MOST NOTEWORTHY: Teva Pharma, Novavax, Corinthian Colleges, Fair Isaac and Tenneco were today's noteworthy upgrades:

• Friedman Billings upgraded Teva Pharmaceutical (NASDAQ: TEVA) to Outperform from Market Perform following Teva's better-than-expected Q3 report and guidance.
  
• Oppenheimer upgraded shares of Novavax (NASDAQ: NVAX) to Buy from Neutral based on positive expectations for Ph I/IIa pandemic influenza data, the start of clinical trials for seasonal influenza, and expected announcement of a vaccine product candidate in Q4.
  
• Corinthian Colleges (NASDAQ: COCO) was upgraded to Buy from Neutral at Merrill following its better-than-expected Q1 report and guidance.
  
• Citigroup upgraded of Fair Isaac (NYSE: FIC) to Buy from Hold shares to reflect the company's strong Q4 results and improved outlook.
  
• Tenneco (NYSE: TEN) was raised to Outperform from Market Perform at Wachovia based on valuation and revenue opportunities in commercial truck market.

OTHER UPGRADES:

• Energizer Holdings (NYSE: ENR) was upgraded at Bear Stearns to Peer Perform from Underperform.
  
• Key Banc upgraded Post Properties (NYSE: PPS) to Hold from Underweight.
  
• Morgan Stanley upgraded MetroPCS (NYSE: PCS) to Overweight from Equal Weight.
  
• William Blair upgraded LECG Corporation (NASDAQ: XPRT) to Market Perform from Underperform.

MOST NOTEWORTHY: General Motors, Acuity Brands, Post Properties, Manpower and IMAX Corp were today's noteworthy upgrades:

• UBS upgraded General Motors (NYSE: GM) to Buy from Sell citing a potential $3B in cost savings from the "transformational contract" with the UAW.
  
• Acuity Brands (NYSE: AYI) was upgraded to Outperform from Neutral at Baird based on valuation and management's ability to execute.
  
• Post Properties (NYSE: PPS) was raised to Neutral from Sell at Merrill Lynch following its Q3 report and guidance.
  
• Citigroup upgraded shares of Manpower (NYSE: MAN) to Buy from Hold as they like the company's business model and balance sheet.
  
• Soleil upgraded shares of IMAX Corporation (NASDAQ: IMAX) to Buy from hold with digital IMAX set to launch in Q208, to reflect the attractive economics of the company's new joint venture model.

OTHER UPGRADES:

• Verizon Communications (NYSE: VZ) was upgraded to Market Perform from Underperform at Raymond James.
  
• JMP Securities upgraded Actuate Corporation (NASDAQ: ACTU) to Outperform from Market Perform.
  
• Citigroup upgraded FormFactor (FORM) to Buy from Hold and added shares to their Global Tech Conviction List.
  
• CIBC upgraded Northgate Minerals Corporation (NYSE: NXG) to Sector Performer from Sector Underperformer.

MOST NOTEWORTHY: Yahoo! (YHOO), Genzyme (GENZ) and Dress Barn (DBRN) were today's noteworthy upgrades:

• Yahoo! Inc. (NASDAQ: YHOO) was upgraded to Overweight from Neutral at JP Morgan as the firm believes the company has addressed weakness in display advertising with recent partnership announcements and the acquisition of Right Media. Additionally, the firm still sees upside to Panama.
• Genzyme Corp. (NASDAQ: GENZ) was upgraded to Buy from Neutral at Goldman Sachs, citing valuation and a favorable risk/reward.
• Merriman upgraded shares of Dress Barn (NASDAQ: DBRN) to Buy from Neutral to reflect the improved sales trends in May and sees the stock trading at the high end of its peer group average or in a range of $25.50-$27.00.

OTHER UPGRADES:

• Deutsche Telekom (NYSE: DT) was upgraded to Buy from Sell at Societe Generale, which also added shares to its Premium List.
• Lehman Brothers upgraded AvalonBay Communities (NYSE: AVB) to Equal Weight from Underweight, as the firm views AVB as a close comp to Archstone-Smith Trust (NYSE: ASN). Lehman also upgraded Post Properties (NYSE: PPS) to Equal Weight from Underweight, citing industry M&A activity, and China Life Insurance (NYSE: LFC) to Buy from Neutral, citing valuation.
• Deutsche Bank upgraded shares of BG Group plc (NYSE: BRG) to Buy from Hold to reflect expected growth in the company's liquefied natural gas business.
• Red Hat Inc. (NYSE: RHT) was upgraded to Outperform from Neutral at Robert W Baird, which expects improved performance at JBoss and a positive mix shift in the core O/S business following the release of RHEL 5.

