TCR_Public/071114.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, November 14, 2007, Vol. 11, No. 270

                             Headlines



1031 TAX GROUP: Chap. 11 Trustee Taps Kaufman as Virginia Counsel
1031 TAX GROUP: Chapter 11 Trustee Taps SEKO as Aircraft Broker
ACE SECURITIES: S&P Holds BB+ Rating on Class B-1 Certificates
AMERICAN HOME: Court Denies UBS Request for Stay of $500M Sale
AMERICAN HOME: Asks Court to Compel Triad to Honor Claims

AMERICAN HOME: Competes w/ Bear Stearns Over Rights to $1.8MM Fund
AMERICAN OPPORTUNITY: Moody's Holds Ba2 Rating on 2001B Bonds
BEXAR COUNTY: Performance Decline Prompts Moody's to Cut Ratings
BLAST ENERGY: Plan Confirmation Hearing Deferred to November 28
BOMBAY CO: Taps DJM Realty to Dispose U.S. Retail Store Leases

BRITISH AMERICAN HOMES: Involuntary Chapter 11 Case Summary
C2K2 MOTORS: Voluntary Chapter 11 Case Summary
CAITHNESS COSO: Extends Pricing Date of Notes & Bonds Offering
CALPINE CORP: Creditor & Equity Panel Backs Claims Objection Plea
CAMBER 7: Moody's Junks Rating on $11.25 Mil. Floating Rate Notes

CANARGO ENERGY: Posts $9.96 Million Net Loss in Third Quarter
CASH TECH: Arranges $750,000 of New Funding for its Cash Needs
CD 2007-CD5: S&P Puts Low-B Ratings on Six Certificate Classes
CETUS ABS: Moody's Downgrades Ratings on Four Note Classes
CHARLES BOOTHE: Voluntary Chapter 11 Case Summary

CHARYS HOLDING:  Miller Ray Houser Raises Going Concern Doubt
COMPUTER WORLDS: Involuntary Chapter 11 Case Summary
CONNACHER OIL: Moody's Rates $600 Million Pending Notes Offering
CONSTELLATION BRANDS: Buying Fortune's Wine Biz for $885 Million
CONSTELLATION BRANDS: Fortune Deal Cues Fitch to Hold Ratings

COUNTRYWIDE FINANCIAL: Loan Fundings Drops 48% in October 2007
DANA CORP: Judge Lifland Rejects Jasco's $20 Million Claim
DANA CORP: Wants to Settle Asbestos Claims for $2 Million
DANA CORP: Ad Hoc Asbestos Committee Balks at Proposed Settlement
DARDENNE ANIMAL: Case Summary & 15 Largest Unsecured Creditors

DELAWARE AVENUE: Case Summary & 10 Largest Unsecured Creditors
DIOGENES CDO: Moody's Junks Rating on $16 Mil. Floating Rate Notes
DISTRIBUTED ENERGY: Posts $15.2 Million Net Loss in 3rd Quarter
DOLLAR FINANCIAL: Moody's Lifts Corporate Family Rating to B2
DON RODDAM: Voluntary Chapter 11 Case Summary

DONNIE DUNN: Case Summary & Five Largest Unsecured Creditors
DUKE FUNDING: Bad Credit Quality Cues Moody's to Downgrade Ratings
DUKE FUNDING: Moody's Cuts Ratings on EUR67 Mil. Notes to Ba2
E*TRADE FINANCIAL: Shares Down 59%; Bankruptcy Risk Raised
ECHOSTAR COMMS: Earns $200 Million in 3rd Quarter Ended Sept. 30

ENTERPRISE GP: Fitch Rates $850MM Sr. Secured Term Loan at BB
EQUIFIRST MORTGAGE: Moody's Puts Low-B Rated Certs. on Neg. Watch
EXCO RESOURCES: Earns $10.7MM in Third Quarter Ended Sept. 30
FINLAY ENTERPRISES: Completes $200MM Buy of Zale's Bailey Asset
FREMONT GENERAL: Board Names Stephen Gordon as Chairman and CEO

G-I HOLDINGS: Wants Exclusive Period Further Extended to April 30
GMAC MORTGAGE: Fitch Affirms 'B' Ratings on Three Classes
GRAPHIC PACKAGING: S&P Holds All Ratings and Revises Outlook
GREAT ALLIANCE: Case Summary & Five Largest Unsecured Creditors
GREGORY LEGGOTT: Case Summary & Eight Largest Unsecured Creditors

HERBST GAMING: EBITDA Decline Prompts Moody's to Pare Rating to B2
HIDDEN SPLENDOR: Court Approves White Law as Bankruptcy Counsel
HIDDEN SPLENDOR: U.S. Trustee Appoints Five-Member Creditors Panel
HIDDEN SPLENDOR: McGuirewoods Approved as Committee's Counsel
HOMEBANC CORP: Wants Until March 6 to Remove Civil Actions

HOMEBANC CORP: Wants to Lease-Decision Period Extended to March 6
INDYMAC: Moody's Junks Ratings on Five Certificate Classes
INPHONIC INC: Organization Meeting Scheduled This Friday
INPHONIC INC: Faces Nasdaq Delisting Due to Bankruptcy Filing
INSITE VISION: Sept. 30 Balance Sheet Upside-Down by $1.9 Million

INTERGRAPH CORP: Good Performance Prompts S&P to Lift Rating
INVESTMENT PROPERTIES: Likely to File for Bankruptcy, Reinert Says
IRON MOUNTAIN: High Debt Leverage Cues S&P to Revise Outlook
LEVTIZ FURNITURE: Seeks Court OK to Employ Jones Day as Counsel
LEVITZ FURNITURE: Wants to Hire Young Conaway as Conflicts Counsel

LEVITZ FURNITURE: Wants Until December 21 to File Schedules
LIBERTY TAX: Sept. 30 Balance Sheet Upside-Down by $10.2 Million
LIMITED BRANDS: October 2007 Sales Drop 6% to $644.7 Million
MARKOV CDO: Moody's Cuts Ratings on $32 Million Notes to Ba3
MATTRESS GALLERY: US Trustee Appoints Five-Member Creditors Panel

MATTRESS GALLERY: Gets Interim Okay to Access OMG DIP Financing
MEDFORD CROSSINGS: Laurel Creditors Wants Automatic Stay Lifted
MEDFORD CROSSINGS: Lender Wants Obermayer Disqualified as Counsel
MEDQUEST INC: Novant Merger Cues S&P to Retain Positive Watch
MGM MIRAGE: Develops Kansas Resort Casino with Foxwoods & Sumner

MIRANT CORP: Fitch Removes Ratings from Negative Watch
MNK INVESTMENTS: Involuntary Chapter 11 Case Summary
MOVIE GALLERY: Court Defers Hearing on Leases' Auction to Nov. 28
MOVIE GALLERY: Resolves Objections Auction of Leases
MOVIE GALLERY: Securities Delisted from NASDAQ

MQ ASSOCIATES: Unit Completes $45MM Merger with Novant Health
MQ ASSOCIATES: Offers to Purchase $316 Million of Senior Notes
MUSIC WORLD: Put Under Bankruptcy by Owners; To Close by January
MYLOTTE DAVID: Organizational Meeting Scheduled on November 19
NATIONAL ENERGY: Board to Liquidate Assets and Dissolve Company

NATIONAL MONEY: Moody's Lifts Senior Secured Rating to B2 from B3
NEUMANN HOMES: U.S. Trustee Appoints Seven-Member Creditors Panel
NEUMANN HOMES: Ad Hoc Group of Secured Trade Creditors Formed
OCCULOGIX INC: Posts $19.7 Million Net Loss in Qtr. Ended Sept. 30
OPEN TEXT: Successful Integration Cues S&P's Stable Outlook

ORBITZ WORLDWIDE: Posts $32 Million Net Loss in Third Quarter
POINT PLEASANT: Moody's Junks Rating on $32 Million Notes
PRIMUS TELECOMMS: Has $445.6 Mil. Equity Deficit at Sept. 30
PRINCETON SKI: Organizational Meeting Scheduled on November 19
PSEG ENERGY: Stand-Alone Credit Cues S&P to Hold 'BB-' Rating

SCO GROUP: Wants Cattleback Settlement Agreement Approved
SILVER ELMS: Moody's Places Notes' Low-B Ratings Under Neg. Watch
STATION CASINOS: Sept. 30 Balance Sheet Upside-Down by $290MM
STATION CASINOS: Completes Merger Deal with FCP Acquisition
TAUBMAN CENTERS: Fitch Holds 'BB' Issuer Default Rating

TERWIN MORTGAGE: Poor Credit Support Cues S&P to Lower Ratings
TRANSTEC INC: Voluntary Chapter 11 Case Summary
TRUESTAR BARNETT: Wants Voluntary Chapter 11 Case Dismissed
TWIN PEAKS FINANCIAL: Involuntary Chapter 11 Case Summary
TYSON FOODS: Outlines International Expansion Plans

TYSON FOODS: Earns $32 Million in Fourth Qtr. Ended Sept. 30
VIRAGEN INC: AMEX to Delist Stock Effective November 19
WENDY'S INTERNATIONAL: Fidelity National Cancels Planned Bid
WESTAR ENERGY: Plans Public Offering of 7.6 Mil. Shares of Stock
WESTLAKE CHEMICAL: Earns $38 Million in Third Quarter of 2007

WILLIAMS COS: S&P Lifts Ratings on Four Certs. from BB+ to BBB-

* Moody's Downgrades Ratings on 64 Impac-backed Tranches

* Beard Group's Featured Audio Conference for November 2007

* Upcoming Meetings, Conferences and Seminars



                             *********

1031 TAX GROUP: Chap. 11 Trustee Taps Kaufman as Virginia Counsel
-----------------------------------------------------------------
Gerard A. McHale, Jr., the Chapter 11 Trustee for 1031 Tax Group
LLC and its debtor-affiliates ask the United States Bankruptcy
Court for the Southern District of New York for authority to
employ Kaufman & Canoles as his special Virginia counsel, nunc pro
tunc Oct. 24, 2007.

As the Trustee's special Virginia counsel, Kaufman & Canoles will
render legal services as the Trustee may request that relate to
the Virginia Debtors, criminal investigation and additional
necessary legal services in Virginia.

The firm's attorneys will charge at an hourly rate between $320
and $300 for this engagement.

Dennis T. Lewandowski, Esq., a partner of the firm, assures the
Court that the firm does not hold any interest adverse to the
Debtors' estate and is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.

Mr. Lewandowski can be reached at:

   Dennis T. Lewandowshi, Esq.
   2101 Parks Avenue, Suite 700
   Post Office Box 626
   Virginia Beach, Virginia 23451
   Tel: (757) 491-4000
   Fax: (757) 491-4020
   http://www.kaufmanandcanoles.com/

                      Virginia Matters

As reported in the Troubled Company Reporter on Oct. 29, 2007, the
Court approved an agreement entered into by the Debtors, the
Official Committee of Unsecured Creditors, and Edward H. Okun, the
owner of The 1031 Tax Group.  The agreement, dated Oct. 11, 2007,
provides for the transfer of all of Mr. Okun's assets to the
Debtors.

However, with the appointment of Mr. McHale as the Debtors'
chapter 11 trustee, under the agreement, Mr. McHale will become
successor to the Debtors.

Mr. McHale relates that included in the transfer are three
entities controlled by Mr. Okun namely:

    (1) IPofA West Oaks Mall, L.P.
    (2) IPofA West Oaks LeaseCo; and
    (3) IPofA WOM Master LeaseCo, L.P.

These three entities filed voluntary chapter 11 petitions on
Oct. 2, 2007, with the U.S. Bankruptcy Court for the Eastern
District of Virginia.

A copy of these entities' case summary was published in the
Troubled Company Reporter on October 4.

                    About The 1031 Tax Group

Headquartered in Richmond, Virginia, The 1031 Tax Group LLC --
http://www.ixg1031.com/-- is a privately held consolidated group  
of qualified intermediaries created to service real property
exchanges under Section 1031 of the Internal Revenue Code.  The
company and 15 of its affiliates filed for Chapter 11 protection
on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through
07-11462).  Paul Traub, Esq., Norman N. Kinel, Esq., and Steven E.
Fox, Esq., at Dreier LLP, represent the Debtors in their
restructuring efforts.  The Debtors selected Kurtzman Carson
Consultants LLC as their claims agent.  Thomas J. Weber, Esq.,
Melanie L. Cyganowski, Esq., and Allen G. Kadish, Esq., at
Greenberg Traurig, LLP, represent the Official Committee of
Unsecured Creditors.  As of Sept. 30, 2007, the Debtors had total
assets of $164,231,012 and total liabilities of $168,126,294,
resulting in a total stockholders' deficit of $3,895,282.

Gerard A. McHale, Jr., was appointed as the Debtors' chapter 11
trustee on Oct. 25, 2007.


1031 TAX GROUP: Chapter 11 Trustee Taps SEKO as Aircraft Broker
---------------------------------------------------------------
Gerard A. McHale, Jr., the Chapter 11 Trustee for 1031 Tax Group
LLC and its debtor-affiliates asks the United States Bankruptcy
Court for the Southern District of New York for permission to
employ SEKO Enterprises Inc. as his aircraft broker.

Under the terms of the broker agreement dates Nov. 1, 2007, SEKO
Enterprises will assist the Trustee in selling a Lear 25D jet,
Bell 206 B-3 helicopter and 1969 Gulfstream II in 120 days.

In addition, the Trustee says that the agreement provides a 5%
commission of the proceeds of the sale.  The Trustee further says
that SEKO Enterprises will charge 6% commission for the 1969
Gulfstreem.

The Trustee relates that in June 2007 the firm entered into a
brokerage contract with certain entities controlled by Edward H.
Okun, the owner of 1031 Tax Group LLC, to sell these aicrafts,
plus a 1970 Gulfstream IIB jet.  On Oct. 11, 2007, the 1970
Gulstream jet was sold for $2.75 million.

George W. Owen, the vice president of the firm, assures the Court
that the firm does not hold any interest adverse to the Debtors'
estate and is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.

Mr. Owen can be reached at:

   George W. Owen
   SEKO Enterprises Inc.
   910 Athens Highway
   Suite K, #110
   Loganville, GA 30052
   Tel: (770) 979-8913
   Fax: (770) 736-1682
   http://www.sekoent.com/

                    About The 1031 Tax Group

Headquartered in Richmond, Virginia, The 1031 Tax Group LLC --
http://www.ixg1031.com/-- is a privately held consolidated group  
of qualified intermediaries created to service real property
exchanges under Section 1031 of the Internal Revenue Code.  The
company and 15 of its affiliates filed for Chapter 11 protection
on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through
07-11462).  Paul Traub, Esq., Norman N. Kinel, Esq., and Steven E.
Fox, Esq., at Dreier LLP, represent the Debtors in their
restructuring efforts.  The Debtors selected Kurtzman Carson
Consultants LLC as their claims agent.  Thomas J. Weber, Esq.,
Melanie L. Cyganowski, Esq., and Allen G. Kadish, Esq., at
Greenberg Traurig, LLP, represent the Official Committee of
Unsecured Creditors.  As of Sept. 30, 2007, the Debtors had total
assets of $164,231,012 and total liabilities of $168,126,294,
resulting in a total stockholders' deficit of $3,895,282.

Gerard A. McHale, Jr., was appointed as the Debtors' chapter 11
trustee on Oct. 25, 2007.


ACE SECURITIES: S&P Holds BB+ Rating on Class B-1 Certificates
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the 30
remaining classes of asset-backed pass-through certificates from
five Ace Securities Corp. Home Equity Loan Trust series issued
between 2004 and 2006
     
The affirmations reflect adequate actual and projected credit
support percentages.  As of the October 2007 remittance period,
cumulative realized losses were 1.23%, 3.41%, 1.31%, 1.40%, and
0.83% of the original pool balances for series 2004-SD1, 2005-SD2,
2005-SD3, 2006-SD1, and 2006-SD2, respectively.  Severely
delinquent loans (90-plus days, foreclosures, and REOs) were
12.53%, 27.16%, 23.81%, 50.94%, 56.70% of the current pool
balances for the same respective deals.
     
Series 2004-SD1 is 36 months seasoned and is at its
overcollateralization target level of 0.75%; approximately 37.73%
of the original pool principal balance is outstanding.  Series
2005-SD2 is 27 months seasoned and is close to its O/C target
level of 7.30%; approximately 41.84% of the original
pool principal balance is outstanding.  Series 2005-SD3 is 22
months seasoned and is close to its O/C target level of 3.78%;
approximately 54.22% of the original pool principal balance is
outstanding. Series 2006-SD1 is 18 months seasoned and is close to
its O/C target level of 7.65%; approximately 53.16% of the
original pool principal balance is outstanding.  Series 2006-SD2
is 15 months seasoned and is close to its O/C target level of
5.10%; approximately 60.22% of the original pool principal balance
is outstanding.
     
Subordination, O/C, and excess spread provide credit support for
these series.  The collateral consists primarily of reperforming,
fixed- and adjustable-rate mortgage loans secured primarily by
first and second liens on one- to four-family residential
properties.  


                        Ratings Affirmed

          Ace Securities Corp. Home Equity Loan Trust
             Asset-backed pass-through certificates

           Series           Class              Rating
           ------           -----              ------
           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-
           2005-SD2         A-1                AAA
           2005-SD2         M-1                AA
           2005-SD2         M-2                A
           2005-SD2         M-3                BBB+
           2005-SD2         M-4                BBB
           2005-SD2         M-5                BBB-
           2005-SD3         A-1                AAA
           2005-SD3         M-1                AA+
           2005-SD3         M-2                A+
           2005-SD3         M-3                A-
           2005-SD3         M-4                BBB+
           2005-SD3         M-5                BBB
           2005-SD3         B-1                BB+
           2006-SD1         A-1B               AAA
           2006-SD1         M-1                AA+
           2006-SD1         M-2                AA
           2006-SD1         M-3                A+
           2006-SD1         M-4                A
           2006-SD1         M-5                A-
           2006-SD2         A                  AAA
           2006-SD2         M-1                AA+
           2006-SD2         M-2                AA-
           2006-SD2         M-3                A
           2006-SD2         M-4                A
           2006-SD2         M-5                BBB+


AMERICAN HOME: Court Denies UBS Request for Stay of $500M Sale
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware denied
UBS Real Estate Securities, Inc.'s request that the Court stay
its order approving the sale of mortgage loan servicing business
of American Home Mortgage and Investment Corp. and its debtor-
affiliates to AHM Acquisition Co., Inc., for approximately
$500,000,000, pending its appeal on the sale order.

UBS has already notified the Bankruptcy Court that it will appeal
before the U.S. District Court for the District Court of Delaware
that it will appeal the sale order, which allows the Debtors to
transfer rights to service mortgage loans with unpaid balance of
at least $38,000,000,000 to Wilbur Ross' AHM Acquisition.

UBS filed a request to stay the order as a "joinder" to a
request by DB Structured Products Inc.'s request for a stay,
pending appeal, of the sale order to the extent that it includes
the transfer of the Debtors' rights and obligations arising out
of a master mortgage loan purchase and servicing agreement
between the Debtors and DBSP.  DBSP, however, withdrew its
request following an amendment to the AHM Acquisition asset
purchase agreement, which amendment removed the DBSP servicing
rights from the list of servicing agreements to be transfered to
the buyer.

American Home told Bankruptcy Court Judge Christopher S. Sontchi
that UBS has not standing to appeal the sale order.  The Debtor
said that UBS is not a "person aggrieved" by the order because it
has already transferred its interest in all of the mortgage loans
it owned under the mortgage loan purchase and servicing
agreements, as well as certain securitization trusts.  The
securitization trusts, filed objections to the sale of the
Debtors' mortgage loan servicing business, actively participated
in the hearing to approve the sale, and ultimately consented to
the sale order.

American Home also said that there is an immediate need for the
Debtors to complete a sale of their servicing business.  It said
that parties, including federal agencies, would likely seek to
terminate their servicing agreements with the Debtors should AHM
Acquisition walk away from the sale.  The Debtor said that,
should the stay be granted, UBS should be required to post a bond
of $500,000,000, equivalent to the purchase price, to secure the
Debtors from loss in the event a closing of the sale will not
subsequently occur.

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. 15, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).  


AMERICAN HOME: Asks Court to Compel Triad to Honor Claims
---------------------------------------------------------
American Home Mortgage Holdings, Inc., together with American
Home Mortgage Investment Corp. and American Home Mortgage
Servicing, Inc., filed a complaint against Triad Guaranty
Insurance Corp. concerning Triad's refusal to honor claims that
American Home submitted under its policy.

James L. Patton Jr., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, relates that as a mortgage originator,
American Home protects itself against the potential economic harm
occasioned by borrower defaults through insurance policies,
including the Triad policy.

On December 13, 2005, American Home and Triad entered into a
Master Policy Agreement, pursuant to which Triad agreed to pay
American Home for certain losses arising from homeowner defaults
on certain loans originated by American Home.  The insurance
contract excluded coverage if, during origination, American Home
inadvertently relied on misrepresentations of borrowers or
appraisers.

In July 2007, at least 14 borrowers of mortgage loans originated
by American Home in 2005 and 2006 defaulted on their loans and
failed to repay American Home.

Mr. Patton recalls that after Triad reviewed the Defaulted Loans,
it allegedly uncovered irregularities that existed at the time
the American Home originated the Defaulted Loans, including:

   (a) a purportedly negligent analysis by property appraisers;

   (b) alleged misrepresentations by the borrower of their income
       and existing mortgage debts; and

   (c) allegedly incomplete loan applications.

In September 2007, Triad informed the Debtors that it was
canceling its certification of American Home's insurance coverage
for the 14 Defaulted Loans.

Mr. Patton explains that the Debtors may recover a portion of  
their losses brought by the defaulting borrowers' failure to make
mortgage payments through foreclosure and sales, however, the
sales in the aggregate cannot compensate the Debtors losses
occasioned by Triad's refusal to cover the Debtors' Claims.

In the aggregate, Triad's refusal to honor the claims will cost
the Debtor a net loss of $1,132,105, Mr. Patton says.

Mr. Patton asserts that Triad is obligated to pay the Debtors'
insurance claims for the defaulted loans under the Federal
Declaratory Judgment Act 2201 of Chapter 28 of the United States
Code.

Accordingly, the Debtors ask the U.S. Bankruptcy Court for the
District of Delaware to compel Triad to honor the claims that
American Home submitted under its policy, and award the Debtors
costs and attorney's fees.

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. 14, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN HOME: Competes w/ Bear Stearns Over Rights to $1.8MM Fund
------------------------------------------------------------------
Wells Fargo Bank, N.A. is the securities administrator, paying
agent, and note or certificate registrar for a series of
mortgage-backed certificates held by Bear Stearns Mortgage
Capital Corp., Bear Stearns & Co. Inc., and Bear, Stearns
International Limited, which were issued in connection with
certain securitization transactions.

Todd C. Schiltz, Esq., at Wolf, Block, Schorr and Solis-Cohen,
LLP, in Wilmington, Delaware, relates that the Bear Entities
assert ownership of the Mortgage Certificates by exercising
remedies in August 2007 under certain repurchase agreements
between American Home Mortgage Investment Corp., and American
Home Mortgage Acceptance, Inc., and each of the Bear Entities.

Because of the remedies, the Bear Entities claim a right to the
principal and interest payments for August 2007, which were
payable on September 25.  However, the Bear Entities had not re-
registered the Mortgage Certificates in their own name, which is
necessary to make the Bear Entities the holders of record of the
Mortgage Certificates under the Transaction Agreements.  The
Mortgage Certificates were registered in the name of the Debtors,
which decline to instruct Wells Fargo to make the August Payment
to the Bear Entities.

Accordingly, Wells Fargo seeks to remit the August Payment, and
subsequent payments under the Mortgage Certificates, to the proper
party.  Mr. Schiltz contends that each of the Bear Entities and
the Debtors appear to have valid arguments supporting a claim to
the August Payment.  Wells Fargo is prepared to deposit with the
U.S. Bankruptcy Court for the District of Delaware the August
Payment amounting to $1,863,786, until a determination can be made
as to the proper claimant.

Mr. Schiltz informs the Court that Wells Fargo has contacted the  
defendants on several occasions to attempt to resolve its
involvement with respect to the disbursement of the August
Payment, without success.  He says that the Bear Entities have
threatened to hold Wells Fargo strictly liable for failure to
make the August Payment to them.  Wells Fargo asked the Debtors  
to send an authorization to redirect the payment to the
applicable Bear Entity, but has not received from the Debtors any
letter of direction or authorization.

Wells Fargo also ask the Court to (i) enjoin each of the
defendants from instituting any actions against Wells Fargo
relating to the August Payment and subsequent payments related to
the Mortgage Certificates, (ii) relieve and discharge Wells Fargo
from any liability relating to any claim that might arise in
connection with the August Payment or subsequent payments, and
(iii) award Wells Fargo its reasonable costs, attorney's fees,
disbursements and allowances incurred in connection with the
action.

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. 14, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN OPPORTUNITY: Moody's Holds Ba2 Rating on 2001B Bonds
-------------------------------------------------------------
Moody's Investors Services affirmed the Baa2 rating on the Bexar
County (TX) Housing Finance Corporation Multifamily Housing
Revenue Bonds (American Opportunity for Housing-Dublin, Kingswood,
and Waterford Apartments Project) Senior Series 2001A and the Ba2
rating on the Subordinate Series 2001B.  The outlook on the bonds
is stable.  The Junior Subordinate Series C bonds are not rated.  
The rating affirmation reflects the stability of the debt service
coverage of the project over time.

Dublin, Waterford, and Kingswood Manor apartments are three
separate multi-family rental properties located in San Antonio,
Texas with 156, 133, and 129 units respectively. The properties
are located approximately 8 to 12 miles north of downtown San
Antonio with good access to the city's principal traffic arteries.

LEGAL SECURITY: The bonds are secured by a lien on and pledge and
assignment of a security interest in the Trust Estate.

Interest Rate Derivative: none

Credit Strengths:

   * Debt service coverage remained solid for both the senior and
     subordinate bonds between 2003 and 2006.  Debt service
     coverage dipped to a low of 1.46 in 2005, but rebounded in
     2006, when it reached a solid 1.53x based on audited numbers.
     Coverage for the subordinate bonds ranged between 1.35 and
     1.30 between 2003 and 2005, and reached 1.36x in 2006.
     Unaudited financials as of September 30, 2007 indicate that
     the properties continue to remain solid financially.

   * Fully funded debt service reserve funds for both the Series A
     and B bonds.

   * Bonds are secured by the revenues from all three properties,
     instead of relying on revenues from one property to cover
     debt service on the bonds.  Moody's views this
     diversification of revenues as a credit strength.

Credit Challenges:

   * Occupancy continues to be weak and uneven at the properties,
     with 90.5% at the Dublin property, 90.4% at the Kingswood
     property and 85.1% at the Waterford property as of September
     2007.  However, rent increases put into effect in 2007 have
     helped revenues to remain steady over time.

   * Slight concern about the health of the San Antonio submarkets
     where the properties are located, which are projected to
     experience a rise in vacancies over the next several years
     (Torto Wheaton Research).

Outlook

The outlook for the bonds is stable.  The stable outlook reflects
Moody's belief that the project will continue to perform close to
current levels in terms of NOI. and debt service coverage.

What could change the rating- UP

   * Improvement in occupancy rates, leading to increased rental
     revenue and growth in NOI and debt service coverage.

What could change the rating- DOWN

   * Material deterioration in debt service coverage; tapping any
     of the debt service reserve funds.


BEXAR COUNTY: Performance Decline Prompts Moody's to Cut Ratings
----------------------------------------------------------------
Moody's Investors Services downgraded the rating on Bexar County
(TX) Housing Finance Corporation Housing Revenue Bonds (Nob Hill
Apartments Project) Senior Series 2001A to Ba3 from Ba2 and
downgraded the rating on the Subordinate Series 2001B to B1 from
Ba3.  The outlook remains negative. The Junior Subordinate Series
C bonds are not rated.  The rating downgrades reflect the
continued financial deterioration of the project.

Nob Hill Apartments Project is a 368-unit multi-family rental
property.

LEGAL SECURITY: The bonds are secured by a lien on and pledge and
assignment of a security interest in the Trust Estate.

Interest Rate Derivatives: none

Credit Strengths:

   * Fully funded debt service reserve funds for both the Series A
     and B bonds.

   * An improvement in occupancy during the latter half of 2007,
     from a low of 72% in May of 2007 to 85% as of October 2007.

   * Significant capital investment into the property, including
     building a new community center for the residents.

   * Property is managed by the Lynd Management Company, which has
     a strong background in managing affordable housing properties
     throughout Texas.

Credit Challenges:

   * Financial performance continues to decline.  As of 2006
     audited numbers, debt service coverage on the senior and
     subordinate bonds fell to 1.20x and 1.08x respectively.  As
     of unaudited financial statements in September 2007, the
     property was not producing enough revenue to cover operating
     expenses and debt service payments. However, debt service
     continues to be paid in a timely fashion due to financial
     support from the property owner.

   * Increased expenses also contributed to the decline in debt
     service coverage, with administrative expenses experiencing
     8% increase and Maintenance and Repair costs increasing 16%
     between 2005 and 2006 and continuing to increase in 2007.

Outlook

The outlook for the bonds remains negative.  The negative outlook
reflects the negative trend in debt service coverage over time.

What could change the rating- UP

   * Significant improvement in occupancy and debt service
     coverage.

What could change the rating- DOWN

   * Further deterioration in debt service coverage; tapping any
     of the debt service reserve funds.


BLAST ENERGY: Plan Confirmation Hearing Deferred to November 28
---------------------------------------------------------------
The Honorable Jeff Bohm of the U.S. Bankruptcy Court for the
Southern District of Texas continued the hearing to consider
confirmation of Blast Energy Services Inc. and Eagle Domestic
Drilling Operations LLC's Joint Amended Chapter 11 Plan of
Reorganization to Nov. 28, 2007, at 9:00 a.m.

As reported in the Troubled Company Reporter on Oct. 22, 2007,
Judge Bohm approved the Amended Disclosure Statement explaining
the Debtors' Amended Plan citing that it contained "adequate
information" as required by Section 1125 of the Bankruptcy Code.

Judge Bohm also scheduled a Nov. 14, 2007, hearing to consider
confirmation of that Joint Amended Plan.

                       Treatment of Claims

Under the Plan, Administrative Claims will be paid in full and in
cash on the effective date.

Each holder of Priority Tax Claims, if any, will be paid in equal
annual installments of principal and interest.

Class 1 Allowed Priority Claims, totaling approximately $40,000,
are expected to recover 100% of their allowed claim amounts either
in cash or through a lesser treatment agreed to in writing.

Laurus Master Fund Ltd.'s secured claim will be fully satisfied by

    a) transfer of rigs pursuant to a settlement agreement and a
       related sale order and

    b) payment of $2,100,000  pursuant to a settlement agreement
       and a related sale order.

Berg McAfee Companies LLC's $1,120,000 estimated secured claim
will be fully satisfied by issuance to Berg McAfee of a new three
year note in the amount of $1,120,000 with an annual interest rate
of 8%, with interest payable at the end of the term in Reorganized
Blast Common Stock, and with a principal conversion right
exercisable at Berg McAfee's election.

Other secured claims, will, at the Debtors' option, either:

   a) be paid in cash in full;

   b) receive, without representation or warranty, the collateral
      securing its claim; or

   c) receive a note, secured by a lien securing its allowed
      secured claim.

Holders of Convenience Claims against both Debtors will receive,
in full and final satisfaction of their claim, cash on the
distribution date equal to 75% of the allowed claim amounts.

Unsecured Claims against both Debtors are entitled to cash
payments equal to:

   (a) 35% of the allowed claim amount; and

   (b) 65% of the allowed unsecured claim in the form of a junior
       secured note.

Second Bridge LLC's 900,000 shares of Blast common stock will, on
the effective date, be purchased by Reorganized Blast for $900.

Each holder of Allowed Unsecured Directors' Claim will be
converted to Blast common stock at the rate of $ 0.20 per share.   
This class of claims in the Plan was created at the request of the
Official Committee of Unsecured Creditors and informally has been
consented to by each member of the Debtors' Board of Directors.

All interests in the Debtors will be retained by the holders in
the current form.

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

   http://www.researcharchives.com/bin/download?id=071017232413

                   Texas Comptroller Objections

In a court filing dated Oct. 26, 2007, the Texas Comptroller of
Public Accountants, who holds a priority tax claims for franchise
taxes against the Debtors, filed with the Court an objection
alleging that the Debtors' Joint Amended Plan failed to disclose a
rate of interest due to holders of priority tax claims.

The Texas comptroller contends that the Debtors' Joint Amended
Plan should specify an interest rate of 9.25%.

The Texas comptroller further states that the Debtors' Joint
Amended Plan contains inadequate remedies in the event of a plan
default.

                   About Blast Energy Services

Headquartered in Houston, Blast Energy Services and its debtor-
affiliate Eagle Domestic Drilling Operations LLC --
http://www.blastenergyservices.com/-- owns and contracts land   
drilling rigs to third parties.  The Debtor also provides services
relating to drilling rig operations.

Blast Energy owns and develops abrasive jetting intellectual
property, technology and equipment providing downhole production
enhancement and drilling solutions, and satellite broadband access
for Internet, data, email, applications, VoIP and video streaming
as energy industry management tools providing real-time
supervisory control and data acquisition.

The company filed for Chapter 11 protection on Jan. 19, 2007
(Bankr. S.D. Tex. Case No. 07-30424 and 07-30426).  H. Rey
Stroube, III, Esq., represent the Debtors.  The Official Committee
of Unsecured Creditors is represented by Alan D. Halperin, Esq.,
at Halperin Battaglia Raicht LLP.  When the Debtor filed for
protection from its creditors, it listed total assets of
$63,500,851 and total debts of $51,019,486.


BOMBAY CO: Taps DJM Realty to Dispose U.S. Retail Store Leases
--------------------------------------------------------------
The Bombay Company, Inc., has selected DJM Realty, a provider of
strategic real estate solutions, to exclusively manage the
national disposition of all 335 retail store leases and five
distribution center leases in the United States.  Bombay
specializes in unique home accessories, wall decor and furniture
through 384 retail outlets in the U.S. and Canada.

"There are very few opportunities to offer a real estate portfolio
as unique as Bombay's, which consists of locations in elite malls,
street front properties and strong strip, outlet and lifestyle
centers," Andy Graiser, Co-President of DJM Realty, said.  "Bombay
stores are concentrated in the Northeast with 73 locations, the
Southeast with 98 locations, the Midwest with 50 locations and
California with 53 locations.  We are excited to offer these prime
real estate properties ranging from 1,800 to 11,000 square feet."

Bombay is liquidating its inventory through the stores during the
holiday season.  The engagement of DJM Realty, which is subject to
bankruptcy court approval expected next week, anticipates an
auction on these properties in mid-December 2007.

The 335 stores operate in the following 41 states: Alabama,
Arkansas, Arizona, California, Colorado, Connecticut, Delaware,
Florida, Georgia, Idaho, Illinois, Indiana, Kansas, Kentucky,
Louisiana, Maryland, Massachusetts, Michigan, Minnesota,
Mississippi, Missouri, Montana, North Carolina, Nebraska, Nevada,
New Hampshire, New Jersey, New Mexico, New York, Ohio, Oklahoma,
Oregon, Pennsylvania, Rhode Island, South Carolina, Tennessee,
Texas, Virginia, Washington, Wisconsin and West Virginia. Bombay's
distribution centers are located in Pennsylvania, Georgia, Texas,
Indiana, and California, and range in size from 250 thousand to
400 thousand square feet.

"Given the desirability of these properties and the amount of
interest that we have already received, interested parties must
act immediately," Mr. Graiser said.

For more information regarding the disposition of these leases for
Bombay, please contact James Avallone at (631) 752-1100 ext. 224.

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, including Cayman
Islands.  The company and five of its debtor-affiliates filed for
Chapter 11 protection on Sept. 20, 2007 (Bankr. N.D. Tex. Lead
Case No. 07-44084).  Robert D. Albergotti, Esq., John D. Penn,
Esq., Ian T. Peck, Esq., and Jason B. Binford, Esq., at Haynes and
Boone, L.L.P., represent the Debtors.  As of May 5, 2007, the
Debtors listed total assets of $239,400,000 and total debts of
$173,400,000.

Attorneys at Cooley, Godward, Kronish LLP acts as counsel for
the Official Committee of Unsecured Creditors.  Forshey &
Prostok LLP is the Committee's local counsel.


BRITISH AMERICAN HOMES: Involuntary Chapter 11 Case Summary
-----------------------------------------------------------
Alleged Debtor: British American Homes, L.L.C.
                7380 Sand Lake Road, Suite 100
                Orlando, FL 32819
                Tel: (305) 854-6000

Case Number: 07-05628

Type of Business: The Debtor develops commercial and residential
                  properties.  See
                  http://britishamericanhomesusa.com/

Involuntary Petition Date: November 8, 2007

Court: Middle District of Florida (Orlando)

Judge: Karen S. Jennemann

Petitioner's Counsel: Asher Rabinowitz, Esq.
                      Anderson & Badgley, P.L.
                      1270 Orange Avenue, Suite D
                      Winter Park, FL 32789
                      Tel: (407) 478-4600
                      Fax: (407) 478-4777
         
   Petitioners                 Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Giovanni & Jospehine           joint judgment       $89,688
Tramontana
3566 Gregg Court
Wantaugh, NY 11793

Omotayo Awontunde              joint judgment       $89,173
11744 Pindall Chase Drive
Fulton, MD 20759

William & Kathleen A.          joint judgment       $89,009
Laboon
5626 6th Street
Pittsburgh, PA 15236


C2K2 MOTORS: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: C.2.K.2. Motors, Inc.
        212 Hogan Boulevard
        Mill Hall, PA 17751

Bankruptcy Case No.: 07-52925

Type of Business: The Debtor sells new and used automobiles in
                  retail.  It also leases passenger cars and
                  trucks.

Chapter 11 Petition Date: November 9, 2007

Court: Middle District of Pennsylvania (Wilkes-Barre)

Judge: John J. Thomas

Debtor's Counsel: Faith M. Lucchesi, Esq.
                  De Boef Lucchesi & Associates, P.C.
                  1368 South Atherton Street
                  State College, PA 16801
                  Tel: (814) 231-4050
                  Fax: (814) 231-4051

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.


CAITHNESS COSO: Extends Pricing Date of Notes & Bonds Offering
--------------------------------------------------------------
Caithness Coso Funding Corp. has extended the date on which the
pricing for the Notes will be established from 2:00 p.m. New York
City time on Nov. 13, 2007 to 2:00 p.m. New York City time on
Nov. 30, 2007, in connection with its tender offers and consent
solicitations for its $90 million original principal amount of
6.263% Subordinated Secured Notes due 2014 (CUSIP Nos. 128017AK6
and U12295AD0) and its $375 million original principal amount of
5.489% Senior Secured Bonds due 2019 (CUSIP Nos. 128017AG5 and
U12295AC2.

The company has also extended the date the tender offer is
scheduled to expire from 9:00 a.m. New York City time on
Nov. 27, 2007 to 9:00 a.m. New York City time on Dec. 7, 2007.
Each of the Price Determination Date and the Expiration Time may
be further extended by the company.

The tender offers are subject to the satisfaction of certain
conditions, including the receipt of specified financing, the
consummation of the Acquisitions and certain other customary
conditions.
    
On Oct. 11, 2007, the company has received, pursuant to its tender
offers and consent solicitations for any and all of its
outstanding Notes, the requisite consents to adopt the proposed
amendments and the proposed waivers to the Notes and the
indentures governing the Notes.  

The tender offers and related consent solicitations were conducted
in connection with the agreement between Caithness Energy L.L.C.,
certain owners of Caithness Energy, certain subsidiaries of
Caithness Energy and ArcLight Renewco Holdings LLC, dated July 9,
2007, pursuant to which Renewco has agreed to acquire a 100%
direct ownership interest in certain affiliates of the company.

The company may, in its sole discretion, accept for payment and
pay for Notes tendered on an initial settlement date prior to the
Expiration Time.
    
The company disclosed that as of 5:00 p.m., New York City time,
on Nov. 12, 2007: the principal amount of Notes had been
validly tendered and not withdrawn:

   -- $90,000,000 million original principal amount of the 2014
      Notes, representing 100% of the outstanding original
      principal amount of such Notes; and

   -- $355,000,000 million original principal amount of the
      2019 Bonds, representing 94.67% of the outstanding
      original principal amount of such Bonds.

The company and the trustee have executed supplemental indentures
giving effect to the proposed amendments and the
proposed waivers.  Such supplemental indentures and waivers will
only become operative, however, concurrently with the
acquisitions, provided that all validly tendered Notes are
accepted for purchase pursuant to the tender offers.
    
The company has retained Citi to act as sole dealer manager for
the tender offers and as the solicitation agent for the consent
solicitations.  Citi can be contacted at (212) 723-6106 (collect)
or at (800) 558-3745 (toll free).  

Global Bondholder Services Corporation is the Information
Agent and Depositary for the tender offers and can be contacted at
(212) 430-3774 (collect) or at (866) 470-4200 (toll free). Copies
of the Offer Documents and other related documents may be obtained
from the Information Agent.
    
