TCR_Public/000522.MBX T R O U B L E D   C O M P A N Y   R E P O R T E R

    Monday, May 22, 2000, Vol. 4, No. 100

                     Headlines

ADVANCED MICRO DEVICES: FMR Corp. Reports Holdings
ALTIVA FINANCIAL: Severe Liquidity Problems
AMERICAN PAD & PAPER: Order Extends Exclusivity
AMERISERVE: Under Investigation for Mismanagement and Fraud
BAPTIST FOUNDATION: More Investors Sue Former Officials

BOO.COM: Liquidation May Cause Pause For Investing in Internet
BOSTON CHICKEN: Motion To Extend Time To Assume/Reject Leases
CARDIOTECH INTERNATIONAL: Shareholders Report Holdings
CARNEGIE INVESTMENT: Offer To Buy Mattel Brings Random Investors
COMMODORE APPLIED TECHNOLOGIES: Hannesson Reports Stock Holdings

CONSUMER PORTFOLIO: Announces Financial Results For First Quarter
CONTIFINANCIAL CORPORATION: Case Summary and 20 Largest Creditors
CONTIFINANCIAL: Fitch IBCA Lowers Senior Debt To `D'
CONTIFINANCIAL CORPORATION: Trying To Sustain Creditors' Value
DAEWOO: U.S. Car Makers Expect Delay In Preparing Bid for Daewoo

FRUIT OF THE LOOM: Applauds Passage of Trade Legislation
GARDEN BOTANIKA: Court Extends Joint Filing Through March 1, 2001
GRAND UNION: Moody's Lowers Secured Bank Facility Rating To Caa1
GST TELECOMMUNICATIONS: Plans Sale to Time Warner
GST TELECOMMUNICATIONS: Sale Could Be Boon For Oceanic Cable

HARNISCHFEGER: Taps KPMG As Financial Advisors
IMPERIAL HOME DÉCOR: Court Grants Extension of Exclusivity
IRIDIUM: IR Acquisition Group Submits Offer To Acquire Assets
KEMPER MILITARY SCHOOL: Files For Bankruptcy
LOEHMANN'S: Reports Delay in Filing Financial Information

MORRIS MATERIAL: Bondholders May Swap Debt For Ownership
MOSSIMO INC: NYSE Halts Trading
NATIONSWAY: Liquidation Plan OK'd By Creditors
NEW AMERICAN: Official Unsecured Creditors Committee Appointed
NORTHERN GLOBAL: Case Summary and 8 Largest Unsecured Creditors

NSPI: Emerges From Bankruptcy
RECORD PLASTICS: Lays Off Workers, May File For Bankruptcy
REPUBLIC TECHNOLOGIES: Moody's Downgrades Ratings
SEKISUI CHEMICAL CO.: Posts 27B Yen group net loss in FY99
SMILEMASTERS: Case Summary and 4 Largest Unsecured Creditors

SOLA INTERNATIONAL: Announces Fiscal 2000 Fourth Quarter Results
SUN HEALTHCARE: European Operations For Sale
SUNSHINE MINING: Sunshine May See Ownership Change
VENCOR: Third Motion For Extension of Exclusive Periods
WORLDWIDE DIRECT: Hearing on Confirmation of Plan

                     *********

ADVANCED MICRO DEVICES: FMR Corp. Reports Holdings
---------------------------------------------------
FMR Corp. holds 111,039 shares of the common stock of Advanced
Micro Devices Inc. with sole voting power, and 7,169,322 shares
with sole dispositive power.  The aggregate sum of 8,719,702 such
shares represents 5.861% of the outstanding common stock of the
company.

Edward C. Johnson 3d and Abigail P. Johnson each may exercise the
same sole voting and sole dispositive powers over the 8,719,702
shares beneficially owned as FMR Corp.


ALTIVA FINANCIAL: Severe Liquidity Problems
-------------------------------------------
During early April 2000, Altiva Financial Corporation, and its
wholly-owned subsidiary, The Money Centre, Inc., suffered severe
liquidity problems resulting from lower than anticipated loan
production and inability to realize sufficient revenues from
whole loan sales to pay the company's and its subsidiary's
expenses when due.

On April 12, 2000 Altiva Financial Corporation halted trading of
the company's stock on the Nasdaq Small Cap Market. Altiva
Financial previously announced that it had sold $14.0 million
principal amount of 12% Secured Convertible Senior Notes due
2006, with net cash proceeds to Altiva Financial of $4.0 million
and that it had refinanced most of the $30.4 million principal
amount of its outstanding 12 1/2% Subordinated Notes due 2001.
While these events generated additional liquidity for Altiva
Financial, the viability of Altiva Financial's operations
remained dependent on improving loan production by The Money
Centre, Inc., Altiva Financial's wholly-owned operating
subsidiary, and upon selling the company's existing loan
inventory at prices above cost.

During the calendar quarter ended March 31, 2000, loan production
by The Money Centre, Inc. was significantly below levels that the
company expected. In addition, as of March 31, 2000, the sale
price of loans sold during the period were lower than the company
expected. These events contributed to a significant deterioration
in Altiva Financial's available cash and its inability to obtain
an additional cash infusion resulted in the company releasing
substantially all its staff on Friday, April 14, 2000. The issues
leading to the company's current liquidity crisis have required
significant focus by Senior Management.

Subsequent to the quarter ending February 29, 2000, three of the
company's five directors resigned, including Spencer I. Browne,
Hubert M. Stiles, Jr. and David J. Vida, Jr. Messrs. Stiles and
Vida each represented major investors and creditors of the
company. Mr. Browne was one of the company's two outside
directors.

The liquidity crisis and reported downsizing has caused the
company to be in breach of certain debt covenants, including
covenants contained in its warehouse borrowing facilities. As a
result, certain of the company's secured creditors have taken
possession of the collateral securing their loans, including a
portion of the company's potentially income-producing assets,
such as loans held for sale. The company is also in default on
most of its lease obligations and is negotiating with its
landlords to resolve such defaults. As a result of the announced
downsizing, director resignations and winding up of the company's
business, certain of the regulatory authorities granting the
company's licenses and/or qualifications to do business have
requested that the company update its filing with them and/or
surrender its licenses. The company indicates it is attempting to
comply with the requests of its licensing authorities to the
extent that it has funds available to pay the requisite update
filing fees and to retain staff necessary to handle the work
related to the authorities' compliance requests.

The Nasdaq Stock Market has notified the company of its intent to
delist the company's stock from the Nasdaq Stock Market if the
company failed to file its report Form 10-Q with the Securities
and Exchange Commission by April 25, 2000. At the time the
company received such notice, the company was attempting to
comply with an earlier communication from Nasdaq requesting
additional information from the company no later than April 28,
2000. Effective May 1, 2000, the company delisted its stock on
the Nasdaq Small Market.

Altiva recognized a net gain in the quarter ended February 29,
2000, as well as for the six months ended that same date.  The
quarter saw a gain of $4,480 on net revenues of $1,633 and a six
month gain of $1,990 on net revenues of $5,296.  In the three and
six months ended February 28, 1999 the company had negative net
revenues of $688 and $169 respectively.  The company reported a
three month net gain in that period of $1,689 and a six month
loss of $805.

The Company has not sought protection under the United States
Bankruptcy Code and is proceeding with an orderly cessation of
business.  However, it is possible that actions of the Company's
creditors or other unanticipated events may force the Company to
seek protection under the United States Bankruptcy Code.


AMERICAN PAD & PAPER: Order Extends Exclusivity
-----------------------------------------------
The US Bankruptcy Court, District of Delaware entered an order
extending the exclusive periods during which only the debtors may
file a plan of reorganization and solicit acceptances thereof.

The Exclusive period during which only the debtors may file a
plan of reorganization is extended through and including July 31,
2000 and it is further  ordered that the Exclusive period during
which only the debtors may solicit acceptances of a timely filed
plan is hereby extended through and including October 1, 2000.


