TCR_Public/000222.MBX      T R O U B L E D   C O M P A N Y   R E P O R T E R

       Tuesday, February 22, 2000, Vol. 4, No. 36

ABCO: Peerless Acquires Assets
ALLIED TEXTILE: U.S. Carleton Unit Seeks Bankruptcy Protection
AMERICAN SKIING: Moody's Lowers Ratings
AMBASSADOR EYEWEAR: Files Chapter 11 - Proposed Sale of Assets
AMERISERVE: Performing Favorably Against Budget Projections

AUTOINFO: Announces Claims Bar Date, Disclosure Statement Hearing
CONTIFINANCIAL: Moody's Downgrades Debt Ratings
ICO GLOBAL: COMSAT Reports Net Loss Due to ICO Global Write-Off

IPM PRODUCTS:  Seeks To Implement Employee Stay Bonus Program
IRIDIUM: To Expedite Transition to New Operating Company
MICHELANGELO APARTMENTS: Case Summary and Largest Creditors
PACIFIC INTERNATIONAL: Zaremba Group Enters Agreement
PARACELSUS HEALTHCARE CORP.: S&P Lowers Sub Debt Rating to 'D'

PHILIP SERVICES: Statement in Response to Recent Stock Activity
PREMIER SALONS INTERNATIONAL: Taps Abrams, Jossell & Knopfler
PURINA MILLS: Court Approves Disclosure Statement
RURAL METRO: Moody's Downgrades Ratings; Outlook Is Negative

SUBMICRON SYSTEMS: Questions Trading Activity
TITANIUM METALS: Moody's Cuts Ratings
TRUMP ATLANTIC CITY: Moody's Downgrades Notes; Outlook Negative
TURBODYNE TECHNOLOGIES: Republishes Financial Information
UNITED COMPANIES: Files Plan of Reorganization

Meetings, Conferences and Seminars


ABCO: Peerless Acquires Assets
The United States Bankruptcy Court in Lubbock, Texas approved the
sale of substantially all the assets of ABCO Industries, Inc. to
a wholly owned subsidiary of Peerless Mfg. Co.  (Nasdaq: PMFG).  
ABCO Industries, which is in Chapter 11 bankruptcy, is a
manufacturer of packaged boilers for industrial use located in
Abilene, Texas.  Peerless Mfg. Co. is a designer and manufacturer
of environmental protection equipment and separation and
filtration equipment used in the electric utility, petroleum,
natural gas and petrochemical industries. ABCO reported $23
million in sales for 1997 and $16.5 million for 1998.  ABCO
sales for 1999 were not disclosed.  The parties intend to close
the asset sale in the next several weeks.

ALLIED TEXTILE: U.S. Carleton Unit Seeks Bankruptcy Protection
Britain's Allied Textile Companies Plc., which announced last
month it would withdraw from its North American natural fibers
business, said today that its U.S. unit Carleton has filed for
chapter 11 protection, according to a newswire report. Allied
Textile said the Carleton management filed in light of its
financial position. Last month, Allied said no further funds
would be made available to Carleton. (ABI 17-Feb-00)

AMERICAN SKIING: Moody's Lowers Ratings
Moody's Investors Service lowered the ratings of American Skiing
Company's $120 million of 12% senior subordinated notes, due
2006, to Caa1 from B3, its $100 million secured revolving credit
facility, due 2004, and $65 million secured term loan, due 2006,
to B1 from Ba3, its senior implied rating to B2 from B1, and its
senior unsecured issuer rating to B3 from B2. In addition, the
company's outlook was changed to negative from stable.

The lower ratings reflect the company's weaker than anticipated
operating results for the current ski season to date, Moody's
expectations for relatively soft results for the remainder of the
season, and consequently, expectations that leverage will rise
and financial flexibility will fall. Despite a recent equity
infusion from Oak Hill Partners, L.P. in the summer of 1999,
which was used to repay about $100 million in debt, American
Skiing Company's high fixed charges and its capital expenditure
plans over the next several years will likely require additional
debt financing due to weak results anticipated this winter.

American Skiing recently announced that it expects second quarter
EBITDA to be in the range of $9.0-$12.0 million, versus $14.5
million in the comparable period in fiscal 1999. It expects
resort EBITDA to be between $11.0 to $15.0 million and real
estate EBITDA to be between minus $2.0 million and minus $3.0
million, compared with a loss of $1.6 million in the comparable
period in fiscal 1999. American Skiing also disclosed that due to
particular weakness at its New England resorts and Heavenly in
the West, the company anticipates a 10 percent decline in
consolidated skier visits during the quarter. During American
Skiing's last normalized ski season (1997/1998), the company
achieved EBITDA of $32.2 million during the same quarter,
accounting for approximately 38% of its annual cash flow. The
last two years clearly illustrate the significant negative
effects that mother nature has had on the company's results.

Based on the range of the company's results for the quarter ended
December 31, 1999, and Moody's expectations that results for the
remainder of the season should be similar to the prior season, we
expect that the company may not generate sufficient funds from
operations to fully cover its fixed charges and resort capital

Despite the company's high leverage, liquidity should remain
sufficient through the next ski season largely due to the equity
infusion from Oak Hill in 1999. The covenants in the senior
subordinated bond indenture allow the company to borrow up to
$165 million of bank financing regardless of the company's
leverage, of which about $40 million was available during the
company's fiscal 2000 peak borrowing period.

Although liquidity should be adequate over the near term, Moody's
reports that liquidity could become tight should the company
follow through with its resort related capital expenditure plans
and should it experience poor snow conditions again next winter.
Under this scenario, the company's ratings could potentially be
lowered further.

In 2002, the company's 10.5% mandatorily redeemable preferred
stock becomes due. Since Moody's does not expect that the company
will be permitted under its bond covenants to make cash dividend
payments on this obligation, the total due at its November 2002
maturity will be about $57 million. This commitment could
potentially create a default risk for the company's debt should
the company be unable to restructure this obligation or recieve
additional equity contributions.

