TCR_Public/070924.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, September 24, 2007, Vol. 11, No. 226

                             Headlines

AAR CORP: Earns $15.2 Million in First Quarter Ended August 31
ACERMED INC: Case Summary & 20 Largest Unsecured Creditors
ADELPHIA COMMS: Selling HQ for Less than Estimated Value
AGILYSYS INC: 'Dutch Auction' Tender Offer Closes at $18.18/Share
AMERICAN HOME: Committee Selects Blank Rome as Co-Counsel

AMERICAN HOME: Citigroup and Deloitte Sued Over Share Issues
ARION INSURANCE: Court Grants Injunctive Relief
ATLANTIS PLASTICS: Moody's Junks Rating on $120 Mil. Senior Loan
ATLAS PIPELINE: Moody's Rates $1.13 Billion Loans at Ba3
BARNERT HOSPITAL: Has Until October 1 to File Schedules & SOFA

BARNERT HOSPITAL: U.S. Trustee Appoints Seven-Member Committee
BEAR STEARNS: Cayman Court Allows Funds' Liquidation to Proceed
BEAR STEARNS: Moody's Affirms Low-B Ratings on Six Certificates
BEAR STEARNS: Moody's Rates Class IV-A-3 Notes at Ba2
BLOCK COMMS: Moody's Lifts Rating on $150 Mil. Senior Notes to B1

BOMBAY CO: Provides Update on $115 Million GE DIP Financing
BRAND NEW: Voluntary Chapter 11 Case Summary
CAPITAL AUTO: Fitch Rates $5.4 Million Class D Notes at BB
CAPITAL AUTO: S&P Rates $5 Mil. Class D Notes at BB
CHUEY'S NUMERO: Case Summary & 16 Largest Unsecured Creditors

CKE RESTAURANTS: Earns $9.4 Million in Twelve Weeks Ended Aug. 13
CMP KC: Moody's Withdraws Ratings Due to Business Reasons
COACH INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors
COTT CORP: Expects Lower 2007 Outlook Due to Volume Declines
CREDIT SUISSE: Moody's Junks Rating on $19 Mil. Class N Certs.

DANA CORP: To Pay $1,250,000 to Anthony Wayne School District
ENHANCED MORTGAGE: Fitch Withdraws Class A-3 Notes' C Rating
GAINEY CORP: S&P Lowers Long-Term Corporate Credit Rating to B+
GE CAPITAL: Moody's Junks Ratings on $18.3 Million Cert. Classes
GEM SOLUTIONS: Case Summary & 19 Largest Unsecured Creditors

GENERAL COMMUNICATION: Inks Acquisition Pact with Alaska Wireless
GIDEON ABRAHAM: Voluntary Chapter 11 Case Summary
GUITAR CENTER: Stockholders Okay Bain Capital Merger Agreement
HANOVER COMPRESSOR: Moody's Withdraws Ratings After UCI Merger
HORIZON AIRCRAFT: Case Summary & Two Largest Unsecured Creditors

HYDRO SPA: Case Summary & 20 Largest Unsecured Creditors
JACOB DRESSLER: Voluntary Chapter 11 Case Summary
JAG MEDIA: Extends Merger Deal Termination Date to November 7
KEITH SEWELL: Voluntary Chapter 11 Case Summary
KLEEN RITE: Voluntary Chapter 11 Case Summary

KRISPY KREME: Board Approves Officer Indemnification Agreement
KXD TECHNOLOGY: Files Schedules of Assets and Liabilities
KXD TECHNOLOGY: Court Converts Case to Chapter 7 Liquidation
LEVI STRAUSS: Launches Tender Offer for $525MM of 12.25% Sr. Notes
LORUS THERAPEUTICS: Dr. Denis Burger Elected as Board Chairman

MAGNA INTERNATIONAL: Plan of Arrangement Effective on Sept. 20
MFY LLC: Auction of Membership Interests To Be Held Wednesday
MILLER PETROLEUM: July 31 Balance Sheet Upside-Down by $1.3 Mil.
MOVIE GALLERY: S&P Lowers Corporate Credit Rating to D
NASDAQ STOCK: Inks Pacts with Borse Dubai on LSE Stake Sale

NASDAQ STOCK: Submits Investment Deals for CFI's Consideration
NASDAQ STOCK: Moody's Reviews Ba3 Corporate Family Rating
NASDAQ STOCK: S&P Puts BB Counterparty Credit Rating on Watch
NEW CENTURY: Residential Mortgage to Buy Loans for $23,330,000
NEW CENTURY: Sec. 341 Meeting of Creditors to Resume Oct. 10

NORANDA ALUMINUM: Posts $10.6 Mil. Net Loss in Qtr. Ended June 30
NORTHERN ORION: Agrees with Yamana Gold's Offering Amendments
ONE COMMUNICATIONS: S&P Revises Outlook to Negative
PIER 1: Posts $43.4 Million Net Loss in Quarter Ended September 1
PLATINUM PROPERTIES: Voluntary Chapter 11 Case Summary

POGO PRODUCING: Completes Redemption of $200 Mil. Senior Notes
POWERCOLD CORP: Michael J. Willms Resigns from Board  
PRIMA CAPITAL: Fitch Affirms Low-B Ratings on Three Cert. Classes
QUAKER FABRIC: U.S. Trustee Appoints Five-Member Creditors' Panel
QUAKER FABRIC: Courts Okays Sale to Gordon Brothers for $27 Mil.

QUAKER FABRIC: Sells Bleachery Pond Property for $2.6 Million
QUANTA SERVICES: Expands Credit Facility to $475 Million
RAFAELLA APPAREL: S&P Revises Outlook to Negative
RH DONNELLEY: Fitch Rates $1 Billion Senior Notes at B-
RH DONNELLEY: S&P Holds B Rating on $1 Billion Senior Notes

RISKMETRICS GROUP: S&P Reviews B Corporate Credit Rating
ROUGE INDUSTRIES: Wants Until November 19 to File Chapter 11 Plan
ROWE COS: Trustee Wants Case Converted to Chapter 7 Liquidation
ROWE COS: Plan Confirmation Hearing Scheduled on October 19
RURAL/METRO CORP: Unable to File Form 10-K for Year Ended June 30

RURAL/METRO CORP: May Face Default Due to Non-Filing of Form 10-K
RURAL/METRO CORP: Informs Nasdaq on Non-Filing of Form 10-K
SCHOONER COMMERCIAL: Moody's Holds Low-B Ratings on Six Certs.
SELECT MEDICAL: Earns $21 Million in Quarter Ended June 30
SHIFT NETWORKS: CCAA Protection Extend Further to October 1

SIMMONS BEDDING: S&P Lifts $565 Mil. Secured Loan Rating to BB-
SP NEWSPRINT: Weak Cash Flows Prompt Moody's to Downgrade Ratings
SPARTA COMMERCIAL: July 31 Balance Sheet Upside-Down by $2.2 Mil.
STERIGENICS INT'L: Moody's Chips Corporate Family Rating to B3
STRUCTURED ASSET: Moody's Affirms Low-B Ratings on 2 Cert. Classes

TARGA RESOURCES: Selling Natural Gas Assets for $705 Million
TIER TWO: Case Summary & 20 Largest Unsecured Creditors
TRANSDIGM GROUP: Appoints Mervin Dunn as Board Member
TRUESTAR BARNETT: Section 341(a) Meeting Scheduled on October 10
TRUESTAR BARNETT: Court Approves Bieging Shapiro as Counsel

UNIVERSAL COMPRESSION: Moody's Withdraws Ratings After HCC Merger
VALCOM INC: Description on Dealings is Misleading, POW! Says
VISION DEVELOPMENT: Case Summary & 37 Largest Unsecured Creditors

* S&P Lowers Ratings on 36 Classes Issued by CSFB ABS
* S&P Takes Rating Actions on ACE Securities Certificates

* Alvarez & Marsal Launches Technology Asset Management Services
* Bloomberg to Host Bankruptcy & Hedge Funds Seminar Tomorrow

* BOND PRICING: For the Week of Sept. 17 – Sept. 22, 2007

                             *********

AAR CORP: Earns $15.2 Million in First Quarter Ended August 31
--------------------------------------------------------------
AAR Corp. reported net income of $15.2 million in the three months
ended Aug. 31, 2007, compared to net income of $11.8 million in
the same period last year.

The company reported fiscal 2008 first quarter net sales of
$306.0 million and income from continuing operations of
$15.3 million.  Sales grew 27% from $240.2 million last year,
and income from continuing operations increased 25% from
$12.2 million in the prior year.

AAR achieved double-digit sales growth in all four of the
company's operating segments.  Sales to commercial customers
increased 26%, and sales to defense customers grew 30%, year-over-
year.

The 26% increase in sales to commercial customers was driven by
strength in supply chain programs and aftermarket parts sales,
increased heavy maintenance activity, including the acquisition of
Reebaire, and continued momentum in the aircraft sales and leasing
business.  During the quarter, the company launched an additional
line of heavy maintenance for Southwest Airlines at its
Indianapolis Maintenance Center.  In addition, the company nearly
doubled the size of its aircraft fleet through the acquisition of
eighteen 737-400 aircraft and one 747-400 aircraft with joint
venture partners.

The 30% growth in sales to defense customers was attributable to
robust demand for mobility systems products, the acquisition of
Brown International in April 2007 and strength in performance-
based logistics programs.  AAR was awarded a $162.0 million
contract for specialized shipping/storage containers, shelters and
accessories to support several branches of the U.S. military and
federal civilian agencies.  In addition, the company received a
$31.0 million order to provide specialized shelters to the U.S.
Army and was selected by the U.S. Army to provide 25 cargo
handling systems for CH-47 (Chinook) helicopters.  Shipments on
these new contracts will commence during the second quarter.
   
Gross profit margin was 18.5% for the first quarter compared to
17.9% last year, excluding impairment charges recorded during the
first quarter of fiscal 2007.  Selling, general and administrative
expenses increased $4.8 million year-over-year, reflecting the
impact of acquisitions and increased spending to support growth,
as well as investments in operational improvement initiatives
across the company.  Selling, general and administrative expenses
declined to 10.0% of sales from 10.7%.  Net interest expense
increased $400,000 year-over-year related to investments made
in the business, including acquisitions and aircraft purchases.
The effective income tax rate increased to 34.0% during the first
quarter from 30.0% a year ago due to the expiration of certain tax
benefits.

"We are pleased with the strong sales growth we generated in the
first quarter, and fiscal 2008 is off to a solid start," said
David P. Storch, chairman and chief executive officer of AAR CORP.
"We believe that our top line momentum combined with the margin
improvement initiatives underway will contribute to margin
expansion going forward.  Further, our banks recognize the
company's significant achievements and agreed to an increase
in our revolving credit facility from $140.0 million to
$250.0 million as we explore new opportunities for growth,
increasing our market presence and improving our operating
results."

The company reported that as of Aug. 31, 2007, it had
$1.08 billion in total assets and $509.4 million in total
stockholders' equity.  Information on total liabilities was not
provided.

                         About AAR Corp.

Headquartered in Wood Dale, Illinois, AAR Corp. (NYSE: AIR) --
http://www.aarcorp.com/-- provides products and value-added  
services to the worldwide aerospace and defense industry.  With
facilities and sales locations around the world, AAR uses its
close-to-the-customer business model to serve aviation and defense
customers through four operating segments: Aviation Supply Chain;
Maintenance, Repair and Overhaul; Structures and Systems and
Aircraft Sales and Leasing.

                         *     *     *

Moody's upgraded AAR Corporation's corporate family rating and
senior notes to Ba3 from B1 on December 2006, in response to
improving financial performance resulting form the strong
commercial and defense aviation supply and repair environment.


ACERMED INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: AcerMed, Inc.
        135 Technology Drive, Suite 200
        Irvine, CA 92618

Bankruptcy Case No.: 07-13005

Type of business: A privately held company, the Debtor develops
                  and markets Electronic Medical Records, Practice
                  Management and scheduling software.  It also
                  delivers other solutions and services to
                  automate the workflow of medical practices,
                  including clinical, financial and administrative
                  tasks.  See http://www.acermed.com/

Chapter 11 Petition Date: September 20, 2007

Court: Central District Of California (Santa Ana)

Judge: Erithe A. Smith

Debtor's Counsel: Paul S. Nash, Esq.
                  38 Technology Drive, Suite 250
                  Irvine, CA 92618-2301
                  Tel: (949) 727-9041

Total Assets: $1,165,089

Total Debts:  $3,603,580

Debtor's 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Medinformatix, Inc.            trade debt                $849,376
c/o McGonigle, Esq.
233 Wilshire Boulevard,
7th Floor
Santa Monica, CA 90401

Stadling Yocca Carlson         trade debt                $815,574
& Rauth
660 Newport Center Drive,
Suite 1600
Newport Beach, CA 92660-6441

Gulf Coast Orthopedics         trade debt                $500,000
4541 North Davis Highway,
Suite A
Pensacola, FL 32503

Joseph C. Hildner, M.D.,       trade debt                $250,000
P.A.
5051 Southeast 110th Street
Belleview, FL 34420-3115

Phoenix Technologies           trade debt                 $93,107

A Women's Place                trade debt                 $76,188

Rainbow Pediatrics             trade debt                 $57,580

ProActive Work Health          trade debt                 $39,065
Services

U.S. Legal Support             bank loan                  $36,010

Southwest CARE Center          trade debt                 $33,562

Ogden Women's Clinic           trade debt                 $32,096

Henry Schoenthal, M.D.         trade debt                 $31,420

Scott Boulevard Associates,    trade debt                 $30,117
L.P.

Midwest Gastroenterology       trade debt                 $26,475

J. Raul Salas, M.D.            trade debt                 $26,061

Orthopedic Center of Florida   trade debt                 $23,724

Mohamed Lameer M.D.            trade debt                 $21,197

Ramona Dagostine, M.D.         trade debt                 $18,615

H.M.W.C. C.P.A.                                           $16,192

Best Care Pediatrics           trade debt                 $14,482


ADELPHIA COMMS: Selling HQ for Less than Estimated Value
--------------------------------------------------------
With less than 30 days until the bid deadline, prospective buyers
are racing to take advantage of the opportunity to purchase
Adelphia Communications Corp.'s former corporate headquarters at
just a fraction of its estimated value.

LFC Online, in conjunction with the Grubb & Ellis Company, has
been selected by Adelphia to sell their former headquarters
building, along with several other properties around the country,
in a "must sell," accelerated online auction marketing campaign.  
In a previous online auction for Adelphia, LFC successfully sold
over 60 properties located in 17 states throughout the United
States.

Built in 2002, this striking 72,000-square-foot, three-story
office building is complete with a fully-finished basement and
80,000 square feet of paved parking space.  Its polished granite
exterior is complemented by bronzed windows, a stunning concrete
and granite stairway with decorative wrought iron railings and two
massive granite pillars inviting guests to experience the
corporate opulence within.  At night, wall-wash and ground-
recessed lighting illuminate the ornate exterior brickwork.  The
interior of the building boasts brass, bronze, granite, maple wood
and parquet flooring and custom woodwork, including raised panel
doors and wainscot, throughout.  Just off of Route 6 connecting
Coudersport to eastern and western Pennsylvania, the state-of-the-
art building is fully-networked to house over 275 employees.  The
surrounding community offers a ready supply of top notch human
capital to meet staffing needs for any company looking to extend
and strengthen their business involvement in Pennsylvania.

"The auction has drawn interest from a wide spectrum of
prospective buyers, including a strong international response,"
Bill Lange, President of the LFC Group of Companies, stated.  
"Investors, entrepreneurs and even local universities and colleges
have already registered for this online auction."

With the bid deadline of Oct. 11, 2007 just around the corner,
potential buyers are urged to visit http://www.LFC.com/695R3and  
register to bid in this "must sell" auction.

                   About LFC Group of Companies

For over 30 years, the LFC Group of Companies –-
http://www.LFC.com/-- has served numerous Fortune 500 companies,  
real estate developers, investors, financial institutions and
government agencies by auction marketing thousands of commercial,
industrial, land and residential properties with an aggregate
value well in excess of $2 billion.

                        About Grubb & Ellis

Grubb & Ellis Company (NYSE: GBE) –- http:/www.grubb-ellis.com/ --
is a full-service commercial real estate organization, providing a
complete range of transaction, management and consulting services.  
By leveraging local expertise with their global reach, Grubb &
Ellis offers innovative, customized solutions and seamless service
to owners, corporate occupants and investors throughout the globe.

                       About Adelphia

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/-- is a cable  
television company.  Adelphia serves customers in 30 states and
Puerto Rico, and offers analog and digital video services,
Internet access and other advanced services over its broadband
networks.  The company and its more than 200 affiliates filed for
Chapter 11 protection on June 25, 2002 (Bankr. S.D.N.Y. Lead Case
No. 02-41729).  Willkie Farr & Gallagher represents the Debtors in
their restructuring efforts.  PricewaterhouseCoopers serves as the
Debtors' financial advisor.  Kasowitz, Benson, Torres & Friedman,
LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represent the
Official Committee of Unsecured Creditors.

On Jan. 5, 2007, the Court entered a written confirmation order
for Adelphia Communication's Modified 5th Amended Chapter 11 Plan.  
The Plan became effective on Feb. 13, 2007.

Century Communications Corporation, Adelphia's wholly owned
indirect subsidiary, filed for Chapter 11 protection on June 10,
2002.  Century's case has been jointly administered to Adelphia
Communications proceedings.  Century operates cable television
services in Colorado, California and Puerto Rico.  Lawyers at
Willkie, Farr & Gallagher represent Century.

Century/ML Cable Venture, a New York joint venture of Century
Communications and ML Media Partners, LP, filed for Chapter 11
protection on Sept. 30, 2002.  Century/ML is a holder of the cable
franchise in Leviton, Puerto Rico.  Lawyers at Willkie, Farr &
Gallagher represent Century/ML.  On Sept. 7, 2005, the Court
confirmed Century/ML's Plan.

Devon Mobile Communications, L.P., which is 49% owned by Adelphia
Communications, filed for Chapter 11 protection on Aug. 19, 2002
(Bankr. D. Del. Case No. 02-12431).  Saul Ewing, LLP, is
represents Devon.

Adelphia Business Solutions, Inc., and its debtor-affiliates filed
for Chapter 11 protection petitions on March 27, 2002.  These
debtors' restructurings are jointly administered under case number
02-11388 and these debtors are represented by lawyers at Weil,
Gotshal & Manges.  Adelphia Business is a 2001 spin-out from
Adelphia Communications Corporation.  In March 2003, ABIZ began
doing business as TelCove.  The Court confirmed their 3rd Amended
Plan on Dec. 19, 2003 and Adelphia Business emerged from chapter
11 on April 7, 2004.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11 protection
on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-
10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases.


AGILYSYS INC: 'Dutch Auction' Tender Offer Closes at $18.18/Share
-----------------------------------------------------------------
Agilysys Inc. reported preliminary results of its "Dutch Auction"
tender offer, which expired at 5:00 p.m. Eastern Time on Sept. 19,
2007.  The closing price of Agilysys shares on Sept. 19, 2007, was
$18.18 per share.

On Aug. 21, 2007, Agilysys commenced its tender offer to purchase
up to 6,000,000 common shares at a price not less than $16.25 nor
greater than $18.50 per share.    

Based on a preliminary count by National City Bank, the depositary
for the tender offer, Agilysys expects to accept for purchase
4,722,811 of its common shares at a purchase price of $18.50 per
share, for a total cost of approximately $87.4 million, excluding
fees and expenses related to the tender offer.

These shares represent 15% of the outstanding common shares as of
Aug. 15, 2007.  Based on a preliminary count by the depositary,
4,722,811 shares were properly tendered at prices at or below the
purchase price, including 2,100,892 shares that were tendered
through the notice of guaranteed delivery, making the tender offer
undersubscribed by 1,277,189 shares, or approximately 21%.
    
"With this tender offer, we have successfully allowed shareholders
an opportunity to liquidate all or a portion of their investment
after the divestiture of our KeyLink Systems Distribution
Business," Arthur Rhein, chairman, president and chief executive
officer, said.  "And at the same time, non-tendering shareholders
will increase their pro rata ownership in the company and our
future operations.  The fact that the offer was undersubscribed
indicates that our current strategy of growing our IT solutions
business has strong support from our shareholders."

The number of shares to be purchased and the purchase price per
share are preliminary and subject to verification by the
depositary.  Final results for the tender offer will be determined
subject to confirmation by the depositary of the proper delivery
of the shares validly tendered and not withdrawn.

The actual number of shares to be purchased and the purchase
price per share will be disclosed after the completion of the
confirmation process.  Payment for the shares accepted for
purchase under the tender offer, and return of all other shares
tendered and not purchased, will occur promptly thereafter.
    
The company intends to repurchase the tendered shares using cash
on hand.  After this repurchase, Agilysys will have approximately
$170 million in cash on hand and $200 million available for
borrowings under its credit facility.

Management is confident that the combination of existing cash on
hand and the current credit facility provides sufficient financial
flexibility to fund the company's growth strategy.
    
Agilysys has adopted a share repurchase program for the repurchase
of up to 2,000,000 of the company's shares and has entered into a
Rule 10b5-1 Plan to facilitate the repurchase of shares under the
repurchase program.  In accordance with Securities and Exchange
Commission rules, the open market repurchase program will not
commence until at least 10 business days after the termination of
the tender offer.

Agilysys anticipates that the 10b5-1 Plan will be in place for one
year following the expiration of the tender offer.

                       About Agilysys Inc.

Based in Mayfield Heights, Ohio, Agilysys Inc. (Nasdaq: AGYS) --
http://www.agilysys.com/-- is one of the distributors and  
resellers of enterprise computer technology solutions.  The
company is delivering complex server and storage hardware,
software and services to resellers, large and medium-sized
corporate customers, well as public-sector clients across a
diverse set of industries.  In addition, the company provides
customer-centric software applications and services focused on the
retail and hospitality markets.  Agilysys has sales offices
throughout the United States and Canada.

                          *     *     *

Standard and Poor's placed Agilysys Inc.'s long term foreign and
local issuer credit ratings at "BB-" in October 2004.  The ratings
still hold to date.


AMERICAN HOME: Committee Selects Blank Rome 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
Blank Rome LLP as co-counsel, nunc pro tunc to Aug. 14, 2007.

James J. McGinley, co-chairman of the Creditors Committee,
relates that Blank Rome has extensive experience and expertise in
bankruptcy and reorganization proceedings.  He says that Blank
Rome will represent and, perform services for, the Creditors
Committee in connection with carrying out the Committee's
fiduciary duties and responsibilities under Section 1103(c), and
other provisions, of the Bankruptcy Code.

Blank Rome will be paid for its legal services on an hourly basis
in accordance with its ordinary and customary rates, which
are in effect on the date the services are rendered, and are
subject to periodic adjustment.  It will also be paid for actual
and necessary costs of support services in connection with its
representation of the Creditors Committee.  Blank Rome's current
hourly rates are:

            Andrew Eckstein            $615
            Bonnie Glantz Fatell       $600
            David W. Carickhoff        $420
            Greg T. Kupniewski         $310
            Partners and counsel       $300 - $675
            Associates                 $245 - $475
            Paralegals                 $105 - $265

Mr. McGinley notes that will use every effort to staff the
engagement in a cost-effective manner, including utilizing the
firm's paralegal assistants to handle aspects of the bankruptcy
cases that can best be managed by a paralegal.  He adds that
Blank Rome will work with proposed co-counsel, Hahn & Hessen LLP,
to make every effort to avoid duplication of services.

Bonnie Glantz Fatell, Esq., a partner at Blank Rome, informs
Judge Sontchi that the firm may have represented or may continue
to represent the Debtors' creditors or interest holders in
unrelated matters from time to time, but, Blank Rome is not
representing, and will not represent, any of those in the
Debtors' Chapter 11 cases.  She says that Blank Rome is a
"disinterested person" as defined in Section 101 (14) of the
Bankruptcy Code.

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: Citigroup and Deloitte Sued Over Share Issues
------------------------------------------------------------
Dana Marlin, an investor from California, sued Citigroup Global
Markets and Deloitte & Touche LLP over issues on American Home
Mortgage Investment Corp.'s shares, the Bloomberg News reported.

Mr. Marlin bought 17,300 shares at the secondary offering price
of $23.80, 14 weeks before the Debtors' collapse.  Deloitte &
Touche prepared American Home's financial reports.  The
4,000,000, shares issued by American Home have dropped by 99%
percent since they were first offered for sale on April 30 at
$23.10 each through Citigroup Global Markets, Inc.

"The offering materials that they issued all omitted information
that was material to investors," said Matthew T. Heffner, Esq.,
at Susman Heffner & Hurst LLP, in Chicago, Illinois.

The suit, which was filed at the U.S. District Court for the
Eastern District of New York, seeks to represent thousands of
similar investors who bought the shares, Bloomberg News said.

Deborah Harrington, a spokeswoman for Deloitte & Touche, said the
company did nothing wrong.  "Deloitte believes that its work for
American Home Mortgage was performed in accordance with the
highest professional standards, and it intends to defend this
suit vigorously," she told the Bloomberg News.

A Citigroup Global spokesman, Stephen Cohen, declined to comment.

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).


ARION INSURANCE: Court Grants Injunctive Relief
-----------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
granted an injunctive relief that, among others, gives full force
and effect to the Scheme of Arrangement between Arion Insurance
Company, Ltd. and its Scheme Creditors in the U.S.  The relief
also enjoins all persons and entities from taking any action
inconsistent with the scheme.

Arion Insurance Company, Ltd. is a Bermuda insurance company.  
Tasmin Victoria Walker, the foreign representative, filed a
chapter 15 petition for Arion Insurance on July 9, 2007 (Bankr.
S.D.N.Y. Case No. 07-12108).  Tasmin Victoria Walker is
represented by Kenneth P. Coleman, Esq., at Allen & Overy LLP.  
The chapter 15 filing showed the company has estimated assets and
debts between $1 million and $100 million.


ATLANTIS PLASTICS: Moody's Junks Rating on $120 Mil. Senior Loan
----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
and other instrument ratings of Atlantis Plastics Inc. following
its announcement that it had defaulted on its financial covenants.  
The company has been placed on review for further downgrade.

Moody's took these rating actions and placed ratings on review for
further downgrade:

   -- $25 million revolving credit facility due 2011, downgraded
      to Caa1 (LGD 3, 41%) from B3 (LGD 3, 41%);

   -- $120 million senior term loan due 2011, downgraded to Caa1
      (LGD 3, 41%) from B3 (LGD 3, 41%);

   -- $75 million junior term loan due 2012, downgraded to Caa3
      (LGD 5, 80%) from Caa2 (LGD 5, 80%);

   -- Corporate Family Rating, downgraded to Caa2 from Caa1;

   -- Probability of Default Rating, downgraded to Caa2 from Caa1;    
      and

   -- Affirmed the SGL-4 Speculative Grade Liquidity Rating.

The downgrade reflects the company's likely reliance on an equity
infusion in order to obtain an amendment from the bank group, the
absence of liquidity and sustained deterioration in the company's
credit statistics.  Atlantis has defaulted upon and received
covenant amendments twice in the last two years.  Credit metrics
have deteriorated significantly and completing an equity offering
in the current market is likely to be difficult.  Moreover, the
likely terms for an equity offering in the current market will
further strain an already strained financial profile.

Atlantis Plastics Inc., headquartered in Atlanta, Georgia, is a
manufacturer of specialty polyethylene films and molded and
extruded plastic components used in a variety of industrial and
consumer applications.  Atlantis has 15 manufacturing plants
located throughout the United States.  Revenues for the twelve
months ended June 30, 2007 were $403 million.


ATLAS PIPELINE: Moody's Rates $1.13 Billion Loans at Ba3
--------------------------------------------------------
Moody's Investors Service confirmed Atlas Pipeline Partners L.P.'s
B1 Corporate Family Rating, concluding a review for possible
downgrade initiated on June 5, 2007.  The review was triggered by
Atlas' announced acquisition of interests in two natural gas
gathering and processing systems from Anadarko for $1.85 billion.

Moody's also assigned Ba3 (LGD 3, 39%) ratings to its senior
secured credit facilities comprised of a $300 million revolving
credit facility and an $830 million term loan.  In addition,
Moody's downgraded Atlas' 8.125% senior unsecured notes due 2015
to B3 (LGD 6, 90%) from B2 (LGD 5, 71%) per Moody's LGD
methodology.  This outcome was driven by the amount of senior
secured debt now in Atlas' capital structure.  The rating outlook
is negative.

The ratings confirmation reflects:

   i. Atlas' greatly increased size and scale following the
      acquisition from Anadarko, which closed on July 27, 2007;

  ii. the substantial amount of equity that was raised in
      connection with the acquisition;

iii. expectations of improved financial performance in the
      coming quarters reflecting volume growth from newly added
      facilities and favorable hedged prices; and

  iv. favorable organic growth projects, including several
      projects related to the acquired assets.

The confirmation also reflects expectations of reduced leverage
going forward.  For the LTM period ended June 30, 2007, Atlas'
debt/EBITDA was 5.3x on a pro forma basis versus 4.6x prior to the
transaction.  Even though 60% of the purchase price was funded
with equity, the transaction increased Atlas' pro forma leverage
because of the high multiple paid on a historical run-rate basis.

However, taking into account improved performance due primarily to
a full year of operations at the acquired Waynoka Plant and Atlas'
Sweetwater Plant and the effects of favorable hedged prices,
Atlas' pro forma debt/EBITDA is expected to end the year at less
than 4.5x.

In terms of size and scale, the acquisition doubled Atlas' natural
gas processing capacity and added 6,000 miles of natural gas
gathering pipeline to its system.  The acquisition also
contributed to Atlas' geographic and contract diversity. The
acquired assets also come with a slate of organic projects, which
Atlas expects will contribute to results over the coming quarters.  
Atlas plans to construct a 100 mile pipeline connecting its
existing Elk City/Sweetwater system to the newly acquired Chaney
Dell system, enhancing its marketing and operating flexibility.

The project is expected to be operational by the end of 2008. In
the near term, Atlas expects that a dewatering program will add to
volumes on the Chaney Dell system and plans to enhance
efficiencies on the acquired Midkiff/Benedum system by reducing
field losses and adding compression.  Another project is expected
to expand capacity by 50% at its Sweetwater Plant (placed in
service in September 2006) by the third quarter of 2008.  While
these projects should contribute meaningfully to Atlas' results in
2008 and 2009, they do introduce execution risk and give rise to
funding requirements.

For the LTM period ended June 30, 2007, Atlas' EBITDA increased
from $79 million to $214 million on a pro forma basis.  Relative
to debt of $1.14 billion, Atlas' pro forma debt/EBITDA was about
5.3x as of June 30, 2007.  Current projections indicate that
Atlas' EBITDA will be in the range of $300-$330 million in 2008
(assumes that Pioneer exercises its option to increase its
interest in the Midkiff/Benedum system by 14.6% to 41.8% in July
2008) which will reduce debt/EBITDA to less than 4x.

Pro forma EBITDA/interest was about 2.4x for the LTM period ended
June 30, 2007 and is expected to increase to over 3.5x in 2008.  
Atlas' pro forma debt/book capitalization was about 45% as of June
30, 2007 and is expected to remain at or about that level through
next year.  Atlas has announced that it intends to increase
distribution coverage (EBITDA-interest-maintenance
capex/distributions) from 1.1x currently to 1.2x, which will allow
it to generate some excess cash flow available to fund its growth
projects.

