TCR_Public/000209.MBX     T R O U B L E D   C O M P A N Y   R E P O R T E R

        Wednesday, February 9, 2000, Vol. 4, No. 28
  
                            
                  Headlines

AMAZON.COM, INC.: Moody's Assigns Caa3 To Notes
AMERICAN BANKNOTE: Further Support to Retain Special Accountants
BANK PLUS: Reports 1999 Fourth Quarter Results And Strategy
BIG SMITH: Committee Taps Greenberg Traurig, PA
BMJ MEDICAL: Second Motion To Extend DIP Financing

BREED TECHNOLOGIES: Seeks Extension To Assume/Reject Leases
CHASTAIN CAPITAL: HBK Finance No Longer Holds Stock
COLORADO GREENHOUSE: Announces Chapter 11 Filing
COMMERCIAL FINANCIAL SERVICES: Motion To Disqualify Law Firm
COVENTRY HEALTH CARE: Crabbe Huson Ceases To Own Shares

DEVLIEG BULLARD: Final Order Authorizes Loan Amendment
FRANK'S NURSERY: Moody's Downgrades Debt Ratings
GALEY & LORD: Moody's Downgrades Ratings
HUMPTY DUMPTY: Small Fry Makes Winning $2.3M Bid
INTEGRATED HEALTH SERVICES: Reports Filing Bankruptcy To SEC

JUST FOR FEET: Committee Seeks To Convert Cases to Chapter 7
KENETECH: Two Actions Filed Against Kenetech
LAMONTS APPAREL: Seeks Bar Date
LEASING SOLUTIONS: Dimensional Fund Reports Holdings
LEVEL 3 COMMUNICATIONS: Moody's Ratings Reflect Risks

LODESTAR HOLDINGS: Moody's Downgrades Sr. Notes; Negative Outlook
LONDON FOG: Seeks Extension to Assume/Reject Leases
ML CLO: Moody's Places Two Classes Of Notes On Review
PAYLESS CASHWAYS: Dimensional Fund Advisors Reports Holdings
PENNCORP FINANCIAL: Files Voluntary Chapter 11 Petition

PENNCORP FINANCIAL GROUP, INC.: S&P Cuts Ratings
PREMIER GRAPHICS: Moody's Lowers Ratings
RCG LIQUIDATION: Order Extends Exclusivity
STYLESITE: Meeting of Creditors
SYBASE: Reports Fourth Quarter Earnings

THERMATRIX: Authorized To Continue Operations
THERMATRIX: Senior Management Changes
TRANSTEXAS: Court Confirms Plan of Reorganization
TULTEX CORP: Seeks To Implement Employee Programs
WORLDCORP INC: Hearing on Approval of Disclosure Statement
XATA: Stock Holders Report 24% Ownership

                *********

AMAZON.COM, INC.: Moody's Assigns Caa3 To Notes
-----------------------------------------------
Approximately $2.4 Billion of Debt Securities Affected.

Moody's Investors Service has assigned a Caa3 to Amazon.com,
Inc.'s proposed euro 600 million convertible subordinated notes
due 2010. Moody's has also confirmed the ratings of Amazon.com,
Inc.'s existing debt issues, and assigned prospective ratings to
the company's $2 billion universal shelf registration. The
following ratings were confirmed:

Senior unsecured discount notes due 2008 at Caa1

Senior implied and senior unsecured issuer ratings at Caa1

4.75% convertible subordinated notes due 2009 at Caa3

The following ratings were assigned:

Prospective senior debt rating of (P) Caa1

Prospective subordinated debt rating of (P) Caa3

Prospective preferred stock rating of (P) "caa"

The rating outlook on all debt is stable.

The ratings continue to reflect the uncertain financial success
of Amazon.com's changing business strategy, the equity-like risk
assumed by debtholders as the company's horizon to achieving
positive earnings, and cash flow continues to be pushed out.
Moody's believes the company's recent announcement of 1999
results are difficult to interpret.

Revenues and cumulative customers both grew by about 170% during
1999. The year-over-year rate of growth was not significantly
different during the fourth quarter than in the first nine months
of the year, despite the expectation that the rollout of four new
"stores" at Amazon and holiday shopping activity would have
boosted the growth rate in the last quarter.

Amazon's productivity measures, including gross margin, sales and
gross profit per customer, current operating expenses to
revenues, and marketing expense to new customers acquired,
appeared to fall for both the full year 1999 and the fourth
quarter of 1999 relative to prior year periods. However,
Amazon.com is still in the development stage in which current
expenses may relate to gains that will be realized in future
periods.

The ratings continue to be supported by Amazon.com's strong name
recognition, which could aid its continued product
diversification, and by its very good reputation for fulfillment
among consumers. However, Amazon is facing increasing competition
from other e-tailers as well as from traditional retailers which
can leverage their existing franchise to attract and keep
customers through a "bricks and clicks" strategy. As Internet-
based retailing matures, Moody's expects that Amazon's share of
that market will fall.

Amazon.com is highly levered. Debt, whose balance sheet value was
about $1.4 billion as of year end, represents about 85% of the
company's capital structure. Much of the equity on Amazon's
balance sheet represents stock issued in payment for
acquisitions. Goodwill has grown to $534 million at year end
1999, from $174 million in 1998. The non-cash impact of rapid
goodwill amortization will be reflected in retained earnings.
Amazon had a net loss $720 million in 1999, of which about $330
million represented amortization of intangibles, and other
charges related to merger activities, equity investments, and
stock-based compensation.

Amazon spent heavily in 1999 on infrastructure and working
capital. Moody's has held that these investments were both
expected and necessary for Amazon to achieve its growth
objectives and service its growing customer base. The company has
made some small acquisitions for a combination of cash and stock,
and has also invested about $250 million of cash in other
companies, including Pets.com, HomeGrocer.com, Drugstore.com,
Gear.com, and Ashford.com. Recently, some of these companies have
entered into "partnership" agreements, whereby Amazon will invest
in and advertise the companies on its site. In return, the
partners have agreed to make substantial cash payments to Amazon
over a period of years. The partners have generally been in
operation for a short period of time, have little track record,
and are facing the same uncertain environment as Amazon. As a
result, Moody's cannot ascertain the likelihood that these
payments will be made.

Amazon.com has also entered into arrangements with third parties
such as Sotheby's and its z-shop partners which may bring in
income over time to offset the cost of site development.

Amazon.com, Inc., headquartered in Seattle, Washington, is an
Internet-based retailer of books, entertainment and computer
software, and toys, home improvement products. Revenues were $1.6
billion in 1999.


AMERICAN BANKNOTE: Further Support to Retain Special Accountants
----------------------------------------------------------------
American Banknote, in response to the objections of the US
Trustee, asserts that it needs the services of
PricewaterhouseCoopers LLP ("PwC") as special purpose forensic
accountants.  The debtor states that it does not intend to
provide general services to ABN during its Chapter 11 case.

Instead, PwC proposes to perform the limited role it has had
since January, 1999 when Morgan Lewis, ABN's special litigation
counsel, retained PwC to provide specialized forensic accounting
services essential to Morgan Lewis' defense of ABN in certain
purported Class Actions and governmental and regulatory
investigations.


