcus A. Tompkins, Esq., as an associate, will bill $295 per hour
for this engagement.           

The Debtor tells the Court that the firm does not hold nor
represent an interest adverse to the estate, and the firm is
disinterested as required by section 327(a).

The firm can be reached at:

              Marcus A. Tompkins, Esq.
              SulmeyerKupetz, P.C.
              333 South Hope Street, 35th Floor
              Los Angeles, CA 90071
              Tel: (213) 626-2311
              Fax: (213) 629-4520

Founded in 1946, Coast Foundry & Manufacturing Co., --
http://www.coastfoundrymfg.com/-- formerly Pacific Castings &  
Manufacturing Co., designs, manufactures and assembles component
parts for bathroom fixtures and toilets.  It has one facility at
Pomona, California and owns a non-operating foundry at LaVerne,
California.   The company produces about 115,000 fill valves and
flappers combined per day, not counting a line of brass fill
valves, flush valves, urinal spud fittings, and trip lever
handles.  There are 112 different product variations on flush
valves and fill valves alone.

The Debtor filed for Chapter 11 bankruptcy protection on Aug. 20,
2007 (Bankr. C.D. Calif. Case No. 07-17245).  When it filed for
bankruptcy, the Debtor had total assets of $7,366,859 and total
debts of $20,375,426.  


COAST FOUNDRY: Taps Broadway Advisors as Financial Consultant
-------------------------------------------------------------
Coast Foundry & Manufacturing Co. ask the U.S. Bankruptcy Court
for the Central District of California for permission to employ
Broadway Advisors, LLC as its financial consultant.

Broadway will:

   a. provide the Debtor's senior management personnel with
      Chapter 11 advisory services as requested, including advice
      on cash management, management of vendor, employee and
      customer relationships, and business operations during the
      case;

   b. complete a 13-week cash flow budget identifying cash
      receipts, cash disbursements and working capital needs, and
      reflecting recent events, current financial information and
      the latest forecasts;

   c. continually update the 13-week cash flow budget on a regular
      basis, and report budget to actual performance;

   d. perform accounts payable activities including scheduling of
      vender payments, posting of invoices and communications with
      Debtor and vender personnel to maximize the cost
      effectiveness of vendor payments and other disbursements;

   e. perform other duties as needed to support the accounts
      payable position;

   f. compile a "sales book" to present the Debtor most favorable
      to potential buyers, including asset ledgers, asset
      valuation information, projections, sales procedures and
      section 363 auction guidelines;

   g. develop and implement a marketing plan and timetable,
      matched to available resources, to best solicit qualified
      buyers;

   h. manage and coordinate all aspects of the sale process,
      including information flow, solicitation of, and
      negotiations with potential buyers;

   i. assist in the negotiation with potential buyers to achieve
      maximum value for the assets; and

   j. assist in the formulation and implementation of any proposed
      plan, disclosure statement, asset sales or other
      dispositions of assets of the Debtor, and in connection with
      any disposition of assets, to:

      -- provide potential asset purchasers with due diligence
         information;

      -- solicit and negotiate with prospective purchasers;

      -- direct the filing of a motion to sell the Debtor's
         assets; and

      -- subject to appropriate court approval, and upon a sale,
         advise Debtor's management on the execution of sale
         closing documentation.

The Debtor will pay Broadway a fixed fee of $25,000 per month.  
Broadway will also charge a "success fee" when there is a sale of
all or substantially all of the Debtor's assets, confirmation of a
plan, or other liquidation, but only if the Debtor retains at
least $500,000 in funds.  The success fee will be calculated as 6%
of all gross proceeds up to a total of $4 million from the sales,
auctions or liquidations of the Debtor's assets, and 5%, 4%, 3%,
2% and 1% for each subsquent $1 million in additional gross
proceeds.  The minimum success fee is $200,000.

However, in the event that the Debtor will require additional
services like function of an interim Chief Restructuring Officer,
the Debtor will pay for the additional services at the firm 's
normal hourly rates.  Currently, the firm's rates ranges from $100
to $350.  Broadway anticipates that these employees of the firm
will work for the Debtor:

          Professional             Hourly Rate
          ------------             -----------
          Alfred M. Masse              $350
          Thomas S. Paccioretti        $350
          Walt Saxum                   $225

As of Aug. 20, 2007, Broadway holds a $40,000 balance to the
retainer the Debtor paid prior to the bankruptcy filing date.  The
balance of the retainer will be held as an advance against fees
and costs to be rendered by Broadway during the case when its
employment is authorized.

The Debtor assures the Court that Broadway does not hold or
represent an interest adverse to the estate.

The firm can be reached at:

             Broadway Advisors, LLC
             333 South Grand Avenue, Suite 4200
             Los Angeles, CA 90071
             Tel: (213) 625-2584
             Fax: (213) 947-1833
             http://broadwayadvisors.com/

Founded in 1946, Coast Foundry & Manufacturing Co., --
http://www.coastfoundrymfg.com/-- formerly Pacific Castings &  
Manufacturing Co., designs, manufactures and assembles component
parts for bathroom fixtures and toilets.  It has one facility at
Pomona, California and owns a non-operating foundry at LaVerne,
California.   The company produces about 115,000 fill valves and
flappers combined per day, not counting a line of brass fill
valves, flush valves, urinal spud fittings, and trip lever
handles.  There are 112 different product variations on flush
valves and fill valves alone.

The Debtor filed for Chapter 11 bankruptcy protection on Aug. 20,
2007 (Bankr. C.D. Calif. Case No. 07-17245).  Marcus A. Tompkins,
Esq. at SulmeyerKupetz, P.C. represents the Debtor in its
restructuring efforts.  When it filed for bankruptcy, the Debtor
had total assets of $7,366,859 and total debts of $20,375,426.


COLUMBUS MCKINNON: Moody's Holds Corporate Family Rating at B1
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Columbus
McKinnon Corporation:

-- corporate family rating at B1
-- probability of default at B1
-- senior subordinate at B2.

Moody's also changed the company's outlook to positive from
stable.  The change in outlook reflects CMCO's strong operations
resulting in robust cash flows and solid debt coverage metrics.

CMCO is benefiting from the global growth in the industrial and
manufacturing industries which have led to solid demand and
revenue growth.  CMCO maintains a strong competitive market
position with solid product offerings.  Strong global demand for
the company's products and improved internal efficiencies have
contributed to solid credit metrics for the B1 rating category.

For LTM June 2007, CMCO's key credit metrics were:

-- EBITDA margin exceeding 16%; free cash flow/debt near 18%;

-- debt/EBITDA at 2.4 times; and,

-- EBIT/Interest expense of 4.4 times (all ratios adjusted per
    Moody's FM methodology).

The corporate family rating incorporates Moody's belief that CMCO
will also pursue "bolt-on" acquisitions that could require
incremental capital investments.  Additionally, the company has
sales concentrated in North America, making CMCO susceptible to
regional volatility that can lead to fluctuations in its revenue
base.  However, CMCO's improving operating efficiencies as well as
prudent financial policies and very good liquidity profile should
enable the company to maintain its ratings in the event of a
modest downturn in its end markets.

The positive outlook reflects Moody's expectations that CMCO will
continue to pursue conservative financial policies resulting in
debt protection measures supportive of a higher rating.

The rating for the senior subordinate notes reflect both the
overall probability of default of the company, to which Moody's
assigns a PDR of B1, and a loss given default of LGD 4.  The B2
rating assigned to the $136 million senior subordinated notes
(rated one notch below the corporate family rating) are the most
junior obligations in CMCO's capital structure.
These ratings/assessments were affected by this action:

-- Corporate family rating affirmed at B1;

-- Probability of default rating affirmed at B1;

-- $136 million senior subordinated notes due 2013 remain at
    B2, but its loss given default assessment is changed to
    LGD4 (67%) from LGD5 (71%).

Columbus McKinnon Corporation, headquartered in Amherst, New York,
is a manufacturer of material handling products.  Revenues for the
twelve months ended June 30, 2007 totaled about $590 million.


CORSO BROTHERS: Files List of 14 Largest Unsecured Creditors
------------------------------------------------------------
Corso Brothers Construction Corp. filed with the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania a list of its 13
largest unsecured creditors.

   Entity                                           Claim Amount
   ------                                           ------------
   Conestoga Valley Kitchen                             $120,000
   2042 Turkey Hill Road
   Narvon, PA 17555

   Wall System                                           $70,000
   4051 Dayton Road
   Drexel Hill, PA 19026

   Red Pepper Forge                                      $46,900
   188 Plum Creek Road
   North East, MD 21901

   K.B. Security                                         $40,000

   Europa Painting                                       $36,000

   Mansueto Hardwood Floors                              $31,111

   Joseph Electric Inc.                                  $30,670

   Condino H.V.A.C.                                      $25,000

   Europa Marble                                         $25,000

   Nap Construction                                      $19,000

   Keller & Wolf Paving Co.                              $18,000

   Luigi DeLaurentis                                     $18,000

   Marble Crafters                                       $16,000

   Jerry and Lucille Francesco                                $1


Based in Philadelphia, Pennsylvani, Corso Brothers Construction
Corp. -- http://www.corsobrothers.com/-- is a quality home  
builder.  The company filed for chapter 11 protection on Aug. 10,
2007 (Bankr. E.D. Penn. Case No. 07-14658).  Albert A. Ciardi,
III, Esq., at Ciardi & Ciardi, P.C., represents the Debtor.  The
Debtor's schedules showed assets and debts below $1 million.


DELTA MILLS: Retains Keen Realty to Sell South Carolina Assets
--------------------------------------------------------------
Delta Mills Inc. has retained Keen Realty LLC to market and sell
two industrial textile facilities located in Pamplico, South
Carolina.  

The two plants, Pamplico and Cypress, are located adjacent to one
another on North Old River Road in Pamplico, South Carolina, and
consist of 419,992+/- total sq. ft. on 145+/- acres.

The Pamplico Plant is a 273,062+/- sq. ft. manufacturing facility,
with 8 truck doors, while the Cypress Plant is a 146,930+/- sq.
ft. facility, with 5 truck doors.  Both facilities were built in
the 1960's and are located within close proximity to Interstates
25 & 90.

"These are prime facilities, situated right next to each other,
and conveniently located to major Interstates and highways,"
Matthew Bordwin, Keen Realty's executive vice president, stated.  
"Interested parties are encouraged to act immediately."

Established in 1982, Keen Realty specializes in selling excess
assets and restructuring real estate and lease portfolios for
companies in bankruptcy.  Keen Realty has had extensive experience
solving complex problems and evaluating and selling real estate,
leases and businesses.  Keen Realty, a leader in identifying
strategic investors and partners for businesses, has consulted
with hundreds of clients nationwide, and evaluated and disposed of
more than 20,000 properties containing nearly 2,000,000,000 sq.
ft. across the country.  Recent clients include: Cable & Wireless,
Meadowcraft, American Candy, Spiegel/Eddie Bauer, Arthur Andersen,
Service Merchandise, Tommy Hilfiger, Warnaco, and JP Morgan Chase.

                       About Delta Mills

Headquartered in Greenville, South Carolina, Delta Mills Inc.
manufactures and sells textile products for the apparel industry.  
The company, its parent, Delta Woodside Industries Inc., and an
affiliate, Delta Mills Marketing Inc., filed for chapter 11
protection on Oct. 13, 2006 (Bankr. D. Del. Case No. 06-11144).  
Robert J. Dehney, Esq., and Gregory T. Donilon, Esq., at Morris,
Nichols, Arsht & Tunnell, and C. Richard Rayburn, Jr., Esq., John
R. Miller, Jr., Esq., and Shelley K. Abel, Esq., at Rayburn Cooper
& Durham, P.A., represent the Debtors.  When the Debtors filed for
protection from their creditors, they listed estimated assets and
debts between $1 million to $100 million.


DOMTAR CORP: Earns $11 Million in Second Quarter Ended July 1
-------------------------------------------------------------
Domtar Corporation reported net income of $11.0 million in the
second quarter ended July 1, 2007, compared to a net loss of
$12.0 million in the second quarter ended June 25, 2006.

Sales for the second quarter of 2007 amounted to $1.62 billion, an
increase of $811 million, or 100.0%, from sales of $809.0 million
in the second quarter of 2006 primarily due to the acquisition of
Domtar Inc.  

Excluding sales of $801.0 million attributable to Domtar Inc.,
sales for the second quarter of 2007 amounted to $819.0 million,
an increase of $10.0 million compared to the second quarter of
2006.  

The increase was mainly attributable to higher average selling
prices for pulp and paper, partially offset by lower shipments for
all of the company's major products, mostly as a result of mill
and sawmill closures, including the indefinite closure of the
company's Prince Albert pulp mill effective in the second quarter
of 2006 and the permanent closure of one paper machine at the
company's Dryden, Ontario mill effective in the second quarter of
2006, and lower average selling prices for wood products.

                      Management's Comments

"Our company is moving on several fronts and the second quarter
proved to be quite eventful.  On synergies, the process is well
underway and our people have shifted to the implementation mode in
an effort to quickly deliver results.  On integration, our new
sales organization is now in place with their focus on providing
our customers the service solutions they expect.  We are also
actively pursuing strategic initiatives with the sale of our Wood
business expected to close by year-end and more recently with the
announcement of the permanent closure of three paper machines as
part of our review of overall production capacity, including some
mill overlaps," said Raymond Royer, president and chief executive
officer.

Commenting on the second quarter, Mr. Royer added: "Adjusting for
the seasonally high level of maintenance work at several of our
operations, Domtar continues to strengthen its profitability
despite soft demand for uncoated freesheet papers in North America
and the strength of the Canadian dollar.  In these circumstances,
I am particularly proud of our cash flow generation in the quarter
and with our progress toward debt reduction.  This is a tribute to
our employees who have joined forces from the very beginning in
this venture.  Their pride and good will are reshaping the look of
our organization."

                 Combination of Weyerhaeuser Fine
                  Paper Business and Domtar Inc.

Domtar Corporation started its operations on March 7, 2007,
following the combination of the Weyerhaeuser Fine Paper Business
and Domtar Inc.  Prior to the completion of this transaction, the
Weyerhaeuser Fine Paper Business was operated by Weyerhaeuser
Company.

The results reported for the second quarter of 2006 include only
the results of operations of the Weyerhaeuser Fine Paper Business,
on a carve-out basis.

                          Balance Sheet

At July 1, 2007, the company's consolidated balance sheet showed
$7.89 billion in total assets, $4.80 billion in total liabilities,
and $3.09 billion in total stockholders' equity.

The company's consolidated balance at July 1, 2007, also showed
strained liquidity with $1.71 billion in total current assets
available to pay $2.42 billion in total current liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended July 1, 2007, are available for
free at http://researcharchives.com/t/s?239b

                        Capital Resources

Net indebtedness was $2.44 billion as at July 1, 2007, compared to
$43.0 million as at Dec. 31, 2006. The $2.39 billion increase in
net indebtedness was due to the outstanding indebtedness of Domtar
Inc. at the time of the combination of the Weyerhaeuser Fine Paper
Business with Domtar Inc. and borrowings under the company's
credit agreement entered into in connection with said transaction.

As at July 1, 2007, the company had no amounts drawn under its  
revolving credit facility and $49.0 million of letters of credit
outstanding resulting in $701.0 million of availability for future
drawings under this facility.  An additional letter of credit of
$2.0 million was outstanding in connection with an industrial
revenue bond.

                             Outlook

Going into the second half of the year, fine paper volumes are
expected to remain under pressure compared to last year while
price realizations should improve compared to the second quarter
as a result of the carry over from the price increases for copy
paper and for pulp implemented late in the quarter. In light of
the decline in North American demand for fine papers and the
resulting excess capacity, notably in commercial printing paper
grades, Domtar will continue to monitor its production and
inventories to meet customer demand.

                        About Domtar Corp.

Headquartered in Montreal, Quebec, Canada, Domtar Corporation
(NYSE/TSX: UFS) -- http://www.domtar.com/-- is the largest  
producer of uncoated freesheet paper and one of the largest
manufacturers of papergrade market pulp in North America.  The
company designs, manufactures, markets and distributes a wide
range of business, commercial printing, publication as well as
technical and specialty papers as well as its full line of
environmentally and socially responsible papers.  Domtar ow  
strategically located paper distribution facilities.  Domtar also
produces lumber and other specialty and industrial wood products.
The company employs nearly 14,000 people.

                           *     *     *

Domtar Corp. carries Moody's Investors Services 'B2' Senior
Unsecured Debt rating last placed on Sept. 21, 2006.  

Domtar Corp. also carries Dominion Bond Rating Services 'BBBL'
Bank Loan Debt Rating last placed on April 25, 2007, and 'BBL'
Senior Unsecured Debt Rating last placed on Feb. 2, 2007.


DUKE FUNDING: Fitch Downgrades Ratings on Four Note Classes
-----------------------------------------------------------
Fitch has downgraded four classes of notes and placed four classes
of notes from Duke Funding High Grade II-S / EGAM I, LTD. on
Rating Watch Negative.

These rating actions are effective immediately:

  -- $60,000,000 class B1 notes rated 'AA+' placed on Rating
     Watch Negative;

  -- $25,000,000 series 2 class B1 notes rated 'AA+' placed on
     Rating Watch Negative;

  -- $78,000,000 class B2 notes rated 'AA-' placed on Rating
     Watch Negative;

  -- $32,500,000 series 2 class B2 notes rated 'AA-' placed on
     Rating Watch Negative;

  -- $48,000,000 class C notes downgraded to 'BB' from 'A' and
     placed on Rating Watch Negative;

  -- $20,000,000 series 2 class C notes downgraded to 'BB' from
     'A' and placed on Rating Watch Negative;

  -- $21,000,000 class D notes downgraded to 'B' from 'BBB' and
     placed on Rating Watch Negative;

  -- $8,750,000 series 2 class D notes downgraded to 'B' from
     'BBB' and placed on Rating Watch Negative.

The ratings of the class B-1 and B-2 notes reflect the likelihood
that investors will receive periodic interest payments through the
redemption date as well as their respective stated principal
balances.  The ratings of class C and D notes only reflect the
likelihood that investors will ultimately receive their interest
and principal balances upon the legal final maturity date.

Duke Funding is a collateralized debt obligation that closed March
15, 2006 and is managed by Ellington Global Asset Management, LLC,
a majority owned subsidiary of Ellington Management Group, LLC.  
The proceeds of the notes are used to acquire a diversified
portfolio of 'AAA' rated, primarily floating-rate private-label
prime, mid-prime, and sub-prime residential mortgage-backed
securities.

The portfolio is levered using reverse repurchase agreements. The
notes have been placed on RWN due to concerns about continued
availability of repo funding with terms similar to those that are
currently in place with respect to haircuts and funding rates.  
The reinvestment period of the transaction has been suspended due
to reduction in long-term repo capacity and breach of committed
excess liquidity test.  

The credit quality of the underlying assets has remained stable
but the manager has deleveraged the structure and realized some
losses.  The junior classes were downgraded due to reduction in
credit enhancement from realized losses and drop in market value
of underlying assets.


EMBS V: Fitch Withdraws Junk Ratings on Two Note Classes
--------------------------------------------------------
Fitch has downgraded one class of notes issued by Enhanced
Mortgage-Backed Securities V, Ltd. and withdrawn ratings on two
classes.  These rating actions are the result of Fitch's review
process and are effective immediately.

  -- $20,000,000 class A-3 subordinated notes downgraded to
     'C/DR4' from 'CC/DR3';

  -- $6,000,000 class A-4 junior subordinated notes rated
     'C/DR6' have been withdrawn;

  -- $30,000,000 class B junior subordinated income notes rated
     'C/DR6' have been withdrawn.

The $130,000,000 class A-1 senior notes and $14,000,000 class A-2
senior subordinated notes have been paid in full.

The ratings of the class A notes reflected the likelihood that
investors would receive quarterly interest payments through the
redemption date as well as their respective stated principal
balances.  The rating of the income notes reflected the likelihood
that investors would receive aggregate payments in an amount equal
to the principal amount on or prior to the redemption date.

EMBS V was a mortgage market value collateralized debt obligation
managed by Babson Capital Management LLC.  This transaction had
violated over-collateralization tests and its portfolio was
liquidated.  The asset portfolio had primarily mortgage-backed
securities and asset-backed securities with an average rating of
'AA'.  The liquidation proceeds were sufficient to pay class A-1
and A-2 notes in full and class A-3 notes partially.  Fitch
expects recovery on class A-3 notes to be in 'DR3' range (30%-
50%).  Class A-4 notes suffered a complete loss. Class B notes
recovery (includes all distributions to class B notes) was in
'DR6' range (< 10%).


