TCR_Public/000825.MBX             T R O U B L E D   C O M P A N Y   R E P O R T E R

                 Friday, August 25, 2000, Vol. 4, No. 167

                               Headlines

AURORA FOODS: Reaches Agreement in Principle to Restructure Sr. Sub. Notes
CARMIKE CINEMAS: Announces Late Filing Of Form 10-Q For June 30, 2000
CARROLLTON GRAPHICS: Judge Farnan Enters Order Confirming Liquidating Plan
CENTENNIAL COAL: Wants Open-Ended Extension of Time to Assume/Reject Leases
CHS ELECTRONICS: Court Approves Application To Hire Accountant

CLARIDGE HOTEL: Park Place and Black Hawk Submit Expressions of Interest
CREPEAU COMPANY: Case Summary and 20 Largest Unsecured Creditors
CROWN VANTAGE: Idles Michigan Paper Production Indefinitely, Lays-Off 249
CYGNION CORP: Wireless Maker Runs Out Of Cash, Files Bankruptcy Protection
D&L HOLDING: Case Summary and 3 Largest Unsecured Creditors

DEMORO INVESTMENT: Case Summary and Largest Unsecured Creditor
DIAL CORP.: Moodys Places Baa1 Senior L-T Rating Under Review For Downgrade
EDWARDS THEATRES: Undertakes Chapter 11 Restructuring in California
EXCELSIOR-HENDERSON: Motorcycle Manufacturing Co. Emerges From Bankruptcy
FACTORY CARD OUTLET: Asks for Extension of 365(d)(4) Period through Jan. 24

FIELDS AIRCRAFT: Announces Filing Of Reorganization Plan; Secures Financing
GENESIS/MULTICARE: Obtains Authority to Continue All Customer Programs
GREAT TRAIN: Tells Shareholders Not to Expect Any Distribution from Estate
GST TELECOM: Retains KPMG LLP As Auditors and for SEC and Tax Work
INNOVATIVE GAMING: Nasdaq Warns Shares May be Delisted on November 6

INTEGRATED HEALTH: Debtors Can't Sever Non-Compete Agreement from Leases
INTEGRATED PACKAGING: Auditors Question Viability as a Going Concern
IRIDIUM LLC: North American Public Switched Telephone Network Rejects Calls
J.C. PENNEY: Moody's Places Short & Long-Term Ratings Under Review
KCS ENERGY: Committee and CSFB Object to Debtors' Disclosure Statement

KCS ENERGY: Debtors Object To Committee's Competing Disclosure Statement
KITTY HAWK: Reliant Airlines Offers $5.9 Million for Two DC-9 Aircraft
MARINER HEALTH: Third Motion For Extension Of Exclusive Periods
MEDITRUST COMPANIES: Asset Sales and Mortgage Repayments of $459M Completed
MERRY-GO-ROUND: Trustee Wants Warehouse Appraisal for Preference Litigation

NEW AMERICAN HEALTHCARE: Lease Decision Deadline Extended to October 20
PAGING NETWORK: District Court Grants MetroCall Access to Financial Data
PATHMARK STORES: Equity Committee States Preliminary Objections to Plan
PATHMARK STORES: Wasserstein Prepared to Testify Equity is Out of the Money
PRECISION AUTO: Sale of Denver Car Wash Business Trims Debt by $4.2MM

RELIANCE GROUP: Bank Lenders Extend Aug. 31 Repayment Deadline to Nov. 10
RELIANCE GROUP: Announces Agreement Between Subsidiary And Pensylvania
ROSE HILLS: Still Posting Losses, But Far Less than Last Year
RUTLAND FIRE: Expects to File Plan of Reorganization on August 31
SAFETY-KLEEN: Court Okays $225K Sale of Roebuck, South Carolina, Tank Farm

SUN HEALTHCARE: Reports To SEC On Divestiture of International Operations
SUNSHINE MINING: Mining Company Commences Reorganization Under Chapter 11
TECHNICLONE CORPORATION: Shareholder Meeting Convenes on October 24
UNITED COMPANIES: Creditors' Ballots Must be Received by September 11
VALUCAR: Faces Tax Warrant Alleging $300k Owed; Defaults on $1MM of Loans

VENCOR: Debtors' Motion To Terminate Vencare Lease & Settle With Cranbook
WARNACO GROUP: Class Action Shareholder Start to Roll in the Door
WILLIS LEASE: Appoints CAO to Board, Displacing Former President and CEO

* BOOK REVIEW: WHY COMPANIES FAIL: Strategies for Detecting,
                Avoiding and Profiting from Bankruptcy

                               *********

AURORA FOODS: Reaches Agreement in Principle to Restructure Sr. Sub. Notes
--------------------------------------------------------------------------
Aurora Foods Inc. announces it has successfully reached an agreement in
principle with a steering committee representing a majority of each of its
outstanding issues of senior subordinated notes. The agreement would result
in the company's being in compliance with covenants under related
indentures; provide the company with increased financial flexibility; and
enable the company to continue uninterrupted its recovery that is underway.

James T. Smith, President and Chief Executive Officer, said, "This
agreement will be another important building block in driving the Aurora
business to reach its full potential. The agreement also demonstrates the
support of our bondholders, reflecting their confidence that the company
will continue to improve its performance."

The agreement in principle calls for the company to issue in a private
placement approximately 17.71 shares of its common stock per $1,000
principal amount of Notes to holders who consent to the amendments or
7,084,312 shares in aggregate assuming 100% participation of the $400
million principal amount outstanding. The issues affected are the 9 7/8%
Senior Subordinated Notes due 2007 and the 8 3/4% Senior Subordinated Notes
Due 2008.

The amendments will also allow the company to incur up to $90 million of
additional senior indebtedness to replace an existing $60 million
receivables sale arrangement and increase the call premium on the
outstanding Notes by 2% starting in 2002 for the 9 7/8% Notes and 2003 for
the 8 3/4% Notes.

The company also said that it had received commitments from certain
existing stockholders to infuse approximately $15 million of convertible
preferred stock that will be convertible into its common stock at a price
equal to an average trading price set in the future.