BANK PLUS: Reports 1999 Fourth Quarter Results And Strategy
-----------------------------------------------------------
Bank Plus Corporation (Nasdaq: BPLS) and its subsidiaries (the
"Company"), which include Fidelity Federal Bank, FSB ("Fidelity"
or the "Bank"), report that for the fourth quarter of 1999
the Company incurred a net loss of $8.9 million, or $0.45 per
diluted share, compared to a net loss of $2.4 million, or $0.12
per diluted share, for the 1999 third quarter, which included a
$5.9 million gain from sale of deposits, and net income of $1.1
million, or $0.06 per share for the 1998 fourth quarter.

For the year ended December 31, 1999 the Company incurred a net
loss of $ 24.9 million, or $1.28 per diluted share, compared to a
net loss of $56.3 million, or $2.90 per diluted share, for the
year ended December 31, 1998.  The net losses for 1998 and 1999
were related to the Bank's credit card operations.

Mark K. Mason, President and Chief Executive Officer, said:
"While we continue to make progress in reducing the losses from
our credit card operations, the net earnings from the core bank
operations, which increased by more than 75% over the prior year,
remain insufficient to absorb all of the losses in the credit
card operations.  Accordingly, to accelerate our return to
overall profitability, the Board of Directors has adopted a
business plan which provides for selling approximately one fourth
of our deposit base and utilizing the capital raised from these
deposit sales to mitigate the impact of credit card operating
losses on the Company's future results of operations. In this
regard, management and the Board of Directors are exploring
transactions involving the disposition of the credit card
portfolio and servicing operations.  While we regret the adverse
impact that deposit sales have on the value of our retail
franchise and future earnings, these potential transactions
would have obvious benefits and the deposit premiums we expect to
receive are strong evidence of the value the market places on our
retail branch franchise."


BIG SMITH: Committee Taps Greenberg Traurig, PA
-----------------------------------------------
The Official Committee of Unsecured Creditors of Big Smith
Brands, Inc. applies tot he court for entry of an order
authorizing the employment of Brian K. Gart, Esq. and the law
firm of Greenberg Traurig as counsel to the Committee.

The firm will render the following professional services:

Advise the Committee with respect to its powers and duties under
the Bankruptcy Code;

To prepare all necessary motions, pleadings, orders,
applications, adversary proceedings, notices and other legal
documents necessary in the representation of the Committee in
this Chapter 11 case;

To protect the interests of the Committee in all matters pending
before the court'

To assist the committee in selecting any other professionals that
the Committee deems necessary to assist the Committee in this
Chapter 11 case; and

To represent the Committee in negotiations with the debtor and
other interested parties in connection with any plan of
reorganization.


BMJ MEDICAL: Second Motion To Extend DIP Financing
--------------------------------------------------
BMJ Medical Management, Inc. seeks an order further extending the
post-petition debtor in possession financing under which the
debtors currently operate their business and manage their
properties.

The debtors seek an extension of the DIP Financing to May 15,
2000 in order to allow the debtors sufficient time to complete
the process of securing creditor consent to their plan, file an
amended plan reflecting such agreement, and ultimately confirming
such amended plan.  Until such time as the plan is consummated,
however, the debtors must continue to manage their properties in
order to maximize their going-concern value.  The debtors are
without sufficient cash collateral, as such term is defined to
meet the peak monthly cash needs.  Today, there are en remaining
affiliated Medical Groups.  BMJ provides ongoing management
services to eight Medical Groups and is in litigation with two
other medical Groups regarding termination of the management
relationship.  The debtors other than BMJ have no active business
operations.  BMJ's operations are concentrated in the South
Florida marketplace where it maintains its sole corporate
offices.


BREED TECHNOLOGIES: Seeks Extension To Assume/Reject Leases
-----------------------------------------------------------
BREED Technologies, Inc., debtors, seeks a further extension of
time to assume or reject nonresidential real property leases.  A
hearing on the motion ahas been scheduled for 11:30 AM on
February 16, 2000 before the Honorable Mary F. Walrath.  The
debtors request that the court extend the date by which the
debtors must assume or reject the leases for an additional ninety
days, to May 15, 2000.

The debtors state that it is too early in the cases for the
debtors to fully evaluate whether it would be a proper exercise
of their business judgment to assume or reject the leases.  The
debtors ultimately may determine that it is in the best interest
of creditors to sell some or all of their assets, and thus,
ultimately may need to assume and assign certain leases in order
to maximize the value of the debtors' estates.  

Until a plan of reorganization is formulated or the debtors
consummate sales of their assets, it is unclear which real
properties the debtors will need to retain.  


CHASTAIN CAPITAL: HBK Finance No Longer Holds Stock
---------------------------------------------------
HBK Finance L.P. and HBK Investments L.P. report they no longer
hold common stock in Chastain Capital Corporation.  The report
came with a dateline of December 31, 1999.


COLORADO GREENHOUSE: Announces Chapter 11 Filing
------------------------------------------------
Colorado Greenhouse, a leading producer and marketer of
hydroponic tomatoes, announced it has filed a petition for
protection under Chapter 11 of the U.S. Bankruptcy Code.  This
includes Colorado Greenhouse Holdings and its related
subsidiaries.
     
Under the terms of the plan, Colorado Greenhouse will continue to
produce hydroponic tomatoes in greenhouses throughout Colorado.  
Colorado Greenhouse tomatoes will continue to be available at a
number of premium major grocery retailers throughout Colorado and
North America.
  
The company does not anticipate any significant impact to its
employment or production levels as a result of this financial
rehabilitation plan.

Colorado Greenhouse, with headquarters in Westminster and
greenhouse operations in Colorado, employs approximately 350.  
Colorado Greenhouse grows hydroponic tomatoes in climate-
controlled, state-of-the-art greenhouses which affords year-
around production and consistent quality levels.  For more
information please contact Martin C. Wehr, president and CEO,
Colorado Greenhouse at (303) 457-7600.


COMMERCIAL FINANCIAL SERVICES: Motion To Disqualify Law Firm
------------------------------------------------------------
The debtor, Commercial Financial Services, Inc. seeks entry of an
order disqualifying its former counsel, Crowe & Dunleby from
representing CFS's adversary, Chase Securities, inc. in this case
and related litigation.  

CFS believes that the conflict is real and that Crowe & Dunlevy's
representation of an adverse party is unacceptable.  The debtor
alleges that the matters in which Crowe & Dunlevy currently
represents Chase are the same, or at a minimum substantially
related to many of the matters on which Crowe & Dunlevy worked
for CFS.  The debtor states that Crowe & Dunleby obtained
confidential information from CFS regarding certain
securitizations and many other matters.  However, according to
the debtor, disqualification of Crowe & Dunlevy does not depend
on a finding that such privileged information was in fact
communicated.  Once a substantial relationship has been found to
exist between the prior representation and an adverse current
representation, the debtor states that there is an irrebuttable
presumption that the client revealed facts to the attorney that
require the attorney's disqualification.


COVENTRY HEALTH CARE: Crabbe Huson Ceases To Own Shares
-------------------------------------------------------
Crabbe Huson Group, Inc. does not directly own any shares of
Coventry Health Care Inc. but does have shared power to vote or
direct the vote over 2,254,904 shares and shared power to dispose
or direct the disposition of 2,416,004 shares of the common stock
of the company.  Crabbe Huson states that as of December 31, 1999
it ceased to be the beneficial owner of more than 5% of the class
of securities as the owned shares represent only 4.12% of the
outstanding shares of common stock of Coventry Health Care Inc.