AMERISERVE: Under Investigation for Mismanagement and Fraud
-----------------------------------------------------------
The Fort Worth Star Telegram reports on May 13, 2000 that
Addison-based AmeriServe Food Distribution is being investigated
in connection with charges that mismanagement and fraud occurred
during the months before it filed for bankruptcy protection.
Deloitte Consulting LLC, an examiner appointed by U.S. Bankruptcy
Judge Peter Walsh in Wilmington, is trying to determine whether
bond marketer Donaldson, Lufkin & Jenrette knew that AmeriServe
was about to lose its largest single customer, Burger King,
before it sold $200 million in bonds last Oct. 1, court documents
show. AmeriServe filed a Chapter 11 bankruptcy petition on Jan.
31, citing more than $100 million each in assets and liabilities.


BAPTIST FOUNDATION: More Investors Sue Former Officials
-------------------------------------------------------
According to an article in The Arizona Republic on May 13, 2000,
a group of investors has filed a $3 million lawsuit against the
Baptist Foundation of Arizona's former officials, lawyers and
accountants.

The lawsuit, filed last week in U.S. District Court in Phoenix,
is separate from a huge class-action lawsuit and a couple of
individual actions filed against the foundation.  

The new lawsuit was filed on behalf of 66 investors who claim to
have lost $2.5 million to $3 million through the fraudulent
practices of more than 21 former foundation officials and
salespeople.

It also names as defendants the accounting firm of Arthur
Andersen; the Phoenix law firm of Jennings, Strouss and Salmon;
and the Southern Baptist Convention.

The Baptist Foundation, which filed for Chapter 11 bankruptcy
protection in November, owes about $590 million to 13,000
investors but lists assets of only $240 million or less.

Timothy Karen, a Del Mar, Calif., lawyer representing the
investors in the latest lawsuit, said they chose to file
separately from the class-action in hopes of receiving a better
settlement.


BOO.COM: Liquidation May Cause Pause For Investing in Internet
--------------------------------------------------------------
According to a report in the Wall Street Journal on March 19,
2000, the collapse in London of Boo.com Group Ltd., a trendy
sports-clothing retailer, is expected to make investors far
wearier of investing in glitzy, unproven Internet ventures.

The high-profile Internet company, which claimed at its launch to
be the first truly global e-tailer, confirmed yesterday that it
will be liquidated.

After weeks of frantic fund-raising attempts failed, Boo.com's
Swedish founders, Ernst Malmsten and Kajsa Leander, said they had
called in receivers KPMG LLP to try to find a buyer for what
remains of the business, which let go most of its 370 employees
yesterday.  At one point Boo.com employed 450 in offices in
London, New York, Munich, Stockholm, Paris and Amsterdam.

"They spent a huge amount of money up front on things that were
poorly researched," said Rebecca Ulph, an analyst at Forrester
Research Inc. For example, Boo.com's graphically sophisticated
Web site, she said, required high- speed access that most
consumers don't have at home.  

Mr. Malmsten, the company's co-founder, said that Boo.com's
spending was not extraordinary, given the scope of its global
aspirations. "Our business model has always been very ambitious
and very visionary," he said in an interview yesterday, adding
that it required spending "quite a lot of cash to run the
business."


BOSTON CHICKEN: Motion To Extend Time To Assume/Reject Leases
-------------------------------------------------------------
In their reply to various Landlords' objections, the Debtors
maintains that an extension of period that eliminates the need to
publicly announce which leases will be rejected until after the
confirmation of the Plan have the advantages of:

(1) minimizing the disruption to the Debtors' business
operations;

(2) minimizing the uncertainty pertaining to employees upon any
announcement of store closures before the plan is confirmed; and

(3) maximizing the number of leases assumed.

The Debtors explain that if specific leases were to be rejected
before consummation of the sale to GRO, employees working at a
respective store will have to be informed that the store may
close if the Plan is confirmed, but these employees cannot be
given absolute assurances about their future because of the risks
inherent in any litigation of the plan confirmation process. This
will give rise to a lame duck period during which the Debtors
might be unable to operate the stores concerned.

In light of objections and concerns raised over an extended
period for making decisions on the assumption and rejection of
leases as previously requested, the Debtors shortened the period
of extension requested to the earlier of the date of confirmation
of the Plan or June 30, 2000.

The Court entertained, and granted, this amended request
accordingly.


CARDIOTECH INTERNATIONAL: Shareholders Report Holdings
------------------------------------------------------
Dresdner Kleinwort Benson Private Equity Partners LP beneficially
own 1,782,604 shares of the common stock of CardioTech
International Inc. with sole voting and dispositive powers, and
representing 21.1% of the outstanding common stock of the
company.

Dresdner Kleinwort Benson Private Equity Partners LP amended its
statement filed November 23, 1998 and again amended September 24,
1999, relating to (i) the 7% Convertible Senior Secured Note
(together with notes received as pay-in-kind interest), due March
31, 2003 issued by CardioTech International, Inc. and (ii) the
Series A Preferred Stock issued by CardioTech (including the
additional conversion rights thereunder as a result of accrued
but unpaid dividends).  DKBPEP has converted all of its Preferred
Shares into shares of common stock of the company.

DKBPEP has sold shares of common stock received from the
conversion of Preferred Shares pursuant to Rule 144 of the
Securities Act of 1933, as amended. DKBPEP may continue to sell
shares of common stock pursuant to Rule 144 depending on market
conditions.


CARNEGIE INVESTMENT: Offer To Buy Mattel Brings Random Investors
----------------------------------------------------------------
TheStreet.com reports on May 12, 2000 that Carnegie Investment
Management's allegedly bogus offer to buy Mattel (MAT:NYSE)
shares pulled in an investing spectrum ranging from naive
individual investors to Wall Street powers and pension funds.

Carnegie's solicitation netted about 2.5 million Mattel shares
from companies such as Deutsche Bank, Bear/Hunter and Chase
Manhattan (CMB:NYSE), as well as individuals who expected to get
more for their Mattel shares than they could in the market.

With Mattel shares beaten down to about 13 because of management
turmoil and losses associated with its ill-fated acquisition of
The Learning Co., Carnegie on Nov. 1, 1999, issued a so-called
mini-tender offer for 11 million Mattel shares, or 3.5% of the
company. Then it audaciously raised its offer to 15 3/4 three
weeks later.

Investors, Mattel shares in hand, came running for the rare
opportunity to get a premium price for a stock clearly in
distress. Instead, they allegedly got nothing.

Carnegie now is in Chapter 11 bankruptcy proceedings, and some of
its creditors allege that LMC Assets, its Philadelphia-based
information agent, dodged and ducked investors who had tendered
more than $30 million worth of Mattel shares. In several
lawsuits, they say Carnegie, which creditors charge is run by
LMC's Hubert and Jeffrey Leach, deposited the shares in an
account at Boca Raton, Fla., brokerage First Colonial Securities
and used them as collateral to finance a margin-propelled, tech-
stock trading binge.

Carnegie's total liabilities are $31 million, and about $20
million of the tendered Mattel shares is sitting in an account at
PaineWebber (PWJ:NYSE), First Colonial's clearing firm.

The report quoted Richard Ryder, the editor of the Securities
Arbitration Commentator and one of the nation's leading experts
on securities law who said, "One reason the audacious plan worked
-- up to a point -- was its novelty. This is a new one. I don't
remember anything like this.

Having secured the more than 2 million shares of Mattel, and
stock from a mini-tender of 2.2 million shares of similarly
beleaguered Fruit of the Loom (FTL:NYSE) in mid-October, Carnegie
embarked on a trading spree using the unpaid-for Mattel shares as
collateral.

It made million-dollar bets on almost every highflying Nasdaq
name on the tape: Juniper Networks (JNPR:Nasdaq), JDS Uniphase
(JDSU:Nasdaq), Yahoo! (YHOO:Nasdaq), Commerce One (CMRC:Nasdaq)
and Ariba (ARBA:Nasdaq), according to Carnegie brokerage
statements in the bankruptcy filings.

And Carnegie did it mostly with money borrowed from PaineWebber.
In January, according to Bankruptcy Court filings, Carnegie's
margin loan balance as of Feb. 21 was $10.4 million, and in less
than 60 days, the company had been charged interest of more than
$79,000. Carnegie made more than 60 transactions in Nasdaq stocks
in February.

