TCR_Public/000801.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, August 1, 2000, Vol. 4, No. 149


919 FEE ASSOCIATES:  Case Summary and 20 Largest Unsecured Creditors
AMERICAN PAD: Saratoga Partners Offers $24 Million for Williamhouse Assets
BANQUE HERVET: Moody's Reviews For Possible Downgrades
CELOTEX CORP: BPB Acquires Two of Five Business Units for $345 Million
CHS ELECTRONICS: Unveils Terms for Changes to Third Amended Plan

CITRUS VALLEY: Moody's Places Ratings On Review For Downgrade
COLORADO GREENHOUSE: Motion to Reject Standstill Agreement
COMPLETE MANAGEMENT: Sells its Rights in Medical Accounts Receivable
CSN ISLAND: Fitch's Assigns BB- To Issuance Notes
DIMAC HOLDINGS: Seeks Approval of Supplemental Cash Management Agreement

GENESIS/MULTICARE: Application to Employ Ordinary Course Professionals
GULF STATES: Union Workers Rejects Offer, Shutdown Imminent
HARRISBURG EAST: Heading Back to the Auction Block After $46.5MM Bid Withdrawn
HARNISCHFEGER: Beloit to Employ Merrill Lynch to Sell Asia Pulp & Paper Note
HEDSTROM HOLDINGS: Motion To Fix October 17 Bar Date

INDYMAC INC.: Fitch's Downgrades Mortgage Certificates
IRIDIUM SYSTEM: Castle Harlan Completes Due Diligence and Passes on Purchase
JOAN AND DAVID: Moves to Extend Sec. 365(d)(4) Deadline to October 9, 2000
KAISER GROUP: Completes Asset Sale to Earth Tech, Generating $30 Million
LEE COUNTY: Virginia Community Hospital Files for Chapter 11 Protection

LOGAN GENERAL: West Virginia Hospital Continues Labor Cut-Backs in Chapter 11
LOGAN GENERAL: Thomas Sphatt to Assume CEO Post on August 14
MALIBU ENTERTAINMENT: Lenders Agree to 30-Day Forbearance Until August 31
MULTICARE AMC: Motion To Extend Time to File Schedules and Statements
OMEGA HEALTHCARE: Class Action Filed by Wechsler Harwood

OPTEL INC: Requests Authority to Reject Employment Agreement with Former CFO
PETSEC ENERGY: Apache Objects to Disclosure Statement
PRIME RETAIL: Announces Election of Glenn Reschke as New Chairman and CEO
PRIME RETAIL: Announces Suspension of Preferred Stock Distributions
SABRATEK CORP.: Motion To Extend Time To Assume/Reject Leases to Sept. 15

SAFETY-KLEEN: Committee Retains Morris Nichols as Local Counsel
SANDS HOTEL: Judge Wizmur Sides with Ichan-Backed Plan of Reorganization
SLOVAK BANKS/SLOVENSKA SPORITELNA:  Moody's Downgrades Two Sub. Debt Ratings
SMART WORLD: Hearing on Juno DIP Financing Pact this Afternoon
STYLING TECHNOLOGY: Conversion of Debt to Equity or Chapter 11

TEE TO GREEN: Investors File Involuntary Bankruptcy Against Recreation Concern
TELEHUB NETWORK: Order Approves Global Settlement Agreement
TRI VALLEY: to Help Tomato Growers Recoup Losses
TRI VALLEY: Dept. of Agriculture to Purchase $50 Million of Tomatoes
TRI VALLEY: Receives Approval of $270 Million DIP Financing Agreement

TV FILME: ITSA Announces Successful Reorganization

Meetings, Conferences & Seminars


919 FEE ASSOCIATES:  Case Summary and 20 Largest Unsecured Creditors
Debtor:  919 Fee Associates L.P.
          c/o Colonnade Properties, LLC
          One Rockefeller Plaza
          New York, NY 10020

Chapter 11 Petition Date:  July 28, 2000

Court:  Southern District of New York

Bankruptcy Case No.:  00-13464

Judge:  Stuart M. Bernstein

Debtor's Counsel:  Lee William Stemba, Esq.
                    Joel Lewittes, Esq.
                    Parker Chapin LLP
                    The Chrysler Building
                    405 Lexington Avenue
                    New York, NY 10174
                    (212) 704-6000

Total Assets:  $ 100 Million above
Total Debts:   $  10 Million above

20 Largest Unsecured Creditors

Cushman & Wakefield, Inc.             
51 West 52nd Street
New York, New York 10019
Tel:(212) 841-7500                    $ 1,500,000

Collins Building Services
1775 Broadway, Suite 1420
New York, New York 10019
Tel:(212) 896-5100                      $ 321,504

Schulte Roth & Zabel                    $ 124,692

New Energy East                         $ 121,555

Apollo HVAC Corporation                 $ 100,000

Con Edison                               $ 90,094

Con Edison                               $ 75,940

PS Marcato Elevator Co., Inc.            $ 40,164

Brisk Waterproofing                      $ 40,000

J.P. Morgan                              $ 25,894

Structure Tone, Inc.                     $ 20,000

Timbel Chiller Maintenance               $ 18,950

Plantworks                               $ 17,452

Industrial Sales & Service               $ 11,149

Sprint Recycling                          $ 9,712

Sterling Services Co.                     $ 6,602

Concept Air Conditioning                  $ 6,440

New York Cooling Towers                   $ 6,359

Nalco Chemical co.                        $ 5,655

Gordon H. Smith Corp.                     $ 5,000

AMERICAN PAD: Saratoga Partners Offers $24 Million for Williamhouse Assets
American Pad & Paper Company and its debtor affiliates seek approval of
the sale procedure for the sale of the debtors' Williamhouse Assets.

Saratoga Partners IV, LP emerged with the highest and best purchase offer for
the assets. The letter of intent by and between the debtor and Saratoga
provides for a purchase price of $24 million. The terms of the letter o f
intent include a termination fee of $1 million. The initial purchase price
offered by any competing bidder must have a fair market value of at least the
sum of the purchase price, the expense cap ($1.5 million) the topping fee
($3.341 million) and $5 million.

The Debtors request that the court enter an order approving the sale
procedures and the expense reimbursement, the Topping Fee and the Liquidated
Damages, all to be paid as administrative expenses of the sellers' estates;
approving the form of notice of the auction and the sale hearing and
approving the form of the Cure Notice.

BANQUE HERVET: Moody's Reviews For Possible Downgrades
Moody's Investors Service placed on review for possible downgrade the Baa1
long-term deposit rating and the D+ financial strength rating of Banque
Hervet.  The bank's Prime-2 short-term deposit rating was confirmed. These
rating actions were prompted by the announcement by the French government of
Banque Hervet's planned privatization through the flotation of its shares on
the French stock market, with a group of core shareholders to own up to one-
third of the bank's capital.

Moody's commented that Banque Hervet's deposit ratings have been supported at
their present level by the bank's state ownership. Consequently, weaker
shareholder support resulting from the privatization could bear negatively on
the bank's ratings. Moody's also added that its review of the bank's D+
financial strength rating would consider the long-term implications on Banque
Hervet's fundamentals of its more marginal position in the increasingly
concentrated retail banking market in France.

The following ratings were placed on review for possible downgrade:

      * Banque Hervet - long-term deposit at Baa1, issuer at Baa1 and financial
        strength at D+ and

      * Banque de Baecque et Beau - long-term deposit at Baa1.

The following ratings were confirmed:

      (a)  Banque Hervet - short-term deposit at Prime-2,

      (b)  Banque de Baecque et Beau - long-term deposit at Prime-2.