The negative outlook reflects a degree of execution risk related
to planned volume growth on the acquired assets and also with
respect to its organic growth projects.  The acquisition of the
Anadarko assets essentially tripled the size of the partnership
and therefore also raises some concern with respect to pace of
growth and financial discipline.  That said, Atlas' increased size
and scale makes its well positioned within its rating assuming
that its growth projections come to fruition.  A return to a
stable outlook will be considered once Atlas successfully achieves
debt/EBITDA of less than 4.5x for several quarters, potentially by
early to mid-2008.

Atlas Pipeline Partners L.P. is headquartered in Moon Township,
Pennsylvania.


BARNERT HOSPITAL: Has Until October 1 to File Schedules & SOFA
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey gave
Nathan and Miriam Barnert Memorial Hospital Association, dba
Barnert Hospital, until Oct. 1, 2007, to file its schedules of
assets and liabilities and statement of financial affairs.

In its request, the Debtor disclosed that prior to filing for
bankruptcy, it focused on certain tasks necessary to ensure its
continued operations.  Specifically, the Debtor:

    * evaluated various financing options to allow the hospital to
      continue to operate;

    * reviewed voluminous financing and other documents in
      preparation of its chapter 11 filing;

    * responded to inquiries of the Board of Trustee, executives
      and key employees; and

    * addressed issues relating to its cash needs and proposed use
      of cash collateral.

The Debtor said that it prefers to extend the deadline with
regards to the filing of its Schedules and SOFA and submit the
complete documents.

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.


BARNERT HOSPITAL: U.S. Trustee Appoints Seven-Member Committee
--------------------------------------------------------------
Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, appointed
seven creditors to serve on an Official Committee of Unsecured
Creditors in Nathan and Miriam Barnert Memorial Hospital
Association, dba Barnert Hospital's chapter 11 case.

The Committee members are:

    1. Stanley Siegel, Chairperson
       Bergen Community Regional
       Blood Center
       P.O. Box 39
       Paramus, NJ 07653
       Tel: (201) 705-1618
       Fax: (201) 389-0316

    2. Joel Taylor
       PSE&G
       80 Park Plaza, T5O
       Newark, NJ 07102
       Tel: (973) 430-6483
       Fax: (973) 645-1103

    3. Mary Beth Riley
       Sodexho
       100 Osceola Road
       Syracuse, NY 13209
       Tel: (315) 487-5908
       Fax: (315) 468-1648

    4. Tyronza Walton
       Cardinal Health
       7000 Cardinal Place
       Dublin, OH 43017
       Tel: (614) 553-3154
       Fax: (614) 652-6848

    5. Melissa Merkel, Esq.
       ARAMARK Clinical
       Technology Services, LLC
       1101 Market Street
       Philadelphia, PA 19107
       Tel: (215) 238-7109
       Fax: (215) 238-3067

    6. James D. Pyden
       Nurse Staffing, LLC
       dba Nurses 24/7
       1700 Route 23 North, Suite 100
       Wayne, NJ 07470
       Tel: (973) 285-3249
       Fax: (973) 695-1633

    7. William Colgan
       Armanti Financial Services
       2 Broad Street
       Bloomfield, NJ 07003
       Tel: (973) 429-9645
       Fax: (973) 429-1211

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 reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

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.


BEAR STEARNS: Cayman Court Allows Funds' Liquidation to Proceed
---------------------------------------------------------------
The Grand Court of the Cayman Islands issued orders on Sept. 14,
2007, converting the foreign proceedings of Bear Stearns High
Grade Structured Credit Strategies Master Fund, Ltd., and Bear
Stearns High-Grade Structured Credit Strategies Enhanced Leverage
Master Fund, Ltd., from provisional liquidation to official
liquidation stage.  

Madam Justice Priya Levers assented to the Foreign Debtors'
request, paving the way for liquidators to begin winding up the
Funds, James Dimond of CaymanianCompass reported.

Pursuant to the Official Liquidation Orders, Simon Lovell Clayton
Whicker and Kristen Beighton, as joint provisional liquidators,
became the official liquidators and the duly authorized foreign
representatives of the Funds.

The Bear Stearns Funds were estimated to have had as much as
$1,500,000,000 in capital as of March 2007.

The Official Liquidators expect recoveries of up to
$25,000,000 from the Master Fund and less than $50,000,000 from
the smaller Enhanced Leverage Fund, according to Mr. Dimond.

The liquidation will proceed despite an order by the United States
Bankruptcy Court for the Southern District of New York dated
August 30, refusing to recognize the Cayman Islands as the
"correct jurisdiction" for the liquidation, the paper said.

U.S. Bankruptcy Judge Burton Lifland pointed out that the
liquidators' pleadings provide the evidence to establish that
the Funds' center of main interest is in the United States and
not in the Cayman Islands.  He noted that the only adhesive
connection the Funds have with the Cayman Islands is the fact
that they are registered there.

Judge Lifland further pointed out that the Bear Stearns Funds'
Chapter 15 Petitions have demonstrated that:

   (a) the Funds have no employees or managers in the Cayman
       Islands;

   (b) the Funds' investment manager is located in New York;

   (c) the Funds' Administrator that runs their back-office
       operations is in the U.S. along with their books and
       records; and

   (d) before the commencement of the Foreign Proceedings, all
       of the Funds' liquid assets were located in the U.S.

Representing the Funds during the September 14 hearing, Sandra
Corbett, Esq., a partner at Walkers, in the Cayman Islands, noted
that no party had opposed to the Winding-Up Notice that appeared
in the Cayman Islands Gazette on August 20, according to Mr.
Dimond.

                    About Bear Stearns Funds

Grand Cayman, Cayman Islands-based Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage Master Fund Ltd.
and Bear Stearns High-Grade Structured Credit Strategies Master
Fund Ltd. are open-ended investment companies, which sought high
income and capital appreciation relative to the London Interbank
Offered Rate, and designed for long-term investors.

On July 30, 2007, the Funds filed winding up petitions under the
Companies Law (2007 Revision) of the Cayman Islands.  Simon Lovell
Clayton Whicker and Kristen Beighton at KPMG were appointed
joint provisional liquidators.  The joint liquidators filed for
Chapter 15 petitions before the U.S. Bankruptcy Court for the
Southern District of New York the next day.

Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F.
Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
liquidators in the United States.  The Funds' assets and debts are
estimated to be more than $100,000,000 each.  (Bear Stearns Funds
Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


BEAR STEARNS: Moody's Affirms Low-B Ratings on Six Certificates
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of five classes and
affirmed the ratings of 11 classes of Bear Sterns Commercial
Mortgage Securities Trust, Commercial Mortgage Pass-Through
Certificates, Series 2002-PBW1 as:

   -- Class A-1, $165,549,444, affirmed at Aaa;
   -- Class A-2, $385,855,000, affirmed at Aaa;
   -- Class X-1, Notional, affirmed at Aaa;
   -- Class X-2, Notional, affirmed at Aaa;
   -- Class B, $26,483,000, affirmed at Aaa;
   -- Class C, $31,089,000, upgraded to Aaa from Aa2;
   -- Class D, $8,060,000, upgraded to Aaa from Aa3;
   -- Class E, $9,211,000, upgraded to Aa1 from A1;
   -- Class F, $13,817,000, upgraded to Aa3 from A3;
   -- Class G, $13,817,000, upgraded to A3 from Baa2;
   -- Class H, $16,120,000, affirmed at Ba1;
   -- Class J, $10,363,000, affirmed at Ba2;
   -- Class K, $3,454,000, affirmed at Ba3;
   -- Class L, $5,757,000, affirmed at B1;
   -- Class M, $9,211,000, affirmed at B2; and
   -- Class N, $2,302,000, affirmed at B3.

As of the Sept. 11, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by about 22.4% to
$714.9 million from $921.2 million at securitization.  The
certificates are collateralized by 108 loans, ranging in size from
less than 1% to 5.7% of the pool, with the top 10 loans
representing 32.6% of the pool.  The largest loan in the pool is
shadow rated investment grade.  Sixteen loans, representing 28.2%
of the pool, have defeased and are collateralized by U.S.
Government securities.

The pool has not experienced any losses since securitization and
currently there are no loans in special servicing.  Fifteen loans,
representing 7.7% of the pool, are on the master servicer's
watchlist.

Moody's was provided with year-end 2006 operating results for
72.4% of the pool, excluding the defeased loans.  Moody's weighted
average loan to value ratio for the conduit component is 79.4%,
compared to 81.3% at Moody's last full review in April 2006 and
compared to 83.8% at securitization.  Moody's is upgrading Classes
C, D, E, F and G due to increased credit support, defeasance and
stable overall pool performance.

The shadow rated loan is the RREEF Textron Portfolio Loan
($41 million -- 5.7%), which represents the A Note of an
$80 million mortgage loan.  The loan is secured by a portfolio of
seven diverse properties, which include industrial, office, retail
and multifamily.  The properties are located in five states plus
Washington, D.C. and total 1.4 million square feet. The properties
are also encumbered by a $39 million B Note, which is held outside
the trust.  Moody's current shadow rating is Aaa, the same as at
last review.

The top three non-defeased conduit loans represent 9.3% of the
pool.  The largest conduit loan is the Fifth Third Center Loan
($23.5 million -- 3.3%), which is secured by a 300,000 square foot
Class A office building located in downtown Dayton, Ohio.  The
property was 88.6% leased as of March 2007, compared to 90.5% at
last review.  The largest tenant is Fifth Third Bank, which
occupies 35.9% of the premises through November 2009.  Moody's LTV
is 94.3%, compared to 91.8% at last review.

The second largest conduit loan is the Mountain Square Shopping
Center Loan ($23.1 million -- 3.2%), which is secured by a 275,000
square retail center located in Upland, California.  The center is
99.5% occupied, essentially the same as last review.  Major
tenants include Home Depot, Vons Supermarket and Staples.  Moody's
LTV is 77.5%, compared to 77.1% at last review.

The third largest conduit loan is the CNL Retail Portfolio Loan
($19.8 million -- 2.8%), which is secured by five freestanding
single-tenant retail properties located in Florida (4) and
Virginia.  The portfolio is 100% leased, the same as at
securitization.  Moody's LTV is 70.1%, compared to 73.2% at last
review.


BEAR STEARNS: Moody's Rates Class IV-A-3 Notes at Ba2
-----------------------------------------------------
Moody's Investors Service assigned an A2, Baa2, and Ba2 rating to
the Class IV-A-1, Class IV-A-2, and Class IV-A-3 notes,
respectively, issued by CMO Holdings III Ltd.

The assets of the issuing entity will consist of a 100% ownership
interest in the Class I-B-IO Certificate from Bear Stearns
Mortgage Funding Trust 2007-AR5, Mortgage Pass-Through
Certificates, Series 2007-AR5.  The cash flows available to repay
the notes are significantly impacted by the level of prepayments
as well as the timing and amount of losses on the underlying
mortgage pool.  Moody's applied various combinations of loss and
prepayment scenarios to evaluate the adequacy of cash flows to
fully amortize the rated notes.

The complete ratings are:

Issuer: Bear Stearns Structured Products Inc. NIM Trust 2007-N7-IV

     -- Class IV-A-1, Assigned A2;
     -- Class IV-A-2, Assigned Baa2; and
     -- Class IV-A-3, Assigned Ba2.


BLOCK COMMS: Moody's Lifts Rating on $150 Mil. Senior Notes to B1
-----------------------------------------------------------------
Moody's Investors Service upgraded Block Communications Inc.'s
corporate family rating to Ba3 from B1 and revised its outlook to
stable.  In addition, Moody's upgraded Block's $150 million senior
notes due 2015 to B1 from B2 and confirmed the rating of its
$190 million senior secured credit facility ($75 million senior
secured revolver due 2011, $115 million senior secured term loan
due 2012).

The upgrade reflects Moody's expectation that Block's favorable
union contract resolution at both The Blade and Pittsburgh Post-
Gazette will result in significant cost savings and substantial
improvement in the company's credit metrics.

Moody's has taken these ratings actions:

Issuer: Block Communications, Inc.

   -- Corporate Family Rating -- Upgraded from B1 to Ba3

   -- Probability of Default Rating -- Upgraded from B1 to Ba3

   -- Secured Revolver -- Confirmed Ba1; (from LGD 2, 18% to
      LGD 2, 19%)

   -- Secured Term Loan - Confirmed Ba1; (from LGD 2, 18% to
      LGD 2, 19%)

   -- 8-1/4% Senior Notes due 2015 -- Upgraded from B2 to B1;
      (LGD 5, 73%)

The outlook is stable.

Block Communications Inc.'s Ba3 corporate family rating reflects
the favorable resolution of the company's labor union contracts at
its publishing segment and the related cost benefits that are
expected to result in improving margins and leverage.  The rating
also reflects the meaningful underlying asset value attributed to
Block's media assets including its technologically advanced cable
system and the company's broadcast television stations (including
a duopoly in the Louisville, Kentucky market, the 48th DMA) and
the stability of and growth prospects for the cable operations.

The rating remains constrained by the rather limited scale of
Block's operating segments, modest EBITDA margins of its
publishing and broadcasting divisions and the continuing negative
circulation trends and advertising declines at the publishing
division.  The rating also incorporates the risks associated with
the company's exposure to the cyclicality of the overall
advertising business.

Block Communications Inc., headquartered in Sylvania, Ohio, is a
diversified media company with operations in cable television,
telecommunications, newspaper publishing and television
broadcasting.


BOMBAY CO: Provides Update on $115 Million GE DIP Financing
-----------------------------------------------------------
The Bombay Company, Inc. provided an update regarding the
$115 million debtor-in-possession financing from GE Corporate
Lending and GE Canada Finance Holding Company related to its
voluntary petitions for reorganization under Chapter 11 of the
U.S. Bankruptcy Code.

While GE Corporate Lending and GE Canada Finance Holding Company
have expressed a willingness to provide the funding, the DIP
financing is contingent upon approval of the U.S. Bankruptcy Court
for the Northern District of Texas.

The company will be seek approval of the DIP financing tomorrow,
Sept. 25, 2007.

"We are confident in our business and in our restructuring plans
as outlined in our filing, and we expect our business will
continue to operate as usual," David B. Stewart, Chief Executive
Officer of the company, said.

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.  The company and its debtor-affiliates
filed for Chapter 11 protection on Sept. 20, 2007 (Bankr. N.D.
Tex. Case No. 07-44084).  Jason B. Binford, Esq., and Robert Dew
Albergotti, Esq., at Haynes & Boone, LLP, in Dallas, Texas,
represent the Debtors in their restructuring efforts.  As of May
5, 2007, the Debtors listed total assets of $239,400,000 and total
debts of $173,400,000.


BRAND NEW: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Brand New Products, LLC
        2532 North Elston
        Chicago, IL 60647

Bankruptcy Case No.: 07-17135

Chapter 11 Petition Date: September 20, 2007

Court: Northern District of Illinois (Chicago)

Judge: Susan Pierson Sonderby

Debtor's Counsel: Gina B. Krol, Esq.
                  Cohen & Krol
                  105 West Madison Street, Suite 1100
                  Chicago, IL 60602
                  Tel: (312) 368-0300
                  Fax: (312) 368-4559

Estimated Assets: Less than $10,000

Estimated Debts:  $1 Million to $100 Million

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


CAPITAL AUTO: Fitch Rates $5.4 Million Class D Notes at BB
----------------------------------------------------------
Fitch Ratings expects to assign these ratings to Capital Auto
Receivables Trust 2007-3:

   -- $212,000,000 class A-1 'F1+';
   -- $224,000,000 class A-2 'AAA';
   -- $409,000,000 class A-3 'AAA';
   -- $190,804,000 class A-4 'AAA';
   -- $35,622,000 class B 'A';
   -- $16,442,000 class C 'BBB'; and
   -- $5,480,000 class D 'BB'.


CAPITAL AUTO: S&P Rates $5 Mil. Class D Notes at BB
---------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Capital Auto Receivables Asset Trust 2007-3's $1.093
billion asset-backed notes series 2007-3.

The preliminary ratings are based on information as of
Sept. 20, 2007.  Subsequent information may result in the
assignment of final ratings that differ from the preliminary
ratings.

The preliminary ratings reflect:

  -- The credit quality of the underlying pool, which has a
     weighted average FICO score of 705.04 and consists of
     prime automobile loans;

  -- The timely interest and principal payments made under
     stressed cash flow modeling scenarios consistent with the
     ratings assigned to each class of notes;

  -- The credit enhancement; and

  -- The sound legal structure.
   
Preliminary ratings assigned:

Capital Auto Receivables Asset Trust 2007-3
   
  Class  Prelim    Type     Interest      Amount   Legal final
         rating             rate*        (MM $)**  maturity
  -----  ------    ----     --------     --------  -----------
  A-1***  A-1+      Senior   N.A.      212.000     September 2008
  A-2     AAA       Senior   N.A.      224.000     November 2009
  A-3     AAA       Senior   N.A.      409.000     September 2011
  A-4     AAA       Senior   N.A.      190.804     March 2014
  B***    A         Sub      N.A.       35.622     March 2014
  C***    BBB       Sub      N.A.       16.442     March 2014
  D***    BB        Sub      N.A.        5.480     March 2014
   
*The interest rate of each class of notes will be a fixed rate, a
floating rate, or a combination of both if that class has both a
fixed-rate tranche and a floating-rate tranche.
If the interest rate is floating, the rate will be tied to one-
month LIBOR, and the trust will enter into a swap agreement with
the swap counterparty.

**To be determined at pricing.

***The class A-1 notes will be sold in one or more private
placements, and the class B, C, and D notes may be initially
retained by the depositor or sold in one or more private
placements.

N.A.-Not available.


CHUEY'S NUMERO: Case Summary & 16 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Chuey's Numero Uno, Inc.
        dba Chuey's Restaurant and Cantina
        1901 Main Street
        San Diego, CA 92113-2129
        Tel: (619) 234-6937

Bankruptcy Case No.: 07-05189

Chapter 11 Petition Date: September 19, 2007

Court: Southern District of California (San Diego)

Debtor's Counsel: Eric Siegler, Esq.
                  39825 Alta Murrieta Dr., Suite B-26
                  Murrieta, CA 92562
                  Tel: (951) 795-8795

Total Assets: $3,215,108

Total Debts:  $2,967,447

Debtor's List of its 16 Largest Unsecured Creditors:

   Entity                     Nature of Claim         Claim Amount
   ------                     ---------------         ------------
International City Bank       Bank Loan                   $387,920
249 East Ocean Boulevard                                  Secured:
Long Beach, CA 90802                                    $2,700,000
                                                        Unsecured:
                                                           $81,530

Wells Fargo - BDD             Bank Loan                    $53,438
P.O. Box 53476
Phoenix, AZ 85072-9955

Schulman and Schulman         Bank Loan                    $50,000
1551 4th Avenue, Suite 502
San Diego, CA 92101

Uniradio                      Trade Debt                   $10,400

Restaurant Depot              Trade Debt                    $9,709

Martinez & Associates         Trade Debt                    $8,288

G&G Provisions                Trade Debt                    $8,225

Crest Beverage                Trade Debt                    $7,802

Christine Holmer              Trade Debt                    $6,940

Lupe Weinmann                 Trade Debt                    $5,451

Internal Revenue Service      Trade Debt                    $4,990

San Diego Treasurer           Trade Debt                    $4,368
Tax Collector

Golden Eagle Insurance        Trade Debt                    $3,129

State Board of Equalization   Trade Debt                    $2,104

Employment Development        Trade Debt                    $2,104
Department

Heartland Meats               Trade Debt                    $1,800

Gliko Contracting and         Trade Debt                    $1,448
Estimating

Pepsi-Cola Co.                Trade Debt                    $1,440

Anheuser Busch                Trade Debt                    $1,393

State Compensation Ins.       Trade Debt                    $1,352

La Jolla Bank                 Bank Loan                 $2,393,610
                                                          Secured:
                                                        $2,700,000
                                                        Unsecured:
                                                                $0


CKE RESTAURANTS: Earns $9.4 Million in Twelve Weeks Ended Aug. 13
-----------------------------------------------------------------
CKE Restaurants Inc. disclosed second quarter results for the
twelve weeks ended Aug. 13, 2007.

CKE Restaurants Inc. reported net income of $9.4 million for the
twelve weeks ended Aug. 13, 2007, compared with net income of
$14.2 million for the same period ended Aug. 14, 2006.

Same-store sales increased 2.0% at Carl's Jr.(R) and 2.9% at
Hardee's(R) company-operated restaurants, compared to the prior
year quarter.

Consolidated revenue for the current year quarter was
$363.1 million, a 0.4% decrease from $364.4 million in the prior
year quarter.  Company-operated restaurants revenue for the
current year quarter was $287.8 million, a 0.5% decrease from the
prior year quarter.  Both consolidated revenue and company-
operated restaurants revenue comparisons have been negatively         
impacted by the refranchising of the company's Oklahoma Carl's Jr.
market during the prior year quarter and by the refranchising of
6 Hardee's restaurants during the current fiscal year.
   
Second quarter operating income was $23.4 million versus
$33.9 million in the prior year quarter.  The $10.5 million
decrease in operating income was attributable to "commodity
pressures, increased rent and depreciation and amortization
expense and increased workers' compensation expense."

Second quarter income before income taxes and discontinued
operations was $19.5 million versus $26.4 million in the prior
year quarter.  This year's income before income taxes and
discontinued operations decreased as a result of the decrease in
operating income, which was partially offset by a decrease of
$3.6 million in conversion inducement expense.

Second quarter income from continuing operations was $11.7 million
versus $14.7 million in the prior year quarter.

For the twelve weeks ended Aug. 13, 2007, the company generated
earnings before interest, income taxes, depreciation and
amortization, facility action charges and share-based compensation
expense of $39.0 million, versus $47.1 million in the comparable
prior year period.

The company repurchased 4,022,300 shares of common stock during
the quarter at a total cost of $70.3 million.  Since the end of
the second quarter, the company has repurchased an additional
2,056,500 shares at a total cost of $35.5 million.

At Aug. 13, 2007, the company's consolidated balance sheet showed
$785.6 million in total assets, $534.2 million in total
liabilities, and $251.4 million in total stockholders' equity.

The company's consolidated balance sheet at Aug. 13, 2007, also
showed strained liquidity with $154.4 million in total current
assets available to pay $196.2 million in total current
liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended Aug. 13, 2007, are available for
free at http://researcharchives.com/t/s?23a3

                      About CKE Restaurants

Headquartered in Carpinteria, California, CKE Restaurants Inc.
(NYSE: CKR) -- http://www.ckr.com/-- operates some of the most        
popular U.S. regional brands in quick-service and fast-casual
dining, including the Carl's Jr.(R), Hardee's(R), La Salsa Fresh
Mexican Grill(R) and Green Burrito(R) restaurant brands.  

As of the end of its fiscal 2008 second quarter, CKE Restaurants,
Inc., through its subsidiaries, had a total of 3,036 franchised,
licensed or company-operated restaurants in 42 states and in 13
countries, including 1,111 Carl's Jr. restaurants and 1,909
Hardee's restaurants.

                        *     *     *

As reported in the Troubled Company Reporter on Troubled Company
on Sept. 10, 2007, Standard & Poor's Ratings Services revised its
outlook on CKE Restaurants Inc. to negative from stable.  At the
same time, S&P affirmed all the ratings, including the 'BB-'
corporate credit rating, on the company.


CMP KC: Moody's Withdraws Ratings Due to Business Reasons
---------------------------------------------------------
Moody's Investors Service withdrew CMP KC LLC's Caa1 corporate
family rating and Caa2 probability of default rating.  In
addition, Moody's has withdrawn the Caa1 rating on CMP KC's
$98.4 million senior secured credit facility ($26 million senior
secured revolver, $72.4 million senior secured term).  Moody's has
withdrawn these ratings for business reasons.

Moody's has withdrawn these ratings:

Issuer: CMP KC, LLC

   -- Corporate Family Rating – Caa1;
   -- Probability of Default Rating – Caa2;
   -- Secured Revolver -- Caa1 (LGD 3, 35%); and
   -- Secured Term Loan -- Caa1 (LGD 3, 35%).

CMP KC LLC, headquartered in Atlanta, Georgia, is a radio
broadcaster and a wholly owned subsidiary of Cumulus Media
Partners LLC.


COACH INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Coach Industries Group, Inc.
        One Lawrence Street
        Glens Falls, NY 12801

Bankruptcy Case No.: 07-12516

Chapter 11 Petition Date: September 20, 2007

Court: Northern District of New York (Albany)

Judge: Robert E. Littlefield, Jr.

Debtor's Counsel: Richard L. Weisz, Esq.
                  Hodgson Russ, L.L.P.
                  677 Broadway
                  Albany, NY 12207
                  Tel: (518) 465-2333

Total Assets: $11,438,693

Total Debts:  $175,451,040

Debtor's 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Universal Express, Inc.                              $160,000,000
5295 Town Center Road
Boca Raton, FL 33486

American Dealership Corp./     Default Judgment        $4,500,000
Jules Meyers                   filed in California
9229 Sunset Boulevard,
Suite 400
West Hollywood, CA 90069
Tel: (323) 272-7904

Wachovia Bank                  Guaranty of             $1,500,000
350 East Las Olas Boulevard    C.D.S., Inc.
18th Floor                     Obligation
Ft. Lauderdale, FL 33301

B.F.T. Funding Company         Default Judgment          $675,239
No. 1, L.L.C.                  filed in Florida
c/o Anthony J. Carriuolo
Berger Singerman
350 East Las Olas Boulevard,
Suite 1000
Ft. Lauderdale, FL 33301

Monarch Capital                                          $560,000
500 5th Avenue, Suite 2240
New York, NY 10110

Richardson & Patel                                       $441,700
10900 Wilshire Boulevard,
Suite 500
Los Angeles, CA 90024

Harbor Crest Partners,                                   $252,000
L.L.C.
6129 Town Colony Drive
Suites 624/704
Boca Raton, FL 33433

Hughes Hubbard & Reed, L.L.P.                            $147,695

Susan Weisman                  Wages                      $61,300

S.C.R. Consulting, L.L.C.                                 $25,010

Joseph I. Emas                 Director's Fees            $16,000

Richard J. Burton &                                       $14,802
Associates, P.A.

Edwards Angell Palmer &                                   $14,095
Dodge, L.L.P.

Snow Becker Krauss, P.C.                                  $11,650

William Lerner                 Director's Fees            $11,500

Bruce Green                                               $11,405

R.R.&A. Realty Development                                 $6,678
Corp.

Broward County Revenue                                     $4,201
Collection

Stellar Concepts & Design,                                 $2,346
Inc.

A Job For You                                              $1,912


COTT CORP: Expects Lower 2007 Outlook Due to Volume Declines
------------------------------------------------------------
Cott Corporation is lowering its earnings expectations for 2007 as
a result of higher than expected industry volume declines in key
markets, increased promotional activity by national brands, and
the continuing impact of commodity costs not sufficiently offset
in the short-term by growth and cost-cutting initiatives.

The carbonated soft drink market in the U.S. and Canada
experienced steeper declines than anticipated in the four weeks
ending Aug. 11, 2007, down 7% on a volume basis, while abnormally
cool and wet summer weather in the U.K. adversely impacted
category volume in that market.

Additionally, start-up issues with the new aseptic line in the
U.K. resulted in additional costs, a voluntary product withdrawal
and significant line downtime which impacted sales of existing and
new products.

"Passing through commodity cost increases and dealing with higher
than anticipated CSD industry declines are proving to be too
significant to absorb this year," Brent Willis, Cott's CEO, said.  
"Although we have closed manufacturing facilities and cut
significant other costs, begun expansion of new products, new
channels, and new markets, and taken significant pricing, these
actions have not been sufficient to offset the negative
environment impacts and some of our own internal execution and new
product start-up challenges.  As a result, we no longer feel we
can meet the previously announced targets for 2007 and we expect
year over year revenue growth to be flat and operating income to
be substantially lower than 2006.  We underestimated how much time
and effort it was going to take to fully implement our strategy
and to capture the return on that strategy.  Our focus for the
remainder of 2007 and into 2008 will be to continue to take
aggressive actions to turn the business around and drive
profitability in line with our long-term business model."

"2007 has been one of the most challenging years in Cott's
history," Frank Weise , Cott's Chairman, added.  "While the
actions the company has taken to drive the turnaround are on
strategy and progressing, the short term results have been
undermined by significant declines in the CSD category in North
America, unprecedented cost increases and executional challenges.  
The Board remains confident the right steps are being taken to
confront the key challenges and position the company for future
growth in sales and profits."

                      About Cott Corp.

Headquartered in Toronto, Ontario, Cott Corporation (NYSE: COT;
TSX: BCB) -- http://www.cott.com/-- is a non-alcoholic beverage  
company and a retailer brand beverage supplier.  The company
commercializes its business in over 60 countries worldwide, with
its principal markets being the United States, Canada, the United
Kingdom and Mexico.  Cott markets or supplies over 200 retailer
and licensed brands, and company-owned brands including Cott,
Royal Crown, Vintage, Vess and So Clear.  Its products include
carbonated soft drinks, sparkling and flavoured mineral waters,
energy drinks, juices, juice drinks and smoothies, ready-to-drink
teas, and other non-carbonated beverages.

                           *     *     *

Cott Corp. continues to carry Standard & Poor's Ratings Services'
B+ long-term corporate credit rating with a negative outlook.


CREDIT SUISSE: Moody's Junks Rating on $19 Mil. Class N Certs.
--------------------------------------------------------------
Moody's Investors Service downgraded and placed on review for
further downgrade the ratings of six classes and affirmed the
ratings of 10 classes of Credit Suisse First Boston Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2005-CND2 as:

   -- Class A-2, $58,464,952, Floating, affirmed at Aaa;

   -- Class A-X-1, Notional, affirmed at Aaa;

   -- Class A-X-3, Notional, affirmed at Aaa;

   -- Class A-X-4, Notional, affirmed at Aaa;

   -- Class B, $64,000,000, Floating, affirmed at Aaa;

   -- Class C, $63,000,000, Floating, affirmed at Aaa;

   -- Class D, $39,000,000, Floating, affirmed at Aa1;

   -- Class E, $36,000,000, Floating, affirmed at Aa2;

   -- Class F, $35,000,000, Floating, affirmed at Aa3;

   -- Class G, $37,000,000, Floating, affirmed at A1;

   -- Class H, $33,000,000, Floating, downgraded to A3 from A2;
      remains on review for further possible downgrade;

   -- Class J, $36,000,000, Floating, downgraded to Baa1 from A3;
      remains on review for further possible downgrade;

   -- Class K, $32,000,000, Floating, downgraded to Baa3 from  
      Baa2; remains on review for further possible downgrade;

   -- Class L, $32,000,000, Floating, downgraded to Ba1 from
      Baa3; remains on review for further possible downgrade;

   -- Class M, $23,000,000, Floating, downgraded to B2 from B1;
      placed on review for further possible downgrade; and

   -- Class N, $18,835,048, Floating, downgraded to Caa2 from B3;
      placed on review for further possible downgrade.

The certificates are collateralized by two senior participation
interests in two properties.  As of the Sept. 17, 2007
distribution date, the transaction's aggregate certificate balance
has decreased by about 74.5% to $507.3 million from $1.99 billion
at securitization as the result of the payoff of 14 loans.

Both remaining loans are transitional assets that are or were
undergoing conversion intended for residential condominiums.
Moody's is downgrading Classes H, J, K, L, M and N due to
performance issues with the two remaining assets and the November
2007 maturity of both loans.