But by Feb. 29, the value of Carnegie's account had fallen to
$18.2 million from $23 million and it owed its broker $7.7
million.

Its plan essentially came undone in late March when PaineWebber
ordered Carnegie to pay investors. PaineWebber sold roughly
500,000 of the 2.4 million shares that were in Carnegie's account
at First Colonial after demanding Mattel investors be paid for
their shares.

Carnegie then filed for bankruptcy.

LMC Assets is run from a nondescript Philadelphia office in which
the directory lists it along with LMC Management Consultants, LMC
Property Management and other firms with the same name
permutation.

Jeffrey Leach is listed as the representative of Carnegie
Investment Management on an Internal Revenue Service W-8 form as
a foreign citizen with control over a U.S. brokerage account,
according to the Bankruptcy Court filing in the U.S. Bankruptcy
Court in the Eastern District of Pennsylvania.

A May 2 court filing, though, lists Ira Johnson of Pittsburgh and
Russell Lewis of Glassboro, N.J., as Carnegie's directors, and
Jeffrey Leach as the guaranty member.

On seven occasions between Nov. 29 and mid-March, Deutsche Bank
representatives tried to reach either LMC Assets or Carnegie to
obtain payment for the firm's shares, according to Deutsche's
suit brought in U.S. District Court for the Southern District of
New York.

Calls to LMC were handled by Hubert and Jeffrey Leach, and calls
to Carnegie's Cayman Islands telephone number were bounced to
LMC's Philadelphia office, the suit says.

The Securities and Exchange Commission doesn't require those
making tender offers for less than 5% of the outstanding shares
to file anything with the SEC. It does, however, warn investors
to take the utmost care in responding to these so-called mini-
tenders.

On its Web site, the SEC warns that unlike tender offers for 5%
or more of a company's outstanding stock, mini-tenders are not
subject to the filing, disclosure and procedural requirements of
the federal securities laws and regulations.

Among other things, the SEC recommends that before accepting such
mini-tender offers, stockholders should look at the market price
and tender price, consult with their brokers or financial
advisers and determine where to get the best price if they want
to sell. The SEC warns investors not to assume that a premium
over the market price is being offered for their shares.  


COMMODORE APPLIED TECHNOLOGIES: Hannesson Reports Stock Holdings
----------------------------------------------------------------
Paul E. Hannesson directly owns 750,000 shares of the common
stock of Commodore Applied Technologies Inc. and 147,500 shares
underlying currently exercisable options to purchase common stock
of the company granted to him under a Non-Qualified Stock Option
Agreement dated July 13, 1999.  He holds sole voting and
dispositive power on the aggregate 897,500 shares and shared
voting and dispositive power on another 2,983,650 shares.  The
aggregate amount represents 8.38% of the outstanding common stock
of Commodore Applied Technologies Inc.

The shared stock represents shares beneficially owned directly by
Environmental, which Mr. Hannesson is deemed to beneficially own
indirectly by virtue of his beneficial ownership of approximately
10.0% of the issued and outstanding shares of Environmental
common stock. Mr. Hannesson shares voting and dispositive power
with respect to such shares with the members of Environmental's
Board of Directors. Mr. Hannesson is deemed to be the beneficial
owner of 3,881,150 shares of common stock of the company by
virtue of his relationship to Environmental and various
shareholders. Additionally, Mr. Hannesson owns stock options to
purchase an aggregate of 2,000,000 shares of common stock of the
company, which were granted to Mr. Hannesson by Commodore Applied
Technologies Inc. pursuant to the Stock Option Agreement. Such
options are not currently exercisable, nor are they exercisable
within 60 days from April 17, 2000.


CONSUMER PORTFOLIO: Announces Financial Results For First Quarter
-----------------------------------------------------------------
Consumer Portfolio Services, Inc. (Nasdaq: CPSS) announced
financial results for its first quarter, ended March 31, 2000.

For the three months ended March 31, 2000, total revenues
decreased 98.2% to $374,000 compared with $20.8 million for the
three months ended March 31, 1999. The company's net loss for the
period was $11.1 million, or $0.55 per share, on 20.1 million
diluted shares outstanding, compared with a net loss of $2.1
million, or $0.14 per share, on 15.7 million diluted shares
outstanding for the same period in the prior year.

Purchases of contracts from automobile dealers increased from the
previous quarter by 33.9%, to $157.6 million, and were nearly
unchanged as compared with purchases for the three month period
ended March 31, 1999, of $158.0 million. During the three month
period ended March 31, 2000, the company sold $154.5 million of
contracts compared to not selling any contracts for the same
period in the prior year. The aggregate outstanding balance of
contracts serviced by the company at March 31, 2000, was $692.5
million, a decrease of 55.0% from $ 1,540.4 million at March 31,
1999.

Balances of accounts past due over 30 days represented 3.3% of
the servicing portfolio at March 31, 2000, compared with 3.7% at
March 31, 1999. The annualized net charge off rate for the three
month period ended March 31, 2000, was 13.89%, compared with
7.28% for the three month period ended March 31, 1999.

The company's non-discounted allowance for credit losses was
$60.1 million, or 8.8% of the contracts sold that it serviced as
of March 31, 2000. The on-balance sheet allowance for credit
losses was $273,000, or 7.3% of contracts held for sale at March
31, 2000. As of March 31, 2000, the inventory of repossessed
vehicles was 2.6% of the servicing portfolio, compared with 2.2%
at March 31, 1999.

"Although we have made considerable progress towards recovery,
there are still challenges we must face and overcome before our
recovery will be complete," said Charles E. Bradley, Jr.,
president and chief executive officer. "With continued monthly
releases of cash from our securitized portfolio, our short-term
liquidity problems have been solved, allowing us to focus on re-
building and growing the company again."
     
Consumer Portfolio Services, Inc. purchases, sells and services
retail installment sales contracts originated predominantly by
franchised dealers for new and late model used cars. The company
finances automobile purchases through approximately 2,500 dealers
under contract across the United States.


CONTIFINANCIAL CORPORATION: Case Summary and 20 Largest Creditors
-----------------------------------------------------------------
Debtor: Contifinancial Corporation
        277 Park Avenue
        New York, NY 10172

Type of Business: Specializes consumer and commercial finance
company that engage in the business of purchasing, servicing,
selling and originating home equity loans secured primarily  by
first liens on one to four family residential properties.

Petition Date: May 17, 2000   Chapter 11

Court: Southern District of New York

Bankruptcy Case No.: 00-12184

Judge: Arthur J. Gonzalez

Debtor's Counsel: Richard Steven Miller
                  Dewey Ballantine, LLP
                  1301 Avenue of the Americas
                  New York, NY 10019
                  Tel: (212) 259-7070
                  Fax: (212) 259-7997
                  Email: richard_miller@deweyballantine.com

20 Largest Unsecured Creditors

Norwest Bank Minnesota
National Association
Corporate Trust Dept.
6th Ave & Marquette Street
Minnesota, MN 55479                         $ 300,000,000

Norwest Bank Minnesota
National Association
Corporate Trust Dept.
6th Ave & Marquette Street
Minnesota, MN 55479                         $ 200,000,000

Norwest Bank Minnesota
National Association
Corporate Trust Dept.
6th Ave & Marquette Street
Minnesota, MN 55479                         $ 200,000,000

Suisse First Boston
11 Madison Avenue
New York, NY 10010                           $ 35,915,299

Dresdner Bank
75 Wall Street
New York, NY 10005                           $ 35,915,299

The Bank of Nova Scotia
One Liberty Plaza
26th Floor
New York, NY 10006                           $ 26,120,030

The Bank of New York
One Wall Street
New York, NY 10268                           $ 23,670,699

Credit Lyonnais
1301 Avenue of Americas
New York, NY 10019                           $ 22,856,311

Bank of America
901 Main Street
51st Floor
PO Box 8301-01
Dallas, TX 75202                             $ 19,594,648

Comerica Bank
500 Woodward
Avenue MC 3256
Detroit, MI 48226                            $ 19,588,481

Southtrust Bank
112 N. 20th Street
Birmingham, AL 35203                         $ 16,328,874

