T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, December 12, 2007, Vol. 11, No. 294 Headlines ACCELLENT INC: Moody's Junks Family Rating on Covenant Amendment ACE SECURITIES: Fitch Junks Ratings on Two Certificate Classes ACE SECURITIES: Fitch Lowers Ratings on $52.1 Million Certs. ACTIVISION INC: Kotick and Kelly to Get $10MM Cash Bonuses Each AMSCAN HOLDING: Moody's Confirms Ba3 Rating on Credit Facility APIDOS CDO: S&P Assigns 'BB' Rating on Class D (PIK) Notes ATARI INC: Amends Credit Facility to Increase Borrowing by $4 Mil. AXIA INC: Weak Earnings Prompt S&P to Junk Credit Rating BANC OF AMERICA: S&P Affirms Ratings on 20 Certificate Classes BANC OF AMERICA: S&P Holds Low-B Ratings on Six Cert. Classes BIG A: Committee Taps Liner Yankelevitz as Bankruptcy Counsel BIG A: U.S. Trustee Elects 2 Additional Members to Creditors Panel BOSQUE POWER: Moody's Assigns (P)B1 Rating on $412.5MM Facility BROADCAST INT'L: Sept. 30 Balance Sheet Upside-Down by $3,685,278 CAPITAL AUTOMOTIVE: S&P Affirms 'BB+' Corporate Credit Rating CARBIZ INC: Begins Operations in Sioux City & Council Bluffs Area CARLOS CARABALLO-ORTIZ: Case Summary & 21 Largest Unsec. Creditors CETUS ABS: S&P Places Ratings Under Negative CreditWatch CHAMPION ENTERPRISES: S&P Lifts Rating on Sr. Notes to B+ from B CITIMORTGAGE ALTERNATIVE: Fitch Cuts Ratings on Two Classes to B CLAYMONT STEEL: $565MM Evraz Deal Cues Moody's to Review Ratings CLAYMONT STEEL: S&P Places All Ratings Under Positive Watch COGNIGEN NETWORKS: Completes Acquisition of Commission River COMPASS DIVERSIFIED: Amends Credit Pact; Gets New $150MM Term Loan CONSOLIDATED COMMS: Cash/Stock Election Deadline is December 27 CONSTRUCTION RESOURCES: Case Summary & 20 Largest Unsec. Creditors CSFB HOME: Moody's Lowers Ratings on 19 Tranches CWABS: Moody's Lowers Ratings on 70 Tranches DANA VILLAS ASSOCIATES: Voluntary Chapter 11 Case Summary DEL FRISCO'S: S-1/A Filing Cues S&P to Put Ratings Under Watch DUKE FUNDING: EOD Notices Prompt Fitch to Junk Ratings EL POLLO: Court Decision Prompts S&P's Negative CreditWatch EPICOR SOFTWARE: Moody's Affirms B1 Corporate Family Rating FIELDSTONE MORTGAGE: Moody's Junks Ratings on Three Classes FIRST FRANKLIN: Moody's Cuts Rating on Class M-5 to B1 from A2 GLOBAL GEOPHYSICAL: Moody's Rates $150MM Credit Facilities at B2 GREAT ATLANTIC: S&P Lifts Corp. Credit Rating to B from B- HELIX ENERGY: Moody's Rates Proposed $500MM Senior Notes at B3 HOLLINGER INC: Black Gets a Modest 6-1/2 Years Jail Term for Fraud HOLOGIC INC: Completes $1.7 Bil. Offering of Conv. Senior Notes ICONIX BRAND: S&P Rates Proposed $60MM Add-On Term Loan at BB INDYMAC BANCORP: S&P Lowers Credit Rating to BB+/B from BBB-/A-3 INSIGNIA VESSEL: Moody's Holds B2 Rating with Stable Outlook IXI MOBILE: Sept. 30 Balance Sheet Upside-Down by $15.5 Million JP MORGAN: Fitch Affirms 'B-' Rating on $2.8MM Class P Certs. K-SEA TRANSPORTATION: S&P Holds 'BB-' Corporate Credit Rating KALISPEL TRIBE: Fitch Assigns Issuer Rating at B+ KEYSTONE AUTOMOTIVE: Weak Performance Cues S&P to Cut Rating LEINER HEALTH: Strategic Plans Prompt S&P to Cut Credit Rating LL&E ROYALTY: Reports Cash Loss of $166,944 in Third Quarter MATTRESS GALLERY: Court Sets December 15 as Claims Filing Deadline MBIA INC: Inks $1 Billion Stock Purchase Deal with Warburg Pincus MBIA INC: Barclays Sees $4.2 Bil. Losses Despite Warburg's Help MBIA INC: Fitch Provides Commentary on Capital-Raising Activity MERRILL LYNCH: S&P Affirms 'B+' Rating on Class F Certificates MGM MIRAGE: Board Approves Amendment and Restatement of Bylaws MONITOR OIL: Can Borrow $1 Million from $5 Million Financing MORGAN STANLEY: Limited Amortization Cues Fitch to Hold Ratings MTI TECHNOLOGY: Court OKs Manatt Phelps as Special SEC Counsel MUSICLAND HOLDING: Panel Wants to Avoid Payments to 10 Creditors NEUMANN HOMES: Committee Taps Paul Hastings as Counsel NEUMANN HOMES: Gets Initial OK to Use Lenders' Cash Collateral NICHOLS BROS: Inks $20 Mil. Consortium with Todd and Martinac OBLAST OF KIROV: Moody's Assigns Ba3 Issuer Rating OSHUN DEVELOPMENT: Case Summary & 18 Largest Unsecured Creditors OWENS-ILLINOIS: Debt Reduction Cues Fitch to Lift IDR to B+ PCI GAMING: Moody's Rates $185MM Muti-Draw Term Facility at B1 PHOENIX FOOTWEAR: Earns $11.1 Million in Third Quarter POPE & TALBOT: Remaining Wood Products Sale Procedures Opposed POPE & TALBOT: Trade Creditors Ask Court to Secure Goods Payment PROBE MFG: Sept. 30 Balance Sheet Upside-Down by $309,938 PROVIDENCE SERVICE: Deal Change Cues Moody's to Withdraw Rating REAL MEX: Poor Liquidity Cues Moody's to Cut CFR to B3 from B2 RENAISSANCE HOME: Moody's Lowers Rating on Class M-8 to B3 ROBERT NIEBAUER: Case Summary & 18 Largest Unsecured Creditor ROCKY ROBINSON: Can Employ Sheridan-MacMahon as Sales Agent ROCKY ROBINSON: Judge Mitchell OKs Marcher Consultants as Advisor ROCKY ROBINSON: Submits Schedules of Assets and Liabilities SAFENET INC: Lt. Gen. Steven Boutelle Joins Board of Directors SALEM CAPITAL: Exclusive Plan Filing Period Expires on February 22 SALEM CAPITAL: Gets Court OK to Hire Shaw Guissis as Counsel SALEM CAPITAL: Submits Schedules of Assets and Liabilities SAXON ASSET: Moody's Cuts Rating on Cl. B-3 to B2 from Baa3 SEA CONTAINERS: SCSL Panel Wants to Set Record Staring on Progress SEA CONTAINERS: Wins GE Seaco Arbitration Case SEARS HOLDINGS: Inks Privacy Contract with Restoration Hardware SOURCE MEDIA: Moody's Affirms B1 Corporate Family Rating SOUTHAVEN POWER: Seeks Court's Approval on Asset Sale Procedure ST MARY LAND: S&P Holds 'BB-' Rating and Revises Outlook to Pos. STRUCTURED ASSET: Moody's Downgrades Ratings on 51 Tranches SUPERMERCADOS BONANZA: Files Schedules of Assets and Liabilities SUPERMERCADOS BONANZA: Section 341(a) Meeting Reset to January 14 THORNBURG MORTGAGE: S&P Removes 'B' Rating from Negative Watch U.S. DRY: Completes Initial Closing of $3.5 Mil. Conv. Financing VILLAGE WALK LLC: Case Summary & Three Largest Unsecured Creditors WARD WHITE: Discloses Intention to Dissolve WARP 9: Sept. 30 Balance Sheet Upside-Down by $572,431 WASHINGTON MUTUAL: To Close WaMu Capital; Cuts Staff by 22% WASHINGTON MUTUAL: Moody's Cuts FS Rating to C- from C+ WCI COMMUNITIES: Gets Limited Waiver Extension Until January 7 WELLS FARGO: Fitch Affirms Ratings on 148 Certificate Classes WELLS FARGO: Moody's Downgrades Ratings on 12 Tranches WENDY'S INTERNATIONAL: Says Financial Performance is "Improving" WENDY'S INTERNATIONAL: Gives Update on Strategic Review Process WENDY'S INT'L: Ian Rowden Steps Down as Chief Marketing Officer WR GRACE: Deadline to File Opposition to Daubert Briefs is Dec. 21 WR GRACE: Rehearing Plea on Libby Conspiracy Charge Denied XEROX CORP: S&P Lifts Rating on Preferred Trust to BBB- from BB XM SATELLITE: SEC Won't Take Any Action On Stock Option Practices * Fitch Expects Steel Industry Will See Further Consolidation * Fitch Expects US Airlines Credit Recovery Will Be Slow in 2008 * Fitch Says Prime and Subprime Losses Climbed Further in November * Fitch Says US Gaming Industry Has Stable Outlook * Linda Grant Williams Joins as Dreier LLP's Corporate Partner * Beard Audio Conferences Presents * Upcoming Meetings, Conferences and Seminar ********* ACCELLENT INC: Moody's Junks Family Rating on Covenant Amendment ---------------------------------------------------------------- Moody's Investors Service downgraded Accellent Inc.'s Corporate Family Rating to Caa1 from B3 and assigned a negative outlook. At the same time, Moody's changed Accellent's speculative grade liquidity rating to an SGL-4 from an SGL-3 rating. The downgrades are based primarily on very tight headroom under recently amended covenants creating impaired liquidity, continued weakness in top-line growth, and negative free cash flow generation -- which has continued to worsen since our January 2007 downgrade. Moody's Senior Credit Officer, Diana Lee, commented, "Accellent's new senior management team must quickly take steps to shore up weak liquidity." The company will need to increase margins or see higher sales from improvements in its end-users' markets to reverse negative operating trends. The negative outlook reflects our belief that tight covenants and weak cash flow generation limit the company's ability to draw under its revolver over the near term. Further, Moody's believe the likelihood of a covenant violation is relatively high even absent any additional draws. Accellent Inc. Ratings downgraded: -- Corporate family rating to Caa1 from B3 -- Secured revolver to B2 (LGD2, 29%) from B1 (LGD2, 29%) -- Secured term loan to B2 (LGD2, 29%) from B1 (LGD2, 29%) -- Sr. subordinated notes to Caa3 (LGD5, 83%) from Caa2 (LGD5, 83%) -- PDR to Caa1 from B3 -- Speculative grade liquidity rating to SGL-4 from SGL-3 Accellent Inc., headquartered in Wilmington, Massachussetts, is an outsource manufacturer of medical products, primarily serving the cardiology, endoscopy, and orthopedic markets. ACE SECURITIES: Fitch Junks Ratings on Two Certificate Classes -------------------------------------------------------------- Fitch has taken rating actions on Ace Securities Corporation mortgage pass-through certificate: Ace 2003-NC1 -- Class A affirmed at 'AAA'; -- Class M-1 affirmed at 'AA+'; -- Class M-2 affirmed at 'A+'; -- Class M-3 affirmed at 'BBB+'; -- Class M-4 downgraded to 'BB' from 'BBB-'; -- Class M-5 downgraded to 'CC/DR3' from 'BB'; -- Class M-6 downgraded to 'C/DR5' from 'BB-'. The affirmations, affecting approximately $90.9 million of the outstanding balances, are taken as a result of a satisfactory relationship of credit enhancement to expected losses. The downgrades, affecting approximately $6.4 million of the outstanding balances, are taken as a result of a deteriorating relationship between expected losses and credit enhancement. The collateral of the above