TCR_Public/080111.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, January 11, 2008, Vol. 12, No. 9

                             Headlines


91 BEACON: Case Summary & Two Largest Unsecured Creditors
ACERMED INC: OIS Buys All Assets Through Abraxas Medical Unit
ADVANCED LIVING: Case Summary & 19 Largest Unsecured Creditors
ALLIANT TECHSYSTEMS: Moody's Holds Ratings on CDN$1.325 Bil. Deal
ALLIANT TECHSYSTEMS: CDN$1.325 Bil. Deal Cues Fitch's Neg. Watch

ALLIANT TECHSYSTEMS: S&P Puts BB Corp. Rating on Negative Watch
ALLIS-CHALMERS Energy: Earns $13 Million in 2007 Third Quarter
AMERICAN HOME: Wells Fargo, et. al Oppose File Destruction
AMERICAN HOME: Wants To Abandon Heloc Loan Servicing Rights
AMERICAN HOME: Wants to Auction Off Various Assets

AMERICAN HOME: Wants DoveBid to Sell Miscellaneous Assets
AVADO BRANDS: Sells 61 Restaurants to Rita Acquistion
AVAGO TECH: S&P Upgrades Corporate Credit Rating to BB- from B
BANC OF AMERICA: Fitch Holds 'B+' Rating on $3.9MM Certificates
BARNERT HOSPITAL: Court Extends Plan Filing Deadline to April 2

BASIS YIELD: Case Now Under Official Liquidation
BASIS YIELD: NY Court to Consider Liquidation Case on January 15
BAY AREA: Case Summary & Largest Unsecured Creditor
BEAR STEARNS: Fitch Holds Low-B Ratings on Six Certificate Classes
BEAR STEARNS: Fitch Holds 'B-' Rating on $2.1MM Class M Certs.

BLACKBOARD INC: Moody's Vacates Ratings for Business Reasons
BLACKHAWK AUTOMOTIVE: Court OKs Frost Brown as Panel's Counsel
BOSTON HILL: Has Until Jan. 15 to File Schedules of Assets & Debts
BOSTON HILL: Section 341(a) Meeting Moved to January 22
BRANTLEY HOMES: Files for Chapter 7 Liquidation in Birmingham

BRIGANTINE HIGH: Moody's Junks Rating on $14 Mil. Notes from A2
CALPINE CORP: S&P Expects B Rating Upon Calpine's Bankruptcy Exit
CABELA'S CREDIT: Fitch To Put 'BB+' Rating on $10.125MM Notes
CALPINE CORP: Moody's Puts B2 Ratings on Looming Chapter 11 Exit
CAPITAL LAND: Files Schedules of Assets and Liabilities

CAPITAL LEASE: Fitch Affirms 'B+' Rating on $6.8MM Class E Certs.
CARGO CONNECTION: Converts $800K Obligation to Promissory Note
CENTENNIAL COMMS: Nov. 30 Balance Sheet Upside-Down by $1 Bil.
CENTERPOINT ENERGY: Earns $91 Million in 2007 Third Quarter
CENTRAL ILLINOIS: Files List of 20 Largest Unsecured Creditors

CENTRAL ILLINOIS: Section 341(a) Meeting Scheduled for February 11
CENTRAL ILLINOIS: Wants to Hire Barash & Everett as Bankr. Counsel
CENTRAL VERMONT: Earns $4.3 Million in 2007 Third Quarter
CHARLES RIVER: Earns $42.8 Million in 2007 Third Quarter
CHL MORTGAGE: Moody's Junks Ratings on Two Tranches from Baa2

CONMED CORP: S&P Retains BB- Corp. Rating with Positive Outlook
CONTINENTAL GLOBAL: Moody's Ratings Unmoved by Joy Global Deal
COUNTRYWIDE ALT: Higher Delinquency Cues Moody's to Cut Ratings
COUNTRYWIDE FINANCIAL: May be Rescued by BofA Through Acquisition
COTT CORP: Amends Credit Covenant, Inks ABL Credit Facility

CRESCENT RESOURCES: Weak Revenues Cue S&P's Rating Cut to BB-
CYPRESS SEMICONDUCTOR: Moody's Withdraws B1 Corp. Family Rating
DEBT RESOLVE: Secures $4.5 Mil. Financing from Resolution Group
DELPHI CORP: S&P Expects to Put B Rating After Chapter 11 Exit
DELTA AIR: Board to Consider Consolidation with Northwest or UAL

DURHAM FURNITURE: Files Creditor Protection Under CCAA in Ontario
E*TRADE FIN'L: Pursues 2008 Turnaround Plan; To Exit Trading Biz
FIRST COLONIAL: Claimants to Get Payments in First Quarter 2008
GOLDMAN SACHS: Moody's Junks Ratings on Eight Tranches
HORNBECK OFFSHORE: S&P Ratings Unaffected by Vessel Purchase

IMAX CORP: Moody's Changes Outlook to Stable; Upgrade Less Likely
IMAX CORP: Sept. 30 Balance Sheet Upside-Down by $76.8 Million
INPHONIC INC: Committee Hires Deloitte as Financial Advisor
IWT TESORO: Judge Glenn OKs Bidding Procedure for Sale of Assets
KB HOME: S&P Ratings Unstirred by Weak Fourth-Quarter Results

KRONOS ADVANCED: Sept. 30 Balance Sheet Upside-Down by $954,100
KULICKE & SOFFA: Moody's Withdraws B2 Corporate Family Rating
MAAX HOLDINGS: Inks Forbearance Contract With Secured Lenders
M.B.H. INVESTMENTS: Voluntary Chapter 11 Case Summary
MARCAL PAPER: Committee Balks at Proposed Asset Sale & Credit Bid

MBIA INC: Offering $1BB Surplus Notes to Meet Rating Requirements
MBIA INC: Capital Strengthening Plan Cuts Dividends to $.13/Share
MBS MGT: Las Ventanas May Use Cash Collateral on Interim Basis
MBS MGT: Wells Fargo Balks at Las Ventanas' Use of Cash Collateral
MGM MIRAGE: To Launch Cash Tender Offer for 10 Million Shares

MID ATLANTIC: Files Schedules of Assets and Liabilities
MTI TECHNOLOGY: Taps Singer Lewak as Certified Public Accountant
NOVASTAR FINANCIAL: Wachovia Extends Waiver Until February 4
NOVASTAR FINANCIAL: Says Top Executives Fired Without "Cause"
NUANCE COMM: Gets Inducement Grant of 286,137 Restricted Stock

OAKWOOD HOMES: Fitch Junks Ratings on Six Certificate Classes
OXFORD INDUSTRIES: Earns $12.6 Mil. in Quarter Ended November 30
PEABODY ENERGY: Names Richard A. Navarre as President and CCO
PERRY ELLIS: Buying C&C Calif. and Laundry Brands for $37 Million
POLYONE CORP: Splits Polymer Coating Systems Into Two Units

RACE POINT: Fitch Affirms 'BB-' Ratings on $21 Million Notes
REGENCY ENERGY: Completes $139MM Buyout of FrontStreet Hugoton
RISE LLC: Voluntary Chapter 11 Case Summary
ROTECH HEALTHCARE: Posts $3.1 Million Net Loss in 2007 3rd Quarter
SOFA EXPRESS: Can Hire Alston & Bird as Lead Bankruptcy Counsel

SOFA EXPRESS: Court Approves Boult Cummings as Local Counsel
SOLUTIA INC: Mulls Offering $400 Mil. of Senior Unsecured Notes
SOUTHWEST FOOD: Files for Chapter 11 Protection in Oklahoma
SOUTHWEST FOOD: Case Summary & 20 Largest Unsecured Creditors
STARD INC: Case Summary & 38 Largest Unsecured Creditors

SUCCESSOR HURRICANE: Moody's Places B2 Rating on $30 Mil. Notes
SUMMERDALE PARTNERS: Files Schedules of Assets and Liabilities
SUNRIDGE LAND: Section 341(a) Meeting Scheduled for January 23
THERMADYNE HOLDINGS: Earns $1.0 Million in 2007 Third Quarter
VONAGE HOLDINGS: CEO Says Debt Refinancing is "Top Priority"

VONAGE HOLDINGS: Expects Revenue in Excess of $800 Million in 2007
WCI COMMUNITIES: S&P Ratings Acknowledge Liquidity Challenges
WEIGHT WATCHERS: Sept. 29 Balance Sheet Upside-Down by $944.7 Mil.

* AlixPartners Names 11 New Managing Directors
* Sheppard Mullin Adds Margaret M. Mann as Bankruptcy Partner

* Fitch Creates Division That Will Consolidate Non-Rating Products
* Fitch Introduces New Interface for Market Implied Ratings

* BOOK REVIEW: Bankruptcy: A Feast for Lawyer


                             *********

91 BEACON: Case Summary & Two Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 91 Beacon Street Realty, L.L.C.
        10-18 Brainerd Road
        Allston, MA 02134

Bankruptcy Case No.: 08-10170

Chapter 11 Petition Date: January 9, 2008

Court: District of Massachusetts (Boston)

Judge: Joan N. Feeney

Debtor's Counsel: Ryan Sullivan, Esq.
                  Bodoff and Associates
                  225 Friend Street, Suite 704
                  Boston, MA 02114
                  Tel: (617) 742-7300

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's Two Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Barry Winer                    91 Beacon Street,     Unknown
One Gateway Center             Boston, MA; value of
Newton, MA 02458-2879          $6,000,000; value of
                               senior lien:
                               $5,000,000

Sawyer Realty Holdings, L.L.C. 91 Beacon Street      Unknown
75 Second Avenue, Suite 200    Boston, MA; value of
Needham Heights, MA 02494      security: $6,000,000;
                               value of senior lien:
                               $5,300,000


ACERMED INC: OIS Buys All Assets Through Abraxas Medical Unit
-------------------------------------------------------------
Ophthalmic Imaging Systems acquired substantially all of the
assets of AcerMed Inc.  The acquisition was done through OIS's
newly established subsidiary, Abraxas Medical Solutions Inc., and
was approved by the California Central Bankruptcy Court.

Terms of the transaction were not disclosed.

AcerMed has been recognized as a leader in providing comprehensive
and advanced EMR and Practice Management software solutions for a
wide range of medical practices, from solo practitioners to multi-
site, multi-specialty group practices nationwide.  The AcerMed
suite of software automates the clinical, administrative, and
financial operations of a medical office.  Paper charting can be
virtually eliminated and clinical charting would be done
intuitively using a wireless computer pen tablet at the point of
care.  AcerMed EMR software has been certified by the Center for
Certification of Health Information Technology.

Michael A. Bina, AcerMed's former CEO, has been named President of
Abraxas.  In addition, Abraxas has already signed employment
agreements with seven additional employees, all of whom are former
AcerMed's employees.  Over the course of 2008, OIS anticipates
expenses and investments of approximately $2 million related to
the funds necessary to expand operations of Abraxas in all
departments, including R&D, technical support and sales.

"We are excited to expand upon our current line of informatics
offerings through the acquisition of AcerMed's assets and are
confident in our ability to further penetrate the growing market
for EMR and Practice Management software solutions.  This
acquisition allows us to broaden our reach into new markets beyond
our current offering of informatics platform to ophthalmologists,"
stated Gil Allon, CEO of Ophthalmic Imaging Systems.  "On behalf
of the company, I would like to welcome Mike and his team to OIS."

"We look forward to combining our expertise and experience in the
EMR industry with OIS's proven management and financial backing,"
said Mr. Bina.  "We believe that Abraxas' clients will highly
benefit from this winning combination, and enjoy best-in-breed EMR
and Practice Management software, backed by exemplary service and
support.  As we expand our operations in 2008, we anticipate
leveraging the positive trends favoring electronic solutions
versus paper-based solutions."

                 About Ophthalmic Imaging Systems

Ophthalmic Imaging Systems, -- http://www.oisi.com/-- a majority-
owned subsidiary of MediVision, provides ophthalmic digital
imaging systems. The Company designs, develops, manufactures and
markets digital imaging systems and informatics solutions for the
eye care market.  With over twenty years in the ophthalmic imaging
business, the company has consistently introduced new, innovative
technology.  The company, together with MediVision, co-markets and
supports their products through an extensive network of dealers,
distributors, and direct representatives.  OIS is a registered
member Company listed on http://www.OTCVillage.com/

                        About AcerMed Inc.

AcerMed Inc., -- http://www.acermed.com/-- headquartered in
Irvine, California, provided workflow automation solutions for
medical practices nationwide.  The company's foundation is built
on nearly 20 years of experience in automating small to mid-size
practices, from solo-practitioners to multi-site, multi-specialty
group practices.  It is a privately held company that develops and
markets Electronic Medical Records, Practice Management and
scheduling software.  It also delivers other solutions and
services to automate the workflow of medical practices, including
clinical, financial and administrative tasks.

AcerMed filed chapter 11 in Sept. 20, 2007 (Bankr. C.D. Calif.
Case No. 07-13005).  Paul S. Nash, Esq., represents the Debtor in
its restrucuturing efforts.  The Debtor listed total assets of
$1,165,089 and total debts of $3,603,580 when it filed for
bankruptcy.


ADVANCED LIVING: Case Summary & 19 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Advanced Living Technologies, Inc.
        dba The Oaks at Brookshire
        dba Country Care Plex
        dba Stockdale Nursing Center
        dba Floresville Nursing and Rehabilitation Center
        dba Victoria Nursing and Rehabilitation Center
        dba Manor Oaks Nursing Center
        10415 Morado Circle, III, Suite 120
        Austin, TX 78759

Bankruptcy Case No.: 08-50040

Type of Business: The Debtor owns and operates nursing homes.

Chapter 11 Petition Date: January 9, 2008

Court: Western District of Texas (San Antonio)

Judge: Ronald B. King

Debtor's Counsel: Patricia Baron Tomasco, Esq.
                  Brown McCarroll, L.L.P.
                  111 Congress Avenue, Suite 1400
                  Austin, TX 78701
                  Tel: (512) 479-1141
                  Fax: (512) 226-7320

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 19 Largest Unsecured Creditors:

   Entity                      Claim Amount
   ------                      ------------
Pharmerica                     $617,191
P.O. Box 409251
Atlanta, GA 30384-9251

Healthcare Services            $278,263
3220 Tillman Drive
Suite 300/Glenview
Bensalem, PA 19020

McKesson                       $156,315
P.O. Box 630693
Cincinnati, OH 45274-0693

Americana Ambulance            $51,035

Heritage Management            $50,519

Skin Care Management           $45,994

Colinas Healthcare             $45,000

U.S. Foodservice, Inc.         $35,955

SYSCO                          $32,110

Premium Financing Specialists  $30,423

Jenson & Guelker               $29,287

Rehabcare Group East, Inc.     $26,413

Phoenix E.M.S., Inc.           $23,957

Country Careplex               $23,924

Complete Medical Staffing      $22,144

Vinson & Elkins                $20,265

Manor Oaks                     $18,955

Omnicare Respiratory Group     $15,824

Detar Hospital                 $14,586


ALLIANT TECHSYSTEMS: Moody's Holds Ratings on CDN$1.325 Bil. Deal
-----------------------------------------------------------------
Moody's Investors Service affirmed Alliant Techsystems Inc.'s Ba3
Corporate Family Rating as well as the company's Baa3 senior
secured and B1 subordinated note ratings.  The action follows the
announcement by ATK of its intention to acquire certain business
units from MacDonald Dettwiler and Associates  of Canada for
approximately Cdn$1.325 billion.  In affirming the ratings,
Moody's noted that the acquired businesses will fit well with the
company's existing operations and will enhance ATK's position in
the space systems area.  While the purchase price represents a
full value for the acquired operations, Moody's believes that the
company's financial metrics will remain consistent with the Ba3
rating over the intermediate term.  While leverage metrics will
initially be somewhat elevated, with proforma Debt/EBITDA
approaching 5x, the rating agency anticipates that strong cash
flow will enable ATK to quickly reduce debt incurred to fund the
transaction.

ATK's revenue, earnings and cash flow growth over the last several
years have been viewed favorably under Moody's rating methodology
for the aerospace/defense sector.  However, Moody's revised its
outlook for the company to negative from positive in September
2007 upon ATK's stock price having reached a level at which the
holders of certain convertible subordinated notes could put those
securities to the issuer.  This contingent risk raised liquidity
concerns under the rating analysis at a time when the company's
committed and available cash resources might not have been
sufficient to fund a full put of the convertible securities.  To
date, none of the holders of the convertible securities has
exercised their put rights, and the full amount of the instruments
remains outstanding.  The company's public commentary regarding
the financing of the proposed acquisition indicates that a portion
of the facility could be available to address any potential put of
the convertible notes, which could enhance the company's liquidity
profile.

Through the end of September, ATK's EBIT/interest coverage was 4.1
times and FCF/Debt was shown as 14% (using Moody's standard
adjustments), both strong for the current Ba3 category.

Recently, free cash flow has been used in purchasing shares common
stock, which left ATK's debt/EBITDA at 3.8 times at the end of the
third quarter.  The proposed acquisition will likely weaken
financial metrics from these levels in the near term, and support
continued negative outlook on the rating.
Nevertheless, should ATK's cash flows be prioritized toward debt
reduction returning debt/EBITDA to 4.5x or below, the company's
credit profile within the Ba3 rating category could strengthen.

As the transaction progresses, Moody's will assess the effect
which the company's longer-term financing plan and their
respective terms may have on pro forma leverage, interest coverage
and free cash flow metrics as well as how such arrangements
address the prospectively larger organization's liquidity profile.
In addition, the ultimate structural mix of secured and unsecured
obligations may impact notching of existing debt instruments
through the application of Moody's Loss Given Default Methodology.

Ratings affirmed:

  -- Alliant Techsystems Inc.
  -- Corporate Family Rating, Ba3
  -- Probability of Default Rating, Ba3
  -- Senior Secured bank credit facilities, Baa3 (LGD-2, 13%)
  -- Senior convertible subordinated notes, B1 (LGD-4, 66%)

Alliant Techsystems Inc, headquartered in Edina, Minnesota, is a
leading supplier of propulsion, composite structures, munitions,
precision capabilities and civil and sporting ammunition.  The
company operates three segments: Mission Systems, Launch Systems,
and Ammunition Systems.


ALLIANT TECHSYSTEMS: CDN$1.325 Bil. Deal Cues Fitch's Neg. Watch
----------------------------------------------------------------
Fitch has placed the ratings for Alliant Techsystems on Rating
Watch Negative following the announced acquisition of the
Information Systems and Geospatial Services divisions of
MacDonald, Dettwiler and Associates, Ltd. for CDN$1.325 billion.
The Rating Watch Negative applies to these ratings:

  -- Issuer Default Rating 'BB';
  -- Senior secured term loan 'BBB-';
  -- Senior secured revolver 'BBB-';
  -- Convertible senior subordinated notes 'BB-';
  -- Senior subordinated notes 'BB-'.

The ratings cover outstanding debt totaling approximately
$1.5 billion as of Sept. 30, 2007.

The Rating Watch Negative reflects the higher leverage that will
result from the transaction and uncertainty regarding the
permanent financing package for the transaction.  ATK has obtained
committed financing for the transaction, but the company has not
disclosed details of the intended permanent financial package,
including the type of debt to be issued and whether there will be
an equity component.  The Rating Watch will be resolved following
the determination of the permanent financing structure for the
acquisition, and Fitch expects to resolve the Rating Watch prior
to or concurrent with the closing of the transaction, which is
expected within the company's first fiscal quarter of 2009 ending
June 30, 2008.  Should the ratings be downgraded in that time
period, Fitch expects the IDR to remain in the 'BB' category.

Fitch views the acquisition of the Canadian-based MDA businesses
as favorable overall.  The target assets are a strategic fit
providing some needed diversification in terms of product lines
and geography while complementing ATK's current space portfolio.
The new business should also increase profitability and cash flows
over the intermediate term.  Near term concerns relate to the
higher leverage associated with the transaction and potential
integration issues.  However, Fitch expects ATK to continue to
generate solid free cash flow, and given management's intent to
direct excess cash towards debt reduction, Fitch expects credit
metrics to be near current levels within 12 to 24 months after the
transaction closes.

ATK's current ratings continue to be supported by solid free cash
flow and adequate credit metrics for the rating; high levels of
spending for munitions and missile defense; ATK's position in the
NASA budget; ATK's role as a sole source provider for over two-
thirds of its sales to the US Government; and pension plan funding
status.  Concerns focus on leverage; integration of the announced
acquisition; potential budgetary pressures going forward,
particularly for missile defense and NASA; a lack of diversity
compared to other large and medium sized defense contractors; the
amount of revenue generated by operations in Iraq and Afghanistan;
and commodities exposure.

ATK has three convertible notes issues outstanding, two of which
recently became convertible due to a triggering event related to
the increase in the company's stock price.  The two notes (2.75%
due 2024 and 3.0% due 2024) are now convertible in cash up to the
conversion price and cash or stock in excess thereof at ATK's
discretion.  The notes remain convertible as long as the
triggering condition persists.  As a result, the principal amount
of the two notes ($480 million) is now listed as a current
liability.  Although listed as current, the actual payment of
these notes depends on holders exercising their right to convert.

Fitch does not believe the convertible notes create a liquidity
shortfall for several reasons.  First, Fitch notes that ATK's
latest-12-months free cash flow is understated due to
approximately $300 million of discretionary pension contributions,
and Fitch expects the company's cash generation and liquidity
position to improve as a result of solid operating performance.
Second, Fitch estimates that it is unlikely that the noteholders
will choose to convert the notes at this time because there are
other options to either realize the value of the securities or
lock in the gain in the stock price.  Additionally, as part of the
financing arranged for the acquisition of the MDA businesses, ATK
has assured access to funds which are designated solely for
redemption of the convertible notes, which along with internal
liquidity, should be adequate for potential liquidity needs.


ALLIANT TECHSYSTEMS: S&P Puts BB Corp. Rating on Negative Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
the 'BB' corporate credit rating, on Alliant Techsystems Inc. on
CreditWatch with negative implications.

"The CreditWatch placement reflects the planned acquisition of two
divisions of MacDonald, Dettwiler and Associates Ltd. for
approximately $1.3 billion," said Standard & Poor's credit analyst
Christopher DeNicolo.  The debt-financed acquisition will result
in pro forma adjusted debt to EBITDA increasing to more than 4.5x
from about 3x expected for ATK standalone in fiscal 2008 (ending
March 30, 2008).  The acquired units, Information Systems and
Geospatial Information Services, have about $500 million in sales
and produce satellites and related components, ground stations,
robotics used in space exploration, as well as processing and
distributing satellite imagery, complementing ATK's existing space
operations.  The transaction is subject to U.S. and Canadian
regulatory approvals, as well as approval by MDA's shareholders,
and is expected to close by June 2008.  Standard & Poor's will
meet with management to discuss the rationale for the acquisition,
financing plans, and financial policy to determine the impact on
the ratings.

Edina, Minnesota-based ATK is the leading manufacturer of solid
rocket motors for space-launch vehicles and strategic missiles and
is second in the market for tactical missiles.  In addition, the
company is the largest provider of small-caliber ammunition to the
U.S. military and has strong positions in tank and other types of
ammunition.


ALLIS-CHALMERS Energy: Earns $13 Million in 2007 Third Quarter
--------------------------------------------------------------
Allis-Chalmers Energy Inc. reported net income of $13.0 million
for the third quarter ended Sept. 30, 2007, compared to net income
of $11.3 million in the third quarter of 2006.

Revenues for the third quarter of 2007 rose 70.4% to
$147.9 million compared to $86.8 million for the third quarter of
2006.  Revenues increased in the third quarter of 2007 due to
acquisitions completed in 2006, investments in new capital
equipment and the opening of new operating locations.  The
acquisitions included DLS Drilling, Logistics & Services
Corporation, or DLS, the company's international drilling
subsidiary in Argentina, acquired in August 2006, and
substantially all of the assets of Oil & Gas Rental Services Inc.,
or OGR, acquired in December 2006.

Income from operations grew 61.1% to $31.1 million for the third
quarter of 2007, from $19.3 million in the third quarter of 2006.
Adjusted EBITDA increased 78.2% to $46.4 million for the third
quarter of 2007 compared to $26.0 million in the third quarter of
2006.

The provision for income taxes for the third quarter of 2007 was
$7.2 million, or 35.8% of net income before income taxes, compared
to $3.1 million, or 21.7% of net income before income taxes for
the third quarter of 2006.

Micki Hidayatallah, Allis-Chalmers' chairman and chief executive
officer, stated, "Our results in the third quarter were primarily
affected by weaker Gulf of Mexico activity, including the impact
of the hurricane season, delays in the delivery of coil tubing
units and pre-election labor slow downs and strikes in Argentina."

Mr. Hidayatallah also noted, "In spite of these challenges we had
Adjusted EBITDA of $46.4 million in the third quarter and Adjusted
EBITDA of $146.8 million for the nine month period ended Sept. 30,
2007.  We believe the current levels of revenue and EBITDA are
sustainable in the fourth quarter of this year.  Next year we
expect to see the benefits of our extensive capital expenditure
program in 2007, our proposed 2008 capital expenditures, and from
recent acquisitions in the Tubular Services and Directional
Drilling segments.  These factors, together with increasing demand
for energy in Argentina should contribute to improved financial
and operating performance."

                 Liquidity and Capital Resources

The company had cash and cash equivalents of $63.1 million at
Sept. 30, 2007, compared to $39.7 million at Dec. 31, 2006.

At Sept. 30, 2007, the company had $516.5 million in outstanding
indebtedness, of which $508.9 million was long term debt and
$7.6 million is due within one year.

                          Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet showed
$1.02 billion in total assets, $614.7 million in total
liabilities, and $405.6 million in total stockholders' 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?26ed

                       About Allis-Chalmers

Allis-Chalmers Energy Inc. --http://www.alchenergy.com/-- (NYSE:
ALY) is a Houston based multi-faceted oilfield services company.
It provides services and equipment to oil and natural gas
exploration and production companies, domestically in Texas,
Louisiana, New Mexico, Colorado, Oklahoma, Mississippi, Utah,
Wyoming, Arkansas, Alabama, West Virginia, offshore in the Gulf of
Mexico, and internationally primarily in Argentina and Mexico.
Allis-Chalmers provides rental services, international drilling,
directional drilling, tubular services, underbalanced drilling,
and production services.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 10, 2007,
Standard & Poor's Ratings Services revised its outlook on Allis-
Chalmers Energy Inc. to positive from stable and affirmed its 'B'
corporate credit rating on the company.


AMERICAN HOME: Wells Fargo, et. al Oppose File Destruction
----------------------------------------------------------
Wells Fargo Funding Inc. oppose American Home Mortgage Investment
Corp. and its debtor-affiliates' motion to abandon and destroy
hard copy duplicates of certain mortgage loan files, or
alternatively, to return the files to their owners upon payment
of reasonable costs and expenses.

Wells Fargo contends that the Debtors are seeking to destroy
mortgage loan files that are owned by third parties and in which
they have no legal or equitable interest within the purview of
Section 554 of the Bankruptcy Code.  Thus, the U.S. Bankruptcy
Court for the District of Delaware cannot authorize the Debtors to
destroy the Loan Files, which include certain files owned by Wells
Fargo, Karen C. Bifferato, Esq., at Connolly Bove Lodge & Hutz
LLP,
in Wilmington, Delaware, tells Judge Sontchi.

Ms. Bifferato also contends that the Debtors did not present
procedures, and did not commit to a deadline, on their proposed
delivery of the Loan Files at certain fees.  Hence, Wells Fargo
objects to any order requiring it to reimburse the Debtors for
costs and expenses relating to the turnover of its Loan Files
absent specific procedures governing that process.

Wells Fargo Bank, National Association, asserts that the Loan
Files may contain original loan documents and is concerned about
the ultimate ability of the Debtors to realize upon loans,
through foreclosure, without the original documents.  Thus, it
objects to the request to the extent the Debtors will destroy any
original documents.

JPMorgan Chase Bank, National Association, one of the Debtors'
warehouse lenders, says that the request fails to protect its
interest in the Loan Files, which might consists of documents
constituting the warehouse facility collateral.

The other parties, who filed objections to the request, are:

   -- Bank of America, N.A.;
   -- Calyon New York Branch;
   -- CitiMortgage, Inc.;
   -- Kelly Beaudin Stapleton, U.S. Trustee for Region 3; and
   -- Triad Guaranty Insurance Corp.

Bear Stearns Mortgage Capital Corporation and EMC Mortgage
Corporation reserve their rights with respect to the Debtors'
proposal.  They tell Judge Sontchi that the Debtors did not
specify what files will be included and if any of the files
covered by their purchase agreements with the Debtors will also
be destroyed.  Hence, Bear Stearns and EMC reserve their rights
to ensure that the loan files covered by their agreements are not
subject to the request.

The Bank of New York joins and supports the objection of Wells
Fargo Bank, National Association.

                      Freddie Mac Objection

Earlier, Federal Home Loan Mortgage Corporation expressed
opposition to the Debtors' request noting that pursuant to two
stipulations it executed with the Debtors on Sept. 18, 2007,
the servicing rights related to the Freddie Mac portfolio were
to be transferred to Bank of America, N.A., on an interim basis
pending a subsequent auction sale.

However, Freddie Mac asserted that seven weeks past the agreed-
upon deadline, the Debtors have still failed to substantially
complete the transfer of the documents relating to the Freddie Mac
Portfolio to BofA.

Freddie Mac also argued that it stands to suffer considerable
harm from any destruction of its mortgage loan files, including
a potential inability (i) to enforce its rights under any loan
for which the loan documents were inadvertently destroyed or
(ii) to provide releases and discharges of the notes and
security instruments upon payoff, as potentially required by
the loan documents and applicable state law.

                         Duplicate Files

In the ordinary course of the Debtors' loan origination business,
they maintain individual loan files, which include copies of
consumer loan applications, closing documents, titles and home
appraisals.  The loan origination offices sent copies of the loan
files to the Debtors' headquarters in Melville, New York, for
central storage, and which would be sent later to American
Corporate Record Center, Inc., a non-affiliated third party-owned
document storage facility.  The Storage Facility currently holds
1,100,000 Hard Copy Loan Files, and charges approximately $45,000
per month.

The Debtors also (i) began imaging approximately 490,000 of the
Hard Copy Loan Files, and (ii) maintain various subsets of the
information contained in the E-Loan Files as alternative sources
for certain information.  However, despite the imaging and
maintenance of the E-Loan Files, the Debtors continue to store
the corresponding Hard Copy Loan Files in the Storage Facility.

Because the Hard Copy Loan Files, including the duplicates,
contain confidential consumer information, federal regulations
provide that the Debtors must properly dispose the files, like
burning, pulverizing or shredding.

In their request, the Debtors argued that given the volume of
the Hard Copy Loan Files, their destruction will take a
substantial amount of time.  They noted that the immediate
destruction of the Duplicate Files is the appropriate starting
point for the lengthy destruction process.

The Debtors estimated that the destruction of the Duplicate Files,
in accordance with applicable law, will cost approximately
$500,000 plus, among other things, costs and labor associated
with the retrieval, review and scanning of the files prior to
destruction.

                       About American Home

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 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 March 3, 2008.  (American Home Bankruptcy
News, Issue No. 22, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN HOME: Wants To Abandon Heloc Loan Servicing Rights
-----------------------------------------------------------
American Home Mortgage Investment Corp. and certain of its
debtor-affiliates are parties to servicing and subservicing
agreements for certain home equity line of credit mortgage loans
related to American Home Mortgage Investment Trust 2004-4.
Generally, the Trust acquired and own the HELOC Mortgage Loans
and issued securities that are backed by, or that rely directly
on, the HELOC Mortgage Loans and related collections as the
source of payment.  MBIA Insurance Corporation insures the
securities and The Bank of New York is the indenture trustee
under the 2004-4 Trust.

Previously, the U.S. Bankruptcy Court for the District of
Delaware partly approved the request of CIFG Assurance North
America Inc. and allowed the transfer of servicing rights under
a 2006-2 Trust to GMAC LLC on Jan. 14, 2008.  The Court also
granted in part the request of Financial Guaranty Insurance
Company, and allowed the transfer of servicing rights to GMAC
under certain 2005 Securitizations on January 11.

Given the (i) pending Assured Guaranty Corp.'s request, which
asks virtually the same relief as FGIC and CIFG, and (ii)
granting of CIFG's and FGIC's requests, Mr. Patton discloses that
the only servicing rights remaining with respect to the HELOC
Mortgage Loans are those related to the 2004-4 Trust.

Accordingly, the Debtors obtained the Court's authority to
abandon their servicing rights, effective as of January 11, 2008,
under the 2004-4 Servicing Agreement.  The Court also permitted
the Debtors to take necessary actions to effectuate and
facilitate the abandonment of the HELOC Servicing Rights.

James L. Patton, Jr., Esq., at Young Conaway Stargatt & Taylor
LLP, in Wilmington, Delaware, contends that the abandonment of
the HELOC Servicing Rights is warranted under Sections 105 and
554(a) of the Bankruptcy Code.  He disclosed that the Debtors
estimate that by March 15, 2008, they will lose money for
servicing  the HELOC Mortgage Loans.  Hence, the Debtors
determined that the obligations and expenses related to the HELOC
Servicing Rights are unnecessary administrative burden on, and
are of inconsequential value to the bankruptcy estates.

                       About American Home

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 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 March 3, 2008.  (American Home Bankruptcy
News, Issue No. 22, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN HOME: Wants to Auction Off Various Assets
--------------------------------------------------
American Home Mortgage Investment Corp. and its debtor-
affiliates seek permission from the U.S. Bankruptcy Court for
the District of Delaware to sell certain assets pursuant to
an auction.

Prior to bankruptcy filing, the Debtors accumulated certain
assets, including furniture, fixtures, office equipment and other
personal property, which they no longer need due to the closure
of their loan origination business.

The prompt sale of the assets pursuant to the proposed auction
procedures will provide an efficient mechanism for the Debtors to
maximize the recovery from the sale of the Assets, James L.
Patton, Jr., Esq., at Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware, tells Judge Sontchi.

Pursuant to the proposed auction procedures, DoveBid, Inc., will
act as auctioneer for the Assets.

The Debtors previously obtained the Court's permission to sell,
donate or abandon miscellaneous assets pursuant to a prescribed
procedures.  The Debtors' proposed auction procedures is intended
to complement and work in conjunction with the prior order as not
all of the Debtors' assets will be designated for auction or
ultimately sold at auction.

Mr. Patton contends that the Assets should be sold immediately to
eliminate costs and maximize the value of the Debtors' bankruptcy
estates.

                   Sale and Auction Procedures

The Debtors and DoveBid will negotiate and execute a mutually
acceptable plan of sale for each proposed auction of Assets,
which the Debtors identified to be disposed of.  Each Plan will
address, among other things:

   -- the Assets subject to a particular Auction;

   -- which Debtor entity owns the Assets;

   -- whether the Assets will be sold by public auction or
      private sale;

   -- if the Assets are to be sold by public auction, whether the
      auction will be promoted on DoveBid's Web site at
      http://www.dovebid.com/,as a "Featured On-Line Auction,"
      or will be broadcast live over the Internet as a webcast
      auction and consigned into one or more exchange auctions;
      and

   -- the estimated expenses of DoveBid.

The Debtors will file and serve a Plan to certain notice parties,
which include the U.S. Trustee and all known parties holding
claims or interests in the Assets subject to the Plan.  The
Notice Parties will have 10 days to object to a Plan.  In the
absence of a timely-filed objection, the Debtors and DoveBid may
proceed with the Plan without further notice or hearing and that
Plan will be deemed fully authorized by the Court.  If an
objection is timely filed, the Debtors will not proceed with the
Plan unless (i) the objection is withdrawn or resolved, or (ii)
the Court overrules the objection.

DoveBid will advertise and market each Sale and the Debtors will
provide DoveBid with an allowance for the advertisement and
marketing.  DoveBid may offer the Assets for sale by piece or
lot, provided, that the Assets will not be commingled with any
third parties' assets.  It may also sell all Assets at auction to
the highest bidder, provided, no officer, director or affiliate
of the Debtors will be entitled to purchase any Assets.

