Analyst upgrades:

• Jefferies upgraded shares of Anadarko Petroleum Corporation (NYSE: APC) to Buy from Hold and raised the target to $79 from $52.50 on valuation and believes the company can use its strong cash flow position to acquire assets.
  
• Baird said The Corporate Executive Board Company's (NASDAQ: EXBD) valuation is discounting a miss and that the company is well positioned as an early-cycle story with a new CFO, continued mid-market traction, and likely better than feared 2009 results. The firm upgraded shares to Outperform from Neutral and raised its target to $38 from $41.
  
• Merrill upgraded Novartis AG (ADR) (NYSE: NVS) to Buy from Neutral and Sanofi-Aventis SA (ADR) (NYSE: SNY) and Shire Plc (ADR) (NASDAQ: SHPGY) to Buy from Underperform on valuation and defensive earnings.
• Marshall & Ilsley Corporation (NYSE: MI) was upgraded to Market Perform from Underperform at Keefe Bruyette.
  
• Barclays Plc (ADR) (NYSE: BCS) was raised to Hold from Sell at Citigroup.
  
• Novellus Systems, Inc. (NASDAQ: NVLS) was upgraded at Soleil to Buy from Hold.

Lately, there have been some scary stories -- such as in BusinessWeek and Forbes.com -- about the buyout of Freescale, which is a major semiconductor operator (the transaction came in September 2006 at $17.6 billion).

The latest earnings report was anemic. Plus, the company's bonds are selling at distressed levels. In fact, the CEO -- Michel Mayer -- quit his post in February (but don't cry for him as he took millions in a nice payday). And of course, Freescale's key customer, Motorola, Inc. (NYSE: MOT), is ailing.

So, might this prevent further buyout deals in the semiconductor space?

MAJOR PAPERS:

• According to the Wall Street Journal, Freedom Communications has delayed its $500M plan to buy back the 45% stake held by The Blackstone Group LP (NYSE: BX) and Providence Equity Partners; people familiar situation said the delay is due to the credit market turmoil.
• The Wall Street Journal also reported due to credit market turmoil that reduced expected financing, Intel Corporation (NASDAQ: INTC) and STMicroelectronics NV (NYSE: STM) will receive less money for memory-chip operations under a new joint venture.
• Apple Inc (NASDAQ: AAPL) signed a deal with 20th Century Fox, a studio owned by News Corp (NYSE: NWS.A), for a new online video-on-demand service, the Financial Times reported. By downloading a digital copy from iTunes, under the agreement, consumers will be able to rent Fox releases as they come out on DVD.

OTHER PAPERS:

• The Atlanta Business Chronicle reported that The Coca-Cola Company (NYSE: KO) may look to buy organic tea-maker Honest Tea.

Main market news here: Before the bell: All eyes on Fed

The Financial Times reported Tuesday that Citigroup (NYSE: C) has trimmed its structured investment vehicles by more than $15 billion since October.

STMicroelectronics (NYSE: STM), rival to Texas Instruments (NYSE: TXN), announced it is buying video-chip maker Genesis Microchip (NASDAQ: GNSS) for $336 million. The deal pays $8.55 a share, a 60% premium on Genesis' closing price Monday.

Home lender Freddie Mac (NYSE: FRE), has adopted stricter limits and broader guidelines for when it will buy out delinquent loans from mortgage pools.

Speaking in Tokyo on Tuesday, Sony Corp. (NYSE: SNE) Chief Executive Officer Howard Stringer said the electronics maker plans to network its PlayStation 3 video game console and its other electronics in 2008.

MOST NOTEWORTHY: Vodafone, Citrix Systems, STMicroelectronics, Symmetricom and Smith International were today's noteworthy upgrades:

• JP Morgan upgraded shares of Vodafone Group (NYSE: VOD) to Overweight from Neutral, as they believe the company is benefiting from increased data sales.
  
• Citrix Systems (NASDAQ: CTXS) was upgraded to Outperform from Market Perform at Friedman Billings. The firm's checks indicate that its clear communication strategy and a stronger technology platform behind the Enterprise and Platinum editions is spurring top line growth.
  
• Baird upgraded shares of STMicroelectronics (NYSE: STM) to Outperform from Neutral based on new product cycle, multiple design wins, valuation, and strong Q4 guidance.
  
• Cantor upgraded shares of Symmetricom (NASDAQ: SYMM) to Buy from Hold as they find the valuation compelling and are comfortable with Q1 estimates.
  
• Calyon Securities upgraded Smith International (NYSE: SII) to Add from Neutral following its Q3 report and guidance.

OTHER UPGRADES:

• Shaw Group (NYSE: SGR) was upgraded to Neutral from Sell at Goldman Sachs.
  