transaction consists of fixed- and adjustable-rate subprime mortgage loans secured by first and second liens on residential properties. As of the October 2007 distribution date, delinquencies are 25.99%, with 1.03% losses to date. Ace 2003-NC1 is seasoned 48 months with a pool factor of 12%. Wells Fargo Bank is the master servicer of the loans (rated 'RMS1' by Fitch). ACE SECURITIES: Fitch Lowers Ratings on $52.1 Million Certs. ------------------------------------------------------------ Fitch Ratings has taken these rating actions on three series of Ace Securities Corporation mortgage pass-through certificates. Affirmations total $671.9 million and downgrades total $52.1 million. In addition, $51.9 million was either placed on or remains on Rating Watch Negative. Break Loss percentages and Loss Coverage Ratios for each class are included with the rating actions as: Ace 2005-HE2 -- $19.1 million class A affirmed at 'AAA' (BL: 93.99, LCR: 7.22); -- $70.7 million class M-1 affirmed at 'AA+' (BL: 79.99, LCR: 6.15); -- $39 million class M-2 affirmed at 'AA' (BL: 66.45, LCR: 5.11); -- $23.7 million class M-3 affirmed at 'AA-' (BL: 58.12, LCR: 4.47); -- $21.3 million class M-4 affirmed at 'A+' (BL: 50.59, LCR: 3.89); -- $20.7 million class M-5 affirmed at 'A+' (BL: 43.27, LCR: 3.32); -- $18.2 million class M-6 affirmed at 'A' (BL: 36.67, LCR: 2.82); -- $15.2 million class M-7 affirmed at 'A-' (BL: 31.02, LCR: 2.38). -- $15.2 million class M-8 affirmed at 'BBB+' (BL: 25.31, LCR: 1.94); -- $12.1 million class M-9 rated 'BBB', and placed on Rating Watch Negative (BL: 20.50, LCR: 1.58); -- $12.1 million class M-10 rated 'BBB-', remains on Rating -- $16.4 million class B-1 downgraded to 'C/DR3' from 'BB' (BL: 9.46, LCR: 0.73); Watch Negative (BL: 15.63, LCR: 1.20); -- $7.3 million class B-2 downgraded to 'C/DR5' from 'BB-' (BL: 7.44, LCR: 0.57). Deal Summary -- Originators: 83% Freemont -- 60+ day Delinquency: 44.29% -- Realized Losses to date (% of Original Balance): 0.90%; -- Expected Remaining Losses (% of Current Balance): 13.02%; -- Cumulative Expected Losses (% of Original Balance): 4.08%. Ace 2005-HE3 -- $112.7 million class A affirmed at 'AAA' (BL: 79.97, LCR: 5.38); -- $58.3 million class M-1 affirmed at 'AA+' (BL: 59.91, LCR: 4.03); -- $35.4 million class M-2 affirmed at 'AA' (BL: 49.50, LCR: 3.33); -- $22.3 million class M-3 affirmed at 'AA-' (BL: 40.99, LCR: 2.76); -- $19.6 million class M-4 affirmed at 'A+' (BL: 36.46, LCR: 2.45); -- $18.5 million class M-5 affirmed at 'A' (BL: 31.16, LCR: 2.10); -- $17.9 million class M-6 affirmed at 'A-' (BL: 25.75, LCR: 1.73); -- $14.1 million class M-7 affirmed at 'BBB' (BL: 21.31, LCR: 1.43); -- $13 million class M-8 rated 'BBB-', and placed on Rating Watch Negative (BL: 17.23, LCR: 1.16); -- $10.9 million class M-9 downgraded to 'BB-' from 'BB' (BL: 13.66, LCR: 0.92); -- $6.5 million class B-1 downgraded to 'B' from 'BB-' (BL: 11.42, LCR: 0.77); -- $10.9 million class B-2 downgraded to 'C/DR5' from 'B+' (BL: 7.88, LCR: 0.53). Deal Summary -- Originators: Various -- 60+ day Delinquency: 38.54% -- Realized Losses to date (% of Original Balance): 1.40%; -- Expected Remaining Losses (% of Current Balance): 14.87%; -- Cumulative Expected Losses (% of Original Balance): 5.96%. Ace 2005-RM2 -- $25.2 million class A affirmed at 'AAA' (BL: 97.58, LCR: 11.16); -- $20.9 million class M-1 affirmed at 'AA+' (BL: 79.20, LCR: 9.06); -- $18.6 million class M-2 affirmed at 'AA+' (BL: 66.43, LCR: 7.60); -- $11 million class M-3 affirmed at 'AA' (BL: 58.82, LCR: 6.73); -- $10.1 million class M-4 affirmed at 'AA-' (BL: 51.74, LCR: 5.92); -- $9.6 million class M-5 affirmed at 'A+' (BL: 45.06, LCR: 5.16); -- $9.3 million class M-6 affirmed at 'A' (BL: 26.00, LCR: 2.97); -- $7.6 million class M-7 affirmed at 'A-' (BL: 23.03, LCR: 2.64); -- $5.9 million class M-8 affirmed at 'A-' (BL: 20.61, LCR: 2.36); -- $5.3 million class M-9 affirmed at 'BBB+' (BL: 18.53, LCR: 2.12); -- $5 million class M-10 affirmed at 'BBB' (BL: 16.56, LCR: 1.89); -- $5.6 million class M-11 rated 'BBB-', and placed on Rating Watch Negative (BL: 14.48, LCR: 1.66); -- $8.7 million class B-1 rated 'BB', remains on Rating Watch Negative (BL: 10.66, LCR: 1.22). Deal Summary -- Originators: 100% ResMae -- 60+ day Delinquency: 25.67% -- Realized Losses to date (% of Original Balance): 1.53%; -- Expected Remaining Losses (% of Current Balance): 8.74%; -- Cumulative Expected Losses (% of Original Balance): 3.88%. The rating actions are based on changes that Fitch has made to its subprime loss forecasting assumptions. The updated assumptions better capture the deteriorating performance of pools from 2007, 2006 and late 2005 with regard to continued poor loan performance and home price weakness. ACTIVISION INC: Kotick and Kelly to Get $10MM Cash Bonuses Each --------------------------------------------------------------- Activision Inc. entered into an replacement bonus agreement with its chairman and chief executive, Bobby Kotick, and co-chairman, Brian Kelly dated as of Dec. 1, 2007. The RBA replaces the original employment agreement dated May 22, 2000 between the company and the two executive officers as a result of a merger agreement between Vivendi SA and Activision. Replacement Bonus Messrs. Kotick and Kelly will each be entitled to two cash bonuses payable as: (i) first bonus of $5,000,000 will be paid in a cash lump sum not later than Dec. 31, 2007; and (ii) second bonus of $5,000,000 will be paid in a cash lump sum on the date the combination transactions are consummated provided that Messrs. Kotick and Kelly are continuously employed by the company Group through the consummation date. In addition, Messrs. Kotick and Kelly will each receive restricted stock unit bonuses. On the consummation date, the company will each grant Messrs. Kotick and Kelly 363,637 RSUs pursuant to the company's 2007 incentive plan. The RSUs will vest in full on Dec. 31, 2010, provided that Messrs. Kotick and Kelly are continuously employed by the company through the vesting date. If the combination transactions or an alternative transaction is not consummated on or prior to June 30, 2009, Messrs. Kotick and Kelly will each have no entitlement to the second bonus or the RSU bonus. Waiver of Rights Both executives have waived their rights under an amended employment agreement in connection with the combination transactions to: (i) elect to receive a cash payment in respect of all stock options held equal to, as to each share of company common stock subject to the stock options, the excess of the closing price of the company common stock on the date of the combination transactions over the option exercise price; (ii) accelerated vesting of all unvested stock options on the date of the combination transactions; and (iii) resign for any reason during the six month period following the three month anniversary of the combination transactions and receive a severance payment equal to five times the sum of their base salary and most recent annual bonus, a pro-rata annual bonus for the year of resignation and two years of health insurance continuation. Vivendi and Activision Merger As reported in the Troubled Company Reporter on Dec. 3, 2007, Activision and Vivendi have signed a definitive agreement to combine Vivendi Games, Vivendi's interactive entertainment business -- which includes Blizzard Entertainment's World of Warcraft(R), the world's #1 multi-player online role-playing game franchise -- with Activision, creating the world's largest pure- play online and console game publisher. The new company, Activision Blizzard, is expected to have approximately $3.8 billion in pro forma combined calendar 2007 revenues and the highest operating margins of any major third- party video game publisher. On closing of the transaction, Activision will be renamed Activision Blizzard and will continue to operate as a public company traded on NASDAQ under the ticker ATVI. About Vivendi Vivendi (Euronext Paris: VIV) -- http://www.vivendi.com/-- is a global provider of digital entertainment like music, TV, cinema, mobile, internet, and games through its ownership of Universal Music Group, Canal+ Group, SFR, Maroc Telecom and Vivendi Games. In 2006, Vivendi had revenues of over EUR20 billion and a global headcount of 39,000. Listed on the Paris Stock market, Vivendi is a member of the CAC 40. About Vivendi Games Vivendi Games globally develops, publishes and distributes multiplatform interactive entertainment. The company is the leader in the subscription-based massively multi-player online role-playing games (MMORPG) category and is building on its position in the PC, console and handheld games markets. Vivendi Games has a global presence, a history of franchise success, development teams around the world and a catalog of its own original and licensed material. Vivendi Games has approximately 4,000 employees and is driven by four creative divisions: Blizzard Entertainment, Sierra Entertainment, Sierra Online and Vivendi Games Mobile. Irvine, California-based Blizzard, creator of the Warcraft, StarCraft and Diablo games series, is by far the largest of the four entities with approximately 2,300 employees. About Blizzard Entertainment Blizzard Entertainment Inc. -- http://www.blizzard.com/-- a division of Vivendi Games, is a premier developer and publisher of entertainment software renowned for creating some of the industry's most critically acclaimed games. Blizzard Entertainment's track record includes ten #1-selling games and multiple Game of the Year awards. It is best known for blockbuster hits including World of Warcraft and the Warcraft, StarCraft, and Diablo series. The company's online-gaming service, Battle.net(R), is one of the largest in the world, with millions of active users. About Activision Inc. Headquartered in