             About Caithness Coso Funding Corp.

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

                          *     *     *

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

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


CALPINE CORP: Creditor & Equity Panel Backs Claims Objection Plea
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors and the Official
Committee of Equity Security Holders inform the U.S. Bankruptcy
Court for the Southern District of New York that they support
Calpine Corp. and its debtor-affiliates' objection to Claim No.
5166 filed by Hawaii Structural Ironworkers Pension Trust Fund.

                Hawaii Structural's Lawsuit

Calpine had said in March 2003 that it was restating its net
income for 2000, 2001 and a portion of 2002 by an immaterial
amount, ranging from approximately 1.5% to 3% of income, to
reflect a different accounting treatment of sale/leaseback
transactions for two power plants as recommended by its auditors.

After that announcement, Hawaii Fund, on behalf of itself and a
putative class of shareholders, commenced a class action complaint
in the Superior Court of the state of California, County of San
Diego against Calpine, certain directors and officer defendants
and certain underwrites of Calpine Corp.'s stock offering in 2002.

The Hawaii Fund asserted that the statements that Calpine Corp.
filed with the U.S. Securities and Exchange Commission in 2002
were materially false and misleading because they concealed the
fact that the company's financial results and projections were
overstated and concealed adverse trends that the company was then
experiencing.

In the California Lawsuit, the Hawaii Fund alleged that:

  * a registration statement and prospectus for Calpine's April
    2002 follow-on offering of shares contained false or
    misleading material statements;

  * a forecast for 2002 earnings included in the April 2002
    offering documents turned out to be incorrect at the end of
    2002, eight months later;

  * Calpine's former chief executive officer, Peter Cartwright,
    one of the Individual Defendants, intended to sell shares
    within 90 days of the 2002 Offering but failed to disclose
    the intent in the offering documents; and

  * Calpine failed to disclose 31 purported "wash" trades
    between 2000 and 2001.

                        $60-Million Claim

In August 2006, the Hawaii Fund filed, on behalf of itself and
the Class, Claim No. 5166 asserting "at least $60,000,000" in
damages against Calpine Corporation.  In June 2007, the Hawaii
Fund asked the Bankruptcy Court to certify its class for purposes
of the Class Claim.  The request is still pending with the
Bankruptcy Court.

In August 2007, the Debtors, the Individual Defendants, the
Underwriters and the Hawaii Fund participated in a mediation
designed to facilitate a consensual resolution of Claim No. 5166.  
The mediation was not successful.

                Adjustments were Immaterial

Mark E. McKane, Esq., at Kirkland & Ellis, LLP, in New York,
asserted that slight adjustments associated with the 2003
Restatement were immaterial.  He adds that the decline in
Calpine's share price between April 2002 and March 2003 happened
before the restatement was confirmed and is attributable to
factors other than the restatement, none of which can subject the
Debtors to any liability.

The Hawaii Fund further sought to use 20/20 hindsight to recover
damages on the basis that the Debtors failed to meet good faith
projections.  Mr. McKane said that it is blackletter law that,
absent fraud, a company is not liable for failing to meet good
faith projections.  The burden then, he said, is on Hawaii Fund
to prove that the forecast was made with actual knowledge of its
falsity.

With regards to Mr. Cartwright's stock sales, Mr. McKane noted
that the offering documents explicitly stated that any sale would
occur only after Mr. Cartwright obtained certain consents.  Mr.
Cartwright indisputably secured those consents and advised the
market months before the offering of his intent to sell shares,
Mr. McKane further said.

Moreover, Mr. McKane asserts that Calpine need not disclose the
purported "wash" trades because they were not "wash" trades.  
Even if the trades had been "wash" trades, they represented, in
the aggregate, approximately 0.001% of Calpine's revenues and had
no impact whatsoever on the company's gross profits, Mr. McKane
added.

Thus the Debtors requested the Court to expunge Claim No. 5166.

               Hawaii Fund's Request for Abstention

Hawaii Fund asked the Bankruptcy Court to abstain from hearing the
Debtors' objection to its Claim No. 5166, on the basis that:

  (a) abstention will not negatively impact the administration
      of the estate;

  (b) the consideration and application of non-bankruptcy laws
      predominate over any bankruptcy issues that may exist with
      respect to the claim objection;

  (c) the Hawaii Litigation was commenced in the California
      State Court in 2003, and therefore has jurisdiction over
      the claims asserted in the Hawaii Litigation;

  (d) the Debtors' filing of their objection in the Bankruptcy
      Court is an attempt at forum shopping to avoid a
      determination by the California State Court that has
      already granted relief in favor of Hawaii Structural; and

  (e) the Hawaii Litigation contains a jury demand and involves
      non-Debtor parties.

Hawaii Fund wants the California State Court to determine
the Debtors' objection where the Hawaii Litigation has been
pending for almost three years before the bankruptcy filing and
over four years in total.

           Debtors Want Abstention Plea Denied

The Bankruptcy Court has acknowledged that permissive abstention
is "appropriate only in certain narrowly tailored exceptional
circumstances" because federal courts have a virtually unflagging
obligation to exercise the jurisdiction given to them, Richard M.
Cieri, Esq., at Kirkland & Ellis, LLP, in New York, notes.  
Hawaii Structural has filed its claim in the Bankruptcy Court,
thus this Court is the appropriate forum to determine the
Debtors' liability, Mr. Cieri asserted.

Mr. Cieri further asserted that permissive abstention is
inappropriate in complex reorganization cases like the Debtors'.  
The Debtors have set Jan. 31, 2008, as target deadline for
emergence.  The Hawaii Claim is one of the largest disputed
litigation claims pending against the Debtors and therefore will
have to be estimated or resolved before emergence to avoid
disproportionately large reserves of stock held back on account
of the Claim, Mr. Cieri pointed out.

Thus, the Debtors ask the Court to deny Hawaii Structural's
request for abstention.

                  About Calpine Corporation

Based in San Jose, California, Calpine Corporation (OTC Pink
Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers
and communities with electricity from clean, efficient, natural
gas-fired and geothermal power plants.  Calpine owns, leases and
operates integrated systems of plants in 21 U.S. states and in
three Canadian provinces.  Its customized products and services
include wholesale and retail electricity, gas turbine components
and services, energy management and a wide range of power plant
engineering, construction and maintenance and operational
services.

The company and its affiliates filed for chapter 11 protection on
Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200).  Richard
M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq.,
and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the
Debtors in their restructuring efforts.  Michael S. Stamer, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, represents the Official
Committee of Unsecured Creditors.  As of Aug. 31, 2007, the
Debtors disclosed total assets of $18,467,000,000, total
liabilities not subject to compromise of $11,207,000,000, total
liabilities subject to compromise of $15,354,000,000 and
stockholders' deficit of $8,102,000,000.

On Feb. 3, 2006, two more affiliates, Geysers Power Company, LLC,
and Silverado Geothermal Resources, Inc., filed voluntary chapter
11 petitions (Bankr. S.D.N.Y. Case Nos. 06-10197 and 06-10198).  
On Sept. 20, 2007, Santa Rosa Energy Center, LLC, another
affiliate, also filed a voluntary chapter 11 petition (Bankr.
S.D.N.Y. Case No. 07-12967).

On June 20, 2007, the Debtors filed their Chapter 11 Plan and
Disclosure Statement.  On Aug. 27, 2007, the Debtors filed their
Amended Plan and Disclosure Statement.  Calpine filed a Second
Amended Plan on Sept. 19, 2007 and on Sept. 24, 2007, filed a
Third Amended Plan.  On Sept. 25, 2007, the Court approved the
adequacy of the Debtors' Disclosure Statement and entered a
written order on September 26.  The hearing to consider
confirmation of the Plan is scheduled on Dec 18, 2007.  (Calpine
Bankruptcy News, Issue No. 67; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


CAMBER 7: Moody's Junks Rating on $11.25 Mil. Floating Rate Notes
-----------------------------------------------------------------
Moody's Investors Service placed these notes issued by Camber 7
plc on review for possible downgrade:

Class Description: $485,000,000 Class A-1 Floating Rate Secured
Notes Due 2042

   -- Prior Rating: Aaa
   -- Current Rating: Aaa, on review for possible downgrade

In addition Moody's also downgraded and left on review for
possible downgrade these notes:

Class Description: $100,000,000 Class A-2 Floating Rate Secured
Notes Due 2042

   -- Prior Rating: Aaa
   -- Current Rating: Aa3, on review for possible downgrade

Class Description: $72,000,000 Class A-3 Floating Rate Secured
Notes Due 2042

   -- Prior Rating: Aaa
   -- Current Rating: A1, on review for possible downgrade

Class Description: $81,000,000 Class B Floating Rate Secured Notes
Due 2042

   -- Prior Rating: Aa2
   -- Current Rating: A3, on review for possible downgrade

Class Description: $78,300,000 Class C Deferrable Floating Rate
Secured Notes Due 2042

   -- Prior Rating: A2
   -- Current Rating: Baa3, on review for possible downgrade

Class Description: $45,450,000 Class D Deferrable Floating Rate
Secured Notes Due 2042

   -- Prior Rating: Baa2
   -- Current Rating: B1, on review for possible downgrade

Finally, Moody's also downgraded these notes:

Class Description: $11,250,000 Class E Deferrable Floating Rate
Secured Notes Due 2042

   -- Prior Rating: Ba1
   -- Current Rating: Ca

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of structured
finance securities.


CANARGO ENERGY: Posts $9.96 Million Net Loss in Third Quarter
-------------------------------------------------------------
Canargo Energy Corp reported a net loss of $9.96 million on oil
and gas sales of $32,961 for the third quarter ended Sept. 30,
2007, compared with a net loss of $5.72 million on oil and gas
sales of $2.09 million in the same period in 2006.

The loss from continuing operations of $9.90 million for the
three-month period ended Sept. 30, 2007, compares to a net loss
from continuing operations of $4.23 million for the three month
period ended Sept. 30, 2006.

The decrease in operating revenue is attributable to lower sales
volumes achieved from the Ninotsminda Field in the third quarter
of 2007.  Ninotsminda Oil Company Limited sold no barrels of oil
for the three month period ended Sept. 30, 2007, compared to
38,968 barrels of oil for the three month period ended Sept. 30,
2006.

For the three month period ended Sept. 30, 2007, NOC's net share
of the 38,510 barrels of gross oil production for sale from the
Ninotsminda Field in the period amounted to 25,032 barrels.  In
the period, no oil was sold from storage.  For the three-month
period ended Sept. 30, 2006, NOC's net share of the 40,798 barrels
of gross oil production was 26,519 barrels.

The operating loss from continuing operations for the three-month
period ended Sept. 30, 2007 amounted to $2.20 million compared
with an operating loss of $2.18 million for the three-month period
ended Sept. 30, 2006.

                     Discontinued Operations

On Aug. 1, 2007, the company disclosed that it sold its entire
shareholding of 8 million shares in Tethys for gross proceeds
before commissions, expenses and payment of a pro rata share of
the Tethys IPO costs to Tethys Petroleum Limited of
CDN$23.6 million.  The net proceeds were used to repay outstanding
indebtedness.

The net loss from discontinued operations, net of taxes and
minority interest for the three month period ended Sept. 30, 2007,
of $56,000 decreased from $2.02 million for the three month period
ended Sept. 30, 2006, due to the activities of Tethys and CanArgo
Samgori Limited.

                    Cash and Cash Equivalents

Cash and cash equivalents decreased $7.61 million from
$14.69 million at Dec. 31, 2006, to $7.08 million at Sept. 30,
2007.  The decrease was due to expenditures in the period to
primarily fund the cost of development activities at the
Ninotsminda Field, appraisal activities at the Manavi oil
discovery and Kumisi gas discovery in Georgia and net cash used by
operating activities.

Restricted cash decreased from $300,000 at Dec. 31, 2006, to $0 at
Sept. 30, 2007, due to the maturing of a deposit funding a letter
of credit as required under a drilling service contract the
company entered into with Baker Hughes International.

                          Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet showed
$102.17 million in total assets, $19.47 million in total
liabilities, $2.12 million in temporary equity, and $80.58 million
in total shareholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 30, 2007, are available for
free at http://researcharchives.com/t/s?2541

                       Going Concern Doubt

As reported in the Troubled Company Reporter on March 26, 2007, LJ
Soldinger Associates LLC expressed substantial doubt about Canargo
Energy Corp.'s ability to continue as a going concern after
auditing the company's consolidated financial statements for the
years ended Dec. 31, 2006, and 2005.   The auditing firm reported
that the company has incurred net losses since inception and may
not have sufficient funds to execute its business plan.

                       About CanArgo Energy

CanArgo Energy Corp. (AMEX: CNR) -- http://www.canargo.com/   --    
is an independent oil and gas exploration and production company
with its oil and gas operations currently located in Georgia.


CASH TECH: Arranges $750,000 of New Funding for its Cash Needs
--------------------------------------------------------------
Cash Technologies Inc. arranged transactions that will provide the
company with proceeds totaling $750,000.

The company recently issued a 6% convertible debenture for
$250,000 due June 30, 2010, to Crescent International Ltd.  The
conversion price of the debenture is $0.75 per share.  The funds
have been received and the transaction has closed.
    
Cash Tech has also agreed to sell 7,000 shares of Health Payment
Systems Inc. fka CDHC Inc. that it owns to two private investors
for $500,000.  Closing of this sale is scheduled on or before
today, Nov. 13, 2007.  

Cash Tech acquired 15,000 shares of the stock in exchange for
$1,000,000 in face value of Cash Technologies preferred stock
in 2005.  The sale of 7,000 of these shares therefore represents a
small profit to Cash Tech.  The company will continue to hold the
remaining 8,000 shares.
    
Furthermore, the company has engaged New York investment banking
firm HPC Capital Management Corp. to raise additional working
capital.  The company has authorized HPC to raise up to $2,000,000
in the form of equity or convertible debt or a combination
thereof.
    
"These recent transactions are intended to bridge the company's
cash needs until a larger financing can be arranged. Based on our
current and projected revenues, the $2,000,000 financing would
provide us with sufficient capital until the company is positive
cash flow," Bruce Korman, CEO of Cash Technologies, stated.
   
                    About Cash Technologies

Headquartered in Los Angeles, Cash Technologies Inc. (AMEX: TQ)
-- http://www.cashtechnologies.com/-- develops and markets     
innovative data processing solutions in the healthcare and
financial services industries.

Cash Technologies Inc.'s consolidated balance sheet at Aug. 31,
2007, showed $6.5 million in total assets, $10.6 million in total
liabilities, and $105,188 in minority interest, resulting in a
$4 million total stockholders' deficit.

                     Going Concern Doubt

Vasquez & Company LLP expressed substantial doubt about Cash
Technologies Inc.'s ability to continue as a going concern after
auditing the company's consolidated financial statements for the
year ended May 31, 2007.  The auditing firm noted that the company
has suffered significant recurring losses and is in immediate need
of substantial working capital to continue its business and
operations.


CD 2007-CD5: S&P Puts Low-B Ratings on Six Certificate Classes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to CD 2007-CD5 Commercial Mortgage Trust's $2.09 billion
commercial mortgage pass-through certificates series CD 2007-CD5.
     
The preliminary ratings are based on information as of Nov. 9,
2007.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.
     
The preliminary ratings reflect the credit support provided by the
subordinate classes of certificates, the liquidity provided by the
trustee, the economics of the underlying loans, and the geographic
and property type diversity of the loans.  Class A-1, A-2, A-3, A-
AB, A-4, A-1A, AM-FX, A-MA, AJ-FX, A-JA, B, and C are currently
being offered publicly, and the remaining classes will be offered
privately.  Standard & Poor's analysis determined that, on a
weighted average basis, the pool has a debt service coverage of
1.21x, a beginning LTV of 109.6%, and an ending LTV of 103.5%.
    
    
                  Preliminary Ratings Assigned
             CD 2007-CD5 Commercial Mortgage Trust
   
                                            Recommended
     Class        Rating        Amount     credit support
     -----        ------        ------     --------------
     A-1          AAA        $42,300,000      30.000%
     A-2          AAA        $89,000,000      30.000%
     A-3          AAA        $39,400,000      30.000%
     A-AB         AAA        $51,700,000      30.000%
     A-4          AAA       $958,680,000      30.000%
     A-1A         AAA       $284,848,000      30.000%
     AM-FX        AAA       $167,726,000      20.000%
     A-MA         AAA        $40,693,000      20.000%
     AJ-FX        AAA       $110,780,000      13.375%
     A-JA         AAA        $26,959,000      13.375%
     B            AA+        $20,942,000      12.375%
     C            AA         $20,942,000      11.375%
     XP*          AAA                TBD         N/A
     XS*          AAA     $1,047,091,908         N/A
     XW*          AAA     $1,047,091,908         N/A
     AM-FL**      AAA         $1,000,000      20.000%
     AJ-FL**      AAA         $1,000,000      13.375%
     D            AA-        $20,942,000      10.375%
     E            A+         $18,324,000       9.500%
     F            A          $18,324,000       8.625%
     G            A-         $20,942,000       7.625%
     H            BBB+       $23,559,000       6.500%
     J            BBB        $23,560,000       5.375%
     K            BBB-       $20,942,000       4.375%
     L            BB+        $26,177,000       3.125%
     M            BB          $7,853,000       2.750%
     N            BB-         $5,236,000       2.500%
     O            B+          $5,235,000       2.250%
     P            B           $5,236,000       2.000%
     Q            B-          $2,617,000       1.875%
     S            NR         $39,266,816          NR
  

          * Interest-only class with a notional amount.
                      ** Floating-rate class.
                      TBD -- To be determined.
                       N/A -- Not applicable.
                         NR -- Not rated.


CETUS ABS: Moody's Downgrades Ratings on Four Note Classes
----------------------------------------------------------
Moody's Investors Service downgraded four classes of notes issued
by Cetus ABS CDO 2006-4, Ltd., with two of these classes left on
review for further possible downgrade.  The notes affected by the
rating action are:

Class Description: $150,000,000 Class A-1 Floating Rate Senior
Secured Notes Due 2047

   -- Prior Rating: Aaa, on review for possible downgrade
   -- Current Rating: Ba3, on review for possible downgrade

Class Description: $75,000,000 Class A-2 Floating Rate Senior
Secured Notes Due 2047

   -- Prior Rating: Aa2, on review for possible downgrade
   -- Current Rating: Caa3, on review for possible downgrade

In addition Moody's also downgraded these notes:

Class Description: $82,500,000 Class B Floating Rate Deferrable
Subordinate Secured Notes Due 2047

   -- Prior Rating: Ba3, on review for possible downgrade
   -- Current Rating: Ca

Class Description: $60,000,000 Class C Floating Rate Deferrable
Junior Subordinate Secured Notes Due 2047

   -- Prior Rating: B1, on review for possible downgrade
   -- Current Rating: Ca

The rating actions reflect severe deterioration in the credit
quality of the underlying portfolio, as well as the occurrence on
Nov. 6, 2007 of an event of default caused by a failure of the Net
Outstanding Portfolio Collateral Balance plus the MVS Account
Excess to exceed the required level pursuant to Section 5.1(h) of
the Indenture.

Cetus ABS CDO 2006-4, Ltd. is a synthetic resecuritization with
the reference pool consisting of RMBS securities, CMBS securities,
CDO securities and ABS securities.

Recent ratings downgrades on the underlying portfolio magnified
the impact of the ratings-based haircuts, causing the Net
Outstanding Portfolio Collateral Balance plus the MVS Account
Excess to be less than the required level.

Upon an event of default in this transaction, one of the remedies
available to noteholders is the sale and liquidation of the
collateral securing the notes. It is not clear at this time
whether this remedy will be selected.

The rating downgrades taken today reflect the increased expected
loss associated with each tranche.  Losses are attributed to
diminished credit quality on the underlying portfolio.  The
expected losses of certain tranches may be different, however,
depending on the timing and choice of remedy to be pursued.
Because of this uncertainty, the Class A-1 and Class A-2 Notes
remain on review for possible downgrade pending the receipt of
definitive information.


CHARLES BOOTHE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Charles Edward Boothe
        Sandra Lyn Boothe
        8205 East Adobe Drive
        Scottsdale, AZ 85255

Bankruptcy Case No.: 07-05929

Chapter 11 Petition Date: November 8, 2007

Court: District of Arizona (Phoenix)

Judge: Redfield T. Baum Sr.

Debtors' Counsel: Allan D. Newdelman, Esq.
                  80 East Columbus Avenue
                  Phoenix, AZ 85012
                  Tel: (602) 264-4550
                  Fax: (602) 277-0144

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

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


CHARYS HOLDING:  Miller Ray Houser Raises Going Concern Doubt
-------------------------------------------------------------
Miller Ray Houser & Stewart LLP expressed substantial doubt about
Charys Holding Company, Inc., fka Spiderboy International, Inc.'s
ability to continue as a going concern after auditing the
company's financial statements for the year ended April 30, 2007.  
The auditing firm pointed to the company's recurring losses from
operations and net capital deficiency.

The company has incurred losses from operations of $35,682,453 and
$1,129,885 for the years ended April 30, 2007 and 2006,
respectively.  Consolidated revenues increased by $28,703,712 or
59.1% to $77,274,624 in fiscal 2007, as compared to the same
period in the prior year.  The acquisition of Complete Tower
Sources Inc, Mitchell Site Acq, Inc., Crochet & Borel, the Cotton
Companies, LFC, Inc., and Digital Communications Services, Inc.
during this period increased Charys consolidated revenues by
$28,486,682.

The company posted a net loss of $309,125,469 on $77,274,624 of
net revenues for the year ended April 30, 2007, as compared with a
net loss of $1,429,165 on $48,570,912 of net revenues in the prior
year.

At April 30, 2007, the company's liquid working capital was a
deficiency of $134,531,753 as compared to a deficiency of
$31,137,683 at April 30, 2006.  The increased working capital
deficiency of $103,394,070 is a direct result of the increase in
debt related to acquisitions.  At April 30, 2007, total debt was
$208,445,370, as compared to $26,099,733 in the prior year.

As of April 30, 2007, the company has total current assets of
$77,789,237 and total current liabilities of $203,856,454,
resulting in a $126.1 million working capital deficit with a
limited borrowing capacity.

At April 30, 2007, the company's balance sheet showed $290,820,546
in total assets, $276,375,237 in total liabilities and $14,445,309
stockholders' equity.  

A full-text copy of the company's 2007 annual report is available
for free at http://ResearchArchives.com/t/s?2509

                        About Charys Holding

Headquartered in Atlanta, Georgia, Charys Holding Company, Inc. --
http://www.charys.com/-- is pursuing a growth opportunity in the  
Technology Infrastructure Support and Services market through an
acquisitions strategy, focusing on companies that have strong
individual reputation, proven and underleveraged growth
capability, and significant management commitment tied to Charys-
wide synergies.  Chary's seeks to acquire stable, cash flow
positive, small to medium-sized private companies engaged in
providing direct services, outsourced services and infrastructure
to medium and large enterprise businesses.  Charys intends to
operate these companies as independent subsidiaries, improving
aggregate financial performance by influencing its subsidiaries to
develop and leverage beneficial synergistic relationships.


COMPUTER WORLDS: Involuntary Chapter 11 Case Summary
----------------------------------------------------
Alleged Debtor: Computer Worlds Solutions, Inc.
                1550 Abbott Drive
                Wheeling, IL 60090

Case Number: 07-21123

Type of Business: The Debtor sells imported TV, video & computer
                  monitors and components & consumer electronics.

Involuntary Petition Date: November 9, 2007

Court: Northern District of Illinois (Chicago)

Judge: Jacqueline P. Cox

Petitioner's Counsel: James Dasso, Esq.
                      Joanne Lee, Esq.
                      Foley & Lardner, L.L.P.
                      321 North Clark Street, Suite 2800
                      Chicago, IL 60610
                      Tel: (312) 832-4557 or (312) 832-4500
         
   Petitioners                 Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Wells Fargo Bank               freight              $39,033
Development Specialists, Inc.
70 West Madison, Suite 2300
Chicago, IL 60602

Fifth Third Bank               loan                 $10,000
1023 West 55th Street
Countryside, IL 60525

Yellow Freight Systems, Inc.   credit advance       $6,618
Development Specialists, Inc.
70 West Madison, Suite 2300
Chicago, IL 60602


CONNACHER OIL: Moody's Rates $600 Million Pending Notes Offering
----------------------------------------------------------------
Moody's Investors Service affirmed Connacher Oil & Gas Limited's
B1 Corporate Family Rating, assigned a SGL-3 speculative grade
liquidity rating and, under its Loss Given Default methodology,
assigned a B1 (LGD4; 55%) rating to its pending $600 million
offering of 8-year senior second lien notes and a B1 probability
of default rating.  Moody's does not rate Connacher's new 5-year
CDN$200 million first secured bank revolver, undrawn at closing.  

The Corporate Family Rating has been moved from Connacher Finance
Corp. to parent Connacher Oil & Gas Limited.  Moody's also
withdraws CFC's B1 ratings on a $180 million senior secured Term
Loan B and $15 million first secured bank revolver (each retired
with note proceeds).  The rating outlook is stable.

Generally, Connacher's ratings reflect high leverage and uncertain
bitumen production rates and costs, balanced with potentially very
large commercial resources; completion of its Pod One oil sands
development roughly on time and within 20% of budget; Connacher's
expectation that Pod One initial production will begin by year-end
2007; effectively full front-end funding for its Algar development
(formerly Pod Two); and significant existing cash flow in the
range of CAD90 million per year from conventional oil and gas
operations.

The stable outlook could be impacted if (i) tight regional labor
and supplier markets or other factors unduly harm project timing
or costs, (ii) actual Pod One production, decline curves per well
pair, energy costs, or the key steam/oil ratio unduly impact
sustainable production, costs, or capital intensity per unit of
production, (iii) realized prices do not sufficiently support
inherently high operating costs and deep price discounts relative
to light sweet oil prices, or (iv) Algar financing and development
costs overly burden debt service capacity.  It will be late 2008
before Connacher can produce cash flow commensurate with its
capital investment.

Excepting Connacher's 26% equity interest in Petrolifera Petroleum
Limited, a public Canadian firm with South American exploration
and production interests, the notes are second secured by
Connacher's and its subsidiaries' developed and undeveloped oil
sands properties, conventional oil and gas properties, refining
assets, and related contracts and regulatory permits. The new bank
revolver is first secured by those assets. Connacher's economic
substance resides in Pod One, the Montana refinery, the small
conventional exploration and production business, the Algar
project, and still fairly unevaluated oil sands acreage in Pods
Three, Four, Five, and Six in the Great Divide and Halfway Creek
regions.

Connacher is a small conventional exploration, production, and
refining firm that is pursuing the phased development of an oil
sands project in Alberta, Canada.  In early 2006, Connacher also
acquired a small 8,400 barrel per day (bpd) oil refinery and
related product inventory in northern Montana from Holly
Corporation for CAD66 million.  Connacher completed its initial
(Pod One) development of its Great Divide oil sands steam assisted
gravity drainage (SAGD) project in August, 2007, commenced
steaming from 15 horizontal well pairs in September, and is now
developing a second phase named Algar.  First Pod One production
is expected later this year after conversion of the lower of each
well pair from steam injection to production with production ramp-
up to Connacher's expected mid-2008 10,000 bpd target.

More specifically, the ratings are restrained by high leverage;
project development, cost, completion, and timing risks; extreme
regional development cost pressures; volatile oil prices;
potentially aggressive assumptions for the critical steam-oil
ratio; resulting risk to production rates and unit costs given
fixed steam generation capacity; still uncertain Pod One
production timing, rates, final costs, and ultimate bitumen
recovery until reservoir quality can be proven during production;
an inherently high breakeven price in commercial operation and
margin uncertainties; and the comparatively small size of the
project sponsor (though experienced).  The ratings also reflect
the early stage of appraisal drilling across Algar and Pods Three,
Four, Five, and Six and potentially thin asset coverage if third
party engineer GLJ Petroleum Consultant's low case reserve
estimate turns out to be more accurate than its expected or high
cases.

Partial risk mitigants include GLJ's more advanced evaluations of
the Pod One and Algar resource bases which provide, in combination
with Connacher's conventional oil and gas and refining assets,
adequate asset coverage relative to the rating; a one-year fully
funded debt service reserve in support of the notes; existing cash
flow that covers interest expense; significant equity funding; and
fully committed front end funding for Algar.

Other risk mitigants include low reserve replacement risk (though
oil sands reservoir quality, bitumen production rates, recovery
percentage, costs, and all-in economics will vary across the
acreage) and a small degree of discretionary cash flow support of
capital needs if refining margins and natural gas prices remain
sound.  Connacher's natural gas production provides a partial
economic hedge to its very high SAGD natural gas costs and its
refinery production provides an economic hedge to both its bitumen
diluent costs, diluted bitumen selling price, and the price
differentials between heavy sour and light sweet crude oil prices.

Connacher's oil sands properties span 95,000 acres 50 miles
southwest of Fort McMurray, Alberta.  Connacher had identified up
to 8 pods of oil sands deposits with potential commercial
viability.  Its Great Divide project employs SAGD technology that
has been used successfully for more than 8 years in the region and
has had 21 years of pilot testing and then commercial application
in the Alberta oil sands region. Upstream SAGD project cost
escalation has been significantly less severe than mining and
downstream integrated oil sands developments.

The ratings also benefit from Great Divide's attractive location
in the midst of ample pipeline, utilities, and road
infrastructures; a seasoned, though lean, project management team,
assisted by a recognized oil sands project contractors; and a
seasoned though small sponsor with demonstrated access to equity
capital.  Great Divide benefits from comprehensive third party
engineering and market evaluation studies by major recognized
consultants and Pod One and Algar were evaluated with 3-D seismic
imaging to assess reservoir thickness, horizontal consistency of
the lower boundary of their bitumen sand formations, heterogeneity
and permeability barriers, and by well control from appraisal
wells and well corings.

Together with CDN$103 million of first-in cash equity from
Connacher, TLB proceeds and revolver borrowings funded Pod One's
approximately CDN$310 million (CDN$265 million excluding
capitalized interest and sunk costs) completion cost roughly on
time and a manageable 20% over budget.  TLB and the original
revolver will be repaid with note proceeds, with remaining note
proceeds, revolver borrowings, and cash flow funding Algar's
estimated CDN$438 million cost (CDN$326 million before capitalized
interest).  Algar's capitalized interest is higher than Pod One's
principally due to Pod One's significant equity funding.

With Pod One having regulatory approval and Algar awaiting
approval, Connacher may seek Pod Three and Four approvals in late
2008 or 2009.  As of June 30, 2007, GLJ viewed Connacher to have
sufficient appraisal well count and spacing, well log, coring, and
3-D seismic data to assign best estimates of 49.4 million barrels
of proven net bitumen reserves, 159.4 million net barrels of
proven and probable bitumen reserves (2P), and 215.3 million net
barrels of proven, probable, and possible reserves (3P) based on
GLJ's flat price assumption.

Connacher Oil and Gas Limited is headquartered in Calgary,
Alberta, Canada.


CONSTELLATION BRANDS: Buying Fortune's Wine Biz for $885 Million
----------------------------------------------------------------
Constellation Brands Inc. and Fortune Brands Inc. have entered
into an agreement under which Constellation will acquire Fortune's
U.S. wine business for $885 million, subject to post-closing
adjustments. The transaction is expected to close by Dec. 31,
2007.
    
The business to be acquired includes some of California's
wineries.  The portfolio represents approximately 2.6 million
cases.  Brands to be acquired include Clos du Bois and Geyser Peak
and Wild Horse.  More than 1,500 acres of vineyards in Napa,
Sonoma and Carneros, California, are included in the purchase, in
addition to five California wineries.
    
"This portfolio is an excellent fit and furthers our strategy of
exceeding consumer expectations and expanding our presence in the
growing high-end segments of the wine market," Rob Sands,
Constellation Brands president and chief executive officer, said.  

"We are delighted about the prospect of adding these wineries and
brands to our existing portfolio, which will enhance our growing
position in the U.S. premium wine business," Mr. Sands added.  "As
an example, Clos du Bois, a two million case brand, has a history
of strong consumer brand equity, growth and profitability.  We
also look forward to working with the people who have been
responsible for the tremendous success of these wines."
    
The company estimates that on a comparable basis this acquisition
will be slightly accretive to diluted earnings per share for
fiscal 2009 and modestly dilutive for fiscal 2008, assuming the
transaction closes by Dec. 31, 2007.  

A plan for the integration of this acquisition into Constellation
will be finalized after the close of the transaction, and the
company will determine the best way to effectively assimilate the
brands and facilities.  The transaction will be financed with debt
and is subject to customary and routine regulatory approvals and
other closing conditions.
   
                   About Fortune Brands Inc.

Headquartered in Deerfield, Illinois, Fortune Brands Inc. (NYSE:
FO)-- http://www.fortunebrands.com/-- is a holding company with  
subsidiaries engaged in the manufacture, production and sale of
home and hardware products, spirits and wine, and golf products.  
The company operates through three segments: Home and Hardware,
Spirits and Wine, and Golf.  Home and Hardware includes kitchen
and bathroom faucets and accessories; kitchen and bath cabinetry;
residential entry door and patio door systems; vinyl-framed
windows; locks, and tool storage and organization products.  
Spirits and Wine includes products made, marketed or distributed
by Beam Global Spirits & Wine, Inc. (BGSW) subsidiaries or
affiliates.  Golf includes golf balls, golf clubs, golf shoes and
gloves manufactured, marketed or distributed by Acushnet Company
(Acushnet).

                   About Constellation Brands

Headquartered in Fairport, New York, Constellation Brands Inc.
(NYSE: STZ, ASX: CBR) -- http://www.cbrands.com/-- is an    
international producer and marketer of beverage alcohol in the
wine, spirits and imported beer categories, with significant
market presence in the U.S., Canada, U.K., Australia and New
Zealand.  The company has more than 250 brands in its portfolio,
sales in approximately 150 countries and operates approximately 60
wineries, distilleries and distribution facilities.


CONSTELLATION BRANDS: Fortune Deal Cues Fitch to Hold Ratings
-------------------------------------------------------------
Fitch Ratings has affirmed the ratings of Constellation Brands
Inc. following the company's announcement that it had entered into
a definitive agreement to acquire Fortune Brands, Inc.'s U.S. wine
business for $885 million.

Fitch has affirmed these ratings:

  -- Issuer Default Rating 'BB-';
  -- Bank credit facility 'BB-';
  -- Senior unsecured notes to 'BB-';
  -- Senior subordinated notes 'B+'.

The Rating Outlook is Negative.

Fitch's ratings apply to STZ's $3.9 billion credit facilities,
$1.9 billion of senior unsecured debt, and $250 million of senior
subordinated notes.

The affirmation reflects the addition of market leading premium
and super premium wines to STZ's already solid position in the U.
S. market and around the world.  STZ maintains leading market
shares in most of the major wine markets around the globe and a
diversified alcoholic beverage portfolio and has an excellent
track record of integrating acquisitions.  The company has
restructured acquired operations to enhance productivity and has
sold non-essential assets, which has provided some proceeds to
reduce debt.  Of concern is STZ willingness to operate at higher
leverage levels and its appetite for acquisitions.  Over the
intermediate term, it is likely that the company will continue to
make acquisitions that may result in financial and operational
stress.

The company's debt levels are expected to be meaningfully higher
at the end of fiscal 2008 (ending Feb. 29, 2008). Leverage has
grown as a result of successive debt financed acquisitions and
stock repurchases, including an accelerated share repurchase
transaction in May 2007.  As a result, interest expense has
increased and coverage measures have weakened considerably over
the past couple of years. As of Aug. 31, 2007, pro forma for the
acquisition of FO's wine business, debt/EBITDA (unadjusted for
acquisition-related integration costs and restructuring and
related charges) would be approaching 6.0 times, while
EBITDA/interest would be slightly above 2.5x.  Nonetheless, the
strong fit of FO's wine brands, the high growth rates for the
super-premium category and some reduction in debt in the near term
are expected to improve these numbers in the short-term.  Ongoing
difficulties in U.K. and Australian operations and a reduction in
U.S. distributor inventory levels, which have affected cash flow,
are also expected to abate in calendar 2008.


COUNTRYWIDE FINANCIAL: Loan Fundings Drops 48% in October 2007
--------------------------------------------------------------
Countrywide Financial Corporation released operational data for
the month ended Oct. 31, 2007.

Key operational results include:

     * Mortgage loan fundings for the month of October 2007
       totaled $22 billion, a 48% decline from October 2006.

     * Average daily mortgage loan application activity for
       October 2007 was $1.8 billion, a 34% decrease from October
       2006.  The mortgage loan pipeline was $41 billion at
       Oct. 31, 2007, as compared to $61 billion for the same
       period last year.

     * The mortgage loan servicing portfolio continued to grow,
       reaching $1.47 trillion at Oct. 31, 2007.  This is an
       increase of $202 billion, or 16%, from Oct. 31, 2006.

     * Banking Operations' assets were $106 billion at Oct. 31,
       2007, which compares to $83 billion at Oct. 31, 2006.

     * Securities trading volume in the Capital Markets segment of
       $260 billion for October 2007 was 13% lower when compared
       to the same month last year.

     * Net earned premiums from the Insurance segment were
       $136 million in October 2007, up 35% from October 2006.

"October's operating results continue to be indicative of current
market trends," said David Sambol, President and Chief Operating
Officer.  "Total fundings were down substantially on a year-over-
year basis, but were up 4% from the prior month, and production
funded through the Bank has now surpassed 90 percent of total
fundings.  Average daily applications and the mortgage loan
pipeline were essentially flat from the prior month.  At $42
million, subprime fundings for the month of October 2007 were just
0.2 percent of total mortgage loan fundings."

"Countrywide continues to work diligently toward mitigating the
consequences our borrowers are facing as a result of the current
market conditions," Mr. Sambol continued.  "As such, we have
recently launched our $16 billion home ownership preservation
initiative to help borrowers facing, or who have already
experienced, interest rate resets.  We have also reached out to
the community at large through various partnership initiatives
with consumer housing groups such as the Neighborhood Assistance
Corporation of America, the Homeownership Preservation Foundation,
and NeighborWorks(R) America."

                   About Countrywide Financial
    
Based in Calabasas, California, Countrywide Financial Corporation
(NYSE: CFC) -- http://www.countrywide.com/-- is a diversified       
financial services provider.  Through its family of companies,
Countrywide originates, purchases, securitizes, sells, and
services residential and commercial loans; provides loan closing
services such as credit reports, appraisals and flood
determinations; offers banking services which include depository
and home loan products; conducts fixed income securities
underwriting and trading activities; provides property, life and
casualty insurance; and manages a captive mortgage reinsurance
company.

                          *     *     *

The company continues to carry Moody's Ba2 long-term rating.


DANA CORP: Judge Lifland Rejects Jasco's $20 Million Claim
----------------------------------------------------------
The Hon. Honorable Burton R. Lifland of the U.S. Bankruptcy Court
for the Southern District of New York refused to abstain from
hearing on Dana Corp. and its debtor-affiliates' objection to the
$20,000,000 claim asserted by Jasco Tools, Inc.

In a 15-page opinion, Judge Lifland explained that mandatory
abstention does not apply to core proceedings and that
proceedings for the allowance or disallowance of claims are
"core."  Judge Lifland continued that because nothing is more
directly at the core of bankruptcy administration than the
quantification of all liabilities of the debtor, the bankruptcy
court's determination whether to allow or disallow a claim is a
core function.  Moreover, abstention is "an extraordinary and
narrow exception to the duty of the federal courts to adjudicate
controversies which are properly before it," Judge Lifland added.

Judge Lifland also refused to lift the automatic stay to permit
Jasco to continue prosecuting the lawsuit it filed against Dana
Corp. and a supplier, Nationwide Precision Products Corp., in the
New York Supreme Court, Monroe County.  Judge Lifland says that
allowing the thousands of claims asserted against the Debtors to
continue in courts throughout the county would undermine one of
the main purposes of utilizing Chapter 11 of the Bankruptcy Code.

Judge Lifland notes that Jasco's claim does not raise any
unsettled issues of state law and is not before a specialized
tribunal.

Moreover, Judge Lifland denies Jasco's breach of contract claim
and claim for alleged trade secret misappropriation.  The Court
notes that nothing in the Agreement between Dana and Jasco
required Dana to negotiate exclusively with Jasco or forbade Dana
from seeking bids from other potential suppliers before
discussing a potential renewal with Jasco, thus Dana did not
breach its contract with Jasco when it entered into an agreement
with Nationwide.  In addition, the Court finds that there is no
evidence connecting Dana to the alleged conspiracy to steal and
use Jasco information to replace it as Dana's supplier.

Jasco has asked the Bankruptcy Court to abstain from hearing on
the Debtors' claim objection because, according to Alexander
Geiger, Esq., at Geiger and Rothenberg, LLP, in Rochester, New
York, the causes of action asserted in the New York lawsuit are
based on state law.

Jasco also asked the Bankruptcy Court to lift the automatic stay
so that it may continue to prosecute the New York lawsuit in the
state court rather than await completion of the Debtors'
bankruptcy cases.