Mr. Patton discloses that DoveBid will not (i) guarantee the
consummation of any sale and is not responsible if a purchaser
fails to complete a purchase, and (ii) permit any purchaser to
take possession of any Assets without full payment.  He notes
that DoveBid assumes the risk of collection for any equipment it
allows to be removed.

All buyers will acquire the Assets sold "AS IS-WHERE IS," without
any representations or warranties from the Debtors.  However, the
buyers will take title to the Assets free and clear of any liens
and interests, pursuant to Section 363(f) of the Bankruptcy Code.

DoveBid will collect from the buyers the gross proceeds of each
Plan, including any applicable sales taxes and deposit the funds
into a bank depository account maintained by DoveBid.  All
applicable sales taxes will be paid to appropriate taxing
authorities out of DoveBid's settlement account.  Within 10 days
of the Auction date, DoveBid will issue a check to the seller of
the Assets for 80% of the net proceeds collected and cleared from
the Auction.  Within 30 days of the Auction, or 45 days if
multiple sellers are involved, DoveBid will issue the Seller a
check for the balance of the Sale proceeds, plus certain rebates.

DoveBid will also issue to the Debtors a settlement report
showing, a record of the sales and the allocation of the funds
generated by the sales.  Based on the information provided in the
Settlement Report, the Debtors will file and serve on the Notice
Parties a compensation report that identifies, among other
things, the aggregate expenses paid by the Debtors to DoveBid.

                       About American Home

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 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 March 3, 2008.  (American Home Bankruptcy
News, Issue No. 22, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AMERICAN HOME: Wants DoveBid to Sell Miscellaneous Assets
---------------------------------------------------------
Pursuant to Sections 327(a), 328(a) and 363 of the Bankruptcy
Code, American Home Mortgage Investment Corp. and its debtor-
affiliates ask the U.S. Bankruptcy Court for the District of
Delaware for authority to employ DoveBid Inc. as auctioneer.

The Debtors intend to sell certain assets, including furniture,
fixtures, office equipment and other personal property, which
they no longer need due to the closure of their loan origination
business.

The retention and employment of DoveBid will allow the Debtors to
auction and sell the Assets in an efficient and expeditious
manner because of DoveBid's specialized auction experience,
relates James L. Patton, Jr., Esq., at Young Conaway Stargatt &
Taylor LLP, in Wilmington, Delaware.

Pursuant to the proposed auction procedures, the Debtors and
DoveBid will negotiate and execute a mutually acceptable plan of
sale for each proposed auction of Assets, which the Debtors
identified to be disposed of.

DoveBid will advertise and market each Sale and the Debtors will
provide DoveBid with an allowance for the advertisement and
marketing.  DoveBid may offer the Assets for sale by piece or
lot, provided, that the Assets will not be commingled with any
third parties' assets.  It may also sell all Assets at auction to
the highest bidder, provided, no officer, director or affiliate
of the Debtors will be entitled to purchase any Assets.

Mr. Patton discloses that DoveBid will not (i) guarantee the
consummation of any sale and is not responsible if a purchaser
fails to complete a purchase, and (ii) permit any purchaser to
take possession of any Assets without full payment.  He notes
that DoveBid assumes the risk of collection for any equipment it
allows to be removed.

DoveBid will collect from the buyers the gross proceeds of each
Plan, including any applicable sales taxes and deposit the funds
into a bank depository account maintained by DoveBid.

                      The DoveBid Agreement

The Debtors' agreement with DoveBid provides that the auctioneer
will receive compensation on a percentage-fee basis for each Plan
and that DoveBid is entitled to reimbursement for the actual and
necessary expenses it incurred from the gross proceeds of each
Plan.

DoveBid will collect payment a buyer's premium from the buyers of
any Assets at the rate of 16% of the purchase price for each
Asset.  Mr. Patton notes that the Buyer's Premium will be reduced
by 1% of the purchase price of any Asset for which a purchaser
pays by cash, cashier's check, company check or wire transfer,
provided payment in full is received by DoveBid within 72 hours
from receipt of invoice.  In addition, the Buyer's Premium will
be 0% and DoveBid will receive no compensation for any Asset,
where the purchaser is a Debtors' employee and the Asset is
purchased for personal use or consumption.

DoveBid will also remit to the Debtors a rebate amount, which is
a percentage of the aggregate gross proceeds realized as a result
of the sale of Assets.  The Rebate will be calculated as:

      Aggregate Gross Proceeds            Rebate
      ------------------------            ------
      between $0 and $1,000,000             2%
      between $1,000,001 and $2,000,000     3%
      in excess of $2,000,000               4%

                    DoveBid is Disinterested

The submission of detailed time entry is unnecessary and would be
unduly burdensome to DoveBid, Mr. Patton argues.  Moreover, other
than the reimbursement of expenses, DoveBid is being compensated
by charging the buyer of the Assets a percentage premium.
Accordingly, the Debtors request that the submission of formal
fee applications be waived pursuant to Local Rule 2016-2(g).

Further, the Debtors request the authority to allow DoveBid's
compensation and reimbursement for its actual and necessary
expenses to be paid from the proceeds of each Plan, without
further order of the Court, provided that any compensation or
reimbursement made to DoveBid is subject to disgorgement in the
event the Court sustains an objection to the compensations.

John Carroll, DoveBid's senior vice president, assures the Court
that the firm is a "disinterested person," as defined in Section
101(14) of the Bankruptcy Code.

                       About American Home

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 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 March 3, 2008.  (American Home Bankruptcy
News, Issue No. 22, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


AVADO BRANDS: Sells 61 Restaurants to Rita Acquistion
-----------------------------------------------------
The Honorable Mary F. Walrath of the United States Bankruptcy
Court for the District of Delaware approved the sale of Avado
Brands Inc. and its debtor-affiliates' 61 restaurants to Rita
Acquisition Corp., a company set up by DDJ Capital Management
LLC, Bloomberg News reports.

The sale, Bloomberg relates, will enable the Debtors to terminate
at least $23 million in debt against DDJ Capital.

DDJ Capital's counsel, William E. Chipman, Esq., told Bloomberg
that Rita Acquisition will continue to operate the restaurants in
the ordinary course of business.

Madison, Georgia-based Avado Brands Inc., aka Applesouth, --
http://www.avado.com/-- operates about 120 casual dining
restaurants under the banners Don Pablo's Mexican Kitchen and Hops
Grillhouse & Brewery.  The restaurants are located in 22 states in
the U.S.  As of Sept. 5, 2007, the Debtors employed about 9,970
people.  For the year ended July 31, 2007, the Debtors generated
about $227.8 million in revenues and a negative EBITDA of
$7.8 million.

The Debtor filed for chapter 11 protection on Feb. 4, 2004 (Bankr.
N.D. Tex. Case No. 04-1555).  On April 26, 2005, Judge Steven
Felsenthal confirmed Avado's Modified Plan of Reorganization and
that Plan became effective on May 19, 2005.

On Sept. 5, 2007, Avado filed a voluntary chapter 22 petition
(Bankr. D. Del. Case No. 07-11276) to complete an orderly sale of
its assets, via Section 363 of the Bankruptcy Code.  About 10 of
Avado's affiliates also filed for bankruptcy protection on the
same date (Bankr. D. Del. Case Nos. 07-11277 through 07-11286).

Michael Tuchin, Esq., and Stacia A. Neeley, Esq., at Klee, Tuchin,
Bogdanoff & Stern LLP, represent the Debtors.  Donald J.
Detweiler, Esq., at Greenberg Traurig, LLP, is the Debtors' local
counsel.  Kurtzman Carson Consultants LLC acts as the Debtors
claims and noticing agent.  In their second filing, the Debtors
disclosed estimated assets and debts between $1 million to
$100 million.


AVAGO TECH: S&P Upgrades Corporate Credit Rating to BB- from B
--------------------------------------------------------------
Standard & Poor's Ratings Services removed its ratings on San
Jose, California and Singapore-based Avago Technologies Finance
Pte. Ltd. and related entities, from CreditWatch, where they were
placed on Sept. 19, 2007, with positive implications, and raised
the company's corporate credit rating to 'BB-' from 'B'.

This rating action includes an upgrade of the company's senior
secured rating to 'BB-' (two notches above the corporate credit
rating) on its revolving credit facility, which was recently
upsized from $250 million to $375 million.  The recovery rating
remains '1', indicating the expectation of a very high (90%-100%)
recovery of principal in the event of a payment default.
The outlook is stable.

"The rating action follows the company's steps to delever, while
its operating trends have remained stable over the last several
quarters," said Standard & Poor's credit analyst Lucy Patricola.
"The ratings reflect Avago Technologies' challenges in growing its
portfolio of sole-sourced, leading-edge technology semiconductors;
modest free cash flow; and short
operating track record as an independent company.  These factors
are partially offset by the company's broad product line--which
produces stable revenues and earnings with minimal product,
market, or customer concentration--and leverage that is moderate
for the rating."

The outlook is stable.  A broad-based portfolio affords the
company stability in its operating trends and downside protection.
Upside potential is constrained by its niche focus and lack of
revenue growth.


BANC OF AMERICA: Fitch Holds 'B+' Rating on $3.9MM Certificates
---------------------------------------------------------------
Fitch Ratings has upgraded Banc of America Securities LLC's
commercial mortgage pass-through certificates, series 2003-1, as:

  -- $10.3 million class H to 'AA+' from 'AA';
  -- $21.9 million class J to 'A' from 'A-';

In addition, Fitch has affirmed these classes:

  -- $254.3 million class A-1 at 'AAA';
  -- $506.2 million class A-2 at 'AAA';
  -- Interest-only class XC at 'AAA';
  -- Interest-only class XP-1 at 'AAA';
  -- Interest-only class XP-2 at 'AAA';
  -- $34.9 million class B at 'AAA';
  -- $12.9 million class C at 'AAA';
  -- $24.5 million class D at 'AAA';
  -- $11.6 million class E at 'AAA';
  -- $11.6 million class F at 'AAA';
  -- $11.6 million class G at 'AAA';
  -- $7.7 million class K at 'BBB+';
  -- $6.5 million class L at 'BBB';
  -- $6.5 million class M at 'BBB-';
  -- $5.2 million class N at 'BB';
  -- $3.9 million class O at 'B+';.
  -- $1.3 million class SB-A at 'AAA';
  -- $4.7 million class SB-B at 'AAA';
  -- $10.8 million class SB-C at 'AAA';
  -- $3.3 million class SB-D at 'AAA';
  -- $7.3 million class SB-E at 'AAA';
  -- $5.6 million class ES-A at 'AA';
  -- $4 million class ES-B at 'AA-';
  -- $4.4 million class ES-C at 'A+';
  -- $4.6 million class ES-D at 'A';
  -- $3.2 million class ES-E at 'A-';
  -- $3.2 million class ES-F at 'BBB+';
  -- $3.2 million class ES-G at 'BBB';
  -- $9.8 million class ES-H at 'BBB-'.

Fitch does not rate the $18.1 million class P, $16.4 million class
WB-A, $8.3 million class WB-B, $1.8 million class WB-C, or $1.8
million class WB-D certificates.

The rating upgrades reflect increased credit enhancement levels
due to the prepayment of four loans, scheduled amortization as
well as defeasance of an additional five loans (10.9%) since
Fitch's last rating action.  As of the December 2007 distribution
date, the pool's aggregate certificate balance has decreased 8.1%
to $947.7 million from $1,032.7 million at issuance.  In total,
twenty-eight loans (42.8%) have defeased since issuance, including
the shadow rated Sotheby's Building loan (9.8%) and Wellbridge
Portfolio loan (2.6%).

Currently there is one asset (0.2%) in special servicing, which is
an 84-unit multifamily property located in Jackson, Mississippi.
It has been real estate owned since May 2007 and is currently
under contract for sale.  The special servicer does not expect
losses upon the liquidation of the property.

Fitch reviewed the remaining shadow rated loan: Emerald Square
Mall (10.2%), the largest loan in the pool that is secured by a
regional mall in North Attleboro, Massachussetts.  The loan
maintains its investment grade shadow rating due to stable
performance.  As of September 2007, occupancy at the property was
stable at 93%, compared to 94 % at issuance.  The loan is divided
into an A and a B note: the A note, which has been contributed to
the pooled proceeds and the B-note, which is structured as stand-
alone rake classes.  It is an amortizing balloon loan and is
scheduled to mature in March 2013.

Eight loans (3.58%) have been identified as Fitch loans of concern
due to declining performance.  The largest Fitch loan of concern
is secured by a 220-unit multifamily apartment complex in Dallas,
Texas and had servicer reported DSCR of 0.64 times as of June 30
2007.

Three non-defeased multifamily loans (0.9%) are scheduled to
mature in 2008, all of which are related but not cross-
collateralized and cross-defaulted.  Although servicer reported
year-end 2006 DSCR declined compared to that at issuance, all
three loans are performing with current DSCR above 1.0x.


BARNERT HOSPITAL: Court Extends Plan Filing Deadline to April 2
---------------------------------------------------------------
The United States Bankruptcy Court for the District of New Jersey
further extended Nathan and Miriam Barnert Memorial Hospital
Association dba Barnert Hospital's exclusive periods to:

   a) file a plan until April 2, 2008; and

   b) solicit acceptances of that plan until June 1, 2008.

As reported in the Troubled Company Reporter on Dec. 19, 2007,
the Debtor said that it needs additional time to complete
negotiations with creditors and prospective buyers in connection
with a sale of the Debtor's assets.

"If such negotiations come to fruition, the Debtor will require
time to prepare and file pleadings to proceed with a court-
approved auction and sale of assets," David J. Adler, Esq., at
McCarter & English LLP says.

In addition, the Debtor told the Court that the sale of its
assets is necessary in the formulation of a plan of reorganization
as well as in its exit from Chapter 11.

The Debtor's exclusive period to file a plan expired on
Dec. 13, 2007.

                   About Nathan and Miriam

Nathan and Miriam Barnert Memorial Hospital Association, dba
Barnert Hospital, owns and operates a 256 bed general acute
care community hospital located at 680 Broadway in Paterson,
New Jersey.  The company filed for chapter 11 protection on
Aug. 15, 2007 (Bankr. D. N.J. Case No. 07-21631).  David J. Adler,
Esq., at McCarter & English, LLP, represents the Debtor in its
restructuring efforts.  Warren J. Martin Jr., Esq. and John S.
Mairo, Esq., at Porzio Bromberg & Newman, P.C., represent the
Official Committee of Unsecured Creditors in this case.  Donlin
Recano & Company Inc. is the Debtor's claims, noticing, and
balloting agent.  The Debtor's schedules reflect total assets
of $46,600,967 and total liabilities of $61,303,505.

As reported in the Troubled Company Reporter on Dec. 10, 2007,
the Debtor has withdrawn its request for approval of the
$5 million debtor-in-possession financing agreement with Northern
Healthcare Capital LLC.


BASIS YIELD: Case Now Under Official Liquidation
------------------------------------------------
Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham,
joint liquidators of Basis Yield Alpha Fund (Master), filed a
statement regarding the status of Basis Yield's liquidation
proceedings before the Grand Court of Cayman Islands.

In the statement, the JPLs notified the U.S. Bankruptcy Court for
the Southern District of New York that, on December 19, 2007, the
Cayman Court directed that Basis Yield be officially wound up
pursuant to the provisions of the Cayman Islands' Companies Law
(2007 Revision).

The Statement also said the Cayman Court has appointed Messrs.
Dickson, Akers and Billingham as Basis Yield's joint official
liquidators.

U.S. counsel for the Liquidators, Karen B. Dine, Esq., at
Pillsbury Winthrop Shaw Pittman LLP, in New York, relates that,
pursuant to the Cayman Court's order, the Official Liquidators
are authorized to:

   -- do any act or thing they consider to be necessary or
      desirable in connection with the liquidation of Basis Yield
      and the winding up of its affairs;

   -- exercise all powers set out in Section 109 of the Cayman
      Companies Law without further sanction of the Cayman Court,
      including the liberty to employ attorneys, counsel and
      professional advisors in the Cayman Islands or elsewhere;
      and

   -- pay invoices out of the assets of Basis Yield for
      attorneys' and accountants' remuneration at the usual rates
      together with all costs and expenses.

Ms. Dine further relates that the Cayman Court also authorized
the Official Liquidators to file with the Cayman Court Clerk a
report, in writing, of the position of and the progress made with
the winding up of Basis Yield and with the realization of its
assets, and as to any other matters connected with the company's
liquidation, every 12 months or as the Cayman Court may direct.

On August 28, 2007, Basis Yield asked the Cayman Court to
immediately appoint Messrs. Dickson, Akers and Billingham as the
company's joint provisional liquidators.  The Cayman Court
granted Basis Yield's request on that same day.  The Liquidators
were first appointed temporarily by the Cayman Grand Court as an
interim measure designed to ensure that the status quo is
maintained pending a full hearing of a winding up petition.

The following day, the Liquidators filed a petition under Chapter
15 of the U.S. Bankruptcy Code believing that an ancillary case
would facilitate an efficient, fair, prompt, and orderly conduct
of the Cayman Islands Proceeding.

The Cayman Grand Court usually appoints a provisional liquidator
if it is persuaded that in all probability a winding up order
will ultimately be made.

                        About Basis Yield

Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund.
It operates as a master-feeder structure that allows investors'
funds to be channeled through two companies operating in a
single jurisdiction to a "master" company operating in the same
jurisdiction.  These two feeder funds are Basis Yield Alpha Fund
(US), a US feeder fund for US taxable investors, and Basis Yield
Alpha Fund, a non-US feeder for all other investors.

On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul
Andrew Billingham filed a chapter 15 petition for Basis Yield
(Bankr. S.D.N.Y. Case No. 07-12762).  Karen Dine, Esq. at
Pillsbury Winthrop Shaw Pittman LLP represents the petitioners.
(Basis Yield Bankruptcy News, Issue No. 10; Bankruptcy
Creditors' Service Inc. http://bankrupt.com/newsstand/or
215/945-7000).


BASIS YIELD: NY Court to Consider Liquidation Case on January 15
----------------------------------------------------------------
Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern
District of New York will consider on January 15, 2008, the
request of Hugh Dickson, Stephen John Akers, and Paul Andrew
Billingham, joint official liquidators of Basis Yield Alpha Fund
(Master), for recognition of the Cayman Islands liquidation
proceeding of Basis Yield Alpha Fund (Master) as a "foreign main"
proceeding under Chapter 15 of the U.S. Bankruptcy Code.

Judge Gerber has previously set January 8 as the deadline to file
objections to the Joint Official Liquidators' request for summary
judgement of their Chapter 15 petition.

No objections to the summary judgement request, however, were
filed on the U.S. Court dockets as of January 9.

Basis Yield's Chapter 15 petition said it is estimated to have
more than $100,000,000 in total assets and total liabilities, and
less than 49 creditors.  The Liquidators noted that more than
$50,000,000 of Basis Yield's assets, held by various financial
institutions, are located within the United States.

                        About Basis Yield

Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund.
It operates as a master-feeder structure that allows investors'
funds to be channeled through two companies operating in a
single jurisdiction to a "master" company operating in the same
jurisdiction.  These two feeder funds are Basis Yield Alpha Fund
(US), a US feeder fund for US taxable investors, and Basis Yield
Alpha Fund, a non-US feeder for all other investors.

On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul
Andrew Billingham filed a chapter 15 petition for Basis Yield
(Bankr. S.D.N.Y. Case No. 07-12762).  Karen Dine, Esq. at
Pillsbury Winthrop Shaw Pittman LLP represents the petitioners.
(Basis Yield Bankruptcy News, Issue No. 10; Bankruptcy
Creditors' Service Inc. http://bankrupt.com/newsstand/or
215/945-7000).


BAY AREA: Case Summary & Largest Unsecured Creditor
---------------------------------------------------
Debtor: Bay Area Luxury Homes/Sausalito X, L.L.C.
        171 Birch Street, Suite 4
        Redwood City, CA 94062
        Tel: (650) 400-5039

Bankruptcy Case No.: 08-30023

Type of Business: The Debtor owns and manages real estate.

Chapter 11 Petition Date: January 8, 2008

Court: Northern District of California (San Francisco)

Judge: Thomas E. Carlson

Debtor's Counsel: Ignascio G. Camarena, II, Esq.
                  Bustamante, O'Hara and Gagliasso
                  333 West San Carlos Street, 8th Floor
                  San Jose, CA 95131
                  Tel: (408) 977-1911

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's Largest Unsecured Creditor:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Couture Architecture           trade debt            $26,000


BEAR STEARNS: Fitch Holds Low-B Ratings on Six Certificate Classes
------------------------------------------------------------------
Fitch Ratings has upgraded Bear Stearns Commercial Mortgage
Securities Trust 2004-TOP16, commercial mortgage pass-through
certificates, as:

  -- $20.2 million class B to 'AA+' from 'AA';
  -- $13.1 million class C to 'AA' from 'AA-'.

In addition, Fitch has affirmed these classes:

  -- $1.5 million class A-2 at 'AAA';
  -- $100 million class A-3 at 'AAA';
  -- $100 million class A-4 at 'AAA';
  -- $80 million class A-5 at 'AAA';
  -- $676.1 million class A-6 at 'AAA';
  -- Interest-only class X-1 at 'AAA';
  -- Interest-only class X-2 at 'AAA';
  -- $13 million class D at 'A';
  -- $15.9 million class E at 'A-';
  -- $10.1 million class F at 'BBB+';
  -- $11.6 million class G at 'BBB';
  -- $10.1 million class H at 'BBB-';
  -- $2.9 million class J at 'BB+';
  -- $4.3 million class K at 'BB';
  -- $5.8 million class L at 'BB-';
  -- $1.4 million class M at 'B+';
  -- $1.4 million class N at 'B';
  -- $2.9 million class O at 'B-'.

Fitch does not rate the $7.2 million class P.  Class A-1 has been
paid in full.

The upgrades are due to an additional 8.3% defeasance, 4.6% pay
down and stable performance since Fitch's last review.  As of the
December 2007 distribution date, the pool's aggregate principal
balance has decreased 6.8% to $1.08 billion from $1.15 billion at
issuance.

One loan (0.3%), secured by a multifamily property in Sharonville,
Ohio, is currently in special servicing.  The loan recently
transferred to the special servicer due to imminent default.  The
special servicer is pursuing foreclosure.  Fitch's expected losses
will be absorbed by the non-rated class P.

Fitch reviewed the most recent operating statement analysis
reports for the remaining seven shadow rated loans (20.4%): Jersey
Gardens (7.0%), New Dominion Technology Park (5.8%), Hilton Old
Town (2.3%), Huntington Square Plaza (1.8%), Fairview Center
(1.5%), RBC Centura Bank Portfolio (0.9%) and Wilton Medical Arts
(0.4%).  Based on their stable to improved performance since
issuance the loans maintain their investment grade shadow ratings.

Jersey Gardens (7.0%) is secured by a 1.3 million square foot
super-regional mall in Elizabeth, New Jersey.  Anchor tenants
include Burlington Coat Factory, Filene's Basement, Cohoes
Fashions, Marshall's, Old Navy, Bed Bath & Beyond, Off 5th Saks
Fifth Avenue, Nike Factory Store, Jeepers!, Home Living Group USA,
Daffy's, Neiman Marcus Last Call and Gap Outlet.  The A note
consists of two pari passu portions with the $75.7 million A2 note
included in this transaction and the $80.4 million A1 note
included in GMAC 2004-C2.  As of July 2007, occupancy has
increased to 98.7% from 91.8% at issuance.

New Dominion Technology Park (5.8%) is secured by a 257,400 sf
single tenant suburban office building in Herndon, Virginia,
occupied entirely by GSA.  The property benefits from the
experienced sponsorship of Boston Properties (rated 'BBB' with a
stable outlook by Fitch).  As of Sept. 30, 2007, the property
remains 100% occupied, unchanged since issuance.

Hilton Old Town (2.3%) is secured by a 241-room full-service hotel
in Alexandria, Virginia.  The property benefits from the
experienced sponsorship of LaSalle Hotel Properties, Inc., a self-
managed real estate investment trust that acquires, owns and
leases primarily upscale and luxury full-service hotels.  As of
the trailing twelve months ending October 2007, occupancy is 76.2%
compared to 79% at issuance.  As of October 2007, the average
daily rate and revenue per available room have improved to $200.92
and $153.14 from $144.00 and $113.00 at issuance, respectively.

Huntington Square Plaza (1.8%) is secured by a 114,991 sf anchored
retail center in East Northport, New York.  The property is leased
to two tenants, Stop & Shop and Best Buy (rated 'BBB+' with a
Stable Outlook by Fitch), with long-term leases that expire in
2023.  The sponsor is a subsidiary of the Inland Group.  The
property is 100% occupied as of Sept. 30, 2007, unchanged since
issuance.

Fairview Center (1.5%) is secured by a 222,546 sf anchored retail
center in Goleta, California.  Anchor tenants include Vons,
Orchard Supply Center and Michaels.  As of Sept. 30, 2007,
occupancy has improved to 100% from 95% at issuance.


BEAR STEARNS: Fitch Holds 'B-' Rating on $2.1MM Class M Certs.
--------------------------------------------------------------
Fitch Ratings upgrades Bear Stearns Commercial Mortgage Securities
Inc.'s commercial mortgage pass-through certificates, series 2000-
WF2, as:

  -- $8.4 million class D to 'AAA' from 'AA+';
  -- $26.1 million class E to 'A+' from 'A'.

In addition, Fitch affirms these :

  -- $15.7 million class A-1 at 'AAA';
  -- $529.4 million class A-2 at 'AAA';
  -- Interest-only class X at 'AAA';
  -- $28.3 million class B at 'AAA';
  -- $26.2 million class C at 'AAA';
  -- $7.3 million class F at 'A-';
  -- $4.2 million class L at 'B';
  -- $2.1 million class M at 'B-'.

Fitch does not rate classes G, H, I, J, K and N.

The upgrades reflect the improved credit enhancement levels as a
result of a loan payoff, scheduled amortization and the defeasance
of 13 loans (13.5%) since Fitch's last rating action.  In total,
28 loans (26.7%) have defeased since issuance.  As of the December
2007 remittance report the pool has paid down 18.9% to $680.2
million from $838.5 million at issuance and 141 loans remain in
the transaction.  There are currently no specially serviced or
delinquent loans.

Fitch reviewed the two shadow-rated loans in the pool, the MHC
Portfolio (12.8%) and FM Global Headquarters (1.6%).  The FM
Global Headquarters loan has fully defeased.  Both loans maintain
their investment grade credit assessments based on their stable
performance.

The MHC Portfolio is secured by six manufactured housing
communities located in Florida, California and Illinois.
Although, occupancy has remained stable at 86% as of Sept. 30,
2007, the year-end 2006 servicer reported net operating income has
improved 14% since issuance.


BLACKBOARD INC: Moody's Vacates Ratings for Business Reasons
------------------------------------------------------------
These ratings of Blackboard Inc. have been withdrawn:

  -- Corporate Family Rating of Ba3
  -- Speculative Grade Liquidity Rating of SGL-1
  -- Probability of Default of B1
  -- $10 million Senior Secured Revolving Credit Facility due
     2010, Ba3, LGD3, 31%
  -- $70 million Senior Secured First Lien due 2011, Ba3, LGD3,
     31%

Moody's has withdrawn the ratings for business reasons.  The
ratings were withdrawn because the issuer has no rated debt
outstanding.

Blackboard Inc., headquartered in Washington District of Columbia,
is a leading provider of software applications to the education
industry for interactive teaching, learning, course management,
and campus life.


BLACKHAWK AUTOMOTIVE: Court OKs Frost Brown as Panel's Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in Blackhawk
Automotive Plastics Inc. and its debtor-affiliates' bankruptcy
cases obtained authority from the United States Bankruptcy Court
for the Northern District of Ohio to retain Frost Brown Todd LLC
as its counsel, nunc pro tunc to Nov. 1, 2007.

As reported in the Troubled Company Reporter on Jan. 4, 2008,
Frost Brown is expected to:

   a) advise the Committee with respect to its powers, duties and
      responsibilities in these cases;

   b) provide assistance in the Committee's investigation of the
      acts, conduct, assets, liabilities and financial condition
      of the Debtors, the operation of the Debtors' business
      and desirability of the continuance of the business, and
      any other matters relevant to the cases or to the
      negotiation and formulation of a plan;

   c) prepare on behalf of the Committee all necessary pleadings
      and other documentation;

   d) advise the Committee with respect to the Debtors'
      formulation of a plan(s), the Debtors' proposed plans with
      respect to the prosecution of claims against various
      third parties and any other matters relevant to the cases or
      to the formulation of a plan(s) in these cases;

   e) provide assistance, advice and representation, if
      appropriate, with respect to the employment of a Trustee or
      Examiner, should the action become necessary, or any other
      legal decision involving interests represented by the
      Committee;

   f) represent the Committee in hearings and proceedings
      involving the Committee; and

   g) perform other legal services as may be necessary and in
      the interest of the creditors and this Committee.

Papers filed with the Court did not disclose the firm's
compensation rates.

Ronald E. Gold, Esq., a member of the firm, assured the Court that
the firm does not hold any interest adverse to the Debtor's estate
and is a "disinterested person" as defined in Section 101(14) of
the Bankruptcy Code.

Mr. Gold can be reached at:

     Ronald E. Gold, Esq.
     Frost Brown Todd LLC
     2200 PNC Center
     201 East Fifth Street
     Cincinnati, Ohio 45202-4182
     Tel: (513) 651-6156
     Fax: (513) 651-6981
     http://www.frostbrowntodd.com/

Salem, Ohio-based Blackhawk Automotive Plastics Inc., formerly
Warren Molded/Custom Plastics, manufactures injection molded
plastic products and motor vehicle parts and accessories.  BAP's
customers include General Motors, Delphi, Lear, Chrysler, Honda,
Navistar, and Visteon.  BAP employs about 1,574 workers
domestically, and generated $136 million in sales in 2006.

BAP owns Canadian subsidiary, Blackhawk Automotive Plastics Ltd.
which operated a manufacturing facility in Ontario until Johnson
Controls Inc. bought BAP Canada's assets in May 2005.  BAP
Canada's remaining assets consist primarily of net operating loss
carryforwards for Canadian tax purposes.  The NOLs had a book
value of about $8.2 million as of December 2005.  BAP also owns a
plant in Upper Sandusky, Ohio, which ceased operations in 2006.

The company filed for chapter 11 protection on Oct. 22, 2007
(Bankr. N.D. Ohio, Case No. 07-42671).  Its parent company, Tier e
Automotive Group Inc., filed a separate chapter 11 petition on the
same day (Bankr. N.D. Ohio, Case No. 07-42673).

Tier e acquired BAP from Worthington Industries Inc. in 1999.
Tier e also owns 49% stake in Nescor Holdings Inc., a holding
company for Nescor Plastics Corporation, also an automotive
plastics supplier.

William I. Kohn, Esq., David M. Neumann, Esq., Stuart A. Laven,
Jr., Esq., at Benesch, Friedlander, Coplan & Aronoff LLP represent
the Debtors in their restructuring efforts.  Donlin Recano &
Company Inc. provides the Debtors with claims, noticing, balloting
and distribution services.  No Official Committee of Unsecured
Creditors has been appointed in either of the Debtors' cases.
The Debtors' schedules disclose total assets of $58,665,229 and
total liabilities of $51,244,592.  As of bankruptcy filing, BAP's
aggregate debt to its senior facility lenders was about
$33 million.


BOSTON HILL: Has Until Jan. 15 to File Schedules of Assets & Debts
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
extended the period in which Boston Hill Realty Trust must file
its schedules of assets and liabilities and statement of financial
affairs until Jan. 15, 2008.

The schedules and statement were originally due on Jan. 4, 2008.

The filing deadline was extended due to the administrative demands
inherent in any chapter 11 bankruptcy.  The Debtor is still in the
process of compiling the information necessary for the accurate
completion of the Schedules and Statements.  In addition, the
Debtor has experienced difficulty in assembling all of the
documents necessary to prepare the bankruptcy filings as the
documents are not currently in its possession.

Kingston, Massachusetts-based Boston Hill Realty Trust owns and
develops real estate.  The Debtor filed for Chapter 11 Petition on
Dec. 5, 2007 (Bankr. D. Mass. Case No. 07-17770).  Earl D. Munroe
at Munroe & Chew represents the Debtor in its restructuring
efforts.  The Debtor listed assets and debts between $10 million
and $50 million.


BOSTON HILL: Section 341(a) Meeting Moved to January 22
-------------------------------------------------------
The U.S. Trustee for Region 1 rescheduled the Section 341(a)
Meeting of persons owed money by Boston Hill Realty Trust to
Jan. 22, 2008, at 1:15 p.m., in the Office of the U.S. Trustee,
Room 1190, Thomas P. O'Neill Federal Building, 10 Causeway Street
in Boston, Massachusetts.

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

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

Kingston, Massachusetts-based Boston Hill Realty Trust owns and
develops real estate.  The Debtor filed for Chapter 11 Petition on
Dec. 5, 2007 (Bankr. D. Mass. Case No. 07-17770).  Earl D. Munroe
at Munroe & Chew represents the Debtor in its restructuring
efforts.  The Debtor listed assets and debts between $10 million
and $50 million.


BRANTLEY HOMES: Files for Chapter 7 Liquidation in Birmingham
-------------------------------------------------------------
Brantley Homes filed for Chapter 7 liquidation proceeding with the
U.S. Bankruptcy Court for the Northern District of Alabama after
the original partner, Bill Brantley, fell ill, Russell Hubbard of
the Birmingham News reports.

Rhonda Brantley told Birmingham News that she was torn between
continuing the legacy of their homebuilding business and staying
with her husband and business partner.  "I had the choice of
taking care of my business or my family...  It hurts because this
what we do.  My husband became somewhat of a legend in Shelby
County through building houses," she said.

Ms. Brantley recounts that the Birmingham area was "insulated"
from the U.S. home mortgage crisis due to economic and job growth,
but admitted that the business wasn't foolproof from the meltdown,
Birmingham News relates.  "So I really found myself looking down
two barrels," Birmingham News cites Ms. Brantley as saying.  "This
market and this illness, neither of which I can control."

According to Birmingham News, the Alabama homebuilder listed
assets of $1,700,000 and liabilities of $3,400,000.


BRIGANTINE HIGH: Moody's Junks Rating on $14 Mil. Notes from A2
---------------------------------------------------------------
Moody's Investors Service downgraded these notes issued by
Brigantine High Grade Funding, Ltd.:

Class Description: $14,000,000 Class C Deferrable Floating Rate
Notes Due 2051

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

Class Description: $11,000,000 Class D Deferrable Floating Rate
Notes Due 2051

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

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

Class Description: $69,500,000 Class A-2 Floating Rate Notes Due
2051

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

Class Description: $17,000,000 Class B Floating Rate Notes Due
2051

  -- Prior Rating: Aa2, on review for possible downgrade
  -- Current Rating: Ba2, on review for possible downgrade

Lastly, Moody's also placed these notes on review for possible
downgrade:

Class Description: $500,000,000 Class A-1B Floating Rate Notes Due
2051

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

Class Description: $100,000,000 Class A-1C Floating Rate Notes Due
2051

  -- Prior Rating: Aaa
  -- Current Rating: Aaa, 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.


CALPINE CORP: S&P Expects B Rating Upon Calpine's Bankruptcy Exit
-----------------------------------------------------------------
Standard & Poor's Ratings Services announced that it expects to
assign its 'B' corporate credit rating to Calpine Corp. (D/--/--)
when the company emerges from Chapter 11 protection, which is
expected to occur by the end of January 2008.  Standard & Poor's
also expects to assign its 'B+' rating (one notch higher than the
expected corporate credit rating) and '2' recovery rating to
Calpine's $6.6 billion first-lien term loan (includes a
$300 million bridge loan and $1 billion first-lien revolving
credit facility that make up the exit debt facilities).  The '2'
recovery rating indicates expectation of substantial recovery
(70%-90%) in event of a payment default.  S&P expects the outlook
to be stable.

