Bank Loan Calendar

Total amount of deals being marketed: $44.5437 billion

NOVEMBER:

NRG ENERGY INC.: Bank meeting Nov. 30; $950 million credit facility; Credit Suisse First Boston and Goldman Sachs, with CSFB left lead; $800 million term B talked at Libor plus 275 bps; $150 million revolver talked at Libor plus 275 bps; refinance bank debt; Minneapolis wholesale power generation company.

24 HOUR FITNESS WORLDWIDE INC.: Bank meeting Nov. 30; $130 million term B add-on; JPMorgan; redeem senior subordinated notes and some junior capital; San Ramon, Calif., owner and operator of a fitness center chain.

VERTAFORE INC.: Bank meeting Nov. 30; $220 million credit facility; Credit Suisse First Boston; $20 million five-year revolver talked at Libor plus 300 bps; $120 million six-year first-lien term loan talked at Libor plus 300 bps; $80 million seven-year second-lien term loan talked at Libor plus 650 bps; help fund Hellman & Friedman LLC and JMI Equity's purchase of the company from MMC Capital Inc. and other minority investors; Windsor, Conn., enterprise software and information services provider to the property and casualty insurance industry.

DECEMBER:

AMERICAN AIRLINES INC.: Bank meeting Dec. 1; $850 million credit facility; Citigroup Global Markets Inc. and JPMorgan Chase, Citi left lead; $600 million revolver talked in Libor plus 525 bps area; $250 million term B talked in Libor plus 600 bps area; refinance existing facility; Fort Worth, Texas, airline company.

APPTIS INC.: Bank meeting Dec. 2; new credit facility containing $100 million term B; Wachovia; Chantilly, Va. provider of information technology to federal government agencies and commercial clients.

ATRIUM COS., INC.: Bank meeting Dec. 2; $375 million senior secured credit facility; UBS sole lead arranger; $50 million five-year revolver talked at Libor plus 225 bps; $325 million seven-year term B talked at Libor plus 250 bps; help fund tender offer for 10½% senior subordinated notes and repay all outstanding bank debt; Dallas manufacturer and supplier of residential windows.

CONSTELLATION BRANDS INC.: Bank meeting Dec. 2; $2.9 billion credit facility; JPMorgan and Merrill Lynch, with JPMorgan left lead; $500 million revolver; $600 million term A; $1.8 billion term B; all tranches anticipated at Libor plus 150 bps; fund acquisition of Robert Mondavi Corp.; Fairport, N.Y., producer and marketer of beverage alcohol brands.

CRICKET COMMUNICATIONS INC.: Bank meeting Dec. 1; $650 million credit facility (B1/B-); Banc of America Securities, Goldman Sachs Credit Partners LP and Credit Suisse First Boston LLC; $500 million six-year term loan expected in the mid-200 area; $150 million five-year revolver; refinance notes and FCC debt, and for general corporate purposes; wholly owned subsidiary of Leap Wireless International Inc., a San Diego, Calif., mobile wireless services company.

GOODMAN GLOBAL HOLDINGS INC.: Bank meeting Dec. 2; $500 million credit facility; JPMorgan, UBS and Credit Suisse First Boston, with JPMorgan left lead; $350 million term B with early talk of Libor plus 225 bps; $150 million revolver; help fund acquisition by Apollo Management LP; Houston heating and air conditioning manufacturer.

LIFEPOINT HOSPITALS INC.: $1.725 billion credit facility; Citigroup; $1.325 billion in seven-year term loans talked at Libor plus 225 bps; $400 million revolver; finance the acquisition of Province Healthcare Co., refinance Province Healthcare's existing debt, refinance LifePoint's credit facility and to provide for the ongoing working capital and general corporate needs of LifePoint Hospitals; Brentwood, Tenn., operator of hospitals.

RELIANT ENERGY INC.: Bank meeting Dec. 1; estimated $2.8 billion credit facility; Deutsche Bank, Bank of America, Barclays, Goldman Sachs and Merrill Lynch, with Deutsche left lead; $1.7 billion revolver; estimated $1.1 billion term B; refinance bank and bond debt; close expected before year-end; Houston provider of electricity and energy services.

SFBC INTERNATIONAL INC.: Bank meeting Dec. 1; $160 million senior secured credit facility; UBS Securities; $120 million six-year term loan talked at Libor plus 300 bps; $40 million five-year revolver talked at Libor plus 275 bps; help fund the acquisition of PharmaNet Inc.; Miami provider of specialized drug development services to pharmaceutical, biotechnology and generic drug companies.