Aurora Foods Inc., which is based in St. Louis, is a producer and
marketer of premium branded food products including Duncan Hines(R) baking
mixes, Log Cabin(R) and Mrs. Butterworth's(R) syrup, Lender's(R) bagels,
Van de Kamp's(R) and Mrs. Paul's(R) frozen seafood, Aunt Jemima(R) frozen
breakfast products, Celeste(R) frozen pizza and Chef's Choice(R) skillet
meals. Aurora's products can be found in all retail classes of trade, and
foodservice, and command strong positions in their respective categories
and/or markets.


CARMIKE CINEMAS: Announces Late Filing Of Form 10-Q For June 30, 2000
---------------------------------------------------------------------
Carmike Cinemas, Inc. (NYSE: CKE) announced that it will be late filing its
Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2000
due to difficulties and issues related to appropriate disclosures and
representations associated with the filing of the Company's chapter 11
proceedings.  The Company filed a Notification of Late Filing on Form
12b-25 with the Securities and Exchange Commission to advise the public
about the delay in the filing of its Form 10-Q.


CARROLLTON GRAPHICS: Judge Farnan Enters Order Confirming Liquidating Plan
--------------------------------------------------------------------------
Judge Joseph J. Farnan, US Bankruptcy Court, District of Delaware, entered
an order on August 16, 2000 confirming the Chapter 11 liquidation plan of
Carrollton Graphics, Inc.


CENTENNIAL COAL: Wants Open-Ended Extension of Time to Assume/Reject Leases
---------------------------------------------------------------------------
Centennial Coal, Inc., and its debtor-affiliates seek a court order
extending the period within which they may assume or reject unexpired
leases of nonresidential real property.  A hearing on the motion will be
held on September 5, 2000 at 11:00 a.m. before the Honorable Peter J. Walsh
in the U.S. Bankruptcy Court for the District of Delaware.  

Centennial Coal seeks an order pursuant to section 365(d)(4) of the
Bankruptcy Code, extending the Assumption/Rejection Period to and including
the Effective Date of the debtors' plan.  The debtors claim that they have
made significant progress in their efforts to make decisions concerning
whether to assume or reject their Mining Leases and Additional Leases.
Since the seventh extension motion, the debtors have assumed and assigned
approximately nineteen Mining Leases to Black Ag.

The debtors have filed a plan which provides for the rejection of all of
the debtors' remaining Mining Leases and additional leases on the Effective
Date unless the debtors take some affirmative action with respect to such
Mining Leases and Additional Leases prior to the confirmation date.


CHS ELECTRONICS: Court Approves Application To Hire Accountant
--------------------------------------------------------------
The Honorable Robert A. Mark, US Bankruptcy Court, Southern District of
Florida, granted the debtor's application to hire Jeffrey Davies and the
accounting firm of Grant Thornton as accountants for the debtor, for the
purpose of maintaining the debtor's subsidiary in Luxembourg, Karma
International S.a.r.l., in good legal standing.


CLARIDGE HOTEL: Park Place and Black Hawk Submit Expressions of Interest
------------------------------------------------------------------------
The Official Secured Noteholders Committee notified The Claridge Hotel and
Casino Corporation (NYSE: CLAR02), operator of the Claridge Casino Hotel
here, that two potential investors have been identified:

      * Park Place Entertainment; and
      * Black Hawk Gaming Development, Inc.

Each have each submitted expressions of interest to acquire the Claridge
Casino Hotel.  Previously, on August 11, 2000, Judge Wizmur of the United
States Bankruptcy Court for the District of New Jersey granted permission
to the Committee to hire US Bancorp Libra to locate potential investors.

In order to provide the Corporation's Board of Directors an adequate
opportunity to review these expressions of interest, Judge Wizmur has
rescheduled the Claridge's confirmation hearing from September 6, 7 and 8,
2000, to October 3, 4 and 5, 2000. During this period of time Park Place
Entertainment and Black Hawk Gaming Development, Inc. will be afforded the
opportunity to conduct reasonable due diligence and the Corporation, in
turn, will be afforded the opportunity to further clarify these proposals.

On August 16, 1999, the Corporation and The Claridge at Park Place,
Incorporated filed voluntary petitions under Chapter 11 of the U.S.
Bankruptcy Code in order to facilitate a financial structuring. On October
5, 1999, Atlantic City Boardwalk Associates, L.P. filed a voluntary
petition under Chapter 11 of the U.S. Bankruptcy Code. The Claridge Hotel
and Casino Corporation is a closely-held public corporation and is the
issuer of $85 million of 11-3/4% First Mortgage Notes which are publicly
traded on the New York Stock Exchange under the symbol CLAR02.


CREPEAU COMPANY: Case Summary and 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor:  The Crepeau Company, Inc.
          120 Plato Boulevard West
          St. Paul MN 55107

Type of Business:  Commercial printing

Chapter 11 Petition Date:  August 11, 2000

Court:  District of Minnesota

Bankruptcy Case No:  00-33368

Judge:  Dennis D. O'Brien

Debtor's Counsel:  Thomas J. Flynn, Esq.
                    James A. McGreevy III, Esq.
                    Larkin, Hoffman, Daly & Lindgren
                    1500 Norwest Financial Center
                    7900 Xerxes Avenue South
                    Bloomington, MN 55431
                    (612) 835-3800

20 Largest Unsecured Creditors:

Unisource                  Vendor services          $ 60,000

Beowulf                    Vendor services          $ 20,490

Tec Papers                 Vendor services          $ 12,615

Felhaber, Larson           Legal services           $ 10,800

Primesource                Vendor services          $ 10,785

Wilcox Paper               Vendor services           $ 9,877

Accurate Impressions       Vendor services           $ 7,245

McGladdrey & Pulen         Accounting services       $ 6,630

Carlson Lundquist          Accounting services       $ 4,500

Flint Ink                  Vendor services           $ 3,982

Cool Air Mech              Vendor services           $ 3,497

Commercial Electric        Vendor services           $ 3,259

Printing Industry of MN    Vendor services           $ 2,800

Minnesota Paper            Vendor services           $ 2,700

Duffey Paper Co            Vendor services           $ 2,564

Larkin                     Services                  $ 2,482

Bobs Graphic               Vendor services           $ 2,305

Coridian                   Vendor services           $ 2,158

Serley                     Vendor services           $ 1,872

GMS                        Vendor services           $ 1,638


CROWN VANTAGE: Idles Michigan Paper Production Indefinitely, Lays-Off 249
-------------------------------------------------------------------------
Crown Vantage Inc. (OTC Bulletin Board: CVANQ) announced it will be idling
its entire Parchment, Mich., paper production operation indefinitely.  This
action will result in the permanent layoff of 249 salaried and hourly
employees effective October 21 through November 3, 2000.