S&P's expected ratings are based on the capital structure and
other terms and conditions of Calpine's plan of reorganization as
confirmed by the bankruptcy court and are subject to the company
substantially consummating the plan at emergence.  Any material
changes in the plan or significant delays in the emergence process
could result in different ratings.  In addition, the expected bank
loan ratings are based on preliminary terms and conditions of the
exit debt facilities and assume that the bank facilities become
effective at emergence as represented to S&P.  The ratings are
subject to review upon receipt of final documentation.

On emergence from bankruptcy, Calpine expects to own 80 plants
with 23,851 MW of generating capacity, making it the third-largest
merchant generator in the U.S. by capacity.  Calpine owns 7,246 MW
in the West, 7,510 MW in Texas, 6,254 MW in the Southeast, and
2,841 MW in the Northeast and the Midwest.

Consolidated debt on the balance sheet is expected to total about
$10.7 billion which includes about $4.1 billion of debt at various
Calpine projects, and a $300 million bridge loan that will be
pari-passu with the first-lien term loan.  The bridge loan is
expected to be repaid in the first half of 2008 with proceeds of
asset sales and certain tax refunds from Canada that have largely
been locked in.  The first-lien facility has an accordion feature
that allows Calpine to refinance project debt at the corporate
level, which is a strategy S&P believes management intends to
pursue.

S&P expects Calpine's 'B' corporate credit rating to reflect these
strengths:

  -- Calpine owns 7% of the capacity in California and 10% of
     the capacity in the Electric Reliability Council of
     Texas - two heavily gas-driven markets that are expected
     to remain so.

  -- Calpine's fleet is new, has heat rates of about 7,000 BTU
     per kilowatt-hour (BTU/kWh), and will be among the first
     gas-fired plants to dispatch in any region.  Accordingly,
     it has strong operating characteristics.

  -- Improving merchant market fundamentals in many regions of
     the country and difficulty in permitting new coal plants
     augur well for cash flow over the next few years.

  -- Regional capacity markets such as the ones in the New
     England Power Pool and the Pennsylvania New Jersey
     Maryland Interconnection may provide additional revenue
     stability.

  -- Potential carbon legislation could significantly aid clean
     gas-fired capacity such as owned by Calpine.

  -- A hedging program that seeks to contract a high proportion
     of its margins over the upcoming two years will provide
     for some cash flow stability.

These are the offsetting weaknesses:

  -- Calpine's cash flows remain extremely vulnerable to gas
     price volatility.

  -- Other regions of the country, especially the Southeast,
     continue to have substantial surplus capacity and
     consequently poor cash flow prospects.

  -- Entry of substantial base load generation, especially in
     Texas, could hurt dispatch profile and gross margins.

  -- High hydro conditions will likely lead to lower power
     prices in California.

Calpine, with its largely combined-cycle, gas-fired fleet, has
large positions in gas-driven markets like California and Texas.
These markets are expected to remain greatly influenced by gas in
the foreseeable future.  Calpine's fleet is new with heat rates
averaging about 7,000 BTU/kWh and will likely be among the first
gas-fired plants to be dispatched in any region.  As a result, the
fleet has strong operating characteristics, with capacity factors
well above the national average and forced outage and heat rates
below the national average.  These characteristics position
Calpine to benefit from tightening demand/supply conditions in
many markets while mitigate the downside impact of an overcapacity
in other markets.

Calpine has hedges in place that provide some cash flow stability
- about 75% of its gross margin is hedged in 2008, and the
percentage hedged in subsequent years declines.  S&P expects the
company to continue to put on hedges over time on a rolling basis.
Another 5% of gross margins come from steam contracts, whose
revenues fluctuate with gas prices.   Despite these hedges,
Calpine's cash flows retain substantial exposure to gas prices and
market heat rates.  Specific vulnerabilities include the potential
for a substantial base load buildout in Texas and annual hydro
volatility in California and the Northwest.

S&P expects that climate change concerns and the growth of
renewable energy will be beneficial to Calpine's credit profile in
the short to medium term.  Calpine's Geysers facilities should see
a substantial gain from renewable energy credits as California
moves towards its 33% renewable portfolio standards target, and
the company's gas-based fleet should benefit from potential
climate change legislation through higher capacity factors, as
fuel-switching from coal to gas will likely be the marginal
abatement opportunity.

Under Calpine's planned emergence capital structure, it will have
a total of about $10.7 billion of debt with 23,851 MW of
generation capacity almost entirely gas fired.  The resulting high
debt burden of about $450/kW, coupled with the relatively unhedged
nature of the portfolio in the long term, creates an aggressive
financial profile.  Under Calpine's base case forecast, the 2007-
2012 debt service coverage ratios vary between 1.1x and 1.8x,
while funds from operations coverage of debt ranges from 8% to
15%.  These ratios reflect Calpine's consolidated financial
profile, including the projects with non-recourse debt.  Calpine
would default under S&P's conservative merchant power price
assumptions--but this is consistent with 'B' category
expectations.  Calpine's planned capital structure remains highly
levered for several years with total debt to capitalization
expected to fall to about 73% in 2012 from 77% in 2008 under the
base case.  Loan covenants provide for a 50% sweep of excess cash
flow to pay down first-lien debt.


CABELA'S CREDIT: Fitch To Put 'BB+' Rating on $10.125MM Notes
-------------------------------------------------------------
Fitch Ratings expects to rate Cabela's Credit Card Master Note
Trust, Series 2008-I as:

  --  $389,250,000 class A-1/A-2 notes 'AAA';
  --  $31,500,000 class B-1/B-2 notes 'A+';
  --  $19,125,000 class C-1/C-2 notes 'BBB+';
  --  $10,125,000 class D notes 'BB+'.


CALPINE CORP: Moody's Puts B2 Ratings on Looming Chapter 11 Exit
----------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating
and a B2 Probability of Default Rating to Calpine Corporation in
conjunction with the company's plan to exit bankruptcy in early
2008.  Moody's also assigned B2 to the company's $7.3 billion
senior secured term loan and revolving credit facility, the
majority of which will be used as the company's primary exit
financing to help satisfy approximately $8.2 billion of secured
and other claims to be settled in cash, as well as to pay other
related expenses.  The rating outlook for Calpine is stable.

The B2 CFR reflects the degree of uncontracted revenues and
resulting cash flow expected to be generated by Calpine's largely
natural-gas fired merchant generation fleet over the next several
years.  While the company has substantial hedges in place for 2008
which should lock-in more than 70% of the company's margin this
year, the percentage of margin hedged beyond 2008 declines leaving
the company exposed to potentially greater year-over-year cash
flow and earnings volatility over the next several years.  Moody's
believes that Calpine's funds from operations is expected to
represent about 4.0-6.0% of total adjusted debt in 2008 while FFO
from 2009 through 2010 is expected to average 5.0-8.0% of the
company's projected average adjusted debt.  Moody's also believes
that Calpine's cash flow coverage of interest expense should range
between 1.5x to 1.9x over the same three year time frame.  These
financial measures, which incorporate Moody's standard
adjustments, are consistent with the financial measures of other
B-rated independent power producers.  Also factored into this
rating assessment is Moody's recognition that Calpine's
consolidated earnings and cash flow should improve above the
projected 2008 credit metrics and should be accompanied by greater
predictability due to stronger margins anticipated across the key
electric markets served by Calpine as well as the expected in-
service date of three new separate generation projects in 2008,
2009, and 2010.   These three projects, which are currently under
construction, will provide, when completed, highly predictable
contracted revenues and cash flows over an extended period based
upon power purchase arrangements already in place with high credit
quality off-takers.

The rating factors in the obvious benefit to the company's
financial flexibility of a substantially reduced debt load, as
more than $6 billion of unsecured funded debt and pre-petition
interest is expected to be converted to equity as part of the
company's plan of reorganization.  Based upon the
$18.95 billion valuation for Calpine that was approved by the
bankruptcy court and underpins the company's POR and the company's
most recent "low" and "high" claims estimates, unsecured creditors
will receive new common stock of the reorganized Calpine equal to
between 82% and 100% of their claims.  The rating further
considers the substantial degree of regional diversity that exists
across Calpine's fleet, the company's recent operating
performance, the fleet's competitive position in certain key
markets, including California and to a lesser extent, in Texas,
and the long-term advantages associated with having among the
largest, most environmentally benign and efficient natural gas-
fired electric generation fleets in North America.

Under the terms of the POR approximately $8.2 billion of claims
will be settled with cash upon emergence from bankruptcy.
Specifically, approximately $3.912 billion represent amounts under
the company's existing debtor-in-possession term loan converted to
exit financing; $3.964 billion will be used to satisfy claims of
Calpine's second lien note holders; approximately $141.2 million
to meet other secured, administrative, priority and convenience
claims; and $237.7 million to cover transaction costs and
professional fees.   Calpine expects to fund the $8.2 billion with
a combination of $1.6 billion of cash and the incurrence of term
debt, including the $6.3 billion of secured term loans rated (P)B2
and a separate $300 million one year secured term loan that will
be entered into by Calpine as bridge financing which will be
required to be repaid by the proceeds from two identifiable asset
sales and a tax refund expected to be received from the Canadian
government.  Moody's expects the $300 million in bridge financing
to be fully repaid from these external sources during the first
half of 2008.

Moody's observes that approximately $4.1 billion of project level
debt at numerous subsidiaries will continue to exist under the
current terms and conditions in their respective project loan
financing documents.  Moody's understands that several of these
loan agreements have pricing terms that are above the current
market for similar project financing's.  As such, Moody's believes
that the company may look to refinance several of these financing
arrangements over the next several years, which should reduce
consolidated interest expense further resulting in better cash
flow coverage metrics than projected in the company's forecasts.

Moody's further observes that the company's consolidated debt is
expected to decline only modestly from the time of the company's
emergence from bankruptcy through the end of 2009 as scheduled
amortization payments under the term loan
($63 million annually) and under various project loan agreements
($252 million in 2008 and $268.7 million in 2009) are expected to
be offset by the incurrence of more than $200 million of project
level debt in 2008 and nearly $300 million of additional project
level debt in 2009 to finance the completion of the Russell City
Energy and Otay Mesa generation projects.  Project finance debt
associated with the construction of these two projects as well as
the 50%-owned Greenfield project has already been arranged.

The senior secured credit facilities, rated (P)B2, will consist of
a $1.0 billion revolving credit facility and a $6.3 billion term
loan.  Both the revolver and term loan mature on March 29, 2014.
These credit facilities will rank pari-passu with the one-year
$300 million secured term loan bridge financing which is expected
to be repaid in the first half of 2008.  The facility ratings
incorporate the fact that all of the Calpine corporate debt will
be first lien debt and as such, should carry the same rating as
the company's CFR.

The collateral securing the senior secured credit facilities and
the bridge financing will consist of a first priority lien on
substantially all assets, including equity in subsidiaries of
Calpine and the guarantors to the extent permitted by existing
contractual arrangements.  The key components of the collateral
package include a direct first lien on the Geysers, the nation's
largest geothermal operation, consisting of 19 units that operate
as a 725 megawatts base load unit in California.  The Geysers'
average availability factor is 95%; it is considered among the
lowest cost generating resources in California; and its value has
strengthened in the recent past given its unique competitive
position as a large, operating base load renewable resource.  In
addition to the Geysers, the collateral package will include a
first lien on the assets of Calpine Generating Company, which
consists of thirteen power generation facilities with a combined
capacity of 9,480 MW located in California, Texas, Washington, the
Southeast, Oklahoma and Illinois.  The collateral package will
also include a first lien on the equity interests in virtually all
of the remaining plants with 15,130 MW of generation capacity.

The senior credit facilities will have financial covenants that
require minimum coverage of consolidated interest expense, limits
on the amount of consolidated debt and consolidated senior debt
(as defined in the credit agreement) relative to the company's
consolidated EBITDA, and caps on the amount of capital
expenditures incurred each year.  The credit facilities will
require Calpine to offer 50% of any excess cash generated each
year to term loan lenders as a mandatory prepayment.

The stable rating outlook incorporates Moody's expectation that
the company will likely generate financial metrics that remain in-
line with other independent power companies whose CFR is B2.
Moody's believes that the company's FFO to adjusted debt will
register in the mid-single digits while cash coverage of interest
expense will remain less than 2.0x during the next three years.
The stable outlook also reflects Moody's view that Calpine's
revenues and cash flow will have a fair amount of volatility over
the next several years given the commodity nature of the
independent power business and Moody's understanding of the
company's current commercial hedging strategy.

In light of the company's likely emergence from bankruptcy and the
fact that debt levels are not likely to appreciably decline until
after 2009, limited prospects exists for the company's CFR to be
upgraded within the next eighteen months; however, to the extent
that Calpine is able to meet or exceed cash flow projections over
the next two years resulting in greater than expected debt
reduction, the company's CFR could be upgraded, particularly if
company's FFO to adjusted debt reaches the high single digits on a
sustainable basis and if greater predictability develops beyond
one year due to contracts or hedges entered into by the company.

The rating could be downgraded if poor operating performance or
weaker than expected energy markets leads to a decline in expected
cash flows for Calpine resulting in the ratio of cash flow to
interest expense below 1.5 times or cash flow to total adjusted
debt approaching 3% for an extended period.

These ratings were affected by this action:

Ratings assigned:

Calpine

  -- Corporate Family Rating, (P)B2
  -- Probability of Default Rating, (P)B2

Rating assigned/LGD Assessment assigned:

Calpine

  -- $1.0 Billion Senior Secured Revolving Credit Facility,
     (P)B2 (LGD3, 49%)

  -- $6.3 Billion Senior Secured Bank Term Loan Facility, (P)B2
     (LGD3, 49%)

Headquartered in San Jose, California, Calpine is a major U.S.
independent power company, capable of delivering nearly 24,000 MW
of electricity to customers in 18 states in the U.S. The company
owns, leases, and operates natural gas-fueled and renewable
geothermal power plants.


CAPITAL LAND: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Capital Land Investors LLC filed with the U.S. Bankruptcy Court
for the District of Nevada, its schedules of assets and
liabilities, disclosing:

     Name of Schedules            Assets      Liabilities
     -----------------            ------      -----------
     A. Real Property        $30,000,000
     B. Personal Property           $321
     C. Property Claimed as
        Exempt
     D. Creditors Holding
        Secured Claims                        $62,883,394
     E. Creditors Holding
        Unsecured Priority
        Claims
     F. Creditors Holding
        Unsecured Nonpriority
        Claims                                   $639,032
                              -----------     -----------
        TOTAL                 $30,000,321     $63,522,426

Las Vegas, Nevada-based Capital Land Investors LLC owns and
manages real estate.  The Debtor filed for chatper 11 protection
on Dec. 4, 2007 (Bankr. D. Nev. Case No. 07-18099).  Talitha B.
Gray, Esq., at Gordon & Silver Ltd. represents the Debtor in its
restructuring efforts.  When the Debtor filed for protection from
its creditors its listed assets and debts between $10 million and
$50 million.


CAPITAL LEASE: Fitch Affirms 'B+' Rating on $6.8MM Class E Certs.
-----------------------------------------------------------------
Fitch Ratings upgrades Capital Lease Funding Securitization,
L.P.'s corporate credit-backed pass-through certificates, series
1997-CTL-1, as:

  -- $9.8 million class B to 'AAA' from 'AA+'.

In addition, Fitch affirms these classes:

  -- Interest-only class IO at 'AAA';
  -- $15.5 million class C at 'A';
  -- $6.1 million class D at 'BBB-';
  -- $6.8 million class E at 'B+'.

The $1.9 million class F and the $1.3 million class G certificates
remain at 'CCC'.

The upgrade is due to transaction paydown and subsequent increase
in credit enhancement.  As of the December 2007 distribution date,
the pool has paid down 67.9% to $41.5 million from $129.4 million
at issuance.  Currently 79.4% of the underlying credit tenants are
below investment grade, compared to 30.4% at issuance.  There have
been no specially serviced loans and no realized losses since
issuance.  The pool's tenants consist of Circuit City (32.5%),
Rite Aid Corp. (17.3%), RadioShack Corp. (14.8%), New York State
Electric & Gas Corp. (11.1%), Food Lion (Delhaize America Inc.)
(8.2%), Walgreen Co. (6.4%), Pep Boys (5.0%), CVS Corp. (3.1%),
and HCA Inc. (1.7%).


CARGO CONNECTION: Converts $800K Obligation to Promissory Note
--------------------------------------------------------------
Cargo Connection Logistics Holding Inc. has converted an
$800 thousand short-term obligation with Emplify HR Services Inc.
into a four-year secured promissory note, which is guaranteed by
certain of the company's subsidiaries.

According to Scott Goodman, the company chief operating officer,
this move will not only enhance Cargo's balance sheet but will
free up additional working capital.

"We continue to take steps to improve the company's financial
condition," Mr. Goodman said.  "Less than 40 days ago we replaced
a factoring facility that was in place for our primary operating
subsidiary with a new factoring agreement with Wells Fargo
Business Credit.  That agreement not only increased our factoring
capacity but provided more favorable terms, including a lower cost
of funds.

"This Note is another step the company is taking to reposition its
obligations and enhance its balance sheet allowing the company to
operate and expand its operations in this upcoming year."

Emplify is a privately held company based in Plantation, Florida
engaged in providing consulting, staffing, process outsourcing,
and marketing services to a variety of vertical markets.  Cargo
has utilized the firm for its staffing services.

                     About Cargo Connection

Cargo Connection Logistics Holding Inc., formerly Championlyte
Holdings Inc. (OTC BB: CRGO.OB) -- http://www.cargocon.com/--
provides logistics solutions for partners through its
network of branch locations and independent agents in North
America.  Its target base ranges from mid-sized to Fortune 100TM
companies.  The company operates through its network of terminals
and transportation services and predominately as a non-asset based
transportation provider of truckload and less-than-truckload
transportation services.  The company also provides logistics
services, which include U.S. Customs Bonded warehouse facilities,
container freight station operations, and a General Order
warehouse operation, which the company began to operate in the
latter part of the second quarter of 2006.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Sept. 10, 2007,
Friedman LLP in East Hanover, New Jersey, reported several
conditions that raise substantial doubt about the ability of
the company to continue as a going concern after auditing the
company's financial statements at Dec. 31, 2006.  The auditing
firm pointed to the company's losses from operations, negative
cash flows from operating activities, negative working capital
and stockholders' deficit.


CENTENNIAL COMMS: Nov. 30 Balance Sheet Upside-Down by $1 Bil.
--------------------------------------------------------------
Centennial Communications Corp.'s balance sheet at Nov. 30, 2007,
showed total assets of $1.34 billion and total liabilities of
$2.38 billion, resulting in a total stockholders' deficit of
$1.07 billion.

The company also reported net income of $925,000 for quarter ended
Nov. 30, 2007, compared to net loss of $33.35 million for the same
period in the previous year.

"Our U.S. wireless business continues to move forward at a solid
pace as we head into the second-half of fiscal 2008," Michael J.
Small, Centennial's chief executive officer, said. "Our customers
continue to choose us because we have a great network and an
enhanced retail distribution presence that is staffed by front-
line associates who are among the best trained in the industry."

"In Puerto Rico, good progress in growing wireless customers,
sustaining a robust ARPU and renewing revenue and cash flow growth
has been dampened by a soft economy and difficult competitive
environment," Mr. Small continued.  "Despite these external
challenges, we remain committed to our proven local market
strategy and will continue to capitalize on our strong collection
of assets and a great local team."

The company ended the quarter with 1,118,500 total wireless
subscribers, which compares to 1,058,700 for the year-ago quarter
and 1,109,900 for the previous quarter ended Aug. 31, 2007.  The
company reported 460,700 total access lines and equivalents at the
end of the fiscal second quarter, which compares to 387,500 for
the year-ago quarter.

                         Other Highlights

  -- On Oct. 23, 2007, Centennial completed its purchase of
     1900 MHz wireless spectrum covering approximately 400,000
     population equivalents in Lima and Findlay-Tiffin, Ohio.
     This targeted purchase is contiguous to Ft. Wayne, Indiana
     and improves the company's Midwest footprint, supporting
     momentum in its U.S. wireless retail business.

  -- On Dec. 3, 2007, the company expanded its board of
     directors from ten members to eleven members and
     appointed Michael R. Coltrane as a new director.
     Mr. Coltrane was formerly the chairman, president and
     chief executive officer for CT Communications Inc., an
     integrated telecommunications provider in North Carolina
     that was acquired in August 2007 by Windstream
     Corporation.

                Liquidity and Capital Resources

At Nov. 30, 2007, the company has:

   -- total liquidity of $223 million, consisting of cash and
      cash equivalents totaling $73 million and approximately
      $150 million available under its revolving credit
      facility;

   -- restricted cash of $6.2 million, which was held in escrow
      as the result of a reciprocal escrow agreement with one
      of its customers;

   -- $750 million of its $900 million of variable debt was
      hedged by interest rate swaps or collars;

   -- no off-balance sheet obligations.

                 About Centennial Communications

Based in Wall, New Jersey, Centennial Communications Corp.
(NASDAQ: CYCL) - http://www.centennialwireless.com/--
provides regional wireless and integrated communications
services in the United States and the Puerto Rico with
approximately 1.1 million wireless subscribers and 387,500
access lines and equivalents.  The US business owns and operates
wireless networks in the Midwest and Southeast covering parts of
six states.  Centennial's Puerto Rico business owns and operates
wireless networks in Puerto Rico and the U.S. Virgin Islands and
provides facilities-based integrated voice, data and Internet
solutions.  Welsh, Carson, Anderson & Stowe and an affiliate of
the Blackstone Group are controlling shareholders of Centennial.

                          *     *     *

Centennial Communications Corp. continues to carry Moody's
Investor Services' 'Caa1' senior unsecured debt rating, which was
placed in September 2006.


CENTERPOINT ENERGY: Earns $91 Million in 2007 Third Quarter
-----------------------------------------------------------
CenterPoint Energy Inc. reported net income of $91 million on
revenues of $1.88 billion for the third quarter of 2007, compared
to net income of $83 million on revenue of $1.93 billion for the
same period of 2006.

For the nine months ended Sept. 30, 2007, net income was
$291 million on revenue of $7.02 billion, compared to net income
of $365 million on revenue of $6.85 billion for the same period of
2006.  Results for the nine months ended Sept. 30, 2006, were
favorably impacted by $126 million due to the resolution of
certain legacy tax issues but were negatively impacted by
$21 million from a settlement related to the company's 2001
unbundled cost of service order issued by the Texas Public Utility
Commission.  Excluding the net effect of these items, net income
for the nine months ended Sept. 30, 2006, would have been
$260 million compared to $291 million for the nine months ended
Sept. 30, 2007.

"I am pleased with our financial results this quarter," said David
M. McClanahan, president and chief executive officer of
CenterPoint Energy.  "Our performance is consistent with our
overall expectations for this year.  We experienced solid earnings
growth from our investments in our interstate pipelines and field
services segments, and our electric and natural gas utilities also
continued to demonstrate significant progress."

Net cash provided by financing activities in the first nine months
of 2007 increased $259 million to $368 million compared to the
same period in 2006.

                          Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet showed
$17.30 billion in total assets, $15.56 billion in total
liabilities, and $1.74 billion in total stockholders' equity.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with $2.35 billion in total current
assets available to pay $3.38 billion 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?26f1

                About CenterPoint Energy Inc.

Headquartered in Houston, Texas, CenterPoint Energy Inc.
(NYSE: CNP) -- http://www.CenterPointEnergy.com/-- is a domestic
energy delivery company that includes electric transmission &
distribution, natural gas distribution, competitive natural gas
sales and services, interstate pipelines and field services
operations.  The company serves more than five million metered
customers primarily in Arkansas, Louisiana, Minnesota,
Mississippi, Oklahoma, and Texas.

                          *     *     *

Moody's Investor Service placed CenterPoint Energy Inc.'s issuer,
bank loan debt and senior unsecured debt ratings at 'Ba1' in July
2005.  These ratings still hold to date with a stable outlook.


CENTRAL ILLINOIS: Files List of 20 Largest Unsecured Creditors
--------------------------------------------------------------
Central Illinois Energy LLC submitted to the U.S. Bankruptcy Court
for the Central District of Illinois its list of 20 largest
unsecured creditors, disclosing:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Lurgi PSI, Inc.                                        $2,700,000
1790 Kirby Parkway, Suite 300
Memphis, TN 38138

Oberlander Electric Co.            Contractor          $2,000,000
2101 North Main Street
East Peoria, IL 61611

WW Constructors                    Contractor            $941,653
c/o Faegre & Bensob
2200 Wells Fargo Center
90 South 7th Street
Minneapolis, MN 55402-3901

Leander Construction Inc.          DDG Loadout           $768,000
P.O. Box 345
Canton, IL 61520

Illinois Piping Corp.              Contractor            $594,909
c/o Gordon Stockman & Waugh P.C.
8726 North Industrial Road
Peoria, IL 61615

Prevention Fire Protection         Subcontractor         $483,391
c/o James Hafele Esq.
301 Southwest Adams Street
Suite 700
Peoria, IL 61602

Energy Products of Idaho           Plant Lease and       $470,316
4006 Industrial Avenue             Computer Monitors
Coeur d' Alene, ID 83815-8928

Sprinkmann Insulation                                    $402,262
1028 Southwest Washington Street
Peoria, IL 61602

Froehling, Weber, Evens and        Legal Fees            $396,055
Schell, LLP
167 East Elm Street
Canton, IL 61520

Fire Prevention                                          $230,369

Specialty Tower and                                      $155,336
Revamp Service

Prairie Power, Inc.                                      $149,314

Mechanical Systems, Inc.                                 $114,304

Rail Works Track Services                                $102,625

Capstone Advisory Group, LLC       Consulting Fees       $100,000

Sidley Austin, LLP                 Legal Fees            $100,000

Premier Fabrication, Inc.          Mechanics Lien         $99,873

Continuous Emission                                       $88,139
Control Systems

Ameren CIPS                        Utilities              $86,197

Vertical Software                                         $64,839

Based in Canton, Illinois, Central Illinois Energy LLC --
http://www.centralillinoisenergy.com/-- operates a 37-million
gallons-per-year ethanol plant.  The Debtor filed for Chapter 11
protection on Dec. 13, 2007 (Bankr. C.D. Ill. Case No 07-82817).
Barry M. Barash, Esq., at Barash & Everett, LLC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed assets between $1 million
to $100 million, and more than $100 million in liabilities.


CENTRAL ILLINOIS: Section 341(a) Meeting Scheduled for February 11
------------------------------------------------------------------
The U.S. Trustee for Region 10 will convene a meeting of Central
Illinois Energy LLC's creditors on Feb. 11, 2008, at 10:00 a.m.,
at the Becker Building, Suite 1105, in Peoria, Illinois.

In addition, the Trustee discloses that June 10, 2008, is the
deadline for government units to file their proofs of claim.

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

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

Based in Canton, Illinois, Central Illinois Energy LLC --
http://www.centralillinoisenergy.com/-- operates a 37-million
gallons-per-year ethanol plant.  The Debtor filed for Chapter 11
protection on Dec. 13, 2007 (Bankr. C.D. Ill. Case No 07-82817).
Barry M. Barash, Esq., at Barash & Everett, LLC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed assets between $1 million
to $100 million, and more than $100 million in liabilities.


CENTRAL ILLINOIS: Wants to Hire Barash & Everett as Bankr. Counsel
------------------------------------------------------------------
Central Illinois Energy LLC asks authority from the U.S.
Bankruptcy Court for the Central District of Illinois to employ of
Barash & Everett LLC as their bankruptcy counsel.

Barash & Everett will:

   a) assist in restructuring the Debtor's financial affairs and
      capital structure;

   b) provide legal advice to the Debtor with respect to proposals
      from one or more thid-party investors;

   c) advise the Debtor on corporate transactions and corporate
      governance, negotiations, out-of-court agreements with
      creditors, equity holders, prospective acquirers and
      investors;

   d) review documents, assist in the preparation of agreements
      and pleadings;

   e) assist the Debtor in the filing of a Chapter 11 plan of
      reorganization and disclosure statement; and

   f) render other necessary legal services.

In the parties' engagement agreement, the firm will bill the
Debtor according to their hourly rates:

      Designation                      Hourly Rate
      -----------                      -----------
      Barry M. Barash, Esq.               $400

      Attorneys                        $150 - $400
      Paralegals                        $75 - $150

The Debtor tells the Court that the firm has no adverse interest
to the Debtor or its estates.

Based in Canton, Illinois, Central Illinois Energy LLC --
http://www.centralillinoisenergy.com/-- operates a 37-million
gallons-per-year ethanol plant.  The Debtor filed for Chapter 11
protection on Dec. 13, 2007 (Bankr. C.D. Ill. Case No 07-82817).
Barry M. Barash, Esq., at Barash & Everett, LLC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed assets between $1 million
to $100 million, and more than $100 million in liabilities.


CENTRAL VERMONT: Earns $4.3 Million in 2007 Third Quarter
---------------------------------------------------------
Central Vermont Public Service reported third quarter 2007
consolidated earnings of $4.3 million and operating revenues of
$79.2 million.  This compares to third quarter 2006 consolidated
earnings of $7.0 million and operating revenues of $79.9 million.

CV reported consolidated earnings of $10.5 million on operating
revenues of $243.3 million for the first nine months of 2007.
This compares to consolidated earnings of $12.1 million on
operating revenues of $241.2 million for the first nine months of
2006.

"Increased transmission costs and several major storms have
presented significant challenges, but we continue to make progress
on service quality and reliability," said CV president and chief
executive officer Bob Young.  "We are investing substantially in
improving our distribution and transmission systems, and these
investments will ultimately benefit both customers and investors.
We expect to meet our previously stated guidance."

Operating revenues decreased $738,000 million resulting from a
$3.3 million decrease in resale sales revenue, partially offset by
a $2.6 million increase in retail sales revenue.  Resale sales
revenue decreased due to less excess power available for resale,
including Vermont Yankee uprate power that was resold in 2006, and
lower average market prices compared to 2006.  Retail sales
increased largely due to a 4.07% retail rate increase effective
Jan. 1, 2007.

Purchased power costs decreased $3.1 million largely due to
decreased Vermont Yankee purchases resulting from reduced output
and an unplanned outage in the third quarter of 2007, and
additional uprate power that was purchased in 2006.  Other items
included lower nuclear plant decommissioning costs and decreased
purchases from Independent Power Producers due to lower output.
These favorable items were partially offset by increased short-
term purchases for Vermont Yankee replacement energy.

Other operating costs increased $7.6 million largely due to higher
transmission costs resulting from higher rates, partly due to
overall transmission expansion in New England, and lower
reimbursements under the NEPOOL Open Access Transmission Tariff.
Other items included higher storm restoration costs resulting from
two major storms in August 2007 and a 2006 reduction of reserves
for future environmental remediation.

Equity in earnings from affiliates increased $696,000 largely due
to earnings from Vermont Transco LLC, which was formed in June
2006 by Vermont Electric Power Company Inc. and its owners,
including CV, for construction, maintenance and operation of
transmission facilities in Vermont.

                         Credit Facility

The company has a three-year $25.0 million unsecured revolving-
credit facility with a lending institution pursuant to a Credit
Agreement dated Oct. 21, 2005.  In September, $2.4 million was
outstanding under this facility and letters of credit totaling
$4.0 million were outstanding under the facility to support
certain power-related performance assurance requirements.

In addition to the letters of credit the company issued under the
credit facility, the company has three outstanding secured letters
of credit issued by one bank, totaling $16.9 million in support of
three separate issues of industrial development revenue bonds
totaling $16.3 million.  The letters of credit are secured under
the company's first mortgage indenture.  At Sept. 30, 2007, there
were no amounts drawn under these letters of credit.

                         Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet showed
$497.5 million in total assets, $58.0 million in current
liabilities, $125.2 million in total deferred credits and other
liabilities, long-term debt of $115.9 million, capital lease
obligations of $6.0 million, $8.0 million in preferred and
preference stock not subject to mandatory redemption, $2.0 million
in preferred stock subject to mandatory redemption, and
$182.4 million in total common stock 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?26ef

                      About Central Vermont

Central Vermont Public Service Corp. (NYSE: CV) --
http://www.cvps.com/-- is Vermont's largest electric utility,
serving more than 158,000 customers statewide.  CV's non-regulated
subsidiary, Catamount Resources Corporation, sells and rents
electric water heaters through a subsidiary, SmartEnergy Water
Heating Services.

                          *     *     *

As of Jan. 10, 2008, the company holds Moody's Ba2 preferred stock
rating.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at BB+.


CHARLES RIVER: Earns $42.8 Million in 2007 Third Quarter
--------------------------------------------------------
Charles River Laboratories International Inc. reported net income
of $42.8 million for the third quarter ended Sept. 29, 2007,
compared with a net loss of $16.6 million in the same period in
2006.  Net income from continuing operations for the third quarter
of 2007 was $43.5 million compared to $32.1 million for the third
quarter of 2006. .

For the third quarter, net sales from continuing operations
increased 18.6% to $314.0 million from $264.7 million in the third
quarter of 2006.  Both the Research Models and Services and
Preclinical Services business segments reported strong net sales
growth, as pharmaceutical and biotechnology companies continued to
invest in basic research and increased their strategic use of
outsourced drug development services.  Foreign exchange
contributed 2.6% to the net sales growth.

On a non-GAAP basis, net income from continuing operations was
$47.3 million for the third quarter of 2007, compared to
$38.8 million for the same period in 2006.

Non-GAAP earnings in the third quarter of 2007 excluded
$8.4 million of amortization of intangible assets and stock-based
compensation related to  acquisitions and a charge of $845,000
related to pre-acquisition Inveresk stock compensation taxes,
partially offset by a $2.0 million gain on the sale of real estate
in Scotland and a benefit of $907,000 resulting from a deferred
tax revaluation.  For the third quarter of 2006, non-GAAP results
excluded  $9.6 million of amortization of intangible assets and
stock-based compensation related to acquisitions.

James C. Foster, chairman, president and chief executive officer,
said, "Our outstanding third-quarter performance reflects the
results of many of the strategic actions we undertook over the
last several years.  During that time, we expanded our broad
portfolio of essential products and services, enhanced our
managerial, scientific and technical talent, and widened our
global footprint at this critical inflection point in the drug
development industry, and as a result, are extremely well
positioned to support our clients' robust demand.

"In the third quarter, strong performance from our RMS businesses
and our PCS toxicology facilities largely offset the effect of
both the transition costs to our new preclinical facility in
Massachusetts and the anticipated higher corporate costs.  As a
result of our year-to-date sales and earnings growth, we are
raising our guidance for 2007.  We now anticipate sales growth in
a range of 14-16%, GAAP earnings per share in a range of $2.22 to
$2.25, and non-GAAP earnings per share in a range of $2.56 to
$2.59.  We are looking forward to a strong finish to this year and
to capitalizing on the opportunities which we see for 2008 and
beyond."

The net loss from discontinued operations was $759,000 in the
third quarter of 2007.  Discontinued operations in 2006 included
both the Interventional and Surgical Services business, the
closure of which was finalized in the third quarter of 2007, and
the Phase II - IV clinical services business, which the company
sold in the third quarter of 2006.

                        Nine-Month Results

For the first nine months of 2007, net sales from continuing
operations increased by 16.0% to $912.6 million, from
$786.7 million in the same period in 2006.  Foreign exchange
contributed approximately 2.5% to the sales growth rate.

On a GAAP basis, net income from continuing operations was
$118.6 million for the first nine months of 2007, compared to
$93.4 million for the same period in 2006.

On a non-GAAP basis, net income from continuing operations for the
first nine months of 2007 was $134.3 million, compared to
$115.2 million for the same period in 2006.