DEVLIEG BULLARD: Final Order Authorizes Loan Amendment
------------------------------------------------------
The US Bankruptcy Court for the Northern District of Ohio,
Eastern Division entered an order authorizing the debtor to enter
into a second amendment dated as of January 11, 2000 to the post-
petition loan and security agreement dated as of July 15, 1999.  
The second amendment provides an extension of the final maturity
date to February 15, 2000 and a decrease in the amount of the
line of credit available under the agreement from $30 million to
$20.3 Million.


FRANK'S NURSERY: Moody's Downgrades Debt Ratings
------------------------------------------------
Moody's Investors Service downgraded the debt ratings of Frank's
Nursery & Crafts, Inc., and changed the rating outlook to
negative from stable. The following ratings were affected by this
action:

$130 million secured bank credit facilities to B2 from B1

Senior unsecured issuer rating to B3 from B2

$115 million 10.25% senior subordinated notes due 2008 to Caa1
from B3

Frank's senior implied rating was also lowered to B2 from B1.

The downgrades were prompted by disappointing year-to-date
results in 1999, which weakened Frank's financial condition and
increased its vulnerability to unseasonable weather conditions in
the near term. Weather patterns significantly decreased demand
for outdoor gardening products for much of the season over a
large portion of Frank's territory in 1999. Moody's expects
holiday sales to be lower than expectations. As a result, Moody's
believes the company will end its fiscal year with higher debt
than anticipated, and could be challenged to cover debt service
costs if the weather is uncooperative again. At best, Moody's
expects that Frank's will be modestly cash flow positive for the
coming year. Moody's anticipates that EBITDAR to interest and
rents could be at 1.3 times, an uncomfortably thin level for a
seasonal company that is highly dependent on uncontrollable
weather patterns. Currently, liquidity appears to be sufficient
to support the company through its busy selling season.

The ratings are supported by Frank's long history and well-
established franchise. Since the buyout sponsored by Cypress
Group in 1998, management has followed through on plans to re-
furbish and re-merchandise the stores to focus on lawn and garden
supplies. Part of the decline in revenues and gross margin during
1999 reflects a planned reduction in inventory and SKU's as the
company cleared out entire categories of products. Moody's
believes that Frank's continues to maintain its franchise among
consumers, although it remains under pressure from competitors
such as home improvement stores and independent nurseries.

The negative outlook reflects the potential for further negative
rating action if the company's business plans are adversely
affected by weather, intensified competitive activity in the
coming year, or working capital issues. An additional equity
infusion is currently under active discussion by The Cypress
Group LLC, FNC Holdings' principal shareholder. The extent and
timing of such an infusion could prompt Moody's to review Frank's
debt ratings in light of the positive impact it would likely have
on the company's leverage and financial flexibility.

Frank's Nursery & Crafts, Inc., headquartered in Troy, Michigan,
has about 257 stores specializing in gardening and decor. Frank's
is a wholly-owned subsidiary of FNC Holdings, Inc.


GALEY & LORD: Moody's Downgrades Ratings
----------------------------------------
Moody's Investors Service downgraded to Caa2 from B3, the rating
on Galey & Lord, Inc.'s $427 million guaranteed senior secured
credit facility, and downgraded to Ca from Caa3 the rating of the
company's $300 million issue of 9.125% guaranteed senior
subordinated notes, due 2008. In addition, Moody's lowered Galey
& Lord's senior implied rating to Caa2 from B3 and its senior
unsecured issuer rating to Caa3 from Caa1. Moody's maintained its
negative outlook for the ratings.

The downgrade reflects the company's deteriorated operating
performance throughout the fiscal year 1999 and the 1st quarter
of fiscal year 2000, caused by weak pricing at Swift Denim and
net declines in unit sales at all divisions including G&L Apparel
(which is comprised of corduroy, sportswear, uniforms and garment
packaging), Home Fashion Fabrics and Klopman International. The
downgrade also reflects high debt leverage of Galey & Lord,
substantially deteriorated coverage of interest expense as well
as Moody's expectations that the company's cash generation will
continue to be stressed due to global overcapacity in denim
textile industry, foreign competition and slower growth for
khakis.

In FY1999, Galey & Lord's sales increased approximately 5.6%
compared to sales in FY1998 primarily due to the impact of four
additional months of sales from businesses acquired in January
1998. Excluding the effect of acquisitions, FY1999 sales
decreased approximately $93.7 million, or 10.4%, largely due to
decreased volume for the most of the product mix and from a
significant price decline in denim. In the 1st quarter of 2000,
sales decreased 18.3% compared to the 1st quarter of 1999
primarily due to a decline in unit sales of woven sportswear and
some decline in selling prices. Sales declines were slightly
offset by a 21% increase in unit sales of garment packages in the
1st quarter of 2000. Moody's does not believe that 1st quarter
improvement in sales are a sufficient indicator of any near term
return to historical sales levels.

While the gross margin benefited in the first quarter 2000, from
lower cotton costs since December 1999, SG&A expense during the
same period increased 17.3%, resulting in a net decrease in
profitability. The company's EBITA margin in the 1st quarter of
2000 decreased to 7.0% from 8.4% for the comparable period last
year. Similarly, EBIT margin decreased to 6.1% in the 1st quarter
of 2000 from 7.7% for the same period last year, as SG&A expense
as a percent of sales increased to 4.6% in the 1st quarter of
2000 from 3.% in the 1st quarter of 1999. In addition, the
company's return on assets, measured as EBIT over average total
assets, decreased to 4.9% in the 1st quarter of 2000 from 9.9% in
the comparable period last year, suggesting the possibility of
asset write-downs in the near term. ROA for the trailing twelve
months ended January 1, 2000 was very low, at 3.3%.

The company's performance has been strained by high debt leverage
since its acquisition of certain assets of Dominion Textile in
January 1998. However, exceptionally poor results at Swift Denim,
which reported an EBIT margin of 1.5% for the year (6.4% for the
1st quarter of 2000 vs. 8.5% for the 1st quarter of 1999), as
well as lower growth in khakis and weak demand for corduroy, has
exacerbated leverage on a cash basis. Debt to EBITDA reached 8.2
times for the trailing twelve months ended January 1, 2000, while
debt to book capitalization remained at approximately 81%. The
company has about $70 million available under its borrowing-based
revolver.

The company's working capital needs grew in the first quarter in
part due to seasonal inventory build-up for anticipated textile
programs. For the first quarter ended January 1, 2000; inventory
days were up to 99 days; accounts receivable days were 77 days;
and days payables were 28.

Interest coverage, measured on an EBITA basis, decreased to 0.9
times in the 1st quarter of 2000, from 1.4 times for the
comparable period last year, and fixed charge coverage decreased
to 0.7 times in the 1st quarter of 2000 from 1.0 times in the
comparable period in FY1999.

As reported earlier, Galey & Lord amended its credit facility
agreement on July 3, 1999. The commitment for the revolver was
reduced by $25 million and financial covenant tests were waived
and significantly modified. Although the company will not be
subject to leverage and fixed charge covenant tests until the
quarter ending December 2000, Moody's is concerned about the
company's future compliance given current industry conditions and
the company's debt burden. The company reduced term debt by $25
million this summer via a repatriation of cash. However,
outstandings under the revolver were up by a similar amount by
the 1st quarter of current fiscal year, in part to finance higher
inventory levels.

