MOST NOTEWORTHY: Overseas Shipholding, Tenet Healthcare and Luxottica were today's noteworthy upgrades:

• Bear upgraded Overseas Shipholding Group (NYSE: OSG) to Outperform from Peer Perform following its Q4 results, citing seasonal strength.
  
• Tenet Healthcare (NYSE: THC) was upgraded to Hold from Underperform at Jefferies after quarterly operating trends showed signs of stabilization.
  
• Goldman raised Luxottica Group (NYSE: LUX) to Buy from Neutral and added shares to their Conviction Buy List as they find the valuation attractive at current levels.

OTHER UPGRADES:

• UBS raised Telefonica (NYSE: TEF) to Buy from Neutral.
  
• Goldman added El Paso Pipeline Partners (NYSE: EPB) to its Conviction Buy List.
  
• Royal Ahold (OTC: AHONY) was upgraded to Buy from Neutral at Merrill Lynch.

MOST NOTEWORTHY: Entertainment software stocks, Luxottica and Hansen Medical were today's noteworthy initiations:

• Citigroup initiated Electronic Arts (NASDAQ: ERTS) and Activision (NASDAQ: ATVI) with Buy ratings and targets of $75 and $29, respectively; the firm initiated Take-Two (NASDAQ: TTWO) and THQ Inc (NASDAQ: THQI) with Hold ratings and targets of $23 and $34, respectively.
  
• Citigroup also started shares of Luxottica Group (NYSE: LUX) with a Buy rating. The firm believes the company can maintain its dominant market position given its house brands portfolio and early expansion into emerging markets.
  
• Merriman started shares of Hansen Medical (NASDAQ: HNSN) with a Buy rating and thinks the company's Sensei System could radically change the landscape of catheter based surgery. The firm believes the stock can trade to the $34-$41 range in 12-18 months.

OTHER INITIATIONS:

• Calyon Securities initiated shares of General Motors Company (NYSE: GM) and Ford Motor Company (NYSE: F) with a Reduce rating and $31 target and $7 target, respectively.
  
• Deutsche Bank initiated Jack Henry & Associates (NASDAQ: JKHY) and Fiserv (NASDAQ: FISV) with Buy ratings and Advent Software (NASDAQ: ADVS) with a Hold rating.

MOST NOTEWORTHY: The ethanol sector, BT Group, AMR Corp and Kyphon were today's noteworthy downgrades:

• Friedman Billings downgraded Aventine Renewable Energy (NYSE: AVR) and Pacific Ethanol Inc (NASDAQ: PEIX) to Underperform and VeraSun Energy Corporation (NYSE: VSE) was downgraded to Market Perform from Outperform. The firm said the ethanol market has become increasingly challenging as spot market prices have declined by 30% in the past few months and expect pressure to remain through 2008 as the industry's growing pains continue.
  
• Morgan Stanley downgraded shares of BT Group (NYSE: BT) to Underweight from Equal Weight on valuation and regulation uncertainty ahead of Ofcom's first consultation document next week.
  
• AMR Corporation (NYSE: AMR) was downgraded to Sell from Neutral at Goldman to reflect the company's U.S. exposure as they expect the U.S. economy to slow.
  
• Banc of America downgraded shares of Kyphon Inc (NASDAQ: KYPH) to Neutral from Buy on valuation as the spread on the acquisition by Medtronic Inc (NYSE: MDT) has now narrowed.

OTHER DOWNGRADES:

• Pepsi Bottling Group Inc (NYSE: PBG) was downgraded to Market Perform from Outperform at Bernstein.
  
• Oppenheimer downgraded Signature Bank (NASDAQ: SBNY) to Neutral from Buy.
  
• ThinkEquity downgraded BioCryst Pharmaceuticals (NASDAQ: BCRX) to Accumulate from Buy.
  
• Merrill Lynch downgraded Luxottica Group (NYSE: LUX) to Neutral from Buy.

MOST NOTEWORTHY: CheckFree (CKFR), Talbots (TLB), SPSS Inc (SPSS), Network Appliance (NTAP) and Pozen Inc (POZN) were today's noteworthy downgrades:

• Following FiServ's (NASDAQ: FISV) acquisition of CheckFree, Raymond James cut CKFR shares to Market Perform from Strong Buy and Baird downgraded shares to Neutral from Outperform.

• Talbots (NYSE: TLB) was cut to Sell from Hold at Citigroup based on valuation, continued earnings disappointments, and a lack of earnings visibility.

• Cowen downgraded shares of SPSS Inc (NASDAQ: SPSS) to Underperform from Neutral citing decelerating growth and poor earnings quality.