VOUGHT AIRCRAFT INDUSTRIES INC.: Bank meeting Dec. 2; $650 million credit facility; Lehman, JPMorgan and Goldman Sachs, with Lehman left lead; $400 million term loan B with early price talk of Libor plus 275 bps; $250 million revolver; refinance existing debt; Dallas aerostructure subcontractor.

UPCOMING CLOSINGS

AFFINIA GROUP: $450 million credit facility (B2/BB-); JPMorgan, Goldman Sachs, Credit Suisse First Boston and Deutsche Bank joint lead arrangers, with JPMorgan left lead, and UBS documentation agent; $125 million six-year revolver at Libor plus 300 bps; $325 million seven-year term B at Libor plus 250 bps; help fund the Cypress buyout of Dana Corp.'s aftermarket business (which will be renamed Affinia Group) for about $1 billion,; producer of automotive replacement products.

AIRCAST INC.: $100 million credit facility; Credit Suisse First Boston and Wachovia joint lead arrangers and joint bookrunners; $5 million five-year revolver (B1/B) at Libor plus 275 bps, 50 bps commitment fee; $55 million six-year term B (B1/B) at Libor plus 275 bps; $40 million 61/2-year second-lien term loan (B2/CCC+) at Libor plus 700 bps; LBO by Tailwind Capital Partners; Summit, N.J., manufacturer of orthopedic devices.

ALLIANCE ATLANTIS COMMUNICATIONS INC.: C$605 million credit facility (Ba2/BB); Merrill Lynch, Royal Bank of Canada and Toronto Dominion joint lead arrangers and joint bookrunners, with Merrill listed on the left; C$175 million five-year, or U.S. dollar equivalent, revolver; C$130 million U.S. dollar equivalent five-year term A; C$300 million U.S. dollar equivalent seven-year term B; redeem $300 million of the company's outstanding 13% senior subordinated notes due 2009 and refinance existing revolver borrowings; Toronto broadcaster, creator and distributor of filmed entertainment.

ALLIANCE LAUNDRY SYSTEMS LLC: $185 million credit facility (B2/B); CIBC and Lehman, CIBC on the left; $50 million revolver at Libor plus 375 bps; $135 million term B at Libor plus 300 bps; part of Income Deposit Securities sale; Ripon, Wis., manufacturer of commercial laundry products.

AMERICAN SKIING CO.: $230 million senior secured credit facility; Credit Suisse First Boston and GE Capital joint lead arrangers, with CSFB listed on the left; $40 million six-year revolver at Libor plus 450 bps, 50 bps commitment fee; $85 million six-year term loan at Libor plus 450 bps; $105 million seven-year second-lien term loan at Libor plus 800 bps; refinance the existing senior credit facility and the senior subordinated notes due 2006; Park City, Utah, operator of alpine ski and snowboard resorts.

ARCH COAL INC.: $500 million five-year revolver at Libor plus 225 bps; PNC, Citigroup and JPMorgan; refinance and for general corporate purposes; St. Louis coal producer.

CAPTAIN D'S: $100 million credit facility; Wachovia; $20 million five-year revolver at Libor plus 375 bps; $57 million six-year term B at Libor plus 375 bps; $23 million 61/2-year second-lien term loan at Libor plus 600 bps; LBO financing; Nashville, Tenn., seafood quick service restaurant chain.

CARROLS CORP.: $250 million senior secured credit facility (B1/B+); JPMorgan; $200 million term B talked at Libor plus 300 bps; $50 million revolver talked at Libor plus 300 bps; refinance existing debt in connection with tender offer for 9½% senior subordinated notes; Syracuse, N.Y., restaurant company that operates Burger Kings, Taco Cabana restaurants and Pollo Tropical restaurants.

CB RICHARD ELLIS GROUP INC.: $430 million credit facility; Credit Suisse First Boston sole lead arranger; $150 million four-year revolver at Libor plus 250 bps; $280 million 51/2-year term B at Libor plus 200 bps; refinance existing debt; Los Angeles commercial real estate services company.

CENTENNIAL PUERTO RICO CABLE TV CORP.: New credit facility; TD Securities sole lead; help finance Hicks, Muse, Tate & Furst Inc.'s acquisition of the company from Centennial Communications Corp. for about $155 million in cash; digital cable television system operator in Puerto Rico.

CENTER FOR DIAGNOSTIC IMAGING INC.: $95 million credit facility (B2/B+); JPMorgan; $75 million term B; $20 million revolver; help fund Onex Partners LP's acquisition of the company; Minneapolis provider of diagnostic and therapeutic radiology services.