The Caa2 rating on the company's bank credit facility reflects
the benefits and limitations of the security package which
consists of a pledge of assets of the restricted domestic
subsidiaries and 65% of the stock of the foreign subsidiaries.
The debt is guaranteed by all of the restricted subsidiaries
including Galey & Lord Industries, Inc., G & L Service Company,
North America, Inc., Swift Textiles, Inc. and Swift Denim
Services, Inc. The rating recognizes that the security excludes
35% of foreign assets (for tax purposes) and that the tangible
assets of the domestic subsidiaries, which represent
approximately two-thirds of consolidated total assets, are poorly
utilized, reporting a net loss of $21 million for fiscal year of
1999, or a loss of $15.3 million for the trailing twelve months
ended January 1, 2000.

The Ca rating on the $300 million issue of guaranteed
subordinated notes reflects its contractual subordination to the
senior creditors and its structural subordination to the trade
creditors of the operating subsidiaries.

Galey & Lord, Inc., based in Greensboro, NC, is a leading global
manufacturer of textiles for sportswear, including denim, cotton
casuals, corduroy, as well as a major international manufacturer
of work-wear fabrics. The company is also a manufacturer of dyed
and printed fabrics for use in home fashion and provides a
limited amount of garment manufacturing.


HUMPTY DUMPTY: Small Fry Makes Winning $2.3M Bid
------------------------------------------------
The US Bankruptcy Court for the District of Maine entered an
order approving a sale of a substantially all of the debtor's
assets to Small Fry Acquisition Co., Inc. for $2.3 million, plus
the assumption of six executory contracts and/or unexpired leases
identified in a definitive agreement executed by and between the
debtor and Small Fry on January 24, 2000.


INTEGRATED HEALTH SERVICES: Reports Filing Bankruptcy To SEC
------------------------------------------------------------
On February 2, 2000, Integrated Health Services, Inc. and several
of its subsidiaries filed voluntary petitions for protection
under Chapter 11 of the United States Bankruptcy Code with the
United States Bankruptcy Court for the District of Delaware.  The
cases have been consolidated for the purpose of joint
administration and have been assigned to Judge Mary F.
Walrath.

The Court entered first day orders granting authority to the
company and its subsidiaries to pay pre-petition and post-
petition employee wages, salaries, benefits and other employee
obligations.  The Court also approved orders granting authority,
among other things, to pay pre-petition claims on certain
critical vendors and patient obligations.  Until approval of its
plan of reorganization, the company intends to pay post-petition
claims of all other vendors and providers in the ordinary course
of business.

The Court also approved, on an interim basis, the company's $300
million debtor-in-possession (DIP) financing with Citibank, N.A.
The final hearing on the DIP financing is scheduled for February
XX, 2000.  The DIP financing and existing cash flows will be used
to fund the company's ongoing operations during the restructuring
and, according to the company, will be more than ample for such
purposes.

Integrated Health Services is a highly diversified health
services provider, offering a broad spectrum of post-acute
medical and rehabilitative services through its nationwide
healthcare network.  IHS's post-acute services include home
respiratory services, subacute care, long term care and contract
rehabilitation services.


JUST FOR FEET: Committee Seeks To Convert Cases to Chapter 7
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Just For Feet,
Inc., et al. Seek to convert he debtors' Chapter 11 cases to
Chapter 7 cases.

The committee states that allowing the debtors' assets to be sold
outside of a plan avoiding statutory plan requirements.  The
Committee submits that absent any ability to promulgate a plan,
it is inequitable for the court to continue to allow the debtors'
cases to remain in Chapter 11.  The committee argues that once
the transactions contemplated by the debtor are closed, the
debtors will not be operating. The Committee further states that
the liquidation of the estates are proper in a Chapter 7 case,
not Chapter 11.


KENETECH: Two Actions Filed Against Kenetech
--------------------------------------------
On February 2, 2000, plaintiffs Robert L. Kohls and Louise A.
Kohls filed two actions in the Court of Chancery of the State of
Delaware In and For New Castle County, against defendants
Kenetech Corporation, Angus M. Duthie, Mark D. Lerdal, Gerald R.
Alderson and Charles Christenson.

Plaintiffs allege that they were beneficial owners of Preferred
Redeemable Increased Dividend Equity Securities, 8-1/4% PRIDES,
Convertible Preferred Stock, par value $0.01 per share of
Kenetech Corporation, that mandatorily converted, on May 14,
1998, into common stock, par value $0.0001 per share, of the
company.

The first action is purportedly brought as a class action on
behalf of the named plaintiffs and all other persons who owned
the PRIDES as of May 13, 1998, and plaintiffs allege, among other
things, that defendants breached the terms of the company's
Certificate of Designations, Preferences, Rights and Limitations
under which the PRIDES were issued and breached their fiduciary
duty to protect the interests of the holders of the PRIDES
prior to the PRIDES mandatory conversion.  Plaintiffs are
seeking, among other things, certification of the action as a
class action and a declaration that the holders of PRIDES are
entitled to be paid a liquidation preference of up to $1,012.50
per share of PRIDES or, in the alternative, a judgment in the
amount that would have otherwise been attributed to the PRIDES up
to $1,012.50 per share.

The second action is purportedly brought as a derivative action
on behalf of the company and plaintiffs generally allege that the
purchase of the company's common stock by defendant Mark D.
Lerdal in December 1997 was a corporate opportunity and that such
common stock should have been instead purchased by the company.  
Plaintiffs are seeking, among other things, a declaration that
the purchase of the common stock by defendant Lerdal constituted
the taking of a corporate opportunity and is null and void and
an order requiring Defendant Lerdal to transfer the common stock
to the company for the consideration he paid or, to the extent
the common stock may not be transferred to the company, damages
for the fair value of the common stock.

The Registrant intends to vigorously defend each of these
actions.


LAMONTS APPAREL: Seeks Bar Date
-------------------------------
Lamonts Apparel, Inc., debtor seeks an order establishing the
procedures and deadlines for filing proofs of claim and proofs of
interest in its case.  The debtor currently operates 38 retail
stores in five states.  The debtor is a publicly held company;
its stock is traded on the over-the-counter market.  The debtor
has filed an amended list of all of its creditors, which list
indicates that the debtor has well in excess of 1,000 creditors.  
The debtor asks that April 28, 2000 be fixed as the last date for
filing proofs of claim or interest.  


LEASING SOLUTIONS: Dimensional Fund Reports Holdings
----------------------------------------------------
Dimensional Fund Advisors Inc. holds 305,500 shares of common
stock in Leasing Solutions Inc. with sole power to vote or direct
the vote of, and sole power to dispose of, or direct the
disposition of the stock.  305,500 shares represents 3.69% of the
outstanding common stock of Leasing Solutions Inc.

Dimensional Fund Advisors Inc. is an investment advisor to a
variety of investment companies, commingled group trusts and
separate accounts.  These investment companies, trusts and
accounts are the "Funds". In its role as investment adviser or
manager, Dimensional possesses voting and/or investment power
over the securities of Leasing Solutions that are owned the
Funds.  All securities reported here are owned by the Funds.
Dimensional disclaims beneficial ownership of such securities.


LEVEL 3 COMMUNICATIONS: Moody's Ratings Reflect Risks
-----------------------------------------------------
Approximately US$5.5 Billion of Debt Securities and $1.4 Billion
in Credit Facilities Affected.