• RBC Capital upgraded QLogic Corporation (NASDAQ: QLGC) to Outperform from Sector Perform.
  
• Credit Suisse upgraded Amgen (NASDAQ: AMGN) and Weatherford (NYSE: WFT) to Outperform from Neutral.

MOST NOTEWORTHY: STMicroelectronics, Biogen Idec, American Community Bank and Crosstex Energy were today's notable downgrades:

• Lehman downgraded STMicroelectronics (NYSE: STM) to Underweight from Overweight, as they expect the company to underperform its peers.
• UBS downgraded Biogen Idec Inc (NASDAQ: BIIB) to Sell from Neutral, citing valuation and their belief that there would be no significant premium if the company was bought.
• American Community Bancshares (NASDAQ: ACBA) was downgraded to Hold from Buy at Stifel, based on valuation.
• Goldman Sachs downgraded Crosstex Energy Inc (NASDAQ: XTXI) to Neutral from Buy, citing valuation.

OTHER DOWNGRADES:

• PepsiAmericas Inc (NYSE: PAS) was downgraded to Underweight from Neutral by HSBC.
  
• Amodcs Ltd (NYSE: DOX) was removed from the Conviction Buy List by Goldman Sachs.
  
• Citigroup assumed coverage of Tenneco Inc (NYSE: TEN) with a Sell from a Hold.
  
• Morgan Stanley downgraded LDK Solar (NYSE: LDK) to Equal Weight from Overweight.

MOST NOTEWORTHY: Taser Int'l (TASR), Motorola (MOT), Advantest (ATE), STMicroelectronics (STM) and Joy Global (JOYG) were today's noteworthy upgrades:

• Merriman upgraded shares of Taser Int'l (NASDAQ: TASR) to Buy from Hold on valuation following the 25% decline in price since late July, accelerating law enforcement demand and upside potential from the recently launched personal TASER C2.

• Lehman upgraded shares of Motorola (NYSE: MOT) to Overweight from Equal Weight as they believe increased production and opex progress in Q3 could signal a turnaround at the company's phone unit.

• Jefferies upgraded Advantest (NYSE: ATE) to Hold from Underperform on valuation.

• STMicroelectronics (NYSE: STM) was upgraded to Market Perform from Underperform on valuation at Bernstein.

• Stifel upgraded shares of Joy Global (NASDAQ: JOYG) to Buy from Hold following the in line Q3 report as they believe bad news is reflected in valuation...

OTHER UPGRADES:

• Idacorp (NYSE: IDA) was upgraded to Market Perform from Under Perform at Wachovia.

• UBS upgraded TDK Corp (NYSE: TDK) to Neutral from Sell.

• Wedbush raised Big Lots (NYSE: BIG) to Buy from Hold, with a $35 target, and DSW Inc. (NYSE: DSW) to Hold from Sell, with a $29 target.

• LabCorp (NYSE: LH) was upgraded to Outperform from Neutral at Cowen.

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

Main market news here: Before the bell: Cisco (CSCO) earnings boost futures.

The Blackstone Group (NYSE: BX) announced Wednesday morning that it has closed its latest fund, Blackstone Capital Partners V. The $21.7 billion fund is the largest buyout fund ever.

Broadcom Corp. (NASDAQ: BRCM) has added insult to injury in its rivalry with Qualcomm Inc. (NASDAQ: QCOM), following up a legal victory with news of a deal to supply chips to cell phone maker Nokia Corp. (NYSE: NOK), which is currently squabbling with Qualcomm.

In addition to the Broadcom deal and its continuing contract with Texas Instruments (NYSE: TXN), Nokia has also announced two new chip suppliers: Infineon Technologies (NYSE: IFX) and STMicroelectronics (NYSE: STM).

Apple (NASDAQ: AAPL) unveiled its new iMac on Tuesday, which features a slimmer, aluminum casing and a suite of software targeted at winning over users of Microsoft (NASDAQ: MSFT)'s Windows.

Mattel Inc. (NYSE: MAT) has named the Chinese manufacturer of almost 1 million Fisher-Price toys that it had to recall last week for possible lead paint.

National Semiconductor (NYSE:NSM) reported some pretty bleak figures yesterday, but UBS upped its price target on the firm from $25 to $27. It still rates the company's shares "neutral." It may be an example of things being so bad in the chip industry that even mediocre results are considered OK.

For the quarter ending February 25, NSM revenue dropped 21% to $431 million. Wall Street expected $434. Net income dropped to $72 million from $130 million in the year ago period.

The company did say its expected revenue of $444 million to $457 million in the current quarter.

The stock may have gotten cheap. It traded for $30 last May, and recently was as low as $22.20. It closed yesterday below $26 but is up 4% today.