"We made several attempts to turn the Parchment facility around over the
years; however, we now believe that idling this plant is the most
appropriate action and will provide a greater benefit to our remaining
employees, customers and stakeholders in the long run," said Bob Olah,
chief executive officer.  "Halting production at our Parchment facility is
the latest in a series of strategic moves to improve overall operating
performance.  This, and other initiatives, which have included a
comprehensive product line/price rationalization, recent management
restructuring and a headquarters move with corporate-staff reductions, are
intended to return the business to a more profitable base from which to
grow."

Management said that capacity available in the company's active mills is
expected to absorb the production no longer being scheduled on the
Parchment machines.

Crown Vantage is a leading manufacturer of value-added papers for printing,
publishing and specialty packaging.  The Company's diverse products are
tailored for the special needs of target markets.  End users include
specialty magazines and catalogs, financial printing and corporate
communications, packaging and product labels, coffee filters and disposable
medical garments-and hundreds more.  For more information, visit
http://www.crownvantage.com.


CYGNION CORP: Wireless Maker Runs Out Of Cash, Files Bankruptcy Protection
--------------------------------------------------------------------------
Wireless products maker Cygnion Corp., the Los Angeles Times reports, ran
out of cash, sent home 79 workers and filed for bankruptcy protection.  

"We ran out of cash," Cygnion's bankruptcy attorney Evan D. Smiley, Esq.,
of Albert, Weiland & Golden in Costa Mesa, California, tells the Times.
"With our tremendous debt burden, it was difficult to attract new
investors."  The company lost about $20 million against $4.6 million of
revenues since January.  

Newly appointed President and former finance director, Ashley Shaver will
hire back some employees gradually, according to Smiley. The company wants
to emerge from bankruptcy after six months.

The Irvine, California, company makes wireless products for businesses and
home offices.  Less than 11 months ago, it was spun-off from Ericsson AB.  
Cygnion estimates that it owes $18 million to 300 creditors.  The company
recently terminated its contract with General Electric, which provided the
bulk of Cygnion's customer support services.


D&L HOLDING: Case Summary and 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor:  D&L Holding, LLC
          1461 First Avenue
          Suite 316
          New York, NY 10021

Chapter 11 Petition Date:  August 22, 2000

Court:  Southern District of New York

Bankruptcy Case No:  00-42014

Judge:  Cornelius Blackshear

Debtor's Counsel:  Mark A. Frankel, Esq.
                    Backenroth Frankel & Krinsky, LLP
                    885 Second Avenue
                    New York, New York 10017
                    (212) 593-1100

Total Assets:  $ 10,000,000 above
Total Debts :   $ 1,000,000 above

3 Largest Unsecured Creditors:

Law Offices of Adam Feldman                $ 50,000

American Lawyer Media                         $ 877

Forward Newspaper Inc.                        $ 378


DEMORO INVESTMENT: Case Summary and Largest Unsecured Creditor
---------------------------------------------------------------
Debtor:  Demoro Investment Company, Inc.
          9505 Hillwood Drive, Suite 100
          Las Vegas, NV 89134-0527

Type of Business:  Own and develop real property

Chapter 11 Petition Date:  August 16, 2000

Court:  Southern District of Nevada

Bankruptcy Case No:  00-16193

Judge:  Linda B Riegle

Debtor's Counsel:  Timothy S. Cory, Esq.
                    Timothy S. Cory & Associates
                    3016 West Charleston Blvd.
                    Suite 210
                    Las Vegas, NV 89102
                    (702) 388-1996

Total Assets:  $ 3,300,000
Total Debts :  $ 2,600,000

Largest Unsecured Creditor:

Nevada State Bank
Main Office
201 South Fourth Street
Las Vegas, NV                   Deed of trust          $ 2,600,000


DIAL CORP.: Moodys Places Baa1 Senior L-T Rating Under Review For Downgrade
---------------------------------------------------------------------------
Moody's Investors Service put the Baa1 senior long term rating of Dial
Corporation under review for possible downgrade reflecting sales and
profitability underperformance over recent months, and following the recent
announcement by the company of senior management changes. In its review,
Moody's will focus on whether the recent operating underperformance is
likely to continue over the medium term, and on the direction of the
financial policy that new senior management will pursue. Dial's Prime-2
rating for commercial paper was not placed on review and was confirmed.

Ratings under review for downgrade:

    i)   Senior unsecured at Baa1
  
    ii)  Senior shelf at (P)Baa1

    iii) Subordinated shelf at (P)Baa2

Rating confirmed:

    i)  Commercial paper at Prime-2

In the last two quarters, the volume of products sold by Dial in its core
businesses has been reduced significantly, at the same time that
acquisitions and share buybacks have driven an increase in indebtedness.
These unexpectedly poor results have led to the resignations of the chief
executive and chief financial officers of the company.

Dial Corporation, based in Scottsdale, Arizona, manufactures and markets
leading consumer products - Dial soaps, Purex detergents, Renuzit air
fresheners, Nature's Accents and Sarah Michaels specialty personal care
products, and Armour Star canned meats.


EDWARDS THEATRES: Undertakes Chapter 11 Restructuring in California
-------------------------------------------------------------------
Edwards Theatres Circuit, Inc., which operates 70 theaters in California,
Idaho and Texas, announced that in order to complete a strategic
restructuring of its debt and operations, it and certain of its affiliates
have filed voluntary petitions for reorganization under Chapter 11 of the
Bankruptcy Code.

Chief Executive Officer W. James Edwards III said that while the Company
has made significant progress in its strategic restructuring initiatives,
filing for Chapter 11 reorganization provides the most efficient means to
restructure the Company's debt, reorganize its operations, strengthen and
improve its balance sheet and position it to succeed in today's highly
competitive entertainment marketplace. "After reviewing the various
alternatives available, we concluded that utilizing the Chapter 11 process
to complete our restructuring is in the best long-term interests of the
Company and its constituents," he said. "Edwards is an integral part of the
communities in which we operate and we will continue to provide our guests
with the highest quality moviegoing experience available."