COLFAX CORP.: $165 million credit facility (Ba3/BB-); Merrill Lynch; $50 million revolver talked at Libor plus 250 bps; $115 million term B talked at Libor plus 225 to 250 bps; recapitalization; Richmond, Va., industrial pump manufacturing company.

THE COOPER COS. INC.: $750 million credit facility (Ba3/BB); Key Banc Capital Markets and JPMorgan Chase Bank, with Key Banc listed on the left; $225 million five-year term A at Libor plus 175 bps; $250 seven-year term B at Libor plus 175 bps; $275 million five-year revolver at Libor plus 175 bps; help fund the acquisition of Ocular Sciences Inc., refinance existing bank debt, and provide for working capital and general corporate needs; secured by substantially all assets of the combined Cooper-Ocular entity; Pleasanton, Calif., healthcare products company.

COSMETIC ESSENCE INC.: $151 million credit facility; BNP Paribas; $25 million six-year revolver at Libor plus 325 bps; $90 million six-year first-lien term loan at Libor plus 325 bps; $36 million seven-year second-lien term loan at Libor plus 700 bps; fund acquisition by Onex Partners LP from Brockway Moran & Partners Inc.; Holmdel, N.J., contract manufacturer for the personal care products industry.

COX ENTERPRISES INC./COX COMMUNICATIONS INC.: $7 billion in new senior unsecured credit facilities (Baa3) talked at Libor plus 87.5 bps; Citigroup, JPMorgan and Lehman Brothers joint lead arrangers and joint bookrunners, Citi left lead, JPMorgan Chase Bank administrative agent, Citicorp North America Inc. and Lehman Commercial Paper Inc. syndication agents; Cox Enterprises $2.25 billion bank debt split into $1.75 billion five-year revolver and $500 million five-year term loan; Cox Communications $4.75 billion in bank debt split into $2.75 billion revolver and $2 billion five-year term loan; refinance debt, fund the proposed tender offer for Cox Communications Inc.'s class A common shares and provide for working capital; Cox Enterprises is an Atlanta media company; Cox Communications is an Atlanta cable company.

DELTA AIR LINES INC.: $630 million three-year senior secured credit facility; General Electric Capital Corp. sole lead arranger; $300 million revolver talked at Libor plus 400 bps; $330 million term loan talked at Libor plus 600 bps; revolver secured by some accounts receivable; term loan secured by remaining unencumbered assets; Atlanta air transportation company.

DOLLARAMA: U.S. dollar equivalent C$240 million term B; Citigroup and RBC, with Citi left lead; also, C$75 million revolver and C$120 million term loan A; fund Bain Capital's acquisition of the company; Montreal franchise retail chain of dollar stores.

DOMINO'S INC.: Repricing term B at Libor plus 175 bps from Libor plus 225 bps; JPMorgan; Ann Arbor, Mich., pizza chain.

ENERGY TRANSFER PARTNERS LP: $500 million five-year revolver at Libor plus 150 bps; Wachovia; refinance; Tulsa, Okla., master limited partnership owning and operating a diversified portfolio of energy assets.

FEDERAL-MOGUL CORP.: $2.93 billion in bank financing; Citigroup; $1.43 billion exit facility; $500 million asset-based five-year revolver (Ba2/BB) at Libor plus 225 bps, 50 bps commitment fee; $828 million senior secured seven-year term loan (B1/B+) at Libor plus 225 to 250 bps; $105 million synthetic letter-of-credit facility (B1/B+) at Libor plus 225 to 250 bps; also $500 million 12-month DIP revolver at Libor plus 225 bps; Southfield, Mich., supplier of vehicular parts, components, modules and systems.

FRESENIUS MEDICAL CARE AG: $1.2 billion credit facility; Credit Suisse First Boston, Bank of America and Deutsche Bank joint lead arrangers and joint bookrunners; $750 million 51/4-year revolver at Libor plus 87.5 bps; 25 bps commitment fee; $450 million 51/4-year term A at Libor plus 87.5 bps; refinance existing debt; Bad Homburg, Germany kidney dialysis company.

GENCORP INC.: $175 million secured credit facility (B1/BB/BB-); Wachovia; $75 million five-year revolver at Libor plus 275 bps; $25 million term loan at Libor plus 300 bps; $75 million six-year credit-linked institutional letter-of-credit facility at Libor plus 300 bps; maturity dates may be accelerated to January 2007 if the company's 5¾% convertible subordinated notes remain outstanding at that time; refinance existing debt; Rancho Cordova, Calif., technology-based manufacturer with positions in the aerospace and defense, and real estate industries.