FINISAR CORP: Obtains Additional Nasdaq Noncompliance Notice
-------------------------------------------------------------
Finisar Corporation has received on Sept. 14, 2007, an Additional
Staff Determination notice from The Nasdaq Stock Market stating
that Finisar is not in compliance with Nasdaq's Marketplace Rule
4310(c)(14) because it did not timely file its report on Form 10-Q
for the fiscal quarter ended July 29, 2007, and therefore, that
its common stock is subject to delisting from the Nasdaq Global
Select Market.

On Sept. 11, 2007, Finisar filed a Form 12b-25 with the Securities
and Exchange Commission reporting that it had delayed filing the
July 10-Q pending the completion of a review of its historical
stock option grant practices being conducted by the Audit
Committee of its board of directors.

Finisar plans to file the July 10-Q as soon as practicable after
the conclusion of the review.

Finisar had previously received similar Staff Determination
notices with respect to its failure to timely file its quarterly
reports on Form 10-Q for the quarters ended Oct. 29, 2006, and
Jan. 28, 2007, and its Form 10-K report for the fiscal year ended
April 30, 2007.

In response to the original Staff Determination notice, Finisar
requested a hearing before the Nasdaq Listing Qualifications
Panel, which was held on Feb. 15, 2007.  At the hearing, Finisar
requested that its common stock continue to be listed pending
completion of the Audit Committee's review of Finisar's stock
option grant practices, the preparation of restated financial
statements and the filing of the October 10-Q.  Finisar
supplemented its request to cover the delayed filing of the
January 10-Q.

The Panel issued a decision on April 4, 2007, granting Finisar an
extension of time to June 11, 2007, to file the October 10-Q and
any required restatements of its financial statements and an
extension of time to July 3, 2007, to file the January 10-Q.

Finisar appealed the Panel's decision to the Nasdaq Listing and
Hearing Review Council and requested that the Listing Council stay
the Panel's decision, and any future Panel decisions to delist
Finisar's securities, pending appeal.  The Listing Council has
agreed to review the April 4, 2007, decision of the Panel and has
stayed the Panel's April 4, 2007, decision.

On Aug. 9, 2007, Finisar supplemented its previous submission to
Nasdaq to include the Form 10-K in its pending request for
additional time to make required filings and submitted additional
information to the Listing Council.  The Listing Council will
review the matter on the basis of the written record.

Finisar intends to further supplement its previous submission to
Nasdaq to include the July 10-Q in its pending request for
additional time to make required filings.  

There can be no assurance that the Listing Council will grant
Finisar's request for continued listing.  Pending a decision by
the Listing Council, Finisar's common stock will continue to be
traded on the Nasdaq Global Select Market.

                   About Finisar Corporation

Headquartered in Sunnyvale, California, Finisar Corporation
(NASDAQ: FNSR) -- http://www.finisar.com/-- provides fiber optic  
components and subsystems and network test and monitoring systems.  
These products enable high-speed data communications for
networking and storage applications over Gigabit Ethernet Local
Area Networks, Fibre Channel Storage Area Networks, and
Metropolitan Area Networks using Fibre Chanel, IP, SAS, SATA, and
SONET/SDH protocols.

As reported in the Troubled Company Reporter on July 24, 2007,
Finisar Corporation received three substantially identical
purported notices of default from U.S. Bank Trust National
Association, as trustee for the company's 2-1/2% Convertible
Senior Subordinated Notes due 2010, its 2-1/2% Convertible
Subordinated Notes due 2010 and its 5-1/4% Convertible
Subordinated Notes due 2008.

The notices each indicated that, if the company does not cure the
purported default within 60 days, an "Event of Default" would
occur under the respective Indenture.


FIRST DATA: Prices Tender Offers for $2.2 Bil. Debt Securities
--------------------------------------------------------------
First Data Corporation disclosed the determination of the total
consideration and tender offer consideration to be paid pursuant
to its cash tender offers and related consent solicitations in
respect of an aggregate of approximately $2.2 billion of its
outstanding unsecured debt securities.

The total consideration for the Notes, which will be payable in
respect of Notes accepted for payment that were validly tendered
with consents and not withdrawn at or prior to 5:00 p.m., New York
City time, on Aug. 16, 2007, will be an amount equal to the total
consideration specified in the table below for each $1,000
principal amount of Notes.  The tender offer consideration for the
Notes, which will be payable in respect of Notes accepted for
payment that are validly tendered subsequent to 5:00 p.m., New
York City time, on Aug. 16, 2007 but at or prior to 8:00 a.m., New
York City time, on Sept. 24, 2007 (unless extended or earlier
terminated by the company), will be an amount equal to the total
consideration minus the applicable consent payment.  In each case,
holders whose Notes are accepted for payment in the tender offers
will receive accrued and unpaid interest in respect of such
purchased Notes from the last interest payment date to, but not
including, the payment date for Notes purchased in the tender
offers.

The total consideration and tender offer consideration for each
series of Notes under the terms of the tender offers are
enumerated.


1) CUSIP and ISIN Nos.: 32006YAG7 and US32006YAG70
   Security Description: 6-3/8% Notes due 2007
   Applicable Spread: 25 bps
   Tender Offer Yield: 4.205%
   Total Consideration: $1,004.67
   Consent Payment: $30.00
   Tender Offer Consideration: $974.67

2) CUSIP and ISIN Nos.: 319963AG9 and US319963AG92
   Security Description: 3.375% Notes due 2008
   Applicable Spread: 42 bps
   Tender Offer Yield: 4.630%
   Total Consideration: $989.58
   Consent Payment: $30.00
   Tender Offer Consideration: $959.58

3) CUSIP and ISIN Nos.: 32006YAH5 and US32006YAH53
   Security Description: 5.8% Medium-Term Notes due 2008
   Applicable Spread: 38 bps
   Tender Offer Yield: 4.472%
   Total Consideration: $1,015.58
   Consent Payment: $30.00
   Tender Offer Consideration: $985.58

4) CUSIP and ISIN Nos.: 319963AJ3 and US319963AJ32
   Security Description: 3.9% Notes due 2009
   Applicable Spread: 40 bps
   Tender Offer Yield: 4.416%
   Total Consideration: $990.13
   Consent Payment: $30.00
   Tender Offer Consideration: $960.13

5) CUSIP and ISIN Nos.: 319963AL8 and US319963AL87
   Security Description: 4.5% Notes due 2010
   Applicable Spread: 43 bps
   Tender Offer Yield: 4.458%
   Total Consideration: $1,001.01
   Consent Payment: $30.00
   Tender Offer Consideration: $971.01

6) CUSIP and ISIN Nos.: 319963AF1 and US319963AF10
   Security Description: 5.625% Senior Notes due 2011
   Applicable Spread: 44 bps
   Tender Offer Yield: 4.644%
   Total Consideration: $1,036.21
   Consent Payment: $30.00
   Tender Offer Consideration: $1,006.21

7) CUSIP and ISIN Nos.: 319963AH7 and US319963AH75
   Security Description: 4.7% Notes due 2013
   Applicable Spread: 64 bps
   Tender Offer Yield: 5.176%
   Total Consideration: $976.16
   Consent Payment: $30.00
   Tender Offer Consideration: $946.16

8) CUSIP and ISIN Nos.: 319963AK0 and US319963AK05
   Security Description: 4.85% Notes due 2014
   Applicable Spread: 68 bps
   Tender Offer Yield: 5.216%
   Total Consideration: $978.70
   Consent Payment: $30.00
   Tender Offer Consideration: $948.70

9) CUSIP and ISIN Nos.: 319963AM6 and US319963AM60
   Security Description: 4.95% Notes due 2015
   Applicable Spread: 72 bps
   Tender Offer Yield: 5.256%
   Total Consideration: $980.70
   Consent Payment: $30.00
   Tender Offer Consideration: $950.70

The tender offers and the related consent solicitations relating
to the Notes are made upon the terms and conditions set forth in
the company's Offer to Purchase and Consent Solicitation Statement
dated Aug. 3, 2007, and the related Consent and Letter of
Transmittal, as amended.  The tender offers and consent
solicitations are subject to the satisfaction of certain
conditions, including the merger of First Data with an affiliate
of Kohlberg Kravis Roberts & Co. pursuant to the previously
announced merger agreement having occurred, or the Merger
occurring substantially concurrent with the Offer Expiration Date.

First Data has retained Citigroup Global Markets Inc. to act as
the lead dealer manager for the tender offers and lead
solicitation agent for the consent solicitations, and they can be
contacted at (800) 558-3745 (toll-free) or (212) 723-6106
(collect).

First Data has also retained Credit Suisse Securities (USA) LLC,
Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and
Lehman Brothers Inc. to act as co-dealer managers for the tender
offers and co-solicitation agents for the consent solicitations.

Deutsche Bank Luxembourg SA has been appointed Luxembourg Tender
Agent for the Offers and may be contacted at:

     Deutsche Bank Luxembourg SA
     Trust & Securities Services
     2 BLD Konrad Adenauer
     L-1115 Luxembourg
     Telephone 00352-421-22-460
     Fax 00352-421-22-426

Requests for documentation may be directed to Global Bondholder
Services Corporation, the Information Agent, which can be
contacted at (212) 430-3774 (for banks and brokers only) or (866)
924-2200 (for all others toll-free).

                        About First Data

Headquartered in Greenwood Village, Colorado, First Data Corp.
(NYSE: FDC) -- http://www.firstdata.com/-- provides electronic  
commerce and payment solutions for businesses worldwide.  The
company's portfolio of services and solutions includes merchant
transaction processing services; credit, debit, private-label,
gift, payroll and other prepaid card offerings; fraud protection
and authentication solutions; receivables management solutions;
electronic check acceptance services through TeleCheck; well as
Internet commerce and mobile payment solutions.  The company's
STAR Network offers PIN-secured debit acceptance at 2 million ATM
and retail locations.

                          *     *     *

As reported in the Troubled Company Reporter on Sept. 19, 2007,
Moody's Investors Service assigned to First Data Corporation a B2
Corporate Family Rating and Ba3 rating to senior secured credit
facilities related to its acquisition by Kohlberg, Kravis, Roberts
& Co.  The rating outlook for the new ratings is stable.

Standard & Poor's Ratings Services lowered its corporate credit
rating on Greenwood Village, Colorado-based First Data Corp. to
'B+' from 'BB+' and removed the rating from CreditWatch, where it
was placed on April 2, 2007, with negative implications.  The
outlook is negative.

Upon conclusion of its review of First Data Corp.'s new capital
structure for the expected close of its leveraged buy-out
transaction with Kohlberg Kravis Roberts & Co.'s, Fitch Ratings
has taken these rating actions on FDC: Long-term Issuer Default
Rating downgraded to 'B+' from 'BBB' and removed from Rating Watch
Negative; $2 billion senior secured revolving credit facility due
2013 rated 'BB/RR2'; and $13 billion senior secured term loan B
due 2014 rated 'BB/RR2'.  The Rating Outlook is Stable.


FLEXTRONICS INT'L: Moody's Puts (P)Ba1 Rating on $2.5 Billion Loan
------------------------------------------------------------------
Moody's Investors Service assigned a provisional (P)Ba1 rating to
Flextronics International Ltd.'s proposed $2.5 billion unsecured
term loan that will be used to finance the cash consideration
portion of the pending acquisition of Solectron Corporation.

This provisional rating assumes a corporate family rating of Ba1.  
In addition, the rating for the proposed term loan reflect both
the overall probability of default of the company, to which
Moody's assumes a PDR of Ba1, and a loss given default of LGD 4.  
All of the company's ratings remain under review for possible
downgrade pending consummation of the company's merger with
Solectron.

The transaction is expected to close in October 2007.  It is
likely that if the transaction closes as contemplated, the CFR
will be affirmed at Ba1.  The prospective term loan rating is
subject to closing of the transaction, review of final
documentation and no material change in the terms and conditions
of the transaction as advised to Moody's.
                 
Flextronics International Ltd, headquartered in Singapore and with
its main U.S. offices in San Jose, California, is one of the
largest global providers of contract electronics manufacturing
services to OEMs.  Upon the merger with Solectron, its focus will
be primarily with networking and communications equipment,
enterprise and personal computing, and mobile and consumer digital
markets.


FONIX CORP: June 30 Balance Sheet Upside-Down by $54.4 Million
--------------------------------------------------------------
Fonix Corporation's consolidated balance sheet at June 30, 2007,
showed $2.9 million in total assets and $57.3 million in total
liabilities, resulting in a $54.4 million total stockholders'
deficit.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $103,000 in total current assets,
available to pay $53.7 million in total current liabilities.

The company reported a net loss of $1.1 million for the second
quarter ended June 30, 2007, compared with a net loss of
$4.5 million for the same period in 2006.  

Fonix revenues were $644,000 for the quarter ended June 30, 2007
compared to $367,000 for the same period in 2006, a 75.0%
increase.  Operating expenses decreased 41.0% from $1.8 million
for the quarter ended June 30, 2006, to $1.1 million for the same
period in 2007.

"As anticipated, Fonix Speech experienced an increase in second
quarter revenues over the same period last year," says Thomas A.
Murdock, Fonix president and chief executive officer.  "Fonix has
worked hard this year to expedite contracts with current and new
customers, resulting in quicker payment schedules and product
deliveries.  Additionally, the company has focused on markets
where we have a recognized advantage, namely, the embedded speech
technology space that includes handheld electronic devices and
video game consoles.  Our goal is to remain the leader for
supplying speech technologies for electronic dictionary device
manufacturers in Asia, to continue to work with video game
developers to put speech recognition into future games, and to
expand our sales in the mobile device space on products like cell
phones and PDAs."

"Fonix continues to see increases in licensing fees and unit
royalty fees from embedded manufacturers, particularly in Asia,"
says Roger D. Dudley, Fonix executive vice president and chief
financial officer.  "As revenues increase, the company continues
to make cuts in operating expenses in a concerted effort to reach
profitability."

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?2390

                       Going Concern Doubt

Hansen, Barnett & Maxwell PC expressed substantial doubt about
Fonix Corporation's ability to continue as a going concern after
auditing the company's financial statements as of the years ended
Dec. 31, 2006, and 2005.  The auditing firm pointed to the
company's significant losses and negative cash flows from
operating activities during each of the three years in the period
ended Dec. 31, 2006.

                        About Fonix Corp.

Based in Salt Lake City, Utah, Fonix Corporation (OTC BB: FNIX) --
http://www.fonix.com/-- currently operates through its wholly  
owned subsidiary, Fonix Speech Inc., a speech recognition and
text-to-speech technology company that provides value-added speech
solutions.  Fonix Speech offers voice solutions for
mobile/wireless devices; interactive video games, toys and
appliances; computer telephony systems; the assistive market and
automotive telematics.


FORD MOTOR: Top U.S. Marketing Exec Francisco Codina Retires
------------------------------------------------------------
Ford Motor Company President and Chief Executive Officer Alan
Mulally disclosed changes to his senior leadership team with the
elevation of two key executives and the retirement of another.

Francisco Codina, group vice president, North American Marketing
Sales and Service, has elected to retire after 30 years with Ford
Motor Company.  His retirement is effective Nov. 1, 2007.  Ford is
beginning an immediate search for his replacement.

"Cisco's passion and dedication to Ford will be missed," Mark
Fields, executive vice president and president – The Americas,
said.  "Under Cisco's leadership, we began to stabilize our retail
market share, energize our dealers, improve the resale value of
our vehicles and speak with a more confident tone in our
marketing."

Mr. Codina joined Ford in 1977 and has served as vice president –
Ford Customer Service Division, as well as general marketing
manager for Ford Division, president of Ford of Argentina and a
variety of sales and marketing assignments throughout the U.S.  He
was appointed group vice president, Marketing, Sales and Service
in January 2006.

John Parker, 59, has been elected an executive vice president of
Ford Motor Company - Asia Pacific and Africa, one of the company's
three core regional business units.  Mr. Parker has been leading
the region as a group vice president, based in Bangkok, Thailand.  
He will continue to have responsibility for all of Ford's
operations and partnerships within Asia Pacific and Africa,
including Mazda.  He continues to report to Mr. Mulally.

"John is a tremendous leader delivering solid results in the
world's fastest growing and most dynamic region," Mr. Mulally
said.  "With John leading the way, Ford is poised for fast growth
in Asia, as we work together to create the products that customers
really want and value."

Mike Bannister, chairman and chief executive officer of Ford Motor
Credit Company, also has been elected an executive vice president
of Ford Motor Company.  Mr. Bannister, 57, will continue to be
responsible for all operations of Ford Motor Credit worldwide,
reporting to Don Leclair, executive vice president and chief
financial officer.

"Mike is an exceptional leader with tremendous business and
financial acumen," Mr. Mulally said.  "He is steering us to ever
higher levels of excellence at Ford Motor Credit, which remains
strategically core to our company's future.  Under Mike's
continued leadership, Ford Motor Credit is performing solidly
through reduced costs, improved effectiveness and streamlined
global operations."

                       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.


GE CAPITAL: Moody's Junks Class B2 Notes' Rating
------------------------------------------------
Moody's Investors Service downgraded three certificates issued by
GE Capital Mortgage Services, Series 1998-HE2.  The underlying
assets in the transaction consists of fixed-rate, first- and
second-lien subprime residential mortgage loans.

The Class M, B1 and B2 certificates of this transaction are being
downgraded based upon recent losses and diminishing credit
enhancement levels relative to the current projected losses on the
underlying pools.

Issuer: GE Capital Mortgage Services Inc., Series 1998-HE2

-- Class M; Downgraded to A1, Previously Aa2;
-- Class B1; Downgraded to B3, Previously Baa2;
-- Class B2; Downgraded to C, Previously Caa3.


GENERAL MOTORS: UAW Talks on VEBA Funding Terms Drag On
-------------------------------------------------------
General Motors Corp. and the United Auto Workers union have
temporarily ceased talks yesterday on the creation of a
multibillion-dollar, union-controlled health care trust fund,
known as the Voluntary Employees Beneficiary Association or VEBA,
after the two couldn't agree on how much money GM would provide,
Jeffrey McCraken and John D. Stoll of the Wall Street Journal
report citing people familiar with the talks.

As reported in the Troubled Company Reporter on Sept. 19, 2007,
GM, Ford Motor Co. and Chrysler LLC are believed to be pushing to
finance the health care fund at no more than 70 cents on the
dollar, which would create a trust fund in excess of $60 billion,
making it one of the largest investment funds in the country.  The
trust fund is expected to cut about $95 billion from the car
makers' retiree costs.

However, a huge gap remains between funding proposed by Detroit's
"big three" automakers and the level discussed by the UAW,
described as "still well into the several-billion-dollars range,"
although GM and UAW have narrowed the gap over the past week.  The
UAW 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.

Instead, WSJ sources say, the parties discussed other issues such
as wage cuts for active employees, higher co-pays for active
workers, cutting back on overtime, outsourcing of jobs not on the
assembly line and lower second-tier wages for new hires.

According to contract proposals, new hires would also get lesser
health care benefits than current employees and won't get the
pensions as current workers, WSJ reports.

WSJ relates that the VEBA negotiations may resume over the
weekend.

                      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.


GREYFRIARS INSURANCE: Chapter 15 Petition Summary
-------------------------------------------------
Petitioner: PRO Insurance Solutions Limited

   Debtors                                 Case Nos.
   -------                                 ---------
   Greyfriars Insurance Company Limited     07-12934
   Sovereign Insurance (UK) Ltd.            07-12935
   Allianz Insurance PLC                    07-12936
   Heddington Insurance (UK) Ltd.           07-12937
   Mitsui Sumitomo Insurance Company        07-12938
      (Europe), Ltd.
   The Ocean Marine Insurance               07-12939
      Company, Ltd.
   Oslo Renisurance Company (UK) Ltd.       07-12940
   The Sea Insurance Company Ltd.           07-12941
   Tokio Marine Europe Insurance Ltd.       07-12942
   Wausau Insurance Company (UK) Ltd.       07-12943

Type of Business: The group of Debtors, with certain other
                  insurance companies, underwrote insurance
                  and reinsurance business in pooling
                  arrangements through Willis Faber
                  (Underwriting Management) Ltd. and affiliates.
                  The group underwrote risks until the end of
                  1991, when they ceased accepting new business
                  and went into run-off.

Chapter 15 Petition Date: September 18, 2007

Court: Southern District of New York (Manhattan)

Judge: James M. Peck

Petitioner's Counsel: Howard Seife, Esq.
                      Francisco Vazquez, Esq.
                      Chadbourne & Parke LLP
                      30 Rockefeller Plaza
                      New York, NY 10112
                      Tel: (212) 408-5361
                      Fax: (212) 541-5369

                           -- and --

                      Ken Coleman, Esq.
                      Stephen Doody, Esq.
                      Allen & Overy, LLP
                      1221 Avenue of the Americas
                      New York, New York 10020
                      Tel: (212) 610-6300

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million


GS MORTGAGE: S&P Holds Low-B Rating on Six Certificate Classes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B and C commercial mortgage pass-through certificates from GS
Mortgage Securities Corp. II's series 2004-GG2.  At the same time,
S&P affirmed its ratings on 19 other classes from this
transaction.
     