New York, February 07, 2000 -- Moody's Investors Service has
assigned a B3 rating to Level 3 Communications, Inc.'s (Level 3)
proposed senior unsecured notes, including US$1 billion and euro
400 million notes in a combination of cash-pay and discounted
interest and maturities of 2008 and 2010. Moody's has also
assigned a Caa1 to the proposed $500 million convertible
subordinated notes due 2010. Moody's has also confirmed the
existing ratings, which includes the B1 rating on the operating
companies' senior secured credit facility, the B3 ratings on
Level 3's existing senior notes and issuer rating, and Caa1 on
its existing convertible subordinated notes (see issue details
below). The senior implied rating remains B2 and the outlook is
stable.

The ratings reflect risks including Level 3's early stage of
operations and network development, the expected time period
required to generate cash from recurring operations, and a degree
of dependence on technological development and market acceptance.
Additionally, the company is likely to continue to find
opportunities that will require additional capital investment.
The ratings benefit from the company's strong management and
strategic plan, conservative capital structure and good access to
capital. The ratings also incorporate the relative positioning of
the debt in the capital structure.

Structurally, the B3 senior unsecured notes and the Caa1
convertible subordinated notes are issued at the parent holding
company. Proposed senior and subordinated notes are substantially
similar to the existing notes. The B1 credit facility is
structurally senior to the holding company notes and also
benefits from guarantees and collateral.

The new debt plus a concurrent 15 million common shares offering
will fund all of Level 3's business plan phase five and a good
portion of phase six. Together these projects require $5 billion.
Phase five refers to the recently announced plan to approximately
double the company's colocation space. Phase six is a further
build-out of the European network. Consistent with other
providers, Level 3 has found high demand for colocation space and
needs to substantially increase its space to take advantage of
the demand.

The Level 3 strategic plan is very compelling. The company is
providing communications services and transmission over an
Internet Protocol (IP) network. This IP network fundamentally
differs from the traditional circuit-switched network, providing
two major benefits. First, cost of the network and transmission
is significantly less than other networks. Second, it is an
"open-network" which encourages others to build innovative
services to be used over the network. This contrasts with
circuit-switched networks where the products are limited to the
proprietary set established within the network.

However, in order for Level 3 to capitalize on these benefits, it
needs to attract a large level of traffic to its new IP network.
To date the customers are largely "World Wide Web" related
companies, who -- by their nature -- are early adopters of IP. As
the industry and Level 3 are successful minimizing possible
objections to using an IP network (such as seamless
interconnection with the public switched telephone network), we
would expect acceptance by a broader customer base due to the
distinct pricing and operational advantage. An important
milestone in this regard was reached in December 1999 when Level
3 initiated its long distance voice service. Not to be confused
with others' voice-over-IP, Level 3 is providing a service with
seamless interconnection with the public switched telephone
network through its softswitches. The company will begin beta
testing local voice services in the first quarter of this year,
for commercial availability in 2001.

Level 3's network construction seems to be somewhat ahead of
schedule, showing management's strong project control. By the end
of this year the company expects to have its domestic network
complete (allowing for migration of traffic from the Global
Crossing-leased fiber to Level 3's own) and the trans-Atlantic
submarine cable should be in operation. Construction will
continue in 2001, largely in Europe, on the sole-owned Japan-Hong
Kong cable and the Japan-US consortium cable.

Interestingly, Level 3 is highly focused on building not just a
scalable network, but also one that is adaptable to new
innovations. For instance, the company's network will consist of
10 to 12 conduits (of which it will likely keep six for its own
use) in the North American inter-city network. Extra conduit
allows for the installation of future generations of fiber. The
company plans to replace its fiber and electronics every 4-5
years, on the assumption that technological innovation will
continue to advance rapidly. This assumption is included in
management's projections (making them more conservative than
those of other companies).

The company maintains a rather conservative capitalization
philosophy, with debt-to-capital expected to be just over 60% at
the year end. We also note that the company has ownership stakes
in several companies, such as Commonwealth Telephone and RCN, as
well as the unfunded $600 million revolving credit facility which
could provide future liquidity, if necessary.

Our view into revenue growth by product segment is particularly
comforting to us. Although still at relatively low levels, we can
see that the company is clearly building sustainable revenues in
its key products. Contracted dark fiber sales are also strong and
beneficial to the company at this stage in its development.
Assuming the company completes its network near the end of this
year, it should benefit from cash payments on those fiber sales
in the first half of 2001 (although accounting rules now require
amortization of the revenue over time.) The cash flow development
(excluding fiber sales) is still on plan, and we expect to see
positive cash generation in just over two years. However,
including dark fiber sales, cash from operating activities should
be strong. In approximately four years Moody's expects debt-to-
EBITDA could be less than five-times. Of course, the actual
results may also be affected by the level of dark fiber sales and
the company's decision to expand the business plan further.

Ratings Summary

Level 3 Communications, Inc.:

B2 senior implied rating.

B3 proposed $1 billion senior notes, cash-pay and deferred
interest, due 2008 and 2010.

B3 proposed euro 400 million senior notes, due 2008 and 2010.

B3 $2 billion 9.125% senior notes, due 2008.

B3 $834 million (principal amount)10.5% senior discount notes,
due 2008.

B3 issuer rating.

Caa1 proposed $500 million convertible subordinated notes, due
2010.

Caa1 $750 million 6% convertible subordinated notes, due 2009.

Various operating subsidiaries:

B1 $1.375 billion senior secured credit facility.

Level 3 has its headquarters in Broomfield, Colorado. The company
has completed approximately 9,300 miles of its planned 16,000
mile US conduit network, with fiber in 3,000 miles and the first
segment lit. In Europe, approximately 2,100 miles of the planned
4,750 mile conduit network are installed. Service is offered in
31 US and European markets, 25 over Level 3's local fiber.


LODESTAR HOLDINGS: Moody's Downgrades Sr. Notes; Negative Outlook
-----------------------------------------------------------------
Moody's Investors Service lowered, to Ca from Caa2, its rating
for Lodestar Holdings, Inc.'s $150 million of 11.5% guaranteed
senior notes, due 2005. The downgrade was prompted by Lodestar's
worsening financial condition as manifested by increasing
operating losses, heightened debt, and lack of liquidity.
Lodestar's senior implied rating was also lowered to Ca. The
rating outlook is negative.

Lodestar has consistently reported net losses and negative cash
flow from operating activities over the last three years, but its
financial performance worsened in the fiscal year ended October
31, 1999. In the last year, operating losses of $7 million,
rising interest expense, and $30 million of acquisitions
(including $18 million of cash paid and debt incurred) consumed
essentially all of the company's cash and raised debt by $31
million, bringing it to $181 million. As of October 31, 1999, net
unused availability under the senior credit facility was $9.8
million.

In mid-November, Lodestar paid $4.9 million for the Ridge Top
acquisition and $8.6 million for the semi-annual interest payment
on the 11.5% senior notes. In order to fund these transactions,
the company's senior credit facility was amended, granting the
company access to $6.7 million of additional advances. As of
January 18, 2000, Lodestar's total debt was $189 million and
unused borrowing and letter of credit availability was $9.2
million. Simultaneous with the amendment, The Renco Group,
Lodestar's parent company, entered into an agreement with the
senior credit facility lenders to provide, under certain
circumstances, subordinated loans of up to $6 million to Lodestar
should the company fail to maintain certain financial covenants
during the remaining term of the credit facility.