Societe Generale
1221 Avenue of Americas
New York, NY 10020                           $ 16,322,706

Silver Oak Capital, LLC
245 Park Avenue
New York, NY 10167                           $ 15,655,852

Credit Agricole Indesuez
520 Madison Avenue
New York, NY 10022                           $ 13,879,542

The Chase Manhattan Bank
270 Park Avenue, 23rd Flr
New York, NY 10017                           $ 13,063,098

Manufacturers and
Traders Trust Co.
One Fountain Plaza
12th Floor
Buffalo, NY 14203-1495                       $ 13,063,098

The Sumitomo Bank
277 Park Avenue, 6th Flr
New York, NY 10172                           $ 13,058,987

UBS AG
299 Park Avenue
New York, NY 10171                            $ 9,797,324

DG Bank
609 Fifth Avenue
New York, NY 10017                            $ 9,791,157

Deutsche Bank
31 West 52nd St
New York, NY 10019                            $ 9,791,157


CONTIFINANCIAL: Fitch IBCA Lowers Senior Debt To `D'
----------------------------------------------------
The senior debt rating of ContiFinancial Corp. has been lowered
to `D' from `C' by Fitch IBCA. Approximately $700 million in
outstanding senior debt is affected.

The downgrade to `D' reflects the announcement that
ContiFinancial has filed for protection under Chapter 11 of the
Federal bankruptcy laws.

Last week, the company announced that it reached a definitive
agreement to sell its ContiMortgage home equity loan servicing
platform and rights to Fairbanks Capital Corp. ContiMortgage is
seeking prompt Bankruptcy court approval of sale procedures. The
company is also said to be in negotiations regarding the future
of its loan origination operations. Transactions will be subject
to approval under Section 363 of the bankruptcy code.


CONTIFINANCIAL CORPORATION: Trying To Sustain Creditors' Value
--------------------------------------------------------------
According to a report in The Wall Street Journal on May 19, 2000,
when ContiFinancial Corp.'s filing for Chapter 11 protection is
part of an effort to reorganize and preserve value for its
creditors.

The financial-services company, which last year said its
accountants had raised doubts about its ability to operate as a
going concern, said it is in talks "regarding the future" of its
loan-origination business.

Last week, the company said it agreed to sell its other main
operation, its home-equity loan servicing business, to closely
held Fairbanks Capital Corp., Salt Lake City. Earlier this year,
the company was delisted from the New York Stock Exchange and now
thinly trades over-the-counter.


DAEWOO: U.S. Car Makers Expect Delay In Preparing Bid for Daewoo
-----------------------------------------------------------------
According to a report in The Wall Street Journal on May 19, 2000,
the two leading companies planning to submit bids to acquire
South Korea's Daewoo Motor Co. say they believe a transaction
isn't likely before this year's fourth quarter.

While South Korean officials have maintained a September
projection, Ford Motor Co. and General Motors Corp., the leading
contenders to buy Daewoo Motor, said delays in analyzing the auto
maker's finances are holding up their ability to develop bids.

The Corporate Restructuring Committee of Daewoo Companies, which
oversees the Daewoo Motor auction, reportedly has indicated it
would take initial bids this month.

W. Wayne Booker, the Ford vice chairman in charge of his
company's bid, reportedly said that initial proposals probably
won't be submitted until June. From the initial bids, he said,
the South Korean officials are expected to select as many as
three companies to conduct more due diligence and submit revised
bids in the fall, with a transaction likely to be wrapped up by
year end.

Booker said that Daewoo Motor accounts have been hopelessly
intermingled with those of Daewoo Group, and the auto unit's
overseas operations involve joint-venture deals with hard-to-
decipher financial setups.

According to Jang Sae Chan, spokesman for the Daewoo
restructuring committee, Daewoo plans next week to open a "data
room" for the bidders, making more financial information
available. He said the committee intends to complete the
sale by September. Preferred negotiating partners are to be
selected June 30, he said.

Also expected to participate is No. 1 South Korean auto maker
Hyundai Motor Co., even though business and government leaders
have said they don't want to create a monopoly. Italy's Fiat SpA
is evaluating the situation, according to a company spokesman in
Milan.


FRUIT OF THE LOOM: Applauds Passage of Trade Legislation
--------------------------------------------------------
Fruit of the Loom, Ltd. (OTC Bulletin Board: FTLAQ), applauded
President Clinton for signing the bill that will expand trade
with the Caribbean and Central America.  The Senate passed the
bill by a vote of 77-19 on Thursday, May 11.

Dennis Bookshester, President & Chief Executive Officer, stated,
"This is extremely good news for our industry.  All U.S. apparel
makers have faced a very difficult environment in recent years,
with international competition, mostly from Asia, inflicting
tremendous price pressures on our domestic manufacturing
base."

Among other things, the legislation will eliminate duties on
apparel assembled in the Caribbean and Central America from U.S.
fabrics and U.S. yarns.  "Congress has found a way to address a
major problem facing our industry while at the same time
expanding international trade," Mr. Bookshester said.
"This legislation will increase the international competitiveness
of our industry and Fruit of the Loom in particular.  Fruit of
the Loom will be able to reduce costs at a critical time in the
Company's reorganization."

Fruit of the Loom is a leading, international vertically
integrated basic apparel company, emphasizing branded products
for consumers ranging from children to senior citizens.

  
GARDEN BOTANIKA: Court Extends Joint Filing Through March 1, 2001
-----------------------------------------------------------------
Garden Botanika Inc. expects to reorganize under Chapter 11 and
propose a reorganization plan that provides for emergence from
bankruptcy at what the company terms "an appropriate time".
Following the grant by the Bankruptcy Court of its request,
Garden Botanika and its Creditors' Committee have been given the
exclusive right to file a reorganization plan through March
1, 2001 on a joint basis, provided that, if the company were to
file a non-consensual plan during the Exclusive Period, the
company's Creditors' Committee would have the right to file a
competing plan. The Bankruptcy Court may also grant a further
request to extend the Exclusive Period. There can be no
assurance, however, that the company will propose a plan in a
timely fashion or that, if requested, the Bankruptcy Court will
grant a further extension. After expiration of the Exclusive
Period with any extensions, creditors of the company and other
parties-in-interest have the right to propose their own
reorganization plans.

Although management expects to file a reorganization plan that
provides the means for satisfying claims and interests in the
company, there can be no assurance that a plan will be proposed
or that, if proposed, it will be confirmed by the Bankruptcy
Court or that, if confirmed, it will be consummated.

At this time, it is not possible to predict the outcome of the
Chapter 11 Case or its effects on the company's business. A
Report of Independent Accountants has indicated doubt about
Garden Botanika's ability to continue as a going concern.

At April 25, 2000, the company employed approximately 1,200
persons, of whom approximately 1,075 were retained store
employees. Of the latter, approximately 25% were full-time
employees and approximately 75% were part-time employees. The
number of part-time associates employed by the company fluctuates
depending on seasonal needs and has increased by as much as 40%
during peak selling periods. At April 25, 2000, the company
employed approximately 125 non-store employees in its corporate
headquarters, its distribution center, manufacturing division and
in different parts of the country as regional or district
managers.

The company's most recent financial information shows a fiscal
year, ended January 29, 2000, net loss of $18,285 on revenues of
$69,884.  In the prior fiscal year, ended January 30, 1999, net
loss was $48,034 on revenues of $102,815.


GRAND UNION: Moody's Lowers Secured Bank Facility Rating To Caa1
----------------------------------------------------------------
Moody's Investors Service lowered the rating on The Grand Union
Company's $300 million secured bank credit facility, which
includes a $230 million term loan and a $70 million revolving
credit facility, from B2 to Caa1and revised the rating outlook to
negative from positive. Moody's also lowered the company's senior
implied rating to Caa1 from B2 and unsecured issuer rating to
Caa3 from B3.