      (c)  Banque Hervet is a small regional bank headquartered in Bourges,
           France. The bank had total asset of EUR  6.8 billion at year-end                 

CELOTEX CORP: BPB Acquires Two of Five Business Units for $345 Million
Celotex Corp., the troubled Tampa maker of building materials, has closed on
the previously announced sale of two of its five business to BPB PLC of the
United Kingdom.  The British company, the second-largest maker of wallboard in
the world, agreed to pay about $345-million for Celotex's gypsum wallboard and
ceilings businesses.  The two units account for half of Celotex's $600-
million in annual revenue.  The deal includes 12 manufacturing plants
nationwide, affecting about 1,400 employees.  BPB, which is scouting for a
headquarters location in Tampa, plans to hire as many as 60 of the 200
employees in Celotex's current Tampa headquarters along with 30 of the 75
employees in Celotex's technical center in St. Petersburg. Celotex, once part
of Walter Industries, was forced to sell itself piecemeal because of asbestos
claims that forced it into bankruptcy reorganization in 1990.  (Business Today

CHS ELECTRONICS: Unveils Terms for Changes to Third Amended Plan
CHS Electronics, Inc., presented the Bankruptcy Court with a term sheet
outlining an amended plan of reorganization.  The debtor will amend its third
liquidating plan (except as modified by the Term Sheet, the existing plan and
Europa deal documents shall remain unmodified and in effect) to provide for a
sale of the debtor's European Assets to Europa ITApS pursuant to an amended
Stock Purchase Agreement whereby in exchange for the European Assets other
than CHS Romak, the debtor will receive for distribution in accordance with
the plan:

     A. $1 million cash;
     B. $50 million of New Senior Four-Year Notes of Europa IT;
     C. 35% of the Common Equity of Europa IT.

Summary terms of the notes:

      Issuer: Europa IT
      Securities Offered: Senior Notes
      Principal Amount: US $50 million
      Maturity Date: 4 years after the first to occur of September 1, 2000 or
                     the Closing Date of the Europa Transaction.
      Interest Rate: 10% per annum payable in cash semi-annually in arrears.
                     Interest payments will commence upon the first to occur of
                     September 1, 2000 or the Closing Date of the Europa

Summary terms of common stock:

      Issuer: Europa IT
      Issue:  Common Stock
      Amount: 35% of the primary fully diluted common stock issued and
              outstanding of Europa IT
      Registration Rights: Europa IT must file within 45 months and use its
                           best efforts to cause to become effective, a shelf
                           registration providing for the common stock to be
                           registered in the US or major European market. If
                           within 48 months a shelf registration has not been
                           declared effective, then Europa IT will pay
                           liquidated damages of $75,000 every 6 months on the
                           shares of common stock issued to the debtor's
                           creditors and their successors in interest as
                           reflected in the shareholder list of Europa. Europa
                           IT will use its best efforts to cause the Common
                           Stock that is so registered to be listed in a US or
                           major European stock exchange.

CHS Romak will be sold separately for at least $1.2 million.

CITRUS VALLEY: Moody's Places Ratings On Review For Downgrade
Moody's Investors Service has placed the underlying Baa1 rating on Citrus
Valley Health Partners' (CVHP) under review for possible downgrade. CVHP's
bonds are insured by MBIA and rated Aaa. The watchlist action follows a review
of the 1999 Audited Financial Statements and year-to-date financial
statements, which shows the continuation of significant operating deficits. In
addition, the poor operating results coupled with continued capital spending
have eroded the hospital's cash position significantly.

In June of 1999, Moody's downgraded CVHP's bond rating to Baa1 from A2 after a
significant decline in operating performance and the resulting negative impact
on hospital financial operations. The rating carried a negative outlook at the
lower level, reflecting our belief that the organization would continue to
experience operating pressures in the intermediate term while corrective
actions were being fully implemented. However, the level of decline
experienced over the past 18 months and the resulting impact on the hospital's
financial profile gives reason for concern, prompting this watchlist action.
In addition, a multiple notch downgrade is possible.

During our review, we will consider the status of the organization's
initiatives to stabilize poor operating results, reduce the need to draw on
cash reserves, and review any changes to CHVP's capital structure as it
relates to seismic requirements as well as ongoing routine capital
investments. Moody's expects to complete this review shortly.

COLORADO GREENHOUSE: Motion to Reject Standstill Agreement
Colorado Greenhouse Holdings, Inc. and its affiliated debtors seek to reject
a Standstill Agreement by and among Colorado Greenhouse affiliates
and Farm Credit Services of the Mountain Plains, PCA.

Farm Credit is the Debtors' primary lender.  On the petition date the
debtors owed Farm Credit some $25 million, secured by a lien on most of the
debtors' assets.

The debtors believe that the Standstill Agreement constitutes an executory
contract.  The debtors assert that it is in the best interests of the
bankruptcy estates to reject the Standstill agreement.  The terms and
conditions of the Standstill Agreement by the debtors would dictate the terms
and conditions of any reorganization plan proposed by the debtors.

Under the Standstill Agreement, on behalf of Farm Credit, the debtors agreed
to assign to Farm Credit certain insurance policies and insurance claims
under such policies; The debtor agreed to sell two greenhouses located in
New Mexico; The debtor agreed to continue its negotiations for the sale of
its investments in Greenhouse and assign any sale contract and proceeds
therefrom to Farm Credit; The debtor agreed to continue to produce and sell
tomatoes and use and apply the proceeds as set for the in the Standstill
Agreement and the debtors agreed to create and pledge certain new bank
accounts. The agreement obligates Farm Credit to apply the proceeds form the
sale and collection of assets in very specific terms to pay down Farm
Credit's debt and to fund the debtors' continued business operation.

The debtors believe that there is a greater likelihood of a successful
reorganization and a greater distribution to unsecured creditors if the
Standstill Agreement is rejected thereby allowing the debtors to negotiate
with their creditors and parties-in-interest to formulate the terms of a plan
of reorganization without the overlay of the Standstill Agreement.

Pursuant to a stipulation dated April 12, 2000, the debtors withdrew, without
prejudice, a prior motion to reject the Standstill Agreement, and now seek
the same relief that was sought in that prior motion.

COMPLETE MANAGEMENT: Sells its Rights in Medical Accounts Receivable
On August 9, 2000, at 9:30 a.m., in Courtroom 523 of the United States
Bankruptcy Court for the Southern District of New York, before the Honorable
Jeffry H. Gallet, United States Bankruptcy Judge, Complete Management, Inc., a
chapter 11 debtor in possession ("CMI"), shall conduct an auction sale (the
"Sale Hearing") of its right, title and interest (the "Collection Rights") in
the collection of a portfolio of medical accounts receivable (the
"Receivables"), as more fully described in an agreement, dated June 9, 2000
(the "Collection Agreement"), by and among CMI and:

     (i)   the Creditors' Committee in CMI's chapter 11 case (the

     (ii)  Medical Receivables Corp. ("MRC"), a wholly-owned subsidiary of CMI
           that bought certain Receivables and then pledged them as collateral  
           for a loan;

     (iii) Medical Management, Inc. ("MMI"), a wholly-owned subsidiary of CMI
           that has operated magnetic resonance imaging facilities in the New
           York City area;

     (iv)  DVI Business Credit Corporation ("DVIBC"), which asserts a valid,
           duly-perfected first lien on the Receivables, based on MRC's pledge  
           of the Receivables as collateral for DVIBC's loan;

     (v)   Greater Metropolitan Neurology Services, P.C., Complete Medical  
           Services, P.C. and Objective Medical Evaluation (collectively,
           "GMMS"), now-defunct medical practices to which the majority of the
           Receivables are owed; and

     (vi)  HealthShield Capital Corporation ("HealthShield"), a 63.5%-owned
           subsidiary of CMI which has proposed (in the Collection Agreement)
           to undertake the collection of the Receivables, in consideration of
           which HealthShield will receive certain consideration, as defined  
           in section 3 of the Collection Agreement.