GREEN VALLEY RANCH GAMING LLC: $250 million credit facility; Wells Fargo and Bank of America; $50 million revolver; $200 million term loan talked at Libor plus 200 bps; refinancing; Henderson, Nev., resort jointly owned by Station Casinos Inc. and GCR Gaming.

HERBALIFE LTD.: $225 million credit facility (Ba3/BB-); Morgan Stanley and Merrill Lynch, Morgan Stanley on the left; $25 million five-year revolver at Libor plus 200 bps; $200 million six-year term loan at Libor plus 225 bps; help fund recapitalization that also includes an IPO and repayment of existing credit facility; Century City, Calif.-based marketer of weight management and nutrition products.

HILB, ROGAL AND HAMILTON CO.: $400 million credit facility; Wachovia; $150 million five-year revolver at Libor plus 175 bps; $50 million five-year term A at Libor plus 175 bps; $200 million seven-year term B at Libor plus 225 bps; refinance; Glen Allen, Va., insurance broker.

JARDEN CORP.: $1.05 billion credit facility (B1/B+); Citigroup Global Markets and CIBC World Markets joint lead arrangers and bookrunners, with Citi left lead, Citi syndication agent, CIBC administrative agent, Bank of America documentation agent; $850 million seven-year term B talked at Libor plus 200 bps; $200 million five-year revolver talked at Libor plus 250 bps, leverage grid attached; help fund American Household Inc. acquisition and refinance debt; Rye, N.Y., provider of niche consumer products.

JOSTENS IH CORP.: Term B repricing to Libor plus 200 bps from Libor plus 250 bps; Credit Suisse First Boston; Minneapolis-based printing and marketing services enterprise.

LEVEL 3 FINANCING INC.: $730 million senior secured term loan (B3/CCC/B-) at Libor plus 700 bps; Merrill Lynch; help fund tender offers; Broomfield, Colo., communications and information services company.

MAGELLAN MIDSTREAM HOLDINGS LP: $250 million term B (Ba3/BB) at Libor plus 275 bps; Lehman and Goldman Sachs joint lead arrangers, Lehman sole bookrunner; refinance; general partner that owns a stake in Magellan Midstream Partners, a Tulsa, Okla., transporter, storer and distributor of refined petroleum products and ammonia.

MAIDENFORM INC.: Term loan repricing to Libor plus 275 bps from Libor plus 325 bps; BNP Paribas; Bayonne, N.J., marketer and manufacturer of intimate apparel.

MMM HEALTHCARE: $138 million credit facility; Deutsche; $10 million term A; $128 million term B talked at Libor plus 700 bps; LBO by Aveta; Puerto Rico-based healthcare provider.

NATURAL PRODUCTS GROUP: $110 million credit facility; CIBC; $15 million revolver; $95 million term loan talked at Libor plus 375 bps; fund the acquisition of the company by Harvest Partners.

NOVELIS INC.: $2 billion senior secured credit facility (BB-); Citigroup, Morgan Stanley and UBS joint lead arrangers, with Citi left lead; $500 million five-year revolver talked at Libor plus 225 bps; $1.5 billion seven-year term B talked at Libor plus 225 bps; help fund the spin-off of Novelis from Alcan Inc.; rolled aluminum products company.

PACIFICARE HEALTH SYSTEMS INC.: $825 million credit facility (Ba2/BBB-); JPMorgan lead arranger; $425 million six-year term loan at Libor plus 150 bps; $200 million term A at Libor plus 150 bps; $200 million five-year undrawn revolver at Libor plus 150 bps; fund the acquisition of American Medical Security Group; Cypress, Calif., consumer health organization.

PANOLAM INDUSTRIES INTERNATIONAL INC.: $225 million credit facility; Deutsche Bank; $20 million revolver (B1/B+); $130 million term loan (B1/B+) talked at Libor plus 300 to 325 bps; $75 million second-lien term loan (B3/B-) talked at Libor plus 700 to 725 bps; pay a dividend to shareholders and refinance existing debt; Shelton, Conn., provider of decorative surfaces for commercial and residential interiors, store and store fixtures, and furniture.

PRIMARY ENERGY HOLDINGS LLC: Expected close in December; $165 million senior secured term loan B due 2011 (B2); Lehman Brothers; acquisition financing, to retire a customer deposit at an existing steel project and to fund reserve accounts; Oak Brook, Ill., developer and operator of on-site combined heat and power and recycled energy projects.