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

In what looks like an effort to diversify away from its low-price and low-quality (although that has been improving of late) flagship brand, Payless ShoeSource Inc. (NYSE: PPS) is acquiring Stride Rite Corp. (NYSE: SRR), the leading retailer of footwear for children. I have fond memories of going to Stride Rite with my parents when I was younger to pick out new shoes, and a lot of other people have similar memories. Payless will pay $800 million in cash for the company.

The company will change its name to Collective Branding after the deal is consummated because it was the most boring name it could think of that wasn't already taken.

Shares of Stride Rite are up more than 30%, while Payless shares soared more than 10%, making this one of those rare deals that looks good for the acquired company's shareholders and the owners of the acquiring company.

Payless has been a strong performer over the past few years, as CEO Matt Rubell has focused on upping the quality of the company's products. This acquisition seems like a great way to continue on that path, and the company's balance sheet looks strong enough to handle it.

MOST NOTEWORTHY: Intel Corp (INTC), Advanced Micro Devices, Inc (AMD), Post Properties, Inc (PPS), Analogic Corp (ALOG) and the base metals sector were today's more noteworthy upgrades:

• DA Davidson raised Intel Corp's (NASDAQ: INTC) rating to Buy from Neutral based on market share gains and unexpected PC growth.

• American Technology upgraded Advanced Micro Devices Inc (NYSE: AMD) to Buy from Neutral as the firm expects shares to trade higher near-term with data not likely to get worse over the next six months. The firm suspects AMD could win a notebook platform at Toshiba Corp (TOSBF) and expects further offerings at Dell Inc (DELL).

• Banc of America upgraded shares of Post Properties Inc (NYSE: PPS) to Neutral from Sell and raised their target to $53 from $42 after REIT Wrap, a real estate industry newsletter, reported the company may have already received several unsolicited bids.

• Stanford upgraded Analogic Corp (NASDAQ: ALOG) to Buy from Hold based on improving fundamentals in the security and medical businesses.

• Goldman upgraded the base metals sector to Attractive from Neutral as the firm believes above-consensus metal prices for 2008-2009 are sustainable. The firm favors copper fundamentals over nickel, zinc and aluminum and views Freeport-McMoRan Copper & Gold Inc (FCX) as its top pick.

OTHER UPGRADES:

• Lehman upgraded Alon USA Energy, Inc (NYSE: ALJ) to Equal Weight from Underweight.

• Bear Stearns upgraded Shanda Interactive Entertainment Ltd (NASDAQ: SNDA) to Outperform from Peer Perform.

• Wesco International, Inc (NYSE: WCC) was upgraded to Strong Buy from Outperform at Raymond James.

• BMO Capital raised ResMed Inc (NYSE: RMD) to Outperform from Peer Perform.

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

MOST NOTEWORTHY: Forest Laboratories Inc (FRX), The St. Joe Co (JOE) and Tyco Int'l Ltd (TYC) topped today's list of downgrades:

• Following the withdrawal of Orapem, Forest Laboratories Inc (NYSE: FRX) was downgraded to Sell from Hold at Citigroup, with a $47 target, given the company's dependence on two products and early stage pipeline.

• The St. Joe Co (NYSE: JOE) was downgraded to Underperform from Market Perform at Wachovia, citing valuation and secondary-home sale activity which continues to pressure steady primary-home activity in core markets; BB&T also downgraded St. Joe, to Hold from Buy on valuation.

• Deutsche Bank downgraded Tyco Int'l Ltd (NYSE: TYC) to Hold from Buy on valuation with a $33 target, as they find shares fairly valued heading into the separation.

OTHER DOWNGRADES:

• Bank of America downgraded Alltel Corp (NYSE: AT) to Neutral from Buy on valuation and lowered its target to $58 from $66.

• UBS downgraded Sohu.com Inc (NASDAQ: SOHU) to Neutral from Buy, with a $28 target, following second-quarter results. Lehman Brothers downgraded Sohu.com to Equal Weight from Overweight on the news.

• Merrill Lynch downgraded Centerne Corp (NYSE: CNC) to Sell from Neutral.

• Merrill also downgraded Ingersoll-Rand Co Ltd (NYSE: IR) to Neutral from Buy, citing weakness in the residential market and execution uncertainty for the downgrade.

• Bank of America downgraded Post Properties Inc (NYSE: PPS) to Sell from Hold following the company's Q4 report and guidance.

• BB&T downgraded Oakley Inc (NYSE: OO) to Hold from Buy on valuation.

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