As additional consideration, and pursuant to a Reallocation Agreement,
HealthShield will also issue to CMI additional shares of stock in
HealthShield; CMI and its financial advisors have estimated the value of this
additional stock (the "HealthShield Stock") at approximately $1,600,000.
Please note that CMI does not own the Receivables, but only a right to collect
the Receivables.

At the Sale Hearing, CMI will seek to sell its Collection Rights in and to the
Receivables to HealthShield in exchange for the HealthShield Stock, subject to
higher and better offers. Copies of

     (i)   CMI's application to enter into the Collection Agreement and
           Reallocation Agreement,

     (ii)  its reply papers in further support of its application (to which
           both the Collection Agreement and Reallocation Agreement are
           annexed as exhibits), as well as

     (iii) the July 21, 2000 order of the Bankruptcy Court, authorizing CMI to  
           put the Collection Rights up for auction at the Sale Hearing, are
           available electronically by accessing the Bankruptcy Court's  
           website at

Potential bidders interested in making higher and better offers for CMI's
Collection Rights should contact CMI's financial advisors, Loeb Partners
Corporation, 61 Broadway, New York, New York 10006, (212) 483-7086, attention:
Harvey Tepner or Bruce Kaufman, CMI's bankruptcy counsel, Salomon Green &
Ostrow, P.C., 485 Madison Avenue, New York, New York 10022, (212) 319-8500,
attention: Alec P. Ostrow, Esq., or Gary I. Selinger, Esq., in advance of the
August 9 hearing.

CSN ISLAND: Fitch's Assigns BB- To Issuance Notes
Fitch has assigned a `BB-` rating to the proposed $250 million note issuance
due 2002 by CSN Island Corp. and guaranteed by Companhia Siderurgica Nacional
(CSN). The notes will be used primarily to refinance the remaining balance of
medium-term notes issued in 1998 as part of the financing for the purchase of  
Companhia Vale do Rio Doce (CVRD).  Fitch currently rates CSN`s export-backed
notes issued in 1996 `BB+`. CSN, located in Rio de Janeiro, Brazil, is the
largest fully integrated steel manufacturer in Latin America and produces a
variety of flat steel products.

These ratings reflect CSN`s position as one of the industry`s lowest cost
producers due to its advanced technology and access to high quality iron ore
from its Casa de Pedra mine, one of the world`s most strategic iron ore mines
located in Brazil. CSN has further increased control over its cost structure
and secured reliable sources of energy and transportation by participating in
several consortia that operate power generation plants, port terminals and
railway systems, which are essential for transporting steel products and raw
materials from mines and port facilities.

Over the last decade, CSN has focused on the domestic market, maintained a
necessary presence in the export market, and implemented a business strategy
of increasing its output of higher margin cold-rolled, galvanized and tin mill
products. By modernizing its manufacturing technology, adopting total quality
management concepts, and implementing customer-focused strategies, CSN has
captured approximately 80 percent of the galvanized steel market in Brazil and
become one of the world`s leading producers of tin mill products for packaging
containers. In 1999, CSN produced 4.8 million tons of crude steel (slabs) and
4.2 million tons of finished steel products (hot and cold-rolled coils and
sheets). These products are used in the automobile, domestic appliance, and
civil construction, industries and in other consumer and industrial

The senior unsecured foreign currency rating of CSN is constrained by the BB-
foreign currency rating of the Federative Republic of Brazil. Factors
reflected in the corporate credit assessment on a local currency basis include
CSN`s strong operating fundamentals, its status as the largest integrated
steel producer in Latin America, an aggressive investment strategy, and a high
degree of exposure to the Brazilian domestic market. In 1999, the Brazilian
market accounted for approximately 77 percent of operating revenues.

In May 2000, CSN reached an agreement to sell its stake in Companhia Vale do
Rio Doce (CVRD), the world`s largest iron ore producer and exporter, for
approximately $1.3 billion to Brazilian financial group Bradesco and state
pension fund Previ. In a related transaction, CSN`s controlling shareholder
Vicunha, is seeking to increase its stake in CSN by acquiring Bradesco and
Previ`s holdings in CSN for approximately $1.2 billion. The sales will help
disentangle the cross-ownership structures of CVRD and CSN and allow CSN to
better focus on its core steel business. CSN also announced its intention to
sell its investment in Light, a Brazilian electricity distributor.

These divestitures by CSN hold the potential to positively affect the
company`s credit fundamentals, depending on the ultimate use of the sales
proceeds. Using the proceeds to reduce debt and increase liquidity would have
a positive impact on CSN`s credit profile. Buying back shares or making a
special dividend to shareholders would be viewed as credit neutral or mildly
negative. The credit impact from other potential uses such as building a new
steel mill to double crude steel production levels and expanding rolling
capacity in the United States or Europe would depend on the viability of the

For CSN the ratio of EBITDA/Interest Expense has decreased over the years,
from 4.0 times in 1996, to 2.3 times in 1998, and to 2.0 times in 1999, and is
currently weak for the `BB+` rating for CSN`s export-backed notes. This ratio
is expected to strengthen to approximately 3.0 times as EBITDA improves due to
increased domestic and world demand, higher prices, and reduced gross debt
levels. Although gross debt levels are fairly high at $2.5 billion, if cash
and cash equivalents ($834 million as of March 31, 2000) were applied to
reduce debt, CSN`s gross debt of $2.5 billion yields a net debt of US$1.7
billion, or approximately the same amount of assets currently available for
sale. CSN benefits from the ability to monetize many of its nonoperating
assets such as its Casa de Pedra mine, its stakes in CVRD and Light, among
others, such that net debt levels could be considered minimal. Such liquidity
supports Fitch`s ratings for CSN despite modest leverage and debt coverage

The rating of the export-backed notes is based upon the corporate credit
quality (senior unsecured local currency rating) of CSN and the structure of
the transaction. This structure mitigates certain sovereign transfer and
convertibility risks and allows the transaction to be rated above Brazil`s
`BB-` foreign currency rating. The structural enhancements associated with
CSN`s export-backed notes include an offshore trust and collection account,
debt service coverage by a multiple of export receivables, a four-month
principal and interest reserve account, key financial covenants and periodic
performance tests based on receivables generation and collection. In addition,
all designated customers sign agreements to direct their payments to the
offshore collection account maintained by an independent trustee.

Fitch is an international rating agency that provides global capital market
investors with the highest quality ratings and research. Dual headquartered in
New York and London with a major office in Chicago, Fitch rates entities in 75
countries and has some 1,100 employees in more than 40 local offices
worldwide. The agency, which is a combination of Fitch IBCA and Duff & Phelps
Credit Rating Co., provides ratings for financial institutions, corporates,
structured finance, insurance, sovereigns and public finance markets
worldwide.  Contact Anita Saha 1 312-368-3179 or Joe Bormann 1 312-368-3349.

DIMAC HOLDINGS: Seeks Approval of Supplemental Cash Management Agreement
Dimac Holdings, Inc., et al., filed a motion for entry of a court order
approving a supplemental cash management agreement among the debtor,
DIMAC Corporation, First Union National Bank and Credit Suisse First Boston,
and authorizing the continued use and maintenance of the integrated and
computerized cash management system with First Union described therein.

The debtor asserts that its complex business and financial affairs can be
efficiently managed only with a complete, fully integrated computerized
system which enables the debtors to control cash receipts and disbursements
and maintain current and accurate reporting of revenues and expenses. The
debtors must maintain a balance of $1 million in the Concentration Account
with First Union. In the event the amount falls below that amount, First
Union may stop providing cash management services to the debtors.

