TCR_Public/000810.MBX             T R O U B L E D   C O M P A N Y   R E P O R T E R

               Thursday, August 10, 2000, Vol. 4, No. 156

                               Headlines

ABRAXAS PETROLEUM: Basil Street Company Hired as Financial Advisor
ADVANTICA RESTAURANT: Posts 3% Increase in Second Quarter Systemwide Sales
ALYN CORP: Light Metal Manufacturer Sends 32 of 36 Employees Home
AMERICAN ECO: Case Summary and 9 Largest Unsecured Creditors
AMERICAN PAD: Williamhouse Division Assets Can Be Yours . . . for $117 Million

AMERICAN PAD: Agrees to Sell Ampad & Continuous Forms Divisions for $67MM
AMERICAN SKIING: Finalizes Loan Agreements, with Oak Hill Shouldering the Risk
APPLE ORTHODONTIX: Asks for Extension of 365(d)(4) Deadline to October 25
BIRMINGHAM STEEL: Appoints Jerry Nelson New General Sales Manager
BREED TECHNOLOGIES: Harvard Industries Says Federal Filings Report is False

CALECA USA: Wants More Time, to Sept. 30, to Decide About Lease Dispositions
CARMIKE CINEMAS: Motion Picture Exhibitor Commences Chapter 11 Restructuring
CIVICZONE.COM: Bid4Assets.com Selling Assets of Defunct Website
CONSECO, INC: Moody's Downgrades Senior Debt Ratings From Ba3 To B1
CORAM HEALTHCARE: Home Infusion Therapy Provider Files for Chapter 11 Relief

COSTILLA ENERGY: Texas Court Approves Company's Disclosure Statement
DELTA FINANCIAL: Announces $3,500,000 Second Quarter Loss
DYNEGY INC.: Moody's Places Ratings Under Review For Possible Downgrade
FACTORY CARD: Keycorp Leasing Agrees Claims are 40% Secured & 60% Unsecured
FREMONT GENERAL: Moody's Downgrades Senior Debt Rating to Ba3

FRUIT OF THE LOOM: Debtor Puts Value of Texas Fire & Police Services at Issue
GENESIS/MULTICARE: Motion To Maintain Cash Management Systems
GLENOIT CORP: Textile and Rug Manufacturer Files for Bankruptcy Protection
GLOBAL HEALTH: Moody's Lowers Ratings on $225 Million Senior Notes to C
HARNISCHFEGER INDUSTRIES: Stipulation Among Atchison, Primecast & Beloit

INTEGRATED HEALTH: Seeks Okay To Surrender Kansas Nursing Home to Landlord
J&L STRUCTURAL: Judge McCullough Approves Steel Company's Financing Plan
KCS ENERGY: Creditors' Committee's Initial Objections to Disclosure Statement
LACLEDE STEEL: Union Members & Company Agree on Shutdown at Alton Mill
LESLIE FAY: Second Quarter Results Reports a 17.8% Increase

LOEHMANN'S: New Plan Distributes PIK Notes, Rather than Equity, to Unsecureds
LOEWEN GROUP: Neweol's Motion To Reject Camposanto Shareholder Agreement
MANHATTAN INVESTMENT: Taps Newmark to Market & Sell 410 Park Avenue Lease
MARKEL CORP.: Moody's Places Ratings On Review For Possible Downgrade
NMT MEDICAL: Search for New CFO to Begin Immediately

PATHMARK STORES: Wins Court Approval of $75MM DIP Loan With Chase
RIDGEVIEW INC.:  Case Summary and 20 Largest Unsecured Creditors
SAFETY-KLEEN: Toronto Dominion Lends Full Support to Jay Alix's Employment
SITE TECHNOLOGIES: Record Date Under First Amended Plan will be August 14
STAGE STORES: Appoints James Scarborough to Serve as New President & CEO

SUN HEALTHCARE: U.S. Trustee Appointments To Unsecured Creditors' Committee
TECHNICLONE: New Licensing Agreement Offers No Immediate Financial Benefit
TERRA INDUSTRIES: Settles Mississippi Chemical Litigation for $18 Million
VENCOR, INC.: Enters into Corporate Integrity Agreement With Inspector General
WESTERN DIGITAL: Bottom Line Losses Continue Despite Operational Improvements

                               *********

ABRAXAS PETROLEUM: Basil Street Company Hired as Financial Advisor
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Abraxas Petroleum Corporation engaged Basil Street Company to provide
financial advisory services.  Abraxas will issue 750,000 warrants each
exercisable for one share of common stock at an exercise price of $3.50 per
share (an 85% premium to current market) in cash or a net number of shares
through cashless exercise.  The warrants have a four year term beginning
August 1, 2000.  In addition, Basil Street Company will receive a contingent
cash payment based on the reduction in common shares actually issued pursuant
to the Abraxas' outstanding contingent value rights.  This reduction will be
measured beginning on August 1, 2000 and the payment will not exceed a maximum
of $450,000.


ADVANTICA RESTAURANT: Posts 3% Increase in Second Quarter Systemwide Sales
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Advantica Restaurant Group, Inc. (Nasdaq: DINE) reported that systemwide sales
from continuing operations, which include sales from company-owned, franchised
and licensed restaurants, increased nearly 3% to $557 million for the second
quarter ended June 28, 2000 compared with $542 million in the prior year
quarter. This increase is attributable to continued growth in the Denny's
brand which has added 31 restaurants since the same period last year.

Revenue from continuing operations decreased to $297 million versus $307
million in the prior year quarter. The lower revenue is primarily a result of
the aggressive refranchising efforts at Denny's which has reduced company-
owned stores by 50 since the prior year quarter. The Company reported EBITDA
from continuing operations of $48.1 million for the second quarter, compared
with $39.1 million in the prior year quarter. The EBITDA increase is primarily
attributable to gains from the successful refranchising efforts at Denny's.

Due to the Company's progress in its previously announced plan to divest FRD
Acquisition Co., the parent company of Coco's and Carrows, FRD has been
reclassified as a discontinued operation for financial reporting purposes.
Revenue at Coco's and Carrows declined to $94 million from $99 million in the
prior year quarter, resulting from decreases in same-store sales and in the
number of company-owned restaurants. EBITDA at Coco's and Carrows decreased to
$10.8 million versus $12.5 million in the prior year quarter.

Commenting on the Company's results for the second quarter, James B. Adamson,
Advantica's chairman and chief executive officer, said, "We are pleased to
report that we remain on track with our 'One Company, One Brand' strategy
which focuses exclusively on our Denny's brand. We also continued to make
progress during the quarter to move Denny's to a more franchised-based
operation. In connection with Denny's refranchising program, we sold 44
restaurants to franchisees during the quarter which increases the year-to-date
total to 63. In addition, we currently have letters of intent to sell an
additional 50 units to franchisees. We expect to refranchise about 100 units
per year over the next several years with an ultimate goal to retain about 300
to 400 company-owned units. Also, during the second quarter we have continued
in our efforts to divest Coco's and Carrows as part of our strategy to focus
exclusively on Denny's."

Commenting on the base business, Mr. Adamson continued, "Denny's maintained
its positive sales momentum with a modest increase in same-store sales for the
quarter while it began to test a lower cost reimaging model. We will continue
to position Denny's for the long term by capitalizing on Denny's tremendous
brand equity as the nation's leading and most recognized family dining chain.

"Accordingly, we remain committed to reinvesting capital in our Denny's units.
As we stated earlier this year, we are taking a conservative approach to our
'Denny's Diner' reimaging program in an effort to develop the most cost
efficient model that will appeal to our current and future franchisees. We
have completed a lower cost reimage prototype, and during the quarter we
reimaged three units utilizing this lower cost design with five additional
units completed to date.

"We have also continued to make great strides in our diversity initiatives as
evidenced by FORTUNE magazine recently ranking Advantica No. 1 in its annual
survey of 'America's 50 Best Companies for Minorities'. Diversity and
inclusion are an integral part of our culture today, and we are committed to
continuing our efforts in being a truly diverse company," Adamson concluded.
The Company reported a loss from continuing operations for the quarter of
$11.3 million, or $0.28 per common share, compared with last year's second
quarter loss of $30.3 million, or $0.76 per share. This year's quarter
includes amortization of excess reorganization value of approximately $10.6
million, or $0.26 per share, compared with $22.1 million or $0.55 per share in
last year's quarter. This amortization is a noncash charge related to the
implementation of fresh start reporting required upon the Company's emergence
from bankruptcy in January 1998.

Due to the significant noncash depreciation and amortization charges related
to fresh start reporting, the Company reports EBITDA as a measure of financial
performance. The fresh start reporting amortization will discontinue on the
fifth anniversary of the Company's emergence from bankruptcy reorganization in
January 1998.

                            Year-to-Date Results

Systemwide sales from continuing operations for the two quarters ending June
28, 2000 increased over four percent to $1.09 billion compared with $1.04
billion in the prior year period. This increase is attributable to continued
growth in the Denny's brand which has added 31 restaurants since the same
period last year.

Revenue from continuing operations declined to $581 million versus $596
million in the prior year period. Same-store sales growth at Denny's was
offset by a lower number of company-owned stores attributable to its
refranchising effort. The Company reported an increase in EBITDA from
continuing operations for the year-to-date period to $77.1 million compared
with $64.9 million in the prior year period. The increase was principally
attributable to gains from the refranchising of company-owned Denny's units.
Revenue at Coco's and Carrows, which have been reclassified as discontinued
operations, declined to $189 million year-to-date from $194 million in the
prior year period, resulting from decreases in same-store sales at Carrows and
in the number of company-owned restaurants at both brands. EBITDA at Coco's
and Carrows decreased to $19.6 million versus $20.4 million in the prior year
period.

                               Concept Results

During the second quarter, Denny's same-store sales for company-owned
restaurants increased 0.6 percent while franchised units declined 0.7 percent.
Denny's EBITDA improved to $54.2 million from $46.3 million in the prior year
quarter. The increase in EBITDA was primarily attributable to higher gains on
refranchising, offset by lower operating margins. Higher operating costs as a
percentage of sales were attributable to increased payroll and benefits costs,
higher commodity costs as well as increased advertising expenses, partially
offset by reduced general and administrative expenses. Franchise and licensing
revenue increased over 20 percent to $17.5 million compared with $14.5 million
in the prior year quarter, while franchise operating income increased
approximately 42 percent to $9.1 million from $6.4 million in last year's
quarter. This favorable comparison is primarily attributable to an 81-unit
increase in franchised and licensed units year over year, which is net of 50
units reaquired from a franchisee during the second quarter. The Denny's
system opened 20 new restaurants during the quarter resulting in a total of 32
restaurants opened year-to-date and increasing the total system to 1,793
restaurants.

Coco's second quarter EBITDA declined to $6.3 million from $7.4 million in the
prior year quarter. The decrease in EBITDA primarily resulted from a 3.0
percent decline in company-owned same-store sales.

Carrows' second quarter EBITDA decreased to $4.5 million from $5.1 million in
the prior year quarter. The decrease in EBITDA primarily resulted from a 2.9
percent decline in company-owned same-store sales.

Advantica Restaurant Group, Inc. is one of the largest restaurant companies in
the United States, operating over 2,400 moderately-priced restaurants in the
mid-scale dining segment. Advantica owns and operates the Denny's, Coco's and
Carrows restaurant brands. Advantica news releases, links to SEC filings and
other financial information are available on its corporate web site at
http:\\www.advantica-dine.com.


ALYN CORP: Light Metal Manufacturer Sends 32 of 36 Employees Home
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The Orange County Register reports that Alyn Corp., which filed for Chapter 7
in Santa Ana last week, sent home 32 of its 36 employees.  As reported in
yesterday's edition of the TCR, the 10-year-old Irvine, California, company
listed assets of $22.3 million and debts of $10.6 million. Marshack, Shulman,
Hodges & Friedman, LLP represents the Company.  Alyn Corp. manufactures a
metal alloy considered stronger than steel and lighter than aluminum called
Boralyn.  That alloy can be applied in nuclear, aerospace, computer hardware,
aerospace, automotive and sporting goods industries.


AMERICAN ECO: Case Summary and 9 Largest Unsecured Creditors
------------------------------------------------------------
Debtor:  American Eco Holding Corporation
          11011 Jones Road
          Houston, TX 77070

Type of Business:  Holding company for various wholly owned direct and
                    indirect subsidiaries engaged in industrial
                    outsourcing, construction and environmental
                    services businesses.