The Debtors, in a separate filing, argued that there is no legal
basis for Jasco to assert that the bankruptcy court is required
to abstain from ruling on a debtor's claim objection that asserts
state law theories.  The Debtors added that Jasco confuses the
New York lawsuit with the contested matters under the claims
objection.

                    Jasco's Claim

Jasco provided Dana's predecessor, Eaton Corporation, with
precision-machined castings from 1995 through Dec. 31, 2000.
Pursuant to the parties' purchase agreement, Dana and Jasco met in
1999 to negotiate a possible extension.  Dana also received bids
from several other potential suppliers, including Nationwide
Precision Products Corp., which offered lower prices than Jasco
and proposed purchasing all new machines to perform the work.  

After Dana awarded the contract to Nationwide, Jasco commenced an
action against Dana and Nationwide in July 2002 in New York
Supreme Court, Monroe County.  Jasco claims that Dana and
Nationwide participated in a "scheme" to divert the business away
from Jasco, as evinced by Nationwide's hiring of two former Jasco
employees, Charles Zicari and Sean Convertino, who participated
in Nationwide's bid for the Dana contract.  After conducting
nearly four years of discovery, the lawsuit was stayed as a
result of the Debtors' Chapter 11 filing.

On September 15, 2006, Jasco filed Claim No. 9592, asserting
$20,000,000 against the Debtors.

The Debtors objected to the Jasco Claim noting that it constituted
a Contract Claim and Tort Claims.

                     The Contract Claim

The Debtors asserted that Jasco's Contract Claim is based on
allegations that Dana did not meet with Jasco to negotiate an
extension pursuant to Section 4.01 of the Agreement.

Section 4.01, which provides that the Agreement expires on
December 31, 2000, also states: "The parties agree to meet in the
second quarter of the year 1999 to negotiate an extension of the
term."

The Debtors contend that the issue of whether Dana negotiated
however, is immaterial because contract's extension-negotiation
provision did not guaranty that Dana would renew with Jasco.
                 
                      The Tort Claims

The Debtors also asserted that Jasco's Tort Claims filed against
them fail as a matter of law.  Jasco, the Debtors explain, bases
the claims on the allegation that Dana and Nationwide conspired
to misappropriate Jasco's allegedly confidential, trade secret
information.  

The Debtors assert that there is no evidence (i) in the record to
support any allegation of conspiracy or misappropriation by Dana,
(ii) that Dana knew that the Nationwide bid contained or was
based upon any of Jasco's alleged trade secrets, and (iii) that
Dana intended to maliciously harm Jasco or unjustly enrich itself
at Jasco's expense.

                       Jasco's Response

In response, Jasco asked the Court to dismiss the Debtors'
objection to Claim No. 9592 because of procedural deficiency.  
Alexander Geiger, Esq., at Geiger and Rothernberg, LLP, in
Rochester, New York, noted that the Debtors' objection was not
accompanied by any affidavit, declaration or verification in
support of their request.

Jasco asserted that its Claim should be allowed in any amount the
Court may determine, or that the automatic stay be lifted so that
the lawsuit filed in the New York Supreme Court, Monroe County,
may proceed for discovery and final judgment.

Mr. Geiger related that evidence and affidavits filed in the
Supreme Court Action showed that the Debtors acted with the
utmost of bad faith, in capitalizing on the theft of Jasco's
trade secrets and in surreptitiously entering into an agreement
with Nationwide Precision Products Corp., the competitor company,
which was utilizing the stolen trade secrets.

Moreover, Mr. Geiger argued that the facts showed in the Supreme
Court Action demonstrates each element of a prima facie tort
cause of action.  Mr. Geiger pointed out that:

  * the employees of the Debtors and Nationwide conspired,
    knowingly, intentionally, and wrongfully, to deprive Jasco
    of its contract with the Debtors;

  * this action resulted in special damages to Jasco, because
    Jasco lost a profitable contract that would have generated
    more than $20,000,000 of profit over the life of the
    contract;

  * there was no lawful excuse or justification for the actions
    of the Debtors and Nationwide; and

  * had the Debtors simply gone about the business of obtaining
    the lowest available bid for their work, without engaging in
    wrongful activity, their actions would have been entirely
    lawful.

                      Debtors React

The Debtors however insisted that Jasco's claim should be
disallowed.

Jasco's response fails to rebut the controlling case law cited by
the Debtors for the proposition that contractual renewal
provisions that depend on the parties' negotiation of a future
agreement are unenforceable and cannot give rise to damages,
William S. Gandy, Esq., at Wilson, Elser, Moskowitz, Edelman &  
Dicker, LLP, asserted.  He further asserted that Jasco has no
competent evidence to support its conspiracy-based tort claim
against the Debtors.

Jasco had ample opportunity to try to develop a record, hence,
Jasco's request for more time to conduct further discovery is
simply an attempt to delay summary judgment, Mr. Gandy told the
Court.

Jasco's request that the automatic stay be lifted so that
the lawsuit filed in the New York Supreme Court, Monroe County,
may proceed for discovery and final judgment must be denied, Mr.
Gandy asserted.  He argued that Jasco did not make any argument
and did not cite any authority to warrant lifting the automatic
stay.    

                   About Dana Corporation

Headquartered in Toledo, Ohio, Dana Corporation --
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
March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of Aug. 31,
2007 the Debtors listed $6,878,000,000 in total assets and
$7,551,000,000 in total debts resulting in a total shareholders'
deficit of $673,000,000.

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.  On Oct. 23, 2007, the Court approved the adequacy of the
Disclosure Statement explaining their Plan.  The Court has set
Dec. 10, 2007, to consider confirmation of the Plan.  (Dana
Corporation Bankruptcy News, Issue No. 60; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


DANA CORP: Wants to Settle Asbestos Claims for $2 Million
---------------------------------------------------------
Dana Corp. and its debtor-affiliates ask permission from the U.S.
Bankruptcy Court for the Southern District of New York to enter
into settlement agreements with the Asbestos Personal
Injury Claimants.

                  Asbestos Litigation

The Debtors have been named as defendants in a number of lawsuits
related to the Debtors' sale of certain automotive gaskets
containing asbestos in an encapsulated form and the alleged
exposure of people to asbestos as a consequence of contact with
these gaskets, Corinne Ball, Esq., at Jones Day, in New York,
tells the Court.  According to the available data as of June 30,
2007, there were approximately 150,000 pending asbestos-related
personal injury claims against the Debtors, Ms. Ball elaborates.

Ms. Ball points out that Dana has demonstrated in various
proceedings that their gaskets could be and were used without
releasing hazardous volumes of asbestos fibers.  The Debtors have
also defended Asbestos Personal Injury Claims successfully on the
ground that exposure to chrysotile asbestos, the type of fiber
incorporated into the gaskets, is generally insufficient to cause
mesothelioma, an asbestos-related illness, Ms. Ball continues.

According to Ms. Ball, the magnitude of asbestos litigation has
declined since the wave of asbestos-related bankruptcies in 2000-
2003, hence, the Debtors anticipate that, for the foreseeable
future, both the number of claims that the amount that the
Debtors will spend to defend and resolve cases will generally
remain at low levels.

                   Settlement Agreement

The Debtors have continued to entertain and negotiate potential
settlements withs several counsel for the Asbestos Personal
Injury Claimants.  As a result of these negotiations, Ms. Ball
asserts, the Debtors have determined that it is in the best
interests of the their estates to enter into the settlement
agreements.

Under the settlement agreements, the Debtors are:

   (a) resolving certain Asbestos Personal Injury Claims that had
       been filed as lawsuits through March 2, 2006; and

   (b) providing a mechanism for addressing future cases that may
       be brought by the Tort Attorneys.  

The settlement agreements, among other things, require the
Asbestos Personal Injury Claimants to provide medical
documentation of their illnesses, and evidence of their exposure
to asbestos-containing products manufactures, sold, or
distributed by Dana, according to Ms. Ball.  She adds that the
claimants must also submit release to qualify for payment of
their asbestos personal injury claims.

Ms. Ball tells the Court that the Debtors' estimate on account of
the settlements would be approximately $2,000,000.  The Debtors
say that payments will be partially reimbursed by their insurers.

"Dana believes that the amounts to be paid to the Asbestos
Personal Injury Claimants under the Settlement Agreements are
reasonable and wholly consistent with, or better than, the terms
and conditions among the range of settlements reached by Dana
prior to the [P]etition [D]ate for similar claims of individuals
represented by Tort Attorneys and other attorneys," Ms. Ball
says.

Ms. Ball asserts that the Debtors' entry into the Settlement
Agreements would result to the dismissal of 7,500 Asbestos
Personal Injury Claims filed against the Debtors.  With respect
to the claimants who decline the terms contained in the
settlement agreements, the Tort Attorneys have agreed not to
schedule cases for trial against the Debtors, and agreed not to
any oppose any motions filed on the Debtors' behalf for the
period of two years.

The resolutions reached in the Settlement Agreements represent a
reasonable and expedient way for Dana to resolve approximately
7,500 Asbestos Personal Injury Claims without the need to
continue active litigation of these claims in state court and
incur the related expenses, Ms. Ball relates.  She notes that in
the five years prior to the Petition Date, Dana has spent
approximately $15,300,000 for asbestos defense and indemnity, net
of insurance recoveries.  If the Asbestos Personal Injury
Claimants' claims are not resolved consensually, Dana, she says,
will continue to incur the cost of defense, and expend other
resources in connection with, the active litigation of these
claims.

The Debtors have obtained the Court's permission to file the
Settlement agreements under seal.

                   About Dana Corporation

Headquartered in Toledo, Ohio, Dana Corporation --
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
March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of Aug. 31,
2007 the Debtors listed $6,878,000,000 in total assets and
$7,551,000,000 in total debts resulting in a total shareholders'
deficit of $673,000,000.

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.  On Oct. 23, 2007, the Court approved the adequacy of the
Disclosure Statement explaining their Plan.  The Court has set
Dec. 10, 2007, to consider confirmation of the Plan.  (Dana
Corporation Bankruptcy News, Issue No. 60; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


DANA CORP: Ad Hoc Asbestos Committee Balks at Proposed Settlement
-----------------------------------------------------------------
Dana Corp. and its debtor-affiliates ask permission from the U.S.
Bankruptcy Court for the Southern District of New York to enter
into settlement agreements with the Asbestos Personal
Injury Claimants.
                     Ad Hoc Committee Objects

The Ad Hoc Committee of Asbestos Personal Injury Claimants
disputes Dana Corp. and its debtor-affiliates' request to approve
Settlement Agreements with the Asbestos Personal Injury claimants.  

Douglas T. Tabachnik, Esq., at Law Offices of Douglas T.
Tabachnik, in Freehold, New Jersey, tells the U.S. Bankruptcy
Court for the Southern District of New York that the Ad
Hoc Committee has not been provided with actual copies of the
Settlement Agreements.  Rather, he adds, the committee has only
been provided with the Debtors' description of some of the terms
of the agreements, hence, the committee cannot evaluate the
agreements.  

The Settlement Agreements provide potentially different, more
favorable treatment for the asbestos personal injury claims that
are being settled pre-confirmation than the treatment afforded
other asbestos personal injury claims, although those claims are
classified in the same class, Mr. Tabachnik asserts.

As previously reported, Dana's third amended joint Plan of
Reorganization and the Court-approved Disclosure Statement
provide that Class 3 - Asbestos Personal Injury Claims will be
reinstated on the Plan's effective date.

"The treatment provided by the Settlement Agreements could be
considered to discriminate against the holders of asbestos
personal injury claims who have not settled with the Debtors pre-
confirmation," Mr. Tabachnik says.  

Furthermore, according to Mr. Tabachnik, all of the members of
the Ad Hoc Committee either have lawsuits pending against the
Debtors or have settled their claims against the Debtors prior to
the petition date.  The Debtors have not paid the settlement
amount to any of the members of the committee with whom claims
were settled, Mr. Tabachik elaborates.  Thus, he asserts that the
Debtors should clarify how the unfunded settlements will be
treated under the Debtors Third Amended Joint Plan, and what
recourse claimants with unfunded settlements have if the
settlements are not paid.  

Accordingly, the Ad Hoc Committee asks the Court to deny the
Debtors' request to enter into Settlement Agreements.  In the
alternative, the Ad Hoc Committee asks the Court to continue the
hearing on the Settlement Motion until the committee has been
provided with and has acquired the opportunity to review the
Settlement Agreements.

                    About Dana Corporation

Headquartered in Toledo, Ohio, Dana Corporation --
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
March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of Aug. 31,
2007 the Debtors listed $6,878,000,000 in total assets and
$7,551,000,000 in total debts resulting in a total shareholders'
deficit of $673,000,000.

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.  On Oct. 23, 2007, the Court approved the adequacy of the
Disclosure Statement explaining their Plan.  The Court has set
Dec. 10, 2007, to consider confirmation of the Plan.  (Dana
Corporation Bankruptcy News, Issue No. 60; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


DARDENNE ANIMAL: Case Summary & 15 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Dardenne Animal Hospital, Inc.
        1092 Callahan
        Wentzville, MO 63385
        dba Dardenne Animal Medical Centers

Bankruptcy Case No.: 07-47450

Type of Business: The Debtor provides veterinary services.  See
                  http://www.dardenneanimal.com/

Chapter 11 Petition Date: November 7, 2007

Court: Eastern District of Missouri (St. Louis)

Judge: A. Surratt-States

Debtor's Counsel: Rochelle D. Stanton, Esq.
                  745 Old Frontenac Square, Suite 202
                  Frontenac, MO 63131
                  Tel: (314) 991-1559

Total Assets: $1,651,862

Total Debts:  $2,107,384

Debtor's 15 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
B.L.X. Capital , L.L.C.        Real property;        $278,533
c/o Business Loan Express,     value of security:
L.L.C.                         $1,537,000; value
1633 Broadway, 39th Floor      of senior lien:
New York, NY 10019             $1,462,994

Butler                         Goods and supplies    $60,000
P.O. Box 7153
Dublin, OH 43017-0753

                               Endoscope; value of   $49,000
                               security: $22,000

Internal Revenue Service       Payroll Taxes         $84,111
P.O. Box 21126
Philadelphia, PA 19114

First Funds                    Loan--secured by      $75,039
                               future credit card
                               transactions

Thompson Coburn                Legal Services        $37,981

Missouri Department of         Income Tax Debt       $28,013
Revenue

Bayer HealthCare, L.L.C.       Veterinary Health     $6,061
                               Products

Talbot and Ducker              Collection/L.M.       $5,112
                               Berry & Co.

Impact Directory               Advertising           $2,380

Midwest Support Services       Collection/           $2,380
                               Community News
                               Advertising

Vet Path                       Lab Work              $1,894

Heska                          Lab work              $1,492

Interface Security             Security System       $603

Pfizer                         Suppllies             $564

Goodwin & Bryan, L.L.P.        Collection            $226
                               accounting and
                               advertising


DELAWARE AVENUE: Case Summary & 10 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Delaware Avenue Distribution Center, Inc.
        700 Pattison Avenue
        Philadelphia, PA 19148

Bankruptcy Case No.: 07-16568

Type of Business: The Debtor offers transportation and delivery
                  services in the Philadelphia area.  It
                  specializes in the handling of intermodal-
                  containerized drayage and transloading from
                  truck, container or rail car.  See
                  http://www.dadc.net/

Chapter 11 Petition Date: November 8, 2007

Court: Eastern District of Pennsylvania (Philadelphia)

Judge: Bruce I. Fox

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

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's list of its 10 Largest Unsecured Creditors:

   Entity                               Claim Amount
   ------                               ------------
Independence Blue Cross                      $26,176
1901 Market Street
Philadelphia, PA 19103

GE Transportation Finance                     $5,239
P.O. Box 822108
Philadelphia, PA 19182

Financial Federal Credit                      $4,120
1300 Post Oak Boulevard
Houston, TX 77056

Yale Financial Services                       $2,009

T-Mobile                                      $1,797

Verizon                                       $1,143

Ford Credit                                     $981

Wells Fargo                                     $883

Verizon Wireless                                $120

Comcast Business                                 $11


DIOGENES CDO: Moody's Junks Rating on $16 Mil. Floating Rate Notes
------------------------------------------------------------------
Moody's Investors Service placed these notes issued by Diogenes
CDO III Ltd. on review for possible downgrade.

Class Description: Up to $360,000,000 Class A-1a Floating Rate
Notes Due August 2046;

   -- Prior Rating: Aaa
   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $120,000,000 Class A-1b Floating Rate Notes Due
August 2046;

   -- Prior Rating: Aaa
   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $34,400,000 Class A-1c Floating Rate Notes Due
August 2052;

   -- Prior Rating: Aaa
   -- Current Rating: Aaa, on review for possible downgrade

In addition Moody's downgrade and left these notes on review for
possible downgrade.

Class Description: $72,000,000 Class A-2 Floating Rate Notes Due
August 2052;

   -- Prior Rating: Aaa
   -- Current Rating: A2, on review for possible downgrade

Class Description: $36,800,000 Class B-1 Floating Rate Notes Due
August 2052;

   -- Prior Rating: Aa2
   -- Current Rating: A3, on review for possible downgrade

Class Description: $26,400,000 Class B-2 Deferrable Floating Rate
Notes Due August 2052;

   -- Prior Rating: Aa3
   -- Current Rating: Baa2, on review for possible downgrade

Class Description: $36,000,000 Class C-1 Deferrable Floating Rate
Notes Due August 2052;

   -- Prior Rating: A2
   -- Current Rating: Ba2, on review for possible downgrade

Class Description: $26,400,000 Class C-2 Deferrable Floating Rate
Notes Due August 2052;

   -- Prior Rating: A3
   -- Current Rating: Ba3, on review for possible downgrade

Class Description: $24,000,000 Class D-1 Deferrable Floating Rate
Notes Due August 2052;

   -- Prior Rating: Baa1
   -- Current Rating: B3, on review for possible downgrade

Class Description: $8,000,000 Class D-2 Deferrable Floating Rate
Notes Due August 2052; and

   -- Prior Rating: Baa2
   -- Current Rating: Caa2, on review for possible downgrade

Class Description: $8,000,000 Class E Deferrable Floating Rate
Notes Due August 2052.

   -- Prior Rating: Baa2
   -- Current Rating: Caa2, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of structured
finance securities.


DISTRIBUTED ENERGY: Posts $15.2 Million Net Loss in 3rd Quarter
---------------------------------------------------------------
Distributed Energy Systems Corp. reported a net loss of
$15.2 million on revenues of $7.1 million for the third quarter
ended Sept. 30, 2007, compared with a net loss of $6.3 million on
revenues of $7.4 million in the same period last year.

Contract revenues decreased 49% to $3.8 million during the third
quarter ended Sept. 30, 2007, mainly as a result of decreased
revenue associated with the company's Northern subsidiary.

Product revenue decreased 78% to $1.3 million when compared to the
third quarter of 2006.  Prior to the third quarter of 2006,
revenue on the Proton H-series units was recognized at the end of
the warranty period, generally one year from the date of shipment.
Accordingly, third quarter 2006 product revenue includes
approximately $4.5 million of previously deferred H-series
revenue.  

Loss from operations increased to $9.5 million during the 2007
quarter, compared to a loss from operations of $6.5 million in the
2006 third quarter.  

Cost of contract revenues increased from 96% in the third quarter
of 2006 to 143% in the third quarter of 2007.  This increase in
costs and decrease in gross margins is due to additional cost
overruns and loss provisions on contracts, particularly in the
company's on-site power distributor business.  

Cost of service revenue as a percentage of service revenue
increased from 109% in the third quarter of 2006 to 154% in the
third quarter of 2007.  The increase in cost of service revenue as
a percentage of service revenue was due to approximately $200,000
of infrastructure cost reductions related to the company's 2007
strategic reorganization and a change in Northern's mix of service
contracts from higher margin international field service contracts
to lower margin long-term domestic operating and maintenance
contracts.

For the three months ended Sept. 30, 2007, the company recognized
a loss on extinguishment of debt of approximately $3.3 million
which represented the remaining unamortized balance of debt
discount of $2.0 million and deferred financing costs of
$1.3 million, respectively, with respect to the $12.5 million
initial Perseus Senior Secured Promissory Note.

At Sept. 30, 2007, the company's consolidated balance sheet showed
$49.9 million in total assets, $17.3 million in total liabilities,
and $32.6 million in total shareholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 30, 2007, are available for
free at http://researcharchives.com/t/s?253a

Cash used in operating activities was $24.2 million for the nine
months ended Sept. 30, 2007, compared to cash used in operating
activities of $19.3 million for the nine months ended Sept. 30,
2006.

                      Going Concern Doubt

As reported in the Troubled Company Reporter on March 22, 2007,
PricewaterhouseCoopers LLP expressed substantial doubt about
Distributed Energy Systems Corp.'s ability to continue as a going
concern after auditing the company's financial statements for the
year ended Dec. 31, 2006.  The auditing firm pointed to the
company's recurring operating losses and cash outflows from
operations.

                   About Distributed Energy

Based in Wallingford, Connecticut, Distributed Energy Systems
Corp. (Nasdaq: DESC) -- http://www.distributed-energy.com/--    
designs, develops, and manufactures proton exchange membrane  
electrochemical products that meet a variety of market needs for
hydrogen generation and advanced energy storage applications.
Distributed Energy Systems' HOGEN(R) hydrogen generators produce
hydrogen from electricity and water in a clean and efficient
process using its proprietary PEM technology.  Markets served by
this technology include industrial hydrogen, vehicle fueling,
backup power, military and aerospace, and renewable energy
storage.


DOLLAR FINANCIAL: Moody's Lifts Corporate Family Rating to B2
-------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating and
senior secured credit facilities ratings of Dollar to B2 from B3.  
The rating on Dollar's senior unsecured debt is affirmed at B3, in
recognition of its structural subordination to the senior secured
facilities.  The rating outlook is stable.

The upgrade reflects the fundamental strengths of the Dollar
business.  These fundamental strengths include the significant
diversification of Dollar's business activities, by product (check
cashing, consumer lending, other financial services), country (US,
Canada, UK), and distribution channel (retail stores and
internet); strong market positions in its core markets (2nd
largest store network in the US, largest in Canada and the UK);
stable operating margins and operating cash flow; favorable growth
opportunities both domestically and internationally; and
experienced, long-tenured senior management team.

The upgrade also reflects Dollar's successful operating history
over an extended period of time, during which time Dollar has
continued to grow its business while overcoming significant
obstacles, such as the interruption of its U.S. bank-funded model
in 2005.

These strengths are balanced by a number of credit challenges
faced by the firm, including substantial leverage (with adjusted
debt/EBITDAR at about 6x at FYE 6/30/07, adjusted for cash from
the company's $200 million convertible debt offering); continued
risk of adverse legislation and litigation related to consumer
lending activities, in particular the payday lending product; the
inherently higher credit risk profile of the company's core
customer base; and the challenges and complexities inherent in
operating a multi-national enterprise (at FYE 6/30/07
international operations accounted for 67% of total assets and 72%
of total revenues), in particular regarding management resources,
administrative costs, and additional burdens typically imposed on
non-domestic companies, e.g. through local regulations, tariffs,
and labor controls.

On balance, however, Moody's judges the company's fundamental
strengths to be sustainable over time and supportive of a higher
rating.

What Could Change The Rating -- Up:

Improvement in core profitability and a change in financial policy
resulting in a permanent reduction of financial leverage in the
capital structure.

What Could Change The Rating -- Down:

Weakening core profitability, material deterioration in leverage
and debt service coverage metrics, and material adverse
developments in the political/regulatory framework.

These ratings have been upgraded:

Dollar Financial Group, Inc.

   -- Corporate Family Rating to B2 from B3
   -- Senior Secured Rating to B2 from B3

National Money Mart Co.

   -- Senior Secured Rating to B2 from B3

Dollar Financial U.K. Limited

   --Senior Secured Rating to B2 from B3

These rating has been affirmed:

Dollar Financial Group, Inc.

   --Senior Unsecured Rating at B3

Moody's most recent rating action for Dollar occurred on Oct. 4,
2006.

Dollar Financial Group is a wholly-owned subsidiary of Dollar
Financial Corp. (ticker symbol DLLR), a leading international
financial services company serving under-banked consumers.  
Dollar, based in Berwyn, PA, reported total assets of $834 million
at fiscal year end June 30, 2007.


DON RODDAM: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Don H. Roddam
        dba Cam-Rock Oil Co.
        P.O. Box 409
        Cameron, TX 76520
        Tel: (512) 446-3808

Bankruptcy Case No.: 07-61095

Type of Business: The Debtor provides oil fuel.

Chapter 11 Petition Date: November 8, 2007

Court: Western District of Texas (Waco)

Judge: Frank R. Monroe

Debtor's Counsel: Phillip F. Arrien, Esq.
                  P.O. Box 7024
                  Waco, TX 76714
                  Tel: (254) 754-0909
                  Fax: (254) 754-0966

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $100 Million

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


DONNIE DUNN: Case Summary & Five Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Donnie R. Dunn
        6425 Free Union Road
        P.O. Box 231
        Free Union, VA 22940

Bankruptcy Case No.: 07-62118

Chapter 11 Petition Date: November 8, 2007

Court: Western District of Virginia (Lynchburg)

Judge: William E. Anderson

Debtor's Counsel: Douglas E. Little, Esq.
                  P.O. Box 254
                  Charlottesville, VA 22902
                  Tel: (434) 977-4500
                  Fax: (434) 293-5727

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's list of his Five Largest Unsecured Creditors:

   Entity                               Claim Amount
   ------                               ------------
FIA Card Services                             $7,801
P.O. Box 17309
Baltimore, MD 21297-1309

Providian/Washington Mutual                   $7,469
P.O. Box 660487
Dallas, TX 75266-0487

Sears Credit Card                             $1,539
P.O. Box 183081
Columbus, OH 43218-3081

Tremblay & Smith Attorneys                      $555

R. Lee Livingston, Esq.                         $322


DUKE FUNDING: Bad Credit Quality Cues Moody's to Downgrade Ratings
------------------------------------------------------------------
Moody's Investors Service placed these notes issued by Duke
Funding XII, Ltd. on review for possible downgrade:

Class Description: $1,388,000,000 Class A-S1VFA Secured Floating
Rate Notes Due 2046

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $75,000,000 Class A-S1VFB Secured Floating Rate
Notes Due 2046

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $260,000,000 Class A1 Senior Secured Floating
Rate Notes Due 2046

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $192,000,000 Class A2 Senior Secured Floating
Rate Notes Due 2046

   -- Prior Rating: Aa2

   -- Current Rating: Aa2, on review for possible downgrade

In addition Moody's also downgraded and left on review for
possible downgrade these notes:

Class Description: $157,000,000 Class A3 Secured Deferrable
Interest Floating Rate Notes due 2046

   -- Prior Rating: A2

   -- Current Rating: Baa2, on review for possible downgrade

Class Description: $14,000,000 Class B1 Mezzanine Secured
Deferrable Interest Floating Rate Notes due 2046

   -- Prior Rating: Baa1

   -- Current Rating: Ba2, on review for possible downgrade

Class Description: $54,000,000 Class B2 Mezzanine Secured
Deferrable Interest Floating Rate Notes due 2046

   -- Prior Rating: Baa2

   -- Current Rating: Ba3, on review for possible downgrade

Class Description: $20,000,000 Class B3 Mezzanine Secured
Deferrable Interest Floating Rate Notes due 2046

   -- Prior Rating: Baa3

   -- Current Rating: B3, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of
residential mortgage-backed securities.


DUKE FUNDING: Moody's Cuts Ratings on EUR67 Mil. Notes to Ba2
-------------------------------------------------------------
Moody's Investors Service placed these notes issued by Duke
Funding XI, Ltd. on review for possible downgrade:

Class Description: EUR88,000,000 Class A-2E Floating Rate Notes
Due 2046

   -- Prior Rating: Aa2

   -- Current Rating: Aa2, on review for possible downgrade

In addition Moody's also downgraded and left on review for
possible downgrade these notes:

Class Description: EUR48,000,000 Class A-3E Deferrable Interest
Floating Rate Notes Due 2046

   -- Prior Rating: A2

   -- Current Rating: Baa2, on review for possible downgrade

Class Description: EUR67,000,000 Class B-1E Deferrable Interest
Floating Rate Notes Due 2046

   -- Prior Rating: Baa2

   -- Current Rating: Ba2, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of
residential mortgage-backed securities.


E*TRADE FINANCIAL: Shares Down 59%; Bankruptcy Risk Raised
----------------------------------------------------------
E*Trade Financial Corp.'s shares went down 59% Monday after an
analyst said that mounting credit losses could lead customers to
pull out deposits and likely put the company at the risk of
bankruptcy, Reuters reports.

Reuters adds that despite assuring customers that it can take a
$1 billion write-down and is well capitalized, investors remained
unconvinced pushing the company's shares to $3.55.  This is the
lowest since August 2002.

Factors that resulted in the drop include the company's withdrawal
of its earning forecast and likely write-downs on a $3 billion
asset-backed securities portfolio, the report adds.

                      Likely Write-Down

As reported in yesterday's Troubled Company Reporter, the company
said that the fair value of its $3.0 billion asset-backed
securities portfolio, predominantly within ABS CDO and second-lien
securities continued to decline.  The company further stated that
additional deterioration could result in write downs that exceed
previous expectations and thus investos should no longer expect
the level presented in the company's 2007 earnings outlook to be
achieved.  As a result, the company's management said that it was
no longer beneficial to provide earnings expectations for the
remainder of the year.

                     SEC Disclosures

Reuters relates that other disclosures could also have had an
impact on the drop.

In a regulatory filing with the Securities and Exchange
Commission, the company said that on Oct. 17, 2007, the SEC
initiated an informal inquiry into matters related to the
company's loan and securities portfolios.  The company is
cooperating fully with the SEC in this matter.

Further, the company also said that Dennis E. Webb, the former
Division President, E*TRADE Capital Markets, has left the company.
Mr. Web's last day of employment was Nov. 9, 2007.

                      Analysts Comments

Reuters says that Prashant Bhatia, Citigroup analyst, dowgraded
the company from "hold" to "sell." According to Reuters, this
forecast included a 15% chance of bankruptcy.

Reuters relates, citing Mr. Bhatia, that the continued negative
news could increase the likelihood of client attrition.  Mr.
Bhatia further said that the company also showed poor risk
management as evidenced by revising earnings forecasts five times
in eight months, Reuters adds.

Although other analysts didn't go down the bankruptcy road, they
however cut their ratings or reduced price targets, Reuters says.

                    About E*TRADE Financial

Headquartered in New York City, E*TRADE Financial Corp. (NasdaqGS:
ETFC) -- http://us.etrade.com/-- provides financial
services including trading, investing, banking and lending for
retail and institutional customers.  Securities products and
services are offered by E*TRADE Securities LLC.  Bank and
lending products and services are offered by E*TRADE Bank, a
Federal savings bank or its subsidiaries.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 11, 2007,
Moody's Investors Service affirmed the ratings of E*TRADE
Financial Corporation (Senior debt at Ba2) and its lead thrift
subsidiary, E*TRADE Bank (LT deposits at Baa3).  The rating
outlook remains positive.


ECHOSTAR COMMS: Earns $200 Million in 3rd Quarter Ended Sept. 30
----------------------------------------------------------------
EchoStar Communications Corporation reported Friday net income of
$200 million for the quarter ended Sept. 30, 2007, compared with
net income of $140 million during the corresponding period in
2006.  EBITDA was $735 million during the three months ended
Sept. 30, 2007, an increase of $155 million or 26.7% compared to
the same period in 2006.  

The company reported total revenue of $2.79 billion for the
quarter ended Sept. 30, 2007, a 12.9% increase compared with
$2.48 billion for the corresponding period in 2006.

DISH Network "Subscriber-related revenue" totaled $2.699 billion
for the three months ended Sept. 30, 2007, an increase of
$309 million or 12.9% compared to the same period in 2006.  This
increase was directly attributable to continued DISH Network
subscriber growth and the increase in monthly average revenue per
subscriber from $66.01 during three months ended Sept. 30, 2007,
versus $63.28 during the same period in 2006.  

EchoStar's DISH Network(R) service added approximately 110,000 net
new subscribers during the third quarter of 2007, ending the
quarter with approximately 13.695 million subscribers.

For the three months ended Sept. 30, 2007, "Equipment sales"
totaled $91 million, an increase of $16 million or 21.2% compared
to the same period during 2006.  This increase principally
resulted from an increase in sales of non-DISH Network digital
receivers and related components to international customers,
partially offset by a decrease in domestic sales of DBS
accessories.

Income tax provision was $132 million during the three months
ended Sept. 30, 2007, an increase of $67 million compared to the
same period in 2006.  

At Sept. 30, 2007, the company's consolidated balance sheet showed
$9.75 billion in total assets, $9.29 billion in total liabilities,
and $459.8 million in total shareholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 30, 2007, are available for
free at http://researcharchives.com/t/s?2539

                    Cash and Cash Equivalents
               and Marketable Investment Securities

The company's restricted and unrestricted cash, cash equivalents
and marketable investment securities as of Sept. 30, 2007, totaled
$2.969 billion, including $168 million of restricted cash and
marketable investment securities, compared to $3.206 billion,
including $173 million of restricted cash and marketable
investment securities as of Dec. 31, 2006.  The $237 million
decrease in restricted and unrestricted cash, cash equivalents and
marketable investment securities was primarily related to the
redemption of the company's 5-3/4% Convertible Subordinated Notes
due 2008, partially offset by the free cash flow of $826.6 million
generated during the nine months ended Sept. 30, 2007.

                  About EchoStar Communications

Based in Englewood, Colorado, EchoStar Communications Corporation
(Nasdaq: DISH) -- http://www.echostar.com/-- serves more than   
13.6 million satellite TV customers through its DISH Network(TM),
a pay-TV provider in the country since 2000.  DISH Network's
services include hundreds of video and audio channels, Interactive
TV, HDTV, sports and international programming, together with
professional installation and 24-hour customer service.  EchoStar
has been into satellite TV equipment sales and support for more
than 27 years.

                          *     *     *

As reported in the Troubled Company Reporter on Sept. 28, 2007,
Standard & Poor's Ratings Services placed its ratings on
EchoStar Communications Corp., including the 'BB-' corporate
credit rating, on CreditWatch with developing implications.  This
affects about $5.5 billion of rated debt.


ENTERPRISE GP: Fitch Rates $850MM Sr. Secured Term Loan at BB
-------------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating on Enterprise GP Holdings
L.P.'s seven-year, $850 million senior secured term loan B due
Nov. 8, 2014.  Proceeds from the term loan B were used to
permanently refinance borrowings outstanding under the company's
$850 million term loan A-2 that had a maturity date in May 2008.  
This transaction completes the permanent financing related to
EPE's acquisition of ownership interest in Energy Transfer Equity
and Energy Transfer Equity's GP in May 2007.

EPE's Issuer Default Rating is 'BB-' and the Rating Outlook is
Stable.

EPE is a holding company with limited partnership and general
partnership interests in Enterprise Products Partners L.P., TEPPCO
Partners, L.P. and Energy Transfer Equity, L.P.  ETE owns the GP
and a significant percentage of the LP units of Energy Transfer
Partners, L.P.  EPD, TPP and ETP are three of the largest publicly
traded master limited partnerships, each with a significant
presence in the midstream energy sector.

The ratings of EPE reflect the diversity of cash flows being
distributed to the company from the underlying asset base, the
benefits of receiving both LP and GP distributions, the proven
track record of management in supporting the credit quality of the
entities throughout the EPE corporate structure and the continued
strength of North American energy fundamentals.  Offsetting
factors include the lack of direct ownership of any of the
operating assets by EPE, the significant growth plans at each of
the MLPs, exposure to commodity prices and Fitch's expectations
that further transactions are likely, adding to the complexity of
the organizational structure.

The assignment of the 'BB' rating on EPE's $850 million Term Loan
B reflects the structurally subordinated nature of the debt to the
debt at the MLPs. Enterprise Products Operating LLC, TPP and ETP
have IDRs of 'BBB-'.  ETE has an IDR of 'BB-'.


EQUIFIRST MORTGAGE: Moody's Puts Low-B Rated Certs. on Neg. Watch
-----------------------------------------------------------------
Moody's Investors Service placed on review for possible downgrade
seventeen tranches from five Equifirst Mortgage Loan Trust
transactions.  All the transactions closed in 2003 or 2004 and are
backed primarily by fixed-rate and adjustable rate first lien
subprime mortgage loans.

These rating actions are based on the fact that the bonds' current
credit enhancement levels, including excess spread, are too low
compared to the current projected loss numbers for the current
rating levels.

The complete rating actions are:

Issuer: Equifirst Mortgage Loan Trust 2003-1

   -- Class M-2, currently A2, on review for possible downgrade;

   -- Class M-3, currently Baa2, on review for possible downgrade;

Issuer: Equifirst Mortgage Loan Trust 2003-2

   -- Class M-4, currently Baa1, on review for possible downgrade;

   -- Class M-5, currently Baa2, on review for possible downgrade;

   -- Class M-6, currently Baa3, on review for possible downgrade;

Issuer: Equifirst Mortgage Loan Trust 2004-1

   -- Class M-4, currently A3, on review for possible downgrade;

   -- Class M-5, currently Baa1, on review for possible downgrade;

   -- Class M-6, currently Baa2, on review for possible downgrade;

   -- Class M-7, currently Baa3, on review for possible downgrade;

   -- Class B-1, currently Ba2, on review for possible downgrade;

Issuer: Equifirst Mortgage Loan Trust 2004-2

   -- Class M-8, currently Baa2, on review for possible downgrade;

   -- Class M-9, currently Baa3, on review for possible downgrade;

   -- Class B-1, currently Ba1, on review for possible downgrade;

Issuer: Equifirst Mortgage Loan Trust 2004-3

   -- Class M-8, currently Baa1, on review for possible downgrade;

   -- Class M-9, currently Baa2, on review for possible downgrade;

   -- Class M-10, currently Baa3, on review for possible
      downgrade;

   -- Class B-1, currently Ba1, on review for possible downgrade.


EXCO RESOURCES: Earns $10.7MM in Third Quarter Ended Sept. 30
-------------------------------------------------------------
EXCO Resources Inc. reported net income available to common
shareholders, after $45.7 million of preferred stock dividends, of
$10.7 million in the 2007 third quarter ended Sept. 30, 2007.

Oil and natural gas revenues, before derivative financial
instrument activities, for the quarter ended Sept. 30, 2007 were
$218.9 million, a 158% increase over the $84.9 million of oil and
natural gas revenues in the 2006 third quarter.

The 2007 third quarter results were impacted by $52 million of
non-cash mark-to-market gains from derivative financial
instruments and an $11 million non-cash income tax valuation
allowance not related to current operations.

Excluding the after tax impact of these non-cash items, the
company would have reported a net loss available to common
shareholders of $9.5 million.

For the nine months ended Sept. 30, 2007, EXCO reported a net loss
available to common stockholders, after preferred stock dividends
of $98 million, of $46.3 million.

Third quarter 2007 development expenditures totaled $134.6 million
and funded the drilling and completion of 133 gross (104 net) new
wells with a drilling success rate of 99% for the quarter as well
as lease purchases and other capital expenditures of
$10.2 million.

As of Sept. 30, 2007, the company had total assets of
$3.7 billion, total liabilities of $2.5 billion, and total
stockholders' equity of $1.2 billion.

Full-text copies of the company's financials are available for
free at http://ResearchArchives.com/t/s?2500.

                 Significant Transactions

On March 30, 2007, the company completed the acquisition of assets
in the Vernon Field in Jackson Parish, Louisiana from Anadarko
Petroleum Corporation for $1.5 billion.

On May 2, 2007, the company completed the acquisition of Mid-
Continent and South Texas/Gulf Coast properties from Anadarko
Petroleum Corporation for $860 million, reduced for customary
closing adjustments to a net cash payment of $749 million, subject
to post closing adjustments.

On Oct. 9, 2007, the company closed an acquisition of an
additional 45% interest in properties located in West Texas for a
net cash payment of $156.6 million, subject to post closing
adjustments.  This acquisition increased the company's working
interest to 97% (with a 73% net revenue interest).

EXCO's chairman, Douglas H. Miller, stated, "We had a strong third
quarter at EXCO, despite the decreases in natural gas prices, as
we focused on an aggressive development program and integration of
our recent acquisitions.  Our ability to maintain our adjusted
EBITDA during periods of declining prices emphasizes the
importance of our hedging program to support our capital spending
for development of our properties.  Our development program will
be at a very high level for the remainder of 2007 and we continue
to actively review a number of acquisition opportunities."

                    About EXCO Resources

Headquartered in Dallas, Texas, EXCO Resources Inc. (NYSE: XCO)
-- http://www.excoresources.com/-- is an oil and natural gas   
acquisition, exploitation, development and production company,
with principal operations in Texas, Louisiana, Ohio, Oklahoma,
Pennsylvania and West Virginia.

                       *     *     *

In August 2007, Moody's placed the company's long-term corporate
family rating and probability of default rating at B2, and senior
unsecured debt rating at Caa1.  These ratings still hold to date.  
The outlook is negative.

Standard & Poor's placed the company's long-term foreign and local
issuer credits at B in December 2006, which still holds to date.