American Skiing Company operates nine ski resorts in total, six
in the east (Killington, Mt. Snow/Haystack and Sugarbush in
Vermont; Attitash Bear Peak in New Hampshire; and Sunday River
and Sugarloaf in Maine), and three in the west (Steamboat in
Colorado, Heavenly in California, and The Canyons in Utah). The
company also develops real estate in areas adjoining its resorts.

AMBASSADOR EYEWEAR: Files Chapter 11 - Proposed Sale of Assets
Ambassador Eyewear Group, Inc. reported that it filed a Chapter
11 petition in the Bankruptcy Court for the District of Delaware
on February 15, 2000 and will seek approval of a sale of
substantially all of it assets to Marchon Eyewear, Inc., or it
designee, subject to higher and better offers by a deadline
to be fixed by the Bankruptcy Court.
The case has been assigned to The Honorable Joseph J. Farnan,
Chief United States District Court Judge. The Company expects to
continue to operate its business in a "business as usual" fashion
pending approval of the sale. The Bankruptcy Court has scheduled
a hearing to consider approval of the sale to Marchon, or an
alternative bidder, on March 22, 2000.

AMERISERVE: Performing Favorably Against Budget Projections
AmeriServe Food Distribution, Inc. said today it has adequate
liquidity to finance its business and that it has been performing
favorably against the budget projections presented to the Federal
Bankruptcy Court on February 2.
The Company, operating under the protection of Chapter 11 of the
U.S. Bankruptcy Code, also is in the process of securing long-
term financing that will enable it to reorganize successfully.
AmeriServe filed a voluntary petition for Chapter 11 protection
on January 31 in the U.S. Bankruptcy Court in Wilmington,
Delaware.  The court subsequently approved interim financing in
the form of a $150 million loan from AmeriServe's two largest
customers partners, Tricon Global Restaurants, Inc. and the
Burger King Corporation.  In addition, Tricon and Burger King are
purchasing inventory for their own systems directly.  This
funding has enabled AmeriServe to replenish its supply line and
continue service to thousands of chain restaurants while a
longer-term financing plan is being arranged.
AmeriServe, headquartered in Addison, Texas, a suburb of Dallas,
is the nation's largest foodservice distributor specializing in
chain restaurants, serving leading quick service systems such as
Arby's, Burger King, Chick-fil-A, Dairy Queen, KFC, Long John
Silver's, Pizza Hut and Taco Bell.

AUTOINFO: Announces Claims Bar Date, Disclosure Statement Hearing
AutoInfo, Inc. (OTCBB:AUTO) announced that a hearing to consider
compliance with the disclosure requirements, any objections to
the disclosure statement (the "Disclosure Compliance Hearing"),
and any other matter that may properly come before the Bankruptcy
Court, will be held before the Honorable Adlai S. Hardin, Jr.,
United States Bankruptcy Judge, in Room 520 of the United
States Bankruptcy Court, 300 Quarropas Street, White Plains, New
York 10601, on March 15, 2000 at 11:00 o'clock a.m.
A hearing to consider confirmation of the reorganization plan
(the "Plan"), any objections thereto, and any other matter that
may properly come before the Bankruptcy Court will be held before
the Honorable Adlai S. Hardin, Jr., United States Bankruptcy
Judge, in Room 520 of the United States Bankruptcy Court, 300
Quarropas Street, White Plains, New York 10601, immediately
following the Disclosure Compliance Hearing referred to above.
The United States Bankruptcy Court has established 4:00 p.m.
Eastern Standard Time on March 3, 2000 as the General Bar Date
for all persons and entities that assert a claim, with the
exception of governmental units whose Bar Date is 4:00 p.m.
Eastern Standard Time on March 14, 2000, to file a written proof
of such Claim with the Clerk of the Bankruptcy Court (the
"Clerk") by mailing the proof of such claim to the Clerk at the
United States Bankruptcy Court, S.D.N.Y., 300 Quarropas Street,
White Plains, New York 10601.
In addition, the first meeting of creditors pursuant to a section
341(a) of the Bankruptcy Code shall be held at the U.S. Trustee
Meeting Room, Room 243a, 300 Quarropas Street, White Plains, New
York 10004, on March 1, 2000, at 1:00 o'clock p.m.

CONTIFINANCIAL: Moody's Downgrades Debt Ratings
Approximately $2.3 Billion of Debt Securities Affected.

New York, February 17, 2000 -- Moody's Investors Service
downgraded the senior unsecured debt rating of ContiFinancial
Corporation to Ca from Caa2. Moody's said that the rating action
reflected its assessment of the potential severity of loss to the
bondholders of ContiFinancial. Moody's noted that ContiFinancial
has announced that it anticipates commencing reorganization
proceedings under Chapter 11 of the Bankruptcy Code. Moody's has
also withdrawn its prospective ratings for ContiFinancial's shelf
registrations for senior debt, subordinated debt and preferred

The following ratings were downgraded or withdrawn:

ContiFinancial Corporation--senior unsecured debt to Ca from Caa2

ContiFinancial Corporation--(P) Caa2 rating for senior debt--

ContiFinancial Corporation--(P) Ca rating for subordinated debt--

ContiFinancial Corporation--(P) "c" rating for preferred stock --

ContiFinancial Corporation, headquartered in New York, NY, is a
specialty finance company focusing on subprime mortgages.

Forman Petroleum Corporation announced that the company's plan of
reorganization was confirmed by the Bankruptcy Court on December
29, 1999 and became effective on January 14, 2000. The company
filed its voluntary petition for relief under Chapter 11 of the
United State Bankruptcy Code in the United States Bankruptcy
Court for the Eastern District of Louisiana (Case No.
99-14319) on August 6, 1999.
On the effective date of the plan, all the bondholders and
preferred stockholders of the company exchanged their claims for
all the common equity in the company. The details of the plan are
as follows: On the effective date (i) over $90 million of
indebtedness and obligations to holders of senior secured
notes and preferred stock were canceled; (ii) all of the issued
and outstanding common stock, preferred stock, warrants, and
options were canceled; (iii) approximately $300,000 of allowed
unsecured claims of $30,000 or less were paid in full in cash;
(iv) new common stock was issued to the former holders of the
senior secured notes and the preferred stock; and (v) new
warrants to purchase common stock were issued to McLain Forman,
the former holder of all of the issued and outstanding voting
common stock of the company, and to the former holders of certain
warrants. The company will issue within 60 days after the
effective date of the plan approximately $3 million in unsecured
promissory notes to the holders of allowed unsecured claims of
more than $30,000, which claims will be paid in full with
interest over 3 years.