Santa Monica, California, Activision Inc. (Nasdaq: ATVI) -- http://www.activision.com/-- is a worldwide developer, publisher and distributor of interactive entertainment and leisure products. Founded in 1979, Activision posted net revenues of $1.5 billion for the fiscal year ended March 31, 2007. Activision has more than 2,000 employees worldwide. Activision is best known for its top-selling franchises, including Guitar Hero(R), Call of Duty(R) and the Tony Hawk series, as well as Spider-Man(TM), X-Men(TM), Shrek(R), James Bond(TM) and TRANSFORMERS(TM). Activision maintains operations in the United States, Canada, the United Kingdom, France, Germany, Ireland, Italy, Scandinavia, Spain, the Netherlands, Australia, Japan and South Korea. * * * As reported in the Troubled Company Reporter on Dec. 10, 2007, Standard & Poor's Ratings Services placed its 'BB-' corporate credit rating on Activision Inc. on CreditWatch with positive implications, indicating the potential for an upward rating action, based on Activision's definitive agreement to combine with Vivendi Games, a unit of Vivendi S.A. (BBB/Stable/A-2). AMSCAN HOLDING: Moody's Confirms Ba3 Rating on Credit Facility -------------------------------------------------------------- Moody's Investors Service confirmed the ratings on Amscan Holding, Inc's secured revolving credit facility at Ba3 (LGD 2, 29%), secured term loan at B1 (LGD 3, 35%), the 8.75% senior subordinated notes (2014) at Caa1 (LGD 5, 87%), and the corporate family rating at B2. Review of the ratings was prompted by the pending purchase of Factory Card & Party Outlet for total consideration of $83 million. The revolving credit facility was upsized to $250 million from $200 million as part of financing the transaction. The confirmation of the rating reflects Moody's opinion that the company will quickly obtain meaningful post- merger operating efficiencies at the newly-acquired stores and that the expected modest deterioration in credit metrics will be a temporary phenomenon. This rating action concludes the review that commenced on Sept. 24, 2007. Ratings confirmed are: -- $250 million secured revolving credit facility at Ba3 (LGD 2, 29%); -- $375 million secured term loan at B1 (LGD 3, 35%). -- $175 million 8.75% senior subordinated notes (2014) at Caa1 (LGD 5, 87%); -- Corporate family rating at B2; -- Probability of default rating at B2. Moody's does not rate the $50 million bank loan of PCFG. The corporate family rating of B2 balances certain strong qualitative rating drivers with important quantitative attributes that are solidly non-investment grade. In particular, driving down the ratings are the high leverage, low fixed charge coverage, and limited free cash flow. Also constraining the ratings are the company's relatively small size and aggressive financial policy, in which a considerable portion of discretionary cash flow is invested in growth. Partially offsetting these risks are Moody's expectation that going forward the company will use some discretionary cash flow to repay debt ahead of schedule, Amscan's leading position in the narrow market of decorative party goods, and the diversity of wholesale and retail revenue. Amscan and Party City Franchise Group LLC are financed separately without cross-guarantees between the two. Moody's does not rate the $50 million bank loan of PCFG, but for analytic purposes we consider PCFG as effectively part of Amscan. Amscan Holdings, Inc, with headquarters in Elmsford, New York, manufactures decorative party goods and is the largest manufacturer of metallic balloons in the world. The company's products are sold at about 950 owned or franchised Party City and Party America retail locations, as well as to external customers. The company purchased Factory Card & Party Outlet, an operator of 184 retail stores specializing in decorative party goods and social expression products, in November 2007. Pro forma revenue for the twelve months ending Sept. 30, 2007 was about $1.5 billion. APIDOS CDO: S&P Assigns 'BB' Rating on Class D (PIK) Notes ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary ratings to Apidos CDO VI's $218 million floating-rate notes due 2019. The preliminary ratings are based on information as of Dec. 10, 2007. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. The preliminary ratings reflect: -- The credit enhancement provided to each class of notes through the subordination of cash flows to the more junior classes and the subordinated notes; -- The transaction's cash flow structure, which was subjected to various stresses requested by Standard & Poor's; and -- The transaction's legal structure, including the issuer's bankruptcy remoteness. Preliminary Ratings Assigned Apidos CDO VI Class Rating Amount ----- ------ ------ A-1 AAA $181,500,000 A-2 AA $6,000,000 B (PIK) A $13,000,000 C (PIK) BBB $8,000,000 D (PIK) BB $9,500,000 Subordinated notes NR $22,000,000 PIK -- Payment-in-kind. NR -- Not rated. ATARI INC: Amends Credit Facility to Increase Borrowing by $4 Mil. ------------------------------------------------------------------ Atari Inc. has entered into an amendment to the Senior Secured Credit Facility with BlueBay High Yield Investments (Luxembourg) S.A.R.L. that will increase its borrowing capacity under the facility from $10 million to $14 million. The additional $4 million in availability under the Credit Facility will enable Atari Inc. to meet its holiday season financing needs. BlueBay is a significant shareholder of Infogrames Entertainment S.A., Atari Inc.'s majority stockholder. Simultaneously with and as a condition to the increase in the availability under the Credit Facility, Atari Inc. terminated its existing distribution agreements with Infogrames and has entered into a new distribution agreement covering the distribution by Atari Inc. of interactive entertainment software games produced or acquired by Infogrames and its affiliates in North America. This new distribution agreement covers the distribution of Infogrames' products in North America for the next three years, subject to reduction to two years if certain performance targets are not met, and has provisions for automatic renewals on an annual basis unless terminated by either party in accordance with the agreement. The new distribution agreement provides that Atari Inc. will retain 30% of the net receipts from the distribution of Infogrames' products as consideration for its services. The agreement also provides that the parties will enter into an agreement on the same terms for the distribution by Infogrames of Atari, Inc.'s products outside North America. Additionally, as part of this agreement, Atari Inc. has licensed back to Infogrames the use of the "Atari" trademark in North America in connection with the URL http://www.atari.com/ for the purposes of a online initiative to be lead by Infogrames. In light of the repositioning of Atari Inc.'s business and the new distribution arrangements, Atari Inc. has also terminated its existing corporate management and service contracts with Infogrames. This is anticipated to enable Atari Inc. to further streamline its corporate structure. Atari Inc. will provide certain administrative functions to Infogrames on a transitional basis over an approximate 7 to 10 month period for an annualized fee of approximately $2.6 million. In addition, the parties terminated the agreement under which Infogrames provided certain management services to Atari Inc. It is expected that the termination of this agreement will result in annualized cost savings to Atari Inc. of approximately $3 million. As part of the termination of the corporate management service contracts and the reduction of production and development activities at Atari Inc., Atari Inc. agreed to the transfer of certain employees, with such employees' acceptance, from the production and development businesses of Atari Inc. to Infogrames. Atari Inc. disclosed a reduction in its workforce, which included the production and development employees being transferred to Infogrames, that is expected to result in savings on current payroll and related costs of an estimated $5.3 million per year of which $1.3 million relates to the transfer of employees to Infogrames. About Atari Inc. Headquartered in New York, Atari Incorporated, (NASDAQ: ATAR) -- http://www.atari.com/-- develops interactive games for all platforms and is a third-party publisher of interactive entertainment software in the U.S. Atari Inc. is a majority-owned subsidiary of France-based Infogrames Entertainment SA, an interactive games publisher in Europe. Going Concern Doubt New York-based Deloitte & Touche LLP expressed substantial doubt about Atari's ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended March 31, 2007. The auditing firm pointed to the company's significant operating losses. AXIA INC: Weak Earnings Prompt S&P to Junk Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit and senior secured bank loan ratings on Duluth, Georgia-based Axia Inc. to 'CCC+' from 'B-'. At the same time, the ratings were removed from CreditWatch, where they were placed with negative implications on June 7, 2007. The outlook is negative. "The downgrade reflects our assessment that materially weaker earnings driven by the deterioration in the company's end markets over the past few quarters, will continue, potentially making it difficult for Axia to meet its interest and fixed payment obligations," said Standard & Poor's credit analyst Sean McWhorter. "In addition, we are concerned that the company could violate its bank agreement covenants." Axia manufactures automatic tape finishing tools for drywall joints under the Ames name, with revenues of $86 million for the 12 months ended Sept. 30, 2007. Axia is very highly leveraged. Its concentration in Florida and