FINLAY ENTERPRISES: Completes $200MM Buy of Zale's Bailey Asset
---------------------------------------------------------------
Finlay Enterprises Inc. has completed the asset purchase of the
Bailey Banks & Biddle division of Zale Corporation.  The asset
purchase price of $200 million was financed through a new
$550 million five-year revolving credit facility provided by GE
Corporate Lending, which replaced the company's existing credit
facility.  

GE Capital Markets, Inc. is acting as sole bookrunner for the
financing.  A post closing inventory adjustment of approximately
$25 million will also be financed through the new revolving credit
facility.

The acquired assets are expected to generate sales of
approximately $280 million to $300 million in the fiscal year
ending Jan. 31, 2009, which will be the first full year of
operation after the completion of the transaction.  After taking
into account certain synergies of the transaction, the company
expects the acquisition to be accretive to fiscal 2008 earnings in
excess of $.20 per diluted share, based on estimated EBITDA in the
range of $23 million to $27 million.
    
"We are pleased to have completed the purchase of Bailey Banks &
Biddle as it represents a significant milestone for our company
and a major step forward in executing on our stated strategy to
grow and diversify our business through acquisitions," Arthur E.
Reiner, chairman and chief executive officer of Finlay Enterprises
Inc., commented.

"The transaction nearly triples the number of stand-alone jewelry
stores that we operate and significantly expands our presence in
the luxury market, which continues to be one of the most
attractive segments of the jewelry business," Mr. Reiner added.
    
                  About Zale Corporation

Headquartered in Irving, Texas, Zale Corporation (NYSE:ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of fine   
jewelry in North America.  At July 31, 2006, the company operated
1,456 specialty retail jewelry stores, 817 kiosks and 76 carts
located mainly in shopping malls throughout the United States,
Canada and Puerto Rico. Zale Corporation operates under three
business segments: Fine Jewelry, Kiosk Jewelry and All Other.  The
company also provides insurance and reinsurance facilities for
various types of insurance coverage, which are marketed to
private-label credit card customers, through Zale Indemnity
Company, Zale Life Insurance Company and Jewel Re-Insurance Ltd.

Bailey Banks & Biddle operates a chain of 70 stand-alone retail
stores in 24 states with a focus on the luxury market, offering
jewelry and watches under high-end name brands.

                 About Finlay Enterprises Inc.
    
Headquartered in New York City, Finlay Enterprises Inc. (Nasdaq:
FNLY)  -- http://www.finlayenterprises.com/--    through its  
wholly-owned subsidiary, Finlay Fine Jewelry Corporation, is a
retailer of fine jewelry operating luxury stand-alone specialty
jewelry stores primarily located in the southeastern United States
and licensed fine jewelry departments in department stores
throughout the United States. The number of locations at the end
of the second quarter of fiscal 2007 totaled 725, including 33
Carlyle and five Congress specialty jewelry stores.
                           *     *    *

As reported in the Troubled Company Reporter on Oct. 1, 2007,
Standard & Poor's Ratings Services placed its 'B' coporate credit
ratings on both Finlay Enterprises Inc. and its wholly owned
subsidiary, Finlay Fine Jewelry Corp., on CreditWatch with
negative implications.


FREMONT GENERAL: Board Names Stephen Gordon as Chairman and CEO
---------------------------------------------------------------
Fremont General Corporation's board of directors has appointed
Stephen H. Gordon as chairman and chief executive officer of the
company.

Mr. Gordon has over twenty years of financial services experience.  
He was a co-founder of Commercial Capital Bancorp, Inc. and served
as chairman and chief executive officer from June 1999 until CCBI
was acquired by Washington Mutual Inc. in October 2006 for nearly
$1 billion.  

Also joining the company are several of Mr. Gordon's former
colleagues at CCBI, including David S. DePillo, who will serve as
vice chairman and president; Richard A. Sanchez, who will serve as
executive vice president and chief administration officer; Thea
Stuedli, who will serve as executive vice president and chief
financial officer; and Donald E. Royer, who will serve as
executive vice president and general counsel.

Mr. Gordon and Mr. DePillo have been appointed to the company's
board, and have been elected chairman and vice-chairman effective
immediately.  Louis J. Rampino and Wayne R. Bailey, the company's
former president and chief executive officer and executive vice
president and chief operating officer, have resigned from the
board and was replaced by Messrs. Gordon and DePillo.

Subject to the approval of FIL's banking regulators, Mr. Gordon
and his team also will be appointed to the same executive
management positions at FIL.

"We plan to move quickly to address the critical issues that are
facing the company, beginning with the regulatory and legal
issues, improving the cost structure, continuing to restructure
the balance sheet and enhancing earnings and thereby shareholder
value," Mr. Gordon said.

"As part of what we anticipate to be a successful turnaround of
the company, we plan to set Fremont on the path toward becoming a
community-based financial institution that offers the financial
products and services that serve the needs of our clients,
leveraging the company's 70-year history and attractive retail
depository footprint located in dynamic markets across
California," Mr. Gordon added.

"We look forward to working closely with our highly talented team
of employees whose continued commitment and dedication will help
the company achieve its goals.  We're committed to exploring all
opportunities that deliver value for our shareholders and look
forward to communicating our progress."

The governance and nominating committee of the board will work
with Mr. Gordon to identify nominees for election to the board at
the company's 2007 Annual Meeting of Shareholders, which the
company expects to hold in January 2008.  None of the company's
current directors is expected to run for reelection.  The company
intends to disclose the date for its 2007 Annual Meeting of
Shareholders promptly upon identification of new director
nominees.

    Stephen H. Gordon - chairman and chief executive officer

Mr. Gordon is a former investment banker and banking executive
with over twenty years of financial services experience.
Mr. Gordon is the founding chairman and chief executive officer of
Vitruvian Group LP, which is the general partner of Vitruvian
Financial Partners LP.  Mr. Gordon was a co-founder, chairman and
chief executive officer of CCBI, and its subsidiary companies,
Commercial Capital Bank, Commercial Capital Mortgage and Comcap
Financial Services.  

Mr. Gordon also served as chief executive officer of TIMCOR
Exchange Corporation, North American Exchange Company and Lawyers
Asset Management Inc., each were subsidiary companies of CCBI.

         David S. DePillo - vice-chairman and president

Mr. DePillo is the founding vice chairman and president of
Vitruvian, which is the general partner of Vitruvian Financial
Partners LP.  Mr. DePillo was one of the founding stockholders of
CCBI, and served as its vice chairman, president and chief
operating officer from June 1999 through October 2006 and as the
president, chief operating officer and vice chairman of CCBI's
subsidiary companies, CCB, CCM and as a director of CFS.

He led an operations team that managed several acquisitions, and
developed one of the multifamily and commercial real estate
lending platforms in the western United States.  This was
accomplished with a high degree of credit quality and operational
controls while maintaining high growth and profitability.

From April 1991 to March 1998, Mr. DePillo served as the first
vice president and director of Multifamily Banking for Home
Savings of America, and as the president and chief operating
officer for its real estate development subsidiaries and for H.F.
Ahmanson & Co., its thrift holding company.  

He disposed of a multi-billion dollar nationwide real estate
development portfolio while maximizing capital preservation.  He
restructured the multifamily and commercial lending franchise
which resulted in increasing the 2nd largest division of the bank
to the most profitable by 1996.  

From May 1987 to March 1991, David DePillo served as senior vice
president, director of asset management at Coast Federal Bank, and
as president of its mortgage banking subsidiary. During his tenure
at Coast, he was responsible for managing the disposition and
restructuring of a multi-billion dollar troubled asset portfolio
throughout the United States.  From January 1985 to April 1987,
Mr. DePillo was a certified public accountant with KPMG LLP, an
accounting firm.

         Richard A. Sanchez - executive vice president, chief                   
                        administration officer

Mr. Sanchez has served as both a bank executive and banking
regulator.  From 2002 through 2006, he was a director of CCBI and
served as executive vice president, chief administrative officer
and corporate secretary for CCBI and CCB.  Mr. Sanchez was
responsible for corporate risk management and government
relations, as well as policy development and review.

From 1993 to 2002, Mr. Sanchez was deputy regional director for
the Office of Thrift Supervision, in the Western region.  In this
capacity, Mr. Sanchez supervised examiners responsible for and
planned and directed the examination and supervision of
85 insured financial institutions with total assets over
$300 billion.

Mr. Sanchez directed the corrective actions of federally chartered
thrifts found to be operating in an unsafe and unsound condition,
or not operating in compliance with laws, regulations or federal
regulatory policies.  Mr. Sanchez supervised six assistant
directors and a staff of approximately 100 professionals located
in San Francisco, Seattle and Southern California.  Mr. Sanchez
spent the six previous years at the predecessor agency of the OTS
in various capacities, which included assistant director with
supervisory responsibilities of both problem institutions and
large institution groups.

   Thea Stuedli - executive vice president and chief financial               
         
                           officer

Thea Stuedli, a certified public accountant, has more than 11
years of financial services experience.  From 2004 to 2006, Thea
Stuedli served as Senior vice president and chief accounting
officer at CCB, where she was responsible for all internal and
external financial reporting, including all SEC filings, board of
directors' reports, and regulatory reports.

Additionally, Ms. Stuedli was responsible for the integration and
implementation of CCB's various mergers and acquisitions, and was
responsible for, managed and coordinated the preparation and
filing of all CCBI corporate income tax returns, well as the
implementation of all technical accounting pronouncements and
regulatory standards.

From 2002 through 2004, Ms. Stuedli served as the corporate
controller at Jackson Federal Bank.  Prior to 2002, Ms. Stuedli
served as a manager in the financial services audit practice at
KPMG, LLP, specializing in audits of public and non-public banks
and finance companies.  Recently, Ms. Stuedli was engaged as an
independent consultant providing expertise in the planning of
financial accounting, reporting, and operational policies,
processes and internal controls primarily to financial services
companies.

Donald E. Royer - executive vice president and general counsel

Mr. Royer has had a distinguished thirty year legal and business
career representing and working in the California financial
services industry.  During 2007 to present, Mr. Royer has acted as
a consultant and actively represents various mortgage lending
clients.  In 2006, Mr. Royer joined CCB and CCBI as executive vice
president and general counsel.  

Mr. Royer was retained by Washington Mutual Inc. after its
acquisition of CCBI to assist in resolving legacy litigation
involving CCB.  In late October 2006, this litigation was  
resolved and Mr. Royer thereafter resigned.

From 2002 through 2003, Mr. Royer was in private practice as a
sole practitioner.  In September 2003, Mr. Royer joined the Law
Offices of Steven J. Melmet Inc., where he handled litigation for
large financial institutions, banks, credit unions, and thrift
institutions, well as nationwide mortgage lenders, and large
mortgage service companies.

In October 2004, the Melmet firm merged with the law firm of Pite
Duncan, LLP.  From 1991 to 2002, Mr. Royer was employed by Downey
Savings, as executive vice president, general counsel and
corporate secretary.  Mr. Royer helped Downey grow from
$3 billion to over $11 billion, while substantially increasing
shareholder value.

Mr. Royer helped Downey's management and board complete a State
charter conversion for Downey to become a federal savings
association, and obtain shareholder approval to organize its
parent, Downey Financial Corporation, as a unitary thrift holding
company.  Mr. Royer's previous positions included serving from
late 1988 to 1991 as executive vice president and general counsel
of American Savings Bank, with responsibility for a law department
with 100 employees.

From 1984 to 1988, Mr. Royer served as executive vice president
and general counsel of Financial Corporation of America, and
American Savings and Loan Association.  Mr. Royer was retained by
a newly assembled management team in 1984.  Mr. Royer worked to
resolve $20 billion in problem loan assets, including numerous
litigation matters, shareholder securities class and derivative
claims.

The new management team eliminated "Going Concern" and "Litigation
Uncertainty" qualifications reported on FCA's audited financial
statements at year end 1984.  Prior thereto, Mr. Royer held
positions as general counsel for American Savings and Loan
Association from 1979 to 1983 and began his legal career working
at First Federal Savings from 1977 to 1979.

                     About Fremont General

Headquartered in Santa Monica, California, Fremont General
Corporation (NYSE: FMT) -- http://www.fremontgeneral.com/-- is a  
financial services holding company which is engaged in deposit
gathering through a retail branch network in Central and Southern
California and residential real estate mortgage servicing through
its wholly owned subsidiary Fremont Investment & Loan.  Fremont
Investment funds its operations primarily through deposit accounts
sourced through its 22 retail banking branches which are insured
up to the maximum legal limit by the Federal Deposit Insurance
Corporation.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 6, 2007
Fitch Ratings downgraded Fremont General Corp.'s Long-term issuer
default rating to 'CC' from 'CCC' and long-term senior debt to
'C/RR6' from 'CC/RR5'.  At the same time, Fitch affirmed Fremont
General Corp.'s short-term IDR at 'C', individual rating at 'E',
support rating at '5', and support floor at 'NF'.


G-I HOLDINGS: Wants Exclusive Period Further Extended to April 30
-----------------------------------------------------------------
G-I Holdings Inc. and its debtor-affiliate ACI, Inc., ask the U.S.
Bankruptcy Court for the District of New Jersey to further extend,  
until April 30, 2008, their exclusive period to file a chapter 11
plan of reorganization.  The Debtors also ask that their exclusive
period to solicit acceptances of that plan be extended to June 30,
2008.


The Debtors tell the Court that along with the Asbestos Claimants
Committee and the Legal Representative for Present and Future
Holders of Asbestos Related Demands, they have exchanged draft
plans and related documents and engaged jointly in productive,
good faith negotiations to resolve the outstanding issues.  
Moreover, the Debtors add, the parties have agreed to a follow-up
mediation session in late November to try to resolve the open
issues.

The Debtors disclose that their chapter 11 cases are at a critical
crossroads.  Although there can be no assurance the follow-up
mediation will resolve the open issues, it is unlikely any party
would have agreed to further mediation if it did not believe it is
more likely than not that the open issues will be resolved,
thereby avoiding the need to resolve the estimation and other
issues whose resolutions are conditions precedent to any
confirmable chapter 11 plan.

Additionally, the Debtors relates, the order dated March 22, 2007,
entered as a result of the progress made in the first mediation,
itself contemplates a return to the status quo at that time if a
plan is not confirmed.  Therefore, exclusivity must be extended  
in order to maintain the balance previously in effect.


These negotiations are now at a very delicate and sensitive stage
and the Debtors firmly believe that extension of the Exclusive
Periods will enable these negotiations to come to fruition.

                      About G-I Holdings

Based in Wayne, New Jersey, G-I Holdings, Inc., is a holding
company that indirectly owns Building Materials Corporation of
America, a manufacturer of premium residential and commercial
roofing products.  The company filed for chapter 11 protection on
Jan. 5, 2001 (Bankr. D. N.J. Case No. 01-30135).  An affiliate,
ACI, Inc., filed its own voluntary chapter 11 petition on Aug. 3,
2001.  The cases were consolidated on Oct. 10, 2001.  Dennis J.
O'Grady, Esq., and Mark E. Hall, Esq., at Riker, danzig, Scherer,
Hyland & Perretti LLP; and Martin J. Bienenstock, Esq., and Shai
Y. Waisman, Esq., at Weil, Gotshal & Manges LLP,  represent the
Debtors.

C. Judson Hamlin was appointed by the Court as the Legal
Representative for Present and Future Holders of Asbestos Related
Demands.  Lowenstein Sandler PC represents the Official Committee
of Unsecured Creditors.


GMAC MORTGAGE: Fitch Affirms 'B' Ratings on Three Classes
---------------------------------------------------------
Fitch Ratings has taken rating actions on these GMAC Mortgage
Corporation transactions:

GMAC Mortgage, series 2003-J2:
  -- Class A affirmed at 'AAA';
  -- Class M-1 affirmed at 'AA+';
  -- Class M-2 upgraded to 'AA' from 'AA-';
  -- Class M-3 upgraded to 'A' from 'BBB+';
  -- Class B-1 upgraded to 'BBB-' from 'BB+';
  -- Class B-2 affirmed at 'B'.

GMAC Mortgage, series 2003-J3:
  -- Class A affirmed at 'AAA';
  -- Class M-1 upgraded to 'AA+' from 'AA';
  -- Class M-2 affirmed at 'A+';
  -- Class M-3 affirmed at 'BBB';
  -- Class B-1 affirmed at 'BB';
  -- Class B-2 affirmed at 'B'.

GMAC Mortgage, series 2003-J4:
  -- Class A affirmed at 'AAA'.

GMAC Mortgage, series 2003-J5:
  -- Class A affirmed at 'AAA'.

GMAC Mortgage, series 2003-J6:
  -- Class A affirmed at 'AAA'.

GMAC Mortgage, series 2003-J7:
  -- Class A affirmed at 'AAA'.

GMAC Mortgage, series 2003-J10:
  -- Class A affirmed at 'AAA'.

GMAC Mortgage, series 2004-J1:
  -- Class A affirmed at 'AAA';
  -- Class M-1 affirmed at 'AA';
  -- Class M-2 affirmed at 'A';
  -- Class M-3 affirmed at 'BBB';
  -- Class B-1 affirmed at 'BB';
  -- Class B-2 affirmed at 'B'.

The collateral of the above transactions primarily consists of 30-
and 15-year fixed-rate mortgage loans extended to prime borrowers
and are secured by first liens, primarily on one- to four-family
residential properties.  As of the October 2007 distribution date,
series 2003-J2 and 2003-J3 are seasoned 54 and 55 months, and have
pool factors of 21% and 27% respectively.  As of the September
2007 distribution date, the remaining transactions abovementioned
are seasoned from 42(series 2004-J1) to 50 (series 2003-J4)
months.  The pool factors range from 21% (series 2003-J2) to 64%
(series 2003-J7). The loans are serviced by GMAC Mortgage LLC
(rated 'RPS1-' by Fitch).

The affirmations, affecting approximately $1.28 billion of
outstanding certificates, reflect a stable relationship between
credit enhancement and future loss expectations.  The upgrades
reflect an improvement in the relationship of CE to future loss
expectations and affect approximately $7 million of certificates.  
The CE levels for all upgraded classes have more than doubled
their original enhancement levels since the closing date.  


GRAPHIC PACKAGING: S&P Holds All Ratings and Revises Outlook
------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Graphic
Packaging International Inc. to stable from negative.  At the same
time, it affirmed all of the ratings, including its 'B+' corporate
credit rating.
     
"The outlook revision reflects our expectations that Graphic
Packaging's financial results will continue to improve because of
greater price realization and cost reduction efforts," said
Standard & Poor's credit analyst Pamela Rice.  "In addition, we
believe that its pending merger with Altivity Packaging LLC should
be modestly positive for the company's business risk profile
because of both industry rationalization and potential synergies."
     
The new company will have revenues of about $4.40 billion, and
management expects about $90 million of synergies over the next
four years.  Marietta, Georgia-based Graphic Packaging had total
adjusted debt of $2.10 billion and debt to last-12-month EBITDA of
6.1x at Sept. 30, 2007.
     
"Although pro forma leverage for the combined companies is
similar, we expect gradual debt reduction and improved earnings to
result in a strengthening of credit measures to levels appropriate
for the ratings over the next two years," Ms. Rice said.
     
Graphic Packaging manufactures paperboard and folding cartons used
in beverage and consumer products packaging, as well as packaging
machines that are leased to beverage manufacturers.
     
"We could revise the outlook to negative if Graphic Packaging is
unable to reduce its debt sufficiently over the next two years to
bring credit measures in line with expectations because of high
input costs, a general economic downturn, or difficulties
integrating Altivity," Ms. Rice said.  "We could revise the
outlook to positive if earnings and cash flow are more robust than
currently expected because of revenue initiatives, further
meaningful cost reductions, or greater than expected synergies
that allow a much more rapid pace of debt reduction."


GREAT ALLIANCE: Case Summary & Five Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Great Alliance Title and Escrow, LLC
        Tyson's Corner
        8230 Boone Boulevard
        Suite 320
        Vienna, VA 22182
        Tel: (703) 891-1502

Bankruptcy Case No.: 07-13412

Type of Business: The Debtor is a title and escrow firm for real
                  estate transactors.  
                  See http://www.greatalliance.net/

Chapter 11 Petition Date: November 8, 2007

Court: Eastern District of Virginia (Alexandria)

Judge: Stephen S. Mitchell

Debtor's Counsel: Kermit A. Rosenberg, Esq.
                  Tighe Patton Armstrong Teasdale, PLLC
                  1747 Pennsylvania Avenue, Northwest, 3rd Floor
                  Washington, DC 20006-4604
                  Tel: (202) 454-2800
                  Fax: (202) 454-2805

Estimated Assets: $100,000 to $1 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's list of its Five Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Ticor Title Insurance              Promissory Note        $85,000
Company of Florida
Attn: Noel E. Leitch, Esq.
711 Third Avenue, 5th Floor
New York, NY 10017

Golfi Properties LLC               Office Rent            $11,846
c/o Ali and Sedigheh Lotfi
951 Bellview Road
McLean, VA 22102

Chesapeake Industrial              Equipment Rent          $4,806
Leasing Co., Inc.
9512 Harford Road
Baltimore, MD 21234

CIT Technology Financing           Equipment Rent          $2,153
Services, Inc.

Level (3) Communications           Equipment Rent          $1,418


GREGORY LEGGOTT: Case Summary & Eight Largest Unsecured Creditors
-----------------------------------------------------------------
Debtors: Gregory Stirling Leggott
         Carrie Ann Leggott
         aka Belle Investments
         10178 Ada Road
         Marshall, VA 20115

Bankruptcy Case No.: 07-13433

Chapter 11 Petition Date: November 11, 2007

Court: Eastern District of Virginia (Alexandria)

Judge: Robert G. Mayer

Debtors' Counsel: Bennett A. Brown, Esq.
                  The Law Office of Bennett A. Brown
                  3905 Railroad Avenue, Suite 200N
                  Fairfax, VA 22030
                  Tel: (703) 591-3500
                  Fax: (703) 591-2185

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $1 Million to $100 Million

Debtor's list of their Eight Largest Unsecured Creditors:

   Entity                               Claim Amount
   ------                               ------------
Countrywide                                  $69,871
P.O. Box 660694                             Secured:
Dallas, TX 75266                             $22,000

                                             $50,391
                                            Secured:
                                             $30,000

Bank of America                              $52,137
P.O. Box 15026
Wilmington, DE 19850

Cardmember Service                           $27,246
P.O. Box 15153
Wilmington, DE 19886-5153

ATT Universal Platinum                        $6,396

Discover Card                                 $4,849

BB&T Bankcard Corporation                     $4,782

American Express                              $2,362

BP Multicard                                  $1,423


HERBST GAMING: EBITDA Decline Prompts Moody's to Pare Rating to B2
------------------------------------------------------------------
Moody's Investors Service lowered Herbst's Gaming, Inc.'s
corporate family rating and probability of default rating to B2
from B1.  The company's senior secured bank loan rating was
lowered to B1 (LGD-3, 34%) from Ba3 (LGD-3, 33%) and its senior
subordinated note rating was lowered to Caa1 (LGD-5, 89%) from B3
(LGD-5, 78%).  The rating outlook is stable.

The downgrade is in response to the company's third consecutive
quarterly decline in slot route EBITDA since a smoking ban went
into effect in Nevada on Jan. 1, 2007.  The downgrade reflects
lower than expected revenues at the Primm properties that were
acquired in April 2007.  As a result of these financial and
operating challenges, debt/EBITDA for the last 12-months ended
Sept. 30, 2007 (excluding leases) was over 8.0x (pro forma for
adjustments related to cost reductions associated with the
successful renegotiation of major slot route contracts as well as
other planned cost saving initiatives).  The one-notch downgrade
also considers that Herbst's current revenue challenges will
likely keep debt/EBITDA (excluding leases) above 6.0x through
2010, a leverage level more consistent with a B2 corporate family
rating.

The stable outlook is supported by the company's geographic
diversity, strong liquidity profile, and ability to minimize
expansion capital expenditures during the next few years.
Significant capital expenditure projects have been completed
within the last two years at all of the company's major
properties.  The stable outlook also acknowledges that Herbst has
historically generated positive cash flow before capital
expenditures and dividends and that the company has maintained a
significant cash position, trends that are expected to continue
despite the company's current revenue challenges.

Moody's prior rating action related to Herbst occurred on Nov. 29,
2006.  At that time, Moody's assigned a Ba3 (LGD-3, 33%) rating to
Herbst's $875 million senior secured bank facility.

Herbst Gaming, Inc. is an established slot route operator in
Nevada with over 7,400 slot machines and currently owns and
operates casinos in Nevada, Missouri and Iowa.  Net revenues for
the last 12-month period ended Sept. 30, 2007 were $724 million.


HIDDEN SPLENDOR: Court Approves White Law as Bankruptcy Counsel
---------------------------------------------------------------
Hidden Splendor Resources, Inc., and its debtor-affiliate, Mid-
State Services, Inc. obtained authority from the U.S. Bankruptcy
Court for th District of Nevada to employ White Law Chartered as
their bankruptcy counsel.

As counsel, White Law is expected to:


    (a) give the Debtor legal advice with respect to its powers
        and duties as debtor-in-possession in the continued
        operation of its business and management of its property;

    (b) prepare on behalf of your applicant as debtor-in-
        possession necessary applications, answers, orders,
        reports and other legal papers; and

    (c) perform all other legal services for the debtor as
        debtor-in-possession which may be necessary, including but
        not limited to filing a disclosure statement and plan.

The Debtor tells the Court that the lead counsel for this
engagement is John White, Esq., and bills $250 per hour.  Leandro
Romero, a paralegal at the firm, will bill $70 per hour for this
engagement.

To the best of the Debtor's knowledge, the firm does not represent
any interest adverse to it or its estate.

Based in Reno, Nevada, Hidden Splendor Resources, Inc., is a real
estate investment trust.  The company and its affiliate, Mid-State
Services, Inc., filed for chapter 11 protection on Oct. 15, 2007
(Bankr. D. Nev. Case Nos. 07-51378 & 07-51379).  Hidden Splendor
diclosed estimated assets between $10 million and $50 million and
estimated debts between $1 million and $10 million at the time of
its filing.  Mid-State disclosed estimated assets and debts
between $1 million and $10 million.


HIDDEN SPLENDOR: U.S. Trustee Appoints Five-Member Creditors Panel
------------------------------------------------------------------
The U.S. Trustee for Region 17 appointed five creditors to serve
on an Official Committee of Unsecured Creditors in Hidden Splendor
Resources, Inc., and its debtor-affiliate, Mid-State Services,
Inc.'s chapter 11 cases.

The Committee members are:

    1. Echo Industries
       P.O. Box 568
       Price, UT 84501
       Tel: (435) 637-9515
       Fax: (435) 637-9514

       Represented by: Greg Ferderber
                       Owner

    2. RM Wilson Company
       P.O. Box 6274
       Wheeling, WV 26003
       Tel: (304) 232-5860
       Fax: (304) 232-3642

       Represented by: David J. Coyner
                       President

    3. Industrial Electric Moto
       225 West 500 South
       P.O. Box 485
       Orangeville, UT 84537
       Tel: (435) 748-2828
       Fax: (435) 748-2089

       Represented by: David Hinkins
                       President

    4. Fairmont Supply Company
       P.O. Box 643438
       Pittsburgh, PA 15264
       Tel: (724) 261-5313

       Represented by: Laura Scarberry
                       Senior Manager Financial Services
                       401 Technology Drive
                       Canoncsburg, PA 15317
                       Tel: (724) 514-3990

    5. Pierce Oil Co. Inc.
       P.O. Box 792
       Price, UT 84501
       Tel: (435) 637-3211
       Fax: (435) 637-6628

       Represented by: Ellis Pierce
                       President

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 Reno, Nevada, Hidden Splendor Resources, Inc., is a real
estate investment trust.  The company and its affiliate, Mid-State
Services, Inc., filed for chapter 11 protection on Oct. 15, 2007
(Bankr. D. Nev. Case Nos. 07-51378 & 07-51379).  Hidden Splendor
diclosed estimated assets between $10 million and $50 million and
estimated debts between $1 million and $10 million at the time of
its filing.  Mid-State disclosed estimated assets and debts
between $1 million and $10 million.


HIDDEN SPLENDOR: McGuirewoods Approved as Committee's Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Hidden Splendor
Resources, Inc., and its debtor-affiliate, Mid-State Services,
Inc., obtained permission from the U.S. Bankruptcy Court for the
District of Nevada to retain McGuireWoods LLP as its bankruptcy
counsel.

As the Committee's bankruptcy counsel, McGuirewoods is expected
to:

    (a) advise the Committee with respect to its powers and duties
        under Section 1103 of the Bankruptcy Code;

    (b) take all necessary action to preserve, protect and
        maximize the value of the Debtor's estate for the benefit
        of the Debtor's unsecured creditors, including but not
        limited to, investigating the acts, conduct, assets,
        liabilities, and financial condition of the Debtor, the
        operation of the Debtor's business and the desirability of
        the continuance of such business, and any other matter
        relevant to this case or to the formulation of a plan;

    (c) prepare on behalf of the Committee motions, applications,
        answers, orders, reports and papers that may be necessary
        to preserve and further the Committee's interests in the
        chapter 11 cases;

    (d) participate in the formulation of a plan as may be in the
        bests interests of general unsecured creditors of the
        Debtor's estate;

    (e) represent the Committee's interests with respect to the
        Debtor's efforts to obtain postpetition secured financing;

    (f) advise the Committee in connection with any potential sale  
        of assets;

    (g) appear before this Court, any appellate courts, and
        protect the interests of the Committee and the value of
        the Debtor's estate before such courts;

    (h) consult with the Debtor's counsel and counsel for its
        secured lender on behalf of the Committee regarding tax,
        intellectual property, labor and employment, real estate,
        corporate, litigation matters, and general business
        operational issues; and

    (i) perform all other necessary legal services and provide all
        other necessary legal advice to the Committee in
        connection with  the bankruptcy proceedings.

The Committee discloses that attorneys of the firm bill between
$325 to $500 per hour.  Paralegals bill $175 per hour.

Mark E. Freedlander, Esq., at McGuirewoods, assures the Court that
his firm does not represent any interest adverse to the Debtors or
their estates.

Mr. Freedlander can be reached at:

         Mark E. Freedlander, Esq.
         McGuirewoods LLP
         Dominion Tower
         625 Liberty Avenue, 23rd Floor
         Pittsburgh, PA 15222-3142
         Tel: (412) 667-6000
         Fax: (412) 667-6050
         http://www.mcguirewoods.com/


Based in Reno, Nevada, Hidden Splendor Resources, Inc., is a real
estate investment trust.  The company and its affiliate, Mid-State
Services, Inc., filed for chapter 11 protection on Oct. 15, 2007
(Bankr. D. Nev. Case Nos. 07-51378 & 07-51379).  Hidden Splendor
diclosed estimated assets between $10 million and $50 million and
estimated debts between $1 million and $10 million at the time of
its filing.  Mid-State disclosed estimated assets and debts
between $1 million and $10 million.


HOMEBANC CORP: Wants Until March 6 to Remove Civil Actions
----------------------------------------------------------
HomeBanc Mortgage Corporation and its debtor-affiliates ask the
United States Bankruptcy Court for the District of Delaware to
extend the period within which they may file notices of removal
with respect to civil actions pending as of the Petition Date
from Nov. 7, 2007, through and including March 6, 2008.

The Debtors relate that since the Petition Date, they have been
winding down their businesses and are currently engaged in the
process of completing the sale of their most valuable remaining
asset -- their mortgage servicing business.  After conclusion of
that sale, the Debtors will focus on liquidating their remaining
assets.

Joseph M. Barry, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, tells the Court that the Debtors have
not yet been able to comprehensively evaluate the potential need
to remove any of their pending prepetition civil actions.  The
extension will afford the Debtors additional time to make fully
informed decisions concerning removal of each pending prepetition
civil action and will assure that the Debtors do not forfeit
valuable rights under Section 1452 of the Judiciary and Judicial
Procedure, he adds.

The rights of the Debtors' adversaries will not be prejudiced by
an extension because any party to a prepetition action that is
removed may seek to have it remanded to the state court pursuant
to Section 1452(b), Mr. Barry points out.

The Debtors request that approval of the Motion be without
prejudice to their right to seek further extensions.

The hearing on this matter is scheduled for November 27, 2007, at
3:00 p.m., at 824 Market Street, 5th Floor, in Wilmington,
Delaware.  Pursuant to Del.Bankr.LR 9006-2, the Removal Period  
is automatically extended until the conclusion of that hearing.

Robert K. Malone, Esq., a partner at Drinker Biddle, assured
the Court that the firm does not hold or represent any interest
adverse to the Committee or the Debtors' estate and has no
connection with any parties-in-interest.  He adds that the firm
is a disinterested person as that phrase is defined in Section
101(14) of the Bankruptcy Code.

Headquartered in Atlanta, Ga., HomeBanc Mortgage Corporation --
http://www.homebanc.com/-- is a mortgage banking company focused
on originating primarily prime purchase money residential mortgage
loans in the Southeast United States.

HomeBanc Mortgage together with five affiliates filed for chapter
11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079
through 07-11084).  Joel A. Waite, Esq., at Young, Conaway,
Stargatt & Taylor was selected by the Debtors to represent them
in these cases.  The Debtors' financial condition as of June 30,
2007, showed total assets of $5,100,000,000 and total liabilities
of $4,900,000,000.  The Debtors' exclusive period to file a plan
ends on Dec. 7, 2007.

The Official Committee of Unsecured Creditors has retained
Otterbourg, Steindler, Houston and Rosen, P.C., as its bankruptcy
counsel.  The Creditors Committee has also selected Drinker Biddle
& Reath LLP as its Delaware counsel.  (HomeBanc Bankruptcy News,
Issue No. 13; Bankruptcy Creditors' Services Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


HOMEBANC CORP: Wants to Lease-Decision Period Extended to March 6
-----------------------------------------------------------------
HomeBanc Mortgage Corporation and its debtor-affiliates ask the
United States Bankruptcy Court for the District of Delaware for a
90-day extension of their time to decide on unexpired leases of
nonresidential real property and related agreements, which
currently expires on Dec. 7, 2007, through and including
March 6, 2008.

The Debtors are party to certain lease agreement, dated June 25,
2003, as amended, by and between the Debtors and Perimeter Summit
Parcel 2 Limited Partnership.  The Debtors leased certain
commercial premises consisting of 168,628 square feet of net
rentable area located on Floors 1 through 6 and Floors 17 and 18
of the office building located at 2002 Summit Boulevard, in
Atlanta, Georgia.  In addition to the Lease, the Debtors have
other nonresidential real property leases -- together with the
Lease, the NRRP Leases.

The Premises is currently the Debtors' headquarters.  The Debtors
have been in discussions with Perimeter, the landlord, since the
Petition Date.  Perimeter consented to an amendment to the Lease
to allow the Debtors to sublease a portion of the Premises to
Countrywide Home Loans, Inc., and create a procedure to further
amend the lease, if necessary.  The Court authorized and approved
the consent agreement between the parties and the Lease Amendment
on September 28, 2007.

Pursuant to the Consent Order, the Debtors are no longer in
possession of the entire amount of space originally allowed under
the Lease.  However, the Debtors are not yet in a position to
assume or reject the Lease or other NRRP Leases, Joseph M. Barry,
Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington,
Delaware, says.

During the original 120-day assumption/rejection period, the
Debtors have worked diligently to maintain and realize the
highest and best value for the assets of the estate.  Mr. Barry
tells the Court that the Debtors have, inter alia, accomplished
these:

    -- sold assets to Countrywide;

    -- implemented an employee retention plan;

    -- started the process to terminate its 401(k) plan;

    -- obtained procedures to sell certain miscellaneous
       property;

    -- rejected certain leases and executory contracts;

    -- assigned around 131 mortgage loans to closing agents; and

    -- negotiated to sell its mortgage servicing rights to EMC
       Mortgage Corporation.

According to Mr. Barry, the Debtors have not yet closed the
servicing rights sale.  After the sale is completed, the Debtors
will be able to turn to the final stage of winding down their
business and will be in a position to address the NRRP Leases.  
Until the Debtors complete the Servicing Rights Sale and conclude
its business, an extension of the Assumption/Rejection Period is
both necessary and in the best interests of the Debtors, their
estates and creditors, he asserts.

The extension is without prejudice to the rights off the Debtors
to seek further extensions of the time to assume or reject the
NRRP Leases with the consent of the other parties to the
agreements, as contemplated by Section 365(d)(4)(B)(ii) of the
Bankruptcy Code, Mr. Barry states.

A hearing will be held on Nov. 27, 2007, at 3:00 p.m.

Robert K. Malone, Esq., a partner at Drinker Biddle, assured
the Court that the firm does not hold or represent any interest
adverse to the Committee or the Debtors' estate and has no
connection with any parties-in-interest.  He adds that the firm
is a disinterested person as that phrase is defined in Section
101(14) of the Bankruptcy Code.

Headquartered in Atlanta, Ga., HomeBanc Mortgage Corporation --
http://www.homebanc.com/-- is a mortgage banking company focused
on originating primarily prime purchase money residential mortgage
loans in the Southeast United States.

HomeBanc Mortgage together with five affiliates filed for chapter
11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079
through 07-11084).  Joel A. Waite, Esq., at Young, Conaway,
Stargatt & Taylor was selected by the Debtors to represent them
in these cases.  The Debtors' financial condition as of June 30,
2007, showed total assets of $5,100,000,000 and total liabilities
of $4,900,000,000.  The Debtors' exclusive period to file a plan
ends on Dec. 7, 2007.

The Official Committee of Unsecured Creditors has retained
Otterbourg, Steindler, Houston and Rosen, P.C., as its bankruptcy
counsel.  The Creditors Committee has also selected Drinker Biddle
& Reath LLP as its Delaware counsel.  (HomeBanc Bankruptcy News,
Issue No. 13; Bankruptcy Creditors' Services Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


INDYMAC: Moody's Junks Ratings on Five Certificate Classes
----------------------------------------------------------
Moody's Investors Service downgraded the ratings of 57 tranches
and has placed under review for possible downgrade the ratings of
25 tranches from 18 IndyMac deals issued in 2006 and late 2005.
Three downgraded tranches remain on review for possible downgrade.
The collateral backing these classes consists of primarily first
lien, fixed and adjustable-rate, Alt-A mortgage loans.

The ratings were downgraded and placed under review for downgrade
based on higher than anticipated rates of delinquency,
foreclosure, and REO in the underlying collateral relative to
credit enhancement levels.  In its analysis Moody's has also
applied its published methodology updates to the non delinquent
portion of the transactions.

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR27

   -- Cl. B-2, Downgraded to A3, previously A2,

   -- Cl. B-3, Downgraded to Ba2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR29

   -- Cl. B-3, Downgraded to Ba1, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR31

   -- Cl. B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. B-2, Downgraded to Baa2, previously A2,

   -- Cl. B-3, Downgraded to B2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR33

   -- Cl. B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. B-2, Downgraded to Baa3, previously A2,

   -- Cl. B-3, Downgraded to B2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2005-AR35

   -- Cl. B-2, Downgraded to A3, previously A2,

   -- Cl. B-3, Downgraded to Ba2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR11

   -- Cl. B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. B-2, Downgraded to Ba1, previously A2.

   -- Cl. B-3, Downgraded to B3 on review for possible further
      downgrade, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR15

   -- Cl. M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. M-2 Currently Aa1 on review for possible downgrade,

   -- Cl. M-3 Currently Aa2 on review for possible downgrade,

   -- Cl. M-4 Currently Aa3 on review for possible downgrade,

   -- Cl. M-5, Downgraded to Baa1, previously A1,

   -- Cl. M-6, Downgraded to Baa3, previously A2,

   -- Cl. M-7, Downgraded to Ba1, previously A3,

   -- Cl. M-8, Downgraded to B1, previously Baa1,

   -- Cl. M-9, Downgraded to B2, previously Baa2,

   -- Cl. M-10, Downgraded to Caa2, previously Baa3,

   -- Cl. M-11, Downgraded to Ca, previously Ba2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR19

   -- Cl. I-B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. I-B-2, Downgraded to Ba2, previously A2,

   -- Cl. I-B-3, Downgraded to B3 on review for possible further
      downgrade, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR21

   -- Cl. A-2 Currently Aaa on review for possible downgrade,

   -- Cl. M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. M-2 Currently Aa1 on review for possible downgrade,

   -- Cl. M-3 Currently Aa2 on review for possible downgrade,

   -- Cl. M-4 Currently Aa3 on review for possible downgrade,

   -- Cl. M-5, Downgraded to Baa2, previously A1,

   -- Cl. M-6, Downgraded to Ba1, previously A2,

   -- Cl. M-7, Downgraded to Ba3, previously A3,

   -- Cl. M-8, Downgraded to B1, previously Baa1,

   -- Cl. M-9, Downgraded to Caa2, previously Baa2,

   -- Cl. M-10, Downgraded to Caa3, previously Baa3,

   -- Cl. M-11, Downgraded to Ca, previously Ba2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR25

   -- Cl. B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. B-2, Downgraded to Baa3, previously A2,

   -- Cl. B-3, Downgraded to B2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR27

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to A2, previously A1,

   -- Cl. M-5, Downgraded to A3, previously A2,

   -- Cl. M-6, Downgraded to Baa1, previously A3,

   -- Cl. M-7, Downgraded to Ba1, previously Baa1,

   -- Cl. M-8, Downgraded to B1, previously Baa3.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR29

   -- Cl. M-4 Currently Aa3 on review for possible downgrade,

   -- Cl. M-5 Currently Aa3 on review for possible downgrade,

   -- Cl. M-6, Downgraded to A3, previously A1,

   -- Cl. M-7, Downgraded to Baa2, previously A2,

   -- Cl. M-8, Downgraded to Baa3, previously Baa1,

   -- Cl. M-9, Downgraded to Ba3, previously Baa3.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR3

   -- Cl. B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. B-2, Downgraded to Ba1, previously A2,

   -- Cl. B-3, Downgraded to B3, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR35

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to A2, previously A1,

   -- Cl. M-5, Downgraded to Baa2, previously A3,

   -- Cl. M-6, Downgraded to Ba2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR39

   -- Cl. M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to A3, previously A1,

   -- Cl. M-5, Downgraded to Baa1, previously A2,

   -- Cl. M-6, Downgraded to Baa3, previously A3,

   -- Cl. M-7, Downgraded to B1, previously Baa2,

   -- Cl. M-8, Downgraded to B3, previously Baa3.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR41

   -- Cl. M-1 Currently Aa2 on review for possible downgrade,

   -- Cl. M-2, Downgraded to Baa2, previously A2,

   -- Cl. M-3, Downgraded to Baa3, previously A3,

   -- Cl. M-4, Downgraded to Ba3, previously Baa1,

   -- Cl. M-5, Downgraded to B1, previously Baa2,

   -- Cl. M-6, Downgraded to B3, previously Baa3.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR5

   -- Cl. B-2, Downgraded to A3, previously A2,

   -- Cl. B-3, Downgraded to Ba2, previously Baa2.