Chapter 11 Petition Date:  August 4, 2000

Court:  District of Delaware

Bankruptcy Case No: 00-03253

Debtor's Counsel:  Michael s. Etkin, Esq.
                    Lowenstein Sandler PC
                    65 Livingston Avenue
                    Roseland, New Jersey 07068
                    (973) 597-2500

Total Assets:  $ 233,414,112
Total Debts :  $ 195,873,281

9 Largest Unsecured Creditors

State Street Bank
  and Trust Company
Goodwin Square
225 Asylum Street         
Hartford, CT 06103         Indenture Trustee
Tel:(860) 244-1800          for Senior Notes      $ 117,000,000

Dreyfus Corporation
200 Park Avenue
New York, NY 10166
Tel:(212) 922-7070         Bondholder              $ 20,750,645

Mitchell Hutchins
  Asset Management
51 West 52nd Street
New York, NY 10019-6114
Tel:(212) 713-2000         Bondholder              $ 12,495,000

Putnam Investments
One Post Office Circle
Boston, MA 02109           Bondholder              $ 10,500,000

Grace Brothers, Ltd.
1560 Sherman Avenue
Suite 900
Evanston, IL 60201
Tel:(847) 733-1230         Bondholder               $ 9,400,000

Pacholder Associates, Inc.
8044 Montgomery Road
Suite 480
Cincinnati, OH 45236
Tel:(513) 985-3200         Bondholder               $ 6,500,000
  
MBIA
113 King Street
Armonk, NY 10504
Tel:(914) 765-3000         Bondholder               $ 3,300,000

Kayne Anderson
1800 Avenue of the
  Stars, 2nd Floor
Los Angeles, CA 90067
Tel:(310) 712-9211         Bondholder               $ 2,200,000

Commonwealth Advisors
247 Florida Street
Baton Rouge, LA 70801
Tel:(225) 343-9342         Bondholder                 $ 500,000


AMERICAN PAD: Williamhouse Division Assets Can Be Yours . . . for $117 Million
------------------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an order on
July 28, 2000, approving Sale Procedures for the sale of the assets of the
American Pad & Paper's Williamhouse Division.  An auction, if necessary, to
obtain the highest and best price for the Williamhouse assets shall be held at
10:00 AM on August 24, 2000 at the offices of Richards, Layton & Finger, One
Rodney Square, Eighth Floor, Wilmington, DE.  The initial purchase price
offered by any Competing Bidder must have a fair market value of at least the
sum of the Purchase Price (deemed, for purposes of the Initial Competing Bid
Amount only, to be equal to $111,363,000 in cash), the Expense Reimbursement
(deemed, for purposes of the Initial Competing Bid Amount, to be $1.5
million), the Topping Fee ($3,341,000) and $1 million (together, the "Initial
Competing Bid Amount").


AMERICAN PAD: Agrees to Sell Ampad & Continuous Forms Divisions for $67MM
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On August 2, 2000, American Pad & Paper Company announced it had signed a
definitive agreement to sell the assets of its Ampad and Continuous Forms
divisions to Pad and Paper of America LLC, an affiliate of American Tissue
Inc., for $67,115,000.  

Conor Reilly, Esq., at Gibson, Dunn & Crutcher LLP, represents American Pad in
the sale process, and Nicholas J. Kaiser, Esq., at Mandel Resnik & Kaiser
P.C., represents the Buyer.

The sale is subject to higher and better offers, in an auction setting, if
necessary.  In the event that Pad and Paper's bid is topped by a third-party,
the Buyer is entitled to receive a $500,000 Break-Up Fee.  


AMERICAN SKIING: Finalizes Loan Agreements, with Oak Hill Shouldering the Risk
------------------------------------------------------------------------------
American Skiing Company completed the syndication and closing of a $75 million
financing for its real estate development subsidiary, American Skiing Company
Resort Properties, Inc.  The financing includes a syndicated facility which
was increased in principal amount to $73 million, from the previous $58
million facility.  The $73 million facility is comprised of three tranches,
each with separate maturity dates and interest rates.

Fleet National Bank continues to serve as the Agent.  The participants include
the Eiger Fund, of Dallas, Texas, Eaton Vance of Boston, Massachusetts, and
Oak Hill Capital Partners, L.P.  Oak Hill purchased the $13 million Tranche C
of the facility.

In addition to the Tranche C purchase, the company expects to issue
warrants to Oak Hill for approximately 6,000,000 shares of American Skiing
Company stock with an exercise price of $2.50 per share. The purchase
price of the warrants will be $2 million and the issuance is subject to
receipt of certain necessary approvals. In addition, the existing
Stockholders' Agreement among the company, Oak Hill and Leslie B. Otten has
been amended to waive certain standstill provisions and to provide Oak Hill
with the right to appoint a majority of the members of the company's Board
of Directors, with Mr. Otten continuing as Chairman of the Board and Chief
Executive Officer.

"The expansion and syndication of this financing further stabilizes our
real estate division's capital structure and positions the company to
continue its strategy of developing its extensive slope-side real estate
holdings," said Leslie B. Otten.

Headquartered in Newry, ME, American Skiing Company is the largest operator
of alpine ski, snowboard and golf resorts in the United States. Its resorts
include Steamboat in Colorado; Killington, Mount Snow and Sugarbush in
Vermont; Sunday River and Sugarloaf/USA in Maine; Attitash Bear Peak in New
Hampshire; The Canyons in Utah; and Heavenly in California/Nevada.


APPLE ORTHODONTIX: Asks for Extension of 365(d)(4) Deadline to October 25
-------------------------------------------------------------------------
Apple Orthodontix, Inc., filed a motion for entry of a court order extending
the time within which it must decide whether to assume, assume and assign or
reject its unexpired leases of nonresidential real property pursuant to
Section 365(d)(4) of the Bankruptcy Code.

If the motion is granted, the debtor's third extension period will run
through and including October 25, 2000.

Apple tells the Bankruptcy Court that it has been unable to complete its
assessment of the value or marketability of the unexpired leases and make a
determination with respect to which unexpired leases should be assumed, and
which, if any, should be rejected.  Since the Petition Date, the debtor has
rejected five leases, assumed and assigned two leases and has negotiated with
its sublessor for a new sublease for its corporate headquarters. The debtor
requests that the court enter an order extending the time in which the debtor
may assume or reject the unexpired leases for 60 days through and including
October 25, 2000.

The debtor has also been taking steps to stabilize its business operations.
Since the Petition Date the debtor has entered into a DIP Credit and Guaranty
Agreement with the Lenders for its operating expenses and working capital
needs, and after a series of intensive and heated negotiations over the terms
of the order and carve-outs to be provided to professionals, the court
entered the final financing order on July 12, 2000.

The debtor's management has spent a significant amount of time orchestrating
the sale of a substantial portion of the asset to Orthodontic Centers of
America, Inc.  

The agreement provided for a purchase price of such assets of $19,924,892.
The court approved the sale on June 1, 2000. Once an agreement was reached
with OCA, debtor's management and OCA then commenced negotiations with each
of the Affiliated Practices with respect to affiliation with OCA and the
purchase of the assets of that practice. Some negotiations are ongoing. To
date, affiliated practices representing approximately $1.9 million payable to
the estate have agreed to affiliate with OCA. For those practices that do
not wish to affiliate with OCA, the debtor has been negotiating for a buyout
of the affiliated practice's obligations under the Service Agreement and a
purchase of the Affiliated Practice's assets from the debtor. These
negotiations have resulted in settlement agreements for twelve practices
already approved by the court, aggregating approximately $4.36 million in
proceeds paid or payable to the debtor's estate.

The debtor is presently pursuing a reorganization plan that includes
approximately 12 of the Affiliated Practices. The debtor has commenced
negotiating the terms of such a plan with the Lenders and has kept the
Committees advised of its progress.

Apple's exclusive period during which to file a plan of reorganization
currently runs through September 25, 2000.


BIRMINGHAM STEEL: Appoints Jerry Nelson New General Sales Manager
-----------------------------------------------------------------
Birmingham Steel Corporation (NYSE:BIR) announced that Jerry Nelson, age 39,
has been appointed General Sales Manager for its Cartersville, Georgia,
facility. For the past eight years, Nelson worked for Nucor Corporation, most
recently as sales manager for Nucor's facility in Berkley, South Carolina.

Previously, Nelson served as sales manager at Nucor's facility in Darlington,
South Carolina, where his responsibilities included sales and marketing of
cold finished, light structural merchant and SBQ (special bar quality) steel
products. Nelson was also involved with the successful start-up of Nucor's
Berkley operation. He began his career with LTV Steel Corporation and also
worked for five years with Bethlehem Steel Corporation. Nelson is a 1983
graduate of Allegheny College.

John D. Correnti, Chairman and Chief Executive Officer of Birmingham Steel,
commented, "We are pleased to have someone with the Jerry's credentials and
experience join our organization. His leadership skills, as well as his past
association and expertise with start-up operations, will be extremely valuable
as we seek to build and grow the customer base for mid-section merchant
products from our new Cartersville operation. I am confident Jerry will be an
excellent addition to the Birmingham Steel management team."

Correnti also announced realignment of the Company's sales management
responsibilities. Effective immediately, Mike Wagner, who currently serves as
Vice President - General Sales Manager for Birmingham Steel's SBQ operations,
will assume the additional responsibility for Birmingham Steel's merchant
product sales nationwide. Bob Wilson, who currently serves as Vice President -
Sales, will be responsible for all of Birmingham Steel's rebar sales.

Correnti commented, "We are realigning the management of our sales
organization in order to improve our competitive position and to better serve
our customers. We believe the new sales structure will allow Birmingham Steel
to be more responsive to changes in the marketplace and enable us to continue
to grow and expand market share."

Birmingham Steel operates in the mini-mill sector of the steel industry and
conducts operations at facilities located across the United States. The common
stock of Birmingham Steel is traded on the New York Stock Exchange under the
symbol "BIR."


BREED TECHNOLOGIES: Harvard Industries Says Federal Filings Report is False
---------------------------------------------------------------------------
Harvard Industries, Inc. (NASDAQ: HAVA) said that a newswire report claiming
Harvard had dropped its bid for Breed Technologies is false.  In fact, the
Company said, its due diligence and financing efforts are proceeding
satisfactorily and Harvard expects to conclude the transaction on schedule.  
The false report, Harvard says, was transmitted via Federal Filings, the Dow
Jones & Company unit that publishes the Daily Bankruptcy Review.

According to Roger Pollazzi, Chairman and Chief Executive Officer of Harvard,
"We firmly believe that the combination of Breed and Harvard will produce
great benefit for our customers, suppliers, employees and shareholders. The
two companies bring many complementary strengths to the merger. Our intent is
to harmonize these capabilities to create a technically superior, world class
organization."

Harvard Industries, Inc. designs, develops, and manufactures a broad range of
components for OEM manufacturers and the automotive aftermarket, as well as
aerospace and industrial and construction equipment applications worldwide.
The Company has approximately 2,500 employees at 10 plants in the United
States and Canada.


CALECA USA: Wants More Time, to Sept. 30, to Decide About Lease Dispositions
----------------------------------------------------------------------------
The Honorable Richard L. Bohanon, U.S. Bankruptcy Judge for the Southern
District of New York will convene a hearing on August 10 on the application of
Caleca USA Corp. for entry of an order extending the Company's time to assume
or reject its non-residential real property leases.

The debtor seeks an extension of its time to assume or reject the leases
through the earlier of confirmation of the debtor's plan or September 30,
2000.

Although the debtor expects to confirm its plan prior to September 30,
Ambiente Design, the entity that will fund the plan in exchange for a 100%
ownership interest in the reorganized debtor, has not yet obtained certain
approvals from the Italian government, which could delay confirmation of the
plan.

The debtor's leases cover its showroom in the US and the entire manufacturing
and administrative operations of the debtor. The debtor has continued to
increase sales, and even if the plan is not confirmed, the leases may still
represent a valuable asset of the debtor's estate.


CARMIKE CINEMAS: Motion Picture Exhibitor Commences Chapter 11 Restructuring
----------------------------------------------------------------------------
Carmike Cinemas, Inc. (NYSE: CKE) announced that the Company and its
subsidiaries have filed voluntary petitions to reorganize their business under
chapter 11 of the U.S. Bankruptcy Code. The filings were made in the United
States Bankruptcy Court for the District of Delaware.