California has left it vulnerable to the slowdown in residential construction in those states. "We could lower the ratings if liquidity falls from its current levels or if Axia violates its covenants and is unsuccessful at receiving a waiver from its lenders," Mr. McWhorter said. "We could revise the outlook to stable if end-market conditions materially improve, causing a sustained improvement in earnings." BANC OF AMERICA: S&P Affirms Ratings on 20 Certificate Classes -------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on the class B and C commercial mortgage pass-through certificates from Banc of America Commercial Mortgage Inc.'s series 2004-6. Concurrently, S&P affirmed its ratings on 20 classes from this transaction. The upgrades of the class B and C certificates reflect the defeasance of 11% of the pool and increased credit enhancement levels. The affirmed ratings reflect credit enhancement levels that provide adequate support through various stress scenarios. As of the Nov. 13, 2007, remittance report, the collateral pool consisted of 76 loans with an aggregate trust balance of $920.9 million, compared with 79 loans totaling $956.6 million at issuance. The master servicer, Bank of America N.A., reported financial information for 98% of the nondefeased loans. Ninety- nine percent of the servicer-provided information was full-year 2006 data. Using this information, Standard & Poor's calculated a weighted average debt service coverage of 1.68x, up from 1.43x at issuance. All of the loans in the pool are current, and there are no loans with the special servicer. To date, the trust has not experienced any losses. The top 10 exposures secured by real estate have an aggregate outstanding balance of $415.9 million (45%) and a reported weighted average DSC of 1.78x, up from 1.53x at issuance. The third-largest loan in the pool is on the watchlist and is discussed below. Standard & Poor's reviewed property inspections provided by the master servicer for all of the assets underlying the top 10 exposures; one property was characterized as "excellent" and the remaining properties were characterized as "good." Bank of America reported a watchlist of 10 loans ($112.5 million, 12%). The Simon - Upper Valley Mall loan ($47.9 million, 5%) is the largest loan on the watchlist and the third-largest exposure in the pool. The loan is secured by 496,895 sq. ft. of a 750,377- sq.-ft. regional mall in Springfield, Ohio. The loan appears on the watchlist because the property reported a DSC of 1.06x for the period ending June 30, 2007. None of the remaining loans on the watchlist had a principal balance of greater than $20.0 million. Standard & Poor's stressed the loans on the watchlist and the other loans with credit issues as part of its analysis. The resultant credit enhancement levels support the affirmed rating. Ratings Raised Banc of America Commercial Mortgage Inc. Commercial mortgage pass-through certificates series 2004-6 Rating ------ Class To From Credit enhancement ----- -- ---- ---------------- B AA+ AA 12.60% C AA AA- 11.56% Ratings Affirmed Banc of America Commercial Mortgage Inc. Commercial mortgage pass-through certificates series 2004-6 Class Rating Credit enhancement ----- ------ ---------------- A-1 AAA 20.78% A-2 AAA 20.78% A-3 AAA 20.78% A-4 AAA 20.78% A-5 AAA 20.78% A-AB AAA 20.78% A-J AAA 14.67% D A 9.61% E A- 8.57% F BBB+ 7.01% G BBB 5.97% H BBB- 4.54% J BB+ 3.90% K BB 3.38% L BB- 2.86% M B+ 2.47% N B 2.08% O B- 1.56% XC AAA N/A XP AAA N/A N/A -- Not applicable. BANC OF AMERICA: S&P Holds Low-B Ratings on Six Cert. Classes ------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on the class B and C commercial mortgage pass-through certificates from Banc of America Commercial Mortgage Inc.'s series 2004-5. Concurrently, S&P affirmed its ratings on 19 classes from the same transaction. The upgrades of the certificates reflect the defeasance of 11% of the pool and increased credit enhancement levels. The affirmed ratings reflect credit enhancement levels that provide adequate support through various stress scenarios. As of the Nov. 13, 2007, remittance report, the collateral pool consisted of 105 loans with an aggregate trust balance of $1.332 billion, compared with 109 loans totaling $1.362 billion at issuance. The master servicer, Bank of America N.A., reported financial information for 98% of the nondefeased loans. All of the servicer-provided information was full-year 2006 data. Using this information, Standard & Poor's calculated a weighted average debt service coverage of 2.00x, up from 1.64x at issuance. All of the loans in the pool are current, and there are no loans with the special servicer. To date, the trust has not experienced any losses. The top 10 exposures secured by real estate have an aggregate outstanding balance of $589.9 million (46%) and a weighted average DSC of 2.23x, up from 1.94x at issuance. Standard & Poor's reviewed property inspections provided by the master servicer for all of the assets underlying the top 10 exposures; two properties were characterized as "excellent," and the remaining properties were characterized as "good." Credit characteristics for the Bank of America Center, Ocean Residences, Charles Square, Rentar Plaza, and the Princeton Arms & Court loans are consistent with those of investment-grade obligations. Details of these loans are: -- The largest exposure in the pool, Bank of America Center, is secured by a 1.5 million-sq.-ft. class A office building, a 228,200-sq.-ft. class B office building, and a 64,000-sq.-ft. bank branch building in San Francisco, California. The properties are encumbered by a $520.0 million interest-only mortgage that is split into three pari passu notes. In addition, the borrower's equity interests in the real estate secure a $178.3 million mezzanine loan. The $253.0 million A-1 note is further split into a senior participation of $150 million and a junior participation of $103 million. The A-1 junior participation is subordinate not only to the A-1 senior participation, but also to the other pari passu notes. The $130 million A-3 note (10%) supports the pooled certificates. The master servicer reported a DSC of 2.40x for the six months ended June 30, 2007, and 95% occupancy as of September 2007. Standard & Poor's underwritten net cash flow has increased 3% since issuance. -- The second-largest exposure in the pool, Ocean Residences, has a balance of $90.0 million (7%). The interest-only loan is secured by the fee interest in one unit of a three-unit mixed-use condominium in downtown Manhattan. The collateral consists of a 492- unit multifamily complex, 16,000 sq. ft. of retail and office space, and a 98-space underground garage. For the year ended Dec. 31, 2006, the in-trust DSC was 2.41x and occupancy was 94%. Standard & Poor's adjusted NCF for this loan is comparable to its level at issuance. -- The third-largest exposure in the pool, Charles Square, has a trust balance of $75.5 million (6%) and a whole- loan balance of $80.9 million. The whole loan consists of a $75.5 million A note and a participated $5.4 million junior note. Additionally, the borrower's equity interest in the property secures a $43.5 million mezzanine loan. The loan is secured by the fee interest in a mixed-use property in Cambridge, Massachussetts. The collateral consists of a 293-room hotel, 109,295 sq. ft. of office space, 29,739 sq. ft. of retail space, a 9,811-sq.-ft. conference center, and a 568-space underground garage. For the year ended Dec. 31, 2006, the in-trust DSC was 3.59x, and occupancy at the office and retail space was 100%. Standard & Poor's adjusted NCF for this loan is up 21% from its level at issuance. -- The fourth-largest exposure in the pool, Rentar Plaza, has a trust balance of $52.0 million (5%) and a whole- loan balance of $66.0 million. The whole loan consists of a $52.0 million A note and a $14.0 million B note. The interest-only loan is secured by the fee interest in a mixed-use property in Queens, New York. The collateral consists of 935,623 sq. ft. of warehouse space and 631,585 sq. ft. of retail space. For the year ended Dec. 31, 2006, the in-trust DSC was 2.60x and occupancy was 100%. Standard & Poor's adjusted NCF for this loan is comparable to its level at issuance. -- The 13th-largest exposure in the pool, Princeton Arms & Court, has a balance of $21.2 million (2%). The loan is secured by the fee interest in two multifamily properties totaling 592 units in Hamilton Township, New Jersey. For the year ended Dec. 31, 2006, the DSC was 0.38x and occupancy was 89%. The loan appears on the watchlist because of the low reported DSC, which was caused by a large increase in operating expenses. Standard & Poor's adjusted NCF for this loan is comparable to its level at issuance. Bank of America reported a watchlist of 12 loans ($106.7 million, 8%). The Omega Corporate Center loan ($22.7 million, 2%) is the largest loan on the watchlist. The loan is secured by a 284,723- sq.