Issuer: IndyMac INDX Mortgage Loan Trust 2006-AR7

   -- Cl. B-1 Currently Aa2 on review for possible downgrade,

   -- Cl. B-2, Downgraded to Ba3, previously A2,

   -- Cl. B-3, Downgraded to B3 on review for possible further
      downgrade, previously Baa2.


INPHONIC INC: Organization Meeting Scheduled This Friday
--------------------------------------------------------
The U.S. Trustee for Region 3 will hold an organizational meeting
to appoint an official committee of unsecured creditors in
InPhonic Inc. and its debtor-affiliates' chapter 11 cases at 10:00
a.m., on Nov. 16, 2007, at Room 5207-5209, J. Caleb Boggs Federal
Building, 844 North King Street in Wilmington, Delaware.

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

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

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

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

Headquartered in Washington, DC, InPhonic Inc. (NASDAQ:INPC)--
http://www.inphonic.com/-- is an online seller of wireless   
services in the United States.  The company operates its business
through three business segments: wireless activation and services;
mobile virtual network enabler services, and data services.

The company and its debtor-affiliates filed for Chapter 11
protection on Nov. 8, 2007 (Bankr. D. Del. Case Nos. 07-11666 to
07-11673).  Mary E. Augustine, Esq., and Neil B. Glassman, Esq.,
at The Bayard Firm, in Wilmington, Delaware, represent the
Debtors.  The Debtors selected The BMC Group, Inc., in New York
City as their claims agent.

When the Debtors filed from protection from their creditors, they
listed total assets of $120,916,991 and total debts of
$179,402,834.


INPHONIC INC: Faces Nasdaq Delisting Due to Bankruptcy Filing
-------------------------------------------------------------
InPhonic, Inc. received a notice from The NASDAQ Stock Market,
Inc. indicating that the company's securities will be delisted
from NASDAQ on Nov. 20, 2007, pending an appeal.

The NASDAQ Staff Determination Letter received on Nov. 9, 2007
indicated that as a result of InPhonic's having filed for
protection under Chapter 11 of the U.S. Bankruptcy Code, the
NASDAQ Staff has determined, using its discretionary authority
under NASDAQ Marketplace Rules 4300, 4450(f) and IM-4300, that the
company's securities will be delisted from NASDAQ and that trading
in the company's common stock will be suspended unless InPhonic
requests a hearing to review the determination.  The suspension of
the company's common stock is currently set to occur at the
opening of business on Nov. 20, 2007.

In addition, on Nov. 6, 2007, InPhonic received a NASDAQ Staff
Determination Letter stating that the Company fails to comply with
the requirements for continued listing because it no longer
satisfies the majority independent director and audit committee
composition requirements set forth in NASDAQ Marketplace Rules
4350(c)(1) and 4350(d)(2), respectively.  As previously announced,
Laurence E. Harris and John Sculley resigned from InPhonic's Board
of Directors on Oct. 18, 2007, and as a result, at that time, the
Company had only two independent directors on its five member
board and two independent directors on its Audit Committee.  Rule
4350(c)(1) requires a listed issuer to maintain a majority of the
board of directors comprised of independent directors and Rule
4350(d)(2) requires a listed issuer to have an Audit Committee
consisting of at least three independent directors.

                          About InPhonic

Headquartered in Washington, DC, InPhonic Inc. (NASDAQ:INPC)--
http://www.inphonic.com/-- is an online seller of wireless   
services in the United States.  The company operates its business
through three business segments: wireless activation and services;
mobile virtual network enabler services, and data services.

The company and its debtor-affiliates filed for Chapter 11
protection on Nov. 8, 2007 (Bankr. D. Del. Case Nos. 07-11666 to
07-11673).  Mary E. Augustine, Esq., and Neil B. Glassman, Esq.,
at The Bayard Firm, in Wilmington, Delaware, represent the
Debtors.  The Debtors selected The BMC Group, Inc., in New York
City as their claims agent.

When the Debtors filed from protection from their creditors, they
listed total assets of $120,916,991 and total debts of
$179,402,834.


INSITE VISION: Sept. 30 Balance Sheet Upside-Down by $1.9 Million
-----------------------------------------------------------------
InSite Vision Incorporated reported last week financial results
for the three and nine months ended Sept. 30, 2007.

At Sept. 30, 2007, the company's consolidated balance sheet showed
$17.7 million in total assets and $19.6 million in total
liabilities, resulting in a $1.9 million total shareholders'
deficit.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with $16.5 million in total current
assets available to pay $19.6 million in total current
liabilities.

Net income for the third quarter ended Sept. 30, 2007, was
$3.6 million, compared to a net loss of $3.3 million for the third
quarter of 2006.

The company reported total revenue for the third quarter ended
Sept. 30, 2007, of $8.3 million compared to $1,000 in the third
quarter ended Sept. 30, 2006.  Revenue includes the first royalty
payment from Inspire of $436,000 for the sales of AzaSite(TM) 1%,
launched in August 2007.  The bulk of the revenue for the three
and month period reflects the amortization of the upfront license
fee and milestone payment previously received under the company's
license agreement with Inspire Pharmaceuticals.
   
InSite Vision had cash and cash equivalents of $15.7 million at
Sept. 30, 2007, compared to $18.9 million at June 30, 2007.

For the nine months ended Sept. 30, 2007, the company reported
total revenue of $15.8 million compared to $2,000 for the nine
months ended Sept. 30, 2006.  Revenue includes the amortization of
the deferred revenue from license fee and milestone payments
previously received under the company's license agreement with
Inspire and the AzaSite royalty for the third quarter of 2007.

Net income for the nine months ended Sept. 30, 2007, was
$3.2 million, compared to a net loss of $13.8 million for the nine
months ended Sept. 30, 2006.

"Our year-to-date performance has been one of solid
accomplishments that have resulted in an improved balance sheet
and an attractive portfolio of product candidates in addition to
AzaSite," said S. Kumar Chandrasekaran, chief executive officer
and president.  "Our improved balance sheet - coupled with careful
spending - will help us implement our growth strategy of
leveraging our azithromycin-DuraSite product platform to develop
ophthalmic and other topical anti-infective products," concluded
Chandrasekaran.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 30, 2007, are available for
free at http://researcharchives.com/t/s?2542

                       Going Concern Doubt

As reported in the Troubled Company Reporter on March 26, 2007,
Burr, Pilger & Mayer LLP expressed substantial doubt about InSite
Vision Inc.'s ability to continue as a going concern after
auditing the company's consolidated financial statements for the
years ended Dec. 31, 2006.  The auditing firm pointed to the
company's recurring losses.  

However, with the additional funding from the upfront license fee,
the FDA approval milestone payment and royalties received under  
the Inspire License, and a refund of approximately $767,000 from
the FDA related to its AzaSite NDA filing, the company believes it  
will have adequate funds to continue operations approximately into
the fourth quarter of 2008.

                       About InSite Vision

Headquartered in Alameda, California, InSite Vision, Inc. (AMEX:
ISV) -- http://www.insitevision.com/-- develops novel ophthalmic  
and topical anti-infective products.  The company's lead product,
AzaSite 1% for the topical treatment of bacterial conjunctivitis,
was launched in August 2007 in the United States by Inspire
Pharmaceuticals, its commercial partner in the United States and
Canada.  Based on its proprietary azithromycin-DuraSite(R) topical
anti-infective product platform, InSite is expanding its portfolio
of ophthalmic products by developing AzaSite Plus(TM) and AzaSite
Xtra(TM), whose product features have the potential to provide
significant advantages not available with current treatment
options.  In addition, InSite is evaluating the use of its
azithromycin-DuraSite platform to develop topical anti-infective
products outside of the market category of ophthalmology,
including the development of AzaSite Otic for ear infections.


INTERGRAPH CORP: Good Performance Prompts S&P to Lift Rating
------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Huntsville, Alabama-based Intergraph Corp. to 'B+' from
'B', following improved operating trends and financial metrics.  
The outlook is stable.
     
At the same time, Standard & Poor's raised its issue-level ratings
on Intergraph's secured financing.  The issue-level rating on the
company's $495 million first-lien senior secured bank facility is
raised to 'BB-' from 'B+', and the '2' recovery rating remains
unchanged.  The recovery rating of '2' indicates the expectation
for substantial (70%-90%) recovery in the event of a payment
default.  The first-lien facility consists of a $420 million term
loan due 2014 and a $75 million revolving credit facility due
2012.  S&P also raised its issue-level rating on the company's
$200 million second-lien term loan due 2014 to 'B' from 'B-', and
the '5' recovery rating remains unchanged.  The recovery rating of
'5' indicates the expectation for modest (10%-30%) recovery in the
event of a payment default.
     
"The ratings on Intergraph reflect the highly competitive and
consolidating government IT services industry, a short track
record at current profitability levels, and high leverage," said
Standard & Poor's credit analyst David Tsui.  "These factors are
offset partially by a recurring and predictable revenue stream
stemming from long-term contracts and entrenched customer
relationships."
     
Privately held Intergraph designs and provides computer graphics
software and services for the commercial and government sectors.


INVESTMENT PROPERTIES: Likely to File for Bankruptcy, Reinert Says
------------------------------------------------------------------
Reinert Construction's attorney, Terry Criss, Esq., and owner,
Troy Reinert said Monday that they expect Investment Properties of
America LLC to file for bankruptcy, Salina Journal reports.

Investment Properties owe Reinert Construction about $600,000 for
demolition and construction services at the Central Mall owned by
Investment Properties, according to Salina Journal.  However, Mr.
Criss says Investment Properties defaulted on its first payment,
which was due Oct. 12, 2007.

The Saline County District Court gave Reinert Construction a
$435,000 civil judgment.  But Messrs. Criss and Reinert could not
determine whether they could collect from Investment Properties
the judgment granted to Reinert Construction due to some
bankruptcy mess, the report relates.

Reinert Construction, Salina Journal says, has been temporarily
blocked from collecting the civil judgement through a restraining
order issued by the U.S. Bankruptcy Court for the Southern
District of New York overseeing the bankruptcy case of The 1031
Tax Group.

Edward H. Okun, owner of Investment Properties of America, also
solely owns bankrupt 1031 Tax Group, Salina Journal notes.

                   About The 1031 Tax Group

Headquartered in Richmond, Virginia, The 1031 Tax Group LLC --
http://www.ixg1031.com/-- is a privately held consolidated group    
of qualified intermediaries created to service real property
exchanges under Section 1031 of the Internal Revenue Code.  The
company and 15 of its affiliates filed for Chapter 11 protection
on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through
07-11462).  Paul Traub, Esq., Norman N. Kinel, Esq., and Steven E.
Fox, Esq., at Dreier LLP, represent the Debtors in their
restructuring efforts.  Thomas J. Weber, Esq., Melanie L.
Cyganowski, Esq., and Allen G. Kadish, Esq., at Greenberg Traurig,
LLP, represent the Official Committee of Unsecured Creditors.  The
Debtors' operating report for the month ended Sept. 30, 2007,
showed net loss of $67,903 on $0 revenues.  As of Sept. 30, 2007,
the Debtors had total assets of $164,231,012 and total liabilities
of $168,126,294, resulting in a total stockholders' deficit of
$3,895,282.

                    About Investment Properties

Investment Properties of America LLC owns and operates malls
including West Oaks Mall -- http://www.shopwestoaksmall.com/ -- in  
the Alief neighborhood of Houston, Texas and the Central Mall of
Salina -- http://www.centralmallsalina.com/-- located in Salina,  
Kansas.


IRON MOUNTAIN: High Debt Leverage Cues S&P to Revise Outlook
------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
records management and storage service provider Iron Mountain Inc.
to negative from stable.
      
"The outlook revision is based on the company's high debt leverage
with no imminent prospect of decline, and its contemplation of
returning capital to shareholders," explained Standard & Poor's
credit analyst Andy Liu.
     
S&P also affirmed the 'BB-' corporate credit rating on Iron
Mountain.
     
At the same time, S&P affirmed the bank loan and recovery ratings
on Iron Mountain's senior secured financing.  The company has
added $110 million to its $300 million senior secured term loan
due 2014 and $190 million to its $600 million senior secured
revolving credit facility due 2012.  The company's expanded
facilities, which now total $1.2 billion, are rated 'BB+', two
notches higher than the corporate credit rating.  The recovery
rating remains '1', indicating expectations of very high (90% to
100%) recovery in the event
of a payment default.
     
The increase in lease-adjusted total debt to EBITDA is due to a
series of debt-financed acquisitions; the transactions caused the
outstanding debt balance to increase to $3.1 billion at Sept. 30,
2007, from about $2.7 billion at the end of 2007.  Recent
acquisitions included Archives One Inc. and RMS Inc.  Also, Iron
Mountain has stepped up its acquisitions of digital services
companies, which tend to have little or no EBITDA.  The
possibility of return of capital to shareholders elevates
financial risk given significant investment needed to support
organic growth.  The action will either increase the company's
dependence on debt to finance acquisitions or diminish any
discretionary cash flow that the company may generate.
     
The ratings reflect Iron Mountain's high debt leverage, history of
debt-financed acquisitions, aggressive financial policies, and the
capital intensity of the records storage business.  These factors
are partially offset by Iron Mountain's leading position as the
world's largest records management company and fairly stable
growth from existing and new customer accounts.


LEVTIZ FURNITURE: Seeks Court OK to Employ Jones Day as Counsel
---------------------------------------------------------------
PLVTZ Inc., dba Levitz Furniture Inc., and its debtor-affiliates
ask the U.S. Bankruptcy Court for the Southern District of New
York for authority to employ Jones Day as its counsel, nunc pro
tunc to the bankruptcy filing.

Kathleen M. Guinnessey, chief financial officer of PLVTZ Inc.,
tells the Court that Jones Day is familiar with the Debtor's
business, having assisted the Debtor with its preparations to
commence bankruptcy protection.  As a result, Jones Day has become
well-acquainted with the Debtor's corporate history, debt
structure, business and related matters.

In addition, Jones Day represented Levitz Home Furnishings Inc.
and its affiliated debtors, during their Chapter 11 cases, notes
Ms. Guinnessey.

Jones Day will:

   (a) advise the Debtor of its rights, powers and duties as
       debtor and debtor-in-possession continuing to operate and      
       manage its business and properties under Chapter 11 of the
       Bankruptcy Code;

   (b) prepare on behalf of the Debtor all necessary and
       appropriate applications, motions, draft orders, other
       pleadings, notices, schedules and other documents;

   (c) review all financial and other reports to be filed in
       the Debtor's Chapter 11 case;

   (d) advise the Debtor with respect to, and assist in, the    
       negotiation and documentation of, financing agreements
       and related transactions;

   (e) review the nature and validity of any liens asserted
       against the Debtor's property and advising the Debtor
       concerning the enforceability of the liens;

   (f) advise the Debtor regarding its ability to initiate
       actions to collect and recover property for the benefit of
       its estate;

   (g) advise the Debtor in connection with the formulation,
       negotiation and promulgation of any plan of
       reorganization, and related transactional documents;

   (h) advise and assist the Debtor in connection with any
       sales and potential property dispositions;

   (i) advise the Debtor concerning executory contract and
       unexpired lease assumptions, assignments and rejections
       and lease restructurings and recharacterizations;

   (j) assist the Debtor in reviewing, estimating and
       resolving claims asserted against the Debtor's estate; and

   (k) commence and conduct litigation necessary and
       appropriate to assert rights held by the Debtor, protect
       assets of the Debtor's Chapter 11 estate or otherwise
       further the goal of completing the Debtor's successful
       reorganization.

Jones Day will be paid based on its restructuring professionals'
hourly rates:

   Professional            Designation           Rate
   ------------            -----------           ----
   Paul D. Leake             Partner             $775
   Brad B. Erens             Partner             $650
   Richard H. Engman         Partner             $650
   Ross S. Barr             Associate            $405
   Daniel B. Prieto         Associate            $385
   Gus Kallergis            Associate            $380
   Jason M. Cover           Associate            $300
   Daniel Syphard           Associate            $180

Ms. Guinnessey notes that in the one year period preceding the
bankruptcy filing, Jones Day received payments from the Debtor
totaling $1,625,000, related to restructuring and Chapter 11
planning.  Jones Day received $500,000 initial classic retainer,  
which was supplemented by the Debtor with additional classic
retainer payments.  Any fees incurred on behalf of the Debtor
prior to the bankruptcy filing were credited against the retainer.

Brad Erens, Esq., a partner at the firm, assures the Court that
Jones  Day is a "disinterested person" as that phrase is
defined in Section 101(14) of the Bankruptcy Code, as modified by
Section 1107(b).

The firm can be reached at:

             Paul D. Leake, Esq.
             Brad B. Erens, Esq.
             Jones Day
             222 East 41st Street
             New York, NY 10017
             Tel: (212) 326-3939
             Fax: (212) 755-7306
             http://www.jonesday.com/

Based in New York City, Levitz Furniture Inc., nka PVLTZ Inc. --
http://www.levitz.com/-- is a specialty retailer of furniture,  
bedding and home furnishings in the United States.  It has 76
locations in major metropolitan areas, principally in the
Northeast and on the West Coast of the United States.

Levitz Furniture Inc. and 11 affiliates filed for chapter 11 on
Sept. 5, 1997.  In December 2000, the Court confirmed the Debtors'
Plan and Levitz emerged from chapter 11 on February 2001.  Levitz
Home Furnishings Inc. was created as the new holding company as a
result of the emergence.

Levitz Home Furnishings and 12 affiliates filed for chapter 11
protection on Oct. 11, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-
45189).  In their second filing, the Debtors disclosed about $245
million in total assets and $456 million in total debts. Nicholas
M. Miller, Esq., and Richard H. Engman, Esq., at Jones Day
represented the Debtors. Jeffrey L. Cohen, Esq., Jay
R. Indyke, Esq., and Cathy Hershcopf, Esq., at Cooley Godward
Kronish LLP served as counsel to the Official Committee of
Unsecured Creditors.  During this period, the Debtors closed
around 35 stores in the Northeast, California, Minnesota and
Arizona.

PLVTZ Inc., a company created by Prentice Capital Management LP,
and Great American Group purchased substantially all the assets of
Levitz Home Furnishings in December 2005.  Initially, Prentice
owned all of the equity interests in PLVTZ.  On July 6, 2007,
PLVTZ was converted into a Delaware corporation, and Harbinger
Capital Partners Special Situations Fund, LP, Harbinger Capital
Partners Master Fund I, Ltd., and their affiliates became minority
shareholders.  Great American's stake in the acquisition was in
running the going-out-of-business sales for some 27 Levitz units.

PLVTZ, dba Levitz Furniture, continued to face decline in
financial performance since December 2005.  Liquidity issues and
the inability to obtain additional capital prompted PLVTZ to seek
protection under chapter 11 on Nov. 8, 2007 (Bankr. S.D.N.Y. Lead
Case No. 07-13532).  Kurtzman Carson Consultants LLC serves as the
Debtors' claims and noticing agent.  PLVTZ's balance sheet at
Sept. 30. 2007, showed total assets of $177,883,000 and total
liabilities of $152,476,000.  

(Levitz Bankruptcy News, Issue No. 27; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEVITZ FURNITURE: Wants to Hire Young Conaway as Conflicts Counsel
------------------------------------------------------------------
PLVTZ Inc., dba Levitz Furniture Inc., and its debtor-affiliates
ask the U.S. Bankruptcy Court for the Southern District of New
York for authority to employ Young Conaway Stargatt & Taylor, LLP,
as conflicts counsel nunc pro tunc to the bankruptcy filing.

The Debtors selected Young Conaway because of the firm's extensive
experience and knowledge in the field of debtors' and creditors'
rights and business reorganizations under Chapter 11 of the
Bankruptcy Code.  

As conflicts counsel, Young Conaway will have the responsibility
to represent the Debtor on matters that may not be appropriately
handled by the Debtor's primary bankruptcy counsel -- Jones Day
-- because of a potential conflict of interest.

Young Conaway is expected to:

     * advise the Debtor regarding its powers and duties as a
       debtor-in-possession in the continued management and
       operation of its businesses and properties;

     * prepare and pursue confirmation of a plan and approval of
       a disclosure statement;

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

     * take necessary actions to protect and preserve the
       Debtor's estate;

     * prepare legal documents necessary to the administration of
       the estate, on the Debtor's behalf,;   
       
     * advise the Debtor in connection with any potential sale of
       assets;

     * appear before the Court and any appellate courts to
       protect the interests of the Debtor's estate; and

     * provide other legal services and advice to the Debtor in
       connection with the case.

Under the terms of the engagement letter dated November 6, 2007,
Young Conaway will be paid on an hourly basis and reimbursed of
expenses incurred in the rendition of services.  The firm already
received a $75,000 retainer and will hold the retainer until the
conclusion of its representation, pursuant to the engagement
letter.

The principal attorneys and paralegal presently designated to
represent the Debtors and their current standard hourly rates are:

          Professional                  Rate
          ------------                  ----
          M. Blake Cleary, Esq.         $450
          Ian S. Fredericks, Esq.       $275
          Nathan D. Grow, Esq.          $250
          Kimberly Beck                 $165

M. Blake Cleary, Esq., at Young Conaway, in New York, assures the
Court that his firm is a disinterested person" as that phrase is
defined in Section 101(14) of the Bankruptcy Code, as modified by
Section 1107(b).

The firm can be reached at:

             Young Conaway Stargatt & Taylor LLP
             New York Office
             845 Third Avenue
             Suites 606 & 608
             New York, NY 10022
             Tel: (646) 290-5018
             Fax: (646) 290-5019
             http://www.youngconaway.com/

Based in New York City, Levitz Furniture Inc., nka PVLTZ Inc. --
http://www.levitz.com/-- is a specialty retailer of furniture,  
bedding and home furnishings in the United States.  It has 76
locations in major metropolitan areas, principally in the
Northeast and on the West Coast of the United States.

Levitz Furniture Inc. and 11 affiliates filed for chapter 11 on
Sept. 5, 1997.  In December 2000, the Court confirmed the Debtors'
Plan and Levitz emerged from chapter 11 on February 2001.  Levitz
Home Furnishings Inc. was created as the new holding company as a
result of the emergence.

Levitz Home Furnishings and 12 affiliates filed for chapter 11
protection on Oct. 11, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-
45189).  In their second filing, the Debtors disclosed about $245
million in total assets and $456 million in total debts. Nicholas
M. Miller, Esq., and Richard H. Engman, Esq., at Jones Day
represented the Debtors. Jeffrey L. Cohen, Esq., Jay
R. Indyke, Esq., and Cathy Hershcopf, Esq., at Cooley Godward
Kronish LLP served as counsel to the Official Committee of
Unsecured Creditors.  During this period, the Debtors closed
around 35 stores in the Northeast, California, Minnesota and
Arizona.

PLVTZ Inc., a company created by Prentice Capital Management LP,
and Great American Group purchased substantially all the assets of
Levitz Home Furnishings in December 2005.  Initially, Prentice
owned all of the equity interests in PLVTZ.  On July 6, 2007,
PLVTZ was converted into a Delaware corporation, and Harbinger
Capital Partners Special Situations Fund, LP, Harbinger Capital
Partners Master Fund I, Ltd., and their affiliates became minority
shareholders.  Great American's stake in the acquisition was in
running the going-out-of-business sales for some 27 Levitz units.

PLVTZ, dba Levitz Furniture, continued to face decline in
financial performance since December 2005.  Liquidity issues and
the inability to obtain additional capital prompted PLVTZ to seek
protection under chapter 11 on Nov. 8, 2007 (Bankr. S.D.N.Y. Lead
Case No. 07-13532).  Kurtzman Carson Consultants LLC serves as the
Debtors' claims and noticing agent.  PLVTZ's balance sheet at
Sept. 30. 2007, showed total assets of $177,883,000 and total
liabilities of $152,476,000.  

(Levitz Bankruptcy News, Issue No. 27; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LEVITZ FURNITURE: Wants Until December 21 to File Schedules
-----------------------------------------------------------
PLVTZ Inc., dba Levitz Furniture Inc., and its debtor-affiliates
asks the U.S. Bankruptcy Court for the Southern District of New
York for an extension until Dec. 21, 2007 to file their schedules
of assets and liabilities and statement of financial affairs.

Pursuant to Rule 1007(c) of the Federal Rules of Bankruptcy
Procedure, the Debtor is required, within 15 days from the
Petition Date, to file with the Court (a) schedules of assets and
liabilities, (b) schedule of executory contracts and unexpired
leases, and (c) statement of financial affairs.

The Debtors' business is a large and complex enterprise with
approximately 76 store locations that has potentially thousands of
creditors and hundreds of contract parties, Kathleen M.
Guinnessey, chief financial officer of PLVTZ Inc., tells the
Court.  Hence, completing the schedules and statement for the
Debtors requires the collection, review and assembly of a
substantial amount of information, says Ms. Guinnessey.

"The substantial size, scope and complexity of this [C]hapter 11
case, and the volume of material that must be compiled and
reviewed by the Debtor[s'] limited staff to complete the
Schedules and Statement for the Debtor[s] during the hectic early
days of this case provides ample cause" justifying, if not
compelling, the requested extension," asserts Ms. Guinnessey.

                     About Levitz Furniture

Based in New York City, Levitz Furniture Inc., nka PVLTZ Inc. --
http://www.levitz.com/-- is a specialty retailer of furniture,  
bedding and home furnishings in the United States.  It has 76
locations in major metropolitan areas, principally in the
Northeast and on the West Coast of the United States.

Levitz Furniture Inc. and 11 affiliates filed for chapter 11 on
Sept. 5, 1997.  In December 2000, the Court confirmed the Debtors'
Plan and Levitz emerged from chapter 11 on February 2001.  Levitz
Home Furnishings Inc. was created as the new holding company as a
result of the emergence.

Levitz Home Furnishings and 12 affiliates filed for chapter 11
protection on Oct. 11, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-
45189).  In their second filing, the Debtors disclosed about $245
million in total assets and $456 million in total debts. Nicholas
M. Miller, Esq., and Richard H. Engman, Esq., at Jones Day
represented the Debtors. Jeffrey L. Cohen, Esq., Jay
R. Indyke, Esq., and Cathy Hershcopf, Esq., at Cooley Godward
Kronish LLP served as counsel to the Official Committee of
Unsecured Creditors.  During this period, the Debtors closed
around 35 stores in the Northeast, California, Minnesota and
Arizona.

PLVTZ Inc., a company created by Prentice Capital Management LP,
and Great American Group purchased substantially all the assets of
Levitz Home Furnishings in December 2005.  Initially, Prentice
owned all of the equity interests in PLVTZ.  On July 6, 2007,
PLVTZ was converted into a Delaware corporation, and Harbinger
Capital Partners Special Situations Fund, LP, Harbinger Capital
Partners Master Fund I, Ltd., and their affiliates became minority
shareholders.  Great American's stake in the acquisition was in
running the going-out-of-business sales for some 27 Levitz units.

PLVTZ, dba Levitz Furniture, continued to face decline in
financial performance since December 2005.  Liquidity issues and
the inability to obtain additional capital prompted PLVTZ to seek
protection under chapter 11 on Nov. 8, 2007 (Bankr. S.D.N.Y. Lead
Case No. 07-13532).  Kurtzman Carson Consultants LLC serves as the
Debtors' claims and noticing agent.  PLVTZ's balance sheet at
Sept. 30. 2007, showed total assets of $177,883,000 and total
liabilities of $152,476,000.  

(Levitz Bankruptcy News, Issue No. 27; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


LIBERTY TAX: Sept. 30 Balance Sheet Upside-Down by $10.2 Million
----------------------------------------------------------------
Liberty Tax Credit Plus II L.P. reported net loss of
$1.01 million in the quarter ended Sept. 30, 2007, compared to a
net income of $2.71 million for the same period in the previous
year.

For six months ended Sept. 30, 2007, the company reported a net
loss of $1.07 million, compared to a net loss of $0.7 million in
the same period in the previous year.

The financial results were affected by:

   -- rental income increased less than 1% and approximately 1%
      for the three and six months ended  Sept. 30, 2007, as
      compared to the  corresponding periods in 2006, due to a
      decrease in vacancies at one local partnership, partially
      offset by a decrease in occupancy at one local
      partnership affected by fire in 2006;

   -- other income increased approximately $50,000 and $44,000
      for the three and six months ended Sept. 30, 2007, as
      compared to the corresponding  periods in 2006, due to an
      increase in interest income earned on sales proceeds
      invested and an increase in interest income due to higher
      cash balances;

   -- general and administrative expenses increased
      approximately $178,000 and $275,000 for the three and six
      months ended  Sept. 30, 2007, as compared to the
      corresponding  periods in 2006, due to an increase in
      accounting fees, legal fees and miscellaneous
      administrative expenses due to high sales activity at the
      Partnership level.

   -- repairs and maintenance expenses increased approximately  
      $111,000 and $306,000 for the three and six months ended  
      Sept.  30, 2007, as  compared to the corresponding
      periods in 2006,  due to increases in maintenance and
      repair contracts,  including painting and decorating, and
      non-recurring repairs relating to fire damage at one
      Local Partnership and increases in plumbing and elevator
      repair expenses at a second Local  Partnership, partially  
      offset by a decrease in painting and carpet installation
      expenses partially covered by the receipt of insurance  
      proceeds at a third Local  Partnership, a decrease in a
      cabinet installation and appliance replacement  expenses
      at a fourth Local Partnership and an increase in plumbing
      expenses, security contract and other non-recurring
      repairs at a fifth Local Partnership.

   -- operating expenses increased approximately $20,000 and
      $64,000 for the three and six months ended Sept. 30,
      2007, as compared to the corresponding  periods in 2006,
      due to increases in electricity costs at two local
      partnerships.

                 Liquidity and Capital Resources

The Partnership's capital was originally invested in twenty-seven
local partnerships.  As of Sept. 30, 2007, the properties and the
related assets and liabilities of fourteen local partnerships and
the limited partnership interest in six Local Partnerships were
sold.  In addition, as of Sept. 30, 2007, the partnership entered
into an assignment and assumption agreement to sell its
partnership's limited partnership interest in one local
partnership and one local partnership has entered into an
agreement to sell its property and the related assets and
liabilities

Accounts payable totaled $2,258,861 and $1,787,747 as of
Sept. 30, 2007 and March 31, 2007.  Accounts payable are short
term liabilities which are expected to be paid from operating cash
flows, working capital balances at the local partnership level,
Local General Partner advances and, in certain circumstances,
advances from the partnership.   

In addition, accounts payable from discontinued operations as of
Sept. 30, 2007, and March 31, 2007 totaled $541,566 and $405,619.

At Sept. 30, 2007, the company's balance sheet showed total assets
of $38.4 million, total liabilities of $48.6 million, resulting to
a shareholders' deficit of $10.2 million.

                        About Liberty Tax

Liberty Tax Credit Plus II L.P. invests in other limited
partnerships owning leveraged low-income multifamily residential
complexes that are eligible for the low-income housing tax credit
enacted in the Tax Reform Act of 1986, and to a lesser extent in
Local Partnerships owning properties that are eligible for the
historic rehabilitation tax credit.
    
                       Going Concern

Trien Rosenberg Rosenberg Weinberg Ciullo & Fazzari LLP, in New
York, expressed substantial doubt about the ability of Liberty Tax
Credit Plus II LP's two limited partnerships' ability to continue
as a going concern after auditing the partnership's consolidated
financial statements for the years ended March 31, 2007, and 2006.   
The auditing firm pointed to the two subsidiary  partnerships' net
losses of $186,984, $263,008 and $146,138 for the fiscal years
2006, 2005 and 2004, respectively.


LIMITED BRANDS: October 2007 Sales Drop 6% to $644.7 Million
------------------------------------------------------------
Limited Brands, Inc. reported comparable store sales for the four
weeks ended Nov. 3, 2007 decreased 6% compared to the four weeks
ended Nov. 4, 2006.

The company reported net sales of $644.7 million for the four
weeks ended Nov. 3, 2007, compared to sales of $694.8 million for
the four weeks ended Oct. 28, 2006.

The company reported a comparable store sales decrease of 3% for
the 13 weeks ended Nov. 3, 2007.  Net sales were
$1.9 billion compared to net sales of $2.1 billion last year.

The company reported a comparable store sales increase of 1% for
the 39 weeks ended Nov. 3, 2007.  Net sales were
$6.8 billion compared to net sales of $6.6 billion last year.

Net sales in 2007 include Express sales through July 6, 2007, the
closing date of the sale of a majority interest to affiliates of
Golden Gate Capital, and Limited Stores sales through Aug. 3,
2007, the closing date of the transfer of a majority interest to
affiliates of Sun Capital Partners.

Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE:TSN) --
http://www.tysonfoods.com/-- is a processor and marketer of     
chicken, beef, and pork.  The company produces a wide variety of
protein-based and prepared food products, which are marketed
under the "Powered by Tyson(TM)" strategy.  The company has
operations in China, Japan, Singapore, South Korea, Taiwan, and
the United Kingdom.

                       *     *     *

As reported in the Troubled Company Reporter on Aug. 24, 2007,
Moody's Investors Service affirmed Tyson Foods Inc.'s ratings,
including its Ba1 corporate family rating and Ba1 probability of
default rating.  The rating outlook is negative.


MARKOV CDO: Moody's Cuts Ratings on $32 Million Notes to Ba3
------------------------------------------------------------
Moody's Investors Service placed these notes issued by Markov CDO
I, Ltd. on review for possible downgrade:

Class Description: Up to $1,600,000,000 Class S Senior Floating
Rate Notes due 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: Up to $100,000,000 Class A-0 Senior Floating
Rate Notes due 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $100,000,000 Class A-1 Senior Floating Rate
Notes due 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $70,000,000 Class A-2 Senior Floating Rate
Notes due 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $80,000,000 Class A-3 Senior Floating Rate
Notes due 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $70,000,000 Class B Senior Floating Rate Notes
due 2047

   -- Prior Rating: Aa2

   -- Current Rating: Aa2, on review for possible downgrade

Class Description: $25,000,000 Class C-1 Floating Rate Deferrable
Notes due 2047

   -- Prior Rating: A2

   -- Current Rating: A2, on review for possible downgrade

Class Description: $10,000,000 Class C-2 Fixed Rate Deferrable
Notes due 2047

   -- Prior Rating: A2

   -- Current Rating: A2, on review for possible downgrade

Class Description: $5,000,000 C Combination Notes due 2044

   -- Prior Rating: A2

   -- Current Rating: A2, on review for possible downgrade

In addition Moody's downgraded and left on review for possible
downgrade these notes.

Class Description: $27,000,000 Class D Floating Rate Deferrable
Notes due 2047

   -- Prior Rating: Baa2

   -- Current Rating: Ba3, on review for possible downgrade

Class Description: $5,000,000 Class E Floating Rate Deferrable
Notes due 2047

   -- Prior Rating: Ba1

   -- Current Rating: B1, on review for possible downgrade

Class Description: $5,000,000 D Combination Notes due 2044

   -- Prior Rating: Baa2

   -- Current Rating: Ba3, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of asset-
backed securities.


MATTRESS GALLERY: US Trustee Appoints Five-Member Creditors Panel
-----------------------------------------------------------------
The U.S. Trustee for Region 3 appointed five creditors to serve on
an Official Committee of Unsecured Creditors in Gallery Corp. dba
Mattress Gallery's Chapter 11 case.

The Committee members are:

   a) Michael Q. Murray
      Sealy
      One Office Parkway
      Trinity, N.C. 27370
      Tel: (336) 861-3699
      Fax: (336) 861-3786

   b) Michael Chitty
      Consolidated Bedding Inc. dba Spring Air Company
      500 S. Falkenburg Road
      Tampa, FL 33619
      Tel: (813) 651-2233
      Fax: (813) 643-6571

   c) Martin Ron Passaglia
      Selther Comfort LP
      518 Cralyn Ct.
      Duluth, GA 30097
      Tel: (404) 849-1948
      Fax: (770) 368-1675

   d) David Abehsera
      The Woo Agency
      10441 Jefferson Blvd., Suite 200
      Culver City, CA 90232
      Tel: (310) 558-1158
      Fax: (310) 558-1502

   e) William Johnson
      1-800 Mattress Corporation
      31-10 48th Avenue
      Long Island City, N.Y. 11011
      Tel: (718) 472-1200
      Fax: (718) 462-1401

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.

Headquartered in Commerce, California, Gallery Corp. dba Mattress
Gallery filed for Chapter 11 protection on Nov. 1, 2007 (Bankr.
D. Del. Case No. 07-11628). Donald J. Detweiler, Esq., and Sandra
G.M. Selzer, Esq., at Greenberg Traurig, LLP, represent the Debtor
in its restructuring efforts.  The Debtor selected Kurtzman
Carson Consultants as its claim agent.  When the Debtor filed
for protection from its creditors, it listed total assets and
debts between $1 million and $100 million.


MATTRESS GALLERY: Gets Interim Okay to Access OMG DIP Financing
---------------------------------------------------------------
Gallery Corp. dba Mattress Gallery obtained authority, on an
interim basis, from the United States Bankruptcy Court for the
District of Delaware to borrow up to $1,000,000 from the
$1,925,000 debtor-in-possession financing provided by OMG
Acquisition Corporation.

The Debtor tells the Court that it needs the DIP funds to,
among others:

   -- satisfy working capital and operation needs;

   -- maintain relationships with vendors, suppliers and
      customers; and

   -- continue to fund payroll and capital expenditures.

As adequate protection, the Debtor grants OMG:

   i) first priority liens on and security interests in
      (a) all of the Debtor's leasehold interests, (b)
      other prepetition assets that are unencumbered by
      the first priority lien of Kimco Securities
      Corporation, the Debtor's prepetition secured lender
      and (c) postpetition assets other than avoidance
      actions;

  ii) fully perfected liens on and security interests in
      all of the Debtor's assets that are subject to Kimco's
      first priority lien, which liens and security interests
      will be junior to Kimco's first priority lien but
      senior to all other liens and security interests; and

iii) a superpriority administrative expense claim status
      pursuant to Sec. 364(c)(1) of the Bankruptcy Code.

Kimco holds a $4.1 million claim against the Debtor, secured
by a perfected first priority lien on the Debtor's accounts
receivable, inventory, intangibles and other prepetition
assets.

Pursuant to the OMG Financing, the Debtor grants Kimco
a replacement lien on all of Kimco's prepetition collateral
as adequation protection.  The Debtor also grants Kimco
a second priority lien on the Debtor's leasehold interests,
as adequate protection, behind OMG's first priority lein
on such interests.

A hearing on the matter has been set for Nov. 21, 2007, at
10:00 a.m.  Objections must be filed on or before Nov. 19, 2007.

Headquartered in Commerce, California, Gallery Corp. dba Mattress
Gallery filed for Chapter 11 protection on Nov. 1, 2007 (Bankr.
D. Del. Case No. 07-11628). Donald J. Detweiler, Esq., and Sandra
G.M. Selzer, Esq., at Greenberg Traurig, LLP, represent the Debtor
in its restructuring efforts.  The Debtor selected Kurtzman
Carson Consultants as its claim agent.  When the Debtor filed
for protection from its creditors, it listed total assets and
debts between $1 million and $100 million.


MEDFORD CROSSINGS: Laurel Creditors Wants Automatic Stay Lifted
---------------------------------------------------------------
Laurel Pines LLC and Laurel Pines Urban Renewal LLC, as creditors
in the bankruptcy cases of Medford Crossings North LLC and its
debtor-affiliates, asks the U.S. Bankruptcy Court for the District
of New Jersey to lift the Debtors' automatic stay in order for
Laurel to pursue a state court action against non-debtor parties.