GENESIS/MULTICARE: Application to Employ Ordinary Course Professionals
The GHV Debtors identified 88 and the Multicare Debtors identified 61 law
firms, accountants, consultants, and other professionals that they
routinely use in the ordinary course of their business. The Debtors desire
to continue to employ the Ordinary Course Professionals to render services
to their estates similar to those services rendered prior to the Petition

Pursuant to 11 U.S.C. Sec. 327, the Court should consider a formal
application by the Debtors to employ each of these professionals. However,
in light of the expense incurred in preparing separate applications for
professionals who will receive relatively small fees, the Debtors ask
Judge Walsh to dispense with the requirement that separate formal
employment applications be submitted for each of the ordinary course

The Debtors suggest that they seek prior court approval only in the event
a professional is paid more than $25,000 per month.

On a routine basis, the Debtors will file a statement every sixty days
setting forth the names of the Ordinary Course Professionals retained and
the aggregate amount paid and each law firm rendering services to the
Debtors will file a Retention Affidavit by the later of: (a) thirty days
after the granting of this motion and (b) thirty days after the Debtors
engage the respective law firms.

The Debtors believe that the relief will spare the court and the U.S.
Trustee from having to consider numerous fee applications as well as
saving the Debtors professional fees and expenses associated with fee
applications, and the expense in preparing separate applications and
orders. (Genesis/Multicare News, Issue No. 2; Bankruptcy Creditors Service
Inc., 609/392-0900)

GULF STATES: Union Workers Rejects Offer, Shutdown Imminent
According to company officers at Gulf States Steel, the Associated Press
reports, union workers turned down the company's last offer and a shutdown is
imminent.  Members of Local 2176 of the United Steel Workers of America turned
down a contract by a vote of 749-223.  For the steel plant to get out from
bankruptcy more cuts should be implemented and to have a federal loan
guarantee.  "There's just no trust between the company and the union any
more," local union president, Howard Carroll relates.  Gulf States Steel filed
for bankruptcy protection under Chapter 11 in July of 1999.

HARRISBURG EAST: Heading Back to the Auction Block After $46.5MM Bid Withdrawn
The Harrisburg East Mall may have to be auctioned after its $46.5 million bid
from a prospective buyer was withdrawn, the Associated Press reports.  The
unidentified prospective buyer faced its own financing problems, and couldn't
pull the deal together.  The Pennsylvania-based shopping center filed for
Chapter 11 bankruptcy protection last December.  A Federal Bankruptcy Judge ,
will hold a hearing next week to consider new bidding and auction procedures.

Harrisburg East, 890,000-square-foor shopping center, was opened in 1969.  It
was the first enclosed mall in Swatara Township outside Harrisburg, Pa.  Lord
& Taylor, J.C. Penney and Hecht's department stores anchor it.

HARNISCHFEGER: Beloit to Employ Merrill Lynch to Sell Asia Pulp & Paper Note
Beloit Corporation seeks the court's authority to employ and retain Merrill
Lynch, Pierce, Fenner & Smith, Incorporated as Placement Agent to sell the
Asia Pulp & Paper Promissory Note, in the aggregate principal face amount of
$110,000,000 issued by PT Indah Kiat Finance (IV) Mauritius Limited under
certain indenture between Indah Kiat Finance (IV) Mauritius Limited, as
Issuer, Asia Pulp & Paper Company Ltd. and PT Indah Kiat Pulp & Paper Tbk, as
Guarantors, and The Bank of ew York, as Trustee, dated March 31, 2000.

Pursuant to the Merrill Lynch Agreement, Merrill Lynch will act as agent, but
not principal, in the secondary placement of the APP Note on a best efforts

Beloit asserts that the proposed services by Merrill Lynch are necessary to
enable Beloit to maximize the value of its estates and to reorganize
successfully because the sale of the APP Note will bring a substantial sum of
cash, and given the complexities of APP and the sale of notes of an Indonesian
company, Beloit believes taht the best price will be achieved by using an
experienced placement agent to sell the APP Note.

The Debtors believe that Merrill Lynch is well-qualified to provide the
services to Beloit in a cost-effective, efficient and timely manner.

Pursuant to the Agreement, Beloit has agreed to pay Merrill Lynch 1.125% of
the principal amount of the APP Note, and to reimburse Merrill Lynch for
reasonable legal expenses.

Beloit also seeks authority to pay Merrill Lynch its fees and expenses,
pursuant to section 328 of the Bankruptcy Code, without the need to comply
with the Court's order governing the reimbursement of fees and expenses for
professionals and the Committee in HII cases.

Beloit represents that the compensation arrangement provided for in the
Merrill Lynch Agreement is consistent with customary practice. Beloit also
represents that Merrill Lynch is a disinterested person as the term is defined
in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of
the Bankruptcy Code.

The United States Trustee objects to excusing Merrill Lynch from complying
with the Court Order governing the reimbursement of expenses for professionals
and committee members. UST says that compliance with the order is not unduly
burdensome given that Merrill Lynch will have to compile summary of its
expenses in order to ascertain the amount of any reimbursement. (Harnischfeger
Bankruptcy News, Issue No. 25; Bankruptcy Creditors Service Inc., 609/392-

HEDSTROM HOLDINGS: Motion To Fix October 17 Bar Date
Hedstrom Holdings, Inc., et al., seek an order fixing a Bar Date for filing
certain proofs of claim. The debtors request that the court fix October 17,
2000 at 4:00 PM (Eastern Time) as the last date and time by which all
creditors of the debtors must file proofs of claim. The fixing of that
date as the Bar Date will enable the debtors to receive, process and begin
their initial analysis of creditors' claims in a timely and efficient manner.

INDYMAC INC.: Fitch's Downgrades Mortgage Certificates
Fitch downgrades the following CWMBS (IndyMac) Inc.'s mortgage pass-through

      I.  CWMBS 1994-M Pool 1:
     (a) Class B1E rated 'B' and currently on Rating Watch Negative, is     
         downgraded to'CCC'.

     II.  CWMBS 1994-R:
            (a) Class B4 rated 'BB' and currently on Rating Watch Negative, is
                downgraded to 'B'and remains on Rating Watch Negative.
            (b) Class B5 rated 'B' and currently on Rating Watch Negative, is
                downgraded to'CCC'.

     III. CWMBS 1995-K:
            (a) Pool 1: Class B1D rated 'B' is downgraded to 'CCC'.
            (b) Pool 2: Class B2E rated 'B' is downgraded to 'CCC'.
            (c) Pool 3: Class B3D rated 'B' is downgraded to 'CCC'.
            (d) Pool 4: Class B4D rated 'B' is placed on Rating Watch                

     IV.  CWMBS 1995-L:
            (a) Class B4 rated 'B' is placed on Rating Watch Negative.

     V.   CWMBS 1995-N:
            (a) Class B4 rated 'CCC' is downgraded to 'D'.

     VI.  CWMBS 1995-W:
            (a) Class B5 rated 'B' is placed on Rating Watch Negative.

     VII. CWMBS 1996-I:
            (a) Class B4 rated 'BB' is placed on Rating Watch Negative.
            (b) Class B5 rated 'B' and currently on Rating Watch Negative, is
                downgraded to'CCC'.

These actions are taken due to the level of losses incurred and the high
delinquencies in relation to the applicable credit support levels as of the
June 25, 2000 distribution. For specific delinquency and loss information,

IRIDIUM SYSTEM: Castle Harlan Completes Due Diligence and Passes on Purchase
Castle Harlan, Inc., the New York merchant bank, said that, after extensive
due diligence, its findings did not support a continued effort to acquire the
assets of Iridium LLC, the bankrupt global satellite communications system.

Castle Harlan had expressed interest in early June in purchasing the system
for approximately $50 million. On June 7, the U.S. Bankruptcy Court for the
Southern District of New York approved a 45-day due diligence period during
which Castle Harlan could determine the economic viability of its business

Iridium is a $5 billion venture backed primarily by Motorola. It filed for
chapter 11 bankruptcy protection in August 1999.