Stephen Coffey, recently appointed president of Edwards Theatres, noted
that an oversaturation of the market, created by a surge in the
construction of multi-screen "megaplexes" during the past several years,
has created intense competitive pressures and a downturn in the theatre
industry. "Public demand for all state of the art stadium megaplexes and
lack of attendance at the older non-stadium theatres has placed tremendous
financial pressure on existing theatre chains. By availing ourselves of the
Chapter 11 process, we expect to be able to reduce the Company's operating
expenses and make necessary improvements to the business, thereby creating
a strong competitive future for Edwards Theatres," he said. Mr. Coffey said
that as part of its plan to concentrate resources on operations with the
strongest potential for future growth, Edwards has closed four under
performing theatres.

Mr. Edwards said that while the Company completes the restructuring, its
operations will continue as before. Theatre operations and movie screenings
will continue without interruption. Employees will continue to be paid and
vendors will be paid for post-petition purchases of goods and services in
the ordinary course. The Company intends to seek Court approval to honor
policies regarding gift certificates, movie passes and other customer
programs.

"We have been in contact with the studios and distributors as well as many
of our major vendors, and anticipate that they will continue to support and
do business with Edwards Theatres during the reorganization period," Mr.
Edwards said. "With the support of our suppliers and customers, and the
hard work of our employees, Edwards Theatres will emerge from the
restructuring process a stronger, more competitive business."

The Company filed its voluntary petitions in the U.S. Bankruptcy Court in
Santa Ana, California.

Headquartered in Newport Beach, Calif., Edwards Theatres operates 70
theatres in Southern California, Idaho and the Houston, Texas area,
including Edwards Imax Theatres and Edwards Cinematique.


EXCELSIOR-HENDERSON: Motorcycle Manufacturing Co. Emerges From Bankruptcy
-------------------------------------------------------------------------
Excelsior-Henderson Motorcycle Manufacturing Company announced that it has
emerged from bankruptcy and that its modified plan of reorganization under
Chapter 11 of the U.S. Bankruptcy Code has been confirmed. The Company's
confirmation hearing was held on August 18, 2000, and the Bankruptcy
Court's order confirming the plan of reorganization was issued on the same
date.

The modified plan of reorganization was the product of intensive efforts by
the Company to design a strategy that would enable the Company to
reorganize and obtain the required funding to preserve the future of the
Company. The Company currently anticipates the modified plan will become
effective on or before September 15, 2000, subject to the satisfaction or
waiver of certain conditions. As previously announced, the Company's public
stockholders and Co-Founders did not retain an equity interest in the
Company going forward.

The Company's Co-Founders, Dan, Dave and Jennie Hanlon said, "Confirmation
of the plan represents the culmination of several months work. As we said
before, we believe the proposed plan of reorganization represents the best
available alternative for the Company and its creditors. This is a great
initial step in rebuilding the Company."


FACTORY CARD OUTLET: Asks for Extension of 365(d)(4) Period through Jan. 24
---------------------------------------------------------------------------
Factory Card Outlet Corp. and Factory Card Outlet of America Ltd., seek an
extension of time within which they may decide whether to assume, assume
and assign, or reject unexpired leases of nonresidential real property.  A
hearing on the motion will take place before the Honorable Joseph J.
Farnan, Jr., US District Court, Wilmington, September 13, 2000 at 12:30
p.m.

The debtors request a further extension of the Assumption/Rejection Period
to and including January 24, 2001.

The debtors are currently operating 177 store premises. There are 5 Closing
Stores and the debtors have already rejected 39 leases, and have assumed
and assigned one leases. The current monthly rental obligations under the
leases totals approximately $2.4 million and therefore, the debtors believe
it would be contrary to the best interest of all parties if they were to
prematurely assume the leases. The debtors are currently engaged in
conversations with many of their landlords regarding possible lease
modifications, including rental obligations. The debtors, the statutory
creditors' committee and Saunders Karp & Megrue have executed of Letter of
Intent delineating the salient terms of a potential investment in the
debtors that would serve as the foundation of a plan of reorganization.


FIELDS AIRCRAFT: Announces Filing Of Reorganization Plan; Secures Financing
---------------------------------------------------------------------------
Fields Aircraft Spares (OTC:FASIQ) announced that it has filed its Plan of
Reorganization and has secured interim Debtor in Possession financing.

In a two-stage transaction, Fields Aircraft Spares has reached agreement
with private investors to provide $750,000 of interim financing and to
provide an additional $1.6 million in equity and debt financing to fund the
company's emergence from Chapter 11.

The plan will provide that the private investors will receive shares
representing controlling interest in the reorganized company and 100% of
the shares of Skylock Manufacturing. The existing shareholders will retain
equity equal to between 5% to 10% of the reorganized company, with the
company's Bondholders, Unsecured Creditors and Employees retaining the
balance.

The company's senior lender, bondholders, and creditors committee have all
agreed to the proposed Plan of Reorganization.

In a separate transaction, the court has approved the company's sale of the
assets of Flightways Manufacturing Inc.

Alan Fields, the company's CEO, stated, "The interim financing will provide
the funds needed to begin purchasing again to support our customer needs.
Fields has always prided itself in providing comprehensive Just-in-Time'
support for many of the World's major airlines. This will allow us to
augment the company's almost $12 million, book value, of inventory
currently on hand.

"The divestiture of the manufacturing units will allow us to concentrate on
our core competencies of distribution and redistribution."

Fields Aircraft Spares Inc., through its wholly owned subsidiaries Fields
Aircraft Spares Incorporated, Fields Aero Management Inc. and Skylock
Industries, is a manufacturer and a leading distributor of aircraft cabin
interior replacement products and is a redistributor for a wide variety of
factory new parts applicable to the majority of commercial aircraft models
and manufacturers.


GENESIS/MULTICARE: Obtains Authority to Continue All Customer Programs
----------------------------------------------------------------------
Genesis Health Ventures, Inc., asked the U.S. Bankruptcy Court for the
District of Delaware for authority to honor their Customer Programs
and to continue their Customer Programs in the ordinary course of their
businesses without interruption in accordance with their prepetition
practices.

The Debtors' customers are the life-blood of their businesses. Continuance
of the Customer Programs and the payment of or ability to honor related
prepetition obligations is essential to the Debtors' ability to maintain
the loyalty of existing customers and to attract new customers. Otherwise,
GHV would be at a competitive disadvantage in the marketplace, the Debtors
tell the Judge, and the rehabilitative purposes of chapter 11 would not be
achieved. Considering the minimal expense for the relief compared to the
size of the Debtors' chapter 11 cases and the importance of keeping the
customers, granting the relief requested is appropriate and essential, the
Debtors tell the Court.

