TCR_Public/080808.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, August 8, 2008, Vol. 12, No. 188           

                             Headlines

AMERICREDIT CORP: Fitch Cuts IDR to B+ from BB; Removes Neg. Watch
ASCENDIA BRANDS: Taps Epiq Bankruptcy as Claims Agent
BANC OF AMERICA: Fitch Affirms Low-B Ratings on Six Cert. Classes
BEACON HILL: Case Summary & 6 Largest Unsecured Creditors
BEAZER HOMES: CDS Spread Among Industry's Top Three

BEST BRANDS: Covenant Default Prompts Moody's to Cut CFR to Caa3
BIRUTE GUDENAVICHENE: Case Summary & Five Largest Unsec. Creditors
BOSCOV'S LLC: Won't Close More Than 10 Stores, Analyst Says
CABLEVISION SYSTEMS: Strategic Review Wont' Affect DBRS' Ratings
CEDAR TRUCKING: Case Summary & 17 Largest Unsecured Creditors

COMMODORE CDO: Fitch Chips Ratings on Four Classes of Notes
DERRICK MCCOY: Case Summary & 18 Largest Unsecured Creditors
E*TRADE ABS: Collateral Slide Cues Fitch Rtngs Cut; Removes Watch
E*TRADE FINANCIAL: DBRS Cuts Issuer & Sr. Debt Rating to B(high)
FOUR TWELVE: Voluntary Chapter 11 Case Summary

GMAC LLC: DBRS' 'B' Long-Term Debt Rating Unmoved by 2Q '08 Loss
G-STAR: Fitch Junks Ratings on Two Classes of Notes
G-STAR: Fitch Lowers Seven Notes Ratings and Removes Neg. Watch
G-STAR: Fitch Slashes 'AA-' Rating to 'BB' on $5MM Class B-2 Notes
GREEKTOWN CASINO: Wants to Employ Ernst & Young as Auditors

GREEKTOWN CASINO: Panel Wants to Hire Xroads as Financial Advisor
HOVNANIAN ENTERPRISE: CDS Spread Highest Among Peers
JAMES HARRINGTON: Voluntary Chapter 11 Case Summary
J & P ANDERSON: Case Summary & 6 Largest Unsecured Creditors
KIK CUSTOM: Moody's Junks Corporate Family Rating to Caa1 from B2

LAKEVIEW DEVELOPMENT: Voluntary Chapter 11 Case Summary
LENNAR CORP: CDS Spread Among Industry's Top Three
LEVEL 3 FINANCING: DBRS Assigns 'B(low)' Issuer Rating
MASONITE CORP: Moody's Cuts Debt Ratings to Caa1, Concludes Review
NEW CENTURY: Fitch Keeps Junk Ratings on 11 Classes

ONEBEACON US: A.M. Best Assigns 'bb+' Rating on Preferred Stock
PDK INVESTMENT: Case Summary & 10 Largest Unsecured Creditors
POLAR MOLECULAR: Voluntary Chapter 11 Case Summary
RESIDENTIAL CAPITAL: DBRS Keeps 'CCC' Rating with Negative Trend
SPH ASSOCIATES: Case Summary & Largest Unsecured Creditor

SPRINT NEXTEL: Incurs $344 Million Net Loss in 2008 2nd Quarter
RESIDENTIAL CAPITAL: DBRS Keeps 'CCC' Rating with Negative Trend
SPRINT NEXTEL: DBRS Rates Proposed $3BB Preferred Shares 'BB'
SYNCORA GUARANTEE: Moody's Reviews B2 IFSR for Possible Upgrade
SYNTAX-BRILLIAN: Court Approves Greg Rayburn as Interim COO

TAYLOR CAPITAL: Fitch Cuts Rating to 'BB' on Weakened Liquidity
THROWER & THROWER: Voluntary Chapter 11 Case Summary
TRIBUNE COMPANY: Closes Formation Agreement with Cablevision Unit
VERTICAL ABS: Fitch Cuts Six Notes Ratings and Removes Neg. Watch
WCI COMMUNITIES: Shares Debut in Pink Sheets Amid NYSE Suspension

WCI COMMUNITIES: S&P Cuts Rating to 'D' After Bankruptcy Filing
WICHITA RENTALS: Voluntary Chapter 11 Case Summary
XL CAPITAL: Best Puts 'bb+' Rating on $500MM Preference Shares
ZIFF DAVIS: CNET Wants 800 Jorie's Claim in Lease Dispute Denied

* Best Takes Rating Actions on Various Mezzanine Notes
* Fitch: Weak Economy to Worsen Dealer Floorplan ABS Performance

* SitkaPacific Advisor Lists Homebuilders with Highest CDS Spread

                             *********

AMERICREDIT CORP: Fitch Cuts IDR to B+ from BB; Removes Neg. Watch
------------------------------------------------------------------
Fitch Ratings has downgraded the long-term Issuer Default Rating
of AmeriCredit Corp. to 'B+' and placed all ratings on Rating
Watch Negative.  Approximately $950 million of debt is affected by
this action.

Fitch has taken these rating actions:

AmeriCredit Corp.
  --  Long-term Issuer Default Rating downgraded to 'B+' from
      'BB';

  --  Senior debt downgraded to 'B+/RR4' from 'BB'.

The downgrade reflects the announcement that Financial Security
Assurance would no longer be providing insurance for structured
products.  ACF issued $750 million in AMCAR notes in May 2008 with
an FSA wrap.  Without the availability of structured bond
insurance, ACF would need to rely on senior/subordinate structures
for long-term portfolio funding, which, given current market
conditions, would be very expensive and may lack sufficient
investor interest.  

While ACF has a commitment from Deutsche Bank AG, whereby the bank
will purchase $2 billion in 'AAA'-rated asset-backed securities in
registered public offerings, ACF would need to attract investors
for the lower-rated tranches or retain them themselves, which
would require a significant capital commitment.  Should investor
appetite fall short of expectations, Fitch believes ACF would need
to reduce origination volumes further, which would negatively
impact future profitability.

The Rating Watch Negative reflects uncertainty relating to ACF's
near-term funding plan.  The resolution of the Rating Watch will
be dependent upon the company's ability to secure viable longer-
term funding options while maintaining adequate levels of
liquidity and risk-adjusted capitalization.


ASCENDIA BRANDS: Taps Epiq Bankruptcy as Claims Agent
-----------------------------------------------------
Ascendia Brands Inc. and its debtor-affiliates ask the United
States Bankruptcy Court for the District of Delaware for
permission to employ Epiq Bankruptcy Solutions LLC as their
notice, claims, and balloting agent.

As the Debtors' claims agent, the firm will:

   a) prepare and serve required notice in these Chapter 11 cases,
      including:

      -- a notice of the commencement of these Chapter 11 cases
         and the initial meeting of creditors under Section 341(a0
         of the Bankruptcy Code;

      -- a notice of the claims bar date;

      -- notices of objections to claims;

      -- notices of hearings on a disclosure statement and
         confirmation of a Chapter 11 plan; and

      -- other miscellaneous notices as the Debtors or the Court
         may deem necessary or appropriate for an orderly
         administration of these Chapter 11 cases;

   b) assist with the publication of required notices, as
      necessary;

   c) prepare for filing with the clerk's office an affidavit of
      service that includes (i) a copy of the notice serve, (ii)
      an alphabetical list of persons on whom the notice was
      served along with their addresses and (iii) the date and
      manner of service;

   d) maintain copies of all proofs of claims and proofs of
      interest filed in these cases;

   e) maintain official claims registers in these cases by
      docketing all proofs of claim and proofs of interest in a
      claims database that includes these information for each
      claim or interest asserted:

      -- name and address of the claimant or interest holder and
         any agent thereof; if the proofs of interest was filed by
         an agent;

      -- date the proofs of claim or proof of interest was
         received by the firm and the Court;

      -- claim number assigned to the proof of claim or proof of
         interest; and

      -- asserted amount and classification of the claim;

   f) implement necessary security measures to ensure the
      completeness and integrity of the claims registers;

   g) transmit to the clerk's office a copy of the claims       
      registers on a weekly basis, unless requested by the clerk's
      office on a more or less frequent basis;

   h) maintain an up-to-date mailing list for all entities that
      have filed proofs of claim or proofs of interest and make
      such list available to the clerk's office or any party in
      interest upon request;

   i) provide access to the public for examination of copies of
      the proofs of claim or proofs of interest filed in these
      cases without charge during regular business hours;

   j) create and maintain a public access website setting forth
      pertinent case information and allowing access to certain
      documents filed in the Debtors' Chapter 11 cases;

   k) record all transfers of claims pursuant to Bankruptcy Rule
      3001(e) and provide notice of such transfers to the extent
      required by Bankruptcy Rule 3001(e);

   l) comply with applicable federal, state, municipal and local
      statutes, ordinances, rules, regulations, order, and other
      requirements;

   m) provide temporary employees, who are not past or present
      employees of the Debtors, to process claims, as necessary;

   n) comply with other further conditions and requirements as the
      clerk's office or the Court may at any time prescribe;

   o) provide other claims processing, noticing, balloting and
      related administrative services as may be requested from
      time to time by the Debtors; and

   p) transport all original documents in proper format as the
      close of these cases, as provided by the clerk's office, to
      the federal archives.

The firm's professionals and their compensation rates are:

      Designation                    Hourly Rates
      -----------                    ------------
      Senior Consultant                  $295
      Senior Case Manager             $225-$275
      Case Manager (Level 2)          $185-$220
      IT Programming Consultant       $140-$190
      Case Manager (Level 1)          $125-$175
      Clerk                            $40-$60

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

Mr. McElhinney can be reached at:

      Daniel C. McElhinney
      757 Third Avenue, 3rd Floor
      New York, NY 10017
      Tel: (646) 282-2500
      Fax: (646) 282-2501
      http://www.epiqbankruptcysolutions.com

                       About Ascendia Brands

Headquartered in Hamilton, New Jersey, Ascendia Brands, Inc. --
http://www.ascendiabrands.com/-- makes and sells branded consumer
products primarily in North America and over 80 countries as well.  
The company's customers include Walmart, Walgreens, Kmart, Meijer
Stores, Target, and CVS.  The company and six of its affiliates
filed for Chapter 11 protection on Aug. 5, 2008 (Bankr. D. Del.
Lead Case No.08-11787).  M. Blake Cleary, Esq., at Young, Conaway,
Stargatt & Taylor, represents the Debtors in their restructuring
efforts.  When the Debtors filed for protection against their
creditors, they listed total assets of $194,800,000 and total
total debts of $279,000,000.


BANC OF AMERICA: Fitch Affirms Low-B Ratings on Six Cert. Classes
-----------------------------------------------------------------
Fitch Ratings has affirmed Banc of America Commercial Mortgage
Securities, Inc.'s mortgage pass-through certificates, series
2007-3, as:

  -- $47.8 million class A-1 at 'AAA';
  -- $334 million class A-2 at 'AAA';
  -- $150 million class A-2FL at 'AAA';
  -- $133 million class A-3 at 'AAA';
  -- $78.9 million class A-AB at 'AAA';
  -- $1.0 billion class A-4 at 'AAA';
  -- $50 million class A-5 at 'AAA';
  -- $647.6 million class A-1A at 'AAA';
  -- Interest-only class XW at 'AAA';
  -- $116.6 million class A-M at 'AAA';
  -- $100 million class A-MF at 'AAA';
  -- $135 million class A-MFL at 'AAA';
  -- $241.7 million class A-J at 'AAA';
  -- $35.2 million class B at 'AA+';
  -- $48.3 million class C at 'AA';
  -- $26.4 million class D at 'AA-';
  -- $26.4 million class E at 'A+';
  -- $35.2 million class F at 'A';
  -- $30.8 million class G at 'A-';
  -- $48.3 million class H at 'BBB+';
  -- $35.2 million class J at 'BBB';
  -- $43.9 million class K at 'BBB-';
  -- $26.4 million class L at 'BB+';
  -- $4.4 million class M at 'BB';
  -- $17.6 million class N at 'BB-';
  -- $4.4 million class O at 'B+';
  -- $8.8 million class P at 'B';
  -- $13.2 million class Q at 'B-';

Fitch does not rate the $57.1 million class S.

The affirmations are the result of stable performance since
issuance in July 2007.  As of the July 2008 distribution date, the
pool's certificate balance has decreased 0.1% to $3.51 billion
from $3.52 billion at issuance.  There have been no delinquencies
since issuance. 115 loans (94.7%) are interest-only or partial
interest-only.

1001-1007 Third Avenue, located in New York (0.4%), maintains its
investment-grade shadow rating.  The loan is secured by a two-
story single tenant building of 13,149 square feet and is
currently occupied by a three screen movie theater.

The largest loan (9.3%) is collateralized by four interconnected,
50-story apartment towers located in downtown Chicago, Illinois.
Occupancy as of March 2008 was 90.0% compared to 92.5% at
issuance.

The second largest loan (5.7%) is secured by a 657 key full-
service hotel located in Washington, D.C. Servicer reported
trailing twelve month occupancy was 71.7% as of February 2008,
compared to 73.9% at issuance.


BEACON HILL: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------
Debtor: Beacon Hill at Mountain's Edge, LLC
        dba Eagle Homes
        7872 W Sahara Ave
        Las Vegas, NV 89117
        
Bankruptcy Case No.: 08-20746

Type of Business: Homebuilding

Chapter 11 Petition Date: July 30, 2008

Court: Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Paul Steven Singerman, Esq.
                  200 South Biscayne Blvd. #1000
                  Miami, FL 33131
                  Tel: (305) 755-9500
                  Email: singerman@bergersingerman.com

Estimated Assets: $1 million to $10 million

Estimated Debts: $1 million to $10 million

A copy of Beacon Hill's list of 6 largest unsecured creditorsis
available for free at:

            http://bankrupt.com/misc/flsb08-20746.pdf


BEAZER HOMES: CDS Spread Among Industry's Top Three
---------------------------------------------------
An article at Seeking Alpha by Michael Shedlock, a registered
investment advisor representative for SitkaPacific Capital
Management, responds to questions about which homebuilder will
most likely file for bankruptcy after the fall of WCI Communities
Inc. this month.

Basing on credit market players' perception, Mr. Shedlock said
that Hovnanian Enterprises Inc., Beazer Homes  USA Inc., and
Lennar Corp. are now the top three candidates for bankruptcy.  
Five-year data from Bloomberg shows the cost of insuring the
credit risk of these companies are the highest in the industry.

   Company    Spread    Company       Spread    Company    Spread
    -------    ------   -------       ------    -------    ------
               (bps)                   (bps)                (bps)

Hovnanian     1,427.2  Meritage Homes   676.7   Ryland       442.6
Beazer Homes  1,158.1  Standard-Pacific 663.3   Pulte        325.0
Lennar          793.8  DH Horton        527.8   Toll         282.8
                       Centex           470.8   MDC Holdings 160.8
                       KB homes 447.5

Mr. Shedlock notes that in December 2007, Standard Pacific was the
least likely to go bankrupt.

Gretchen Morgenson in a July 2008 International Herald Tribune
article states that the CDS market is one of the hottest
investment arenas nowadays.  She said in a February 2008 article
that the market for these securities has grown from $900 billion
since 2000 to more than $45.5 trillion this year.

While CDS is considered a large market, lack of disclosure rules,
however, makes it an obscure market.  This may change shortly,
though.  According to Ms. Morgenson, the Financial Accounting
Standards Board has suggested a list of disclosures to help
investors understand the financial implications for companies that
have sold credit default swaps.  The disclosure requirements will
be effective in financial statements for fiscal years that end
after Nov. 15, 2008.

The deadline may "ensnare some of the biggest U.S. brokerage firms
with fiscal years ending in November -- Lehman Brothers, Morgan
Stanley and Goldman Sachs," according to Ms. Morgenson.

                    About Hovnanian Enterprises

Hovnanian Enterprises Inc. (NYSE: HOV) -- http://www.khov.com/--    
founded in 1959 by Kevork S. Hovnanian, chairman, is headquartered
in Red Bank, New Jersey.  The company is one of the nation's
largest homebuilders with operations in Arizona, California,
Delaware, Florida, Georgia, Illinois, Kentucky, Maryland,
Michigan, Minnesota, New Jersey, New York, North Carolina, Ohio,
Pennsylvania, South Carolina, Texas, Virginia and West Virginia.

Hovnanian Enterprises, Inc. is a member of the Public Home
Builders Council of America (PHBCA) -- http://www.phbca.org/-- a    
nonprofit group devoted to improving understanding of the business
practices of America's largest publicly-traded home building
companies, the competitive advantages they bring to the home
building market, and their commitment to creating value for their
home buyers and stockholders.  The PHBCA's 14 member companies
build one out of every five homes in the United States.

                         About Lennar Corp.

Based in Miami, Fla., Lennar Corporation (NYSE: LEN and LEN.B) --
http://www.lennar.com/-- builds affordable, move-up and   
retirement homes primarily under the Lennar brand name.  Lennar's
Financial Services segment provides primarily mortgage financing,
title insurance and closing services for both buyers of the
company's homes and others.

                        About Beazer Homes

Headquartered in Atlanta, Beazer Homes USA Inc., (NYSE: BZH) --
http://www.beazer.com/-- is a single-family homebuilder with     
operations in Arizona, California, Colorado, Delaware, Florida,
Georgia, Indiana, Kentucky, Maryland, Nevada, New Jersey, New
Mexico, New York, North Carolina, Ohio, Pennsylvania, South
Carolina, Tennessee, Texas, Virginia and West Virginia.  The
company also provides mortgage origination and title services to
its homebuyers.