PRO MACH INC.: $115 million credit facility; JPMorgan; $20 million six-year revolver; $95 million seven-year term B; help fund Odyssey Investment Partners LLC's acquisition of the company from an investor group led by Frontenac Co. LLC; Atlanta designer, manufacturer and marketer of packaging machinery.

PROPEX FABRICS INC.: $175 million credit facility (B3/B+); BNP Paribas; $65 million five-year revolver at Libor plus 250 bps; $110 million seven-year term B at Libor plus 250 bps; finance the acquisition of the polypropylene fabrics business of BP Amoco by a group of financial sponsors led by the Sterling Group; Atlanta polypropylene fabrics business.

RCN CORP.: $480 million credit facility (B3); Deutsche Bank sole lead arranger and bookrunner; $330 million seven-year term loan at Libor plus 400 bps; $25 million five-year letter-of-credit facility at 4%, 50 bps commitment fee; $125 million 71/2-year second-lien facility at Libor plus 800 bps; to fund exit from Chapter 11; Princeton, N.J., communications company.

REGENCY GAS SERVICES LLC: $290 million credit facility; UBS; $40 million revolver at Libor plus 275 bps (B1/B+); $200 million first-lien term loan at Libor plus 275 bps (B1/B+); $50 million second-lien term loan at Libor plus 600 bps (B3/B-); help fund Hicks, Muse, Tate & Furst Inc.'s acquisition of Regency; Dallas midstream gas gathering, processing and transmission company.

R.H. DONNELLEY CORP.: Repricing term B at Libor plus 175 bps from Libor plus 225 bps; JPMorgan and Bear Stearns; Cary, N.C., yellow pages publisher and directional media company.

ROCKWOOD SPECIALTIES GROUP INC.: Repricing U.S. term B at Libor plus 200 bps from Libor plus 250 bps, 101 call protection; Goldman Sachs and UBS, with Goldman left lead; Princeton, N.J., specialty chemicals and advanced materials company.

ROPER INDUSTRIES INC.: $955 million senior secured credit facility (BB+); JPMorgan Chase Bank and Wachovia; $655 million five-year term A at Libor plus 125 bps; $300 million five-year revolver at Libor plus 125 bps; refinance the existing $380 million term loan and help fund the acquisition of TransCore Holdings Inc. for about $600 million; Duluth, Ga., industrial company.

ROSEBURG FOREST PRODUCTS CO.: $300 million term B repricing to Libor plus 150 bps from Libor plus 200 bps; Credit Suisse First Boston; Roseburg, Ore. producer and supplier of wood products deal.

RYERSON TULL INC.: $1 billion asset-based revolver; JPMorgan and GE Capital; help finance acquisition of Integris Metals Inc. for $410 million plus the assumption of about $250 million of debt; Chicago distributor and processor of metals and other materials.

SOUTHERNCARE INC.: $85 million credit facility; Bank of America and Citigroup, with Bank of America left lead; $10 million revolver talked at Libor plus 325 bps; $75 million term loan talked at Libor plus 325 bps; repay debt; Birmingham, Ala.-based hospice organization providing services to terminally ill patients.

SPRINGS INDUSTRIES INC.: $490 million credit facility (Ba3); JPMorgan and Wachovia, with JPMorgan left lead; $150 million five-year revolver talked at Libor plus 275 bps; $50 million five-year term A talked at Libor plus 275 bps; $290 million six-year term B talked at Libor plus 275 bps; refinance existing debt; Fort Mill, S.C., home furnishings manufacturer and marketer.

STRATOS GLOBAL CORP.: $150 million senior secured credit facility (Ba2/BB-); Royal Bank of Canada and Bank of America; $25 million revolver; $125 million term B; refinance existing debt and general corporate purposes; Bethesda, Md.-based remote communication solutions provider.

TEXAS GENCO HOLDINGS INC.: $2.45 billion credit facility (Ba2/BB); Goldman Sachs, Deutsche Bank, Morgan Stanley and Citigroup, with Goldman left lead; $325 million five-year revolver talked at Libor plus 225 bps; $200 million five-year letter-of-credit facility talked at Libor plus 225 bps; $900 million seven-year term B talked at Libor plus 250 bps; $475 million seven-year delayed-draw term B talked at Libor plus 250 bps; $300 million five-year special letter-of-credit facility led by Deutsche talked at Libor plus 225 bps; help fund acquisition by GC Power Acquisition LLC from CenterPoint Energy Inc.; Houston wholesale electric power generating company.