At the Debtors behest, Judge Walsh granted the motion in all respects.
(Genesis/Multicare Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


GREAT TRAIN: Tells Shareholders Not to Expect Any Distribution from Estate
--------------------------------------------------------------------------
On February 28, 2000, The Great Train Store Company filed a voluntary
petition for protection and reorganization under Chapter 11 of the Federal
Bankruptcy Code in the United States Bankruptcy Court for the District of
Delaware. From that time, the company had been operating under the
protection of the United States Bankruptcy Code as a debtor-in-possession
and had been attempting to obtain bridge and replacement financing and to
explore other opportunities.

On May 18, 2000, the United States Bankruptcy Court entered an order
authorizing, among other things, that the company (i) discontinue
operations at and liquidate the inventory located at the
going-out-of-business stores, and (ii) enter into an agency agreement for
such liquidation.

On June 23, 2000, the United States Bankruptcy Court entered an order
approving the auction procedure for the sale of the company's leases and
approving the rejection procedure for termination of the leases not
auctioned.

On July 17, 2000, the Great Train Store Company completed the liquidation
of its inventory located at its store locations and on August 15, 2000,
the company closed its offices. The lease auction process is still pending.

"Based on the preliminary results of the liquidation, the company
does not expect that the stockholders will receive a distribution as a
result of the liquidation," Great Train says in a regulatory filing
delivered to the Securities and Exchange Commission earlier this week.  


GST TELECOM: Retains KPMG LLP As Auditors and for SEC and Tax Work
------------------------------------------------------------------
GST Telecom, Inc., et al. apply to the court for entry of an order
authorizing the employment and retention of KPMG LLP as accounting,
auditing and tax advisory consultants for the debtors.  KPMG's Robert L.
Henarie leads the GST engagement.  

Specifically, the Debtors need KPMG LLP to, among others things:

    a) Audit and/or review of the financial statements of the debtors as may
        be required from time to time;

    b) Analysis of accounting issues and providing advice to the debtors'
        management regarding the proper accounting treatment of events and
        transactions;

    c) Assist in the preparation and filing of the debtors' financial
        statements and disclosure documents required by the SEC;
  
    d) Assist in the preparation and filing of any registration statements
        required by the SEC in relation to debt and equity offerings;

    e) Assist the debtors by facilitating due diligence procedures performed
        by potential purchasers of the debtors' assets;

    f) Perform other accounting services for the debtors as may be necessary
        or desirable;

    g) Review and assist in the preparation and filing of any tax returns;

    h) Provide advice and assistance to the debtors regarding tax planning
        issues, including but not limited to assistance in (1) estimating
        net operating loss carryforwards, international taxes, state and
        local taxes; determining the portion of the debtors' income, losses
        and deductions treated as US-sourced versus foreign-sourced for US
        tax purposes; and (3) evaluating the impact of any transactions on
        the amount of taxable income, loss, credit or deduction to be
        allocated to the debtors' members under the partnership taxation
        rules;

    i) Provide assistance regarding transaction taxes, state and local sales
        and use taxes, and federal, state and local telecommunications
        taxes;

    j) Provide assistance regarding tax matters related to the debtors'
        pension plans;

    k) Provide assistance regarding real and personal property tax matters,
        including review of real and personal property tax records,
        negotiation of values with appraisal authorities, preparation and
        presentation of appeals to local taxing jurisdictions and assistance
        in litigation of property tax appeals;

    l) Provide assistance regarding any existing or future IRS, state and/or
        local tax examinations.

The debtors note they've also retained Deloitte & Touche LLP and Deloitte
Consulting LLC as their financial, tax and restructuring consultants. The
Debtors assure the Court that KPMG LLP and D&T will not provide duplicative
services to the Estates.  The debtors agree to pay KPMG LLP for post-
petition its customary hourly rates:

      Accounting and Auditing

           Partners                     $425-$550
           Directors/Managers           $200-$400
           Senior/Staff Accountants     $150-$250
           Para-professionals           $100-$150

      Tax Advisory Consulting

           Partners                     $425-$550
           Managing Directors/Directors $375-$400
           Senior Managers/Managers     $250-$375
           Senior/Staff Accountants     $150-$250
           Para-professionals           $125-$150


INNOVATIVE GAMING: Nasdaq Warns Shares May be Delisted on November 6
--------------------------------------------------------------------
Innovative Gaming Corporation of America has received correspondence from
the Nasdaq National Market indicating that the company's common stock has
failed to maintain a minimum bid price of $1.00 per share over the last 30
consecutive trading days as required for continued listing.  Nasdaq's
correspondence also indicated that the company's common stock will be
delisted from trading on or about November 6, 2000 if the minimum bid price
of the company's common stock does not equal or exceed $1.00 for a minimum
of 10 consecutive trading days.


INTEGRATED HEALTH: Debtors Can't Sever Non-Compete Agreement from Leases
------------------------------------------------------------------------
Community Care of America of Alabama is the lessee under three facility
leases executed on June 21, 1995, with: (i) Greensboro Health Care Inc.
(ii) South Gate Village, Inc. and (iii) Midwest Health Enterprise of
Bessemer, Inc.  On the same day the CCAA Leases were executed, Mr. Stein,
who is an executive of Integrated Health Services, Inc. -- the parent
company of the three lessors -- executed a Non-Competition Agreement with
CCAA and its affiliate, Community Care of America. The Agreement provides
that Mr. Stein shall refrain from engaging in competitive activity, such as
leasing premises to other health care providers or divulging confidential
information of the Debtors, for a period of ten years from execution of the
Non-Competition Agreement. In return for such undertaking, CCAA was
required to pay Mr. Stein $50,000 per year for the first three years of Mr.
Stein's ten year obligation. CCAA's obligations under the Non-Competition
Agreement were guaranteed by CCA.

In April 1999, the Non Competition Agreement was amended to include
Integrated and all of its subsidiaries. The term was also amended to so
that it expires on the last day of the term of the CCAA Leases or in the
event that one or more of the CCAA Leases is terminated prior to the end of
its term, the last day on which the last of the CCAA Leases expires.
Further, the Amendment provided that CCAA would pay Mr. Stein $50,000 per
year in equal monthly installments during the entire term of the Non-
Competition Agreement. The rental payments were also reduced by the amount
of the monthly installment payments to Mr. Stein pursuant to the Amendment.