The rating action was prompted by substantially weaker than
expected operating performance since the company emerged from
bankruptcy during August 1998. The rating reflects Grand Union's
leveraged financial position; its need to undertake substantial
investment in its store base given the sizable amount of deferred
maintenance; its challenge to restore recently diminished vendor
promotional resources; and our expectation that intense
competition in the New York metropolitan area will continue to
pressure gross margins. We believe that normalized EBITDA less
capital expenditures may be inadequate to fully cover interest
expense, unless management further moderates planned capital
outlays or quickly restores vendor allowances to historical
levels.

However, the ratings also consider recent steps taken by
management to reduce Grand Union's high operating cost structure
as well as their plan to reduce store level disruptions with a
less aggressive capital expenditure program. We believe that
management has maintained relationships with the trade that
should allow for normal deliveries. We also expect that the
recent appointment of a new merchandising executive may help to
restore much of the company's historical allocation of
promotional resources going forward.

The negative rating outlook reflects the risk that Grand Union's
cost reduction efforts and refocused store renewal program may
impair its ability to maintain market share, given ongoing
competitive pricing practices in the New York metropolitan area.
Furthermore, availability under the company's revolving credit
facility is likely to be modest in the face of routine letter-of-
credit arrangements and capital commitments which remain from the
prior facilities program.

Competition in most of Grand Union's markets is intense. We
expect competitors to remain active remodeling, expanding and
replacing stores and believe Grand Union's moderated store
renewal program, leaves little room for error in order to
preserve its competitive position. We expect that several of the
company's core markets will remain very promotional and that this
will limit the company's ability to increase its gross margins.
However we believe that improvement beyond the 4% proforma EBITDA
margin is attainable for Grand Union in this market, if the new
management team is able to further reduce the company's operating
cost structure.

Leverage is expected at about 4.8 times debt to proforma EBITDA,
the latter of which Moody's adjusted for certain nonrecurring
fourth quarter 2000 accounting adjustments as well as estimated
restoration of vendor advertising and promotional allowances.
Reflecting the company's significant leased facilities, adjusted
debt to proforma EBITDAR is relatively high at about 6.0 times.

The Grand Union Company, headquartered in Wayne, New Jersey,
operates 216 supermarkets in six northeastern states.


GST TELECOMMUNICATIONS: Plans Sale to Time Warner
-------------------------------------------------
GST Telecommunications Inc. has filed a Chapter 11 bankruptcy
petition and plans to sell nearly all its assets to a Time Warner
Inc. affiliate.

Trading in GST stock was halted Wednesday following the move,
which followed an announcement last week by acting chief
executive Tom Malone that such action was likely because of
mounting losses and cash holdings that had shrunk to $20
million.

GST has 1,200 employees, including 500 at corporate headquarters
in this city across the Columbia River from Portland, Ore.,
making it one of Clark County's largest and best-paying private
employers.

The company is more than $1 billion in debt after building a
fiber optic network to provide local and long-distance phone
service for businesses in the western United States. Revenue
shrank from $69 million in the fourth quarter of 1999 to $63.7
million in the first quarter of this year.

Malone's predecessor, Joe Basile, resigned abruptly in January.
GST stock peaked at nearly $18 a share in July but plunged below
$1 a share following the announcement last week.

Time Warner Telecom of Littleton, Colo., owned 48 percent by Time
Warner Inc., will pay $450 million in cash for GST's
telecommunications network, and as much as $125 million has been
secured from Heller Financial to cover day-to-day operations, a
GST news release said.


GST TELECOMMUNICATIONS: Sale Could Be Boon For Oceanic Cable
------------------------------------------------------------
The decision by Time-Warner Inc. to buy the assets of GST
Telecommunications Inc. could be a boon for its Oceanic Cable
franchise in Hawaii, industry observers said Thursday.

The deal includes GST's fiber optic network that links the
islands and that would be a boost to Oceanic, which now operates
its own fiber optic network on Oahu.

Analysts said the deal would give Oceanic a statewide presence
and likely would speed up the time in which sophisticated telecom
services are available to Neighbor Island customers.

They say the deal would put Oceanic in a better position to
challenge GTE Hawaiian Telephone, and analysts say that
competition could spell benefits to consumers.

"It will give Oceanic Communications a broader reach," said
George Irion, an executive of At&T Corp. in Hawaii.  AT&T uses
Oceanic's network to provide some services to its customers.


HARNISCHFEGER: Taps KPMG As Financial Advisors
----------------------------------------------
The Debtors sought and obtained the Court's authorization to
employ and retain KPMG as Financial Advisors, nunc pro tunc to
November 18, 1999.

KPMG and the Debtors entered into an agreement for KPMG to
provide service:

(a) in connection with Beloit Walmsley,

(1) to assist Beloit Corporation in preparing a contingency plan  
should  Beloit be unsuccessful in selling Beloit Walmsley,   
considering:

   (i)   a wind down of operations outside of a formal
       insolvency;
   (ii)  placing Beloit Walmsley into formal insolvency;

(2) to evaluate

    (i)   the potential returns to creditors;

    (ii)  the potential timescale of returns to creditors and

    (iii) the potential level of funding required from Beloit.

(b) to assist Beloit in understanding the financial position of
Beloit Austria GmbH following the receipt of a funding request
from Beloit Austria.

KPMG will charge 100,000 pounds sterling for services relating to
Beloit Walmsley and 30,000 for services relating to Beloit
Austria, plus remimbursement of reasonable out-of-pocket
expenses.  The Debtors tell the Court that the compensation is
consistent with the customary rates of KPMG and other financial
advisory firms.

With respect to the request for employment nunc pro tunc to
November 18, 1999, the Debtors explain that this is due to
ongoing discussions between Beloit and KPMG concerning the
requirements of the Bankruptcy Code, given that KPMG is a foreign
professional unfamiliar with the Bankruptcy Code.  The Debtors
also explain that Beloit Walmsley and Beloit Austria were placed
into formal insolvency proceedings prior to the completion KPMG's
work and was therefore unable to complete the engagement.


IMPERIAL HOME DÉCOR: Court Grants Extension of Exclusivity
----------------------------------------------------------
The Imperial Home Decor Group Inc. said today that the U.S.
Bankruptcy Court for the District of Delaware has extended the
period in which the company has the exclusive right to file and
advance a plan of reorganization in its chapter 11 case. IHDG has
been granted another 90 days, until Aug. 4, 2000, in which
IHDG has exclusive rights to file a plan of reorganization, and
another 60 days after that date, until Oct. 3, 2000, during which
only IHDG can solicit creditors to vote for the plan.

The Official Committee of Unsecured Creditors of IHDG and IHDG's
prepetition bank lenders indicated their complete support for the
extension, which was granted today in a hearing following on the
company's April 12 request for an extension. The company said
such extensions are not unusual.

"The extension granted by the court enables us to continue
working in an orderly way toward a plan that will allow IHDG to
emerge from chapter 11 and remain the industry leader and
innovator," said Scott Levin, chief financial officer of IHDG.
"As eager as we are to have that process complete, it is
crucial that we take the appropriate time to file and advance a
plan that is fair to all concerned."

Imperial Home Decor Group is the world's largest designer,
manufacturer and distributor of residential and commercial
combined wallcovering products.

Headquartered in Cleveland, Ohio, Imperial Home Decor Group
supplies home centers, national chains, independent dealers, mass
merchants, design showrooms and specialty shops. Product lines
include the Imperial, Katzenbach & Warren, Albert Van Luit,
Sterling Prints, Imperial Fine Interiors, Sunworthy and
Colorfields by Sunworthy brand names. The Company was created in
1998 through the merger of Imperial Wallcoverings and Borden
Decorative Products. In 1999, Imperial Home Decor Group reported
net sales of $411.7 million.


IRIDIUM: IR Acquisition Group Submits Offer To Acquire Assets
-------------------------------------------------------------
On May 18, 2000, IR Acquisition Group submitted a proposal to
acquire the assets of Iridium, LLC, the world's first global
satellite telephone and paging service, for $61 million dollars.

Carl George, Chairman and CEO of IR Acquisition Group, said, "We
have assembled a team of the world's foremost satellite experts
and business restructuring talent (see attached) in an effort to
resurrect one of the 20th century's great engineering
achievements. What is important now is that we move past the
business issues which created the failure and get on with the
revitalization effort so that this engineering accomplishment can
contribute to the global communications landscape."