The upgrades of the class B and C certificates reflect the
defeasance of $420.1 million (17%) of collateral and increased
credit enhancement due to the principal paydown of $89.3 million
(4%) of the pool.  The affirmed ratings reflect credit enhancement
levels that provide adequate support through various stress
scenarios.
     
As of the Sept. 12, 2007, remittance report, the collateral pool
consisted of 139 loans with an aggregate trust balance of $2.515
billion, down from 141 loans totaling $2.604 billion at issuance.  
The master servicer, Wells Fargo Commercial Mortgage Servicing,
reported financial information for 100% of the nondefeased loans.  
Eighty-nine percent of the servicer-provided information was full-
year 2006 data.  Using this information, Standard & Poor's
calculated a weighted average debt service coverage of 1.60x, up
from 1.57x at issuance.  All of the loans in the pool are current,
and no loans are with the special servicer.  To date, the trust
has experienced one loss totaling $1.1 million.
     
The top 10 exposures secured by real estate have an aggregate
outstanding balance of $961.0 million (38%) and a weighted average
DSC of 1.77x, compared with 1.77x at issuance.  Standard & Poor's
reviewed property inspections provided by the master servicer for
all of the assets underlying the top 10 exposures.  One property
was characterized as "excellent," and the remaining properties
were characterized as "good."
     
Credit characteristics for the Grand Canal Shoppes at the
Venetian, Daily News Building, Garden State Plaza, 111 Eighth
Avenue, and 65 Bleecker Street loans are consistent with those of
investment-grade obligations.  Details of these loans are:

     -- The largest exposure in the pool, the Grand Canal
        Shoppes at the Venetian loan, has a trust balance of
        $180.4 million (7%) and a whole-loan balance of
        $406.1 million.  The whole loan was split into six pari
        passu A notes.  The loan is secured by the fee interest
        and leasehold interests in a 536,890-sq.-ft. retail
        facility located within the Venetian Casino Resort
        Complex in Las Vegas.  For the year ended Dec. 31,
        2006, the DSC was 1.84x and occupancy was 98%. Standard
        & Poor's adjusted net cash flow for this loan is up 11%
        from its level at issuance.

     -- The second-largest exposure in the pool, the Daily News
        Building loan, has a trust balance of $151.8 million
        (6%) and a whole-loan balance of $207.1 million.  In
        addition to the trust collateral, there is a
        $55.2 million B note held outside the trust.  The loan
        is secured by the fee interest in a 39-story,
        1,102,147-sq.-ft. office building in Midtown Manhattan.   
        For the year ended Dec. 31, 2006, the DSC was 2x and
        occupancy was 99%.  Standard & Poor's adjusted NCF for
        this loan is up 4% from its level at issuance.

     -- The third-largest exposure in the pool, the Garden
        State Plaza loan, is secured by 1.5 million sq. ft. of
        a 2 million-sq.-ft. super-regional mall in Paramus,
        New Jersey.  The loan is a $520 million interest-only A
        note that is split into four pari passu pieces,
        $130 million (5%) of which is included in the trust
        balance.  The mall's performance has been stable since
        issuance.  Standard & Poor's adjusted NCF is comparable
        to its level at issuance.  Reported occupancy was 99%
        and DSC was 2.62x as of year-end 2006, compared with
        occupancy of 98% and a DSC of 2.36x at issuance.

     -- The sixth-largest exposure in the pool, the 111 Eighth
        Avenue loan, has a trust balance of $78.6 million (3%)
        and a whole-loan balance of $491.2 million.  The whole
        loan consists of a $441.2 million A note, which is
        participated into four pari passu pieces, and one
        $50 million B note, which is split into two pari passu
        pieces.  One of the subordinate B note pieces secures
        the OEA-B1 and OEA-B2 nonpooled certificates in
        Greenwich Capital Commercial Funding Corp.'s series
        2004-GG1.  S&P affirmed its ratings on these
        certificates on July 27, 2007.  The whole loan is
        secured by the fee interest in a 2,941,646-sq.-ft.
        office property in Manhattan.  For the year ended
        Dec. 31, 2006, the DSC was 3.45x and occupancy was 85%.  
        Standard & Poor's adjusted NCF is comparable to its
        level at issuance.

     -- The 54th largest exposure in the pool, the 65 Bleecker
        street loan, has a balance of $49 million (0.4%).  The
        loan is secured by a 111,690-sq.-ft. office property in
        Manhattan.  For the year ended Dec. 31, 2006, the DSC
        was 2.07x and occupancy was 99%.  Standard & Poor's
        adjusted NCF is up 38% from its level at issuance.
     
Wells Fargo reported a watchlist of eight loans ($63.9 million,
3%), all of which represent less than 1% of the aggregate loan
pool.  These loans are on the watchlist primarily because of low
occupancy or a decline in DSC since issuance.
     
Standard & Poor's stressed the loans on the watchlist and the
other loans with credit issues as part of its analysis.  The
resultant credit enhancement levels support the raised and
affirmed ratings.
       

                         Ratings Raised
     
                GS Mortgage Securities Corp. II
         Commercial mortgage pass-through certificates
                        series 2004-GG2

                       Rating
                       ------
         Class      To       From   Credit enhancement
         -----      --       ----    ----------------
         B          AA+      AA           11.09%
         C          AA       AA-           9.92%

                        Ratings Affirmed
     
               GS Mortgage Securities Corp. II
         Commercial mortgage pass-through certificates
                         series 2004-GG2
   
              Class    Rating   Credit enhancement
              -----    ------    ----------------
              A-1A     AAA            13.68%
              A-2      AAA            13.68%
              A-3      AAA            13.68%
              A-4      AAA            13.68%
              A-5      AAA            13.68%
              A-6      AAA            13.68%
              D        A               7.85%
              E        A-              6.69%
              F        BBB+            5.65%
              G        BBB             4.74%
              H        BBB-            3.58%
              J        BB+             3.32%
              K        BB              2.80%
              L        BB-             2.28%
              M        B+              1.90%
              N        B               1.64%
              P        B-              1.25%
              X-C      AAA              N/A
              X-P      AAA              N/A


                   N/A — Not applicable.


HOLOGIC INC: Completes $70 Million BioLucent Acquisition
--------------------------------------------------------
Hologic Inc. has completed the acquisition of BioLucent Inc.  The
aggregate purchase price paid by Hologic to the security holders
of BioLucent at the closing of the acquisition, exclusive of
certain transaction costs and expenses, was approximately
$70 million, of which amount $65 million was paid by Hologic in
shares of Hologic's common stock valued at $54.222 per share and
$5 million was paid in cash.

Additionally, Hologic will be responsible for the payment of up to
two annual deferred cash payments not to exceed $15 million in the
aggregate based upon MammoPad achieving certain revenue targets.  
The value of the Merger Shares was determined based on the average
closing price of Hologic's common stock as quoted on the Nasdaq
Market for the five trading days ending Sept. 14, 2007.

The purchase price is payable in approximately 1,181,777 shares of
Hologic common stock.  The actual number of Merger Shares that
Hologic will issue in the transaction will be subject
to reduction to reflect certain tax withholding obligations.

Additionally, approximately 10% of the shares to be issued will be
held in escrow and subject to forfeiture to satisfy BioLucent
stockholder indemnification obligations, if any.
    
"This acquisition reflects our continued strategy and efforts to
offer a comprehensive portfolio of products to serve in the breast
cancer detection market" Jack Cumming, chairman and chief
executive officer, said.  "The BioLucent MammoPad was designed to
benefit women undergoing mammogramsby providing more comfort, we
believe better tissue acquisition and ultimately improved
outcomes.  It is our hope with proper training and support, the
MammoPad can become a standard of care in mammography.  We look
forward to the opportunities that will develop from this
combination as we continue to build value for our shareholders."
    
Prior to the acquisition, BioLucent completed the spin-off its
brachytherapy technology and business to the holders of
BioLucent's outstanding shares of capital stock.  The new company,
Cianna Medical will manufacture and market the SAVI(TM)
applicator.  As a result Hologic acquired BioLucent's Mammopad(R)
business and related assets.
    
"We are pleased we have finalized this agreement with Hologic,"
Steven Gex, president and CEO of Biolucent Inc., said.  "We
believe Hologic's experience and ability to work with partners to
drive the adoption of value- added products in the sales channel
will serve as the perfect compliment to our MammoPad(R) breast
cushion."

                     About Biolucent Inc.

Located in Aliso Viejo, California, Biolucent Inc. develops,
markets and sells a breast cushion, MammoPad(R), to decrease the
discomfort associated with mammography.  BioLucent's research and
development efforts are directed at its brachytherapy business
which is focused on breast cancer therapy.  
   
                       About Hologic Inc.

Headquartered in Bedford, Massachussetts, Hologic Inc.
(NASDAQ:HOLX) -- http://www.hologic.com/-- is a developer,  
manufacturer and supplier of diagnostic and medical imaging
systems primarily serving the healthcare needs of women.  The
company operates in three segments: mammography and breast care,
osteoporosis assessment and other. Hologic's mammography and
breast care products include film-based and digital mammography
systems, computer-aided detection, breast biopsy systems, and
breast biopsy and tissue extraction devices.  The company's
osteoporosis assessment products primarily consist of dual-energy
X-ray bone densitometry systems and an ultrasound-based
osteoporosis assessment product.  Hologic's other business unit
includes its Fluoroscan mini C-arm imaging products, its Esaote
line of extremity magnetic resonance imaging (MRI) systems and its
photoconductor coating business.

                         *     *     *

As reported in the Troubled Company Reporter on Sept. 14, 2007,
Standard & Poor's Rating Services assigned its 'BB-' corporate
credit rating to Hologic Inc. with a stable outlook.


HUISH DETERGENTS: High Debt Leverage Cues S&P's Neg. Outlook
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Salt
Lake City, Utah-based Huish Detergents Inc. to negative from
stable.  At the same time, Standard & Poor's affirmed all of its
ratings on the company, including the 'B' corporate credit
rating.
     
"The outlook revision is based on the company's higher-than-
expected debt leverage resulting from higher raw material cost and
softer sales at key retailers," said Standard & Poor's credit
analyst Patrick Jeffrey.  Debt leverage is trending in the low-7x
area through June 30, 2007, compared with the mid-6x area expected
for the rating.  The ratings could be lowered over the near to
intermediate term if these trends continue to negatively impact
Huish's operating performance and the company is unable to reduce
leverage closer to our prior expectations.
     
The ratings on Huish reflect its highly leveraged pro forma
capital structure, narrow product focus, limited geographic
diversity, and its participation in the mature and highly
competitive U.S. detergent segment of the consumer products
industry.  These risks are mitigated somewhat by leading market
positions in the private-label and value segments of the U.S.
detergent industry.


INDYMAC BANCORP: Poor Financial Metrics Cue Moody's Ratings Cut
---------------------------------------------------------------
Moody's Investors Service downgraded Indymac Bancorp Inc.'s issuer
rating to Ba1 from Baa3 and its thrift subsidiary, Indymac Bank,
F.S.B.'s bank financial strength rating to D+ from C- and long
term deposit rating to Baa3 from Baa2.  The thrift's short-term
deposit rating was downgraded from P-2 to P-3.  Moody's stated
that Indymac's ratings remain under review for possible downgrade.

Moody's said that the downgrade reflected the decline in Indymac's
financial metrics and franchise strength caused by the current
mortgage sector conditions.  Indymac is a mono-line mortgage bank
focusing on broker originated Alt-A product, most of which was
sold as opposed to held on balance sheet.  The secondary market is
essentially shut for this mortgage product severely reducing gain
on sale income and resulting in write-downs of the thrift's non-
agency held-for-sale inventory. Additionally, the broker
origination channel has suffered a significant decline in
capacity; Indymac's ability to return to historic origination
levels is unclear.

The review for possible downgrade reflects the risk that if
mortgage sector liquidity issues continue, additional large
mortgage-backed securities and held-for-sale inventory write-downs
may be required.  Additionally, Indymac faces a long-term
challenge to restore profitability to historical levels while
altering its origination channel to a higher weighting of retail
and expanding its product mix to reduce reliance on the Alt-A
product.  Although Indymac has been able to shift its product to
primarily agency eligible product, the long term profitability of
being an agency-only originator would be lower than its historic
levels.

Moody's noted that the thrift has strengthened its liquidity
position in this challenging period by focusing its funding on
deposits and Federal Home Loan Bank advances.  Indymac's current
short term wholesale funding is less than its unutilized capacity
at the FHLB.  Moody's does not see any liquidity issues at the
holding company.

Affirming the company at its current ratings would require the
thrift minimizing the risk that its non-agency available for sale
mortgage product could be written-down substantially and settling
on a product mix and origination channel strategy that would
return it to historic levels of profitability.  Further upward
ratings pressure could result from improvement in market share and
sustainability and a reduction in earnings volatility through
product diversity and less reliance on gain on sale income.

The ratings of Indymac would likely be downgraded due to
significant write-downs of its mortgage securities and loan
inventory, a disruption in deposit taking activities and an
inability to either execute its historical business model
profitably or transition to a profitable model.

Downgrades:

Issuer: Indymac Bancorp. Inc.

-- Issuer Rating, Downgraded to Ba1 from Baa3

Issuer: Indymac Bank, F.S.B.

-- Bank Financial Strength Rating, Downgraded to D+ from C-

-- Issuer Rating, Downgraded to Baa3 from Baa2

-- OSO Rating, Downgraded to P-3 from P-2

-- Deposit Rating, Downgraded to P-3 from P-2

-- OSO Senior Unsecured OSO Rating, Downgraded to Baa3 from
    Baa2

-- Preferred Stock Preferred Stock, Downgraded to Ba2 from Ba1

-- Senior Unsecured Deposit Rating, Downgraded to Baa3 from
    Baa2


INTERSTATE HOTELS: Forms Joint Venture w/ Investcorp to Buy Hotels
------------------------------------------------------------------
Interstate Hotels & Resorts has formed a joint venture partnership
with Investcorp International's U.S. based Real Estate Group.  The
partnership, along with Interstate, have agreed to acquire three
hotels from affiliates of The Blackstone Group L.P. for an
aggregate price of $118 million:

   -- the 321-room Hilton Seelbach Louisville in Kentucky;
   -- the 226-room Crowne Plaza Madison in Wisconsin; and
   -- the 288-room Sheraton Columbia in Maryland.

Interstate will invest approximately $4.7 million in exchange for
a 15% equity interest in two of the properties, the Hilton
Seelbach and the Crowne Plaza Madison.  The two joint venture
properties will continue to be managed by Interstate under new
management agreements.
    
As part of the overall transaction, Interstate will also acquire
100% of the third hotel, the Sheraton Columbia, for $46.5 million.  
The company plans to invest $12 million in a comprehensive
renovation of the property, including upgrades to all guest rooms
and public spaces, which is expected to be completed by the end of
2008.

Interstate will fund the acquisition with available cash and
capacity under its senior revolving credit facility.  The
transaction is expected to close in the fourth quarter.
    
"This falls directly within our strategy of owning real estate,
both for our own account and in joint venture partnerships,"
Thomas F. Hewitt, Interstate's chief executive officer, said.
"This transaction is an illustration of our successful execution
of our growth strategy.  We remain opportunistic in our
acquisition strategy and maintain flexibility to structure
transactions within dynamic markets."
    
"These three, geographically diverse properties are located in key
urban, airport and major suburban markets," said Leslie Ng, chief
investment officer.  "All of the properties are strong performers
with steadily improving RevPAR and income and have significant
further upside potential.  This is our first venture with
Investcorp, one of the world's largest and most diverse
alternative investment managers, and we look forward to exploring
additional opportunities with them."
    
"The acquisition of these hotels is consistent with our
multi-disciplinary focus of aggressively pursuing opportunities
across product platforms and geographies to deliver strong cash
flows and above average returns to our global clients," said John
Fraser, co-head, Investcorp Real Estate Group.  "Interstate has
been successfully managing these properties and is thoroughly
familiar with the individual markets.  Given Interstate's solid
track-history, expertise and proprietary
management systems, we are very confident in its ability to drive
these properties to their fullest potential."
    
                 Sheraton Columbia Maryland
    
The 288-room Sheraton Columbia Hotel is located in Columbia,
Maryland, a 14,000-acre planned community approximately 40 miles
north of Washington, D.C., and 15 miles from Baltimore.  Situated
in Howard County features more than 2,500 businesses, over 60,000
jobs, 21 million square feet of commercial and residential space
and an array of social, cultural, educational, entertainment and
recreational programs and facilities.
    
              Hilton Seelbach Louisville Kentucky
    
Since its opening in 1905, Seelbach Hilton Louisville, a 321-room
property offers the atmosphere of a bygone era including internet
access in all guest rooms and meeting rooms. It also is home to
Kentucky's Oak Room restaurant.  The hotel is situated downtown,
close to Louisville's attractions.
    
                  Crowne Plaza Madison Wisconsin
    
Located off I-90/94, three miles from the Madison airport, the
226-room Crowne Plaza is situated near Madison's shopping mall,
theater and restaurants, and proximate to the city's convention
center, the University of Wisconsin and the state capitol.
Renovated in 2005, the hotel features an indoor pool, restaurant
and lounge, a business center and more than
6,800 square feet of meeting space.
    
              About Investcorp Real Estate Group

The Investcorp Real Estate Group (LSE: IVC, BSE: INVCORP) --
http://www.investcorp.com/-- is a return-oriented real estate  
investor.  Investcorp's real estate team, is experienced in the
acquisition, development, financing, leasing, management, and
disposition of a wide variety of property types including office,
retail, hotel, residential, mixed-use, luxury resort and others.  
The Investcorp Real Estate Group is part of Investcorp, a provider
and manager of alternative investment products.  Investcorp has
offices in New York, London and Bahrain.  Founded in 1982, the
firm has five lines of business: private equity, real estate,
hedge funds, venture capital and Gulf growth capital.

            About Interstate Hotels & Resorts Inc.

Headquartered in Arlington, Virginia, Interstate Hotels &
Resorts Inc. (NYSE: IHR)-- http://www.ihrco.com/-- operated  
189 hospitality properties with more than 43,000 rooms in
36 states, the District of Columbia, Belgium, Canada, Ireland,
Mexico and Russia, including six wholly-owned properties and
20 properties with a minority ownership interest through 13
separate joint ventures, as of Aug. 31, 2007.  In addition,
Interstate Hotels & Resorts has contracts to manage 16 hospitality
properties with nearly 4,600 rooms under development.

                         *     *     *

Moody's Investor Services placed Interstate Hotels & Resorts
Inc.'s long term corporate family rating at B1 in January 2007.  
The outlook is negative.

Standard & Poor's placed its long term foreign and local issuer
credit ratings at B.  These ratings placed in August 2004, still
hold to this date.


IWT TESORO: Gets Interim Nod to Hire Donlin Recano as Claims Agent
------------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of
New York authorized, on an interim basis, I.W.T Tesoro Corporation
and its debtor-affiliates permission to employ Donlin, Recano &
Company, Inc. as their claims, notice, and balloting agent.

The Court will convene a hearing on Oct. 3, 2007, at 10:00 a.m.,
for final approval.