In a statement today, Castle Harlan said: "Although Iridium provides a
magnificent international point-to-point telephone service, our due diligence
and marketing studies were unable to confirm that Iridium would generate even
low levels of revenue with a high degree of certainty.

"The result is that we must conclude that it would be economically inadvisable
to move forward with the acquisition of the company's assets."

The equity for the acquisition was to have been provided by Castle Harlan
Partners III, a $630 million private equity investment fund managed by Castle
Harlan. Castle Harlan was formed in 1987 by John K. Castle, former president
and chief executive officer of Donaldson, Lufkin & Jenrette, and Leonard M.
Harlan, founder and former chairman of The Harlan Company, a real estate
investment and advisory firm.

JOAN AND DAVID: Moves to Extend Sec. 365(d)(4) Deadline to October 9, 2000
The debtor, joan and david helpern incorporated, seeks a further extension,
until October 9, 2000 of the time within which the debtor may assume or
reject unexpired real property leases.

The debtor has rejected leases for eight of its stores, and is in the process
of negotiating stipulations for the termination and/or rejection for six
other store leases.

The debtor anticipates that an application to approve a sale of its business
will be filed with the Court within the next 30 days and it will request this
court to consider such application, subject to higher or better offers, in
mid-September with a closing to be held shortly thereafter. Therefore, the
debtor claim that it requires an additional extension of time to complete its
sale negotiations and to avoid what would be either a premature assumption or
rejection of the leases.

KAISER GROUP: Completes Asset Sale to Earth Tech, Generating $30 Million
Kaiser Group International, Inc. (OTC Bulletin Board: KSRG) announced that it
has completed the sale of its infrastructure and facilities business unit to
Earth Tech Holdings, Inc., a unit of Tyco International, Ltd. (NYSE: TYC; LSE:
TYI; BSX: TYC). The infrastructure and facilities business unit includes
operations related to transit and transportation, water/wastewater, facilities
design and construction, and microelectronics and clean technology.

This transaction results from a study of strategic alternatives for Kaiser's
engineering operations undertaken earlier this year in connection with the
ongoing restructuring of the Company's debt. Kaiser reached a definitive
agreement with Earth Tech on June 9, 2000. The $30 million asset sale was
approved by the Delaware Bankruptcy Court on July 17, 2000.

LEE COUNTY: Virginia Community Hospital Files for Chapter 11 Protection
The Associated Press reports that the 70-year-old Lee County Community
Hospital in Pennington Gap, Virginia,  filed for bankruptcy protection under
Chapter 11.  The non-profit, 80-bed community hospital, which filed in a U.S.
Bankruptcy Court listed $12 million in assets and debts amounting to $19
million.  Prior to the filing, several officers pleaded guilty to federal
charges about the recent theft of hospital funds, James L. Davis, former
administrator, Michael Redman, hospital contractor and former board chairman
Charles Fugate.  These federal cases and very low Medicare reimbursements
somehow nudged the hospital's filing for bankruptcy protection.  

LOGAN GENERAL: West Virginia Hospital Continues Labor Cut-Backs in Chapter 11
A report from the Charleston Gazette states that West Virginia-based Logan
General Hospital laid off 7% of its staff and demoted, transferred or cut the
pay of another 9% following budget cuts.  According to chief Tom Senker, "Our
emphasis in the cost reduction plan is to maintain quality care and ensure
minimal impact in nursing and clinical areas," [and] "This is a difficult
process that will affect many people."  Logan General has 692 full-time
employees, 49 lost their jobs, while 64 will be transferred or demoted or to
have lose pay.  The Genesis Affiliated Health Systems agreement, which will
take effect after Logan emerges from bankruptcy is not affected with the

LOGAN GENERAL: Thomas Sphatt to Assume CEO Post on August 14
Logan General Hospital, operating in chapter 11 under the supervision of the
Bankruptcy Court in West Virginia, has named Thomas Sphatt of Cleveland as its
new CEO.  

Tom Senker, who lead the hospital through bankruptcy proceedings will step
down and Mr. Sphatt who will assume the post in Aug. 14.  Senker has been a
senior officer for almost 20 years in different community hospitals, including
health care and academic medical centers.  He has worked for Quorom Health
Resources, for financially challenged health firms for the past two years.

Logan General filed for bankruptcy protection in October 1998 and is still in
the process of emerging for bankruptcy.

MALIBU ENTERTAINMENT: Lenders Agree to 30-Day Forbearance Until August 31
Malibu Entertainment Worldwide, Inc. (OTC Bulletin Board: MBEW) announced that
its primary lender agreed to an additional 30-day forbearance of debt
obligations due June 30, 2000.

The holder of $21.6 million of secured debt has agreed to refrain from
exercising any of its remedies under the loan until August 31, 2000. The
Company and its primary lender are discussing the possibility of amending and
restating the Company's credit agreement to modify the Company's obligations.
There can be no assurance that the Company and this lender will be able to
reach agreement or, if so, as to the timing, terms or effect thereof.
As previously announced, to comply with its obligations under the loan
agreement with its primary lender and as part of the Company's strategic plan,
the Company intends to divest certain assets in an effort to generate cash to
fund its working capital, debt service and capital expenditure requirements
and to repay indebtedness. There can be no assurance that the Company will be
able to complete such divestitures, or, if so, as to the timing, terms or
effects thereof.

As previously announced, if the Company is unsuccessful in selling these
assets, in obtaining other financing or in modifying the terms of its existing
indebtedness or if the proceeds of such sales are significantly less than
their recorded value, the Company will be required to take extraordinary steps
to preserve cash and satisfy its obligations, including seeking to curtail
normal operations at various facilities, liquidating assets or significantly
altering its operations. If the Company is unable to take such actions or they
are not sufficient to permit the Company to continue to operate, the Company
may seek or be forced to seek to restructure or reorganize its liabilities,
including through proceedings under the federal bankruptcy laws.

Headquartered in Dallas, Texas, Malibu Entertainment Worldwide, Inc. is a
leader in the location-based entertainment industry, now operating 21 parks in
8 states under the SpeedZone, Malibu Grand Prix and Mountasia brands,
primarily clustered in Texas, California, Georgia and Florida.

MULTICARE AMC: Motion To Extend Time to File Schedules and Statements
Multicare AMC, Inc., et al., seek an order further extending their time to
file schedules and statements of financial affairs and authorizing the debtors
to file schedules on a partially consolidated basis.  A hearing on the motion
will be held before Judge Walsh in Wilmington tomorrow.  

Multicare estimates that is has approximately 100,000 creditors and
potential creditors.  The debtors must gather a significant amount of
information from numerous locations to prepare their schedules. The debtors
have been diligently compiling and reviewing all of the information to
prepare the Schedules, but give n the size and complexity of these cases, the
debtors claims that they have not had sufficient time to collect and assemble
all of the requisite financial data and other information so as to meet the

The debtors respectfully request an additional 45-day extension (for a total
of 90 days from the Petition Date) to September 22, 2000 in order to afford
the debtors with sufficient additional time to prepare and file their

OMEGA HEALTHCARE: Class Action Filed by Wechsler Harwood
The following is an announcement by the law firm of Wechsler Harwood Halebian
& Feffer LLP:

You are hereby notified that a class action against Omega Healthcare
Investors, Inc. (NYSE: OHI) and certain of its officers and directors has been
commenced in the United States District Court For The Southern District Of New
York by Wechsler Harwood Halebian & Feffer LLP (contact Ramon Pinon, IV, Esq.,
at 877-935-7400). The suit is on behalf of shareholders who purchased the
common stock of Omega between April 13, 1999 and May 11, 2000.  