Stephen D. Samost, Esq., Laurel's counsel, argues that the Debtors
have no, or a deminimus, interest or equity in property, hence
there is effectively no estate to administer and there are no
feasible prospects for reorganization.

Mr. Samost adds that the bankruptcy petitions of the Debtors were
not filed in good faith since there is no contract in effect for
the acquisition of the alleged property of the Debtors.

According to Mr. Samost, the Debtors are "single asset" shell
entities which have no employees, no operating business, and no
income or source of income to fund a reorganization and can not
provide adequate protection.

Mr. Samost stressed that the Debtors have filed false and
misleading information with the Court and were only filing for
bankruptcy to delay proper litigation.

The Honorable Gloria M. Burns has set a hearing on Dec. 3, 2007 at
11:30 a.m. to consider approval of Mr. Samost's motion for relief
from automatic stay.

                     About Medford Crossings

Cherry Hill, New Jersey-based Medford Crossings North LLC develops
real estate and has a project at 281-acre lot in Medford, New
Jersey.  The Debtor and nine debtor-affiliates filed for chapter
11 protection on Oct. 17, 2007 (Bankr. D. N.J. Lead Case No.
07-25115).  The Court has granted joint administration over these
cases.  Edmond M. George, Esq. at Obermayer, Rebmann, Maxwell &
Hippel LLP represents the Debtors in their restructuring efforts.

On Oct. 25, 2007, two of Medford Crossings North's debtor-
affiliates, Medford Crossings North Urban Renewal LLC and Medford
Crossings South Urban Renewal LLC, filed for bankruptcy protection
(Bankr. D. N.J. Case Nos. 07-25587 and 07-25591).

When the Debtors filed for bankruptcy, they listed assets between
$100,000 and liabilities between $1 million to $100 million.


MEDFORD CROSSINGS: Lender Wants Obermayer Disqualified as Counsel
-----------------------------------------------------------------
Medford Village East Associates LLC, a creditor in the bankruptcy
cases of Medford Crossings North LLC and its debtor-affiliates,
asks the U.S. Bankruptcy Court for the District of New Jersey to
disqualify Obermayer Rebmann Maxwell & Hippel LLP as the Debtors'
bankruptcy counsel.

Medford alleges that Obermayer failed to disclose potential
conflicts related to its fee arrangements with the Debtors.

The Court has scheduled a hearing of Medford Village's request at
10:00 a.m., on Dec. 3, 2007.  Objections to the motion, or any
other response, must be filed by Nov. 19, 2007.

         Court Approved Oberymayer as Debtors' Counsel

As reported in the Troubled Company Reporter on Nov. 8, 2007, the
Court gave the Debtors permission to employ Obermayer Rebmann
Maxwell & Hippel LLP as their bankruptcy counsel.  The Court Order
was entered on Oct. 25, 2007.

Obermayer is expected to:

   a. provide the Debtors with legal advice respecting to their
      powers and duties;

   b. assist in the preparation of any legal papers for the
      Debtors;

   c. perform all other legal services for the Debtors which
      may be necessary; and

   d. assess the Debtors' ability to confirm plans of
      reorganization.

The Debtors proposed to pay Obermayer at the billing rates of $325
to $525 per hour for attorneys and $90 per hour for paralegals
depending upon the level of seniority of the individual performing
the service.

The Debtors assured the Court that Obermayer does not presently
represent any other party-in-interest or hold an interest adverse
to the Debtors.

The firm can be reached at:

             Edmond M. George, Esq.
             Obermayer, Rebmann, Maxwell & Hippel LLP
             1617 J.F.K. Boulevard, Suite 1900
             Philadelphia, PA 19103
             Tel: (215) 665-3140
             Fax: (215) 665-3165
             http://www.obermayer.com/

                     About Medford Crossings

Cherry Hill, New Jersey-based Medford Crossings North LLC develops
real estate and has a project at 281-acre lot in Medford, New
Jersey.  The Debtor and nine debtor-affiliates filed for chapter
11 protection on Oct. 17, 2007 (Bankr. D. N.J. Lead Case No.
07-25115).  The Court has granted joint administration over these
cases.  Edmond M. George, Esq. at Obermayer, Rebmann, Maxwell &
Hippel LLP represents the Debtors in their restructuring efforts.

On Oct. 25, 2007, two of Medford Crossings North's debtor-
affiliates, Medford Crossings North Urban Renewal LLC and Medford
Crossings South Urban Renewal LLC, filed for bankruptcy protection
(Bankr. D. N.J. Case Nos. 07-25587 and 07-25591).

When the Debtors filed for bankruptcy, they listed assets between
$100,000 and liabilities between $1 million to $100 million.


MEDQUEST INC: Novant Merger Cues S&P to Retain Positive Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its B-/Watch Pos/--
ratings on MedQuest Inc. remain on CreditWatch with positive
implications, where they were placed on Aug. 14, 2007, after its
agreement to merge with Novant Health, a not-for-profit integrated
health care system in North and South Carolina.  The transaction,
which closed Nov. 12, triggers a change of control under the terms
of the indentures with respect to MQ Associates' $136 million face
value at maturity ($119 million accreted value as of June 30,
2007) 12.25% senior discount notes and MedQuest Inc.'s $180
million 11.875% senior subordinated notes.  Holders of both
securities have the option to put the debt at 101% within 90 days
after the merger is consummated.  MQ Associates and MedQuest have
the option to call the debt, at a premium, after Aug. 15, 2007.  
      
"If the debt remains outstanding, we will determine whether the
credit has improved as a result of new ownership.  If the debt is
repaid in full, the ratings will be withdrawn," said Standard &
Poor's credit analyst Cheryl Richer.


MGM MIRAGE: Develops Kansas Resort Casino with Foxwoods & Sumner
----------------------------------------------------------------
MGM MIRAGE and Foxwoods Development Company will join forces along
with Sumner Gaming Ventures LLC, dba Chisholm Creek Casino Resort,
in the application to develop and manage a resort casino in south-
central Kansas.

For MGM MIRAGE and Foxwoods Development Company this will be their
first joint project under their formed joint venture Unity Gaming
LLC.  The two formed Unity Gaming in late 2006 for the purpose of
using their combined experience in the resort casino industry to
jointly develop both gaming and non-gaming projects.

"Working with Foxwoods Development, MGM MIRAGE intends to set the
standard for gaming and entertainment excellence in the state of
Kansas," Scott Snow, president and chief operating officer of MGM
MIRAGE Management and Technical Services, said. "Our team
represents unparalleled expertise in this industry. We are
uniquely qualified to provide an unrivaled destination casino
resort experience."

On Nov. 13, Unity Gaming will submit an application on behalf of
this partnership to the Kansas Lottery Commission to develop and
manage the Chisholm Creek Casino Resort.

While Unity Gaming representatives did not release specific
figures, they did indicate that the proposed Chisholm Creek Casino
Resort would be the largest privately funded hospitality
development in the history of south-central Kansas.

"Our proposed level of capital investment far exceeds the minimum
required by the state and is entirely privately funded," Gary
Armentrout, managing director for Foxwoods Development, said.  "By
way of comparison, it's more than twice what Sedgwick County is
spending to build an arena in downtown Wichita."

In addition to Unity Gaming, Chisholm Creek Casino Resort includes
minority partners Chisholm Creek Ventures LLC, led by former
Wichita Mayor Bob Knight, and the Iowa Tribe of Kansas and
Nebraska.

"It's a privilege to be part of something as historic as this,"
Mr. Knight, Chisholm Creek Ventures managing partner, said.  "In
my years of public service I've done many things of which I'm
proud, but nothing rivals this in scope or impact.  We can put
hundreds of people to work.  Stop millions of Kansas dollars
flowing into Oklahoma and Missouri.  Give our citizens tax relief.
And we can deliver a level of entertainment this region has never
before seen.  We couldn't possibly put together a better, more
proven management team."

Together, MGM MIRAGE and Foxwoods have the resources to bring in
and promote nationally and internationally known entertainers.  
Both MGM MIRAGE and Foxwoods possess the financial ability to
produce a world-class development.

"MGM MIRAGE and Foxwoods know how to deliver what people want,"
Mr. Knight said.  "That translates to higher attendance and a
bigger gross -- meaning more money for the county and the state.  
Which is the goal of state-approved gaming in the first place, to
generate as much revenue as possible."

The Chisholm Creek Casino Resort includes:

     -- 250-room hotel
     -- state-of-the-art casino floor
     -- 2,000 slots
     -- 50 table games
     -- multiple food and beverage venues
     -- retail shopping arcade
     -- entertainment and meeting facility
     -- spa
     -- directly employ between 1,425 - 1,475 people
     -- indirectly create 800 new jobs
     -- spur additional economic development
     -- drive tourism

Unity Gaming unites the proven professional gaming management
expertise and the financial resources of two gaming companies in
the United States -- MGM MIRAGE and Foxwoods Development Company.

               About Foxwoods Development Company

Located in the southeastern Connecticut, Foxwoods Development
Company -- http://www.foxwoods.com/-- serves as the commercial  
gaming entity of the Mashantucket Pequot Tribal Nation, which owns
and operates Foxwoods Resort Casino.  The resort features 340,000
square feet of gaming space in a complex that covers 4.7 million
square feet.  Its six casinos offer more than 7,000 slots, 400
table games, WPT World Poker Room, 1,400 guest rooms in three
hotels, more than 30 restaurants, a spa, 50,000-plus square feet
of meeting and event space, 24 retail shops and eight
entertainment venues.  

                       About MGM MIRAGE

Headquartered in Las Vegas, Nevada, MGM Mirage (NYSE: MGM) --
http://www.mgmmirage.com/-- is a hotel and gaming company.           
It owns and operates 17 properties located in Nevada, Mississippi
and Michigan, and has investments in three other properties in
Nevada, New Jersey and Illinois.

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 12, 2007,
Standard & Poor's Ratings Services affirmed the 'BB' corporate
credit rating on MGM MIRAGE and removed them from CreditWatch,
where they were placed with positive implications Aug. 22, 2007.  
The rating outlook is positive.


MIRANT CORP: Fitch Removes Ratings from Negative Watch
------------------------------------------------------
Fitch Ratings has removed Mirant Corp. and subsidiaries from
Rating Watch Negative and assigned a Stable Rating Outlook
following the company's announcement that it has concluded its
strategic review process.  No sale of MIR, its subsidiaries or its
assets is expected.  The Rating Watch Negative reflected Fitch's
concern about the company's strategic and financial direction.  
Specifically, Fitch was concerned that any third party acquisition
of MIR would be financed by additional debt at MIR and its
subsidiaries.  Approximately $3.1 billion of debt is affected.

The company's plan to return $4.6 billion to shareholders,
including a $2 billion share repurchase program, does not result
in any incremental debt or reduction in operating cash flow.  The
company has $6.3 billion of cash and equivalents on hand to fund
the share repurchases.  Remaining cash of $1.7 billion,
approximately $700 million available under an $800 million credit
facility due 2012, and Fitch's estimate of 2008 operating cash
flow in the range of $800 million to $1 billion, are sufficient to
meet estimated 2008 obligations.

For 2008 MIR plans capital spending of $900 million (of which $650
million is for environmental controls on the coal plants), and has
other mandatory payments Fitch estimates at $450 million,
including interest expense, lease payments, and debt sweep.  Fitch
notes that MIR's baseload coal plants are approximately 80% hedged
for 2008, providing a base level of cash flow certainty, while the
gas and oil intermediate and peaking plants provide incremental
cash flows from expanding heat rates and capacity prices.  Total
adjusted debt is $4.1 billion, including $1 billion of imputed
debt for operating leases.

The ratings of Mirant and its subsidiaries, Rating Outlook Stable,
are listed below:

Mirant Corp.

  -- Issuer Default Rating 'B+'.

Mirant Americas Generation, LLC

  -- Issuer Default Rating 'B+';
  -- Senior unsecured notes 'B/RR5'.

Mirant North America, LLC

  -- Issuer Default Rating 'B+';
  -- Senior secured bank debt 'BB/RR1';
  -- Senior unsecured notes 'BB-/RR1'.

Mirant Mid-Atlantic LLC

  -- Issuer Default Rating 'B+';
  -- Pass-through certificates 'BB+/RR1'.

MIR, through its subsidiaries, is engaged in the generation and
sale of electricity in U.S. wholesale power markets.


MNK INVESTMENTS: Involuntary Chapter 11 Case Summary
----------------------------------------------------
Alleged Debtor: M.N.K. Investments
                aka Kenneth C. Tebbs
                1604 West 12600 South
                Riverton, UT 84065

Case Number: 07-25401

Involuntary Petition Date: November 9, 2007

Court: District of Utah (Salt Lake City)

Judge: Judith A. Boulden

Petitioner's Counsel: Mona Lyman Burton, Esq.
                      Holland and Hart
                      60 East South Temple, Suite 2000
                      Salt Lake City, UT 84111
                      Tel: (801) 595-7822
                      Fax: (801) 364-9124
         
   Petitioners                 Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Shane Rushton                  monies loaned            $700,000
3971 Fawn Hill Lane
Bluffdale, UT 84065

Alan Nissen                    monies loaned            $680,000
2121 Atlanta Avenue
Riverside, CA 92507

Todd Bruse                     monies loaned            $575,000
2113 Straw Circle
West Jordan, UT 84084

Keith Short                    monies loaned            $406,000
13144 South Day Meadow
Drive
Draper, UT 84020


MOVIE GALLERY: Court Defers Hearing on Leases' Auction to Nov. 28
-----------------------------------------------------------------
The Honorable Douglas O. Tice of the U.S. Bankruptcy Court for the
Eastern District of Virginia issued an amended order changing the
dates for the cure objection deadline and corresponding hearings
concerning Movie Gallery, Inc. and its debtor-affiliates' sale and
auction of 508 leases and lease designation rights.

Specifically, Judge Tice will convene a hearing on Nov. 28, 2007,
at 2:00 p.m., prevailing Eastern Time, to consider entry of one or
more orders authorizing and approving the relief sought by the
Debtors that is not granted including approval of the sale
agreements, the sale of designation rights, and the lease
termination agreements.

The Court also set Nov. 26, 2007, at 4:00 p.m., prevailing
Eastern Time, as the deadline for all parties-in-interest, to
file objections to the sale of designation rights, the sale
agreements, and the lease termination agreements and any other
disposition of the leases.

                       About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment specialty        
retailer.  The company owns and operates 4,600 retail stores that
rent and sell DVDs, videocassettes and video games.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to
07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M.
Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors.  
Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak
Rock LLP, is the Debtors' local counsel.  The Debtors' claims &
balloting agent is Kutzman Carson Consultants LLC.  When the
Debtors' filed for protection from their creditors, they listed
total assets of $891,993,000 and total liabilities of
$1,419,215,000.  

The Official Committee of Unsecured Creditors has selected Robert
J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq.,
and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as
its lead counsel and Brian F. Kenney, Esq., at Miles & Stockbridge
PC, as its local counsel.  (Movie Gallery Bankruptcy News, Issue
No. 7; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Resolves Objections Auction of Leases
----------------------------------------------------
Movie Gallery, Inc. and its debtor-affiliates declared that they
have resolved certain objections to the auction of 508 leases and
lease designation rights.

Those resolutions are contained in the amended order that the U.S.
Bankruptcy Court for the Eastern District of Virginia issued,
which extends the lease auction objection deadline and postponing
the cure hearing to Nov. 28, 2007.
                                                                      
Peter J. Barrett, Esq., at Kirkland & Ellis LLP, in New York, says
that these extensions will provide additional time for parties to
consensually resolve all cure objections.

                   Committee's Prior Response

The Official Committee of Unsecured Creditors in the Debtors'
cases recognized that the store closing process must, among other
things, strike the appropriate balance between the notice needs of
the landlords and the estates' need for a process which is
compliant with the requirements of Section 365(d)(4) of the
Bankruptcy Code for assumption and rejection of all nonresidential
real property leases, absent consent, within no more than 210 days
after the Debtors' filing for bankruptcy.

Proposed counsel for the Committee, Brian F. Kenney, Esq., at
Pachulski, Stang, Ziehl & Jones, in Los Angeles, California,
related that the Committee is on the process of reviewing and
analyzing various motions, orders and responses filed by the
Debtors in the Chapter 11 cases with respect to the store closing
process.

Mr. Kenney noted that the Committee has been in communication
directly with the Debtors regarding certain of the Committee's
comments and concerns with respect to the store closing process
and has requested modifications of some procedures to better
protect the estates or to ensure fairness to affected
creditors or landlords.

According to Mr. Kenney, the Debtors have assured the Committee
that actual implementation of the store closing process will take
account of the Committee's specific and already shared comments
and concerns.  The Debtors have likewise provided the Committee
counsel with a proposed order that is intended to reflect those
comments and concerns, and the Committee presently is reviewing
the proposed order.

Mr. Kenney further disclosed that the Committee continues to
consider the issues and concerns expressed in the Inland
Entities' motion for reconsideration of, and vacation of, the
Court's order approving the auction and bid procedures.

                      More Entities Object,
       Inland and Strip DE Withdraw Reconsideration Request

These entities objected to the Debtors' request and asked the
Court to reconsider or vacate its order authorizing the Debtors to
auction certain leases and lease designation rights:

   * LSI Retail I, LLC
   * LSI Retail II, LLC
   * LSI Conifer I, LLC
   * VNO 3098 Long Beach Road LLC
   * Estate of Rowland C. Cobb
   * Raoul and Ellen Freeman Family Trust
   * PKS Development, Inc.
   * MDMK Farmington LLC
   * The Macerich Company
   * RREEF Management Company
   * West Valley Properties
   * Westwood Financial Corporation
   * Watt Management Company
   * Sywest Development
   * Primestor Los Jardines, LLC
   * J.H. Snyder Company
   * Sol Hoff Company, LLC
   * Beverly Wilcox Properties, LLC
   * GE Commercial Finance Business Property Corporation
   * Hing Properties
   * Publix Super Markets, Inc.
   * Ronald Pearson
   * Brandon Mall General Partnership
   * Walgreen Co.
   * Chestnut Hill Ventures, LLC

The objectors contended that:

   (a) the bid procedures set forth in the Bid Procedures Order
       are unreasonable and deficient; and

   (b) the Bid Procedures Order grants certain substantive rights
       to the Debtors that are inappropriate in the context of a
       bid procedures order.

These parties also filed joinders to Inland Southwest Management,
LLC's request to reconsider or vacate the Court's order :

   * Weingarten Realty Investors
   * RMC Property Group
   * BC Wood Properties
   * Basser Kaufman, Ltd.
   * Kimco Realty Corporation
   * Gibraltar Management
   * Realty Income Corporation and affiliates
   * CVS Pharmacy and affiliates
   * Oekos Management Corporation
   * King Entertainment, Inc.
   * King Entertainment Okeechobee, Inc.
   * Sunrise Plaza Associates, L.P.
   * Rudco Properties, Inc.
   * Rivercrest Realty Associates, LLC
   * The Widewaters Group, Inc.
   * Gateway Center Economic Development Partnership, Ltd.
   * Highlands Plaza LLC, Massachusetts
   * Grove Hall Retail Center LLC, Massachusetts
   * BTS Boonton LLC, New Jersey
   * The Matteson Companies
   * DIM Vastgoed, N.V.
   * CBRE Louisville, LLC
   * Linwood Tower LLC
   * Madison Lake Forest LLC
   * Trails Village Center Company
   * Lake Mead and Buffalo Partnership
   * Timothy and Linda Falvey Family Trust
   * Indian Valley Plaza, Inc.
   * Murrells Partners LLC
   * Glenwood Crossing LLC
   * Sawmill Ridge Plaza Ltd. Ptsp.
   * Great Southern Owner LLC
   * W/S North Hampton Properties, LLC
   * Julian Cohen and Stephen R. Weiner as Trustees of
       Malway Realty Trust
   * W/S Peak Canton Properties LLC
   * Jordan Bay Investment Corp.
   * Sugar Creek Village, L.P.
   * Wayside Development Company
   * Stockyards Development Group, LLC
   * Hollywood-Anniston, LLC
   * Hollywood-Tupelo, LLC
   * RD Investment LLC
   * James D. Johnson and Connie Sue Lemmon-Johnson
   * Holiday Park Plaza, Ltd.
   * Bowling Green Plaza, LLC
   * Swansea Realty Investments, LLC
   * Clinton Parkway Center, LLC
   * GE Commercial Finance Business Property Corporation

The Strip Delaware LLC withdrew its reconsideration request as a
result of an agreement reached with the Debtors.

             Landlords Object to Lease Cure Amounts

(A) H.E. Butt Store

H.E. Butt Store Property Company No. One objected to the Lease
Cure Amount for Store No. 43659 located in Westgate Shopping
Center, in Austin, Texas, reflected by the Debtors in their
notice of disposition of interests in certain nonresidential real
property leases.

According to HEB, the cure amount contained in the Notice of
Disposition is $11,663, which is an amount roughly equivalent to
one month's base rent of $9,625 plus one month's additional tax
rent of $1,040.  The Lease Cure Amount for the Property lease
reflected on the Web site maintained for the bankruptcy case is
$11,503.

HEB asserted that the Cure Amount should include an estimated
amount for the pro rata share of triple net adjustments, which
includes CAM charges, taxes and insurance, accrued through the
date of the commencement of the case which HEB Property Company
calculates to be $4,482, based on actual numbers for 2006:

   a. Taxes       $6,476  times 10/12ths  =   $5,396
   b. CAM        ($1,460) times 10/12ths  =  ($1,216)
   c. Insurance     $362  times 10/12ths  =     $302
                                              ------
      TOTAL                                   $4,482
                                              ======

Accordingly, HEB contended that the correct Cure Amount as to the
Property lease should be $15,985, computed $11,503 + $4,482.
HEB therefore asked the Court to set the correct Cure Amount as to
the Property lease at $15,985.

(B) Kimco and Pearson

Kimco Realty Corporation objected to the Debtors' proposed cure
amounts totaling not less than $89,000.  Kimco asserted that the
correct cure amount total not less than $111,000.

Ron Pearson, on the other hand, asserted a $14,491 prepetition
cure amount.

                    Debtors Resolve Objections

According to Mr. Barrett, the Debtors' efforts to resolve the
requests to reconsider have been a success.  Significantly, he
says, the request for reconsideration filed by The Inland Real
Estate Group of Companies, Inc., a member of the Official
Committee of Unsecured Creditors, and The Strip Delaware LLC,
have already been withdrawn.  The Debtors also resolved the
Committee's concerns regarding the auction procedures through
active and productive discussions without the need for the
Committee to file any formal objection with the Court.

In addition, the Debtors have reached tentative agreements with
various parties to withdraw a significant number of the remaining
motions to reconsider pending entry of a further amended order
modifying various aspects of the auction procedures.

Mr. Barrett relates, among other things, that the third amended
order, which will apply to all leases subject to the auction
procedures, provides these substantive modifications which are
more favorable to the landlords or creditors:

   a. the Debtors will provide documentation of a successful
      bidder's adequate assurances of future performance by e-
      mail no later than one business day following the auction
      to those landlords who have provided their e-mail addresses
      as set forth in the amended auction procedures, to provide
      landlords with additional time to review the information;

   b. the auction procedures have been clarified to ensure that
      each bidder must properly submit evidence of its adequate
      assurances of future performance under a particular lease
      for any bid to be considered at the auction, to provide
      landlords with greater comfort regarding the ability of
      potential assignees to honor obligations under the leases;

   c. landlords submitting bids are required only to waive
      prepetition claims in order to participate in the auction
      to provide landlords with greater ability to participate in
      the auction;

   d. issues with respect to the ongoing liability of a debtor-
      guarantor following the assumption and assignment of a
      lease will be resolved at a later date, if necessary, to
      allow landlords to reserve their rights with respect to
      that relief; and

   e. landlords are required only to submit deposits to the
      extent the landlord bids exceed the credit component of    
      the bids, to clarify that landlords do not have to submit
      a deposit for the non-cash component.

The Debtors assert that the third amended order reflects their
best efforts to reach an acceptable resolution for the benefit of
all landlords subject to the auction procedures while ensuring
that the auction remains a meaningful avenue through which the
Debtors may realize value for the benefit of their estates.  As a
result of these efforts, Mr. Barrett says, approximately 11
motions to reconsider have been resolved, most of which are
styled as joinders to the two motions that have been withdrawn.

The Debtors contend that the remaining motions to reconsider, to
the extent not withdrawn or resolved, should not be allowed to
prevent them from exercising their rights under the amended
auction procedures to maximize the value of their estates.

The Debtors remain committed to resolving all reasonable concerns
related to the auction procedures prior to the hearing on the
motions to reconsider, Mr. Barrett maintains.

The Debtors, hence, ask the Court to deny the objections in their
entirety and approve the amended auction and bid procedures.

                       About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment specialty        
retailer.  The company owns and operates 4,600 retail stores that
rent and sell DVDs, videocassettes and video games.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to
07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M.
Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors.  
Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak
Rock LLP, is the Debtors' local counsel.  The Debtors' claims &
balloting agent is Kutzman Carson Consultants LLC.  When the
Debtors' filed for protection from their creditors, they listed
total assets of $891,993,000 and total liabilities of
$1,419,215,000.  

The Official Committee of Unsecured Creditors has selected Robert
J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq.,
and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as
its lead counsel and Brian F. Kenney, Esq., at Miles & Stockbridge
PC, as its local counsel.  (Movie Gallery Bankruptcy News, Issue
No. 7; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Securities Delisted from NASDAQ
----------------------------------------------
The NASDAQ Stock Market filed a Form 25 with the Securities and
Exchange Commission on Nov. 7, 2007, to complete the delisting of
Movie Gallery, Inc.'s common stock.

Movie Gallery received notification from NASDAQ on Oct. 16, 2007,
indicating that its common stock will be delisted due to the
company's filing for protection under Chapter 11 of the U.S.
Bankruptcy Code and concerns about the Company's ability to
sustain compliance with all of NASDAQ's listing requirements.

Movie Gallery's stock was suspended on Oct. 25, 2007, and has not
traded on NASDAQ since that time.  

The delisting becomes effective 10 days after the Form 25 is
filed.

Headquartered in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.
It operates over 4,600 stores in the United States, Canada, and
Mexico under the Movie Gallery, Hollywood Entertainment, Game
Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to
07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and Richard M.
Cieri, Esq., at Kirkland & Ellis LLP, represent the Debtors.  
Michael A. Condyles, Esq., and Peter J. Barrett, Esq., at Kutak
Rock LLP, is the Debtors' local counsel.  The Debtors' claims &
balloting agent is Kutzman Carson Consultants LLC.  When the
Debtors' filed for protection from their creditors, they listed
total assets of $891,993,000 and total liabilities of
$1,419,215,000.  

The Official Committee of Unsecured Creditors has selected Robert
J. Feinstein, Esq., James I. Stang, Esq., Robert B. Orgel, Esq.,
and Brad Godshall, Esq., at Pachulski Stang Ziehl & Jones LLP, as
its lead counsel and Brian F. Kenney, Esq., at Miles & Stockbridge
PC, as its local counsel.


MQ ASSOCIATES: Unit Completes $45MM Merger with Novant Health
-------------------------------------------------------------
MedQuest Inc., the subsidiary of MQ Associates Inc., has completed
its merger agreement with Novant Health Inc.  Novant purchased
MedQuest Inc. for $45 million.  MedQuest Inc. will operate as a
wholly-owned subsidiary of Novant.

Immediately after the purchase MedQuest Inc. will have
approximately $369 million of debt outstanding.  If MedQuest
achieves agreed upon financial metrics during 2008, Novant will
pay up to an additional $35 million.

As reported in the Troubled Company Reporter on Aug. 15, 2007,
MQ Associates has entered into a definitive merger agreement
with Novant Health, a not-for-profit integrated healthcare system
in North and South Carolina, pursuant to which Novant will acquire
MQ Associates.  

"One of Novant's goals is to provide primary healthcare services
closer to where residents live," Paul Wiles, president and CEO of
Novant Health, explained.  "MedQuest centers have been achieving
that same goal by delivering excellent service to patients and
physicians."
    
MedQuest CEO, Chris Winkle, emphasized that both organizations
have much in common.  "We have worked extremely hard to build a
service-oriented company," Mr. Winkle said.  "Novant also has the
same passion for providing the best experience possible for
patients, families and doctors in their local communities."
    
MedQuest will operate as a wholly-owned, for-profit subsidiary of
Novant Health, much like the PARTNERS HMO did in the 1990s.
MedQuest's existing management team, which will participate in a
portion of the compensation being paid to existing stockholders in
the transaction, including the contingent
portion, continues to lead the company and there will be no
immediate changes for MedQuest employees or customers.
    
The leaders of the two organizations expect their merger to create
several major synergies, including integrating radiology images
and reports with other diagnostic information in patient records
in communities where both MedQuest centers and Novant hospitals,
physician practices and other services are located.

The two companies believe that this integration will decrease
duplicative testing and improve continuity of patient care.
MedQuest and Novant will also realize economies of scale and
savings with respect to complex and costly information technology
software and hardware required for state-of-the-art diagnostic
imaging centers.
    
"The savings we intend to achieve when we combine our resources
will help us meet other challenges, such as providing care for the
poor and uninsured, building new community hospitals, expanding
our crowded emergency rooms and inpatient units, and creating even
better access to ambulatory services," commented Wiles.

                       About Novant Health
    
Headquartered in Winston-Salem and Charlotte, North Carolina,
Novant Health Inc. -- http://www.novanthealth.org/-- is a not-
for-profit integrated group of hospitals and physician clinics
serving North and South Carolina.  Hospital affiliates include
Presbyterian Hospital, Presbyterian Orthopaedic Hospital,
Presbyterian Hospital Matthews and Presbyterian Hospital
Huntersville in the Charlotte, NC area; Forsyth Medical Center and
Medical Park Hospital in Winston-Salem, NC; Thomasville Medical
Center in Thomasville, NC; and Brunswick Community Hospital in
Supply, NC.  The Novant Medical Group consists of more than 800
physicians in 232 clinic locations.  Other Novant facilities and
programs include two nursing homes, outpatient surgery and
diagnostic centers, rehabilitation programs and community health
outreach programs.

                        About MQ Associates

Headquartered in Salt Lake City, Utah, MQ Associates Inc. is a
holding company and has no material assets or operations other
than its ownership of 100% of the outstanding capital stock of
MedQuest Inc.   MedQuest Inc. operates independent, fixed- site,
outpatient diagnostic imaging centers in the U.S.  These centers
provide high quality diagnostic imaging services using a variety
of technologies, including magnetic resonance imaging, computed
tomography, nuclear medicine, general radiology, bone
densitometry, ultrasound and mammography.  MedQuest Inc. operates
a network of 90 centers in thirteen states located throughout the
southeastern and southwestern U.S.

At Sept. 30, 2007, the company's balance sheet showed total assets
of $164 million and total liabilities of $476.3 million, resulting
to a shareholders' deficit of $312.3 million.


MQ ASSOCIATES: Offers to Purchase $316 Million of Senior Notes
--------------------------------------------------------------
MQ Associates Inc. and MedQuest Inc., a subsidiary of MQ
Associates are offering to purchase for cash:

   (i) any and all of the outstanding $136 million aggregate
       principal amount at maturity of 12-1/4% Senior Discount
       Notes due 2012 (CUSIP No. 55345RAC2)issued by MQ
       Associates; and

  (ii) any and all of the outstanding $180 million principal
       amount of 11-7/8% Senior Subordinated Notes due 2012
       (CUSIP No. 58505DAD1) issued by MedQuest.

On Nov. 9, 2007, MQ Associates completed its merger with Novant
Health Inc., a North Carolina nonprofit corporation.  The merger
resulted in a change of control under the terms of the indentures
with respect to the Discount Notes and the Subordinated Notes.
    
The total consideration for each $1,000 principal amount at
maturity of the Discount Notes tendered and accepted for purchase
pursuant to such tender offer will be 101% of the accreted value
of the Discount Notes to, but not including
Dec. 13, 2007.
    
The total consideration for each $1,000 principal amount of the
Subordinated Notes tendered and accepted for purchase pursuant to
such tender offer will be $1,010. MedQuest will pay accrued and
unpaid interest up to, but not including, the Settlement Date with
respect to the Subordinated Notes.
    
Each of the tender offers will expire at 8:00 a.m., New York City
time, on Dec. 12, 2007, unless extended.
    
MQ Associates and MedQuest expect to pay for any Notes purchased
pursuant to the tender offers in same-day funds on the Settlement
Date.
    
Questions about the Tender Offers may be directed to D.F. King &
Co., Inc., the information agent for the tender offers, at (800)
290-6426 (toll free) or (212) 269-5550 (collect).  Copies of the
Offer Documents and other related documents may be obtained from
the information agent.

                        About MQ Associates

Headquartered in Salt Lake City, Utah, MQ Associates Inc. is a
holding company and has no material assets or operations other
than its ownership of 100% of the outstanding capital stock of
MedQuest Inc.   MedQuest Inc. operates independent, fixed- site,
outpatient diagnostic imaging centers in the U.S.  These centers
provide high quality diagnostic imaging services using a variety
of technologies, including magnetic resonance imaging, computed
tomography, nuclear medicine, general radiology, bone
densitometry, ultrasound and mammography.  MedQuest Inc. operates
a network of 90 centers in thirteen states located primarily
throughout the southeastern and southwestern U.S.

At Sept. 30, 2007, the company's balance sheet showed total assets
of $164 million and total liabilities of $476.3 million, resulting
to a shareholders' deficit of $312.3 million.


MUSIC WORLD: Put Under Bankruptcy by Owners; To Close by January
----------------------------------------------------------------
Pindoff Record Sales Ltd., owner of Music World Ltd., placed Music
World under bankruptcy protection late last week in hopes to wind
down the company, Marina Strauss writes for Globe and Mail.  The
Ontario Superior Court of Justice granted Music World protection
from creditors on Nov. 9, 2007, Globe and Mail relates.

Pindoff plans to terminate more than 600 Music World workers by
January 31 next year, the report says, citing documents filed with
the Court.

Music World has been suffering losses which reached $9.2 million
in 2006 on revenues of $80.6 million, based on court documents,
Globe and Mail notes.

Music World is one of the victims of the slump in the Canadian
music industry, Globe and Mail further says.

Music World Ltd. is a music store chain, which presently operates
72 stores throughout Canada.  Eva and Kroum Pindoff started the
company in 1970.  During the late 1980s, Music World had more than
100 stores.


MYLOTTE DAVID: Organizational Meeting Scheduled on November 19
--------------------------------------------------------------
The U.S. Trustee for Region 3 will hold an organizational meeting
to appoint an official committee of unsecured creditors in  
Mylotte, David & Fitzpatrick's chapter 11 case at 2:00 p.m., on
Nov. 19, 2007, at the Office of the United States Trustee, 833
Chestnut Street, Suite 501, Chapter 11, 341 (a) Meeting Room in
Philadelphia, Pennsylvania.

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

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

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

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

Based in Springfield, Pennsylvania, Mylotte, David & Fitzpatrick
is an insurance defense firm.  On July 7, 2007, four creditors,
Arden Seven Penn Partners, LP, Summit Court Reporting, Inc.,
Graebel Eastern Movers, Inc., and Sir Lancelott Courier and
Delivery Service, filed an involuntary chapter 7 petition against
the company (Bankr. E.D. Pa. Case No. 07-14109).  Robert Tyler
Tomlinson, Esq. at Liederbach Huhn Foy Van Blank & Thompson,
represents the petitioning creditors.

On Oct. 12, 2007, the Court entered an order granting the
involuntary petition.  Arthur P. Liebershon was appointed as
chapter 7 trustee and represented by Paul Brinton Maschmeyer,
Esq., at Maschmeyer Karalis, P.C.

On Nov. 5, 2007, the Court converted the case to one under chapter
11.  In its schedules of assets and debts filed with the Court,
the company disclosed total assets of $1,403,116 and total debts
of $2,319,182.  Albert A. Ciardi, III, Esq., Dimitri L.
Karapeloue, Esq., and Thomas Daniel Bielli, Esq., at Ciardi &
Ciardi, P.C., represent the Debtor.  


NATIONAL ENERGY: Board to Liquidate Assets and Dissolve Company
---------------------------------------------------------------
National Energy Group Inc.'s board of directors determined, after
consideration of all strategic options available to the company,
to liquidate all of the company's assets and to dissolve the
company.

The company's board approved the dissolution of NEGI and the Plan
of Complete Dissolution and Liquidation, subject to required
shareholder approval.  The company intends to hold a special
meeting of the company's shareholders to seek approval of the Plan
and the dissolution of the company.

The company will disclose the timing of the meeting and set a
record date for the shares entitled to vote at the meeting after
the Securities and Exchange Commission has completed its
review of the related proxy materials that the company intends to
file in the near future.
    
After shareholder approval of the company's dissolution pursuant
to the Plan, the board expects to carry out an orderly
disposition of the company's assets and liabilities and then
declare a cash distribution to the company's shareholders.
    
The company's board has considered the appropriate application of
the company's remaining cash and short-term investment balances,
including but not limited to the possible acquisition
of producing oil and gas properties and related businesses and
assets or the equity in another entity which owns such properties,
businesses and assets.

The company's board concluded that the distribution of the
company's assets in a liquidation was in the best interests of the
company's shareholders when compared to other alternatives.

                About National Energy Group Inc.

Headquartered in Dallas, Texas, National Energy Group Inc.
(OTC:NEGI) -- http://www.negx.com/-- was a management company  
engaged in the business of managing the exploration, development,
production and operations of oil and natural gas properties,
primarily located in Texas, Oklahoma, Arkansas and Louisiana (both
onshore and in the Gulf of Mexico).  The company managed the oil
and natural gas operations of NEG Operating LLC, National Onshore
LP, formerly TransTexas Gas Corporation and National Offshore LP,
formerly Panaco Inc., all of which are affiliated entities.  Its
principal assets were its unconsolidated non-controlling 50%
membership interest in NEG Holding LLC and the management
agreements with Operating LLC, National Onshore and National
Offshore.  

On Nov. 21, 2006, NEGI completed the sale of its non-controlling
50% membership interest in NEG Holding LLC to NEG Oil & Gas LLC,
paid its debt obligations in full, terminated its management
agreements with NEG Operating LLC, National Onshore LP and
National Offshore LP and terminated the employment of the majority
of its employees.  Subsequent to Nov. 21, 2006, NEGI has no
business operations and its principal assets consist of cash and
short-term investment balances.


NATIONAL MONEY: Moody's Lifts Senior Secured Rating to B2 from B3
-----------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating and
senior secured credit facilities ratings of Dollar to B2 from B3.
The rating on Dollar's senior unsecured debt is affirmed at B3, in
recognition of its structural subordination to the senior secured
facilities.   The rating outlook is stable.

The upgrade reflects the fundamental strengths of the Dollar
business. These fundamental strengths include the significant
diversification of Dollar's business activities, by product (check
cashing, consumer lending, other financial services), country (US,
Canada, UK), and distribution channel (retail stores and
internet); strong market positions in its core markets (2nd
largest store network in the US, largest in Canada and the UK);
stable operating margins and operating cash flow; favorable growth
opportunities both domestically and internationally; and
experienced, long-tenured senior management team.

The upgrade also reflects Dollar's successful operating history
over an extended period of time, during which time Dollar has
continued to grow its business while overcoming significant
obstacles, such as the interruption of its U.S. bank-funded model
in 2005.

These strengths are balanced by a number of credit challenges
faced by the firm, including substantial leverage (with adjusted
debt/EBITDAR at about 6x at FYE 6/30/07, adjusted for cash from
the company's $200 million convertible debt offering); continued
risk of adverse legislation and litigation related to consumer
lending activities, in particular the payday lending product; the
inherently higher credit risk profile of the company's core
customer base; and the challenges and complexities inherent in
operating a multi-national enterprise (at FYE 6/30/07
international operations accounted for 67% of total assets and 72%
of total revenues), in particular regarding management resources,
administrative costs, and additional burdens typically imposed on
non-domestic companies, e.g. through local regulations, tariffs,
and labor controls.

On balance, however, Moody's judges the company's fundamental
strengths to be sustainable over time and supportive of a higher
rating.

What Could Change The Rating -- Up:

Improvement in core profitability and a change in financial policy
resulting in a permanent reduction of financial leverage in the
capital structure.

What Could Change The Rating -- Down:

Weakening core profitability, material deterioration in leverage
and debt service coverage metrics, and material adverse
developments in the political/regulatory framework.

The following ratings have been upgraded:

Dollar Financial Group, Inc.

   -- Corporate Family Rating to B2 from B3

   -- Senior Secured Rating to B2 from B3

National Money Mart Co.

   -- Senior Secured Rating to B2 from B3

Dollar Financial U.K. Limited

   --Senior Secured Rating to B2 from B3

These rating has been affirmed:

Dollar Financial Group, Inc.

   --Senior Unsecured Rating at B3

Moody's most recent rating action for Dollar occurred on October
4, 2006.