Forman Petroleum Corporation announced today that the company's
plan of reorganization was confirmed by the Bankruptcy Court on
December 29, 1999 and became effective on January 14, 2000.
Pursuant to the plan of reorganization confirmed by the
Bankruptcy Court, the company's ongoing operations will be
conducted under the direction of a Board of Directors consisting
of three new directors, Nicholas Tell, Jr., Jerry W. Box, Jeffrey
Clarke and McLain J. Forman, the founder of the company.
Nicholas Tell, Jr., is the Managing Director, Capital Markets and
Special Situations, of the Trust Company of the West. Jerry W.
Box, currently an oil and gas industry consultant, served as the
President and Chief Operating Officer of Oryx Energy Company from
1998 until shortly after the merger of Oryx Energy Company with
Kerr-McGee Corporation in early 1999. Jeffrey Clarke has been
since 1994 the President, Chairman and Chief Executive Officer of
Coho Energy, Inc., an independent energy company engaged, through
its wholly owned subsidiaries, in the development and production
of, and exploration for, crude oil and natural gas principally in
Mississippi and Oklahoma.
Mr. Tell has been designated as the Chairman of the Board of
Directors of the company. "With the financial restructuring
behind us, we are very excited about Forman's future prospects,
as we believe we have the financial flexibility to capitalize
fully on Forman's significant exploratory potential."
Current management of the company has been retained as part of
the restructuring. Mr. Forman remains as Chief Executive Officer,
Michael Price as Chief Financial Officer, and Harold Block,
Michael Habetz, Marvin Gay, Michael Emmerling and Roger Frey as
Vice Presidents.
The company and its predecessors have been engaged since 1960 in
the acquisition, exploration, development, exploitation and
production of crude oil and natural gas onshore in south

ICO GLOBAL: COMSAT Reports Net Loss Due to ICO Global Write-Off
COMSAT Corporation (NYSE:CQ) today reported a consolidated 1999
net loss of $ 2.6 million, or $0.05 per fully diluted share, due
to the write-off of its investment in ICO Global Communications
(Holdings) Limited ("ICO").
During the second half of 1999 COMSAT recognized a pre-tax $70.6
million loss from the write-off of its investment in ICO. ICO
filed for Chapter 11 Bankruptcy in August of 1999.
Due to the write-off of the ICO investment, COMSAT Mobile
Communications (CMC) posted a segment loss of $52.2 million on
revenues of $123.0 million for 1999, down from segment income of
$31.9 million on revenues of $169.1 million in 1998. Exclusive of
the ICO write-off, CMC's segment income for 1999 was $18.4
million. CMC's results reflect the continuing decline in analog
traffic and an accounting change due to the privatization of the
Inmarsat satellite system.
On-going economic uncertainty in Latin America is continuing to
constrain growth in the international services market. Economic
downturns in several international markets, including Brazil,
Argentina and Venezuela have negatively impacted overall
performance. The fifty percent devaluation of the Brazilian
real during 1999 had a substantial negative impact on COMSAT's
revenues in Brazil. The Brazilian currency crisis also had a
dampening effect in markets throughout Latin America.
Excluding the ICO write-off, net income for the fourth quarter of
1999 was $ 12.7 million, up from $11.9 million in the same period
in 1998. Revenues in the fourth quarter of 1999 were $162.2
million, nearly identical to the $162.3 million in revenues in
the fourth quarter of 1998.

IPM PRODUCTS:  Seeks To Implement Employee Stay Bonus Program
The debtors, IPM Products Company and IPM Service Corporation
Seek a court order authorizing and approving the implementation
by the debtors of an employee stay bonus program.  The debtor
believes 23 of the 29 remaining employees to be critical to the
reorganization effort of the debtors.  The cost of the bonuses is
approximately $225,000.

IRIDIUM: To Expedite Transition to New Operating Company
On February 17, 2000, Iridium LLC secured new interim financing
in an effort to expedite the transition of its assets and
personnel to a new operating company.
The motion, approved today by the U.S. Bankruptcy Court for the
Southern District of New York, provides the company a total of $5
million from Eagle River Investments LLC, telecommunications
pioneer Craig McCaw's investment company, and Motorola to finance
the continued operation of the company through March 6, 2000.
The plan approved by the Court today supercedes the proposal for
debtor-in-possession (DIP) financing filed with the court last
week. The company advised the court that it anticipates that an
investor group led by Eagle River will make a near-term proposal
for the purchase of Iridium's assets under Section 363 of the
Bankruptcy Code.
Iridium LLC expects to file a motion with the court by early
March to establish procedures for the Section 363 sale and to
secure additional DIP financing for the period March-April,
looking toward completing the sale by mid-April.
The company expects an Eagle River-led investor group to submit a
bid similar to the terms contemplated in the DIP financing
documents filed last week with the court. The procedures would
allow other potential offers to be made for the assets, as
required by Section 363.
Iridium CEO John Richardson said: "We are pleased by this new
development. This approach should result in a more expeditious
transition to a new operating company, which will benefit our
Iridium LLC filed for Chapter 11 bankruptcy protection on August
13, 1999.
Iridium LLC became the world's first global satellite phone and
paging company on November 1, 1998. Its network of 66-low earth
orbiting satellites combined existing terrestrial cellular
systems, enables customers to communicate around the globe.
Iridium World Communications, Ltd. (IRIDQ) is the public
investment vehicle of Iridium LLC.
Iridium is a registered trademark and service mark of Iridium IP

MICHELANGELO APARTMENTS: Case Summary and Largest Creditors
Debtor: Michelangelo Apartments, Inc.
         687 Bronx River Road
         Yonkers, NY 10704

         Mailing Add:
         c/o Jeffrey D. Treisman, Pres
         PO Box 244
         Briarcliff Manor, NY 10510

Type of Business: Owner of cooperative apartment building.