IR Acquisition Group, headquartered in Minneapolis, Minn., is
composed of space exploration and satellite technology pioneers,
high-ranking military professionals, and acknowledged leaders in
debt and operational restructuring.

Iridium, LLC, headquartered in Washington D.C., became the
world's first global satellite telephone and paging company on
November 1, 1998 and has been operating under Chapter 11
bankruptcy protection since August 13, 1999.


KEMPER MILITARY SCHOOL: Files For Bankruptcy
--------------------------------------------
Kemper Military School and College filed for Chapter 11
bankruptcy Tuesday as part of a reorganization aimed at keeping
the financially troubled school open.

A Kemper official said Thursday that the school still plans to
enroll middle and high school students this summer and fall,
although the future of Kemper's junior college program remains in
question.

The junior college is one of only a handful in the country that
allows cadets to become commissioned officers in just two years.

Tom Challender, Kemper's head of alumni affairs, said
administrators are working to keep the junior college open, but
much will depend on the school's financial situation. Kemper's
president and vice president could not be reached for comment.

The school recently raised nearly $ 700,000 after alumni learned
Kemper was faced with $ 1.3 million in outstanding bills.
Kemper's board voted last week to keep the school open. The
school's president said Saturday he was unaware of any
plans to file for bankruptcy.

Challender said the bankruptcy status would allow the school to
protect its assets as it works out a reorganization plan in the
next 120 days to pay creditors.


LOEHMANN'S: Reports Delay in Filing Financial Information
---------------------------------------------------------
Loehmann's, Inc. reports a delay in filing its latest financial
information.  On May 18, 1999, Loehmann's, Inc. filed a petition
for relief under chapter 11 of the U.S. Bankruptcy Code with the
United States Bankruptcy Court for the District of Delaware,
Wilmington, Delaware. Since that time the company has continued
to manage and operate its assets and business pending the
confirmation of a reorganization plan and subject to
the supervision of the Bankruptcy Court. On March 17, 2000, the
company filed a Disclosure Statement and a Plan of Reorganization
with the Bankruptcy Court. During the last two months, the
company has also been required to devote significant time and
resources to the preparation, confirmation and implementation of
the Plan of Reorganization.

Consequently, as a result of these time pressures, the company
reports it has not been able to complete and file its financial
information by the date required without unreasonable effort or
expense.

The net loss for the fiscal year ended January 29, 2000 will be
$33.5 million compared to a net loss of $5.1 million for the
fiscal year ended January 30, 1999. The increase in the net loss
is due to reorganization costs of $19.9 million and a charge of
$6.1 million for inventory liquidation at stores closed as part
of the company's restructuring. The reorganization costs include
charges for asset write-offs at the closed stores, lease
rejection claims and professional fees.


MORRIS MATERIAL: Bondholders May Swap Debt For Ownership
--------------------------------------------------------
The Milwaukee Journal Sentinel reports on May 18, 2000 that
Chief Financial Officer David D. Smith said, that the likely
outcome of the bankruptcy case is that the holders of $200
million worth of Morris bonds will swap the debt for ownership
of the company.

Morris' liabilities total about $333 million and its assets $226
million, Smith said.

The company has struggled since Chartwell Investments Inc. bought
80% of Morris from Harnischfeger Industries Inc. for $340 million
in cash in March 1998. Harnischfeger itself filed for Chapter 11
bankruptcy reorganization last June.

The Harnischfeger unit that became Morris was coming off some
good years at the time of the deal, Smith said. But the new
company carried heavy debt, and, soon after the purchase, sales
dropped amid a financial crisis in Southeast Asia, an economic
slowdown in England and lagging steel sales in the United States.

"The markets just everywhere went quiet, and quiet markets on top
of high debt load just doesn't work," Smith said.

During the two fiscal years before the spinoff, Morris' annual
sales had soared 45%, to $353 million. The company was named to
Arthur Andersen's "Fast Track Wisconsin" list of rapidly growing
firms.

Sales fell to $318 million in fiscal 1998, then to $294 million
last year. Morris lost $98,000 in fiscal 1999, which ended Oct.
31.

On April 1, the company failed to make a $9.5 million interest
payment owed to its senior bondholders.

In a statement, an adviser to a group that holds most of Morris'
senior debt said the group fully supported the company in its
restructuring effort. Given the backing of the bondholders,
Morris hopes to emerge from bankruptcy reorganization in four to
six months, Smith said.


MOSSIMO INC: NYSE Halts Trading
-------------------------------
The Wall Street Journal reports on May 19, 2000 that trading in
Mossimo Inc.'s stock was halted yesterday by the New York Stock
Exchange after the sportswear designer said an involuntary
bankruptcy petition was filed against it under the U.S.
Bankruptcy Code.

According to the NYSE, the halt in Mossimo trading will continue
until it completes its evaluation of the continued listing status
of the company's shares. Mossimo, Irvine, Calif., is currently
below the exchange's continued listing criteria, which requires
market capitalization of at least $50 million and stockholders
equity of at least $50 million. If the NYSE decides to suspend
the security, it would then apply to the Securities and Exchange
Commission to delist the issue.


NATIONSWAY: Liquidation Plan OK'd By Creditors
----------------------------------------------
The Denver Post reports on May 17, 2000 that the largest classes
of creditors in the NationsWay Transport Inc. bankruptcy
case on Tuesday voted overwhelmingly to accept the liquidation
plan presented by a creditors committee.

Final confirmation of the case is scheduled June 26.

The plan called for 3,500 workers who lost their jobs when the  
Commerce City trucking company filed for bankruptcy protection  
last year to share $ 2.4 million from the liquidated assets of
the  company.

Donald Gaffney, an attorney for NationsWay, said 1,497 wage  
creditors voted to accept the plan, while only nine voted against
it.

In the other large class, general unsecured creditors, 1,429  
ballots were cast to accept the plan vs. two to reject it.

Bank of America and Prudential Insurance filed objections to the  
plan that will be argued at the scheduled confirmation hearing in  
June in Arizona, where the bankruptcy was filed, Gaffney said.

Workers' representatives said workers were owed as much as  $ 12
million in back wages, vacation pay and other compensation.

But the workers' lawyers still recommended accepting the  
liquidation plan as the best that could be negotiated.

Jerry McMorris, part owner of the Colorado Rockies, was a  
principal in NationsWay but closed the company May 20, 1999, the
day his  lawyers filed for Chapter 11 bankruptcy protection in
Phoenix.


NEW AMERICAN: Official Unsecured Creditors Committee Appointed
--------------------------------------------------------------
The United States Trustee in the case of New American Healthcare
Corp., et al. appoints the Official Unsecured Creditors
Committee:

1. Sunrise Behavioral Health, Ltd.
20 Burton Hills, Suite 210
Nashville, TN 37215

2. Medassist Incorporated
305 N. Huurstbourne Parkway, Suite 200
Louisville, KY 40222

3. Southern Medical Arts Companies, Inc.
722 North Broadway, Sutie 500
Oklahoma City, Oklahoma 73102

4. ECS of Mississippi, Inc.
1001 Ives Dairy Road
North Miami, Florida 33179

5.Owens & Minor, Inc.
4800 Cox Road
Glen Allen, VA 23060


NORTHERN GLOBAL: Case Summary and 8 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Northern Global Bancorp Holding
        A Nevada Corporation
        1010 Caughlin Crossing
        Reno, NV 89509

Petition Date: May 18, 2000    Chapter 11

Court: District of Nevada

Bankruptcy Case No.: 00-31426

Judge: Gregg W. Zive

Debtor's Counsel: Geoffrey L. Giles
                  PO Box 93
                  Reno, NV 89504
                  702-329-4999

Total Assets: $ 1,251,000
Total Debts:  $ 1,218,282

8 Largest Unsecured Creditors

Xerox Corporation             $ 20,000

Washoe County Treasurer        $ 7,384

Caughlin Crossing Prop         $ 6,117

MCI Worldcom                   $ 2,117

MCI Worldcom                   $ 1,586

Employment Security              $ 649

Collection Service of NV         $ 408

Pitney Bowes                     $ 306


NSPI: Emerges From Bankruptcy
-----------------------------
The Bankruptcy Court has approved NSPI's plan to emerge from
Chapter 11. After filing for Chapter 11 on November 5, 1998, the
NSPI's two primary objectives were to fully pay all its vendors
who were caught up in the filing, and allow the association to
appeal the Meneely verdict. The plan, approved by the Court on
March 21, lets NSPI do both, and the organization is now paying
all vendors 100 percent of what is owed to them, plus interest.