The complaint alleges that Omega and certain of its directors and executive
officers violated Sections 10(b) and 20(a) of the Securities Exchange Act of
1934 and Rule 10b-5 promulgated thereunder. The complaint alleges that the
defendants issued materially false and misleading financial statements
contained in filings with the Securities and Exchange Commission (the "SEC")
and press releases, that, inter alia, overstated the Company's assets,
revenues, income and earnings per share during the Class Period and further
misrepresented the likelihood of continuing the payment of its existing

On May 11, 2000, the Company finally announced that it had negotiated a cash
infusion to stave off bankruptcy and would nonetheless cut its dividend. On
this news, Omega's stock fell to between $4.00 and $5.00 per share. The
Company's common stock had traded as high as $26.00 per share on the NYSE
during the Class Period.

However, the individual defendants and certain insiders fared better. During
the Class Period, and shortly before, the individual defendants sold over
thousands of shares of the Company's common stock at a price almost four times
higher that Omega's stock was worth at the end of the Class Period.

OPTEL INC: Requests Authority to Reject Employment Agreement with Former CFO
OpTel, Inc., et al., seek an order authorizing the rejection of their
employment agreement with Bertrand Blanchette, their former Chief Financial

A hearing to consider the motion will be held on August 9, 2000 at 4:00 PM
before the Honorable Sue L. Robinson, US District Court for the District of
Delaware, 844 King Street, Wilmington, DE.

Shortly after the Commencement Date, OpTel terminated Blanchette's employment
in accordance with the employment agreement which was to end by its terms on
April 15, 2001. This motion is made in an abundance of caution as a
procedural device to formally reject the Agreement, so as to avoid potential
confusion regarding Blanchette's employment status.

PETSEC ENERGY: Apache Objects to Disclosure Statement
Apache Corporation, a creditor of Petsec Energy, Inc., objects to the
Disclosure Statement submitted by Petsec in support of its Plan of
Reorganization because:

      (A) it contains an incorrect statement that there are no sums due to
Apache Corporation;

      (B) it fails to disclose the amount of payment of fees to attorneys and
other professionals;

      (C) it fails to disclosure the identity of creditors within Class 2;

      (D) it fails to disclose the alternative method to pay Foothill Capital;

      (E) it fails to disclose the identity of the members of Plan
Administrative Committee;

      (F) it fails to disclose the purpose of the proposed convenience class of
unsecured creditors;

      (G) it fails to disclose the name of stock agent;

      (H) it fails to disclose compensation of officers and the scope of the
indemnity provided to the officers and directors and possibly employees;

      (I) It fails to provide for attorney fees, costs and expenses for
assumption of executory contracts;

      (J) it fails to provide adequate information regarding the proposed
assumption of plugging and abandonment liability;

      (K) it fails to provide financial information to show adequate
assurance of future performance of any proposed assumption of executory

      (L) it fails to provide a listing of executory contracts and what
agreements are to be included in any executory contracts;

      (M) it fails to provide the impact of MMS approval needed on any
contemplated or proposed assumption and transfer of leases;

      (N) it fails to discuss the effect and existence of preferential rights
of Apache as to any proposed or contemplated sale.

PRIME RETAIL: Announces Election of Glenn Reschke as New Chairman and CEO
Prime Retail, Inc. (NYSE: PRT, PRT.PRA, PRT.PRB) (the Company) announced that
the Board of Directors has unanimously elected Glenn D. Reschke chairman,
president and chief executive officer.  Mr. Reschke had been president and
acting chief executive officer.

Norman Perlmutter, chairman of the Executive Committee, said, "Glenn has done
an excellent job since becoming acting chief executive officer in February
during difficult times for the company. Based on his performance, the
Executive Committee was pleased to recommend him to the Board of Directors. We
believe that Glenn has the skills to successfully lead the Company through a

As CEO, in the near term Glenn is focused on stabilizing our financial
situation. Glenn understands the financial challenges facing the company and
is working with Lehman Brothers to implement the closing of the refinancing of
short-term debt. On a longer term basis, as the refinancing plan is
implemented, Glenn, with his team, will work to improve and strengthen the
Company by also continuing to focus on operational matters."

Commenting on his new role, Mr. Reschke stated, "It is an honor to be elected
CEO and chairman of the Board of Directors of Prime Retail. As CEO I remain
committed to the goal of restoring the financial integrity of the Company as
quickly as possible. The recently announced Lehman Brothers transaction will
be a major step toward that goal as it will enable us to refinance much of our
short-term debt, providing the Company the time to retire such debt with cash
flow from operations."

"We have a very dedicated team of employees, both in Baltimore and at the
centers," continued Mr. Reschke, "and I am proud to lead them in our efforts
to make Prime Retail a profitable company for our tenants and shareholders."

Mr. Reschke served as executive vice president - development from Prime
Retail's initial public offering in 1994 until October 1999 and as president
and chief operating officer from October 1999 until February 2000, when he was
named president and acting chief executive officer. Prior to the initial
public offering of Prime Retail, Mr. Reschke worked for The Prime Group, Inc.
(PGI) from 1983 to 1994, serving as vice president, senior vice president and
executive vice president of PGI. At PGI, Mr. Reschke was responsible for PGI's
multi-family, senior housing, single family and land development divisions.

Mr. Reschke received a Masters in Business Administration from Eastern
Michigan University with a specialization in finance after receiving a
Bachelor of Science degree with honors in chemical engineering from Rose
Hulman Institute of Technology in Terre Haute, Indiana.

PRIME RETAIL: Announces Suspension of Preferred Stock Distributions
Prime Retail, Inc. (NYSE: PRT; PRT.PRA; PRT.PRB) does not anticipate paying
any quarterly distributions during the remainder of 2000 on the Company's
10.5% Series A Senior Cumulative Convertible Preferred Stock and its 8.5%
Series B Cumulative Participating Convertible Preferred Stock. Previously the
Company announced that the Board of Directors would evaluate the payment of
preferred stock distributions on a quarterly basis. The Company's existing
suspension of its Common Stock dividend remains unchanged.

"Taking into consideration our current financial situation and that we do not
anticipate the need to pay any dividends in order to maintain our REIT status
this year, the Board of Directors has revisited our dividend policy and voted
to suspend the payment of all preferred stock dividends for the remainder of
2000," said Prime Retail Chairman Glenn D. Reschke. "The Board of Director's
decision is consistent with our intention to utilize cash flow from operations
to reduce our short-term debt and fund property-related expenditures,
including project rehabilitations and marketing."

Prime Retail is a self-administered, self-managed real estate investment trust
engaged in the ownership, development, construction, acquisition, leasing,
marketing and management of outlet centers throughout the United States and
Puerto Rico. As of July 20, 2000, Prime Retail's outlet center portfolio
consisted of 52 operating outlet centers in 26 states and Puerto Rico totaling
approximately 15.1 million square feet of GLA. The Company also owns three
community shopping centers totaling 424,000 square feet of GLA and 154,000
square feet of office space. As of June 30, 2000, Prime Retail's outlet center
portfolio was 91% occupied. Prime Retail has been an owner, operator and a
developer of outlet centers since 1988.  For additional information, visit
Prime Retail's web site at

SABRATEK CORP.: Motion To Extend Time To Assume/Reject Leases to Sept. 15
The debtor, Sabratek Corporation, et al., filed a motion for an order
pursuant to 11 USC section 365(d)(4) extending the debtors' time to assume or
reject unexpired leases of nonresidential real property.

A hearing on the motion will be convened before the Honorable Mary F.
Walrath, US Bankruptcy Court Judge, at the US Bankruptcy Court, 824 North
Market St., Wilmington, DE on August 11, 2000 at 9:30 AM Eastern time.

The debtors are currently parties to two, pre-petition non-residential real
property leases. While the debtors are still actively proceeding to sell
their assets, the debtors have not yet completed their determination of the
appropriate disposition of these two unexpired leases. Unitron Medical
Communications Inc. d/b/a Moon Communications, Inc. operates from a property
with an underlying unexpired lease. The debtors currently have a pending
motion seeking authority to sell substantially all of Moon's assets to the
highest and best bidder at an auction to be held on August 8, 2000. AS part
of such sale, Moon will either reject its unexpired lease or assume such
lease and assign it to the successful bidder.