                          *     *     *

As disclosed in the Troubled Company Reporter on June 12, 2008
Fitch Ratings downgraded Beazer Homes USA, Inc.'s Issuer Default
Rating and other outstanding debt ratings as: IDR to 'B' from
'B+'; Secured revolving credit facility to 'BB-/RR1' from
'BB/RR1'; Senior notes to 'B-/RR5' from 'B/RR5'; Convertible
senior notes to 'B-/RR5' from 'B/RR5'; and Junior subordinated
debt to 'CCC/RR6' from 'CCC+/RR6'.

The TCR said on Feb. 19, 2008, that Standard & Poor's Ratings
Services lowered its corporate credit and senior unsecured note
ratings on Beazer Homes USA Inc. to 'B' from 'B+'.  The ratings
remain on CreditWatch, where they were placed with negative
implications on Aug. 14, 2007.

The TCR reported on May 8, 2008, that Beazer Homes USA Inc. stated
in a filing with the Securities and Exchange Commission that it
received a default notice from The Bank of New York Trust Company
National Association, the trustee under the indenture governing
the company's outstanding $103.1 million unsecured junior
subordinated notes due July 2036.  The notice alleges that the
company is in default under the indenture because the company has
not provided certain required information, including its annual
audited and quarterly unaudited financial statements.



BEST BRANDS: Covenant Default Prompts Moody's to Cut CFR to Caa3
----------------------------------------------------------------
Moody's Investors Service lowered Best Brands Corporation's
ratings, including its probability of default rating to Caa3 from
Caa1, and placed all of the company's ratings on review for
possible downgrade.  LGD percentages are subject to adjustments.
This action succeeds the disclosure of Best Brands' default under
the leverage covenant in its first lien credit agreements for the
quarter ended on June 28, 2008.

Rating lowered and placed under review for possible downgrade:

  -- Probability of default rating to Caa3 from Caa1

  -- Corporate family rating to Caa3 from Caa2

  -- First lien revolving credit agreement and term loan to Caa2
     from Caa1

  -- Second lien term loan to Ca from Caa3

The review and downgrade reflect the increase in probability of
default following the challenges to operating profitability in an
environment of high commodity costs.  Moody's review will focus on
negotiations with lenders regarding the covenant default and on
near term cash flow and alternate sources of liquidity.

Moody's expects that recovery in a default scenario will be
average, based on current views on asset values.  Moody's notes
that Best Brands reduced funded bank debt in the first fiscal
quarter, after completion of a sale/leaseback.

Headquartered in Minnetonka, Minnesota, Best Brands Corporation is
a manufacturer and distributor of specialty bakery products in the
U.S., specializing in frozen laminated dough, frozen baked cakes,
frozen muffins and bakery mixes, as well as other value-added
services sold to in-store bakeries and institutional baking
clients. Revenues for the twelve months ending June 28, 2008 were
approximately $530 million. Its parent company is Value Creation
Partners, Inc.


BIRUTE GUDENAVICHENE: Case Summary & Five Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Birute Gudenavichene
        9 Grand Corniche
        Henderson, NV 89011

Bankruptcy Case No.: 08-18795

Chapter 11 Petition Date: August 6, 2008

Court: District of Nevada (Las Vegas)

Debtor's Counsel: Roger P. Croteau, Esq.
                  (croteaulaw@croteaulaw.com)
                  Roger P. Croteau & Associates Ltd.
                  720 South 4th Street, Suite 202
                  Las Vegas, NV 89101
                  Tel: (702) 254-7775
                  Fax: (702) 228-7719

Estimated Assets: Less than $50,000

Estimated Debts:  $1,000,000 to $10,000,000

A copy of Birute Gudenavichene's petition is available for free at
http://bankrupt.com/misc/nvb08-18795.pdf


BOSCOV'S LLC: Won't Close More Than 10 Stores, Analyst Says
-----------------------------------------------------------
According to Gary Haber at The News Journal in Delaware, Burt P.
Flickinger III, managing director at Strategic Resource Group, a
New York-based consumer industry consulting firm, said he does not
expect Boscov's Inc. to shutter any more stores than the 10 the
company announced when it filed for bankruptcy.  Boscov's has 49
outlets.  Mr. Flickinger, the report relates, said Boscov's is a
"solidly run" retailer that has suffered from a concentration of
stores in economically struggling communities.

"The key variable is the suppliers and the suppliers should be
supportive," News Journal quotes Mr. Flickinger as saying.

Boscov's posted sales of $1.25 billion in its most recently
completed fiscal year, which ended Feb. 2, the report notes.

According to News Journal, Howard Davidowitz, chairman of
Davidowitz & Associates, a national retail consulting and
investment banking firm, Boscov's as a privately owned retailer is
at a disadvantage because it can't issue stock or bonds to raise
capital, as its publicly traded rivals can.  Mr. Davidowitz said
Boscov's has to rely on banks and other lenders for money to
expand or for cash to finance inventories, but that lenders are
very hesitant to lend now.

The report also notes that Barton Weitz, executive director of the
Miller Center for Retailing Education and Research at the
University of Florida, said Boscov's relatively small number of
stores, all of which are in the Mid-Atlantic region, makes it
tougher to develop deals with big-name designers that national
chains use to bring shoppers into its stores.

                        About Boscov's Inc.

Headquartered in Reading, Pennsylvania, Boscov's Inc. --
http://www.boscovs.com-- is America's largest family-owned   
independent department store, with 49 stores in Pennsylvania, New
York, New Jersey, Maryland, Delaware and Virginia.

Boscov's Inc. and its debtor-affiliates filed for Chapter 11
protection on Aug. 4, 2008 (Bankr. D. Del. Case No.: 08-11637)
Daniel J. DeFranceschi, Esq. at Richards Layton & Finger and L.
Katherine Good, Esq. at Richards, Layton & Finger, P.A. represent
the Debtors in their restructuring efforts.  The Debtors'
financial advisor is Capstone Advisory Group and their investment
banker is Lehman Brothers Inc.  Boscov's listed assets of
$538 million and liabilities of $479 million in its bankruptcy
filing.


CABLEVISION SYSTEMS: Strategic Review Wont' Affect DBRS' Ratings
----------------------------------------------------------------
DBRS notes that Cablevision Systems Corporations recent
announcement that its board of directors has authorized management
to explore several strategies for bringing the market value of the
company's common stock more closely in line with the underlying
operating performance of the company does not immediately impact
DBRS' current ratings.  CSC Holdings, Inc. has a BB(low) Issuer
Rating and BBB(low)/BB(high) instrument ratings, while
Cablevision's instrument rating is B.

In addition, Rainbow National Services LLC has a BB(low) Issuer
Rating and BBB(low)/BB(high)/B instrument ratings.  DBRS also
rates Newsday LLC's Senior Secured Term Loan BB(high).

Cablevision indicated that its strategic review will focus on two
key initiatives.  Firstly, the company's board has authorized
management to evaluate and establish a policy with respect to
quarterly dividends or share repurchases to be initiated in the
near term.  DBRS noted in its July 23, 2008, rating report that
the expectation of good levels of free cash flow in 2008, should
give Cablevision the ability to apply this free cash flow to debt
reduction, additional acquisitions or further shareholder-friendly
initiatives.

While at this stage it remains difficult to quantify the magnitude
of the company's efforts in terms of dividends or share
repurchases, a reasonable recurring dividend or share repurchase
program should be manageable.  However, if either of these efforts
ultimately goes beyond DBRS' expectations (as was the case with
the company's $3.0 billion leveraged special dividend in 2006),
this could affect the company's issuer and instrument ratings.

Secondly, the board has authorized management to explore the spin-
off of one or more businesses or other potential strategies.  This
would likely occur over the near to medium term.  DBRS notes that
if a spin-off of Cablevision's Rainbow Media business or RNS, for
example, were to take place, this would not likely affect the
ratings of CSC Holdings, Newsday LLC or Cablevision, as DBRS
treats RNS as a separate credit within Cablevision and has only
factored the company's cable operations as the main cash flow from
operations generator for CSC Holdings.

However, DBRS notes that at this point it remains difficult to
forecast the company's strategy as well as assess the impact on
its credit ratings in terms of spin-offs or other strategies.

DBRS will continue to monitor the impact of Cablevision's
strategic review and expects to take further rating action, if
necessary, as events unfold.  While ultimately the impact of this
review may not affect Cablevision's ratings, DBRS notes that
certain actions taken by the company over the past couple of years
have had an impact on the ratings.  This includes the
aforementioned special dividend in 2006 and the unsuccessful
attempt to privatize the company via a leveraged buyout in 2007.


CEDAR TRUCKING: Case Summary & 17 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Cedar Trucking, Inc.
        P.O. Box 283
        Glasgow, WV 25086

Bankruptcy Case No.: 08-20746

Chapter 11 Petition Date: August 1, 2008

Court: Southern District of West Virginia (Charleston)

Debtor's Counsel: Marshall C. Spradling, Esq.
                  (marshallspradling@wvdsl.net)
                  100 Capitol Street
                  Suite 1110
                  Charleston, WV 25301
                  Tel: (304) 343-2544
                  Fax: (304) 343-2546

Total Assets: $6,768,362

Total Debts:  $6,065,292

Debtor's list of its 17 largest unsecured creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Little General                     Trade Debt            $336,531
P.O. Box 968
Beckley, WV

Center Capital                     Bank Loan             $119,902
P.O. Box 1188                                            Secured:
Farmington, CT 06034                                     $105,000
                                                       Unsecured:
                                                          119,902

Sunbridge                          Bank Loan             $132,754
P.O. Box 877492                                          Secured:
Kansas City, MO 64187-7492                                $45,000
                                                       Unsecured:
                                                          $87,754

Fleetpride                         Trade Debt             $77,225

National City                      Bank Loan             $251,642
                                                         Secured:
                                                         $210,000
                                                       Unsecured:
                                                          $41,642

Sun Trust Bank                     Bank Loan              $40,000

Altec                              Bank Loan             $169,754
                                                         Secured:
                                                         $130,000
                                                       Unsecured:
                                                          $39,754

Alter Moneta                       Bank Loan (1)         $120,763
                                                         Secured:
                                                         $105,000
                                                       Unsecured:
                                                          $15,763

                                   Bank Loan (2)         $120,724
                                                         Secured:
                                                         $105,000
                                                       Unsecured:
                                                          $15,724

Quality                            Bank Loan             $120,453
                                                         Secured:
                                                         $105,000
                                                       Unsecured:
                                                          $15,453

Financial Federal                                        $360,000
                                                         Secured:
                                                         $345,000
                                                       Unsecured:
                                                          $15,000

Center Capital                     Bank Loan             $119,902
                                                         Secured:
                                                         $105,000
                                                       Unsecured:
                                                          $14,902

GMAC                               Bank Loan              $50,438
                                                         Secured:
                                                          $40,000
                                                       Unsecured:
                                                          $10,438

Poca Valley Bank                   Bank Loan             $139,058
                                                         Secured:
                                                         $130,000
                                                       Unsecured:
                                                           $9,058

G.E.                               Bank Loan              $49,015
                                                         Secured:
                                                          $40,000
                                                       Unsecured:
                                                           $9,015

Midstate Industrial Lubricants                             $8,686

Financial Federal                                        $105,748
                                                         Secured:
                                                          $97,500
                                                       Unsecured:
                                                           $8,248

Quality                            Bank Loan (1)         $137,605
                                                         Secured:
                                                         $130,000
                                                       Unsecured:
                                                           $7,605

                                   Bank Loan (2)         $137,319
                                                         Secured:
                                                         $130,000
                                                       Unsecured:
                                                           $7,319


COMMODORE CDO: Fitch Chips Ratings on Four Classes of Notes
-----------------------------------------------------------
Fitch downgraded 4 and affirmed 3 classes of notes issued by
Commodore CDO III, Ltd. and Commodore CDO III, Inc.  These rating
actions are effective immediately:

  -- $102,431,253 class A-1A affirmed at 'A';
  -- $25,159,296 class A-1B affirmed at 'A';
  -- $16,649,399 class A-1C affirmed at 'A';
  -- $63,750,000 class A-2 downgraded to 'BB' from 'BBB', removed
     from Rating Watch Negative;

  -- $50,000,000 class B downgraded to 'CCC' from 'BB+', removed
     from Rating Watch Negative;

  -- $18,857,787 class C-1 downgraded to 'C' from 'B-', removed
     from Rating Watch Negative;

  -- $2,291,344 class C-2 downgraded to 'C' from 'B-', removed
     from Rating Watch Negative.

Fitch's rating actions reflect the significant collateral
deterioration within the portfolio, specifically subprime RMBS and
SF CDOs with underlying exposure to subprime RMBS.

Commodore III is a cash flow structured finance collateralized
debt obligation that closed on March 1, 2005 and is managed by
Fisher Francis Trees & Watts, Inc.  Currently 70% of the portfolio
is comprised of U.S. subprime residential mortgage-backed
securities, of which 18.7% is of the 2005, 2006 and 2007 vintages,
and 7.7% consists of 2005, 2006 and 2007 vintage U.S. SF CDOs.

Since November 2007, approximately 52.9% of the portfolio has been
downgraded with 7.2% of the portfolio currently on Rating Watch
Negative.  Fitch notes that, overall, 37% of the assets in the
portfolio now carry a rating below the rating it assumed in
November 2007.  Of the portfolio, 47.6% is now rated below
investment grade, of which 20.1% of the portfolio is rated 'CCC+'
and below with limited or no recovery expected.  The negative
credit migration experienced since the last review in November
2007 has resulted in the Weighted Average Rating Factor
deteriorating to 15.39 from 5.68, breaching its covenant of 4.95,
as of the June 30, 2008 trustee report.

The collateral deterioration has caused each of the
overcollateralization tests to fall below 100% and fail their
respective triggers.  As of the trustee report dated June 30,
2008, the class A/B OC ratio was 95.6% and the class C OC ratio
was 88.4%.  As a result of the class A/B OC test failure, payment
of interest to the classes C-1 and C-2 notes has been made in kind
by writing up the principal balance of each class by the amount of
interest owed.  Fitch expects that the classes C-1 and C-2 notes
will receive no further interest or principal payments going
forward.

The ratings on the classes A-1A, A-1B, A-1C, A-2, and B notes
address the timely receipt of scheduled interest payments and the
ultimate receipt of principal as per the transaction's governing
documents.  The ratings on the classes C-1 and C-2 notes address
the ultimate receipt of interest payments and ultimate receipt of
principal as per the transaction's governing documents.


DERRICK MCCOY: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Derrick A. Mccoy
        renee A. Mccoy
        35 West Cecilia's Lane
        Cottonwood, AZ 86326

Bankruptcy Case No.: 08-09759

Chapter 11 Petition Date: July 31, 2008

Court: District of Arizona (Phoenix)

Judge: Redfield T. Baum PCT Sr.

Debtor's Counsel: KIRK A. GUINN
                  GUKEISEN LAW GROUP P.C.
                  430 W. 1st Street, Suite 102
                  Tempe, AZ 85281
                  Tel: 602-265-3822
                  Fax: 480-699-1070
                  Email: arizonabankruptcyhelpers@yahoo.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/azdb08-09759.pdf


E*TRADE ABS: Collateral Slide Cues Fitch Rtngs Cut; Removes Watch
-----------------------------------------------------------------
Fitch Ratings downgraded and removed from Rating Watch Negative
seven classes of notes issued by E*Trade ABS CDO IV, Ltd. These
rating actions are effective immediately:

  -- $6,355,290 class A-1A to 'CCC' from 'BBB+';
  -- $137,275,766 class A-1B-1 to 'CCC' from 'BBB+';
  -- $35,936,397 class A-1B-2 to 'CC' from 'BBB-';
  -- $19,755,611 class A-2 to 'CC' from 'BB+';
  -- $48,918,656 class B to 'CC' from 'B';
  -- $16,935,745 class C to 'C' from 'CCC';
  -- $4,576,666 class D to 'C' from 'CC'.

Fitch's rating actions reflect the significant collateral
deterioration within the portfolio, specifically subprime RMBS,
Alt-A RMBS, and SF CDOs with underlying exposure to subprime RMBS.

E*Trade IV is a cash flow structured finance collateralized debt
obligation that closed on Dec. 1, 2005 and is managed by Vertical
Capital, LLC.  As of the June 30, 2008 trustee report, 61% of the
portfolio is comprised of 2005, 2006, and 2007 vintage U.S.
subprime residential mortgage-backed securities, 4.7% consists of
U.S. SF CDOs, and 12.5% is comprised of 2005, 2006 and 2007
vintage U.S. Alternative-A RMBS.

Since November 2007, approximately 70.5% of the portfolio has been
downgraded, with 13.4% of the portfolio currently on Rating Watch
Negative.  67.7% of the portfolio is now rated below investment
grade, of which 46.7% of the portfolio is rated 'CCC+' and below.  
Fitch notes that, overall, 65.2% of the assets in the portfolio
now carry a rating below the rating it assumed in November 2007.
The negative credit migration experienced since the last review on
Nov. 21, 2007 has resulted in the Weighted Average Rating Factor
deteriorating to 23.55 from 12.48, continuing to breach its
covenant of 6.16.