Petition Date: February 14, 2000    Chapter 11

Court: S. Dist. of New York

Bankruptcy Case No.: 00-20108

Judge: John J. Connelly

Debtor's Counsel: Howard P. Magaliff
                   DelBello Donnellan Weingarten et al.
                   One North Lexington Avenue 11th Flr
                   White Plains, NY 10601
                   Phone: (914)681-0200

Total Assets: $ 5,6?6,902 or $ 5.6 million
Total Debts:  $ 3,7?2,607 or $ 3.7 million
(there's a white line covering up those nos. making it

15 Largest Unsecured Creditors

Joan Briggs           Judgment        $ 112,500
Delroy Pusey          Judgment        $ 112,500
Harry Nalbadian       Judgment         $ 75,000
Michael Stern         Judgment         $ 75,000
Michael Stern,
  et al., Plaintiffs                    $ 58,753
WMF Washington
  Mortgage                              $ 12,800
Robinson Oil          Trade vendor      $ 5,022
Sheft Kahn & Co. LLP  Services          $ 2,000
Hawk Real Estate      Services          $ 1,810
Guardian Elevator     Trade vendor      $ 1,460
Donato Settani        Services          $ 1,250
City of Yonkers       Tax               $ 1,245
Peter W. Greenberg    Insurance           $ 805
Victor & Maritza                          $ 775
Harvey Shaplow/Elevator
  Associates                               $ 525

PACIFIC INTERNATIONAL: Zaremba Group Enters Agreement
Zaremba Group LLC has entered into an agreement with PIE designed
to allow Pacific International Enterprises, Inc. to successfully
emerge from Chapter 11.
This Agreement is for a term of three years and shall be
automatically renewed for successive three year terms, if neither
party objects.
Zaremba will market and resell PIE products; snowboards,
wakeboards, skateboards, skiboards, snow and water skis and other
sports products.
Zaremba and PIE plan for PIE to relocate all of its manufacturing
facilities to Southern California, for Zaremba to provide the
necessary equipment, fund the cost of relocation and to provide
the necessary working capital for PIE.
Zaremba will acquire clear title to all existing PIE assets and
will lease these assets to PIE at a base rent of $1.00 per annum.
Zaremba will provide PIE with $200,000.00 in relocation expense
funding to move the equipment to Southern California and restart
the manufacturing facility.
Zaremba shall make available to PIE funding to pay the
administration cost for a plan of reorganization and emergence
from Chapter 11 in the amount of $ 250,000.00.
Zaremba shall provide interest-free purchase order production
financing to PIE during the term of this Agreement.
The parties shall use their best efforts to be ready for
commencement of operations no later than April 1, 2000.

PARACELSUS HEALTHCARE CORP.: S&P Lowers Sub Debt Rating to 'D'
Standard & Poor's lowered its corporate credit rating for
Paracelsus HeathCare Corp. to 'SD' from single-'B'-plus. The
rating on the company's senior subordinated notes was lowered to
'D' from single-'B'-minus. The bank loan rating for the company
was withdrawn. These ratings are removed from CreditWatch, where
they were placed with negative implications on Jan. 10, 2000.

The outlook is now N.M. (not meaningful).

The downgrade reflects Paracelsus HealthCare's missed interest
payment of $16.25 million (due today) on its $325 million senior
subordinated notes. The interest payment is subject to a 30-day
grace period expiring on March 16, 2000. While the company has
the resources to make the payment, it intends to renegotiate with
creditors and offer equity as part of a debt restructuring. Even
if noteholders accept a restructuring, such an offer is
tantamount to a default in Standard & Poor's view, as the company
is not meeting the obligations incurred when the notes were
originally issued.

PHILIP SERVICES: Statement in Response to Recent Stock Activity
Philip Services Corp. (TSE:PHV) issued a statement in response to
the recent activity in its stock and increased stock price.
Philip Services is in the final stage of completing a financial
reorganization under Chapter 11 of the U.S. Bankruptcy Code and
the Companies Creditors' Arrangement Act ("CCAA") in Canada. The
Company previously announced that its U.S. Plan of Reorganization
has been approved under Chapter 11 and the CCAA.
As part of final Plan implementation Philip will convert existing
secured debt of US $1 billion into US $250 million in secured
debt and US $100 million in convertible payment-in-kind notes.
Over US $140 million in existing unsecured debt will be converted
into US $48 million in payment-in-kind notes and US $18 million
in convertible payment-in-kind notes. Upon final Plan
implementation, 24 million shares will be issued by Philip
Services (Delaware), Inc. on a pro rata basis to its secured
lenders (91%), unsecured creditors (5%), class action claimants
(1.5%), other equity claimants (0.5%) and existing shareholders
Shareholders of record on the date of Plan implementation will
receive their pro rata share of 480,000 common shares of the
restructured Company, or one share for every 273 shares held.
Based on this level of dilution to current shareholders, the post
Plan implementation trading price would have to be approximately
C $110.00 per share to equal a trading price of C $0.45. The
  Company expects the stock to trade well below this level.
While the Company is presently in discussions with an interested
party to divest of a non-core business unit, this divestiture
depends on the successful completion of negotiations and
execution of a definitive agreement.
Philip Services is an integrated metals recovery and industrial
services company with operations throughout the United States,
Canada and Europe. Philip provides diversified metals services,
together with by-products management and industrial outsourcing
services, to all major industry sectors.

PREMIER SALONS INTERNATIONAL: Taps Abrams, Jossell & Knopfler
The debtors, Premier Salons International, Inc. , et al. seek
court authority to retain the firm of Abrams, Jossell & Knopfer
LLC as financial advisors for the debtors.

Standard & Poor's assigned its triple-'C' rating to Primus
Telecommunications Group Inc.'s $250 million convertible
subordinated debentures due 2007, to be issued as a 144A offering
with registration rights.

At the same time, Standard & Poor's affirmed its single-'B'-minus
corporate credit and senior unsecured debt ratings on Primus. The
senior unsecured debt rating on the public debt issues
incorporates the expectation that there will not be a material
amount of secured debt in the capital structure.