Lodestar's high level of senior credit facility borrowings,
negative cash flow, and negative net worth, -$61 million as of
October 31, 1999, suggest that severity of loss for the senior
notes could be high in the event of a default. Lodestar paid $57
million for all its acquired assets, which includes certain
Eastern Kentucky coal operations that have been idled. Low coal
prices and increased regulatory uncertainties have negatively
impacted coal property values in the last year.

Lodestar Holdings and its subsidiaries are engaged in surface and
underground coal mining in Eastern and Western Kentucky and Utah.
The company has its headquarters in Lexington, Kentucky.


LONDON FOG: Seeks Extension to Assume/Reject Leases
---------------------------------------------------
London Fog Industries, Inc. seeks an extension of the period
within which the debtors may assume or reject unexpired leases of
nonresidential real property.

A hearing on the motion will be held before the Honorable Peter
J. Walsh US Bankruptcy Court, 6th Floor, 824 Market Street,
Wilmington, Delaware on February 18, 2000 at 9:30 AM.

The debtors assert that they have not yet determined how the
remaining 40(approximately) store locations will fit into their
long term plan post-reorganization.  Similarly, the debtors are
not in a position to make a judgment as to whether to assume or
reject their Office Leases or Warehouse Leases.

The debtors seek an order for a ninety-day extension of the
period during which the debtors may assume or reject their
unexpired, nonresidential real property leases to and including
May 26, 2000.


ML CLO: Moody's Places Two Classes Of Notes On Review
-----------------------------------------------------
Moody's Investor's Service announced that it is placing on review
for possible downgrade two Classes of Notes issued by ML CLO XIX
Sterling (Cayman) Ltd.: (1) the U.S. $22,000,000 Class B-1
Floating Rate Senior Secured Notes due 2010 and the U.S.
$25,000,000 Class B-2 Fixed Rate Senior Secured Notes due 2010
and (2) the U.S. $14,500,000 Class C Floating Rate Senior Secured
Notes due 2010. Citing recent deterioration in the credit quality
of the underlying portfolio, Moody's noted that, as of the last
monthly report distributed, just over 20% of the portfolio was
rated Caa1 or lower (including defaulted securities) and that the
weighted average rating test is being violated. Moody's indicated
that since this report, the collateral manager had taken steps to
reduce the portion of the portfolio rated Caa1 or lower and the
weighted average rating of the portfolio. Finally, Moody's noted
that although the overcollateralization ratio tests are not in
violation, it remains concerned about continued trends in the
quality of the collateral.

RATING ACTION: REVIEW FOR DOWNGRADE
Issuer:ML CLO XIX Sterling (Cayman) Ltd.
Description:U.S. $22,000,000 Class B-1 Floating Rate Senior
Secured Notes due 2010 and U.S. $25,000,000 Class B-2 Fixed Rate
Senior Secured Notes due 2010
Rating:Baa2

RATING ACTION: REVIEW FOR DOWNGRADE

Issuer:ML CLO XIX Sterling (Cayman) Ltd.
Description:U.S. $14,500,000 Class C Floating Rate Senior Secured
Notes due 2010
Rating:Ba2


PAYLESS CASHWAYS: Dimensional Fund Advisors Reports Holdings
------------------------------------------------------------
Dimensional Fund Advisors Inc. reports holding 20,164 shares of
the common stock of Payless Cashways Inc. with sole voting and
dispositive powers.  This represents 5.35% of the outstanding
common stock of the company.

Dimensional Fund Advisors Inc. is an investment advisor
furnishing investment advice to four investment companies, and
serves as investment manager to certain other commingled group
trusts and separate accounts.  In its role as investment adviser
or manager, Dimensional possesses voting and/or investment power
over the securities of Payless Cashways Inc. that are owned the
various entities mentioned above.  All securities reported here
are owned by these companies, trusts and accounts. Dimensional
disclaims beneficial ownership of such securities.


PENNCORP FINANCIAL: Files Voluntary Chapter 11 Petition
-------------------------------------------------------
PennCorp Financial Group, Inc. (NYSE: PFG) announced that in
order to facilitate the previously announced sale of its Dallas,
Texas-based life insurance operations, it has filed a voluntary
petition for reorganization under Chapter 11 of the Bankruptcy
Code.  None of PennCorp's insurance company subsidiaries are
included in the case, which affects only the parent company,
PennCorp Financial Group, Inc.

On January 10, 2000, PennCorp announced it had entered into a
definitive agreement for the sale of Southwestern Life Insurance
Company and Security Life & Trust Insurance Company to Reassure
America Life Insurance Company, an indirect U.S. subsidiary of
Swiss Reinsurance Company of Zurich, Switzerland, for $260
million in cash, subject to certain adjustments.  The sale
agreement requires that the Company effectuate the sale through a
voluntary Chapter 11 case and is subject to bankruptcy court
approval.

The proceeds from the sale should provide full payment of
PennCorp's approximately $65 million of bank debt, approximately
$115 million of subordinated debt, and other unsecured claims.  
It is anticipated that any balance would be distributed to the
Company's preferred stockholders, and no distribution would be
made to the Company's common stockholders.

The Company expects that the Bankruptcy Court will establish
procedures to consider alternative sale or recapitalization
proposals in the near future. These procedures, when established,
will be made generally known to the public.

The sale is expected to close prior to the end of the first
quarter.  The Company filed its petition in the U.S. Bankruptcy
Court for the District of Delaware in Wilmington.

PennCorp Financial Group, Inc. is an insurance holding company.  
Through its subsidiaries, the Company underwrites and markets
life insurance and accident and sickness insurance to the middle
market throughout the United States.


PENNCORP FINANCIAL GROUP, INC.: S&P Cuts Ratings
------------------------------------------------
On February 7, 2000, Standard & Poor's lowered its counterparty
credit rating on PennCorp Financial Group Inc. (PennCorp) to
single-'D' from double-'C'. At the same time, Standard & Poor's
lowered its subordinated debt rating to single-'D' from double-
'C' and its preferred stock rating to single-'D' from single-'C'.

The downgrade reflects Penncorp's actual filing of a Chapter 11
petition today. PennCorp is filing for bankruptcy through Chapter
11 to effectuate the sale of certain insurance subsidiaries.

PennCorp has been troubled by a weak financial structure,
including high debt leverage and liquidity strain, throughout
1999. Subject to bankruptcy court approval, PennCorp intends to
sell various operating units, which could provide full payment of
outstanding bank debt, subordinated debt, and other unsecured
claims, Standard & Poor's said.


PREMIER GRAPHICS: Moody's Lowers Ratings
----------------------------------------
Moody's Investors Service lowered the debt ratings of Premier
Graphics' $130 million senior unsecured notes, due 2005, to Caa3
from B3. The senior unsecured issuer rating is Caa3. Moody's also
lowered the ratings of each tranche of the $80 million senior
credit facility to Caa2 from B2, respectively. The credit
facility consists of a $20 million revolver, $30 million term A
loans and $30 million term B loans. The senior implied rating was
lowered to Caa2 from B2, and the ratings outlook is negative.

The downgrades reflect Premier Graphics' significantly weakened
financial profile primarily resulting from substantial erosion in
operating margins during the second half of 1999 which in turn is
causing low profitability, high financial leverage and extremely
tight liquidity.