As of the June 30, 2008 trustee report, the interest coverage
tests were passing their respective triggers, but all of the
overcollateralization tests were failing.  The class A/B IC test
was 139.9%, passing its 113.3% trigger.  The class C IC test was
124.0% compared to the 103.0% trigger.  The class A/B OC test was
64.9% compared to the 106.7% trigger, the class C OC test was
60.7% compared to the 102.3% trigger, and the class D OC test was
54.5% compared to the 101.4% trigger.  The weighted average coupon
was passing its test at 5.6% compared to 5.5% trigger.  However,
the weighted average spread was failing at 1.71% compared to the
1.74% trigger.

As a result of the failure of the Net Outstanding Portfolio
Collateral Balance to be at least equal to the Aggregate
Outstanding Amount of the Class A Notes, E*trade IV is in an Event
of Default.

To date the trustee has not received notification from the
noteholders or the hedge counterparty, AIG Financial Products
Corp., as to what action to take regarding the Event of Default.
Holders of at least 66 2/3% of the aggregate outstanding amount of
each class and hedge counterparty are entitled to direct the
trustee to take certain actions with respect to the collateral
debt securities and the notes.  Fitch expects the classes A-1A and
A-1 B-1 notes to benefit from the Event of Default as their pro
rata seniority in the capital structure enables the classes to
receive most of their principal due.

In the event of a sale and liquidation of the collateral, Fitch
expects that the proceeds from the liquidation of the collateral
will not be enough to pay the senior classes, A-1A and A-1 B-1, in
full. Classes A-1 B-2, A-2, and B are expected to receive some
interest and zero principal.  Payment of interest to the class C
and D notes have been paid in kind since November 2007 by writing
up the principal balance of each class by the amount of interest
owed, and thus these classes will receive zero interest and
principal going forward.

The classes are removed from Rating Watch as Fitch believes
further negative migration in the portfolio will have a lesser
impact on these classes.  Additionally, Fitch is reviewing its SF
CDO approach and will comment separately on any changes and
potential rating impact at a later date.

The ratings of the classes A-1A, A-1 B-1, A-1 B-2, A-2, and B
notes address the likelihood that investors will receive full and
timely payments of interest, as per the transaction's governing
documents, as well as the stated balance of principal by the legal
final maturity date.  The ratings of the class C and D notes
address the likelihood that investors will receive ultimate
payments of interest, as per the transaction's governing
documents, as well as the stated balance of principal by the legal
final maturity date.


E*TRADE FINANCIAL: DBRS Cuts Issuer & Sr. Debt Rating to B(high)
----------------------------------------------------------------
DBRS has downgraded the long-term ratings for E*TRADE Financial
Corporation, including its Issuer & Senior Debt rating to B(high)
from BB.  Concurrently, DBRS has confirmed the company's Short-
Term Instruments rating at R-4.  DBRS also downgraded the Deposits
& Senior Debt rating of E*TRADE Bank, the company's principal
banking subsidiary, to BB from BB(high) and its Short-Term
Instruments rating to R-4 from R-3.  The trend on the Banks Short-
Term Instruments rating is Stable, while the trend on all other
ratings is Negative.  The ratings have been removed from Under
Review with Negative Implications, where they were placed on
Dec. 6, 2007.  These actions follow the release of the company's
second quarter 2008 earnings.

The rating actions reflect DBRSs view that, while E*TRADE has made
considerable progress in stabilizing its retail financial services
franchise, the company's financial flexibility has been reduced
through a significantly higher debt burden somewhat mitigated by
improved liquidity through its assets sales.  E*TRADE remains
exposed to further increases in loan loss provisioning for its
mortgage portfolio, particularly its home equity loans, from the
still weakening housing markets and U.S. economy.  Although
E*TRADE has made substantial provisions for its mortgage
portfolios in prior quarters, provisions remain elevated and
trending higher.  

In the absence of some stability in the company's provisioning and
with most signs pointing to continued deterioration in housing and
the U.S. economy, the trend on all long-term ratings is Negative.

The two-notch downgrade of the parent holding company's long-term
rating reflects the Parents high leverage, its reliance on assets
sales to manage its debt servicing obligations and the potential
calls on its liquid resources that might be required to support
the Bank should credit conditions continue to deteriorate.  At the
Corporate level, interest payments of $90 million in Q2 2008 are
$52 million higher than a year ago, as a result of the increased
debt at the Parent following the Citadel transaction late last
year.  

Bolstered by successful asset sales, including the sale of its
Canadian operations that is expected to generate net cash proceeds
of approximately $511 million, the Parent has considerable liquid
resources to meet its obligations in the near term and the
ability, if needed, to defer some interest payments.  Gains from
the asset sales in the third quarter will more than offset
expected losses on E*TRADEs holdings of Fannie Mae and Freddie Mac
preferred equity.

In order to reduce its heavy debt burden at the Parent, the
company is utilizing debt for equity swaps and could use some of
the asset sales proceeds to further decrease leverage.  In the
intermediate term, although E*TRADE is having success with its
Turnaround Plan and its cash raising actions, its legacy
portfolios are absorbing a higher-than-anticipated proportion of
the proceeds of the plan through increased provisioning and other
write-downs, leaving fewer resources to improve the Parents
financial position.

The one-notch downgrade of the Deposits & Senior Debt rating of
the Bank reflects the continued pressure on its earnings from
increasing provisions and other write-downs that are outpacing the
Banks ability to absorb the credit costs of its legacy portfolios.  
Given the current resources at the Parent and the company's
commitment to maintain the well-capitalized status of the Bank,
DBRS is maintaining the equalization of the Senior Debt and the
Deposit rating for the Bank.  Any weakening in capitalization of
the Bank could result in a downgrade of the Senior Debt rating
below the Deposit rating to reflect the increased risk that senior
debts face with such a deterioration.

The Bank remains well capitalized with regard to regulatory
requirements, with a Leverage ratio of 6.68% versus the 5% minimum
to be well-capitalized and a Total Capital ratio of 12.17% versus
the minimum to be well capitalized of 10%, which gives it a $622
million cushion.  This ratio is up from 11.1% in Q4 2007. The Bank
retains a solid liquidity position, with substantial borrowing
capacity at the FHLB, as well as significant liquid assets and
access to the Federal Reserve discount window.

The company has made progress in strengthening its balance sheet.  
Since the end of the year, E*TRADE has reduced its assets by about
$5.0 billion to $51.8 billion.  Specifically, the Bank has cut its
holdings of mortgage-backed securities and other investment
securities held for sale by about $2.7 billion and reduced its
loan portfolio by about $3.2 billion, while increasing its cash
and cash equivalents by $1.0 billion to $2.8 billion.  While
retaining the generally higher credit quality lines, E*TRADE has
also reduced its exposure to unused home equity lines of credit to
$3.7 billion, down by almost 50% since last year.

On the liability side, it has increased its deposits by about $1.2
billion to $27 billion, while reducing repos by $2.0 billion and
other borrowings by about $2.6 billion.  With two quarters of
losses, shareholders equity is down $192 million to $2.6 billion,
but reduced assets have supported its risk weighted capital
ratios.

The company has had success in stabilizing its franchise in 2008
under new senior management and has returned to growth in several
key indicators like retail customers, target segment accounts and
margin debt and deposits.  Despite weak equity markets, E*TRADE
has seen only moderate declines in trading activity.  Even with
improvements in its franchise, E*TRADE reported a net loss of
$94.6 million for Q2 2008 that followed a net loss of
$91.2 million for the prior quarter.  Provisions increased to
$319 million, up by $85 million from Q1 2008, as projected credit
costs continued to increase.  Higher net interest income was
largely offset by reduced non-interest income, leaving revenues
largely flat.  A reduction in expenses of about $36 million
reflected the company's focus on controlling expenses and helped
offset increased provisioning.

The Banks earnings before credit losses and taxes rose to $204
million in Q2 2008, up $21 million from $183 million in the prior
quarter and down only slightly from a year ago largely flat to Q2
2007.  While DBRS views this increase a sign of improvement in the
Banks fundamentals, it was still well below the increase in the
provision.  At the same time, non-bank income before tax and
discontinued operations was down to $52 million in Q2 2008 from
$90 million in Q1 2008, reducing the flow of resources to the
Parent.

Given E*TRADEs actions to stabilize its franchise and strengthen
its balance sheet in the face of a difficult environment, a return
to a Stable trend is more likely if the company can achieve a
combination of lower provisioning levels and increased income
before provisions and taxes that would enable it to better cope
with the credit costs of its legacy portfolios.  Conversely,
continued elevated credit costs that inhibit E*TRADEs ability to
reduce debt at the Parent could put further pressure on E*TRADEs
ratings.


FOUR TWELVE: Voluntary Chapter 11 Case Summary
--------------------------------------
Debtor: Four Twelve Sixty-Nine Properties LLC
        17321 SE Green Valley Rd.
        Auburn, WA

Bankruptcy Case No.: 08-14964

Chapter 11 Petition Date: Aug. 4, 2008

Court: Western District of Washington (Seattle)

Judge: Karen A. Overstreet

Debtor's Counsel: Marc S. Stern, Esq.
                  1825 NW 65th St
                  Seattle, WA 98117
                  Tel: (206) 448-7996
                  Email: marc@hutzbah.com

Estimated Assets: $1 million to $10 million

Estimated Debts: $1 million to $10 million

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


GMAC LLC: DBRS' 'B' Long-Term Debt Rating Unmoved by 2Q '08 Loss
----------------------------------------------------------------
DBRS commented that the ratings of GMAC, LLC, including the Issuer
and Long-Term Debt of B with Negative trend, are not affected by
the loss reported by the company for the second quarter of 2008.

This comment follows GMACs second quarter 2008 earnings release,
which indicates a considerable consolidated loss of $2.5 billion
for the quarter.  The results were impacted by a sizable loss at
Residential Capital, LLC, totaling $1.9 billion.  Furthermore,
GMAC recorded a $716 million impairment to its operating lease
portfolio, owing to the significantly weaker used vehicle values.  
These losses were partially offset by positive results in GMACs
Insurance and International Auto Finance segments and a
$616 million gain on the retirement of debt resulting from the
recently completed ResCap debt restructuring.

Importantly, and particularly concerning, is that GMACs core
Global Automotive Finance operations recorded a noteworthy loss of
$717 million.  While DBRS factored in a level of weakness in the
automotive finance business in the current rating and trend, the
material loss recorded this quarter is beyond DBRS' expectations,
as such, the current rating level has little tolerance for further
material losses, especially those stemming from leases.

Although automotive delinquency rates have trended slightly
downwards in the recent quarter, DBRS expects credit performance
in GMACs auto portfolio to remain strained in the near term, given
the weakening U.S. economy and increasing fuel and food costs,
which have pressured many household budgets.  Furthermore, in
DBRSs opinion, continued elevated loss severities will be the
large driver in any increase in credit costs.

DBRS acknowledges the significant debt refinancing that GMAC
achieved during the second quarter, which improved GMACs near-term
liquidity position; however, the current market conditions
continue to add liquidity pressure.  Moreover, a notable
consequence of the refinancing transactions is a more encumbered
balance sheet, thereby reducing future funding flexibility and
decreasing the credit protection of the unsecured creditor.

The Negative trend reflects DBRSs expectations that GMACs core
automotive financing business will continue to face escalating
pressures by the weakened U.S. economy, increased credit and
lease-related costs, elevated funding costs and the reduced
industry-wide liquidity.  As discussed above, additional material
losses will add noteworthy negative ratings pressure.  

Furthermore, DBRS expects that GMACs automotive financing business
profitability will also be negatively impacted by the declines in
GM automotive sales, which will likely lead to a reduction in new
auto loan origination volume and may also add stress to the
wholesale portfolio.  The continued losses at ResCap will remain a
significant impediment to GMAC returning to profitability.


G-STAR: Fitch Junks Ratings on Two Classes of Notes
---------------------------------------------------
Fitch downgraded and removed from Rating Watch Negative six
classes of notes issued by G-Star 2005-5 Ltd.  These rating
actions are effective immediately:

  -- $423,000,000 class A-1 notes downgraded to 'BBB' from 'AA-'
     and removed from Rating Watch Negative;

  -- $60,000,000 class A-2 notes downgraded to 'BB' from 'BBB+'
     and removed from Rating Watch Negative;

  -- $37,000,000 class A-3 notes downgraded to 'BB-' from 'BBB'
     and removed from Rating Watch Negative;

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

  -- $24,000,000 class C notes downgraded to 'CCC' from 'BB-' and
     removed from Rating Watch Negative;

  -- $35,000,000 Income Notes downgraded to 'CC' from 'B-' and
     removed from Rating Watch Negative.

Fitch's rating actions reflect the credit deterioration within the
portfolio and underlying exposure to subprime residential
mortgage-backed securities.

G-Star 2005-5 is a cash flow collateralized debt obligation that
closed on March 16, 2005 and is managed by Capmark Investments LP.  
The reinvestment period will end in March 2009.  Presently 56.59%
of the portfolio consists of U.S. subprime RMBS, 1.79% Alt-A RMBS,
3.42% prime RMBS, 1.10% U.S. SF CDOs, 4.38% U.S. Non-SF CDOS, 3.6
% other asset backed securities and 29.12% commercial mortgage
backed securities.

Since November 21, 2007, approximately 37.5% of the portfolio has
been downgraded with 5.65% of the portfolio currently on Rating
Watch Negative. 44.93% of the portfolio is now rated below
investment grade, of which 10.66% of the portfolio is rated 'CCC'
and below.  Overall, 38.4% of the assets in the portfolio now
carry a rating below the rating assumed in Fitch's November 2007
review.

Currently, the class A, B and C overcollateralization tests ratios
are passing the minimum levels of 109.0%, 107.25% and 104.4%,
respectively.  All classes of notes and income notes are receiving
interest distributions at this time and principal proceeds from
collateral amortization can be reinvested in additional
collateral.  The downgrades to the rated notes are a result of the
credit deterioration experienced to date and reflect Fitch's
updated view of the default risk associated with each of the
notes.

Fitch is reviewing its SF CDO approach and will comment separately
on any changes and potential rating impact at a later date.  Fitch
will continue to monitor and review this transaction for future
rating adjustments.

The ratings of the Class A-1, A-2 and A-3 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 rating
of the Class B and Class C notes addresses 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.  The rating
on the Income Notes addresses the ultimate payment of aggregate
outstanding amount of the Income Notes as of the closing date.


G-STAR: Fitch Lowers Seven Notes Ratings and Removes Neg. Watch
---------------------------------------------------------------
Fitch downgraded and removed from Rating Watch Negative seven
classes of notes issued by G-Star 2004-4 Ltd.  These rating
actions are effective immediately:

  -- $394,574,205 class A-1 notes downgraded to 'BB' from 'A+' and
     removed from Rating Watch Negative;

  -- $20,000,000 class A-2A notes downgraded to 'B' from 'BBB' and
     removed from Rating Watch Negative;

  -- $10,000,000 class A-2B notes downgraded to 'B' from 'BBB' and
     removed from Rating Watch Negative;

  -- $12,000,000 class B notes downgraded to 'CCC' from 'BB+' and
     removed from Rating Watch Negative;

  -- $8,000,000 class C-1A notes downgraded to 'CC' from 'BB-' and
     removed from Rating Watch Negative;

  -- $6,000,000 class C-1B notes downgraded to 'CC' from 'BB-' and
     removed from Rating Watch Negative;

  -- $24,000,000 Preferred Shares downgraded to 'C' from 'B+' and
     removed from Rating Watch Negative.

Fitch's rating actions reflect the credit deterioration within the
portfolio and underlying exposure to subprime residential
mortgage-backed securities.

G-Star 2004-4 is a cash flow collateralized debt obligation that
closed on Aug. 12, 2004 and is managed by Capmark Investments LP.  
The reinvestment period ends in August 2008.  Presently 57.14% of
the portfolio consists of U.S. subprime residential mortgage-
backed securities, 2.12% Alt-A RMBS, 2.58% U.S. SF CDOs, 3.5% U.S.
Non-SF CDOS, 10.27 % asset backed securities and 24.39% commercial
mortgage backed securities.

Since Nov. 21, 2007, approximately 32.84% of the portfolio has
been downgraded with 9.52% of the portfolio currently on Rating
Watch Negative.  35.34% of the portfolio is now rated below
investment grade, of which 14.40% of the portfolio is rated 'CCC'
and below.  Overall, 29.71% of the assets in the portfolio now
carry a rating below the rating assumed in Fitch's November 2007
review.

The collateral deterioration has caused the class C
overcollateralization test ratio to fall below the minimum level
of 102.5%.  As a result, interest proceeds are being used to pay
down the class A-1 notes and will continue until the OC test is
cured.  The class A and B OC test ratios are currently passing the
minimum levels of 104% and 103%, respectively.  All classes of
notes are currently receiving interest distributions; however, the
preferred shares are no longer receiving cash flows.  The
downgrades to the rated notes reflect Fitch's updated view of the
default risk associated with each of the notes.

Fitch is reviewing its SF CDO approach and will comment separately
on any changes and potential rating impact at a later date.  Fitch
will continue to monitor and review this transaction for future
rating adjustments.

The ratings of the Class A-1, A-2A and A-2B 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 rating
of the Class B, Class C-1A and C-1B notes addresses 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.  The rating
on the Preferred Shares addresses the ultimate payment of
aggregate outstanding amount of the Preferred Shares as of the
closing date.