For the first nine months of 2007, non-GAAP net income excluded
$24.5 million of amortization and stock-based compensation costs
associated with acquisitions, a charge of $1.7 million related to
the decision to accelerate the exit of the company's Preclinical
Services facility in Worcester, Massachusetts, and a charge of
$845,000 related to pre-acquisition Inveresk stock compensation
taxes.  Non-GAAP results also excluded a $2.0 million gain on the
sale of real estate in Scotland and a benefit of $907,000
resulting from a deferred tax revaluation.  Non-GAAP net income
for the same period in 2006 excluded acquisition-related charges
of $28.4 million and charges of $5.3 million related to cost-
savings initiatives.

Including a loss of $1.1 million from discontinued operations, net
income for the first nine months of 2007 was $117.5 million,
compared to a net loss of $91.0 million for the same period in
2006.  The loss in the prior year was due in part to a
$129.2 million goodwill impairment recorded in the first quarter
of 2006 related to the sale of the Clinical Phase II - IV
business.

                            Liquidity

Cash and cash equivalents totaled $183.5 million at Sept. 29,
2007, compared to $175.4 million at Dec. 30, 2006.

Net cash used in financing activities for the nine months ended
Sept. 29, 2007, was $41.1 million compared to net cash provided by
financing activities of $32.6 million for the nine months ended
Sept. 30, 2006.  For the nine months ended Sept. 30, 2006, the
company had proceeds from long-term debt of $440.3 million due
mainly to the sale of the 2013 Notes.  Proceeds from exercises of
employee stock options amounted to $43.0 million and $19.8 million
for the nine months ended Sept. 29, 2007, and Sept. 30, 2006,
respectively.  The company repaid $56.7 million and $140.4 million
of debt for the nine months ended Sept. 29, 2007, and Sept. 30,
2006, respectively.

                          Balance Sheet

At Sept. 29, 2007, the company's consolidated balance sheet showed
$2.73 billion in total assets, $930.2 million in total
liabilities, $3.5 million in minority interests, and $1.80 billion
in total shareholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 29, 2007, are available for
free at http://researcharchives.com/t/s?26ee

                       About Charles River

Charles River Laboratories International, Inc., headquartered in
Wilmington, Mass., (NYSE: CRL) -- http://www.criver.com/--
provides research models and associated services and outsourced
preclinical services.  The company partners with with global
pharmaceutical and biotechnology companies to advance the
drug discovery and development process.

                          *     *     *

As of Jan. 10, 2008, the company holds Moody's Ba1 long-term
corporate family rating and probability of default rating.  The
outlook is negative.

Standard & Poor's also rates the company's long-term foreign and
local issuer credits at BB+.  The outlook is positive.


CHL MORTGAGE: Moody's Junks Ratings on Two Tranches from Baa2
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 30 tranches
and has placed under review for possible downgrade the ratings of
16 tranches from 15 deals issued by Countrywide in 2007.
Additionally, 5 downgraded tranche remains on review for possible
further 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 re-rating Moody's has also
applied its published methodology updates to the non delinquent
portion of the transactions.

Complete list of rating actions:

Issuer: CHL Mortgage Pass-Through Trust 2007-HYB1

  -- Cl. M Currently Aa2 on review for possible downgrade,
  -- Cl. B-1, Downgraded to B2, previously A2,
  -- Cl. B-2, Downgraded to Caa2, previously Baa2.

Issuer: CHL Mortgage Pass-Through Trust 2007-HYB2

  -- Cl. M Currently Aa2 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba2, previously A2,
  -- Cl. B-2, Downgraded to Caa2, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-12T1

  -- Cl. M-1 Currently Aa3 on review for possible downgrade,
  -- Cl. M-3, Downgraded to Ba1, previously A3,
  -- Cl. M-5, Downgraded to B1, previously Baa2,
  -- Cl. B-1, Downgraded to B3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-13

  -- Cl. B-1, Downgraded to Baa1, previously A3,
  -- Cl. B-2, Downgraded to Ba3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-14T2

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

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-1T1

  -- Cl. M-1 Currently Aa3 on review for possible downgrade,
  -- Cl. M-2, Downgraded to Baa1, previously A1,
  -- Cl. M-3, Downgraded to Baa3, previously A2,
  -- Cl. M-4, Downgraded to Ba1, previously A3,
  -- Cl. M-5, Downgraded to B1, previously Baa2,
  -- Cl. B-1, Downgraded to B3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-2CB

  -- Cl. B-1, Downgraded to Baa2, previously A3,
  -- Cl. B-2, Downgraded to Ba3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-4CB

  -- Cl. M Currently Aa3 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba1, previously A2,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-5CB

  -- Cl. B-1, Downgraded to Baa1, previously A3,
  -- Cl. B-2, Downgraded to Ba2, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-9T1

  -- 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-5, Downgraded to B3 on review for possible further
     downgrade, previously A3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY2

  -- Cl. M Currently Aa2 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba1, previously A2,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa1.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY4

  -- 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 Baa3, previously A2,
  -- Cl. B-1, Downgraded to Ba2, previously A3,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY6

  -- Cl. M-3 Currently Aa3 on review for possible downgrade,
  -- Cl. M-4, Downgraded to A2, previously A1,
  -- Cl. M-5, Downgraded to Baa1, previously A2,
  -- Cl. M-6, Downgraded to Baa2, previously A3,
  -- Cl. M-7, Downgraded to Ba2, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-J1

  -- Cl. 3-M-1 Currently Aa2 on review for possible downgrade,
  -- Cl. 3-M-2 Currently Aa3 on review for possible downgrade,
  -- Cl. 3-M-3, Downgraded to B1, previously Baa1,
  -- Cl. 3-B, Downgraded to Caa2, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-J2

  -- Cl. M Currently Aa3 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba2, previously A3,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa2.


CONMED CORP: S&P Retains BB- Corp. Rating with Positive Outlook
---------------------------------------------------------------
Standard & Poor's Rating Services revised its rating outlook on
Utica, New York-based ConMed Corp. to positive from stable.
Ratings on the company, including the 'BB-' corporate credit
rating, were affirmed.

"The outlook revision reflects the company's improved financial
risk profile in 2007; cash flow and EBITDA increased while the
company repaid debt," said Standard & Poor's credit analyst Jesse
Juliano.  The revision also reflects S&P's favorable view of
ConMed's product diversity and improved performance in its
Endoscopic Technologies division.

The ratings on ConMed reflect the highly competitive nature of its
markets with large, well-financed competitors, and its
underperforming Endoscopic Technologies and Patient Care
divisions.  These concerns partly are offset by the company's
position as an important manufacturer in its areas of focus, its
product and regional diversity (about 40% of its sales are outside
of the United States), improvements in its long-struggling
Endoscopic Technologies division, and the company's improved
financial risk profile in 2007.  S&P is concerned that the mid-
sized medical products manufacturer--although well established in
a number of surgical markets--faces the ongoing challenge of
competing against larger, better-financed companies such as Smith
& Nephew Plc, Stryker Corp., and Covidien Ltd.  Disappointment
with new products, manufacturing difficulties, and new investments
to expand its sales force contributed to a decline in operating
margins in the past.

Adjusted margins peaked at 28% several years ago, but declined to
about 14% in 2006.  However, ConMed has increased margins so far
in 2007, raising its last 12 months' EBITDA margins as of Sept.
30, 2007 to 16%.  S&P expects this trend to continue as the
company improves its manufacturing efficiencies and expands its
top-line while benefiting from scale.


CONTINENTAL GLOBAL: Moody's Ratings Unmoved by Joy Global Deal
--------------------------------------------------------------
Moody's Investors Service commented that Joy Global Inc.'s
acquisition of Continental Global Group has no implications for
either company's ratings (Joy Global -- Baa3 senior unsecured;
Continental Global -- B3 corporate family rating).  On Jan. 8,
2008, Joy announced that it had entered into a definitive
agreement with NES Group to acquire Continental Global, a world-
wide leader in conveyor systems for bulk material handling in
mining and other industrial applications.  The purchase price of
$270 million is expected to be funded with available liquidity
sources prior to Joy's completion of permanent financing.  At its
2007 fiscal year end (October 26), Joy had $173 million of cash, a
portion of which is likely to be used to finance the acquisition.
The transaction is expected to close in the first quarter of 2008.

Joy's ratings are not impacted because of the small size of the
acquisition relative to Joy's scale, Joy's currently low leverage
(1.2x adjusted debt-to-EBITDA) and its ability to take on
additional debt without significantly hurting its debt protection
metrics, and its solid earnings and cash flow generative
capability that is expected to allow for rapid debt reduction.
Moody's considers Continental Global's business to be
complimentary to Joy's existing operations, although not as well-
positioned as Joy's existing businesses in terms of market share
and the strength of its aftermarket sales and services.
Moody's anticipates that the change of control language within
Continental Global's credit agreement will require the repayment
of its term loan.  Upon the conclusion of the acquisition and
repayment of the credit facility, Continental Global's ratings
will be withdrawn.

Joy Global Inc., headquartered in Milwaukee, Wisconsin, is a
leading manufacturer and servicer of high productivity mining
equipment for the extraction of coal and other minerals and ores.
It operates in two business segments: underground mining machinery
through Joy Mining Machinery and surface mining equipment through
P&H Mining.  For fiscal year 2007, Joy had revenues of
approximately $2.5 billion.

Continental Global Group, headquartered in Canonsburg,
Pennsylvania, is a leading manufacturer of engineered conveyor
systems and components such as idlers and pulleys, primarily for
surface and underground mining and aggregate applications.
Continental Global's 2007 sales of conveyor equipment are expected
to be approximately $340 million.


COUNTRYWIDE ALT: Higher Delinquency Cues Moody's to Cut Ratings
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 30 tranches
and has placed under review for possible downgrade the ratings of
16 tranches from 15 deals issued by Countrywide in 2007.
Additionally, 5 downgraded tranche remains on review for possible
further 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 re-rating Moody's has also
applied its published methodology updates to the non delinquent
portion of the transactions.

Complete list of rating actions:

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-12T1

  -- Cl. M-1 Currently Aa3 on review for possible downgrade,
  -- Cl. M-3, Downgraded to Ba1, previously A3,
  -- Cl. M-5, Downgraded to B1, previously Baa2,
  -- Cl. B-1, Downgraded to B3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-13

  -- Cl. B-1, Downgraded to Baa1, previously A3,
  -- Cl. B-2, Downgraded to Ba3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-14T2

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

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-1T1

  -- Cl. M-1 Currently Aa3 on review for possible downgrade,
  -- Cl. M-2, Downgraded to Baa1, previously A1,
  -- Cl. M-3, Downgraded to Baa3, previously A2,
  -- Cl. M-4, Downgraded to Ba1, previously A3,
  -- Cl. M-5, Downgraded to B1, previously Baa2,
  -- Cl. B-1, Downgraded to B3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-2CB

  -- Cl. B-1, Downgraded to Baa2, previously A3,
  -- Cl. B-2, Downgraded to Ba3, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-4CB

  -- Cl. M Currently Aa3 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba1, previously A2,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-5CB

  -- Cl. B-1, Downgraded to Baa1, previously A3,
  -- Cl. B-2, Downgraded to Ba2, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-9T1

  -- 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-5, Downgraded to B3 on review for possible further
     downgrade, previously A3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY2

  -- Cl. M Currently Aa2 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba1, previously A2,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa1.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY4

  -- 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 Baa3, previously A2,
  -- Cl. B-1, Downgraded to Ba2, previously A3,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY6

  -- Cl. M-3 Currently Aa3 on review for possible downgrade,
  -- Cl. M-4, Downgraded to A2, previously A1,
  -- Cl. M-5, Downgraded to Baa1, previously A2,
  -- Cl. M-6, Downgraded to Baa2, previously A3,
  -- Cl. M-7, Downgraded to Ba2, previously Baa2.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-J1

  -- Cl. 3-M-1 Currently Aa2 on review for possible downgrade,
  -- Cl. 3-M-2 Currently Aa3 on review for possible downgrade,
  -- Cl. 3-M-3, Downgraded to B1, previously Baa1,
  -- Cl. 3-B, Downgraded to Caa2, previously Baa3.

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-J2

  -- Cl. M Currently Aa3 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba2, previously A3,
  -- Cl. B-2, Downgraded to B3 on review for possible further
     downgrade, previously Baa2.

Issuer: CHL Mortgage Pass-Through Trust 2007-HYB1

  -- Cl. M Currently Aa2 on review for possible downgrade,
  -- Cl. B-1, Downgraded to B2, previously A2,
  -- Cl. B-2, Downgraded to Caa2, previously Baa2.

Issuer: CHL Mortgage Pass-Through Trust 2007-HYB2

  -- Cl. M Currently Aa2 on review for possible downgrade,
  -- Cl. B-1, Downgraded to Ba2, previously A2,
  -- Cl. B-2, Downgraded to Caa2, previously Baa2.


COUNTRYWIDE FINANCIAL: May be Rescued by BofA Through Acquisition
-----------------------------------------------------------------
Speculations about Countrywide Financial Corp.'s looming
bankruptcy filing may start to wane as Bank of America Corp.
comes to the rescue, The Wall Street Journal reports, citing
people familiar with the situation.

According to WSJ's source, BofA is in advanced talks to acquire
Countrywide.

As reported in the Troubled Company Reporter on Aug. 24, 2007,
BofA provided Countrywide with a $2 billion strategic equity
investment, which transaction was completed and funded on
Aug. 22, 2007.

BofA's investment was in the form of a non-voting convertible
preferred security yielding 7.25 percent annually.  The security
can be converted into common stock at $18 per share, with
resulting shares subject to restrictions on trading for 18
months after conversion.

Goldman Sachs & Co. acted as financial advisor to Countrywide and
Wachtell, Lipton, Rosen & Katz served as legal advisor.  Bank of
America Securities acted as financial advisor to Bank of America,
and Cleary, Gottlieb, Stern & Hamilton served as legal advisors.

                December Loan Defaults Increased

Countrywide's operational data for the month ended Dec. 31, 2007,
as reported yesterday in the Troubled Company Reporter, showed
that the delinquency as a percentage of the number of loans it
serviced increased to 6.96% in month ended Dec. 31, 2007, from
5.02% in the same period last year.

In addition, average daily mortgage loan application activity
for December 2007 was $1.5 billion, which compares to $1.9 billion
for November 2007.  The mortgage loan pipeline was $35 billion at
December 31, 2007, as compared to $43 billion for November 2007.

Countrywide's president and chief operating officer, David Sambol,
commented that "[a]lthough average daily mortgage loan
applications and the pipeline of mortgage loans-in-process
decreased from November, this reflected a seasonal decline
typically seen this time of year."

He added that the company's fourth quarter ended with a number
of positive operational trends, including "total loan fundings
[of] $24 billion for the month of December, up slightly from
November 2007."

                        Bankruptcy Rumors

The company recently denied speculations that it might seek
bankruptcy protection after its shares dropped 28%.

"There is no substance to the rumor that Countrywide is planning
to file for bankruptcy, and we are not aware of any basis for the
rumor that any of the major rating agencies are contemplating
negative action relative to the company," Countrywide said in a
statement cited by Reuters.

November last year, Countrywide modified its funding structure by
reducing its reliance on the public debt and non-agency secondary
mortgage markets after credit rating agencies downgraded the
company's debt ratings due to current market conditions and
constrained liquidity.

For the third quarter ended Sept. 30, 2007, Countrywide reported a
net loss of $1.2 billion, compared to net income of $648 million
for the third quarter of 2006.

Countrywide said it will report its 2007 Fourth Quarter and Year-
End Earnings on Jan. 29, 2008.

                   About Countrywide Financial

Based in Calabasas, California, Countrywide Financial Corporation
(NYSE: CFC) -- http://www.countrywide.com/--  is a diversified
financial services provider and a member of the S&P 500, Forbes
2000 and Fortune 500.  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.


COTT CORP: Amends Credit Covenant, Inks ABL Credit Facility
-----------------------------------------------------------
Cott Corporation has entered into an agreement to amend its
existing senior secured credit facility and has signed a non-
binding term sheet with a major financial institution to replace
this existing credit facility with a proposed asset based lending
credit facility.

"We anticipate that the proposed asset based lending facility will
provide Cott with enhanced flexibility and increased liquidity",
Juan Figuereo, Cott's chief financial officer, said.

Under the contemplated terms, the ABL facility will be a revolving
senior secured credit facility of up to $250 million and will be
available for a term of up to five years.  Cott anticipates
implementing this proposed facility by the end of the first fiscal
quarter ending March 29, 2008.

The proposed ABL credit facility would bear interest at prevailing
market rates, which rates are not expected to be materially
different from those under the existing senior secured credit
facility.

The amendment to the company's existing senior secured credit
facility increases the permissible total leverage ratio from 3:1
to 4:1 for the fourth fiscal quarter ended Dec. 29, 2007, and
modifies the calculation of the fixed charge ratio for the same
quarter to exclude the impact of certain capital expenditures.

In connection with the amendment, Cott has agreed to pay an
amendment fee and increase the base interest rate by 50 basis
points per annum on the loans outstanding from the last day of the
fourth fiscal quarter, which ended on Dec. 29, 2007, to the last
day of the first fiscal quarter ending March 29, 2008.

An amendment was also made to the receivables securitization
facility to align the total leverage ratio set forth in that
agreement and the calculation of the fixed charge coverage ratio
with those contained in the amended credit facility.

The financial covenants in both the existing senior secured credit
facility and the receivables securitization facility are
calculated and determined at the end of each quarter.  Cott
anticipates being in compliance with the amended covenants as of
Dec. 29, 2007.  It is uncertain that Cott will be in compliance
with its covenants for the first fiscal quarter ending March 29,
2008.

                     About Cott Corporation

Headquartered in Toronto, Ontario, Cott Corporation --
http://www.cott.com/--is a provider of retailer brand soft
drinks.  The company commercializes its business in over 60
countries worldwide, with its principal markets being the United
States, Canada, the United Kingdom and Mexico.  Cott markets or
supplies over 200 retailer and licensed brands, and company-owned
brands including Cott, RC, Vintage, Vess and So Clear.  Its
products include carbonated soft drinks, sparkling and flavored
waters, energy drinks, sports drinks, juices, juice drinks and
smoothies, ready-to-drink teas, and other non-carbonated
beverages.

                         *     *     *

As reported in the Troubled Company Reporter on Nov. 21, 2007,
Moody's Investors Service downgraded the CFR rating of Cott
Corporation to B1 from Ba3.  The outlook is negative.  This
concludes the review for downgrade initiated on Sept. 21, 2007.


CRESCENT RESOURCES: Weak Revenues Cue S&P's Rating Cut to BB-
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Crescent Resources LLC  to 'BB-' from 'BB'.  At the same
time, S&P lowered the ratings assigned to the senior secured term
loan and revolving credit facility to 'BB' from 'BB+', and the
recovery rating remains '2'.  Concurrently, S&P revised its
outlook on Crescent to negative from stable.

"The downgrades reflect weaker-than-expected revenues and cash
flow in 2007 and our expectation that the residential downturn and
tighter credit environment will continue to pressure sales and
cash flow in 2008," said Standard & Poor's credit analyst George
Skoufis.  "The company has meaningful exposure to the for-sale
residential market, which will remain challenging in 2008 and
weigh on lot sales and cash flow derived from residential
projects."

The tighter lending environment could affect the sale of
commercial properties and land holdings.  As a result, certain of
Crescent's key credit metrics and cash flow expectations are
weaker than expected and could come under more pressure if market
conditions deteriorate further.  The corporate credit rating
acknowledges the risks associated with a highly
capital-intensive, transaction-dependent business that is prone to
cycles within its business segments.  Offsetting these risks are a
track record of successful operations and profitability and some
ability to control capital expenditures, along with strong
sponsorship and sizable land holdings that can be monetized.

Challenging housing and credit market fundamentals could continue
to hinder Crescent's ability to monetize assets, which would in
turn weigh on key credit metrics and liquidity and possibly
require the company to seek another waiver or amendment to its
bank covenants.  Positive ratings momentum is unlikely due to the
current housing market.  S&P would lower the ratings further if
asset sales are weaker than expected and capital expenditures
cannot be reduced adequately in response, which would negatively
affect the company's currently adequate expected cash flow and
liquidity.


CYPRESS SEMICONDUCTOR: Moody's Withdraws B1 Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service has withdrawn these ratings for Cypress
Semiconductor:

  -- Corporate Family Rating - B1
  -- Probability of Default Rating - B1

Moody's has withdrawn these ratings for business reasons.  The
ratings were withdrawn because this issuer has no rated debt
outstanding.


DEBT RESOLVE: Secures $4.5 Mil. Financing from Resolution Group
---------------------------------------------------------------
Debt Resolve Inc. has entered into an agreement with The
Resolution Group Inc. of Irvine, California, to provide up to
$4.5 million of funding and establish a joint venture with Debt
Resolve to develop a product for the sub-prime home mortgage
workout/note modification market.

Debt Resolve will provide its subprime collection tool, DRDefault,
in combination with TRG's mortgage servicing system, to allow
homeowners to select options presented to them by the financial
institution with the ability to download state-specific loan
modification and extension documents to cure a default and prevent
foreclosure.

TRG will also provide the sales, marketing and administrative
staff and supervision from a center to be located at the First
Performance, a Debt Resolve subsidiary, facility in Las Vegas,
Nevada and in Irvine, California.

TRG specializes in providing consulting, market strategy and
planning to the mortgage industry and healthcare community
primarily based on the West Coast.  The principals at TRG have
longstanding relationships at the high executive level within the
mortgage, banking and healthcare industries. TRG agrees to refer
clients in the healthcare and banking industries to Debt Resolve,
pursuant to a finder's agreement dated Dec. 11, 2007.

A 2006 study by the Center for Responsible Lending shows that over
2 million people are facing foreclosure and close to 20% of
subprime mortgages issued between 2005 and 2006 are expected to
fail.

According to the U.S. Federal Reserve, as of March 2007, U.S.
subprime mortgages were valued at $1.3 trillion, with more than
7.5 million first-lien mortgages outstanding.  As of October 2007,
approximately 16% of subprime loans with adjustable rate mortgages
are 90 days into default.

"As the US faces a subprime mortgage crisis, Debt Resolve and TRG
clients are in a unique position to be able to provide a 'total
solution' to the mortgage industry for the benefit of banks and
homeowners alike," James D. Burchetta, Debt Resolve's co-chairman
and CEO, commented.  "Our internet tools are easy-to-use, safe and
secure and allow the homeowner the opportunity to reflect upon
various options to stop, prevent or cure default.  We are excited
to enter into a joint venture with TRG whose principals understand
the mortgage industry, its current difficulties and the solution."

TRG also agreed to introduce to Debt Resolve to accounts from its
creditor base in the healthcare, mortgage and banking industries
for integration into Debt Resolve's collection system.  Debt
Resolve agreed to pay TRG a fee equal to 12.5% of gross introduced
customer revenues generated by creditor-clients referred to us by
TRG.  TRG will become a fully authorized agent of Debt Resolve,
operating in California and the West Coast, in offering Debt
Resolve products and services.

Under the agreement, TRG agrees to loan to funds in the amount of
$500,000 to $4,500,000 pursuant to 12% senior secured notes. The
principal and interest under the notes would be due and payable 18
months after the date of issuance.  Debt Resolve would also issue
to TRG warrants, with 30% warrant coverage, to purchase shares of
our common stock at an exercise price equal to 105% of the market
price per share of our common stock on the date of grant.

Upon Debt Resolve's execution of the agreement, the company agreed
to issue to TRG, subject to compliance with the market rules of
the American Stock Exchange:

   (a) 400,000 shares of common stock, provided TRG funds to
       Debt Resolve at least $500,000 on or before Dec. 20,
       2007;

   (b) 250,000 additional shares of common stock, provided TRG
       funds to Debt Resolve at least $2,000,000 on or before
       Jan. 26, 2008; and

   (c) 250,000 additional shares of common stock, provided TRG
       funds to Debt Resolve at least $3,000,000 and up to
       $4.5 million on or before June 12, 2008, plus delivers
       contracts with three hospitals by such date, well as an
       aggregate portfolio of face value debt of $50,000,000 on
       or before Dec. 12, 2008.

TRG is entitled to a 5% note servicing fee in connection with its
funding obligation for amounts in excess of the initial $500,000.

                       Management Changes

Debt Resolve Inc.'s president and chief technology officer,
Richard G. Rosa, has resigned, effective Dec. 31, 2007.
Mr. Rosa has left to pursue other opportunities.  Tony Sakovsky,
director of technical operations has been named Vice president of
technology and will assume Mr. Rosa's duties immediately with
respect to technology.

Tony Sakovsky, age 45, joined Debt Resolve in January 2007. Prior
to joining Debt Resolve, Tony worked with IBM for six years,
helping to build its Universal Server Farm, IBM's commercial web
hosting offering, and managing IBM's web operations for companies
such as United Health Group, Sony and Starwood Hotels, to name a
few.  He was also the Chief technology officer & co-owner of The
National Internet Source Inc., an ISP.

In addition, Tony has held key management positions with companies
such as RAD Data Communications, Datalogix and Chromatic Paint
Corporation.

Debt Resolve also disclosed that board member Alan M. Silberstein
has resigned from its board of directors, effective Dec. 31, 2007.
Mr. Silberstein resigned to provide a board seat for a nominee of
The Resolution Group to join the board after nomination and
approval.

"Under Rich's management, our technology team has attracted
outstanding personnel and we have been at the forefront of online
collections," James D. Burchetta stated.  "Rich is a shareholder
of Debt Resolve and will remain a friend to the company.  We wish
Rich all the best in his future endeavors."

"We are very excited about Tony heading up our technology team, he
added.  "He has had day-to-day technical operations experience for
the past year and is extremely well-qualified. We also thank Alan
for his many years of service to the company as an active,
independent board member."

                       About Debt Resolve

Headquartered in White Plains, New York, Debt Resolve Inc. --
http://www.debtresolve.com/-- provides lenders, collection
agencies, debt buyers and utilities with a patented online bidding
system for the resolution and settlement of consumer debt and a
collections and skip tracing solution that is effective at every
stage of collection and recovery.  Through its subsidiary, DRV
Capital LLC, the company is actively engaged in the purchase and
collections of distressed accounts receivable using its own
collections solutions.  Through its subsidiary, First Performance
Corporation, the company is actively engaged in operating a
collection agency for the benefit of its clients, which include
banks, finance companies and purchasers of distressed accounts
receivable.

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Aug. 27, 2007,
Marcum & Kliegman LLP, in New York, expressed substantial doubt
about Debt Resolve Inc.'s ability to continue as a going concern
after auditing the company's consolidated financial statements as
of the year ended Dec. 31, 2006.  The auditing firm pointed to the
company's significant losses since inception.


DELPHI CORP: S&P Expects to Put B Rating After Chapter 11 Exit
--------------------------------------------------------------
Standard & Poor's Ratings Services expects to assign its 'B'
corporate credit rating to Troy, Michigan-based automotive
supplier Delphi Corp. upon the company's emergence from Chapter 11
bankruptcy protection, which may occur by the end of the first
quarter of 2008.  S&P expects the outlook to be negative.

In addition, Standard & Poor's expects to assign these
issue-level ratings:

  -- A 'B+' issue rating (one notch above the corporate credit
     rating), and '2' recovery rating to the company's proposed
     $3.7 billion senior secured first-lien term loan; and

  -- A 'B-' issue rating (one notch below the corporate credit
     rating), and '5' recovery rating to the company's proposed
     $825 million senior secured second-lien term loan.

The expected ratings are based upon preliminary terms and
conditions and assume successful placement of the loans as
represented to S&P.  Any changes to the terms of the loans prior
to placement may result in different ratings.  In addition, the
expected ratings are subject to confirmation and substantial
consummation of Delphi's plan of reorganization, and to S&P's
receipt and satisfactory review of final documentation.  The
expected ratings reflect Delphi's highly leveraged financial risk
profile, based on poor profitability and near-term negative cash
flow in North America despite substantial cost improvements
obtained in the company's reorganization.  The ratings also
reflect Delphi's vulnerable business risk profile as an automotive
supplier that still depends highly on the very difficult North
American market in general, and on former parent General Motors
Corp. (GM; B/Stable/B-3) for sales as well as ongoing operational
support.

Pro forma for the proposed exit financings and emergence from
bankruptcy, Delphi would have total debt of $5.35 billion, or a
little more than $8 billion, including Standard & Poor's
adjustments for underfunded postretirement benefits and the
present value of operating leases.

In S&P's debt ratio calculations, S&P also treated as debt
Delphi's proposed $1.1 billion of junior convertible preferred
equity.  This preferred equity, which GM will hold after
emergence, has no dividend and minimal voting rights--
characteristics that leads S&P to view it as a temporary piece of
Delphi's capital structure.  Although this equity has no maturity
and could be replaced without an increase in Delphi's debt (for
example, if GM converts it into common equity or if a third party
purchases it), S&P believes it is also possible that Delphi could
raise debt in the future and use proceeds to
repurchase the junior preferred--in effect, reproducing the
capital structure under an earlier version of Delphi's plan of
reorganization, before weakness in the credit markets forced a
reduction in planned emergence debt levels.

S&P has not treated as debt the proposed $800 million in Series A
and Series B convertible preferred equity, to be held by Appaloosa
Management L.P. and other plan investors after emergence, because
S&P consider these tranches to be more permanent in nature.

Delphi's leverage will remain high after emergence, with adjusted
debt to expected 2008 EBITDA of about 6.5x.  This calculation
excludes restructuring costs, but incorporates various
transactions that lower adjusted leverage and that will take place
soon after emergence.  These transactions include Delphi's payment
of a $1.2 billion "catch-up" contribution to its worldwide pension
plans, and the transfer of $1.5 billion in net pension liabilities
to GM in exchange for a $1.5 billion cash payment to the same.
Excluding the junior preferred equity in S&P's ratio calculations,
pro forma 2008 leverage would be a little less than 6x.

"Following emergence, we would characterize Delphi's business risk
profile as vulnerable," said Standard & Poor's credit analyst
Gregg Lemos Stein.  "Delphi has made significant strides in
shedding burdensome legacy costs in North America and in
transforming the company's mix of businesses during bankruptcy.
Nevertheless, customer pricing pressure and competition are
severe, and production volumes are likely to remain volatile--
especially in North America, where vehicle demand has been
sluggish and the outlook remains clouded amid increasing signs of
macroeconomic weakness."

Other steps Delphi has taken, or is in the process of taking, to
address its cost structure include:

  -- Dramatically reducing its U.S. hourly work force to about
     17,000 as of the end of 2007 from nearly 35,000 prior to
     bankruptcy via asset sales and attrition programs that GM
     partly subsidizes.  Additional planned asset sales will
     result in further U.S. headcount reductions over the next
     few years.

  -- Significantly reducing labor costs for remaining U.S.
     hourly workers (about $27 per hour plus benefits to start,
     but increasing over time) in exchange for lump-sum
     payments, also subsidized by GM.

  -- Selling or closing 31 of the 39 U.S. manufacturing sites
     in operation as of the bankruptcy filing, plus additional
     non-U.S. plants mainly in higher-cost European locations.

  -- Transferring virtually all of its U.S. hourly other
     postemployment benefit liabilities to GM soon after
     emergence, reducing liabilities by more than $8 billion.

  -- Freezing its U.S. defined-benefit pension plans as of
     emergence and replacing them with a defined-contribution
     plan.

In addition to these items, Delphi will also receive from GM
ongoing cash payments that will reduce Delphi's cost for remaining
United Auto Workers (UAW) employees to about $26 per hour,
including benefits.  The UAW accounts for a majority of Delphi's
U.S. work force.  GM also has agreed to support noncore
manufacturing sites so that they are cash flow neutral to Delphi
prior to their sale or closure.

Despite the magnitude of these cost-cutting initiatives and the
exit from weaker product segments, S&P expects profitability to
return to only acceptable levels by the end of the 2008 at the
earliest.  S&P expects EBITDA margin, excluding restructuring
expense, to improve to about 8% of sales in 2008, compared with
less than 2% in 2007.  Margins should be higher in Europe and
Asia-Pacific, which account for a growing minority share of
Delphi's sales (about 37% and 15%, respectively, based on expected
2008 revenues and excluding noncontinuing businesses).   However,
this won't be enough to offset weak margins in North America,
which represents about 44% of projected 2008 revenues.   South
America accounts for the remaining 4%.

Customer diversity has improved, but GM exposure remains a risk
factor.  Delphi expects GM to account for about 30% of sales in
2008, excluding noncontinuing businesses.  Prior to Delphi's
bankruptcy in 2005, this figure was about 50%. S&P expects Delphi
to continue to gradually diversify its customer base.   However,
further market share losses or sudden production cuts by GM would
still pressure Delphi's results, potentially negating the future
cost savings Delphi aims to achieve in areas such as
administrative overhead and materials purchasing.

After emergence, continued cash usage in North America will
challenge Delphi's liquidity.  Standard & Poor's expects free cash
flow from global operations to be negative in 2008, excluding a
series of transactions with GM following emergence and the
$1.2 billion catch-up pension contribution.  However, S&P expects
borrowing availability will be sufficient to fund expected cash
usage and ongoing restructurings.  An unrated $1.6 billion asset-
based lending (ABL) revolving credit facility will have about
$1.4 billion of borrowing availability after anticipated
borrowings and outstanding-but-undrawn LOCs are taken into
account.  Governing the ABL is a borrowing base calculation, under
which GM accounts receivable can account for no more than 25% of
eligible accounts receivable and inventory, or 20% beginning in
2010.  Therefore, a GM production decline would not severely
reduce ABL borrowing availability.  Cash balances after the post-
emergence transactions will be about $800 million, but only about
$100 million will be in the U.S., where cash usage is greatest.

The cash costs of Delphi's ongoing restructuring efforts could
total nearly $500 million in 2008.  Delphi plans to make
additional pension contributions for the next several years, on
top of the $1.2 billion catch-up contribution, in an effort to
bring its U.S. plans to fully funded status.  However, these
should be manageable, averaging about $150 million per year,
with some latitude as to timing.  Delphi's proposed exit
financings include minimal maturities through the end of the
decade.

As with most automotive original equipment suppliers, working
capital needs are highest in the middle of the calendar year
because of typical seasonal production patterns, and this results
in weaker cash flow in the first and second quarters.  S&P expects
Delphi's cash flow to benefit from improved terms, with its
suppliers following emergence from bankruptcy, potentially
offsetting its cash usage in early 2008.  However, S&P remains
concerned about cash flow prospects in the U.S. over the longer
term.

Standard & Poor's expects to rate Delphi's proposed $3.7 billion
first-lien senior secured term loan 'B+', one notch higher than
the corporate credit rating.  This and the expected recovery
rating of '2' indicate that lenders can expect substantial (70%-
90%) recovery in the event of a payment default or bankruptcy.
Delphi's proposed $825 million second-lien secured term loan is
expected to be rated 'B-', one notch lower than the company's
corporate credit rating.  This and the expected recovery rating of
'5' indicates that lenders can expect modest (10%-30%) recovery.

S&P expects the outlook to be negative, reflecting Delphi's cash
use in North America, ongoing restructuring needs, and the
uncertain outlook for vehicle demand in the U.S. in 2008.  S&P's
expected ratings assume that Delphi will continue to make some
progress on its cost structure and profitability, enabling it to
reduce leverage, including Standard & Poor's adjustments, to 6x or
less over time.  S&P could lower the ratings if overall leverage
or negative cash flow in North America failed to improve, or if
liquidity were to diminish.  On the other hand, S&P could revise
the outlook to stable, perhaps by the end of 2008, if Delphi
demonstrates positive and sustainable cash flow for debt
reduction, enabling it to reduce leverage to significantly less
than 6x, including S&P's adjustments.  S&P is unlikely to upgrade
the company or revise the outlook to positive, given the current
challenges facing the North American auto supplier industry and
sluggish vehicle demand.