The Manhattan House Loan (88.7% of the pool balance) is secured by
a 583-unit apartment building located on the Upper East Side of
New York City.  The building is in the process of converting to
condominium.  The final offering plan for the conversion was
approved by the New York Attorney General's office on
March 30, 2007.  To date no units have been sold and the loan was
transferred to special servicing due to technical defaults and the
impending loan maturity date of Nov. 9, 2007.

For the borrower to exercise the first of two 12-month extension
options, it must either repay a portion of the loan or have
entered into sales contracts at a specified gross sales price.  
Loan payments are current through September 2007.  On-going
litigation includes a buy-out dispute between the loan sponsors
and a lawsuit filed by a tenant group against the New York
Attorney General relating to its approval of the sponsor's
condominium offering plan.  The legal disputes have impeded sales
and construction at the property has been delayed with renovation
of the first 30 units now scheduled for completion by the end of
September 2007.

The Mizner Court at Broken Sound Loan (11.3%) is secured by a 450-
unit apartment complex located in Boca Raton, Florida.  There have
been no condominium sales and due to a significant deterioration
in the condominium market in south Florida the borrower is
operating the complex as a rental property.  The loan matures on
Nov. 9, 2007 and the borrower does not qualify for its 12-month
extension option.


DANA CORP: To Pay $1,250,000 to Anthony Wayne School District
-------------------------------------------------------------
Dana Corp. will pay about $1,250,000,000 to Anthony Wayne Local
School District for missing tax abatement donations, The Toledo
Blade reports.

The payment is part of a settlement that Dana has entered with
Anthony Wayne.  Under the settlement terms, $1,625,000 will be
paid in cash and stock from reorganized Dana after it emerges from
bankruptcy.  The settlement, which is subject for approval of the
U.S. Bankruptcy Court for the Southern District of New York, is
still in the works, the Blade says.

The Blade relates that negotiations began last year after Dana
missed a third straight annual payment of about $237,000 to the
school district.  Dana had agreed to pay Anthony Wayne as part of
a property tax abatement for Dana's Maumee Technical Center that
opened in 2004.

Charlie Burns relates to the Blade that the agreement, if approved
[by the Bankruptcy Court], will "basically make the district
whole" and could have been a lot worse. "For the board, from the
beginning, we were very concerned that we may not receive
anything.  But it's worked out well for us, and we're excited
about it."

Chuck Hartlage, Dana's spokesman, said he was unfamiliar with the
settlement and would investigate, according to the Blade. Mr.
Hartlage said the corporation was "pleased to have reached this
agreement" with the district, but added that he couldn't discuss
how it would affect other Dana creditors.

                         About Dana Corp.

Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs  
and manufactures products for every major vehicle producer in the
world, and supplies drivetrain, chassis, structural, and engine
technologies to those companies.  Dana employs 46,000 people in 28
countries.  Dana is focused on being an essential partner to
automotive, commercial, and off-highway vehicle customers, which
collectively produce more than 60 million vehicles annually.  

The company and its affiliates filed for chapter 11 protection on
Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of Sept. 30,
2005, the Debtors listed $7,900,000,000 in total assets and
$6,800,000,000 in total debts.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in
Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, serves as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
serves as Dana's Chief Restructuring Officer.  

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP,
represents the Official Committee of Unsecured Creditors.  Fried,
Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the
Official Committee of Equity Security Holders.  Stahl Cowen
Crowley, LLC serves as counsel to the Official Committee of Non-
Union Retirees.  

The Debtors filed their Joint Plan of Reorganization on Aug. 31,
2007.  The Court has set a hearing on Oct. 23, 2007, to consider
the adequacy of the Disclosure Statement explaining the Debtors'
Plan.  (Dana Corporation Bankruptcy News, Issue No. 53; Bankruptcy
Creditors' Service Inc.; http://bankrupt.com/newsstand/or  
215/945-7000).


ENHANCED MORTGAGE: Fitch Withdraws Class A-3 Notes' C Rating
------------------------------------------------------------
Fitch withdraws the rating on one class of notes issued by
Enhanced Mortgage-Backed Securities V, Ltd. namely, $20,000,000
class A-3 subordinated notes ratings withdrawn from 'C/DR4'.

The A-3 notes were downgraded yesterday to reflect proceeds that
are in line with its final DR rating, given that the liquidation
is now complete.  The rating is withdrawn and Fitch will no longer
be providing analytical coverage for the entire transaction.


GAINEY CORP: S&P Lowers Long-Term Corporate Credit Rating to B+
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit and senior secured debt ratings on Gainey Corp. to 'B+'
from 'BB-' and placed the ratings on CreditWatch with negative
implications.

"The rating actions and CreditWatch placement reflect weaker
financial performance caused by difficult trucking industry
conditions, which we expect to persist into 2008," said Standard &
Poor's credit analyst Anita Ogbara.  "The rating actions also take
into account reduced room under bank facility
covenants, because of weaker-than-expected earnings and cash
flow."

With more than $400 million in sales, Gainey is a second-tier
participant in truckload trucking, competing against both large
companies such as Swift Corp. (with annual sales of more than $3.2
billion), and many smaller truckers.  The Grand Rapids, Mich.-
based company operates about 2,200 trucks and more than 4,900
trailers from 15 locations throughout the U.S.
Conditions in the trucking sector have deteriorated since late
2006 and will likely not improve significantly over the near term,
given the slowing U.S. economy.  As a result, S&P expects Gainey's
operating performance and financial profile to remain weaker than
previously expected.

The company's liquidity is somewhat constrained.  As of
June 30, 2007, Gainey maintained $5 million in cash on hand and
$31 million of availability under the revolving credit facility.  
Covenants under the credit facility were previously amended to
allow some flexibility through March 2008.  Still, flexibility
under its new covenants remains limited.

S&P will assess the company's operating prospects and liquidity in
resolving the CreditWatch.  S&P could lower ratings further if it
appears that financial performance is unlikely to improve over the
next several quarters, or if prospective covenant compliance
raises liquidity concerns.


GE CAPITAL: Moody's Junks Ratings on $18.3 Million Cert. Classes
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed the ratings of 12 classes of GE Capital Commercial
Mortgage Corporation, Commercial Mortgage Pass-Through
Certificates, Series 2001-1 as:

   -- Class A-1, $41,916,402, affirmed at Aaa;
   -- Class A-2, $703,045,000, affirmed at Aaa;
   -- Class X-1, Notional, affirmed at Aaa;
   -- Class X-2, Notional, affirmed at Aaa;
   -- Class B, $45,157,000, affirmed at Aaa;
   -- Class C, $49,390,000, upgraded to Aaa from Aa1;
   -- Class D, $15,523,000, upgraded to Aa1 from Aa2;
   -- Class E, $15,522,000, upgraded to Aa3 from A1;
   -- Class F, $15,523,000, upgraded to A2 from A3;
   -- Class G, $14,112,000, affirmed at Baa2;
   -- Class H, $25,400,000, affirmed at Ba1;
   -- Class I, $18,345,000, affirmed at Ba2;
   -- Class J, $9,878,000, affirmed at Ba3;
   -- Class K, $9,878,000, affirmed at B3;
   -- Class L, $14,112,000, affirmed at Caa2;
   -- Class M, $4,233,000, affirmed at Caa3.

As of the Sept. 17, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by about 12.7% to
$986.1 million from $1.1 billion at securitization.  The
certificates are collateralized by 141 mortgage loans ranging in
size from less than 1% to 4.7% of the pool, with the top 10 loans
representing 30.2% of the pool.  The pool includes two shadow
rated investment grade loans, representing 7.7% of the pool.  
Forty loans, representing 32.3% of the pool, have defeased and
have been replaced with U.S. Government securities.

Six loans have been liquidated from the trust resulting in
aggregate realized losses of about $12.9 million.  There are no
loans in special servicing currently.  Twenty-seven loans,
representing 15.4% of the pool, are on the master servicer's
watchlist.

Moody's was provided with year-end 2006 operating results for
94.9% of the performing loans.  Moody's loan to value ratio for
the conduit component is 85.4%, compared to 86.7% at Moody's last
full review in October 2006 and compared to 89.2% at
securitization.  Moody's is upgrading Classes C, D, E and F
primarily due to an increased percentage of defeased loans.

The largest shadow rated loan is the 59 Maiden Lane Loan
($46.5 million - 4.7%), which is secured by a 1.1 million square
foot Class B office building located in the financial district of
New York City.  As of April 2007, the building was 99% leased,
compared to is 97% at last review and compared to 87% at
securitization.  Moody's current shadow rating is Aaa, the same as
at last review and at securitization.

The second shadow rated loan is the ELL Portfolio II Loan ($29.8
million - 3%), which is secured by one extended stay and six
limited service hotels operating as Hampton Inn (5), Comfort Inn
(1) and Homewood Suites (1).  The hotels contain a total of 859
rooms.  The portfolio's performance has improved since last review
due to increased revenue and loan amortization.  The portfolio's
overall occupancy and RevPAR for 2006 were 69% and $63.66,
compared to 69% and $59 at last review and compared to 67.0% and
$54.00 at securitization.  Moody's current shadow rating is A3,
compared to Baa1 at last review and at securitization.

The top three conduit loans represent 8.6% of the outstanding pool
balance.  The largest conduit loan is the Long Wharf Maritime
Center I Loan ($35 million - 3.5%), which is secured by a 416,000
square foot Class A office building located in the harbor area
immediately south of downtown New Haven, Connecticut.  As of March
2007 the property is 97% occupied, essentially the same as at last
review and compared to 98% at securitization.  The major tenant is
AT&T (Moody's senior unsecured rating A2 - stable outlook; 49%
NRA; lease expiration October 2008).  Moody's LTV is 88.2%,
compared to 79.1% at last review and compared to 91% at
securitization.

The second largest conduit loan is the Pescadero Apartments Loan
($27.5 million - 2.7%), which is secured by a 170-unit Class A
apartment complex located 26 miles southeast of San Francisco in
Redwood City, California.  As of February 2007, the property was
95% occupied, the same as at last review and compared to 91% at
securitization.  Financial performance has suffered due to soft
market conditions, increased competition and increased operating
expenses.  The loan is on the master servicer's watchlist due to
low debt service coverage.  Moody's LTV is in excess of 100%, the
same as at last review and compared to 79% at securitization.

The third largest conduit loan is the Information Resources Loan
($23.2 million -- 2.4%), which is secured by two class B office
buildings with a total of 252,000 square feet located in the West
Loop submarket of Chicago, Illinois.  The property is 100%
occupied by Information Resources Inc. through October 2013.  
Moody's LTV is 60.4%, compared to 61.7% at last review and
compared to 79.8% at securitization.


GEM SOLUTIONS: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: GeM Solutions, Inc.
        870 111th Avenue, Suite 8
        Naples, FL 34108

Bankruptcy Case No.: 07-11364

Type of business: The Debtor is engaged in the employee Internet
                  management industry, providing management and
                  security solutions to business and government
                  agencies globally.  It effectively became a
                  public company in January 2004 through the
                  merger of Stellar Internet Monitoring, L.L.C.
                  and Stellar Venture Partners, L.L.C.  See
                  http://www.compusven.com/index.cfm

Chapter 11 Petition Date: September 20, 2007

Court: District of Delaware (Delaware)

Judge: Kevin J. Carey

Debtor's Counsel: Daniel K. Astin, Esq.
                  Fox Rothschild, L.L.P.
                  919 North Market Street, Suite 1300
                  P.O. Box 2323
                  Wilmington, DE 19899
                  Tel: (302) 622-4212
                  Fax: (302) 658-6395

Financial condition as of May 21, 2007:

   Total Assets: $1,308,613

   Total Debts:  $3,967,559

Debtor's 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Trident Growth Fund            value of security:      $1,678,904
700 Gemini, Suite 100          $300,000
Houston, TX 77058

Montex Exploration, Inc.                                 $887,200
43 Addison Road
London W14 8JH

F.E.Q.                                                   $260,000
111 Presidential Boulevard,
Suite 158
Bala Cynwyd, PA 19004

Dormen Securities, Ltd.                                  $220,000

Control Electronico, S.A.                                $139,332

Team Information Services                                 $96,258

Fountain Park Retail Centre,                              $64,889
L.L.C.

Verity, Inc.                                              $58,300

American Express                                          $52,348

Lois Paul & Partners                                      $37,745

Acarte Technology Services                                $32,634

Dell Financial Services                                   $28,924

Sales Force.com                                           $26,946

Hudson Consulting Group                                   $26,500

Malone & Bailey, P.C.                                     $20,860

Great America Leasing Corp.                               $19,318

A.T.&T. Data Center                                       $18,608

Gryphon Object Consulting, Inc.                           $14,000

Brandon Becker                                            $11,000


GENERAL COMMUNICATION: Inks Acquisition Pact with Alaska Wireless
-----------------------------------------------------------------
General Communication Inc. has acquired Alaska Wireless
Communications LLC.  In addition to the acquisition, GCI has
entered into a management agreement with the existing owners of
Alaska Wireless.  The business will continue to operate under the
Alaska Wireless name and the current management team will continue
to run the day-to-day operation.

"We place a high premium in the abilities of the Alaska Wireless
team," Ron Duncan, president and CEO of GCI, said.  "Much of the
value of our agreement comes not only from the network that's in
place, but also in the expertise, energy and vision their
employees and management team will bring to our organization."

"This purchase is another step in GCI's commitment to rural
wireless expansion," Mark Horne, president of Alaska Wireless,
said.  "We are thrilled to join the GCI team and are committed to
the continued growth of our company and the community we serve."

A memorandum of understanding has been signed by both parties.  
The transaction is subject to FCC approval, which is expected by
the end of the year.

               About Alaska Wireless Communications

Based in Dutch Harbor, Alaska, Alaska Wireless Communications LLC
-- http://www.alaska-wireless.com/-- is a locally owned and  
operated company that began providing service in the Dutch
Harbor/Unalaska area on Feb. 1, 2003.  The company  cellular
service throughout its network area.

                 About General Communication Inc.

Headquartered in Anchorage, Alaska, General Communication Inc. or
GCI (NASDAQ:GNCMA) -- http://www.gci.com/-- is an integrated,  
facilities-based communications provider, offering local and long-
distance voice, cable video, Internet and wireless communications
services to consumer and commercial customers under its GCI brand.  
The company offers an array of consumer and commercial
communications and entertainment services, including local access
telephone, long-distance and wireless communications, cable
television, consulting services, network and desktop computing
outsourced services, and dial-up, broadband (cable modem, wireless
and digital subscriber line) and dedicated Internet access
services at a range of speeds.

                         *     *     *

As reported in the Troubled Company Reporter on July 2, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
rating on GCI to 'BB-' from 'BB' and its senior unsecured debt
rating to 'B' from 'B+'.  The outlook is stable.


GIDEON ABRAHAM: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Gideon Abraham
        257 Central Park West
        Apartment 9B-C2
        New York, NY 10024

Bankruptcy Case No.: 07-12965

Chapter 11 Petition Date: September 20, 2007

Court: Southern District of New York (Manhattan)

Debtor's Counsel: M. David Graubard, Esq.
                  Kera & Graubard
                  240 Madison Avenue, 7th Floor
                  New York, NY 10016
                  Tel: (212) 681-1600
                  Fax: (212) 681-1601

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

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


GUITAR CENTER: Stockholders Okay Bain Capital Merger Agreement
--------------------------------------------------------------
Guitar Center, Inc., disclosed that stockholders approved the
proposed merger with an affiliate of Bain Capital Partners, LLC at
a special meeting held on Sept. 19, 2007.

Approximately 99.6% of shares present and voting at the meeting
voted for approval of the merger agreement.  Approximately 75.3%
of the total number of shares outstanding and entitled to vote at
the meeting voted for approval of the merger agreement.  Approval
of the merger required the affirmative vote of a majority of the
shares outstanding.

Under the terms of the merger agreement, Guitar Center
stockholders will receive $63.00 in cash, without interest, for
each share of Guitar Center common stock they hold at the
effective time of the merger.  The transaction is currently
scheduled to close in October 2007, subject to the satisfaction or
waiver of the conditions to closing set forth in the merger
agreement.

                   About Bain Capital Partners

Bain Capital Partners, LLC -- http://www.baincapital.com/-- is a  
global private investment firm.  Since its inception in 1984, Bain
Capital has made private equity investments and add-on
acquisitions in over 240 companies around the world, including
such leading retailers and consumer companies as Toys "R" Us,
Michaels Stores, Burger King, Warner Music Group, Burlington Coat
Factory, Dunkin’ Brands, Shopper’s Drug Mart, Dollarama and
Staples.  Headquartered in Boston, Bain Capital has offices in New
York, London, Munich, Hong Kong, Shanghai, and Tokyo.

                     About Guitar Center

Guitar Center Inc. -- http://www.guitarcenter.com/-- (Nasdaq GS:  
GTRC) is the leading United States retailer of guitars,
amplifiers, percussion instruments, keyboards and pro-audio and
recording equipment.  The company's retail store subsidiary
presently operates more than 210 Guitar Center stores across the
United States.  In addition, its Music & Arts division operates
more than 95 stores specializing in band instruments for sale and
rental, serving teachers, band directors, college professors and
students.  The company is also the largest direct response
retailer of musical instruments in the United States through its
wholly owned subsidiary, Musician’s Friend, Inc., and its catalogs
and websites, including -- http://www.musiciansfriend.com/--;  --
http://www.guitarcenter.com/--; -- http://www.wwbw.com/-- and --  
http://www.music123.com/

                          *     *     *

As reported in the Troubled Company Reporter on June 29, 2007,
Moody's Investors Service placed Guitar Center Inc.'s Ba2
corporate family rating under review for possible downgrade.  The
action follows the announcement that the company signed a
definitive agreement to acquired by affiliates of Bain Capital.


HANOVER COMPRESSOR: Moody's Withdraws Ratings After UCI Merger
--------------------------------------------------------------
Moody's Investors Service withdrew the ratings for Hanover
Compressor Company and Universal Compression Inc. following their
merger and the substantial completion of their tenders for their
existing debt.  Hanover is now a subsidiary of Exterran Holdings
Inc. and Hanover's 4.75% convertible senior notes due 2008 and
2014 remain outstanding.

Moody's has upgraded the ratings of these 4.75% convertible senior
notes to B1, LGD 6 (92%) from B3, LGD 5 (89%), as indicated in our
July 16, 2007 press release assigning ratings to Exterran.  This
completes Moody's review of these convertible notes.

Hanover's ratings withdrawn:

   -- Hanover's B1 Corporate Family Rating and Probability of
      Default Rating;

   -- Hanover's SGL-3;

   -- Hanover Equipment Trust 2001A 8.50% partly secured notes
      due 2008;

   -- Hanover Equipment Trust 2001B 8.75% partly secured notes
      due 2014;

   -- 7.5% Senior Notes due 2013;

   -- 8.625% Senior Notes due 2010;

   -- 9% Senior Notes due 2014; and

   -- 7.25% Convertible Trust Preferred Stock.

Exterran Holdings Inc. is a company formed to effect the merger of
Hanover Compressor Company and Universal Compression Holdings Inc.
and is headquartered in Houston, Texas.


HORIZON AIRCRAFT: Case Summary & Two Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Horizon Aircraft Management, LLC
        676 West Prospect Road
        Fort Lauderdale, FL 33309

Bankruptcy Case No.: 07-17803

Chapter 11 Petition Date: September 20, 2007

Court: Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Susan D. Lasky, Esq.
                  Susan D. Lasky, P.A.
                  2101 North Andrews Avenue, Suite 405
                  Wilton Manors, FL 33311
                  Tel: (954) 565-5854
                  Fax: (954) 462-8411

Total Assets:   $900,961

Total Debts:  $1,567,688

Debtor's List of its Two Largest Unsecured Creditors:

   Entity                        Nature of Claim      Claim Amount
   ------                        ---------------      ------------
Estate of Francis C. McMaster    Kansas State             $203,270
c/o Kevin McMaster               Judgment
300 West Douglas Avenue
Suite 500
Wichita, KS 67202

NRP Group, Inc.                  Mechanics Lien           $580,605
676 West Prospect Road           recorded w/ FAA
Fort Lauderdale, FL 33309


HYDRO SPA: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Hydro Spa Parts and Accessories, Inc.
        6101 North 45th Street
        Saint Petersburg, FL 33714

Bankruptcy Case No.: 07-08616

Type of Business: The Debtor sells bathroom, hot tub, and spa
                  equipment and accessories.
                  See http://www.hydrospa.com/

Chapter 11 Petition Date: September 19, 2007

Court: Middle District of Florida (Tampa)

Debtor's Counsel: Stephenie Biernacki Anthony, Esq.
                  GrayRobinson, P.A.
                  201 North Franklin Street, Suite 2200
                  P.O. Box 3324
                  Tampa, FL 33601
                  Tel: (813) 273-5033
                  Fax: (813) 273-5145

Total Assets: $10,659,077

Total Debts:  $13,611,578

Debtor's List of its 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim      Claim Amount
   ------                        ---------------      ------------
Waterway                         Supplies               $2,808,930
2200 East Sturgis Road
Oxnard, CA 93030

Balboa Instruments               Supplies                 $932,147
1382 Bell Avenue
Tustin, CA 92780

Custom Molded Products, Inc.     Supplies                 $799,807
140 Celtic Boulevard
Tyrone, GA 30290

General Electric Co.             Supplies                 $579,189
P.O. Box 402499
Atlanta, GA 30384

Highwood USA, LLC                Supplies                 $527,114
87 Tide Road
Tamaque, PA 18252

Spa Builders Support Group       Supplies                 $455,491
9225 Stellar Court
Corona, CA 92883

Lucite International             Supplies                 $381,353
7275 Goodlett Farms Parkway
Cordova, TN 38018

Sloanled                         Supplies                 $328,043
5725 Olivas Park Drive
Ventura, CA 930003

AOC                              Supplies                 $290,526
4620 North Galloway Road
Lakeland, FL 33810

Vartek Industries, LLC           Supplies                 $238,920

Hydro Quip                       Supplies                 $229,575

Air Supply of the Future         Supplies                 $185,230

Anderson Chamberlin, Inc.        Commissions              $185,829

Specialized Transportation       Freight                  $145,752

Aqua Flo                         Supplies                 $143,307

Univ. Forest Products, Inc.      Supplies                 $134,477

Elite Marketing                  Commissions              $118,152

Prestige Spa Covers              Supplies                 $117,445

Primex Plastics Corp.            Supplies                 $107,683

United Parcel Service                                      $99,006


JACOB DRESSLER: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Jacob Dressler
        200 Woodlands Road
        Evans City, PA 16033-4150

Bankruptcy Case No.: 07-25926

Chapter 11 Petition Date: September 20, 2007

Court: Western District of Pennsylvania (Pittsburgh)

Debtor's Counsel: Gary H. Simone, Esq.
                  Rishor Simone
                  Suite 208, 101 East Diamond Street
                  Butler, PA 16001
                  Tel: (724) 283-7215
                  Fax: (724) 283-0229

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

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


JAG MEDIA: Extends Merger Deal Termination Date to November 7
-------------------------------------------------------------
JAG Media Holdings Inc. entered into a ninth amendment to an
Agreement and Plan of Merger with Cryptometrics Acquisition Inc.,
a wholly-owned subsidiary of JAG Media, Robert Barra and Michael
Vitale, on Aug. 16, 2007.  The amendment agreement was executed
and delivered on Sept. 12, 2007.

JAG Media, Cryptometrics, Cryptometrics Acquisition, Karlen &
Stolzar LLP, Robert Barra, Michael Vitale, Thomas J. Mazzarisi and
Stephen J. Schoepfer entered into this amendment, pursuant to
which:

   -- the automatic termination date for the merger agreement
      of  Aug. 16, 2007, set forth in the eighth amendment was
      extended to Nov. 7, 2007;

   -- Cryptometrics agreed to advance to JAG Media up to
      $200,000 of additional transaction costs, subject to
      repayment by JAG Media based on one-third of the proceeds
      of the permitted sale by JAG Media of up to 750,000
      shares of its common stock; and

   -- the number of conversion shares reserved by JAG Media for
      issuance to Cornell Capital shall be amended from
      20 million to 10 million, excluding shares issued prior
      to closing date of the merger.

On Dec. 27, 2005, the company entered into a merger agreement and
plan of merger pursuant to which its wholly-owned and newly
created subsidiary, Cryptometrics Acquisition, will, subject to
the terms and conditions of the merger agreement, merge into
Cryptometrics.  Upon consummation of the merger, Cryptometrics
will continue as the surviving corporation and become a wholly
owned subsidiary of JAG Media.

                       About JAG Media

Headquartered in Boca Raton, Florida, JAG Media Holdings Inc. --
http://www.jagnotes.com/http://www.tcomm.co.uk/and  
http://www.tcomm.tv/-- provides Internet-based equities research  
and financial information that offers its subscribers a variety of
stock market research, news, commentary and analysis, including
"JAG Notes", the company's flagship early morning consolidated  
research product.  Through the company's wholly owned subsidiary
TComm (UK) Limited, the company also provides various video
streaming software solutions for organizations and individuals.  

At April 30, 2007, the company's balance sheet showed total assets
of $0.13 million and total liabilities of $8.56 million, resulting
to a totals shareholders' deficit of $8.43 million.


KEITH SEWELL: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Keith Roy Sewell
        745 Bayberry Ter.
        Boca Raton, FL 33486

Bankruptcy Case No.: 07-17789

Chapter 11 Petition Date: September 20, 2007

Court: Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman Jr.

Debtor's Counsel: Kenneth S. Rappaport, Esq.
                  Rappaport & Rappaport, P.L.
                  1300 North Federal Highway, Suite 203
                  Boca Raton, FL 33432
                  Tel: (561) 368-2200
                  Fax: (561) 338-0350

Total Assets: $1,245,777

Total Debts:    $884,942

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


KLEEN RITE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Lead Debtor: Kleen Rite Enterprises, Inc.
             883 Fischer Blvd
             Toms River, NJ 08753-3879

Bankruptcy Case No.: 07-23483

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        412 Somerset Street of N.J., L.L.C.        07-23520
        Nanco, Inc.                                07-23485

Type of business: The Debtors provide car washing services.

Chapter 11 Petition Date: September 20, 2007

Court: District of New Jersey (Trenton)

Judge: Kathryn C. Ferguson

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

                            Estimated Assets   Estimated Debts
                            ----------------   ---------------
Kleen Rite Enterprises Inc. $1 Million to      $1 Million to
                            $100 Million       $100 Million

412 Somerset Street of      Less than          Less than
N.J., L.L.C.                $10,000            $50,000

Nanco, Inc.                 $1 Million to      $1 Million to
                            $100 Million       $100 Million

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


KRISPY KREME: Board Approves Officer Indemnification Agreement
--------------------------------------------------------------
The board of directors of Krispy Kreme Doughnuts Inc. has approved
a form of Officer Indemnification Agreement, pursuant to which the
company agrees to provide for:

   -- the indemnification of and the advancement of expenses to
      each officer of the company party to the officer
      indemnification agreement; and  

   -- the continued coverage of such officer under the
      company's directors' and officers' liability insurance
      policies.

Headquartered in Winston-Salem, North Carolina, Krispy Kreme
Doughnuts Inc. (NYSE: KKD) -- http://www.krispykreme.com/--    
retails doughnuts.  There are about 411 Krispy Kreme stores
including satellites operating system-wide in 41 U.S. states,
Australia, Canada, Hong Kong, Indonesia, Japan, Kuwait, Mexico,
the Philippines, the Republic of South Korea, the United Arab
Emirates and the United Kingdom.

                          *     *     *

As reported in the Troubled Company Reporter on Sept. 17, 2007,
Moody's Investors Service lowered Krispy Kreme Doughnut
Corporation's Speculative Grade Liquidity rating to SGL-4 from
SGL-3, indicating weak liquidity.  Concurrently Moody's revised
the rating outlook to negative while affirming Krispy Kreme's
Caa1 corporate family rating and B3 rating of its $160 million
senior secured credit facilities.


KXD TECHNOLOGY: Files Schedules of Assets and Liabilities
---------------------------------------------------------
K.X.D. Technology, Inc. submitted to the U.S. Bankruptcy Court for
the Central District of California its schedules of assets and
liabilities, disclosing:

Name of Schedule                    Assets       Liabilities
     ----------------             -----------    -----------
  A. Real Property                         $0                  
  B. Personal Property              8,476,514
  C. Property Claimed as
     Exempt                                 0
  D. Creditors Holding
     Secured Claims                                       $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                                0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       12,883,298
                                  -----------    -----------
     TOTAL                         $8,476,514    $12,883,298

Baldwin Park, California-based K.X.D. Technology, Inc., dba Astar
Electronics, -- http://www.astarelectronics.com/-- manufactures  
household audio & video equipment.  The Debtor filed for Chapter
11 bankruptcy protection on Aug. 15, 2007 (Bankr. C.D. Calif. Case
No. 07-17054).  Jeremy Faith, Esq., and Lawrence A Diamant, Esq.,
at Robinson, Diamant & Wolkowitz, A.P.C., represents the Debtor in
its bankruptcy proceedings.


KXD TECHNOLOGY: Court Converts Case to Chapter 7 Liquidation
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
converted K.X.D. Technology, Inc.'s chapter 11 case to a chapter 7
liquidation pursuant to the request of creditors, Koninklijke
Philips Electronics, N.V. and U.S. Philips Corporation.

The creditors relate to the Court that the conversion of the
Debtor's case to a liquidation proceeding is the only viable
option commenting that the Debtor's management has "destroyed the
very shareholder value they were duty bound to protect" and have
"thwart[ed] creditor recovery."  The creditors further tell the
Court that the Debtor's management "has also effectively deprived
the Debtor of the ability to continue operations, making any
reorganization effort futile."

Specifically, the creditors cited that:

   a. conversion will take the reins away from the "wrongdoers"
      and put in place a fiduciary that can save what is left of
      the corporate assets;

   b. a trustee can proceed with the liquidation of the Debtor's
      remaining assets and move to recover assets wrongfully
      transferred by current management; and

   c. a trustee can review the merits of filing actions against
      management and its counsel in the Nevada Cases and the
      California Case for damages.  None of these critical cases
      will be addressed by current management.

The Debtor is one of the defendants in two joint cases pending
before the District Court of Nevada and a third case before the
Central District Court of California.  In the Nevada Cases,
Philips has charged the Debtor and other defendants with, inter
alia, violating Philips' trademark rights.  In the California
Case, the KXD defendants are charged with violating Philips'
patents.  The damages that Philips is seeking in the three cases
exceed $100 million.

The Court also ordered for the appointment of a Chapter 7 trustee
to take over the Debtor's assets.

Robert W. Pitts, Esq., is the counsel for Philips.

                       About KXD Technology

Baldwin Park, California-based K.X.D. Technology, Inc., dba Astar
Electronics, -- http://www.astarelectronics.com/-- manufactures  
household audio & video equipment.  The Debtor filed for Chapter
11 bankruptcy protection on Aug. 15, 2007 (Bankr. C.D. Calif. Case
No. 07-17054).  Jeremy Faith, Esq., and Lawrence A Diamant, Esq.,
at Robinson, Diamant & Wolkowitz, A.P.C., represent the Debtor in
its bankruptcy proceedings.


LEVI STRAUSS: Launches Tender Offer for $525MM of 12.25% Sr. Notes
------------------------------------------------------------------
Levi Strauss & Co. has commenced a cash tender offer for any and
all of its outstanding $525 million aggregate principal amount of
12.25% Senior Notes due 2012 on the terms and subject to the
conditions set forth in the company's Offer to Purchase and
Consent Solicitation Statement dated Sept. 19, 2007.