Following Mr. Stein's objection to the Debtors' motion to extend the time
to assume and reject leases to October 2, 2000, the Court granted the
motion but reserved ruling on the extension as to the CCAA Leases.

Mr. Stein and the CCAA lessors argue that the parties intended at the time
of execution that the CCAA Leases and the Non-Competition Agreement
constitute a single, indivisible contract, so that the Debtors may not
assume the CCAA Leases while rejecting the Non-Competition Agreement.

Integrated, on the other hand, argues to the U.S. Bankruptcy Court for the
District of Delaware that the Non-Competition Agreement and the CCAA Leases
are four separate agreements which, in accordance with 11 U.S.C. Sec. 365,
may be assumed or rejected separately.  The Debtors further argue that
because they are current on the CCAA Leases, Judge Walrath may grant their
extension motion.

The Court determines that the threshold issue is whether the Non-
Competition Agreement and the CCAA Leases are sufficiently integrated so as
to constitute a single contract.

The Court agree with the Debtors that the four agreements are severable
because the CCAA Leases and the Non-Competition Agreement are supported by
separate consideration, cover different subject matter, involve different
parties and, taken together, the object of the agreements is different, and
the Debtors may separately assume or reject any of the four agreements, the
Court rules.

Accordingly, the Court denied CCAA's Motion to compel the Debtors to make
an early decision concerning the disposition of the CCAA Leases and granted
the Debtors and extension of their time within which to decide whether to
assume, assume and assign or reject the unexpired CCAA Leases to October 2,
2000.  (Integrated Health Bankruptcy News, Issue No. 7; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


INTEGRATED PACKAGING: Auditors Question Viability as a Going Concern
--------------------------------------------------------------------
As a result of a reduction in orders from Integrated Packaging Assembly
Corporation's customers, the company has had significant excess production
capacity since the first quarter of 1997.  The underutilization of capacity
and resultant underabsorption of fixed costs resulted in operating losses
that have continued into 2000.  As a result of these circumstances, the
company's independent accountants' opinion on the company's December 31,
1999 financial statements includes an explanatory paragraph indicating
that these matters raise substantial doubt about the company's ability to
continue as a going concern.

The company's net revenues for the three months ended July 2, 2000 were
$821,000 with a net loss of $1,912,000.  Negative net revenues in the same
three month period ended July 4, 1999 were ($1,894,000) with net losses of
$2,023,000.

In the six months ended July 2, 2000, net revenues were $1,289,000 with net
losses of $3,816,000.  The same six month period of 1999 saw negative net
revenues of ($3,610,000) and net losses of $5,448,000.


IRIDIUM LLC: North American Public Switched Telephone Network Rejects Calls
---------------------------------------------------------------------------
Motorola Inc., already received an approval from the U.S. Bankruptcy Court
for the Southern District of New York to destroy the satellites of Iridium
LLC.  Motorola then issued an urgent notification for their subscribers who
are using Iridium's services stating the following:

      "As you know, Iridium LLC ended commercial service on March 17 of this
year.  Since then, some limited Iridium service has continued to be
available in some geographic areas, depending on the operational status of
the various Gateways and Service Providers, while the plan for
decommissioning the Iridium System was being finalized.  As we have
indicated in our communications with our customers, and Gateways and
Service Providers around the world, since March 17, there has been the
possibility that any remaining Iridium service could end at anytime,
without any advance notice.

      "We have been informed by Iridium North America ("INA") that the
service that allows INA to transfer Iridium satellite calls to and from the
PSTN (Public Switched Telephone Network) [] terminated at 7 PM (CST)/5 PM
(PST) on Thursday, August 24, 2000.  This means that as of that time:

   * Users will no longer be able to place a call from an Iridium satellite  
  phone, regardless of its location, to a non-Iridium phone number (i.e.  
  home phone, office phone, cellular phone, etc.), located in the  
  Americas.

   * No one will be able to place a call to an Iridium satellite phone,  
     regardless of its location, from a non-Iridium phone number (i.e. home
     phone, office phone, cellular phone, etc.) located in the Americas.

   * Service availability will be limited to Iridium unit to Iridium unit  
     calling, and possibly some limited service on calls processed by  
     another Gateway that still has an active PSTN interconnect.

      "However, please be aware that any and all remaining Iridium service
could end at ANY TIME - WITHOUT ANY ADVANCE NOTICE.  Again, if you have not
already done so, we urge you to make immediate arrangements for alternative
communications or move to a location where alternative communications are
available.

      "Please share this information immediately with anyone in your
organization who uses Iridium service.

      "Motorola and other Iridium investors worked very hard to support
Iridium LLC's efforts to reorganize and continue operating the business.
Unfortunately, that did not happen. Many of our finest people worked
together, worldwide to help implement a pioneering global communications
system that was, from a technology standpoint, an extraordinary
achievement. Going forward, Motorola will continue to look for new
opportunities that will provide a path to the future."


J.C. PENNEY: Moody's Places Short & Long-Term Ratings Under Review
------------------------------------------------------------------
Moody's placed the short and long-term ratings of J.C. Penney Company, Inc.
under review for possible downgrade reflecting weaker than expected
operating performance at the Eckerd drug store division at a time when the
company is still facing significant challenges in its department store
division. In its review, Moody's will focus on Eckerd's initiatives to
improve profitability and merchandising in the key non-pharmacy segment, to
deal with on-going integration challenges, and to upgrade management
information systems. The rating review will also consider the implications
of any potential new strategies or performance improvement initiatives that
may be introduced by the new CEO, Allen Questrom, for both the department
store and drug store divisions. Another key rating factor will be the
progress that Penney is making at the department stores in achieving its
stated objectives for improving merchandising, inventory management,
distribution, and store operations.

Ratings under review for downgrade are:

    * J.C. Penney Company, Inc -- Baa2 senior unsecured debt and issuer
                                    rating;
                               -- the (P)Baa2 senior unsecured shelf
                                    registration rating.

    * J.C. Penney Funding Corporation -- Prime-2 rating for commercial
                                           paper.