Dollar Financial Group is a wholly-owned subsidiary of Dollar
Financial Corp. (ticker symbol DLLR), a leading international
financial services company serving under-banked consumers.  
Dollar, based in Berwyn, PA, reported total assets of $834 million
at fiscal year end June 30, 2007.


NEUMANN HOMES: U.S. Trustee Appoints Seven-Member Creditors Panel
-----------------------------------------------------------------
William T. Neary, United States Trustee for Region 11, appointed
seven members to the Official Committee of Unsecured Creditors in
the Chapter 11 case of Neumann Homes, Inc., and its debtor-
affiliates.

The Creditors Committee members are:

   1) Residential Funding Company, LLC
      Attn: Laura Mollet
      8400 Normandale Lake Blvd., Ste. 250
      Minneapolis, Minnesota 55437

   2) Lake County Grading Company, LLC
      Attn: Mark Reich
      PO Box L
      Libertyville, Illinois 60048

   3) Lexon Insurance Company
      Attn: Eric H. Lindenman
      256 Jackson Meadows Drive, Ste. 201
      Hermitage, Tennessee 37076

   4) Chicago Title Insurance Company
      Attn: John V. Laird
      171 N. Clark Street
      Chicago, Illinois 60601

   5) Avenue Incorporated
      Attn: John P. Cooney
      10426 W. 163rd Place
      Orland Park, Illinois 60467

   6) D&B Advertising, Inc.
      Attn: Charles Smilgys
      53 E. St. Charles Road
      Villa Park, Illinois 60181

   7) Rite-Way Tile & Carpet Co., Inc.
      Attn: Andrew F. Maletich, Jr.
      1325 Rodeo Drive
      Bolingbrook, Illinois 60490

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.

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential    
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The company have built more than 11,000 homes in some
150 residential communities.  The company offer formal business
training to employees through classes, seminars, and computer-
based training.

The company filed for Chapter 11 protection on Nov. 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  When the Debtors filed
for protection against its creditors, they listed assets and debts
of more than $100 million.

(Neumann Bankruptcy News, Issue No. 2; Bankruptcy Creditors'
Services Inc. http://bankrupt.com/newsstand/or 215/945-7000).  


NEUMANN HOMES: Ad Hoc Group of Secured Trade Creditors Formed
-------------------------------------------------------------
On November 12, 2007, an Ad Hoc Group of Secured Trade Creditors
was formed to address issues faced by mechanics-lien claimants in
the bankruptcy cases of Neumann Homes, Inc., and its debtor-
affiliates.

The Ad Hoc Group of Secured Trade Creditors presently consists of
these founding members:

    Another Plumbing Co., LLC;
    J&L Concrete, Inc.;
    Keystone Electrical Company;
    Keystone Hearing and Cooling;
    Keystone Mechanical Industries, Inc.;
    S.S. Schwarz Construction, Inc.; and
    Stock Building Supply Company.


Members of the Ad Hoc Group of Secured Trade Creditors supplied
goods and/or services to Neumann Homes, Inc. and its related
debtor entities.  The mechanics lien claims held by the founding
members of the Ad Hoc Group of Secured Trade Creditors constitute
approximately 1/3 of the $11.9 million disclosed by the Neumann
Homes, Inc. in outstanding prepetition obligations that could
potentially be subject to mechanics lien claims.

The founding members of the Ad Hoc Group of Secured Trade
Creditors organized themselves in an effort to address their
collective concern that the Official Committee of Unsecured
Creditors is not likely to adequately represent their interests.  
Unlike creditors who are wholly unsecured, the members of the Ad
Hoc Group of Secured Trade Creditors are either lien creditors or
may have the ability to file liens under state-based mechanics
lien or similar statutes.

The Ad Hoc Group of Secured Trade Creditors is represented by the
law firm of Schiff Hardin LLP.  Jonathan Friedland and Jon C.
Vigano, both partners with Schiff Hardin's Restructuring,
Bankruptcy and Creditors' Rights Practice Group, lead the
representation of the Ad Hoc Group of Secured Trade Creditors.

Headquartered in Warrenville, Illinois, Neumann Homes Inc. --
http://www.neumannhomes.com/-- develops and builds residential    
real estate throughout the Midwest and West US.  The company is
active in the Chicago area, southeastern Wisconsin, Colorado, and
Michigan.  The company have built more than 11,000 homes in some
150 residential communities.  The company offer formal business
training to employees through classes, seminars, and computer-
based training.

The company filed for Chapter 11 protection on Nov. 1, 2007
(Bankr. N.D. Ill. Case No. 07-20412).  George Panagakis, Esq., at
Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the
Debtors to represent them in these cases.  When the Debtors filed
for protection against its creditors, they listed assets and debts
of more than $100 million.


OCCULOGIX INC: Posts $19.7 Million Net Loss in Qtr. Ended Sept. 30
------------------------------------------------------------------
OccuLogix Inc. disclosed consolidated financial results for the
three months ended Sept. 30, 2007.

The company reported a net loss of $19.7 million for the third
quarter ended Sept. 30, 2007, compared to a a net loss of
$3.6 million in the same quarter last year.

Results for the third quarter of 2007 included an aggregate of
$24.3 million in non-cash charges related to the company's
indefinite suspension of its RHEOTM System clinical development
program, offset partially by the favorable impact from a non-cash
$7.3 million gain on the recovery of income taxes also related to
the indefinite suspension of the RHEOTM System clinical
development program.

For the third quarter of 2007, net revenues were $15,225 compared
to $85,444 in the third quarter of 2006.

As of Sept. 30, 2007, the company had cash and cash equivalents of
$6.2 million.

At Sept. 30, 2007, the company's consolidated balance sheet showed
$56.5 million in total assets, $8.2 million in total liabilities,
$435,020 in minority interest, and $47.8 million in total
shareholders' equity.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with $7.8 million in total current
assets available to pay $8.2 million in total current liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 30, 2007, are available for
free at http://researcharchives.com/t/s?2538

                      Going Concern Doubt

As reported in the Troubled Company Reporter on March 22, 2007,
Ernst & Young LLP, in Toronto, Canada, expressed substantial doubt
about OccuLogix Inc.'s ability to continue as a going concern
after auditing the company's financial statements for the year
ended Dec. 31, 2006.  The auditing firm pointed to the company's
recurring losses.

                       About OccuLogix Inc.

Headquartered in Mississauga, Ontario, Canada, OccuLogix Inc.
(NasdaqGM: OCCX) (TSX: OC)  -- http://www.occulogix.com/-- is a  
healthcare company focused on ophthalmic devices for the diagnosis
and treatment of age-related eye diseases.


OPEN TEXT: Successful Integration Cues S&P's Stable Outlook
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on
Waterloo, Ontario-based enterprise software provider Open Text
Corp. to stable from negative.  At the same time, S&P affirmed the
ratings, including the 'BB-' long-term corporate credit rating, on
the company.  At Sept. 30, 2007, Open Text had $341 million of
debt outstanding.
     
"The outlook revision reflects the combination of a largely
successful integration of Hummingbird Ltd. (acquired Oct. 2,
2006), improved outlook for growth in software license revenues,
and a substantial improvement in adjusted debt leverage and
corresponding credit measures from reducing debt in recent
quarters," said Standard & Poor's credit analyst Madhav Hari.  
"The pace of any upward ratings revision, however, remains
constrained by the company's financial policy, in particular, its
acquisitive growth strategy and need to continue improving the
scale and scope of its product offerings given a rapidly
consolidating enterprise software industry," Mr. Hari added.
     
The ratings on Open Text are also constrained by the highly
competitive and consolidating technology marketplace in which it
operates, characterized by larger, more-integrated providers, and
an aggressive financial policy that includes an acquisitive growth
strategy.  These factors are partially offset by the company's
sizable market position within a niche segment of the broader
software industry, its solid scale given a large installed source
of customers, good customer and geographic diversity, a large base
of recurring revenues, and a history of generating healthy free
operating cash flow.
     
Open Text is a leading provider of Enterprise Content Management
software targeting large Global 2000 enterprise customers (46,000
customers; 25 million-plus users; 114 countries).  ECM software
and support services--an estimated $2.25 billion addressable
market--help large businesses capture, store, and manage
unstructured corporate data. In the medium term, the ECM market's
key revenue drivers are e-mail archiving and records management.  
Although the ECM software market has higher growth potential than
the overall software and IT sector, growth could remain volatile
as evidenced in recent years.
     
The stable outlook reflects a healthy demand for ECM software,
improved scale, traction with key channel partners such as SAP,
and the successful launch of the integrated DMX portfolio, which
should help generate low double-digit revenue growth.  
Nevertheless, debt leverage and corresponding credit measures
might not improve significantly from current levels as the
company uses discretionary cash flow to fund acquisitions or share
buybacks.  S&P could revise the outlook to positive or raise the
ratings on better-than-expected revenue growth and sustainable
credit metrics, which in part could be determined by the company
adopting a conservative financial policy.  Should Open Text's
operating performance weaken materially, or if it loses
significant market share, resulting in a deterioration of
profitability and credit metrics, S&P could downgrade the company
or revise the outlook to negative.


ORBITZ WORLDWIDE: Posts $32 Million Net Loss in Third Quarter
-------------------------------------------------------------
Orbitz Worldwide Inc. disclosed a net loss in the third
quarter of 2007 of $32 million, as compared to a net loss in the
third quarter of 2006 of $9 million.  Excluding the $32 million
non-cash deferred tax valuation allowance that was recorded
in the quarter in connection with the initial public offering, and
as required under SFAS No. 109, Accounting for Income Taxes, net
income would have been break-even.  Year to date, Orbitz Worldwide
reported a net loss of $74 million as compared to a net loss of
$141 million in the first nine months of 2006.

The company reported that for the third quarter ended Sept. 30,
2007, net revenue increased 20% to $221 million from $184 million
for the third quarter of 2006.  Year to date, net revenue  
increased 16% to $662 million from $573 million for the first nine
months of 2006.  Orbitz  Worldwide reported adjusted EBITDA for
the third quarter of 2007 was $43 million, an increase of 23% over
adjusted EBITDA of $35 million for the third quarter of 2006.         
Year to date adjusted EBITDA was $107 million, an increase of 32%
over the first nine months of 2006.  

"Our third quarter 2007 financial performance improved sharply
over 2006 levels as evidenced by our 23% growth in adjusted
EBITDA.  Our international businesses and CheapTickets
posted particularly strong year over year revenue growth.  In the
U.K., our new technology platform has been well received by
ebookers customers, and we expect it to continue to drive both
top-line growth and operating efficiencies.  Our focus is on
executing the strategic plan we outlined during the IPO process.
To that end, we continue to roll out our new technology platform
across our European sites and we will invest in our growing
international hotel business as we remain focused on increasing
our mix of non-air revenue," said Steve Barnhart, chief executive
officer and president of Orbitz Worldwide.

On a comparable basis, adjusting for purchase accounting impacts
in the third quarter of 2006 and the sale of an offline U.K.
travel business in the third quarter of 2007, net revenue
increased 12%.
         
Air revenue was $92 million for the third quarter of 2007, up from
$85 million, or 8%, in the third quarter of 2006.  Higher volume
globally drove the year-over-year increase.  On a comparable
basis, air revenue increased 14% for the third quarter of 2007 as
compared to the third quarter of 2006.
         
Non-air and other revenue was $129 million for the third quarter
of 2007, up from $99 million, or 30%, in the third quarter of
2006.  This increase was due primarily to a shift to merchant
bookings from retail bookings, higher domestic Average Daily Rates
for hotel, growth in dynamic packaging and international hotel
bookings, and higher revenue from travel insurance.  On a
comparable basis, non-air and other revenue increased 10% for the
third quarter of 2007 as compared to the third quarter of 2006.

                            Cash Flow

Orbitz Worldwide generated cash flow from operations of
$112 million for the nine months ended Sept. 30, 2007, compared to
$154 million for the nine months ended Sept. 30, 2006.  This
$42 million decrease in year to date 2007 operating cash flow is
primarily attributed to: $52 million of cash interest payments
made in the third quarter of 2007, of which $43 million
was payable under the company's $860 million intercompany loan
that was repaid in connection with the IPO and $9 million was
payable under the company's $600 million term loan; the delayed
receipt of $11 million in receivables in the third quarter 2007 at
one of the company's international subsidiaries; and approximately
$3 million of incremental public company costs incurred in the
third quarter of 2007, which were not incurred in 2006.

At Sept. 30, 2007, the company's consolidated financial statements
showed $1.986 billion in total assets, $1.224 billion in total
liabilities, $12 million in minority interest, and $750 million in
total shareholders' equity.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with $164 million in total current
assets available to pay $442 million in total current liabilities.

                      About Orbitz Worldwide

Headquartered in Chicago, Orbitz Worldwide Inc. (NYSE: OWW) --
http://orbitz.com/-- is a global online travel company that uses  
innovative technology to enable leisure and business travelers to
research, plan and book a broad range of travel products.  Orbitz
Worldwide Inc. owns and operates a portfolio of consumer brands
that includes Orbitz, CheapTickets, ebookers, HotelClub,
RatesToGo, the Away Network and the corporate travel brand Orbitz
for Business.

                          *     *     *

As reported in the Troubled Company Reporter on July 30, 2007,
Moody's Investors Service affirmed the recently assigned B2
corporate family rating to Orbitz Worldwide Inc.  


POINT PLEASANT: Moody's Junks Rating on $32 Million Notes
---------------------------------------------------------
Moody's Investors Service placed these notes issued by Point
Pleasant Funding 2007-1, Ltd. on review for possible downgrade:

Class Description: $254,930,000 Class A-1 Floating Rate Notes due
September 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $170,000,000 Class A-2 Floating Rate Notes due
September 2047

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

In addition Moody's also downgraded and left on review for
possible downgrade these notes:

Class Description: $100,000,000 Class B Floating Rate Notes due
September 2047

   -- Prior Rating: Aa2

   -- Current Rating: A3, on review for possible downgrade

Class Description: $28,000,000 Class C Deferrable Floating Rate
Notes due September 2047

   -- Prior Rating: A2

   -- Current Rating: Ba3, on review for possible downgrade

Class Description: $32,000,000 Class D Deferrable Floating Rate
Notes due September 2047

   -- Prior Rating: Baa2

   -- Current Rating: Caa3, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of structured
finance securities.


PRIMUS TELECOMMS: Has $445.6 Mil. Equity Deficit at Sept. 30
------------------------------------------------------------
PRIMUS Telecommunications Group Incorporated's consolidated
balance sheet at Sept. 30, 2007 showed total assets of
$470.7 million, total liabilities of $916.2 million, and total
stockholders' deficit of $445.6 million.

Net income was $6 million for the quarter ended Sept. 30, 2007,
compared to net income of $12 million in the prior quarter and
break-even in the third quarter 2006

Full-text copies of the company's financials are available for
free at http://ResearchArchives.com/t/s?24fa.

             Third Quarter 2007 Financial Results

PRIMUS reported third quarter 2007 net revenue of $225 million,
down $2 million from the prior quarter and down $20 million from
the third quarter 2006.

As reported last quarter, PRIMUS's improved operating results and
Adjusted EBITDA performance enabled it to raise over $94 million
in cash year-to-date and to extend its near-term debt maturities.

The company sold its Australian domain name business in the first
quarter 2007 and sold its 51% interest in a German subsidiary in
the third quarter 2007.

Net revenue from broadband, VOIP, local, wireless, data and
hosting services was $55 million (24% of net revenue) for the
third quarter 2007, as compared to $53 million (23% of net
revenue) in the prior quarter.

SG&A expense in the third quarter was $73 million (32.3% of net
revenue), up $4 million from $69 million in the prior quarter
(30.3% of net revenue) and up $1 million from $72 million (29.2%
of net revenue) in the year-ago quarter.

Income from operations was $9 million in the third quarter 2007,
an increase from $8 million in the prior quarter and consistent
with the third quarter 2006.

Interest expense for the third quarter 2007 was $16 million,
stable with the prior quarter and up from $13 million in the third
quarter 2006.

             Liquidity and Capital Resources

PRIMUS ended the third quarter 2007 with a cash balance of
$118 million ($109 million unrestricted) as compared to
$113 million ($105 million unrestricted) as of June 30, 2007.

Free cash flow for the third quarter 2007, as calculated in the
attached schedule, was negative ($10) million (comprised of
$3 million provided by operating activities and $13 million
utilized for capital expenditures) as compared to $1 million in
the prior quarter and negative ($14) million in the third quarter
2006.

The principal amount of PRIMUS's long-term debt obligations as of
Sept. 30, 2007 was $679 million, as compared to $684 million at
June 30, 2007.

"While we continue to experience declining revenue from legacy
long distance voice and dial-up ISP services, we have again
managed to increase overall margin percentage and contribution,"
said K. Paul Singh, chairman and chief executive officer of
PRIMUS.  "These favorable results are from a combination of
sequential growth from our high margin products, selective pruning
of low-margin revenue streams and improvements in our network cost
structure.  In the third quarter, net revenue from high margin
growth products increased 2% sequentially reaching annualized net
revenue of nearly $220 million."

"Thus, our strategy of generating increased contribution from
products such as broadband, VOIP, local, wireless, data and
hosting is well underway, and we plan to accelerate this effort
with prudent investments.  Our objective, over time, is to
generate increased growth product contribution that exceeds the
corresponding declines in legacy voice and dial-up Internet
products.  Even with the enhanced investment to support these
growth products, we continue to expect full year 2007 Adjusted
EBITDA to be in the range of $60 million to $65 million,"
Mr. Singh said.

               About PRIMUS Telecommunications

Headquartered in McLean, Virginia, PRIMUS Telecommunications Group
Inc. (OTCBB:PRTL) -- http://www.primustel.com/-- offers   
international and domestic voice, voice-over-Internet protocol,
Internet, wireless, data and hosting services to business and
residential retail customers and other carriers located primarily
in the U.S., Canada, Australia, the U.K. and western Europe.  
PRIMUS provides services over its global network of owned and
leased transmission facilities, including about 350 points-of-
presence throughout the world, ownership interests in undersea
fiber optic cable systems, 16 carrier-grade international gateway
and domestic switches, and a variety of operating relationships
that allow it to deliver traffic worldwide.

                     *     *     *

In December 2006, Moody's placed the company's long-term corporate
family rating and probability of default rating at Caa3, and
senior unsecured debt and subordinate debt ratings at Ca.  These
ratings still hold to date.  The outlook is negative.

Standard and Poor's placed the company's long-term foreign and
local issuer credits at CCC in April 2006, which still holds to
date.  The outlook is negative.


PRINCETON SKI: Organizational Meeting Scheduled on November 19
--------------------------------------------------------------
The U.S. Trustee for Region 3 will hold an organizational meeting
to appoint an official committee of unsecured creditors in
Princeton Ski Shop, Inc., and its debtor-affiliates' chapter 11
cases at 2:00 p.m., on Nov. 19, 2007, at the Office of the United
States Trustee, One Newark Center, 14th Floor, Room 1401, in
Newark, New Jersey.

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

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

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

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

Based in Clifton, New Jersey, Princeton Ski Shop, Inc., dba
Princeton Ski Shops, sells skiing goods and equipment.  The
company and three of its affiliates filed for chapter 11
protection on Nov. 4, 2007 (Bankr. D. N.J. Case Nos. 07-26206
through 07-26209).  Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, represents the Debtors.  When the
Debtors filed for bankruptcy protection, they disclosed estimated
assets and debts from $100,000 to $100 million.


PSEG ENERGY: Stand-Alone Credit Cues S&P to Hold 'BB-' Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on PSEG Energy Holdings LLC.  In addition, Standard
& Poor's revised the outlook on the rating to stable from
negative.  The rating on Newark, New Jersey-based Holdings is
based on the company's stand-alone credit quality, separate from
other members of the Public Service Enterprise Group Inc.
companies (Enterprise; BBB/Stable/A-2).
      
"We view Holdings' ability to successfully complete asset sales
and use funds to retire future debt maturities as favorable," said
Standard & Poor's credit analyst Aneesh Prabhu.  "The ongoing,
$609 million debt retirement since January 2006 and projected $207
million debt retirement in 2008 result in a significantly improved
credit profile," he continued.  The outlook revision to stable
reflects this improvement.
     
Holdings is an intermediate holding company.  Its credit quality
and liquidity profile are characterized by investments made by its
two operating subsidiaries, PSEG Global and PSEG Resources.  In
past years, PSEG Global invested in electric generation projects
and electric distribution systems.  Many of these investments were
made in unstable foreign markets, which exposed PSEG Global and,
in turn, Holdings, to volatile currencies and regulatory
environments.  PSEG Global has curtailed new investments, but its
subsidiaries continue to invest in capital improvements.  
Holdings' other operating subsidiary, PSEG Resources, invests in
financial transactions with an emphasis on leveraged leases in the
energy sector.
     
The outlook on Holdings is stable. Holdings' improving credit
profile could result in a higher corporate rating, but still
reflects credit concerns associated with the sizable contingent
liabilities from the ongoing IRS investigations into the
accelerated tax deductions related to leasing transactions.


SCO GROUP: Wants Cattleback Settlement Agreement Approved
---------------------------------------------------------
The SCO Group Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to approve an
agreement which provides for the settlement of a fraudulent
transfer dispute with one of the Debtors' wholly owned
subsidiaries, Cattleback Intellectual Property Holdings
Inc.

In June 2007, the Debtors decided to sell U.S. Patent No.
US 6,529,784 titled "Method and Apparatus for Monitoring
Computer Systems and Alerting Users of Actual or Potential
System Error."  

Ocean Tomo LLC, a professional intellectual property marketing
firm, was retained to market the patent.

The Debtors tell the Court that in July, upon Ocean Tomo's
recommendation, they formed Cattleback to hold and market the
patent.  Cattleback did not pay any consideration for the
transfer, the Debtors say.

Subsequently, the patent was auctioned and a $570,000 bid for the
patent won.  The Debtors filed for bankruptcy protection
few days after.

To resolve any disputes which could arise from the transfer, the
Debtors have agreed that:

      i. Cattleback will pay to the Debtors 100% of the net
         proceeds of the sale of the patent and will assume any
         obligations incurred by the Debtors for any development
         and marketing of that patent;

     ii. Cattleback will pay Ocean Tomo $60,500 as the balance
         of its fee for finding a buyer for the patent; and

    iii. Cattleback will pay the holder of the patent as well
         as several employees for bonuses of up to $45,000; and

     iv. Cattleback will turn over the balance of the sale
         proceeds to the Debtors in full and final satisfaction of
         any claims the Debtors may have against Cattleback.

A hearing to consider the request has been set for Dec. 5, 2007 at
10:00 a.m. Eastern time.  Objections are due Nov. 28.

Headquartered in Lindon, Utah, The SCO Group Inc. (Nasdaq: SCOX)
fka Caldera International Inc. -- http://www.sco.com/-- provides     
software technology for distributed, embedded and network-based
systems, offering SCO OpenServer for small to medium business and
UnixWare for enterprise applications and digital network services.

The company and its affiliate, SCO Operations Inc., filed for
Chapter 11 protection on Sept. 14, 2007, (Bankr. D. Del. Lead Case
No. 07-11337).  Paul Steven Singerman, Esq. and Arthur J. Spector,
Esq. at Berger Singerman PA and Laura Davis Jones, Esq. at
Pachulski Stang  Ziehl & Jones LLP are co-counsels to the Debtors.  
Epiq Bankruptcy Solutions, LLC, acts as the Debtors' claims and
noticing agent.  The United States Trustee failed to form an
Official Committee of Unsecured Creditors in these cases due to
insufficient response from creditors.  The Debtors' exclusive
period to file a chapter 11 plan expires on March 12, 2008.  The
Debtors' schedules of assets and liabilities showed total assets
of $9,549,519 and total liabilities of $3,018,489.


SILVER ELMS: Moody's Places Notes' Low-B Ratings Under Neg. Watch
-----------------------------------------------------------------
Moody's Investors Service placed these notes issued by Silver Elms
CDO plc on review for possible downgrade:

Class Description: $42,500,000 Class A-2 Floating Rate Notes, Due
2051

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

Class Description: $40,000,000 Class A-3 Floating Rate Notes, Due
2051

   -- Prior Rating: Aaa

   -- Current Rating: Aaa, on review for possible downgrade

In addition Moody's also downgraded and left on review for
possible downgrade these notes:

Class Description: $16,500,000 Class B Floating Rate Notes, Due
2051

   -- Prior Rating: Aa2

   -- Current Rating: A2, on review for possible downgrade

Class Description: $12,800,000 Class C Deferrable Floating Rate
Notes, Due 2051

   -- Prior Rating: A2

   -- Current Rating: Baa2, on review for possible downgrade

Class Description: $8,250,000 Class D-1 Deferrable Floating Rate
Notes, Due 2051

   -- Prior Rating: Baa2

   -- Current Rating: Ba2, on review for possible downgrade

Class Description: $7,450,000 Class E Notes Due 2051

   -- Prior Rating: Ba1

   -- Current Rating: B1, on review for possible downgrade

Class Description: EUR15,000,000 Combination Notes, Due 2051

   -- Prior Rating: A2

   -- Current Rating: Baa2, on review for possible downgrade

According to Moody's, the rating actions are the result of
deterioration in the credit quality of the transaction's
underlying collateral pool, which consists primarily of structured
finance securities.


STATION CASINOS: Sept. 30 Balance Sheet Upside-Down by $290MM
-------------------------------------------------------------
Station Casinos, Inc. disclosed results of its operations for the
third quarter ended Sept. 30, 2007.

At Sept. 30, 2007, the company's balance sheet showed total assets
of $3.9 billion and total liabilities of $4.2 billion, resulting
in a $290.9 million stockholders' deficit.

The company reported a net income of $3.7 million in the three
months ended Sept. 30, 2007, compared to last year's $19.2
million.

The company's net revenues for the third quarter ended
Sept. 30, 2007 were approximately $354.1 million, an increase of
2% compared to the prior year's third quarter.  The company
reported EBITDA for the quarter of $124.2 million, a decrease of
2% compared to the prior year's third quarter.

During the third quarter, the company incurred $2.3 million in
costs to develop new gaming opportunities, primarily related
to Native American gaming, $2.2 million related to merger
transaction costs, $0.9 million of preopening expenses and
$2.5 million of other non-recurring costs.

The company's earnings from its Green Valley Ranch joint venture
for the third quarter were $10.6 million, which represents a
combination of the company's management fee plus 50% of Green
Valley Ranch's operating income.  For the third quarter, Green
Valley Ranch generated EBITDA before management fees of
$25.4 million, which was virtually unchanged compared to the same
period in the prior year.

Long-term debt was $3.72 billion as of Sept. 30, 2007.  Total
capital expenditures were $202.9 million for the third quarter.  
Expansion and project capital expenditures included $9.0 million
for Phase III of Red Rock, $10.0 million for the expansion of
Fiesta Henderson, $26.2 million for the corporate office building
and $114.6 million for the purchase of land.  As of Sept. 30,
2007, the Company's debt to cash flow ratio, as defined in its
bank credit facility, was 6.3 to 1.

                     About Station Casinos

Headquartered in Las Vegas, Nevada, Station Casinos Inc. (NYSE:
STN) -- http://www.stationcasinos.com/-- owns and operates Red  
Rock Casino Resort and Spa, Palace Station Hotel & Casino, Boulder
Station Hotel & Casino, Santa Fe Station Hotel & Casino, Wildfire
Casino and Wild Wild West Gambling Hall & Hotel in Las Vegas,
Nevada, Texas Station Gambling Hall & Hotel and Fiesta Rancho
Casino Hotel in North Las Vegas, Nevada, and Sunset Station Hotel
& Casino, Fiesta Henderson Casino Hotel, Magic Star Casino and
Gold Rush Casino in Henderson, Nevada.  

Station also owns a 50% interest in Green Valley Ranch Station
Casino, Barley's Casino & Brewing Company and The Greens in
Henderson, Nevada and a 6.7% interest in the Palms Casino Resort
in Las Vegas, Nevada.  In addition, Station manages Thunder Valley
Casino near Sacramento, California on behalf of the United Auburn
Indian Community.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 12, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Station Casinos Inc. to 'B+' from 'BB-'.  The rating
outlook is negative.


STATION CASINOS: Completes Merger Deal with FCP Acquisition
-----------------------------------------------------------
Station Casinos Inc. completed its merger, last week, with FCP
Acquisition Sub, a Nevada corporation, with Station Casinos Inc.
continuing as the surviving corporation.  The merger was completed
pursuant to the Agreement and Plan of Merger, dated as of
Feb. 23, 2007 and amended as of May 4, 2007, among the company,
Fertitta Colony Partners LLC, a Nevada limited liability company,
and Merger Sub, as amended.

As a result of the Merger, approximately 24.1% of the issued and
outstanding shares of non-voting common stock of the company is
owned by Fertitta Partners LLC, a Nevada limited liability
company, which is owned by affiliates of Frank J. Fertitta III,
Chairman and Chief Executive Officer of Station, affiliates of
Lorenzo J. Fertitta, Vice Chairman and President of Station,
affiliates of Blake L. Sartini and Delise F. Sartini, and certain
officers and other members of management of the company.  The
remaining 75.9% of the issued and outstanding shares of non-voting
common stock of the company is owned by FCP Holding, Inc., a
Nevada corporation and a wholly-owned subsidiary of Parent.  
Parent is owned by an affiliate of Colony Capital, LLC and
affiliates of Frank J. Fertitta III and Lorenzo J. Fertitta.

Substantially simultaneously with the consummation of the merger,
shares of voting common stock of Station were issued for nominal
consideration to FCP VoteCo LLC, a Nevada limited liability
company, which is owned by Frank J. Fertitta III, Lorenzo J.
Fertitta and Thomas J. Barrack, Jr., the Chairman and Chief
Executive Officer of Colony.

                   New Senior Credit Facility

In connection with the Merger, the company, as borrower, entered
into a senior secured credit agreement with J.P. Morgan Securities
Inc. and Deutsche Bank Securities Inc., each as joint lead
arranger and joint bookrunner, JPMorgan Chase Bank, N.A., as
syndication agent, Deutsche Bank Trust Company Americas, as
administrative agent, and each of the lenders, that provides
senior secured financing of $900.0 million, consisting of a $650.0
million revolving credit facility and a $250.0 million term loan
facility.  The revolving credit facility includes sub limits for
letters of credit and short-term borrowings referred to as
swingline loans.

Initial borrowings in an aggregate principal amount of
$510 million were applied to pay a portion of the outstanding
amounts under the Third Amended and Restated Loan Agreement, by
and among Palace Station Hotel & Casino, Inc., Boulder Station,
Inc., Texas Station, LLC, Santa Fe Station, Inc., Sunset Station,
Inc., Lake Mead Station Holdings, LLC, Lake Mead Station, Inc.,
Fiesta Station Holdings, LLC, Fiesta Station, Inc., Charleston
Station, LLC, the Company and Bank of America, N.A., as
Administrative Agent, dated as of Dec. 15, 2005.

The new senior secured credit facility provides that the Company
has the right at any time from and after 180 days after the
closing date to request up to $100.0 million of incremental
commitments in the aggregate under one or more incremental term
loan facilities and/or revolving credit facilities and/or by
increasing commitments under the revolving credit facility.

The lenders under these facilities will not be under any
obligation to provide any such incremental commitments.  The terms
and conditions of such incremental commitments, other than the
interest rate applicable to any term loans, shall be the same as
the senior secured credit facility.  The lenders under any such
incremental commitments shall be entitled to all of the security
and guarantees provided in respect of the senior secured credit
facility on a pari passu basis.

                     About Station Casinos

Headquartered in Las Vegas, Nevada, Station Casinos Inc. (NYSE:
STN) -- http://www.stationcasinos.com/-- owns and operates Red  
Rock Casino Resort and Spa, Palace Station Hotel & Casino, Boulder
Station Hotel & Casino, Santa Fe Station Hotel & Casino, Wildfire
Casino and Wild Wild West Gambling Hall & Hotel in Las Vegas,
Nevada, Texas Station Gambling Hall & Hotel and Fiesta Rancho
Casino Hotel in North Las Vegas, Nevada, and Sunset Station Hotel
& Casino, Fiesta Henderson Casino Hotel, Magic Star Casino and
Gold Rush Casino in Henderson, Nevada.  

Station also owns a 50% interest in Green Valley Ranch Station
Casino, Barley's Casino & Brewing Company and The Greens in
Henderson, Nevada and a 6.7% interest in the Palms Casino Resort
in Las Vegas, Nevada.  In addition, Station manages Thunder Valley
Casino near Sacramento, California on behalf of the United Auburn
Indian Community.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 12, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Station Casinos Inc. to 'B+' from 'BB-'.  The rating
outlook is negative.


TAUBMAN CENTERS: Fitch Holds 'BB' Issuer Default Rating
-------------------------------------------------------
Fitch Ratings has affirmed these ratings on Taubman Centers, Inc.:

  -- Issuer Default Rating at 'BB';
  -- $187 million of outstanding preferred stock at 'BB-'.

Fitch has also affirmed the 'BB' IDR on The Taubman Realty Group
Limited Partnership, the operating partnership of Taubman Centers,
Inc.  The Rating Outlook on all the ratings is Stable.

The ratings reflect TCO's high quality and geographically
diversified portfolio of regional shopping centers and malls
located across 10 states.  TCO has one of the most productive
portfolios as measured by average sales per square foot.  Fitch
estimates average sales have exceeded $550 psf in 2007.  TCO's
strong operating performance is further reflected in same-store
net operating income growth measuring 6.9% year to date through
Sept. 30, 2007 compared to the first nine months of 2006.  The
portfolio is 93.3% leased as of Sept. 30, 2007.

The ratings are further supported by the company's solid coverage
ratios.  Total interest and fixed charge coverage ratios were 2.6x
and 2.1x respectively for the twelve months ending Sept. 30, 2007
with fixed charge coverage defined as recurring earnings before
interest, taxes, depreciation and amortization less capital
expenditures and straight line rent adjustments to total interest
expense and preferred dividends.

Rating concerns center on the company's limited financial
flexibility due to its nearly fully encumbered portfolio and its
joint venture partnerships.  Since the company employs an
exclusively secured financing strategy, 20 of the 22 assets are
encumbered by mortgage debt or collateral for the two lines of
credit and 12 of the 22 are joint venture partnerships.  The
ratings acknowledge the significant asset concentration inherent
in the portfolio as the company only has a total of 22 properties.  
In addition, the company's largest two properties comprise a
disproportionately high total of the company NOI estimated at
nearly 20%.

Additional concerns center on TCO's new development initiatives in
Asia and the slowing economy's impact on retail spending in the
coming year.  While Fitch appreciates the benefits of
international diversification and TCO's drive to seek
opportunities abroad, the company's expansion overseas adds a risk
premium to its development platform.  The uncertainty surrounding
the retail outlook in 2008 is another concern though TCO's
portfolio of high-end malls is expected to fare better than other
retail segments.

Taubman Centers, Inc. is a $3.6 billion (total undepreciated book
capital) Michigan-based real estate investment trust that
acquires, develops, owns, and manages regional shopping centers.  
As of Sept. 30, 2007, the company had interests in 22 regional and
super regional shopping centers aggregating 24.1 million square
feet of gross leaseable area located in ten states.  Ten of the
company's properties are wholly owned, five are also consolidated
and 95%, 90%, 78%, 50.1% and 50% owned, respectively and seven of
the properties are held in joint ventures.  On Oct. 18, 2007
Taubman opened a newly developed lifestyle center called the Mall
at Partridge Creek in Detroit, Michigan.  It is 100% owned by
Taubman.


TERWIN MORTGAGE: Poor Credit Support Cues S&P to Lower Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of asset-backed certificates from Terwin Mortgage Trust
Series TMTS 2004-3HE.  S&P downgraded class B-1 to 'B' from
'BBB+', class B-2 to 'CCC' from 'BBB', and class B-3 to 'CCC' from
'B'.  S&P also removed its rating on class B-3 from CreditWatch
with negative implications.
     
The lowered ratings reflect the recent deterioration of available
credit support.  As of the October 2007 remittance period, the
projected credit support levels were not sufficient to support the
previous ratings.  The six- and 12-month average losses for this
series were approximately $220,627 and $161,947, respectively, and
have outpaced monthly excess interest for most of the past 12
months.  This transaction is 42 months seasoned and has realized
$4.35 million, or 1.77% of the original principal balance, in
cumulative losses.  While this pool has paid down to 12.70% of its
original principal balance, total and serious (90-plus days,
foreclosures, and REOs) delinquencies are 14.20% and 10.64%, of
the current principal balance, respectively.
     
S&P removed the rating on class B-3 from CreditWatch because it
was lowered to 'CCC'.  According to Standard & Poor's surveillance
practices, ratings lower than 'B-' on classes of certificates or
notes from RMBS transactions are not eligible to be on CreditWatch
negative.
     
On the closing date, the collateral for this transaction consisted
of fixed- and adjustable-rate, fully amortizing payment mortgage
loans secured by first liens on one- to four-family residential
properties.


TRANSTEC INC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Transtec, Inc.
        44 Wolfe Street
        Bay Saint Louis, MS 39520

Bankruptcy Case No.: 07-51671

Chapter 11 Petition Date: November 9, 2007

Court: Southern District of Mississippi (Gulfport Divisional
       Office)

Judge: Edward Gaines

Debtor's Counsel: Robert Gambrell, Esq.
                  Gambrell & Stone, P.L.L.C.
                  P.O. Box 8299
                  Biloxi, MS 39535
                  Tel: (228) 388-9316
                  Fax: (228) 388-4433

Estimated Assets: $1 Million to $100 Million

Estimated Debts:  $100,000 to $1 Million

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


TRUESTAR BARNETT: Wants Voluntary Chapter 11 Case Dismissed
-----------------------------------------------------------
TrueStar Barnett LLC asks the United States Bankruptcy Court
for the District of Colorado to dismiss its voluntary chapter 11
bankruptcy petition filed on Aug. 31, 2007, under case number
07-19746.

The Debtor tells the Court that when it sought bankruptcy
protection, it did not have any knowledge that on the same day,
Optima Services International Ltd., a creditor, filed an
involuntary petition against the Debtor in the United States
Bankruptcy Court for the Northern District of Texas under Case
No. 07-34192.

On Oct. 15, 2007, at both the Debtor and Optima's behest,
an order for relief in the involuntary case in Texas was entered.

In this regard, the Debtor asserts that dismissal of the
voluntary case in Colorado is appropriate.

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.
at Bieging 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.


TWIN PEAKS FINANCIAL: Involuntary Chapter 11 Case Summary
---------------------------------------------------------
Alleged Debtor: Twin Peaks Financial Services, Inc.
                1604 West 12600 South
                Riverton, UT 84065

Case Number: 07-25399

Type of Business: The Debtor loans funds.

Involuntary Petition Date: November 9, 2007

Court: District of Utah (Salt Lake City)

Judge: Judith A. Boulden

Petitioner's Counsel: Mona Lyman Burton, Esq.
                      Holland and Hart
                      60 East South Temple, Suite 2000
                      Salt Lake City, UT 84111
                      Tel: (801) 595-7822
                      Fax: (801) 364-9124
         
   Petitioners                 Nature of Claim      Claim Amount
   -----------                 ---------------      ------------
Shane Rushton                  monies loaned            $700,000
3971 Fawn Hill Lane
Bluffdale, UT 84065

Alan Nissen                    monies loaned            $680,000
2121 Atlanta Avenue
Riverside, CA 92507

Todd Bruse                     monies loaned            $575,000
2113 Straw Circle
West Jordan, UT 84084

Keith Short                    monies loaned            $406,000
13144 South Day Meadow
Drive
Draper, UT 84020


TYSON FOODS: Outlines International Expansion Plans
---------------------------------------------------
As part of ongoing efforts to meet growing world demand for
protein, Tyson Foods, Inc. plans to expand the company's presence
in South America, China and Mexico.  Tyson's efforts to turn fat
into fuel also continue to move forward, with the selection of a
site in Louisiana for an alternative fuel production facility.

The international expansion and renewable fuel plans were reported
today as part of presentations by six Tyson executives to analysts
and investors at a meeting in New York City.

            International Sales Improvement Program

Rick Greubel, group vice president and president of Tyson
International, disclosed the company has set a goal of increasing
international sales from $3 billion in fiscal 2007 to $5 billion
by 2010.  Expanding and establishing operations in other countries
will be a key to achieving this objective.

Greubel reported the company has signed a letter of intent to buy
a mid-size, vertically integrated poultry business in Brazil.  
While details, including the name of the company, have not been
released, company officials hope to complete the acquisition
before the end of calendar 2007.

Tyson has also reached preliminary agreements for two joint
venture poultry operations in China.  While specific details were
not shared, Greubel indicated both ventures are currently expected
to be completed in fiscal year 2008 and will help make Tyson one
of the first companies in China to offer a full line of poultry
products.

Expansion of Tyson de Mexico, the Mexican poultry subsidiary of
Tyson Foods, is another ongoing objective.  The company is
exploring ways to significantly increase production at its chicken
processing operations in Mexico and also expand sales to customers
in the region, including those in Central America.

"Our global strategy is to target countries where we see the
consumption of protein growing rapidly," Mr. Greubel said.  "This
includes gaining access to new markets, as well as expanding
business with our existing international customers."