The tender offer will expire at 12:00 midnight, New York City
time, Wednesday, Oct. 17, 2007, unless extended or earlier
terminated by the company.

In connection with the cash tender offer, the company is also
soliciting consents to amend the indenture under which the Notes
were issued to eliminate or make less restrictive most of the
restrictive covenants, and certain related events of default,
contained in the indenture.  

The total consideration for each $1,000 principal amount of Notes
validly tendered and not withdrawn prior to the Consent Payment
Deadline, and accepted for purchase pursuant to the tender offer,
will be determined as specified in the tender offer documents and
will be equal to the present value, minus accrued interest, on the
applicable payment date for the tender of Notes of (i) $1,061.25
and (ii) the remaining scheduled interest payments on such Notes
after the payment date for the tender of Notes to Dec. 15, 2007,
in each case determined on the basis of a yield to the Redemption
Date equal to the sum of:
   
   A) the yield on the 4.375% U.S. Treasury note due Dec. 31,
      2007, as calculated by Credit Suisse Securities (USA)
      LLC, acting as dealer manager, in accordance with
      standard market practice, based on the bid side price for
      the Reference Treasury Security on the price
      determination date; plus

   B) a fixed spread of 50 basis points.

Each holder who validly tenders its Notes and delivers consents on
or prior to 5:00 p.m., New York City time, on Oct. 3, 2007, will
be entitled to a consent payment, which is included in the total
consideration above, of $30 for each $1,000 principal amount of
Notes tendered by such holder if such Notes are accepted for
purchase pursuant to the tender offer.

Holders who tender Notes after the Consent Payment Deadline, but
prior to the expiration of the tender offer, will not be entitled
to receive the consent payment.

Prior to the expiration of the tender offer, upon satisfaction or
waiver of the conditions to the tender offer, the company may, at
its option, accept and pay for Notes tendered.  Subject to limited
conditions, all Notes tendered after the Consent Payment Deadline
for purchase will be accepted and paid for promptly following the
expiration date of the tender offer.  Holders will be paid accrued
and unpaid interest up to but not including the applicable date of
payment.

The company's obligation to consummate the tender offer is
conditioned upon the satisfaction of certain conditions,
including:

   i) the company having amended its senior secured revolving
      credit facility to increase its line of credit thereunder
      by an additional $200 million to $750 million, which
      shall include a $250 million tranche that is secured by
      the Levi's(R) trademark in the United States, upon terms
      and conditions satisfactory to it; and

  ii) holders of Notes representing not less than a majority in
      principal amount of the outstanding Notes having tendered
      their Notes and delivered their consents.

The company has retained Credit Suisse as dealer manager and
solicitation agent in connection with the tender offer and consent
solicitation.  

Questions about the tender offer and consent solicitation may be
directed to Credit Suisse at 212-325-4951 (collect).    Holders
can request documents from D.F. King & Co. Inc., the information
agent and tender agent, at 888-887-0082 (U.S. toll free) or 212-
269-5550 (collect).

                    About Levi Strauss & Co.

Headquartered in San Francisco, California, Levi Strauss & Co. --
http://www.levistrauss.com/-- is a branded apparel company.  The  
company designs and markets jeans and jeans-related pants, casual
and dress pants, tops, jackets and related accessories for men,
women and children under its Levi's, Dockers and Levi Strauss
Signature brands in markets around the world.  Levi Strauss & Co.
distributes its Levi's and Dockers products primarily through
chain retailers and department stores in the United States, and
through department stores, specialty retailers and franchised
stores abroad.  The company distributes its Levi Strauss Signature
products through mass channel retailers in the United States and
abroad.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 30, 2007,
Standard & Poor's Ratings Services raised its ratings on Levi
Strauss & Co. including its long-term corporate credit rating to
'B+' from 'B'.  The outlook is stable.


LORUS THERAPEUTICS: Dr. Denis Burger Elected as Board Chairman
--------------------------------------------------------------
Dr. Denis Burger, Ms. Susan Koppy and Dr. Mark Vincent were
elected to the board of directors of Lorus Therapeutics Inc. at a
Sept. 19, 2007 annual general meeting.  Dr. Burger was unanimously
elected as the board chairman by the board of the directors.

Other members returning to Lorus' board are:

   -- Herbert Abramson, chairman and CEO of Trapeze Capital Corp.;

   -- J. Kevin Buchi, EVP and CFO of Cephalon Inc.;

   -- Georg Ludwig, managing director of ConPharm Anstalt;

   -- Alan A. Steigrod, managing director of Newport Healthcare
      Ventures;

   -- Dr. Jim A. Wright, CEO of NuQuest Bio Inc.; and

   -- Dr. Aiping Young, President and CEO of Lorus Therapeutics
      Inc.

Dr. Denis R. Burger has co-founded Trinity Biotech plc, based in
Dublin, Ireland, in June 1992, and acted as chairman from 1992 to
1995 and now serves on the board of directors of the company.  Dr.
Burger was the past chairman, chief executive officer and a
director of AVI Biopharma Inc, an Oregon based biotechnology
company.  

Dr. Burger is also a partner in Sovereign Ventures, a healthcare
consulting and funding firm based in Portland, Oregon.  He was a
co-founder and, from 1981 to 1990, chairman of Epitope Inc.

In addition, Dr. Burger has held a professorship in the Department
of Microbiology and Immunology and Surgery (Surgical Oncology) at
the Oregon Health Sciences University in Portland.  Dr. Burger
received his Master of Science and PhD in Microbiology and
Immunology from the University of Arizona.

Susan Koppy is the senior vice president, business and corporate
development of Idenix Pharmaceuticals since January 2006.  Prior
to joining Idenix, Ms. Koppy was with Applied Biosystems Inc. as
vice president of strategy and business development from May 2004
to July 2005.

Previously, from 2001-2004, Ms. Koppy served as director of
business development for Novartis Pharmaceuticals AG focusing on
its Infectious Diseases Franchise.  Prior to that, since February
2000, Ms. Koppy was Novartis' head of commercial and business
intelligence.

Dr. Mark Vincent is the co-founder and chief executive officer of
Sarissa Inc. since 2000.  Dr. Vincent has experience as a
consultant to Canadian and U.S. biotech and pharma companies.  He
served as a director of Drug Royalty Corporation and also sits as
a member of Scientific Advisory Board for several biotechnology
companies.

Dr. Vincent is an associate professor of Oncology at the
University of Western Ontario and a staff medical oncologist at
the London Regional Cancer Program.

"On behalf of the board of directors, I am delighted to welcome
these three talented and highly qualified individuals to our
board," Dr. Aiping Young, president and CEO of Lorus, commented.  
"They all bring to Lorus an exceptional level of knowledge and
experience in the pharmaceutical industry, which will contribute
to the advancement of our drug candidates."  

"The newly-appointed directors will provide expertise in areas of
clinical development; facilitating investment and strategic
partnering opportunities; and raising the profile of the company
nationally and internationally," Dr. Young added.  "I look forward
to the input of all of our board members and working with them, to
enhance shareholder value."

                     About Lorus Therapeutics

Based in Toronto, Ontario, Lorus Therapeutics Inc. (TSX:
LOR)(AMEX: LRP) -- http://www.lorusthera.com/-- is a publicly   
traded biopharmaceutical company focused on the research and
development of novel therapeutics in cancer.  The company's goal
is to capitalize on its research, pre-clinical, clinical and
regulatory expertise by developing new drug candidates that can be
used, either alone, or in combination with other drugs, to
successfully manage cancer.  Through its own discovery efforts and
an acquisition and in-licensing program, Lorus is building a
portfolio of promising anticancer drugs.  The company has several
product candidates in multiple Phase II clinical trials and has
completed one Phase II and one Phase III clinical trial.

                          *     *     *

As reported in the Troubled Company Reporter on May 3, 2007, Lorus
Therapeutics has signed an agreement with 6707157 Canada Inc.
and its affiliate to recapitalize and reorganize its business
which, if completed, will result in the addition of approximately
$7.8 million in non-dilutive financing for the company.  If the
transaction is completed, the funds will be used to further
advance the company's product pipeline without diluting the equity
interest of its shareholders.

The restructuring will be completed by way of a Plan of
Arrangement and is subject to approval by the Ontario Superior
Court of Justice and Lorus' security holders in accordance with
applicable laws.  The transaction is also subject to regulatory
approval, including approval of the TSX and AMEX.


MAGNA INTERNATIONAL: Plan of Arrangement Effective on Sept. 20
--------------------------------------------------------------
Magna International Inc.'s plan of arrangement and agreements
relating to the strategic investment in Magna by Open Joint Stock
Company Russian Machines became effective on Sept. 20, 2007.

"We are pleased to have completed this very important transaction
with Russian Machines," Frank Stronach, Magna's chairman
commented.  "I believe we are now well positioned to capitalize on
the growth opportunities in Russia and other automotive markets,
while minimizing the risks of investing in those markets."

"Our strategic investment in Magna will allow Magna to build a
strong presence in the rapidly expanding Russian automotive market
as well as in Eastern Europe and other key markets," Oleg
Deripaska, chairman of the supervisory board of basic element and
chairman of the board of directors of Russian Machines, said.

Under the arrangement, M Unicar Inc. , through its indirectly
owned subsidiary 2143455 Ontario Inc., a Canadian holding company
funded by a subsidiary of Russian Machines, acquired
20 million Magna Class A Subordinate Voting Shares for
approximately $1.54 billion.

Newco is owned indirectly by the Stronach Trust, Russian Machines
and Donald Walker, Siegfried Wolf, Vincent Galifi, Jeffrey Palmer
and Peter Koob, members of Magna's executive management.  

Newco and its subsidiaries now hold 726,829 Class B Shares, which
were previously held by 445327 Ontario Inc., all of the shares of
which are directly owned by the Stronach Trust, representing 100%
of the outstanding Class B Shares, and 20,605,000 Class A
Subordinate Voting Shares, representing approximately 15.9% of the
outstanding Class A Subordinate Voting Shares, which collectively
represent approximately 68.6% of the total voting power of all the
outstanding shares of Magna.

The transaction allows Newco and its shareholders to effect a
strategic investment in Magna and participate in the future growth
and success of Magna on a global basis.

Magna also disclosed that, as a result of the arrangement becoming
effective, all of the conditions to its offer to purchase for cash
up to $1,536,600,000 in value of its Class A Subordinate Voting
Shares, which expired at 5:00 p.m., Toronto time, on Sept. 20,
have been satisfied or waived.

Magna will issue a statement with respect to the outcome of the
bid after it has determined the number of Class A Subordinate
Voting Shares which have been validly tendered and the clearing
purchase price for such shares under the "modified Dutch auction"
procedure applicable to the bid.

                 About Magna International Inc.

Headquartered in Ontario, Canada, Magna International Inc. (TSX:
MG.A, MG.B; NYSE: MGA) -- http://www.magna.com/-- is a   
diversified automotive supplier that designs, develops and
manufactures automotive systems, assemblies, modules and
components, and engineers and assembles complete vehicles, for
sale to original equipment manufacturers of cars and light trucks
in North America, Europe, Asia, South America and Africa.  The
company's capabilities include the design, engineering, testing
and manufacture of automotive interior systems; seating systems;
closure systems; metal body and chassis systems; vision systems;
electronic systems; exterior systems; powertrain systems; roof
systems; well as complete vehicle engineering and assembly.  The
company has approximately 83,000 employees in 229 manufacturing
operations and 62 product development and engineering centers in
23 countries.


MFY LLC: Auction of Membership Interests To Be Held Wednesday
-------------------------------------------------------------
With the agreement of all of the members of MFY LLC, William
E. Mannion, auctioneer, will be selling those members' entire
interests in the company to the highest bidder at an auction
set for Wednesday, Sept. 26, 2007, at 1:00 p.m.

The public sale will take place at the law offices of:

   Reed Smith
   599 Lexington Avenue,
   New York, NY,

As of the consummation of the sale, the company's sole assets
will consist of 45 co-op apartment units (shares and propietary
leases) at North Isle Village Inc., a cooperative housing
corporation located in Coram, New York.  The membership interests
will be sold as one lot to the highest bidder.

A copy of the auction procedures and other relevant documents
can be obtained from the company's counsel:

   Eric B. Levine, Esq.
   Wolf Haldenstein Adler Freeman & Herz LLP
   270 Madison Avenue
   New York, NY 10016
   Tel.: (212) 545-4730

A certificed check in the amount of $250,000 payable to the
order of "Wolf Haldenstein, as attorneys" must be presented
at the time of auction in order to bid at the sale.  The
successful bidder will use that check as deposit against the
purchase price bid with the balance due at a closing to be held
not more than 10 days from the date of sale.

The company is being sold "as is", with no representation or
warranties regarding the assets.


MILLER PETROLEUM: July 31 Balance Sheet Upside-Down by $1.3 Mil.
----------------------------------------------------------------
Miller Petroleum Inc.'s consolidated balance sheet at July 31,
2007, showed $4.5 million in total assets, $1.5 million in total
liabilities, and $4.3 million in temporary equity, resulting in a
$1.3 million total stockholders' deficit.

The company's consolidated balance sheet at July 31, 2007, further
showed strained liquidity with $409,370 in total current assets
available to pay $1.2 million in total current liabilities.

The company incurred a net loss of $511,425 for the first quarter
ended July 31, 2007, a significant increase from the $131,197 net
loss reported in the same period ended July 31, 2006, mainly as a
result of lower revenues.

Total revenue fell to $209,106 in the 2007 quarter, from $531,918
in 2006.  The decrease primarily reflects a decrease of $324,660
in service and drilling revenue which resulted from the fact that
all of the drilling for 2007 was performed in the Wind Mill Joint
Venture and the construction of certain equipment for the joint
venture.

Interest expense was $34,653 for the three months ended July 31,
2007, as compared to $4,362 for the three months ended July 31,
2006, an increase of $30,291.  This increase resulted from
additional borrowings in 2007.

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?23a0

                            Litigation

In November 2006 Wind City Oil & Gas LLC filed a lawsuit against
the company in New York to require the company to redeem company
stock purchased by Wind City in the amount of $4,350,000, after
being advised that the stock repurchase could not be effective
because they had not timely exercised the right under the terms of
the contract.  On Dec. 21, 2006, the proceedings were stayed to
put the case before arbitration in Tennessee to determine if the
operating agreement was properly terminated, thus triggering the
obligation on Miller's part to repurchase the stock.  

It is expected that arbitration will take place in December 2007
or January 2008.  Miller has filed a counterclaim against Wind
City for causing it damages in the amount of $13,000,000 due to
its attempt to terminate the LLC Agreement without a proper basis
and for breach of the contracts.  Wind City has likewise filed a
claim against Miller for breach of contract, asserting damages in
the amount of $10,000,000.

As of this date there has been no discovery in the arbitration and
at this early stage of the dispute management is unable to assess
the likelihood of an adverse outcome, or the likely range of
damages that might be awarded in the event of an adverse verdict.

                     Going Concern Doubt

Rodefer Moss & Co. PLLC, in Knoxville, Tennessee, expressed
substantial doubt about Miller Petroleum Inc.'s ability to
continue as a going concern after auditing the company's
consolidated financial statements as of the years ended April 30,
2007, and 2006.  The auditing firm reported that the company has
suffered recurring losses from operations, and is facing
litigation which might require the company to redeem 2,900,000
shares of the company's common stock for approximately $4,350,000,
which it currently does not have the capability of funding.

                   About Miller Petroleum

Headquartered in Huntsville, Tennessee, Miller Petroleum Inc.
(OTC BB: MILL.OB) -- http://www.millerpetroleum.com/ -- is  
engaged in the exploration, development, production and
acquisition of crude oil and natural gas primarily in eastern
Tennessee.

In December 2005, the company entered into an LLC agreement with
Wind City Oil & Gas, LLC to form Wind Mill Oil & Gas, LLC.  The
company has a 49.9% interest in Wind Mill and Wind City's interest
is 50.1%.  The LLC only encompasses new drilling projects.


MOVIE GALLERY: S&P Lowers Corporate Credit Rating to D
------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dothan, Alabama-based Movie Gallery Inc. to 'D' from
'CC' based on the company not making its interest payment on its
second-lien term loan by the end of the specified grace period.  

At the same time, S&P lowered the rating on the company's second-
lien term loan to 'D' and affirmed the first-lien and senior
unsecured debt rating of 'CC'.  The 'CC' rating level indicates a
high vulnerability to nonpayment.  The company has executed
forbearance agreements with its lenders for its first-lien credit
facilities and senior unsecured notes.  Both
forbearance agreements expire Sept. 30, 2007.

"Movie Gallery remains challenged by poor industry fundamentals,"
said Standard & Poor's credit analyst David Kuntz," and sharp
declines in its core rental business have exacerbated already-weak
operating performance."  Standard
& Poor's will continue to monitor the situation and make updates
as additional information becomes available.


NASDAQ STOCK: Inks Pacts with Borse Dubai on LSE Stake Sale
-----------------------------------------------------------
The NASDAQ Stock Market Inc. and Borse Dubai Limited have entered
into a series of transactions intended to create a global
financial marketplace with a unique footprint spanning the U.S.,
Europe, theMiddle East and strategic emerging markets.

The agreements provide, among others, that:

   * Borse Dubai will become a 19.99% shareholder in NASDAQ
     (capped at 5 per cent voting rights);

   * NASDAQ will acquire all OMX shares to be purchased by Borse
     Dubai in its offer for OMX;

   * NASDAQ will become a strategic shareholder and the principal
     commercial partner of Dubai International Financial Exchange;

   * DIFX will be rebranded with the NASDAQ brand and licensed
     with market leading technology from the NASDAQ/OMX
     combination.

In addition, Borse Dubai has acquired 28.0 per cent of the total
issued share capital in London Stock Exchange Group PLC from
NASDAQ at a price of
GBP 14.14 per share.

                        ASDAQ To Acquire
                         All OMX Shares

Under the agreements, Borse Dubai will continue its existing offer
for OMX of SEK 230 per share in cash, and NASDAQ will continue to
offer SEK 11.4 billion (USD1.7 billion) and 60.6 million NASDAQ
shares for OMX.  Upon fulfillment of certain conditions, NASDAQ
will withdraw its offer for OMX, and Borse Dubai will open its
offer for acceptances.  If the conditions are not met by Feb. 15,
2008, the agreements will terminate and be of no further effect,
and both Borse Dubai and NASDAQ may pursue their respective offers
independently.  The Termination Date may be extended in certain
circumstances.

Assuming the relevant conditions are met (or waived), NASDAQ has
agreed to acquire all the OMX shares:

    1) already owned by Borse Dubai;

    2) purchased by Borse Dubai in its offer; and

    3) purchased by Borse Dubai pursuant to its options
       in respect of OMX shares.  

In exchange for Borse Dubai’s shares in OMX, NASDAQ will issue
to Borse Dubai approximately 60.6 million NASDAQ shares and pay
approximately SEK 11.4 billion in cash, assuming Borse Dubai
acquires all outstanding OMX shares.  This is the same aggregate
consideration included in NASDAQ’s offer for OMX announced on
May 25, 2007 and implies Borse Dubai will acquire new NASDAQ
shares at an indicative implied price of USD 41.01 per share.
Should Borse Dubai not acquire all outstanding OMX shares, the
cash portion of the consideration will be reduced pro rata at a
price of SEK 230 per OMX share to reflect the actual number of
OMX shares sold to NASDAQ.

Borse Dubai will retain approximately 42.6 million of the NASDAQ
shares (representing approximately 19.99 per cent of the fully
diluted share capital it receives, restricted to 5.0 per cent of
voting rights) with the remaining approximately 18.0 million
NASDAQ shares (representing approximately 8.4 per cent the fully
diluted share capital) being held in trust, with an affiliate of
Borse Dubai as beneficiary, and managed by an independent trustee.  
The shares will eventually be sold by the trust.  While in the
trust, the shares will be voted by the trustee pro rata with the
votes of NASDAQ's other shareholders.  Borse Dubai will be limited
to a five per cent voting stake in NASDAQ, which is the maximum
allowed by NASDAQ’s certificate of incorporation and bylaws.

The parties expect that the conditions will be fulfilled in
January 2008, and that Borse Dubai’s tender offer for OMX’s shares
will open for acceptances at that time.  Thereafter, an acceptance
period of at least 20 U.S. business days will follow, on
expiration of which, settlement will take place.

                   NASDAQ to Become Strategic
                      Shareholder in DIFX

NASDAQ and Borse Dubai also entered into an agreement whereby
NASDAQ would become a strategic shareholder in DIFX, Dubai’s
international financial exchange.  As part of the investment,
NASDAQ will make a financial investment as well as commit to
provide DIFX with the NASDAQ brand, OMX technology and marketing
resources.  The investment is designed to accelerate DIFX’s growth
in the region and create a world-class electronic exchange and
technology platform in one of the world’s fastest growing markets.  

                    Borse Dubai to Acquire 28%
                       of LSE from NASDAQ

Separately, Borse Dubai has agreed to purchase 28.0 per cent
of the outstanding share capital of London Stock Exchange Group
plc from NASDAQ at a price of GBP 14.14 per share.  NASDAQ will
retain approximately 3.5 per cent of the outstanding share
capital.  As previously disclosed, the funds raised as a result of
this share sale will be used by NASDAQ to pay down approximately
USD1.0 billion of debt and intends to initiate a stock buy back.  
NASDAQ contemplates that the transaction will result in USD0.30 -
0.35 in additional earnings per share in 2008.  NASDAQ may
purchase shares from time to time in open market or private
transactions, in accordance with applicable laws and regulations,
and subject to market conditions and other factors.  The
repurchases may be commenced or suspended from time to time
without prior notice.

                           Background

In May 2007, NASDAQ and OMX entered into a transaction agreement
to combine the two companies by way of public offer.  The proposed
combination of NASDAQ and OMX was recommended by both Boards of
Directors.  

On the morning of August 9, 2007, Borse Dubai announced in a press
release that it was in the process of purchasing OMX shares and
entering into options to purchase OMX shares in a stake-building
process with certain selected investors.

Borse Dubai purchased shares at SEK 230 per share representing
4.9 per cent of OMX’s total issued and outstanding shares and
entered into option agreements with counterparties to purchase
another 24.2 per cent of OMX’s shares.  Following the acquisition
of that strategic stake in OMX, the Board of Directors of Borse
Dubai decided on August 17, 2007, to launch an all cash offer of
SEK 230 per OMX share.

Commenting on the agreements, Bob Greifeld, President and Chief
Executive Officer of NASDAQ, said, “These developments herald an
important step forward for NASDAQ.  Taken together, these
strategic actions will provide us with a footprint unlike any
other exchange, creating a global exchange leader, with operations
in key markets around the world.  On the closing of the
transactions with Borse Dubai, and completion of the proposed
combination with OMX AB, we will have the technological
infrastructure and the financial strength to serve our customers
and to achieve our global ambitions.”

Essa Kazim, Chairman of Borse Dubai, relates that, “Our primary
objective is to build a world class, growth oriented exchange out
of Dubai and to become the center for capital markets activities
in the emerging markets.  By entering into this partnership with
NASDAQ, we will benefit from NASDAQ’s world leading brand,
technology and platform.  In addition, this combination will
establish a gateway to large pools of liquidity.”

It is contemplated that at the end of this transaction, NASDAQ and
OMX will be known as The NASDAQ OMX Group, Inc.

                        About Borse Dubai

Incorporated on Aug. 7, 2007, in the Dubai International Financial
Centre, Borse Dubai Limited is 60 per cent owned by the Investment
Corporation of Dubai, 20 per cent by Dubai Group LLC (a member of
the Dubai Holding Group) and 20 per cent by DIFC Investments LLC.
Borse Dubai’s sole business purpose is to act as a holding company
for investments in stock exchanges, including the Dubai Financial
Market and the Dubai International Financial Exchange.

                        About NASDAQ Stock

Headquartered in New York City, The Nasdaq Stock Market Inc.
(Nasdaq: NDAQ) -- http://www.nasdaq.com/-- is an electronic       
equity securities market in the United States with about 3,200
companies.


NASDAQ STOCK: Submits Investment Deals for CFI's Consideration
--------------------------------------------------------------
As part of a series of transactions that includes a 19.99%
investment by Borse Dubai in what will become The NASDAQ OMX
Group, with a 5% voting rights limitation which can not be altered
without SEC approval.  The Nasdaq Stock Market Inc. and Borse
Dubai will voluntarily submit the transaction for consideration by
the Committee on Foreign Investment in the U.S.

When finalized, these transactions will create a financial
marketplace that will further strengthen New York City and the
United States as a financial center.

Headquartered in New York City, The Nasdaq Stock Market Inc.
(Nasdaq: NDAQ) -- http://www.nasdaq.com/-- is an electronic       
equity securities market in the United States with about 3,200
companies.


NASDAQ STOCK: Moody's Reviews Ba3 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service placed the Ba3 corporate family rating
of Nasdaq Stock Market Inc. on review for upgrade.  This action
follows Nasdaq's agreement to sell a major portion of its common
stock investment in the London Stock Exchange to Borse Dubai and
reduce debt, as well as the potential business combinations
between Borse Dubai, OMX AB and NASDAQ.

The sale of the LSE investment is a stand-alone component of a
complex series of transactions.  It is not contingent upon the
rest of the transactions being completed, is expected to close
shortly and the proceeds will be used to repay NASDAQ's existing
rated bank debt.  Accordingly, Moody's will withdraw its ratings
on this bank debt upon repayment.

Moody's said that after this bank debt repayment occurs, NASDAQ's
credit metrics will be substantially improved. However, this is
expected to be temporary given the debt that will be raised to
finance the cash component of NASDAQ's OMX purchase.

Moody's said the review of NASDAQ's corporate family rating will
focus on several factors.  The review will examine the long-term
strategic opportunities and execution risks presented by the
combination of the NASDAQ and OMX franchises. Additionally,
Moody's will consider NASDAQ's credit metrics, financial policy
and appetite for leverage in the future.

Finally, Moody's will assess the implications of Borse Dubai's
significant ownership stakes in both NASDAQ and the London Stock
Exchange should all components of the proposed series of
transactions be completed.  Given the complexity and uncertainty
of closing this series of transactions, Moody's expects a ratings
review period of roughly six months.

This rating actions were taken on NASDAQ:

   -- Ba3 Corporate Family Rating placed on review for upgrade

These ratings were confirmed and will be withdrawn on repayment:

   -- $750 million six-year Senior Term Loan B Facility at Ba3
   -- $75 million, five-year Revolving Credit Facility at Ba3
   -- $335 million six-year Term Loan C Facility at Ba3

NASDAQ Stock Market Inc. operates a leading US stock exchange and
reported earnings of $74.4 million for the six months ending
June 30, 2007.


NASDAQ STOCK: S&P Puts BB Counterparty Credit Rating on Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on The
Nasdaq Stock Market Inc, including its 'BB' long-term counterparty
credit rating, on CreditWatch Positive, after Nasdaq announced
that it is selling the bulk of its investment
in the London Stock Exchange PLC to Borse Dubai, and using the
proceeds to pay down rated term loans.

The CreditWatch action also considers the strategic steps Nasdaq
is taking to secure a merger with OMX AB, announced on May 25,
2007.  The ratings on OMX AB remain on CreditWatch Negative.

Proceeds from the sale of the LSE shares will total about
$1.6 billion.  Nasdaq will use the proceeds to repay
$1.1 billion of rated term loans by the end of September.

Nasdaq's agreement to merge with OMX has been stymied by the Borse
Dubai, which made a counteroffer to acquire the Swedish exchange.  
Nasdaq has reached an agreement in which it will ultimately
acquire OMX on its original terms and Borse Dubai will have a
19.9% economic interest in the combined Nasdaq OMX.

The original consideration for OMX was $3.7 billion (54% stock,
46% cash).  The $1.7 billion cash portion, which does not change
with the agreement with Borse Dubai, is to be financed with a new
credit facility that would have placed an additional burden on the
company's already heavy debt load.  But with the pay-off of
existing term loans, the combined organization's debt burden eases
modestly.

"Nasdaq will remain on CreditWatch until we meet with management
and obtain details on Nasdaq's financing plans and capital
structure, as well as its new strategic relationship with Borse
Dubai.  If we gain comfort that these transactions improve the
combined Nasdaq OMX's financial profile, compared to the original
merger agreement, ratings could be raised," said Standard & Poor's
credit analyst Charles D. Rauch.


NEW CENTURY: Residential Mortgage to Buy Loans for $23,330,000
--------------------------------------------------------------
New Century Financial Corporation and Residential Mortgage
Solution LLC signed an amended and restated mortgage loan
purchase agreement on Sept. 12, 2007, providing for the sale
of certain disputed loans to Residential Mortgage for a bidding
price of $23,330,000.

The the U.S. Bankruptcy Court for the District of Delaware
has approved the Asset Purchase Agreement and has authorized
New Century to take all actions necessary to consummate and
close the sale.  Judge Carey said that the purchase price set
forth in the APA "constitutes the highest and best offer for
the Disputed Loans and will provide a greater recovery for the
Debtors' creditors than would be provided by any other available
alternative."

The purchase price is 40% lower than the original amount
contemplated by the parties.  The Debtors and Residential
Mortgage, on August 3, 2007, had entered into a letter of
intent, in which Residential Mortgage agreed to purchase certain
disputed loans with a $40,000,000 offer.

The Court-approved settlement between the Debtors and DB
Structured Products provides that $14,000,000 of the sale
proceeds will go to DBSP with the remaining amount to be kept by
the Debtors.

The sale of the loans will be free and clear of liens, claims,
encumbrances, and interests.

Ellington Management Group, LLC, the backup bidder for the
Disputed Loans, will be bound by the terms of its submitted bid
at the Auction, in the event that the sale to Residential
Mortgage fails to close.

The APA provided that, Residential Mortgage and the Debtors were
required to close the sale by September 18, 2007, unless the
parties agree to an extension.

The Court noted that in the event the parties elect to include
among the purchased assets any loans that are subject to the
terms of a Stipulated Preliminary Injunction entered between the
State of Ohio, ex rel. March Dann, Attorney General and New
Century Financial, and New Century Mortgage Corporation and
Home123 corporation on March 28, 2007, the additional loans will
not be sold, assigned or transferred to the purchaser unless:

    -- the State of Ohio consents in writing to the sale,
       assignment, or transfer of any mortgage loans or

    -- the sale assignment or transfer of any of the loans is
       made in accordance with the terms of the Preliminary
       Injunction or the Agreed Entry for Release of Four loans
       and Sale of 21 Loans entered among the State of Ohio, the
       Debtors, and DBSP.

A full-text copy of the Amended and Restated Mortgage Loan
Purchase Agreement is available at no charge at:

               http://researcharchives.com/t/s?23a7

Founded in 1995, Irvine, Calif.-based New Century Financial
Corporation (NYSE: NEW) -- http://www.ncen.com/-- is a real
estate investment trust, providing mortgage products to borrowers
nationwide through its operating subsidiaries, New Century
Mortgage Corporation and Home123 Corporation.  The company offers
a broad range of mortgage products designed to meet the needs of
all borrowers.

The company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  The
Official Committee of Unsecured Creditors selected Hahn & Hessen
as its bankruptcy counsel and Blank Rome LLP as its co-counsel.
When the Debtors filed for bankruptcy, they listed total assets of
$36,276,815 and total debts of $102,503,950.  

The Debtors' exclusive period to file a plan expires on Nov. 28,
2007.  (New Century Bankruptcy News, Issue No. 22; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or   
215/945-7000).