G-STAR: Fitch Slashes 'AA-' Rating to 'BB' on $5MM Class B-2 Notes
------------------------------------------------------------------
Fitch downgraded and removed from Rating Watch Negative six
classes of notes issued by G-Star 2003-3 Ltd./Corp.  These rating
actions are effective immediately:

  -- $207,406,781 class A-1 notes downgraded to 'AA' from 'AAA'
     and removed from Rating Watch Negative;

  -- $48,000,000 class A-2 notes downgraded to 'A' from 'AAA' and
     removed from Rating Watch Negative;

  -- $18,000,000 class A-3 notes downgraded to 'BBB' from 'AA+'
     and removed from Rating Watch Negative;

  -- $5,000,000 class B-1 notes downgraded to 'BB' from 'AA-' and
     removed from Rating Watch Negative;

  -- $15,000,000 class B-2 notes downgraded to 'CCC' from 'BBB+'
     and removed from Rating Watch Negative;

  -- $6,127,108 preference shares downgraded to 'CCC' from 'BB'
     and removed from Rating Watch Negative.

Fitch's rating actions reflect the collateral deterioration within
the portfolio and underlying exposure to subprime residential
mortgage-backed securities.

G-Star 2003-3 is a cash flow structured finance collateralized
debt obligation that closed on March 13, 2003 and is managed by
Capmark Investments L.P.  Presently 33.3% of the portfolio
consists of U.S. subprime RMBS, 5.7% of which are from 2005 and
2006 vintages, 10.1% of the portfolio is Alternative-A RMBS from
2005 and 2006 vintages, and 33.7% is U.S. commercial mortgage-
backed securities.

Since the last review in June 2007, approximately 28.2% of the
portfolio has been downgraded with 10.4% of the portfolio
currently on Rating Watch Negative.  Currently, 18.6% of the
portfolio is rated below investment grade, of which 10.3% of the
portfolio is rated 'CCC+' and below.  Exposure to assets rated
'CCC+' and below exceeds the credit enhancement levels on the
class B-2 notes.

Currently, the class A, B-1 and B-2 overcollateralization test
ratios are passing their respective minimum levels of 104%, 103%
and 101%.  All classes of notes and income notes are receiving
interest distributions at this time and principal proceeds are
being used to amortize the class A-1 notes.  The downgrades to the
rated notes are a result of the credit deterioration experienced
to date and reflect Fitch's updated view of the default risk
associated with each of the notes.

Fitch is reviewing its SF CDO approach and will comment separately
on any changes and potential rating impact at a later date.  Fitch
will continue to monitor and review this transaction for future
rating adjustments.

The ratings on the class A-1, A-2, and A-3 notes address the
timely receipt of scheduled interest payments and the ultimate
receipt of principal as per the transaction's governing documents.  
The ratings on the class B-1 and B-2 notes address the ultimate
receipt of interest payments and ultimate receipt of principal as
per the transaction's governing documents.  The rating of the
preference shares addresses the ultimate receipt of the remaining
rated principal balance.


GREEKTOWN CASINO: Wants to Employ Ernst & Young as Auditors
-----------------------------------------------------------
Greektown Casino LLC and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Eastern District of Michigan to
employ Ernst & Young LLP as their auditor and accountant, nunc pro
tunc to June 30, 2008.

The Debtors believe that Ernst & Young is well qualified because
of the firm's extensive knowledge and experience in auditing and
accounting services.  The Debtors believe the firm can perform
the contemplated services in a cost-effective, efficient and
timely manner.

Ernst & Young note that it has provided prepetition services to
the Debtors, including certain accounting, auditing and other
services.  In effect, the firm is already familiar with the
Debtors' operations, Brendan G. Best, Esq., at Schafer and
Weiner, PLLC, in Bloomfield Hills, Michigan, relates.

As the Debtors' auditor and accountant, Ernst & Young will:

  (a) perform the annual audit of consolidated financial
      statements of Greektown Holdings, LLC, for the year ended
      Dec. 31, 2008;

  (b) perform the quarterly audits of consolidated financial
      statements of Greektown Casino, LLC, for the quarters ended
      June 30, 2008, Sept. 30, 2008, and Dec. 31, 2008;

  (c) research and consult with the Debtors' management regarding
      financial accounting and reporting matters; and

  (d) prepare management letter and internal control
      communications.

For the Accounting and Auditing Services to be rendered by the
firm, Ernst & Young professionals will be paid according to these
hourly rates:

      Professional                      Hourly Rate
      ------------                      -----------
      National Partner                  $430 - $495
      Partners                          $430 - $485
      Executive Directors               $420 - $455
      Senior Manager                    $350 - $415
      Manager                           $275 - $315
      Senior                            $210 - $250
      Staff                             $120 - $170
      Senior Client Serving Associate    $85 - $100

For Special Audit Services to be rendered by the firm, Ernst &
Young professionals will be paid according to these hourly rates:

      Professional                      Hourly Rate
      ------------                      -----------
      National Partner                  $860 - $990
      Partners                          $860 - $970
      Executive Directors               $840 - $910
      Senior Manager                    $700 - $830
      Manager                           $550 - $630
      Senior                            $420 - $500
      Staff                             $240 - $340
      Senior Client Serving Associate   $170 - $200

Charles L. Norman, a partner at Ernst & Young, disclosed that the
firm's fees for the quarterly audit of Greektown Casino LLC will
range from $95,000 to $100,000 per quarter, and the firm's fees
for the quarterly audit of Greektown Holdings, LLC, for the year
ended Dec. 31, 2008, will range from $30,000 to $40,000.

Ernst & Young agrees not to undertake any Special Audit Services
in excess of $10,000 without first notifying the Debtors
regarding those services.  The firm will first provide the
Debtors of an estimate of the fees for those services and will
obtain the Debtors' written consent and the Court's approval.

Mr. Norman assures the Court that Ernst & Young is a
"disinterested person" as that term defined in Section 101(14) of
the U.S. Bankruptcy Code, as modified by Section 1107(b).  The
firm does not hold or represent an interest adverse to the Debtors
or their estates, he maintains.

                      About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring over 75,000 square feet of casino
gaming space with more than 2,400 slot machines, over 70 tables
games, a 12,500-square foot salon dedicated to high limit gaming
and the largest live poker room in the metropolitan Detroit gaming
market.

Greektown Casino employs approximately 1,971 employees, and
estimates that it attracts over 15,800 patrons each day, many of
whom make regular visits to its casino complex and related
properties.  In 2007, Greektown Casino achieved a 25.6% market
share of the metropolitan Detroit gaming market.  Greektown Casino
has also been rated as the "Best Casino in Michigan" and "Best
Casino in Detroit" numerous times in annual readers' polls in
Detroit's two largest newspapers.

The company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No. 08-
53104).  Daniel J. Weiner, Esq., Michael E. Baum, Esq., and Ryan
D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts.  Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel.  The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC serves as the Debtors' claims, noticing, and
balloting agent.

When the Debtor filed for protection from its creditors, it listed
consolidated estimated assets and debts of $100 million to $500
million.  (Greektown Casino Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


GREEKTOWN CASINO: Panel Wants to Hire Xroads as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Greektown Casino
LLC and its debtor-affiliates' Chapter 11 cases seeks permission
from the U.S. Bankruptcy Court for the Eastern District of
Michigan to retain XRoads Solutions Group LLC, as its financial
advisor and investment banker, nun pro tunc to June 23, 2008.

The Committee believes that XRoads' professionals have
considerable experience in providing the type of restructuring,
reorganization and corporate finance assistance that the
Committee anticipates it will need in the Debtors' Chapter 11
cases.

The Committee also notes that XRoads has advised official
creditors committees in numerous bankruptcy cases and the firm's
professionals have served as financial advisors to debtors,
official creditors committees, secured lenders, ad hoc bondholder
committees and acquirers in connection with assignments involving
gaming companies operating in several jurisdictions in the United
States.

As the Committee's financial advisor, XRoads will:

  (a) review and analyze the Debtors' business, operations,
      liquidity situation, assets and liabilities, financial
      condition and prospects;

  (b) monitor and track the uses of cash and the use of the
      budgets prepared by the Debtors;

  (c) analyze the Debtors' business plans, operating budgets and
      financial projections and assess the reasonableness of
      those plans, budgets and projections;

  (d) evaluate the Debtors' debt capacity prior and subsequent to
      the completion and commencement of operations of the
      Debtors' expanded hotel and casino resort complex;

  (e) analyze the Debtors' long-term financing needs and the
      various strategic alternatives to those long-term financing
      needs;

  (f) review and provide an analysis of any valuation of the
      Debtors or their assets;

  (g) review and provide an analysis of any proposed capital
      structure for the Debtors;

  (h) evaluate and assess the adequacy of any procedures proposed
      by the Debtors or their advisors with respect to the
      implementation of any proposed asset sales or divestitures
      and monitoring the execution of any of those procedures;

  (i) review and analyze the Debtors' existing capital structure
      and advise the Committee with respect to refinancing and
      restructuring alternatives to the existing indebtedness;

  (j) evaluate and analyze any proposed new financing for which
      the Debtors seek approval and advise the Committee with
      respect to the formulation of its positions with respect to
      any financing;

  (k) evaluate, analyze and valuate purchase offers received by
      the Debtors and advise the Committee with respect to the
      formulation of its positions with respect to any purchase
      offer;

  (l) advise the Committee and its counsel regarding financial,
      strategic and business issues concerning the Debtors and
      their Chapter 11 cases;

  (m) participate in negotiations with the Debtors and other
      parties-in-interest and advise the Committee and its
      counsel with respect to those negotiations;

  (n) monitor the status of construction of the Debtors' expanded
      hotel and casino resort complex and track the costs of the
      construction relative to budgets prepared by the Debtors or
      their advisors; and

  (o) provide other ancillary financial advisor services as the
      Committee or its counsel may from time to time reasonably
      request and that are customarily provided by financial
      advisors in similar situations.

Jeffrey R. Truitt, an officer of XRoads, discloses that his firm
will be paid a $10,000 monthly fee for the services XRoads will
render to the Committee.  The Monthly Advisory Fee for June 2008
will be prorated to June 23, 2008.

XRoads will also be reimbursed on the first business day of each
month for any actual and necessary out-of-pocket expenses it
incurs.  In addition, the Committee will seek to obtain approval
of payment of up to $3,500 in expenses for XRoads on a monthly
basis.

Mr. Truitt assures the Court that XRoads is a "disinterested
person," as that term is defined in Section 101(14) of the U.S.
Bankruptcy Code.

                      About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring over 75,000 square feet of casino
gaming space with more than 2,400 slot machines, over 70 tables
games, a 12,500-square foot salon dedicated to high limit gaming
and the largest live poker room in the metropolitan Detroit gaming
market.

Greektown Casino employs approximately 1,971 employees, and
estimates that it attracts over 15,800 patrons each day, many of
whom make regular visits to its casino complex and related
properties.  In 2007, Greektown Casino achieved a 25.6% market
share of the metropolitan Detroit gaming market.  Greektown Casino
has also been rated as the "Best Casino in Michigan" and "Best
Casino in Detroit" numerous times in annual readers' polls in
Detroit's two largest newspapers.

The company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No. 08-
53104).  Daniel J. Weiner, Esq., Michael E. Baum, Esq., and Ryan
D. Heilman, Esq., at Schafer and Weiner PLLC, represent the
Debtors in their restructuring efforts.  Judy B. Calton, Esq., at
Honigman Miller Schwartz and Cohn LLP, represents the Debtors as
their special counsel.  The Debtors chose Conway MacKenzie &
Dunleavy as their financial advisor, and Kurtzman Carson
Consultants LLC serves as the Debtors' claims, noticing, and
balloting agent.

When the Debtor filed for protection from its creditors, it listed
consolidated estimated assets and debts of $100 million to $500
million.  (Greektown Casino Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


HOVNANIAN ENTERPRISE: CDS Spread Highest Among Peers
----------------------------------------------------
An article at Seeking Alpha by Michael Shedlock, a registered
investment advisor representative for SitkaPacific Capital
Management, responds to questions about which homebuilder will
most likely file for bankruptcy after the fall of WCI Communities
Inc. this month.

Basing on credit market players' perception, Mr. Shedlock said
that Hovnanian Enterprises Inc., Beazer Homes  USA Inc., and
Lennar Corp. are now the top three candidates for bankruptcy.  
Five-year data from Bloomberg shows the cost of insuring the
credit risk of these companies are the highest in the industry.

   Company    Spread    Company       Spread    Company    Spread
    -------    ------   -------       ------    -------    ------
               (bps)                   (bps)                (bps)

Hovnanian     1,427.2  Meritage Homes   676.7   Ryland       442.6
Beazer Homes  1,158.1  Standard-Pacific 663.3   Pulte        325.0
Lennar          793.8  DH Horton        527.8   Toll         282.8
                       Centex           470.8   MDC Holdings 160.8
                       KB homes 447.5

Mr. Shedlock notes that in December 2007, Standard Pacific was the
least likely to go bankrupt.

Gretchen Morgenson in a July 2008 International Herald Tribune
article states that the CDS market is one of the hottest
investment arenas nowadays.  She said in a February 2008 article
that the market for these securities has grown from $900 billion
since 2000 to more than $45.5 trillion this year.

While CDS is considered a large market, lack of disclosure rules,
however, makes it an obscure market.  This may change shortly,
though.  According to Ms. Morgenson, the Financial Accounting
Standards Board has suggested a list of disclosures to help
investors understand the financial implications for companies that
have sold credit default swaps.  The disclosure requirements will
be effective in financial statements for fiscal years that end
after Nov. 15, 2008.

The deadline may "ensnare some of the biggest U.S. brokerage firms
with fiscal years ending in November -- Lehman Brothers, Morgan
Stanley and Goldman Sachs," according to Ms. Morgenson.

                        About Beazer Homes

Headquartered in Atlanta, Beazer Homes USA Inc., (NYSE: BZH) --
http://www.beazer.com/-- is a single-family homebuilder with     
operations in Arizona, California, Colorado, Delaware, Florida,
Georgia, Indiana, Kentucky, Maryland, Nevada, New Jersey, New
Mexico, New York, North Carolina, Ohio, Pennsylvania, South
Carolina, Tennessee, Texas, Virginia and West Virginia.  The
company also provides mortgage origination and title services to
its homebuyers.

                        About Lennar Corp.

Based in Miami, Fla., Lennar Corporation (NYSE: LEN and LEN.B) --
http://www.lennar.com/-- builds affordable, move-up and   
retirement homes primarily under the Lennar brand name.  Lennar's
Financial Services segment provides primarily mortgage financing,
title insurance and closing services for both buyers of the
company's homes and others.

                  About Hovnanian Enterprises

Hovnanian Enterprises Inc. (NYSE: HOV) -- http://www.khov.com/--    
founded in 1959 by Kevork S. Hovnanian, chairman, is headquartered
in Red Bank, New Jersey.  The company is one of the nation's
largest homebuilders with operations in Arizona, California,
Delaware, Florida, Georgia, Illinois, Kentucky, Maryland,
Michigan, Minnesota, New Jersey, New York, North Carolina, Ohio,
Pennsylvania, South Carolina, Texas, Virginia and West Virginia.

Hovnanian Enterprises, Inc. is a member of the Public Home
Builders Council of America (PHBCA) -- http://www.phbca.org/-- a    
nonprofit group devoted to improving understanding of the business
practices of America's largest publicly-traded home building
companies, the competitive advantages they bring to the home
building market, and their commitment to creating value for their
home buyers and stockholders.  The PHBCA's 14 member companies
build one out of every five homes in the United States.

At April 30, 2008, the company's consolidated balance sheet showed
$3.96 billion in total assets, $3.07 billion in total liabilities,
$38.6 million in minority interest from inventory not owned,
$1.4 million in minority interest from consolidated joint
ventures, and $850.2 million in total stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on June 12, 2008,
Fitch Ratings affirmed Hovnanian Enterprises Inc.'s 'B-' Issuer
Default, 'CCC/RR6' Senior subordinated notes, and 'CCC-/RR6'
Series A perpetual preferred stock ratings.  HOV's Rating Outlook
remains Negative.


JAMES HARRINGTON: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: James Samuel Harrington
        Eileen Claire Harrington (Joint Debtor)
        c/o Sacha Ross, Esq.
        Grimes Goebel et al., P.L.
        1023 Manatee Ave. West
        Bradenton, FL 34205
        Tel: (941) 748-0151

Bankruptcy Case No.: 08-11809

Chapter 11 Petition Date: Aug. 5, 2008

Court: Middle District of Florida (Tampa)

Debtor's Counsel: Sacha Ross, Esq.
                  Grimes Goebel Grimes Hawkins, etal
                  1023 Manatee Avenue West
                  Bradenton, FL 34205
                  941-748-0151
                  Fax : 941-748-0158
                  http:sross@grimesgoebel.com

Estimated Assets: $500,000 to $1 million

Estimated Debts: $1 million to $10 million

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


J & P ANDERSON: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: J & P Anderson Enterprises Inc.
        dba Kwik Dry Clean Super Center on 3040
        4213 O'Hare Dr.
        Mesquite, TX 75150

Bankruptcy Case No.: 08-42076

Chapter 11 Petition Date: Aug. 4, 2008

Court: Eastern District of Texas (Sherman)

Debtor's Counsel: Daniel C. Durand, III, Esq.
                  Durand & Associates, P.C.
                  522 Edmonds, Suite 101
                  Lewisville, TX 75067
                  Tel: (972) 221-5655
                  Email: bankruptcy@durandlaw.com

Estimated Assets: $1 million to $10 million

Estimated Debts: $1 million to $10 million

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/txeb08-42076.pdf


KIK CUSTOM: Moody's Junks Corporate Family Rating to Caa1 from B2
-----------------------------------------------------------------
Moody's Investors Service lowered the ratings of KIK Custom
Products Inc.'s including the Corporate Family Rating and
Probability of Default rating to Caa1 from B2.  In addition,
Moody's lowered KIK's 1st lien debt, including its $55 million
revolving credit facility and $410 million term loan to B3 from B1
and its $235 million 2nd lien term loan to Caa2 from Caa1.  The
rating outlook is stable.  These rating actions conclude KIK's
review for possible downgrade initiated on March 24, 2008.