Michael W. Patrick, Carmike's President and Chief Executive Officer, stated,
"After careful consideration and analysis of our current circumstances and the
state of our industry, we determined that chapter 11 provides the most
expeditious means to achieve a successful financial and operational
restructuring of our business. Our focus is on preserving our assets and
improving our operational strength during this difficult period for our
industry, so that we can emerge as a stronger and healthier company."
Mr. Patrick said he expects that the Company will receive the support of its
customers, employees, suppliers and vendors during the reorganization process
and that business should continue as usual. "While a dramatic step, chapter 11
should allow us to develop and implement a comprehensive business plan in a
timely and orderly manner, without the uncertainties and delays we have faced
in dealing with creditors," he noted. The Company has been taking a number of
actions to ensure its financial viability during the economic downturn in the
exhibition industry, including the elimination of new movie theatre
development, curtailment of renovation and expansion of existing theatres,
increased management control over expenditures, aggressive marketing of
surplus assets and evaluations of capital sources and debt restructurings.

Carmike Cinemas, Inc. is the nation's third largest motion picture exhibitor
in terms of the number of screens operated. Carmike currently operates 2,815
screens at 439 locations in 36 states. Carmike focuses on small to mid-sized
communities across the United States with populations ranging from 7,000 to
500,000.


CIVICZONE.COM: Bid4Assets.com Selling Assets of Defunct Website
---------------------------------------------------------------
Bid4Assets.com, an online marketplace for buying and selling high-value,
distressed assets, announced yesterday that it will auction the remaining
assets of Civiczone.com.  Civiczone.com recently filed a chapter 7 petition in
the Northern District of Virginia.  The assets available for auction include
domain names, computer equipment, software, printers and office equipment.  
This is believed to be the first time an Internet auction site will be
utilized to liquidate the assets of a failed Internet company. "Bid4Assets.com
came highly recommended from members of the bankruptcy community for its
ability to sell assets quickly, its understanding of the Internet and its
ability to offer pre- to post-sale services," said Andria McClellan, CEO of
Civiczone.  Civiczone.com, an Alexandria, Va.-based company, used wireless
technology to connect local public sector organizations to the community and
to their constituents. It attributes its failure to a lack of funding and poor
market timing as it tried to transition from a business-to-consumer-oriented
Web site to business-to-business. (American Bankruptcy Institute 08-Aug-2000)


CONSECO, INC: Moody's Downgrades Senior Debt Ratings From Ba3 To B1
-------------------------------------------------------------------
Moody's Investors Service has downgraded the credit ratings of Conseco, Inc.
and certain affiliates (senior debt rating to B1 from Ba3).  The ratings
remain on review for possible downgrade.

Moody's said that its rating action principally reflects the view that
Conseco's ability to meet its principal, interest and dividend payments on
outstanding obligations over the near-term depends largely on Conseco reaching
a satisfactory agreement with its bank lenders and the liquidation of non-core
assets -- the ultimate values of which are uncertain.

The rating agency stated that it expects Conseco's financial flexibility will
narrow further over the next twelve months because distributable cash flows
from insurance subsidiaries and finance operations alone may be insufficient
to meet debt service requirements. While Moody's expects that the company and
its bank lenders will reach a satisfactory agreement, the ultimate details of
such an agreement and the effects on Conseco's operations remain uncertain.
  
The rating agency said that the difficulty of selling finance company
businesses in recent months and, in particular, the principal operating
divisions of Conseco Finance has reduced Conseco's alternatives to meet its
obligations over the near-term.
  
Moody's said that the review will focus on Conseco's ability to make progress
in reducing its aggregate financial leverage and on the ability of its
operating subsidiaries to generate healthy cash flow coverage of debt service
requirements.

The following existing ratings for Conseco and its affiliates were downgraded
and placed under review for possible downgrade:

    *Conseco, Inc. -- senior debt rating to B1 from Ba3;
                   -- prospective senior debt shelf rating to (P) B1 from (P)                   
                         Ba3;
                   -- senior subordinated debt shelf rating to (P) B3 from (P)               
                         B1;
                   -- junior subordinated debt shelf rating to (P) Caa2 from    
                         (P) B3;
                   -- subordinated deferrable debenture rating to B3 from B1;
                   -- junior subordinated deferrable debenture rating to Caa2
                         from B3;
                   -- preferred stock rating to "caa" from "b3";
                   -- prospective preferred stock shelf rating to (P) "caa"
                         from (P) "b3";
                   -- and prospective noncumulative preferred stock shelf
                         rating to (P) "ca" from (P) "caa";

    *Conseco Financing Trusts I, II, III, IV, V, VI, and VII
                   -- preferred stock ratings to "caa" from "b3";

    *Conseco Financing Trusts IV,V,VI, VII, VIII, VII, IX and X
                   -- prospective preferred stock shelf ratings to (P) "caa"
                         from (P) "b3".

    *Conseco Annuity Assurance Company -- insurance financial strength rating  
                                            to Ba1 from Baa3;

    *Bankers Life and Casualty Company -- insurance financial strength rating
                                            to Baa3 from Baa2;

    *Conseco Variable Insurance Company -- insurance financial strength rating
                                             to Ba1 from Baa3;

    *Conseco Senior Health Insurance Company -- insurance financial strength
                                                  rating to Ba1 from Baa3;

    *Conseco Health Insurance Company -- insurance financial strength rating
                                           to Ba1 from Baa3;

    *Conseco Direct Life Insurance Company -- insurance financial strength
                                                rating to Ba1 from Baa3;

    *Conseco Life Insurance Company -- insurance financial strength rating to
                                         Ba1 from Baa3;

    *Washington National Insurance Company -- insurance financial strength
                                                rating to Ba1 from Baa3.

The followings ratings of Conseco Finance were downgraded and placed under
review for possible downgrade:

    *Conseco Finance Corp. -- senior debt rating to B1 from Ba3;
                           -- prospective senior debt shelf rating to (P) B1  
                                 from (P) Ba3;
                           -- senior subordinated debt rating to B3 from B1;
                           -- prospective senior subordinated debt shelf
                                 rating to (P) B3 from (P) B1;
                           -- prospective cumulative preferred stock shelf
                                 rating to (P) "caa" from (P) "b3";
                           -- prospective noncumulative preferred stock shelf
                                 rating to (P) "ca" from (P) "caa";
                           -- the company's short-term debt rating for
                                 commercial paper was confirmed at Not Prime.

    *GT Capital Trusts I, II, III, and IV -- preferred shelf ratings to (P)
                                               "caa" from (P) "b3"

Conseco [NYSE: CNC] is a specialized financial services holding company which,
through its subsidiaries, operates in two major lines of business, insurance
and fee based operations through its life and health insurance companies, and
finance operations primarily through Conseco Finance. As of June 30, 2000, the
company reported consolidated GAAP assets of $58 billion and shareholders'
equity of $4.9 billion.  Conseco is headquartered in Carmel, Indiana, USA.


CORAM HEALTHCARE: Home Infusion Therapy Provider Files for Chapter 11 Relief
----------------------------------------------------------------------------
Reuters reports that Coram Healthcare and its subsidiary Coram Inc. filed a
voluntary Chapter 11 bankruptcy petition in the U.S. Bankruptcy Court for the
District of Delaware in order to restructure the company's debt while
continuing operations with its other subsidiaries and branch offices.  

Restructuring its debt had been necessary because of Coram's inadequate level
of balance sheet equity and its ability to comply with the physician ownership
and referral provisions of the Omnibus Budget Reconciliation Act of 1993 was
affected, Reuters said.  The Denver-based company's public shareholders would
not be able reclaim any funds while the debt holders' $71 million forgiven
debt would be converted into an equity, according to the restructuring plan.  
The forgiven debt would lower the principal debt obligation to $180 million.

A newswire report circulated via PacificZone reports that Daniel Crowley,
chairman, president, and CEO of Coram stated,  "Over the years, Coram's
patients, referral sources and suppliers have been very pleased with the
quality of our services, but some have expressed concern about the company's
indebtedness and related poor financial performance. We respectfully hope that
they will now support us as we take this important step that will address
those concerns and create a stronger company to better serve them. We have
taken every precaution to see that patient services and payments to our
employees and suppliers will not be interrupted during this process."


COSTILLA ENERGY: Texas Court Approves Company's Disclosure Statement
--------------------------------------------------------------------
On July 20, 2000, the U.S. Bankruptcy Court for the Western District of Texas,
Midland Division, entered an order approving the Disclosure Statement of
Costilla Energy, Inc.

The court set September 14, 2000 as the date for a hearing on confirmation of
Costilla's plan and to consider any objections to the plan. The Confirmation
Hearing will be held at the US bankruptcy Court, Western District of Texas,
San Antonio Division, US Post Office Building, 615 E. Houston St., Courtroom
#3, San Antonio, Texas.

Costilla is represented by Henry Kaim, Esq., at Sheinfeld, Maley & Kay, PC, in
Houstin.  Harry A. Perrin, Esq., at Weil, Gotshal & Manges, LLP, in Houston
serves as counsel to the Creditors' Committee.  

Substantially all of the oil and gas assets of Costilla were sold on June 15,
2000 to Louis Dreyfus Natural Gas Corp. The plan contemplates that all of
the remaining assets of the debtor will be placed in a Trust, to be liquidated
and distributed by a plan trustee.


DELTA FINANCIAL: Announces $3,500,000 Second Quarter Loss
---------------------------------------------------------
Delta Financial Corporation (NYSE: DFC) announced its results for the second
quarter ended June 30, 2000.  Delta reported a net loss of $3.5 million for
the quarter ended June 30, 2000.  This compares to net income of $2.2 million
reported for the quarter ended June 30, 1999.  For the six months ended June
30, 2000, Delta reported a net loss of $1.7 million, compared to net income of
$8.0 million for the six months ended June 30, 1999.

The net loss for the second quarter ended June 30, 2000 was primarily the
result of a lower gross margin on the Company's most recent securitization due
to the recent increase in short-term interest rates. Reflecting the
uncertainty surrounding the magnitude of potential interest rate increases by
the Federal Reserve, asset-backed investors demanded wider spreads over
treasuries than we have historically experienced on newly issued asset-backed
securities. In addition, during the recent period of sharply rising interest
rates (prompted by concerns that the Federal Reserve would raise short-term
interest rates, which it eventually did), the Company, like most subprime
lending institutions, was unable to raise interest rates on new originations
fast enough to offset its increased funding costs.

The increase in short-term rates also had an adverse impact on the Company's
residual valuation, which had a mark-to-market adjustment to reflect the
higher cost of funds on its residual assets backed by floating rate
securities.

In response to the rising interest rate environment, the Company increased the
interest rates on its new mortgage originations by approximately 0.50% in the
second quarter. The impact of these increases is not expected to become
evident until the third quarter of 2000 when the Company's weighted average
coupon is expected to be higher than it was in the second quarter, which
should help increase gross margins for the third quarter.

Hugh Miller, President and Chief Executive Officer commented, "While we are
not pleased with the Company's results for the second quarter, which was
primarily impacted by Federal Reserve interest rate increases during the
second quarter, we expect our recently announced successful debt restructuring
and expense reduction initiatives to help improve our profitability and reduce
our negative cash flow from operations on a go-forward basis."

Loan originations for the second quarter of 2000 were $264 million compared to
$287 million reported in the first quarter of 2000. Given the current mortgage
banking environment and the Company's recently announced restructuring, the
Company anticipates loan originations to be approximately in the low to mid
$200 million range over the next few quarters. The Company's recently
announced strategy to streamline its operations is in response to a shift in
industry dynamics, in which total loan production is expected to be lower
industry-wide offset by the expectation that loans will remain on the books
for a longer period of time.

For the second quarter of 2000, broker and retail originations represented 63%
and 27% of total production, respectively. These percentages are up from 60%
and 25%, respectively, for the first quarter of 2000. Correspondent purchases
represented only 10% of total production in the second quarter compared to 15%
in the first quarter. The decrease reflects the winding down of the Company's
correspondent division, which the Company previously announced it had closed
on July 1, 2000. The Company closed it correspondent division because the cash
flow and profitability from correspondent purchases are less favorable than
broker and retail originations.