-ft. office property in Pittsburgh, Pennsylvania. The loan appears on the watchlist because the property reported a year-end 2006 DSC of 0.90x and occupancy of 66%. Standard & Poor's stressed the loans on the watchlist and the other loans with credit issues as part of its analysis. The resultant credit enhancement levels support the raised and affirmed ratings. Ratings Raised Banc of America Commercial Mortgage Inc. Commercial mortgage pass-through certificates series 2004-5 Rating ------ Class To From Credit enhancement ----- -- ---- ---------------- B AA+ AA 11.06% C AA AA- 10.01% Ratings Affirmed Banc of America Commercial Mortgage Inc. Commercial mortgage pass-through certificates series 2004-5 Class Rating Credit enhancement ----- ------ ----------------- A-1A AAA 21.07% A-2 AAA 21.07% A-3 AAA 21.07% A-4 AAA 21.07% A-AB AAA 21.07% A-J AAA 14.09% D A 8.30% E A- 7.37% F BBB+ 6.06% G BBB 5.14% H BBB- 3.42% J BB+ 2.90% K BB 2.37% L BB- 2.11% M B+ 1.71% N B 1.45% O B- 1.19% XC AAA N/A XP AAA N/A N/A -- Not applicable. BIG A: Committee Taps Liner Yankelevitz as Bankruptcy Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors in Big A Drug Stores Inc. and its debtor-affiliates' bankruptcy cases asks the United States Bankruptcy Court for the Central District of California for authority to retain Liner Yankelevitz Sunshine & Regentstreif LLP as its bankruptcy counsel. Liner Yankelevitz is expected to: a) assist, advise, and represent the Committee in its consultations with the Debtor regarding the administration of this case; b) assist, advise and represent the Committee in analyzing the Debtor's assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales, any asset dispositions, financing arrangements and cash collateral stipulations or proceedings; c) assist, advise and represent the Committee in any manner relevant to reviewing and determining the Debtor's rights and obligations under leases andother executory contracts; d) assist, advise and represent the Committee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtor, the Debtor's operations and any other matters relevant to this case or to the formulation of a plan; e) assist, advise and represent the Committee in its participation in the negotiation, formulation and drafting of a plan of liquidation or reorganization; f) advise the Committee on the issues concerning the appointment of a trustee or examiner under Sectior 1104; g) assist, advise and represent the Committee in understanding its powers and its duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the Committee; h) assist, advise and represent the Committee in the evaluation of claims and on any litigation matters; and i) provide other services to the Committee as may be necessary in this case. As compensation for their services, the firm's professionals bill: Professional Designation Hourly Rate ------------ ----------- ----------- Julia W. Brand, Esq. Partner $475 Enid Colson, Esq. Associate $415 Charles Liu, Esq. Associate $375 Ms. Brand assures the Court that the firm does not hold any interest adverse to the Debtors or the Debtors' estate, and that the firm is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. Ms. Brand can be reached at: Liner Yankelevitz Sunshine & Regenstreif LLP Attn: Julia W. Brand, Esq. 1100 Glendon Avenue, 14th Floor Los Angeles, California 90024 Tel No: (310) 500-3500 Fax No: (310) 500-3501 Headquartered in South Gate, California, Big A Drug Stores Inc. -- http://www.bigadrug.com/-- operates a chain of 21 retail drug stores, located throughout California. The company's stores offer full service pharmacies and over-the-counter drugs, cigarettes, optical products, liquor, general merchandise, groceries, beer and wine, and beverages. The company filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. C.D. Calif. Case No. 07-20699). Steven R. Fox, Esq., of Encino, California, is the Debtor's proposed lead counsel. As of Nov. 18, 2007, the Debtor listed total assets of $18,788,648 and total debts of $54,424,646. BIG A: U.S. Trustee Elects 2 Additional Members to Creditors Panel ------------------------------------------------------------------ Peter C. Anderson, the United States Trustee for Region 16, has appointed two more creditors to serve on the Official Committee of Unsecured Creditors in Big A Drug Stores Inc. and its debtor- affiliates' bankruptcy cases. The newly appointed Committee members are: 1. Focal Point Partners LLC Attn: James A. Skelton Managing Director 11766 Wilshire Blvd., Suite 1270 Los Angeles, CA 90025 2. Coca-Cola Enterprises Bottling Companies c/o William Kaye Senior Bankruptcy Advisor 31 Rose Lane East Rockaway, NY 11578 The existing membership of the Creditors Committee is composed of: AmerisourceBergen Drug Corp., American Greetings Corp., Core-Mark International Inc., L&R Distributors Inc. and Forrester and Vos Co. 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 South Gate, California, Big A Drug Stores Inc. -- http://www.bigadrug.com/-- operates a chain of 21 retail drug stores, located throughout California. The company's stores offer full service pharmacies and over-the-counter drugs, cigarettes, optical products, liquor, general merchandise, groceries, beer and wine, and beverages. The company filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. C.D. Calif. Case No. 07-20699). Steven R. Fox, Esq., of Encino, California, is the Debtor's proposed lead counsel. As of Nov. 18, 2007, the Debtor listed total assets of $18,788,648 and total debts of $54,424,646. BOSQUE POWER: Moody's Assigns (P)B1 Rating on $412.5MM Facility --------------------------------------------------------------- Moody's Investors Service has assigned a provisional rating of (P)B1 with a stable outlook to Bosque Power Company LLC's $412.5 million first lien senior secured credit facility. The credit facility will consist of a $25 million 5-year revolving credit facility and a $387.5 million 7-year term facility, which will include a $203 million construction sub-amount and a $95 million deposit letter of credit sub-amount used to cash collateralize letters of credit. The debt will be secured by a first lien interest in all the assets and equity of the borrower. Proceeds of the term loan will be used together with a $348.3 million equity contribution to acquire the Bosque gas-fired electric generating facility from Broadway Gen. The construction sub-amount will be used to finance the conversion of the facility's two simple-cycle combustion turbines into a significantly more efficient 558 MW 2x1 combined cycle unit. The conversion is expected to be complete by March 2009. The facility is located about 85 miles from Dallas in Laguna Park, TX, and dispatches into the ERCOT North region. It currently consists of a 245MW 1x1 combined cycle gas turbine constructed in 2001 and two simple cycle combustion turbines with a combined capacity of 325 MW operational since 2000. According to Moody's analyst Aaron Freedman, "the B1 rating reflects the plant's significant merchant exposure, with just 30% of the facility's post-conversion capacity hedged for three years." In addition, the rating considers construction and operating risks associated with the facility's conversion process, which is being undertaken by an unrated albeit experienced contractor and relies on the use of unused grey market equipment with no performance guarantees. These considerations are somewhat offset by the project's significant equity contribution, which results in low leverage and strong projected financial metrics. The merchant exposure is further mitigated by the plant's efficient operating profile, which should help ensure that it dispatches a high percentage of the time in the tightening ERCOT North market, where gas is on the margin 70%-90% of the time; the facility's strong management team, which has significant industry experience and familiarity with the ERCOT market; and standard project finance structural protections. This provisional rating is based upon Moody's current understanding of the proposed terms and conditions of the transaction and is subject to Moody's receipt and review of final documentation. The rating considers a potential change to the proposed capital structure entailing a $30 million decrease in the deposit letter of credit sub-amount while keeping the size of the term facility constant, which would effectively result in a corresponding increase in funded debt. Bosque Power will be a special purpose entity whose sole asset will be the Bosque generating facility. It will be 97% owned by Arcapita, a private equity firm, and 3% by Fulcrum, an energy services and investment company founded in 2003 by three former Dynegy employees that will also serve as asset and energy manager for the project. BROADCAST INT'L: Sept. 30 Balance Sheet Upside-Down by $3,685,278 ----------------------------------------------------------------- Broadcast International Inc.'s consolidated balance sheet at Sept. 30, 2007, showed $5,190,744 in total assets and $8,876,022 in total liabilities, resulting in a $3,685,278 total stockholders' deficit. At Sept. 30, 2007, the company's consolidated balance sheet showed strained liquidity with $3,105,916 in total current assets available to pay $6,827,621 in total current liabilities. Broadcast International Inc. reported a net loss of $6,981,166 on net sales of $834,320 for the third quarter ended Sept. 30, 2007, compared with a net loss of $2,116,838 on net sales of $3,914,108 in the same period last year. The increase in the net loss is primarily due to an an increase in derivative valuation loss of $4,401,700, a decrease in gross margin due to lower revenues, increased operating expenses, and increased interest expense. 