TRAVELCENTERS OF AMERICA INC.: $575 million senior secured credit facility (Ba3/BB); JPMorgan and Lehman joint lead arrangers, with left lead JPMorgan sole bookrunner; $475 million seven-year term C; $100 million five-year revolver; refinance existing debt and fund the acquisition of Rip Griffin Truck Service Center Inc.; Westlake, Ohio-based network of full-service travel centers.

TRW AUTOMOTIVE HOLDINGS CORP.: $1.9 billion credit facility (BB+); JPMorgan, Bank of America and Goldman Sachs, with JPMorgan left lead; $850 million revolver; $250 million term A; $800 million term B talked at Libor plus 175 bps; refinance existing facility except for new term E; expected close by year-end; Livonia, Mich.-based automotive supplier.

UNITED ONLINE INC.: $150 million term B (B1/B+) talked at Libor plus 350 bps; Deutsche Bank; help fund a modified Dutch auction tender offer outstanding common stock; Woodland Hills, Calif., provider of consumer internet subscription services.

UNIVERSAL CITY DEVELOPMENT PARTNERS LTD.: Amended $650 million credit facility (Ba3); JPMorgan and Bank of America, with JPMorgan left lead; $100 million revolver due 2010; $550 million term loan due 2011 talked at Libor plus 225 bps; refinance; Orlando, Fla., theme park operator.

UPC DISTRIBUTION HOLDING BV: €400 million term loan F due Dec. 31, 2011 containing euro and U.S. tranche (B1/B); TD Securities Inc. and BNP Paribas lead arrangers and bookrunners, with TD listed on the left; euro tranche at Libor plus 400 bps with a stepdown to Libor plus 325 bps if senior debt to EBITDA falls below 3.50-to-1; U.S. tranche at Libor plus 350 bps with a stepdown to Libor plus 300 bps if senior debt to EBITDA falls below 3.50-to-1; repay existing debt or fund acquisitions; subsidiary that holds and operates Denver-based UnitedGlobalCom Inc.'s broadband network business in 11 European countries.

U.S. ONCOLOGY INC.: Repricing term B at Libor plus 225 bps with step down to Libor plus 200 bps on BB ratings from Libor plus 275 bps; JPMorgan; Houston cancer-care services company.

VCA ANTECH INC.: Repricing term E at Libor plus 175 bps from Libor plus 225 bps; Goldman Sachs and Wells Fargo; Los Angeles provider of pet health care services.

WINDSOR QUALITY FOOD CO. LTD.: $220 million credit facility (B2/B+); JPMorgan; $75 million five-year revolver talked at Libor plus 225 bps; $45 million five-year term A talked at Libor plus 225 bps; $100 million six-year term B talked at Libor plus 250 bps; acquisition financing; Houston manufacturer and marketer of specialty frozen foods.

WYNN LAS VEGAS LLC/WYNN RESORTS LTD.: $1.1 billion credit facility (B2/B+); Deutsche Bank, Bank of America, Bear Stearns & Co., JP Morgan and Societe Generale; $1 billion revolver talked at Libor plus 250 bps; $100 million term B talked at Libor plus 250 bps; refinance outstanding debt and fund construction including La Reve property; Las Vegas-based gaming, lodging and entertainment company.

ON THE HORIZON:

ACTUANT CORP.: $250 million bank debt; J.P. Morgan Securities Inc. and Wachovia Securities; help fund the acquisition of Key Components Inc. from an investor group lead by Kelso & Co.; Milwaukee diversified industrial company.

ADELPHIA COMMUNICATIONS CORP.: $8.8 billion exit financing facility; JPMorgan Chase & Co., Credit Suisse First Boston, Citigroup Inc. and Deutsche Bank AG; $2 billion six-year term A at Libor plus 150 to 225 bps if rated Ba3/BB-, 175 to 250 bps if rated lower; $2.75 billion seven-year term B at Libor plus 250 bps if rated Ba3/BB-, 275 bps if rated lower; $750 million six-year revolver A at Libor plus 150 to 225 bps if rated Ba3/BB-, 175 to 250 bps if rated lower; $3.3 billion bridge facility; finance cash payments under the proposed Chapter 11 plan of reorganization; Greenwood Village, Colo., cable television company.

ALERIS INTERNATIONAL INC.: Amended and restated senior secured revolver to refinance debt; new aluminum recycling and sheet manufacturing company formed through combination of Commonwealth Industries Inc. and Imco Recycling Inc.