DELTA AIR: Board to Consider Consolidation with Northwest or UAL
----------------------------------------------------------------

Delta Air Lines Inc. today will seek permission from its board of
directors to allow chief executive, Richard Anderson, to engage in
formal merger talks with both Northwest Airlines Corp. and UAL
Corp., reports The Wall Street Journal.

If the Board gives its approval, and Delta pursues a two-track
evaluation process with United and Northwest, Continental Airlines
Inc. may be forced to join the merger talks to avoid being left
behind, says WSJ, citing unnamed people familiar with the
situation.

Betsy Talton, a Delta spokeswoman, declined to provide an update
on the progress of the panel created by the airline in November
2007 to explore strategic options including mergers and
acquisitions, says The Associated Press.

The board "is not necessarily of one mind about it," a source
familiar with Delta directors told WSJ.  "It is their fiduciary
responsibility to consider the possibility as they promote and
protect shareholder value.  But there is not necessarily a
predilection toward consolidation."

Delta's pilots union, however, confirmed that the company may soon
be involved in a merger, says the AP.  "Consolidation may indeed
be at our door," Lee Moak, chairman of the Delta branch of the Air
Line Pilots Association, disclosed on the union's Web site.

Mr. said the union will support a transaction as long as it helps
the airline expand.

Northwest and United declined to comment on the issue.
Continental officials were not available for comment.

                        About Delta Air

Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners.  Delta flies to
Argentina, Australia and the United Kingdom, among others.  The
company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts.  Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice.  Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice.  John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.  On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  In April 2007, the Court confirmed the
Debtors' plan.  That plan became effective on April 30, 2007.  The
Court entered a final decree closing 17 cases on Sept. 26, 2007.

As of Sept. 30, 2007, the company's balance sheet showed total
assets of $32.7 billion and total liabilities of $23 billion,
resulting in a US$9.7 billion stockholders' equity.  At Dec. 31,
2006, deficit was $13.5 billion.

                         *     *     *

As reported in the Troubled Company Reporter Oct. 18, 2007,
Standard & Poor's Ratings Services affirmed its ratings on Delta
Air Lines Inc. (B/Positive/--) and revised the rating outlook to
positive from stable.  The outlook revision is based on continued
strong earnings, cash flow generation, and debt reduction.


DURHAM FURNITURE: Files Creditor Protection Under CCAA in Ontario
-----------------------------------------------------------------
Durham Furniture said Tuesday that the Ontarion Superio Court of
Justice gave it protection from creditors under the Companies'
Creditors Arrangement Act (Canada), Home Furniture Business
reports.  Durham intends to restructure its business under Court
supervision citing slump in the U.S. market, surge in Canadian
dollar, among others, the report relates.

As part of the restructuring, the Debtor will shut down its plant
in Chesley, Ontarion and will lay off 150 workers as it
consolidates its production in Durham, Home Furniture Business
says.  In addition, the Debtor will shut down its High Point
Showroom and will no longer join the High Point Market Show this
April, Home Furniture Business relates.

Chief executive officer Michael Pitman told Home Furniture
Business that although the bankruptcy filing was a hard decision
to make, it was the "best course of action" at this challenging
times.

The Debtor's dealer network will remain running through
independent salespeople and new product introduction at Durham's
showroom in Toronto, Home Furniture Business adds.

Durham, Ontario-headquartered Durham Furniture --
http://www.durhamfurniture.com/-- handcrafts solid wood furniture
since 1899.  It boasts of its heat and stain resistant products.
It offers various collections of home furnitures inlcuding Mallard
Creek, Manhattan, Savile Row and Richmoor.  It has a showroom in
the United States located in High Point, North Carolina.


E*TRADE FIN'L: Pursues 2008 Turnaround Plan; To Exit Trading Biz
----------------------------------------------------------------
E*Trade Financial Corporation provided an update yesterday to the
early success in the execution of its turnaround plan for 2008.
The full details of the comprehensive plan will be announced on
Jan. 24, along with the release of the company's fourth quarter
results.  In recent weeks, the company has made significant
progress toward executing on its plan, taking steps to further
reduce balance sheet-related risk and leverage, maintain strong
Bank capital ratios and strengthen its leadership team.

                 Institutional Trading Biz Exit

As part of management's assessment of its operating expense base,
the company disclosed its decision to fully exit the institutional
trading business by closing its remaining institutional trading
desk which will impact fewer than 30 employees.  This move follows
the decision to exit the international institutional business,
which was disclosed on September 17.  The business does not align
with the core retail business and has not met the financial
expectations set forth by the company.

                  Sale of Asset-Backed Securities

Subsequent to the November 29 sale of its $3.0 billion asset-
backed securities portfolio, the company successfully completed
the orderly sale of additional available-for-sale securities
totaling approximately $3.0 billion, including a combination of
mortgage-backed securities and municipal bonds.  These assets were
sold through a series of transactions at a realized loss of less
than $5 million.  A portion of the transactions settled prior to
Dec. 31, 2007, and the remainder will settle in January/February
2008.  In addition, the company\u2019s home equity loan portfolio
continued to run off as anticipated, ending the year with under
$12 billion in balances.

                 Reduction of Wholesale Borrowings

Along with the asset sales and reduction in home equity loans, the
company also reduced wholesale borrowing levels at the Bank by
eliminating an aggregate of approximately $3.5 billion in Federal
Home Loan Bank (FHLB) advances and repurchase agreements quarter
over quarter.  E*TRADE Bank ended the year with $10.5 billion of
excess borrowing capacity from FHLB.  The company expects 2007
year-end tier I and risk-based Bank capital to be equal to or
better than 5.9 percent and 11.1 percent respectively, as reported
on November 29.

"We have taken important steps in the execution of our turnaround
plan by reducing balance sheet-related risk and maintaining strong
Bank capital levels," said R. Jarrett Lilien, acting CEO and
president of E*Trade.

                 Increase in Total Client Assets

Management also reported that they continue to see turnaround
momentum with regard to customer behavior.  Total client assets
ended the year at $190 billion, with $33 billion in cash.  This
compares to $192 billion and $33 billion, respectively as reported
on November 29.  The strength of the company's value proposition
and marketing initiatives continue to attract new customers, with
87,000 gross new accounts opened in December.

                R. Burton Heads Special Committee

Additionally, E*trade announced the formation of a special
committee tasked with aggressively reducing the risk of the
company's real estate portfolio.  The special committee will be
led by mortgage industry veteran Robert V. Burton, who recently
joined the company and has been appointed E*trade Bank's chief
operating officer.

"With over 25 years experience in mortgage and banking finance,
Mr. Burton's expertise is perfectly aligned with this critically
important part of the company's turnaround plan," said Mr. Lilien.

Prior to joining E*TRADE, Mr. Burton served as executive vice
president and head of retail credit businesses and products at
Wachovia Corporation where he was responsible for mortgage banking
and home equity lending.  Mr. Burton has also served as executive
vice president and chief administrative officer at PNC Bank and as
senior vice president and group finance officer at Bank of
America.

                     About E*Trade Financial

Based in New York City, E*Trade Financial Corporation (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 Dec. 4, 2007,
Moody's Investors Service lowered E*Trade Financial Corporation's
long-term senior debt rating to Ba3 from Ba2.  The outlook for the
long-term rating is negative.


FIRST COLONIAL: Claimants to Get Payments in First Quarter 2008
---------------------------------------------------------------
The Director of the State of Oregon, Department of Consumer and
Business Services, receiver of First Colonial Bank Ltd., will
distribute the assets of First Colonial to persons who filed
claims in 1986.

The court-approved receiver's distribution plan contemplates on
the distribution scheduled for the first quarter of 2008.

The receiver states that some claimants have not been located.
Hence, claim holders who filed in 1986 and have not received
notice by mail of the impending distribution may contact:

   Patrick A. Fitzgerald
   Division of Finance and Corporate Securities
   350 Winter Street, N.E., Room 410
   Salem, OR 97301-3881
   Tel: (503) 378-4140


GOLDMAN SACHS: Moody's Junks Ratings on Eight Tranches
------------------------------------------------------
Moody's Investors Service downgraded the ratings of 47 tranches
and has placed under review for possible downgrade the ratings of
20 tranches from 7 deals issued by Goldman Sachs in 2007.
Additionally, one downgraded tranche remains on review for
possible further 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 re-rating Moody's has also
applied its published methodology updates to the non delinquent
portion of the transactions.

Complete list of rating actions:

Issuer: GSAA Home Equity Trust 2007-1

  -- Cl. M2, Currently Aa2 on review for possible downgrade,
  -- Cl. M3, Currently Aa3 on review for possible downgrade,
  -- Cl. M4, Downgraded to A3, previously A1,
  -- Cl. M5, Downgraded to Baa1, previously A2,
  -- Cl. M6, Downgraded to Baa2, previously A3,
  -- Cl. B1, Downgraded to Ba1, previously Baa1,
  -- Cl. B2, Downgraded to Ba3, previously Baa2,
  -- Cl. B3, Downgraded to B3 on review for possible further
     downgrade, previously Ba2.

Issuer: GSAA Home Equity Trust 2007-2

  -- Cl. M2, Currently Aa2 on review for possible downgrade,
  -- Cl. M3, Currently Aa3 on review for possible downgrade,
  -- Cl. M4, Downgraded to A3, previously A1,
  -- Cl. M5, Downgraded to Baa2, previously A2,
  -- Cl. M6, Downgraded to Baa3, previously A3,
  -- Cl. B1, Downgraded to Ba2, previously Baa1,
  -- Cl. B2, Downgraded to Caa1, previously Baa3,
  -- Cl. B3, Downgraded to Caa2, previously Ba2.

Issuer: GSAA Home Equity Trust 2007-3

  -- 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 Baa2, previously A2,
  -- Cl. B-1, Downgraded to Baa3, previously A3,
  -- Cl. B-2, Downgraded to Ba2, previously Baa2,
  -- Cl. B-3, Downgraded to B1, previously Baa3,
  -- Cl. B-4, Downgraded to Caa2, previously Ba2.

Issuer: GSAA Home Equity Trust 2007-4

  -- 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 Baa3, previously A3,
  -- Cl. B-1, Downgraded to Ba2, previously Baa1,
  -- Cl. B-2, Downgraded to B1, previously Baa2,
  -- Cl. B-3, Downgraded to Caa2, previously Ba2.

Issuer: GSAA Home Equity Trust 2007-5

  -- Cl. 1M1, Currently Aa1 on review for possible downgrade,
  -- Cl. 1M2, Currently Aa2 on review for possible downgrade,
  -- Cl. 1M3, Currently Aa3 on review for possible downgrade,
  -- Cl. 1M4, Downgraded to Baa2, previously A1,
  -- Cl. 1M5, Downgraded to Baa3, previously A2,
  -- Cl. 1M6, Downgraded to Ba1, previously A3,
  -- Cl. 1B1, Downgraded to Ba3, previously Baa1,
  -- Cl. 1B2, Downgraded to Caa1, previously Baa2,
  -- Cl. 1B3, Downgraded to Caa2, previously Baa3,
  -- Cl. 2M2, Currently Aa2 on review for possible downgrade,
  -- Cl. 2M3, Currently Aa3 on review for possible downgrade,
  -- Cl. 2M4, Downgraded to A3, previously A1,
  -- Cl. 2M5, Downgraded to Baa2, previously A2,
  -- Cl. 2M6, Downgraded to Baa3, previously A3,
  -- Cl. 2B1, Downgraded to Ba2, previously Baa1,
  -- Cl. 2B2, Downgraded to B1, previously Baa2,
  -- Cl. 2B3, Downgraded to Caa2, previously Baa3.

Issuer: GSAA Home Equity Trust 2007-6

  -- Cl. M1, Currently Aa1 on review for possible downgrade,
  -- Cl. M2, Currently Aa2 on review for possible downgrade,
  -- Cl. M3, Currently Aa3 on review for possible downgrade,
  -- Cl. M4, Downgraded to Baa1, previously A1,
  -- Cl. M5, Downgraded to Ba1, previously A2,
  -- Cl. M6, Downgraded to Ba2, previously A3,
  -- Cl. B1, Downgraded to B1, previously Baa1,
  -- Cl. B2, Downgraded to Caa2, previously Baa3.

Issuer: GSAA Home Equity Trust 2007-7

  -- Cl. M2, Currently Aa2 on review for possible downgrade,
  -- Cl. M3, Currently Aa3 on review for possible downgrade,
  -- Cl. M4, Downgraded to A3, previously A1,
  -- Cl. M5, Downgraded to Baa2, previously A2,
  -- Cl. M6, Downgraded to Baa3, previously A3,
  -- Cl. B1, Downgraded to Ba1, previously Baa1.


HORNBECK OFFSHORE: S&P Ratings Unaffected by Vessel Purchase
------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings and
outlook on Hornbeck Offshore Services Inc. (BB-/Stable/--) are
unaffected by Hornbeck's announcement that it has agreed
to buy the Superior Achiever, a multipurpose support vessel
currently being constructed by Merwede Shipyard in the Netherlands
for Superior Offshore International Inc.  At the same time,
Superior Offshore contracted with Hornbeck for a five-year time
charter on this vessel or another, similar one.

Hornbeck also announced that it has added two more 240-foot
offshore supply vessels to its construction program and purchased
a leasehold interest adjacent to its HOS Port in Port Fourchon,
Louisiana.  Estimated total spending for all these transactions is
about $190 million, which S&P expects the company to fund with
cash flows and borrowings from an expanded credit facility of at
least $200 million.  Debt leverage will be elevated, with
estimated adjusted debt to EBITDA exceeding 3.5x at the close of
the Superior Achiever acquisition.

However, S&P expects that Hornbeck will be able to lower debt and
increase EBITDA on solid near-term market conditions and fleet
growth.  If the company pursues additional spending that impedes
deleveraging, ratings will come under pressure.


IMAX CORP: Moody's Changes Outlook to Stable; Upgrade Less Likely
-----------------------------------------------------------------
Moody's Investors Service changed the outlook for IMAX Corporation
to stable from positive indicating that an upgrade over the near
term is less likely.  IMAX recently announced a joint-venture
agreement to install 100 digital projection systems at AMC
Entertainment, Inc., locations across the United States.  Moody's
believes that while this agreement should contribute to an
increase in enterprise value and improve cash flow visibility over
the long term, it will require substantial upfront cash
investments, straining the company's limited liquidity over the
next couple of years.  Furthermore, the widescale rollout of the
digital systems poses execution risk.  IMAX has not installed any
digital theaters to date and expects to nearly double its United
States theater base over the next several years with the AMC deal,
as well as expanding its presence through other sales and joint
ventures involving digital systems in the U.S. and
internationally.

Moody's also affirmed the Caa1 corporate family and the Caa1
probability of default ratings for IMAX as well as the Caa2 rating
on its senior unsecured bonds.
                         IMAX Corporation

  -- Outlook, Changed To Stable From Positive
  -- Corporate Family Rating, Affirmed at Caa1
  -- Probability of Default Rating, Affirmed at Caa1
  -- Senior Unsecured Bonds, Affirmed at Caa2, LGD 4, 60%

The Caa1 corporate family rating reflects high financial risk and
the lack of visibility regarding IMAX's long term cash flow
prospects, as well as execution risk related to the strategic
transition to increased use of joint ventures and the rollout of
the new digital system.  A highly enforceable backlog of signed
contracts, recent positive business indicators (including
increased system signings and film slate announcements), and the
value of the IMAX brand support the ratings.

IMAX Corporation specializes in large-format and three-dimensional
film presentation; the company typically leases or sells its
projection and sound systems, and licenses the use of its
trademarks.  With annual revenue of approximately $120 million,
IMAX maintains headquarters in Mississauga, Ontario, Canada.


IMAX CORP: Sept. 30 Balance Sheet Upside-Down by $76.8 Million
--------------------------------------------------------------
IMAX Corp.'s consolidated balance sheet at Sept. 30, 2007, showed
$212.7 million in total assets and $289.5 million in total
liabilities, resulting in a $76.8 million total stockholders'
deficit.

IMAX Corporation reported a net loss of $7.5 million on revenues
of $29.8 million for the third quarter of fiscal 2007, compared to
a restated net loss of $5.6 million on revenues of $31.0 million
for the third quarter of fiscal 2006.

IMAX co-chief executive officers Richard L. Gelfond and Bradley J.
Wechsler stated, "We are excited to be on the threshold of
launching our digital projection system late in the second quarter
of 2008, ahead of schedule.  Although we have experienced both
disappointments and successes over the course of the past decade
in bringing IMAX digital to the cusp of reality, the company is
now poised to benefit from the transition from a film-based system
to a digital format.  We believe our system will embody the
IMAX(R) brand and experience and that this transition will have a
very positive impact on the company's growth and on our financial
performance over the long term."

"We are extremely happy with film performance in the third
quarter, and indeed throughout 2007," stated Messrs. Gelfond and
Wechsler.  "The strength of the slate is clearly reflected in our
DMR revenues, which increased 84% in the third quarter of fiscal
2007 compared to the fiscal third quarter of last year, and 71% in
the first nine months of 2007 compared to the same period last
year."

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?26ec

                      About IMAX Corporation

Based in New York City and Toronto, Canada, IMAX Corporation
(NASDAQ: IMAX) -- http://www.imax.com/-- designs, manufactures,
sells or leases theater systems for large-format theaters
including commercial theaters, museums and science centers, and
destination entertainment sites.  In addition, the company
specializes in digital and film based motion picture technologies,
designs and manufactures high-end sound systems and produces,
remasters and distributes large-format films.  At Sept. 30, 2007,
there were 296 IMAX theaters operating in 40 countries.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 27, 2007,
Standard & Poor's Ratings Services revised its outlook on IMAX
Corp. to stable from positive.  S&P also affirmed the ratings on
the company, including the 'CCC+' corporate credit rating.


INPHONIC INC: Committee Hires Deloitte as Financial Advisor
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in InPhonic Inc. and
its debtor-affiliates' bankruptcy cases obtained authority from
the United States Bankruptcy Court for the District of Delaware to
retain Deloitte Financial Advisory Services LLP as its financial
advisor, nunc pro tunc Nov. 19, 2007.

Deloitte Financial is expected to assist the Committee in
connection with its:

   a) assessment of the Debtors' cash and liquidity requirements,
      as well as the Debtors' financing requirements;

   b) monitoring of the Debotrs' financial and operating
      performance, including their current operations, monthly
      operating reports, and other financial and operating
      analyses or periodic reports as provided by management or
      the Debtor's financial advisors;

   c) evaluation of the Debtors' key employee retention plan,
      compensation and benefit plan and other incentive and bonus
      plans;

   d) evaluation of the Debtors' business, operational and
      financial plans, both short-term and long-term, including
      with respect to actual result versus forecast, capital
      expenditure requirements, and cost reduction opportunities;

   e) evaluation of the Debtors' statements of financial affairs
      and supporting schedules, executory contracts and claims;

   f) evaluation of the Debtors' operating structure, business
      configuration and strategic alternatives;

   g) evaluation of restructuring-related alternatives for the
      Debtors;

   h) evalution of restruturing-related alternatives for the
      Debtors;

   i) restructuring and reorganization-related negotiations
      including analysis, preparation or evaluation of any plan of
      reorganization proposed by the Debtors, the Committee or a
      third party;

   j) analysis of issues related to claims filed against the
      Debtors including reclamation issues, administrative,
      priority or unsecured claims, case litigation and contract
      rejection damages;

   k) evaluation of auction procedures and sale transactions that
      may take place, including with respect to the Committee's
      evaluation of bids, establishment of bid procedure,
      identification of additional potentialy interested parties
      for the Debtors' assets, negotiation of asset purchase
      agreement provisions including working capital adjustments,
      valuation issues and other related matters; and

   m) analysis of the books and records of the Debtors in
      connection with potential recovery of funds to the estate
      from voidable transactions including related party
      transactions, preference payments and uneforceable claims;

In addition, the firm is also expected to attend and participate
in hearings before the Bankruptcy Court; and provide other related
services as may be requested in writing by the committee and as
agreed to the firm.

The firm's professionals and their compensation rates are:

   Designation                      Hourly Rate
   -----------                      -----------
   Professional Staffs                 $325
   Paralegal and Support Personnel     $125

To the best of the Committee's knowledge the firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Court.

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 BMC Group Inc. as their claims,
noticing and balloting agent.  The United States Trustee for
Region 3 appointed five creditors to serve on an Official
Committee of Unsecured Creditors in the Debtors' cases.

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


IWT TESORO: Judge Glenn OKs Bidding Procedure for Sale of Assets
----------------------------------------------------------------
The Hon. Martin Glenn of the United States Bankruptcy Court for
the Southern District of New York approved the bidding procedure
for the sale of substantially all of IWT Tesoro Corporation and
its debtor-affilaites' assets.

The Debtor proposes to conduct a public sale on Jan. 17, 2008, at
12:00 n.n., at the law offices of Otterbourg, Steindler, Houston &
Rosen P.C., 230 Park Avenue in New York.

To participate in the auction, bids must accompany a deposit equal
to 10% of the purchase price and must be received on or before
Jan. 15, 2008.

The Debtors also proposes a break-up fee up to 3% of the purchase
price.

A sale hearing has been set for 10:00 a.m., of Jan. 22, 2008, at
One Bowling Green, Courtroom TBA in New York.

Objections to the sale must be filed with the Court by Jan. 18,
2007.

                        About I.W.T. Tesoro

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

The Debtor and its debtor-affiliates, International Wholesale
Tile, Inc. and American Gres, Inc., filed for Chapter 11
bankruptcy protection on Sept. 6, 2007 (Bankr. S.D. NY Lead Case
No. 07-12841).  John K. Sherwood, Esq., at Lowenstein Sandler
P.C., represents the Official Committee of Unsecured Creditors.
As of June 30, 2007, the Debtors had total assets of $39,798,579
and total debts of $47,940,983.


KB HOME: S&P Ratings Unstirred by Weak Fourth-Quarter Results
-------------------------------------------------------------
Standard & Poor's Ratings Services said its corporate credit and
debt ratings and negative outlook on KB Home (BB+/Negative/--) are
not currently affected by the company's recently reported noncash
charges and fourth-quarter 2007 net loss.  KB Home reported a
sizable $772.6 million loss in its fourth quarter ended Nov. 30,
2007.

The loss reflects very weak housing conditions that continue to
hurt demand and profitability and in turn caused the company to
incur meaningful noncash charges in the quarter.  During the
quarter, KB Home recorded a pretax, noncash charge of
$403.4 million associated with inventory and joint-venture
impairments, as well as land option abandonment costs; it also
recorded an after-tax, noncash charge of $514.2 million to
establish a reserve against deferred tax assets in accordance with
Statement of Financial Accounting Standards No. 109.
Excluding the noncash charges, KB Home generated a modest pretax
profit for the full year and generated a very slight pretax profit
for the quarter.

As a result of the cumulative effect of these charges, KB Home
required and obtained a temporary waiver of its minimum tangible
net worth covenant from its bank lenders and is in the process of
negotiating an amendment, which the company expects to complete by
the end of the first quarter.  While market
conditions remain extremely challenging, KB Home increased its
cash position by $679 million in the fourth quarter compared with
the third and ended the year with a strong $1.3 billion in cash
and equivalents.  Furthermore, KB Home had substantial
availability under its $1.5 billion revolver (only letters of
credit were outstanding at year-end).  This strong liquidity
position continues to support the existing ratings.  Standard &
Poor's expects KB Home to continue to focus on preserving
liquidity and prudently managing inventory levels through this
housing downturn.


KRONOS ADVANCED: Sept. 30 Balance Sheet Upside-Down by $954,100
---------------------------------------------------------------
Kronos Advanced Technologies Inc.'s consolidated balance sheet at
Sept. 30, 2007, showed $1.81 million in total assets and
$2.76 million in total liabilities, resulting in a $954,100 total
stockholders' deficit.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with $121,313 in total current assets
available to pay $1.59 million in total current liabilities.

The company  recorded a net loss for each of the quarters ended
Sept. 30, 2007, and Sept. 30, 2006, of $1.46 million and $842,573,
respectively.  The increase in the net loss in the quarter ended
Sept. 30, 2007, was principally the result of a $300,849 increase
in operating costs to $1.05 million, and a $335,438 increase in
interest expense to $434,672.

Revenues for the quarter ended Sept. 30, 2007 were $25,000
compared to $19,200 for the comparable period of 2006.

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?26f2

                       Going Concern Doubt

Sherb & Co. LLP expressed substantial doubt about Kronos
Advanced Technologies Inc.'s ability to continue as a going
concern after auditing the company's consolidated financial
statements for the fiscal years ended June 30, 2007, and 2006.
The auditing firm pointed to the company's significant losses and
working capital deficiency at June 30, 2007.

                     About Kronos Advanced

Located in Belmont, Mass. Kronos Advanced Technologies Inc. --
http://www.kronosati.com/-- through its wholly owned subsidiary,
Kronos Air Technologies Inc., has developed a new, proprietary air
movement and purification system that utilizes high voltage
electronics and electrodes to silently move and clean air without
any moving parts.  Kronos is commercializing its technology for
standalone and embedded products across multiple residential,
commercial, industrial and military markets.  The company's
business strategy includes a combination of building internal
capabilities, establishing strategic alliances and structuring
licensing arrangements.


KULICKE & SOFFA: Moody's Withdraws B2 Corporate Family Rating
-------------------------------------------------------------
These ratings of Kulicke & Soffa Industries, Inc. have been
withdrawn:

  -- Corporate Family Rating of B2
  -- Probability of Default Rating of B2

Moody's has withdrawn these ratings for business reasons.  The
ratings were withdrawn because this issuer has no rated debt
outstanding.

Fort Washington, Pennsylvania-based Kulicke & Soffa Industries,
Inc. is a leading supplier of semiconductor wire bonding assembly
equipment.


MAAX HOLDINGS: Inks Forbearance Contract With Secured Lenders
-------------------------------------------------------------
MAAX Holdings Inc. and certain of its subsidiaries amended the
Credit and Guaranty Agreement, dated as of Jan. 9, 2007, with its
senior secured lenders by entering into a Forbearance Agreement,
dated Jan. 7, 2008, among the Lenders, the company and certain of
the company's subsidiaries.

Brookfield Bridge Lending Fund Inc., its collateral agent,
administrative agent and lender, and its swingline lender, HSBC
Bank Canada are the company's senior secured lenders

Under the Forbearance Agreement, the Lenders agreed to not pursue
the potential event of default until at least Feb. 1, 2008, with a
company option to extend to March 19, 2008.

Under the Forbearance Agreement, the company will have full access
to its existing revolving credit facility.  The Forbearance
Agreement allows the company to explore and pursue all
alternatives and solutions relating to the restructuring of its
existing debt obligations.

"This agreement protects all stakeholders and allows us to
continue with 'business as usual' for our customers, suppliers and
employees," Paul Golden, MAAX president and CEO.  "This puts MAAX
on stronger financial footing as we continue to discuss full
capital restructuring solutions with our bondholders."

Highlights of the Forbearance Agreement are:

   -- during the period that the Forbearance Agreement is in
      effect, the company will have full access to its Credit
      Facility, provided that there has not occurred any of the
      specific events of default, as set forth in the
      Forbearance Agreement;

   -- the company agreed to pay the Lenders a forbearance fee
      of 1.25% on the revised commitment amount under the
      Existing Credit Facility of $225M, which was payable upon
      the execution of the Forbearance Agreement;

   -- at any time prior to Jan. 24, 2008, the company can
      elect, at its sole discretion, provided that there has
      not occurred any of the specific event of defaults set
      forth in the Forbearance Agreement, to extend the term of
      the Forbearance Agreement to March 19, 2008.  Should it
      elect to do so, the company will be obliged to pay an
      additional forbearance fee of 1% of the commitment amount
      under the Existing Credit Facility;

   -- the Lenders increased the limit under the Existing Credit
      Facility's revolving line of credit by CDN$10M, for an
      overall amount of approximately $50M, until Feb. 1, 2008.
      If the term of the Forbearance Agreement is extended, the
      limit under the revolving line of credit will increase by
      an additional of CDN$5M, for an overall amount of
      approximately $55M, until March 19, 2008.

The company took these actions in partial satisfaction of
certain of its obligations under the Forbearance Agreement:

   -- the company will cause its subsidiary MAAX Corporation,
      prior to the end of the thirty day grace period
      stipulated in its 9.75% Senior Subordinated Notes ending
      on Jan. 17, 2008, to make the Dec. 17, 2007 interest
      payment of $7.3M, due under the Notes.  By doing so, MAAX
      Corporation will be back in full compliance with the
      Notes;

   -- in regard to its factoring agreement with Maple Trade
      Finance, the company delivered a notice to Maple Trade,
      indicating its intention to not renew the factoring
      agreement, set to expire on Jan. 17, 2008.  The new
      credit arrangement with the Lenders will serve as a
      replacement of the factoring agreement.

By signing the Forbearance Agreement, the company will be
operating in the normal course of business and will gain
additional time and flexibility to finalize its restructuring
plan, for the benefit of all its stakeholders.

The company continues to have positive discussions with its
stakeholders, and continues to explore various strategic
alternatives, in order to increase its liquidity for general
corporate purposes and to significantly improve its capital
structure.

In addition, the execution of the Forbearance Agreement allows the
company to send a clear message to its employees, trade creditors
and customers that the company is operating under a "business as
usual" scenario, and that the company's underlying economic
fundamentals are sound.

                       About MAAX Holdings

Headquartered in Brooklyn Park, Minnesota, MAAX Holdings Inc. --
http://www.maax.com/--  is a North American manufacturer of
bathroom products, and spas for the residential housing market.
MAAX offerings are available through plumbing wholesalers, bath,
and spa specialty boutiques and home improvement centers.  The
company currently operates 18 manufacturing facilities and
independent distribution centers throughout North America and
Europe.  MAAX Corporation is a subsidiary of Beauceland
Corporation, itself a wholly owned subsidiary of the company.

The company's consolidated balance sheet at Aug. 31, 2007, showed
$507.5 million in total assets, $604.5 million in total
liabilities, and $7 million in redeemable preferred stock,
resulting in a $104 million total shareholders' deficit.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 27, 2007,
Moody's Investors Service downgraded MAAX Holdings Inc.'s
corporate family rating to Ca from Caa2, and its senior unsecured
discount notes to C from Caa3, and also downgraded MAAX
Corporation's senior subordinated notes to Ca from Caa3.   The
downgrades were prompted by MAAX Corporation's failure to make the
Dec. 15, 2007 interest payment on its 9.75% senior subordinated
notes due 2012.  MAAX Holdings has an SGL-4 speculative grade
liquidity rating.  The rating outlook is stable.


M.B.H. INVESTMENTS: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: M.B.H. Investments, L.L.C.
        42210 North 10th Street
        Phoenix, AZ 85086
        Tel: (623) 521-2832

Bankruptcy Case No.: 08-00217

Chapter 11 Petition Date: January 9, 2008

Court: District of Arizona (Phoenix)

Judge: George A. Tacker, Esq.

Debtor's Counsel: 11435 West Buckeye Road, Suite 104-412
                  Avondale, AZ 85323
                  Tel: (602) 385-3660
                  Fax: (602) 385-3661

Estimated Assets:        Less than $50,000

Estimated Debts: $1 Million to $10 Million

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


MARCAL PAPER: Committee Balks at Proposed Asset Sale & Credit Bid
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in
Marcal Paper Mills Inc.'s bankruptcy case asks the United States
Bankruptcy Court for the District of New Jersey to deny the
proposed sale of substantially all of the Debtor's assets.

The sale does not provide any real or tangible benefit to the
Debtor's unsecured creditors, which disposes the assets without
the protection of a plan of reorganization, the Committee argues.

The Committee also opposes NexBank SSB's stalking horse
$35 million credit bid, as reported in the Troubled Company
Reporter on Nov. 12, 2007.  NexBank is the administrative agent to
the Debtor's DIP lender Heartland Financial Corp.

According to the Committee, NexBank should be denied of its right
to credit bid because it skewed and manipulated the flow of
information of the process of the sale against other potential
bidders.

A hearing has been set for Jan. 15, 2008, at 2:00 p.m., to
consider the Committee's request.

                    About Marcal Paper Mills

Based in Elmwood Park, New Jersey, Marcal Paper Mills Inc.
-- http://www.marcalpaper.com/-- is a privately-held, fourth
generation family business.  Founded in 1932, it employs over 900
people in its Elmwood Park, New Jersey and Chicago, Illinois
manufacturing operations.  The company produces over
160,000 tons of finished paper products, including bath tissue,
kitchen towels, napkins and facial tissue, distributed to retail
outlets for home consumption and to distributors for away-from-
home use in hotels, restaurants, hospitals, offices and factories.

The Debtor filed for chapter 11 protection on Nov. 30, 2006
(Bankr. D. N.J. Case No. 06-21886).  Gerald H. Gline, Esq., and
Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman &
Leonard P.A. represent the Debtor.  Kenneth Rosen, Esq., and Mary
E. Seymour, Esq., at Lowenstein Sandler PC represent the Official
Committee of Unsecured Creditors.  In its schedules filed with the
Court, the Debtor disclosed total assets of $178,626,436 and total
debts of $178,890,725

The Debtor filed an Amended Plan and Disclosure Statement on
July 31, 2007.  The Court approved the adequacy of the Amended
Disclosure Statement on August 1, 2007.  The confirmation hearing
was originally set for Sept. 26, 2007, and later moved to Oct. 19,
2007.  However on Oct. 2, 2007, the Debtor gave notice that it was
going to sell its assets.


MBIA INC: Offering $1BB Surplus Notes to Meet Rating Requirements
-----------------------------------------------------------------
MBIA Inc. said in a press statement that as part of its plan to
raise capital to meet or exceed the rating agencies' Triple-A
requirements, its primary insurance operating subsidiary, MBIA
Insurance Corporation, intends to issue $1 billion of surplus
notes due 2033.  The notes are callable at par at the company's
option on the fifth anniversary of the date of issuance and
every fifth anniversary thereafter.

The notes will be subordinate in right of payment to all existing
and future debt issued, incurred or guaranteed by the Insurance
Company, all existing and future claims of policyholders and
beneficiaries and all other creditor claims which have priority
over claims with respect to the notes under New York insurance
law, other than any future surplus notes or similar obligations.

The notes are being offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities
Act of 1933, as amended, and outside the United States pursuant to
Regulation S under the Securities Act.  The notes will not be
registered under the Securities Act and may not be offered or
sold in the United States absent registration or exemption from
the registration requirements.

Headquartered in Armonk, New York, MBIA Inc. (NYSE: MBI)
-- http://www.mbia.com/-- through its subsidiaries, is a
financial guarantor and provider of specialized financial
services.  MBIA Inc.'s principal operating subsidiary, MBIA
Insurance Corporation, has a financial strength rating of Triple-A
from Moody's Investors Service, Standard & Poor's Ratings Services
and Rating and Investment Information Inc.  Fitch Ratings has
placed MBIA on Rating Watch Negative.  MBIA has offices in London,
Madrid, Mexico City, Milan, New York, Paris, San Francisco, Sydney
and Tokyo.

                          *     *    *

As reported in the Troubled Company Reporter on Dec. 27, 2007,
Moody's said that in its recent stress testing of MBIA Inc.'s
mortgage-related risk, the rating agency included the CDOs
totaling $30.6 billion in net par that are detailed on MBIA's
website.  For those CDOs whose underlying collateral included ABS
CDOs, Moody's analysis included stressing the performance of the
"inner ABS CDO" collateral based on its specific composition.

On December 14th, Moody's affirmed MBIA's Aaa insurance financial
strength rating, but changed the company's rating outlook to
negative.

As reported in the Troubled Company Reporter on Dec. 12, 2007,
MBIA disclosed that as a result of continued deterioration in
the performance of residential mortgage-backed securities, in
particular, prime home equity lines of credit and closed-end
second mortgage-backed securities, the company estimates that it
will establish case basis loss reserves of between $500 million
and $800 million in the fourth quarter related to those exposures.