Results for the year ended December 1999 are expected to be
materially lower than the soft results posted in the third
quarter and well below Moody's original expectations. Operating
difficulties principally stem from margin erosion associated with
lower year over year sales, intercompany pricing mechanisms and
increased raw material costs during the start-up of new equipment
installations during 1999. Additionally, the company experienced
significant managerial distractions at its locations as new
information and quality management systems were implemented
during the year.

While management is currently focused on its reorganization plan
for the year 2000, Moody's is concerned that the significant
amount of EBITDA recovery, which is required to sustain the
company as a going concern, will not be fully achieved in the
near to intermediate term. Moreover, the company's limited
financial flexibility exacerbates credit concerns.

More positively, the ratings recognize management's current
efforts to improve profitability through its Year 2000 operating
plan. These efforts are concentrated on cost rationalization
through personnel reductions (approximately 6% of total headcount
already terminated), divisional consolidations, where
appropriate, and the restructuring of pricing mechanisms. These
are the strategies currently in place attempting to return the
company to historical levels of profitability by the second half
of fiscal 2000.

The Caa3 rating assigned to the senior notes reflects their
unsecured status and incorporates Moody's concerns regarding the
heightened probability and severity of default given the
company's severely weakened financial condition. There is little
value given to the unconditional guarantee of the senior notes by
Master Graphics, the parent holding company with no operating
assets or operations. The Caa2 rating assigned to each tranche of
the credit facility reflects the relative value of the collateral
and the secured position in the capital structure. The $20
million revolver is subject to a borrowing base. As of September
30, 1999, the company had only approximately $4 million of
availability under the revolver. Availability has not increased
materially to date. Premier Graphics does not appear to be in
compliance with financial covenants, and Moody's anticipates that
the company will not be in compliance in the near term.

Total debt at September 30, 1999 of $204 million was 8.9x LTM
September 1999 EBITDA of $23 million. Materially lower EBITDA is
anticipated for the full year ended December 1999. Seasonality
further heightens immediate credit concerns regarding operations
in 2000 since the first quarter tends to be the weakest in sales.
LTM 9/99 EBITDA coverage of interest expense was nominal at 1.1x.
The company currently has deficit free cash flow and nominal
short term borrowing capacity. Required term loan amortization is
approximately $4 million. Moody's expects that liquidity should
be somewhat enhanced, albeit minimally, by some targeted
improvements in working capital management. Reportedly, the
company's relations with its vendors are still in tact to date.

Premier Graphics, the operating subsidiary of Master Graphics, is
a Tennessee-based service provider in all areas of general
commercial printing.


RCG LIQUIDATION: Order Extends Exclusivity
------------------------------------------
The US Bankruptcy Court for the District of Delaware entered an
order on January 19, 2000 extending the exclusive period within
which only the debtors may file a plan or plans of reorganization
for sixty days through and including February 23, 2000.  The
court also approved the extension of the exclusive period within
which only the debtors may solicit acceptances of any such plan
through and including April 24, 2000.

STYLESITE: Meeting of Creditors
-------------------------------
A chapter 11 bankruptcy case concerning the debtor corporation
Stylesite Marketing, Inc. was filed on January 13, 2000.  The
attorney for the Debtor is Neil Yahr Siegel 460 Park Avenue, 8th
Floor, New York, NY 10022-1906.  The meeting of creditors will be
held on February 23, 2000, at 3:30 PM, Office of the US Trustee,
80 Broad Street, Second floor, New York, NY 10004-1408.


SYBASE: Reports Fourth Quarter Earnings
---------------------------------------
Sybase, Inc. reports fourth quarter earnings per share of $0.32
compared to analysts expectations of $0.21 EPS for the quarter
ended December 31, 1999 and $0.76 EPS for the year ended December
31, 1999, exceeding analysts expectations of $0.62 EPS.

Net income for the fourth quarter of 1999 was $26 million as
compared to a net loss of $15 million for the same period in
1998. Quarter-on-quarter, total revenues increased by 9.7 percent
to $237 million in the fourth quarter from $216 million in the
third quarter of 1999. Cash and investments at year end were $353
million, as compared to $250 million in 1998 - a 41 percent
increase. Days sales outstanding for the fourth quarter
was 69 days.

"The fourth quarter was the second most profitable quarter and
1999 was the second most profitable year in Sybase's history,"
said John Chen, Sybase chairman, president and chief executive
officer. "Our results clearly demonstrate that we have
effectively executed against our 1999 business objectives.

"We enter Year 2000 with a strong balance sheet and a clear
vision of the three areas driving our growth," said Chen. "Those
are the Enterprise Portal market, where we aim to be the pre-
eminent supplier e-commerce software infrastructure; the wireless
and mobile solutions arena; and e-Business solutions for vertical
markets, including financial services, telecommunications and
media, healthcare and government markets."

"Hurwitz Group recommends that organizations consider
implementing an EIP as IT infrastructure for e-Business.
Furthermore, these organizations should note that, of the
software vendors that have thus far announced product plans for
an EIP, Sybase's strategy and product set are by far the most
impressive," said Philip Russom, director, Data Warehousing and
Business Intelligence at Hurwitz Group.

Sybase's recent acquisitions and strategic investments in the
financial services market show the company's commitment to
delivering enterprise class e-Business solutions for vertical
markets. Highlights over the last 12 months included:

- The acquisition, recently signed, of Home Financial Network and
the subsequent formation of a new company targeted at the
financial services community. This new company is designed to
provide integrated e-business-to-business and e-business-to-
consumer systems, end-to-end Web-based retail financial services,
securities trading and straight-through processing technology and
services

- The acquisition of Data Warehouse Networks, providing business
intelligence solutions in key vertical markets

- The strategic investment in Demica, a UK-based company with a
sophisticated back-end trading system for banks

- The launch of Sybase Financial Server in a solution
specifically tailored to the needs of banks, brokers and
corporations requiring sophisticated banking application servers

- The announcement in August of its strategy for the Enterprise
Portals market - aiming to be the leader in this market

- The support from market analyst firms such as GartnerGroup,
Giga Information Group, META Group and Hurwitz Group for the
company's portal vision

- The establishment of Specialty Practices Teams worldwide. These
teams are located in centers of excellence for e-Business
computing in New York City, London, Frankfurt and Hong Kong.
These centers are designed to deploy leading edge vertical e-
Business solutions to market according to customer requirements.

Sybase, Inc. is headquartered in Emeryville, CA, and is one of
the largest global independent software companies. Sybase helps
businesses integrate, manage and deliver applications, content
and data anywhere they are needed. The company's products,
combined with its world-class professional services and partner
technologies, provide a comprehensive platform for integrated,
end-to-end solutions in mobile and embedded computing, data
warehousing and Web environments. Sybase focuses especially on
Enterprise Portal (EP) solutions, which give businesses the
ability to extend their enterprise to customers, partners and
suppliers by converting stored data into useful information,
which can be organized, integrated and personalized for use
anywhere at anytime. Sybase customers represent the industries
leading the global economy, with strong concentrations in
financial services, public sector, telecommunications and
healthcare.


THERMATRIX: Authorized To Continue Operations
---------------------------------------------
Thermatrix Inc. (OTC:TMXI.OB) announced that the U.S. Bankruptcy
Court, Central District of California, has authorized the Company
to continue to operate in Chapter 11 status. In a hearing
conducted on February 3, 2000, the Court ruled that the secured
creditor's collateral is adequately protected and that the
Company is permitted to continue operations.

