MAJOR PAPERS:

• Rick Wagoner, the CEO of General Motors Corporation (NYSE: GM), hit out against allegations that the auto maker may soon file for bankruptcy and said he believes the company's financial position will "remain robust" for the rest of the year. Wagoner also said, the Wall Street Journal reported, that the company has no plans to sell or reduce more of its brands.
• An independent Yahoo! Inc (NASDAQ: YHOO) would be better for the world, Google Inc (NASDAQ: GOOG) CEO Eric Schmidt said and the Financial Times reported. Yahoo! will be able to create more competition in the search market and other advertising markets if it stays independent, Schmidt contended.

OTHER PAPERS:

• According to people briefed on the plan, the New York Times reported that senior Bush administration officials are weighing a plan to have the government take over either Federal National Mortgage Association (NYSE: FNM), or Fannie Mae, or Federal Home Loan Mortgage Corporation (NYSE: FRE), or Freddie Mac -- or both -- and place them in a conservatorship if their problems continue or worsen.
• The New York Times also reported that people briefed on the matter said Anheuser-Busch Companies Inc (NYSE: BUD) is in active talks to sell itself to InBev in a friendly deal, despite previous hostility to the idea. One person said InBev indicated it may be willing to pay more than the $65 per share originally offered.

MAJOR PAPERS:

• The Wall Street Journal reported that is is not yet certain whether Merrill Lynch & Co Inc (NYSE: MER) will need to raise money. If it does, selling common stock could be expensive due to a 12-month protection the bank offered the investors that bought $12B in common and preferred shares earlier this year and selling assets like its interest in Bloomberg may present a different problem.
• The Wall Street Journal also reported that investigators from the European Union are probing deeper into the pharmaceutical industry in an effort to determine whether drug companies have used unfair tactics to increase prices and block competition. Investigators have reportedly ask for views on direct-to-pharmacy distribution channels, which Pfizer Inc (NYSE: PFE) and AstraZeneca Plc (NYSE: AZN) recently established in Britain.
• After Anheuser-Busch Companies Inc (NYSE: BUD) said it would reject InBev's $46B bid as "financially inadequate," InBev said it would launch a hostile bid. According to court documents, the Financial Times reported that InBev is preparing to launch a proxy battle seeking the removal of Anheuser's entire board.
• The Financial Times also reported that soaring energy prices are forcing U.S. consumer goods company The Procter & Gamble Company (NYSE: PG) to rethink how it distributes products. The company may consider shifting manufacturing sites closer to consumers in order to lower its transport bill.

MAJOR PAPERS:

• In part two of a series to help explain the reasons why The Bear Stearns Companies Inc (NYSE: BSC) collapsed, the Wall Street Journal said that executives believed they were about to turn a corner, but fear and rumors sent lenders, trading partners and clients running.
• The Wall Street Journal also reported that a host of factors could derail InBev NV from bidding for Anheuser-Busch Companies Inc (NYSE: BUD), including the cultural differences between the two, protests by politicians over foreign ownership of a U.S. company during an election year and possible unrest from Anheuser distributors and employees.
• Following the recent indictment of one of the bank's former senior executives, the Financial Times reported that UBS AG (NYSE: UBS) told members of its former private banking team not to travel to America. The restrictions suggest UBS is concerned investigations by the SEC may widen.

WEB SITES:

• The latest set of photos that supposedly show parts of Apple Inc's (NASDAQ: AAPL) 3G iPhone, released by Dutch website iPhoneclub.nl, look identical to the previously released pictures that were supposedly photos of the 3G iPhone, Engadget reported.

In an effort to fight back against shifting consumer trends to spirits and wine, the Wall Street Journal reported that Coors Brewing Co. (NYSE: TAP) has created a new subsidiary to "introduce above-premium beers to the marketplace," according to an email sent to beer wholesalers last week.

The move comes at a time when the American beer business is facing considerable headwinds, including slower growth due to upscale "craft" beers and a strong push for market share by imports. Anheuser-Busch Cos. (NYSE: BUD), the largest American beer maker, and SABMiller PLC's (NYSE: SAB) Miller Brewing Co., the second-largest, have already introduced new beverages to combat these headwinds.

MOST NOTEWORTHY: J.B. Hunt Transport (JBHT), Gold Fields (GFI), Anheuser-Busch (BUD), CBS Corp (CBS) and Amerigroup (AGP) were today's noteworthy upgrades:

• Wachovia upgraded shares of J.B. Hunt Transport (NASDAQ: JBHT) to Outperform from Market Perform citing strength in the company's Intermodal franchise.