NEW CENTURY: Sec. 341 Meeting of Creditors to Resume Oct. 10
------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
notified the U.S. Bankruptcy Court for the District of Delaware
that the meeting of creditors in New Century Financial Corp.
and its debtor-affiliates' Chapter 11 cases will resume on
Oct. 10, 2007, 10:00 a.m., at Room 5209, J. Caleb Boggs
Federal Building, 844 King Street, in Wilmington, Delaware.

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

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

Founded in 1995, Irvine, Calif.-based New Century Financial
Corporation (NYSE: NEW) -- http://www.ncen.com/-- is a real
estate investment trust, providing mortgage products to borrowers
nationwide through its operating subsidiaries, New Century
Mortgage Corporation and Home123 Corporation.  The company offers
a broad range of mortgage products designed to meet the needs of
all borrowers.

The company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  The
Official Committee of Unsecured Creditors selected Hahn & Hessen
as its bankruptcy counsel and Blank Rome LLP as its co-counsel.
When the Debtors filed for bankruptcy, they listed total assets of
$36,276,815 and total debts of $102,503,950.  

The Debtors' exclusive period to file a plan expires on Nov. 28,
2007.  (New Century Bankruptcy News, Issue No. 22; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or   
215/945-7000).


NORANDA ALUMINUM: Posts $10.6 Mil. Net Loss in Qtr. Ended June 30
-----------------------------------------------------------------
Noranda Aluminum Holding Corporation disclosed on Sept. 19, 2007,
its results for the three and six months ended June 30, 2007.

The company reported a net loss of $10.6 million in the three
months ended June 30, 2007, compared with net income of
$36.7 million for the comparable period in 2006.  Net income for
first six months of 2007 was $23.6 million, compared with net
income of $56.0 million for the comparable period in 2006.

Sales of $362.6 million and $700.0 million in the three and six
months ended June 30, 2007, respectively, exceeded sales of
$340.8 million and $649.3 million in the three and six months
ended June 30, 2006, respectively, due mainly to 9.0% higher
Midwest prices for primary aluminum in the first six months of
2007 versus 2006.  

Operating income of $47.7 million and $114.0 million in the three
and six months ended June 30, 2007, respectively, compared to
$66.2 million and $107.4 million in the three and six months ended
June 30, 2006, respectively, was impacted by higher 2007
depreciation expense as a result of the allocation of the cost of
the acquisition of Noranda Aluminum Inc. by affiliates of Apollo
Management L.P. in May 2007.

Adjusted EBITDA of $89.3 million and $174.0 million in the three
and six months ended June 30, 2007, respectively, exceed Adjusted
EBITDA of $86.9 million and $142.9 million in the three and six
months ended June 30, 2006, respectively, due mainly to the higher
prices for primary aluminum.  

At June 30, 2007, the company reported that it had $1.67 billion
in total assets, $1.67 billion in total liabilities, and
$3.0 million in total shareholders' equity.

                      Management's Comments

Bill Brooks, the company's president and chief executive officer,
stated, "In spite of our recently completed auction process and
ongoing transition to a stand alone company, our operations
performed well during the first half of this year, in part due to
improved cost management, especially at our New Madrid smelter,
operated by our upstream business, where record output for the six
months had a positive impact on unit costs.  Our upstream business
also benefited during the first half from strong global demand for
aluminum driven by robust growth in Asia and favorable
substitution trends away from other metals.  

"Additionally, during the second quarter, Missouri's state
regulator for electrical power and Ameren, New Madrid's electrical
power supplier, settled a year long rate case, the result of which
should decrease New Madrid's annual power costs by approximately
5.0% going forward, or approximately $7.0 million per year
compared with the previous rate regime.  Also, we are very pleased
to have reached our third five-year labor agreement between
Noranda and our hourly employees at New Madrid.  In our downstream
business, performance has been impacted by the general U.S.
economic slowdown, and in particular the slowdown in housing.  
Finally, despite having historically been a division of a large
and diversified mining company, we are nearly complete in our
transition to a stand alone company, both operationally and
culturally, and we are seeing its cash benefits through an
intensified focus on free cash flow management."

Brooks added, "We continue to see solid long-term global
fundamentals for aluminum, and we continue to feel good about the
long-term prospects for both our upstream and downstream
businesses."

               Norada Aluminum Acquisition Acquires
                   Noranda Intermediate Holding

On May 18, 2007, Noranda Aluminum Acquisition Corporation, a
wholly owned subsidiary of the company, which in turn is wholly
owned by affiliates of Apollo Management L.P., acquired Noranda
Intermediate Holding Corporation, a newly formed subsidiary of
Xstrata plc, which owns all of the outstanding shares of Noranda
Aluminum Inc.  The purchase price for Noranda Intermediate Holding
Corporation was $1.15 billion, excluding transaction costs.  In
connection with the acquisition, Noranda Aluminum Acquisition
Corp. issued $1.01 billion of funded debt, consisting of
$510.0 million in senior floating rate notes due 2015 and senior
secured credit facilities to provide senior secured financing of
up to $750.0 million, consisting of: (i) a $500.0 million term
loan facility; and (ii) a $250.0 million revolving credit
facility, which was undrawn both at the close of the acquisition
and at June 30, 2007.  Subsequent to the Apollo acquisition,
certain members of management contributed $1.9 million in cash
through the purchase of common shares of Noranda Aluminum
Acquision Corp.  As part of the transition to a standalone
company, the company took advantage of attractive aluminum prices
to increase visibility into its projected cash flow by entering
into forward hedges to lock in the price at which it will sell
approximately 45.0% of its anticipated primary aluminum production
from June 2007 through 2010.

On June 7, 2007, Noranda issued $220.0 million of senior floating
rate notes, the net proceeds of which were used to pay a dividend
to Noranda’s shareholders.

Since Apollo agreed to purchase the company, the company has
generated substantial free cash flow, which was the result of
working capital improvements and strong aluminum prices.  As a
result, on June 28, 2007, the company voluntarily repaid
$75.0 million of its term loan B facility, reducing this loan to
$425.0 million and bringing total consolidated debt to
$1.15 billion as of June 30, 2007.

                      About Noranda Aluminum

Noranda Aluminum Holding Corp. -- http://www.norandaaluminum.com/
-- is a North American integrated producer of value-added primary
aluminum products as well as high quality rolled aluminum coils.  
The company has two businesses, the primary metals business, or
upstream business, which produces approximately 250,000 metric
tons of primary aluminum annually, and the rolling mills, or
downstream business, which is one of the largest foil producers in
North America and a major producer of light gauge sheet products.  
Noranda is a private company owned by affiliates of Apollo
Management LP.

                          *     *     *

As reported in the Troubled Company Reporter on June 7, 2007,
Standard & Poor's Ratings Services lowered all ratings on Noranda
Aluminum Holding Corp., including the long-term corporate credit
rating to 'B' from 'B+', after the company announced it intends to
issue $220 million of unsecured floating-rate notes to finance a
$211 million special dividend to its private equity owner, Apollo
Management L.P.


NORTHERN ORION: Agrees with Yamana Gold's Offering Amendments
-------------------------------------------------------------
Northern Orion Resources Inc. acknowledges Yamana Gold Inc.'s
statement that Yamana has amended its offer for 100% of the shares
of Meridian Gold Inc.  Yamana has:

   1. reduced the minimum tender condition relating to the
      Meridian Offer from 66-2/3% to 50.1%;

   2. extended the offer deadline to Meridian shareholders from
      8:00 pm, Toronto time on Sept. 24 to 8:00 pm, Toronto
      time on Oct. 2, 2007; and

   3. increased the cash component of the Meridian Offer by
      CDN$2.50 per share for a total of CDN$6.50 per share,
      while keeping the share component of the offer unchanged
      at 2.235 Yamana common shares.

Yamana reports that the cash portion of the consideration will be
funded from Yamana's available debt facilities.

Under the terms of a definitive business combination agreement
between Yamana and Northern Orion on July 19, 2007, Yamana will,
upon the satisfaction or waiver of customary conditions, acquire
all of the issued and outstanding shares of Northern Orion on the
basis of 0.543 of a Yamana share for each Northern Orion share.

The Northern Orion board continues to support the Plan of
Arrangement with Yamana and has agreed with Yamana to amend the
Minimum Meridian Condition under the Plan of Arrangement.  This
condition of the Plan of Arrangement has been amended to reduce
the number of Meridian shares that must be deposited to the
Meridian Offer and not withdrawn at the time of expiry from
66-2/3% to 50.1%.

Yamana has also agreed to commence take up of Meridian shares
under the Meridian Offer once the new minimum tender condition of
50.1% has been satisfied and all other conditions to its offer
have been satisfied or waived.

Yamana has also agreed to close the Plan of Arrangement with
Northern Orion as soon as practical after the tender for the
Meridian shares under the new minimum tender condition and will
continue thereafter to use commercially reasonable best efforts to
acquire the remaining issued shares of Meridian not held by
Yamana.

Endeavour Financial International Corporation and GMP Securities
L.P. are financial advisors to Northern Orion.

GMP Securities L.P., have provided an updated fairness opinion to
Northern Orion's board of directors based on the Plan of
Arrangement and their review of Yamana's revised offer to Meridian
shareholders.  GMP continues to be of the opinion that the
consideration offered to Northern Orion shareholders by Yamana is
fair, from a financial point of view, to the shareholders of
Northern Orion.

                     About Yamana Gold Inc.

Headquartered in Toronto, Ontario, Yamana Gold Inc. (TSE:YRI) --
http://www.yamana.com/-- is engaged in the acquisition,  
exploration, development and operation of mineral properties in
Latin America.  The company has gold and copper production,
exploration properties and land positions in Brazil, Honduras and
Argentina.  

               About Northern Orion Resources Inc.

Headquartered in Vancouver, British Columbia, Northern Orion
Resources Inc.-- http://www.northernorion.com/-- (TSX: NNO)(AMEX:  
NTO) is engaged in the mining of copper and gold, and in the
exploration for and the development of, base and precious metals
through direct and indirect foreign subsidiaries and branches.  
The company has a 12.5% equity interest in the Bajo de la
Alumbrera copper-gold mine in the Catamarca Province, Argentina
(the Alumbrera Mine) and a 100% interest in the Agua Rica copper-
gold-molybdenum project in the Catamarca Province, Argentina (the
Agua Rica Project). Northern Orion also has an undivided 50%
interest in the Mantua Project, a copper-gold project in Cuba.

On Aug. 22, 2007, Northern Orion Resources Inc. shareholders
approved the Plan of Arrangement with Yamana Gold Inc. at a
Special Meeting of Northern Orion shareholders.  The Arrangement
was approved by 83.1% of the votes cast and no notices of dissent
were received.  

Under the terms of the Arrangement, Northern Orion shareholders
will receive 0.543 of a Yamana share plus CDN$0.001 in cash for
each Northern Orion share.  Among other regulatory requirements,
completion of the Arrangement between Northern Orion and Yamana
remains subject to at least 66 2/3% of Meridian Gold Inc. shares
being tendered to the Yamana offer for Meridian.  


ONE COMMUNICATIONS: S&P Revises Outlook to Negative
---------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Rochester, New York-based One Communications Corp. to negative
from stable because of liquidity concerns over the next few
quarters.  All other ratings, including the 'B' corporate
credit rating were affirmed.  Total debt on an operating lease-
adjusted basis as of June 30, 2007, was about $663 million at One
Communications, a competitive local exchange carrier.

"The negative outlook on reflects our concern about the company's
narrow margin of financial covenant compliance at the end of the
2007 second quarter," said Standard & Poor's credit analyst Allyn
Arden.  Continued integration and sales productivity issues since
the 2006 combination of Choice One Communications, CTC
Communications, and Conversent Communications have resulted in
weaker-than-expected EBITDA despite the full realization of $49
million of synergies from the combination.

As a result, the company had a thin cushion as of
June 30, 2007, compared with its 3x leverage covenant.
Additionally, One Communications' leverage covenant tightens to
2.75x by the second quarter of 2008, which may be difficult to
achieve given current operating trends.  If the company is not
able to improve operations and demonstrate a sufficient cushion
under its bank covenants over the next couple of quarters, we
could lower the rating.

The ratings on One Communications continue to reflect a vulnerable
business risk profile stemming from a lack of sustainable
competitive advantages against financially stronger incumbent
telecom operators, exposure to potential regulatory changes, low
barriers to entry, integration issues, and a highly leveraged
financial risk profile.

The company will be challenged to grow its customer base in the
face of increasing competition from the regional Bell operating
companies, primarily Verizon Communications Inc. and AT&T Inc. It
may also face increasing competition in the small and midsize
business segment from cable operators.  Tempering factors include
the economies of scale associated with the size of the company,
modest discretionary cash flow, and the lengthy duration of
customer contracts.


PIER 1: Posts $43.4 Million Net Loss in Quarter Ended September 1
-----------------------------------------------------------------
Pier 1 Imports, Inc. disclosed its financial results for the
second quarter ended Sept. 1, 2007.

Pier 1 Imports Inc. reported a net loss from continuing operations
of $43.4 million for the second quarter ended Sept. 1, 2007,
versus a net loss of $73.1 million for the year ago period.  Total
sales declined 7.0% for the second fiscal quarter to
$344.6 million from $370.7 million in the year-ago quarter.
Comparable store sales, which exclude Pier 1 Kids, clearance
stores and e-commerce, declined 3.6% for the quarter.

               Merchandise Margin and Gross Profit

Merchandise margins in the second quarter were 47.0% of sales.
Historically, the second quarter has the lowest merchandise
margins of the year as a result of the semi-annual clearance event
in June and July.  In addition, margins for the quarter were
further reduced by an estimated 200 basis points as a result of
the aggressive liquidation of Pier 1 Kids, e-commerce, clearance
and the remaining modern craftsman merchandise.  During the month
of August, when the company had no unusual promotional discounting
activities, merchandise margins were approximately 52.0% excluding
Pier 1 Kids, e-commerce and clearance stores and were comparable
to last year.  Store occupancy expense for the second quarter
decreased $2.5 million from the year ago period.

           Selling, General and Administrative Expenses

Selling, general and administrative expenses for the second
quarter were $35.6 million less than the year ago period, and were
34.1% of sales compared to 41.3% of sales last year.  The primary
contributors to the decrease in on-going costs were savings of
approximately $14.0 million in marketing expense, $13.9 million in
payroll, and $4.8 million in other general administrative costs
when compared to the same period last year.

During the second quarter, selling, general and administrative
expenses also included $7.4 million in lease termination charges,
impairment charges, and severance/outplacement costs, compared to
special charges of $10.3 million reported in the same period last
year, a decrease of $2.9 million.  Excluding the impact of these
charges, adjusted selling, general and administrative expenses for
the second quarter declined $32.7 million from the year ago period
and for the year declined $52.5 million when compared to the first
six months of fiscal 2007.

Alex W. Smith, the company's president and chief executive
officer, said, "I am delighted that our strenuous efforts to
simplify our business and drive out costs are already
significantly improving our bottom line.  We know that if we
continue to focus on execution of our six business priorities, we
will be able to reverse five years of deteriorating trends and
return to profitability and beyond.

The company reported that as of Sept. 1, 2007, it had
$838.5 million in total assets, $576.3 million in total
liabilities, and $262.1 million in total stockholders' equity.

                       About Pier 1 Imports

Based in Fort Worth, Texas, Pier 1 Imports Inc. (NYSE: PIR)
-- http://www.pier1.com/-- is a specialty retailer of imported      
decorative home furnishings and gifts.

                          *     *     *

Pier 1 Imports' corporate family rating was downloaded to Caa1 by
Moody's Investors Service in January 2007.  Moody's said that the
rating outlook is negative.


PLATINUM PROPERTIES: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Platinum Properties of Central Florida Inc.
        16651 Citrus Parkway
        Clermont, FL 34714

Bankruptcy Case No.: 07-04441

Type of Business: The Debtor is a developer of planned/
                  gated communities in Lake County and
                  Polk County, Florida.

Chapter 11 Petition Date: September 20, 2007

Court: Middle District of Florida (Orlando)

Debtor's Counsel: R. Scott Shuker, Esq.
                  Latham Shuker Eden & Beaudine LLP
                  P.O. Box 3353
                  Orlando, FL 32802
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

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


POGO PRODUCING: Completes Redemption of $200 Mil. Senior Notes
--------------------------------------------------------------
Pogo Producing Company has completed the redemption of all
$200 million of its 8-1/4% Senior Subordinated Notes due 2011.
Pogo paid approximately $212.6 million, including accrued
interest, to redeem the notes.

The indenture governing the Notes provides for their redemption at
102.75% of their face amount, plus accrued interest to Sept. 19,
2007.

Headquartered in Houston, Texas, Pogo Producing Company (NYSE:
PPP) -- http://www.pogoproducing.com/-- explores, develops
and produces oil and natural gas.  Pogo owns approximately
1,900,000 gross leasehold acres in major oil and gas provinces in
the United States, 6,354,000 acres in New Zealand and 1,480,000
acres in Vietnam.

                         *     *     *

As reported in the Troubled Company Reporter on May 31, 2007,
Standard & Poor's Ratings Services said that its 'BB' corporate
credit rating on Pogo Producing Co. remains on CreditWatch with
developing implications following the company's announcement that
it is selling its Canadian oil- and gas-producing subsidiary for
$2 billion.


POWERCOLD CORP: Michael J. Willms Resigns from Board  
----------------------------------------------------
Michael J. Willms resigned on Sept. 13, 2007, as a member of the
board of directors of PowerCold Corporation.  Mr. Willms was also
the chair and sole member of the company's audit committee.  

On the same date, Randy Rutledge resigned as a member of the board
of directors of PowerCold Corporation.

Mr. Willms and Mr. Rutledge were appointed to the board of
directors on Nov. 1, 2006, based on their background and
experience.

However, the company stated that Mr. Willms and Mr. Rutledge never
accomplished any of these three specific matters:

   i. support all accounting and financial functions and to
      seek out and hire a new independent accounting firm;

  ii. implement new internal controls; and

iii. assist in locating funding sources for the company.  
      
The company related that they did not provide any solid initiative
to support these matters, nor did they take any action to support
the company's future on-going efforts.

On July 11, 2007, the board of directors terminated Mr. Rutledge
as chief financial officer of the company for non-performance.  
The board of directors also asked Mr. Rutledge to resign as a
director of the company.  

On June 27, 2007, Mr. Willms notified management via email that he
would resign from the company's board of directors if Mr.
Rutledge, whom Mr. Willms recommended as the CFO, was terminated.

The board of directors is seeking additional qualified individuals
to serve as directors, audit committee members, as well as chief
financial officer.  The board of directors are also reviewing
various internal and external options to support and strengthen
its accounting and financial functions including internal
controls.

                 About PowerCold Corporation

Headquartered in La Vernia, Texas, PowerCold Corporation --
http://www.powercold.com/-- designs, develops and markets HVAC  
products and systems for commercial use.  The company derives its
revenues from two principal product line applications.  The first
is a line of proprietary energy efficient products, including
evaporative condensers and fluid coolers for the HVAC industry.  
The second is a proprietary four pipe integrated piping system for
commercial buildings that reduces power costs by up to 50% for air
conditioning and refrigeration systems and provides a clean
comfort air environment.

On June 30, 2006, the company's balance sheet showed $1,336,347 in
total assets and $5,229,198 in total liabilities resulting a
$3,892,852 stockholders' deficit.


PRIMA CAPITAL: Fitch Affirms Low-B Ratings on Three Cert. Classes
-----------------------------------------------------------------
Fitch upgraded one class of Prima Capital CRE Securitization
2006-1, Ltd./Corp. as:

-- $27.8 million class B upgraded to 'AA+' from AA';

In addition, Fitch affirms these classes:

-- $326 million class A-1 affirmed at 'AAA';
-- $64 million class A-2 affirmed at 'AAA';
-- $22.3 million class C affirmed at 'A+';
-- $16.7 million class D affirmed at 'A-';
-- $18.1 million class E affirmed at 'BBB+';
-- $12.5 million class F affirmed at 'BBB';
-- $9.7 million class G affirmed at 'BBB-';
-- $13.9 million class H affirmed at 'BB';
-- $15.3 million class J affirmed at 'B';
-- $5.6 million class K affirmed at 'B-'.

The upgrade of class B is due to an improvement in the credit
quality of the portfolio, the delevering of the capital structure,
and the amortization of underlying collateral. According to the
servicer, the collateralized debt obligation is holding about
$37.5 million in cash from the repayment of the General Motors
Building mezzanine loan (7.1%) and will be remitted to the trustee
on the scheduled remittance date on Sept. 25, 2007.  According to
the trustee, the funds will be applied as principal distribution
on the scheduled payment date on Sept. 28, 2007.  Additionally,
the General Motors Building B-notes (4.2%) have defeased.  After
accounting for the cash held for principal distribution, the
credit enhancement to the rated notes has improved.

Prima 2006-1 is a cash flow commercial real estate CDO that closed
on Nov. 6, 2006.  The portfolio was selected and is monitored by
Prima Capital Advisors LLC. The transaction is static and was
fully ramped at closing with no reinvestment period.  Per the
August 2007 trustee report and excluding the General Motors
Building mezzanine loan, the CDO is substantially invested as
follows: commercial mortgage whole loans (14.8%), B-notes (28.0%),
mezzanine loans (18.3%), commercial mortgage-backed securities
(CMBS; 14.6%), senior unsecured real estate investment trust debt
(REIT: 13.2%) and CRE CDO (11.1%).

The Fitch poolwide expected loss is currently 19.875% compared to
19.75% at issuance.  Although this is a slight increase, due to
higher modeled expected losses on the Fitch loans of concerns, the
delevering of the capital structure still warrants an upgrade to
class B.  Upgrades were tempered due to the presence of a
significant percentage of transitional assets still in the
stabilization stage of their business plans.

Of the rated securities, the credit quality has improved with the
weighted average rating factor decreasing to 5.54 compared to 6.34
at closing, remaining in the 'BBB/BBB-' category.  Based on Fitch
categorization of the commercial real estate loan assets, office
properties comprise the largest percentage of assets in the pool
at 35.7%.  The office loans are primarily secured by buildings in
the major metropolitan areas, of which 24.2% are located in New
York, Chicago, and Boston.  Multifamily properties are the second
largest percentage at 14.7%, with 12.2% of the assets located in
California.  One loan on a retail property in Missouri accounts
for 7.1% of the pool.

The Fitch PEL is a measure of the hypothetical loss inherent in
the pool at the 'AA' stress environment before taking into account
the structural features of the CDO liabilities.  Fitch PEL
encompasses all loan, property, and poolwide characteristics
modeled by Fitch.

The ratings of the class A-1, A-2 and B notes address the
likelihood that investors will receive full and timely payments of
interest, as per the governing documents, as well as the aggregate
outstanding amount of principal by the stated maturity date.  The
ratings of the class C, D, E, F, G, H, J and K notes address the
likelihood that investors will receive ultimate interest and
deferred interest payments, as per the governing documents, as
well as the aggregate outstanding amount of principal by the
stated maturity date.


QUAKER FABRIC: U.S. Trustee Appoints Five-Member Creditors' Panel
-----------------------------------------------------------------
Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, appointed
five creditors to serve on an Official Committee of Unsecured
Creditors in Quaker Fabric Corp. and its debtor-affiliate, Quaker
Fabric Corporation of Fall River's chapter 11 cases.

The Committee members are:

    1. Unifi Manufacturing, Inc.
       Attn: Charles F. McCoy
       7201 West Friendly Avenue
       Greensboro, NC 27410
       Tel: (336) 316-5660
       Fax: (336) 856-4364

    2. Zhongwang Holding Group Co.
       fka Hangzhou Zhongwang Fabric
       Attn: Richard S. Mittleman
       c/o Cameron & Mittleman LLP
       56 Exchange Terrace
       Providence, RI 02903
       Tel: (401) 331-5700
       Fax: (401) 331-5787

    3. American Fibers and Yarns Company
       Attn: Gilda Schatzman
       55 Vilcom Circle, Suite 300
       Chapel Hill, NC 27514
       Tel: (919) 969-4239
       Fax: (919) 969-4269

    4. Regifil, Inc.
       Attn: Lisa Fecteau
       10 Route 108, St. Ephrem de Beauce
       Quebec, Canada GOM 1RO
       Tel: (418) 397-5775
       Fax: (418) 397-8263

    5. Noveon Inc.
       Attn: William J. Webb
       c/o The Lubrizol Corporation
       29400 Lakeland Boulevard
       Wickliffe, OH 44092
       Tel: (440) 347-1512
       Fax: (440) 347-5218

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 reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

Based in Fall River, Mass., Quaker Fabric Corp. (NASDAQ: QFAB)
-- http://www.quakerfabric.com/-- designs, manufactures, and
markets woven upholstery fabrics primarily for residential
furniture manufacturers and jobbers.  It also develops and
manufactures specialty yarns, including chenille, taslan, and spun
products for use in the production of its fabrics, as well as for
sale to distributors of craft yarns, and manufacturers of home
furnishings and other products.  The company is one of the largest
producers of Jacquard upholstery fabrics.

Quaker Fabric sells its products through sales representatives and
independent commissioned sales agents in the United States,
Canada, Mexico, and internationally.

The company and its affiliate, Quaker Fabric Corporation of Fall
River, filed for chapter 11 protection on Aug. 16, 2007 (Bankr. D.
Del. Case No. 07-11146).  John D. Sigel, Esq., and Dennis L.
Jenkins, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP,
represent the Debtors in their restructuring efforts.  Joel A.
Waite, Esq., and Joseph M. Barry, Esq., at Young Conaway Stargatt
& Taylor, LLP, are the Debtors' co-counsel.  The Debtors' balance
sheet at June 2, 2007 disclosed total assets of $155,243,945 and
total debts of S$60,407,158.


QUAKER FABRIC: Courts Okays Sale to Gordon Brothers for $27 Mil.
----------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware approved the sale of Quaker Fabric Corp. and Quaker
Fabric Corporation of Fall River's tangible assets and
intellectual property free and clear of all liens, claims,
interests and encumbrances.

Under the approved Asset Purchase Agreement, the Debtors will sell
will sell their intellectual property, inventory, and machinery
and equipment to Gordon Brothers Group, LLC, for $27 million.  
Further, Gordon Brothers will have the exclusive right to
designate certain of the Debtors' real estate.

Court documents further disclose that Gordon Brothers will
transfer the acquired assets to Victor Innovatex Inc.  Victor
Innovatex will also take over the Debtors' facility located at 81
Commerce Drive in Fall River, Massachusetts.

Based in Fall River, Mass., Quaker Fabric Corp. (NASDAQ: QFAB)
-- http://www.quakerfabric.com/-- designs, manufactures, and
markets woven upholstery fabrics primarily for residential
furniture manufacturers and jobbers.  It also develops and
manufactures specialty yarns, including chenille, taslan, and spun
products for use in the production of its fabrics, as well as for
sale to distributors of craft yarns, and manufacturers of home
furnishings and other products.  The company is one of the largest
producers of Jacquard upholstery fabrics.

Quaker Fabric sells its products through sales representatives and
independent commissioned sales agents in the United States,
Canada, Mexico, and internationally.

The company and its affiliate, Quaker Fabric Corporation of Fall
River, filed for chapter 11 protection on Aug. 16, 2007 (Bankr. D.
Del. Case No. 07-11146).  John D. Sigel, Esq., and Dennis L.
Jenkins, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP,
represent the Debtors in their restructuring efforts.  Joel A.
Waite, Esq., and Joseph M. Barry, Esq., at Young Conaway Stargatt
& Taylor, LLP, are the Debtors' co-counsel.  The Debtors' balance
sheet at June 2, 2007 disclosed total assets of $155,243,945 and
total debts of S$60,407,158.


QUAKER FABRIC: Sells Bleachery Pond Property for $2.6 Million
-------------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware approved the sale of Quaker Fabric Corp. and Quaker
Fabric Corporation of Fall River's property called the Bleachery
Pond to Atlantis Charter School free and clear of all liens,
claims, interests and encumbrances.

The Bleachery Pond is made up of 66 acres of underdeveloped land
in Fall River, Massachusetts.

Under the Court-approved agreement, Atlantis Charter will purchase
the property for $2.6 million.

Based in Fall River, Mass., Quaker Fabric Corp. (NASDAQ: QFAB)
-- http://www.quakerfabric.com/-- designs, manufactures, and
markets woven upholstery fabrics primarily for residential
furniture manufacturers and jobbers.  It also develops and
manufactures specialty yarns, including chenille, taslan, and spun
products for use in the production of its fabrics, as well as for
sale to distributors of craft yarns, and manufacturers of home
furnishings and other products.  The company is one of the largest
producers of Jacquard upholstery fabrics.

Quaker Fabric sells its products through sales representatives and
independent commissioned sales agents in the United States,
Canada, Mexico, and internationally.

The company and its affiliate, Quaker Fabric Corporation of Fall
River, filed for chapter 11 protection on Aug. 16, 2007 (Bankr. D.
Del. Case No. 07-11146).  John D. Sigel, Esq., and Dennis L.
Jenkins, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP,
represent the Debtors in their restructuring efforts.  Joel A.
Waite, Esq., and Joseph M. Barry, Esq., at Young Conaway Stargatt
& Taylor, LLP, are the Debtors' co-counsel.  The Debtors' balance
sheet at June 2, 2007 disclosed total assets of $155,243,945 and
total debts of S$60,407,158.


QUANTA SERVICES: Expands Credit Facility to $475 Million
--------------------------------------------------------
Quanta Services Inc. has amended its credit facility with a
syndicate of lenders led by Bank of America N.A.  The amendment
expands the company's senior secured revolving credit facility to
$475 million from $300 million and extends the maturity date by
more than one year to Sept. 19, 2012.

"This amendment provides increased flexibility for the company
going forward," James H. Haddox, chief financial officer of Quanta
Services Inc., said.   "In addition to upsizing the credit
facility and extending the maturity, the amended facility provides
opportunities for lower pricing, more flexible share and dividend
repurchase options, and increased investment capabilities."

                      About Quanta Services

Headquartered in Houston, Texas, Quanta Services Inc. (NYSE: PWR)
-- http://www.quantaservices.com/-- provides specialized    
contracting services, delivering end-to-end network solutions for
electric power, gas, telecommunications and cable television
industries.  The company's comprehensive services include
designing, installing, repairing and maintaining network
infrastructure nationwide.

                          *     *     *

As reported in the Troubled Company Reporter on Sept. 14, 2007,
Moody's Investors Service upgraded Quanta Services Inc. corporate
family rating to Ba3 from B1 to reflect the acquisition of
Infrasource, reduced debt leverage, ample cash flow generation
relative to debt levels, and ongoing growth.  This rating action
concludes the review that began March 19, 2007.  The ratings
outlook is stable.

As reported in the Troubled Company Reporter on Sept. 7, 2007,
Standard & Poor's Ratings Services raised its corporate credit
rating on Houston, Texas-based Quanta Services Inc. by one notch
to 'BB' from 'BB-' after the completion of the company's all-stock
acquisition of competitor Infrasource Inc.  S&P also raised the
ratings on Quanta's 3.75% convertible subordinated notes and 4.5%
convertible subordinated debentures by one notch, to 'B+'.  All
ratings were removed from CreditWatch, where they were originally
placed with positive implications on March 19, 2007.  The outlook
is stable.


RAFAELLA APPAREL: S&P Revises Outlook to Negative
-------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on apparel
maker Rafaella Apparel Group Inc. to negative from stable.  At the
same time, Standard & Poor's affirmed the 'B' corporate credit
rating and the 'CCC+' unsecured debt ratings
on the company.