The ruling allows the Company to continue filling its significant
backlog of existing orders while developing its restructuring
plan. The next hearing is scheduled for March 21, 2000 at which
time the Company expects to present the details of its proposed
business plan.

Thermatrix is an industrial Company primarily serving the global
market of continuously operating facilities for a broad range of
industries that include the refining, chemical, steel,
pharmaceutical, pulp and paper, electric utilities, co-generation
plants, and industrial manufacturers. Thermatrix provides a wide
variety of air pollution control solutions, including its unique
flameless thermal oxidation technology, as well as a wide range
of engineered products and services to meet the needs of its
clients.


THERMATRIX: Senior Management Changes
-------------------------------------
Thermatrix Inc. (OTC: TMXI.OB) announced the resignation of John
T. Schofield as a Director and Chairman of the Board, President
and Chief Executive Officer and the appointment of Frank R. Pope
as Chairman of the Board and Chief Executive Officer. Mr. Pope, a
long-time director of the Company and the Managing Director of
Critical Resources of San Francisco, will assist management
in the current restructuring.

Daniel S. Tedone was appointed President of the Company and
elected to the Board of Directors. Mr. Tedone has been serving as
the Executive Vice President and Chief Financial Officer of the
Company. He will lead the restructuring and assume overall
management responsibility for Company operations. Mr. Tedone has
held senior executive positions in environmental manufacturing
and service businesses for the past twenty years.

"John Schofield was instrumental in taking Thermatrix from a
technology to a respected commercial company with world-wide
operations and blue chip customers. His strategic vision and
spirit will be missed," said Mr. Pope. "Dan Tedone is a
seasoned professional who is highly qualified to assume
leadership of the firm. He will provide the stability and
discipline needed to successfully restructure the Company and
lead it to profitability."

"The Wahlco Air Systems and Wahlco Metroflex Divisions have been
very successful in booking new business during the past six
months," said Mr. Tedone. "Their performance coupled with the
potential of the recently announced agreement with The Dow
Chemical Company indicates that the Company's business is
robust and viable. Our strong client list is one of our most
important assets as we proceed to restructure the organization,"
he said.

Thermatrix is an industrial Company primarily serving the global
market of continuously operating facilities for a broad range of
industries that include the refining, chemical, steel,
pharmaceutical, pulp and paper, electric utilities, co-generation
plants, and industrial manufacturers. Thermatrix provides a wide
variety of air pollution control solutions, including its unique
flameless thermal oxidation technology, as well as a wide range
of engineered products and services to meet the needs of its
clients.


TRANSTEXAS: Court Confirms Plan of Reorganization
-------------------------------------------------
TransTexas Gas Corporation (OTCBB:TTGGQ) announced that the
United States Bankruptcy Court for the Southern District of
Texas, Corpus Christi Division, has signed an order confirming
the Company's Plan of Reorganization under Chapter 11 of the
United States Bankruptcy Code. The Plan will take effect
and be consummated on the Effective Date, which is expected to be
as soon as is practicable.

On the Effective Date, the Company's existing securities,
including a $450 million Senior Secured Note, $115.8 million of
Subordinated Notes and all of its issued and outstanding shares
of common stock will be canceled. The Company will issue $200
million in New Senior Secured Notes, shares of New Senior
Preferred Stock, shares of New Junior Preferred Stock, shares of
New Common Stock, Warrants to purchase additional shares of New
Common Stock, and cash to the holders of the Senior Secured Note
claim.

Holders of the Subordinated Notes and old common stock, as well
as holders of general unsecured claims, will receive no direct
distributions under the Plan. However, the holders of the Senior
Secured Note claim have agreed to reallocate a portion of their
Plan distribution as follows: (i) holders of Subordinated
Note claims will receive either cash, shares of New Senior
Preferred Stock, or Shares of New Junior Preferred Stock, (ii)
holders of general unsecured claims will receive cash and shares
of New Senior Preferred Stock, and (iii) holders of old common
stock will receive shares of New Common Stock and Warrants. Other
classes of creditors will receive distributions as outlined in
the Plan.

Holders of allowed claims and interests as of 5:00 p.m. (CST) on
February 15, 2000 (the Distribution Record Date) will be entitled
to participate in Plan distributions. The Company also expects,
in connection with the consummation of the Plan, to execute a
$52.5 million exit financing facility and amend its existing DIP
Credit Agreement and Revolving Accounts Receivable Credit
Facility.

The Company will be filing a Current Report on Form 8-K with the
Securities and Exchange Commission within the next 15 days
setting forth in more detail the terms of the Plan. The very
brief summary set forth above is qualified in its entirety by
reference to the Plan, a copy of which will be attached to the
Form 8-K. The Company's SEC filings are available on the Internet
at http://www.sec.gov/cgi-bin/srch-edgar?transtexas+adj+gas.
Creditors and stockholders can also obtain a copy of the Plan
from the Company by sending a written request to Investor
Relations, TransTexas Gas Corporation, 1300 North Sam Houston
Parkway East, Suite 310, Houston, Texas 77032.


TULTEX CORP: Seeks To Implement Employee Programs
--------------------------------------------------
The debtors, Tultex Corporation, et al. seek authority to
implement a key employee retention program, and a CEO severance
plan.

The debtors intend to permit all 245 salaried employees to
participate in the Retention Program. Should they receive further
funding authority from their DIP Lenders, the debtors plan to
continue the Retention Program through May 2000 at a total cost
of $1.98 million.  The retention incentive measures thatt he
debtors are proposing offer compensation packages comparable to
those provided to employees with similar positions and experience
at competitors of the debtors in the textile industry.

Under the CEO severance plan, O. Randolph Rollins, CEO, upon
resignation,  will receive a lump sum payment equal to 6 months
of his monthly base pay, the continuance of health insurance
coverage and the forgiveness of a $10,000 loan.


WORLDCORP INC: Hearing on Approval of Disclosure Statement
----------------------------------------------------------
On January 10, 2000, WorldCorp, Inc. and WorldCorp Acquisition
Corp. filed their joint liquidating plan of reorganization and
accompanying Disclosure statement for debtors' joint liquidating
plan of reorganization.  A hearing will be held on March 3, 2000
at 9:30 AM before the Honorable Mary F. Walrath in the US
Bankruptcy Court for the District of Delaware, 824 Market Street,
Wilmington Delaware, to consider the adequacy of the information
contained in the Disclosure Statement.


XATA: Stock Holders Report 24% Ownership
----------------------------------------
William P. Flies and Linda Berg Flies, husband and wife, are the
beneficial owners of 1,086,152 shares of the common stock of Xata
Corporation, representing 24.4% of the outstanding common stock
of Xata. The 24.4% is based upon 4,435,633 shares outstanding as
of 12/31/99 plus 16,667 option shares.  The stockholders exercise
sole voting and dispositive powers over the shares.

Ownership breaks down in this manner:

o 100,000 shares held by William P. Flies and Linda Berg Flies
(husband and wife) as Joint Tenants

o 452,505 shares held by William P. Flies Revocable Trust U/A
11/14/96, for which William P. Flies and Linda Berg Flies are Co-
Trustees

o 516,980 shares held by Linda Berg Flies Revocable Trust U/A
11/14/96, for which William P. Flies and Linda Berg Flies are Co-
Trustees

o 16,667 shares which may be acquired by William P. Flies upon
exercise of currently exercisable option


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S U B S C R I P T I O N   I N F O R M A T I O N
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