• Matrix USA upgraded Gold Fields (NYSE: GFI) to Buy from Sell, citing the strong demand for gold jewelry from affluent customers in developing markets and investors.

• AG Edwards upgraded Anheuser-Busch (NYSE: BUD) to Buy from Hold based on valuation and improving fundamentals.

• CBS Corp (NYSE: CBS) was upgraded to Buy from Neutral at SMH Capital based on expectations for CBS to continue to increase its annual dividend 10% a year.

• Jefferies is more confident in Amerigroup's (NYSE: AGP) ability to see further medical cost improvements in its GA market and it its TN expansion, upgrading shares to Buy from Hold...

OTHER UPGRADES:

• Goldman upgraded Micron Tech (NYSE: MU) and Novellus Systems (NVLS) to Neutral from Sell.

• CIBC raised Darden Restaurants (NYSE: DRI) to Sector Outperformer from Sector Performer.

• BMO Capital upgraded National City (NYSE: NCC) to Market Perform from Underperform.

• Needham raised OmniVision Tech (NASDAQ: OVTI) to Buy from Hold.

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

MOST NOTEWORTHY: Anheuser-Busch (BUD), Imax Corp (IMAX), Amgen (AMGN), Fifth Third Bancorp (FITB) and TiVO (TIVO) were today's noteworthy upgrades:

• Citigroup upgraded shares of Anheuser-Busch (NYSE: BUD) to Hold from Sell as they see a 70% chance of an alliance between Anheuser-Busch and InBev in the next two years; they believe such a merger would create a market leader.

• Merriman upgraded IMAX Corp (NASDAQ: IMAX) to Buy from Neutral after IMAX removed its overhang by completing SEC filings, while fundamentals have remained strong.

• Citigroup upgraded Amgen (NASDAQ: AMGN) to Hold from Sell to reflect the potential for CMS to roll back proposed reimbursement cuts in oncology, an improving risk/reward profile and the potential for positive phase 3 denosumab data by year-end.

• Stifel raised its rating on Fifth Third Bancorp (NASDAQ: FITB) to Hold from Sell on valuation.

• Kaufman upgraded TiVO (NASDAQ: TIVO) to Buy from Sell as indicators of the change in its business model suggest a positive transaction. The firm feels the the EchoStar (DISH) litigation provides an attractive risk/reward potential, creating an attractive entry point...

OTHER UPGRADES:

• Aflac (NYSE: AFL) was upgraded at Lehman to Overweight from Underweight.

• Stifel upgraded Progressive (NYSE: PGR) to Hold from Sell.

• Wedbush upgraded Jack in the Box (NYSE: JBX) to Buy from Hold.

• Eastman Chemical (NYSE: EMN) was upgraded to Buy from Hold at Citigroup.

• Navteq (NYSE: NVT) was upgraded to Buy from Neutral at UBS.

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

MOST NOTEWORTHY: Linear Technology Corp (LLTC), Anheuser-Busch (BUD), Best Buy (BBY), Bankrate (RATE) and Ensco International (ESV) were today's more noteworthy downgrades:

• Linear Technology Corp (NASDAQ: LLTC) was cut to Sell from Neutral at Merrill citing slowing revenue growth and valuation...

• AG Edwards downgraded Anheuser-Busch (NYSE: BUD) to Hold from Buy on valuation...

• Goldman said Best Buy's (NYSE: BBY) fundamentals remain at risk after the Q1 report and cut shares to Neutral from Buy...

• AG Edwards cut both Bankrate (NASDAQ: RATE) and Ensco International (NYSE: ESV) to Hold from Buy on valuation...

OTHER DOWNGRADES:

• Merck & Co (NYSE: MRK) was cut to Market Perform from Outperform at Raymond James.

• Schlumberger Ltd (NYSE: SLB) was downgraded to Neutral from Add at Calyon.

• ThinkEquity downgraded Color Kinetics (NASDAQ: CLRK) to Accumulate from Buy.

• Maxwell Technologies (NASDAQ: MXWL) was cut to Market Perform from Outperform at JMP Securities.

• Occidental Petroleum Corp (NYSE: OXY) was downgraded to Hold from Buy at Deutsche Bank.