During the second quarter, the Company completed a $275 million
securitization, which was similar in structure to its five previous
securitizations. The Company utilized a senior subordinate structure, which
included a surety wrap credit enhancement on the AAA rated securities. In
addition, the Company completed its second quarter securitization on a
servicing-released basis in exchange for a cash premium.

The Company's loan servicing portfolio increased to $3.8 billion at June 30,
2000 from $3.7 billion at March 31, 2000. As expected, due to seasonally lower
delinquencies in the first quarter of 2000, loans delinquent 30 to 59 days
increased to 5.5% of the loan servicing portfolio at June 30, 2000 compared to
5.2% at March 31, 2000. For the same reason, loans delinquent 60 days or more
increased to 4.1% of the loan servicing portfolio at June 30, 2000 compared to
3.5% at March 31, 2000. All delinquency statistics are reported on a purely
contractual basis. Loans in foreclosure decreased to 5.0% of the loan
servicing portfolio at June 30, 2000 compared to 5.1% at March 31, 2000.
Annualized charge-offs as a percentage of the average servicing portfolio
increased to 0.69% for the quarter ended June 30, 2000 compared to 0.49% for
the quarter ended March 31, 2000.

"The increase in the 30 - 59 day and 60 plus day delinquencies in the second
quarter of 2000 is not unexpected when compared to the first quarter of 2000
as first quarter delinquencies are seasonally lower than the rest of the
year," said Mr. Miller. "In addition, we continue to see further portfolio
seasoning. The decrease in foreclosures is the result of the continued success
of our loss mitigation team. For the past several quarters we had expected
losses to increase due to further portfolio seasoning and slower prepayment
speeds. This is the first quarter, however, that we experienced the expected
increase in losses. Our losses continue to remain well within our
assumptions."

Mr. Miller continued, "We continue to be faced with a challenging market
environment. However, we have faced significant challenges in the past during
our 18 years in business and each time we have managed to overcome them. The
steps we have recently taken to reduce costs, improve profitability and
increase our liquidity were aimed at helping us to once again weather the
storm. We continue to manage the business with an eye toward the long-term,
and we believe that has played a major role in our past success."

Founded in 1982, Delta Financial Corporation is a Woodbury, NY-based specialty
consumer finance company engaged in originating, acquiring, selling and
servicing non-conforming home equity loans. Delta's loans are primarily
secured by first mortgages on one- to four-family residential properties. The
Company originates home equity loans primarily in 27 states. Loans are
originated through a network of approximately 1,500 brokers and the Company's
Fidelity Mortgage retail offices. Prior to July 1, 2000, loans were also
purchased through a network of approximately 120 correspondents. Since 1991,
Delta Financial has sold approximately $6.2 billion of its mortgages through
26 AAA rated securitizations. At June 30, 2000, the Company's servicing
portfolio was approximately $3.8 billion.


DRKOOP.COM: Berman, DeValerio Adds Another Shareholder Suit to the Stack
------------------------------------------------------------------------
Another shareholder filed another lawsuit against Drkoop.com, Inc.
(NASDAQ:KOOP).  The latest one was filed in the United States District Court
for the Western District of Texas, Austin Division, by Berman, DeValerio &
Pease LLP.  The lawsuit, like many before it, seeks class action status and is
brought for violations of sections 10(b) and 20(a) of the Securities Exchange
Act of 1934. The class consists of all persons who purchased the common stock
of drkoop.com during the period February 15, 2000 through March 30, 2000.

The Class Action Complaints charge that drkoop.com failed to disclose, until
March 30, 2000, that it received a "going concern" qualification from its
auditors on February 15, 2000. Despite its auditor's concern about the
Company's continuing viability, drkoop.com issued a series of positives
statements regarding its financial results, without disclosing the existence
of the auditor's qualification.  Further, prior to disclosing the auditor's
going concern opinion, several insiders sold 411,000 shares of drkoop.com
stock for proceeds of over $4.5 million.  Following disclosure of the going
concern opinion in the Company's Form 10-K filed with the Securities and
Exchange Commission on March 30, 2000, the price of drkoop.com's stock fell
41% to close at $3 11/16.


DYNEGY INC.: Moody's Places Ratings Under Review For Possible Downgrade
-----------------------------------------------------------------------
New York, August 08, 2000 -- Moody's placed the ratings of Dynegy Inc. and its
subsidiaries under review for possible downgrade following the company's
announcement that it plans to acquire two electric generating plants north of
New York City for $903 million in cash. The transaction is subject to
regulatory approval and is expected to close in the first quarter of 2001.

In its review, Moody's will assess the impact of the transaction on Dynegy's
financial leverage, which might increase above management's target levels.
Dynegy plans to finance the acquisition with a combination of project finance
and corporate debt. Moody's will also examine the strategic benefits of the
acquisition to Dynegy's convergence business, the competitive environment
likely to be faced by the New York electric generating plants, and their cost
structure.

Ratings under review are:

    ** Dynegy Inc.'s Prime-3 rating for commercial paper;

    ** Dynegy Holdings' Baa2 senior unsecured debt rating and its Prime-2      
         rating for commercial paper;

    ** Illinova Corp.'s Baa3 senior unsecured debt rating;

    ** Illinois Power Company's Baa1 senior secured and Baa2 senior unsecured
         debt ratings, and its Prime-2 rating for commercial paper.

Headquartered in Houston, Texas, Dynegy Inc. is the parent of Dynegy Holdings
and Illinova Corp. Dynegy Holdings is a leading independent marketer of energy
products and services to customers located primarily in North America.
Dynegy's primary businesses are wholesale natural gas and power marketing and
trading, power generation, and natural gas liquids. Illinova Corp.'s principal
subsidiary is Illinois Power Company, an electric and gas transmission and
distribution company.


FACTORY CARD: Keycorp Leasing Agrees Claims are 40% Secured & 60% Unsecured
---------------------------------------------------------------------------
Keycorp Leasing financed Factory Card Outlet's purchase of certain point-of-
sale equipment located at, among other locations, all of its current stores in
21 states.  KeyCorp filed a proof of claim in the debtors' chapter 11 cases in
the amount of $1,189,214. The  parties have agreed that the claim shall be
reduced to $1,140,933 of which $485,193 shall be allowed as a secured claim
and $655,740 shall be allowed as a general unsecured claim.  KeyCorp shall be
paid in 30 equal monthly installments for the secured payments.  KeyCorp shall
retain its security interest in the Secured Equipment to secure the debtors'
obligations under the Agreements, as modified.


FREMONT GENERAL: Moody's Downgrades Senior Debt Rating to Ba3
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of Fremont General
Corporation (senior to Ba3 from Ba1) and its insurance operating subsidiaries
(financial strength to Ba1 from Baa1). These rating actions reflect Moody's
concern over continuing weakness in Fremont's workers compensation insurance
line of business. This follows Moody's January, 2000 rating downgrades and the
change in Moody's outlook for Fremont's ratings in May of this year. Following
these rating downgrades, Moody's will continue to review the ratings for
possible further downgrade.

Elaborating on its rating action, Moody's cited concern for potential reserve
development on Fremont's property/casualty insurance reserves. Increasingly,
the insurance industry is reporting adverse development on workers
compensation business, with California being a particular source of concern.
In addition to the well-publicized rate wars that took place in that state
throughout the latter part of the 1990s, evidence that loss cost trends have
been escalating in the past two years is just now beginning to fully emerge.
In addition to a material increase in the rate of medical inflation, many
workers compensation insurers are feeling the impact of a recent law change
that provides workers and their primary physicians more latitude in directing
health care. Moody's is concerned that these trends will continue to adversely
impact earnings and capital adequacy at Fremont's insurance subsidiaries.

The following rating actions have been taken:

    A) Fremont General Corporation
          i)   Senior unsecured debt and senior bank credit facility  
                downgraded to Ba3 from Ba1;
          ii)  Subordinated debt to B2 from Ba2;
          iii) Trust preferred securities to "b2" from "ba2";

    B) Fremont Indemnity Company - insurance financial strength to Ba1 from
          Baa1;

    C) Fremont Compensation Insurance Company - insurance financial strength                 
          to Ba1 from Baa1;

    D) Fremont Casualty Insurance Company - insurance financial strength to           
          Ba1 from Baa1;

    E) Fremont Industrial Indemnity Company - insurance financial strength to
          Ba1 from Baa1;
          
    F) Fremont Indemnity Company of the Northwest - insurance financial
          strength to Ba1 from Baa1;

    G) Fremont Employers Insurance Company - insurance financial strength to
          Ba1 from Baa1;

    H) Fremont Pacific Insurance Company - insurance financial strength to Ba1
          from Baa1;

In its continuing review, Moody's stated that it would seek to evaluate
Fremont's reserve adequacy, with particular emphasis on the likelihood that
the trends noted above could impact earnings and capital formation going
forward. Financial flexibility and liquidity at the holding company will be
additional considerations, as will an assessment of the profitability of the
company's current policy year workers compensation business. Fremont
Investment and Loan, which conducts the company's financial services lending
activities, has performed well in recent years and through the 1Q00. The
review will also focus on the future business prospects for that company, and
in particular on its capacity to provide needed funds to the holding company.

Fremont General, based in Santa Monica, California, is engaged through its
subsidiaries in underwriting workers' compensation insurance and in providing
various financial products on a nationwide basis. Through its wholly-owned
subsidiary Fremont Compensation Insurance Group, it is one of the nation's
largest underwriters of workers' compensation insurance. Fremont General's
financial services businesses' lending activities include provide residential
and commercial real estate lending, investing in senior and secured syndicated
loans, and insurance premium financing. Fremont General reported net income of
$9.5 million on total revenues of $393,000 for the first quarter of 2000.


FRUIT OF THE LOOM: Debtor Puts Value of Texas Fire & Police Services at Issue
-----------------------------------------------------------------------------
Fruit of the Loom owns and operates a textile plant outside the City of
Harlingen, Texas.  FTL and the City executed an Industrial District Agreement
stipulating that Harlingen provides police and fire protection, road
servicing, utility accessibility and refrain from annexation of the property
on which the plant is located.  Fruit of the Loom agrees to make annual
payments to Harlingen in lieu of taxes.

Fruit of the Loom, the City charges, failed to make postpetition payments
totaling $252,000 that were due date on April 1, 2000.  Meanwhile, Harlingen
complains, it continues to provide local government services to the plant at
its own expense.  The City moves the Court for an order compelling the Debtors
to pay this administrative expense.

The City's Motion, FTL counters, contains no facts showing that Fruit of the
Loom received any benefit from postpetition services.  Fruit of the Loom
argues that "the burden of proof is upon the party asserting an administrative
expense claim to show that its claim is entitled to administrative expense
priority," citing In re Smith Corona Corp., 201 B.R. 243, 245 (Bankr. D. Del.
1997).  Because the City has failed to meet its burden, the Debtors urge Judge
Walsh to deny the City's Motion.  (Fruit of the Loom Bankruptcy News, Issue
No. 9; Bankruptcy Creditors Service Inc., 609/392-0900)


GENESIS/MULTICARE: Motion To Maintain Cash Management Systems
-------------------------------------------------------------
Genesis Health Ventures, Inc., explains that, on a nightly basis, cash
receipts from each of its operating facilities are deposited at 50 local
banks.  Funds from those local bank accounts are then electronically swept
into a Concentration Account kept at Mellon Bank, N.A.  Those monies are then
downstreamed, as needed, to fund various disbursement accounts.

Payments received from Medicare are collected into the Concentration Account.
In those states in Medicaid funds may be transferred out of state, Medicaid
receipts are also collected in the Concentration Account. In states in which
Medicaid payments cannot be made out of the state, Medicaid payments are
transferred into a local depository account maintained in the name of the
respective Facility and then swept into the Concentration Account.

The Debtors seek the Court's authority to keep that system in place.

The Debtors explained that Genesis Health's Cash Management System has been in
place for years and is beneficial because it enables the Debtors to:

    (1) control corporate funds;

    (2) ensure the maximum availability of funds;

    (3) reduce borrowing and administrative costs by facilitating the movement
         of funds and the development of more timely and accurate cash balance
         information; and
   
    (4) reduce interest expenses.Moreover, creation of a new cash management
         system would be expensive, extremely difficult and extremely
         disruptive to the Debtors' operations.

Judge Walsh granted Genesis' Motion in all respects.