AMC ENTERTAINMENT INC.: $175 million senior secured revolver due April 9, 2009 at Libor plus 200 to 300 bps; JPMorgan and Citigroup, JPMorgan listed on the left; in connection with leveraged buyout by Marquee Holdings Inc., an investment vehicle owned by JPMorgan Partners and Apollo Management LP; Kansas City, Mo., theatrical exhibition company.

APPLIED EXTRUSION TECHNOLOGIES INC.: $125 million exit facility; GE Commercial Finance; $50 million senior secured term loan; $55 million senior secured revolver; $20 million "last out" term loan; New Castle, Del., maker of polypropylene films used in consumer product labeling and flexible packaging applications.

ARNOLD TRANSPORTATION SERVICES INC.: New senior credit facility; help fund buyout by U.S. Xpress Enterprises Inc. and current management from Jefferies Capital Partners; Jacksonville, Fla., dry van truckload carrier.

COLONY CAPITAL LLC: Minimum of $950 million in debt financing; Deutsche Bank; help fund the acquisition of two casino properties from Harrah's Entertainment Inc. and two casino properties from Caesars Entertainment Inc.

COOPER-STANDARD AUTOMOTIVE: New credit facility; Deutsche Bank and Lehman Brothers joint lead arrangers and joint bookrunners, with Deutsche listed on the left, Goldman Sachs and UBS co-documentation agents; help fund acquisition by an entity formed by The Cypress Group and Goldman Sachs Capital Partners from Cooper Tire & Rubber Co. for about $1.165 billion in cash; Novi, Mich.-based manufacturer of fluid handling systems, body sealing systems, and active and passive vibration control systems.

COVENTRY HEALTH CARE INC.: $450 million credit facility around Libor plus 125 bps; fund acquisition of First Health Group Corp.; Bethesda, Md., managed health care company.

DEL LABORATORIES INC.: Possible January business; $260 million senior secured credit facility; Bear Stearns and JPMorgan joint lead arrangers and joint bookrunners, Deutsche Bank documentation agent; $210 million term B; $50 million revolver; help fund the acquisition of Del Laboratories by DLI Holding Corp., a company jointly owned by affiliates of Kelso & Co. and Church & Dwight Co. Inc. and general corporate purposes; Uniondale, N.Y., manufacturer, marketer and distributor of cosmetics and proprietary over-the-counter pharmaceuticals.

DIMONSTANDARD INC.: New syndicated senior credit facility of sufficient size to substantially replace both its and Standard Commercial's existing revolvers; back merger of Dimon Inc. and Standard Commercial Corp.; Dimon Inc. is a Danville, Va., dealer of leaf tobacco; Standard Commercial Corp., is a Wilson, N.C., dealer of leaf tobacco; merger transaction expected to close March 2005.

EGL HOLDING CO.: $780 million senior secured credit facility; J.P. Morgan Securities Inc., Wachovia Capital Markets LLC and Merrill Lynch joint arrangers, with JPMorgan and Wachovia acting as joint lead arrangers and joint bookrunners, JPMorgan Chase Bank administrative agent, Wachovia Bank syndication agent, and Merrill Lynch Capital Corp. documentation agent; $480 million seven-year term B at Libor plus 250 bps; $300 million six-year revolver at Libor plus 250 bps, 50 bps commitment fee; new company formed by an investment group led by Welsh, Carson, Anderson & Stowe to purchase Select Medical Corp., a Mechanicsburg, Pa., operator of specialty hospitals.

EYE CARE CENTERS OF AMERICA INC.: New credit facility made up of a revolver and a term loan in connection with income units offering via Banc of America Securities LLC and Merrill Lynch & Co.; San Antonio optical retail chain.

FORTUNOFF: New senior debt via Bank of America's Fleet Retail Group Inc. and Back Bay Capital Funding LLC; part of recapitalization with Trimaran Capital Partners and K Group; Uniondale, N.Y., retailer of fine jewelry and home furnishings.

GEO SPECIALTY CHEMICALS INC.: $125 million five-year exit facility at Libor plus 850 bps, 100 bps commitment fee; refinance existing bank debt and pay fees and expenses; Harrison, N.J., specialty chemical company.