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?2648 Going Concern Doubt HJ & Associates LLC, in Salt Lake City, expressed substantial doubt about Broadcast International Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended June 30, 2007. The auditing firm pointed to the company's operating losses and lack of working capital. About Broadcast International Headquartered in Salt Lake City, Broadcast International Inc. (OTC: BCST) -- http://www.brin.com/-- provides video-powered business solutions, including IP and digital satellite, Internet streaming, and other types of wired/wireless network distribution. CAPITAL AUTOMOTIVE: S&P Affirms 'BB+' Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB+' corporate credit and senior secured ratings on Capital Automotive LLC and Capital Automotive L.P. Additionally, S&P affirmed the recovery rating of '3' on CARS' $2.1 billion secured credit facility. The outlook remains stable. "The ratings on CARS reflect a highly leveraged capital structure, weak debt coverage measures, and a concentrated tenant base," said credit analyst George Skoufis. "These weaknesses are mitigated by the good stability of its portfolio of auto dealership properties located in growth markets." Mr. Skoufis added that the ratings are also supported by the continuity of management and strategy following the company's acquisition by Flag Fund V LLC, a limited liability company advised by DRA Advisors LLC. Despite weak coverage measures, cash flow has been fairly stable and is supported by solid rent coverage, long-term leases, and good quality properties that are geographically diversified in growth markets across the U.S. However, S&P would lower the ratings if already low debt coverage measures become stressed, or if the company's distributions exceed cash flow (debt financed). Conversely, positive ratings momentum is unlikely in the near term, as debt protection measures are not yet poised for any meaningful improvement. CARBIZ INC: Begins Operations in Sioux City & Council Bluffs Area ----------------------------------------------------------------- CarBiz Inc. has received a dealer license for the state of Iowa. CarBiz has begun full operations at two Iowa locations in Sioux City and Council Bluffs. CarBiz has expanded its Buy Here - Pay Here business in the US after an acquisition last month. The deal included 26 dealerships in seven Midwestern states including Illinois, Indiana, Nebraska, Iowa, Kentucky, Oklahoma and Ohio. The two remaining states to receive a dealer license are Oklahoma and Nebraska. Headquartered in Sarasota, Florida, CarBiz Inc. (OTC BB: CBZFF.OB)-- http://www.carbiz.com/-- owns and operates the chain of "buy-here pay-here" dealerships through its CarBiz Auto Credit division. The company is also a provider of software, training and consulting solutions to the United States automotive industry. CarBiz's suite of business solutions includes dealer software products focused on the "buy-here pay-here," sub-prime finance and automotive accounting markets. Capitalizing on expertise developed over 10 years of providing software and consulting services to "buy-here pay-here" businesses across the United States, CarBiz entered the market in 2004 with a location in Palmetto, Florida. CarBiz has added two more credit centers since - in Tampa and St. Petersburg - and recently acquired a regional chain in the Midwest, bringing the total number of dealerships to 26 in eight states. Going Concern Doubt Christopher, Smith, Leonard, Bristow & Stanell P.A., in Sarasota, Florida, expressed substantial doubt about Carbiz Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Jan. 31, 2007, and 2006. The auditing firm pointed to the company's recurring losses from operations and net capital deficiency. At July 31, 2007, the company's balance sheet showed total assets of $1.8 million and total liabilities of $8.2 million, resulting to a total shareholders' deficit of $6.4 million. CARLOS CARABALLO-ORTIZ: Case Summary & 21 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Carlos Ruben Caraballo-Ortiz Iris Nancy Rivera-Ramos P.O. Box 7999 P.M.B. 187 Mayaguez, PR 00681 Tel: (787) 826-6645 Bankruptcy Case No.: 07-07254 Chapter 11 Petition Date: December 10, 2007 Court: District of Puerto Rico (Old San Juan) Debtor's Counsel: Winston Vidal-Gambaro, Esq. P.O. Box 193673 San Juan, PR 00919-3673 Tel: (787) 751-2864 Fax: (787) 763-611 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 21 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Westerbank trade debt $1,185,000 P.O. Box 490 Mayaguez, PR 00680 Internal Revenue Services taxes $215,850 Mercantil Plaza Building R-2 Avenue Ponce de Leon San Juan, PR 00918-1693 C.F.S.E. taxes $121,206 Ofic Regional de Mayaguez P.O. Box 1570 Mayaguez, PR 00681-1570 Departamento del Trabajo y taxes $110,577 Recursos Hum Departamento de Hacienda de taxes $91,582 Puerto Rico Banco Popular de Puerto Rico bank loan $49,000 Banco Santander de Puerto Rico bank loan $35,000 Wellsfargo bank loan $31,087 Melissa Sales Corp. trade debt $28,583 B.B.V.A. trade debt $24,300 Bank of America trade debt $8,202 Citifinancial trade debt $6,580 M.A.P.F.R.E. trade debt $6,000 E.D. Distributors, Inc. trade debt $5,000 Municipio de Anasco taxes $4,794 Gordon's trade debt $2,131 Radio Shack trade debt $1,946 C.R.I.M. trade debt $1 Dennis Berrios Martinez trade debt $1 Carlos J. Montijo trade debt $1 Anamir Jimenez Irizarry trade debt $1 CETUS ABS: S&P Places Ratings Under Negative CreditWatch -------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on the class A-1B, S, A-2, B, C-1, C-2, D-1, D-2, E, and X notes issued by Cetus ABS CDO 2006-3 Ltd. on CreditWatch with negative implications. Standard & Poor's noted that Cetus ABS CDO 2006-3 Ltd. triggered an event of default on Dec. 7, 2007, under section 5.1(h) of the indenture dated Nov. 28, 2006, when the net outstanding portfolio collateral balance plus the market value swap account excess was less than the sum of the commitment amount plus the aggregate outstanding amount of the class A-1A, A-1B, and A-2 notes. When Standard & Poor's receives EOD notices, S&P place all of the affected note ratings on CreditWatch with negative implications. Ratings Placed on Creditwatch Negative Cetus ABS CDO 2006-3 Ltd. Rating ------ Class To From ----- -- ---- A-1B AA+/Watch Neg AA+ S AAA/Watch Neg AAA A-2 A+/Watch Neg A+ B A-/Watch Neg A- C-1 BB+/Watch Neg BB+ C-2 BB-/Watch Neg BB- D-1 CCC+/Watch Neg CCC+ D-2 CCC/Watch Neg CCC E CCC-/ Watch Neg CCC- X BB-/Watch Neg BB- Other Outstanding Rating Cetus ABS CDO 2006-3 Ltd. Class Rating ----- ------ A-1A AAA CHAMPION ENTERPRISES: S&P Lifts Rating on Sr. Notes to B+ from B ---------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on Champion Enterprises Inc.'s senior notes due 2009 and on Champion Home Builders Co.'s senior secured credit facility to 'B+' from 'B'. At the same time, S&P upgraded the recovery ratings on the senior notes and the credit facility to '3' from '5'. Concurrently, S&P affirmed the 'B+' corporate credit ratings. The outlook for both entities is stable. "The raised issue ratings reflect improved recovery expectations following the close of an unsecured convertible note offering and the subsequent substantial repayment of senior secured debt," said Standard & Poor's credit analyst James Fielding. "The corporate credit ratings continue to acknowledge extremely challenging market conditions in the company's core manufactured housing and domestic modular construction segments." Mr. Fielding acknowledged, however, that Champion's manufacturing platform now appears to be appropriately scaled for current housing conditions, and that the company has sufficient liquidity to fund fixed obligations and pursue modestly sized acquisitions in the modular housing and commercial construction segments. The stable outlook acknowledges Champion's improved profitability and good liquidity position. Standard & Poor's would revise its outlook to positive, or potentially raise the ratings, if profitability continues to strengthen as a consequence of improved housing fundamentals and prudent external growth. Conversely, deterioration in credit measures, either because of worsening domestic housing conditions or leveraged acquisitions, would adversely affect the outlook and/or rating. CITIMORTGAGE ALTERNATIVE: Fitch Cuts Ratings on Two Classes to B ---------------------------------------------------------------- Fitch Ratings has taken rating actions on these CitiMortgage Alternative Loan Trust mortgage pass-through certificates: Series 2006-A5 -- Class A affirmed at 'AAA'; -- Class B1 affirmed at 'AA'; -- Class B2 downgraded to 'A-' from 'A'; -- Class B3 downgraded to 'BB+' from 'BBB'. -- Class B4 downgraded to 'B' from 'BB'; -- Class B5 downgraded to 'CCC/DR2' from 'B'. Series 2006-A7 -- Class A affirmed at 'AAA'; -- Class B1 affirmed at 'AA'; -- Class B2 downgraded to 'A-' from 'A'; -- Class B3 downgraded to 'BB+' from 'BBB'. -- Class B4 downgraded to 'B' from 'BB'; -- Class B5 downgraded to 'CCC/DR2' from 'B'. The affirmations, affecting approximately $1.02 billion of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. The downgrades, affecting approximately $26.2 million of the outstanding certificates, are taken as a result of a deteriorating relationship between credit enhancement and expected loss. Classes B-2 through B-5 of the above transactions were downgraded because of current trends in the relationship between serious delinquency and credit enhancement. The 90+ DQ of series 2006-A5 is 1.76% of the current collateral balance, while the current CE for the B-5 bond is 0.35%. The 90+ DQ of series 2006 A7 is 1.61%, while the current CE for the B-5 bond is 0.34%. The collateral of the above transactions consists of 10- to 30- year, fixed rate mortgages extended to Alt-A borrowers, secured by first-liens on one- to four- family residential properties. The loans are serviced by CitiMortgage (rated 'RPS1' by Fitch). CLAYMONT STEEL: $565MM Evraz Deal Cues Moody's to Review Ratings ---------------------------------------------------------------- Moody's Investors Service placed Claymont Steel Inc.'s ratings under review for possible upgrade following the announcement that Evraz Group S.A. (Evraz, Ba2 corporate family rating), through its wholly owned subsidiary Titan Acquisition Sub, Inc., has entered into a definitive agreement under which Evraz will acquire Claymont Steel for $23.50 per share, for an aggregate purchase price of approximately $565 million, including debt. The board of directors of Claymont has unanimously recommended that the shareholders accept the offer. H.I.G. Capital LLC, which owns approximately 42.6% of