• Bear Stearns cut Network Appliance (NASDAQ: NTAP) to Underperform from Peer Perform on the negative Q1 pre-announcement. Pacific Crest downgraded shares to Sector Perform from Outperform.

• After Pozen (NASDAQ: POZN) received a second approvable letter for Trexima, shares were downgraded by three firms:
  
• To Neutral from Strong Buy at First Albany
  
• To Hold from Buy at Jefferies and Lazard...

OTHER DOWNGRADES:

• Oppenheimer downgraded Applebee's (NASDAQ: APPB) to Neutral from Buy.

• Gabelli downgraded Boston Beer (NYSE: SAM) to Hold from Buy.

• Lehman downgraded Luxottica (NYSE: LUX) and Clorox (NYSE: CLX) to Equal Weight from Overweight.

• Thomas Weisel downgraded Nortel Networks (NYSE: NT) to Market Weight from Overweight.

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

Regular BloggingStocks readers know by now that my investment strategies are fairly conservative and relatively coarse. Please don't begrudge me that. Although I don't track my picks in a portfolio, I do mentally track the general performance of the companies I tout, and I believe that overall I've done fairly well.

There are two major differences between my stock-picking efforts and what I perceive to be Warren Buffett's style. First, Mr. Buffett has years of experience that I myself do not have. Second, Mr. Buffett likes to have a greater working understanding of the nature of the businesses he chooses to investment in than I do. I choose my companies of favor with what I call my "big picture" strategy. All that means is that I use a broader view than most of my contemporaries who like to dig right down to the very roots of their picks.

I like to think that my strategy provides solid conservative support, which shall then free an investor to do some aggressive speculating with their profits.

Eric Buscemi reported some "shady" news from the world of fashion earlier today, as Italian company Luxottica Group SpA (NYSE: LUX) has made a $2.1 billion bid for U.S. sunglasses manufacturer Oakley (NYSE: OO).

Luxottica already has the Prada and Ray-Ban brands under its umbrella, so adding OO, which offers an upscale line of high-performance sunglasses and goggles, seems like a shrewd and sensible move. It seems as though the collective's primary "competition" these days is the man on the street ... quite literally!

Oakley is one of those brands, like Prada - or Coach (NYSE: COH) - of which poorly fashioned knock-offs are easily found lining the street corners of major cities. A little haggling, some sweet talking, and the right amount of cash can outfit a New York City or Las Vegas tourist with the cream of the fraudulent crop.

My husband's stepfather was once given a pair of Oakley sunglasses, which he thought to be genuine product until closely examining the "brand" name that read... O4kely. Whoops. You get what you pay for, and eyeglasses are more fragile - and more vital - than handbags, so those looking for quality will continue to pay for it. And in my experience (and my stepfather-in-law's), once you've had one knock-off, you're not likely to continue the ruse. The combined cache of these brands should make Luxottica quite the name to be reckoned with in the trendy eyewear industry.

Beth Gaston Moon is an analyst at Schaeffer's Investment Research.

This morning, the world's largest eyewear maker, Luxottica Group SpA (NYSE: LUX), announced it would acquire U.S. sunglasses maker Oakley Inc (NYSE: OO) in an all-cash deal for around $2.1 billion, or $29.30 per share.

In what could be a "win-win situation for both companies," in the words of analysts at Morgan Keegan, Luxottica said the combination could offer an opportunity to create new eyewear categories and "enhanced economies of scale." Indeed, an Oakley acquisition should complement Luxottica, which owns the RayBan, Chanel, Prada and Versace lines, and help it transition into the sporting goods sector. Conversely, Oakley, which has been cutting back on its other lines that include footwear and apparel to focus more on its eyewear offerings, should fit Luxottica like a glove.

UBS analyst Laura Leonardelli believes an acquisition of Oakley would increase Lux's sales by around 12% in 2008. Additionally, it would allow Luxottica to further solidify its presence in the U.S. and other markets.

After the announcement, shares of Oakley were up 12% and Luxottica traded around 8% higher, signalling that investors agreed this was a good deal for all involved. The deal has been approved by both company boards and is expected to be finalized in the second half of 2007.

Oakley (NYSE: OO) volatility and volume elevated prior to anticipated LUX deal. Luxottica Group SpA (NYSE: LUX), the world's largest manufacturer of eyewear, agreed to buy OO for $2.03 billion. I reported uncharacteristic OO activity on 5/31/07 and 6/6/07. OO option volume was heavy on 6/20/07. OO July option implied volatility of 43 was above its 26-week average of 35 according to Track Data, suggesting larger price fluctuations.