HOLLYWOOD MERGER CORP.: Late fourth quarter, early first quarter 2005 business; $275 million credit facility; UBS Securities LLC sole lead arranger, bookrunner, administrative agent, Bear Stearns & Co. and Wells Fargo co-arrangers, Wells Fargo syndication agent; $200 million six-year term loan at Libor plus 300 bps; $60 million five-year revolver at Libor plus 300 bps, 50 bps commitment fee; $15 million five-year synthetic letter-of-credit facility; help fund merger with affiliates of Leonard Green & Partners LP; Wilsonville, Ore., video chain.

INTELSAT LTD.: $650 million credit facility; Deutsche Bank, Credit Suisse First Boston and Lehman Brothers, Deutsche left lead; $300 million revolver; $350 term B; help fund LBO by Zeus Holdings Ltd.; Pembroke, Bermuda, satellite communications company.

IVACO INC.: $250 million credit facility; $125 million asset-based revolver; $125 million term B; Deutsche Bank and General Electric Capital Corp., with Deutsche left lead on the term loan and GE left lead on the revolver; acquisition financing; Montreal producer of steel and fabricated steel products.

MAXIM CRANE WORKS (ACR MANAGEMENT LLC): $250 to $300 million exit facility with an estimated interest rate of 7%; Pittsburgh crane rental company.

MCI INC.: New $750 million to $1 billion revolver; replace letter-of-credit facilities, support letter-of-credit requirements and increase liquidity; Ashburn, Va., communication company.

MEMEC INC.: New $300 million senior credit facility; revolver (Ba2/BB-); term loan A (Ba2/BB-); term loan B (Ba3/B); in connection with IPO; repay consortium loan debt, repay deep discount bond debt and for general corporate purposes; San Diego semiconductor demand creation distributor servicing the electronics industry.

METRO-GOLDWYN-MAYER INC.: $4.25 billion credit facility (B1/B+); JPMorgan and Credit Suisse First Boston, with JPMorgan listed on the left; help fund acquisition by a consortium led by Sony Corp. of America and equity partners, Providence Equity Partners Inc., Texas Pacific Group and DLJ Merchant Banking Partners; Los Angeles-based entertainment content company.

NATIONAL SENIOR CARE INC.: $125 million asset-based line of credit; Credit Suisse First Boston; help fund merger with Mariner Health Care Inc.; long-term health care facility owner and operator.

ORLEANS HOMEBUILDERS INC.: $500 million secured revolver; expected close by Dec. 31; Bensalem, Pa., developer, builder and marketer of single-family homes, townhouses and condominiums.

ORMET CORP.: $150 million four-year exit facility at Libor plus 150 to 250 bps, unused fee of 37.5 bps; Bank of America; Wheeling, W.Va., aluminum company.

PENN NATIONAL GAMING INC.: $2.9 billion senior secured credit facility; $750 million five-year revolving credit facility at Libor plus 237.5 bps, 50 bps commitment fee, $300 million six-year term loan A at Libor plus 237.5 bps, seven-year term loan B of up to $1.75 billion at Libor plus 250 bps; Deutsche Bank, Goldman Sachs and Lehman Brothers, with Deutsche left lead; fund acquisition of Argosy Gaming Co.; Wyomissing, Pa., owner and operator of gaming properties.

STAR GAS PARTNERS LP: New asset-based senior secured revolver; JPMorgan; secured by substantially all of the assets of Petro and Star Propane; refinancing; subsidiary of Star Gas Partners LP, a Stamford, Conn., distributor of home heating oil and propane.

TRUMP HOTELS & CASINO RESORTS INC.: $500 million working capital facility as part of recapitalization; Morgan Stanley and UBS joint lead arrangers; secured by a first priority lien on substantially all assets; refurbish and expand current properties; Atlantic City, N.J., hotel and casino owner and operator.

TUESDAY MORNING CORP.: $200 million five-year senior credit facility; Wachovia Capital Markets LLC lead arranger; Wachovia Bank and Wells Fargo Bank each committed to provide up to $60 million of the facility; expected close mid-December; Dallas closeout retailer of upscale home furnishings, gifts and related items.

VERIZON HAWAII: New credit facility via JPMorgan, Goldman Sachs and Lehman Brothers, with JPMorgan listed on the left; help fund The Carlyle Group's $1.65 billion acquisition of Verizon Hawaii from Verizon Communications Inc.; Hawaii-based telecommunications company.

XERIUM TECHNOLOGIES INC.: $535 million senior secured credit facility in connection with IDS offering; CIBC; $100 million 41/2-year revolver at Libor plus 250 bps; $435 million 41/2-year term loan at Libor plus 250 bps; help repay existing debt; Westborough, Mass., supplier of consumables used in the manufacture of paper.

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