Claymont's common stock, has committed to tender its shares in the offer. The offer is subject to customary conditions, including antitrust and shareholder approvals. Moody's review will focus on the legal structure and financing arrangements for the acquisition and the strategic fit of the two companies. If Claymont's debt is retired as a result of the transaction, its ratings will be withdrawn. These ratings were placed under review for possible upgrade: * B2 -- corporate family rating * B2 -- probability of default rating * B3 -- $105 million of 8.875% senior unsecured notes due 2015 The company's SGL-1 speculative grade rating was affirmed. Claymont Steel, Inc. is a small discrete plate producer located in Claymont, Delaware. The company sells primarily to end-users in the bridge making, ship building, heavy equipment, railcar, and tool and die industries. Evraz Group is one of Russia's largest vertically-integrated steel companies. In 2006, Evraz produced 16.1 million tones of crude steel and had sales of $8.3 billion. Evraz's principal assets include three steel plants in Russia, one in Italy, one in the Czech Republic, and two in the US (Oregon Steel Mills), as well as three iron ore mining and processing facilities. CLAYMONT STEEL: S&P Places All Ratings Under Positive Watch ----------------------------------------------------------- Standard & Poor's Ratings Services placed all of its ratings, including its 'B' corporate credit rating, on Claymont Steel Inc. on CreditWatch with positive implications. "The positive implications indicate the potential for an upward rating action, based on Claymont's definitive agreement to be acquired by Evraz Group S.A. (BB-/Positive/--)," said Standard & Poor's credit analyst Sherwin Brandford. Upon the close of the proposed transaction, Claymont Steel Inc., based in Claymont, Delaware, will be a wholly owned subsidiary of Evraz Group, based in Russia, which will continue to be a publicly traded entity. The aggregate purchase price is approximately $564.8 million, including debt and net of cash. The acquisition, which remains subject to customary conditions, will expand Evraz Group's North American operations and complement the company's previous acquisition of unrated Oregon Steel Mills Inc. Claymont will now be a part a much larger commodity producer with a significant international presence. "We expect to resolve the CreditWatch when more details are available and we are able to determine the impact of the transaction on all of Claymont's debt holders," Mr. Brandford said. "If all of the debt is refinanced as part of the acquisition, we will withdraw our ratings on Claymont when the transaction closes." COGNIGEN NETWORKS: Completes Acquisition of Commission River ------------------------------------------------------------ Cognigen Networks Inc. has completed an asset purchase agreement to acquire substantially all of the assets of Commission River Inc. As reported in the Troubled Company Reporter on Nov. 7, 2007, Cognigen signed a Letter of Intent to acquire Commission River. Cognigen acquired the Commission River assets in exchange for 16,000,000 shares of Cognigen's common stock. Commission River's current managers, Adam Edwards and Patrick Oborn, have joined Cognigen's executive team and will direct affiliate marketing- related activities for Cognigen and Commission River. Cognigen's CEO, Bob Bench, stated, "We believe this is a great event for Cognigen's agent network, shareholders, and product vendors. The combination of Cognigen's affiliate marketing agent base with Commission River's affiliate marketing technology and programs will arm our agents with the tools, training, and support they need to grow their businesses. We believe the thousands of agents who have signed up for our affiliate marketing program will now receive immediate attention and support from a team of experienced, professional Internet marketers. This also gives us a platform on which to add new products and deliver a stream of marketing tools." "This is an exciting time for Commission River and Cognigen," said Adam Edwards, Commission River President, "and for both affiliate programs. I believe the combined company has the experience and capability to accelerate the growth initiatives we have planned for the upcoming year. Commission River brings an in-depth understanding of managing affiliate programs and how to market products through the Internet to small businesses and local community markets. Adding this capability to Cognigen's existing agent base creates a tremendous opportunity for all involved." Cognigen intends to continue offering its affiliate program and activities under the direction of the Commission River team. Cognigen anticipates that Commission River's program will be added to Cognigen's current service offerings. About Commission River Headquartered in Draper, Utah, Commission River Inc. -- http://www.commissionriver.com/-- is an online pay-per-action marketing network that gathers customers for select vendors. Commission River provides marketing tools, training, and tracking that enables online affiliates the ability to drive leads using blogs, paid search, and organic search engine optimization techniques. Commission River likewise creates software that enables affiliates the ability to coordinate, cross-link, and share ideas with each other in a close-knit community whose emphasis is on mutual success. The company was founded in 2005. About Cognigen Networks Based in Mountlake Terrace, Washington, Cognigen Networks Inc. (OTC BB:CGNW.OB) -- http://www.cognigen.net/-- operates as an Internet and relationship enabled marketer. It offers a range of telecommunication services and related technology products. The company offers domestic and international long distance telephone and personal communication services. The company also sells prepaid calling cards/pins, and paging, wireless communications, and computers and Internet-based telecommunications products. In addition, the company, through its wholly owned subsidiary, Cognigen Business Systems Inc., provides integrated broadband voice, data, video, and management communication and control support services to the quick service retail industry through an integrated suite of services, known as Retail Technologies CO-Op. * * * As reported in the Troubled Company Reporter on Oct. 22, 2007, Ehrhardt Keefe Steiner & Hottman PC raised substantial doubt about Cognigen Networks Inc.'s ability to continue as a going concern after it audited the company's financial statements for the year ended June 30, 2007. At June 30, 2007, the company's balance sheet showed $1,015,490 in total assets, $2,316,869 in total liabilities, resulting in $1,301,379 stockholders' deficit. The company posted a net loss of $680,228 on $5,619,892 of revenue for the year ended June 30, 2007, as compared with a net loss of $1,308,483 on $6,245,275 of revenue in the prior year. COMPASS DIVERSIFIED: Amends Credit Pact; Gets New $150MM Term Loan ------------------------------------------------------------------ Compass Diversified Holdings and Compass Group Diversified Holdings LLC has expanded its outstanding credit facility, by amending its existing Credit Agreement, originally dated Nov. 21, 2006, among a group of lenders led by Madison Capital Funding LLC as agent for all of the Lenders. The amended Credit Agreement provides for a $325 million revolving line of credit, subject to borrowing base restrictions, as well as a new $150 million term loan. The amended Credit Agreement includes a provision that allows the company to increase the revolving credit commitment by up to $25 million and the term loan by up to $150 million, subject to certain restrictions, over the next two years. The revolving line of credit matures on Dec. 7, 2012. The term loan requires quarterly repayments of $500,000 commencing on March 31, 2008, with a final payment of all remaining principal and interest due on the maturity date of Dec. 7, 2013. The revolving line of credit under the original Credit Agreement was $300 million. The company used the funds from its new term loan to repay $44 million of the previously outstanding revolving line of credit borrowings and to pay approximately $5 million of related transaction fees and expenses. As a result of the refinancing and increase of the amount available under the Credit Agreement, the company increased its cash balance by approximately $101 million. The company intends to use this cash, as well as the availability under the revolving line of credit to pursue acquisitions of additional businesses, including add-on acquisitions for existing subsidiaries, provide for future working capital requirements of the Company's subsidiaries and for other general corporate purposes. "We are pleased to have expanded our credit facility at a time when we anticipate significant opportunities to acquire attractive businesses on favorable terms and at valuations that are accretive to our cash flow," Jim Bottiglieri, the company's chief financial officer, said. About Compass Diversified Holdings Headquartered in Westport, Connecticut, Compass Diversified Holdings - http://www.compassdiversifiedholdings.com/-- (Nasdaq GS: CODI) is a Delaware statutory trust that was formed on Nov. 18, 2005, to acquire and manage a group of middle market businesses that are headquartered in North America. CODI provides public investors with an opportunity to participate in the ownership and growth of companies which have historically been owned by private equity firms, wealthy individuals or families. Compass Group Diversified Holdings LLC, a Delaware limited liability company, was also formed on Nov. 18, 2005. In accordance with the Trust Agreement, Compass Diversified Holdings is the sole owner of 100% of the trust's