Morningstar (NASDAQ: MORN) option implied volatility Stable. MORN, a provider of independent investment research, closed at $47.57. MORN's 2007 Morningstar Investment Conference will feature leading mutual fund managers and industry leaders-discussing current topics and industry issues beginning June 27th in Chicago. MORN over all option implied volatility of 30 is near its 26-week average according to Track Data, suggesting standard deviation price risks.

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

Netflix Inc (NASDAQ: NFLX)

Amazing. Amazon.com Inc (NASDAQ: AMZN), that big online retailer, sees the flix for the net. The shares keep rising for the online DVD rental company-up about 15%, highest since January-- even if their discs do come a little scratched. More than that though is while new subscribers are coming on; it's not exactly going gangbusters. Still, 6.8M is a whole lot of subscribers. Will Amazon, or someone else, overpay?

Rackable Systems Inc (NASDAQ: RACK)

Which came first: The ongoing takeover rumors or the higher stock price? Or was it that Dell Inc (NASDAQ: DELL) is said to be after Rackable, a provider of servers and storage products for high density data center deployments. Rack it up.

Feldman Mall Properties Inc (NYSE: FMP)

Word is that this real estate investment trust will look for a sale, combo or merger. They said the venerable firm of Friedman, Billings, Ramsey & Co. will help them "explore strategic alternatives." Then the stock went up.

STILL FLYING AROUND

Trump Entertainment Resorts Inc (NASDAQ: TRMP)

Dennis Gomes, whose name surfaced in March, is a one time gaming exec and regulator. He's signed a confidentiality agreement to have a look see at the firm's Atlantic City casinos. Separately, Las Vegas' Boyd Gaming Corporation (NYSE: BYD) has also been mentioned as a possible contender.

YRC Worldwide Inc (NASDAQ: YRCW)

The CEO of this Kansas-based transportation service provider has been quoted as saying that a takeover is possible. An LBO is likely. This week the shares have actively been trading up.

Dollar Tree Stores Inc (NASDAQ: DLTR)

Imagine a dollar tree where the stock keeps going up, up, up. Well, here it is, once again, a subject of takeover talk.

BUZZ

United States Steel Corporation (NYSE: X): Russia's Severstal may be prowling around...Plains Exploration & Production Company (NYSE: PXP): Takeover candidate's stock is sharply higher... Micron Technology Inc (NYSE: MU): Blackstone has interest...Ameristar Casinos Inc (NASDAQ: ASCA): A hot stock and takeover rumors abound...Nvidia Corporation (NASDAQ: NVDA): Remains an LBO candidate...The First Marblehead Corporation (NYSE: FMD): The student loan business is booming and earnings growth is strong, but who would buy it?...Marriott International Inc (NYSE: MAR): A target? But where's the movement?...Oakley Inc (NYSE: OO) as a target has been around and around, and now some say it will be bought by Luxottica Group (NYSE: LUX).

In unrelenting pursuit of double digit EPS growth for fiscal year 2007, it was announced Friday March 23, that Luxottica Group (NYSE:LUX) had acquired two South African eye wear chains. The reported total expenditure for the dual purchases was $13.4 million. Luxottica says the acquisition fits snugly into the company's strategy of maintaining market dominance, increasing cash flow generation and staying ahead of the eye wear industry growth curve.

Andrea Guerra, Luxottica Group's chief executive officer said that nearly two thirds of the world's population is just beginning to explore the fashion eye wear market. The drivers in the market can be divided into: 1) People attempting to express individuality through choices made in fashion eye wear has never been stronger. 2) As people in emerging economies come to realize the simplicity of vision enhancement through eye wear, they are also coming to grasp the realities of personal expression that fashion eye wear choices can make. 3) As baby-boomers age, there is an ever increasing pool of new clients who are visiting fashion eye wear stores for the very first time.

When looking into Luxottica Group (NYSE: LUX) from an investor standpoint, a couple big moves which have recently taken place signal to me that Luxottica is taking a position for the long haul. Luxottica Group may be more well known to you by some of their eye-wear brand-names -- Brooks Brothers, Donna Karan, Prada and Ray-Ban. Luxottica is the world's single largest eye-wear / eye-care firm, marketing thousands of eyeglass designs under at least 25 brand names.

Some of the most significant company movements that grabbed my attention are not to be taken lightly. This is a very well focused company with an aggressive vision for the future. (Puns are included at no extra charge).The single most powerful event I have seen initiated by Luxottica was the November announced acquisition of D.O.C. Optics to include some 100 retail establishments operated by D.O.C. nation wide. The acquisition is expected to be completed in the first quarter of 2007 for an amount of approximately $90 million. As of this writing the deal is passing cleanly through financial processing and regulatory approval.