The downgrade reflects the significant financial underperformance
of the company due to the challenges of a potential new entrant in
the bleach market as well as escalating raw material costs.
Somewhat mitigating substantial concerns regarding the
deterioration in fundamental value are several actions taken by
the company to enhance liquidity and reduce the competitive
threat.  A $10 million equity contribution from its existing
equity investors, a sale leaseback of a production facility
raising $27 million in proceeds and an asset exchange and non-
compete agreement with the potential bleach entrant alleviate
immediate concerns regarding KIK's liquidity.  In Moody's view,
while the equity contribution is modest, this may provide the
company enough opportunity to improve performance, (mostly through
price increases and cost savings) such that EBITDA is sufficient
to meet capital and debt service requirements albeit still
perceptibly behind original expectations.  Notably, the company
has limited margin for error, given the significant cash
requirements for interest expense and ongoing restructuring
efforts.  While cash flow will be very constrained over the near
term, over time, the company could begin to generate free cash
flow as a result of price increases, the more modest competition
going forward, the ongoing trend among KIK's consumer product
customers to outsource manufacturing as well as the increase in
demand from its large retailer customers for private label
products.

Rating actions are:

  -- $55 million senior secured revolving credit facility due
     2013, downgraded to B3 (LGD3, 34%);

  -- $410 million first lien senior secured term loan due 2014,   
     downgraded to B3 (LGD3, 34%);

  -- $235 million second lien senior secured term loan due 2014,  
     downgraded to Caa2 (LGD5, 81%);

  -- Corporate family rating downgraded to Caa1;

  -- Probability-of-default rating downgraded to Caa1;

Headquartered in Ontario, Canada, KIK Custom Products Inc.
manufactures a variety of household cleaning, personal care, over-
the-counter ("OTC") and prescription drug product lines. The
private label bleach business ("Classic Segment") manufactures
retail-branded bleach and other household liquid cleaners for a
wide variety of supermarket companies and other mass
merchandisers, while the contract manufacturing business ("Custom
Segment") primarily produces aerosol and liquid products for
leading branded consumer product companies.


LAKEVIEW DEVELOPMENT: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Lakeview Development Partners L.P.
        Suite 201, 123 W. Main Street
        Grand Prairie, TX 75050

Bankruptcy Case No.: 08-43569

Chapter 11 Petition Date: August 4, 2008

Court: Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtor's Counsel: Lynda L. Lankford
                  Forshey & Prostok LLP
                  777 Main Street, Ste. 1290
                  Fort Worth, TX 76102
                  Tel: (817) 878-2022
                  Fax: (817) 877-4151
                  Email: llankford@forsheyprostok.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

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


LENNAR CORP: CDS Spread Among Industry's Top Three
--------------------------------------------------
An article at Seeking Alpha by Michael Shedlock, a registered
investment advisor representative for SitkaPacific Capital
Management, responds to questions about which homebuilder will
most likely file for bankruptcy after the fall of WCI Communities
Inc. this month.

Basing on credit market players' perception, Mr. Shedlock said
that Hovnanian Enterprises Inc., Beazer Homes  USA Inc., and
Lennar Corp. are now the top three candidates for bankruptcy.  
Five-year data from Bloomberg shows the cost of insuring the
credit risk of these companies are the highest in the industry.

   Company    Spread    Company       Spread    Company    Spread
    -------    ------   -------       ------    -------    ------
               (bps)                   (bps)                (bps)

Hovnanian     1,427.2  Meritage Homes   676.7   Ryland       442.6
Beazer Homes  1,158.1  Standard-Pacific 663.3   Pulte        325.0
Lennar          793.8  DH Horton        527.8   Toll         282.8
                       Centex           470.8   MDC Holdings 160.8
                       KB homes 447.5

Mr. Shedlock notes that in December 2007, Standard Pacific was the
least likely to go bankrupt.

Gretchen Morgenson in a July 2008 International Herald Tribune
article states that the CDS market is one of the hottest
investment arenas nowadays.  She said in a February 2008 article
that the market for these securities has grown from $900 billion
since 2000 to more than $45.5 trillion this year.

While CDS is considered a large market, lack of disclosure rules,
however, makes it an obscure market.  This may change shortly,
though.  According to Ms. Morgenson, the Financial Accounting
Standards Board has suggested a list of disclosures to help
investors understand the financial implications for companies that
have sold credit default swaps.  The disclosure requirements will
be effective in financial statements for fiscal years that end
after Nov. 15, 2008.

The deadline may "ensnare some of the biggest U.S. brokerage firms
with fiscal years ending in November -- Lehman Brothers, Morgan
Stanley and Goldman Sachs," according to Ms. Morgenson.

                        About Beazer Homes

Headquartered in Atlanta, Beazer Homes USA Inc., (NYSE: BZH) --
http://www.beazer.com/-- is a single-family homebuilder with     
operations in Arizona, California, Colorado, Delaware, Florida,
Georgia, Indiana, Kentucky, Maryland, Nevada, New Jersey, New
Mexico, New York, North Carolina, Ohio, Pennsylvania, South
Carolina, Tennessee, Texas, Virginia and West Virginia.  The
company also provides mortgage origination and title services to
its homebuyers.

                  About Hovnanian Enterprises

Hovnanian Enterprises Inc. (NYSE: HOV) -- http://www.khov.com/--    
founded in 1959 by Kevork S. Hovnanian, chairman, is headquartered
in Red Bank, New Jersey.  The company is one of the nation's
largest homebuilders with operations in Arizona, California,
Delaware, Florida, Georgia, Illinois, Kentucky, Maryland,
Michigan, Minnesota, New Jersey, New York, North Carolina, Ohio,
Pennsylvania, South Carolina, Texas, Virginia and West Virginia.

Hovnanian Enterprises, Inc. is a member of the Public Home
Builders Council of America (PHBCA) -- http://www.phbca.org/-- a    
nonprofit group devoted to improving understanding of the business
practices of America's largest publicly-traded home building
companies, the competitive advantages they bring to the home
building market, and their commitment to creating value for their
home buyers and stockholders.  The PHBCA's 14 member companies
build one out of every five homes in the United States.

                        About Lennar Corp.

Based in Miami, Fla., Lennar Corporation (NYSE: LEN and LEN.B) --
http://www.lennar.com/-- builds affordable, move-up and   
retirement homes primarily under the Lennar brand name.  Lennar's
Financial Services segment provides primarily mortgage financing,
title insurance and closing services for both buyers of the
company's homes and others.

                          *     *     *

As reported in the Troubled Company Reporter on June 11, 2008,
Moody's Investors Service lowered all of the ratings of Lennar
Corporation, including its corporate family rating to Ba3 from Ba1
and the ratings on its various issues of senior unsecured notes to
Ba3 from Ba1.  At the same time, a speculative grade liquidity
rating of SGL-2 was assigned.  The ratings outlook remains
negative.


LEVEL 3 FINANCING: DBRS Assigns 'B(low)' Issuer Rating
------------------------------------------------------
DBRS assigned an Issuer Rating of B(low) to Level 3 Financing
Inc., a wholly-owned finance subsidiary of Level 3 Communications
Inc.  Additionally, DBRS has assigned recovery and instrument
ratings to both Level 3 Financing and Level 3s specific debt
instruments.  The changes in the instrument ratings result from
the application of DBRSs new Leveraged Finance rating methodology.

The Positive trend reflects DBRSs expectation that further
realization of the company's integration efforts  following a
number of acquisitions over the past couple of years  and the
expectation of positive free cash flow should lead to a stronger
credit profile for Level 3 over the next 12 to 18 months.  
Specifically, this expectation is based on more predictable gross
margins of 57% currently and potentially improving toward 60%,
improved EBITDA margins of 21.6% currently heading toward the mid-
20% range over time and, after many years of free cash flow
deficits, the generation of free cash flow.

The company's Issuer Rating of B(low), which is consistent with
DBRSs previous view of the company's implied Issuer Rating, is
based on three factors.  Firstly, the company has achieved
additional scale as a result of its acquisitions. This has served
to: (a) expand the company's presence further in metropolitan area
markets which align well with its significant long haul network
and capabilities; (b) expand its focus to enterprise customers;
and (c) diversify its revenue base across product line as well as
geography with its enhanced European presence. As a result, the
company's EBITDA has grown significantly (over $1 billion expected
for 2008) and should further strengthen as it unlocks its
operational leverage.

Secondly, DBRS continues to expect that Level 3 is well-positioned
to generate positive free cash flow for the first time on an
annual basis in 2009. Thirdly, this free cash flow along with the
company's current liquidity of $666 million at June 30, 2008,
should more than cover its 2009 maturities and better position the
company to handle its steady amount of debt that matures over the
2009 to 2014 timeframe.

Despite these factors, DBRS continues to acknowledge that Level 3
will continue to face challenges over the medium term. These
continue to include: (a) further integration risks, although the
company appears to be well on its way to rectifying previously
stated integration issues in conjunction with good progress on its
plan to complete the consolidation of its operating and billings
systems (Project Unity); (b) a highly competitive operating
environment as its acquisitions have positioned the company into
areas that are more competitive with incumbent telcos and service
aggregators; and (c) a sizable revenue mix of voice services
(roughly one-third of its core communications revenue).

DBRS notes that of its voice services, the wholesale portion is
managed for its incremental gross margin contribution (30%)
despite this service largely being commoditized.  The other
portion is local and enterprise voice service which is sold along
with other enterprise services that collectively contribute strong
incremental gross margins of 80%.

DBRS has simulated a default scenario for Level 3 in order to
analyze potential recovery for various debt classes in the event
of default.  DBRS has stressed Level 3 under such a scenario
whereby, under certain assumptions, it could potentially default
on its debt obligations over the 2009 to 2011 timeframe.  This
default scenario results in a decline in EBITDA to a point that is
42% lower at the end of 2011 than the EBITDA for the twelve months
period ending June 30, 2008.

Additionally, the implied EBITDA multiple has been discounted by
over 2.0 times to 5.0 times for the base case.  The resulting
valuation assumes a total enterprise value of $3.4 billion under
the base case, which is nearly 50% below the current implied
enterprise value of $6.7 billion.

At a distressed valuation level, DBRS believes the Senior Secured
Credit Facility has outstanding prospects for full recovery of
100%.  As such, DBRS has assigned this debt a recovery rating of
RR1 and an instrument rating of BB(low), three notches above Level
3 Financings B(low) Issuer Rating.  DBRS notes that even in the
worst case valuation scenario where the enterprise value plummets
by 54% versus the current enterprise value, the senior secured
lenders should experience full recovery.

Level 3 Financings Senior Unsecured Notes have a meaningful
recovery after the secured creditors have been paid.  As such, the
recovery rating on these unsecured notes is RR3 and assumes a Good
recovery that ranges between 50% to 70%.  As such, this debt is
rated B or one notch above Level 3 Financings B(low) Issuer
Rating.

Level 3s Senior Unsecured Notes and Convertible Senior Notes have
been assigned a recovery rating of RR6 given their Poor recovery
prospects of 0%.  This debt is rated CCC, two notches below Level
3 Financings B(low) Issuer Rating.  DBRS notes that this debt is
inherently superior relative to Level 3s Subordinated Notes.  
Level 3s Subordinated Notes have been assigned a recovery rating
of RR6 given their Poor recovery prospects of 0%.  This debt is
also rated CCC, two notches below Level 3 Financings B(low) Issuer
Rating.

DBRS believes that Level 3 has the ability to improve its B(low)
Issuer Rating given improvements in both its business and
financial risk profile with gross debt-to-EBITDA possibly
improving to below 5.5 times in 2009 from 7.27 times currently.  
However, should any of its current operational issues persist or
become protracted or demand not materialize as expected, this
could lead to a removal of its Positive trend and/or possibly even
pressure its current ratings.


MASONITE CORP: Moody's Cuts Debt Ratings to Caa1, Concludes Review
------------------------------------------------------------------
Moody's Investors Service has downgraded various Masonite
Corporation's debt ratings, including its CFR from B3 to Caa1.  
The outlook is negative.  This concludes the review for possible
downgrade initiated on July 9, 2008.

The downgrade results from the expectation that business
conditions are likely to remain weak over the intermediate
horizon, leading to financial pressure, and the deterioration of
credit metrics.  Additionally, the company's negotiations with its
bank group to address breached debt covenants remain unresolved at
this time.  Weakening business conditions, limit the company's
negotiating options.  The company's position would likely benefit
if KKR, its equity sponsor, were to provide meaningful equity
support.

These debt ratings have been downgraded:

  -- Corporate family rating, downgraded to Caa1 from B3;

  -- Probability of default rating, downgraded to Caa2 from B3;

These ratings have been affirmed and assessments changed:

  -- $1,172 million Gtd. Sr. Sec. Term Loan due 2013, affirmed at
     B2.  LGD assessment changed to LGD2, 22% from LGD3, 33%;

  -- $350 million Gtd. Sr. Sec. Revolver due 2011, affirmed at B2.
     LGD assessment changed to LGD2, 22% from LGD3, 33%;

  -- Speculative grade liquidity rating, is affirmed at SGL-4.

The senior secured credit facility was affirmed and as a result is
now rated two notches higher than the company's CFR to reflect its
senior status in the event of bankruptcy and its anticipated
recovery in a default scenario.  The downgrade in the company's
probability of default rating reflects the view that the ongoing
weakness in the homebuilding and remodeling slowdown has raised
the probability that the company will default during this
downturn.  The CFR and the notching are primarily a result of the
company's capital structure and are tiered to reflect anticipated
recovery by debt class in the event of default per Moody's LGD
rating methodology.  The LGD rate has been changed to 40% from
50%. Anticipated recovery estimates consider both the company's
capital structure and the value of the company's business/assets.

The negative outlook results from the company's ongoing weak cash
generation, and unresolved covenant violations.

Masonite is headquartered in Ontario, Canada.  The company is a
leading global manufacturer of doors and door components with
customers in over 70 countries and manufacturing facilities in 18
countries in North America, Europe, Latin America, Asia and
Africa.  Revenues for the trailing twelve month period ended
March 31, 2008 were approximately $2.1 billion.


NEW CENTURY: Fitch Keeps Junk Ratings on 11 Classes
---------------------------------------------------
Fitch Ratings has taken these rating actions on one New Century
second lien transaction. Downgrades total $107 million.

New Century 2006-S1
  -- $48 million class A1 downgraded to 'CCC/DR2' from 'B';
  -- $25.7 million class A-2A downgraded to 'CCC/DR2' from 'B';
  -- $33.1 million class A-2B downgraded to 'CCC/DR2' from 'B';
  -- $0.0 class M-1 remains at 'C/DR6';
  -- $0.0 class M-2 remains at 'C/DR6';
  -- $0.0 class M-3 remains at 'C/DR6';
  -- $0.0 class M-4 remains at 'C/DR6';
  -- $0.0 class M-5 remains at 'C/DR6';
  -- $0.0 class M-6 remains at 'C/DR6'.
  -- $0.0 class M-7 remains at 'C/DR6';
  -- $0.0 class M-8 remains at 'C/DR6';

Deal Summary
  -- Originators: 100% New Century;
  -- 60+ day Delinquency: 33.4%;
  -- Realized Losses to date (% of Original Balance): 37.8%;
  -- Expected Remaining Losses (% of Current Balance): 22%;
  -- Cumulative Expected Losses (% of Original Balance): 45.7%.

The rating actions are based on deterioration in the relationship
between credit enhancement and expected losses and reflect
continued poor loan performance and home price weakness.  Minimum
LCR's specifically for subprime second lien transactions are as
follows: AAA: 2.00; AA: 1.75; A: 1.50; BBB: 1.30; BB 1.10; B:
1.00.


ONEBEACON US: A.M. Best Assigns 'bb+' Rating on Preferred Stock
---------------------------------------------------------------
A.M. Best Co. has assigned indicative ratings of "bbb" on senior
debt, "bbb-" on subordinated debt and "bb+" on preferred stock and
trust preferred securities to OneBeacon Insurance Group, Ltd.
(Bermuda) and OneBeacon U.S. Holdings, Inc.'s (Wilmington, DE)
(formerly Fund American Companies, Inc.), recently filed
$1 billion universal shelf registration.  

OneBeacon, Ltd. is the ultimate holding company for OneBeacon U.S.
Holdings.  White Mountain Insurance Group, Ltd. (Bermuda) owns
75.1% (as of June 30, 2008) of OneBeacon, Ltd.  The outlook
assigned to the above ratings is stable.

The indicative ratings reflect the manageable financial leverage
of OneBeacon, Ltd, with debt-to-total capital of 32% through
second quarter 2008 and coverage ratios over a three-year period
that support the assigned debt ratings.  Furthermore, the ratings
reflect the group's improved operating performance over a five-
year period and favorable capitalization.

The operating companies of OneBeacon, Ltd. are consolidated under
the OneBeacon Insurance Group (Canton, MA).  OneBeacon Group's
financial strength rating of A(Excellent) and issuer credit
ratings of "a" are unchanged, and the outlook is stable.