Interests of Compass Group Diversified Holdings LLC. Compass Group Diversified Holdings LLC is the operating entity with a board of directors and other corporate governance responsibilities, similar to that of a Delaware corporation. Compass Diversified Holdings is managed by Compass Group Management LLC, which was established in 1998 as a private equity manager for an offshore philanthropic foundation established by J. Torben Karlshoej, the late founder of Teekay Shipping Corporation. * * * As reported in the Troubled Company Reporter on Nov. 9, 2007, Standard & Poor's Ratings Services assigned its 'BB-' corporate credit rating to Compass Group Diversified Holdings LLC. The outlook is stable. At the same time, S&P assigned bank loan and recovery ratings to Compass's $200 million first-lien term loan due 2013. The loan is rated 'BB-' with a recovery rating of '4', indicating S&P's expectation of average (30%-50%) recovery in the event of a payment default. CONSOLIDATED COMMS: Cash/Stock Election Deadline is December 27 --------------------------------------------------------------- Consolidated Communications Holdings Inc. and North Pittsburgh Systems Inc. disclosed that the deadline for North Pittsburgh shareholders to elect the form of merger consideration they wish to receive in connection with the pending merger between North Pittsburgh and a subsidiary of Consolidated will be 5:00 p.m. New York City time on Thursday, Dec. 27, 2007. The companies have scheduled Monday, Dec. 31, 2007 as the closing date for the merger. The companies also disclosed that on Dec. 5, 2007, the Pennsylvania Public Utility Commission approved the transfer of control to Consolidated of North Pittsburgh's subsidiaries that are regulated by the Pennsylvania PUC, North Pittsburgh Telephone Company and Penn Telecom, Inc. This approval satisfied a condition to the completion of the merger. Pursuant to the merger agreement between North Pittsburgh and Consolidated, each record holder of North Pittsburgh common stock may submit an election, at or prior to the Election Deadline, to have the holder's North Pittsburgh shares converted at the effective time of the merger into the right to receive either: -- $25.00 in cash, without interest, per North Pittsburgh share, or -- 1.1061947 shares of Consolidated common stock (including cash in lieu of any fractional Consolidated share), per North Pittsburgh share, or -- cash consideration with respect to a portion of the shareholder's North Pittsburgh shares and stock consideration with respect to the balance of the shareholder's North Pittsburgh shares, in each case subject to proration so that 80% of the North Pittsburgh shares outstanding immediately prior to the effective time of the merger are converted into the right to receive cash consideration and 20% of the North Pittsburgh shares outstanding immediately prior to the effective time of the merger are converted into the right to receive stock consideration. In order to make an election, the properly completed and signed Form of Election and Letter of Transmittal must be received by the Exchange Agent for the merger, Computershare Trust Company N.A., at or prior to the Election Deadline in accordance with the instructions accompanying the Form of Election and Letter of Transmittal. The Form of Election and Letter of Transmittal must be accompanied either by certificate(s) representing all the shares of North Pittsburgh common stock covered by the Form of Election and Letter of Transmittal or by a properly completed and signed notice of guaranteed delivery, as described in such instructions. If a record holder of North Pittsburgh common stock submits a Form of Election and Letter of Transmittal at or prior to the Election Deadline that is accompanied by a notice of guaranteed delivery, the Exchange Agent will consider such Form of Election and Letter of Transmittal to be effective only if the certificate(s) representing the North Pittsburgh shares for which such election was made are received by the Exchange Agent by 5:00 p.m. New York City time on Wednesday, Jan. 2, 2008 (or if confirmation of a book-entry transfer of such shares into the Exchange Agent's account is received by such date and time). If a North Pittsburgh shareholder does not submit a properly completed and signed Form of Election and Letter of Transmittal (together with any stock certificates representing the shares of North Pittsburgh common stock covered by the election, or a properly completed and signed notice of guaranteed delivery), the shareholder will have no control over the type of merger consideration received. North Pittsburgh shareholders who fail to make an election are likely to receive the form of consideration having the lower value. Any North Pittsburgh shareholder who holds North Pittsburgh shares in "street name" through a bank, broker or other nominee should follow the instructions given by such bank, broker or other nominee for making an election with respect to those shares. Any North Pittsburgh shareholder of record who has properly made an election may change the election by submitting a revised and later-dated Form of Election and Letter of Transmittal, properly completed and signed, that is received by the Exchange Agent at or prior to the Election Deadline. Any North Pittsburgh shareholder of record who has properly made an election may revoke the election by written notice that is received by the Exchange Agent at or prior to the Election Deadline. North Pittsburgh shareholders who hold their shares in "street name" should contact their broker for instructions regarding changes or revocations of their existing elections. Record holders of North Pittsburgh common stock may obtain additional copies of the Form of Election and Letter of Transmittal prior to the Election Deadline by calling MacKenzie Partners, Inc., collect at (212) 929-5500 or toll-free at (800) 322-2885. North Pittsburgh shareholders are encouraged to obtain current market quotations for Consolidated common stock before deciding what elections to make. About Consolidated Communications Based in Mattoon, Illinois, Consolidated Communications Holdings, Inc. (Nasdaq: CNSL) -- http://www.consolidated.com/-- is a rural local exchange company providing voice, data and video services to residential and business customers in Illinois and Texas. Each of the operating companies has been operating in their local markets for over 100 years. With approximately 241,000 local access lines and over 43,000 digital subscriber lines, the Company offers a wide range of telecommunications services, including local and long distance service, custom calling features, private line services, dial-up and high-speed Internet access, digital TV, carrier access services, and directory publishing. Consolidated Communications is the 17th largest local telephone company in the United States. * * * As reported in the Troubled Company Reporter on Oct. 19, 2007, Moody's Investors Service affirmed the B1 corporate family rating for Consolidated Communications Holdings Inc. and assigned a B1 rating to the proposed $950 million senior secured credit facilities at the company's direct subsidiaries, Consolidated Communications Acquisition Texas Inc., Consolidated Communications Inc., and Fort Pitt Acquisition Sub Inc. Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on Consolidated Communications Holdings Inc. and the 'BB' rating on the company's existing bank loan. These ratings were removed from CreditWatch, where they had been placed with negative implications on July 3, 2007, following the proposed acquisition of incumbent telephone company North Pittsburgh Systems Inc. The outlook is negative. S&P also assigned a 'BB-' rating and '3' recovery rating to $950 million of secured bank loans to be issued by Consolidated Communications Inc., Consolidated Communications Acquisition Texas Inc., and Fort Pitt Acquisition Sub Inc. These are intermediate holding companies for Consolidated Communications Holdings, a rural local exchange carrier. Proceeds of the new facilities will be used to fund the acquisition of North Pittsburgh and refinance existing bank debt. Upon completion of this transaction, the 'BB' rating of the existing bank loan will be withdrawn. Meanwhile, the 'B' rating on the outstanding $130 million of 9.75% unsecured notes at Consolidated remains on CreditWatch, but the implications have been revised to positive from negative. CONSTRUCTION RESOURCES: Case Summary & 20 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Construction Resources Link, Inc. 16915 West Highway 335 Abbeville, LA 70510 Tel: (337) 643-7690 Bankruptcy Case No.: 07-51458 Type of Business: The Debtor fabricates structural metal for ships welding and brazing and soldering services. www.constructionresourceslink.net. Chapter 11 Petition Date: December 8, 2007 Court: Western District of Louisiana (Lafayette/Opelousas) Debtor's Counsel: D. Patrick Keating, Esq. POB 61550 Lafayette, LA 70596 Tel: (337) 984-8020 Fax: (337) 984-7011 Total Assets: $3,221,710 Total Debts: $2,532,375 Debtor's list of its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Tulsa Gamma Ray $276,000 1127 South Lewis Avenue Tulsa, OK 74104 Eagle Marine Brokers $270,000 P.O. Box 100 Amelia, LA 70340 Internal Revenue Service 3Q and 4Q 2007 $212,000 1555 Poydras Street 941 taxes Suite 220 Stop 31 New Orleans, LA 70130 Blue Fin Services $175,000 Babin Marine $144,500 Gulf South Oilfield Rentals $130,250 Whitco Supply $124,000 Process Piping Industries $47,500 T.P. Thompson $37,000 Applied Industrial $28,000 Accurate NDE & Inspectors $27,500 Southern Steel Supply $26,600 Hertz Equipment Rental $26,000 NI Welding Supply $25,700 Coastal Logistics $19,300 TNT $19,250 Furmantie America $18,400 Airgas $18,500 Gator Equipment Rentals