"The outlook revision follows our review and incorporates the
company's significant decline in revenues and profitability,
primarily as a result of lower sales to Macy's Inc., and the
corresponding weakening of credit measures," said Standard &
Poor's credit analyst Susan Ding.  "As Macy's focuses on more
upscale brands and its private-label/proprietary brands, we
believe Rafaella will be challenged to maintain its current sales
levels with the retailer."

Standard & Poor's ratings on New York City-based Rafaella reflect
the company's participation in a highly competitive and very
promotional retail environment, its relatively small size in the
apparel industry, its narrow product focus, some customer
concentration (Federated Department Stores), and
the significant debt incurred from the June 2005 acquisition of
the company by Cerberus Capital Management L.P.  The ratings also
factor in new senior management's lack of a track record with the
company.


RH DONNELLEY: Fitch Rates $1 Billion Senior Notes at B-
-------------------------------------------------------
Fitch Ratings assigned a 'B-/RR6' rating to R.H. Donnelley Corp's
$1 billion issuance of senior unsecured notes due 2017. Fitch
expects to withdraw the 'B+/RR4' rating on the R.H. Donnelley,
Inc. notes upon completion of the tender for those notes.  Fitch
has also upgraded RHD's outstanding senior debt to 'B-/RR6' from
'CCC+/RR6' and affirmed all other debt and Issuer Default Ratings.  
The Rating Outlook remains Stable.

Fitch expects proceeds to be used to fund the tender of R.H.
Donnelley Inc.'s $600 million 10 7/8% senior subordinated notes
due 2012, pay down bank debt at the RHD holding company level
and/or be used to pay fees and for general corporate purposes.

The pay down of debt at RHDI improves the recovery prospects for
debt at the RHD hold co level.  However Fitch continues to believe
the recovery would be less than 10% ('RR6') and notch this debt
two levels from RHD's IDR.  The recovery prospects at the Dex
Media Inc, Dex Media West, and Dex Media East are unaffected by
this issuance, as the Dex entities are unlikely to benefit from
lower debt levels at RHDI.

Fitch runs its Recovery Rating analysis on the three operating
companies separately.  DWE and DXE debt is secured by Dex assets.  
There is no implicit or explicit guarantee by RHD to the Dex
entities (RHD does guarantee RHDI) and there is no Dex debt being
repaid as part of this transaction.  As RHD continues to pay down
debt at RHDI, Fitch believes that RHD hold co unsecured notes will
be the beneficiary of improved recovery associated with debt
repayment at the RHDI operating company.

As Fitch has stated previously, as RHD pays down structurally
senior debt, more distressed enterprise value should be available
for certain outstanding securities and RRs would be upgraded
accordingly.

Going forward, Fitch expects management will likely balance debt
repayment with returns of capital to shareholders and that
leverage levels will remain above 5.5x for the next three-to-five
years.  There is capacity for selective repurchases and/or
financially prudent dividends incorporated into the IDR and
recovery ratings.  Also, the revised revenue, EBITDA and free cash
flow guidance are accommodated within RHD's 'B+' IDR.

RHD's ratings continue to reflect the company's historically
stable revenue base and cash flow generating capacity.  This
stability is supported by high recurring revenue (85%-95%), the
contractual nature of the company's revenues, and solid geographic
and client diversity.  Low ongoing capital expenditures, favorable
tax benefits and limited drains on working capital contribute to
the strong conversion of EBITDA to free cash flow.  Also, the
yellow pages industry has been and is expected to be less
sensitive to advertising revenue cyclicality than other
traditional advertising based media.

These factors are balanced somewhat by the high respective and
consolidated debt loads of the holding and operating companies of
RHD and Dex Media Inc., the continued competition from independent
directories, and substitution (and potential disintermediation)
risk posed by increased usage of online search.  The ratings also
reflect the limited tangible asset value, recovery prospects in
distress and the structural subordination present within the
capital structure.

Fitch has taken these rating actions:

R.H. Donnelley Corp. (RHD Holding Company)

   -- IDR affirmed at 'B+';

   -- Senior unsecured upgraded to 'B-/RR6' from 'CCC+/RR6'.

R.H. Donnelley Inc. (Operating Company; subsidiary of RHD)

   -- IDR affirmed at 'B+';
   -- Bank facility affirmed at 'BB+/RR1';
   -- Senior unsecured affirmed at 'B+/RR4';
   -- Senior subordinated affirmed at 'B+/RR4'.

Dex Media, Inc. (Dex Holding Company; subsidiary of RHD)

   -- IDR affirmed at 'B+';
   -- Senior unsecured affirmed at 'CCC+/RR6.'

Dex Media East, Inc. (Operating Company; subsidiary of Dex)

   -- IDR affirmed at 'B+';
   -- Bank facility affirmed at 'BB+/RR1';
   -- Senior unsecured affirmed at 'BB/RR1';
   -- Senior subordinated affirmed at 'B-/RR6'.

Dex Media West, Inc. (Operating Company;, subsidiary of Dex)

   -- IDR affirmed at 'B+';
   -- Bank facility affirmed at 'BB+/RR1'
   -- Senior unsecured affirmed at 'B/RR5';
   -- Senior subordinated affirmed at 'B-/RR6'.


RH DONNELLEY: S&P Holds B Rating on $1 Billion Senior Notes
-----------------------------------------------------------
Standard & Poor's affirmed its 'B' rating on R.H. Donnelley
Corp.'s $1 billion 8.875% senior notes due 2017, which represents
an increase to the size of the proposed $650 million senior notes
rated Sept. 19, 2007.  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
additional term loans, as well as to fund related fees and
expenses.

The corporate credit rating on RHD is 'BB-', and the rating
outlook is stable.  The rating reflects substantial consolidated
debt levels due to major acquisitions over the past several years.  
This is somewhat mitigated by RHD'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, S&P expects credit measures to remain in line
with the current rating.
  
Ratings List:

R.H. Donnelley Corp.

Corporate Credit Rating             BB-/Stable/--
$1B Sr Nts Due 2017                 B


RISKMETRICS GROUP: S&P Reviews B Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on New York
City-based RiskMetrics Group Holdings LLC, including the 'B'
corporate credit rating, on CreditWatch with positive
implications.  The CreditWatch action follows the company's
recently proposed IPO of up to $200 million.  Proceeds from this
offering are expected to be used for debt reduction and for
general corporate purposes.

The announcement could be a positive development for the company,
as its current operating-lease adjusted leverage of almost 7x
could decline significantly following the completion of the IPO if
a material amount of proceeds are dedicated to debt repayment.  
Additionally, access to the equity market after the IPO provides
an avenue for potential changes in the ownership structure or
acquisition financing without a negative credit impact.

"In resolving the CreditWatch listing, we will evaluate the size
and use of proceeds and consider management's plans for the
capital structure of the business, as well as its financial policy
and growth strategy," said Standard & Poor's credit analyst David
Tsui.


ROUGE INDUSTRIES: Wants Until November 19 to File Chapter 11 Plan
-----------------------------------------------------------------
Rouge Industries Inc. and its debtor-affiliates ask the United
States Bankruptcy Court for the District of Delaware to further
extend the exclusive periods to:

   a. fila a Chapter 11 plan until Nov. 19, 2007; and

   b. solicit acceptances of that plan until Jan. 21, 2008.

The Debtors tell the Court that it needs more time to finalize and
file a Chapter 11 liquidation plan.  In addition, the Debtors are
resolving certain issues, which is important to its ability to
propose a plan.

The Debtors exclusive period to file a plan expired on Sept. 17,
2007.

The Court will convene a hearing on Oct. 3, 2007, at 10:30 a.m.,
to consider the Debtors' request for extension.

Based in Dearborn, Michigan, Rouge Industries Inc., an
integrated producer of flat-rolled steel, filed for chapter 11
protection on October 23, 2003 (Bankr. D. Del. Case No. 03-13272).
Adam G. Landis, Esq., at Landis Rath & Cobb LLP and Alicia Beth
Davis, Esq., at Morris Nichols Arsht & Tunnell represent the
Debtors.  Kurt F. Gwynne, Esq., and Richard Allen Keuler, Jr.,
Esq., at Reed Smith LLP serve as counsel to the Official Committee
of Unsecured Creditors.  When the Debtors filed for protection
from their creditors, they listed $558,131,000 in total assets
and $558,131,000 in total debts.

On Dec. 19, 2003, the Court approved the sale of substantially
all of the Debtors' assets to SeverStal N.A. for $285.5 million.  
The Asset Sale closed on Jan. 30, 2005.


ROWE COS: Trustee Wants Case Converted to Chapter 7 Liquidation
---------------------------------------------------------------
W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, asks the
United States Bankruptcy Court for the Eastern District of
Virginia to convert The Rowe Companies' Chapter 11 case into a
Chapter 7 liquidation proceeding.

Mr. McDow tells the Court that the Debtor failed to pay fees due
to the U.S. Trustee for the first and second quarters of 2007.  
The Debtor also failed to file the required monthly operating
reports for the months of January, June and July 2007.

The Trustee discloses that the Debtor is no longer operating and
didn't have any cash.

The Trustee relates the Debtor provides no support for its belief
that creditors will receive $120,000 new stock payment or any
amount in Chapter 11 than under a Chapter 7 liquidation.

The Court will convene a hearing on Oct. 19, 2007, at 9:30 a.m.,
at 200 South Washington Street, Courtroom I, 2nd floor, to
consider the Trustee's request.

                         About Rowe

Headquartered in McLean, Virginia, The Rowe Companies --
http://www.therowecompanies.com/-- manufactures upholstered    
retail home and office furniture, interior decorations, tableware,
lighting fixtures, and other interior design accessories.  The
company owns 100% of stock of manufacturing and retail
subsidiaries, Rowe Furniture -- http://www.rowefurniture.com/--     
and Storehouse, Inc. -- http://www.storehousefurniture.com/       

The company and its two affiliates filed for chapter 11 protection
on Sept. 18, 2006 (Bank. E.D. Va. Case Nos. 06-11142 to 06-11144).  
Alexander McDonald Laughlin, Esq., Dylan G. Trache, Esq., H. Jason
Gold, Esq., Rebecca L. Saitta, Esq., and Valerie P. Morrison,
Esq., at Wiley Rein LLP, represent the Debtors.  Douglas M. Foley,
Esq., Kenneth Michael Misken, Esq., and Sarah Beckett Boehm, Esq.,
at McGuireWoods LLP, represent the Official Committee of Unsecured
Creditors of Rowe Furniture.

In schedules submitted with the Court, The Rowe Companies listed
total assets of $42,939,780 and total debts of $34,948,206; Rowe
Furniture listed total assets of $66,431,812 and total debts of
$46,486,046; and Storehouse, Inc. listed total assets of
$33,090,987 and total debts of $109,777,822.


ROWE COS: Plan Confirmation Hearing Scheduled on October 19
-----------------------------------------------------------
The Honorable Stephen S. Mitchell of the United States Bankruptcy
Court for the Eastern District of Virginia will convene a hearing
on Oct. 19, 2007, at 9:30 a.m., at 200 South Washington Street in
Courtroom I, 2nd floor, to consider confirmation of The Rowe
Companies' Third Amended Chapter 11 Plan of Reorganization.

On Sept. 14, 2007, Judge Mitchell approved the Debtor's Disclosure
Statement.

              American Communications Transaction

On May 2, 2007, the Debtor and American Communications entered
into a Summary of Terms and Conditions or Proposed Plan of
Reorganization of The Rowe Companies.  Pursuant to the Term Sheet,
American Communications agreed to $120,000 and fund an additional
$60,000 of professional in connection of a chapter 11
reorganization plan, which, among other things, transfers 100%
of the stock in the reorganized company to American Communication.

On May 31, 2007, the Court approved the issuance of equity
securities in the Debtor to American Communication in return or
the $60,000 payment.  In July 2007, the Debtor issued 60,000
shares of common stock to Rowe Acquisition Corp., an entity
designated by American Communications.

                     Treatment of Claims

The Debtor discloses that according to its records, it has paid
most, if not all of the priority claims pursuant to orders from
the Court.  The Debtor relates that a number of entities however
have filed proofs of claim alleging that they hold priority
claims.

The Debtor intends to file objections on these alleged
priority claims.  However, to the extent a creditor holds an
allowed Priority Claim, it will be paid on a pro-rata basis by
the TRC Liquidating Trust until paid in full without interest.

Holder of General Unsecured Claims will be paid on a pro rata
basis using funds available for distribution.

The Plan does not disclose what percentage of their claims
unsecured creditors will recover.

Equity Interests will be cancelled and extinguished with the
exception of the 60,000 shares held by Rowe Acquisition.

A full-text copy of the Third Amended Chapter 11 Plan of
Reorganization is available for a fee at:

   http://www.researcharchives.com/bin/download?id=070920222808

                         About Rowe

Headquartered in McLean, Virginia, The Rowe Companies --
http://www.therowecompanies.com/-- manufactures upholstered    
retail home and office furniture, interior decorations, tableware,
lighting fixtures, and other interior design accessories.  The
company owns 100% of stock of manufacturing and retail
subsidiaries, Rowe Furniture -- http://www.rowefurniture.com/--     
and Storehouse, Inc. -- http://www.storehousefurniture.com/       

The company and its two affiliates filed for chapter 11 protection
on Sept. 18, 2006 (Bank. E.D. Va. Case Nos. 06-11142 to 06-11144).  
Alexander McDonald Laughlin, Esq., Dylan G. Trache, Esq., H. Jason
Gold, Esq., Rebecca L. Saitta, Esq., and Valerie P. Morrison,
Esq., at Wiley Rein LLP, represent the Debtors.  Douglas M. Foley,
Esq., Kenneth Michael Misken, Esq., and Sarah Beckett Boehm, Esq.,
at McGuireWoods LLP, represent the Official Committee of Unsecured
Creditors of Rowe Furniture.

In schedules submitted with the Court, The Rowe Companies listed
total assets of $42,939,780 and total debts of $34,948,206; Rowe
Furniture listed total assets of $66,431,812 and total debts of
$46,486,046; and Storehouse, Inc. listed total assets of
$33,090,987 and total debts of $109,777,822.


RURAL/METRO CORP: Unable to File Form 10-K for Year Ended June 30
-----------------------------------------------------------------
Rural/Metro Corporation wasn't able to file its Annual Report on
Form 10-K for the fiscal year ended June 30, 2007 by the
prescribed due date of Sept. 13, 2007.  The company declared that
it is continuing to complete a review of its current year-end and
historical financial statements.

During the company's 2007 fiscal year-end review, it identified
accounting misstatements related to financial reporting for income
taxes, deferred rent and other items.  The company determined that
under Staff Accounting Bulletin No. 99 -- "Materiality," the
aggregate sum of the adjustments exceeded materiality thresholds
when measured against the Company's net income.

Although the company has not yet completed the restatement of its
financial statements, on a preliminary basis, the company
estimates the aggregate cumulative effect of the adjustments to be
between $2.0 million and $4.5 million on an after-tax basis.

The company believes none of the adjustments it anticipates making
will affect cash flows during the affected years or quarters.

The company identified certain errors in connection with its
ongoing evaluation and review of its accounting relating to the
following items, which it is in the process of completing:

    * Income Taxes

      In connection with its preliminary work on the adoption of
      FASB Financial Interpretation No. 48, "Accounting for
      Uncertainty in Income Taxes -- an interpretation of FASB
      Statement No. 109" compliance with which is required by the
      quarter ending Sept. 30, 2007, the company identified
      certain errors surrounding income tax reporting under
      Statement of Financial Accounting Standards No. 109.

    * Deferred Rent

      The company undertook a comprehensive review of its real
      estate operating leases pursuant to Statement of Financial
      Accounting Standards No. 13, "Accounting for Leases," as
      amended, and related pronouncements.  Based on this review,
      the company identified that a number of leases entered into
      prior to June 2006 contained payment escalation provisions
      that SFAS No. 13 requires be expensed on a straight-line
      basis over the term of the lease.  As a result, rental
      expense was not properly recorded for real estate leases
      entered into in fiscal 2006 and prior.

    * Deferred Subscription Revenue

      The company continues to evaluate whether there are any
      errors relating to its accounting for deferred subscription
      revenue.

    * Retirement Plan

      Effective July 2004, the company established a separate
      retirement savings plan for approximately 120 union
      employees.  Although the company properly funded the plan
      both for employee contributions and employer match with
      cash, the company did not recognize the corresponding
      expense related to the employer match obligation.

    * Other items

      In addition to the adjustments described above, the company
      will record a number of other adjustments to correct and
      record expenses in the periods in which such expenses were
      incurred.  These adjustments are not material, either
      individually or in aggregate.

The company discussed these errors and their impact on the
company's financial statements with the Audit Committee of the
Board of Directors of the company.  The company and the Audit
Committee have determined to restate the company's previously
issued consolidated financial statements and financial data,
covering these years or periods:

    * Consolidated financial statements for each of the fiscal
      years ended June 30, 2005 and 2006;

    * Selected consolidated financial data for each of the fiscal
      years ended June 30, 2003 through 2006; and,

    * Interim consolidated financial information for each of the
      first three quarters and the related interim periods in the
      fiscal years ended June 30, 2006 and 2007.

On Sept. 13, 2007, the Audit Committee concluded that the
consolidated financial statements and financial data for the
periods stated above, as well as any related financial information
and financial data, should no longer be relied upon.

                       Material Weakness

In addition, the company will be evaluating whether any of the
matters identified in the course of the restatement analysis were
the result of one or more material weaknesses in its internal
control over financial reporting.  The company has not yet
determined whether any material weaknesses in its internal control
over financial reporting exist as of June 30, 2007.  The company
will conclude its evaluation of the effectiveness of its internal
control over financial reporting and disclosure controls and
procedures for such periods, and report its findings in this
regard, when it files such financial statements.

Until the company's review of its accounting processes is
complete, the company is unable to finalize its financial
statements for the fiscal year ended June 30, 2007.  The company
is working on completing the restated financial statements, the
Form 10-K and related disclosures, and the related work on
assessing its internal control over financial reporting under
Section 404 of the Sarbanes-Oxley Act of 2002 described above, and
the company expects to file all required filings with the SEC,
including the Form 10-K, once it has completed the restated
financial information for the periods described.

                        About Rural/Metro

Rural/Metro Corporation -- http://www.ruralmetro.com/--  
(Nasdaq:RURL) provides emergency and non-emergency medical
transportation, fire protection, and other safety services in 23
states and approximately 400 communities throughout the United
States.


RURAL/METRO CORP: May Face Default Due to Non-Filing of Form 10-K
-----------------------------------------------------------------
Rural/Metro Corporation says that it expects to continue to be in
compliance with the financial covenants contained in its senior
credit facility based on its restated financial statements.
However, its need to restate financial statements has resulted in
a default under the senior credit facility.

In addition, the delay in filing of its Annual Report on Form 10-K
for the fiscal year ended June 30, 2007, will also result in a
default under reporting covenants contained in the senior credit
facility.

The company discloses that it has made preliminary communications
with the agents for the lenders under the facility to obtain
waivers from such lenders.  However, there can be no assurance
that such waivers will be obtained.  If the company does not
obtain a waiver, it will become an event of default under the
senior credit facility and the lenders thereunder would have the
right to accelerate the debt under the facility, which would have
a material adverse effect on the financial condition and liquidity
of the company.

In addition, the delay in filing the Form 10-K will result in non-
compliance with indentures pursuant to which the company issued
its senior discount notes and its subsidiary Rural/Metro Operating
Company LLC issued its senior subordinated notes.  However, this
non-compliance will not result in events of default under the
indentures unless and until written notice thereof is delivered by
the respective trustees or requisite holders of notes thereunder
and, in any event, such events of default would be cured if the
Company files the Form 10-K within 60 days of any such notice.

The company believes that it will be able to file the Form 10-K in
sufficient time to avoid any event of default maturing into a
default under any indenture.  If such an event of default occurs
and is continuing under the Indentures or the debt under the
senior credit facility is accelerated pursuant to an event of
default, all unpaid principal and accrued interest on the notes
then outstanding may become immediately due and payable unless the
Company is able to obtain a waiver.  If a waiver is not obtained,
this would have a material adverse effect on the financial
condition and liquidity of the company.

                        About Rural/Metro

Rural/Metro Corporation -- http://www.ruralmetro.com/--  
(Nasdaq:RURL) provides emergency and non-emergency medical
transportation, fire protection, and other safety services in 23
states and approximately 400 communities throughout the United
States.

RURAL/METRO CORP: Informs Nasdaq on Non-Filing of Form 10-K
-----------------------------------------------------------
Rural/Metro Corporation relates in a regulatory filing with the
U.S. Securities and Exchange Commission that as result of being
unable to file its annual report on Form 10-K for the fiscal year
ended June 30, 2007, it will not be in compliance with The NASDAQ
Stock Market LLC's filing requirement under NASDAQ Marketplace
Rule 4310 (c)(14).

NASDAQ requires, among other things, that the company timely file
all required reports with the SEC.

The company discloses that on Sept. 14, 2007, it had notified
NASDAQ of the non-filing of its Form 10-K.

The company expects to restore compliance with the listing
requirements when it files the Form 10-K and any other required
periodic reports with the SEC.

                        About Rural/Metro

Rural/Metro Corporation -- http://www.ruralmetro.com/--  
(Nasdaq:RURL) provides emergency and non-emergency medical
transportation, fire protection, and other safety services in 23
states and approximately 400 communities throughout the United
States.


SCHOONER COMMERCIAL: Moody's Holds Low-B Ratings on Six Certs.
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 17 classes of
Schooner Commercial Mortgage Securities Trust 2005-3 as:

   -- Class A-1, $129,442,378, affirmed at Aaa;
   -- Class A-2, $204,700,000, affirmed at Aaa;
   -- Class XP-1, Notional, affirmed at Aaa;
   -- Class XP-2, Notional, affirmed at Aaa;
   -- Class XC-1, Notional, affirmed at Aaa;
   -- Class XC-2, Notional, affirmed at Aaa;
   -- Class B, $6,400,000, affirmed at Aa2;
   -- Class C, $8,500,000, affirmed at A2;
   -- Class D-1, $4,000,000, affirmed at Baa2;
   -- Class D-2, $5,400,000, affirmed at Baa2;
   -- Class E, $2,500,000, affirmed at Baa3;
   -- Class F, $2,969,745, affirmed at Ba1;
   -- Class G, $1,979,830, affirmed at Ba2;
   -- Class H, $1,484,873, affirmed at Ba3;
   -- Class J, $989,915, affirmed at B1;
   -- Class K, $1,484,873, affirmed at B2;
   -- Class L, $1,979,830, affirmed at B3.

As of the Sept. 12, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by about 5.3% to $375
million from $396 million at securitization.  The certificates are
collateralized by 94 mortgage loans ranging in size from less than
1% to 6.2% of the pool, with the top 10 loans representing 42.6%
of the pool.  The pool includes two shadow rated investment grade
loans, representing 7.3% of the pool.  Three loans, representing
3.6% of the pool, have defeased and have been replaced with
Canadian Government securities.  No loans have been liquidated
from the trust and there are no loans in special servicing
currently.  One loan, representing 0.6% of the pool, is on the
master servicer's watchlist.

Moody's was provided with full-year 2005 (70.3%) and partial-year
2006 (21%) operating results for the loans.  Moody's loan to value
ratio for the conduit component is 80.3%, compared to 81.7% at
securitization.

The largest shadow rated loan is the Vaughan Industrial Pool Loan
($15.6 million - 4.2%), which is secured by a portfolio of 17
free-standing industrial buildings totalling 583,500 square feet.  
The properties range in size from 13,426 to 80,000 square feet.  
The properties are located in Vaughan, a northern suburb of
Toronto, Ontario.  As of December 2006, the portfolio was 94.3%
leased, compared to is 90% at securitization.  The loan amortizes
on a 15-year schedule. Loan performance has improved due to an
increase in base revenue and loan amortization.  Moody's current
shadow rating is Baa1, compared to Baa2 at securitization.

The second shadow rated loan is the 71 Rex Boulevard Loan ($11.8
million - 3.1%), which is secured by a 167,000 square foot
industrial building located in Toronto, Ontario.  The property is
100% leased to Cargill LTD (Moody's senior unsecured rating A2 -
negative outlook; lease expiration September 2012).  The loan
amortizes on a 20-year schedule. Moody's current shadow rating is
Baa3, the same as at securitization.

The top three conduit loans represent 17.6% of the outstanding
pool balance.  The largest conduit loan is the Portsmouth Place
Loan ($23.2 million -- 6.2%), which is secured by three 10-story
apartment buildings totaling 400 units located in Kingston,
Ontario.  As of March 2007, the portfolio was 100% occupied,
compared to 98.7% at securitization.  The loan amortizes on a 30-
year schedule and is full recourse to the borrower.  Moody's LTV
is 81.1%, compared to 83.3% at securitization.

The second largest conduit loan is the Metro Self Storage Loan
($22 million -- 5.9%), which is secured by a portfolio of seven
self-storage facilities totaling 400,681 square feet (3,216
storage units) located in the Halifax (6) and Truro (1), Nova
Scotia metro areas.  As of December 2006, the portfolio was 87%
occupied, compared to 84.9% at securitization.  The loan amortizes
on a 20-year schedule and is full recourse to the borrower.  
Moody's LTV is 81.9%, compared to 85.8% at securitization.

The third largest conduit loan is the Corner Brook Plaza Loan
($20.9 million -- 5.6%), which is secured by a one-story 233,347
square foot enclosed community shopping center located in Corner
Brook, Newfoundland.  The loan amortizes on a 25-year schedule and
is full recourse to the borrower.  Moody's LTV is 75.4%, compared
to 79.2% at securitization.


SELECT MEDICAL: Earns $21 Million in Quarter Ended June 30
----------------------------------------------------------
Select Medical Corporation reported net income of $21.0 million
for the second quarter ended June 30, 2007, compared to net income
of $33.9 million for the same quarter, prior year.

For the second quarter ended June 30, 2007, net operating revenues
increased 5.0% to $506.5 million compared to $482.1 million for
the same quarter, prior year.  Income from operations decreased
22.3% to $60.6 million compared to $78.0 million for the same
quarter, prior year.  Additionally, net income before interest,
income taxes, depreciation and amortization, income from
discontinued operations, stock compensation expense, other income
and minority interest for the second quarter decreased 16.7% to
$75.5 million compared to $90.6 million for the same quarter,
prior year.

At June 30, 2007, the company's consolidated balance sheet showed
$2.45 billion in total assets, $1.82 billion in total liabilities,
$3.9 million in minority interest, and $632.9 million in total
stockholders' equity.

The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $355.3 million in total current
assets available to pay $364.4 million 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?239a

             Acquisition of HealthSouth Corporation's
                Outpatient Rehabilitation Division

On May 1, 2007, Select completed the acquisition of substantially
all of the outpatient rehabilitation division of HealthSouth
Corporation.  At the closing, Select acquired 540 outpatient
rehabilitation clinics.  The closing of the purchase of
approximately 30 additional outpatient rehabilitation clinics has
been deferred pending certain state regulatory approvals.
Approximately $24.0 million of the approximately $245.0 million
purchase price was withheld pending receipt of these approvals and
the transfer of the remaining clinics.  The purchase price was
reduced by approximately $7.0 million at the closing and is
subject to further adjustment based on the divisions net working
capital on the closing date.

                  Senior Secured Credit Facility

On March 28, 2007, Select entered into an Incremental Facility
Amendment with a group of lenders and JPMorgan Chase Bank, N.A. as
administrative agent.  The Incremental Facility Amendment provided
to the company an incremental term loan of $100.0 million, the
proceeds of which was used to pay a portion of the purchase price
for the HealthSouth transaction.

After giving effect to the Incremental Facility Amendment,
Select's senior secured credit facility provides for senior
secured financing of up to $980.0 million, consisting of:

  -- a $300.0 million revolving loan facility that will terminate
     on Feb. 24, 2011, including both a letter of credit sub-
     facility and a swingline loan sub-facility, and

  -- a $680.0 million term loan facility that matures on Feb. 24,
     2012.

                       About Select Medical

Headquartered in Mechanicsburg, Pa., Select Medical Corporation --
http://www.selectmedicalcorp.com/-- is an operator of specialty  
hospitals in the United States.  Select operates 89 long-term
acute care hospitals and four acute medical rehabilitation
hospitals in 26 states.  Select is also an operator of outpatient
rehabilitation clinics in the United States, with approximately
1,106 locations in 37 states and the District of Columbia.  Select
also provides medical rehabilitation services on a contract basis
at nursing homes, hospitals, assisted living and senior care
centers, schools and worksites.

                           *     *     *

As reported in the Troubled Company Reporter on March 15, 2007,
Standard & Poor's Ratings Services affirmed its ratings on
specialty hospital operator Select Medical Corp. (B/Negative/--).
The affirmation follows the company's increase in the size of its
senior secured term loan B by $100 million, to $670 million and
includes the 'B+' bank loan rating and '1' recovery rating on the
loan.


SHIFT NETWORKS: CCAA Protection Extend Further to October 1
-----------------------------------------------------------
Shift Networks Inc. disclosed that the Alberta Court of Queen's
Bench has extended its creditor protection under the Companies
Creditors Arrangements Act (Canada) for an additional period
expiring on October 1, 2007.

The Court also issued an "Order Approving Bid Process".  The order
provided that Pricewaterhouse Coopers Inc., the Court appointed
monitor of Shift, and Shift seek bids from prospective purchasers
to acquire Shift's assets and undertakings either by asset
purchase and sale, plan of arrangement or other strategic
transaction.  Offers must be presented to the Monitor on or before
10:00 a.m., today, September 24.

                          DIP Financing

The company had obtained debtor-in-possession financing from a
lender on the terms and subject to the conditions set out in a
loan agreement.  The DIP Loan provides Shift with working capital
financing while it is subject to the CCAA proceedings and permits
Shift to continue to provide service to its customers.

The Court has authorized Shift, subject to the approval of the
Monitor, to negotiate with the DIP Lender an increase in the
principal amount of the DIP Loan from the previously authorized
$1,650,000 to $2,150,000 exclusive of accrued interest, costs,
charges, expenses, Facility Fee and Success Fee under the DIP
facility and as contemplated by the DIP loan agreement.

The DIP Lender has also provided a "stalking horse bid" whereby
pursuant to an Asset Purchase Agreement with Shift, it has agreed
to purchase and Shift has agreed to sell all the assets and
undertaking of Shift for the aggregate amount of the outstanding
DIP Loan.  The Stalking Horse Agreement will only be completed if
a Superior Bid is not received by September 24 (and be open for
acceptance and completion until Oct. 15, 2007) for a price at
least $50,000 in excess of the purchase price provided for in the
Stalking Horse Agreement.  Further, the Superior Bid must provide
for the acquisition of the DIP Loan by the superior bidder by such
date for a purchase price equal to the amount outstanding under
the DIP Loan plus the amount of a break fee.

Effective Friday, June 8, 2007, trading in the shares of the
company were suspended, given the uncertainty of the outcome of
the bid process described above it remains uncertain whether
trading of the shares will ever resume.

Under CCAA protection, Shift continues with its day-to-day
operations, including the provisioning and delivery of voice over
IP business telephone services to small-to-medium business
customers in Calgary, Edmonton, Vancouver, Victoria, Toronto and
Ottawa.