Despite an 8.3% comparable store sales increase for the year-to-date,
Eckerd's LIFO operating profit fell by 46% from the first six months of
last year, when the impact of one-time gains and special charges are
excluded. On a dollar basis, LIFO operating profit declined by $95 million
to $110 million from $205 million. Through the first two quarters, when
these special items are included, Eckerd had an operating loss of $23
million in 2000 against an operating profit of $86 million in 1999. The gap
between Eckerd's operating profit and its competitors' has continued to
widen even though Eckerd's sales growth has kept pace with the industry as
a whole. At the same time, Penney's department store division continues to
be challenged in improving its financial performance in the face of fierce
competition from a variety of channels and a currently soft retail
environment. Comparable store sales in Penney's department stores are down
2.5% year-to-date. While Penney has embarked on a number of initiatives to
improve its merchandising and supply chain management, smooth
implementation of these process changes could be challenging and it may be
some time before significant operating improvement is assured.

J.C. Penney Company, Inc., headquartered in Plano, Texas is one of the
largest retailers in the United States. It operates the J.C. Penney
department stores, Eckerd Drug Stores, and a growing internet retailing
presence with "jcpenney.com."


KCS ENERGY: Committee and CSFB Object to Debtors' Disclosure Statement
----------------------------------------------------------------------
Credit Suisse First Boston and the Official Committee of Unsecured
Creditors, who together represent approximately 83% of the debtors' senior
notes and 66 2/3% of the senior subordinated notes, object to the
fourth amended disclosure statement to the third amended joint plan
proposed by KCS Energy, Inc., et al., in their chapter 11 cases.  

The Committee and CSFB state that the plan obviously represents equity's
attempt to maintain control of the debtor. In order to do so, they claim
that the debtors have "left the distribution to Class 5 to the imagination
by providing that the rights, privileges, and even the dividend rate of the
preferred stock distributed to Class 5 will be determined only at
confirmation. The creditors in Class 5, after voting on the debtors' plan,
will thus be forced to wait until confirmation in order to find out whether
they made the right choice.

In order to orchestrate control of KCS, the Committee and CSFB claim that
the debtors have created two artificially impaired classes of creditors,
Class 6 (General Unsecured Claims) and Class 2 (Secured Bank Claims).
According to the Committee and CSFB, the debtor failed to provide
information why they can not pay Class 6 in full. And without seeing the
terms of the banks' postpetition financing, it is impossible to determine
whether such financing is in fact a new loan, in which case there is no
impairment of Class 2. "The debtors' plan smacks of artificial impairment."


KCS ENERGY: Debtors' Object To Committee's Competing Disclosure Statement
-------------------------------------------------------------------------
KCS Energy, Inc. and its subsidiaries object to the Disclosure Statement
proposed by the Official Committee of Unsecured Creditors of KCS Energy and
Credit Suisse First Boston.

The debtor claims that the Committee and CSFB are proposing a plan paying
creditors $150 million more than they are owed while extinguishing equity.
The Committee has made no arrangements or efforts to make arrangements with
management. Further the debtor states that to avoid admitting that they are
paying themselves more than in full, they did not provide any valuation in
their disclosure statement.

Additionally, according to the debtor, they take approximately $150 million
of equity value away from the shareholders and then offer equity holders
the right to buy it back in a sixty-day period.

In addition to other infirmities, the debtor points out that the
Committee/CSFB Disclosure statement:

    a) Is totally devoid of any information or analysis regarding the
        debtors' projected financial performance.

    b) Is totally devoid of any information, analysis or support regarding
        the purported value of securities issued under the plan;

    c) Contains outdated and misleading operating and financial information;
        and natural gas industry data and information;

    d) Contains misleading information and omits material information in the
        tax analysis;

    e) Fails to disclose the identities or proposed compensation of any
        directors of the reorganized debtors;

    f) Fails to discuss the absence of management contracts and the harm to
        the debtors from that absence.

The debtor states that the court should not allow a patently inadequate
disclosure statement to be distributed.


KITTY HAWK: Reliant Airlines Offers $5.9 Million for Two DC-9 Aircraft
----------------------------------------------------------------------
Kitty Hawk, Inc. et al. seeks a court order authorizing the debtors to sell
two DC-9 aircraft owned by Aircraft Leasing, Inc., a debtor, to Reliant
Airlines, Inc. for a purchase price of $2.95 million each, or a total of
$5.9 million.

The offer is the highest and best offer received by Aircraft Leasing. The
debtors support the sale, stating that the agreement to purchase the
aircraft is in the best interest of the debtors' estate. The debtors do not
propose to pay any sales proceeds to the Bank Group.


MARINER HEALTH: Third Motion For Extension Of Exclusive Periods
---------------------------------------------------------------
Mariner Health Group, Inc., and its 87 debtor-affiliates tell Judge Walrath
that they are not in a position to file a plan of reorganization at this
time and any plan hobbled together before the previously-extended August
18, 2000, expiration of their exclusive period during which to file a plan
of reorganization would be a waste of time, effort, paper and money.

The HEALTH Debtors asked the DIP Lenders for their consent to an extension
of their exclusive period through September 18, 2000, consistent with the
Court's ruling on the Second Motion to extend the exclusive periods. The
HEALTH DIP Lenders declined.

Accordingly, based on the same facts and arguments previously outlined for
the Court, the Debtors come and ask Judge Walrath for a third extension of
their exclusive periods.

Judge Walrath directs that the HEALTH Debtors' exclusive period during
which to file a plan will be extended through the conclusion of a hearing
and status conference to be held at 9:30 a.m. on September 6, 2000, in her
courtroom. At that time, the Court will hear from the Debtors, their
Committee, the DIP Lenders, and any other party-in-interest about whether
the HEALTH Debtors should continue to control the plan formulation process
or whether other parties-in-interest should be permitted to propose
competing plans of reorganization.  (Mariner Bankruptcy News, Issue No. 8;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


MEDITRUST COMPANIES: Asset Sales and Mortgage Repayments of $459M Completed
---------------------------------------------------------------------------
The Meditrust Companies (NYSE: MT) announced that it has completed asset
sales and mortgage repayments totaling $138 million since the second
quarter ended June 30, 2000.  Year-to-date, Meditrust has completed $459
million in asset sales and mortgage repayments as part of its Five Point
Plan of reorganization announced in January 2000.

Meditrust received total proceeds of $32 million from the sale of one
medical office building and total proceeds of $7 million related to the
sale of one long-term care facility. Additionally, Meditrust announced the
early repayment of six mortgages pertaining to five assisted living
facilities and two long-term care facilities. Total proceeds from this
transaction were $99 million.