Tyson already has joint venture poultry and pork operations in
China and, through Tyson de Mexico, is one of the largest
producers of value-added chicken for retail and foodservice
customers in Mexico.  Earlier this year, the company announced the
formation of a vertically integrated beef operation in Argentina
with two other companies.  In addition, Tyson operates a cattle
feedlot and beef processing plant in Alberta, Canada.

                 Renewable Energy Strategic Quest

Tyson Foods also continues to take strategic steps in its quest to
be a premier player in renewable energy.  Dynamic Fuels LLC, a
company created by Tyson and Syntroleum Corporation of Tulsa, has
selected an existing industrial site in Louisiana to build a plant
to produce synthetic fuels from renewable feedstocks such as
animal fat and grease.  The specific location has not yet been
disclosed.

Construction is expected to start in 2008 with completion set for
early 2010. The project, which will cost up to $150 million, will
generate approximately 250 short-term construction jobs and 65
highly skilled permanent jobs.

"After extensive review of potential sites, we selected an
existing industrial site in Louisiana because it's near the needed
supply of feedstock and hydrogen, has an excellent transportation
infrastructure, and also because of the strong support of state
and local leaders," Jeff Webster, senior vice president, Tyson
Renewable Products Division, said.  "The selection represents
another exciting step forward in our strategy of leveraging
Tyson's access to animal by-products, our trading skills, and
industry relationships to become a premier player in renewable
energy."

Once fully operational, the facility is expected to produce 75
million gallons of fuel a year from animal fats, greases and
vegetable oils supplied by Tyson.  The unblended fuel can be used
as a premium fuel in existing diesel engines with no engine
modifications required and can also be upgraded into ultra-clean,
high quality synthetic jet fuel.

Tyson and ConocoPhillips also continue to move forward with plans
to convert animal fats into renewable diesel fuel.  Capital
investment for phase one, testing protocols and the establishment
of pre-processing conditions, are complete and production is
currently expected to start in December.  Tyson will initially
provide beef tallow from its Amarillo, Texas, beef complex to the
ConocoPhillips refinery in nearby Borger, Texas.

Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE:TSN) --
http://www.tysonfoods.com/-- is a processor and marketer of     
chicken, beef, and pork.  The company produces a wide variety of
protein-based and prepared food products, which are marketed
under the "Powered by Tyson(TM)" strategy.  The company has
operations in China, Japan, Singapore, South Korea, Taiwan, and
the United Kingdom.

                       *     *     *

As reported in the Troubled Company Reporter on Aug. 24, 2007,
Moody's Investors Service affirmed Tyson Foods Inc.'s ratings,
including its Ba1 corporate family rating and Ba1 probability of
default rating.  The rating outlook is negative.


TYSON FOODS: Earns $32 Million in Fourth Qtr. Ended Sept. 30
------------------------------------------------------------
Tyson Foods Inc. reported Monday net income of $32 million for the
fourth fiscal quarter ended Sept. 29, 2007, compared to a net loss
of $56 million in the same quarter last year.  Fourth quarter 2007
sales were $6.9 billion compared to $6.5 billion for the same
period last year.  Operating income was $102 million compared to
an operating loss of $20 million last year.

Sales for fiscal 2007 were $26.9 billion compared to $25.6 billion
last year.  Operating income was $614 million in fiscal 2007
compared to an operating loss of $77 million in fiscal 2006, and
net income was $268 million in fiscal 2007 compared to a net loss
of $196 million in fiscal 2006.

During the fourth quarter of fiscal 2007, the company recognized
$17 million of non-cash tax expense associated with the correction
of its fixed asset tax costs.  This was primarily related to a
fixed asset system conversion in 1999, which caused an
inappropriate increase in the company's fixed asset tax costs.

During the fourth quarter of fiscal 2006, the company recorded
pretax charges totaling $23 million associated with its Cost
Management Initiative, plant closing costs and other business
consolidation efforts.  These charges included severance expenses,
product rationalization costs and other asset impairment related
expenses.  The company also recorded a $15 million charge during
the fourth quarter of fiscal 2006 resulting from a review of its
tax account balances, as well as a $5 million charge related to
the cumulative effect of a change in accounting principle due to
the adoption of Financial Accounting Standards Board
Interpretation No. 47, "Accounting for Conditional Asset
Retirement Obligations," an interpretation of FASB Statement No.
143.  In the first nine months of fiscal 2006, the company
recorded pretax charges totaling $59 million associated with plant
closing costs.

"We made tremendous progress in fiscal 2007," said Richard L.
Bond, president and chief executive officer.  "I give all the
credit for our success to the Tyson team members, who have worked
so hard for this turnaround.

"All four segments were profitable for the quarter, as
anticipated, and profitability improved year over year for each
segment.  We achieved record sales of $27 billion, along with a
nearly $700 million operating income improvement.  Our
$2.8 billion debt balance at the end of the fiscal year was the
lowest it has been since the IBP acquisition in 2001.  We exceeded
$265 million in annualized savings from our Cost Management
Initiative, and we recently completed efforts to streamline the
organization and improve our decision making processes for greater
agility as a company," Bond said.

"As we begin 2008, we are experiencing some challenging market
conditions.  Based on present assessments, we believe we will
incur additional increased grain costs of approximately
$300 million in the chicken segment," Bond said.  "The current
beef environment is extremely difficult as well.

"Even with these concerns I remain very confident about the future
of Tyson Foods.  I believe we are a much stronger and better
positioned company, and I believe our strategies are right for
long term success."

At Sept. 29, 2007, the company's consolidated balance sheet showed
$10.230 billion in total assets, $5.499 billion in total
liabilities, and $4.731 billion in total shareholders' equity.

                        About Tyson Foods

Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE: TSN) --
http://www.tysonfoods.com/-- is a processor and marketer of     
chicken, beef, and pork.  The company provides a wide variety of
protein-based and prepared food products to customers throughout
the United States and more than 80 countries.  

                          *     *     *

As reported in the Troubled Company Reporter on Aug. 24, 2007,
Moody's Investors Service affirmed Tyson Foods Inc.'s ratings,
including its Ba1 corporate family rating and Ba1 probability of
default rating.  The rating outlook is negative.


VIRAGEN INC: AMEX to Delist Stock Effective November 19
-------------------------------------------------------
The American Stock Exchange LLC(R) had its final determination to
remove the common stock of Viragen Inc. from listing on the
Exchange, and filed an application on Form 25 to strike the
Securities from listing with the Securities and Exchange
Commission.

The delisting will become effective on Nov. 19, 2007, unless
postponed by the SEC.
    
Pursuant to its rules, the Exchange provided notice to Viragen
Inc. of the decision to delist the Securities and an opportunity
to appeal the decision to a panel designated by the Exchange's
Board of Governors.
    
The Exchange will provide public notice of its determination on
its website.  Notice will remain posted on the website until the
delisting is effective.
    
Based in Plantation, Florida, Viragen Inc. (Amex: VRA; VRA.U;
VRA.WS) (OTC BB: VGNI) -- http://www.viragen.com/-- is a bio-
pharmaceutical company engaged in the research, development,
manufacture and commercialization of products for the treatment of
cancers and viral diseases.  The company operates from three
locations: Plantation, Florida, which contains the company's
administrative offices and support; Viragen (Scotland) Ltd.,
located outside Edinburgh, Scotland, which conducts the company's
research and development activities; and ViraNative, located in
Umea, Sweden, which houses the company's human alpha interferon
manufacturing facilities.

                       Going Concern Doubt

Ernst & Young LLP, in Fort Lauderdale, Florida, raised substantial
doubt about Viragen, Inc.'s ability to continue as a going concern
after auditing the company's consolidated financial statements for
the years ended June 30, 2006, and 2005.  The auditing firm
pointed to the company's recurring operating losses, accumulated
and stockholders' deficiencies, and dependence on its ability to
raise adequate capital to fund necessary product commercialization
and development activities.


WENDY'S INTERNATIONAL: Fidelity National Cancels Planned Bid
------------------------------------------------------------
Fidelity National Financial Inc., one of the prospective bidders
for Wendy's International Inc., has decided to put off its buyout
offer for the fastfood chain, Janet Adamy of The Wall Street
Journal reports, citing a person familiar with the matter.

According to WSJ's source, Fidelity National pointed to the  
poor terms of a staple financing recently disclosed by Wendy's
banks as the reason why it is not going forward with its bid.

Fidelity National joined with Thomas H. Lee Partners LP, Oaktree
Capital Management LP, and Ares Management LLC to bid for Wendy's,
which group, WSJ says, is expected to rely on the banks' financing
package.

Earlier, an unnamed source told WSJ that the sale of Wendy's
could be affected by a financing package its lenders -- J.P.
Morgan Chase & Co. and Lehman Brothers Holdings Inc. -- provided.

The package, which is anchored by a securitization of the royalty
fees franchisees pay Wendy's, allows the lenders to back out
should financing conditions worsen, the unnamed source said.

Calling the financing as "highly conditional," the unnamed source
believes such term could lower bids or make bidders think twice
about proceeding.

Wendy's decided to sell the business in June 2007 to "minimize
disruption to the company and its operations."  

                    About Wendy's International

Based in Dublin, Ohio, Wendy's International Inc. (NYSE:
WEN) -- http://www.wendysintl.com/,http://www.wendys.com/-- and    
its subsidiaries operate, develop, and franchise a system of quick
service and fast casual restaurants in the Americas, Asia, the
Pacific Rim, Europe and the Middle East.

                          *     *     *

As reported in the Troubled Company Reporter on June 21, 2007,
Moody's Investors Service lowered all ratings of Wendy's
International Inc. and placed all ratings on review for further
possible downgrade.  Affected ratings include the company's
Ba2 corporate family rating which was lowered to Ba3.

Additionally, Standard & Poor's Ratings Services lowered its
corporate credit and senior unsecured debt ratings on Wendy's
International Inc. to 'BB-' from 'BB+'.


WESTAR ENERGY: Plans Public Offering of 7.6 Mil. Shares of Stock
----------------------------------------------------------------
Westar Energy Inc. plans to make a public offering of 7.6 million
shares of its common stock, subject to market conditions.  The
company expects that the underwriters will be granted an option to
purchase up to an additional 1.14 million shares to cover over-
allotments, if any.
    
The company intends to use any net proceeds that it receives upon
settlement of the forward sale agreement, to repay short-term debt
obligations incurred to fund investments in its electric utility
infrastructure, including projects to reduce air emissions from
its power plants, the construction of new natural gas-fired
turbines, the construction of new high capacity transmission
lines, and significant investments in wind turbines pending
receipt of satisfactory regulatory pre-approval, along with
funding general corporate purposes.
    
J.P. Morgan Securities Inc. and UBS Investment Bank are joint
book-running managers, and, together with Wachovia Capital Markets
LLC, are joint lead managers for the offering.

Other underwriters for the offering are Citigroup Global Markets
Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities
Inc., Edward D. Jones & Co. L.P. and Wedbush Morgan Securities
Inc.
    
In connection with the offering, the company will enter into an
agreement with an affiliate of UBS Investment Bank under which the
company will agree to sell to the Counterparty, subject to the
company's right to cash settle or net share settle the forward
sale agreement, in the aggregate 7.6 million shares of the
company's common stock at the price per share in the offering,
subject to certain adjustments.

In connection with hedging its exposure under the forward sale
agreement, the Counterparty is expected to borrow from third-party
lenders and sell in the aggregate 7.6 million shares of the
company's common stock at the close of this offering.
    
The offering of these securities will be made only by means of a
prospectus and a related prospectus supplement.  When available,
copies of the prospectus and prospectus supplement may be obtained
from:

     J.P. Morgan Securities Inc.
     4 Chase Metrotech Center, CS Level
     Brooklyn, NY 11245

             or

     UBS Investment Bank
     299 Park Avenue
     New York, NY 10171
     Tel (212) 821-3000
    
                      About Westar Energy

Headquartered in Topeka, Kansas, Westar Energy Inc. (NYSE: WR) --
http://www.westarenergy.com/-- is an electric utility in Kansas,  
providing electric service to about 674,000 customers in the
state.  Westar Energy has about 6,000 megawatts of electric
generation capacity and operates and coordinates approximately
34,000 miles of electric distribution and transmission lines.

                          *     *     *

Westar Energy Inc. still carries Fitch's 'BB+' long term issuer
default rating which was placed on June 12, 2007.


WESTLAKE CHEMICAL: Earns $38 Million in Third Quarter of 2007
-------------------------------------------------------------
Westlake Chemical Corporation reported net income of
$38.3 million for the third quarter of 2007.  This represents
a decrease from the third quarter of 2006 net income of
$61.7 million.  Sales for the third quarter of 2007 were
$840.2 million and income from operations for the third quarter of
2007 was $59.8 million.  This compares with net sales of $672.4
million and income from operations of $87.0 million in the third
quarter 2006.  The increase in sales is the result of higher
polyethylene sales volumes attributable to the Nov. 30, 2006
acquisition of Eastman Chemical's polyethylene business in
Longview, Texas.  The decline in income from operations was
primarily due to weakness in the Vinyls segment, particularly the
downstream products businesses, which was impacted by the slowdown
in the residential construction market.

Third quarter 2007 net income increased $400,000, from the $37.9
million net income, reported in the second quarter of 2007.  Third
quarter income from operations decreased $2.5 million from the
$62.3 million reported in the second quarter of 2007, while net
sales increased by $57.5 million from the $782.7 million reported
in the second quarter of 2007.  The increase in sales was
primarily due to higher selling prices for polyethylene, caustic
and PVC resin which were partially offset by lower sales volumes
for polyethylene and PVC pipe.  Income from operations was down
slightly as higher selling prices and margins in the Olefins
segment was offset by lower margins in the Vinyls segment.  Vinyls
segment margins declined in the third quarter of 2007 as compared
to the second quarter primarily due to the industry's inability to
raise prices sufficiently in downstream products in order to
offset increased feedstock costs and the impact of the legal
settlement of the litigation with PolyOne and Goodrich and
associated legal expenses.

For the nine months ended Sept. 30, 2007, net income was
$95.9 million, compared to $180.2 million net income for the nine
months ended Sept. 30, 2006, which included an after-tax charge of
$16.3 million, related to debt retirement costs incurred in the
first quarter of 2006.  Net sales increased $381.1 million, or
19.4%, to $2.3 billion for the nine months ended Sept. 30, 2007
from the $1.9 billion reported in the
nine months ended Sept. 30, 2006.  Income from operations was
$154.7 million for the nine months ended Sept. 30, 2007 as
compared to $304.7 million for the nine months ended Sept. 30,
2006.

"We are pleased with the performance of our Olefins segment,"
Albert Chao, President and Chief Executive Officer, said.  
"Polyethylene markets have remained strong all year both
domestically and export.  The industry has been able to implement
price increases, passing along higher feedstock costs and
maintaining strong margins.  The Longview acquisition so far has
proven to be a great addition to our company.  The U.S. gas-based
ethylene producers continue to enjoy a cost advantage over
naphtha-based ethylene, which puts us in a competitive position
globally.  We are, however, concerned with the recent increase in
crude oil prices and the effects it may have on the economy.
Vinyls selling prices and margins continue under pressure due to
the continued weakness in the domestic housing market."

Cash flows from operating activities were $95.0 million and
capital additions were $86.3 million for the nine months ended
Sept. 30, 2007.  At Sept. 30, 2007, the company's cash balance was
$139.3 million and debt was $335.2 million.

At Sept. 30, 2007, the company's balance sheet showed total assets
of $2.3 billion and total liabilities of $1.0 billion, resulting
in a $1.2 billion stockholders' equity.

Headquartered in Houston, Texas, Westlake Chemical Corporation
(NYSE:WLK) -- http://www.westlake.com/-- manufactures and  
supplies petrochemicals, polymers and fabricated products.  The
company's range of products includes: ethylene, polyethylene,
styrene, propylene, caustic, VCM, PVC and PVC pipe, windows and
fence.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 12, 2007,
Moody's Investors Service assigned a Ba3 rating to the
$250 million Louisiana Local Government Environmental Facilities
and Community Development Authority Revenue Bonds (Westlake
Chemical Corporation Projects) Series 2007.  Moody's also affirmed
Westlake's Ba2 corporate family rating, the Ba3 rating on its
existing unsecured notes and its positive outlook.  Moody's also
raised the LGD assessment on the existing notes to LGD4, 67% from
LGD5, 75% consistent with its Loss Given Default methodology.

As reported in the Troubled Company Reporter on Nov. 9, 2007,
Standard & Poor's Ratings Services revised its outlook on Westlake
Chemical Corp. to negative from stable.  S&P affirmed all ratings
on the company, including the 'BB+' corporate credit rating.
     
At the same time, S&P assigned its 'BB+' rating to Westlake's
proposed $250 million senior unsecured revenue bonds maturing in
2032, to be issued by The Louisiana Local Government Environmental
Facilities and Community Development Authority, of the State of
Louisiana.  Westlake will be the obligor on the bonds.


WILLIAMS COS: S&P Lifts Ratings on Four Certs. from BB+ to BBB-
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on four
Williams Cos. Inc. Credit-Linked Certificate Trust transactions to
'BBB-' from 'BB+': The Williams Cos. Inc. Credit-Linked
Certificate Trust III's $400 million 6.750% certificates due April
15, 2009; The Williams Cos. Inc. Credit-Linked Certificate Trust
IV's $100 million floating-rate certificates due May 1, 2009; The
Williams Cos. Inc. Credit-Linked Certificate Trust V's $500
million 6.375% certificates due Oct. 1, 2010; and The Williams
Cos. Inc. Credit-Linked Certificate Trust VI's $200 million
floating-rate certificates due Oct. 1, 2010.  At the same time,
S&P removed the ratings from CreditWatch, where they were placed
with positive implications on May 22, 2007.
     
The rating actions reflect the Nov. 9, 2007, upgrade of The
Williams Cos. Inc. and its affiliates, including the raised
corporate credit rating to 'BBB-' from 'BB+' and the removal of
all related ratings from CreditWatch positive.
     
Each of these The Williams Cos. Inc. Credit-Linked Certificate
Trust securitizations is a credit-linked transaction.  The ratings
on the certificates issued by each trust are based on the lower of
(i) the long-term ratings assigned to The Williams Cos. Inc., as
borrower under the credit agreement ('BBB-'); and (ii) the long-
term rating on Citibank N.A., as the swap counterparty (for the
The Williams Cos. Inc. Credit-Linked Certificate Trusts III and V
transactions), the deposit bank, and the subparticipation seller
('AA+').


* Moody's Downgrades Ratings on 64 Impac-backed Tranches
--------------------------------------------------------
Moody's Investors Service downgraded the ratings of 64 tranches
and has placed under review for possible downgrade the ratings of
34 tranches from 12 deals backed by Impac collateral in 2006 and
late 2005.  The collateral backing these classes consists of
primarily first lien, fixed and adjustable-rate, Alt-A mortgage
loans.

The ratings were downgraded and placed under review for downgrade
based on higher than anticipated rates of delinquency,
foreclosure, and REO in the underlying collateral relative to
credit enhancement levels.  Moody's has also applied its published
methodology updates to the non delinquent portion of the
transactions.

Issuer: Bear Stearns Asset Backed Securities I Trust 2006-IM1

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to A3, previously A1,

   -- Cl. M-5, Downgraded to Baa2, previously A2,

   -- Cl. M-6, Downgraded to Ba1, previously A3,

   -- Cl. M-7, Downgraded to B1, previously Baa1,

   -- Cl. M-8, Downgraded to Caa2, previously Baa2,

   -- Cl. M-9, Downgraded to C, previously Baa3.

Issuer: CWABS Asset-Backed Certificates Trust 2005-IM1

   -- Cl. M-5, Downgraded to Baa1, previously A2,

   -- Cl. M-6, Downgraded to Baa3, previously A3,

   -- Cl. M-7, Downgraded to B2, previously Baa1,

   -- Cl. B, Downgraded to C, previously Ba3.

Issuer: CWABS Asset-Backed Certificates Trust 2005-IM2

   -- Cl. M-4, Downgraded to A3, previously A1,

   -- Cl. M-5, Downgraded to Baa3, previously A2,

   -- Cl. M-6, Downgraded to Ba2, previously A3,

   -- Cl. M-7, Downgraded to Ca, previously Baa1,

   -- Cl. B, Downgraded to C, previously Ba1.

Issuer: CWABS Asset-Backed Certificates Trust 2005-IM3

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to Baa2, previously A1,

   -- Cl. M-5, Downgraded to B2, previously A2,

   -- Cl. M-6, Downgraded to Caa1, previously A3,

   -- Cl. M-7, Downgraded to C, previously Baa1,

   -- Cl. B, Downgraded to C, previously Baa2.

Issuer: CWABS Asset-Backed Certificates Trust 2006-IM1

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to Ba1, previously A1,

   -- Cl. M-5, Downgraded to B3, previously A2,

   -- Cl. M-6, Downgraded to Caa3, previously A3,

   -- Cl. M-7, Downgraded to C, previously Baa1,

   -- Cl. M-8, Downgraded to C, previously Baa2,

   -- Cl. B, Downgraded to C, previously Baa3.

Issuer: Impac CMB Trust Series 2005-8

   -- Cl. 1-M-6, Downgraded to Baa1, previously A3,

   -- Cl. 1-M-7, Downgraded to Ba3, previously Baa1,

   -- Cl. 1-B, Downgraded to B2, previously Baa2.

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2005-2

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to Baa1, previously A1,

   -- Cl. M-5, Downgraded to Ba1, previously A2,

   -- Cl. M-6, Downgraded to Ba2, previously A3,

   -- Cl. M-7, Downgraded to B2, previously Baa1,

   -- Cl. M-8, Downgraded to Ca, previously Baa2,

   -- Cl. B, Downgraded to C, previously Baa3.

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2006-1

   -- Cl. 1-A-1-2 Currently Aaa on review for possible downgrade,

   -- Cl. 1-A-2B Currently Aaa on review for possible downgrade,

   -- Cl. 1-A-2C Currently Aaa on review for possible downgrade,

   -- Cl. 1-M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. 1-M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. 1-M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. 1-M-4 Currently Aa3 on review for possible downgrade,

   -- Cl. 1-M-5, Downgraded to Baa1, previously A1,

   -- Cl. 1-M-6, Downgraded to Baa3, previously A2,

   -- Cl. 1-M-7, Downgraded to Ba1, previously A3,

   -- Cl. 1-M-8, Downgraded to Ba3, previously A3,

   -- Cl. 1-B, Downgraded to Ca, previously Baa3.

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2006-2

   -- Cl. 1-A1-2 Currently Aaa on review for possible downgrade,

   -- Cl. 1-A2-B Currently Aaa on review for possible downgrade,

   -- Cl. 1-A2-C Currently Aaa on review for possible downgrade,

   -- Cl. 1-M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. 1-M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. 1-M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. 1-M-4, Downgraded to Baa3, previously A1,

   -- Cl. 1-M-5, Downgraded to Ba1, previously A2,

   -- Cl. 1-M-6, Downgraded to Ba3, previously A3,

   -- Cl. 1-M-7, Downgraded to B3, previously Baa1,

   -- Cl. 1-M-8, Downgraded to Ca, previously Baa2,

   -- Cl. 1-B, Downgraded to C, previously Baa3.

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2006-3

   -- Cl. A-2M Currently Aaa on review for possible downgrade,

   -- Cl. A-3M Currently Aaa on review for possible downgrade,

   -- Cl. A-6M Currently Aaa on review for possible downgrade,

   -- Cl. A-7 Currently Aaa on review for possible downgrade,

   -- Cl. M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to A3, previously A1,

   -- Cl. M-5, Downgraded to Baa2, previously A2,

   -- Cl. M-6, Downgraded to Baa3, previously A3,

   -- Cl. M-7, Downgraded to Ba2, previously Baa1,

   -- Cl. M-8, Downgraded to B1, previously Baa2,

   -- Cl. B, Downgraded to Caa2, previously Baa3.

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2006-4

   -- Cl. M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. M-4, Downgraded to A3, previously A1,

   -- Cl. M-5, Downgraded to Baa2, previously A2,

   -- Cl. M-6, Downgraded to Ba1, previously A3,

   -- Cl. M-7, Downgraded to Ba3, previously Baa1,

   -- Cl. M-8, Downgraded to Ba3, previously Baa2,

   -- Cl. B, Downgraded to B2, previously Baa3.

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2006-5

   -- Cl. 1-M-1 Currently Aa1 on review for possible downgrade,

   -- Cl. 1-M-2 Currently Aa2 on review for possible downgrade,

   -- Cl. 1-M-3 Currently Aa3 on review for possible downgrade,

   -- Cl. 1-M-4, Downgraded to A2, previously A1,

   -- Cl. 1-M-5, Downgraded to Baa1, previously A2,

   -- Cl. 1-M-6, Downgraded to Baa2, previously A3,

   -- Cl. 1-M-7, Downgraded to Ba1, previously Baa1,

   -- Cl. 1-M-8, Downgraded to Ba2, previously Baa2,

   -- Cl. 1-B, Downgraded to Ba3, previously Baa3.


* Beard Group's Featured Audio Conference for November 2007
-----------------------------------------------------------
Beard Audio Conferences presents a bankruptcy-related
audio conferences for Nov.

   * The Battle of Green & Red: Effect of Bankruptcy on
     Obligations to Clean Up Contaminated Property

To register, visit http://www.beardaudioconferences.com


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
Nov. 15, 2007
      BEARD AUDIO CONFERENCES
      The Battle of Green & Red: Effect of Bankruptcy on
         Obligations to Clean Up Contaminated Property
            Contact: http://www.beardaudioconferences.com/

Nov. 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Cocktails and Networking
         The Buffalo Club, Buffalo, New York
            Contact: 716-440-6615 or http://www.turnaround.org/

Nov. 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      How the Plaintiff Won $850 Million from Freightliner in a
         Fraudulent Transfer Case
            University Club, Portland, Oregon
               Contact: http://www.turnaround.org/

Nov. 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Colorado Breakfast feat. Richard Scharf, President
         Denver Metro Convention and Visitors Bureau
            Denver Athletic Club, Denver, Colorado
               Contact: http://www.turnaround.org/

Nov. 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Senior Executive Forum & Networking Reception
         Standard Club, Chicago, Illinois
            Contact: http://www.turnaround.org/

Nov. 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      The Sub-Prime Mortgage Meltdown
         TMA/IWIRC/CREW Joint Meeting
            Double Tree Hotel Cleveland South, Independence, Ohio
               Contact: http://www.turnaround.org/

Nov. 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Portland Holiday Party
         University Club, Portland, Oregon
            Contact: 206-223-5495; http://www.turnaround.org/

Nov. 16, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Meeting with Chapter President, Bruce Sim
         Westin Buckhead, Atlanta, Georgia
            Contact: http://www.turnaround.org/

Nov. 22, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Mixer
         TBA, Vancouver, British Columbia
            Contact: 206-223-5495; http://www.turnaround.org/

Nov. 27, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon - Real Estate Panel
         Citrus Club, Orlando, Florida
            Contact: http://www.turnaround.org/

Nov. 26-27, 2006
   BEARD GROUP AND RENAISSANCE AMERICAN MANAGEMENT
      Fourteenth Annual Conference on Distressed Investing
         Maximizing Profits in the Distressed Debt Market
            The Jumeirah Essex House, New York, NY
               Contact: 800-726-2524; 903-595-3800;
                  http://beardconferences.com

Nov. 28, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Mixer
         SouthwestUSA Bank, Las Vegas, Nevada
            Contact: 702-952-2480 or http://www.turnaround.org/

Nov. 29, 2007
   INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION
      Holiday Gala
         Yale Club, New York, New York
            Contact: http://www.iwirc.org/

Nov. 29, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Special Speaker
         TBD, New Jersey
            Contact: 908-575-7333; http://www.turnaround.org/

Nov. 29, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Special Speaker
         Hilton, Sydney, Australia
            Contact: http://www.turnaround.org/

Nov. 29, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Arizona Chapter Meeting
         Contact: http://www.turnaround.org/

Dec. 3, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Fraud and Its Many Colors
         Omni Hotel, New Haven, Connecticut
            Contact: http://www.turnaround.org/

Dec. 3, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Australia Celebrates Christmas
         Blake Dawson Waldron, Sydney, Australia
            Contact: 02-9517-4041 or http://www.turnaround.org/

Dec. 5, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA/ACG Holiday Party
         Marriott Downtown, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

Dec. 5, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Holiday Networking Event with TMA/CFA
         TBA, Philadelphia, Pennsylvania
            Contact: 215-657-5551 or http://www.turnaround.org/

Dec. 6, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Seattle Holiday Party
         Athletic Club, Seattle, Washington
            Contact: 206-223-5495; http://www.turnaround.org/

Dec. 6-8, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Westin Mission Hills Resort, Rancho Mirage, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 10, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Party
         Guy Anthony's Restaurant, Merrick, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

Dec. 10, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Party
         Guy Anthony's Restaurant, Merrick, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

Dec. 10, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA/CFA Joint Holiday Party
         Maryland Club, Baltimore, Maryland
            Contact: 215-657-5551 or http://www.turnaround.org/

Dec. 12, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Holiday Networking Event with TMA/CFA
         Loews Hotel, Philadelphia, Pennsylvania
            Contact: 215-657-5551 or http://www.turnaround.org/

Dec. 13, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Colorado Chapter Annual Brew Pub & Pool Social
         Wynkoop Brewing Company, Denver, Colorado
            Contact: 303-847-5026 or http://www.turnaround.org/

Dec. 13, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Extravaganza - TMA & CFA
         Georgia Aquarium, Atlanta, Georgia
            Contact: 678-795-8103 or http://www.turnaround.org/

Dec. 13, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Extravaganza - TMA & CFA
         Georgia Aquarium, Atlanta, Georgia
            Contact: 678-795-8103 or http://www.turnaround.org/

Dec. 19, 2007
   LEXISNEXIS CONFERENCES
      Mealey's Asbestos Bankruptcy Conference
         Four Seasons Hotel, Miami, Florida
            Contact: http://www.lexisnexis.com/

Dec. 19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South Florida
            Contact: 561-882-1331; http://www.turnaround.org/

Jan. 10, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Distressed Debt Panel
         University Club, Jacksonville, Florida

Jan. 10, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      NJTMA Holiday Party
         Iberia Tavern & Restaurant, Newwark, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

Jan. 11, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Lenders Panel
         Westin Buckhead, Atlanta, Georgia
            Contact: http://www.turnaround.org/

Jan. 16, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Current Outlook: Workouts, Lending and Turnarounds
         Marriott North, Fort Lauderdale, Florida
            Contact: http://www.turnaround.org/

Jan. 17-18, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Caribbean Insolvency Symposium
         Westin Diplomat, Hollywood, Florida
            Contact: http://www.abiworld.org/

Jan. 28, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Finding Money: Int'l Asset Search and
         Recovery Methods for Collecting Judgments
            Centre Club, Tampa, Florida
               Contact: http://www.turnaround.org/

Feb. 7, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      PowerPlay
         Philips Arena, Atlanta, Georgia
            Contact: 678-795-8103 or http://www.turnaround.org/

Feb. 7, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Event
         Carnelian Room, San Francisco, California
            Contact: 510-346-6000 ext 226 or
                     http://www.turnaround.org/

Feb. 7, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      PowerPlay
         Philips Arena, Atlanta, Georgia
            Contact: 678-795-8103 or http://www.turnaround.org/

Feb. 14-16, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      13th Annual Rocky Mountain Bankruptcy Conference
         Westin Tabor Center, Denver, Colorado
            Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 22, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Bankruptcy Battleground West
         Fairmont Miramar, Santa Monica, California
            Contact: http://www.abiworld.org/

Feb. 23-26, 2008
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Bankruptcy Litigation Seminar I
         Park City, Utah
            Contact: http://www.nortoninstitutes.org/

Feb. 26, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Retail Panel
         Citrus Club, Orlando, Florida
            Contact: www.turnaround.org/

Feb. 27-28, 2008
   EUROMONEY INSTITUTIONAL INVESTOR
      6th Annual Distressed Investing Forum
         Union League Club, New York, New York
            Contact: http://www.euromoneyplc.com/

Mar. 6-8, 2008
   ALI-ABA
      Fundamentals of Bankruptcy Law
         Mandalay Bay Resort, Las Vegas, Nevada
            Contact: http://www.ali-aba.org/

Mar. 8-10, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Conrad Duberstein Moot Court Competition
         St. John's University School of Law, New York
            Contact: http://www.abiworld.org/

Mar. 19, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Bankers Club of Miami, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

Mar. 25, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon - Maggie Good
         Centre Club, Tampa, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

Mar. 25-29, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         Ritz Carlton Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

Mar. 27-30, 2008
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Bankruptcy Litigation Seminar II
         Las Vegas, Nevada
            Contact: http://www.nortoninstitutes.org/

Apr. 3, 2008
   INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION
      Annual Spring Luncheon
         Renaissance Hotel, Washington, District of Columbia
            Contact: 703-449-1316 or www.iwirc.org

Apr. 3, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Nuts and Bolts for Young Practitioners - East
         The Renaissance, Washington, District of Columbia
            Contact: http://www.abiworld.org/

Apr. 3-6, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      26th Annual Spring Meeting
         The Renaissance, Washington, District of Columbia
            Contact: http://www.abiworld.org/

Apr. 25-27, 2008
   NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES
      NABT Spring Seminar
         Eldorado Hotel & Spa, Santa Fe, New Mexico
            Contact: http://www.nabt.com/

May 1-2, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Debt Symposium
         Hilton Garden Inn, Champagne/Urbana, Illinois
            Contact: 1-703-739-0800; http://www.abiworld.org/

May 9, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Nuts and Bolts for Young Practitioners - NYC
         Alexander Hamilton U.S. Custom House, New York
            Contact: 1-703-739-0800; http://www.abiworld.org/

May 12, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      New York City Bankruptcy Conference
         Millennium Broadway Hotel & Conference Center, New York
            Contact: 1-703-739-0800; http://www.abiworld.org/

May 13-16, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Litigation Skills Symposium
         Tulane University, New Orleans, Louisiana
            Contact: 1-703-739-0800; http://www.abiworld.org/

May 18-20, 2008
   INTERNATIONAL BAR ASSOCIATION
      14th Annual Global Insolvency & Restructuring Conference
         Stockholm, Sweden
            Contact: http://www.ibanet.org/

June 4-7, 2008
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      24th Annual Bankruptcy & Restructuring Conference
         J.W. Marriott Spa and Resort, Las Vegas, Nevada
            Contact: http://www.airacira.org/

June 12-14, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      15th Annual Central States Bankruptcy Workshop
         Grand Traverse Resort and Spa, Traverse City, Michigan
            Contact: http://www.abiworld.org/

June 19-21, 2008
   ALI-ABA
      Partnerships, LLCs, and LLPs: Uniform Acts, Taxation,
         Drafting, Securities, and Bankruptcy
            Omni Hotel, San Francisco, California
               Contact: http://www.ali-aba.org/

June 26-29, 2008
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Western Mountains Bankruptcy Law Seminar
         Jackson Hole, Wyoming
            Contact: http://www.nortoninstitutes.org/

July 10-13, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      16th Annual Northeast Bankruptcy Conference
         Ocean Edge Resort
            Brewster, Massachussets
               Contact: http://www.abiworld.org/events

July 31 - Aug. 2, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      4th Annual Mid-Atlantic Bankruptcy Workshop
         Hyatt Regency Chesapeake Bay
            Cambridge, Maryland
               Contact: http://www.abiworld.org/

Aug. 16-19, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      13th Annual Southeast Bankruptcy Workshop
         Ritz-Carlton, Amelia Island, Florida
            Contact: http://www.abiworld.org/

Aug. 20-24, 2008
   NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES
      NABT Convention
         Captain Cook, Anchorage, Alaska
            Contact: http://www.nabt.com/

Sept. 4-5, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Complex Financial Restructuring Program
         Four Seasons, Las Vegas, Nevada
            Contact: http://www.abiworld.org/

Sept. 4-6, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Four Seasons, Las Vegas, Nevada
            Contact: http://www.abiworld.org/

Sept. 24-26, 2008
   INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION
      IWIRC 15th Annual Fall Conference
         Scottsdale, Arizona
            Contact: http://www.ncbj.org/

Sept. 24-27, 2008
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Desert Ridge Marriott, Scottsdale, Arizona
            Contact: http://www.iwirc.org/

Oct. 9, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Luncheon - Chapter 11
         University Club, Jacksonville, Florida
            Contact: http://www.turnaround.org/

Oct. 28-31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott New Orleans, Louisiana
            Contact: 312-578-6900; http://www.turnaround.org/
  
Dec. 3-5, 2008
   AMERICAN BANKRUPTCY INSTITUTE
      20th Annual Winter Leadership Conference
         Westin La Paloma Resort & Spa
            Tucson, Arizona
               Contact: http://www.abiworld.org/

May 7-10, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      27th Annual Spring Meeting
         Gaylord National Resort & Convention Center
            National Harbor, Maryland
               Contact: http://www.abiworld.org/

June 11-13, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort and Spa
            Traverse City, Michigan
               Contact: http://www.abiworld.org/

June 21-24, 2009
   INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY &
      BANKRUPTCY PROFESSIONALS
         8th International World Congress
            TBA
               Contact: http://www.insol.org/

July 16-19, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Mt. Washington Inn
            Bretton Woods, New Hampshire
               Contact: http://www.abiworld.org/

Sept. 10-12, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      17th Annual Southwest Bankruptcy Conference
         Hyatt Regency Lake Tahoe, Incline Village, Nevada
            Contact: http://www.abiworld.org/

Oct. 5-9, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Desert Ridge, Phoenix, Arizona
            Contact: 312-578-6900; http://www.turnaround.org/

Dec. 3-5, 2009
   AMERICAN BANKRUPTCY INSTITUTE
      21st Annual Winter Leadership Conference
         La Quinta Resort & Spa, La Quinta, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 4-8, 2010
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         JW Marriott Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

BEARD AUDIO CONFERENCES
   2006 BACPA Library   
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com;
               http://researcharchives.com/t/s?20fa

BEARD AUDIO CONFERENCES
   BAPCPA One Year On: Lessons Learned and Outlook
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Calpine's Chapter 11 Filing
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Carve-Out Agreements for Unsecured Creditors
      Contact: 240-629-3300; http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Changes to Cross-Border Insolvencies
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Changing Roles & Responsibilities of Creditors' Committees
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   China\u2019s New Enterprise Bankruptcy Law
      Contact: 240-629-3300;
         http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Clash of the Titans -- Bankruptcy vs. IP Rights
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Coming Changes in Small Business Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Dana's Chapter 11 Filing
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Deepening Insolvency \u2013 Widening Controversy: Current
Risks,
      Latest Decisions
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Diagnosing Problems in Troubled Companies
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Distressed Claims Trading
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Distressed Market Opportunities
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Distressed Real Estate under BAPCPA
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Employee Benefits and Executive Compensation under the New
      Code
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Equitable Subordination and Recharacterization
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Fundamentals of Corporate Bankruptcy and Restructuring
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Handling Complex Chapter 11
      Restructuring Issues  
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Healthcare Bankruptcy Reforms
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   High-Yield Opportunities in Distressed Investing
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Homestead Exemptions under BAPCPA
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Hospitals in Crisis: The Insolvency Crisis Plaguing
      Hospitals Across the U.S.
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   IP Rights In Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   KERPs and Bonuses under BAPCPA
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Non-Traditional Lenders and the Impact of Loan-to-Own
      Strategies on the Restructuring Process
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Partnerships in Bankruptcy: Unwinding The Deal
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Privacy Rights, Protections & Pitfalls in Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Real Estate Bankruptcy
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Reverse Mergers\u2014the New IPO?
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Second Lien Financings and Intercreditor Agreements
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Surviving the Digital Deluge: Best Practices in E-Discovery
      and Records Management for Bankruptcy Practitioners
         and Litigators
            Audio Conference Recording
               Contact: 240-629-3300;
                  http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Technology as a Competitive Advantage For Today\u2019s Legal
Processes
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   The Battle of Green & Red: Effect of Bankruptcy
      on Obligations to Clean Up Contaminated Property
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   The Subprime Sector Meltdown:
      Legal Developments and Latest Opportunities
         Contact: 240-629-3300;
http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Twenty-Day Claims  
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Using Virtual Data Rooms to Expedite M&A and Insolvency
Proceedings
         Contact: 240-629-3300;
http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   Validating Distressed Security Portfolios: Year-End Price
      Validation and Risk Assessment
         Audio Conference Recording
            Contact: 240-629-3300;
               http://www.beardaudioconferences.com/

BEARD AUDIO CONFERENCES
   When Tenants File -- A Landlord's BAPCPA Survival Guide
      Audio Conference Recording
         Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via e-mail
to conferences@bankrupt.com are encouraged.

                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.  
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11
cases involving less than $1,000,000 in assets and liabilities
delivered to nation's bankruptcy courts.  The list includes links
to freely downloadable images of these small-dollar petitions in
Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                             *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy,
Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva,
Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez,
Tara Marie A. Martin, John Paul C. Canonigo, Sheena R. Jusay, and
Peter A. Chapman, Editors.

Copyright 2007.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher Beard
at 240/629-3300.

                    *** End of Transmission ***