MBIA INC: Capital Strengthening Plan Cuts Dividends to $.13/Share
-----------------------------------------------------------------
In conjunction with its plan to strengthen its capital base, MBIA
Inc., the holding company for MBIA Insurance Corporation:

   * released details of its comprehensive capital strengthening
     plan;

   * updated information relating to estimated increases to case
     loss activity on its prime, second-lien mortgage-related
     exposure and estimated increases to unallocated loss
     reserves;

   * updated information relating to the estimated change in fair
     value of insured credit derivatives and provided information
     on impairments of certain insured credit derivatives; and

   * announced a reduction in its quarterly shareholder dividend
     to 13 cents per share from its most recent quarterly
     shareholder dividend rate of 34 cents per share.

                    Capital Strengthening Plan

The key elements of MBIA's plan to further strengthen its capital
position include:

   -- The Warburg Pincus investment announced on
      Dec. 10, 2007.

      As announced, Warburg Pincus has committed to invest
      $500 million in common equity at $31 per share and to
      backstop a $500 million rights offering to the company's
      existing shareholders.  Warburg Pincus will also receive
      warrants to purchase additional shares at $40 per share.
      The Warburg Pincus investment is proceeding according to
      plan, with the common equity investment currently expected
      to close in January 2008 and the rights offering expected
      to close in February 2008.

   -- $1 billion of debt, which is expected to be treated as
      capital of the insurance company for rating agency
      purposes.

   -- The net release of capital that supports amortizing and
      maturing transactions is expected to amount to $300 million
      to $500 million in the fourth quarter of 2007.

   -- The shareholder dividend reduction is expected to preserve
      approximately $80 million per year.

   -- The purchase of reinsurance covering a diversified
      portion of MBIA's portfolio, which is expected to reduce
      MBIA's capital requirements by $50 million to $150 million,
      is expected to occur in the near term.

Upon successful completion of its capital management plan, the
company expects to meet or exceed the rating agencies' current
capital requirements for MBIA to retain its Triple-A ratings.
Based on discussions with the rating agencies and the commentary
they have released to the market, the company believes that the
successful implementation of this capital plan will result in
a robust capital position that will lead to stable ratings.

                   Estimate of Incurred Losses

Consistent with its previously released estimates on Dec. 10,
2007, MBIA estimates that it will incur a total of $737 million in
loss and loss adjustment expenses for the fourth quarter of 2007.
These expenses consist of fourth quarter case loss activity of
approximately $614 million and $123 million in unallocated loss
reserve activity.  The approximately $614 million case loss
activity is principally related to MBIA's insured securitizations
of prime home equity lines of credit and prime closed-end
second-lien mortgages.  The estimate of case loss activity
reflects MBIA's best estimate of probable and estimable losses.
The ultimate amount of such incurred losses might differ from the
above estimate.

MBIA's $214 million total unallocated loss reserves at Sept. 30,
2007 will increase with the addition of approximately $23 million,
reflecting the regular quarterly addition of 12 percent of
scheduled earned premiums, and the special addition of
$100 million to reflect MBIA's estimate of losses that are
probable to occur as a result of the potential for adverse
developments in the real estate market related to prime, second-
lien mortgage exposure, but which have not yet been specifically
identified.

                     Mark-to-Market Estimate

As previously disclosed, MBIA has observed significant widening
of market spreads of collateral underlying certain MBIA-insured
CDO tranches in the fourth quarter of 2007.  The non-cash
pre-tax change in fair value of insured credit derivatives,
under generally accepted accounting principles, between Sept. 30,
2007 and Dec. 31, 2007, is estimated to be a loss of $3.3 billion.
The non-cash after-tax mark-to-market loss is estimated to be
$2.1 billion.

These mark-to-market estimates are preliminary and are subject
to adjustment, as MBIA is finalizing its evaluation and analysis
for the quarter ending Dec. 31, 2007.

Of the $3.3 billion mark-to-market loss, approximately
$200 million represents estimated credit impairment related to
three CDO-squared transactions that MBIA expects to incur actual
claims in the future.  However, as previously stated, MBIA
continues to believe that the balance of the mark-to-market
losses are not predictive of future claims and in the absence
of credit impairment, the cumulative marks will net to zero over
the remaining life of the insured credit derivatives.  The mark-
to-market also does not affect rating agency evaluations of
MBIA's capital adequacy.

The mark-to-market amount disclosed above reflects a refinement
to MBIA's valuation modeling techniques that was implemented
in the fourth quarter.  Specifically, in light of extraordinary
widening of the market spreads for the asset-backed security
portion of the collateral underlying certain insured CDO
tranches, for purposes of its valuation model, MBIA revised
its approach and treated that ABS collateral as if it were in
default.

                        Change in Dividend

The company's Board of Directors has authorized a revised
shareholder dividend policy which will reduce quarterly
shareholder dividends from $.34 per share to $.13 per share.
The dividend reduction is expected to preserve approximately
$80 million in capital per year.

                            Comments

MBIA Chairman and CEO Gary C. Dunton said, "We are committed to
the successful implementation of this comprehensive plan to
significantly strengthen our capital position and secure our
Triple-A ratings without qualification.  We are confident that
the additional capital together with the steady cash flows
generated by our large embedded book of business and the
opportunity to grow our business profitably in the current market
environment, will enable us to continue to serve the needs of
our marketplace, and build long-term value for our shareholders."

MBIA's Chief Financial Officer, C. Edward (Chuck) Chaplin
commented, "We believe that the outlined capital plan allows MBIA
to meet its obligations, support our customers and continue
profitable growth going forward.  While the volatility in the
mortgage market and non-cash GAAP accounting standards will
negatively impact our financial results this quarter, we are
quite enthusiastic about future prospects."  Speaking to the
announced dividend reduction, Mr. Chaplin added, "The announced
change in our dividend rate significantly enhances our
financial flexibility."

Commenting on the announced initiatives, David Coulter,
Managing Director at Warburg Pincus, stated, "Warburg Pincus
is pleased by the announced capital strengthening plan and
believes that the plan will further affirm MBIA's position
as the leader in the financial guarantee insurance industry.
Our investment in MBIA is proceeding according to plan with
our equity investment expected to close later this month."

                          About MBIA Inc.

Headquartered in Armonk, New York, MBIA Inc. (NYSE: MBI)
-- http://www.mbia.com/-- through its subsidiaries, is a
financial guarantor and provider of specialized financial
services.  MBIA Inc.'s principal operating subsidiary, MBIA
Insurance Corporation, has a financial strength rating of Triple-A
from Moody's Investors Service, Standard & Poor's Ratings Services
and Rating and Investment Information Inc.  Fitch Ratings has
placed MBIA on Rating Watch Negative.  MBIA has offices in London,
Madrid, Mexico City, Milan, New York, Paris, San Francisco, Sydney
and Tokyo.

                          *     *    *

As reported in the Troubled Company Reporter on Dec. 27, 2007,
Moody's said that in its recent stress testing of MBIA Inc.'s
mortgage-related risk, the rating agency included the CDOs
totaling $30.6 billion in net par that are detailed on MBIA's
website.  For those CDOs whose underlying collateral included ABS
CDOs, Moody's analysis included stressing the performance of the
"inner ABS CDO" collateral based on its specific composition.

On December 14th, Moody's affirmed MBIA's Aaa insurance financial
strength rating, but changed the company's rating outlook to
negative.

As reported in the Troubled Company Reporter on Dec. 12, 2007,
MBIA disclosed that as a result of continued deterioration in
the performance of residential mortgage-backed securities, in
particular, prime home equity lines of credit and closed-end
second mortgage-backed securities, the company estimates that it
will establish case basis loss reserves of between $500 million
and $800 million in the fourth quarter related to those exposures.


MBS MGT: Las Ventanas May Use Cash Collateral on Interim Basis
--------------------------------------------------------------
M.B.S.-Las Ventanas Ltd., debtor-affiliate of M.B.S. Management
Services Inc., obtained interim authority from the U.S. Bankruptcy
Court for the Southern District of New York to use its lender's
cash collateral.

Las Ventanas tells the Court that it can not continue operations
of its property without the use of cash collateral.

Las Ventanas relates that it experienced financial difficulties
and has been unable to satisfy its debt obligations.  As a result,
the property owned by Las Ventanas was subject to a foreclosure
sale.

Las Ventanas reveals that Wells Fargo Bank, National Association
acts as trustee for the registered holders of alleged security
interests in the Las Ventanas property.  The security interest is
a COMM 2005-LP5 Commercial Mortgage Pass-Through Certificates
serviced by Wells Fargo.

Other debtor-affiliates of M.B.S. Management also requested and
obtained interim approval to access their lenders' cash
collateral.  Final hearing on the use of cash collateral is set
for today, Jan. 10, 2008, at 9 a.m.

                    About M.B.S.-Las Ventanas

Las Ventanas filed for chapter 11 bankruptcy on Dec. 3, 2007.  It
continues to operate its business and manage its property as a
debtor-in-possession.  Las Ventanas has moved for its bankruptcy
case to be jointly administered with MBS Management Services, Inc.
and the other real estate debtors, whose cases are currently being
jointly administered pursuant to an order entered Nov. 14, 2007.
Las Ventanas is a single asset real estate company managed by MBS
Management.

                 About M.B.S. Management Services

Metairie, Louisiana-based M.B.S. Management Services Inc. and its
debtor-affiliates are real estate agents and manager, specializing
in the management of multifamily properties.  MBS Management
provides the real estate debtors with leasing, maintenance
coordination, on-site and regional management.  In most instances,
MBS Management has engaged Gray Star or Lincoln Property Company
to handle the property management for the Real Estate Debtors.

The Debtors filed for chapter 11 bankruptcy on Nov. 5, 2007
(Bankr. E.D. La. Lead Case No. 07-12151).  Tristan E. Manthey,
Esq., Jan Marie Hayden, Esq., and Douglas S. Draper, Esq. at
Heller, Draper, Hayden, Patrick & Horn and Patrick S. Garrity,
Esq., and William E. Steffes, Esq., at Steffes Vingiello &
McKenzie LLC represent the Debtors in their restructuring efforts.
No case trustee, examiner, or creditors' committee has been
appointed in the Debtors' case.

M.B.S.-The Trails Ltd. and M.B.S.-Fox Chase Ltd., affiliates of
the Debtor, filed separate chapter 11 petition on Dec. 4, 2007
(Bankr. N.D. Tex. Case Nos. 07-45430 and 07-45431, respectively).
MBS-The Trails and MBS-Fox listed assets and debts between
$1 million and $10 million when the filed for bankruptcy.


MBS MGT: Wells Fargo Balks at Las Ventanas' Use of Cash Collateral
------------------------------------------------------------------
Wells Fargo Bank, National Association, secured creditor of
M.B.S.-Las Ventanas Ltd, debtor-affiliate of M.B.S. Management
Services Inc., asks the U.S. Bankruptcy Court for the Southern
District of New York to deny final approval of Las Ventanas'
request to use lender's cash collateral.

Wells Fargo is trustee for registered holders of COMM 2005-LP5
Commercial Mortgage Pass-Through Certificates secured by Las
Ventanas property.  Wells Fargo is successor in interest to PNC
Bank, National Association, the original first priority secured
lender to the Debtor.

According to Wells Fargo, the alleged cash collateral is not a
property of the estate by virtue of an absolute assignment of
rents, hence the Court must deny Las Ventanas' motion.  The
absolute assignment is enforceable to prohibit the Debtor from
using rental income that is alleged to be cash collateral.

Further, Wells Fargo contends that its interests are not
adequately protected and that the assurance protections promised
by the Debtor fails to offer payment to the bank lender afforded
to first priority secured lenders.  The bank says that the
Debtor's motion generally alleges Wells Fargo as oversecured but
fails to allege the amount of the debt or the value of underlying
collateral securing the debt.  The Debtor has yet to prove the
amount of the equity cushion alleged as the basis for Wells
Fargo's adequate assurance.

              PNC Transfers Interest to Wells Fargo

Pursuant to a certain promissory note executed by the Debtor
effective Jan. 12, 2005, in the principal sum of $26,200,000, the
note accrues at 5.12% per annum.  The note has monthly
installments of interest only for payments due on the first day of
each month through February 2008.

The note provides that if any installment under the note is
received by the holder by the close of business on the fifth day
after the due date, a late charge of 5% of the delinquent amount
will be paid.

In addition, upon an event of default, the interest rate increases
to 4% above prime rate and the outstanding balance on the note
becomes immediately due and payable without notice after the five
days grace period.

To secure the note, PNC and the Debtor a deed of trust, security
agreement, assignment of leases and rents and fixture filing.  The
deed of trust provides that the property along with personal
property secures the debt owed under the note.

Effective Oct. 11, 2005, PNC assigned its right in the note to
Wells Fargo, as well as interest in the deed of trust, assignment
of leases and rents, security agreement, assignment of leases and
rents and fixture filing.

                 Default Under the Loan Documents

Wells Fargo relates that the Debtor defaulted under the loan
documents by failing to remit payment due on Sept. 1, 2007, and on
Nov. 1, 2007.  After attempts to negotiate a resolution with the
Debtor, and the expiration of the five-day grace period, on Nov.
8, 2007, Wells Fargo provided default notice to the Debtor and a
cure period.

However, the Debtor failed to cure the default, and thus, via
letter dated Nov. 13, 2007, Wells Fargo notified the Debtor that
its property would be posted for foreclosure.

As of Dec. 4, 2007, the remaining balance owed on the note as at
least $26,200,000, together with $477,023 accrued interest, and
$18,772 fees.

The Debtor filed on Dec. 13, 2007, a request to use Wells Fargo's
cash collateral and received interim approval on the motion on
Dec. 19, 2007.

Wells Fargo says that while it allowed Las Ventanas to use its
cash collateral on interim basis, it wants to hinder the Debtor
from further use of the cash collateral.

                    About M.B.S.-Las Ventanas

Las Ventanas filed for chapter 11 bankruptcy on Dec. 3, 2007.  It
continues to operate its business and manage its property as a
debtor-in-possession.  Las Ventanas has moved for its bankruptcy
case to be jointly administered with MBS Management Services, Inc.
and the other real estate debtors, whose cases are currently being
jointly administered pursuant to an order entered Nov. 14, 2007.
Las Ventanas is a single asset real estate company managed by MBS
Management.

                 About M.B.S. Management Services

Metairie, Louisiana-based M.B.S. Management Services Inc. and its
debtor-affiliates are real estate agents and manager, specializing
in the management of multifamily properties.  MBS Management
provides the real estate debtors with leasing, maintenance
coordination, on-site and regional management.  In most instances,
MBS Management has engaged Gray Star or Lincoln Property Company
to handle the property management for the Real Estate Debtors.

The Debtors filed for chapter 11 bankruptcy on Nov. 5, 2007
(Bankr. E.D. La. Lead Case No. 07-12151).  Tristan E. Manthey,
Esq., Jan Marie Hayden, Esq., and Douglas S. Draper, Esq. at
Heller, Draper, Hayden, Patrick & Horn and Patrick S. Garrity,
Esq., and William E. Steffes, Esq., at Steffes Vingiello &
McKenzie LLC represent the Debtors in their restructuring efforts.
No case trustee, examiner, or creditors' committee has been
appointed in the Debtors' case.

M.B.S.-The Trails Ltd. and M.B.S.-Fox Chase Ltd., affiliates of
the Debtor, filed separate chapter 11 petition on Dec. 4, 2007
(Bankr. N.D. Tex. Case Nos. 07-45430 and 07-45431, respectively).
MBS-The Trails and MBS-Fox listed assets and debts between
$1 million and $10 million when the filed for bankruptcy.


MGM MIRAGE: To Launch Cash Tender Offer for 10 Million Shares
-------------------------------------------------------------
MGM MIRAGE and Dubai World intend to jointly make a cash tender
offer for up to 10 million shares of common stock of MGM MIRAGE at
a price per share of not less than $75 and not greater than $80.

The offer price represents an approximately 7.2% to 14.3% premium
over MGM MIRAGE's closing stock price of $69.98 on
Jan. 8, 2008.  As of Jan. 8, 2008, MGM MIRAGE had 293,764,426
shares issued and outstanding.

Tracinda Corporation is the beneficial owner of 153,837,330 shares
of MGM MIRAGE common stock, approximately 52.4% of the outstanding
shares as of Jan. 8, 2008.  Tracinda has informed MGM MIRAGE that
it will not tender any of its shares.

Dubai World, through its affiliates Infinity World (Cayman) L.P.
and Infinity World Investments LLC, is the beneficial owner of
19,548,838 shares of MGM MIRAGE common stock, approximately 6.7%
of the outstanding shares as of Jan. 8, 2008.  It is anticipated
that the bidder on behalf of Dubai World will be Infinity World
(Cayman) L.P.

With respect to the shares of MGM MIRAGE common stock that are
tendered and accepted for purchase pursuant to the offer, each of
MGM MIRAGE and Infinity World will purchase 50% of said shares.

Under the procedures for a Dutch Auction tender offer, MGM
MIRAGE's stockholders will have the opportunity to tender some or
all of their shares at a price within the $75 to $80 range per
share.  Based on the number of shares tendered and the prices
specified by the tendering stockholders, MGM MIRAGE and Infinity
World will determine the lowest per share price within the range
that will enable them to buy an aggregate of 10,000,000 shares, or
such lesser number of shares that are properly tendered and not
withdrawn.

All shares accepted in the tender offer will be purchased at the
same determined price per share regardless of whether the
stockholder tendered at a lower price.  If more than 10 million
shares are properly tendered and not withdrawn at or below the
determined price per share, then MGM MIRAGE and Infinity World
will purchase shares tendered by those stockholders owning fewer
than 100 shares without pro ration, and all other shares will be
purchased on a pro rata basis, subject to the conditional tender
offer provisions that will be described in the offer to purchase
that will be distributed to stockholders.

Stockholders whose shares are purchased in the offer will be paid
the determined purchase price net in cash, without interest, after
the expiration of the offer period.  The offer is not contingent
upon any financing condition or any minimum number of shares being
tendered.

The offer is subject, however, to a number of other customary
terms and conditions.  No brokerage fees or commissions will be
charged to holders who tender their shares.

Neither MGM MIRAGE, its board of directors, nor Dubai World and
its affiliates are making any recommendation to stockholders as to
whether to tender or refrain from tendering their shares into the
tender offer.  Stockholders must decide how many shares they will
tender, if any, and the price within the stated range at which
they will offer their shares for purchase by MGM MIRAGE and
Infinity World.

                         About Dubai World

Dubai World is a major investment holding company with a portfolio
of businesses that includes DP World, Jafza, Nakheel, Dubai
Drydocks, Maritime City, Istithmar, Kerzner, One & Only, Atlantis,
Barney's, Island Global Yachting, Limitless, Inchcape Shipping
Services, Tejari, Technopark and Tamweel.  The Dubai World Group
has more than 50,000 employees in over 100 cities around the
globe.  The group also has real estate investments in the US, the
UK and South Africa.  In the last five years, Dubai World has
developed 80,000 luxury residential villas and apartments and
approximately three million square feet of retail space.

                       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.


MID ATLANTIC: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Mid Atlantic Retail Group Inc. filed with the U.S. Bankruptcy
Court for the Middle District of North Carolina its schedules of
assets and liabilities, disclosing:

     Name of Schedule             Assets       Liabilities
     ----------------             ------       -----------
     A. Real Property
     B. Personal Property     $2,937,786
     C. Property Claimed as
        Exempt
     D. Creditors Holding
        Secured Claims                          $3,267,480
     E. Creditors Holding
        Unsecured Priority
        Claims                                    $479,047
     F. Creditors Holding
        Unsecured Nonpriority
        Claims                                  $5,032,610
                              -----------      -----------
        TOTAL                  $2,937,786       $8,779,137

Richmond, Virginia-based Mid Atlantic Retail Group Inc. dba Barry
Better Menswear -- http://www.bettermenswear.com/-- runs stores
and an online shop that sells men's apparel like suits, formal
wear, shirts, shoes, hats and accessories.  It has stores in
Georgia, Louisiana, Missouri, North Carolina, Tennessee, Texas,
and Virginia.

The Debtor filed for chapter 11 protection on Nov. 30, 2007
(Bankr. M.D.N.C. Case No. 07-81745).  Terri L. Gardner, Esq.,
and Lisa P. Sumner, Esq., at Poyner & Spruill LLP represent the
Debtor in its restructuring efforts.  An Official Committee of
Unsecured Creditors has been formed to serve in this case.   When
the Debtor filed for bankruptcy, it listed assets and debts
between $1 million and $100 million.


MTI TECHNOLOGY: Taps Singer Lewak as Certified Public Accountant
----------------------------------------------------------------
MTI Technology Corporation asks the United States Bankruptcy Court
for the Central District of California for permission to employ
Singer Lewak Greenbaum & Goldstein LLP as its certified public
accountant.

Singer Lewak is expected to prepare the Debtor's federal income
tax returns for the year ending March 31, 2007.

The Debtor tells the Court that it will provide $25,000 retainer
fee for the firm.  The Debtor also says that the firm's services
will cost $44,000 plus expenses.

The firm's professionals and their compensation rates are:

   Professionals              Hourly Rates
   -------------              ------------
   Mark Cook                      $400
   Thomas Wendler                 $400
   Michael Cohen                  $400
   Jennifer Myers                 $268
   Anne Chang                     $204
   Mai Nguyen                     $140
   Mark Brown                     $140
   David Yu                       $120
   Andrea Ramos                   $100

To the best of the Debtor's knowledge the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Court.

Headquartered in Tustin, California, M.T.I. Technology Corp. --
http://www.mti.com/-- provides professional services and data
storage for mid- to large-sized organizations.  In addition, the
company owns all of the issued and outstanding share capital of
three European subsidiaries: MTI Technology GmbH in Germany, MTI
Technology Limited in Scotland and MTI France S.A.S. in France.

The company filed for Chapter 11 protection on Oct. 15, 2007
(Bankr. C.D. Calif. Case No. 07-13347).  Scott C. Clarkson, Esq.,
at Clarkson, Gore & Marsella, A.P.L., represents the Debtor.
Omni Management Group LLC serves as the Debtor's claim, noticing
and balloting agent.  The U.S. Trustee for Region 16 appointed
nine creditors to serve on an Official Committee of Unsecured
Creditors in the Debtor's case.  As of July 7, 2007, the Debtor
had total assets of $64,002,000 and total debts of $58,840,000.


NOVASTAR FINANCIAL: Wachovia Extends Waiver Until February 4
------------------------------------------------------------
NovaStar Financial Inc. and certain of its affiliates entered into
a Master Repurchase Agreements Waiver with Wachovia Bank, N.A. and
certain of its affiliates.

Pursuant to the MRA Waiver, for a period ending on Feb. 4, 2008,
Wachovia agreed not to enforce, and waived any breach or event of
default that would otherwise have resulted solely from the
company's failure to comply with, the requirement under the Master
Repurchase Agreements that the company maintain a specified
adjusted tangible net worth.

Further, the requirement under the Master Repurchase Agreements
that the company maintain liquidity of at least $30 million was
amended to require the company to maintain liquidity of at least
$22 million during the Waiver Period.

Wachovia expressly reserved the right to terminate the Waiver
Agreement prior to Feb. 4, 2008, if any other event of default or
breach occurs under the Master Repurchase Agreements.

These are the agreements affected by the Waiver Agreement:

     1. Master Repurchase Agreement (2007 Residual Securities)
        dated as of April 18, 2007, among Wachovia  Investment
        Holdings LLC, Wachovia Capital Markets LLC, NovaStar
        Mortgage Inc., NovaStar Certificates Financing LLC, and
        NovaStar Certificates Financing Corp.

     2. Master Repurchase Agreement (2007 Whole Loan) dated
        as of May 9, 2007, among Wachovia Bank, National
        Association, NFI Repurchase Corporation, NMI Repurchase
        Corporation, NMI Property Financing Inc., HomeView
        Lending Inc., NovaStar Financial Inc., NFI Holding
        Corporation and NovaStar Mortgage Inc.

     3. Master Repurchase Agreement (2007 Non-investment
        Grade) dated as of May 31, 2007, among Wachovia
        Investment Holdings LLC, Wachovia Capital Markets LLC,
        NovaStar Mortgage Inc., NovaStar Certificates
        Financing LLC, and NovaStar Certificates Financing
        Corp.

     4. Master Repurchase Agreement (2007 Investment Grade)
        dated as of May 31, 2007, among Wachovia Bank, N.A.,
        Wachovia Capital Markets LLC, NovaStar Mortgage Inc.,
        NovaStar Certificates Financing LLC, and NovaStar
        Certificates Financing Corp.

     5. Master Repurchase Agreement (New York) dated as of
        July 6, 2007, between Wachovia Bank, National
        Association and NovaStar Mortgage Inc.

In addition to the Master Repurchase Agreements listed, Wachovia
also routinely engages in other ordinary course financial
transactions with the company, including but not limited to
financial derivative transactions, and has acted as an underwriter
for certain securitizations sponsored by the company.

                        Letter of Agreement

On Jan. 4, 2008, the company and Wachovia entered into a letter
agreement.  Pursuant to the letter of agreement, the 2007 Residual
Securities Facility and the related Guaranty of NovaStar Financial
Inc., NovaStar Mortgage Inc., NFI Holding Corporation, and
HomeView Lending Inc., and all rights and obligations of the
parties other than obligations that by their terms survive
termination, were terminated effective on Jan. 4, 2008.  In
accordance with the Release and Termination Agreement, the company
repaid the remaining $1,648,181 of its outstanding obligations to
Wachovia under the 2007 Residual Securities Facility and paid to
Wachovia a $4.0 million termination fee provided for under the
2007 Residual Securities Facility.

Upon termination of the 2007 Residual Securities Facility,
Wachovia released its security interest arising under the 2007
Residual Securities Facility, and the mortgage securities
originally sold to Wachovia as collateral were then sold by the
company as additional collateral under the Non-Investment Grade
Facility with Wachovia to support the outstanding obligations of
the company under that facility.

In addition, these mortgage securities, and all other collateral
sold to Wachovia under the remaining Master Repurchase Agreements,
remain the property of Wachovia as additional security for the
company's obligations arising under each of the remaining Master
Repurchase Agreements and any other transactions with Wachovia,
pursuant to the terms of a Collateral Security, Setoff and Netting
Agreement between the company and Wachovia.

In addition to the Master Repurchase Agreements, Wachovia also
routinely engages in other ordinary course financial transactions
with the company, including but not limited to financial
derivative transactions, and has acted as an underwriter for
certain securitizations sponsored by the company.

As reported in the Troubled Company Reporter on Dec. 13, 2007,
NovaStar obtained an extension from Dec. 7, 2007, to Jan. 4, 2008,
of a waiver relating to an adjusted tangible net worth covenant
with Wachovia Bank.

                         About NovaStar

Headquartered in Kansas City, Missouri, NovaStar Financial Inc.
(NYSE: NFI) -- http://www.novastarmortgage.com/-- is a specialty
finance company that originates, purchases, securitizes, sells and
invests in loans and mortgage-backed securities.  The company also
services a large portfolio of residential loans.

NovaStar Financial's balance sheet as of Sept. 30, 2007, showed
total assets of $4.54 billion, total liabilities of $4.62 billion,
resulting in total stockholders' deficit of $80.7 million.


NOVASTAR FINANCIAL: Says Top Executives Fired Without "Cause"
-------------------------------------------------------------
NovaStar Financial Inc. provided yesterday amendments to its Form
8-K related to certain employment agreements with company
officers, which it previously filed with the Securities and
Exchange Commission on Dec. 18, 2007.

                CEO Scott Hartman Terminated

On Dec. 18, 2007, Scott Hartman was terminated without "cause" as
the Chief Executive Officer of the company, effective as of Jan.
3, 2008, as part of a management restructuring intended to reduce
management personnel to a level in line with the needs of the
company in light of changes in the business environment and
operations of the company.  In addition, he resigned from the
company's Board of Directors, effective as of Jan. 3, 2008.

In the original 8-K, the company reported that it was negotiating
with Mr. Hartman the terms of a separation agreement.  In the
January 8-K, the company reported that the negotiations of a
separation agreement with Mr. Hartman had concluded with a
determination by each of the parties that the applicable
provisions of Mr. Hartman's employment agreement are acceptable to
each party.  Accordingly, Mr. Hartman will receive the rights and
benefits specified in his employment agreement as applicable
following termination of employment without cause.  In addition,
Mr. Hartman will receive compensation for 60 days at his base
salary existing immediately prior to termination, in accordance
with the federal Worker Adjustment and Retraining Notification
Act.

                  L. Anderson Assumes CEO Post

Effective as of Jan. 3, 2008, Lance Anderson, age 47, assumed the
responsibilities of Chief Executive Officer and Chairman of the
Board of the company in addition to his current responsibilities
as President and Chief Operating Officer and director.  Mr.
Anderson has been President and Chief Operating Officer and a
director of the company since 1996.  Prior to joining the company,
Mr. Anderson served as Executive Vice President of Dynex Capital
Inc.,
formerly Resource Mortgage Capital Inc., a New York Stock Exchange
listed real estate investment trust.  In addition, Mr. Anderson
was President and Chief Executive Officer of Dynex's single-family
mortgage operation Saxon Mortgage.  Prior to joining the company,
he had been at Dynex since October 1989.

                   CFO Gregory Metz Terminated

On Dec. 18, 2007, Gregory Metz was terminated "without cause" as
the Chief Financial Officer of the company, effective as of
January 3, 2008, as part of a management restructuring intended to
reduce management personnel to a level in line with the needs of
the company in light of changes in the business environment and
operations of the company.

In the original 8-K, the company reported that it was negotiating
with Mr. Metz the terms of a separation agreement. In the January
8-K, the company reported that it had entered into a Separation
and Consulting Agreement with Mr. Metz and disclosed the terms of
such Separation and Consulting Agreement.

                  R. Schwatken Assumes CFO Post

Effective as of Jan. 3, 2008, Rodney Schwatken, age 44, assumed
the responsibilities of Chief Financial Officer of the Company.
Since March 2006, Mr. Schwatken had been the Company's Vice
President - Strategic Initiatives where he was responsible for
special projects, generally related to corporate development and
management of the Company's strategic transactions.

From March 1997 until March 2007, Mr. Schwatken held various
titles including Vice President, Secretary, Treasurer and
Controller (Chief Accounting Officer) of the company and was
responsible for corporate accounting, including implementation of
accounting policies and procedures and developing and implementing
proper internal control over all financial recordkeeping.  From
June 1993 to March 1997, when he joined the company, Mr. Schwatken
was Accounting Manager with U.S. Central Credit Union, a $30
billion dollar investment, liquidity and technology resource for
the credit union industry. From January 1987 to June 1993, Mr.
Schwatken was employed by Deloitte & Touche LLP in Kansas City,
Missouri, most recently as an audit manager.

On Jan. 7, 2008, the company and Rodney Schwatken entered into an
employment agreement.  Under the terms of the Employment
Agreement, Mr. Schwatken will receive an annual base salary of
$165,000, subject to annual increases, agreed upon incentive
compensation for 2008 of $25,000 per quarter, and such other
incentive pay determined by the company from time to time.  In the
event that Mr. Schwatken's employment is terminated by the company
without "cause" or by Mr. Schwatken for "good reason", Mr.
Schwatken will immediately receive any unpaid portion of the
$100,000 agreed-upon 2008 incentive compensation and, over a
period of 12 months following termination, compensation at an
annual rate equal to his then existing annual base salary, in
exchange for consulting services outlined in the Employment
Agreement.

If termination by the company without "cause" or by Mr. Schwatken
for "good reason" occurs following a "change of control" then Mr.
Schwatken will also receive a lump-sum severance amount equal to
the greater of $200,000 or the sum of his then existing annual
base salary and actual incentive pay for the prior fiscal year,
and all outstanding equity awards will immediately vest upon the
date of the termination.

Mr. Schwatken is bound by certain non-competition, non-
solicitation, confidentiality and similar obligations under, and
as more particularly described in, the Employment Agreement.

                    Deferred Compensation Plan

As reported in the original 8-K, on Dec. 18, 2007, the company's
Board of Directors terminated, effective as of Dec. 31, 2007,
NovaStar Mortgage Inc.  Deferred Compensation Plan and accelerated
the vesting of all company contributions to the Deferred
Compensation Plan.  As a result of this termination, these
executives received these amounts on or about Jan. 2, 2008:

     Executive                   Cash           Common Stock
     ---------               -------------      ------------
     Scott Hartman           $2,150,101.67            70,895
     Lance Anderson          $1,839,381.04            34,682
     Greg Metz                         -0-               -0-
     Rodney Schwatken           $55,285.17               861
     Michael Bamburg           $484,530.78            15,710
     David Pazgan                      -0-               -0-

The amounts the executives received as a result of the termination
of the Deferred Compensation Plan represent amounts the executives
previously received for services rendered to the company, but
deferred for tax planning purposes.  These amounts do not
represent additional compensation paid to the executives.

                         About NovaStar

Headquartered in Kansas City, Missouri, NovaStar Financial Inc.
(NYSE: NFI) -- http://www.novastarmortgage.com/-- is a specialty
finance company that originates, purchases, securitizes, sells and
invests in loans and mortgage-backed securities.  The company also
services a large portfolio of residential loans.

NovaStar Financial's balance sheet as of Sept. 30, 2007, showed
total assets of $4.54 billion, total liabilities of $4.62 billion,
resulting in total stockholders' deficit of $80.7 million.


NUANCE COMM: Gets Inducement Grant of 286,137 Restricted Stock
--------------------------------------------------------------
Nuance Communications Inc. disclosed that in connection with its
acquisition of Viecore Inc., Tom Chisholm, formerly the chief
executive officer of Viecore and now senior vice president, Nuance
Enterprise Services, was granted an inducement grant of 286,137
restricted stock units:

   -- 50% of which vest on the first anniversary of the
      acquisition, one eighth of which vest on the eighteen
      month anniversary of the acquisition;

   -- 1/8% of which vest on the second anniversary of the
      acquisition; and

   -- 25% of which vest, if at all, on the second anniversary
      of the acquisition upon the achievement of certain
      performance-based objectives.

The restricted stock units were approved by the compensation
committee of the company's board of directors and granted as an
inducement material to Mr. Chisholm's employment with Nuance in
accordance with NASDAQ Marketplace Rule 4350(i)(l)(A)(iv).

Based in Burlington, Massachusetts, Nuance Communications Inc.
(NASDAQ: NUAN) -- http://www.nuance.com/-- provides speech and
imaging solutions for businesses and consumers around the world.

                          *     *     *

Nuance Communications still carries Standard & Poor's Ratings
Services 'B+' long term foreign issuer credit and 'B+' long term
local issuer credit ratings, which were placed on
March 22, 2007.  Outlook is positive.


OAKWOOD HOMES: Fitch Junks Ratings on Six Certificate Classes
-------------------------------------------------------------
Fitch Ratings has taken rating actions on these Oakwood Homes
Corp. manufactured housing issues listed below.

Series 1995-A
  -- Class B-1 downgraded to 'CC/DR2' from 'CCC/DR2'.

Series 1995-B
  -- Class A-4 affirmed at 'AAA';
  -- Class B-1 remains at 'C/DR3'.

Series 1996-A
  -- Class A-4 affirmed at 'AA+';
  -- Class B-1 downgraded to 'CC/DR3' from 'CCC/DR2';
  -- Class B-2 remains at 'C/DR4'.

Series 1996-B
  -- Class A-5 affirmed at 'AAA';
  -- Class A-6 affirmed at 'A';
  -- Class B-1 remains at 'C/DR3'.

Series 1996-C
  -- Class A-5 affirmed at 'AAA';
  -- Class A-6 affirmed at 'A';
  -- Class B-1 remains at 'C/DR3'.

Series 1997-A
  -- Class A-4 affirmed at 'AAA';
  -- Class A-5 affirmed at 'AAA';
  -- Class A-6 affirmed at 'A';
  -- Class B-1 remains at 'C/DR3'.