The outlook is positive.

The ratings on Primus reflect the substantial challenges that
this provider of international and domestic long-distance service
faces in developing a business of sufficient size to service its
significant debt burden. Execution risk is heightened by the
substantial competition and pricing pressures that are
characteristic of this business. The company's ability to
generate positive cash flows depends largely on its achieving
very strong volume growth over the next few years in its targeted
European, Asian Pacific, and North American markets.

Primus has expanded its revenue base significantly over the past
few years through a series of acquisitions, and its 2000 revenue
levels will benefit from 1999 acquisitions that include the
350,000 retail customer base and assets of international
telecommunications provider Telegroup Inc. and the residential
long-distance customer base and residential Internet customers of
AT&T Canada Inc. and ACC Telenterprises. Moreover, acquisition of
international carrier LCR Telecom Group, which is expected to
close shortly, will add some 10,000 business users to Primus'
customer base. These businesses also will assist Primus in
reducing its dependence on the carrier business, which accounted
for about 28% of the company's revenue base for the three months
ended Dec. 31, 1999.

Primus focuses on the international long-distance market and is
investing in the acquisition of facilities to switch and carry
traffic. To this end, it has entered a reciprocal capacity
purchase agreement with Global Crossing Holdings Ltd. that will
enable Primus to purchase fiber capacity from Global Crossing and
allow Global Crossing to purchase Primus' satellite services.
Primus also signed an agreement with Qwest Communications
International Inc. in December 1999 for fiber connectivity and
increased bandwidth capacity between Primus' planned and existing
U.S. points of presence.

Greater facilities ownership and higher traffic levels already
have begun to improve operating efficiencies and profitability.
The company has also increased its focus on the data services
sector through formation of a separate subsidiary to target
business and residential customers for data and Internet
services, as well as Internet-protocol based voice services.
Through a combination of internal growth and acquisitions the
company has already expanded its Internet service customer base
to 200,000 in Australia, Canada, Germany, the U.S., and Brazil.

The rating incorporates the expectations that Primus will be able
to raise substantial additional funds through a balanced mix of
debt and equity to support its market expansion plan and
acquisition efforts over the next few years.


Although Primus' financial profile remains weak, successful
implementation of the company's growth plans in the current
market should continue to enhance its business position. This, in
turn, is expected to result in improved financial measures over
the next few years. The ongoing ramp up of Primus' revenue base,
coupled with greater on-network traffic and higher operating cash
flows from the more profitable data services segment, should
enable the company to achieve earnings before interest, taxes,
depreciation, and amortization interest coverage of more than 1
times by 2001.

PURINA MILLS: Court Approves Disclosure Statement
Purina Mills, Inc. reported that late yesterday it received
approval from the Bankruptcy Court of its Disclosure Statement
for its Plan of Reorganization.
The approval of the Disclosure Statement allows Purina Mills to
commence the solicitation of votes for approval of its Plan of
Reorganization.  The Disclosure Statement and ballots to vote on
the Plan are expected to be mailed in late February 2000.  The
hearing to consider confirmation of the Plan is scheduled for
April 5, 2000.
"We are pleased to be soliciting acceptance of our Plan so early
in 2000," said Brad Kerbs, President and CEO of Purina Mills.  
"Management has worked very hard to stay on a fast-track and
successfully go through the reorganization process to become a
fully-independent company.
"We have worked closely with the creditors committee and our bank
group on the structure of the Plan and believe that once
accepted, the new Purina Mills can emerge a stronger business
with a de-leveraged balance sheet and the ability to compete
successfully in the current marketplace," added Mr. Kerbs.
Purina Mills filed its Chapter 11 case on October 28, 1999 in the
United States Bankruptcy Court for the District of Delaware in
Purina Mills is America's largest producer and marketer of animal
nutrition products.  Based in St. Louis, Missouri, the Company
has 49 plants and 2500 employees nationwide.  Purina Mills is not
affiliated with Ralston Purina Company, which is the registered
owner of the trademarks "Purina," the checkerboard logo and
Purina Dog Chow brand and Purina Cat Chow brand pet foods.

RURAL METRO: Moody's Downgrades Ratings; Outlook Is Negative
Moody's Investors Service downgraded the ratings of Rural/Metro
Corporation ("Rural/Metro"). The ratings affected are as follows:

$200 million senior credit facilities from Ba3 to B3

$150 million 7.875% senior notes due 2008 from Ba3 to B3

Senior implied rating from Ba3 to B3

Senior unsecured issuer rating from B1 to Caa1

The rating outlook is negative. Rural/Metro is a provider of
mobile health services, including "911" and general ambulance
services, and fire protection and other safety-related services.

The rating action reflects the near term liquidity risk faced by
the company as a result of covenant violations under its senior
credit facilities. In addition, the company's performance has
deteriorated in recent periods, stemming largely from changes in
Medicare reimbursement for ambulance services. Operating issues
have included a slowdown in collections, increasing bad debt
expense, and higher labor costs.

The credit facility covenant violations stemmed from a $65
million pretax charge taken by the company in its second fiscal
quarter ended December 31, 1999 primarily related to an increase
in its provision for doubtful accounts. Due to an increasingly
difficult collection environment in the ambulance industry, the
company has changed its accounting policy to take reserves for
accounts receivable earlier in the collection cycle. In addition,
the company expects to take additional charges of approximately
$46 million (pre-tax) in the quarter ending March 31, 2000,
related to a restructuring program intended to reduce the
company's exposure to government reimbursement.

Rural/Metro has obtained a waiver of compliance under its credit
facility that will expire on March 14, 2000. As of February 11,
the company had only $4.5 million availability left under the
facility, with an additional $3 million available from March 1,
2000 to March 14, 2000 upon written approval from the lenders.
Furthermore, the company had only $8.3 million in cash at the end
of its second fiscal quarter.

Moody's notes that the company has a semi-annual interest payment
of roughly $6 million on its senior notes due on March 15. In
addition, Moody's believes that the company could require
additional funding during the waiver period to meet its working
capital needs. While the company is currently in negotiations
with its bank group to secure an amendment of the facility to
alleviate the liquidity issue, the ratings downgrade reflects the
increased risk of a near term default.