                                   * * *

The Multicare Companies, Inc., uses a similar centralized cash management
system.  Multicare deposits collections from their facilities into
approximately 120 Depository Accounts.

At the time of the motion, the Debtors are in the process of changing the bank
that maintains their dusbursement and concentration account from Summit Bank
to Mellon Bank, N.A. and accordingly have a concentration account maintained
at both banks.

All payables, other than certain wages, will be paid from the Mellon
Concentration Account. As the bank account transition is not yet complete,
approximately 30 of the Debtors' wholly-owned facilities are still processing
their payroll through the Summit Concentration Account and the Debtors'
approximately 70 remaining wholly-owned facilities are making payroll
disbursements from the Mellon Concentration Account.

Generally, funds that are collected from each of the Debtors' facilities are
deposited into each facility's respective Depository Account, wired into the
Summit Concentration Account and subsequently wired into the Mellon
Concentration Account. Funds deposited in Depository Accounts by the Debtors'
facilities are electronically swept into the Summit Concentration Account on a
daily basis, and a portion of such funds are subsequently transferred to two
payroll accounts which relate to 30 of the Debtors' non-transitioned
facilities. The remaining funds in the Summit Concentration Account are
subsequently wired to the Mellon Concentration Account, where they are
distributed to (i) an accounts payable account, (ii) two payroll accounts
(which relate to the Debtors' transitioned facilities), one for paper checks
and one for direct deposits, and (iii) "Imprest" accounts maintained for each
of the Debtors' facilities.

Certain of the payments received from Medicare and certain payments from
Medicaid are collected directly into the Summit Concentration Account. In
states in which Medicaid payments cannto be made out of the state, Medicaid
payments are first transferred to a local depository account maintained in the
name of Multicare and then swept into the Summit Concentration Account. From
the Summit Concentration Account, Medicare and Medicaid funds are swept into
the Mellon Concentration Account.

For similar reasons as with Genesis, the Multicare Debtors seek the Court's
authority to keep that system in place.

Judge Walsh granted MultiCare's Motion in all respects.  (Genesis/Multicare
Bankruptcy News, Issue No. 3; Bankruptcy Creditors Service Inc., 609/392-0900)


GLENOIT CORP: Textile and Rug Manufacturer Files for Bankruptcy Protection
--------------------------------------------------------------------------
Glenoit Corp., along with its affiliates Glenoit Universal Ltd., Glenoit
Assets Corp., American Pacific Enterprises, Ex-Cell Home Fashions Inc, Ex-Cell
of Bentonville Inc, Ex-Cell Linde of Carolina Inc., and Grand Avenue Corp.,
filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court in
Wilmington, Delaware.  The filing is under case number 00-3309 with Alston &
Bird LLP, led by Neal Batson, Matthew Levin and Mark Duedall; Young Conaway
Stargatt & Taylor LLP, led by Joel Waite and Pauline Morgan; and Kirkland &
Ellis LLP as Glenoit's counsel.

The company listed assets of $202.5 million and liabilities of $265.1 million.  
A $65 million debtor-in-possession fund under a DIP revolving credit agreement
with a group of lenders led by BNP Paribas would be conferred for the usage of
the manufacturer, according to the petition.


GLOBAL HEALTH: Moody's Lowers Ratings on $225 Million Senior Notes to C
-----------------------------------------------------------------------
Moody's Investors Service lowered the ratings of Global Health Sciences,
Inc.'s (Global Health) $225 million senior notes, due 2008, to C from Caa1.
The senior implied rating is C, the senior unsecured issuer rating is C, and
the rating outlook is negative.

The rating downgrade and negative outlook reflect that Global Health has
engaged financial and legal advisors in connection with a possible
restructuring of its debt, the company's continuing reliance on one customer
(Herbalife International, Inc.), the decline in sales to Herbalife from $42
million in the first quarter to about $20 million in the second quarter ended
June 30, 2000, the expiration of the supply contract with Herbalife in January
2001, the uncertainty about future sales to Herbalife, and the uncertain
future support of the financial community if problems persist. The ratings
also reflect the lack of liquidity of the company, the fact that the credit
facility is not in compliance with its financial covenants, the company's very
high leverage, and its weak balance sheet (including negative book equity, and
a high level of intangibles created by the 1998 leveraged recapitalization
that involved significant cash payments to the principal shareholders).
Moreover, the company does not own assets that would provide an alternate
source of repayment of the senior notes in distress because the company does
not own the majority of the formularies for the products it manufactures, it
does not own patents, and it owns only nominal fixed assets.
  
The C rating of the $225 million senior notes also takes into account that the
notes are effectively subordinated to the $41 million senior secured credit
facility to the extent of the value of the collateral that consists of
substantially all assets, and considers possible future goodwill write downs
because the value of the intangibles (which comprised about 60% of total
assets as of 3/31/00) may not be supported in the future by adequate revenues
and earnings, particularly if Herbalife revenues are permanently reduced.

As of 3/31/00, LTM Debt/EBITDA was 5.8 times, Debt/ Book Capitalization was
165%, EBIT/Interest was .3 times, and EBITA/Interest was 1.4 times, and
EBITDA-Capex/Interest was 1.1 times.

Global Health Sciences, Inc., headquartered in Orange, California, is a
manufacturer of dietary and nutritional supplements.


HARNISCHFEGER INDUSTRIES: Stipulation Among Atchison, Primecast & Beloit
------------------------------------------------------------------------
Atchison Casting Corporation and its wholly-owned subsidiary PrimeCast, Inc.
supplies pattern storage, management and retrieval services, to Beloit
Corporation.

    I. Pursuant to an Asset Purchase Agreement with ACC and PrimeCast, Beloit
        is obligated to pay ACC and PrimeCast:

       (1) a fixed annual fee of $650,000 for pattern storage, management and
            retrieval cervices beginning July 1, 1997 for three years, until
            June 30, 2000;

       (2) an annual fee of $30,000 for pattern scrapping services completed
            during the Storage Period;

       (3) an annual cost reduction rebate based upon the reduction of the
            aggregate purchase price of all castings and the pension expense
            paid by PrimeCast during the preceding twelve month period.

    II. Pursuant to the Supply Agreement, ACC is obligated to manufacture and
         Beloit is obligated to purchase from ACC certain gray and ductile
         iron, stainless steel and non-ferrous castings.

Subsequent to Beloit's assumption of the APA and the Supply Agreement,
Atchinson Casting Corporation, and PrimeCase filed a Motion seeking Allowance
and Immediate Payment of Administrative Expense Claim for the amount of
$1,382,072.

        To resolve the issue, the parties agree that:

        (1) Beloit will pay ACC and PrimeCast $1,000,000 to satisfy all mounts
             owed;

        (2) If Beloit sold such Castings , ACC and/or PrimeCast will easonably
             cooperate with the prospective purchaser;

        (3) The parties will mutually release each other of further claims or
             obligations with respect to the matter.

Judge Walsh approved a Stipulation memorializing this agreement in all
respects.  (Harnischfeger Bankruptcy News, Issue No. 25; Bankruptcy Creditors
Service Inc., 609/392-0900)


INTEGRATED HEALTH: Seeks Okay To Surrender Kansas Nursing Home to Landlord
--------------------------------------------------------------------------
Inegrated Health Services, Inc., IHS Acquisition XXV, Inc., sought and
obtained Bankruptcy Court approval of an agreement among IHS, XXV and Mapleton
Enterprises d/b/a Holmesdale Nursing and Rehabilitation Center providing for:

    (i)   rejection of the lease covering real property at 8039 Holmes, Kansas
           City, Missouri as of June 30, 2000;

    (ii)  a smooth transition of the operation of the Facility from XXV to
           Mapleton;

    (iii) notification of the relevant State agency of the change of operator;

    (iv)  liquidation of Mapleton's administrative claim for post-petition and
           real estate taxes.

The Debtors tell Judge Walrath that the Facility is losing money and is
projected to continue to lose. The June report shows a loss through March of
about $67,000 and a projected loss for the year of about $429,000. Moreover,
the Facility is presently operating under provisional or temporary licenses
which expire on June 30, 2000 and it does not appear that the Debtors will be
able to operate the Facility past that date.

The Agreement provides for an orderly restoration of the Facility to the
Mapleton landlord without the deleterious effects upon the residents of the
facility, and without serious financial burdens upon the Debtors to ameliorate
those effects. (Integrated Health Bankruptcy News, Issue No. 6; Bankruptcy
Creditors' Service Inc., 609/392-0900)


J&L STRUCTURAL: Judge McCullough Approves Steel Company's Financing Plan
------------------------------------------------------------------------
An article from Information Access Company states that a bankruptcy judge
approved the financing package which will allow J&L Structural Steel, Inc., to
continue operating during Chapter 11.  U.S. Bankruptcy Court Judge Bruce
McCullough approved the steel company's financing plan arranged by Congress
Financial.  

J&L Structural filed for bankruptcy protection under Chapter 11 in June 30,
reporting $71.8 million debts and $68 million in assets.  The steel firm
produces lightweight steel structural sections at three facilities in Beaver
County, Pennsylvania.  


KCS ENERGY: Creditors' Committee's Initial Objections to Disclosure Statement
-----------------------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the bankruptcy
cases of KCS Energy, Inc., et al., objects to the fourth amended Disclosure
Statement filed by the Debtors in support of their latest plan of
reorganization.  

The Committee states that the Disclosure Statement does not contain adequate
information as required by 11 U.S.C. Sec. 1125 and applicable case law
because:

    *  The Disclosure Statement fails to specify the number of shares of
        Reorganized KCS Convertible Preferred stock the debtors propose to
        issue to the holders of Class 5 claims;

    *  The Disclosure Statement fails to specify the rights, privileges and
        preferences of the Reorganized KCS Convertible Preferred Stock;

    *  The Disclosure Statement fails to include a liquidation analysis;

    *  The Disclosure Statement fails to include projections for the
        reorganized debtors;

    *  The Disclosure Statement fails to specify the debtors' opinion of the
        reorganization value of the reorganized debtors.



LACLEDE STEEL: Union Members & Company Agree on Shutdown at Alton Mill
----------------------------------------------------------------------
The Post-Dispatch reports that union members agreed to a revised contract
providing for a shutdown of operations at Laclede Steel Co.'s facility in
Alton, Illinois.  The original contract envisioned that the pipe and skelp
mill would remain open until October 2002.  "I think they (the employees)
recognize the reality of the circumstances," Laclede VP, Michael Lane said
said.  "We needed to get some cost reductions if we are going to put together
a plan to allow us to exit from bankruptcy."  The company will be saving $4 to
$5 million a year after the shutdown this October.


LESLIE FAY: Second Quarter Results Reports a 17.8% Increase
-----------------------------------------------------------
The Leslie Fay Company, Inc. (Nasdaq: LFAY) reported a 17.8% increase in net
sales to $45.3 million for its second quarter ended July 1, 2000 compared to
$38.5 million for its second quarter ended July 3, 1999.

Excluding sales from the Liz Claiborne Dress license acquired in February and
from the Cynthia Steffe business acquired in May, net sales for the second
quarter were approximately $150,000 lower than for the year earlier quarter.
The Warren brands acquired in late 1998 had a net sales growth of 22.5% in the
second quarter of 2000 compared to the second quarter of 1999. This additional
Warren Group volume was driven by a higher level of markdowns on Spring and
Summer merchandise.

Gross profit margin for the second quarter of 2000 declined $262,000 from the
second quarter of 1999 with a gross profit margin of 21.2% compared to 25.6%
last year. Excluding gross profit margin of Liz Claiborne and Cynthia Steffe,
comparable gross profit decreased $1.2 million with a margin of 22.5%. The
high level of off-price sales for the Warren Group was the primary cause of
this comparable business decline. As expected, the realigned Sportswear
division maintained its margin but its gross profit declined as a result of
the lower volume. Gross profit for the Leslie Fay Dress business increased to
26.4% compared to 24.6% for the second quarter of 1999.

SG&A expenses for the second quarter grew $878,000 but fell as a percentage of
sales to 21.8% versus 23.4% for the year ago second quarter. Expenses added in
support of the recently acquired Liz Claiborne and Cynthia Steffe businesses
accounted for about $1 million.

EBITDA for the second quarter was $80,000 compared to $1.2 million for last
year's second quarter. EBITDA contribution from Liz Claiborne and Cynthia
Steffe were at a break even excluding allocated costs.