Series 1997-B
  -- Class A-4 affirmed at 'AAA';
  -- Class A-5 affirmed at 'AAA';
  -- Class M affirmed at 'BBB+';
  -- Class B-1 remains at 'C/DR4'.

Series 1997-C
  -- Class A-3 affirmed at 'AAA';
  -- Class A-4 affirmed at 'AAA';
  -- Class A-5 affirmed at 'AAA';
  -- Class A-6 affirmed at 'AAA';
  -- Class M affirmed at 'BBB';
  -- Class B-1 remains at 'C/DR3'.

Series 1997-D
  -- Class A-3 affirmed at 'AAA';
  -- Class A-4 affirmed at 'AAA';
  -- Class A-5 affirmed at 'AAA';
  -- Class M affirmed at 'BB';
  -- Class B-1 remains at 'C/DR5'.

Series 1998-B
  -- Class A-3 affirmed at 'A+';
  -- Class A-4 affirmed at 'A+';
  -- Class A-5 affirmed at 'A+';
  -- Class M-1 remains at 'C/DR3';
  -- Class M-2 remains at 'C/DR6'.

Series 1998-C
  -- Class A affirmed at 'BBB-'';
  -- Class A-1 ARM affirmed at 'BBB-';
  -- Class M-1 remains at 'C/DR4';
  -- Class M-2 remains at 'C/DR6'.

Series 1999-A
  -- Class A-2 affirmed at 'BB';
  -- Class A-3 affirmed at 'BB';
  -- Class A-4 affirmed at 'BB';
  -- Class A-5 affirmed at 'BB';
  -- Class M-1 remains at 'C/DR4';
  -- Class M-2 remains at 'C/DR6'.

Series 1999-B
  -- Class A-2 affirmed at 'B';
  -- Class A-3 affirmed at 'B';
  -- Class A-4 affirmed at 'B';
  -- Class M-1 remains at 'C/DR5'.

Series 1999-C
  -- Class A-2 affirmed at 'B';
  -- Class M-1 remains at 'C/DR5'.

Series 1999-E
  -- Class A-1 affirmed at 'B';
  -- Class M-1 remains at 'C/DR5';
  -- Class M-2 remains at 'C/DR6'.

Series 2000-A
  -- Class A-2 downgraded to 'CC/DR2' from 'CCC/DR2';
  -- Class A-3 downgraded to 'CC/DR2' from 'CCC/DR2';
  -- Class A-4 downgraded to 'CC/DR2' from 'CCC/DR2';
  -- Class A-5 downgraded to 'CC/DR2' from 'CCC/DR2';
  -- Class M-1 remains at 'C/DR6'.

Series 2000-B
  -- Class A-1 remains at 'C/DR3'.


Series 2000-D
  -- Class A-3 affirmed at 'A';
  -- Class A-4 remains at 'C/DR3';
  -- Class M-1 remains at 'C/DR6'.

Series 2001-B
  -- Class A-2 rated 'BB+', is placed on Rating Watch Negative;
  -- Class A-3 rated 'BB+', is placed on Rating Watch Negative;
  -- Class A-4 rated 'BB+', is placed on Rating Watch Negative;
  -- Class M-1 remains at 'C/DR5.

The affirmations, affecting approximately $547.3 million of the
outstanding certificates, reflect a stable relationship between
credit enhancement and expected losses.  The downgrades, affecting
approximately $123.6 million of the outstanding certificates, are
taken as a result of deterioration in the relationship between CE
and expected loss.

The classes A-2, A-3 and A-4 from the 2001-B transaction,
representing approximately $41.6 million of outstanding
certificates, are placed on Rating Watch Negative because of
current trends in the relationship between serious delinquency and
CE.

As of the November 2007 distribution date, Fitch expects losses on
the remaining pool balance of 7-14% for the 1995-1996 vintage
transactions, 15-28% for the 1997-1999 vintage transactions and
31-57% for the 2000-2001 vintage transactions.  When included with
losses already incurred, total cumulative losses as a percentage
of the initial pool balance are expected to be approximately 16-
20% for the 1995-1996 vintage transactions, 19-33% for the 1997-
1999 vintage transactions and 34-45% for the 2000-2001 vintage
transactions.


OXFORD INDUSTRIES: Earns $12.6 Mil. in Quarter Ended November 30
----------------------------------------------------------------
Oxford Industries Inc. disclosed financial results for its fiscal
quarter ended Nov. 30, 2007, the second quarter of its eight month
transition period ending Feb. 2, 2008.

The company has net earnings of $12.60 million for the second
quarter ended Nov. 30, 2007, compared to a net income of
$12.15 million for the same period in the previous year.

For first six months, the company reported $17.38 million net
earnings compared to $23.10 million for the same period in the
previous year.

"We are pleased to deliver results from operations that exceeded
last year's second quarter and were in line with our
expectations," J. Hicks Lanier, chairman and CEO of Oxford
Industries Inc., commented.  "However, the holiday season has been
challenging for our industry and in our retail stores.  At
present, we expect these conditions to persist and, as a result,
we are planning conservatively and managing inventory risk
prudently."

"Our long-term strategy remains unchanged," Mr. Lanier added.
"We will continue to invest in the Tommy Bahama and Ben Sherman
brands with additional retail stores, direct to consumer
expansion, and enhancements to our infrastructure to support long-
term growth in our international business."

                 Liquidity and Capital Resources

At Nov. 30, 2007, the company has:

   -- cash and cash equivalents on hand was $21.5 million,
      compared to $8.8 million at Dec. 1, 2006.

   -- receivables, net were $164.6 million, representing a
      decrease of 1.3% from $166.7 million at Dec. 1, 2006;

   -- inventories were $140.9 million, an increase of 1.4% from
      $139 million at Dec. 1, 2006;

   -- prepaid expenses were $20.7 million compared to
      $19.6 million at Dec. 1, 2006;

At Nov. 30, 2007, the company's balance sheet showed total assets
of $933.07 million, total liabilities of $521.97 million and total
shareholders' equity of $411.10 million.

"We remain focused on refining our operations and reducing our
exposure to low- margined businesses, and remain committed to
developing our portfolio of branded businesses," Mr. Lanier
stated.  "We are committed to providing value to shareholders and,
among our other efforts, are pleased to have had the opportunity
during the second quarter to enter into a
$60 million accelerated share repurchase program."

                         Cash Dividend

The company also stated that its board of directors has approved a
cash dividend of $0.18 per common share payable on Feb. 29, 2008
to shareholders of record as of the close of business on Feb. 15,
2008.  This will be the 191st consecutive quarterly cash dividend
since the company became publicly-owned in 1960.

                 About Oxford Industries Inc.

Headquartered in Largo, Florida, Oxford Industries Inc. ( NYSE:
OXM) - http://www.oxfordinc.com/-- produces and markets branded
and private label apparel for men, women and children.  Oxford
provides retailers and consumers with a wide variety of apparel
products and services to suit their individual needs.  Oxford's
brands include Tommy Bahama(R), Indigo Palms(R), Island Soft(R),
Ben Sherman(R), Arnold Brant(R), Ely & Walker(R) and Oxford
Golf(R).  The Company also holds exclusive licenses to produce and
sell certain product categories under the Tommy Hilfiger(R),
Kenneth Cole(R), Nautica(R), Geoffrey Beene(R), Dockers(R), Oscar
de la Renta(R) and O Oscar(TM) labels.   Oxford's wholesale
customers are found in every major channel of distribution,
including national chains, specialty catalogs, mass merchants,
department stores, specialty stores and Internet retailers.  The
company also operates retail stores, restaurants and Internet
websites for some of its brands.

The company filed for Chapter 11 protection on May 4, 2007,
(Bankr. M.D. FL. Case No.: 07-03683).  Don M. Stichter, Esq. of
Stichter, Riedel, Blain & Prosser represents the debtor in its
restructuring efforts.  When the debtor filed for protection from
its creditors, its estimated assets were $1 million to
$100 million and estimated debts were $100,000 to $1 million.

                          *     *     *

Moody's Investor Service placed Oxford Industries Inc.'s
corporate family rating at 'Ba3' in June 2006.  The ratings still
holds to date.


PEABODY ENERGY: Names Richard A. Navarre as President and CCO
-------------------------------------------------------------
Peabody Energy named Richard A. Navarre as president and chief
commercial officer of the company.

In his new role, Mr. Navarre has executive responsibility for
Peabody's global sales and trading; business development;
strategic planning, generation and Btu Conversion initiatives;
resource development opportunities; international growth
initiatives including China; business performance and investor
relations and corporate communications.  Mr. Navarre also will
remain chief financial officer until a successor is named.

"Rick Navarre has been a key member of the team that has added
significant value to Peabody over the last 15 years," chairman and
chief executive officer Gregory H. Boyce, said. "Specifically, he
led the company's financial and capital market initiatives through
the company's leveraged buyout, initial public offering and
shaping of the capital structure, directed Peabody's largest
acquisitions, and led our initiatives to serve the fast-growing
China market."

"I look forward to working with Rick as we continue to focus on
creating outstanding shareholder value," Mr. Boyce said.  "Rick
possesses an excellent ability to think strategically and act
decisively, coupled with a proven record of driving complex high-
value projects to successful completion."

Mr. Navarre has been chief financial officer since 1999 and has 25
years of varied financial and business management experience.  He
has held a series of increasingly responsible positions with the
company, including executive responsibility for departments as
diverse as Sales, Marketing, Trading and Transportation; Legal;
Information Technology; Materials Management; and Post-Mining
Reclamation.

"It is an honor to be named president of Peabody at an
extraordinary time in the history of the energy industry and the
company," Mr. Navarre said.  "Coal continues to raise its profile
as the fastest-growing fuel in the world, global coal demand is
rapidly expanding, clean coal technologies are being advanced
around the world, and leading countries and companies are
aggressively pursuing all energy resources. I look forward to
working with the best team in the global coal industry to continue
our intense focus on industry leadership and value creation."

Mr. Navarre has been recognized as America's Best CFO in the
Metals and Mining Sector by Institutional Investor Magazine.  He
is a member of the Hall of Fame of the College of Business at
Southern Illinois University Carbondale, a member of the board of
advisors of the College of Business and Administration and the
School of Accountancy of Southern Illinois University Carbondale;
a member of the International Business Advisory Board of the
University of Missouri - St. Louis; a director of the United Way
of Greater St. Louis; a director of the Missouri Historical
Society; a member of Financial Executives International and the
Civic Entrepreneurs Organization; and a former chairman of the
Bituminous Coal Operators' Association.

Reporting to Mr. Navarre will be: president of COALSALES Bryan A.
Galli; president of COALTRADE International Paul T. Demzik;
president of Peabody China Tayeb Tahir; senior vice president of
business development Robert L. Reilly; senior vice president of
resource development Terry L. Bethel; senior vice president of
investor relations and corporate communications Vic Svec; vice
president of business performance Christopher J. Hagedorn; and
senior vice president of Btu conversion and strategic planning
Rick A. Bowen.

In addition to the company's generation development, coal-to-gas
and coal-to-liquids functions, Mr. Bowen will also have vice
president of strategic planning Daniel Jaouiche reporting to him.

               Additional Organizational Changes

chairman and chief executive officer Greg Boyce also disclosed
several additional organizational changes.

    Executives reporting to Greg Boyce, in addition to
Mr. Navarre, are:

   -- executive vice president and chief operating officer Eric
      Ford, with continued responsibilities for Safety, U.S.
      Operations, Australia Operations, Operations Planning,
      Operations Improvement, and Engineering and Technical
      Services;

   -- executive vice president and chief administrative officer
      Sharon D. Fiehler, in addition to responsibilities for
      compensation, benefits, organizational development;
      information technology and flight operations, Ms. Fiehler
      will have vice president of procurement Lance N.
      Throneberry reporting to her;

   -- executive vice president Roger B. Walcott, Jr.  Walcott
      has disclosed his plans to retire on June 1, 2008, after
      a 10-year career with Peabody, for the balance of his
      time at Peabody, he will be focused on the transition of
      Australian operations leadership, well as implementing a
      shared services structure for Australian operations;

   -- executive vice president and chief legal officer
      Alexander C. Schoch;

   -- senior vice president of government relations Fredrick D.
      Palmer; and

   -- an executive vice president and chief financial officer
      position to be named.

              About Peabody Energy Corporation

Headquartered in St. Louis, Misouri, Peabody Energy Corporation
(NYSE:BTU) - http://www.peabodyenergy.com/-- is a coal company.
The company owns majority interests in 40 coal operations located
throughout all the United States coal producing regions and in
Australia.  In addition, Peabody owns a minority interest in one
Venezuelan mine, through a joint venture arrangement.  Most of the
production in the western United States is low-sulfur coal from
the Powder River Basin. In the West, it owns and operates mines in
Arizona, Colorado, New Mexico and Wyoming.  In the East, it owns
and operates mines in Illinois, Indiana, Kentucky and West
Virginia.  The company owns six mines, including one late
development-stage mine in Queensland, Australia, and five mines,
including one late development-stage mine and one development-
stage mine in New South Wales, Australia.

                          *     *     *

Moody's Investor Services placed Peabody Energy Corporation's bank
loan debt, senior unsecured debt and probability of default
ratings at 'Ba1' in September 2006.  The ratings still hold to
date with a stable outlook.

As reported in the Troubled Company Reporter on Nov. 15, 2007,
Fitch affirmed these ratings for Peabody Energy Corporation's:
(i) issuer default rating at 'BB+'; (ii) senior unsecured notes at
'BB+'; (iii) senior unsecured revolving credit and term loan at
'BB+'; and (iv) convertible junior subordinated debentures due
2066 at 'BB-'.  The outlook is stable.


PERRY ELLIS: Buying C&C Calif. and Laundry Brands for $37 Million
-----------------------------------------------------------------
Perry Ellis International has entered into a definitive agreement
for the acquisition of the C&C California and Laundry brands from
Liz Claiborne Inc. for $37 million subject to inventory
adjustment.

The acquisition will be financed through existing cash and
borrowings under the company's existing credit facility.  The
company expects to close the acquisition, subject to receipt of
customary government approvals and other customary conditions, by
Feb. 4, 2008.

"These acquisitions, which advance Perry Ellis International's
growth strategy with two strong brands, with a very young
following," George Feldenkreis, chairman and chief executive
officer, said.  "The addition of C&C California and Laundry will
allow us to aggressively pursue women's apparel in the
contemporary segment, which is the fastest growing one of the
women's market today.  With this acquisition, we increase our long
term growth potential and mark another key milestone in our
company's history."

Subject to completion of the transaction, Perry Ellis
International will combine its C&C California and Laundry
operations with the Original Penguin brand to create a new
Contemporary Business Platform.

The company relates that the combined additional annual revenues
for Fiscal 2009 of these two brands are expected to be
approximately $60 million.  Reflecting the high growth potential
for Original Penguin, C&C California and Laundry, the contemporary
brand revenues would increase at a double digit annual rate over
the next five years.  The acquisition will have no impact on
Fiscal 2008, and accretion in the range of $0.08 to $0.10 is
expected in Fiscal 2009.

"We are pleased to welcome the associates from C&C California and
Laundry to the Perry Ellis International family," Oscar
Feldenkreis, president and chief operating officer, concluded. "We
believe our contemporary platform will benefit greatly from their
experience and knowledge."

"The creation of this platform is an indication of our commitment
to building new vehicles for sustainable growth," Mr. Feldenkreis
added.  "We believe that these brands will also translate into our
swimwear division, plus expansion into children's and additional
product lines."

                       C&C California(R)

Based in Los Angeles, C&C California is a contemporary brand for
missy and juniors.  C&C is sold in luxury retail, department
stores and high end specialty boutiques and online at -
http://www.candccalifornia.com/--

                           Laundry(R)

Laundry has offices both in New York and Los Angeles, with
showrooms in both cities.  Laundry is a key dress brand for major
retailers such as Saks, Bloomingdale's, Nordstrom and Neiman
Marcus.

                 About Perry Ellis International

Headquartered in Miami, Florida, Perry Ellis International Inc.
(NASDAQ:PERY) - http://www.pery.com/-- is a designer, distributor
and licensor of a line of quality men's and women's apparel,
accessories, and fragrances.  The company's collection of dress
and casual shirts, golf sportswear, sweaters, dress and casual
pants and shorts, jeans wear, active wear and men's and women's
swimwear is available through all major levels of retail
distribution.  The company, through its wholly owned subsidiaries,
owns a portfolio of recognized brands.  The company enhances its
roster of brands by licensing trademarks from third parties
including Dockers(R) for outerwear, Nike(R) and JAG(R) for
swimwear, and PING(R) and PGA TOUR(R) for golf apparel.

                         *     *     *

Moody's Investor Service placed Perry Ellis International Inc.'s
probability of default rating at 'B1' in September 2006.  The
rating still hold to date with a stable outlook.


POLYONE CORP: Splits Polymer Coating Systems Into Two Units
-----------------------------------------------------------
PolyOne Corporation has reorganized its Polymer Coating Systems
into two business units.

The Wilflex inks and specialty colorants businesses and the BayOne
equity investment will be combined into a new operating segment
named Specialty Inks and Polymer Systems.

Scott Craig, who joined PolyOne from Cookson Electronics'
Semiconductor Packaging Materials business, will be the general
manager of this new operating segment.

The remaining PCS businesses, plastisols and coated fabrics, will
be integrated with the Vinyl Business segment and combined with
the Specialty Resins business to form Specialty Resins and
Coatings.

Dan Kickel, who had served as vice president and general manager
of PCS, will become vice president and general manager of this new
business unit.

"This realignment gives us the ability to better serve our
customers," Stephen D. Newlin, chairman, president and chief
executive officer, said.  "We will more effectively and
efficiently focus our resources with the needs of our customers
and the marketplace."

The number of PolyOne's reportable segments remains at four:
Vinyl Business, International Color and Engineered Materials,
PolyOne Distribution, and Resin and Intermediates.  All Other will
now include North American Engineered Materials, North American
Color and Additives, Producer Services, and Specialty Inks and
Polymer Systems.

                      About PolyOne Corp.

Headquartered in northeast Ohio, PolyOne Corporation (NYSE: POL) -
- http://www.polyone.com/-- is a provider of    specialized
polymer materials, services and solutions.  PolyOne
has operations in North America, Europe, Asia and Australia, and
joint ventures in North America and South America.

                          *     *     *

Moody's Investor Services placed PolyOne Corporation's senior
unsecured debt, long term corporate family and probability of
default ratings at 'B1' in July 2007.  The ratings still hold to
date with a stable outlook.


RACE POINT: Fitch Affirms 'BB-' Ratings on $21 Million Notes
------------------------------------------------------------
Fitch has affirmed eight classes of notes issued by Race Point CLO
Ltd./Race Point CLO, Inc.  These affirmations are the result of
Fitch's review process and are effective immediately:

  -- $212,689,148 class A-1 notes at 'AAA';
  -- $71,000,000 class A-2 notes at 'AA-';
  -- $10,000,000 class B-1 notes at 'A-';
  -- $12,000,000 class B-2 notes at 'A-';
  -- $20,000,000 class C notes at 'BBB';
  -- $15,500,000 class D-1 notes at 'BB-';
  -- $2,000,000 class D-2 notes at 'BB-';
  -- $3,500,000 class D-3 notes at 'BB-'.

Race Point is a collateralized loan obligation that closed
Nov. 20, 2001 and is managed by Sankaty Advisors, LLC. Race
Point's portfolio consists of leveraged loans and high yield
bonds.

The affirmations are the result of relatively stable collateral
performance and coverage test ratios. Since the last rating action
on Oct. 17, 2006, the class A, B, C, and D overcollateralization
ratios have increased to 137.28%, 127.40%, 119.58% and 112.34%,
respectively, with triggers of 115.60%, 111.00%, 106.10% and
102.00%, respectively, as of the Nov. 30, 2007 trustee report.
The interest coverage ratios for the class A, B, C and D are
151.44%, 138.80%, 129.92%, and 114.36%, respectively, with
triggers of 120.00%, 115.00%, 110.00% and 100.00%, respectively.
The weighted average rating factor has deteriorated to 55 ('B/B-')
and is currently failing its maximum level of 52 ('B+/B');
however, strong coverage ratios and increasing credit enhancement
levels mitigate the effect of this negative net credit migration.

The ratings of the class A-1 and A-2 notes address the likelihood
that investors will receive full and timely payments of interest,
as per the governing documents, as well as the stated balance of
principal by the legal final maturity date.  The ratings of the
class B-1, B-2, C, D-1, D-2, and D-3 notes address the likelihood
that investors will receive ultimate and compensating interest
payments, as per the governing documents, as well as the stated
balance of principal by the legal final maturity date.


REGENCY ENERGY: Completes $139MM Buyout of FrontStreet Hugoton
--------------------------------------------------------------
Regency Energy Partners LP has completed its acquisition of
FrontStreet Hugoton LLC from an affiliate of GE Energy Financial
Services, a unit of GE, and FrontStreet EnergyOne LLC  for
approximately $139 million.

On Dec. 11, 2007, Regency Energy has agreed to acquire FrontStreet
Hugoton.  The company expected this acquisition to expand
Regency's asset base in the Midcontinent region and will be
immediately accretive to cash available for distribution.

FrontStreet Hugoton owns the Hugoton gas gathering system in
Kansas and Oklahoma, which consists of five compressor stations
with 55,329 horsepower and 1,700 miles of pipeline extending over
nine counties.  The Hugoton system is operated by BP America
Production Co., a subsidiary of BP PLC.

"We are pleased to have completed this drop-down acquisition from
GE Energy Financial Services' midstream portfolio," said James W.
Hunt, chairman, president and chief executive officer of Regency.
"This acquisition doubles Regency's footprint in Kansas and
provides stable fee-based revenue to our gathering and processing
segment."

Regency funded the acquisition by issuing approximately
4.7 million Class E limited partner units to an affiliate of GE
Energy Financial Services and approximately $11.7 million of cash
to FrontStreet EnergyOne LLC, subject to customary post-closing
adjustments that will be settled in cash.

The newly issued units will not participate in distributions for
the fourth quarter 2007 and will thereafter be entitled to convert
to common units on a one-for-one basis on Feb. 15, 2008.

           About GE and GE Energy Financial Services

Headquartered in Fairfield, Connecticut, GE (NYSE:GE) --
http://www.ge.com/-- is a diversified technology, media and
financial services company focused on solving some of the world's
toughest problems.  With products and services ranging from
aircraft engines, power generation, water processing and security
technology to medical imaging, business and consumer financing,
media content and advanced materials, GE serves customers in more
than 100 countries and employs more than 300,000 people worldwide.

Based in Stamford, Connecticut, GE Energy Financial Services --
http://www.geenergyfinancialservices.com/-- invests more than $5
billion annually in capital-intensive industries, energy and
water.  The company has 350 experts.

                     About Regency Energy

Headquartered in Dallas, Texas, Regency Energy Partners LP
(Nasdaq: RGNC) -- http://www.regencyenergy.com/-- is a midstream
energy partnership that gathers, processes, markets and transports
natural gas and natural gas liquids.  Regency's general partner is
majority-owned by an affiliate of GE Energy Financial Services, a
unit of GE (NYSE: GE).

                        *     *     *

As reported in the Troubled Company Reporter on Dec. 17, 2007,
Moody's Investors Service placed Regency Energy Partners LP's
'Ba3' corporate family rating under review for possible downgrade.


RISE LLC: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: The Rise, L.L.C.
        1701 East Sunrise Boulevard
        Fort Lauderdale, FL 33304

Bankruptcy Case No.: 08-10172

Chapter 11 Petition Date: January 8, 2008

Court: Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Kevin C. Gleason, Esq.
                  4121 North 31 Avenue
                  Hollywood, FL 33021
                  Tel: (954) 893-7670

Total Assets: $4,500,000

Total Debts:  $3,619,502

The Debtor does not have any creditors who are not insiders.


ROTECH HEALTHCARE: Posts $3.1 Million Net Loss in 2007 3rd Quarter
------------------------------------------------------------------
Rotech Healthcare Inc. reported a net loss of $3.1 million on net
revenues of $140.9 million for the third quarter ended Sept. 30,
2007, compared with a net loss of $84.0 million on net revenues of
$127.2 million in the same period in 2006.

The net revenue increase of $13.7 million was primarily
attributable to net revenue increases for the three months ended
Sept. 30, 2007, of $10.1 million from the transition of patients
formerly receiving compounded budesonide to commercially available
alternative products; and $6.9 million from organic patient
growth, net of changes in contractual adjustments, representing a
1.5% increase in oxygen patient counts and a 5.8% increase in CPAP
product counts.  These increases in net revenue were offset by a
decrease of $3.3 million in net revenues as a result of the DRA
reductions in oxygen reimbursement rates and changes in albuterol
and levalbuterol reimbursement rates.

The decrease in net loss for the three months ended Sept. 30,
2007, was primarily due to an $80.0 million non-cash goodwill
impairment charge recorded in 2006 that did not recur in 2007.

As of September 30, 2007, the company had the following debt
facilities and outstanding debt:

  -- $187.0 million senior secured term loan with a maturity date
     of Sept. 26, 2011, the proceeds of which were used to repay
     the outstanding balance under the company's former term loan
     and revolving credit facility, pay associated transaction
     costs, cash collateralize its existing letters of credit and
     to fund future working capital requirements.  As of Sept. 30,
     2007, the entire amount of the term loan was outstanding.

  -- $300.0 million aggregate principal amount of 9.5% senior
     subordinated notes, the proceeds of which were used to repay
     certain pre-petition claims owed to the creditors of the
     company's  predecessor as part of its plan of reorganization.
     The notes mature on April 1, 2012.  As of Sept. 30, 2007, the
     company had a balance of $287.0 million outstanding.

                          Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet showed
$567.7 million in total assets, $558.3 million million in total
liabilities, $5.2 million in series A convertible redeemable
preferred stock, and $4.2 million in total stockholders' 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?26e6

                     About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

                          *     *     *

As of Jan. 8, 2008, Rotech Healthcare Inc. carries Standard &
Poor's 'B-' corporate credit rating which was placed on March 29,
2007.  Outlook is Negative.


SOFA EXPRESS: Can Hire Alston & Bird as Lead Bankruptcy Counsel
---------------------------------------------------------------
The United States Bankruptcy Court for the Middle District of
Tennessee gave Sofa Express Inc. authority to employ Alston & Bird
LLP as its lead counsel nunc pro tunc to Dec. 6, 2007.

As reported in the Troubled Company Reporter on Dec. 18, 2007,
the Debtor told the Court that it selected A&B as its bankruptcy
counsel because of the law firm's knowledege, experience, and
qualifications to engage in bankruptcy practice.

As bankruptcy counsel, A&B is expected to:

  a) assist the Debtor in the preparation of its schedules,
     statements of affairs, and the periodic financial reports
     required by the Bankruptcy Code, the Bankruptcy Rules or any
     order of the Court;

  b) assist the Debtor in consultations, negotiations and all
     other dealings with creditors, equity security holders and
     other parties in interest concerning the administration of
     the case;

  c) prepare pleadings, conduct investigations and make court
     appearances incidental to the administration of the Debtor's
     estate;

  d) advise the Debtor of its rights, duties and obligations under
     the Bankruptcy Code, Bankruptcy Rules, Local Rules and Orders
     of the Court;

  e) assist the Debtor in the development and formulations of a
     plan or other means to maximize value to its estate,
     including the preparation of a plan, disclosure statement and
     any related documents for submission to the Court and to
     the Debtor's creditors, equity holders, and other parties in
     interest;

  f) advise and assist the Debtor with respect to litigation;

  g) render corporate and legal advice and perform all those
     legal services necessary and proper to the functioning of the
     Debtor during the pendency of the case;

  h) take any and all necessary actions in the interest of the
     Debtor and its estate incident to the proper representation
     of the Debtor in the administration of the case.

As compensation for its services, A&B's professionals bill:

         Professional                   Hourly Rate
         ------------                   -----------
         Dennis J. Connolly, Esq.          $625
         Jason W. Watson, Esq.             $495
         Wendy Reiss, Esq.                 $335
         Josh Luber, Esq.                  $230
         Tedra Ellison                     $160

The Debtor said that the firm received $221,948.06 in the
90 days preceding bankruptcy filing, including work rendered in
preparation for the Debtor's bankruptcy filing.  In addition, the
firm also received a retainer from the Debtor for work to be done
during the case in the amount of $259,676.41

Jason M. Watson, Esq., a partner at A&B, assured the Court that
A&B does not hold any interest adverse to the Debtor or the
Debtor's estate and that it is a "disinterested person" as such
term is defined under Sec. 101(14) of the Bankruptcy Code.

Headquartered in Groveport, Ohio, Sofa Express Inc. is a furniture
retailer.  The company filed for Chapter 11 protection on Dec. 6,
2007 (Bankr. M.D. Tenn. Case No. 07-09024).  William L.
Nortor III, Esq., at Boult, Cummings, Conners & Berry PLC,
represent the Debtor as local counsel.  When the Debtor filed for
bankruptcy, it listed estimated assets of between $10 million to
$50 million, and estimated debts of between $50 million and $100
million.


SOFA EXPRESS: Court Approves Boult Cummings as Local Counsel
------------------------------------------------------------
The United States Bankruptcy Court for the Middle District of
Tennessee authorized Sofa Express Inc. to employ Boult, Cummings,
Conners & Berry PLC as its local bankruptcy counsel.

As reported in the Troubled Company Reporter on Dec. 18, 2007,
the Debtor said that it selected BCCB as its local bankruptcy
counsel because of the law firm's knowledge and experience in
bankruptcy law and because the firm is well qualified to represent
them in the case.

As local bankruptcy counsel, Boult Cummings is expected to:

  a) prepare pleadings and applications for filing and conducting
     examinations incidental to any related proceedings or to the
     administration of the case;

  b) advise the Debtor of its rights, duties, and obligations as
     Debtor operating under Chapter 11 of the Bankruptcy Code in
     the District;

  c) Take any and all other necessary action incident to the
     proper preservation and administration of the Debtor's
     Chapter 11 case; and

  d) advise and assist the Debtor in the liquidation of its
     assets and the ultimate formation and preservation of a plan
     pursuant to Chapter 11 of the Bankruptcy Code, the disclosure
     statement, and any and all matters related thereto.

As compensation for its services, professionals bill:

     Professional                   Hourly Rate
     ------------                   -----------
     William L. Norton, Esq.            $350
     Austin McMullen, Esq.              $250

     Other Members                  $150 - $450

The Debtor said that it paid to BCCB a retainer in the amount of
$45,675 to be applied to allowed post-petition fees and expenses.

William L. Norton III, Esq. assured the Court that BCCB does not
hold an interest adverse to the Debtor or the Debtor's estate, and
that it is a "disinterested person" as such is defined under Sec.
101(14) of the Bankruptcy Code.

Headquartered in Groveport, Ohio, Sofa Express Inc. is a furniture
retailer.  The company filed for Chapter 11 protection on Dec. 6,
2007 (Bankr. M.D. Tenn. Case No. 07-09024).  Dennis J. Connolly,
Esq. and Jason W. Watson,Esq. at Alston & Bird LLP represents the
Debtor as lead counsel.  When the Debtor filed for bankruptcy, it
listed estimated assets of between $10 million to $50 million, and
estimated debts of between $50 million and $100 million.


SOLUTIA INC: Mulls Offering $400 Mil. of Senior Unsecured Notes
---------------------------------------------------------------
Solutia Inc. is planning to offer $400 million aggregate principal
amount of senior unsecured notes, which are expected to mature in
2016.

On Oct. 31, 2007, the company disclosed that the notes offering is
part of a $2 billion exit financing package that would be used to
pay certain creditors upon Solutia's emergence from Chapter 11
pursuant to its confirmed plan of reorganization, and for the
ongoing operations of the company after emergence.

As part of this exit financing package, Solutia also intends to
enter into a senior secured asset-based revolving credit facility
in the aggregate principal amount of $400 million and a senior
secured term loan facility in an aggregate principal amount of
$1.2 billion.

The notes will be governed by an indenture that is expected to
contain covenants restricting Solutia's ability to, among other
things, incur indebtedness, pay dividends, incur liens, and sell
assets.

                        About Solutia Inc.

Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ) -
- http://www.solutia.com/-- and its subsidiaries, engage in the
manufacture and sale of chemical-based materials, which are used
in consumer and industrial applications worldwide.  The company
and 15 debtor-affiliates filed for chapter 11 protection on
Dec. 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949).  When the
Debtors filed for protection from their creditors, they listed
$2,854,000,000 in assets and $3,223,000,000 in debts.

Solutia is represented by Richard M. Cieri, Esq., Jonathan S.
Henes, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP,
in New York, as lead bankruptcy counsel, and David A. Warfield,
Esq., and Laura Toledo, Esq., at Blackwell Sanders LLP, in St.
Louis Missouri, as special counsel.  Trumbull Group LLC is the
Debtor's claims and noticing agent.  Daniel H. Golden, Esq., Ira
S. Dizengoff, Esq., and Russel J. Reid, Esq., at Akin Gump Strauss
Hauer & Feld LLP represent the Official Committee of Unsecured
Creditors, and Derron S. Slonecker at Houlihan Lokey Howard &
Zukin Capital provides the Creditors' Committee with financial
advice. The Official Committee of Retirees of Solutia, Inc., et
al., is represented by Daniel D. Doyle, Esq., Nicholas A. Franke,
Esq., and David M. Brown, Esq., at Spencer Fane Britt & Browne,
LLP, in St. Louis, Missouri, and Frank M. Young, Esq., Thomas E.
Reynolds, Esq., R. Scott Williams, Esq., at Haskell Slaughter
Young & Rediker, LLC, in Birmingham, Alabama.

On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement.  On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan.  The Bankruptcy Court approved the Debtors'
amended Disclosure Statement on Oct. 19, 2007.  On Oct. 22, 2007,
the Debtor re-filed a Consensual Plan & Disclosure Statement and
on November 29, the Court confirmed the Debtors' Consensual Plan.

                         *     *     *

As reported in the Troubled Company Reporter on Dec. 10, 2007,
Standard & Poor's Ratings Services assigned its 'B+' loan rating
to Solutia Inc.'s (D/--/--) proposed $1.2 billion senior secured
term loan and a '3' recovery rating, indicating the likelihood of
a meaningful (50%-70%) recovery of principal in the event of a
payment default.  The ratings are based on preliminary terms and
conditions.

S&P also assigned its 'B-' rating to the company's proposed
$400 million unsecured notes.


SOUTHWEST FOOD: Files for Chapter 11 Protection in Oklahoma
-----------------------------------------------------------
Southwest Food Distributors LLC, dba Fadler Co., filed for Chapter
11 protection with the U.S. Bankruptcy Court for the Northern
District of Oklahoma, Robert Evatt and Rachele Vaughan of Tulsa
World reports.

Debtor's counsel Gary McDonald, Esq., told Tulsa World that John
Conine's death, the Debtor's owner, hastened the food-supplier's
bankruptcy filing.  Mr. MacDonald also assured that the Debtor
will still continue supplying food products to its customers.
"The company has an outstanding customer base, and we intend to
continue that," Tulsa World quoted McDonald as saying.

Tulsa World relates that Fadler Co. was the survivor of a 2004
bankruptcy filing by its parent company, Hale-Halsell.  Conine and
partner Robert Beasley then formed the Debtor and purchased Fadler
from a bankruptcy trustee.

Based in Tulsa, Oklahoma, Southwest Food Distributors LLC dba
Fadler Co. -- http://www.fadler.com/-- distributes wholesale food
products.  The company filed for Chapter 11 protection on
Jan. 8, 2008 (Bankr. N.D. Okla. Case No. 08-10023).  Gary
McDonald, Esq., at Doerner, Saunders, Daniel & Anderson, LLP,
represents the Debtor in its restructuring efforts.  When the
Debtor filed for protection from its creditors, it listed
estimated assets and liabilities of $1 million to $10 million.


