FAIR VALUE MEASUREMENTS:

6 Months Ended

Jun. 30, 2013

FAIR VALUE MEASUREMENTS:

FAIR VALUE MEASUREMENTS:

8. FAIR VALUE MEASUREMENTS:

Accounting guidance provides for valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost).  A fair value hierarchy using three broad levels prioritizes the inputs to valuation techniques used to measure fair value.  The following is a brief description of those three levels:

· Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

· Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly.  These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

· Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.

The carrying value and fair value of our notes and debentures for the periods presented (in thousands):

	As of June 30, 2013				As of December 31, 2012
	Carrying Value		Fair Value		Carrying Value		Fair Value
Level 2:
9.25% Senior Second Lien Notes due 2017	$	491,297	$	531,565	$	490,517	$	552,500
8.375% Senior Notes due 2018	235,034		257,720		234,853		265,886
6.125% Senior Unsecured Notes due 2022	500,000		502,815		500,000		533,125
5.375% Senior Unsecured Notes due 2021	600,000		576,000		—		—
Term Loan A	55,000		54,897		263,875		262,556
Term Loan B	399,000		397,504		580,850		589,125
Deerfield Bank Credit Facility	25,368		25,594		19,950		19,950

Not included in the table above are the fair values and carrying values for our 4.875% Notes and 3.0% Notes, which we believe their fair values approximate their carrying values based on discounted cash flows using Level 3 inputs described above.

Additionally, Cunningham, one of our consolidated VIEs has investments in marketable securities which are recorded at fair value using Level 1 inputs described above. As of June 30, 2013 and December 31, 2012, $8.7 million and $6.4 million, respectively, were included in other assets in our consolidated balance sheets.