As reported in the Troubled Company Reporter on Sept. 13, 2007,
The Debtors relate to the Court that they have over a thousand
creditors and other potential parties-in-interest.  The Debtors
believe that the Clerk's Office is not equipped to distribute
notices, process all of the proofs of claim filed, and assist in
the balloting process for the Debtors' large case, thus the need
to hire Donlin Recano.  Specifically, Donlin Recano is expected
to:

   a. notify all potential creditors of the filing of the Debtors'
      bankruptcy petitions and of the setting of the first meeting
      of creditors, pursuant to Bankruptcy Code Section 341(a);

   b. maintain an official copy of the Debtors' schedules of
      assets and liabilities and statement of financial affairs
      listing the Debtors' known creditors and the amounts the
      Debtors owe;

   c. notify all potential creditors of the existence and amount
      of their respective claims, as evidenced by the Debtors'
      books and records and as set forth in their schedules;

   d. furnish a notice of the last day for the filing of proofs of
      claim and a form for the filing of a proof of claim, after
      the notice and the form are approved by the Court;

   e. file with the Clerk an affidavit or certificate of service
      which includes a copy of the notice, a list of persons to
      whom it was mailed (in alphabetical order), and the date the
      notice was mailed, within 10 days of service;

   f. docket all claims received, maintain the official cliams
      registers for each of the Debtors on behalf of the Clerk,
      and provide the Clerk with certified duplicate unofficial
      claims registers on a monthly basis, unless otherwise
      directed;

   g. specify, in the applicable claims register, these
      information for each claim docketed:

        i. the claim number assigned;

       ii. the date received;

      iii. the name and address of the claimant and agent, if
           applicable, who filed the claim;

       iv. the filed amount of the claim, if liquidated; and

        v. the classification of the claim according to the proof
           of claim;

   h. relocate, by messenger, all of the actual proofs of claim
      filed to Donlin Recano, not less than weekly;

   i. record all transfers of claims and provide any notices of
      the transfers required by Bankruptcy Rule 3001;

   j. make changes in the claims register pursuant to Court Order;

   k. upon completion of the docketing process for all claims
      received to date by the Clerk's Office, turn over to the
      Clerk copies of the claims registers for the Clerk's review;

   l. maintain the claims register for public examination without
      charge during regular business hours;

   m. maintain the official mailing list for each Debtor of all
      entities that have filed a proof of claim, which list will
      be available upon request by a party-in-interest or the
      Clerk;

   n. assist with, among other things, solicitation, calculation,
      and tabulation of votes and distribution, as required in
      furtherance of confirmation of the plan;

   o. provide and maintain a Web site where parties can view
      claims filed, status of claims, and pleadings or other
      documents filed with the Court by the Debtors;

   p. in 30 days prior to the close of the cases, an order
      dismissing Donlin Recano would be submitted terminating its
      services upon completion of its duties and responsibilities
      and upon the closing of the case; and

   q. at the close of the case, box and transport all original
      documents in proper format, as provided by the Clerk's
      office, to the Federal Records Center.

In addition, the Debtors may utilize other services of Donlin
Recano like disbursing and related administrative services upon
request.

Donlin Recano's schedule of services charges are:

     Type of Service                  Hourly Rate
     ---------------                  -----------
     Date Input

          Clerical                        $35
          Admin. Proj. Specialist         $65

     Consulting

          Bankruptcy Consultant        $130-$195
          IT Programming Consultant    $115-$135
          Attorneys/Sr. Consultant     $200-$250          

The Debtors told the court that they have agreed to pay Donlin
Recano a total retainer of $5,000, which was paid in full prior to
the filing of the case.  The Debtors requested the Court that the
fees and expenses of Donlin Recano for its services be treated as
an administrative expense of the Debtors Chapter 11 estates and be
paid by the Debtors in the ordinary course of business, without
the need to file any fee applications or seek Court approval.

The Debtors assured the Court that Donlin Recano neither holds nor
represents any interest adverse to the Debtors' respective
estates.

The firm can be reached at:

             Donlin Recano & Company, Inc.
             419 Park Avenue South
             New York, NY 10016
             Tel: (212) 481-1411
             Fax: (212) 481-1416
             http://www.donlinrecano.com/

I.W.T. Tesoro Corporation, fka Ponca Acquisition Company, --
http://www.iwttesoro.com/-- is headquartered in New York City.    
The company and its subsidiaries distribute building materials,
specifically hard floor and wall coverings.  They are wholesalers
and do not sell directly to any end user.  Their products consist
of ceramic, porcelain and natural stone floor, wall and decorative
tile.  They import a majority of these products from suppliers and
manufacturers in Europe, South America, and the Near and Far East.  
Their markets include the United States and Canada.  They also
offer private label programs for branded retail sales customers,
buying groups, large homebuilders and home center store chains.  

The Debtor and its debtor-affiliates, International Wholesale
Tile, Inc. and American Gres, Inc., filed for Chapter 11
bankruptcy protection on Sept. 6, 2007 (Bankr. S.D. NY Lead Case
No.  07-12841).  Dawn K. Arnold, Esq. and Jonathan S. Pasternak,
Esq. at Rattet, Pasternak & Gordon-Oliver, L.L.P. represent the
Debtors in their restructuring efforts.  As of June 30, 2007, the
Debtors had total assets of $39,798,579 and total debts of  
$47,940,983.


J/Z CBO: Fitch Withdraws Junk Rating on Class D Notes
-----------------------------------------------------
Fitch withdrew the rating on these class of notes issued by J/Z
CBO (Delaware), LLC, on September 14, 2007, due to the lack of
investor interest:

  -- Class D notes rated 'C', with distressed recovery rating
     'DR2', is withdrawn.


JOHN MCKEON: Case Summary & Six Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: John McKeon
       30 Bookrace Drive
       Mendham, NJ 07945

Bankruptcy Case No.: 07-23418

Chapter 11 Petition Date: September 19, 2007

Court: District of New Jersey (Newark)

Debtor's Counsel: Robert M. Rich, Esq.
                 25 Pompton Avenue
                 Verona, NJ 07044
                 Tel: (973) 239-2255

Total Assets: $1,653,000

Total Debts:  $3,473,829

Debtor's Six Largest Unsecured Creditors:

Entity                      Nature of Claim       Claim Amount
------                      ---------------       ------------
Specialized Loan            mortgage                   $584,807
Services 8742 Lucent
Boulevard, Suite 300
Highlands Ranch, CO 80129

E.M.C. Mortgage             mortgage                  $582,890
P.O. Box 141358
Irving, TX 75014

E.M.C. Mortgage                                       $319,411
P.O. Box 141358
Irving, TX 75014

C.I.T. Financial Serv.                                 $91,346

Fia Csna                    credit card                $36,221


KELLWOOD CO: Board to Review Sun Capital's Acquisition Bid
----------------------------------------------------------
Kellwood Company said Tuesday that it has received an unsolicited
letter from Sun Capital Securities Group LLC indicating Sun
Capital's interest in pursuing an acquisition of all of Kellwood's
outstanding shares at a price of $21 in cash per share.  The Sun
Capital proposal, contained in a letter dated Sept. 18, 2007,
is subject to a number of conditions, including completion of due
diligence.

The company said its Board of Directors will carefully evaluate
the Sun Capital proposal, and other alternatives available to the
company, taking into account the potential benefits that may be
realized through the company's previously announced long-term
strategic plan.

Early this month, Kellwood reorganized its women's sportswear
business creating three operating divisions from seven.  The move
reduced the total number of operating divisions for all of the
company's business segments from 12 to eight.
    
Headquartered in St. Louis, Missouri, Kellwood Company (NYSE: KWD)
-- http://www.kellwood.com/-- markets apparel and consumer soft  
goods.  The company specializes in branded as well as private
label products, and markets to all channels of distribution with
product specific to a particular channel.


KELLWOOD CO:  Sun Capital's Proposal Cues S&P's Negative Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on St.
Louis, Misourri-based women's apparel designer and marketer
Kellwood Co., including its 'BB' long-term corporate credit
rating, on CreditWatch with negative implications.
     
The CreditWatch placement follows Kellwood's announcement that it
received a nonbinding, unsolicited proposal from Sun Capital
Securities Group LLC indicating interest in acquiring all of
Kellwood's outstanding shares at $21.00 per share.
     
"While the terms of the proposal were undisclosed, we believe that
if the transaction were to be consummated, significant debt would
be added to the company's already leveraged balance sheet," said
Standard & Poor's credit analyst Susan Ding.
     
Standard & Poor's will closely monitor developments as they arise.  
"Resolution of the CreditWatch will depend on the outcome of the
above offer, any subsequent proposal, and our review of the
company's operating trends and financial condition," said Ms.
Ding.


M FABRIKANT: Committee Retains Susman Godfrey as Special Counsel
----------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of
New York gave the Official Committee of Unsecured Creditors in
M. Fabrikant & Sons Inc. and its debtor-affiliates' bankruptcy
cases, permission to retain Susman Godfrey LLP as its special
litigation counsel.

As reported in the Troubled Company Reporter on Aug. 3, 2007, the
firm is expected to pursue any claim that may exist against:

   * JPMorgan Chase;
   * ABN Amro Bank NV;
   * Bank of America;
   * Precious Metals;
   * HSBC Bank USA;
   * Bank Leumi USA;
   * Israel Discount Bank of New York;
   * Antwerpse Diamantbank NV;
   * Sovereign Precious Metals LLC; and
   * Wilmington Trust Company.

The firm will receive a contingent fee based on the "gross sum
recovered" by settlement or judgment.

Stephen D. Susman, Esq., a member of the firm, assured the Court
that his firm does not hold any interests adverse to the Debtors'
estate and is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.

Mr. Susman can be reached at:

     Stephen D. Susman, Esq.
     Susman Godfrey LLP
     654 Madison Ave., 5th Floor
     New York, NY 10065-8440
     Tel: (212) 336-8330
     Fax: (212) 336-8340
     http://www.susmangodfrey.com/

Headquartered in New York City, M. Fabrikant & Sons, Inc. --
http://www.fabrikant.com/-- sells diamonds and jewelries.  The
company and its affiliates, Fabrikant-Leer International, Ltd.,
filed for chapter 11 protection on Nov. 17, 2006 (Bankr. S.D.N.Y.
Case Nos. 06-12737 & 06-12739).  Mitchel H. Perkiel, Esq., at
Troutman Sanders LLP, represent the Debtors.  Alan D. Halper,
Esq., at Halperin Battaglia Raicht LLP, and Christopher J. Caruso,
Esq., at Moses & Singer, LLP, represent the Official Committee of
Unsecured Creditors.  When the Debtors filed for protection from
their creditors, they listed estimated assets and debts of more
than $100 million.


MERITAGE MORTGAGE: Moody's Lowers Class M6 Certs.' Rating to B3
---------------------------------------------------------------
Moody's Investors Service downgraded the rating of one certificate
from Meritage Mortgage Loan Trust, Series 2003-1. The transaction
is backed by primarily first lien adjustable- and fixed-rate
subprime mortgage loans originated by Meritage Mortgage
Corporation.

The certificate has been downgraded because existing credit
enhancement levels may be low given the current projected losses
on the underlying pools.  Overcollateralization has declined due
to losses and the transaction has stepped down, causing the
subordinated certificates to start receiving their share of
unscheduled prepayments.  In addition, the severity of loss on
liquidated loans has begun to increase.

Complete rating action is:

Issuer: Meritage Mortgage Loan Trust 2003-1

Downgrade:

-- Series 2003-1; Class M6, downgraded to B3 from Baa3.


MIDDLESEX COUNTY: Case Summary & 19 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Middlesex County Economic Opportunities Corp.
       430 Market Street
       Perth Amboy, NJ 08861

Bankruptcy Case No.: 07-23421

Type of business: The Debtor aims to promote self-sufficiency
                  among low-income households in Middlesex County,
                  through training and education.

Chapter 11 Petition Date: September 19, 2007

Court: District of New Jersey (Trenton)

Debtor's Counsel: William A. Miller, Esq.
                 430 Market Street, 1st Floor
                 Perth Amboy, NJ 08861
                 Tel: (732) 826-0200

Estimated Assets: Unknown

Estimated Debts:  Unknown

Debtor's 19 Largest Unsecured Creditors:

Entity                     Nature of Claim       Claim Amount
------                     ---------------       ------------
State of New Jersey         trade debt                 $77,201
Department of Agriculture
33 West State Street
P.O. Box 334
Trenton, NJ 08625-0334

Samuel S. Fisher, C.P.A.,   accounting                 $39,200
L.L.C.
100 Bayard Street,
Suite 311
New Brunswick, NJ 08901

Verizon                     trade debt phone           $33,540

Goldstone Management        former landlord            $19,752

Driscoll Foods              trade debt food            $18,000

Aristocrat Pest Management  trade debt                 $16,780
Co., Inc.

Lorelei Personnel, Inc.     temporary employees        $16,633

Trooper Foods               trade debt                 $14,000

R.&D. Properties            former landlord            $13,103

Max Brown Hardware          trade debt                 $11,500

All State Roofing & Siding  trade debt roof            $10,815

PayChex                     office services             $8,836

G.M.A.C.                    auto lease                  $8,642

Covad                       trade debt phone            $8,139

Hyco                        trade debt food             $8,000

N.J. Transit                former landlord             $6,750

Duplitron                   trade debt copier           $6,197

Midco Waste                 trade debt                  $5,217

School Specialty            trade debt                  $4,484


MIGENIX INC: Posts CDN$3.1 Million Net Loss in Qtr. Ended July 31
-----------------------------------------------------------------
MIGENIX Inc. incurred a net loss of CDN$3.1 million for the first
quarter ended July 31, 2007, compared to a net loss of
CDN$2.5 million for the same period ended July 31, 2006.  

The increase in the net loss is principally attributable to a
CDN$400,000 increase in research and development expenses, a
CDN$200,000 increase in general and corporate expenses, and a
CDN$100,000 increase in the accretion of the convertible royalty
participation units, less a CDN$100,000 decrease in amortization
expense.

At July 31, 2007, the company's consolidated balance sheet showed
CDN$16.6 million in total assets, CDN$6.8 million in total
liabilities, and CDN$9.8 million in total stockholders' equity.

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?2398

                 Liquidity and Capital Resources

As of July 31, 2007, the company had cash, cash equivalents and
short-term investments of $12.8 million and the company's net
working capital was $12.1 million, compared to $14.6 million at
April 30, 2007.  MIGENIX believes that its funds on hand at
July 31, 2007, together with ongoing cost containment measures and
expected interest income, are sufficient to provide for operations
into the third quarter of calendar 2008 before funds received, if
any, from existing or new license agreements, the exercise of
warrants and options and future financing activities.

                       Going Concern Doubt

MIGENIX Inc. reports in its consolidated financial statements for
the first quarter ended July 31, 2007, that the company has
incurred significant losses since inception and has financed its
cash requirements primarily from equity financings and payments
from licensing agreements.  The company believes that these
conditions raise substantial doubt about its ability to continue
as a going concern.

                       About MIGENIX Inc.

Headquartered in Vancouver, B.C., Canada, with US operations in
San Diego, MIGENIX Inc. (Toronto Stock Exchange: MGI) --
http://www.migenix.com/-- is a drug development company committed  
to advancing therapy, improving health, and enriching life by
developing and commercializing drugs primarily in the area of
infectious diseases.  The company's clinical programs include drug
candidates for the treatment of chronic hepatitis C infections,
the prevention of catheter-related infections and the treatment of
dermatological diseases.


MORGAN STANLEY: Fitch Junks Rating on $852,190 Class N Certs.
-------------------------------------------------------------
Fitch Ratings has downgraded Morgan Stanley Capital I Inc.'s
commercial mortgage pass-through certificates, series 1999-CAM1
as:

  -- $852,190 class N to 'C/DR6' from 'CC/DR4'.

Fitch has also assigned a Distressed Recovery rating to this
class:

  -- $6 million class M at 'B-/DR1'.

In addition, Fitch has affirmed these classes:

  -- $82.5 million class A-4 at 'AAA';
  -- Interest only class X at 'AAA';
  -- $26.2 million class B at 'AAA';
  -- $26.2 million class C at 'AAA';
  -- $12.1 million class D at 'AAA';
  -- $20.2 million class E at 'AAA';
  -- $8.1 million class F at 'AAA';
  -- $14.1 million class G at 'AA+';
  -- $14.1 million class H at 'A+';
  -- $6 million class J at 'BBB+';
  -- $8.1 million class K at 'BBB-'.
  -- $6 million class L at 'BB-'.

Classes A-1, A-2, and A-3 have paid in full.

The downgrade and assignment of the Distressed Recovery rating is
a result of realized losses which were higher than expected at
Fitch's last rating action. The assignment of the Distressed
Recovery rating to class M is due to reduced credit enhancement
resulting from realized losses.

As of the September 2007 distribution date, the transaction's
aggregate principal balance has been reduced 71% to $230.6 million
from $806.5 million at issuance.  The pool remains geographically
diverse with the largest concentration of properties (20%) in
California.

Five loans (10.8%) have been identified as Fitch loans of concern
due to declines in occupancy and performance, including two (7.9%)
of the top five loans in the deal.  There are currently no
delinquent or specially serviced loans.


MORTGAGE ASSET: Needs Additional Financing to Continue Operations
-----------------------------------------------------------------
Mortgage Asset Management Corp. is pleading clients to continue
provide funds in order for its operations to continue, Brian
Bandell of South Florida Business Journal reports.

In a letter by chief restructuring officer Alan Goldberg, of
Crisis Management, Mr. Bandell relates that the company is wooing
investors who had provided around $192 million in loans to return
about 1% of their investments.  Mr. Goldberg replaced Dana Berman
as head after the company missed its February interest payments.

Citing a separate letter from Mr. Berman, Mr. Bandell relates that
without additional financing, the company could be forced to shut
down.

                        About MAMC Inc.

Mortgage Asset Management Corporation specializes in short term
real estate-secured loans including: bridge, construction,
development, land acquisition, and raw land.  MAMC primarily
provides individuals, trusts, pension plans and IRAs with the
opportunity to participate as undivided percentage lenders in
privately funded mortgages.  The loans are collateralized by
mortgages on real property located anywhere in the United States,
however, MAMC's current concentration is on the booming real
estate market in Florida.  There may be completed commercial or
non-owner occupied residential buildings on the property, but the
collateral may also consist of real property with buildings under
construction or undeveloped land.  MAMC originates, underwrites,
funds, closes and manages the mortgage loans.


NEWFIELD EXPLORATION: Selling UK Interests to Centrica for $486MM
-----------------------------------------------------------------
Newfield Exploration Company has signed the purchase and sale
agreement to sell all of its interests in the U.K. North Sea to
Centrica plc, the owner of British Gas, for $486.4 million.

The sale includes:

   -- an 85% interest in the Grove Field;

   -- an 80% interest in the undeveloped Seven Seas discovery;
      and

   -- an interest in about 200,000 net acres located in the
      Southern Gas Basin.  The Grove Field commenced production
      in April 2007.

The sale, which is subject to U.K. government approvals, is
expected to close in the fourth quarter of 2007.  This marks a
complete exit by the company from the North Sea.

Jefferies Randall & Dewey acted as financial advisor for Newfield
in this transaction.

                       About Centrica plc

Headquartered in Windsor, Berkshire, Centrica plc (LON:CNA) --
http://www.centrica.co.uk/-- is focused on securing and  
delivering energy and offering a range of home and business energy
solutions.  The company's activities include finding and producing
gas predominantly in the United Kingdom and it has acquired
license blocks in Norway, and north and west Africa.  It is a gas
and electricity retailer and supplier for the residential and
commercial sectors.  It also provides central heating, gas
appliance installation and maintenance.  The company's segments
are British Gas Residential, British Gas Business, British Gas
Services, Centrica Energy, Centrica Storage, Centrica North
America and Europe.

               About Newfield Exploration Company

Headquartered in Houston, Texas, Newfield Exploration Company
(NYSE: NFX) -- http://www.newfld.com/-- engages in the  
exploration, development, and acquisition of crude oil and natural
gas properties in the United States.  The company was founded in
1988.

                       *      *     *

As of June 25, 2007, Newfield Exploration Company continues to
carry Fitch's BB+ long term issuer default rating.  Fitch rates
the company's bank loan debt and senior unsecured debt at BB+
while its senior subordinate rating is at BB-.  The outlook
remains stable.

At the same time, the company also bears Moody's Investor
Services' Ba2 rating on long term corporate family and probability
of default, Ba1 rating on senior unsecured debt, Ba3 rating on
senior subordinate, and B1 rating on preferred stock.  The outlook
is stable.

The company also continues to carry Standard & Poor's BB+ long
term foreign and local issuer debt ratings.  The outlook remains
stable.


OPFM INC: Voluntary Chapter 7 Case Summary
------------------------------------------
Debtor: OPFM, Inc.
        dba Personal Financial Management
        4700 Perkiomen Avenue
        Reading, PA 19606

Bankruptcy Case No.: 07-21586

Debtor-affiliates filing separate Chapter 7 petitions:

      Entity                                        Case No.
      ------                                        --------
      Image Masters, Inc.                           07-21587
      Mortgage Assistance Professionals, Inc.       07-21588
      Mortgage Assistance Professionals, Inc. II    07-21589
      Discovered Treasures, Inc.                    07-21590
      DIVIDIT, Inc.                                 07-21591

Type of Business: The lead Debtor, OPFM Inc., works through its
                  investment subsidiary Image Masters Inc. to
                  refinance homeowners and invest proceeds.
                  Wesley Snyder is the president of the Debtor
                  group.