GDS Technology, Inc. operates from a property with an underling Unexpired
Lease, but is currently marketing substantially all of its assets. Upon
consummation of a sale of GDS' assets, GDS will either reject its unexpired
lease or assume and assign such lease. GDS Expects to consummate such a sale
in or about August, 2000.

The debtors seek an order extending the period within which they must assume
or reject the unexpired leases until September 15, 2000. Such extension is
subject to the rights of the debtors to request a further extension and the
rights of any lessor to request that the extension be shortened as to a
particular lease.

The unexpired leases represent important assets to the debtors' estates and
any decision with respect to assuming or rejecting the unexpired leases will
be central to their plans of reorganization. The debtors have not had enough
time since the filing of the petitions to determine which properties are
necessary to the debtor as they proceed through the reorganization process.

SAFETY-KLEEN: Committee Retains Morris Nichols as Local Counsel
The Official Committee of Unsecured Creditors advises the Court that it
selected the Wilmington-based law firm of Morris, Nichols, Arsht & Tunnell
as its lead counel in the Debtors' chapter 11 cases.  Robert J. Dehney,
Esq., and Gregory W. Werkheiser, Esq., lead the engagement.  A formal
application to retain the Firm, the Committee relates, will be filed in the
near future.  Other matters of greater significant occupy the Committee's
Mr. Dehney's time at the moment.  (Safety-Kleen Bankruptcy News, Issue No. 5;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

SANDS HOTEL: Judge Wizmur Sides with Ichan-Backed Plan of Reorganization
U.S. Bankruptcy Court Judge Judith Wizmur, the Associated Press reports, chose
billionaire Carl Icahn over Park Place Entertainment Corp. for control over
the defunct Sands Hotel & Casino.  According to an 80-page opinion that was
issued recently, Judge Wizmur approved Icahn's plan to invest $65 million in
the casino, which filed for bankruptcy protection under Chapter 11 in January
of 1998.  Eric Browndorf, an attorney representing unsecured creditors says,
"We welcome Carl Icahn to Atlantic City," [and] "It's going to be terrific for
everyone, both the existing creditors and all the vendors in Atlantic City.  
To have another major player like Carl Icahn in town will add a lot to the
Atlantic City gaming community."

SLOVAK BANKS/SLOVENSKA SPORITELNA:  Moody's Downgrades Two Sub. Debt Ratings
Moody's Investors Service downgraded the subordinated debt ratings of two
Slovak banks - Vseobecna uverova banka a.s. (VUB) and Slovenska Sporitelna
a.s. - following the implementation of new legislation for these debt
instruments. Since July 2000, subordinated debt is fully recognised under
Slovak law, a change from the previous situation where there was no full legal
differentiation between subordinated and senior debt in that country.

Adopting Moody's standard approach, the rating downgrades reflect the
potentially lower recovery from subordinated debt compared to senior debt,
should the issuing banks default. The lower rating also reflects the
marginally higher risk of a payment freeze for this type of debt in the event
of an external payment crisis of the country.

Moody's emphasised that all other ratings of the two banks remain unchanged
with the deposit ratings reflecting on-going state support during a phase of
restructuring and privatisation for both banks.

The following ratings were lowered:

        (a)  Vseobecna uverova banka, a.s. - subordinated debt to Ba2 from Ba1
        (b)  Slovenska Sporitelna, a.s. - subordinated debt to Ba2 from Ba1

The following ratings were affirmed:

        (a)  Vseobecna uverova banka, a.s. - long-term deposits at Ba2; short-
             term deposits at Not-Prime; bank financial strength at E.

        (b)  Slovenska Sporitelna, a.s. - long-term deposits at Ba2; short-
             term deposits at Not-Prime; bank financial strength at E.

Slovenska Sporitelna, headquartered in Bratislava, is Slovakia's largest bank
with total assets of SKK168 billion (USD4 billion) at year-end 1999. VUB,
headquartered in Bratislava, is Slovakia's second largest bank with total
assets of SKK140 billion (USD3.3 billion) at year-end 1999.

SMART WORLD: Hearing on Juno DIP Financing Pact this Afternoon
Douglas T. Tabachnik, Esq. (, of the LAW OFFICES OF DOUGLAS
will make their way to the U.S. Bankruptcy Court in Manhattan, to request
interim appproval of a debtor-in-possession financing facility this
afternoon.  Juno Online Services, Inc., agrees to provide new
super-priority funding that will allow Smart World Technologies, LLC,
FreeWWWeb, LLC and Smart World Telecommunications, Inc., to pay certain
salaries in excess of allowed amounts under an interim cash collateral
order previously approved by Judge Blackshear.  Juno, as previously
reported in the TCR, is in the process of acquiring most of Smart World's

STYLING TECHNOLOGY: Conversion of Debt to Equity or Chapter 11
The Arizona Republic reports that Scottsdale-based, Styling Technology Corp.
has agreed with a majority of bondholders to convert their debt to equity.  
Facing lawsuits and delisting from the Nasdaq, Styling Technology will
consider filing for bankruptcy under Chapter 11 if the rest of the bondholders
do not agree with the proposed swap.  The beauty products company agreed to
swap its senior subordinated notes amounting to $100 million for 90 percent of
the equity in the company.  Both the shareholders and the management will
receive 5 percent of the new stock and to acquire an additional 9 percent over
the next five years.

TEE TO GREEN: Investors File Involuntary Bankruptcy Against Recreation Concern
Three investors of Tee to Green Golf Parks filed for bankruptcy in U.S.
Bankruptcy Court in Buffalo, New York.  William F. Thomin, Dorothy E. Durham
of Fairfield and Lowell E. Roark of Hamilton, Ohio were the three investors
against the North Tonawanda recreation company which were not available for
comments.  Tee to Green is a golf practice park on Amherst Street in Buffalo,
which is one of many targeted chain of urban golf parks.  According to the
lawsuit filing which named president Steven D. Blumhagen and his wife Susan,
in Securities and Exchange Commission, the golf course collected $12 million
from 350 investors.  Kay L. Lackey, SEC lawyer in NY says, "We are aware of
the bankruptcy . . . we are protecting the interest of our lawsuit."  Lawyers
of the putting company says that they're innocent of misguided actions and
seeks long-term financing to pay creditors, which are owed at least $12

TELEHUB NETWORK: Order Approves Global Settlement Agreement
Telehub Network Services Corporation, the Official Committee of Unsecured
Creditors and Telehub Communications Corporation seeks entry of an order to
sell property of the estate outside the ordinary course of business, to
settle, compromise and/or release certain outstanding disputes and
controversies by confirming and approving the Global Settlement Agreement.

Under the Settlement Agreement the debtor and the other parties compromise
and/or release certain of the outstanding claims and disputes between them by
establishing a procedure whereby all or substantially all the assets or stock
of TeraBridge will be sold for cash or liquid securities. The proceeds of
the TeraBridge sale will be distributed among the settlement parties. The
debtor will transfer to TeraBridge all of its right, title and interest in
and to the Grandfather Software Licensing Agreement, any and all rights to
and interests in the VASP Technology, and all of its right title and
interest, if any, in and to all claims or causes of action that have been or
may be asserted by TNS against TeraBridge, its stock or assets, or any
mediate transferee of assets of TNS that have been transferred to TeraBridge

By order entered on July 19, 2000, the US Bankruptcy Court, Northern District
of Illinois, Eastern Division, authorized the Settlement Parties to take all
necessary and appropriate actions to consummate the Settlement Agreement and
to transfer to TeraBridge the Transferred Assets pursuant to the terms

TRI VALLEY: to Help Tomato Growers Recoup Losses
---------------------------------------------------------, an Internet commodity trading site for agricultural products,
announced that it has designed a relief operation to help tomato growers
recoup losses caused by the recent bankruptcy filing of food processing giant
Tri Valley Growers.