These indicative shelf ratings have been assigned:

OneBeacon U.S. Holdings, Inc. and OneBeacon Insurance Group, Ltd.:
  -- "bbb" on senior unsecured debt
  -- "bbb-" on subordinated debt
  -- "bb+" on preferred stock

OneBeacon U.S. Holdings Trust I, II and III:
  -- "bb+" on preferred securities


PDK INVESTMENT: Case Summary & 10 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: PDK Investment Group, LLC
             PO Box 81228
             Atlanta, GA 30366

Bankruptcy Case No.: 08-75143

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
F&S Lofts, LLLP                                    08-75139

Type of Business: Single Asset Real Estate as defined in
                  11 U.S.C. Sec. 101 (51B)

Chapter 11 Petition Date: Aug. 5, 2008

Court: Northern District of Georgia (Atlanta)

Debtor's Counsel: M. Denise Dotson, Esq.
                  Jones & Walden, LLC
                  21 Eighth Street, NE
                  Atlanta, GA 30309
                  Tel: (404) 564-9300
                  Fax: (404) 564-9301
                  Email: ddotson@joneswalden.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

PDK Investment Group, LLC's 10 Largest Unsecured Creditors:

   Entity                        Nature of Claim     Claim Amount
   ------                        ---------------     ------------

Charles K. Schmandt Architect                        $325,000
5522 New Peachtree Rd, Suite 122
Chamblee, GA 30341

CKS Management Co.                                   $175,000
5522 New Peachtree Roa, Suite 122
Chamblee, GA 30341

Craig Design Group                                   $65,110
Attn: Patrick Craig
12101 Ashford Gables Drive
Atlanta, GA 30338

DeKalb Co. Tax                  2008 Real Estate     $58,801
Commissioner                    Taxes
120 West Trinity Place
Decatur, GA 30030

Hanover Insurance Group                              $2,725
Williams, Turner & Mathis, Inc.
P.O. Box 450289
Atlanta, GA 31145

JM Wilkerson Construction                            $2,108,978
Attn: Jim Wilkerson
1734 Sands Place
Marietta, GA 30067

Kilpatrick Stockton                                  $16,253
Attn: T. Hairston Whitner
1100 Peachtree Street, Suite 2800
Atlanta, GA 30309

Mactec                                               $522,276
Attn: David Gorschel
1105 Lakewood Pkwy, Suite 300
Alpharetta, GA 30004

Robert and Co.                                       $15,685
Attn: B. Klutz                      
229 Peachtree St, NE
International Towers, Suite 2000
Atlanta, GA 30303

Terracon Consultants, Inc.                           $9,538
Attn: Scott Philips
2855 Premier Pkwy, Suite C
Duluth, GA 30097

A copy of F&S Lofts, LLLP's petition is available for free at:

      http://bankrupt.com/misc/ganb08-75139.pdf


POLAR MOLECULAR: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Polar Molecular Corp.
        4610 South Ulster, Suite 150
        Denver 80237

Bankruptcy Case No.: 08-21608

Type of Business: Fuel Additive Company

Chapter 11 Petition Date: Aug. 4, 2008

Court: District of Colorado (Denver)

Debtor's Counsel: Garry R. Appel, Esq.
                  1917 Market St. Suite A
                  Denver, CO 80202
                  (303) 297-9800
                  Email: appelg@appellucas.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $1 million to $10 million

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


RESIDENTIAL CAPITAL: DBRS Keeps 'CCC' Rating with Negative Trend
----------------------------------------------------------------
DBRS commented on the second quarter 2008 results of Residential
Capital, LLC.  DBRSs CCC Issuer Rating for ResCap and Negative
trend remain unaffected.

This comment follows ResCaps earnings release, which indicates a
loss of $1.9 billion for the second quarter of 2008, representing
an approximate $1.0 billion increase from the previous quarter.  
Driving this quarters loss were increased loan provisioning,
realized losses on asset sales and an increase in reserves for
loan repurchases.

The ongoing weakness in the U.S. housing market and the difficult
operating environment continues to negatively impact ResCaps
performance.  Credit performance of the portfolio assets continued
to weaken, while house price declines increased loss severity,
driving higher loan loss provisions and other impairments.  During
the quarter, ResCap recorded $467 million in loan loss provisions
for its held for investment portfolio and $397 million of
impairment related to the value of its held for sale mortgage
portfolio.  The company was successful in selling non-conforming
assets, which generated substantial cash, however, resulted in
ResCap incurring approximately $1.0 billion of losses associated
with these sales.

DBRS recognizes that these transactions represent progress in
managements efforts to reduce the size of the company's balance
sheet.  Partially offsetting these aforementioned losses was a
gain of $647.0 million associated with the early retirement of
debt.  DBRS views this quarters loss as outsized, given the
company's reduced equity base and, in DBRSs opinion, the company
has limited ability to manage additional sizable losses.

While DBRS recognizes that the debt restructuring and the other
liquidity initiatives implemented during the quarter  combined
with support gained from GMAC and its shareholders have improved
ResCaps near-term liquidity profile, in DBRSs opinion the company
still faces very significant liquidity pressures.  Given the
current environment, DBRS views ResCaps ongoing business
fundamentals as weak, as ResCap continues to face pressures from
its legacy portfolios, the slowed U.S. housing market and the
difficult capital markets environment.


SPH ASSOCIATES: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: SPH Associates
        131 Davis Drive
        North Wales, PA 19454

Bankruptcy Case No.: 08-15018

Chapter 11 Petition Date: Aug. 5, 2008

Court: Eastern District of Pennsylvania (Philadelphia)

Debtor's Counsel: Stephen M. Hladik, Esq.
                  Kerns Pearlstine Onorato & Fath LLP
                  425 West Main Street
                  P.O. Box 29
                  Lansdale, PA 19446-0029
                  Tel: (215) 855-9521
                  Email: shladik@kernslaw.com

Estimated Assets: $0 to $50,000

Estimated Debts:  $1 million to $10 million

Debtor's Largest Unsecured Creditor:

   Entity                      Nature of Claim       Claim Amount
   ------                      ---------------       ------------
William R. Bingham and         446-450 North 6th     $1,414,000
Beverly Bingham                Street
410 Bayside Road
Bellingham, WA 98225


SPRINT NEXTEL: Incurs $344 Million Net Loss in 2008 2nd Quarter
---------------------------------------------------------------
Sprint Nextel Corp. reported Wednesday financial results for its
second quarter ended June 30, 2008.

The company recorded a net loss of $344.0 million in the second
quarter 2008, compared to net income of $19.0 million in the
second quarter 2007.  For the year-to-date period 2008 the company
reported a net loss of $849.0 million compared to a net loss of
$192.0 million in the year-to-date period 2007.

The second quarter 2008 and the year-to-date period 2008 net
losses were primarily due to decreases in  Wireless segment
revenue, while the year-to-date period 2007 loss was principally
due to increases in Wireless segment operating expenses, including
an increase in severance costs related to workforce reductions.

Net operating revenues decreased 11% to $9.06 billion in the
second quarter 2008 as compared to $10.16 billion in the second
quarter 2007 and decreased 9% to $18.39 billion in the year-to-
date period 2008 from $20.26 billion in the year-to-date period
2007, reflecting the continuing decline in revenues from the
company's Wireless segment, due to declines in the average revenue
per subscriber and a decrease in the number of wireless
subscribers.

Wireless Service revenue totaled $7.01 billion for the second
quarter 2008 and $14.13 billion for the year-to-date period 2008
and $7.90 billion for the second quarter 2007 and $15.71 billion
for the year-to-date period 2007.

             Adjusted Net Income Before Amortization

Adjusted net income before amortization, which removes the effects
of special items and non-cash amortization expense, was
$163.0 million in the second quarter 2008 compared to
$719.0 million in the second quarter 2007.

In the second quarter 2008 and 2007, the company recorded
severance, exit costs and asset impairment charges of
$64.0 million, net of tax, and $52.0 million, net of tax,
respectively.

In the second quarter 2008 and 2007, the company recorded merger
and integration costs of $27.0 million, net of tax and
$100.0 million, net of tax, respectively.  All merger costs are
related to the Sprint-Nextel merger and/or the PCS Affiliates and
Nextel Partners˙ acquisitions.

               Free Cash Flow/Capital Expenditures

For the quarter, free cash flow was $11.0 million compared to
$183.0 million in the second quarter of 2007.  Free Cash Flow in
the quarter was impacted by sequential deceleration in spending
levels as well as the timing of cash outlays and receipts.  

Capital expenditures decreased $821.0 million to $2.57 billion in
the first six months 2008 compared to $3.39 billion in the first
six months of 2007 primarily due to reduced spending in the
company's Wireless segment.  This was partially offset by an
increase in expenditures relating to FCC licenses of
$210.0 million.

                     Net Debt/Total Liquidity

Net Debt at the end of the period was $19.48 billion, consisting
of total debt of $22.98 billion, offset by cash and marketable
securities of $3.50 billion.  The company used $1.25 billion in
cash in the second quarter to retire all of the 6.125% Senior
Notes due in November 2008.

As of June 30, 2008, the company had $3.50 billion of cash and
maintained approximately $1.20 billion of borrowing capacity under
its revolving credit facility.  Total liquidity was approximately
$4.70 billion.

                          Balance Sheet

At June 30, 2008, the company's consolidated balance sheet showed
$62.81 billion in total assets, $41.40 billion in total
liabilities, and $21.41 billion in total shareholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2008, are available for
free at http://researcharchives.com/t/s?307f

                       About Sprint Nextel
        
Sprint Nextel Corp. -- http://www.sprint.com/-- offers a           
comprehensive range of wireless and wireline communications
services bringing the freedom of mobility to consumers, businesses
and government users.  Sprint Nextel is widely recognized for
developing, engineering and deploying innovative technologies,
including two robust wireless networks serving about 52 million
customers at the end of the second quarter 2007; industry-leading
mobile data services; instant national and international walkie-
talkie capabilities; and a global Tier 1 Internet backbone.

                          *     *     *

As reported in the Troubled Company Reporter on May 26, 2008,
Fitch affirmed the Sprint Nextel Corporation's ratings, including
the company's 'BB+' Issuer default rating.  


RESIDENTIAL CAPITAL: DBRS Keeps 'CCC' Rating with Negative Trend
----------------------------------------------------------------
DBRS commented on the second quarter 2008 results of Residential
Capital, LLC.  DBRSs CCC Issuer Rating for ResCap and Negative
trend remain unaffected.

This comment follows ResCaps earnings release, which indicates a
loss of $1.9 billion for the second quarter of 2008, representing
an approximate $1.0 billion increase from the previous quarter.  
Driving this quarters loss were increased loan provisioning,
realized losses on asset sales and an increase in reserves for
loan repurchases.

The ongoing weakness in the U.S. housing market and the difficult
operating environment continues to negatively impact ResCaps
performance.  Credit performance of the portfolio assets continued
to weaken, while house price declines increased loss severity,
driving higher loan loss provisions and other impairments.  During
the quarter, ResCap recorded $467 million in loan loss provisions
for its held for investment portfolio and $397 million of
impairment related to the value of its held for sale mortgage
portfolio.  The company was successful in selling non-conforming
assets, which generated substantial cash, however, resulted in
ResCap incurring approximately $1.0 billion of losses associated
with these sales.

DBRS recognizes that these transactions represent progress in
managements efforts to reduce the size of the company's balance
sheet.  Partially offsetting these aforementioned losses was a
gain of $647.0 million associated with the early retirement of
debt.  DBRS views this quarters loss as outsized, given the
company's reduced equity base and, in DBRSs opinion, the company
has limited ability to manage additional sizable losses.

While DBRS recognizes that the debt restructuring and the other
liquidity initiatives implemented during the quarter  combined
with support gained from GMAC and its shareholders have improved
ResCaps near-term liquidity profile, in DBRSs opinion the company
still faces very significant liquidity pressures.  Given the
current environment, DBRS views ResCaps ongoing business
fundamentals as weak, as ResCap continues to face pressures from
its legacy portfolios, the slowed U.S. housing market and the
difficult capital markets environment.


SPRINT NEXTEL: DBRS Rates Proposed $3BB Preferred Shares 'BB'
-------------------------------------------------------------
DBRS has assigned the Sprint Nextel Corporation proposed issuance
of $3.0 billion of Cumulative Perpetual Convertible Preferred
Shares a rating of BB.  The trend is Negative.

This offering is being done by way of Rule 144a under the
Securities Act of 1933.  The shares will have an aggregate
liquidation preference of $1,000 per share for a total of
$3.0 billion and will be convertible into shares of Sprint Nextel
common stock.  The company also expects to grant the initial
purchasers a 30-day option to purchase up to 450,000 shares of
additional preferred shares.

DBRS expects the proceeds from this offering to be used for
general corporate purposes, which may include debt reduction.


SYNCORA GUARANTEE: Moody's Reviews B2 IFSR for Possible Upgrade
---------------------------------------------------------------
Moody's Investors Service placed the B2 insurance financial
strength ratings of Syncora Guarantee Inc. (formerly XL Capital
Assurance Inc.), Syncora Guarantee (U.K.) Ltd. and Syncora
Guarantee Re Ltd. (formerly XL Financial Assurance Ltd) on review
for possible upgrade.  In the same rating action, Moody's
confirmed the ratings of Syncora Holdings Ltd. (formerly Security
Capital Assurance Ltd.; preference shares at Ca) with a negative
outlook. Moody's also placed the ratings of Twin Reefs Pass-
Through Trust on review with direction uncertain.  The rating
action was prompted by SCA's announcement that it has closed on
the agreement with XL Capital Ltd providing for the termination,
elimination or commutation of certain reinsurance, guarantees and
other agreements with XL and its affiliates in return for a
payment by XL of $1.775 billion in cash and 8 million shares of XL
Class A ordinary shares.  SCA also announced it has closed on the
previously announced agreement with Merrill Lynch & Co., Inc. for
the termination of eight credit default swaps on ABS CDOs written
by SG in return for a $500 million cash payment to Merrill Lynch.
Prior to this rating action, the ratings of SG and SG Re were
under review with direction uncertain and the debt ratings of SCA
and Twin Reefs were under review for possible downgrade.

Moody's ratings on securities that are guaranteed or "wrapped" by
a financial guarantor are generally maintained at a level equal to
the higher of a) the rating of the guarantor (if rated at the
investment grade level), or b) the published underlying rating.
In accordance with current rating agency policy, after Moody's
June 20, 2008, rating action on XL Capital Assurance (now Syncora
Gurantee) and XL Financial Assurance (now Syncora Guarantee Re)
which lowered their ratings to below the investment grade level,
Moody's withdrew ratings on SG and SG Re-wrapped securities for
which there was no published underlying rating.  If the
guarantors' ratings subsequently move back into the investment
grade range or should the agency subsequently publish the
associated underlying rating, Moody's would reinstate previously
withdrawn ratings on those wrapped instruments.  For further
information please see Moody's published special comment entitled:
Assignment of Wrapped Ratings When Financial Guarantor Falls Below
Investment Grade (May 6, 2008).

According to Moody's, the review for possible upgrade on the
insurance financial strength ratings of SG and SG Re reflects the
significant improvement to SCA's capital adequacy position and
upward pressure on the ratings following the successful completion
of the aforementioned transactions with XL and Merrill Lynch.
However, Moody's stated that the insurance financial strength
ratings are likely to remain non-investment grade at the
conclusion of our rating review given the continued uncertainty
with respect to SCA's remaining mortgage-related exposures and
currently impaired franchise.

The confirmation of SCA's shelf and preference share ratings (with
a negative outlook) reflects the positive overall capital adequacy
implications associated with the Master Agreement and Merrill
Agreement and resulting upward pressure on the insurance financial
strength ratings.  However, in Moody's opinion, the credit profile
of the holding company has not benefited to the same degree.

The change in the direction of the rating review on Twin Reefs, to
review with direction uncertain, from review for possible
downgrade, reflects the potential for upward rating pressure based
on the improvement in the credit profile of the trust's underlying
securities (SG Re Series B preference shares), well as the
possibility that dividends on these underlying securities could be
omitted at some future date, which could result in a downgrade
from the current Caa2 rating.

The rating agency stated that SCA has announced that it expects to
record significant reserve charges on its mortgage-related
exposures during 2Q2008, including both second-lien RMBS and ABS
CDOs.  This reserving activity will result in both SG and SG Re
reporting negative statutory capital at quarter-end. However, the
transactions contemplated by the Master Agreement and the Merrill
Agreement will result in the companies having positive statutory
capital and result in a significant improvement in their capital
adequacy positions, in Moody's opinion.  In addition, SCA has
announced it has commuted its outbound reinsurance with RAM
Reinsurance Company Ltd and a portion of inbound reinsurance with
Financial Security Assurance Inc. (the remainder of which will be
moved from SG Re to SG).  SCA has also earmarked $820 million for
the purpose of commuting, terminating, amending or restructuring
existing agreements with certain CDS bank counterparties who have
signed the Master Agreement.

Moody's stated that the ratings review will focus on: 1) the risk-
adjusted capital adequacy positions of SG and SG Re; 2) further
clarity with respect to future preferred share dividend policy and
capacity; and 3) an assessment of SCA's franchise value and future
business prospects.