The huge oversupply of semiconductors may finally be behind the industry. Shares in Analog Devices (NYSE:ADI) and ST Microelectronics (NYSE:STM) have also started to recover.

If all of the companies show even minimal growth in the next quarter, the market may assume that their revenue could actually begin to grow again in the second half. It would be a relief for investors who have taken a beating in this sector.

Douglas A. McIntyre is a partner at 24/7 Wall St.

MAJOR PAPERS:

• According to the Wall Street Journal (subscription required), Viacom (NYSE: VIA) may announce a licensing deal with new Internet service Joost.
• Also in this morning's Journal, Airbus owner EADS surprised investors and employees yesterday by postponing a long-awaited announcement of Airbus's big makeover plan, called Power8.
• And in more airline news in the Journal, JetBlue (NASDAQ: JBLU) is planning to overhaul its procedures after a storm caused the company to cancel a thousand flights and strand thousands of travelers.
• According to the Financial Times (subscription required), rumors have spread that Anheuser-Busch (NYSE: BUD) and InBev are in serious talks.

OTHER PAPERS:

• The Sunday Edition of the U.K. Times reported that JP Morgan (NYSE: JPM) will formally kick off a GBP 7B auction of DaimlerChrysler's (NYSE: DCX) Chrysler unit as early as this week.
• According to French paper La Tribune, STMicroelectronics (NYSE: STM) will supply multimedia microprocessors to Nokia (NOK) for its mobile telephones.

MOST NOTEWORTHY: Lockheed Martin Corp (LMT) and Nokia Corp (NOK) were today's most notable upgrades:

• Freidman Billings upgraded shares of Lockheed Martin Corp (NYSE: LMT) to Outperform from Market Perform, with a $110 target, citing a strong Q4 report and improving outlook.

• Nokia Corp (NYSE: NOK) was upgraded to Buy from Hold at Deutsche Bank, as they believe the company's positive drivers have accrued faster than expected, including a product refresh and a compelling valuation.

OTHER UPGRADES:

• Friedman Billings upgraded shares of Imclone Systems Inc (NASDAQ: IMCL) to Market Perform from Underperform based on valuation and catalysts expected over the next 12 months.

• Lehman Brothers upgraded shares of FirstEnergy Corp (NYSE: FE) to Overweight from Equal-Weight. They feel the regulatory overhang has been removed with the recent reasonable outcome on rates in Pennsylvania and an improved outlook in Ohio.

• UBS upgraded STMicroelectronics NV (NYSE: STM) to Buy from Reduce as they expect growth from higher sales, a separation in its flash-memory unit, and a decline in inventories at Nokia (NOK), a client. Additionally, the firm raised its global phone handset unit estimate.

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

MOST NOTEWORTHY: Select airline companies and Sanofi-Aventis (SNY) were the most notable upgrades this morning.

• Positive industry trends and relative valuations forced Calyon to upgrade AMR Corp (NYSE: AMR), Continental Airlines 'B' (NYSE: CAL), UAL Corp (NASDAQ: UAUA) and US Airways Group (NYSE: LCC) to Buy from Add.

• Merrill Lynch upgraded shares of Sanofi-Aventis ADS (NYSE: SNY) to Buy from Neutral this morning. The upgrade was based on expectations of positive news from the U.S. approval of Acomplia and a potential win in its Plavix patent litigation, among other reasons.

OTHER UPGRADES:

• Deutsche Bank upgraded shares of Ericsson (NASDAQ: ERIC) to Buy from Hold as they expect positive trends to emerge in 4Q and 1Q07, based on "benign" pricing in the industry and higher handset sales.

• Lehman upgraded shares of STMicroelectronics N.V. (NYSE: STM) to Overweight from Underweight; the firm expects a resolution to their NOR flash business shortly either by a spin-off or a sale.

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

MOST NOTEWORTHY: Alltel (AT), Exelon (EXC) and STMicroelectronics (STM) top today's extensive list of downgrades.

• Alltel Corp. (NYSE:AT) was downgraded at Robert W. Baird to Neutral from Outperform, citing lower EBITDA and valuation.
• Exelon Corp. (NYSE:EXC) was downgraded to Hold from Buy at Citigroup. The move came on lower expectations for growth at their ComEd unit.
• STMicroelectronics (NYSE:STM) was downgraded at Robert W. Baird to Neutral from Outperform citing weak NOR flash trends.

OTHER DOWNGRADES:

• Whole Foods Markets, Inc. (NYSE:WFMI) was downgraded to Sector Perform from Outperform at RBC Capital Markets on valuation.
• Finally, Prudential downgraded Timberland Co. (NYSE:TBL) to Underweight from Neutral citing management comments of continued earnings pressure.

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