MOST NOTEWORTHY: Thornburg Mortgage, Whirlpool and Jackson Hewitt were today's noteworthy downgrades:

• Jefferies downgraded shares of Thornburg Mortgage (NYSE: TMA) to Hold from Buy to reflect the ongoing dislocation of the mortgage markets and lowered their target to $3.75 from $14. While they believe Thornburg will probably survive its current liquidity crisis, they think the company's capital structure will be impaired further.
  
• JP Morgan downgraded Whirlpool (NYSE: WHR) to Underweight from Neutral, citing valuation, higher steel prices, the difficult macro environment and competition.
  
• Stephens cut Jackson Hewitt (NYSE: JTX) to Equal Weight from Overweight to reflect the company's recent results and concerns over the issues that have impacted the basic business.

OTHER DOWNGRADES:

• Merrill lowered Bank of Montreal (NYSE: BMO) to Sell from Neutral.
  
• Lehman downgraded PDL BioPharma (NASDAQ: PDLI) to Equal Weight from Overweight.
  
• Friedman Billings downgraded Tessera (NASDAQ: TSRA) to Market Perform from Outperform.

PDL BioPharma (NYSE: PDLI) announced it will no longer actively pursue the sale of the company or its biotechnology discovery and development assets.

PDLI is recently down $2.96 to $12.88 in pre-open trading.

PDLI overall option implied volatility of 41 is above its 26-week average of 37 according to Track Data, suggesting slightly larger price movement.

Option Update is provided by Stock Specialist Paul Foster of theflyonthewall.com

MOST NOTEWORTHY: UBS AG, ProLogis, AMB Property, Navteq and PDL BioPharma were today's noteworthy upgrades:

• JP Morgan upgraded shares of UBS (NYSE: UBS) to Neutral from Underweight as they believe the company can start fresh after yesterday's pre-announcement.
  
• Banc of America upgraded shares of ProLogis (NYSE: PLD) and AMB Property (NYSE: AMB) to Buy from Neutral to reflect their positive outlook on global industrial REITs and believes they are positioned to benefit from global demand for industrial space.
  
• Navteq Corporation (NYSE: NVT) was upgraded at Deutsche Bank to Hold from Sell to reflect the acquisition by Nokia Corporation (NYSE: NOK).
  
• Wachovia raised shares of PDL BioPharma Inc (NASDAQ: PDLI) to Outperform from Market Perform following the CEO resignation and potential sale of the company.

OTHER UPGRADES:

• Thor Industries (NYSE: THO) was upgraded to Buy from Gradually Accumulate at Soleil.
  
• Gabelli upgraded Hershey Company (NYSE: HSY) to Hold from Sell.
  
• Forest Laboratories (NYSE: FRX) was upgraded at Citigroup to Hold from Sell.
  
• Roth Capital upgraded Conexant Systems (NASDAQ: CNXT) to Hold from Sell.

DOW JONES & COMPANY (NYSE: DJ)

Could it happen? Could News Corporation (NYSE: NWS) pull its offer? They could, and the fear is absolutely there. That's why the stock has fallen. For one, the Bancroft family, which controls the majority of Dow Jones' shares, hasn't formally accepted Rupert Murdoch's $5B, $60 a share offer. And no one else has come forward with a competing bid. But it does seem that both sides are moving together in the same direction. Okay, but somebody should make up their mind -- either way -- and stop fiddling around.

EXPEDIA INC (NASDAQ: EXPE), IAC/INTERACTIVECORP (NASDAQ: IACI)

Barry Diller is back at it. The chairman and CEO of IAC/InteractiveCorp, who is also chairman of the board and a senior advisor to Expedia, is working to take online travel firm Expedia private at $30 a share. Part of any deal will involve Expedia's TripAdvisor being spun off with about 400 jobs being lost in that shuffle.

PENN NATIONAL GAMING INC (NASDAQ: PENN)

After many, many laps around the track, this race is over, as race track and casino operator Penn agreed to be acquired today by Fortress Investment Group LLC (NYSE: FIG) and private equity firm Centerbridge Partners. All cash, baby, in a deal worth $8.9B that includes $2.8B of assumed debt. Everyone to the Winner's Circle.

MOST NOTEWORTHY: Advanced Medical (EYE) and PDL BioPharma (PDLI) topped today's list of downgrades.

• Merril Lynch, Citigroup, Credit Suisse and BMO Capital Markets all downgraded Advanced Medical Optics, Inc. (NYSE:EYE) after the company's product recall.
• First Albany downgraded PDL BioPharma, Inc. (NASDAQ:PDLI) to Underperform from Neutral after news of Hoffman-LaRoche (RHHBY) discontinuing the co-development of Daclizumab for organ transplant patients.

OTHER DOWNGRADES:

• LongBow Research downgraded The Black & Decker Corp. (NYSE:BDK) to Neutral from Buy, citing slowing fundamentals as well as increased competition for the rationale.
• Credit Suisse downgraded Smurfit-Stone Container Corp. (NASDAQ:SSCC) to Neutral from Outperform citing container board prices that are near peak levels.

Analyst summaries provided by TheFlyOnTheWall.com (subscription required).