Moody's will continue to monitor the company's progress in
stabilizing its capital structure, as well as its efforts to
improve its operating performance through its restructuring

Rural/Metro Corporation, headquartered in Scottsdale Arizona,
provides mobile health services, including "911" and general
ambulance services, and fire protection and other safety-related
services to municipal, residential, commercial and industrial
customers in more than 400 communities throughout the United
States, Canada and Latin America.

SUBMICRON SYSTEMS: Questions Trading Activity
SubMicron Systems Corporation (OTC Bulletin Board: SUBM), which
filed its voluntary Petition under Chapter 11 of the Federal
Bankruptcy Code on September 1, 1999 and consummated sale of
substantially of its assets pursuant to Bankruptcy Court Order in
October 1999, noted that there has recently been a substantial
increase in both the price and trading volume of its common
As a result of the sale, the Company has no operating assets or
employees. A proposed liquidating plan of reorganization has been
filed together with the Company's proposed Disclosure Statement
and hearing on the adequacy of the Disclosure Statement is
scheduled for March 1, 2000 in Wilmington, Delaware.
The proposed liquidating plan of reorganization does not provide
for a recovery by the holders of the Company's common stock. The
Company knows of no reason why the price of trading volume of its
common stock has increased.

TITANIUM METALS: Moody's Cuts Ratings
Moody's Investors Service lowered its rating for Titanium Metals
Corporations's (TIMET) $201 million of 6.625% convertible trust
preferred securities, due 2006, to "b3" from "b2". The
convertible trust preferred securities were issued by TIMET
Capital Trust I, a wholly-owned subsidiary of TIMET, which
unconditionally guarantees the obligations of TIMET Capital Trust
I. Moody's lowered its senior implied rating for TIMET to B1 from
Ba3 and lowered its senior unsecured issuer rating for the
company to B2 from B1. The rating outlook is stable.

The downgrades reflect Moody's view that the cyclical downturn in
TIMET's business is likely to persist for several years, causing
a continuation of 1999's operating loss, tight interest coverage,
and increased leverage.

TIMET is an integrated producer of titanium sponge, ingot, slab,
and milled products used primarily in aerospace applications. It
has manufacturing facilities in the US and Europe, and has its
headquarters in Denver, Colorado.

TRUMP ATLANTIC CITY: Moody's Downgrades Notes; Outlook Negative
Moody's Investors Service lowered the ratings of Trump Atlantic
City Associates' ("Trump AC") $1.3 billion of 11.25% first
mortgage notes, due 2006, to B3 from B2, its senior implied
rating to B3 from B2, and its senior unsecured issuer rating to
Caa1 from B3. In addition, Moody's lowered the ratings of Trump
Hotels & Casino Resorts Holdings, L.P.'s ("Trump Holdings") $155
million of 15.5% senior secured notes, due 2005 (of which $145
million remains outstanding), to Ca from Caa1, its senior implied
to Ca from Caa1, and its senior unsecured issuer rating to C from
Caa2. The outlook for both Trump AC and Trump Holdings remains

The downgrade to the ratings reflects Trump AC and Trump Holdings
weaker operating results; thin interest coverage and high
leverage. In addition, Trump AC's ratings reflect its low
financial flexibility taking into account its high annual
interest costs, maintenance capital expenditure needs, and its
need to dividend cash to its parent, Trump Holdings, in order to
fund cash shortages. However, its ratings consider the potential
for cost savings from the recent closure of Trump World's Fair
and the continued stability of the Atlantic City market over the
near term.

The ratings of Trump Holdings also reflect its growing annual
cash deficit and its reliance on cash distributions from Trump
AC, which are limited under the Trump AC bond indenture and are
expected to result in a cash shortfall over the near term.
Consequently, Moody's expects Trump Holdings may default on its
debt obligations over the next 12 to 18 months.

The negative outlook for Trump Holdings reflects our expectations
that under a default scenario the debt holders would incur a
significant principal loss.

The negative outlook for Trump AC reflects the potential negative
impact from the planned entry of possibly three new casino
resorts over the long term in Atlantic City by Boyd Gaming,
Mirage Resorts, and MGM Grand, and the potential competitive
disadvantage that its casinos may encounter due to its lack of
financial flexibility.

For the last twelve months ended December 31, 1999, Trump AC
recorded declining revenues and EBITDA of $956.6 million (down
2.3%) and $170.7 million (down 14.4%), for a comparatively weak
margin of 17.8%. Although some of this decline may not recur
going forward, operating results are still weak when normalized
for one-time charges. With an interest burden of $154 million,
EBITDA coverage is slim. After about $25 million of annual
maintenance capital expenditures, free cash flow is non existent.
Although Trump AC may be able to stabilize its EBITDA in the $180
million to $190 million range over the next several years due to
the potential cost savings resulting from the Trump World's Fair
closing and expected stable overall Atlantic City marketplace, we
believe that the company will be challenged to maintain its
competitive position due to its weak financial flexibility. The
company's debt burden of $1.3 billion remains steep as leverage
was 7.7 times at December 31, 1999, up from 6.5-times at the end
of fiscal 1998.

Trump Atlantic City Associates and its wholly-owned financing
conduits, including Trump Atlantic City Funding, Inc., Trump
Atlantic City Funding II, Inc., and Trump Atlantic City Funding
III, Inc., own and operate the Trump Plaza Hotel and Casino and
the Trump Taj Mahal Casino Resort in Atlantic City, New Jersey.

Trump Hotels & Casinos Resorts Holdings, L.P., and its finance
vehicle Trump Hotels & Casinos Resorts Funding, Inc., own Trump
Atlantic City Associates, Trump's Castle Funding, Inc., and Trump
Indiana, Inc., which owns and operates a riverboat casino at
Buffington Harbor, on Lake Michigan, Indiana.