Additional information relating to Shift is available on the
website of the Monitor at http://www.pwc.com/brs-shift/

                       About Shift Networks

Shift Networks Inc. -- http://shiftnetworks.com/-- (TSX VENTURE:
SHF) is a voice and high-speed Internet access provider to small
and medium businesses.  The company generates revenues through two
sources: offering a suite of voice-over Internet protocol services
to commercial clients through its network and the resale of
telecommunications services provided by third parties.  During the
year ended December 31, 2005, it discontinued the legacy line of
business in order to focus specifically on VoIP services.


SIMMONS BEDDING: S&P Lifts $565 Mil. Secured Loan Rating to BB-
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its bank loan rating on
Simmons Bedding Co.'s $565 million senior secured financing to
'BB-' from 'B+'.  The recovery rating remains at '1', indicating
the expectation of very high (90%-100%) recovery in the event of a
payment default.

The likelihood of default for the issue is reflected in the
issuer's corporate credit rating of B/Stable/--, which has not
changed.  "However," said Standard & Poor's credit analyst Rick
Joy, "with the recent introduction of our new issue rating
framework, which incorporates recoveries in all secured issue
level ratings, the rating on the senior secured credit facilities
has been raised by one notch."

Ratings list:

Simmons Company

Corporate Credit Rating          B/Stable/--

Ratings Raised:
                                  To          From
                                  --          ----

Simmons Bedding Co.

Senior Secured Local Currency    BB-         B+


SP NEWSPRINT: Weak Cash Flows Prompt Moody's to Downgrade Ratings
-----------------------------------------------------------------
Moody's Investors Service downgraded the long-term and corporate
family ratings of SP Newsprint Company to B2 from B1 and kept the
ratings under review for a possible further downgrade.

The rating action reflects the company's deteriorating cash flows
and weak liquidity position.  Moody's believes the company will
likely violate its financial covenants in the third quarter of
2007; therefore SP will need to obtain waivers or amendments from
its bank group in order to maintain access to its revolver.  The
company's revolver matures in January 2008.

The continuing decline in consumption rates for newsprint,
softening prices, and escalating wastepaper, wood chip, and energy
costs have weakened the company's operating results.

The company is expected to generate negative EBITDA in the third
quarter of 2007, thereby violating its interest coverage covenant.  
Although the company maintains an improved balance sheet (due to
significant debt reduction), the company's reliance on a single
commodity product, the cyclical nature of newsprint prices, and
significant competitive pressures further support the downgrade.

The review will examine the company's liquidity position and its
ability to successfully amend its credit agreement or secure
alternate financing.  Furthermore, Moody's will consider the
likelihood and timing of the potential sale of the company, which
was announced in May of 2007.  The sale was originally expected to
close by the end of this month.  Moody's expects an accelerated
review process.

The last rating action occurred on March 23, 2007, when Moody's
revised the company's ratings outlook to stable from positive.
Moody's noted that despite a significant reduction in leverage and
improved cash flow in 2006, the expectation of significant
declines in newsprint pricing and mounting wastepaper and wood
chip costs in 2007 will unlikely enable SP to sustain its
operating performance.

These ratings were downgraded and remain under review for
downgrade:

Issuer: SP Newsprint Company

   -- Corporate Family Rating, Downgraded to B2 from B1;

   -- Sr. Sec. Term Loan, Downgraded to B2 from B1 (LGD3, 44%);  
      and

   -- Sr. Sec. Revolving Credit Facility, Downgraded to B2 from
      B1(LGD3, 44%)

SP Newsprint Company, headquartered in Atlanta Georgia, operates
two paper mills that produce recycled newsprint for a variety of
newspaper publishers primarily in the southeastern and western
United States.  SP is a partnership owned equally by The McClatchy
Company, Cox Enterprises, Inc. and Media General Inc.


SPARTA COMMERCIAL: July 31 Balance Sheet Upside-Down by $2.2 Mil.
-----------------------------------------------------------------
Sparta Commercial Services Inc.'s consolidated balance sheet at
July 31, 2007, showed $5.0 million in total assets and
$7.2 million in total liabilities, resulting in a $2.2 million
total stockholders' deficit.

The company's consolidated balance sheet at July 31, 2007, further
showed strained liquidity with $826,172 in total current assets
available to pay $4.0 million in total current liabilities.

The company reported a net loss of $1.1 million in the first
quarter ended July 31, 2007, compared with a net loss of $434,379
in the same period last year.  Operating loss decreased to
$892,103 from $1.0 million in 2006 mainly due to higher revenues
and decreased general and administrative expenses.

The increase in net loss is primarily due to a non-cash income of
$601,734 recorded in 2006 related to the decrease in value of
warrants liabilities, partly offset by the aforementioned decrease
in operating loss.

Revenues rose to $283,997 during the three months ended July 31,
2007, from $191,642 during the three months ended July 31, 2006,
mainly due to $138,964 in interest income from Retail Installment
Sales Contracts Loans.

The company met its cash requirements for operating activities
during the three month period ended July 31, 2007, through net
proceeds from debt financing of $2.2 million offset with payments
of $440,635.  

The company estimates that it will need to raise approximately
$1.8 million in additional funds to fully implement its business
plan during the next twelve months and for general operating
expenses.

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?239f

                       Going Concern Doubt

RBSM LLP, in New York, expressed substantial doubt about Sparta
Commercial Services Inc.'s ability to continue as a going concern
after auditing the company's consolidated financial statements as
of the years ended April 30, 2007, and 2006.  The auditing pointed
to the company's recurring losses from operations.

                     About Sparta Commercial

Headquartered in New York City, Sparta Commercial Services, Inc.
(OTC BB: SRCO.OB) -- http://www.spartacommercial.com/-- is a
nationwide, independent financial services company in the United
States exclusively dedicated to the powersports industry.  


STERIGENICS INT'L: Moody's Chips Corporate Family Rating to B3
--------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
of Sterigenics International Inc. to B3 from B2.  Moody's also
changed the outlook for the ratings to negative from stable.  The
downgrade of the ratings reflects the deterioration of the
company's liquidity profile and weakening credit metrics following
recent operating results that have been below expectations.

Moody's believes Sterigenics' liquidity position is weak due to
continued reliance on its revolving credit facility, minimal cash
on hand and tightening levels of covenant compliance. Moody's
understands that at June 30, 2007, about $24 million of the
company's $30 million revolving credit facility had been drawn and
the company had a minimal amount of available cash.

Further, the company's operating results have lagged our
expectations with regard to revenue growth, EBITDA, and free cash
flow due in large part to decreased volume from a key customer.  
The combination of capital expenditures well in excess of
anticipated levels and below forecasted levels of cash flow has
increased the company's reliance on its revolver and weakened its
ability to comply with the financial covenants included in the
senior secured credit facility.

The negative outlook reflects the expectation that the company
will continue to see pressure on its liquidity position as
covenant levels step down for the quarter ending Dec. 31, 2007.
The current total leverage ratio requirement of 4.40 times will be
reduced to 4.25 times at Dec. 31, 2007.  If the lower level had
been in place as of June 30, 2007, the company would not have been
in compliance.  Therefore, without improvement in EBITDA
performance or meaningful debt repayment, Moody's would expect the
company to have difficulty remaining in compliance once the
covenant levels step down.

The ratings remain constrained by the relatively small revenue
base and continued customer concentration.  While revenue has been
growing as the company opens new facilities and increases capacity
at existing facilities, the concentration of revenue from its most
significant customers continues.  The ratings are also constrained
by the significant financial leverage of the company following the
$75 million dividend to shareholders at the end of 2006 and the
reliance on the revolving credit facility to fund capital
expenditures.

Also considered in the rating are the company's leading market
position and its ability to satisfy customer needs through the
offering of alternative modes of sterilization services.  The
company enjoys a relatively stable and long-lived customer base
for whom switching is difficult.  Additionally, the company's
expansion strategy has been based on customer demand, ensuring a
base level of business as capacity comes on line resulting in EBIT
margins that are relatively strong for the rating category.

This is a summary of Moody's rating actions:

   -- $30 million senior secured revolving credit facility due
      2011, to B3 (LGD3, 33%) from B2 (LGD3, 33%);

   -- $290 million senior secured term loan B due 2013, to B3
      (LGD3, 33%) from B2 (LGD3, 33%);

   -- Corporate Family Rating, to B3 from B2; and

   -- Probability of Default Rating, to Caa1 from B3.

Sterigenics International Inc., headquartered in Oak Brook, IL, is
a provider of contract sterilization and ionization services for
medical devices, food safety and advanced materials applications.  
The company operates 40 facilities in North America, Europe and
Asia.  For the twelve months ended
June 30, 2007, the company recognized net revenue of about
$233 million.


STRUCTURED ASSET: Moody's Affirms Low-B Ratings on 2 Cert. Classes
------------------------------------------------------------------
Moody's Investors Service assigned a Aaa rating to the senior
certificates issued by Structured Asset Securities Corporation
Mortgage Loan Trust 2007-WF2 and ratings ranging from Aa1 to Ba2
to the subordinate certificates in the deal.

The securitization is backed by adjustable-rate and fixed-rate,
subprime residential mortgage loans originated by Wells Fargo
Bank, N.A. The ratings are based primarily on the credit quality
of the loans and on the protection against credit losses provided
by subordination, excess spread, and overcollateralization.  An
interest-rate swap agreement and an interest-rate cap agreement
provide additional protection.
Moody's expects collateral losses to range from 4.95% to 5.45%.

Primary servicing of the mortgage loans will be provided by Wells
Fargo Bank N.A.  Aurora Loan Services LLC will act as master
servicer.  Moody's assigned Aurora its servicer quality rating of
SQ1- as a master servicer.  Moody's assigned Wells Fargo Bank N.A.
its top servicer quality rating of SQ1 as a primary servicer of
subprime mortgages.

The complete rating actions are:

Issuer: Structured Asset Securities Corp Trust 2007-WF2

Mortgage Pass Through Certificates, Series 2007-WF2

   -- Class A-1, Assigned Aaa;
   -- Class A-2, Assigned Aaa;
   -- Class A-3, Assigned Aaa;
   -- Class A-4, Assigned Aaa;
   -- Class M-1, Assigned Aa1;
   -- Class M-2, Assigned Aa2;
   -- Class M-3, Assigned Aa3;
   -- Class M-4, Assigned A1;
   -- Class M-5, Assigned A2;
   -- Class M-6, Assigned A3;
   -- Class M-7, Assigned Baa1;
   -- Class M-8, Assigned Baa2;
   -- Class M-9, Assigned Baa3;
   -- Class B-1, Assigned Ba1;
   -- Class B-2, Assigned Ba2.


TARGA RESOURCES: Selling Natural Gas Assets for $705 Million
------------------------------------------------------------
Targa Resources Inc. is selling its San Angelo Operating Unit in
West Texas, and its Louisiana Operating Unit to its partnership,
Targa Resources Partners LP, for $705 million.

Total consideration paid by the Partnership will consist of (i)
cash and (ii) sufficient general partner units issued to Targa
Resources Inc. to maintain its 2% general partner interest in the
Partnership.
    
The transaction, which is subject to financing and other standard
closing conditions, including the expiration or termination of the
applicable waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, is anticipated to close in the fourth
quarter of this year.
    
The Partnership expects to finance the acquisition through a
combination of approximately 50% equity and 50% debt.  The
Partnership has obtained an underwritten commitment for a
$250 million increase to its existing $500 million revolving
credit facility.

This increase, combined with existing availability under the
revolving credit facility of approximately $205.5 million, will
fund the debt portion of the acquisition.  The Partnership is in
the process of determining the appropriate method for raising the
equity portion of the financing.
    
With the increased cash flow provided by this acquisition,
management anticipates that it will recommend to the Board of
Directors of the Partnership's general partner an increase in the
cash distribution rate in the range of 20¢ to 24¢, or 15% to 18%,
over the current annualized rate of $1.35 per unit beginning with
the fourth quarter of 2007, assuming closing
occurs in the fourth quarter as anticipated.
    
The SAOU assets consist of approximately 1,300 miles of natural
gas gathering pipelines and the Sterling, Mertzon and Conger
processing plants with combined capacity of 130 MMcf/d and 19,800
Bbl/d.

The LOU assets include:

   a) an approximately 700 mile natural gas gathering system;      

   b) the Gillis and Acadia processing plants with combined
      capacity of 260 MMcf/d;

   c) a 12,500 Bbl/d fractionator at the Gillis processing
      plant;

   d) approximately 70 miles of residue natural gas lines
      serving the Lake Charles industrial market;

   e) approximately 83 miles of NGL lines; and

   f) a 1.4 MMBbl capacity butane storage project anticipated
      to be in service in the second quarter of 2008.
    
"This is the first step in Targa Resources Inc.'s strategy of
offering its businesses to Targa Resources Partners LP, which will
be our primary growth vehicle," Rene Joyce, chief executive
officer of the Partnership's general partner and of Targa
Resources Inc., said.  "This transaction greatly increases the
Partnership's scale, provides geographic diversity and positions
the Partnership for future growth."
    
The board of directors of the general partner of the Partnership
approved the transaction based on a recommendation from its
Conflicts Committee which consists entirely of independent
directors.  

Tudor, Pickering & Co. Securities, Inc. acted as financial advisor
and rendered a fairness opinion to the Conflicts Committee.
    
                 About Targa Resources Partners
    
Headquartered in Houston, Texas, Targa Resources Partners LP
(NASDAQ:NGLS) -- http://www.targaresources.com/-- was formed by  
Targa Resources Inc. to engage in the business of gathering,
compressing, treating, processing and selling natural gas and
fractionating and selling natural gas liquids and natural gas
liquids products.  The Partnership operates in the Fort Worth
Basin in north Texas.  A subsidiary of Targa Resources Inc. is the
general partner of the Partnership.  Targa Resources Partners owns
a  network of integrated gathering pipelines, two natural gas
processing plants and a fractionator.  

                   About Targa Resources Inc
    
Headquartered in Houston, Texas, Targa Resources Inc. (Nasdaq:
NGLS) -- http://www.targaresources.com/-- is an independent      
midstream energy company formed in 2003 by management and Warburg
Pincus, the global private equity firm and a leading energy
investor, to pursue gas gathering, processing and pipeline asset
acquisition opportunities.

                         *     *     *

As reported in the Troubled Company Reporter on July 23, 2007,
Moody's Investors Service affirmed Targa Resources, Inc.'s B1
corporate family rating and assigned Ba3 ratings (LGD 3, 40%) to
its proposed first lien credit facilities comprised of a
$1.525 billion term loan, a $300 million revolving credit
facility, and a $300 million synthetic letter of credit facility.


TIER TWO: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Tier Two, L.L.C.
        dba Rockwoods Grill
        dba Backwater Bar of Baxter
        9100 Quaday Avenue Northeast
        Otsego, MN 55330

Bankruptcy Case No.: 07-43337

Chapter 11 Petition Date: September 20, 2007

Court: District of Minnesota (Minneapolis)

Judge: Dennis D. O'Brien

Debtor's Counsel: Thomas Flynn, Esq.
                  Larkin, Hoffman, Daly & Lindgren, Ltd.
                  7900 Xerxes Ave South, Suite 1500
                  Bloomington, MN 55431
                  Tel: (952) 896-3362

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                                            Claim Amount
   ------                                            ------------
Sysco North Dakota                                       $106,315
Attention: Mar Landcot
P.O. Box 5015
Fargo, ND 58105

Kraus-Anderson                                            $84,303
Attention: Gary Hook/Rich
Jacobsen
8625 Rendova Street,
Northeast
Circle Pines, MN 55014

The Lodge Hotel                                           $65,700
Attention: Jeff Schoenwetter
6889 Rowland Road,
Suite 100,000
Eden Prairie, MN 55344

Tushie Montgomery & Association                           $55,521

Stockyards                                                $18,870

K.D.V.                                                    $15,776

Leef Service                                              $11,923

Richard Alfano Cleaning                                    $9,096

A+ Cleaners                                                $4,418

Pepsi Cola                                                 $3,825

Dippin Dots                                                $3,262

Rohfling, Inc.                                             $3,139

Climate Makers                                             $2,571

Viking Coca Cola                                           $2,378

Lakes Printing                                             $2,259

Y.D.E.'s Major Appliance                                   $2,197

Karlsburger Foods, Inc.                                    $1,923

Creative Graphics                                          $1,420

EcoLab Institutional                                       $1,226

Givex, U.S.A.                                              $1,049


TRANSDIGM GROUP: Appoints Mervin Dunn as Board Member
-----------------------------------------------------
TransDigm Group Incorporated has appointed Mervin Dunn as a member
of its board of directors.  Mr. Dunn has also been appointed by
the board to be a member of the nominating and corporate
governance committee.

Merv Dunn has been the chief executive officer of Commercial
Vehicle Group since 2002.  Prior to CVG, Mr. Dunn has held a  
range of senior operating positions in private and public
businesses including Arvin Industries, Johnson Controls, Hyster
Company & Bliss Technologies.  He is a 1980 graduate of Eastern
Kentucky University with a degree in Mechanical Design and a MS in
Operations Management.

"We are pleased that Merv has agreed to become a member of our
board,” W. Nicholas Howley, the chairman and chief executive
officer of TransDigm Group stated.  “He is a seasoned executive
with a unique blend of public and private company exposure, merger
and acquisition experience, well as a broad range of international
and domestic operating responsibilities.  We are fortunate to
attract an executive of his breadth."

                   About TransDigm Group Inc.

Headquartered in Cleveland, Ohio, TransDigm Group Incorporated
(NYSE: TDG) - http://www.transdigm.com/-- through its wholly    
owned subsidiaries, including TransDigm Inc., designs,
manufactures and supplies highly engineered aircraft components
for use on nearly all commercial and military aircraft in service.  
Major product offerings, substantially all of which are provided
to end-users in the aerospace industry, include ignition systems
and components, gear pumps, mechanical/ electro-mechanical
actuators and controls, NiCad batteries/ chargers, power
conditioning devices, hold-open rods and locking devices,
engineered connectors, engineered latches and cockpit security
devices, lavatory hardware and components, specialized AC/DC
electric motors and specialized valving.

                          *     *     *

Moody's Investor Services placed TransDigm Group Incorporated's
long term issuer default rating at 'B' in May 2006.  The outlook
is negative.  The rating holds to this date.


TRUESTAR BARNETT: Section 341(a) Meeting Scheduled on October 10
----------------------------------------------------------------
The United States Trustee for Region 19 will convene a meeting of
TrueStar Barnett LLC's creditors on Oct. 10, 2007 at 9:30 a.m.

The meeting will be held at Room 104, U.S. Custom House, 721 19th
Street in Denver, Colorado.

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.

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.


TRUESTAR BARNETT: Court Approves Bieging Shapiro as Counsel
-----------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado gave TrueStar Barnett LLC permission to
employ Bieging Shapiro & Burrus LLP as its bankruptcy counsel.

Bieging Shapiro will:

    (a) provide the Debtor with legal advice with respect to its
        powers and duties under the Bankruptcy Code;

    (b) aid the Debtor in the development of a plan or
        reorganization under Chapter 11;

    (c) file the necessary petitions, schedules, pleadings,
        reports, and actions which may be required in the
        continued administration of the Debtor's property under
        Chapter 11 and in the course of the Debtor's Chapter 11
        proceedings;

    (d) take necessary actions to enjoin and stay until final
        decree continuation of pending proceedings and enjoin and
        stay until final decree commencement of lien foreclosure
        proceedings and all matters as provided under Section 362
        of the Bankruptcy Code;

    (e) analyze claims and causes of action of the Debtor and
        object to claims and commence and prosecute adversary
        proceedings as necessary in the administration of this
        case; and

    (f) perform any and all other legal services for the Debtors
        which may be necessary.

The Debtor discloses that Duncan E. Barber, Esq., a partner at
Bieging Shapiro, will bill $300 per hour for this engagement.  
Steven T. Mulligan, Esq., meanwhile will bill $250 per hour while
Sheila Finn, Esq., bills $180 per hour.

Legal assistants will bill $125.

To the best of the Debtor's knowledge, the firm does not represent
any interest adverse to their estates.

Mr. Barber can be reached at:

         Duncan E. Barber, Esq.
         Bieging Shapiro & Burrus LLP
         4582 South Ulster Street Parkway, Suite 1650
         Denver, Colorado 80237
         Tel: (720) 488-0220
         Fax: (720) 488-7711
         http://www.bsblawyers.com/

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.


UNIVERSAL COMPRESSION: Moody's Withdraws Ratings After HCC Merger
-----------------------------------------------------------------
Moody's Investors Service withdrew the ratings for Hanover
Compressor Company and Universal Compression Inc. following their
merger and the substantial completion of their announced tenders
for their existing debt.  

Moody's has upgraded the ratings of these 4.75% convertible senior
notes to B1, LGD 6 (92%) from B3, LGD 5 (89%), as indicated in our
July 16, 2007 press release assigning ratings to Exterran.  This
completes Moody's review of these convertible notes.

Universal's ratings withdrawn:

   -- Universal's Ba2 CFR and PDR;
   -- Senior Secured Bank Facilities rated Ba1, LGD3 (36%); and
   -- 7.25% Senior Notes due 2010 rated B1, LGD5 (88%).

Exterran Holdings Inc. is a company formed to effect the merger of
Hanover Compressor Company and Universal Compression Holdings Inc.
and is headquartered in Houston, Texas.


VALCOM INC: Description on Dealings is Misleading, POW! Says
------------------------------------------------------------
POW! Entertainment, Inc., disclosed that the Valcom Inc.'s
description of its dealings with POW! and Stan Lee is inaccurate
and misleading.  The true facts, which will be the basis of POW!'s
countersuit in excess of $10 million for failure to perform and
fraud to be filed against Valcom next week, are:

   * POW! and Valcom entered into a letter of intent for the
     formation of a joint venture to develop film projects with   
     Valcom funding.  After repeated failures by Valcom to
     discharge its obligations, POW! terminated the
     relationship.  Among its other failures, Valcom failed to
     provide the agreed funding -- Valcom made only 3 of the
     required 24 overhead payments (its very first check
     bounced), and paid literally none of the development money
     contemplated by the LOI.

   * The LOI provided that any projects for which Valcom funded
     development would be handled through the JV.  Before POW!
     terminated the relationship with Valcom, POW! repeatedly
     offered Valcom the opportunity to participate in any
     projects POW! had, including future projects that might be
     developed and presented to Disney.  Valcom never accepted
     POW!'s offers and never provided development money for any
     project.  In the face of Valcom's lack of interest and
     lack of performance, and after terminating the
     relationship with Valcom, POW! proceeded on its own.

   * The LOI, drafted by Valcom, says explicitly that it is not
     binding.  Valcom was to draft a binding JV agreement, but
     never did.  Valcom has filed for bankruptcy protection,
     and in the bankruptcy court has sued POW! (and Stan Lee)
     regarding the failed JV.  POW! will file a countersuit in
     the very near future, alleging, among other things, that
     Valcom deceived POW! into entering the JV relationship to
     begin with, because Valcom never had the money necessary
     to perform its obligations in that JV and had no
     reasonable basis for believing that it could perform.
                        
                          About POW!

POW! (Purveyors of Wonder) Entertainment Inc. (Pink Sheets:POWN)
is an advanced media and entertainment company.  The company was
founded by world-famous comic book and motion picture icon Stan
Lee, together with award-winning producer Gill Champion and
intellectual property specialist Arthur Lieberman, Esq.

                         About ValCom

Based in Los Angeles, California, ValCom, Inc. (PNK: VLCO) --
http://www.valcom.com/-- is a diversified and vertically   
integrated, independent entertainment company.  ValCom, through
its operating divisions and subsidiaries, creates and operates
full service facilities that accommodate film, television and
commercial productions with its four divisions comprised of:
studio, film and television, live theater production, and
broadcast television.  ValCom's clientele list consists of all of
the majors such as MGM, Paramount Pictures, ABC, CBS, Sony, NBC,
BET, MTV.

The Debtor has filed voluntary petitions for reorganization under
Chapter 11 on July 16, 2007 (Bankr. C.D. Calif. Case No. 07-
15984).  Joseph L. Pittera, Esq. represents the Debtor in its
restructuring efforts.  When the Debtor filed for bankruptcy, it
listed assets and debts between $1 million to $100 million.


VISION DEVELOPMENT: Case Summary & 37 Largest Unsecured Creditors
-----------------------------------------------------------------
Lead Debtor: Vision Development Group of Broward County, L.L.C.
             fdba Beacon Towers, L.L.C.
             dba Isles at Lago Mar
             dba Isles at Sawgrass
             673 Vista Isles Drive, Suite 1614
             Sunrise, FL 33325

Bankruptcy Case No.: 07-17778

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        Isadore M. Cohen                           07-17779

Type of business: The Debtors are real estate developers.

Chapter 11 Petition Date: September 20, 2007

Court: Southern District of Florida (Fort Lauderdale)

Judge: Raymond B. Ray

Debtors' Counsel: Peter D. Russin, Esq.
                  Meland, Russin & Budwick, P.A.
                  200 South Biscayne Boulevard, Suite 3000
                  Miami, FL 33131
                  Tel: (305) 358-6363
                  Fax: (305) 358-1221

                            Estimated Assets       Estimated Debts
                            ----------------       ---------------
Vision Development Group       $1 Million to         $1 Million to
of Broward County, L.L.C.       $100 Million          $100 Million

Isadore M. Cohen               $1 Million to         $1 Million to
                                $100 Million          $100 Million

A. Vision Development Group of Broward County, LLC's 20 Largest
   Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Chelsey Funding, L.L.C.        Mezzanine Loan          $5,415,000
c/o William Wachtel, Esq.
Wachtel & Maysr, L.L.P.
New York, NY 10022

T.M.G. Sunrise, L.L.C.         Mezzanine Loan          $5,085,000
c/o The Modlin Group, L.L.C.
Attention: Avery Modlin
New York, NY 10019

Imperial Premium Finance,Inc.  Insurance                 $280,810
P.O. Box 8945
New York, NY 33155

Greenberg & Traurig, L.L.P.    Professional Fee          $189,485

Isles at Lago Mar Condo        Trade                     $122,813
Association

DynaServ Florida, Inc.         Trade                     $101,215

Fortune International Realty   Trade                      $26,489

Stelco Distributors, Inc.      Trade                      $26,087

Miami Herald                   Trade                      $15,137

Robert Parker Carpet Sales,    Trade                      $11,254
Inc.

The Treister Murry Agency      Trade                      $10,500

Morrison, Brown, Argiz &       Professional Fee           $10,000
Farra, L.L.P.

Pan American Media Group,      Trade                       $9,400
Inc.

Pacesetter Personal Service    Trade                       $8,385

Best Quality & Service Co.,    Trade                       $8,343
L.L.C.

John's Contracting Group,      Trade                       $4,125
Inc.

Real Property Appraisers,      Professional Fee            $3,250
Inc.

Caulfield & Wheeler, Inc.      Trade                       $2,750

Leopold Korn & Leopold P.A.    Professional Fee            $2,666
Trust Acct.

Site Manageware                Trade                       $2,700

B. Isadore M. Cohen's 17 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Exodus Property Management     Fee                       $480,000
Co., Inc.
450 Alton Road, Suite 902
Miami Beach, FL 33139

Yehuda Gargir                  Loan                      $325,000
3750 Inverrary Drive Z10
Lauderhill, FL 33319

Larimar, L.L.C.                Loan                      $175,000
2800 Weston Road, Suite 202
Weston, FL 33331

Rogers, Morris & Ziegler       Broker Fee                $150,000

Estate of C. Cohen             Loan                      $140,000

E.Q. Financial Services, Inc.  Loan                      $100,000

D. Coquilla                    Loan                       $31,000

Mercedes-Benz Financial        2003 Mercedes              $20,063
                               Benz; value of
                               security:
                               $20,000

Broward County Tax Collector   Real Property              $15,927
                               Taxes

Syracuse University            Tuition                    $12,640
Bursar's Office

Volvo Finance N.A.             Auto Lease                  $9,444
                               Deficiency

Amcomp Assurance Corporation   Final Judgment              $6,182

Ford Motor Credit              Auto Lease                  $4,325
                               Deficiency

Rossman & Co.                  Collection Peoples          $1,976
                               Gas Systems, Inc.

Nationwide Recovery Services   Collection                    $448
                               Sheridan
                               Healthcorp, Inc.

Gecap Financial                Credit Card                   $286

Cap Rev. Service               Florida Power                  $68
                               Light Company


* S&P Lowers Ratings on 36 Classes Issued by CSFB ABS
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 16
classes from 13 series of mortgage and home equity pass-through
certificates issued by CSFB ABS Trust and Home Equity Asset Trust.  
In addition, S&P lowered the ratings on 20 other classes from 14
series and removed them from CreditWatch with negative
implications.

Concurrently, S&P affirmed the ratings on two other classes from
two series and removed them from CreditWatch negative. Lastly, S&P
affirmed the ratings on 42 classes from these 14 series.

The downgrades reflect the adverse performance of the collateral
pools.  Monthly net losses have consistently exceeded monthly
excess interest cash flows, resulting in principal write-downs to
the overcollateralization for these deals.  Moreover, the O/C for
eight of the 14 transactions has been reduced to zero due to
losses, while the O/C for the other six is significantly below the
respective targets. Consequently, seven subordinate classes
defaulted during the August 2007 distribution because of principal
write-downs.

As of the August 2007 distribution period, total delinquencies
ranged from 14.37% (series 2001-HE30 fixed-rate group) to 38.84%
(series 2003-6), with cumulative realized losses ranging from
1.33% (series 2003-4) to 4.49% (series 2002-HE4 fixed-rate group).  
Seasoning for these transactions ranged from 40 months (series
2004-1) to 67 months (series 2001-HE30), with
outstanding pool factors of around 10% or less.

The affirmed ratings reflect adequate actual and projected credit
support for those classes.  Credit support for these transactions
consists of subordination, O/C, and excess interest cash flow.  
The collateral consists of fixed- or adjustable-rate, 30-year,
subprime mortgage loans secured by first liens on one- to four-
family residential properties.