The plan provides that the judgment creditors - the Meneelys -
will only be paid if they are successful in the appeal of the
$6.6 million verdict against the NSPI. A final verdict is
expected in late 2000.


RECORD PLASTICS: Lays Off Workers, May File For Bankruptcy
----------------------------------------------------------
The Omaha World-Herald reports on May 13, 2000 that employees of
the company were told the company was filing Chapter 7 bankruptcy
and advised to leave.

The Federal Bankruptcy Court in Omaha said it has had dozens of
calls about Record but no filing has been made. About 35 people
worked at the plant.

The company made plastic covers and binders for publications.  
The employees said customers in the past had included Union
Pacific Railroad, ConAgra and First Data Resources.


REPUBLIC TECHNOLOGIES: Moody's Downgrades Ratings
-------------------------------------------------
Moody's Investors Service lowered its ratings for Republic
Technologies International, LLC (Republic Technologies) due to
the company's weak operating cash flow, limited liquidity, and
likely inability to fund over $150 million in payments between
now and January 15, 2001 for interest, capex, pension, and other
employee costs without some form of debt restructuring. Moody's
lowered its rating for Republic Technologies' $425 million of
senior secured notes, due 2009, to Caa3 from Caa1, and lowered
its rating for the company's $425 million senior secured
revolving credit facility to Caa1 from B3. Republic Technologies'
senior implied rating was lowered to Caa3 from Caa1 and the
company's senior unsecured rating was changed to Ca from Caa2.
Moody's rating outlook remains negative.

Since completing its business combination on August 13, 1999,
Republic Technologies' has recorded net losses of $255 million
and used $165 million of cash for operating activities. These
deficits have required Republic Technologies to increase its
borrowings under its revolving credit facility by $65 million
over the six months ended March 31, 2000 -- $36 million in the
fourth quarter of 1999, and $29 million in the first quarter of
2000. As of April 30, 2000, revolving credit availability was
$16.5 million. Inventory and accounts payable have already been
managed to slow the rate of cash usage, and operating results
will only slowly improve over the remainder of the year due to
the company's high proportion of contract sales and the costs
associated with its ongoing facilities rationalization.

Therefore, the company has few resources available to it for
funding over $50 million of non-operating cash payments due over
the next two months. Republic Technologies is scheduled to make
an $18.5 million payment to the Pension Benefit Guaranty
Corporation on July 1, 2000, and on July 15, 2000, a $29 million
interest payment for the 13.75% senior notes. The company must
also make payments related to early retirement packages and
severance benefits. In total, Republic Technologies is scheduled
to pay over $150 million in interest, capex, pension, early
retirement and severance payments between now and January 15,
2001.

Moody's does not expect Republic Technologies' owners to
contribute additional funds to the company unless the creditors
also make some concessions. Moody's ratings reflect its belief
that Republic Technologies' debt will have to be restructured and
that bondholders will not receive full recovery of principal upon
restructuring.

Republic Technologies International, LLC is headquartered in
Fairlawn, Ohio.


SEKISUI CHEMICAL CO.: Posts 27B Yen group net loss in FY99
----------------------------------------------------------
Sekisui Chemical Co. (4204), a major Japanese provider of
prefabricated houses, said Wednesday it suffered a
consolidated net loss of Y27.18 billion in the fiscal year
ended March, worse than the year-earlier loss of Y6.50
billion.

That was despite a 1.3% growth in sales to Y920.04 billion,
and an operating profit of Y6.79 billion, compared with a
loss of Y3.63 billion a year earlier.  Sekisui Chemical
said the group net loss resulted mostly from the special
losses it posted, totaling Y29.06 billion. That included a
Y20.95 billion loss related to a Y94.8 billion net loss at
affiliate Sekisui House Ltd. (1928).

Sekisui Chemical included only as much of the affiliate's
net loss as is proportionate to the size of its stake.
Sekisui Chemical holds about a 22% stake in Sekisui House.
The company said housing orders fared well given the
government's measures to encourage potential home buyers.
But the beneficial impact tapered off after November,
causing a slowdown in orders, it said.

Although sales gained on year, the value of orders it
secured in the housing business fell 3.7% to Y447.69
billion for the just-ended term. Meanwhile, the backlog of
orders plunged 16% on year to Y182.32 billion.  On a parent
basis, Sekisui Chemical said its pretax profit doubled to
Y7.37 billion. Sales edged up 0.6% to Y599.34 billion.

For the current fiscal year ending March 2001, the company
is predicting a consolidated net loss of Y30 billion, as it
will write off unfunded retirement and pension obligations
totaling Y63.4 billion in a lump sum. It expects
consolidated pretax profit to come to Y18 billion on sales
of Y930 billion.  Parent pretax profit is pegged at Y10
billion with sales of Y570 billion. It estimates a parent-
only net loss of Y27 billion. (Nikkei  17-May-2000)


SMILEMASTERS: Case Summary and 4 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: SmileMasters, LLC
        1801 E. Franklin Street
        Chapel Hill, NC 27614

        Home Address:
        1009 Spring Forest Road
        Raleigh, NC 27615

Type of Business: Rental of Dental Building with Dental Equipment

Petition Date: May 12, 2000     Chapter 11

Court: Eastern District of North Carolina

Bankruptcy Case No.: 00-01051

Judge: A. Thomas Small

Debtor's Counsel: Gregory B. Crampton
                  Stephani W. Humrickhouse
                  Nicholls & Crampton, PA
                  PO Box 18237
                  Raleigh, NC 27619
                  (919) 781-1311

Total Assets: $ 5,000,319
Total Debts:  $ 4,414,514

4 Largest Unsecured Creditors

MATSCO
2000 Powell Street
4th Floor
Emeryville, CA 94608
Tom Garrett
(800) 326-0376             Equipment Lease      $ 1,821,469

Crown Consulting           Business Loan           $ 80,000

Dinah B. Vice              Business Loannn        $ 100,000

State Farm Insurance       Insurance Premium       $ 398/mo


SOLA INTERNATIONAL: Announces Fiscal 2000 Fourth Quarter Results
-----------------------------------------------------------------
Sola International Inc. (NYSE: SOL), a leading global
manufacturer of spectacle lenses, announced that net sales for
its fiscal 2000 fourth quarter, which ended March 31, 2000, were
$136.8 million compared with $141.3 million in the fourth quarter
of fiscal 1999. The Company reported a net loss in the quarter of
$15.1 million, or $0.61 per diluted share, compared with a net
loss of $12.8 million, or $0.51 per diluted share in the prior
year. Excluding pretax special charges of $26.2 million, and a
pretax charge of $1.3 million associated with the bankruptcy
filing of a significant customer, net income in the quarter was
$4.3 million, or $0.17 per diluted share, compared with net
income, excluding special charges, of $6.7 million, or $0.27 per
diluted share, in the year ago quarter.

The fiscal 2000 fourth quarter special charge includes $13.4
million for the write-down of inventory, $4.1 million for
facility closures, $2.8 million for the write-down of certain
Asian assets and$5.9 million related to severance costs. These
charges are primarily associated with actions to lower operating
expenses, standardize global product specifications and migrate
production to lower-cost manufacturing facilities.

Also, as previously announced, the Company anticipates that
additional charges will be recorded in fiscal 2001. The nature
and magnitude of these charges will be determined upon further
analysis of the impact such restructuring activities may have on
current operations.

Excluding the impact of currency, net sales in the quarter
increased 0.2 percent from the year ago quarter. Sales in Europe
and Rest of World increased 14.8 percent and 20.6 percent
respectively while North American sales decreased 15.9 percent.