Chapter 7 Petition Date: September 18, 2007

Court: Eastern District of Pennsylvania (Reading)

Judge: Richard E. Fehling

Debtors' Counsel: Dexter K. Case, Esq.
                  Case, DiGiamberardino & Lutz, P.C.
                  845 North Park Road, Suite 101
                  Wyomissing, PA 19610
                  Tel: (610) 372-9900
                  Fax: (610) 372-5469

                              Estimated Assets   Estimated Debts
                              ----------------   ---------------
   OPFM, Inc.                 $100,000 to        $100,000 to
                              $1 Million         $1 Million

   Image Masters, Inc.        $1 Million to      More than
                              $100 Million       $100 Million

   Mortgage Assistance        $1 Million to      $1 Million to
      Professionals, Inc.     $100 Million       $100 Million

   Mortgage Assistance        $1 Million to      $1 Million to
      Professionals, Inc. II  $100 Million       $100 Million

   Discovered                 $10,000 to         Less than
      Treasures, Inc.         $100,000           $50,000

   DIVIDIT, Inc.              $100,000 to        $100,000 to
                              $1 Million         $1 Million

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


ORCHID STRUCTURED: Low Credit Quality Cues Moody's Ratings Cut
--------------------------------------------------------------
Moody's Investors Service downgraded its ratings on these notes
issued by Orchid Structured Finance CDO Ltd:

-- Class Description: $32,500,000 Class A-2 Floating Rate Term
                       Notes due 2038

    Prior Rating: Aaa, on review for possible downgrade

    Current Rating: Aa1

-- Class Description: $19,375,000 Class B Floating Rate Term
                       Notes due 2038

    Prior Rating: A2, on review for possible downgrade

    Current Rating: Ba2

-- Class Description: $6,250,000 Class C-1 Floating Rate Term
                       Notes due 2038

    Prior Rating: A3, on review for possible downgrade

    Current Rating: Caa3

-- Class Description: $5,000,000 Class C-2 Fixed Rate Term
                       Notes due 2038

    Prior Rating: A3, on review for possible downgrade

    Current Rating: Caa3

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.


OWNIT MORTGAGE: Judge Thompson Okays Amended Disclosure Statement
-----------------------------------------------------------------
The Honorable Kathleen Thompson of the U.S. Bankruptcy Court for
the Central District of California approved OWNIT Mortgage
Solution Inc.'s Second Amended Disclosure Statement explaining its
Second Amended Chapter 11 Plan of Liquidation.

                       Overview of the Plan

The Plan contemplates the transfer of the Debtor's assets,
including all causes of action, to OWNIT Liquidating Trust, which
will liquidate the assets, and distribute the proceeds to the
Debtor's creditors.

The Debtor tells the Court it received up to $23 million federal
tax refund and additional $1.82 million in other tax refunds on
May 1, 2007.

                        Treatment of Claims

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

After the effective date, holders of Secured Claims will receive,
either:

   a. the collateral securing their interest;
   b. proceeds from the sale of the collateral;
   c. cash in the amount of its secured claim; or
   d. other distribution or treatment.

Priority Non-Tax Claims, totaling $4,100,00, will be paid in full
on the effective date.

After the effective date, general unsecured creditors, holding
approximately $181,000,000, will receive a pro rata distribution
from the OWNIT Liquidating Trust Proceeds.

Holders of Subordinated General Unsecured Claim will be paid after
all General Unsecured Claims are paid.

Equity Interest Claims will be deemed cancelled under the Plan.

A full-text copy of Ownit Mortgage's Second Amended Disclosure
Statement is available for a fee at:

  http://www.researcharchives.com/bin/download?id=070920022538

Headquartered in Agoura Hills, California, Ownit Mortgage
Solutions Inc. is a subprime mortgage lender, which specializes
in making loans to borrowers with poor credit or limited incomes.
The Debtor filed for chapter 11 protection on Dec. 28, 2006
(Bankr. C.D. Calif. Case No. 06-12579).  Ira D. Kharasch, Esq.,
Linda F. Cantor, Esq., Jonathan J. Kim, Esq., and Scotta E.
McFarland, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub
LLP, represent the Debtor.  Stutman, Treister & Glatt represents
the Official Committee of Unsecured Creditors.  The Debtor's
schedules show total assets of $697,550,849 and total liabilities
of $819,131,179.


PETROQUEST ENERGY: Prices Offering of 6.88% Preferred Stock
-----------------------------------------------------------
PetroQuest Energy Inc. has priced a public offering of
1,300,000 shares of 6.875% Series B cumulative convertible
perpetual preferred stock at $50 per share to the public.

PetroQuest has also granted the underwriters of the offering a 30-
day option to purchase up to an additional 195,000 shares of
Series B preferred stock from PetroQuest at the public offering
price less the underwriting discount.

J.P. Morgan Securities Inc. acted as sole book-running manager and
Howard Weil Incorporated, Johnson Rice & Company L.L.C. and Coker
& Palmer, Inc. acted as co-managers for the offering.
    
The annual dividend on each share of Series B preferred stock will
be approximately $3.44 and will be payable quarterly to the extent
payment of dividends is not prohibited by PetroQuest's debt
agreements, assets are legally available to pay dividends and
PetroQuest's board of directors or an authorized committee thereof
declares a dividend payable.
    
Each share of Series B preferred stock will be convertible at any
time at the option of the holder into approximately 3.4433 shares
of PetroQuest's common stock, which is currently equal to a
conversion price of approximately $14.52 per share.  The
conversion rate is subject to adjustment in certain events.
    
The offering is expected to close on Sept. 25, 2007, subject to
customary closing conditions.  The shares of Series B preferred
stock will be issued pursuant to an effective shelf registration
statement filed with the Securities and Exchange Commission.
    
PetroQuest intends to use the net proceeds from the offering to
repay its borrowings outstanding under its bank credit facility
and for other general corporate purposes.  PetroQuest intends to
borrow under the credit facility to fund its 2007 capital
expenditures, including the acceleration of its drilling and
leasing activities in its longer lived areas in Arkansas, Oklahoma
and East Texas.
    
Copies of the prospectus supplement and the accompanying
prospectus may be obtained from:

     J.P. Morgan Securities Inc.
     4 Chase Metrotech Center, CS Level,
     Brooklyn, NY 11245
    
                 About PetroQuest Energy Inc.
   
Headquartered in Lafayette, Louisiana, PetroQuest Energy Inc.
(Public, NYSE:PQ) -- http://www.petroquest.com/-- is an  
independent oil and gas company.  The company is engaged in the
exploration, development, acquisition and operation of oil and gas
properties in Texas, Oklahoma, well as onshore and in the shallow
waters offshore the Gulf Coast Basin.  As of Dec. 31, 2006, the
company owned working interests in 16 gross (10 net) producing oil
wells and 571 gross (217 net) producing gas wells.  PetroQuest
sells its natural gas and oil production under fixed or floating
market contracts.

                         *     *     *

As reported in the Troubled Company Reporter on July 3, 2007,
Standard & Poor's Ratings Services raised its corporate credit
rating and senior unsecured rating on oil and gas exploration and
production company PetroQuest Energy Inc. to 'B-' from 'CCC+'.  
The outlook is stable.


R.J. GATORS: Court OKs Sale of Business to J&D for $1.85 Mil.
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida has
approved the sale of R.J. Gators Inc. to J&D Restaurant Holdings
LLC for about $1.85 million, a Palm Beach Post staff writer
reports.

According to the report, J&D, a partnership of local businessmen
Timothy Jeffrey and Kevin Dalton, was a dark-horse bidder for the
nine-restaurant chain.

Meanwhile, nine franchisees raised questions about the Debtor's
operations, contending that Gators kept collecting money for ads
but there has been little or no advertising, and Gators barred
requests for an accounting of the ad dollars, the source said.

The group's lawyer argued that the franchisees learned about the
company's bankruptcy through the newspaper, and about the sale
through word of mouth.

Headquartered in Jupiter, Florida, R.J. Gators Inc. --
http://www.rjgators.com/-- owns and operates casual dining   
restaurants.  The company and nine affiliates filed for chapter 11
protection on June 26, 2007 (Bankr. S.D. Fla. Case Nos. 07-14954
to 07-14693).  Bradley S. Shraiberg, Esq. at Kluger, Peretz,
Kaplan & Berlin, P.L. represents the Debtors in their
restructuring efforts.  When the Debtors filed for bankruptcy,
they listed assets and debts between $1 million to $100 million.  
The Debtors' exclusive period to file a chapter 11 plan of
reorganization expires on Oct. 24, 2007.


REPERFORMING LOAN: Poor Performance Cues S&P to Lower Ratings
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes of asset-backed securities issued by Reperforming Loan
REMIC Trust's series 2002-2, 2003-R1, and 2003-R3.  At the same
time, S&P affirmed its ratings on 50 other classes from various
Reperforming Loan REMIC Trust transactions.
     
The lowered ratings on classes 1B-2 and 1B-3 from series 2002-2
reflect poor collateral performance and increased losses.  As of
the Aug. 25, 2007, distribution date, total current realized
collateral losses for the period were $103,968.51, which
represents a 12.94% increase from six months ago and a 79.11%
increase from a year ago.  Cumulative realized losses are
currently $7,086,517.01.  This represents a 5.9% increase from six
months ago and a 78.28% increase from 12 months ago.
     
As of the August 2007 remittance period, severely delinquent loans
for series 2002-2 were 14.44% for structure group 1 and 10.90% for
structure group 2.  Cumulative realized losses for group 1 totaled
$6.94 million, or 0.52% of the original pool balance, an 8.33%
increase over the cumulative losses experienced six months ago and
a 79.31% increase from one year ago.  Cumulative losses for group
2 totaled $138,740, or 0.14% of the original pool balance, a
16.66% increase over the cumulative losses experienced six months
ago and a 75% increase from one year ago.
     
The lowered ratings on classes 1B-3 and 1B-4 from series 2003-R1
reflect the continued erosion of the collateral's performance and
increased losses.  As of the Aug. 25, 2007, distribution date,
total current realized collateral losses were $51,810.09 for the
period, which represents a 4.31% increase from six months ago and
a 197.38% increase from a year ago.  Cumulative realized losses
are currently $7,130,420.  This represents a 6.76% increase from
six months ago and a 104.76% increase from 12 months ago.

     
As of the August 2007 remittance period, severely delinquent loans
for series 2003-R1 were 15.68% for structure group 1 and 12.50%
for structure group 2.  Cumulative realized losses for group 1
totaled $7.01 million, or 0.58% of the original pool balance, a
5.45% increase over the cumulative losses experienced six months
ago and a 100.00% increase from one year ago.  Cumulative realized
losses for group 2 totaled $116,567, or 0.13% of the original pool
balance, an 18.18% increase over the cumulative losses experienced
six months ago and more than a 100% increase from one year ago.
     
The downgrade of class B-4 from series 2003-R3 reflects poor
collateral performance and delinquencies that have continued to
result in losses, which have led to actual and projected credit
support levels that no longer support the prior rating on class B-
4.
     
As of the Aug. 25, 2007, distribution date, total current realized
collateral losses for the period were $14,074.32.  Cumulative
realized losses are currently $2,757,373, which represents a
15.22% increase from six months ago and a 22.75% increase from 12
months ago.
     
S&P will continue to closely monitor these transactions.  If
delinquencies continue to translate into realized losses, S&P will
likely take further negative rating actions.
     
The affirmations are based on credit support percentages that are
sufficient to maintain the current ratings.  These transactions
benefit from credit enhancement provided by subordination.
     
The collateral for these transactions originally consisted of
fully amortizing mortgage loans secured by first liens on one- to
four-family residential properties.  The loans were FHA insured
and partially guaranteed by the VA or the Rural Housing Service.

                        Ratings Lowered
   
                Reperforming Loan REMIC Trust

                                      Rating
                                      ------
           Series    Class      To              From
           ------    -----      --              ----
           2002-2    1B-2       BB              BBB
           2002-2    1B-3       D               BB
           2003-R1   1B3        CCC             BB
           2003-R1   1B4        D               B        
           2003-R3   B-4        CCC             B

                        Ratings Affirmed

               Reperforming Loan REMIC Trust

  Series    Class                                       Rating
  ------    -----                                       ------
  2002-2    1M, 2M                                        AA
  2002-2    1-B-1, 2B-1                                   A
  2002-2    2B-2                                          BBB
  2002-2    2B-3                                          BB
  2002-2    2B-4                                          B
  2002-R3   M                                             AA
  2002-R3   B-1                                           A
  2002-R3   B-2                                           BBB
  2002-R3   B-3                                           BB
  2002-R3   B-4                                           B
  2003-R1   1M, IIM                                       AA
  2003-R1   1B1, IIB1                                     A
  2003-R1   1B2, IIB2                                     BBB
  2003-R1   IIB3                                          BB
  2003-R1   IIB4                                          B
  2003-R2   M                                             AA
  2003-R2   B-1                                           A
  2003-R2   B-2                                           BBB
  2003-R2   B-3                                           BB
  2003-R2   B-4                                           B
  2003-R3   M                                             AA
  2003-R3   B-1                                           A
  2003-R3   B-2                                           BBB
  2003-R3   B-3                                           BB
  2003-R4   1A-PO, 1A-IO, 2A-IO,                          AAA
  2003-R4   1A-3, 1A-4, 2A                                AAA
  2003-R4   M                                             AA
  2003-R4   B-1                                           A
  2003-R4   B-2                                           BBB
  2005-R1   1A-F1, 1A-F2, 1A-S, 2A-1, 2A-2, 2A-PO, 2A-IO  AAA
  2005-R3   A-F, A-S                                      AAA
  2005-R3   M                                             AA
  2005-R3   B-1                                           A
  2005-R3   B-2


RH DONNELLEY: Moody's Rates Proposed $1 Billion Senior Notes at B3
------------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to R.H. Donnelley
Corporation's proposed $1 billion senior unsecured notes and
affirmed its B1 Corporate Family rating.  Details of the rating
action are:

Rating assigned:

R.H. Donnelley Corp.

-- $1 billion senior unsecured notes due 2017 -- B3, LGD5, 86%

Ratings affirmed:

R.H. Donnelley Corp.

-- Corporate Family rating - B1

-- PDR: B1

-- Speculative Grade Liquidity rating -- SGL -- 1

-- 6.875% senior notes due 2013 -- to B3, LGD5, 86% from B3,
    LGD6, 90%

-- 6.875% Series A-1 senior discount notes due 2013 -- to B3,
    LGD5, 86% from B3, LGD6, 90%

-- 8.875% Series A-3 senior notes due 2016 -- to B3, LGD5, 86%
    from B3, LGD6, 90%

-- 6.875% Series A-2 senior discount notes due 2013 -- to B3,
    LGD5, 86% from B3, LGD6, 90%

R.H. Donnelley Inc.

-- Senior secured revolving credit facility due 2009 -- to Ba1
    LGD2, 13% from Ba1, LGD2, 17%

-- Senior secured term loan A due 2009 -- to Ba1 LGD2, 13%
    from Ba1, LGD2, 17%

-- Senior secured term loan D due 2011 -- to Ba1 LGD2, 13%
    from Ba1, LGD2, 17%

Dex Media East LLC

-- Senior secured revolving secured credit facility due 2008
    -- to Ba1, LGD2, 13% from Ba1, LGD2, 17%

-- Senior secured term loan A due 2008 to Ba1, LGD2, 13% from
    Ba1, LGD2, 17%

-- Senior secured term loan B due 2009 to Ba1, LGD2, 13% from
    Ba1, LGD2, 17%

Dex Media West LLC

-- Senior secured revolving credit facility due 2009 -- to    
    Ba1, LGD2, 13% from Ba1, LGD2, 17%

-- Senior secured term loan A due 2009 -- to Ba1, LGD2, 13%
    from Ba1, LGD2, 17%

-- Senior secured term loan B due 2010 -- to Ba1, LGD2, 13%
    from Ba1, LGD2, 17%

-- Senior secured term loan B-1 due 2010 -- to Ba1, LGD2, 13%
    from Ba1, LGD2, 17%

Ratings upgraded:

Dex Media, Inc.

-- 8% senior unsecured global notes due 2013 -- to B2, LGD4,
    66% from B3, LGD5, 77%

-- 9% senior discount global notes due 2013 -- to B2, LGD4,
    66% from B3, LGD5, 77%

Dex Media East LLC

-- 9.875% global senior unsecured notes due 2009 -- to Ba3,
    LGD3, 39% from B1, LGD3, 46%

-- 12.125% senior subordinated notes due 2012 -- to B1, LGD4,
    52% from B2, LGD4, 62%

Dex Media West LLC

-- 8.5% senior unsecured notes due 2010 -- to Ba3, LGD3, 39%
    from B1, LGD3, 46%

-- 5.875% senior unsecured notes due 2011 -- to Ba3, LGD3, 39%
    from B1, LGD3, 46%

-- 9.875% senior subordinated notes due 2013 -- to B1, LGD4,
    52% from B2, LGD4, 62%

Rating affirmed, subject to be withdrawn at closing:

R.H. Donnelley Inc.

-- 10.875% senior subordinated notes due 2012

The rating outlook is stable.

The ratings reflect the company's high leverage (about 7 times
debt to EBITDA at closing), the risk of further acquisition
activity, the limited growth prospects of the directory publishing
business, the increasing threat posed by competing directory
publishers and web-based directory service providers in virtually
all Donnelley's markets, and the recent decline experienced by the
company's print product sales.

However, the ratings are supported by Donnelley's scale, the
strong market position conferred by its exclusive publishing
agreements with Embarq Corporation, Qwest Communications, and AT&T
Inc. as the "official" yellow pages directory within a number of
their incumbent markets.  In addition the ratings reflect
Donnelley's very good liquidity profile, its diversified customer
and geographic market base; and its strong cash flow generation
which provides the opportunity for significant debt and leverage
reduction, absent further acquisitions or the payment of
dividends.

The stable outlook incorporates the relative predictability of
R.H. Donnelley's revenues and the resilience of the yellow page
publishing segment to economic downturns.

The upgrade of the senior unsecured and senior subordinated debt
ratings of Dex Media Inc, Dex Media East and Dex Media West
results largely from the incremental cushion provided by the
increase in more junior- ranked debt at R.H. Donnelley
Corporation.

Donnelley plans to use the proceeds of the proposed senior
unsecured notes to fully redeem R.H. Donnelley Inc.'s
$600 million senior subordinated notes, R.H. Donnelley Corp.'s
unrated $328 million senior unsecured credit facility, as well as
pay redemption premiums and other transaction expenses.

Headquartered in Cary, North Carolina, R.H. Donnelley is one of
the largest US yellow page directory publishing companies.  The
company reported revenues of $2.5 billion for the LTM period ended
June 30, 2007.


RH DONNELLEY: S&P Rates Proposed $650 Million Senior Notes at B
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' rating to R.H.
Donnelley Corp.'s proposed $650 million senior notes due 2017.  
The notes will be sold privately under Rule 144A of the Securities
Act of 1933, and will include registration rights.  Proceeds from
this issue will be used to repay RHD's existing $600 million
senior subordinated notes due 2012, and to fund related fees and
expenses.
     
The corporate credit rating on RHD is 'BB-', and the rating
outlook is stable.  This rating reflects substantial consolidated
debt levels due to major acquisitions over the past several years.  
This is somewhat mitigated by the company's incumbent market
positions, predictable sales and cash flow generation, and
geographic and customer diversity.       

Notwithstanding recent revisions to the company's advertising
sales guidance (it now expects 2007 advertising sales growth to be
flat to negative 1%, excluding the impact of the recent
acquisition of Business.com), management is affirming its 2007
EBITDA and free cash flow guidance from its
second-quarter earnings call (July 26, 2007).
      
"Given the minimal forecasted decline in sales growth and our
expectations for continued solid EBITDA generation, we expect
credit measures to remain in line with the current rating," noted
Standard & Poor's credit analyst Emile Courtney.


Ratings List

R.H. Donnelley Corp.

Corporate Credit Rating             BB-/Stable/--

New Rating

$650M Sr Nts Due 2017               B


ROGERS COMMS: Posts $56 Million Net Loss in Quarter Ended June 30
-----------------------------------------------------------------
Rogers Communications Inc. reported a net loss of $56.0 million in
the second quarter ended June 30, 2007, compared to net income of
$279.0 million for the same period last year.  Operating profit
was $431.0 million, down from $744.0 million reported in the same
period last year.

The decrease in operating income compared to the corresponding
period of the prior year is primarily due to the one-time pre-tax
charge of $452.0 million as a result of the introduction of a cash
settlement feature for employee stock options in the second
quarter.  Excluding this one-time charge, and excluding
integration and restructuring costs, operating income was
$500.0 million for the three months ended June 30, 2007, compared
to $351.0 million in the corresponding period of 2006.

Operating revenue rose to $2.53 billion for the quarter ended
June 30, 2007, from $2.18 billion in the 2006 quarter.

