SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                 SCHEDULE 13G


                                 (Rule 13d-102)


             INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2


                   Under the Securities Exchange Act of 1934
                          (Amendment No._____2_____)*


                    		Penn Traffic Company
             -----------------------------------------------------
                                (Name of Issuer)

                                Common Stock
             -----------------------------------------------------
                         (Title of Class of Securities)

                                 707832200
             -----------------------------------------------------
                                 (CUSIP Number)



Check the following box if a fee is  being paid with this statement [ ].


----------
*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).



CUSIP No. 707832200               13G                    Page 2 of 4 Pages




   1.  NAME OF REPORTING PERSON(S)
       S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON(S)

       Northeast Investors Trust
       04-6012886


   2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                             (a)  [  ]
                                                             (b)  [  ]


   3.  SEC USE ONLY




   4.  CITIZENSHIP OR PLACE OF ORGANIZATION

       Boston, MA


   NUMBER OF      5.   SOLE VOTING POWER
     SHARES            -0-
  BENEFICIALLY
    OWNED BY      6.   SHARED VOTING POWER
      EACH             -0-
   REPORTING
     PERSON       7.   SOLE DISPOSITIVE POWER
      WITH             -0-

                  8.   SHARED DISPOSITIVE POWER
                       -0-


   9.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                    -0-


  10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



  11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                    0%

  12.  TYPE OF REPORTING PERSON*

                    IV





                                       13G                   Page 3 of 4 Pages





Item 1.     (a)  Penn Traffic Company

            (b)  1200 State Fair Boulevard, Syracuse, NY 13221-4737

Item 2.     (a)  Northeast Investors Trust

            (b)  150 Federal Street Suite 1000, Boston, MA 02110

            (c)   Massachusetts

            (d)   Common Stock

            (e)   707832200

Item 3.
            (d)   [X]   Investment Company registered under  Section 8 of  the
                        Investment Company Act,



                                      13-G                   Page 4 of 4 Pages



Item 4.     (a)  -0-

            (b)  -0-


            (c)
                  (i)  -0-


                  (ii) -0-


                  (iii) -0-


                  (iv)   -0-


            (d)   -0-




Item 5.     N/A

Item 6.     N/A

Item 7.     N/A

Item 8.     N/A

Item 9.     N/A

Item 10.    Certification.

            By  signing  below  -I/we-  certify  that,  to the  best  of  my/our
            knowledge and belief, the securities referred to above were acquired
            in the  ordinary  course of business  and were not  acquired for the
            purpose of and do not have the effect of changing or influencing the
            control of the issuer of such  securities  and were not  acquired in
            connection with or as a participant in any  transaction  having such
            purpose or effect.





                                  Signature.


            After  reasonable  inquiry  and to the  best  of my  knowledge  and
            belief,  -I/we-  certify  that the  information  set  forth in this
            statement is true, complete and correct.


Date:  June 20, 2005


----------------------------------
                      (Signature)*

Robert B. Minturn,  Trustee
----------------------------------
                      (Name/Title)


* Attention. Intentional misstatements or omissions of fact constitute federal
  criminal violations (see 18 U.S.C. 1001).