TURBODYNE TECHNOLOGIES: Republishes Financial Information
Gerhard E. Delf, President and CEO of Turbodyne Technologies Inc.
(EASDAQ:TRBD) commented, "In order to ensure disclosure of
information to the public who may not have access to the
company's filings with the U.S. Securities and Exchange
Commission, Easdaq has requested Turbodyne to republish
by way of the ECR (Easdaq Company Reporting) selected information
previously contained in the Company's Form 10Q for the third
quarter of 1999, filed on November 22, 1999."
"On July 21, 1999, the Company received a notice from the bank,
which holds both lines of credit and the term loan, informing the
Company that it was in default under its credit facility. As a
result of the default, the bank informed the Company that all
indebtedness of the Company to the bank under the terms of
the loan agreements was immediately due and payable. Subsequent
to this event, a major creditor of Pacific Baja began collection
efforts against Pacific Baja which threatened its banking
relationship with Wells Fargo Bank. As a result, Pacific Baja and
its subsidiaries commenced chapter 11 bankruptcy proceedings
and have arranged Court-approved bank financing with Wells Fargo
Bank to finance Pacific Baja to the end of the fourth quarter."

"Pursuant to a Bankruptcy Court order, an auction sale is
scheduled for December 9, 1999 at which time substantially all of
the assets of Pacific Baja and its affiliates will be sold to the
highest bidder. There are currently three bidders for the assets.
At this time, it is not known what the ultimate sales
price for the assets will be, but it appears unlikely that
substantial proceeds will be available for distribution to
unsecured creditors, of which the Company is one, after the
payment of Pacific Baja's secured debt. The Company is
currently owed approximately $6,000,000."
"The accompanying financial statements have been prepared in
conformity with generally accepted accounting principles, which
contemplate continuation of the Company as a going concern. No
provision for losses pending the result of the sale of Pacific
Baja have been made at this time. The sale of Pacific Baja will
raise substantial doubt about the Company's ability to continue
as a going concern. Pacific Baja accounted for approximately 98%
of total Company sales for the nine months ended September 30,
1999. Absent these sales, for the nine months ended September 30,
1999, total Company sales would have been $720,000. In addition,
the Company has suffered net losses in each of the last three
years ended September 30, 1999 and has an accumulated deficit of
$69,291,000 at September 30, 1999, has used cash in its operating
activities in each of the last three years ended September 30,
1999, has violated covenants and defaulted under its debt
facilities, has received an adverse award and a judgment in the
amounts of approximately $6.7 million and $600,000 related to the
Grand arbitration and a building lease, respectively, and is
subject to several class action lawsuits brought against it by
certain of its stockholders. Please refer to Part II, Item I
Legal Proceedings for more detail regarding these matters.
The judgment creditors in the Grand arbitration have filed liens
with respect to substantially all of the Company's patents
relating to the Engine Technology Division. If the Company cannot
resolve the Grand arbitration, either by appeal, settlement or
otherwise, the judgment creditors may execute on the Grand
judgment and take ownership of the Company's patents relating to
its Engine Technology Division."
"The Company has developed a strategy of working with original
equipment manufacturers in an effort to enter into joint
development, licensing, and royalty arrangements similar to the
joint development and licensing agreements between the Company
and AlliedSignal Inc. The Company expects that through such
an agreement it would have access to a channel of distribution
that would facilitate high volume sales. However, no assurance
can be given that any such relationships will be developed timely
or at all, or if developed, will result in substantial sales to
the Company."
"In light of the Pacific Baja bankruptcy, the $7.3 million in
judgments against the Company and the other factors identified
above, there is substantial doubt that the Company will continue
as a going concern. The Company will be required to resolve the
outstanding judgments against it and to seek substantial
additional equity or debt financing in order to continue the
Engine Technology Division. These matters raise substantial doubt
about the Company's ability to continue as a going concern."
In a further development, the Company announced that during 1999,
Turbodyne issued an additional $9.1 million of equity through the
issuance of 8.3 million shares of Common Stock at prices ranging
from$1.00 to $3.50. As of February 14, 2000, 51,061,216 shares of
Common Stock were issued and outstanding and an additional
6,333,548 were issuable upon the exercise of outstanding options
and warrants.
Turbodyne Technologies Inc., a California based high technology
company, specializes in the development of performance
enhancement, fuel economy and pollution control products for
internal combustion engines. Turbodyne Technologies Inc.'s
headquarters is located in Carpinteria, Calif.; the European
business location is Frankfurt, Germany. Additional information
about the company is available on the Internet at

UNITED COMPANIES: Files Plan of Reorganization
United Companies Financial Corporation (OTC:UCFNQ) announced that
it and certain of its subsidiaries filed a plan of reorganization
on February 16, 2000 in connection with their chapter 11 cases
which are pending in the U.S. Bankruptcy Court for the District
of Delaware in Wilmington. At a hearing held on February 16,
2000, the Bankruptcy Court generally extended the exclusivity
periods during which only the Company may file a plan of
reorganization and solicit acceptances thereto to May 1, 2000 and
June 26, 2000, respectively, but also granted permission to the
official committee of equity security holders appointed in the
chapter 11 cases to file a proposed plan of reorganization.
The Company's proposed plan of reorganization provides for
distributions to creditors and equity interest holders in the
event that the Company or its assets are either sold or remain as
a going concern. In the event of a sale transaction, the proceeds
of such transaction will be distributed among the holders of the
Company's bank claims, senior note claims and general unsecured
claims. In the event the Company or its assets are not sold,
ninety-five percent of the Company's reorganized equity would be
distributed to holders of bank claims, senior note claims and
general unsecured claims, four percent to subordinated
bondholders and, assuming senior classes of creditors consent,
one percent to existing equity interest holders. Additionally, in
either event, a liquidation trust would be created containing
certain potential claims and causes of action, if any.  The
beneficial interests in the trust are proposed to be distributed
in differing amounts dependent upon whether the Company and its
assets are sold. The Company has reserved its right to amend the
proposed plan of reorganization.
On December 29, 1999, the Company announced the execution of a
letter agreement for the sale of the Company's financial assets
to EMC Mortgage Corporation, subject to definitive documentation,
higher and better offers and approval of the Bankruptcy Court.
The Company announced today that negotiation of the definitive
documentation for the contemplated EMC transaction continues and,
additionally, that other prospective purchasers are currently
conducting due diligence.
United Companies Financial Corporation is a specialty finance
company that historically provided consumer loan products
nationwide and currently provides loan services through its
lending subsidiary, UC Lending(R). The Company filed
for chapter 11 on March 1, 1999.