Ratings affirmed and removed from creditwatch negative:

CSFB ABS Trust ]
Mortgage pass-through certificates

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2002-HE4   M-F-2      A         A/Watch Neg

Home Equity Asset Trust
Home equity pass-through certificates

           2003-2     M-3        BB        BB/Watch Neg

Ratings lowered and removed from creditwatch negative:

CSFB ABS Trust
Mortgage pass-through certificates

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2001-HE30  M-2        BB        A+/Watch Neg
           2002-HE1   B          D         B/Watch Neg
           2002-HE4   B          BB        A/Watch Neg
           2002-HE11  B-1        CCC       BB/Watch Neg

Home Equity Asset Trust
Home equity pass-through certificates

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2002-4     B-1        CCC       BB/Watch Neg
           2002-5     M-2        BBB-      A/Watch Neg
           2002-5     B-1        CCC       B/Watch Neg
           2003-1     B-1        B         BB+/Watch Neg
           2003-1     B-2        CCC       B/Watch Neg
           2003-2     B-1        CCC       B/Watch Neg
           2003-3     M-3        BB-       A-/Watch Neg
           2003-3     B-1        CCC       B/Watch Neg
           2003-4     B-2        B         BBB/Watch Neg
           2003-4     B-3        CCC       BB/Watch Neg
           2003-5     M-3        BBB-      BBB/Watch Neg
           2003-5     B-1        B-        B/Watch Neg
           2003-5     B-2        CCC       B-/Watch Neg
           2003-6     B-2        B         BB/Watch Neg
           2003-7     B-3        CCC       BBB-/Watch Neg
           2004-1     B-3        B         BBB/Watch Neg

Ratings lowered:

CSFB ABS Trust
Mortgage pass-through certificates

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2001-HE30  B          D         CCC
           2002-HE1   M-2        BB        A
           2002-HE4   M-2        BBB-      A+
           2002-HE11  M-2        BB        A+

Home Equity Asset Trust
Home equity pass-through certificates

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2002-4     M-2        BBB-      A
           2003-1     B-3        D         CCC
           2003-2     B-2        D         CCC
           2003-3     M-2        BBB-      A
           2003-3     B-3        D         CCC
           2003-4     B-1        BBB-      BBB+
           2003-5     B-3        D         CCC
           2003-6     B-1        BB        BBB+
           2003-7     B-1        BB        BBB+
           2003-7     B-2        B         BBB
           2004-1     B-1        BBB-      A-
           2004-1     B-2        BB        BBB+

Ratings affirmed:

CSFB ABS Trust
Mortgage pass-through certificates

                                               Rating
                                               ------
           Series     Class      
           ------     -----      
           2001-HE30  A-2, A-3, A-F, M-1       AAA
           2001-HE30  M-F-1                    AA+
           2001-HE30  M-F-2                    A+
           2002-HE1   A-1, A-2                 AAA
           2002-HE1   M-1                      AA+
           2002-HE4   A-F                      AAA
           2002-HE4   M-1, M-F-1               AA+
           2002-HE4   B-F                      CCC
           2002-HE11  A-2, A-3                 AAA
           2002-HE11  M-1                      AA+

Home Equity Asset Trust
Home equity pass-through certificates

                                               Rating
                                               ------
           Series     Class      
           ------     -----      
           2002-4     M-1                      AA+
           2002-5     M-1                      AA
           2003-1     M-1                      AA
           2003-1     M-2                      A+
           2003-1     M-3                      A
           2003-2     M-1                      AA
           2003-2     M-2                      A+
           2003-3     M-1                      AA
           2003-3     B-2                      CCC
           2003-4     M-1                      AA
           2003-4     M-2                      A
           2003-4     M-3                      A-
           2003-5     A-1, A-2                 AAA
           2003-5     M-1                      AA
           2003-5     M-2                      A
           2003-6     M-1                      AA
           2003-6     M-2                      A
           2003-6     M-3                      A-
           2003-7     A-2                      AAA
           2003-7     M-1                      AA
           2003-7     M-2                      A
           2003-7     M-3                      A-
           2004-1     M-1                      AA
           2004-1     M-2                      A+
           2004-1     M-3                      A


* S&P Takes Rating Actions on ACE Securities Certificates
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of certificates from two ACE Securities Corp.  Home Equity
Loan Trust transactions (class M-1 from series 2004-HE1 and
classes M-1 and M-2 from series 2003-HS1).  At the same time, we
lowered our ratings on 43 classes from 16 ACE transactions
originated between 2001 and 2004.

Concurrently, S&P removed three ratings (class M-6 from series
2003-HE1, class M-6 from series 2004-HE1, and class M-6 from
series 2004-HS1) from CreditWatch with negative implications. In
addition, S&P affirmed the ratings on 119 classes from 24 ACE
transactions originated between 1999 and 2004 (see list).

The upgrades of class M-1 from series 2004-HE1 and classes M-1 and
M-2 from series 2003-HS1 reflect an increase in credit enhancement
available to these classes (39.57% for class M-1 from series 2004-
HE1, and 78.32% and 39.32% for classes M-1 and M-2 from series
2003-HS1, respectively).  These two transactions are paying
sequentially because they have passed delinquency or loss
triggers, which provides additional support to the senior
tranches.

The downgrades reflect adverse collateral performance that has
caused monthly losses to generally outpace the cash flow from
excess interest.  This trend has led to the deterioration of
overcollateralization and the erosion of credit support provided
by subordination.  Realized losses for the downgraded transactions
range between 0.72% (series 2004 HE-2) and 3.99%
(series 2004 HE-1).

The delinquency pipeline in many of the transactions strongly
suggests that the trend of realized losses generally outpacing
excess interest will continue, further compromising credit
support.  Severe delinquencies (90-plus days, foreclosures, and
REOs) for the downgraded classes range from 8.39% (series 2002 HE-
3) to 26.2% (series 2004 HE-4).  Total delinquencies (30-plus
days, foreclosures, and REOs) for the downgraded transactions
range from 16.46% (series 2002 HE-3) to 41.45% (series 2002 HE-1).

The affirmations are based on credit support (excess interest,
O/C, and subordination) levels that are adequate to maintain the
current ratings despite the negative trends in the underlying
collateral of many of the deals.

The collateral for these transactions consists primarily of
subprime, fixed- or adjustable-rate, first-lien mortgage loans
secured by one- to four-family residential properties.
    
Ratings raised:

ACE Securities Corp. Home Equity Loan Trust

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2003-HS1   M-1        AAA       AA+
           2003-HS1   M-2        AA+       A+
           2004-HE1   M-1        AAA       AA

Ratings lowered and removed from creditwatch negative:

ACE Securities Corp. Home Equity Loan Trust

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2003-HE1   M-6        B         BB/Watch Neg
           2004-HE1   M-6        CCC       BB/Watch Neg
           2004-HS1   M-6        B-        BB /Watch Neg

Ratings lowered:

ACE Securities Corp. Home Equity Loan Trust

                                    Rating
                                    ------
           Series     Class      To        From
           ------     -----      --        -----
           2001 HE-1  M-3        B         BBB
           2002 HE-1  M-2        BB        A+
           2002 HE-2  M-2        BBB       A
           2002 HE-2  M-3        B         BBB
           2002 HE-2  M-4        B-        BBB-
           2002 HE-3  M-2        BB        A
           2002 HE-3  M-3        CCC       BBB
           2003-HE1   M-4        BBB       BBB+
           2003-HE1   M-5        BB        BBB
           2003-NC1   M-4        BBB       BBB+
           2003-NC1   M-5        B         BBB
           2003-NC1   M-6        B-        BBB-
           2003-OP1   M-6        BB-       BBB-
           2004-FM1   M-5        BB        BBB
           2004-FM1   M-6        B         BBB-
           2004-FM1   B-1A       B         BB
           2004-FM1   B-1B       B         BB
           2004-FM2   M-5        BB        A-
           2004-FM2   M-6        B         BBB
           2004-FM2   B          CCC       BBB-
           2004-HE1   M-4        BBB       A-
           2004-HE1   M-5        B         BBB+
           2004-HE2   B-1        B         BBB
           2004-HE2   B-2        CCC       BBB-
           2004-HE3   M-10       BBB       BBB+
           2004-HE3   M-11       CCC       BBB-
           2004-HE3   B          D         BB+
           2004-HE4   M-9        BB        BBB
           2004-HE4   M-10       BB-       BBB
           2004-HE4   M-11       B         BBB-
           2004-HE4   B          CCC       BB+
           2004-HS1   M-3        BBB       A
           2004-HS1   M-4        BBB-      A-
           2004-HS1   M-5        B         BBB+
           2004-OP1   M-6        BB        BBB
           2004-OP1   B          CCC       BB
           2004-RM2   B-3        B         BBB-
           2004-RM2   B-4        B-        BBB-
           2004-RM2   B-5        CCC       BB

Ratings affirmed:

ACE Securities Corp. Home Equity Loan Trust

                                         Rating
                                         ------
           Series          Class      
           ------          -----      
           1999-LB2        A-1           AAA
           1999-LB2        M-1           AA
           1999-LB2        M-2           A
           1999-LB2        B             BBB
           2001-AQ1        M-2           A
           2001 HE-1       M-1           AAA
           2001 HE-1       M-2           AA
           2002 HE-1       M-1           AA+
           2002 HE-1       M-3           CCC
           2002 HE-2       M-1           AAA
           2002 HE-3       A-1           AAA
           2002 HE-3       M-1           AA
           2003-FM1        M-1           AA+
           2003-FM1        M-2           A
           2003-FM1        M-3           A-
           2003-FM1        M-4           BBB+
           2003-FM1        M-5           BBB
           2003-FM1        M-6           BBB-
           2003-HE1        M-1           AA
           2003-HE1        M-2           A
           2003-HE1        M-3           A-
           2003-HS1        M-3           A-
           2003-HS1        M-4           BBB+
           2003-HS1        M-5           BBB
           2003-HS1        M-6           BBB-
           2003-NC1        A-1           AAA
           2003-NC1        A-2A, A-2C    AAA
           2003-NC1        M-1           AA+
           2003-NC1        M-2           A
           2003-NC1        M-3           A-
           2003-OP1        A-1           AAA
           2003-OP1        A-2           AAA
           2003-OP1        A-3           AAA
           2003-OP1        M-1           AA+
           2003-OP1        M-2           A+
           2003-OP1        M-3           A
           2003-OP1        M-4           A-
           2003-OP1        M-5           BBB
           2003-TC1        A-1           AAA
           2003-TC1        A-2           AAA
           2003-TC1        M-1           AA+
           2003-TC1        M-2           A
           2003-TC1        M-3           A-
           2003-TC1        M-4           BBB+
           2004-FM1        M-1           AA+
           2004-FM1        M-2           A+
           2004-FM1        M-3           A
           2004-FM1        M-4           BBB+
           2004-FM2        M-1           AA+
           2004-FM2        M-2           AA
           2004-FM2        M-3           AA-
           2004-FM2        M-4           A
           2004-HE1        M-2           AA
           2004-HE1        M-3           A
           2004-HE2        M-1           AA+
           2004-HE2        M-2           AA
           2004-HE2        M-3           A+
           2004-HE2        M-4           A
           2004-HE2        M-5           A
           2004-HE2        M-6           A-
           2004-HE3        A-1A          AAA
           2004-HE3        A-1B          AAA
           2004-HE3        M-1           AAA
           2004-HE3        M-2           AA+
           2004-HE3        M-3           AA+
           2004-HE3        M-4           AA
           2004-HE3        M-5           AA
           2004-HE3        M-6           AA-
           2004-HE3        M-7           A+
           2004-HE3        M-8           A
           2004-HE3        M-9           A-
           2004-HE4        M-1           AA+
           2004-HE4        M-2           AA+
           2004-HE4        M-3           AA
           2004-HE4        M-4           AA
           2004-HE4        M-5           A+
           2004-HE4        M-6           A
           2004-HE4        M-7           A
           2004-HE4        M-8           A-
           2004-HS1        A-2           AAA
           2004-HS1        A-3           AAA
           2004-HS1        M-1           AA+
           2004-HS1        M-2           AA-
           2004-IN1        A-1           AAA
           2004-IN1        M-1           AA+
           2004-IN1        M-2           AA
           2004-IN1        M-3           AA-
           2004-IN1        M-4           A
           2004-IN1        M-5           A-
           2004-IN1        M-6           BBB+
           2004-IN1        B             BBB-
           2004-OP1        M-1           AA+
           2004-OP1        M-2           AA
           2004-OP1        M-3           A+
           2004-OP1        M-4           A
           2004-OP1        M-5           A-
           2004-RM1        M-1           AA+
           2004-RM1        M-2, M-3      AA
           2004-RM1        M-4           AA-
           2004-RM1        M-5           A+
           2004-RM1        M-6           A
           2004-RM1        B-1           A-
           2004-RM1        B-2           BBB-
           2004-RM1        B-3           BB+
           2004-RM2        M-1, M-2      AA+
           2004-RM2        M-3, M-4      AA
           2004-RM2        M-5, M-6      A+
           2004-RM2        M-7           A
           2004-RM2        B-1           A-
           2004-RM2        B-2           BBB
           2004-SD1        A-1           AAA
           2004-SD1        M-1           AA
           2004-SD1        M-2           A
           2004-SD1        M-3           BBB
           2004-SD1        M-4           BBB-


* Alvarez & Marsal Launches Technology Asset Management Services
----------------------------------------------------------------
As companies and public sector entities seek to identify ways of
deriving greater value from technology investments with an eye
towards lowering costs and improving performance, Alvarez & Marsal
has added Technology Asset Management Services to the firm's suite
of global professional services.  

Led by CEO Charlie Hendrickson and senior directors Jenifer
Slocum, William McManus, and Larry Stahl, and joined by new
directors Carol Stemmle and Shane Philips, Alvarez & Marsal
Technology Asset Management Services, LLC is designed to bridge
the gap between finance and technology, enabling companies to
integrate technology spending into their overall business model,
reduce operating and maintenance costs, improve efficiency of
technology related processes and policies, and maximize value of
technology investments.  

“When organizations are experiencing significant growth, seeking
to improve performance or navigating periods of change, such as
mergers, changes in control or operational restructurings,
technology assets can create both risks and opportunities,” said
Mr. Hendrickson.  “The ways in which those assets are managed,
particularly when it comes to the relationship between finance and
technology, can play a key role in an organization's ability to
realize the full value of technology investments, achieve cost
savings and avoid potentially serious issues ranging from security
breaches to compliance problems.”

As part of IBM's Business Partner Program, A&M Technology Asset
Management Services, LLC has licensed IBM's Tivoli Asset
Management for IT software and integrated it with A&M's automated
framework for all IT asset life-cycle decisions. The resulting,
enhanced software is a powerful business process solution suite
designed to automate the management of IT assets, and, ultimately,
bridge the gap between finance and technology to enable
organizations to manage IT assets as a core business.

“Alvarez & Marsal Technology Asset Management Services stands
apart in the marketplace for two key reasons: first, an
operational heritage that creates a deep understanding of the
relationship between finance and technology and other functional
business units and, second, a solution developed around IBM's
Tivoli Asset Management for IT software, that is the most advanced
asset management tool in the marketplace,” said Mr.  Stahl, who
spent more than 30 years at IBM before joining A&M.  “This unique
combination enables us to offer highly-focused assessments and
targeted improvements that lead to measurable results with respect
to technology costs.”

Prior to his appointment as CEO of A&M's Technology Asset
Management Services, Mr. Hendrickson was a member of A&M Dispute
Analysis & Forensic Services, assisting public sector entities in
Louisiana with their business interruption claims in connection
with hurricanes Katrina and Rita.  Prior to joining A&M, Mr.
Hendrickson had over 30 years experience with Big Four accounting
firms, including 17 years with PricewaterhouseCoopers, where his
most recent assignment was as the global IT finance leader.

In this role, he was the finance advisor to the global CIO
addressing post-merger technology integration issues resulting
from the merger of two global accounting firms and was also
responsible for IT asset management services.  Over the course of
his career he has worked closely with CEOs, CFOs and CIOs to
produce maximum competitive value from technology spending.  He
has also advised public sector entities, including school
districts and colleges and universities, on business and
technology management issues.  

During his more than 30 years with IBM, Mr. Stahl served as a
member of the company's executive team and held various sales,
management and executive positions.  Most recently, he was the IBM
global director for the professional services industry, including
the Big Four accounting firms. In this role, he was responsible
for sales, services, support, and IBM alliance efforts for these
firms.  He specializes in working closely with senior management
to identify, validate and implement business process solutions
aimed at lowering technology operating, maintenance and support
costs.

With more than 26 years of experience in advanced technology
services, Ms. Slocum has advised on numerous technology platform
implementations, new product development initiatives, advanced
technology solutions, mergers and acquisitions, and divestitures.
Prior to joining A&M, she spent 19 years with the information and
technology services group of PricewaterhouseCoopers, where she
most recently served as the director for asset management services
for the U.S.

Mr. McManus brings extensive experience leading large projects,
including new technology and process implementation, financial
modeling and policy efforts, organizational relocations, process
reengineering initiatives, and operational risk and controls
projects.  Prior to joining A&M, Mr. McManus managed the
implementation of a strategic technology program within the
capital markets division of Washington Mutual.  He has also served
as the director of asset management services for the Americas
Region with PricewaterhouseCoopers, where he led the development
and implementation of the information technology asset management
(ITAM) system currently used to manage the firm's technology
assets.

Ms. Stemmle has extensive experience in leading IT departments
including new hardware and software testing, product development
and certification, and training and support.  In addition to IT
department management, she has managed large projects involving
hardware and software architectural design, planning and
implementation, and has worked closely with finance and IT
departments in developing solutions for acquiring, deploying and
managing IT assets in the most efficient and cost effective
manner.

Prior to joining A&M, she was a senior manager in the asset
management services group of PricewaterhouseCoopers, where she
served as senior manager responsible for working with finance and
IT to automate all aspects of the IT asset lifecycle processes.

Mr. Philips has over 15 years experience developing asset
management applications, managing large systems installations,
and leading a technical sales force focused on serving the asset
management needs of Fortune 500 clients and public sector
organizations.  Mr. Philips, who is ITIL certified, has
successfully implemented broader IT service management solutions,
which expand beyond core ITAM functions and has been a frequent
speaker at conferences sponsored by independent research firms
focused on asset management issues.

Prior to joining A&M, he was a technical systems engineer at IBM,
leading a technical sales team focused on the implementation of
IBM's Tivoli Asset
Management for IT software.

                      About Alvarez & Marsal

Alvarez & Marsal -- http://www.alvarezandmarsal.com/-- is a    
professional services firm with expertise in guiding
underperforming companies and public sector entities through
complex operational, financial and organizational challenges.  The
firm excels in problem solving and value creation, and brings a
bias toward executing solutions with a distinctive hands-on
approach to serving clients, management and stakeholders.  

Founded in 1983, Alvarez & Marsal draws on its strong operational
heritage to provide specialized services, including Turnaround and
Management Advisory, Crisis and Interim Management, Performance
Improvement, Creditor Advisory Services, Corporate Finance,
Dispute Analysis and Forensics, Tax Advisory, Business Consulting,
Real Estate Advisory and Transaction Advisory.  A network of
experienced professionals in locations across the U.S., Europe,
Asia and Latin America, enables the firm to deliver on its proven
reputation for leadership, problem solving and value creation.


* Bloomberg to Host Bankruptcy & Hedge Funds Seminar Tomorrow
-------------------------------------------------------------
Bloomberg will host a Bankruptcy Law Seminar on The Changing
Dynamics of Bankruptcy: Peeking from Behind the Hedge and
BAPCPA, co-sponsored by the CLE Institute, New York County
Lawyers' Association, at its offices in New York City tomorrow,
Sept. 25, 2007, between 8:00 a.m. and 12:30 p.m.  There is no
cost to attend this event.

The program agenda includes presentations on: Second Lien Loans,
Changes in Lending Syndicates, Ethical Considerations in Chapter
11, Credit Bidding and Loan to Own.

This course has been approved in accordance with the requirements
of the New York State Continuing Legal Education Board for a
maximum of 4 transitional and non-transitional credit hours:
3.5 Professional Practice; 0.5 Ethics.

ACCREDITED PROVIDER STATUS: New York County Lawyers' Association
has been certified by the New York State Continuing Legal
Education Board as an Accredited Provider of continuing legal
education in the State of New York, March 8, 2007 - March 7, 2010.


* BOND PRICING: For the Week of Sept. 17 – Sept. 22, 2007
---------------------------------------------------------

Issuer                              Coupon   Maturity  Price
------                              ------   --------  -----
ABC Rail Product                     10.500%  01/15/04      0
ABC Rail Product                     10.500%  12/31/04      0
Acme Metals Inc                      12.500%  08/01/02      0
Allegiance Tel                       11.750%  02/15/08     53
Amer & Forgn Pwr                      5.000%  03/01/30     62
Ames Dept Stores                     10.000%  04/15/06      0
Antigenics                            5.250%  02/01/25     69
Atherogenics Inc                      1.500%  02/01/12     34
Atherogenics Inc                      4.500%  03/01/11     48
Atlantic Coast                        6.000%  02/15/34      4
Bank New England                      8.750%  04/01/99      8
Bank New England                      9.875%  09/15/99      8
Beazer Homes USA                      4.625%  06/15/24     73
Beazer Homes USA                      6.500%  11/15/13     74
Beazer Homes USA                      6.875%  07/15/15     74
Builders Transport                    6.500%  05/01/11      0
Burlington North                      3.200%  01/01/45     55
Calpine Gener Co                     11.500%  04/01/11     32
CIT Group Inc                         6.100%  03/15/67     73
Clear Channel                         5.500%  12/15/16     75
Collins & Aikman                     10.750%  12/31/11      2
Color Tile Inc                       10.750%  12/15/01      0
Columbia/HCA                          7.050%  12/01/27     74
Columbia/HCA                          7.500%  11/15/95     74
ComEd Fin III                         6.350%  03/15/33     74
Complete Mgmt                         8.000%  08/15/03      0
Comprehensive Care                    7.500%  04/15/10     60
CompuCredit                           5.875%  11/30/35     69
Curagen Corp                          4.000%  02/15/11     63
Decode Genetics                       3.500%  04/15/11     69
Decode Genetics                       3.500%  04/15/11     69
Delta Air Lines                       8.000%  12/01/15     65
Delta Mills Inc                       9.625%  09/01/07     15
Duquesne Light                        6.250%  08/15/35     72
Dura Operating                        8.625%  04/15/12     45
Dura Operating                        9.000%  05/01/09      7
Dura Operating                        9.000%  05/01/09      3
Dyersburg Corp                        9.750%  09/01/07      0
E. Spire Comm Inc                    10.625%  07/01/08      0
Eagle Food Centr                     11.0005  04/15/05      0
Empire Gas Corp                       9.000%  12/31/07      1
Encysive Pharma                       2.500%  03/15/12     69
Epix Medical Inc                      3.000%  06/15/24     75
Exodus Comm Inc                       5.250%  02/15/08      0
Exodus Comm Inc                      11.625%  07/15/10      0
Fedders North Am                      9.875%  03/01/14     16
Finova Group                          7.500%  11/15/09     21
Finlay Fine Jwly                      8.375%  06/01/12     70
Ford Motor Cred                       5.750%  01/21/14     75
Ford Motor Cred                       6.000%  11/20/14     75
Ford Motor Cred                       6.000%  11/20/15     74
Ford Motor Cred                       6.050%  12/22/14     74
Ford Motor Co                         6.375%  02/01/29     70
Ford Motor Co                         6.625%  02/15/28     70
Ford Motor Co                         6.625%  10/01/28     71
Ford Motor Co                         7.125%  11/15/25     68
Ford Motor Co                         7.400%  11/01/46     71
Ford Motor Co                         7.500%  08/01/26     71
Ford Motor Co                         7.500%  08/20/32     71
Ford Motor Co                         7.700%  05/15/97     71
Ford Motor Co                         7.750%  06/15/43     71
General Motors                        6.750%  05/01/28     71
General Motors                        7.375%  05/23/48     72
General Motors                        7.400%  09/01/25     73
GMAC                                  5.900%  01/15/19     74
GMAC                                  6.000%  02/15/19     73
GMAC                                  6.000%  02/15/19     75
GMAC                                  6.000%  03/15/19     74
GMAC                                  6.000%  03/15/19     75
GMAC                                  6.000%  09/15/19     72
GMAC                                  6.050%  08/15/19     73
GMAC                                  6.050%  08/15/19     74
GMAC                                  6.050%  10/15/19     74
GMAC                                  6.100%  09/15/19     74
GMAC                                  6.150%  08/15/19     74
GMAC                                  6.150%  10/15/19     75
GMAC                                  6.250%  04/15/19     73
GMAC                                  6.250%  07/15/19     74
Gulf States STL                      13.500%  04/15/03      1
Hines Nurseries                      10.250%  10/01/11     70
HNG Internorth                        9.625%  03/15/06     28
Iridium LLC/CAP                      10.875%  07/15/05      3
Iridium LLC/CAP                      11.250%  07/15/05      5
Iridium LLC/CAP                      13.000%  07/15/05      4
Iridium LLC/CAP                      14.000%  07/15/05      4
Isolagen Inc                          3.5005  11/01/24     75
James River Coal                      9.375%  06/01/12     74
K Hovnanian Entr                      6.250%  01/15/15     74
K Hovnanian Entr                      6.250%  01/15/16     74
K Hovnanian Entr                      6.375%  12/15/14     74
K Hovnanian Entr                      7.750%  05/15/13     68
K Hovnanian Entr                      8.875%  04/01/12     73
K Mart Funding                        8.800%  07/01/10      8
Kaiser Aluminum                       9.875%  02/15/02      0
Kaiser Aluminum                      12.750%  02/01/03      8
Kellstrom Inds                        5.500%  06/15/03      0
Kellstrom Inds                        5.750%  10/15/02      0
Kimball Hill Inc                     10.500%  12/15/12     69
Kmart Corp                            9.350%  01/02/20     12
Lehman Bros Holding                   5.850%  11/08/30     73
Lehman Bros Holding                  10.000%  10/30/13     71
Liberty Media                         3.750%  02/15/30     60
Liberty Media                         4.000%  11/15/29     64
Lifecare Holding                      9.250%  08/15/13     68
LTV Corp                              8.200%  09/15/07      0
McSaver Financl                       7.400%  02/15/02      0
McSaver Financl                       7.875%  08/01/03      0
Merisant Co                           9.500%  07/15/13     73
MHS Holdings Co                      16.875%  09/22/04      0
Movie Gallery                        11.000%  05/01/12     31
Muzak LLC                             9.875%  03/15/09     54
Natl Steel Corp                       9.875%  03/01/09      0
Neff Corp                            10.000%  06/01/15     71
New Orl Grt N RR                      5.000%  07/01/32     61
Nielsen Finance                      12.500%  08/01/16     67
Northern Pacific RY                   3.000%  01/01/47     52
Northern Pacific RY                   3.000%  01/01/47     52
Northwest Steel & Wire                9.500%  06/15/01      0
NTK Holdings Inc                     10.750%  03/01/14     61
Nutritional Src                      10.125%  08/01/09     66
Oscient Pharma                        3.500%  04/15/11     67
Outboard Marine                       7.000%  07/01/02      0
Outboard Marine                       9.125%  04/15/17      7
Pac-West Telecom                     13.500%  02/01/09      4
Pac-West Telecom                     13.500%  02/01/09      4
PCA LLC/PCA FIN                      11.875%  08/01/09      6
Pegasus Satellite                    12.375%  08/01/08      0
Phelps Dodge                          6.125%  03/15/34     72
Piedmont Aviat                       10.250%  01/15/49      0
Piedmont Aviat                       10.250%  01/15/49      0
Pixelworks Inc                        1.750%  05/15/24     74
Polaroid Corp                         6.750%  01/15/02      0
Polaroid Corp                        11.500%  02/15/06      0
Pope & Talbot                         8.375%  06/01/13     51
Pope & Talbot                         8.375%  06/01/13     56
Primus Telecom                        3.750%  09/15/10     69
Primus Telecom                        8.000%  01/15/14     67
Pulte Homes Inc                       6.000%  02/15/35     73
Radnor Holdings                      11.000%  03/15/10      0
Read-Rite Corp                        6.500%  09/01/04      0
Realogy Corp                         12.375%  04/15/15     72
Reliance Grp Hld                      9.000%  11/15/00      0
Rite Aid Corp.                        6.875%  12/15/28     71
RJ Tower Corp.                       12.000%  06/01/13      5
Rotech HealthCare                     9.500%  04/01/12     64
Saint Acquisition                    12.500%  05/15/17     67
ServiceMaster Co                      7.100%  03/01/18     68
ServiceMaster Co                      7.450%  08/15/27     69
Scotia Pac Co                         6.550%  01/20/07     50
SLM Corp                              5.000%  06/15/28     70
SLM Corp                              5.250%  12/15/28     74
SLM Corp                              5.350%  06/15/28     73
SLM Corp                              5.400%  03/15/23     75
SLM Corp                              5.400%  03/15/28     73
SLM Corp                              5.400%  06/15/30     74
SLM Corp                              5.400%  06/15/30     73
SLM Corp                              5.500%  06/15/29     72
SLM Corp                              5.500%  06/15/29     72
SLM Corp                              5.500%  06/15/29     71
SLM Corp                              5.500%  03/15/30     70
SLM Corp                              5.500%  06/15/30     72
SLM Corp                              5.500%  12/15/30     71
SLM Corp                              5.550%  06/15/25     71
SLM Corp                              5.600%  12/15/29     68
SLM Corp                              5.650%  03/15/29     71
SLM Corp                              5.650%  03/15/29     73
SLM Corp                              5.650%  12/15/29     74
SLM Corp                              5.650%  12/15/29     72
SLM Corp                              5.650%  12/15/29     74
SLM Corp                              5.650%  03/15/30     73
SLM Corp                              5.650%  06/15/30     75
SLM Corp                              5.650%  09/15/30     74
SLM Corp                              5.700%  03/15/29     71
SLM Corp                              5.700%  03/15/29     74
SLM Corp                              5.700%  03/15/29     74
SLM Corp                              5.700%  03/15/30     74
SLM Corp                              5.750%  03/15/29     74
SLM Corp                              5.750%  06/15/29     73
SLM Corp                              5.750%  09/15/29     73
SLM Corp                              5.750%  09/15/29     68
SLM Corp                              5.750%  12/15/29     70
SLM Corp                              5.750%  12/15/29     74
SLM Corp                              5.750%  03/15/30     73
SLM Corp                              5.750%  03/15/30     73
SLM Corp                              5.800%  12/15/29     72
SLM Corp                              6.000%  06/15/29     75
SLM Corp                              6.000%  09/15/29     75
SLM Corp                              6.000%  09/15/29     73
SLM Corp                              6.100%  12/15/28     73
SLM Corp                              6.350%  09/15/31     72
Spacehab Inc                          5.500%  10/15/10     50
Spansion Llc                          2.250%  06/15/16     73
Spectrum Brands                       7.375%  02/01/15     74
Standard Pac corp                     6.250%  04/01/14     71
Standard Pac corp                     7.750%  03/15/13     73
Standard Pacific                      7.000%  08/15/15     73
Standard Pacific                      9.250%  04/15/12     72
Stanley-Martin                        9.750%  08/15/15     72
Tenet Healthcare                      6.875%  11/15/31     72
Times Mirror Co                       6.610%  09/15/27     71
Times Mirror Co                       7.250%  11/15/96     72
Times Mirror-New                      7.500%  07/01/23     70
Tom's Foods Inc                      10.500%  11/01/04      1
Tousa Inc                             7.500%  03/15/11     32
Tousa Inc                             7.500%  01/15/15     29
Tousa Inc                             9.000%  07/01/10     68
Tousa Inc                             9.000%  07/01/10     69
Tousa Inc                            10.375%  07/01/12     33
TransTexas Gas                       15.000%  03/15/05      0
Tribune Co                            5.250%  08/15/15     72
United Air Lines                      9.350%  04/07/16     43
US Air Inc.                          10.680%  06/27/08      0
US Air Inc.                          10.700%  01/01/49      0
US Air Inc.                          10.800%  01/01/49      0
Venture Holdings                     12.000%  06/01/09      0
Vesta Insur Grp                       8.750%  07/15/25      2
Vicorp Restaurant                    10.500%  04/15/11     65
Wachovia Corp                         9.250%  04/10/08     68
Wachovia Corp                        12.500%  03/05/08     74
Wachovia Corp                        15.500%  12/05/07     69
WCI Communities                       6.625%  03/15/15     72
WCI Communities                       7.875%  10/01/13     74
Weirton Steel                        10.750%  06/01/05      0
Werner Holdings                      10.000%  11/15/07      1
Westpoint Steven                      7.875%  06/15/05      0
William Lyon                          7.500%  02/15/14     67
William Lyon                          7.625%  12/15/12     72
Winstar Comm Inc                     10.000%  03/15/08      0
Winstar Comm Inc                     12.750%  04/15/10      0
Winstar Comm                         14.000%  10/15/05      0
Wornick Co                           10.875%  07/15/11     70

                             *********

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, Joseph C. Martirez, 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 ***