SOUTHWEST FOOD: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Southwest Food Distributors, L.L.C.
        dba The Fadler Co.
        P.O. Box 472306
        6511 East 44th Street
        Tulsa, OK

Bankruptcy Case No.: 08-10023

Type of Business: The Debtor is a foodservice distributor.  See
                  http://www.fadler.com

Chapter 11 Petition Date: January 8, 2008

Court: Northern District of Oklahoma

Debtor's Counsel: Gary M. McDonald, Esq.
                  Doerner, Saunders, Daniel & Anderson, L.L.P.
                  320 South Boston Avenue, Suite 500
                  Tulsa, OK 74103-3725

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       -------4-----
Dot Foods, Inc.                trade debt            $367,844
P.O. Box 952589
St. Louis, MO 63195-2589

Golbon/Protein Advantage       trade debt            $246,737
P.O. Box 823242
Philadelphia, PA 19182-3242
Tel: (800)-657-6360

Leprino Foods Dairy Products   trade debt            $182,371
Department 0633
Dallas, TX 75312-0633
Tel: (800) 537-7466

David Clemons                  trade debt            $138,990

Golbon                         trade debt            $136,415

Tyson Foods, Inc.              trade debt            $131,952

Jared Shiffman                 trade debt            $109,164

R3 Reliable Redistribution     trade debt            $105,689
Resourse

Rotella's Italian Bakery       trade debt            $104,929

Harvest Meat Co., Inc.         trade debt            $96,630

Smurfit-Stone Container        trade debt            $81,404

K.&G. Fish Co.                 trade debt            $76,059

International Food Products    trade debt            $72,185
Corp.

Produce Alliance, L.L.C.       trade debt            $67,122

David Steele                   trade debt            $58,379

Schwan's Food Service, Inc.    trade debt            $56,795

Genpak, L.L.C.                 trade debt            $53,560

Pilgrim's Pride Corp.          trade debt            $51,135

Empress International, Ltd.    trade debt            $48,736

The Barkley Law Firm           legal bills           $44,548


STARD INC: Case Summary & 38 Largest Unsecured Creditors
--------------------------------------------------------
Lead Debtor: S.T.A.R.D., Inc.
             1966 Central Park Avenue
             Yonkers, NY 10710

Bankruptcy Case No.: 08-10312

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        T.A.S. 1 Corp.                             08-10309

Type of Business: The Debtors sells bedroom furniture.

Chapter 11 Petition Date: January 8, 2008

Court: District of New Jersey (Newark)

Debtors' Counsel: Daniel Stolz, Esq.
                  Wasserman, Jurista & Stolz
                  225 Millburn Avenue, Suite 207
                  P.O. Box 1029
                  Millburn, NJ 07041-1712
                  Tel: (973) 467-2700

                            Estimated Assets       Estimated Debts
                            ----------------       ---------------
S.T.A.R.D., Inc.            $277,586               $2,003,144
T.A.S. 1 Corp.              $148,500               $903,044

A. S.T.A.R.D., Inc.'s 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
200 S.M.R.R.                   Unpaid rent           $100,000
201 Saw Mill River Road
Yonkers, NY 10701

Gold Bond                      Trade debt            $60,000
261 Weston Street
Hartford, CT 06141

Stanley Furniture              Trade debt            $60,000
1641 Fairystone Park Hwy
Stanleytown, VA 24168

Jomale                         Unpaid rent           $60,000

American Express               Trade debt            $60,000

New Energy                     Trade debt            $50,000

Rainbow Advertising            Trade debt            $44,000

N. Jersey Media Group          Trade debt            $25,000

Commerce Bank                  Trade debt            $50,000

Somerton Home Furnishings      Trade debt            $23,000

D.M.I./Wynwood                 Trade debt            $23,000

Integrated Marketing           Trade debt            $20,000

R.F.D.S.                       Trade debt            $20,000

Berg Furniture, Inc.           Trade debt            $18,000

Westchester Family             Trade debt            $17,000

Pennysaver                     Trade debt            $16,000

Lea Furniture                  Trade debt            $16,000

Alan Morgan                    Trade debt            $15,000

Commerce Bank                  Loan Balance          $14,000

B. T.A.S. 1 Corp's 19 Largest Unsecured Creditors:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
Key Bank, N.A.                 Showroom Inventory;   $531,817
66 South Pearl Street          value of security:
Albany, NY 12201               $200,000; value of
                               senior lien: 333,565

Rosalie Marks                  Unpaid Rent           $60,000
Attention:Price, Meese, Shuman
50 Tice Boulevard
Woodcliff Lake, NJ 07677

P.S.E.&G.                      Utility Bills         $9,000
P.O. Box 14104
New Brunswick, NJ 08906-4104

Alden Staffing                 Trade debt            $8,000

Spaloss, Mark                                        $6,366

Petrillo, Lauren                                     $6,034

Fraser Electric Co.            Professional          $6,000
                               services

Krakoviak, Paul, Jr.                                 $5,340

Prifitera, Carol                                     $4,547

Parentguide                    Trade debt            $4,500

Pyun, James                                          $4,449

Kaufman, Ellen                                       $4,349

Klarer, Susan                                        $4,333

Cherkez, Palina                                      $4,036

Hiel, Christine                                      $4,000

Pestic, Renata                                       $3,500

Schwartz, Phillip                                    $3,499

Genua, Karen                                         $3,450

Diaz, Miguel                                         $3,273


SUCCESSOR HURRICANE: Moody's Places B2 Rating on $30 Mil. Notes
---------------------------------------------------------------
Moody's Investors Service assigned ratings to the Series 6 Notes
issued by Successor Hurricane Industry Ltd.:

  -- B2 to the $30,000,000 Series 6 Class C Principal At-
     Risk Variable Rate Notes due Jan. 5, 2010.

Investors in the Notes effectively provide coverage to Swiss
Reinsurance Company from one peril: certain hurricanes in the
Continental United States.

Moody's ratings address the ultimate cash receipt of all required
interest and principal payments as provided by the governing
documents, and is based on the expected loss posed to the note
holders relative to the promise of receiving the present value of
such payments.  The rating is based on Moody's analysis of the
probability of occurrence of qualifying events, their timing and
the severity of losses experienced by investors should those
events occur during the risk period.   Moody's review of the
transaction has included extensive review of the technical basis,
methodology and historical data used to develop the probabilistic
risk model used by EQECAT for the analysis of potential losses and
sensitivity analysis of critical parameters of the model.

This review, together with a detailed analysis of the
transaction's legal structure and the financial strength of the
various parties to the transaction, provided Moody's with
sufficient comfort that the resulting ratings adequately captures
the risk to investors in these securities.


SUMMERDALE PARTNERS: Files Schedules of Assets and Liabilities
--------------------------------------------------------------
Summerdale Partners L.P. filed with the U.S. Bankruptcy Court for
the Northern District of Georgia its schedules of assets and
liabilities, disclosing:

     Name of Schedules          Assets      Liabilities
     -----------------          ------      -----------
     A. Real Property         $6,363,287
     B. Personal Property        $52,133
     C. Property Claimed as
        Exempt
     D. Creditors Holding
        Secured Claims                       $6,106,701
     E. Creditors Holding
        Unsecured Priority
        Claims                                   $4,830
     F. Creditors Holding
        Unsecured Nonpriority
        Claims                                  $44,587
                               ----------    -----------
        TOTAL                  $6,415,420     $6,555,118

Headquartered in Boston, Massachussetts, Summerdale Partners, L.P.
operates a real estate business.  The company and its affiliate,
Summerdale Partners L.P., II, filed separate Chapter 11 petitions
on December 3, 2007 (Bank. N.D. Ga. Case No. 07-80460 and 07-
80463). Shayna M. Steinfield, Esq., at Steinfield & Steinfield
represents the Debtors in their restructuring efforts.


SUNRIDGE LAND: Section 341(a) Meeting Scheduled for January 23
--------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of Sunridge
Land Co. LLC's creditors on Jan. 23, 2008, at 2:00 p.m., at the
U.S. Courthouse, Room 4107, 700 Stewart Street, Suite 5103, in
Seattle, Washington.

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

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

Based in Kent, Washington, Sunridge Land Co., LLC develops real
estate property.  The company filed for Chapter 11 protection on
Dec. 19, 2007 (Bankr. W.D. Wash. Case No. 07-16102).  Cynthia A.
Kuno, Esq., at Crocker, Kuno, Ostrovsky, LLC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it listed estimated assets of $10
million to $50 million, and estimated liabilities of $1 million to
$10 million.


THERMADYNE HOLDINGS: Earns $1.0 Million in 2007 Third Quarter
-------------------------------------------------------------
Thermadyne Holdings Corp. reported net income of $1.0 million for
the third quarter ended Sept. 30, 2007, compared with a net loss
of $5.7 million in the corresponding period in 2006.

Net income was $4.1 million for the nine months ended Sept. 30,
2007.  In comparison, the first nine months of 2006 reflected a
net loss of $12.4 million.

Net sales in the 2007 third quarter rose to $126.6 million, an
increase of 11.4% from the same quarter of 2006.  Net sales for
the first nine months of 2007 increased to $372.3 million, 9.5%
greater than the comparable period of 2006.  Excluding the impact
of foreign currency translations, net sales increased 8.2% and
7.1% for the three-month and nine-month periods ending Sept. 30,
2007.

"Excluding the impact of foreign currency translation, our
international sales increased 15% year-to-year in the three-month
period.  Momentum from prior initiatives in these markets appears
to be building as this quarterly result is ahead of the nine-month
pace of 13% year-to-year growth.  Our successful product
strategies, enhanced sales efforts and the weaker U.S. dollar have
created a favorable climate for the full range of our products,"
said Paul D. Melnuk, chairman and chief executive officer.  "U.S.
market sales growth of mid-single digit over last year's third
quarter is encouraging, since we have eliminated certain products
and customers that didn't meet our return objectives this year,"
he added.

Gross profit in the third quarter of 2007 increased to
$38.1 million, or 30.1% of net sales, as compared to
$33.5 million, or 29.5% of net sales, in the third quarter period
of 2006.  Gross profit for the nine months ended Sept. 30, 2007,
increased to $114.5 million, or 30.8% of net sales, as compared to
$97.7 million, or 28.8% of net sales, in the prior-year nine-month
period.

Selling, general and administrative costs were $27.2 million in
the third quarter of 2007, or 21.5% of net sales, compared with
$26.0 million, or 22.9% of net sales, in the prior-year third
quarter, excluding $2.8 million of incremental accounting related
and bondholder consent fees in the prior-year period.  Year-to-
date selling, general and administrative costs were 21.6% of net
sales compared with 22.5% of net sales in the prior-year
comparable period, excluding $6.1 million of incremental
accounting related and bondholder consent fees in the prior-year
period.

Interest costs of $6.7 million decreased $267,000 from the third
quarter of 2006, reflecting the company's reduced indebtedness and
lower average interest rates following the June 2007 amendments to
the Working Capital Facility and Second Lien Facility Agreements,
as well as the $14.0 million pay down of the Second Lien Facility
indebtedness.  For the nine months ended Sept. 30, 2007, the
interest costs of $21.0 million were $1.6 million higher than the
prior-year nine-month period.  This additional interest expense in
the nine-month period results primarily from the Special Interest
Adjustment applicable in 2007 to the company's $175 million Senior
Subordinated Notes at a rate that averaged 1.4% during the nine-
month period.  In addition, the average balance of the Second Lien
Facility indebtedness was higher in 2007 as compared to the prior-
year nine-month period.

The income tax provision for the three and the nine-month periods
ending Sept. 30, 2007 were $1.7 million and $5.3 million,
respectively, with effective rates of 56.9% and 55.8%,
respectively.

In the third quarter of 2007, Operating EBITDA, as adjusted, was
$14.4 million including the discontinued operations for the third
quarter of 2007, versus $12.6 million for the third quarter of
2006.

Operating EBITDA, as adjusted, for the nine months ending
Sept. 30, 2007, was $45.1 million including discontinued
operations.  For the first nine months of 2006, Operating EBITDA,
as adjusted, was $38.1 million including discontinued operations.

As of Sept. 30, 2007, the company had combined cash and
availability under its Working Capital Facility of $53.0 million
in comparison with $35.0 million at Dec. 31, 2006.

                          Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet showed
$514.9 million in total assets, $400.4 million in total
liabilities, $322,000 in minority interest, and $114.2 million in
total stockholders' 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?26e9

               About Thermadyne Holdings Corporation

Based in St. Louis, Missouri, Thermadyne Holdings Corporation
(OTC BB: THMD) - http://www.Thermadyne.com/-- manufactures and
markets cutting and welding products and accessories.

                          *     *     *

Thermadyne Holdings Corp. still carries Standard & Poor's Ratings
Services 'CCC+' corporate credit rating which was placed on
Aug. 15, 2007.  Outlook is Positive.


VONAGE HOLDINGS: CEO Says Debt Refinancing is "Top Priority"
------------------------------------------------------------
Vonage Holdings Corp. intends to start the first half of 2008 by
refinancing its debt to stave off cash run outs, APP reports
citing Bloomberg Radio News.

CEO Jeffrey Citron told Bloomberg, APP relates, that negotiating
for more favorable debt terms is "top priority" and revealed that
Vonage is "undervalued."

              Note Holders May Demand Note Repurchase

In its quarterly report for the period ended Sept. 30, 2007, the
company said that on Dec. 16, 2008, the holders of its convertible
notes may require the company to repurchase all or a portion of
its outstanding notes at a price in cash equal to 100% of the
principal amount of the notes, plus any accrued and unpaid
interest.

As of Sept. 30, 2007, the company had convertible notes
outstanding in the aggregate principal amount of $253.5 million.

The company disclosed that for 2007 and subsequent years through
2010, it will have annual interest expense on its convertible
notes of at least $12.7 million unless the convertible notes are
converted or repaid prior to maturity date.  This amount will
increase if the company pays interest in kind on these notes.

                Lack of Funds to Repurchase Notes

The company wanred that its ability to repurchase convertible
notes in December 2008 depends on its ability to generate
sufficient cash from future operations or raise additional
capital.

It added that the company's future operating performance in turn
depends in part on factors that are not within its control,
including general economic, financial, competitive, market,
regulatory and other factors.

Vonage stated that if cash flow and capital resources are
insufficient to fund its convertible note repayment obligations or
if it is unable to refinance or restructure its notes or obtain
additional debt or equity capital, it may face substantial
liquidity challenges.  Subsquently, the company may be forced to
reduce or delay capital or other material expenditures, including
significantly reducing its marketing expenditures, or disposing of
material assets to meet its potential repurchase and other
obligations.

                       Bankruptcy Warning

The company says that in light of the uncertainties in the sub-
prime mortgage market, these alternatives may not be capable of
being accomplished on a timely basis or on satisfactory terms, if
at all.  Although it is currently evaluating options with respect
to its convertible notes, the company states that its inability to
repurchase, refinance or restructure its convertible notes could
lead to the bankruptcy, reorganization, insolvency or liquidation
of the company.

                      About Vonage Holdings

Headquartered in Holmdel, New Jersey, Vonage Holdings Corp.
(NYSE:VG) -- http://www.vonage.com/-- provides broadband
telephone services with over 2.5 million subscriber lines.  The
company's technology enables anyone to make and receive phone
calls with a touch tone telephone almost anywhere a broadband
Internet connection is available.

The company's Residential Premium Unlimited and Small Business
Unlimited calling plans offer consumers unlimited local and long
distance calling, and features like call waiting, call forwarding
and voicemail - for one low, flat monthly rate.  Vonage's service
is sold on the web and through national retailers including Best
Buy, Circuit City, Wal-Mart Stores Inc. and Target and is
available to customers in the U.S., Canada and the United Kingdom.

                          *     *     *

At Sept. 30, 2007, Vonage Holdings Corp.'s consolidated balance
sheet showed $665.8 million in total assets and $728.7 million
in total liabilities, resulting in a $62.9 million total
shareholders' deficit.


VONAGE HOLDINGS: Expects Revenue in Excess of $800 Million in 2007
------------------------------------------------------------------
Jeffrey A. Citron, chairman and chief Strategist of Vonage
Holdings Corp., disclosed at the Citi 18th Annual Global
Entertainment, Media & Telecommunications Conference which was
held on Wednesday, the following preliminary unaudited financial
and operating information about Vonage's recently completed
quarter and year ended Dec. 31, 2007:

  -- Vonage's 2007 revenue will be more than $800 million.

  -- Fourth quarter 2007 churn will show no meaningful change over
     the 3.0% reported the prior quarter.

  -- Excluding payments made in connection with the settlement of
     intellectual property litigation which Vonage believes is not
     indicative of its core operating results for the quarter,
     Vonage expects to generate positive operating cash for the
     quarter ended Dec. 31, 2007.  Including the payments made in
     connection with the settlement of the intellectual property
     litigation, operating cash for the fourth quarter is expected
     to be negative.

  -- Vonage's cash position at Dec. 31, 2007, was $190.0 million,
     which includes $40.0 million in restricted cash.

                      About Vonage Holdings

Headquartered in Holmdel, New Jersey, Vonage Holdings Corp.
(NYSE:VG) -- http://www.vonage.com/-- provides broadband
telephone services with over 2.5 million subscriber lines.  The
company's technology enables anyone to make and receive phone
calls with a touch tone telephone almost anywhere a broadband
Internet connection is available.

The company's Residential Premium Unlimited and Small Business
Unlimited calling plans offer consumers unlimited local and long
distance calling, and features like call waiting, call forwarding
and voicemail - for one low, flat monthly rate.  Vonage's service
is sold on the web and through national retailers including Best
Buy, Circuit City, Wal-Mart Stores Inc. and Target and is
available to customers in the U.S., Canada and the United Kingdom.

                          *     *     *

At Sept. 30, 2007, Vonage Holdings Corp.'s consolidated balance
sheet showed $665.8 million in total assets and $728.7 million
in total liabilities, resulting in a $62.9 million total
shareholders' deficit.


WCI COMMUNITIES: S&P Ratings Acknowledge Liquidity Challenges
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings and
outlook on WCI Communities Inc. (WCI; CCC/Negative/--) continue to
acknowledge this Florida-based luxury homebuilder's acute
liquidity challenges.  These challenges include the need to
negotiate more liberal terms governing a $700 million secured
revolver and a $263 million secured bank loan, including a
modification of the company's fixed-charge covenant.  WCI's fixed-
charge coverage measure fell below 0.5x in the third quarter of
2007, tripping a covenant that was previously loosened in August
2007.  The company recently announced that its secured creditors
extended a temporary waiver of performance until Jan. 16, 2008,
and that management and lenders are continuing to discuss
amendments to provide longer-term financial flexibility.  If WCI
is not successful and secured creditors foreclose on collateral,
unsecured indebtedness could be accelerated.  On Sept. 30, 2007,
WCI had $650 million of rated unsecured subordinated notes were
outstanding.


WEIGHT WATCHERS: Sept. 29 Balance Sheet Upside-Down by $944.7 Mil.
------------------------------------------------------------------
Weight Watchers International Inc.'s consolidated balance sheet at
Sept. 30, 2007, showed $1.04 billion in total assets and
$1.98 billion in total liabilities, resulting in a $944.7 million
total shareholders' deficit.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with $184.0 million in total current
assets available to pay $317.9 million in total current
liabilities.

Net income in the third quarter of 2007 was $49.5 million versus
$50.6 million in the third quarter of 2006.  During the first
quarter of 2007, the company increased its debt level to finance
its self-tender and repurchase of 19.1 million shares.  As a
result, interest expense in the third quarter of 2007 was
$28.3 million, up from $13.2 million in the third quarter of 2006,
while fully diluted shares of the company in the third quarter of
2007 decreased to 79.6 million shares from 98.0 million shares in
the third quarter of 2006.

For the third quarter of 2007, net revenues increased 18.5% or
$52.7 million to $337.5 million, up from $284.8 million in the
third quarter of 2006.

                  First Nine Months 2007 Results

For the first nine months of 2007, net revenues increased 18.5% or
$175.2 million to $1.12 billion, up from $947.9 million in the
first nine months of 2006.

During the first nine months of 2007, net income was
$161.4 million versus $165.5 million in the first nine months of
2006.  Interest expense in the first nine months of 2007 was
$82.6 million, up from $35.9 million in the first nine months of
2006, while fully diluted shares of the company decreased.

Commenting on the company's results, David Kirchhoff, president
and chief executive officer, said, "We are pleased with the solid
financial results in the third quarter of 2007, which were
primarily the result of the continuing positive impact of our
Monthly Pass commitment plan in North America and the strong
performance of our Weight Watchers Online internet product.  This
year, we have put in place the building blocks which will allow us
to benefit from more effective marketing and new program
innovations in 2008."

As of Sept. 29, 2007, the company's Credit Facility consisted of a
term loan facility in an aggregate amount of $1.55 billion
consisting of Term Loan A, Additional Term Loan A and Term Loan B,
and the Revolver in the amount of up to $500.0 million.  At
Sept. 29, 2007, the company had debt of $1.69 billion and had
additional availability under its $500.0 million Revolver of
$349.5 million.

Full-text copies of the company's consolidated financials
statements for the quarter ended Sept. 29, 2007, are available for
free at http://researcharchives.com/t/s?26eb

                      About Weight Watchers

Headquartered in New York City, Weight Watchers International
Inc. (NYSE: WTW) -- http://www.weightwatchersinternational.com/--
provides weight management services, operating globally through a
network of company-owned and franchise operations.

                          *     *     *

Todate Weight Watchers International Inc. carries Standard &
Poor's 'BB' corporate rating which was placed on Jan. 5, 2007.
Outlook is Stable.


* AlixPartners Names 11 New Managing Directors
----------------------------------------------
AlixPartners promoted twelve new managing directors effective
Jan. 1, 2008:

   -- Antonio Perez Sales (Dallas)
   -- Michael Sinoway (Dallas)
   -- Axel Schulte (Dusseldorf)
   -- Donald Featherstone (London)
   -- Joachim Palme (Dallas)
   -- Michael Weyrich (Dallas)
   -- Nathan Cook (Los Angeles)
   -- Matthew Cohen (New York)
   -- Jan Kantowsky (Munich)
   -- Tom Morrow (Southern, Michigan)
   -- Tom Osmun (New York)

"We are pleased to recognize the superior client service and
leadership capabilities of our new managing directors," said
Michael Grindfors, AlixPartners' chief executive officer.  "The
promotion of these respected, highly-talented professionals is in
response to the growing demand globally for our collaborative
approach with clients with urgent, high-impact challenges."
Thirty-eight individuals were also promoted to director.

Tony Perez Sales joined AlixPartners in 2006.  In his most recent
projects, he has held positions as interim CIO for two large
corporations.  Prior to joining AlixPartners, he was a vice
president at EDS where he held executive and line management
responsibilities over several geographic markets and large global
accounts.  He holds an MBA from ESADE Barcelona.

Michael Sinoway joined AlixPartners in 2005 from Deloitte
Consulting where he was a partner.  He brings broad experience in
business strategy, supply chain operations, information systems,
and sales and marketing.  Prior to Deloitte, he held positions in
R&D at Honeywell Aerospace and strategic planning for Walt Disney.
He received an MBA from Arizona State University.

Axel Schulte joined the firm in 2005 and focuses on turnarounds
and restructurings. Prior to joining AlixPartners, he was a senior
project manager at Roland Berger Strategy Consultants, and before
that he was the founder and managing director of an IT company.
He began his career as an audit manager with an international
accountancy firm. He received his doctorate in macroeconomics from
the University of Munster.

Donald Featherstone has been with the firm since 2001, initially
in the Chicago office and then he transferred to London in 2003.
He has served as an interim CFO and chief restructuring officer of
distressed companies, and is experienced in corporate turnarounds,
working capital management, and complex financial transactions.
He received his MBA from the University of Chicago.
Joachim Palme joined AlixPartners in 2003 in Dallas and
subsequently transferred to London where he has been instrumental
in developing new business in the Nordic region.  Prior to joining
the firm, he worked in the Copenhagen office of Egon Zehnder
International and spent seven years with The Boston Consulting
Group.  He holds an MBA from INSEAD and an MSc in industrial
engineering and management from Chalmers University of Technology.

Michael Weyrich has been with AlixPartners since 2004.  He has
extensive experience in turning around and improving the
performance of businesses globally, as well as serving in interim
management positions.  Prior to joining the firm, he served as
chief strategy officer at the GSM Association and as senior
executive with Accenture.  He received his MBA from Northwestern
University's JL Kellogg Graduate School of Management and
Copenhagen Business School.

Nathan Cook joined AlixPartners in Chicago in 2002.  In 2003 he
transferred to Los Angeles following the opening of a new office
there where he helped grow the firm's west coast practice.
Prior to joining the firm, he was a principal consultant in the
Financial Advisory Services group at Price Waterhouse.  He has a
broad background as a financial advisor, and he focuses on
financial restructuring, valuation, and litigation consulting.  He
holds an MBA in finance and corporate strategy from the UCLA
Anderson School of Management.

Jan Kantowsky has been based in Munich since 2005, playing an
important role at M„rklin where he was interim CFO.  Most
recently, he was asked to lead the restructuring of Firstgate
Holding.  Prior to joining AlixPartners, he headed the global
equity investment program of Bertelsmann, the leading European
media company. He holds a PhD in business administration from the
University of St. Gallen.

Matthew Cohen came to AlixPartners in 2006 from Skadden, Arps,
Slate, Meager & Flom LLP, where he was a counsel in the Complex
Mass Torts and Insurance Litigation practice and co-chair of the
firm's electronic discovery committee.  He received a Juris
Doctorate degree from Fordham University School of Law and holds a
bachelor's degree from the State University of New York at
Stony Brook.

Tom Osmun joined the firm in 1996 and rejoined in 2005.  His vast
AlixPartners experience includes leadership roles at Calpine
Corporation and Bally Total Fitness. Prior to rejoining
AlixPartners, he was a managing director at Conway DelGenio Gries
& Co. He received his MBA in finance from Duke University.
Also promoted to director in New York were: Scott Beattie, Hans
Lehmann, Arpita Majumder, and
Brenda Miller.

Tom Morrow joined the firm in 1994 and has worked in a wide
variety of successful engagements with AlixPartners, including
Kmart and Dana.  His background includes experience in franchisee
restructurings, commercial lending, and in general management
consulting experience.  He received his MBA in finance from the
University of Chicago.

The firm also disclosed 28 promotions to director:

* Dallas:

  -- Afshin Azhari, Tom Hofner, Kurt Kauth and Robert Manz.

* Dusseldorf:

  -- Jens Koeppen.

* London:

  -- Martin Carins, Mark Christiansen, Justin Cooper, Glendon
     Fietta, Andreas Koutsouris, and David Porter.

* Munich:

  -- Michael Dorn, Raymond Peters, and Jens-Ulrich Wiese.

* Southfield, Michigan:

  -- Scott Hamilton, Brett Meyer, Tatiana Niro, and Mark
     Wakefield.

* Chicago:

   -- Francesco Barosi; Chris Blacker; Susan Budd; Darin Facer;
      Benjamin Gaw; Tarig Kozouz; Kevin Montague; Robert
      Montgomery; Mark Rule; and Terry Singla.

* Paris

   -- Thierry Duvette; Florent Maisonneuve; and Francois Neveux.

* San Francisco:

   -- Nicholas Archibald; Brent Carlson; and Kevin Chiu.

                        About AlixPartners

Headquartered in Southfield, Michigan, AlixPartners --
http://www.alixpartners.com/-- is a global performance
improvement, corporate turnaround and financial advisory
services firm.  The AlixPartners' "one-stop-shop" suite of
services range from operational performance improvement and
financial restructuring across all major corporate disciplines
(manufacturing, supply chain, IT, sales and marketing, etc.), to
financial advisory services (including financial reporting,
corporate governance and investigations) to technology-enabled
restructuring and claims management.  The firm has more than 500
employees, and has offices in Chicago, Dallas, Detroit,
Dusseldorf, London, Los Angeles, Milan, Munich, New York, Paris,
San Francisco and Tokyo.


* Sheppard Mullin Adds Margaret M. Mann as Bankruptcy Partner
-------------------------------------------------------------
Margaret M. Mann has joined the San Diego office of Sheppard
Mullin Richter & Hampton LLP as partner in the firm's Finance and
Bankruptcy practice group.  Ms. Mann led Heller Ehrman's
Restructuring and Insolvency practice and was the firm's National
Hiring Chair.

Mr. Mann has significant experience in large, complex domestic and
international insolvency proceedings on behalf of creditors,
fiduciaries, borrowers and other interested parties, with
expertise in the franchise and tax credit syndication industries.
She is skilled in negotiating, documenting and litigating
complicated financial transactions, particularly in the technology
field and in regard to financial contracts such as swaps, repo
agreements and forward contracts.

"Margaret is one of the preeminent bankruptcy attorneys in San
Diego and is well known in bankruptcy circles nationally.  She is
smart, affable and industrious," Guy Halgren, chairman of the
firm, said.  "The timing of Margaret joining us is perfect, as San
Diego partner Laura Taylor was recently appointed to the U.S.
Bankruptcy Court."

"With more than 25 years of experience, Margaret adds
significantly to our bankruptcy practice," Alan Martin, the head
of the firm's Finance and Bankruptcy practice group, commented.
"In the current business climate where restructurings and
insolvencies are on the upswing, Margaret's commercial litigation
and bankruptcy expertise is of even greater value to clients."

"Sheppard Mullin occupies a strategic position in California and
beyond, and offers the support needed to handle sophisticated
bankruptcy matters," Ms. Mann commented.  "I am greatly impressed
by the firm's dedication to client service and its reputation as a
'go-to' firm for banking and restructuring clients."

Ms. Mann's recent, representative matters include: In re First
Magnus (represented agent for syndicate on $100 million repurchase
facility); Washington Mutual Capital Corporation (represented in
repurchase trades); enforced rights for major tax credit
syndicator in In re 500 West Broadway and In re St Casimir
Development LLP, In re Magis Networks (debtor's counsel in
wireless video Chapter 11 with technology sold in 45 days), In re
PinnFund (represented preference recipient and obtained $4 million
summary judgment), Commercial Money Center (creditor counsel in
$400 million failed pooled investment fund), and In re Cimm's,
Inc. Consolidated Case (debtors' counsel in
$100 million franchise case, reorganized in one year).

Sheppard Mullin has 80 attorneys based in its San Diego offices.
The firm's Finance and Bankruptcy practice group includes more
than 70 attorneys firmwide.

Ms. Mann earned a J.D. from the University of Southern California
School of Law in 1981 and was a member of the Hale Moot Court
Honors Program.  She received a B.A. in finance, with distinction,
from University of Illinois in 1978. Mann is a fellow in the
American College of bankruptcy.

          About Sheppard Mullin Richter & Hampton LLP

Based in Los Angeles, California, Sheppard Mullin Richter &
Hampton LLP -- http://www.sheppardmullin.com/-- is a full service
AmLaw 100 firm with more than 520 attorneys in 10 offices located
throughout California and in New York, Washington, D.C. and
Shanghai.  The firm's California offices are located in Los
Angeles, San Francisco, Santa Barbara, Century City, Orange
County, Del Mar Heights and San Diego. Founded in 1927 on the
principle that the firm would succeed only if its attorneys
delivered prompt, high quality and cost-effective legal services,
Sheppard Mullin provides legal counsel to U.S. and international
clients.  Companies turn to Sheppard Mullin to handle a full range
of corporate and technology matters, high stakes litigation and
complex financial transactions.  In the U.S., the firm's clients
include more than half of the Fortune 100 companies.


* Fitch Creates Division That Will Consolidate Non-Rating Products
------------------------------------------------------------------
Fitch Group, a subsidiary of Fimalac S.A, and the parent company
of Fitch Ratings and Algorithmics, has created a new division,
Fitch Solutions, that will consolidate all non-rating products and
services, product development, credit training, and the firm's
product sales force into a single entity.  This division
reinforces and furthers the independence of the ratings and
analytics of Fitch Ratings and creates an entity with a singular
focus on the development of fixed income products and services.

'While we always have had strong convictions in our current
practices and policies to protect the independence and integrity
of our ratings, we believe it is clearer to have even greater
separation of our analytical activities from our commercial
activities,' said Stephen W. Joynt, Chief Executive Officer, Fitch
Group.  'Moreover, this structure creates a more comprehensive and
focused content and distribution platform for our market
offerings.'

While current Fitch Ratings content will form the core of the
initial offerings of Fitch Solutions, the division will also be
charged with bringing to market a wide range of data, analytics
and related services.  Fitch Solutions will also incorporate the
teams supporting established products such Fitch Research, the
Fitch CDS Pricing Service, Market Implied Ratings, and the Risk
Analytics Platform for Credit Derivatives.  Fitch Solutions will
also house the organizations' Global Sales group.  Fitch Training,
the company's credit training division for global financial
institutions will also be a part of Fitch Solutions.

Additionally, the provision of global structured credit ratings as
issued by Fitch subsidiary Derivative Fitch will be folded back
into Fitch Ratings.  'While the needs for market risk analysis
which led to the creation of Derivative Fitch remain, Fitch
believe it can best meet the demands for complementary products
and services via Fitch Solutions, while consistently providing
structured credit ratings directly under the Fitch Ratings
umbrella.  Fitch remain committed to enhancing the understanding
of risk and improving transparency in the structured credit
markets,' said Joynt.


* Fitch Introduces New Interface for Market Implied Ratings
-----------------------------------------------------------
Fitch CDS Pricing, a new service offering based on the product
formerly known as "Valuspread", has introduced a new excel add-in
feature which combines Fitch's credit default swap data with its
proprietary CDS and equity market implied ratings and fundamental
ratings.  The combination provides investors and risk managers a
unified platform, allowing them to derive unique insights into the
direction of credit risk and make better investment decisions.

With the addition of the new interface for Fitch's Market Implied
Ratings, the result is a combination of a top down approach with
reliable market prices and derived market information with a
bottom up approach including fundamental credit ratings and
research.  Fitch CDS Pricing is now a front-to-back office
solution whereby Fitch's CDS Pricing services can be used for
valuations and measuring daily P&L of a fund as well as timely,
powerful credit risk assessments for over 20,000 global entities.

"Today is a significant step in our goal of providing the markets
with a suite of pricing services," says Thomas Aubrey, Managing
Director, Business Development at Fitch.  "The recent liquidity
crisis has clearly demonstrated that investors and risk managers
need greater transparency on pricing and valuation.  As Fitch look
ahead, Fitch plan to expand its pricing service offerings and
build out its suite of market implied ratings models into new
asset classes."

Over the next quarter, Fitch will be introducing several key
enhancements to Fitch's current product offering, including a new
asset-backed credit default swap and loan CDS pricing services, as
well as a new benchmarking service for highly illiquid names.
Fitch will also continue to develop its excel add-in, facilitating
relative value analysis across credits with market commentary
providing insight into trends across sectors and regions.


* BOOK REVIEW: Bankruptcy: A Feast for Lawyers
----------------------------------------------
Author:     Sol Stein
Publisher:  Beard Books
Paperback:  341 pages
List Price: $34.95

Order your personal copy at
http://amazon.com/exec/obidos/ASIN/1893122123/internetbankrupt

Described by the Chicago Tribune as a "latter-day version of
Dicken's Bleak House," this book is a shattering indictment of
bankruptcy law by a CEO who lived through the experience of a
Chapter 11.

The author exposes a system that is supposed to provide an
opportunity for troubled companies to reorganize, but kills more
than 70 percent of the businesses that take refuge in it while
enriching legions of lawyers.

In the nightmare world of Chapter 11, the gainers are seldom the
creditors or the debtor company, but rather the bankruptcy bar,
impeached in this book by its own conduct and the condemnation
of its ethical brethren.

Besides his own experience, the author draws examples from
diverse industries including trucking, food, real estate, oil
and publishing.

Sol Stein, the author of this book, was the former CEO of now-
defunct Stein and Day, one of the last independent American
publishing houses operating in the 1980s.

                            *********

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, Joseph Medel C.
Martirez, Philline P. Reluya, and Peter A. Chapman, Editors.

Copyright 2008.  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 ***