"This was a quarter in which we delivered solid growth, greatly
simplified our corporate structure and laid the groundwork for
returning increasing amounts of cash to our shareholders," said
Ted Rogers, president and chief executive officer of Rogers
Communications Inc.  "While we have much to do in continuing to
reinforce our services, I am confident that we are exceptionally
well positioned to carry on our growth and success in the rapidly
changing and highly competitive Canadian telecom, cable and media
sectors."

                  Depreciation and Amortization

Depreciation and amortization expense was $398.0 million in the
three months ended June 30, 2007, compared to $395.0 million in
the same period last year.  The increase primarily reflects the
depreciation on property, plant and equipment additions.

                Interest Expense on Long-term Debt

Interest expense on long-term debt decreased to $152.0 million for
the three months ended June 30, 2007, compared to $155.0 million
in the corresponding period in 2006.  The decrease in interest
expense is primarily due to the $491.0 million decrease in debt as
at June 30, 2007, compared to June 30, 2006, including the impact
of cross-currency interest rate exchange agreements.

                          Balance Sheet

The company reported that as of June 30, 2007, it had
$14.81 billion in total assets, $10.63 billion in total
liabilities, and $4.18 billion in total stockholders' equity.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $2.09 billion in total current
assets available to pay $2.22 billion in total current
liabilities.

                  Cash Generated from Operations

For the three months ended June 30, 2007, cash generated from
operations before changes in non-cash operating items, increased
to $786.0 million from $632.0 million in the corresponding period
of 2006.  The $154.0 million increase is primarily the result of a
$152.0 million increase in operating profit, as adjusted, and a
$3.0 million decrease in interest expense, partially offset by a
$13.0 million increase in integration and restructuring costs.

Taking into account the changes in non-cash working capital items
for the three months ended June 30, 2007, cash generated from
operations was $589.0 million, compared to $491.0 million in the
corresponding period of 2006.

The cash flow generated from operations of $589.0 million,
together with $858.0 million aggregate net advances drawn under
the company's bank credit facilities and the receipt of
$11.0 million from the issuance of Class B Non-Voting shares under
the exercise of employee stock options, resulted in total net
funds of approximately $1.46 billion raised in the three months
ended June 30, 2007.

                    About Rogers Communications

Headquartered in Toronto, Ontario, Rogers Communications Inc.
(NYSE: RCI, TSX: RCI) -- http://www.rogers.com/-- is a  
diversified public Canadian communications and media company.  The
company is  engaged in wireless voice and data communications
services through Wireless, Canada's largest wireless provider and
the operator of the country's only Global System for Mobile
Communications based network.  Through Cable and Telecom the
company is one of Canada's largest providers of cable television,
cable telephony and high-speed Internet access, and is also a
national, full-service, facilities-based telecommunications
alternative to the traditional telephone companies.  Through
Media, the company is engaged in radio and television  
broadcasting, televised shopping, magazines and trade  
publications, and sports entertainment.  

                           *    *    *

As reported in the Troubled Company Reporter on May 18, 2007,
Dominion Bond Rating Service placed BB (high) rating on Rogers
Communications' Issuer Rating.


RURAL/METRO CORP: Liquidity Concerns Cue S&P to Revise Outlook
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Scottsdale, Arizona-based medical transport services provider
Rural/Metro Corp. to negative from stable.  S&P also affirmed the
ratings on Rural/Metro, including the 'B' corporate credit
rating.  The outlook revision reflects S&P's increased concern
with the company's limited liquidity.  In particular, S&P are
concerned with tight financial covenants under the senior secured
credit agreement, specifically the maximum leverage ratio step-
down to 4.5x on Dec. 31, 2007.
     
"The ratings on Rural/Metro reflect the company's exposure to the
ongoing uncertainty of government reimbursement rates, its
relatively thin operating margins, high levels of bad debt, and
concerns about the sustainability of price increases from its
commercial payors," said Standard & Poor's credit analyst Rivka
Gertzulin.  "These issues are only partially mitigated by the
company's diverse and long-standing client list, and its
willingness to repay debt."
     
Rural/Metro's financial risk profile is in line with the 'B'
rating, predominantly because of the company's substantial debt
obligation.  Total lease-adjusted debt to EBITDA is about 5x, and
EBITDA interest coverage (including noncash interest on
$50 million, aggregate principal amount of pay-in-kind debt) is
between 1.5x and 2x.  Although the company's noncash interest
provides some flexibility, S&P remain concerned about this
fast-growing obligation and Rural/Metro's ability to offset the
liability with future operating improvements.


SCO GROUP: Organizational Meeting Scheduled on September 28
-----------------------------------------------------------
The U.S. Trustee for Region 3 will hold an organizational meeting
to appoint an official committee of unsecured creditors in The SCO
Group, Inc. and its debtor-affiliates' chapter 11 cases at 10:00
a.m., on Sept. 28, 2007, at Room 2112, J. Caleb Boggs Federal
Building, 844 North King Street, in Wilmington, Delaware.

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

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

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

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

                      About The SCO Group

Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX)
fka Caldera International Inc. -- http://www.sco.com/-- provides  
software technology for distributed, embedded and network-based
systems, offering SCO OpenServer for small to medium business and
UnixWare for enterprise applications and digital network services.  
The company and its affiliate filed for separate Chapter 11
protection on Sept. 14, 2007, (Bankr. D. Del. Case No. 07-11337
thru 07-11338).  James E. O'Neill, Esq. and Laura Davis Jones,
Esq. of Pachulski, Stang, Ziehl & Jones LLP representn the Debtors
in their restructuring efforts.  The Debtor's total assets was
$14,800,000 and its total debts was $7,500,000 as of Sept. 10,
2007.


SCO GROUP: Bankruptcy Filing Prompts Nasdaq to Delist Securities
----------------------------------------------------------------
The SCO Group Inc. has received a notice from The Nasdaq Stock
Market indicating that the company's securities will be
delisted from Nasdaq on Sept. 27, 2007, pending an appeal.
    
The Nasdaq Staff Determination Letter received on Sept. 18, 2007,
indicated that as a result of the company's having filed for
protection under Chapter 11 of the U.S. Bankruptcy Code, the
Nasdaq Staff has determined, using its discretionary authority
under Nasdaq Marketplace Rules 4300 and IM-4300, that the
company's securities will be delisted from The Nasdaq Stock Market
and that trading in the company's common stock will
be suspended unless the company requests a hearing to review the
determination.

The suspension of the company's common stock is set to occur
at the opening of business on Sept. 27, 2007.  However, an appeal
will stay the suspension of the trading of the company's
securities pending a panel decision by a Nasdaq Listing
Qualifications Panel.

The company intends to request a hearing to review the
determination.  There can be no assurance that the panel will
grant the company's request for continued listing.
    
                      About The SCO Group

Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX)
fka Caldera International Inc. -- http://www.sco.com/-- provides  
software technology for distributed, embedded and network-based
systems, offering SCO OpenServer for small to medium business and
UnixWare for enterprise applications and digital network services.  
The company and its affiliate filed for separate Chapter 11
protection on Sept. 14, 2007, (Bankr. D. Del. Case No. 07-11337
thru 07-11338).  James E. O'Neill, Esq. and Laura Davis Jones,
Esq. of Pachulski, Stang, Ziehl & Jones LLP representn the Debtors
in their restructuring efforts.  The Debtor's total assets was
$14,800,000 and its total debts was $7,500,000 as of Sept. 10,
2007.


SCO GROUP: Posts $2.4 Million Net Loss in Quarter Ended July 31
---------------------------------------------------------------
The SCO Group Inc. incurred a net loss of $2.4 million in the
third quarter ended July 31, 2007, compared to a net loss of
$3.6 million in the same period ended July 31, 2006.  Revenue for
the third quarter of fiscal year 2007 was $3.7 million, down from
$6.2 million for the comparable quarter of the prior year.

The decrease in revenue was primarily attributable to continued to
a continued decline in the company's UNIX business as a result of
continued competitive pressure from competing operating systems,
particularly Linux, and from continuing negative publicity from
the SCO Litigation which has adversely impacted and delayed  
customers' buying decisions.

Legal and related costs incurred in connection with the company's
litigation were $1.2 million for the third quarter of fiscal year
2007, which was down from costs of $2.3 million for the comparable
quarter of the prior year.  The decrease in legal and related
costs was primarily attributable to decreased legal services
provided by technical, industry, damage and other experts in
connection with the SCO Litigation.  Because of the unique and
unpredictable nature of the SCO Litigation, the occurrence and
timing of certain expenses such as damage, industry and technical
review and other consultants is difficult to predict, and it will
be difficult to predict for the upcoming quarters.

Cash and cash equivalents totaled $7,393,000 as of July 31, 2007.
During this same time period, investment in available-for-sale
marketable securities decreased from $2,249,000 as of October 31,
2006 to $0 as of July 31, 2007.  As of July 31, 2007, the company
also had $3,020,000 of restricted cash, of which $2,589,000 is set
aside to cover expert and other costs related to the SCO
Litigation and $431,000 is set aside for royalties payable to
Novell.

At July 31, 2007, the company's consolidated balance sheet showed
$15.8 million in total assets, $10.3 million in total liabilities,
and $5.5 million in total stockholders' equity.

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?2395

               Novell Ruling and Bankruptcy Filing

On Aug. 10, 2007, the federal judge overseeing the company's
lawsuit with Novell Inc. ruled in favor of Novell on several of
the summary judgment motions that were before the United States
District Court in Utah.  The effect of these rulings was to
significantly reduce or to eliminate certain of the company's
claims in both the Novell and IBM cases, and possibly others.  The
court ruled that Novell was the owner of the UNIX and UnixWare
copyrights that existed at the time of the 1995 Asset Purchase
Agreement and that Novell retained broad rights to waive the
company's contract claims against IBM.  

The company was directed to accept Novell's waiver of its UNIX
contract claims against IBM. In addition, the court determined
that certain SCOsource licensing agreements that the company
executed in fiscal year 2003 included SVRx technology and that the
company was required to remit some portion of the proceeds to
Novell.  Over the company's objection, a bench trial was set to
begin on Sept. 17, 2007, and the federal judge was to determine
what portion, if any, of the proceeds of the fiscal year 2003
SCOsource agreements is attributable to SVRx technology and should
be remitted to Novell.  The trial of these issues, however, was
stayed as a result of the company's filing a voluntary petition
for relief under chapter 11 of the Bankruptcy Code on Sept. 14,
2007.  

The company intends to maintain business operations throughout the
bankruptcy case.  Subject to the bankruptcy court's approval, the
company will use its cash, cash equivalents, restricted cash and
subsequent cash inflows to meet its working capital needs
throughout the reorganization process.

                      About The SCO Group

Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX)
fka Caldera International Inc. -- http://www.sco.com/-- provides  
software technology for distributed, embedded and network-based
systems, offering SCO OpenServer for small to medium business and
UnixWare for enterprise applications and digital network services.  
The company and its affiliate filed for separate Chapter 11
protection on Sept. 14, 2007, (Bankr. D. Del. Case No. 07-11337
thru 07-11338).  James E. O'Neill, Esq. and Laura Davis Jones,
Esq. of Pachulski, Stang, Ziehl & Jones LLP representn the Debtors
in their restructuring efforts.  The Debtor's total assets was
$14,800,000 and its total debts was $7,500,000 as of Sept. 10,
2007.


SENTINEL MANAGEMENT: Filed Schedules Lack Total Amount
------------------------------------------------------
Sentinel Management Group Inc.'s schedules of assets and debts
filed with the U.S. Bankruptcy Court for the Northern District  of
Illinois on Sept. 14, 2007, do not show total amount pending
determination of a fraudulent conveyance or preference, Bill
Rochelle of Bloomberg News reports.

According to the report, the Debtor told the Court that trusts for
Sentinel's founder Philip M. Bloom, the father of Sentinel's
former chief executive officer Eric Bloom, and his wife received
wire transfers from their Sentinel accounts on July 18, 2007,
totaling $11.3 million.  The company filed for chapter 11  
protection a month later.

Based in Northbrook, Illinois, Sentinel Management Group Inc. --
http://www.sentinelmgi.com/-- is a full service firm offering a   
variety of security solutions.  The company filed a chapter 11
petition on August 17, 2007 (Bankr. N.D. Ill. Case No. 07-14987).
Ronald Barliant, Esq., Randall Klein, Esq., and Kathryn A.  
Pamenter, Esq., at Goldberg, Kohn, Bell & Black Rosenbloom &  
Moritz, Ltd. represent the Debtor.  In August 2007, the Court  
approved Frederick Grede as the Debtor's Chapter 11 Trustee.  Mr.  
Grede selected Catherine L. Steege, Esq., Christine L. Childers,  
Esq., and Vincent E. Lazar, Esq., at Jenner & Block LLP as his  
counsels.  When the Debtor sought bankruptcy protection, it listed  
assets and debts of more than $100 million.  The Debtor's
exclusive period to file a plan expires on Dec. 17, 2007.


SINOFRESH HEALTHCARE: To Issue 3MM Stocks Via Notes Conversion
--------------------------------------------------------------
SinoFresh Healthcare Inc. entered into a Securities Purchase
Agreement with a group of accredited investors for the issuance of
an aggregate of 3,333,750 shares of the company's common stock via
the conversion of certain the company's convertible debentures
having a face value of $666,750.

The buyers acquired the convertible debentures from third party
investors through a private sale on Aug. 24, 2007.  As part of the
agreement, the company and the buyers have agreed to fix the
conversion private at $.20 and convert the Debentures into shares
of common stock at a rate of $0.20 per share.

Upon the conversion of the debentures and receipt of the common
stock, all rights, liabilities and obligations of the company and
the buyers under the debentures will be terminated.

The company is relying on the exemption provided by Section
3(a)(9) of the Securities Act of 1933, as amended with respect to
the transactions.

                  About SinoFresh HealthCare

Headquartered in Englewood, Florida, SinoFresh HealthCare Inc.
(OTC BB: SFSH) -- http://www.sinofresh.com/-- researches,   
develops, and markets novel therapies to treat inflammatory and
infectious diseases, and disorders of the upper respiratory
system.  Its products include SinoFresh Nasal Mist, a nasal spray
and SinoFresh Daily Throat Spray, a throat and mouth spray.

                      Going Concern Doubt

As reported in the Troubled Company Reporter on May 2, 2007,
Moore Stephens Lovelace, P.A. raised substantial doubt about
SinoFresh HealthCare Inc.'s ability to continue as a going concern
after auditing the company's financial statements as of Dec. 31,
2006.  The auditing firm reported that the company is in default
on its debenture obligations, has incurred substantial losses
since its inception, has a working capital deficiency at Dec. 31,
2006, and has incurred negative cash flow from operations.


SOUTH COAST OIL: Involuntary Chapter 11 Case Summary
----------------------------------------------------
Alleged Debtor: South Coast Oil Corporation
                21241 Ventura Boulevard, Suite 276
                Woodland Hills, CA 91364

Case Number: 07-12994

Type of Business: The Debtor provides gas.

Involuntary Petition Date: September 19, 2007

Court: Central District Of California (Santa Ana)

Judge: Theodor Albert

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

  Petitioners                 Nature of Claim      Claim Amount
  -----------                 ---------------      ------------
Donald W. White               secured creditor         $831,000
1845 Southwest Dickenson      with five secured
Portland, OR 97219            promissory notes

Joseph Palladino              oral stipulation          $25,000
106 Olive Avenue              for settlement      plus interest
Huntington Beach, CA 92648    pursuant to        at six percent
                              C.C.P. 664.6 re:             from
                              Palladino              December 8,
                              versus Energy                2006
                              Development Corp.,
                              et al, Case No.
                              05CC02612, Orange
                              County Superior
                              Court

B.G. Operations, L.L.C.       services performed        $15,784
4004 South Enos Lane          on behalf of South
Bakersfield, CA 93314         Coast Oil Corp.


SOUTHEAST BANKING: Jeffrey Beck Appointed as Chapter 11 Trustee
---------------------------------------------------------------
The U.S. Trustee for Region appointed Jeffrey H. Beck as the
chapter 11 trustee in Southeast Banking Corporation's bankruptcy
proceedings.  The U.S. Bankruptcy Court for the Southern District
of Florida converted the Debtor's case to a proceeding under
chapter 11 of the Bankruptcy Code from a chapter 7liquidation on
Sept. 17, 2007.

Mr. Beck was also the Debtor's chapter 7 trustee appointed on
April 1, 1998.

                       Case Conversion

Mr. Becker, in his capacity as chapter 7 trustee, informed the
Court that the purpose of the conversion was:

    * to propose and confirm a Chapter 11 plan that would attract
      infusion of equity;

    * to continue the Debtor's existence in the financial services
      industry;

    * to allow the Debtor to utilize certain of its remaining
      assets; and

    * create a modest amount of additional value for bondholders,
      creditors, and holders of the Debtor's preferred and common
      stock.


Mr. Beck discloses that a qualified institutional investor has
expressed interest in making a significant equity infusion in the
Debtor through a Chapter 11 Plan.  Mr. Beck further says that he
entered into a non-binding term sheet with the prospective
investor on a confidential basis.

                         Need for Equity Infusion

Mr. Beck relates that although all prepetition claims of creditors
have been paid in full, post-petition interest of more than
$130 million have accrued.  Mr. Beck disclosed that $50 million of
that amount however has already been paid.  Also, the Debtor's
remaining tangible asset consists of land holdings in
Jacksonville, Florida.

Mr. Beck argued that through the proposed equity infusion, the
estate may be able to generate modest additional value for
bondholders and other creditors to additional payments with
respect to the post-petition interest.

                        About Southeast Banking

Southeast Banking Corporation is the holding company for Southeast
Bank, N.A. and Southeast Bank of West Florida.  The company is
also the direct or indirect parent of a number of subsidiary
corporations and affiliates, active and inactive, which at various
times conducted substantial business throughout the State of
Florida and beyond.  The company and its affiliates are in the
business of banking, real estate investment and development,
insurance, mortgage banking, venture capital and asset investment.

Southeast Bank, N.A., was seized by federal regulators while
Southeast Bank of West Florida was seized by state regulators on
Sept. 19, 1991.  The company filed its voluntary chapter 7
petition on Sept. 20, 1991 (Bankr. S.D. Fla. Case No. 91-14561).  
Jeffrey H. Beck was the fourth trustee appointed in the Debtor's
liquidation proceeding.  


STACK 2006-2: Moody's Reviews Class VII Notes' Ba1 Rating
---------------------------------------------------------
Moody's Investors Service placed these notes issued by Stack 2006-
2 Ltd. on review for possible downgrade:

-- Class Description: $11,000,000 Class VII Mezzanine Floating
                       Rate Deferrable Notes due 2047

    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 mortgage-
backed securities.


STILLWATER HOLDINGS: Case Summary & 15 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Stillwater Holdings, L.L.C.
        59 Kenmore Avenue
        Amherst, NY 14226

Bankruptcy Case No.: 07-03795

Type of business: The Debtor is a holding company.

Chapter 11 Petition Date: September 19, 2007

Court: Western District of New York (Buffalo)

Judge: Michael J. Kaplan

Debtor's Counsel: Mark J. Schlant, Esq.
                 Zdarsky, Sawicki & Agostinelli, L.L.P.
                 404 Cathedral Place
                 298 Main Street
                 Buffalo, NY 14202
                 Tel: (716) 855-3200

Total Assets: $0

Total Debts:  $5,416,552

Debtor's 15 Largest Unsecured Creditors:

Entity                                           Claim Amount
------                                           ------------
Naples, John D.                                       $207,500
4320 Live Oak Boulevard
Palm Harbor, FL 34685

Naples Family Partnership                             $100,000
4320 Live Oak Boulevard
palm Harbor, FLA 34685

Gentile, Nicholas                                      $75,000
145 Briarhill Drive
Williamsville, NY 14221

Snell, Timothy                                         $51,094

Cimato, Anthony                                        $50,000

Odrobina, Marc                                         $17,500

American Express                                        $8,076

Evans National Bank                                     $4,853

D.A. Landscaping                                        $4,376

Buffalo Spree                                           $2,702

Brock, Schrechter and Polakoff,                         $1,342
L.L.P.

DelDuchetto, Michael                                        $1

Energy Coop of Western New York                             $1

National Grid                                               $1


SUNCOM WIRELESS: Inks $2.4 Billion Merger Pact with T-Mobile
------------------------------------------------------------
T-Mobile USA Inc. and SunCom Wireless Holdings Inc. entered into a
definitive merger agreement for the acquisition by T-Mobile USA of
all of the outstanding shares of common stock of SunCom, for an
aggregate of about $2.4 billion in cash and assumed debt.

This includes cash payment of about $1.6 billion and $0.8 billion
net debt.