With respect to SCA's commutation agreement with Merrill, Moody's
stated that the negotiated settlement has some elements that are
typically associated with a distressed exchange, though such a
determination is ultimately a matter of judgment, and depends on
the specific circumstances of the guarantor as well as the amount
of the settlement compared to the economic value of the hedge.
Based on Moody's evaluation of these exposures, the settlement
amount represents a significant discount to the capital charges
applied in our model.

These ratings have been placed on review for possible upgrade:

Syncora Guarantee Inc.

  -- insurance financial strength at B2;

Syncora Guarantee (U.K.) Ltd.

  -- insurance financial strength at B2; and

Syncora Guarantee Re Ltd

  -- insurance financial strength at B2.

These ratings have been confirmed with a negative outlook:

Syncora Holdings Ltd.

  -- provisional rating on senior debt at (P)Caa3, provisional
     rating on subordinated debt at (P)Ca and preference shares at
     Ca.

These rating has been placed on review with direction uncertain:

Twin Reefs Pass-Through Trust

  -- contingent capital securities at Caa2.

Syncora Holdings Ltd. (formerly Security Capital Assurance Ltd) is
a Bermuda-domiciled holding company whose primary operating
subsidiaries, Syncora Gurantee Inc. (formerly XL Capital Assurance
Inc.) and Syncora Guarantee Re Ltd. (formerly XL Financial
Assurance Ltd), provide credit enhancement and protection products
to the public finance and structured finance markets throughout
the United States and internationally.


SYNTAX-BRILLIAN: Court Approves Greg Rayburn as Interim COO
-----------------------------------------------------------
Syntax-Brillian Corporation and its debtor-affiliates obtained
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ FTI Consulting and certain of its employees,
including Greg Rayburn as interim chief operating officer.

FTI Consulting is expected to provide services of:

   a) Mr. Rayburn, as chief executive officer of the Debtors; and

   b) certain other FTI Consulting employees namely: Kyle Boyle,
      Michael Tucker, Mary Ann Kaptain, Peter Keogh, Lance
      Peterson, Dan Brosious, Cecilia Yang and Brenden Brewer to
      act as temporary employees to the Debtor.

Mr. Rayburn and the temporary employees is expected to assist the
Debtors in operating on a day-to-day basis well as in evaluating
and implementing strategic and tactical options related to the
Debtors' businesses and in facilitating the proposed sale of
substantially all of the Debtors' assets.

Mr. Rayburn told the Court that FTI Consulting will be paid its
standard rates of:

   Professional                          Hourly Rates
   ------------                          ------------
   Senior Managing Directors             $525 - $715
   Directors/Managing Directors          $425 - $620
   Associates/Consultants                $235 - $440
   Administrative/Paraprofessionals      $100 - $180

Mr. Rayburn said that he and the temporary employees are not
entitled to direct compensation or bonuses from the Debtors, but
will continue to draw their salaries and receive benefits from FTI
Consulting.

Mr. Rayburn assured the Court that FTI Consulting is
"disinterested" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                 About Syntax-Brillian Corporation

Based in Tempe, Arizona, Syntax-Brillian Corporation (Nasdaq:BRLC)
-- http://www.syntaxbrillian.com-- manufactures and markets LCD  
HDTVs, digital cameras, and consumer electronics products include
Olevia(TM) brand high-definition widescreen LCD televisions and
Vivitar brand digital still and video cameras.  Syntax-Brillian is
the sole shareholder of California-based Vivitar Corporation.

The company and two of its affiliates -- Syntax-Brillian SPE,
Inc., and Syntax Groups Corp. -- filed for Chapter 11 protection
on July 8, 2008 (Bankr. D. Delaware Lead Case No.08-11409 through
08-11409.  Dennis A. Meloro, Esq., and Victoria Watson Counihan,
Esq., at Greenberg Traurig LLP, represent the Debtors in their
restructuring efforts.  The U.S. Trustee for Region 3 has
appointed five creditors to serve on an Official Committee of
Unsecured Creditors.

When the Debtors filed for protection against their creditors,
they listed total assets of $175,714,000 and total debts of
$259,389,000.


TAYLOR CAPITAL: Fitch Cuts Rating to 'BB' on Weakened Liquidity
---------------------------------------------------------------
Fitch Ratings has downgraded the ratings of Taylor Capital Group,
Inc. to 'BB' from 'BB+'.  At the same time, all ratings of TAYC
and its subsidiaries have been placed on Rating Watch Negative.  

Ratings downgraded, placed on Rating Watch Negative:

Taylor Capital Group, Inc.
  -- Long-term Issuer Default Rating to 'BB' from 'BB+'
  -- Individual to 'C/D' from 'C';

TAYC Capital Trust I
  -- Preferred stock to 'B+' from 'BB'.

Fitch has downgraded the long-term IDR of parent company TAYC to
'BB+' to reflect the weakened liquidity position and the parent's
increasing dependence on cash flows from the bank to make debt
service payments.  TAYC recently announced a $25 million loss in
the second quarter of 2008.  The loss was largely caused by a $49
million loan loss provision which was driven by further
deterioration in the company's residential construction loan
portfolio.  Given primary subsidiary Cole Taylor Bank's weakened
profitability and lower capital ratios, Fitch also notes the
bank's dividend capacity, without seeking regulatory approval, to
upstream dividends to TAYC to service holding company debt is
constrained.

In addition to the downgrade of the parent company and trust
preferred securities, Fitch has placed all ratings for TAYC and
its primary subsidiaries on Rating Watch Negative, signaling the
potential for further deterioration in asset quality, particularly
in exposures dependent upon residential real estate conditions.  
Fitch notes that TAYC has materially strengthened its credit risk
management staff, including loan review and special assets
administration.  The expanded, experienced team lends key support
to Cole Taylor Bank's ratings at this time.  Credit quality is
expected to remain pressured given a weakening economy.  However,
should asset quality deterioration escalate or require further
significant provisions, this would likely result in a downgrade in
ratings.

Contributing to Fitch's rating action is the net losses in the
first half of 2008 have significantly reduced the capital
position.  TAYC has announced plans to help bolster capital and
parent liquidity.  It has signed a non-binding letter of intent to
negotiate the sale of $50 million in noncumulative convertible
preferred stock of the parent company to an outside investor
group.  The lead outside investor would obtain seats on TAYC's
Board of Directors and membership on the Executive Committee of
the Board.  Execution of the agreement depends on the investor's
satisfactory completion of a due diligence review, as well as
regulatory and Board approval.  TAYC has also announced that Cole
Taylor Bank intends to issue up to $50 million of subordinated
debt in a private placement.  Management expects the preferred
stock and subordinated debt to be issued by the end of the third
quarter of 2008.

Neither the preferred stock nor the subordinated debt issuances
are assured.  Nonetheless, Fitch considers these developments
positively particularly given current, weakened capital levels.
The capital will help to provide TAYC with additional resources
and financial flexibility to resolve existing levels of problem
assets.  However, the inability to complete these transactions
would likely place further downward rating pressure.

TAYC management is making efforts to de-emphasize residential
construction lending in its business model in favor of commercial
and industrial lending.  To this end, management has hired a team
of experienced lenders from the former LaSalle Bank N.A. and is
booking a large volume of commercial loans.  Although this
initiative will help to diversify TAYC's loan portfolio over the
long-term, Fitch will monitor this loan growth in terms of the
additional pressure it may place on reserves, capital, and
funding.

Ratings placed on Rating Watch Negative:

Taylor Capital Group, Inc.
  -- Short-term IDR 'B';
  -- Support Rating '5';
  -- Support Floor 'NF';

Cole Taylor Bank
  -- Long-term IDR 'BB+';
  -- Long-term deposits 'BBB-';
  -- Short-term deposits 'F3';
  -- Individual 'C';
  -- Short-term IDR 'B';
  -- Support Rating '5';
  -- Support Floor 'NF'.


THROWER & THROWER: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Thrower & Thrower Inc.
        5409 North Shepherd Drive
        Houston, TX 77091-5739

Bankruptcy Case No.: 08-35013

Chapter 11 Petition Date: Aug. 4, 2008

Court: Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Margaret Maxwell McClure, Esq.
                  909 Fannin, Suite 3810
                  Houston, TX 77010
                  Tel: (713) 659-1333
                  Fax: (713) 658-0334
                  Email: mccluremar@aol.com

Estimated Assets: Unknown

Estimated Debts: Unknown

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


TRIBUNE COMPANY: Closes Formation Agreement with Cablevision Unit
-----------------------------------------------------------------
On July 29, 2008, Tribune Company and Newsday Inc., a wholly-owned
subsidiary of the company, consummated the closing of the
Formation Agreement with CSC Holdings Inc., a Delaware
corporation, and NMG Holdings Inc., a wholly-owned subsidiary of
Cablevision Systems Corp., to form a new limited liability
company.   

As reported in the Troubled Company Reporter on May 14, 2008,
Cablevision Systems Corporation and Tribune Company disclosed a
definitive agreement to form a new partnership through which
Cablevision will acquire approximately 97% of Newsday Media Group.

Under the terms of the Formation Agreement, Tribune, through
Newsday and other wholly-owned subsidiaries, contributed certain
assets and related liabilities of the Newsday business, and NMG
Holdings contributed newly issued Senior Notes of Cablevision with
a fair market value of $650.0 million on the closing date.

Also on the closing date, Newsday LLC borrowed $650.0 million
under a new secured credit facility, and Tribune received
$630.0 million in cash from the proceeds of that financing (which
includes the $18 million of prepaid rent).  NMG Holdings also made
capital contributions of $35.0 million in cash to Newsday LLC to
pay certain transaction costs.

As a result of these transactions, CSC Holdings, through NMG
Holdings, owns approximately 97% and Tribune, through Newsday,
owns approximately 3% of the equity in Newsday LLC.  CSC Holdings
has operational control of Newsday LLC.  The Newsday Media Group
Assets were valued at $632.0 million in the transaction, and
Tribune also received $18.0 million at closing as prepaid rent
under certain leases of property used in the business, bringing
the total transaction value to $650.0 million.

The debt securities contributed by NMG Holdings have terms which
mirror Cablevision's 8% Senior Notes due 2012.  Under the
financing agreements for Newsday LLC, borrowings are guaranteed by
CSC Holdings, Newsday Holdings LLC and NMG Holdings and secured by
a lien on the assets of Newsday LLC, including the Cablevision
Senior Notes contributed by NMG Holdings.  Newsday LLC is
generally prohibited from using the proceeds received from any
repayment of the Cablevision Senior Notes contributed by NMG
Holdings to acquire non-publicly traded notes or debt instruments
of Cablevision or CSC Holdings, and Newsday LLC is required under
the financing agreements to maintain cash or cash equivalents or
publicly traded notes or debt instruments of Cablevision or CSC
Holdings with an aggregate principal amount that exceeds the then-
outstanding borrowings by Newsday LLC.

At any time after the tenth anniversary of the closing of the
transaction and prior to the thirteenth anniversary of the
closing, NMG Holdings has the right to purchase Newsday˙s entire
interest in Newsday LLC.  At any time after the thirteenth
anniversary of the closing and on or prior to the date that is six
months after such anniversary, Tribune has the right to require
NMG Holdings to purchase Newsday's entire interest in Newsday LLC.  
In either case, the purchase price will be the fair market value
of the interest.

         Tax Matters Agreement/Indemnification Agreement

On the closing date of the Formation Agreement, Tribune and CSC
Holdings entered into the Tax Matters Agreement pursuant to which,
among other things, CSC Holdings, NMG Holdings and Newsday LLC
agreed that they will indemnify Tribune for certain taxes incurred
by Tribune if, prior to Jan. 1, 2018, Newsday LLC sells or
otherwise disposes of the Newsday Media Group Assets contributed
by Tribune or fails to maintain outstanding indebtedness of
$650.0 million for the first three years after the closing date,
reducing to $530 million after the third year, and by $35 million
each year thereafter until Jan. 1, 2018 at which point such amount
is reduced to $0.   

On the closing date of the Formation Agreement,Tribune, CSC
Holdings and NMG Holdings also entered into the Indemnity
Agreement pursuant to which, among other things, Tribune agreed to
indemnify CSC Holdings and NMG Holdings with respect to any
payments that CSC Holdings or NMG Holdings make under their
guarantee of the Newsday LLC financing.  To the extent that
Tribune makes any indemnification payments to CSC Holdings or NMG
Holdings under the Indemnity Agreement, Tribune will be subrogated
to all rights of CSC Holdings or NMG Holdings, as applicable,
against Newsday LLC in respect of such indemnification payments.  

>From the closing date through the third anniversary of the closing
date, the maximum amount of potential indemnification payments is
$650.0 million.  After the third year, the Maximum Indemnification
Amount is reduced by $120.0 million, and each year thereafter by
$35.0 million until Jan. 1, 2018, at which point the Maximum
Indemnification Amount is reduced to $0.  

A full-text copy of the company's Formation Agreement, dated as of
May 11, 2008, is available for free at:

               http://researcharchives.com/t/s?307c

A full-text copy of the Tax Matters Agreement, dated as of
July 29, 2008, is available for free at:

               http://researcharchives.com/t/s?307a

A full-text copy of the Indemnity Agreement, dated as of July 29,
2008, is available for free at:

               http://researcharchives.com/t/s?307b            

                        About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Company (NYSE: TRB) --
http://www.tribune.com/-- is a media company, operating     
businesses in publishing, interactive and broadcasting.  It
reaches more than 80% of U.S. households and is the only media
organization with newspapers, television stations and websites in
the nation's top three markets.  In publishing, Tribune's leading
daily newspapers include the Los Angeles Times, Chicago Tribune,
Newsday (Long Island, New York), The Sun (Baltimore), South
Florida Sun-Sentinel, Orlando Sentinel and Hartford Courant.  The
company's broadcasting group operates 23 television stations,
Superstation WGN on national cable, Chicago's WGN-AM and the
Chicago Cubs baseball team.

Tribune Company's consolidated balance sheet at March 30, 2008,
showed total assets of $12.97 billion, total liabilities of
$14.63 billion, and common shares held by ESOP, net of unearned
compensation, of $10.7 million, resulting in a shareholders'
deficit of roughly $1.67 billion.

                          *     *     *

As reported in the Troubled Company Reporter on July 24, 2008,
Moody's Investors Service downgraded Tribune Company's Corporate
Family rating to Caa2 from B3, the Probability of Default rating
to Caa2 from B3,  concluding the review for downgrade initiated on
April 21, 2008.  Moody's also assigned an SGL-4 speculative-grade
liquidity rating.  The LGD point estimates were updated to reflect
the current mix of debt.  


VERTICAL ABS: Fitch Cuts Six Notes Ratings and Removes Neg. Watch
-----------------------------------------------------------------
Fitch downgraded and removed from Rating Watch Negative six
classes of notes issued by Vertical ABS CDO 2006-2, Ltd./Corp.  
These rating actions are effective immediately:

  -- $301,341,970 class A-S1VF notes to 'CCC' from 'BBB+';
  -- $52,000,000 class A1 notes to 'CC' from 'BBB-';
  -- $41,000,000 class A2 notes to 'CC' from 'BB';
  -- $26,724,567 class A3 notes to 'C' from 'B';
  -- $21,769,566 class B notes to 'C' from 'CCC';
  -- $5,304,125 class C notes to 'C' from 'CC'.

The downgrades are a result of significant credit deterioration
within the portfolio, specifically in subprime residential-
mortgage backed securities.

Vertical 2006-2 is a hybrid cash flow and synthetic structured
finance collateralized debt obligation that closed on June 20,
2006 and is managed by Vertical Capital, LLC.  Presently 84.6% of
the portfolio is comprised of 2005 through 2007 vintage U.S.
subprime RMBS, and 2.2% consists of 2005 through 2007 vintage U.S.
SF CDOs.

Since Fitch's last review of Vertical 2006-2 on Nov. 21, 2007,
approximately 92.2% of the portfolio has been downgraded and 9.8%
of the portfolio is currently on Rating Watch Negative.  91.5% of
the portfolio is now rated below investment grade, with 57% being
rated 'CCC+' and below.  Overall, 90.5% of the assets in the
portfolio now carry a rating below the rating assumed in Fitch's
November 2007 review.  The negative credit migration experienced
since the last review on Nov. 21, 2007 has resulted in the
weighted average rating factor declining to 'B-/CCC' from
'BBB/BBB-', as of the June 3, 2008 trustee report.

The significant collateral deterioration has caused the class A2
overcollateralization ratio to decline to 73.5%, relative to its
trigger of 108%.  This failure results in a diversion of interest
proceeds to the reserve account which reduces the remaining
unfunded facility commitment amount after paying class A2
interest.  The class B and C notes have been paying in kind,
whereby the principal balance of each class of notes has been
written up by the amount of interest owed, since November 2007
when the A3 OC test started failing its covenant.  The class A3
notes have been PIKing since February 2008 when the A2 OC test
began failing its covenant.  Fitch does not currently expect the
class A3, B and C notes to receive any interest or principal
payments going forward.

Fitch is reviewing its SF CDO approach and will comment separately
on any changes and potential rating impact at a later date.  Fitch
will continue to monitor and review this transaction for future
rating adjustments.

The ratings on the class A-S1VF, A1 and A2 notes address the
timely receipt of scheduled interest payments and the ultimate
receipt of principal as per the transaction's governing documents.   
The ratings on the class A3, B and C notes address the ultimate
receipt of interest payments and ultimate receipt of principal as
per the transaction's governing documents.