The lower gross profit from the Warren brands led to the overall reduction in
the second quarter's EBITDA performance compared to the second quarter of
1999. The Company defines EBITDA as earnings before interest, taxes,
depreciation, amortization, stock-based compensation, and amortization of
excess net assets over equity.

Net income for the second quarter was $59,000 or $0.01 per basic and diluted
share, compared to net income of $968,000 or $0.16 per basic share and $0.15
per diluted share for the second quarter of 1999. The comparability of the
second quarter 2000 income was affected by two items. This year, the offset to
expense provided by the amortization of Excess Net Assets over Equity was
reduced by $388,000 since the amortization ended in May. Also, in the second
quarter of 1999 "Other Expenses" of $534,000 (or approximately $309,000 after
tax) was recorded relating to the then pending merger with a subsidiary of
Three Cities Research that was consummated in August 1999.

John Ward, President and Chief Executive Officer of Leslie Fay said, "The
Company continued to experience a higher level of off-price selling in the
second quarter, primarily in the Warren Group brands. Our Sportswear
realignment is on plan and Leslie Fay Dress, after a difficult first quarter,
is moving forward. Our Liz Claiborne and Cynthia Steffe acquisitions are
performing close to plan, although we anticipate modest losses in those two
brands for the year."

Leslie Fay's results for the second quarter of 2000 include a $755,000 offset
to operating expense representing the amortization of the amount by which
revalued net assets exceeded stockholder equity on June 4, 1997, the date the
Company emerged from bankruptcy. For the second quarter of 1999, the offset
amounted to $1.1 million. This positive, non-cash offset amounted to $0.15 for
the second quarter of 2000 and $0.19 for the 1999 period per basic share
outstanding.

For the first half of 2000, net sales rose approximately 13% to $112.2 million
compared to $99.6 million for the first half of 1999. Excluding the operations
of Liz Claiborne Dress and Cynthia Steffe, net sales for the first half
decreased 0.5% to $99.1 million compared to $99.6 million for the year ago
period and gross profit margin was 22.9%.

Gross profit margin of 22.5% for the first half compared with 26.6% for the
first six months of last year. Excluding the operations of Liz Claiborne Dress
and Cynthia Steffe, the gross profit margin was 22.9%. Additional price-
cutting and closeout sales caused the lower gross profit margin.
Leslie Fay's net income for the first half was $3.4 million, or $0.66 per
basic share and $0.63 per diluted share, compared to $5.2 million or $0.87 per
basic share and $0.84 per diluted share for the first half of 1999.
The Company's EBITDA for the first six months of 2000 was $5.5 million
compared to $7.9 million for the first six months of 1999.

The Leslie Fay Company, Inc. sells its career, evening and social occasion
dresses and its sportswear through leading department and specialty stores
nationwide. The Company's moderate-priced brands include Leslie Fay -- one of
the best-known trademarks in women's apparel -- Leslie Fay Haberdashery, Joan
Leslie, and Reggio. Its "better" price brands include David Warren, Rimini by
Shaw, Outlander Sportswear, and Hue. Leslie Fay is a licensee for the Liz
Claiborne and Elisabeth dress labels and Cynthia Cynthia Steffe and Cynthia
Steffe labels. The Company has operated continuously as an apparel company
since its founding in 1947.


LOEHMANN'S: New Plan Distributes PIK Notes, Rather than Equity, to Unsecureds
-----------------------------------------------------------------------------
Loehmann's amended its plan of reorganization to give senior noteholders and
other general unsecured creditors the option of receiving a pro rata share of
pay-in-kind notes. The Bronx, New York-based retailer's initial plan of
reorganization proposed distributions to these creditor constituencies solely
in new equity. The Bankruptcy Court has approved the adequacy of the Debtors'
Disclosre Statement filed in support of the Second Amended Plan. Ballots are
on their way to creditors and, according to F&D Reports' Scrambled Eddg
publication, the Court will consider confirmation of the plan at a hearing
scheduled for September 6, 2000. To provide Reorganized Loehmann's with
adequate post-emergence working capital financing, the Company obtained a $75
million exit financing commitment from Bankers Trust Co. The exit financing
pact satisifes one of the critical conditions to the effectiveness of the
Second Amended Plan.


LOEWEN GROUP: Neweol's Motion To Reject Camposanto Shareholder Agreement
------------------------------------------------------------------------
Neweol Investments (U.S.A.) Inc. seeks the Court's authority to reject a
shareholder agreement with Juan Rojas and Carlos Bustamante with respect to
the ownership and activities of Debtor Camposanto PR, Inc. Neweol has
determined that it is in the best interest of its estate and creditors to
reject the Shareholder Agreement because its provision for the acquisition of
funeral homes by Camposanto is no longer necessary and the provisions to
impose certain restrictions on the governance and operations of Camposanto may
limit LGII's flexibility in the ongoing restructuring process.

                      The Shareholder Agreement

Rojas, Bustamante, Robert Russell and Neweol originally owned all of the
outstanding shares of common stock of Camposanto. Rojas and Bustamante
together held five shares of Class A common stock of Camposanto. Russell
held five shares of Class A common stock and Neweol held 90 shares of Class B
common stock. Neweol subsequently transferred its Class B common stock to 4054
Investments Ltd., a Canadian subsidiary of TLGI. In addition, prior to the
petition date, and by mutaul agreement, Russell terminated his equity
interests in Camposanto and his rights under the Shareholder Agreement. The
Agreement provides for:

    * Sale of Shares and Restrictions

      Rojas and Bustamante are prohibited from selling, transferring or
      disposing of their shares to any party other than LGII. They may
      require Neweol, on 120 days notice, to purchase their shares of Class A
      common stock at an agreed price according to a formula. The minimum
      agreed price is the original equity contribution by Rojas and
      Bustamante to Camposanto, or $165,000. LGII also has the right to call
      Rojas and Bustamante respective shares in the event that either is no
      longer employed by LGII or any of its affiliates or subsidiaries.

      Camposanto is prohibited from issuing any additional shares of its
      stock, granting stock options or creating any new subsidiaries without
      the consent of Rojas and Bustamante.

    * Financing of Acquisitions

      Pursuant to the Shareholder Agreement, Neweol, Rojas and Bustamante
      agree that with respect to the first $10 million of acquisitions by
      Camposanto, Rojas and Bustamante were to be responsible for funding
      1.65% of the acquisition cost, or $165,000 whereas with respect to
      acquisitions in excess of $10 million, LGII is required to fund the
      full acquisition cost.

    * Capital Expenditures

      Payment for capital expenditures is required to be made from current
      cash flow or long-term debt. Net after-tax proceeds from sales of
      capital items are required to be applied as a reduction of long-term
      debt.

    * Legend on Shares

      Each share certificate of Camposanto stock must include a legend noting
      that such share is subject to the terms and conditions set forth in the
      Shareholder Agreement.

    * Company Management

      The Agreement contains provisions relating to the election of the Board
      of directors and officers of Camposanto and the management of the
      company in general. LGII is entitled, within its sole discretion, to
      charge FFSG a periodic management fee.

(Loewen Group Bankruptcy News, Issue No. 25; Bankruptcy Creditors' Service
Inc., 609/392-0900)


MANHATTAN INVESTMENT: Taps Newmark to Market & Sell 410 Park Avenue Lease
-------------------------------------------------------------------------
The Chapter 11 Trustee appointed in the Chapter 11 cases of Manhattan Capital
Management, Inc. and Manhattan Investment Fund, Ltd., will present an order
for signature to the court authorizing the Trustee to retain and employ
Newmark Retail Financial Advisors LLC to market and sell MCM's leasehold
interest in that certain lease for property located at 410 Park Avenue, New
York, NY.  The parties agree that in the event that an assignment or a sale of
the premises is fully executed, Newmark will be paid a commission of 6% for
the sale or exchange real estate on the selling price up to and including $1
million and 3% on the excess above $1 million.


MARKEL CORP.: Moody's Places Ratings On Review For Possible Downgrade
---------------------------------------------------------------------
Moody's Investors Service has placed the debt and capital securities ratings
of Markel Corporation and its subsidiary, Terra Nova (UK) Holdings plc, on
review for possible downgrade. The action reflects the rating agency's
concerns over deterioration in the Terra Nova book of business and the
prospect that recent poor results on that business could continue into the
future.  Markel Corporation acquired Terra Nova on March 24, 2000.

The rating agency stated, that while it anticipated the possibility of adverse
experience on Terra Nova business, it did not expect the degree of
deterioration that has occurred to date. The Terra Nova book of business has
generated combined ratios greater than 120% for the last three quarters, well
in excess of historic results. While reported losses at Terra Nova include
charges that may be considered non-recurring, the bulk of these charges
reflect a fundamentally weaker operation than prior results would indicate.
These concerns are heightened when viewed in context of Markel's limited
financial flexibility resulting from additional debt incurred to finance the
acquisition and significant goodwill on the company's balance sheet. While
this was a consideration at the time of the transaction, it was tempered by
expectations regarding the combined entities' ability to generate earnings
more than sufficient to cover interest obligations. Moody's noted that
management at Markel has taken steps to improve the underwriting quality of
the Terra Nova portfolio, including restructuring operations and placing
several Lloyd's syndicates in run-off. However, the rating agency does not
expect these changes to meaningfully affect underwriting results in the near
term. Moody's review will focus on the prospects and timing for improved
operating earnings, which going forward, will be impacted by the run-off of
prior year's business, as well as results on current business.

The following ratings have been placed on review for possible downgrade:

    * Markel Corporation - Senior debt at Baa2;
                         - Junior subordinated debentures at Ba1;

    * Markel Capital Trust - Preferred stock at "baa3".

    * Terra Nova (UK) Holdings plc - Senior debt at Baa2

Markel Corporation, is a Virginia-based insurance holding company for several
US insurance subsidiaries, that underwrite property and casualty specialty
coverages and programs. Its recently acquired subsidiary, Terra Nova (Bermuda)
Holdings, Ltd. has underwriting operations in London, Bermuda, and France, as
well as Lloyd's syndicates managed by Markel Syndicate Management Ltd.
(formerly Octavian Syndicate Management Ltd.) As of June 30, 2000, Markel
reported GAAP equity of $672 million, and a year to date net loss of $3.7
million. Markel's reported net income does not include the results of Terra
Nova prior to the acquisition's close. Terra Nova (Bermuda) Holdings, Ltd.
reported a net loss of $83 million for the first three months of 2000.


NMT MEDICAL: Search for New CFO to Begin Immediately
----------------------------------------------------
NMT Medical announces the decision of Mr. William J. Knight, Vice President
of Finance and Administration, Chief Financial Officer and Acting Co-President
of NMT, to resign, effective August 15, 2000, to pursue other business
opportunities. Mr. Rudy Davis, Vice President of Sales and Marketing, will
continue to serve as Acting President.  The search for a new CFO will begin
immediately.

"Bill Knight has been a valuable member of our management team," commented
Jeffrey R. Jay, M.D., Chairman of the NMT Board of Directors. "His efforts
on behalf of NMT Medical are greatly appreciated. We thank Bill for his
contributions and wish him much success in his new endeavors."

NMT Medical designs, develops and markets innovative medical devices that
utilize advanced technologies and are delivered by minimally invasive
procedures. The company's products are designed to offer alternative
approaches to existing complex treatments, thereby reducing patient trauma,
shortening procedure, hospitalization and recovery times, and lowering
overall treatment costs. The company's medical devices include
self-expanding stents, vena cava filters and septal repair devices. The
NMT Neurosciences division serves the needs of neurosurgeons with a range
of implantable and disposable products, including cerebral spinal fluid
shunts, external drainage products, and the Spetzler(TM) Titanium Aneurysm
Clip.