On a consolidated basis, fourth quarter sales increased 7.5
percent from third quarter fiscal 2000 sales. North America sales
increased 8.8 percent while Europe and Rest of World increased
2.9 percent and 12.7 percent respectively during this period. Net
income in the fourth quarter, excluding special charges and
provisions associated with the bankruptcy filing of a significant
customer, increased $2.1 million, or approximately 95 percent,
compared with fiscal 2000 third quarter net income, excluding
special charges, of$2.2 million.

The company also reported that net sales for fiscal year 2000
were $538.7 million compared with $529.8 million in the prior
year, an increase of 1.7 percent. Excluding the impact of
currency, net sales increased 3.6 percent.

Net income for fiscal year 2000, excluding the impact of special
charges, was $22.7 million, or $0.91 per diluted share, compared
with net income, excluding special charges, of $33.0 million, or
$1.30 per diluted share, for fiscal 1999. Including special
charges, net income in fiscal year 2000 was $0.7 million, or $
0.03 per diluted share compared with net income of $12.5 million,
or $0.49 per diluted share in the prior year.

Total debt at March 31, 2000 was $232.6 million compared with
$243.0 million at December 31, 1999, a decrease of $10.4 million,
or 4.3 percent. The reduction in debt was primarily attributable
to a decrease in inventory balances during the quarter.

Separately, the Company also announced that it has acquired the
remaining 65 percent ownership interest in Optical Eyewear Pty
Ltd., a leading Australian and New Zealand wholesale lens
surfacing laboratory group. Sola purchased 35 percent of Optical
Eyewear Pty Ltd. in October 1998.

Sola International Inc. designs, manufactures and distributes a
broad range of eyeglass lenses, primarily focusing on the faster-
growing plastic lens segment of the global lens market, and
particularly on higher-margin value-added products. SOLA's strong
global presence includes manufacturing and distribution sites in
three major regions: North America, Europe and Rest of World
(primarily Australia, Asia and South America) and approximately
7,000 employees in 30 countries servicing customers in over 50
markets worldwide. For additional information, visit the
company's web site at www.sola.com.


SUN HEALTHCARE: European Operations For Sale
--------------------------------------------
Sun Healthcare Group has put its European operations up for sale
to raise money to work its way out of bankruptcy protection in
the United States.

"We're analyzing our core business and are focusing on domestic
nursing homes," Phyllis Goodman, a spokeswoman for the
Albuquerque-based health care giant, said Tuesday.

Sun filed for Chapter 11 bankruptcy protection last October, and
has worked with creditors and the U.S. Bankruptcy Court on
reorganization. The company was delisted from the New York Stock
Exchange last June 29.

Sun operates about 350 facilities in the United States, including
eight in New Mexico, three in Tucson and eight in Phoenix, but
has been selling portions of its operations.

Sun and other U.S. nursing home groups have reported billions of
dollars in losses and have blamed their problems on lower
reimbursements from Medicare, the federal government's program
for the elderly and disabled people.

The decision to sell does not come as a surprise, said Peter A.
Chapman, editor of the Sun Healthcare Bankruptcy News newsletter.
The overseas properties are costly and distract Sun managers from
efforts to recover from the financial problems that forced it to
file for protection from creditors, he said.

All the overseas properties could be sold to one buyer or the
nursing homes, pharmacies and other properties could be sold
piecemeal, Goodman said. She would not release the asking price.

Most of the 147 European properties that Sun owns are in the
United Kingdom. There, a Sun subsidiary called Ashbourne PLC is
the second-largest nursing home company. The firm also has an
interest in homes in Germany, Spain and Australia.


SUNSHINE MINING: Sunshine May See Ownership Change
--------------------------------------------------
The Spokesman-Review reports on May 13, 2000 that creditors may
own the majority of Sunshine Mining and Refining Co. after a debt
restructuring, officials said last week. Sunshine is asking
creditors to accept stock in lieu of payment, because the
troubled mining company doesn't have the means to pay about $ 40
million in debts.

The amount of stock hasn't been determined, said Chief Financial
Officer Bill Davis. But it would be an amount that would give
noteholders control of the company, he said.  Issuing a large
amount of new stock is likely to depress the price of Sunshine's
shares, which are already trading below $ 1.

However, "we think it's better than bankruptcy," Davis said.

The Boise-based company employs about 260 people at the Sunshine
silver mine near Kellogg, Idaho. Sunshine officials have been
meeting with creditors for several months, trying to avoid a
Chapter 11 reorganization. The company was unable to pay $ 27
million in bond payments due in March. A default on those
payments would also trigger a default on an additional $ 15
million in bond payments due in November 2002. Bondholders agreed
to extend the payment date until May 24, to give Sunshine time to
negotiate an agreement. Davis said the company hopes to strike a
deal with bondholders by that date.

A New York businessman, Paul E. Singer, controls three companies
that hold the majority of the bonds due in March. The other bonds
are held by a New York hedge fund, Davis said.

In related news, Sunshine reported a $ 4 million net loss during
the first quarter. The loss included a $ 1.4 million interest
payment on the outstanding bonds.

Davis also said the company has submitted a plan to the New York
Stock Exchange for staying listed. The company has fallen below
listing requirements in two areas - minimum share prices of $ 1
and market capitalization of $ 50 million or more.

Converting company debt into shares would help Sunshine meet the
market capitalization requirement, Davis said. The company would
then ask shareholders to approve a reverse-stock split to boost
share prices, he said.

The second part of the plan is raising capital to put the
Pirquitas Mine in Argentina into production. The company hopes to
turn the mine into a low-cost silver and tin producer. But
Sunshine could not get funding last year to build the mine and
refinance its debts.  


VENCOR: Third Motion For Extension of Exclusive Periods
-------------------------------------------------------
The Debtors ask Judge Walrath for a third extension of their
exclusive period during which to file a plan of reorganization
through July 18, 2000, and a concomitant extension of their
exclusive period during which to solicit acceptances of that plan
through September 18, 2000, all without prejudice to the Debtors'
right to seek further extensions for cause.

The Debtors advise Judge Walrath that the DIP Lenders have
already agreed, under the terms of the Post-Petition Financing
Agreement, to an extension of the plan filing period through June
15, 2000.

In support of its motion, the Vencor tells the Court that it
continues to make progress in its reorganization proceedings.  In
addition, Vencor says it reached an understanding with certain of
its senior bank lenders, certain holders of the Company's $300
million 9 7/8% Guaranteed Senior Subordinated Notes due 2005 and
the advisors to the official committee of unsecured creditors
regarding the broad terms of a plan of reorganization. The
Company also continues to engage in discussions with Ventas, Inc.
(NYSE:VTR) to obtain its support for a consensual plan of
reorganization and is simultaneously pursuing alternatives based
upon the possible outcome of those negotiations.

Vencor continues its conversations with the Department of Justice
regarding a settlement of ongoing investigations and the
negotiation of other agreements.  

Further, now that the General Bar Date has passed, the analysis
of all pre-petition claims against the Company is underway.

In spite of this progress, additional time is necessary for the
Company to resolve issues that have arisen in connection with the
reorganization.

Judge Walrath will entertain the Debtors' Motion at a hearing on
May 31, 2000 and, accordingly, entered a Bridge Order extending
the plan filing deadline to that date. (Vencor Bankruptcy News
Issue 12; Bankruptcy Creditors' Services Inc.)


WORLDWIDE DIRECT: Hearing on Confirmation of Plan
-------------------------------------------------
Worldwide Direct, Inc., et al., debtors and the Official
Committee of Unsecured creditors filed their second amended
consolidated liquidating Chapter 11 plan for SmarTalk
TeleServices, Inc., and affiliates.  Following a hearing held on
April 17, 2000, the US Bankruptcy Court for the District of
Delaware, entered its order approving adequacy of information in
Disclosure Statement with respect to the joint plan of the
debtors and the Committee.

The Bankruptcy Court will hold a hearing to consider confirmation
of the plan on July 26, 2000 at 11:30 AM in Judge Walrath's
courtroom, 824 North Market Street, Sixth Floor, Wilmington,
Delaware

                     *********

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
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Group, Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler,
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Copyright 2000.  All rights reserved.  ISSN 1520-9474.

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