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

MOST NOTEWORTHY: Novartis AG (NVS), Barnes & Noble, Inc (BKS), Altria Group (MO) and Advanced Micro Devices (AMD) were some of today's more notable upgrades:

• Credit Suisse upgraded Novartis AG (NYSE: NVS) to Neutral from Underperform on valuation and the approval of its drug Tekturna.

• Merrill Lynch upgraded shares of Barnes & Noble, Inc (NYSE: BKS) to Neutral from Sell on valuation.

• Deutsche Bank believes the recent weakness in Altria Group (NYSE: MO) presents a buying opportunity given the potential to unlock value, upgrading shares to Buy from Hold.

• JMP Securities upgraded shares of Advanced Micro Devices Inc (NYSE: AMD) to Market Outperform from Market Perform following checks that indicate the company's next-generation "Barcelona" quad-core server chip and next-generation low-power mobile PC processor chip is exhibiting excellent power, performance, scalability, and price/performance characteristics at key OEM customers.

OTHER UPGRADES:

• ThinkEquity upgraded Microchip Technology Inc (NASDAQ: MCHP) to Accumulate from Source of Funds following the company's improved guidance.

• Morgan Stanley upgraded Eni SpA (NYSE: E) to Equal-Weight from Underweight as they believe management made it clear that the dividend is sustainable and a large-scale acquisition is not forthcoming.

• JP Morgan upgraded Deutsche Telekom AG (NYSE: DT) to Neutral from Underweight citing management's new focus on customer service and expectation's for modest growth for the upgrade.

• AG Edwards upgraded Anheuser-Busch Companies Inc (NYSE: BUD) to Buy from Hold.

• Morgan Joseph upgraded Boyd Gaming Corp (NYSE: BYD) to Buy from Hold based on key markets the company operating in and its diversification.

• Bernstein upgraded Cablevision Systems Corp (NYSE: CVC) upgraded to Outperform from Market Perform.

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

Numbers are Actual vs. Estimate

Excellent Reports

• Goodrich Corp. (NYSE: GR) 78c vs. 67c
• Goodrich profits increased on a jump in sales of aircraft equipment to Boeing and Airbus. The company said margin expansion associated with sales growth and improved operating efficiencies are primary reasons for a continued positive outlook.
  

• International Paper Company (NYSE: IP) 47c vs. 35c
• The company's profits rose on a gain from the sale of its U.S. forestlands and a strong operating profit from its industrial packaging unit. IP is transforming operations to focus on its global uncoated papers and packaging business.
  

• Starwood Hotels & Resorts Worldwide (NYSE: HOT) 92c vs. 73c
• Higher room rates helped to contribute to a strong quarter for the parent of hotel chains including St. Regis, Westin and Sheraton. The company has been enjoying strong travel demand and limited growth in supply. It has also been selling hotels and retaining management contracts to free up cash.
• Electronic Arts (NASDAQ: ERTS) 63c vs. 57c
• The video game publisher had a 38% drop in quarterly profit but beat Wall Street targets, overcoming investor anxiety that holiday shortages of new video game consoles would hurt sales. Shares rose 6% on the news. Company CFO Warren Jenson said EA was entering a growth period.

MOST NOTEWORTHY: Anheuser-Busch (BUD), Checkpoint (CHKP) and Sprint-Nextel (S) were the notables in today's list of upgrades.

• Bank of America upgraded Anheuser-Busch Cos (NYSE: BUD) to Buy from Neutral, with a $55 target; the firm believes there could be modest upside to the Street's 2007 estimates.

• Checkpoint Software Tech (NASDAQ: CHKP) was upgraded by RBC Capital Markets to Outperform from Sector Perform and a $32 target; the firm believes Checkpoint has reached an inflection point and expects year-over-year production license growth.

• Sprint Nextel Corp (NYSE: S) was added to JP Morgan's Focus List with a $25 target; the firm expects Sprint to be a turnaround story in 2007.

OTHER UPGRADES:

• Bear Stearns upgraded shares of AstraZeneca ADS (NYSE: AZN) to Outperform from Peer Perform on valuation.

• BJ's Wholesale Club (NYSE: BJ) was upgraded to Buy from Neutral at FTN Midwest; the firm expects management's restructuring efforts to improve sales and earnings will drive shares.

• Dentsply Int'l (NASDAQ: XRAY) was upgraded to Overweight from Equal Weight at Morgan Stanley based on valuation.

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