"Our secure, neutral auction site is being customized to handle the immediate
needs of growers and processors," said Blair Richardson, vice president of
auction services. "Nearly 700,000 tons of tomatoes need to be handled, and
many processors have only limited ability to accept more tomatoes. Our auction
site has the potential to enable processors and growers to match their product
with each others' needs and soften the blow to the agricultural community from
Tri Valley's unfortunate situation."

For a limited time, is inviting growers of processing tomatoes to
list their crops on tomatoEx's Processing Tomato Posting Board. Growers can
access the Posting Board starting at 8 a.m. Pacific time on Monday, July 31 by
following the links on tomatoEx, the tomato-specific news, data and trading
site operated by The board will be available at the click of a mouse
at or

Crops listed on the Posting Board can be bid upon by purchasers through a
neutral, private auction site. An intervention team led by Richardson
has established new business rules to facilitate sales of processing tomatoes
during the current crisis. is working with tomato processing plants
and the California Tomato Growers Association to develop awareness and
encourage their participation in its custom auctions.

"Our goal is to respond quickly to growers who need help salvaging the hard
work and investment they placed in their current crop," Richardson said. "This
is an excellent example of how our Internet-based approach gives us the
flexibility and immediacy needed to serve the agricultural community."

"We have been speaking with government agencies and politicians in an effort
to aid the growers of California. We applaud the efforts made by in
utilizing the Internet to achieve the same goals," Jeff Shaw, president and
chief executive officer of Tri Valley Growers, said Thursday.

TRI VALLEY: Dept. of Agriculture to Purchase $50 Million of Tomatoes
Central Valley growers, The Associated Press reports, asked the U.S. Dept. of
Agriculture (DOA) to purchase about $50 million worth of the 450,000 tons of
tomatoes which might be wasted.  Tri Valley Growers which filed for Chapter 11
in July 10 caused the excess of tomatoes having no processor to take them.  
According to executive officer John Welty, DOA's move would assist growers
such as Tri Valley and other California canneries to secure jobs.  Tri Valley
must then coordinate with a food company to bid on the government purchase.

TRI VALLEY: Receives Approval of $270 Million DIP Financing Agreement
Tri Valley Growers announced that it has received final approval from the
Bankruptcy Court for its debtor-in-possession (DIP) financing.

The DIP agreement calls for a group of financial institutions led by Bank of
America Business Credit to provide $101 million in new credit, which will be
used incrementally with the existing $169 million financing. This will provide
Tri Valley Growers with access to approximately $270 million in post-petition
financing to purchase goods and services and fund the company's ongoing
operating needs during its voluntary restructuring under Chapter 11.

"We are pleased that the Court promptly approved the company's request for
post-petition financing," said Jeffrey P. Shaw, chief executive officer of Tri
Valley Growers. "This funding will help provide our vendors with additional
financial assurances that we will continue to operate our business while we
restructure, and that they will be paid in the ordinary course for goods and
services we purchase from them going forward."

"With our first day order approved and our DIP financing in place, we can now
renew our focus on completing the pack for our customers and restructuring Tri
Valley Growers for the future. So far we are having a terrific pack. Apricots
and snow peaches were successfully completed and the peaches and tomatoes just
now coming in look great," Mr. Shaw said.

Tri Valley Growers produces or markets approximately half of the nation's
canned peaches and apricots. The company also processes and markets a sizable
amount of the canned tomatoes. Tri Valley Growers' products are consumed in
the U.S. and overseas. They are sold under brands such as S&W and Libby's and
private labels to the retail grocery and food service industries.

The company filed its Chapter 11 petitions in the U.S. Bankruptcy Court for
the Northern District of California in Oakland.

TV FILME: ITSA Announces Successful Reorganization
ITSA Ltd., a Cayman Islands company which is the successor to TV Filme, Inc.,
announced that the debt restructuring under the plan of reorganization of TV
Filme was successfully completed. Under the plan, holders of TV Filme's
outstanding 12-7/8% senior notes received, in exchange for their notes, $25
million in cash, 80% of the new common equity of ITSA Ltd. and $35 million
aggregate principal amount of 12% senior notes issued by ITSA Ltd.'s Brazilian
subsidiary. Shareholders of TV Filme received 5% of the new common equity of
ITSA Ltd. and management of TV Filme and its operating subsidiaries received
15% of the new common equity of the Company.

Hermano Studart Lins de Albuquerque, Chief Executive Officer of ITSA Ltd.,
said, "We are pleased to report the completion of the restructuring of TV
Filme, Inc. This restructuring has enabled TV Filme to reduce significantly
its long-term debt and, thus, has provided ITSA Ltd. with a solid financial
footing on which to grow as the successor company. We believe the resulting
enterprise will be a stronger competitor in the Brazilian telecommunications
market it serves, benefiting customers, employ ees and shareholders."

Headquartered in Brasilia, Brazil, ITSA Ltd., successor company to TV Filme,
Inc., is a leading provider of subscription television, data and internet
services in several markets in Brazil. The Company holds wireless cable
licenses in the cities of Brasilia, Goiania, Belem and Campina Grande, Bauru,
Caruaru, Franca, Porto Velho, Presidente Prudente, Belo Horizonte, Vitoria and
Uberaba, which together comprise over 3.1 million households. At present, the
Company intends to report its annual operating results in U.S. dollars and to
prepare its annual financial statements in accordance with U.S. generally
accepted accounting principles.


Meetings, Conferences and Seminars
August 3-5, 2000
      Fundamentals of Bankruptcy Law
         Seaport Hotel and Conference Center,
         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
August 17-19, 2000
      Banking and Commercial Lending Law -- 2000
         Renaissance Stanford Court
         San Francisco, California
            Contact: 1-800-CLE-NEWS

September 7-8, 2000
   ALI-ABA and The American Law Institute
      Conference on Revised Article 9 of the
      Uniform Commercial Code
         Hilton New York Hotel, New York, New York
            Contact: 1-800-CLE-NEWS

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 20-22, 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 27-28, 2000
      Third Annual Conference on Distressed Investing
         The Plaza Hotel, New York, New York
            Contact: 1-903-592-5169 or   
November 30-December 2, 2000
      Winter Leadership Conference
         Camelback Inn, Scottsdale, Arizona
            Contact: 1-703-739-0800

February 22-24, 2001
      Real Estate Defaults, Workouts, and Reorganizations
         Wyndham Palace Resort, Orlando (Walt Disney
         World), Florida
            Contact: 1-800-CLE-NEWS

March 28-30, 2001
      Healthcare Restructurings 2001
         The Regal Knickerbocker Hotel, Chicago, Illinois
            Contact: 1-903-592-5169 or   

July 26-28, 2001
      Chapter 11 Business Reorganizations
         Hotel Loretto, Santa Fe, New Mexico
            Contact: 1-800-CLE-NEWS

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


A list of Meetings, Conferences and Seminars appears in each Tuesday's edition
of the TCR.  Submissions about insolvency-related conferences are encouraged.

Bond pricing, appearing in each Friday's edition of the TCR, is provided by
DLS Capital Partners in Dallas, Texas.

For copies of court documents filed in the District of Delaware, please
contact Vito at Parcels, Inc., at 302-658-9911.  For bankruptcy documents
filed in cases pending outside the District of Delaware, contact Ken Troubh at
Nationwide Research & Consulting at 207/791-2852.


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, Ronald Ladia, Zenar Andal, and Grace Samson,

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)
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Information contained herein is obtained from sources believed to be reliable,
but is not guaranteed.

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