The acquisition will further enhance T-Mobile's network coverage
in the southeastern United States and the Caribbean through the
complementary addition of SunCom's markets and customers in North
Carolina, South Carolina, Tennessee, Georgia, Puerto Rico and the
U.S. Virgin Islands.  

After the closing of the transaction, T-Mobile USA expects to
fully integrate SunCom's assets into the T-Mobile network.  
T-Mobile is will provide SunCom customers with a smooth transition
to T-Mobile's quality, innovative wireless services and products,
such as its popular myFaves SM offering; its geographic reach on
its wireless network, and its customer service.

"With the acquisition of SunCom, we will continue to implement our
strategy to 'grow abroad with mobile', which is part of our
overall group strategy," Rene Obermann, chairman of the board of
management of Deutsche Telekom, said.

"At the same time we can realize significant synergies on the cost
side and improve our market presence.  As a result, this
acquisition will fit very well with our strategy to grow abroad
with mobile primarily within our current footprint within the
context of market consolidation."

"The strategic fit of the SunCom operations will make this a near-
perfect acquisition," Robert Dotson, president and chief executive
officer of T-Mobile USA, said.  "It will round out our domestic
footprint, allowing us to serve 98 of the top 100 markets, and
will significantly benefit our financial position by reducing
roaming expense.  Furthermore, it will add a talented group of
employees that will enable us to serve more than one million new
SunCom customers with industry-leading national products and
services available under the T-Mobile brand."

By agreeing to acquire SunCom, T-Mobile USA expects to expand its
own nationwide coverage, excluding roaming, from 244 million PoPs
to 259 million PoPs.  T-Mobile USA also expects to realize
synergies with a net present value of about $1 billion through
reduced roaming and operating expenses.  Plus, the company
anticipates further upside growth opportunities through the
addition of the new markets.

"We are extremely pleased to be combining with T-Mobile USA, a
customer-focused, nationwide provider of wireless services, with
whom we have been a long-time roaming partner," Michael E.
Kalogris, chairman and chief executive officer of SunCom,said.
"This transaction is a testament to all that SunCom has achieved -
transforming this company through our financial and operational
restructuring into the growing, profitable business it is today,
while offering customers exceptional service and products.  We
look forward to building on this momentum as part of T-Mobile
USA."

Certain investment funds affiliated with Highland Capital
Management L.P. and Pardus Capital Management, who together own
more than 50% of SunCom's issued common stock, have committed to
vote in favor of the transaction.

Under the terms of the agreement, approved by the boards of both
companies, holders of SunCom common stock will receive $27 per
share in cash.  Including net debt as of June 30, 2007, the total
transaction value is about $2.4 billion.  The $27 per share
purchase price represents a premium of 22.7% over the closing
price of SunCom common stock on the New York Stock Exchange on
Friday, Sept. 14.  

The acquisition, which is subject to governmental and regulatory
approvals, approval by SunCom shareholders and other customary
closing conditions, is expected to close in the first half of
2008.

                 About T-Mobile USA Inc

Headquartered in Bellevue, Washington, T-Mobile USA, a subsidiary
of Deutsche Telekom's T-Mobile International,
-- http://www.t-mobile.com/-- uses its global system for mobile  
communications network in the US and its parent's GSM network in
Europe.  It has more than 23 million customers.  

                  About SunCom Wireless

Based in Berwyn, Pennsylvania, SunCom Wireless Holdings Inc.
(NYSE: TPC) (OTC: SWSH.OB) -- http://www.suncom.com/-- offers   
digital wireless communications services to more than one million
subscribers in the southeastern United States, Puerto Rico and the
U.S. Virgin Islands.  SunCom is committed to delivering Truth in
Wireless by treating customers with respect, offering simple,
straightforward plans and by providing access to the largest GSM
network and the latest technology choices.

                      *     *     *

As reported in the Troubled Company Reporter on Aug. 9, 2007,
Standard & Poor's Ratings Services raised its ratings on SunCom
Wireless Holdings Inc., including the corporate credit rating,
which was raised to 'B-' from 'CCC+'.


TARPON INDUSTRIES: Canadian Unit Files for Bankruptcy Under BIA
---------------------------------------------------------------
Tarpon Industries Inc. disclosed that its Steelbank subsidiary in
Canada has filed a Notice of Intention to make a Proposal pursuant
to the Bankruptcy & Insolvency Act.  A. Farber & Partners Inc. is
the Proposal Trustee and has also been appointed as Interim
Receiver by the Ontario superior Court of Justice for the purpose
of conducting a sale or liquidation of its Steelbank subsidiary.

Steelbank, based in Mississauga, Ontario, produces mechanical and
structural steel tubing.  Steelbank has experienced declining
sales and operating losses.  For 2006 and the first 6 months of
2007, Steelbank had operating losses of approximately $5,590,000
as contrasted with EWCO/Spacerak, Tarpon's other operations, which
had approximately $1,700,000 of operating profits for such period.  
Tarpon expects that a sale or liquidation of Steelbank can resolve
a significant portion of Steelbank's debt and allow Tarpon to
focus on its promising U.S. operations.

"The sale or liquidation of Steelbank is a difficult but necessary
action for our company," James W. Bradshaw, CEO of Tarpon, said.  
"Sluggish Canadian sales and an unattractive exchange rate created
growing losses in a challenging market environment and have been
ongoing at Steelbank for some time.  After much deliberation, we
determined that we had to stem the losses and stop the funding of
a subsidiary whose performance was not improving.

"This action will now allow us to focus our capital and human
resources on continuing to implement our growth strategies at
SpaceRak, Tarpon's engineered steel racking systems.  Over the
past year we have expanded our market penetration and greatly
improved our manufacturing processes.  We are pleased with the
growth of national accounts like Target for whom we supplied rack
products to 61 stores in July.  With firmer financial foundation
and focused company commitment, I believe our market share can
increase, and we can take important steps in growing a thriving
enterprise for our employees, our customers and our shareholders."

                     About Tarpon Industries

Headquartered in Marysville, Michigan, Tarpon Industries Inc.
(AMEX: TPO) -- http://www.tarponind.com/-- through its wholly    
owned subsidiaries within the United States and Canada,
manufactures and sells structural and mechanical steel tubing and
engineered steel storage rack systems.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on April 26, 2007,
Rehman Robson expressed substantial doubt about Tarpon Industries
Inc.'s ability to continue as a going concern after auditing the
company's financial statements for the year ended Dec. 31, 2006.  
The auditor pointed to the company's sustained recurring net
losses since its inception, negative working capital, and default
of its principle loan agreements due to its violation of specific
financial and non-financial debt covenants.


TEEKAY CORP: Earns $78.4 Million in Quarter Ended June 30
---------------------------------------------------------
Teekay Corporation reported net income of $78.4 million on
revenues of $577.9 million for the quarter ended June 30, 2007,
compared to net income of $20.4 million on revenues of
$422.6 million for the quarter ended June 30, 2006.  

The results for the quarters ended June 30, 2007, and 2006,
included a number of specific items that had the net effect of
increasing net income by $10.8 million and decreasing net income
by $29.4 million, respectively.  

Net voyage revenues for the second quarter of 2007 increased to
$442.6 million from $311.2 million for the same period in 2006,
and income from vessel operations increased to $117.6 million from
$68.9 million.  Net voyage revenues is a non-GAAP measure and
represents revenues less voyage expenses.  

Net income for the six months ended June 30, 2007 was
$154.8 million, compared to $122.1 million for the same period
last year.  The results for the six months ended June 30, 2007,
and 2006, included a number of specific items that had the net
effect of increasing net income by $3.4 million and decreasing net
income by $46.8 million, respectively.

Net voyage revenues for the six months ended June 30, 2007,
increased to $902.0 million from $703.6 million for the same
period in 2006, and income from vessel operations increased to
$243.1 million from $211.6 million.

                        Angola LNG Project

Teekay disclosed that a consortium, in which it has a 33.0%
interest, has signed a letter of intent to charter four
newbuilding 160,400 cubic meter LNG carriers for a period of 20
years to the Angola LNG Project, which is being developed by
subsidiaries of Chevron, Sonangol, BP, and Total.  Final award of
the charter contract is still subject to certain conditions, which
are expected to be met by Sept. 30, 2007.  The vessels will be
chartered at fixed rates, with inflation adjustments, commencing
in 2011.

Mitsui & Co., Ltd. and NYK Bulkship (Europe) Ltd. have 34.0% and
33.0% interests in the consortium, respectively.

In accordance with existing agreements, Teekay is required to
offer to Teekay LNG its 33.0% interest in these vessels and
related charter contracts no later than 180 days before the
scheduled delivery dates of the vessels.

                  Acquisition of OMI Corporation

On April 17, 2007, the company and A/S Dampskibsselskabet TORM
entered into a definitive agreement to jointly acquire OMI
Corporation, a major international owner and operator of Suezmax
and product tankers.  Under the agreement, Teekay and Torm offered
$29.25 per share for the outstanding common shares of OMI,
representing a total cost of approximately $2.2 billion, including
assumed net debt and transaction costs.

On June 8, 2007, Teekay and Torm successfully completed the joint
acquisition, and most of OMI's assets are expected to be divided
equally between the two companies with effect from the beginning
of August 2007.

Teekay will acquire seven Suezmax tankers, three Medium Range
product tankers and three Handysize product tankers.  Teekay will
also assume OMI's in-charters of a further six Suezmax tankers and
OMI's third party asset management business, the Gemini pool.  
Teekay and Torm will continue to hold two Medium Range product
tankers jointly in OMI, as well as two Handysize product tanker
newbuildings scheduled to deliver in 2009.  The parties intend to
divide these remaining assets equally in due course.

Teekay has accounted for OMI's results using the equity method of
accounting for the period of June 1, 2007, to June 30, 2007, and
will consolidate the results of OMI's assets from the effective
date the assets are divided.

                           Teekay Fleet

As at July 31, 2007, Teekay's fleet consisted of 182 vessels,
including chartered-in vessels, newbuildings on order, vessels
being converted to offshore units and the OMI vessels acquired by
Teekay, but excluding vessels managed for third parties.

                Capital Expenditures and Liquidity

As of June 30, 2007, the company had total remaining capital
commitments until 2011, relating to its portion of newbuildings
and conversions, of $1.46 billion.

Excluding the two Aframax shuttle tankers ordered in July 2007,
pre-arranged debt facilities are in place for all of the company's
remaining capital commitments.  Additionally, as of June 30, 2007,
the company had total liquidity of $1.9 billion, excluding debt
related to capital commitments, comprised of $292.3 million in
cash and cash equivalents and $1.6 billion in undrawn credit
facilities.

                          Teekay Tankers

The company's Board of Directors has approved a plan to create a
new publicly-traded entity, Teekay Tankers, that will focus on the
conventional tanker business.  The company expects to file
publicly with the U.S. Securities and Exchange Commission a
registration statement for the initial public offering of the
common shares of Teekay Tankers during the second half of 2007.]

                          Balance Sheet

At June 30, 2007, the company's consolidated balance sheet showed
$9.41 billion in total assets, $6.02 billion in total liabilities,
$576.6 million in minority interest, and $2.81 billion in total
stockholders' equity.

The company's consolidated balance sheet at June 30, 2007,
moreover, showed strained liquidity with $759.5 million in total
current assets available to pay $1.16 billion in total current
liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2007, are available for
free at http://researcharchives.com/t/s?238e

                       About Teekay Shipping

Headquartered in Nassau, Bahamas, Teekay Corporation (NYSE: TK) --
http://www.teekay.com/-- transports more than 10.0% of the  
world's seaborne oil, has expanded into the liquefied natural gas
shipping sector through its publicly-listed subsidiary, Teekay LNG
Partners L.P., and is further growing its operations in the
offshore production, storage and transportation sector through its
publicly-listed subsidiary, Teekay Offshore Partners L.P.  With a
fleet of over 180 vessels, offices in 17 countries and 6,300
seagoing and shore-based employees, Teekay provides a
comprehensive set of marine services to the world's leading oil
and gas companies, helping them seamlessly link their upstream
energy production to their downstream processing operations.

                          *     *     *

As reported in the Troubled Company Reporter on July 10, 2007,
Standard & Poor's Ratings Services affirmed the ratings, including
the 'BB+' long-term corporate credit rating, on Vancouver, British
Columbia-based Teekay Corporation.  At the same time, Standard &
Poor's removed the ratings from CreditWatch with negative
implications, where they were placed Sept. 1, 2006.  The outlook
is negative.


TELECONNECT INC: June 30 Balance Sheet Upside-Down by $6.1 Million
------------------------------------------------------------------
Teleconnect Inc.'s consolidated balance sheet at June 30, 2007,
showed $2.5 million in total assets and $8.6 million in total
liabilities, resulting in a $6.1 million total stockholders'
deficit.

At June 30, 2007, the company's consolidated balance sheet
likewise showed strained liquidity with $950,000 in total current
assets available to pay $8.6 million in total current liabilities.

The company incurred a net loss of $1.3 million in the three
months ended June 30, 2007, an increase from the net loss of
$603,000 reported in the same period last year, mainly due to
lower revenues and an increase in selling, general and
administrative expenses.

Sales fell to $980,000 from $1.2 million.  The decrease in sales
is due to a decline in the volume of calls placed in 2007 as
compared to 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?2391

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Jan. 3, 2007,
Murrell, Hall, McIntosh & Co. PLLP expressed substantial doubt
about Teleconnect Inc.'s ability to continue as a going concern
after auditing the company's financial statements for the year
ended Sept. 30, 2006.  The auditor pointed to the company's
recurring losses from operations and net capital deficiency.

                      About Teleconnect Inc.

Headquartered in Marbella, Spain, Teleconnect Inc. (OTC BB:
TLCO.OB) was incorporated under the laws of the State of Florida
on Nov. 23, 1998.  The company is engaged in the telecommunication
industry in Spain and offers telecommunications services for home
and business use.


TRANSAX INT'L: June 30 Balance Sheet Upside-Down by $3.5 Million
----------------------------------------------------------------
Transax International Limited's consolidated balance sheet at
June 30, 2007, showed $2.0 million in total assets and
$5.5 million in total liabilities, resulting in a $3.5 million
total stockholders' deficit.

The company's consolidated balance sheet at June 30, 2007, further
showed strained liquidity with $793,080 in total current assets
available to pay $5.0 million in total current liabilities.

The company incurred a net loss of $189,703 in the three months
ended June 30, 2007, compared with a net loss of $1.3 million in
the same period last year.  The decrease in net loss is
principally due to a decrease in non-cash expenses related to
derivative liabilities.

For the quarter ending June 30, 2007, Transax generated net
revenues of $1.3 million, compared to $1.0 million in net revenues
during the first quarter of 2006, a 29.3% increase.  

Stephen Walters, president & chief executive officer of Transax
stated, "Over the past three years we have steadily built a
strong, consistent and successful business model in Brazil, now
generating significant positive cash flows.  We continue to
execute on every level of our operations including increasing
revenues and decreasing operating costs."  Mr. Walters continued,
"The management team continues to believe that shares of Transax
are significantly undervalued and continue to evaluate various
options which we believe will better reflect the true value of the
company.  We will update investors as any final decisions are
made."

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?2392
                                                                                                
                       Going Concern Doubt

Moore Stephens P.C., in New York, expressed substantial doubt
about Transax International Limited'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 accumulated losses from operations,  
working capital deficiency and net capital deficiency at Dec. 31,
2006.                                          

                   About Transax International

Based in Miami, Florida, Transax International Limited (OTC BB:
TNSX.OB) -- http://www.transax.com/-- was incorporated under the  
laws of the State of Colorado.  The company is an emerging network
solutions provider for the healthcare sector.  Utilizing its
proprietary MedLink(TM) technology, Transax provides a service
similar to credit card processing for the health insurance and
providers industries.  Transax maintains a major operations office
in Rio de Janeiro, Brazil with approximately 35 staff.


TRUESTAR BARNETT: Wants Until October 1 to File Schedules
---------------------------------------------------------
TrueStar Barnett LLC asks the U.S. Bankruptcy Court for the
District of Colorado to extend the deadline to file its schedules
of assets and debts and statement of financial affairs through
Oct. 1, 2007.

The Debtor relates that it needs the additional time to complete
the needed documents.

Headquartered in Denver, Colorado, TrueStar Barnett LLC fdba
Trinity Barnett LLC was formed to facilitate the acquisition and
operation of the oil and gas assets in the Newark East Gas Field
in Texas from Eagle Oil & Gas Co.  TrueStar Petroleum Corporation
(CVE:TPC) -- http://www.truestar-petroleum.com/-- is the sole  
managing member of the Debtor.  The company filed for Chapter
11 protection on Aug. 31, 2007, (Bankr. D. Colo. Case No.
07-19746).  Duncan E. Barber, Esq. and Steven T, Mulligan, Esq.
of Shapiro & Burrus LLP represent the Debtor in its restructuring
efforts.  When the Debtor filed for protection from its creditors,
it disclosed estimated assets and debts of $1 million to
$100 million.  The Debtor's list of 20 largest unsecured creditors
show that Macquarie Bank Ltd. holds a $15 million claim.

On Aug. 31, 2007, Optima Services International, Ltd. filed an
involuntary chapter 11 petition against the company (Bankr. N.D.
Tex. Case No. 07-34192).  Optima's filing, which was five minutes
earlier than the company's Colorado filing, also included TrueStar
Petroleum Corporation.  Walter J. Cicack, Esq., at Seyfarth Shaw
LLP, represents Optima in that involuntary chapter 11 petition.  
The Texas Court has set an October 3 hearing to consider the
proper venue for the cases.


URS CORP: S&P Rates Proposed $2.1 Billion Facilities at BB+
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' bank loan
rating and '2' recovery rating to URS Corp.'s proposed
$2.1 billion senior secured credit facilities, indicating
expectations of substantial (70%-90%) recovery in the event of a
payment default.  The facilities are rated the same as the
corporate credit rating on the company.  

The facilities are expected to consist of: A five-year, $700
million revolving credit facility, all of which is available
for LOCs;A five-year, $1.1 billion term loan A facility; and
A 5.5-year, $300 million term loan B facility.
     
The company also has the option to add a synthetic LOC facility of
up to $500 million at any time within four years of the closing
date.


VITALTRUST BUSINESS: Posts $31.7 Mil. Net Loss in Second Quarter
----------------------------------------------------------------
VitalTrust Business Development Corp. reported a net decrease in
net assets resulting from operations of $31.7 million in the three
months ended June 30, 2007, compared to a $217,998 net decrease in
net assets resulting from operations reported in the same period
last year, mainly due to unrealized depreciation on investments of
$29.6 million.

There were no dividends or interest income on investments for the
three months ended June 30, 2007, and 2006, respectively.

Total investment expenses for the three months ended June 30,
2007, and 2006 was $2.1 million and $209,685 respectively.  
The increase was primarily attributable to a loss on debt
restructuring of $1.9 million in connection with the settlement of
the debentures and unsecured promissory notes.

Unrealized depreciation on investments for the three months ended
June 30, 2007, and 2006 was $29.6 million and $8,313,
respectively.  The increase in unrealized depreciation on
investments was primarily due to the decrease in the traded market
price of the portfolio of publicly traded investments acquired
during the first quarter of 2007.

At June 30, 2007, the company's consolidated balance sheet showed
$59.9 million in total assets, $1.9 million in total liabilities,
$56.5 million in temporary equity, and $1.5 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?2393
       
                 Liquidity and Capital Resources

At June 30, 2007, and Dec. 31 2006, the company had $0 and $5,226
respectively in cash and cash equivalents.

The company says it expects its cash on hand and cash generated
from operations to be adequate to meet its cash needs at the
current level of operations, including the next twelve months.  
The company generally funds new originations using cash on hand
and equity financing and outside investments.

                         Roder Litigation

On March 22, 2005, a civil suit was filed in Orange County Circuit
Court, Orlando, Florida against the former chief executive officer
of the company, Walter H. Roder II.  Counterclaims were filed by
Mr. Roder and related entities alleging non-payment of purported
obligations which the company believed to be without merit.  On
March 5-6, 2007, the Orange County Circuit Court declined to grant
reconsideration of a summary judgment, and also entered a separate
final judgment, against the company in the aggregate amount of
$1,307,685.  The company appealed to the Fifth District Court of
Appeal in Daytona Beach, Florida on March 7, 2007, and the
appellate court entered a March 22, 2007, Order of Referral to
Mediation.  

During May 2007, the company's chief operating officer reached an
agreement with Mr. Roder, subject to mutual legal review and final
board approval wherein Mr. Roder is to receive approximately
$850,000 in cash over a seven month period as well as $750,000 of
the company's common stock valued at $0.50 per share.  Since a
definitive settlement agreement has not yet been executed, the
company has continued its position of not accruing any loss in
connection with this litigation in its financial statements.  