PATHMARK STORES: Wins Court Approval of $75MM DIP Loan With Chase
-----------------------------------------------------------------
Pathmark Stores, Inc., won bankruptcy court approval of a $75 million debtor-
in-possession financing agreement with its pre-petition lenders led by Chase
Manhattan Corp., company counsel Douglas P. Bartner of Shearman & Sterling
told Federal Filings Business News.  Bartner said the Carteret, N.J.-based
supermarket operator's DIP financing was approved without objection. Chief
Judge Joseph J. Farnan, Jr., of the U.S. District Court in Wilmington, Del.,
also gave Pathmark final approval to use cash serving as the pre-petition
lenders' collateral, while granting the lenders adequate protection of their
collateral.  The next big event in the case will be the confirmation hearing,
which is scheduled for later this month on Aug. 24. (American Bankruptcy
Institute 07-Aug-2000)


RIDGEVIEW INC.:  Case Summary and 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor:  Ridgeview, Inc.
          2101 North Main Avenue
          Newton, NC 28658

Type of Business:  Design, manufacture and sell socks

Chapter 11 Petition Date:  August 2, 2000

Court:  Western District of North Carolina

Bankruptcy Case No.:  00-50936

Debtor's Counsel:  Albert F. Durham, Esq.
                    227 West Trade Street, Suite 1200
                    Charlotte, NC 28202
                    (704) 334-0891

Total Assets:  $ 41,915,471
Total Debts :  $ 39,367,417

20 Largest Unsecured Creditors

Durrant, William D.
2372 Eagle Drive
Conover, NC 28613       
Tel:(704) 333-1200          Salary Continuation    $ 1,600,000

Gibor Sport Alpha Sockts Lt
Gold Hause, 1 Hamelashe St
New Ind. zone, POB 8211
Natanya, Israel, 42504
Tel:(704) 331-7400          Loan                   $ 1,000,000

Unifi Inc.
P.O. Box 75208
Charlotte, NC 28275   
Tel:(336) 294-4410          Trade Debt               $ 785,494

IWork
SSA Southeast
P.O. Box 78200
Greensboro, NC 27428
Tel:(336) 852-0455          Trade Debt               $ 588,818

Harriet & Henderson Yarns
P.O. Box 65652
Charlotte, NC 28265
Tel:(252) 430-5000          Trade Debt               $ 555,839

S & D Hosiery Mills, Inc.
Box 667
Locust, NC 28097
Tel:(704) 888-4491          Trade Debt               $ 429,517

GE Capital
P.O. Box 101154
Atlanta, GA 30392
Tel:(800) 451-5505          Equipment Leases         $ 420,000

I L G W U National
Retirement Fund
275 7th Avenue
New York, NY 1001-6708
Tel:(212) 414-7201                                   $ 359,511

Crystal Hosiery, Inc.
1609 N.W. 84 Avenue
Miami, FL 33126
Tel:(305) 591-3391          Trade Debt               $ 319,870

Ellen Tracy, Inc.
Yoram Arieven
P.O. Box 833
Rutherford, NJ 7070
Tel:(201) 935-4210          Trade Debt               $ 304,502

Industrial Fronteriza S.A   Trade Debt               $ 231,518

Manhattan Associates, LLC   Trade Debt               $ 201,827

Regal Manufacturing Co.     Trade Debt               $ 198,443

Jones Investment Co., Inc.  Trade Debt               $ 143,973

Moore & Van Allen           Trade Debt               $ 125,774

Artustry Partnership        Trade Debt               $ 124,341

T.P. Hosiery, Inc.          Trade Debt               $ 115,327

Carolina Mills, Inc.        Trade Debt               $ 114,836

Mayo Yarns Inc.             Trade Debt               $ 110,805

Siebruck                    Trade Debt               $ 107,197


SAFETY-KLEEN: Toronto Dominion Lends Full Support to Jay Alix's Employment
--------------------------------------------------------------------------
Toronto Dominion (Texas), Inc., tells the Court that it supports Jay Alix's
employment in Safety-Kleen Corp.'s chapter 11 cases, noting that the Debtors'
management, like senior management of many other chapter 11 debtors, lacks
direct experience in dealing with the peculiar circumstances that arise in
complex bankruptcy cases.  Moreover Debtors presently have no chief financial
officer and their chief executive officer and chief operating officer have
only held such positions for a few weeks.

As previously reported, the United States Trustee for Region III objected to
the Court's pre-approval of any fee-enhancement or confirmation bonus for
JA&A.  Frank J. Perch, III, Esq., an Attorney-Advisor for the Office of the
United States Trustee told Judge Walsh that until the conclusion of the case,
it is impossible to determine what, if any, benefit JA&A provided to the
estate that would merit a bonus over and above its hourly compensation.  The
success fee, Mr. Perch argues, contravenes holdings in In re O'Brien
Environmental Energy, Inc., 181 F.3d 527, 532-38 (3d Cir. 1999).  
Additionally, the U.S. Trustee is offended by any award of what is
in effect a failure fee -- a bonus to be paid in the event the assets are
sold and the case converts to a chapter 7 liquidation proceeding.  

Additionally, the U.S. Trustee argued that JA&A is not disinterested and is,
accordingly, disqualified from employment.  One of JA&A's principals served as
Safety-Kleen's CFO prior to the Petition Date and JA&A contemplates that
another principal will serve as an officer during the chapter 11
proceedings.  That, Mr. Perch says, contravenes black letter bankruptcy
law, so the Debtors' Application should be denied.

TD responds to these complaints saying that the employment of a restructuring
consultant -- in particular Jay Alix & Associates, a well-respected turnaround
firm which was selected by Debtors and has extensive experience assisting
chapter 11 debtors throughout the country -- was and remains an important
component in inducing the Postpetition Agent and the Postpetition Lenders to
enter into the Postpetition Credit Agreement with Safety-Kleen.

Moreover, Mark J. Thompson, Esq., of Simpson, Thacher & Bartlett tells Judge
Walsh, Jay Alix personnel have been working closely with the Debtors since
March, 2000, to assist them in the development of a business plan and the
fulfillment of their fiduciary duties to creditors. Over the past several
months, Jay Alix has not only provided significant value to the Debtors and
their bankruptcy estates, but also has developed an understanding of the
Debtors' complex businesses that would be difficult, if not impossible, for
another turnaround firm to replicate on an expedited basis. For example, Jay
Alix personnel have apparently played an important role in helping the Debtors
overcome the extensive information systems problems that plagued the Debtors
prepetition. The information systems solution has apparently already generated
millions of dollars of collections in delinquent accounts receivable.
Accordingly, the loss of Jay Alix would constitute major setbacks to the
Debtors' restructuring efforts.

Further, the Postpetition Agent is currently soliciting commitments to
provide $30,000,000 in postpetition financing in addition to the $70,000,000
already committed under the Postpetition Credit Agreement. The loss of Jay
Alix would adversely affect the likelihood of success in raising such
additional commitments.  (Safety-Kleen Bankruptcy News, Issue No. 5;
Bankruptcy Creditors Service Inc., 609/392- 0900)


SITE TECHNOLOGIES: Record Date Under First Amended Plan will be August 14
-------------------------------------------------------------------------
On August 2, 2000, Site Technologies, Inc., filed a Cash Dividend/Distribution
Notification Form with the SEC stating that the date for determining the
shareholders of record entitled to receive distributions, if any, under the
Debtor's First Amended Plan of Reorganization will be August 14, 2000.


STAGE STORES: Appoints James Scarborough to Serve as New President & CEO
------------------------------------------------------------------------
Stage Stores Inc. announced the appointment of James Scarborough as its new
president and chief executive officer.

"Jim is a strong leader who will help the company re-establish itself as a
premier retailer of brand name apparel in small town America. Jim has a
tremendous background in the retail industry and is intensely concerned about
customer service and satisfaction," said Jack Wiesner, chairman of the board
of directors. "We believe that, through his innovation, motivation and
leadership, our company will be able to better anticipate and meet our
customers' needs."

Scarborough's responsibilities will include the overall strategic,
merchandising, marketing, operational and financial leadership of the company.
In this position, Scarborough will work directly with senior executives and
the board of directors.

"I'm looking forward to the challenge of making this company prosperous
again," Scarborough said. "We have to refocus on what has made this company
successful in the first place, and that is delivering quality, brand-name
family apparel to communities and small towns across America."

Prior to joining Stage Stores, Scarborough served as the president and CEO of
Busy Body Inc., a specialty retailer of fitness equipment, after holding the
same positions with Seattle Lighting Inc. Previously, he had served as
president and chief operating officer of Enstar Specialty Retail Inc., as well
as serving seven years in senior leadership positions in the merchandising
organization of Bealls Department Stores, which is now part of Stage Stores
Inc. He began his retail career with Federated Department Stores in 1972 in
its Filene's Boston division.

Since Stage Stores Inc. is currently in reorganization under the protection of
Chapter 11 of the U.S. Bankruptcy Code, Scarborough's employment contract will
be submitted to the U.S. Bankruptcy Court in Houston.

Wiesner will continue to work with Stage in the role of non-executive chairman
of the board of directors and will oversee the company's bankruptcy
proceedings.

Stage Stores Inc. brings nationally recognized brand name apparel,
accessories, cosmetics and footwear for the entire family to small towns and
communities throughout the United States. The company operates more than 470
stores in 20 states, primarily under the Stage, Bealls and Palais Royal names.


SUN HEALTHCARE: U.S. Trustee Appointments To Unsecured Creditors' Committee
---------------------------------------------------------------------------
Pursuant to 11 U.S.C. Sec. 1102(a)(1), the United States Trustee for Region
III appoints these creditors to serve on the Official Committee of Unsecured
Creditors in these chapter 11 cases:

    (1) HSBC BANK USA, as Indenture Trustee
         140 Broadway, New York, NY 10005-1180
          Attn: Robert A. Conrad, V.P.,
          Tel: (212) 658-6029 Fax: (212) 658-6425

    (2) U.S. BANK, NATIONAL ASSOCIATION, as Indenture Trustee
         1180 East Fifth Street, St. Paul, MN 55101
          Attn: Timothy Jon Sandell
          Tel: (651) 244-0713 Fax (651) 244-5847

    (3) CREDIT SUISSE FIRST BOSTON CORPORATION
         11 Madison Avenue, New York, NY 10022
          Attn: Alex Lagetko, Director
          Tel: (212) 325-3810 Fax (212) 352-8290

    (4) BANK OF AMERICA, N.A.
         555 South Flower Street
         Mail Code: CA-706-10-10, Los Angeles, CA 90071
          Attn: M. Duncan McDuffle, Managing Director
          Tel: (213) 228-2609 Fax: (213) 228-6003

    (5) PRIME RATE INCOME TRUST
         c/o Van Kampen Investment Advisory Corp.
         One Parkview Plaza, Oakbrook Terrace, IL 60181
          Attn: Michael Starshak, Jr. Sr. Loan Analyst
          Tel: (630) 684-6063 Fax: (630) 684-6740

    (6) FOOTHILL INCOME TRUST,
         c/o Foothill Capital Corporation
         11111 Santa Monica Blvd., Suite 1500, Los Angeles, CA 90025
          Attn: Marshall E. Steams, Senior V.P.
          Tel: (310) 996-7158 Fax: (310) 472-0461

    (7) LTC PROPERTIES, INC.
         300 Esplanade Drive, Suite 1860, Oxnard, CA 93030
          Attn: Neil B. Glassman, Attorney-in-fact
          Tel: (805) 981-8655 Fax: (805) 981-8663

    (8) CRESTWOOD HOSPITALS, INC.
         6653 Embareadero Drive, Suite Q, Stockton, CA 96219,
          Attn: Bryan Burr, CFO
          Fax: (209) 481-9410

    (9) SERVICE EMPLOYEES INTERNATIONAL UNION
         1313 L. Street, N.W. Washington, DC 20005
          Attn: Andrew L. Stern, President
          Tel: (202) 898-3200 Fax: (202) 898-3481

    (10) MORGANS WATERFALL VINTIADIS & CO. INC.
          10 East 50th Street, New York, NY 10022
           Attn: Stephen S. Ledoux, Managing Director
           Tel: (212) 705-0533 Fax: (212) 838-5540

(Sun Healthcare Bankruptcy News, Issue No. 13; Bankruptcy Creditors Service
Inc., 609/392-0900)


TECHNICLONE: New Licensing Agreement Offers No Immediate Financial Benefit
--------------------------------------------------------------------------
Techniclone Corporation completed a licensing agreement for a segment
of the Vascular Targeting Agent (VTA) technology, specifically related to
applications of Photodynamic Therapy agents (PDT) with Scotia Pharmaceuticals
Limited.  The letter of intent for this deal was announced earlier in the
year.

The complete terms of the deal have not been disclosed but involve a
licensing fee, milestone payments which could total as much as $7M and
royalties upon commercialization of a product.