WCI COMMUNITIES: Shares Debut in Pink Sheets Amid NYSE Suspension
-----------------------------------------------------------------
WCI Communities, Inc.'s common stock began trading under the
symbol WCIMQ on the Pink Sheets August 5, 2008.  Pink Sheets is a
daily listing of bid and ask prices for over-the-counter stocks
not included in the daily OTC bulletin board.  Quotes can be found
at http://www.pinksheets.com/

NYSE Regulation, Inc. on August 4, 2008, determined that the WCI's
common stock should be suspended immediately.  This decision was
reached in view of the fact that the Company's August 4, 2008,
announcement that it and approximately 130 of its wholly-owned
subsidiaries had filed voluntary petitions to restructure their
debt and capital under Chapter 11 of the U.S. Bankruptcy Code in
the U.S. Bankruptcy Court in the District of Delaware in
Wilmington.

WCI said it has determined it will not request a hearing to appeal
the New York Stock Exchange's determination to suspend trading in,
and seek delisting of, WCI's common stock.

The New York Stock Exchange said application to the U.S.
Securities and Exchange Commission to delist the issue is pending
the completion of applicable procedures, as the Company will not
contest this determination.  NYSE Regulation noted that it may, at
any time, suspend a security if it believes that continued
dealings in the security on the NYSE are not advisable.

WCI said there is no assurance as to what values, if any, will be
ascribed in the chapter 11 cases as to the value of WCI's common
stock or any other WCI security.  Accordingly, the company urged
that caution be exercised with respect to existing and future
investments in its securities as the value and prospects are
highly speculative.

                       About WCI Communities

Headquartered in Bonita Springs, Florida, WCI Communities, Inc. --
http://www.wcicommunities.com/-- is a fully integrated  
homebuilding and real estate services company.  It has operations
in Florida, New York, New Jersey, Connecticut, Massachusetts,
Virginia and Maryland.  The company directly employs roughly 1,800
people, as well as roughly 1,800 sales representatives as
independent contract employees.

The company and 126 of its affiliates filed for Chapter 11
protection on Aug. 4, 2008 (Bankr. D. Del. Lead Case No.08-11643
through 08-11770).  Eric Michael Sutty, Esq., and Jeffrey M.
Schlerf, Esq., at Bayard, P.A, are the Debtors local bankruptcy
counsels.  Lazard Freres & Co. represents the Debtors as financial
advisors.  The Debtors selected Epiq Bankruptcy Solutions LLC as
their claims & notice agent.

When the Debtors filed for protection against their creditors,
they listed total assets of $2,178,179,000 and total debts of  
$1,915,034,000.

(WCI Communities  Bankruptcy News, Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000).


WCI COMMUNITIES: S&P Cuts Rating to 'D' After Bankruptcy Filing
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on WCI Communities Inc. to 'D' from 'CC' after the company
announced that it had voluntarily filed for relief under Chapter
11 of the U.S. Bankruptcy Code. Concurrently, we lowered our
ratings on $650 million of senior subordinate notes to 'D' from
'C' and withdrew our rating on a recently rated $375 million
second-lien note issue that ultimately was not sold.

The company reports that it has reached an agreement with its
principal secured lenders to gain access to more than $40 million
of cash to continue operating its business on an interim basis.
This Bonita Springs, Fla., residential developer also announced
that its lenders have offered to provide an additional $100
million of excess liquidity through a debtor-in-possession loan
facility.

RATINGS LOWERED

WCI Communities Inc.
                                Rating
                       To                 From

Corporate credit      D                  CC/Developing/--
Senior subordinated   D (recov rtg: 6)   C (recov rtg: 6)

RATING WITHDRAWN

WCI Communities Inc.
                                Rating
                       To                 From

Senior secured         NR                 C (recov rtg: 5)


WICHITA RENTALS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Wichita Rentals Inc.
        4806 Johnson Road
        Wichita Falls, TX 76310
        Tel: (940) 322-1199

Bankruptcy Case No.: 08-70315

Chapter 11 Petition Date: August 4, 2008

Court: Northern District of Texas (Wichita Falls)

Debtor's Counsel: John A. Leonard, Esq.
                  Leonard, Key & Key
                  900 Eighth St., Suite 320
                  P.O. Box 8385
                  Wichita Falls, TX 76307
                  Tel: (940) 322-5217
                  Email: lenbiz@rlklaw.net

Judge: Harlin DeWayne Hale
  
Estimated Assets: $1 million to $10 million

Estimated Debts: $1 million to $10 million

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


XL CAPITAL: Best Puts 'bb+' Rating on $500MM Preference Shares
--------------------------------------------------------------
A.M. Best Co. has assigned a debt rating of "bb+" to XL Capital
Ltd's (Cayman Islands) $500 million series C preference shares
issued in connection with the company's exercise of the put option
under its Mangrove Bay Pass Through Trust (Bermuda) contingent
capital facility.  The rating is under review with negative
implications.  Concurrently A.M. Best has withdrawn the debt
rating of "bb+" on Mangrove Bay's $500 million 6.102% trust
preferred shares.

These rating actions follow XL Capital's recently announced
capital action plan in response to its agreement with Syncora
Holdings Ltd. (fka Security Capital Assurance Ltd.).

On July 29, 2008, A.M. Best placed all XL Capital financial
strength, issuer credit and debt ratings under review with
negative implications.  The ratings will remain under review
pending the successful completion of the capital action plan
followed by A.M. Best's assessment of the SCA impact on XL
Capital's core business franchise and the containment of any
negative effects that may have occurred.


ZIFF DAVIS: CNET Wants 800 Jorie's Claim in Lease Dispute Denied
----------------------------------------------------------------
800 Jorie Blvd. LLC, as landlord, initiated a state action in the
Circuit Court of the Eighteenth Judicial Circuit, DuPage County,
Illinois against CNET Networks, Inc., Ziff Davis Publishing, Inc,
and Ziff Davis Media, Inc.

In its State Action, 800 Jorie sought $1,300,000 in damages for
CNET's and the Ziff Entities' alleged breach of a commercial
lease.  CNET is the successor to an original tenant, and the Ziff
Entities are the assignees of tenant's rights and obligors of
tenant's rental obligations.

Andrew R. Poyton, Esq., at Mulherin Rehfeldt & Varchetto PC, in
Wheaton, Illinois, states that on information and belief, 800
Jorie was not the owner of the commercial space located at 800
Jorie Boulevard pursuant to a lease agreement with 800 Jorie's
predecessor-in-interest, CEP Investors VI, L.P. and the Debtors.

Mr. Poyton points out that the Lease identified CEP Investors as
the "landlord" but did not mention 800 Jorie as the owner.  He
also adds that at no time has CNET been in actual physical
possession of the Premises.

In its complaint, 800 Jorie alleged that CNET assumed the
Debtors' obligations pursuant to a merger.  However, CNET denies
that it assumed all of the Debtors' obligations as a result of
the merger.

Mr. Poyton says that CNET does not even have knowledge of a
"Landlord's Five-Day Notice," which 800 Jorie allegedly mailed to
CNET.

CNET asserts that at no time did 800 Jorie serve it a notice of
default of lessee's obligations, nor demand for payment of any
rents or other amounts reported due under the Lease.  800 Jorie
asserted that CNET owes rental for six months, for $153,677.

Mr. Poyton also points out that 800 Jorie's counsel did not
believe CNET was responsible for any obligations due and owing
under the Lease, and dismissed CNET as a defendant on April 26,
2007.

Relying on its dismissal as defendant within the proceedings, and
because it did not receive the Landlord's Five-Day Notice, CNET
was induced to forego any attempts to mitigate the liability, Mr.
Poyton recounts.

Subsequently, 800 Jorie filed a second complaint, under which it
asserted damages against CNET for an amount exceeding those
sought in its Initial Complaint by $200,000, Mr. Payton tells the
Circuit Court.

Mr. Poyton tells Judge Burton Lifland that Ziff Davis Publishing,
Inc., has admitted that it is the true party-in-interest and only
party against which 800 Jorie can properly seek recourse.

Based on these reasons, CNET asks the Circuit Court to deny all
relief sought by 800 Jorie and award CNET its costs and expenses
incurred in answering the Complaint.

                  About Ziff Davis Media, Inc.

Headquartered in New York city, New York, Ziff Davis Media, Inc.
-- http://www.ziffdavis.com/-- and its affiliates are integrated     
media companies serving the technology and videogame markets.  
They are information services and marketing solutions providers of
technology media, including publications, Websites, conferences,
events, eSeminars, eNewsletters, custom publishing, list rentals,
research and market intelligence.  Their US-based media properties
reach over 22 million people per month at work, home and play.  
They operate in three segments: the Consumer Tech Group, which
includes PC Magazine and pcmag.com; the Enterprise Group, which
includes eWEEK and eweek.com, and the Game Group, which includes
Electronic Gaming Monthly and 1up.com.

The company and six debtor-affiliates filed for bankruptcy
protection on March 5, 2008 (Bankr. S.D.N.Y., Case No. 08-10768).  
Carey D. Schreiber, Esq. at Winston & Strawn, LLP represents the
Debtors in their restructuring efforts.  

The Court confirmed the Debtors' Second Amended Plan of
Reorganization on June 17, 2008.  (Ziff Davis Bankruptcy News,
Issue No. 17, Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstandor 215/945-7000)


* Best Takes Rating Actions on Various Mezzanine Notes
------------------------------------------------------
A.M. Best Co. has affirmed the debt ratings of "aaa" on various
senior notes with a stable outlook.  A.M. Best also has affirmed
the debt ratings of "a-" on various mezzanine notes, revising the
outlook to negative from stable.  Concurrently, A.M. Best has
downgraded the debt rating to "bb" from "bbb" on $16.0 Million
Floating Rate Class C Mezzanine Notes, due December 11, 2032.  The
outlook has been revised to negative from stable.

These rating actions were taken on a multi-tranche collateralized
debt obligation debt issuance co-issued by two bankruptcy remote
special purpose vehicles, I-Preferred Term Securities I, Ltd. and
I-Preferred Term Securities I, Inc.

The $191.5 million current principal balance of the rated notes
are collateralized by a pool of trust preferred securities,
surplus notes and secondary market securities, issued primarily by
small to medium-sized U.S. insurance entities.  The capital
securities are pledged as security to the notes.  Interest paid by
the issuers of the capital securities is the primary source of
funds to pay operating expenses of the issuer and interest on the
notes.  Repayment of the note principal will be funded primarily
from the redemption of the capital securities.  Since Dec. 4,
2007, the date on which capital securities could be prepaid
without penalty, prepayments totaling $134.0 million have reduced
the amount of capital securities in the pool to $217.0 million.

In addition, the Floating Rate Class A-1 Senior Notes due December
11, 2032 have been reduced to $37.5 million from $174.0 million
due to prepayments and payment diversions as prescribed by the
"waterfall".

Major considerations in rating the notes included collateral
default risk and associated recoveries; structural protection
through the "waterfall" and other mechanisms; counterparty swaps
protection; legal documentation; and ongoing monitoring of the
transaction.

Structural protection: Among the mechanisms used to protect note
holders are:

  -- a "waterfall" that determines the priority of interest and
     principal payments;

  -- note prepayments based on the senior and mezzanine coverage
     tests;

  -- a requirement that the most senior notes are amortized by an      
     amount equal to the defaults and deferrals of the capital
     securities by using cash flows that would otherwise go to the
     income notes;

  -- beginning in the 10th year, the requirement that the trustee
     solicits and accepts a bid on the capital securities if the
     senior and mezzanine notes can be fully retired from the
     proceeds;

  -- beginning in the 10th year, the diversion of 60% of the cash
     flow that would otherwise go to the income notes to the
     senior and mezzanine notes;

  -- the option to prepay the capital securities after a five-year
     non-callable period; and

  -- the option afforded to the income note holders to purchase
     defaulted or deferred capital securities.

The aggregate effect of these structural protection features is to
reduce the overall default risk of the rated notes.

A.M. Best's rating actions reflect stochastic modeling that takes
into consideration: (1) the reduced level of capital securities in
the pool; (2) the rating of the individual capital securities
remaining in the pool; 3) impact of defaulted securities, as
define by the transaction documents, of $17.5 million; and (4) the
revised subordination levels resulting from the termination of the
capital securities.

These debt ratings have been affirmed:

  -- "aaa" on $37.5 Million Floating Rate Class A-1 Senior Notes,
     due December 11, 2032

  -- "aaa" on $12.0 Million Fixed/Floating Rate Class A-2 Senior
     Notes, due December 11, 2032

  -- "aaa" on $24.0 Million Fixed/Floating Rate Class A-3 Senior
     Notes, due December 11, 2032

  -- "a-" on $40.6 Million Floating Rate Class B-1 Mezzanine
     Notes, due December 11, 2032

  -- "a-" on $33.2 Million Fixed/Floating Rate Class B-2 Mezzanine
     Notes, due December 11, 2032

  -- "a-" on $28.2 Million Fixed/Floating Rate Class B-3 Mezzanine
     Notes, due December 11, 2032

These debt rating has been downgraded:

  -- to "bb" from "bbb" on $16.0 Million Floating Rate Class C
     Mezzanine Notes, due December 11, 2032


* Fitch: Weak Economy to Worsen Dealer Floorplan ABS Performance
----------------------------------------------------------------
The weakened U.S. economy, declining dealership profitability
impacted by a stressed U.S. vehicle sales environment, and the
weak credit profiles of U.S. auto manufacturers will lead to
worsening asset performance of U.S. auto-related dealer floorplan
asset-backed securities during second half-2008, according to
Fitch Ratings.

Dealer floorplan ABS, including those supported by auto-related
receivables, has performed within expectations through the second
quarter-2008 in spite of the increased concerns, resulting in
rating affirmations on all outstanding dealer floorplan ABS
transactions, as per Fitch's recently completed comprehensive
portfolio review.

However, Senior Director Ravi Gupta says that the expected
continued financial weakness of U.S. auto manufacturers and
dealers may begin to manifest itself in a declining asset
performance outlook of auto-related dealer floorplan ABS.  
Particular stress may be experienced in monthly payment rates for
these transactions as an already weak new vehicle sales
environment may be further impacted by the expected curtailments
in retail vehicle lease financing programs offered by captive
finance companies of the major auto manufacturers.

'Rating volatility in the auto-related dealer floorplan sector
also has the potential to increase in the second half of this
year,' said Gupta.  'In contrast, diversified floorplan, or non-
auto related, receivables are expected to continue to demonstrate
rating stability despite weakness related to the softening U.S.
economy.'

Fitch's new research report provides an overview and further
details on the U.S. floorplan ABS sector resulting from the annual
portfolio review and provides commentary on the lifetime
performance of 18 outstanding transactions rated by Fitch totaling
approximately $23.9 billion.  Additionally, the report provides an
overview of dealer floorplan mechanics, describes key performance
variables, and summarizes performance trends through May 2008.

Fitch conducts is dealer floorplan ABS review annually in addition
to ongoing monthly transaction surveillance.  This review included
transactions supported by auto-related as well as diversified
floorplan receivables currently rated by Fitch and is detailed in
the new research report, 'U.S. Dealer Floorplan ABS - Checking up
on Dealers'.


* SitkaPacific Advisor Lists Homebuilders with Highest CDS Spread
-----------------------------------------------------------------
An article at Seeking Alpha by Michael Shedlock, a registered
investment advisor representative for SitkaPacific Capital
Management, responds to questions about which homebuilder will
most likely file for bankruptcy after the fall of WCI Communities
Inc. this month.

Basing on credit market players' perception, Mr. Shedlock said
that Hovnanian Enterprises Inc., Beazer Homes  USA Inc., and
Lennar Corp. are now the top three candidates for bankruptcy.  
Five-year data from Bloomberg shows the cost of insuring the
credit risk of these companies are the highest in the industry.

   Company    Spread    Company       Spread    Company    Spread
    -------    ------   -------       ------    -------    ------
               (bps)                   (bps)                (bps)

Hovnanian     1,427.2  Meritage Homes   676.7   Ryland       442.6
Beazer Homes  1,158.1  Standard-Pacific 663.3   Pulte        325.0
Lennar          793.8  DH Horton        527.8   Toll         282.8
                       Centex           470.8   MDC Holdings 160.8
                       KB homes 447.5

Mr. Shedlock notes that in December 2007, Standard Pacific was the
least likely to go bankrupt.

Gretchen Morgenson in a July 2008 International Herald Tribune
article states that the CDS market is one of the hottest
investment arenas nowadays.  She said in a February 2008 article
that the market for these securities has grown from $900 billion
since 2000 to more than $45.5 trillion this year.

While CDS is considered a large market, lack of disclosure rules,
however, makes it an obscure market.  This may change shortly,
though.  According to Ms. Morgenson, the Financial Accounting
Standards Board has suggested a list of disclosures to help
investors understand the financial implications for companies that
have sold credit default swaps.  The disclosure requirements will
be effective in financial statements for fiscal years that end
after Nov. 15, 2008.

The deadline may "ensnare some of the biggest U.S. brokerage firms
with fiscal years ending in November -- Lehman Brothers, Morgan
Stanley and Goldman Sachs," according to Ms. Morgenson.

                             *********

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.  Raphael M. Palomino, Shimero R. Jainga, Ronald C. Sy, Joel
Anthony G. Lopez, Cecil R. Villacampa, Melanie C. Pador, Ludivino
Q. Climaco, Jr., Loyda I. Nartatez, Tara Marie A. Martin, Joseph
Medel C. Martirez, Ma. Cristina I. Canson, Christopher G.
Patalinghug, 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 ***