                       Going Concern Doubt

Rotenberg Meril Solomon Bertiger & Guttilla PC, in Saddle Brook,
N.J., expressed substantial doubt about VitalTrust Business
Development Corporation's ability to continue as a going concern
after auditing the company's 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,
and the uncertainty related to outstanding litigation.

                    About VitalTrust Business

Headquartered in Tampa, Fla., VitalTrust Business Development
Corporation (OTC BB: VTBD.OB) provides management and finance to
pubic and private companies which can be improved through the
company's capital and management.  The company invests and manages
enterprises in the healthcare, energy, internet and services
sectors.


WHITEHALL JEWELERS: Posts $18.3 Mil. Net Loss in Qtr. Ended Aug. 4
------------------------------------------------------------------
Whitehall Jewelers Holdings Inc., formerly known as BTHC VII Inc.,
disclosed Tuesday its results for the second fiscal quarter ended
Aug. 4, 2007.

The company reported an $18.3 million net loss for the second
quarter of fiscal 2007.  This was greater than a net loss of
$12.8 million for the second quarter of fiscal year 2006.

The net loss for the second quarter of fiscal 2006 consists of a
$5.0 million net loss for the predecessor in its 2006 merger for
the period of May 1, 2006, through June 8, 2006, and a
$7.8 million net loss for the successor in its 2006 merger for the
period of June 9, 2006, and July 31, 2006.  

Comparable store sales for the second quarter of fiscal year 2007
decreased 0.9% compared to a decrease of 9.7% in the equivalent
period last year.  Net sales decreased 4.9% to $52.5 million from
$55.2 million for the equivalent period last year. The comparable
store sales decrease was the result of a decrease of 10.7% in
average selling price, substantially offset by an 11.3% increase
in unit sales.

Year-to-date net sales decreased $1.9 million, or 1.7%, to
$113.2 million from $115.1 million in the first-half of fiscal
2006.  Comparable store sales decreased 2.4% in the first-half of
fiscal 2007.  This compares to a comparable store sales decrease
of 7.2% for the first-half of fiscal 2006.

The net loss in the first-half of fiscal 2007 was $33.1 million,
was greater than the net loss of $24.0 million in the equivalent
period last year.

Edward Dayoob, chairman and chief executive officer of Whitehall
Jewelers, commented, "We are making solid progress toward
achieving our long-term goals.  Our strategy to increase
penetration of higher-margin gold and color categories drove an
11.3% increase in unit sales in the quarter.  While sales came in
below expectation, we believe this increase in transaction volume
will lead to incremental sales in the second half of the year."

Mr. Dayoob continued, "We ran an extended clearance sale during
the quarter to reposition our inventory to offer a higher mix of
full-priced goods in the second half of the year.  At the end of
the second quarter the level of clearance inventory was 28.0%
lower than a year ago.  We believe this has positioned the company
for improved margins."

Mr. Dayoob concluded, "We continue to make progress on
strengthening our balance sheet.  We have increased working
capital by $22.6 million from the beginning of the year.  We
believe our balance sheet is well positioned for the upcoming
holiday season."

At Aug. 4, 2007, the company's consolidated balance sheet showed
$213.9 million in total assets, $145.1 million in total
liabilities, and $66.8 million in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Aug. 4, 2007, are available for
free at http://researcharchives.com/t/s?2396

                          Reverse Merger

On July 30, 2007, BTHC VII Inc. disclosed that it acquired
Whitehall Jewelers Inc. through a reverse merger transaction.
Concurrent with the closing of the merger, BTHC VII and Whitehall
Jewelers Inc. consummated a private placement transaction in which
gross proceeds of $50.0 million were raised.  Pursuant to the
merger, Whitehall Jewelers Inc. became a wholly-owned operating
subsidiary of BTHC VII Inc. and constituted BTHC VII Inc.'s sole
business.  Subsequent to the reverse merger, BTHC VII Inc.  
changed its name to Whitehall Jewelers Holdings Inc.

                         Going Concern Doubt

S. W. Hatfield, CPA, in Dallas, expressed substantial doubt about
BTHC VII, Inc. nka. Whitehall Jewelers Holdings Inc.'s ability to
continue as a going concern after auditing the company's
consolidated financial statements as of the years ended Dec. 31,
2006, and 2005.  The auditing firm said that the company has no
viable operations or significant assets and is dependent upon  
significant stockholders to provide sufficient working
capital to maintain the integrity of the corporate entity.  

                      About Whitehall Jewelers

Headquartered in Chicago, Whitehall Jewelers Holdings Inc. OTC
BB:WHJH-- http://www.whitehalljewellers.com/-- is a national  
specialty retailer of fine jewelry offering a selection of
merchandise in the following categories: diamonds, gold, precious
and semi-precious jewelry and watches.  As of Sept. 1, 2007, it
operated 314 stores in regional and super-regional malls under the
names Whitehall and Lundstrom.


WOODWIND & BRASSWIND: Court OKs Baker as Trustee's Special Counsel
------------------------------------------------------------------
The United States Bankruptcy Court for the Northern District of
Indiana gave Joseph D. Bradley, the chapter 7 trustee appointed
in The Woodwind & The Brasswind's bankruptcy case, authority to
employ Baker & Daniels LLP as special counsel.

The firm will represent Mr. Bradley with regards to:

   a) claims asserted as secured administrative or
      priority claims against the chapter 7 estate;

   b) investigation and prosecution of demands, claims
      and causes of action that the Trustee may hold; and

   c) the bankruptcy estate's effort to obtain possession
      of assets and to dispose of and reduce to cash
      various assets of the estate.

The Trustee will pay Baker & Daniels' professionals these hourly
rates:

      Professionals          Designations    Hourly Rates
      -------------          ------------    ------------
      James M. Carr, Esq.      Partner          $450
      Carl A. Greci, Esq.      Partner          $295
      Mark A. Werling, Esq.    Associate        $250
      Sarah B. Laughlin        Paralegal        $165

Mr. Carr disclosed that his firm represented the Official
Committee of Unsecured Creditors prior to conversion of the
Debtor's chapter 11 case to chapter 7.

Mr. Carr assured the Court that his firm does not hold any
interest adverse to the bankruptcy estate in its representation
of the chapter 7 trustee.

Headquartered in South Bend, Indiana, The Woodwind & the
Brasswind -- http://www.wwbw.com/-- sells musical instruments
and accessories.  The company filed for chapter 11 protection
on Nov. 24, 2006 (Bankr. N.D. Ind. Case No. 06-31800).  Lawyers at
Barnes & Thornburg LLP and Adelman & Gettleman, Ltd. represented
the Debtor in its restructuring efforts.  

On May 10, 2007, the Court converted the Debtor's case to a
Chapter 7 liquidation proceeding.  Joseph D. Bradley, Esq., the
appointed chapter 7 trustee, represents himself.  He is co-
represented by Aladean M. DeRose, Esq.  When the Debtor filed for
protection from its creditors, it estimated assets and debts
between $1 million and $100 million.


XEROX CORP: Invests $60 Million on Next Generation Toner Plant
--------------------------------------------------------------
Xerox Corporation began filling more than 20 miles of pipe and
stainless steel tanks with billions of micron-sized toner
particles with the opening of its first U.S.-based emulsion
aggregation Toner plant.  The new $60 million facility is the
latest move by Xerox to support the growth of color pages in the
digital printing market while being environmentally responsible.  
Last year alone more than 30 billion color pages were printed on
Xerox devices.

Developed by Xerox and protected by more than 300 patents, EA
toner produces sharper images using less toner per page, and is
already used in more than a dozen Xerox products like the
company's WorkCentre(TM) multifunction devices that print, copy,
scan and fax, and the Xerox DocuColor(TM) series of color
printers.

The five-story 100,000 square-foot plant located near Rochester,
New York, will be staffed by more than 40 chemical engineers and
increases Xerox's capacity for toner made by the EA process by
175%.

In addition to producing better quality prints, EA Toner is
significantly more environmentally friendly.  Unlike traditional
toner, which is created by physically grinding composite polymeric
materials to micron-sized particles, EA toner is chemically grown
enabling the size, shape and structure of the particles to be
precisely controlled.  This Xerox-developed technology leads to
improved print quality, less toner usage, less toner waste and
less energy required for manufacturing and for printing.

EA Toner was developed exclusively at the company's start up
production facility in Mississauga, Ontario, attached to the Xerox
Research Centre Canada, where the toner was first developed.  The
new EA Toner plant, opened on Sept. 17, 2007, in Webster, is one
of the company's "smartest" manufacturing facilities and is part
of Xerox's commitment to reduce its overall greenhouse gas
emissions 10% by 2012.

"Xerox is the world's largest manufacturer of toner, so we need to
do it efficiently," Richard Schmachtenberg, vice president of
Consumables Development & Manufacturing Group, said.  "The plant
is designed for energy efficiency, and is packed with more than
4,000 sensors that track information about temperature, humidity,
air flow and other variables."  The plant is also organized into
zones that can be separately controlled for the most efficient
operation.  Depending upon the process being run, whole zones can
be shut off when not needed, saving energy costs.

The decision to open this state-of-the-art EA Toner plant is part
of the company's overall commitment to continue to invest in the
manufacturing of technologies that give the company a competitive
edge.  More than 6,000 employees currently work at the company's
1,100 acre campus, known as the Joseph C. Wilson Technology
Center.  In addition to manufacturing its high-end production
level printers, the center is a key research and development
location.

"We could have chosen to build this new plant anywhere in the
world but we're taking advantage of the strong manufacturing and
engineering competencies that exist in Monroe County," Wim Appelo,
vice president of Xerox Strategic Services, said.  "It's an
investment in the community and in our people and symbolic of our
on-going initiative to make our Webster facility a model
showcase."

                       About Xerox Corp.

Headquartered in Stamford, Connecticut, Xerox Corp. --
http://www.xerox.com/-- develops, manufactures, markets,    
services and finances a range of document equipment, software,
solutions and services.  Xerox operates in over 160 countries
worldwide and distributes products in the Western Hemisphere
through divisions, wholly owned subsidiaries and third-party
distributors.  The company maintains operations in France,
Japan, Italy, Nicaragua, among others.

                          *     *     *

As reported in the Troubled Company Reporter on May 23, 2007,
Standard & Poor's Ratings Services revised its rating outlook on
Stamford, Connecticut-based Xerox Corp. to positive from stable.  
Ratings on the company, including the 'BB+' long-term and 'B-1'
short-term corporate credit ratings, were affirmed.


* Fitch Places 48 Classes from 14 CDOs Under Negative Watch
-----------------------------------------------------------
Fitch has placed 48 classes from 14 structured finance
collateralized debt obligations on Rating Watch Negative.  
Additionally, 29 classes from 10 SF CDOs remain on Rating Watch
Negative by Fitch.  The actions affect approximately
$1.2 billion of CDO notes issued from $7.7 billion of mezzanine SF
CDOs and $67 million of CDO notes issued from $4.5 billion of
high-grade SF CDOs issued during 2006 and 2007.

These actions are a result of Fitch's ongoing collateral portfolio
review of SF CDOs where significant portions of the portfolio have
been downgraded or placed on Rating Watch Negative by either Fitch
or the other major rating agencies.  In addition to public rating
actions, this collateral portfolio review identified
concentrations of subprime RMBS bonds issued in 2006 where
expected losses may be significantly higher than the ratings
suggest.

Fitch has placed these U.S. CDO notes on Rating Watch Negative:

C-BASS CBO XVII Ltd

  -- $29,000,000 class C notes 'A';
  -- $12,500,000 class D notes 'BBB'.

C-BASS CBO XVIII Ltd

  -- $12,700,000 class C notes 'A';
  -- $17,800,000 class D notes 'BBB'.

Costa Bella CDO Ltd

  -- $18,398,555 class E notes 'BBB';
  -- $10,442,423 class F notes 'BBB-';
  -- $7,458,874 class G notes 'BB'.

Fourth Street Funding Ltd.

  -- $20,280,323 class E notes 'BBB';
  -- $14,839,261 class F notes 'BBB-'.

Glacier Funding CDO V, Ltd

  -- $20,500,000 class D notes 'A';
  -- $26,400,551 class E notes 'BBB';
  -- $5,479,360 class F notes 'BBB-';
  -- $6,500,000 class G notes 'BB+'.

GSC ABS CDO 2006-1c, Ltd./Corp.

  -- $19,936,628 class C notes 'BBB'.

Independence VII CDO, Ltd

  -- $30,600,000 class A-2 notes 'AA+';
  -- $60,000,000 class B notes 'A';
  -- $28,500,000 class C notes 'BBB+';
  -- $15,000,000 class D notes 'BBB';
  -- $24,900,000 class E notes 'BB-';
  -- $5,400,000 class F notes 'B'.

Maxim High Grade CDO I, Ltd

  -- $13,997,582 class D notes 'A';
  -- $19,990,507 class E-1 notes 'BBB';
  -- $1,462,720 class E-2 notes 'BBB'.

Norma CDO I Ltd.

  -- $74,000,000 class D notes 'A';
  -- $64,183,175 class E notes 'BBB';
  -- $11,849,202 class F notes 'BBB-';
  -- $14,811,502 class G notes 'BBB-';
  -- $22,710,970 class H notes 'BBB-'.

Orion 2006-2, Ltd/LLC

  -- $195,000,000 class A-2 notes 'AAA';
  -- $87,500,000 class B-1 notes 'AA';
  -- $40,000,000 class B-2 notes 'AA-';
  -- $58,000,000 class C-1 notes 'A';
  -- $31,000,000 class C-2 notes 'A-';
  -- $50,476,085 class D-1 notes 'BBB';
  -- $13,000,000 class D-2 notes 'BBB-';
  -- $10,500,000 class E notes 'BB+';
  -- $22,980,838 class X notes 'BBB-'.

TORO ABS CDO II, LTD./LLC

  -- $10,481,612 class E notes 'BBB';
  -- $3,992,995 class F notes 'BB+'.

Vertical ABS CDO 2006-1, Ltd./Corp.

  -- $28,496,196 class B notes 'BBB'.

Vertical ABS CDO 2006-2, Ltd./Corp.

  -- $20,553,949 class B notes 'BBB';
  -- $4,893,797 class C notes 'BB+'.

West Trade Funding CDO, I Ltd./LLC

  -- $11,123,936 class D notes 'BBB';
  -- $5,906,514 class E notes 'BB+'.

Fitch rates approximately $54.4 billion of notes from 160 U.S.
mezzanine SF CDOs and approximately $39.6 billion of notes from 41
U.S. high-grade SF CDOs.  To date the cumulative principal balance
of SF CDO tranches placed on Rating Watch Negative resulting from
recent subprime RMBS credit deterioration total approximately $2.3
billion from $19 billion of SF CDOs, representing approximately
20.2% of the Fitch-rated U.S. SF CDOs.


* Chadbourne & Parke's Kyiv Office Promotes Two Associates
----------------------------------------------------------
Chadbourne & Parke LLP has promoted two associates in its Kyiv
office to international partners and has hired an additional four
associates in the office.
    
Oleg Mazur and Sergiy Onishchenko will become international
partners, while the new associates are Vitaliy Artysh, Viktor
Dovhan, Olena Repkina and Yuriy Voytsitskyi.
    
"Oleg and Sergiy have proven themselves as skilled lawyers and
business advisors for our clients in a range of practice areas,"
Charles O'Neill, Chadbourne managing partner, said.  "They well
deserve the expanded responsibilities of international partner."
    
Chadbourne's Kyiv office plans for further expansion with a
dditional new hires anticipated.  The firm will soon move to a new
location in Kyiv, enabling Chadbourne to double its office space
there.
    
The firm's Kyiv office represents multinational, foreign and local
clients in large transactions in a variety of industries,
including banking, oil exploration and refining,
telecommunications, insurance, project and trade finance,
pharmaceuticals and consumer products.  Kyiv lawyers also advise
clients on day-to-day legal issues in areas such as
corporate organization and governance, mergers and acquisitions,
privatizations, tax, real estate and litigation.
    
"We are very pleased to have Vitaliy, Viktor, Olena and Yuriy
joining the firm," Jaroslawa Johnson, Kyiv Office managing partner
added.  "They all have built strong legal reputations and will
smoothly integrate into the work we're doing in the Kyiv office."
    
Oleg Mazur specializes in finance, including capital markets
(debt) securitizations, structured finance, loans, credit
facilities, securities and foreign investment law.  Prior to
joining Chadbourne, he was a senior associate at Baker & McKenzie
in Kyiv.

Sergiy Onishchenko's practice focuses on general corporate law,
international transactions, foreign investments and real estate
finance.

Mr. Onishchenko's experience includes representing clients in a
variety of real estate transactions, structuring and negotiating
acquisitions of enterprises in Ukraine, well as representing both
lenders and borrowers in loan and equity financing.  He has
written several articles on topics such as administrative law and
real estate.  

Prior to joining Chadbourne, Mr. Onishchenko taught Administrative
Law at the Kharkiv Law Institute.  He holds a law degree, with
honors, from Kharkiv Law Institute and an LL.M. from Cornell Law
School.

Vitaliy Artysh joins Chadbourne from the business consulting firm
of Munk, Andersen & Feilberg, where he was a senior lawyer and
business development consultant. He advised domestic and
international companies on foreign investments and real estate as
well as on corporate, labor and import-export laws.  He worked
with many European Union companies on strategies to enter the
Ukraine market.  Mr. Artysh hold Honors Bachelors
and Masters degrees from Ivan Franko National University of Lviv,
Law Faculty.

Viktor Dovhan joins Chadbourne from the Kyiv office of the Salans
law firm, where he specialized in international trade and European
Union law, as well as Ukrainian commercial and corporate law and
real estate issues.

Mr. Dovhan has particular experience advising on import/export
operations and related commercial and customs issues. Mr. Dovhan
holds a Specialist's degree in International Law from Ivan Franko
National University of Lviv and a Candidate of Science degree in
International Law from Taras Shevchenko National University of
Kyiv, Institute of International
Relations.

Olena Repkina joins Chadbourne from Shevchenko Didkovskiy &
Partners of Kyiv, where she was a senior associate.  Her practice
there concentrated on banking and finance, mergers and
acquisitions, corporate law, securities, employment, and
intellectual property.  Ms. Repkina holds a Master's degree,
with honors, from the Law Faculty of Taras Shevchenko National
University of Kyiv.  Prior to that, she held internships with the
Kyiv Regional Prosecutor's Office and the Supreme Commercial Court
of Ukraine.

Yuriy Voytsitskyi comes to Chadbourne from the Salans law firm,
where he was an associate in the Kyiv office.  His practice
focuses on corporate law, taxation and banking and finance.  In
addition to his work at law firms, Mr. Voytsitskyi has experience
as a lawyer in the private sector and with a non- governmental
organization dealing with economic and social
issues.
    
                  About Chadbourne & Parke LLP

Headquartered in New York City, Chadbourne & Parke LLP --
http://www.chadbourne.com/-- is a law firm that provides a full  
range of legal services, including mergers and acquisitions,
securities, project finance, private funds, corporate finance,
energy, communications and technology, commercial and products
liability litigation, securities litigation and regulatory
enforcement, special investigations and litigation, intellectual
property, antitrust, domestic and international tax, insurance and
reinsurance, environmental, real estate, bankruptcy and financial
restructuring, employment law and ERISA, trusts and estates and
government contract matters.  Major geographical areas of
concentration include Central and Eastern Europe, Russia and the
CIS, and Latin America.  The firm has offices in New York,
Washington, DC, Los Angeles, Houston, Moscow, St. Petersburg,
Warsaw (through a Polish partnership), Kyiv, Almaty, Tashkent,
Beijing, and a multinational partnership, Chadbourne & Parke, in
London.


* BOOK REVIEW: Life, Death and the Law: Law and Christian Morals
               in England and the United States
----------------------------------------------------------------
Author:     Norman St. John-Stevas
Publisher:  Beard Books
Paperback:  380 pages
List Price: $34.95

Order your personal copy at
http://www.amazon.com/exec/obidos/ASIN/1587981130/internetbankrupt


Norman St. John-Stevas' Life, Death and the Law demonstrates that
despite the current diversity in our Anglo-American society,
Christian ethics have played a major role in shaping the law with
regard to moral issues.

Many Christians still look to the law to enforce Christian
standards of morality and social behavior, particularly with
regard to respect for the human person and concern for human
rights.

This book examines such interplay in a liberal society, namely
that of the Anglo-American tradition.

After stating some general principles governing the relationship
between Christian morality and the law in England and the United
States, the author examines several contemporary legal-moral
issues: contraception, artificial insemination, human
sterilization, homosexuality, suicide, and euthanasia the role
that religion can, and sometimes does, play in their legal
interpretation.

                             *********

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 ***