Techniclone recently formed a joint venture with Oxigene Corporation named
ARCUS to commercialize the VTA technology. The rights obtained by Scotia
were excluded from the joint venture with the exception of any future
royalty payments, which will be shared by Techniclone and Oxigene. The VTA
proprietary therapeutic platform is designed to specifically target tumor
vasculature and subsequently destroy the tumor with various attached
therapeutic agents. PDT agents alone have been shown to be effective in
treating some forms of cancer. The addition of a targeting agent as provided
by the VTA technology could increase the utility of this therapeutic class of
drugs. The VTA patent portfolio covers the attachment of most therapeutic
agents (including PDT agents) to vascular targeting agents for the purpose of
killing the tumor.

Scotia Pharmaceuticals is one of the leading PDT companies in the world.
Scotia has developed the next generation of PDT agents which are more
efficient and less toxic than their predecessors. PDT works by first
loading the specific agents in tumor tissue. The agents are activated by
applying light of specific wavelengths to the tumor causing the active
agent to kill tumor cells. By using the VTA technology to target the tumor
vasculature specifically, the combination with PDT agents could provide a
method for greater selectivity.

"We are pleased to conclude this agreement with Scotia. Their scientists
are anxious to begin work in this exciting area. The addition of the VTA
technology to the already well-proven PDT therapies to achieve targeted
delivery of this class of drugs may result in more effective treatments for
a wide variety of tumor types. This could lead to an expansion of PDT
applications in the cancer area." stated Dr. John Bonfiglio, President and
CEO of Techniclone. "This agreement is another example of Techniclone's
strategy to maximize the potential of the VTA technology through licensing
agreements and joint ventures with select companies. We are excited about
working with Scotia to bring new PDT agents using the VTA technology to the
clinic as quickly as possible. Scotia is a leading company in PDT therapy,
and we believe Scotia has the expertise and resources to explore this
promising area. We will also continue to look for additional strategic
partners in this area which complement our existing partnerships." Dr. B
onfiglio further stated.

"Scotia is excited by the opportunity to explore the combination of the VTA
technology with our own proprietary PDT agents. We believe this combination
could lead to an entirely new concept in how PDT therapies are administered
and at the same time potentially broaden their application as useful
treatments for cancer." stated Robert Dow, CEO of Scotia .

"We look forward to collaborating with Scotia to advance these new compounds
to the market. The concept of combining the VTA technology with the PDT
technology is extremely logical and should lead to exciting new product
opportunities." stated Dr. Philip Thorpe, inventor of the VTA technology.

Techniclone Corporation is a biopharmaceutical company focused on the
development, commercialization and licensing of unique technologies for
the treatment of cancer, primarily based on its "collateral targeting
technologies." These technologies therapeutically target cell structures
and cell types, rather than surface cancer cells, as a means to attack
solid tumors, without causing damage to surrounding healthy tissue. The
company has three collateral technologies: Cotara(TM), Vasopermeation
Enhancement Agents (VEA), and Vascular Targeting Agents (VTA). The company
also has a direct tumor targeting agent called Oncolym (R) for the
treatment of advanced non-Hodgkin's B-cell Lymphoma which has been licensed
to Schering AG, Germany, which is now responsible for all existing and
future Oncolym(R) clinical trial programs as well as marketing.


TERRA INDUSTRIES: Settles Mississippi Chemical Litigation for $18 Million
-------------------------------------------------------------------------
Mississippi Chemical Corporation (NYSE: GRO) announced that Terra Industries,
Inc., has agreed to settle, on the basis of the conclusions of a court-
appointed expert, litigation in connection with the December 1994 explosion of
Terra's Port Neal, Iowa, fertilizer facility. The settlement includes the
dismissal with prejudice by Terra and its property insurance carriers of all
their claims against Mississippi Chemical and the entry in favor of
Mississippi Chemical of an $18 million judgment against Terra. The settlement
will have no immediate financial impact on Mississippi Chemical. Pursuant to
the terms of the settlement, the bulk of the judgment can be collected only
from Terra's liability insurance carrier. Efforts have been undertaken to
collect the amount of the judgment from Terra's insurers.

Terra had alleged that Mississippi Chemical had defectively designed a piece
of equipment used by Terra and in which Terra claimed the explosion was
initiated. A court-appointed expert metallurgist, However, concluded that
Terra's assertions were in error and the initial explosion occurred outside
the relevant equipment. "The conclusion of the court-appointed expert makes
clear that Mississippi Chemical's technology did not cause the explosion at
Terra's Port Neal facility," Charles O. Dunn, president and chief executive
officer, said.

The obvious conclusion drawn from the court-appointed expert's report is also
entirely consistent with the report issued by the U.S. Environmental
Protection Agency in 1996 as a result of its lengthy investigation of the Port
Neal explosion. The EPA stated in its report that the explosion did not occur
as Terra alleged but that "the explosion occurred as a direct result of a
series of unsafe operating procedures at the Terra Port Neal complex."

"We're pleased to have this litigation resolved and to clear the reputations
of Mississippi Chemical and the professionals who designed this technology,"
Dunn said. "The technology has been used by a number of fertilizer
manufacturers throughout the world for many years without incident."

Mississippi Chemical Corporation, through its wholly owned subsidiaries,
produces and markets all three primary crop nutrients. Nitrogen, phosphorus
and potassium based products are produced at facilities in Mississippi,
Louisiana and New Mexico and through a joint venture in The Republic of
Trinidad and Tobago.


VENCOR, INC.: Enters into Corporate Integrity Agreement With Inspector General
------------------------------------------------------------------------------
Vencor, Inc. announced it entered into a Corporate Integrity Agreement with
the Office of the Inspector General of the Department of Heath and Human
Services.  Under the agreement, Vencor will implement a comprehensive internal
quality improvement program in its nursing centers and long-term hospitals and
its regional and corporate offices.

"The agreement reflects our goal to become the nation's leading provider of
long-term nursing and hospital services and to set the benchmark for
professional excellence and commitment to quality care," said Edward L. Kuntz,
chairman, chief executive officer and president of Vencor. "We believe the
agreement marks a significant step forward in the efforts of the government
and private enterprise to collaborate in establishing innovative approaches to
ensuring and enhancing quality care for the long-term care industry."

"We also commend the OIG for its willingness to work with our new management
team," said Kuntz. "We believe what we have developed with the OIG will be a
model for quality care for the long-term care industry."

As part of the agreement, Vencor will retain staff at the University of
Wisconsin's Center for Health Services Research and Analysis (CHSRA), to
assist in developing the internal quality improvement program. The Director of
the Center, David Zimmerman, Ph.D., is a nationally known expert in long-term
care quality, and he and the staff at CHSRA are recognized for their work in
developing quality indicators now widely accepted as the standard in long-term
care. Under Dr. Zimmerman's direction, CHSRA also will monitor and evaluate
Vencor's program and report its findings to the OIG. "Dr. Zimmerman's
expertise will be invaluable to us in designing a quality improvement system
and enhancing our existing training programs," said William Altman, vice
president and corporate compliance officer of Vencor.

As previously announced, Vencor has continued to make progress in its
reorganization. The Company has made substantial progress in its discussions
with Ventas, Inc. (NYSE:VTR), the senior bank lenders, 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 toward a
consensual plan of reorganization.

The Company also reported that it has continued its conversations with the
Department of Justice (DOJ) regarding a settlement of the ongoing
investigations. The Company believes the Corporate Integrity Agreement will be
part of an overall settlement with the DOJ and is optimistic that it soon will
be in a position to file a consensual plan of reorganization. The Corporate
Integrity Agreement must be approved by the United States Bankruptcy Court for
the District of Delaware (the "Court") and would become effective concurrent
with emergence from Chapter 11. A summary of the terms of the Corporate
Integrity Agreement is attached to this release.

Vencor and its subsidiaries filed voluntary petitions for reorganization under
Chapter 11 with the Court on September 13, 1999.  Vencor, Inc. is a national
provider of long-term healthcare services primarily operating nursing centers
and hospitals.


WESTERN DIGITAL: Bottom Line Losses Continue Despite Operational Improvements
-----------------------------------------------------------------------------
Western Digital Corporation reports revenues of $473.9 million and a
proforma net loss of $26.3 million, for its fourth quarter ended June 30,
2000. For the same period, on a GAAP basis, Western Digital reported net
income of $4.2 million. The total results for the quarter included
non-recurring benefits for tax and other accrual adjustments of $30.5
million, $11.0 million of which was included in selling, general and
administrative expenses. In the year-ago period, the company reported
revenues of $709.3 million and a proforma net loss of $81.5 million. The
total net loss for the year-ago period was $101.5 million and included a
restructuring charge of approximately $20 million for the sale of the
company's media business.

Matt Massengill, president and chief executive officer, stated: "Both our
fourth quarter and year-over-year results reflect substantial progress at
Western Digital in a challenging industry environment. Price competition in
the June quarter was significant and the non-linear supply of
microprocessors led to fewer desktop PCs being shipped in the quarter than
otherwise would have been the case. Nevertheless, the reductions in
operating expenses and manufacturing costs we implemented over the
last year enabled us to mitigate our operating loss for the quarter. Thus
far into the September quarter, we have seen signs of healthier demand as
availability of microprocessors has improved and our recovery of business
with major PC OEM customers continues, albeit at prices impacted by the
June quarter activity."

"For the year, we are pleased with the significant progress made by the WD
team on many fronts in the core HDD business," said Massengill, noting:

    *  Closing the gap on competitive gross margin performance, moving
       from negative gross margins in Q1 to near double-digit performance in
       the second half of fiscal 2000;

    *  Increased market share with major PC OEM customers, based on solid and
       sustained time-to-market performance and supply chain management
       expertise;

    *  Technology leadership with time-to-market WD Caviar(TM) 7200 RPM hard
       drives, including shipment of its first Ultra ATA/100-enabled 7200 RPM
       hard drive in the June quarter. 7200 RPM hard drives accounted for 32%
       of the company's units shipped in the fourth quarter, up from 20% in
       the March quarter;

    *  Reduction of nearly 30%, or $106 million, in operating expenses;

    *  Successful consolidation of three manufacturing operations into a
       single highly-efficient site in Kuala Lumpur, Malaysia; and

    *  Improved asset management, including a combined 10-day decrease in
       receivable and inventory days from the fourth quarter of 1999.

"We launched two new ventures in fiscal 2000--Connex and SageTree--and
leveraged our storage technology expertise into a leadership position in
the emerging hard drive market for set-top boxes, home servers, television
receivers, audio juke boxes and other consumer products. The selection of
the WD Performer(TM) 15i hard drive by Microsoft WebTV Networks, Inc. for
use in its Ultimate TV service was a major validation of WD as a player in
this space," continued Massengill.

For fiscal year 2000, the company reported revenues of $2.0 billion and a
proforma net loss of $241.8 million. The total net loss for fiscal 2000 was
$188.0 million and included: restructuring and special charges of $158.3
million, of which $72.5 million was included in cost of sales; a $14.7
million gain on disposition of investment securities; $166.9 million of
extraordinary gains for redemption of a portion of the company's
convertible debt; and $30.5 million of non-recurring benefits for tax
and other accrual adjustments. For fiscal year 1999, the company reported
revenues of $2.8 billion and a proforma net loss of $335.2 million. The
total net loss for fiscal 1999 was $492.7 million and included
restructuring and special charges of approximately $157.5 million ($77.0
million of which was included in cost of sales, $12.0 million of which was
included in research and development expenses, and $7.5 million of which
was included in SG&A).

One of the data storage industry's longtime leaders, Western Digital
Corporation has leveraged its core strengths in becoming a leading Internet
solutions company. Western Digital provides services and products to
manage, store and communicate both digital content and network
intelligence. The company remains an industry-leading designer and
manufacturer of hard drives for desktop computers and home entertainment
applications. Through its Connex subsidiary, Western Digital delivers
enterprise-class storage functionality for the department and mid-sized
business markets, including storage management software, network attached
storage and storage area networks. The company's SageTree subsidiary
markets packaged analytical applications and professional services to help
manufacturers manage quality and quality-related business decisions
throughout the entire supply chain and product lifecycle.

Western Digital was founded in 1970. The company's storage products are
marketed to leading systems manufacturers and selected resellers under the
Western Digital brand name.

                               *********

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,
Editors.

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

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