Meetings, Conferences and Seminars

February 24-26, 2000
      Chapter 11 Business Reorganizations
         Walt Disney World, Orland, Florida
            Contact: 1-800-CLE-NEWS

February 27-March 1, 2000
      Norton Bankruptcy Litigation Institute I
         Olympic Park Hotel, Park City, Utah
            Contact: 1-770-535-7722

March 2-5, 2000
      1st Annual Winter Conference
         Radisson Resort Hotel, Scottsdale, Arizona
            Contact: 1-561-241-7301 or 1-213-487-7550

March 8-10, 2000
      Healthcare Restructurings: Successful Strategies
      for Managing Distressed Finances
         The Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or   
March 10, 2000
      Bankruptcy Battleground West
         Century Plaza Hotel. Los Angeles, California
            Contact: 1-703-739-0800

March 10 & 11, 2000
      Spring Seminar
         Hotel Monteleone, New Orleans, Louisiana
            Contact: 1-803-252-5646 or

March 23-25, 2000
      26th Annual Southeastern Bankruptcy Law Institute
         Marriott Marquis Hotel, Atlanta, Georgia
            Contact: 1-770-451-4448

March 23-25, 2000
      Partnerships, LLCs, and LLPs -- Uniform Acts,
      Taxation, Drafting, Securities and Bankruptcy
         Doubletree Paradise Valley Hotel,
         Scottsdale, Arizona
            Contact: 1-800-CLE-NEWS

March 30-April 2, 2000
      Norton Bankruptcy Litigation Institute II
         Flamingo Hilton Hotel, Las Vegas, Nevada
            Contact: 1-770-535-7722

April 3-4, 2000
      22nd Annual Current Developments in
      Bankruptcy and Reorganization Conference
         PLI Conference Center, New York, New York
            Contact: 1-800-260-4PLI

April 5-8, 2000
      Spring Meeting
         The Pointe Hilton Squaw Peak Resort
         Phoenix, Arizona
            Contact: 1-312-822-9700 or
April 6-7, 2000
      Commercial Securitization for Real Estate Lawyers
         Walt Disney World, Orlando, Florida
            Contact: 1-800-CLE-NEWS

April 10-11, 2000
      22nd Annual Current Developments in
      Bankruptcy and Reoorganization Conference
         Grand Hyatt Hotel, San Francisco, California
            Contact: 1-800-260-4PLI

April 27-30, 2000
      Annual Spring Meeting
         J.W. Marriott, Washington, D.C.
            Contact: 1-703-739-0800

May 4-5, 2000
      Bankruptcy Sales & Acquisitions
         The Renaissance Stanford Court Hotel
         San Francisco, California
            Contact: 1-903-592-5169 or   

May 15, 2000
      2nd Annual New York City Bankruptcy Conference
         Association of the Bar of the City of New York,
         New York, New York
            Contact: 1-703-739-0800

May 26-29, 2000
      52nd Annual Meeting of the New England Region
         Colony Hotel, Kinnebunkport, Maine
            Contact: 1-617-742-1500 or

June 8-11, 2000
      7th Annual Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800
June 14-17, 2000
      16th Annual Bankruptcy and Restructuring Conference
         Swissotel, Chicago, Illinois
            Contact: 1-541-858-1665 or

June 29-July 2, 2000
      Western Mountains Bankruptcy Law Institute
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact: 1-770-535-7722

July 13-16, 2000
      7th Annual Northeast Bankruptcy Conference
         Doubletree Hotel, Newport, Rhode Island
            Contact: 1-703-739-0800
July 21-24, 2000
   National Association of Chapter 13 Trustees
      Annual Seminar
         Adams Mark Hotel, St. Louis, Missouri
            Contact: 1-800-445-8629 or

August 3-5, 2000
      Fundamentals of Bankruptcy Law
         Somewhere in Boston, Massachusetts
            Contact: 1-800-CLE-NEWS

August 9-12, 2000
      5th Annual Southeast Bankruptcy Workshop
         Hyatt Regency, Hilton Head Island, South Carolina
            Contact: 1-703-739-0800

August 14-15, 2000
      Advanced Education Workshop
         Loews Vanderbilt Plaza, Nashville, Tennessee
            Contact: 1-312-822-9700 or
September 12-17, 2000
         Doubletree Resort, Montery, California
            Contact: 1-803-252-5646 or

September 15-16, 2000
      Views From the Bench 2000
         Georgetown University Law Center, Washington, D.C.
            Contact: 1-703-739-0800

September 21-22, 2000
      3rd Annual Conference on Corporate Reorganizations
         The Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or   

September 21-23, 2000
      Litigation Skills Symposium
         Emory University School of Law, Atlanta, Georgia
            Contact: 1-703-739-0800

September 21-24, 2000
      8th Annual Southwest Bankruptcy Conference
         The Four Seasons, Las Vegas, Nevada
            Contact: 1-703-739-0800

November 2-6, 2000
      Annual Conference
         Hyatt Regency, Baltimore, Maryland
            Contact: 312-822-9700 or

November 30-December 2, 2000
      Winter Leadership Conference
         Camelback Inn, Scottsdale, Arizona
            Contact: 1-703-739-0800

The Meetings, Conferences and Seminars column appears
in the TCR each Tuesday.  Submissions via e-mail to are encouraged.  


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

Troubled Company Reporter is a daily newsletter, co-published
by Bankruptcy Creditors' Service, Inc., Trenton, NJ, and Beard
Group, Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler,
Edem Alfeche and Ronald Ladia, Editors.

Copyright 2000.  All rights reserved.  ISSN 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.  Information
contained herein is obtained from sources believed to be
reliable, but is not guaranteed.

The TCR subscription rate is $575 for six months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Christopher
Beard at 301/951-6400.

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