MOST NOTEWORTHY: American Capital (ACAS), Doral Financial (DRL), E-Trade Financial (ETFC) and Family Dollar (FDO) were today's noteworthy downgrade:

• Jefferies downgraded shares of American Capital (NASDAQ: ACAS) to Hold from Buy citing the slowing M&A market and risk characteristics of the company.

• Soleil downgraded Doral Financial (NYSE: DRL) to Sell from Hold, on the belief that the recent reverse stock split will increase short-selling activity and discourage speculative buying.

• E-Trade Financial (NASDAQ: ETFC) was cut to Neutral from Buy at UBS, citing deteriorating trends in the credit/mortgage markets, lack of near-term catalysts; the firm does not see an M&A deal occurring near-term.

• Goldman downgraded Family Dollar (NYSE: FDO) to Neutral from Buy, citing weakness in the low-end consumer and increased pressure from Wal-Mart (WMT)...

OTHER DOWNGRADES:

• Wachovia downgraded Tween Brands (NYSE: TWB) to Market Perform from Outperform.

• Estee Lauder (NYSE: EL) was downgraded to Neutral from Outperform at Credit Suisse.

• Deutsche Bank cut Pearson (NYSE: PSO) to Hold from Buy.

• Matrix downgraded Talisman Energy (NYSE: TLM) to Hold from Buy.

Analyst summaries provided by TheFlyOnTheWall.com (subscription required

MOST NOTEWORTHY: Schering-Plough Corp (SGP), Jones Soda Co (JSDA), RealNetworks, Inc (RNWK), Westwood One, Inc (WON), and Darden Restaurants, Inc (DRI) were today's noteworthy upgrades:

• Prudential raised shares of Schering-Plough Corp (NYSE: SGP) to Overweight from Neutral to reflect management's activity on the deal front and recent data on the drug TRA.

• ThinkEquity upgraded shares of Jones Soda Co (NASDAQ: JSDA) to Accumulate from Source of Funds after disappointing Q1 results. The firm believes results will get better in FY07 as the canned soda roll-out continues and high fructose corn syrup inventory is depleted.

• RealNetworks Inc (NASDAQ: RNWK) was upgraded to Market Perform from Underperform at JP Morgan, citing valuation.

• Bear Stearns upgraded shares of Westwood One Inc (NYSE: WON) following reports the company hired UBS AG (UBS) to help find potential buyers.

• KeyBanc Capital markets raised Darden Restaurants (NYSE: DRI) to Buy from Hold based on accelerating same-store sales at Olive Garden.

OTHER UPGRADES:

• Bear Stearns raised Plantronics, Inc (NYSE: PLT) to Peer Perform from Underperform.

• SunTrust Robinson Humphrey upgraded Career Education Corp (NASDAQ: CECO) to Neutral from Reduce.

• Credit Suisse upped Estee Lauder Cos (NYSE: EL) to Outperform from Neutral.

• Needham upgraded shares of Andrew Corp (NASDAQ: ANDW) to Buy from Hold.

• Wedbush upgraded Crocs, Inc (NASDAQ: CROX) to Strong Buy from Buy with a $95 target.

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

Jim Cramer, never one to rest on a single industry segment, discussed the quest for youthfulness tonight on his ever-popular MAD MONEY show.

If you want your body to look like a teenager's but your bank balance to scream "old fogey," Cramer advises that you avoid Bare Escentuals, Inc. (NASDAQ:BARE). He calls it a fad that isn't going anywhere, and says if you own it you should "ring the register." It was spun off by an LBO firm, but now it's too late; the company won't make you money. Cramer had regrets over this one: he didn't tell a caller on Friday to sell, and wished he had.

Better options if you want to capitalize on America's quest for eternal youth? Cramer likes Allergan, Inc. (NYSE:AGN) for its Botox and Medicis Pharmaceutical Corporation (NYSE:MRX) for its competing product. He counselled against the big, luxury names in the space: Avon Products Group (AVP), The Estee Lauder Co. (NYSE:EL) or Revlon, Inc. (NYSE:REV). Cosmetic companies are unreliable to Cramer.

Cramer did say International Flavors & Fragrances Inc. (NYSE:IFF) is a good alternative, even though it is close to a 52-week high. He thinks the company is much better with scents and steady end markets. Soon it will split into two businesses, he says, as it creates sweet ingredients that it sells to large companies like P&G. He said IFF only trades at 16x forward earnings and it has consistent 10% earnings growth. The best pick of the bunch? IFF, Cramer says.

[Photo Michael McCauslin]