The proceeds from these transactions were used to pay down the Companies'
revolving credit line. Meditrust has approximately $390 million available
on its revolving credit line as of August 23, 2000.

                         About The Meditrust Companies

The Meditrust Companies, (NYSE: MT), a real estate investment trust
headquartered in Dallas, Texas, consists of Meditrust Corporation, a REIT,
and Meditrust Operating Company. Today's news release as well as other news
about The Meditrust Companies is available on the Internet at
http://www.reit.com.

                          About La Quinta Inns, Inc.

La Quinta Inns, Inc. owns and operates 230 Inns and 70 Inn & Suites in 28
states. La Quinta is the lodging division of The Meditrust Companies and is
also headquartered in Dallas. For more information about La Quinta, please
visit its Web site at http://www.laquinta.com.


MERRY-GO-ROUND: Trustee Wants Warehouse Appraisal for Preference Litigation
---------------------------------------------------------------------------
Deborah H. Devan, Esq., the Chapter 7 Trustee handling the liquidation of
Merry-Go-Round Enterprises, Inc., tells Judge Derby that she "requires the
services of an expert real estate appraiser to assist her in valuing
[Merry-Go-Round's] warehouse/distribution facility in Joppa, Maryland," for
purposes of "seeking to recover approximately $800,000,000 in allegedly
preferential transfers to [370] entities."

Subject to final approval by the U.S. Bankruptcy Court for the District of
Maryland, Northern Division, Ms. Devan's law firm, Neuberger, Quinn,
Gielen, Rubin & Gibber, P.A., has retained and employed George P. Rrizzell,
CRE, MAI, of Lipman, Frizzell & Mitchell, LLC, in Baltimore.  Ms. Devan
says Mr. Frizzell has 30 years of experience. For $6,500, Mr. Frizzell will
appraise the Joppa Warehouse and provide Ms. Devan's firm with a written
report.  For $300 per hour, Mr. Frizzell will provide Ms. Devan with expert
testimony at preference claim trials and in depositions.


NEW AMERICAN HEALTHCARE: Lease Decision Deadline Extended to October 20
-----------------------------------------------------------------------
By order of Judge Marian F. Harrison, US Bankruptcy Court, Middle District
of Tennessee, Nashville, entered on August 15, 2000, the debtor, New
American Healthcare Corporation et al. was granted an extension of time to
assume or reject nonresidential real property leases.

The time within which the Debtors may assume or reject nonresidential real
property leases related to Center Hospital shall be and is extended to
October 20,2000, pursuant to Bankruptcy code section 365(d)(4).

The time within which the debtors must commence performance of obligations
under personal property leases related to Center Hospital and the corporate
operations of the debtors shall be and is extended to October 20, 2000.

The time within which the Debtors may assume or reject nonresidential real
property leases related to Dolly Vinsant Memorial Hospital of Adel,
Woodland Park Hospital, and Eastmoreland Hospital shall and is extended by
an additional sixty days.

The time within the debtors must commence performance of obligations under
personal property leases related to Dolly Vinsant Memorial Hospital,
Memorial Hospital of Adel, Woodland Park Hospital, and Eastmoreland
Hospital shall be and is extended by an additional sixty days.


PAGING NETWORK: District Court Grants MetroCall Access to Financial Data
------------------------------------------------------------------------
The U.S. District Court granted Metrocall Inc. limited access to Paging
Network's non-public financial data.  The Court also ordered that Metrocall
must return on September 7th, if it still intends to proceed with the
purchase offer.  The Court will then decide whether or not to grant
MetroCall access to additional Company information.  The Court also
approved a $40 million termination fee payable to Arch Communications,
Inc., in the event that Paging Network broke its merger agreement in favor
of Metrocall's offer.

The Court further approved a provision preventing Paging Network from
soliciting bids. As previously reported, Arch's proposal calls for the
conversion of $1.2 billion of Paging Network's senior notes, with
shareholders receiving 0.1247 share of common stock in the newly-formed
Company in exchange for each Paging Network share. Arch shareholders would
receive one share in the new Company for each Arch share. On the other
hand, Metrocall's proposal offers holders of the Company's senior
subordinated notes an aggregate of $100 million in cash and 96.8 million
shares of new Metrocall common stock.

In addition, noteholders would receive 81% of the common stock of the
Company's Vast subsidiary. Metrocall further agreed to pay an additional
$40 million in cash in order to cover the break up fee recently approved by
the Court. Paging Network has been operating under Chapter 11 protection
since July 24, 2000. (New Generation Research, Inc., 23-Aug-00)


PATHMARK STORES: Equity Committee States Preliminary Objections to Plan
-----------------------------------------------------------------------
The Official Committee of Equity Security Holders, through their counsel,
Greenberg Traurig, LLP, submits a preliminary objections to confirmation of
the prepacked joint reorganization plan and disclosure statement proposed
by Pathmark Stores, Inc.

The Equity Committee consists of five members who hold shares of $3.52
Cumulative Exchangeable Redeemable Preferred Stock of Supermarkets General
Holdings Corporation. According to the committee, the debtors' proposed
plan contemplates the payment in full, in cash, of the debtors' prepetition
lenders.  In addition, as with most prepackaged plans, the proposed plan
does not impair classes of trade claims, with such claims "flowing through"
confirmation because they are to be paid in the ordinary course of
business.

Under the Plan, existing equity interests are terminated and new equity
and/or warrants will be issued to management and bondholders.  The
plan provides the preferred shareholders of Supermarkets General Holdings a
pro rata share of $500,000 which is approximately $.10 a share.  According
to the equity committee, there was a proposed merger agreement with
Koninklijke Ahold N.V. and Ahold Acquisition, Inc., pursuant to which Ahold
agrees to purchase all of the issued and outstanding shares of the
preferred stock of Supermarkets General Holdings Corporation at a price of
approximately $40 per share.

The equity committee states that with the scant information provided to
date, it objects to the plan's discrimination against the preferred
shareholders.  The Committee also states that the disclosure statement is
inadequate and incomplete in other material respects:

    a) Information regarding releases

    b) Information regarding the Ahold transaction

    c) Information regarding the debtors' and the ad hoc Bondholder
        committee's valuations.

    d) Information regarding the management compensation and equity package.

    e) Information regarding the so-called exit financing.

    f) Information regarding the debtors' plans to market their business
        after confirmation of the proposed plan.

The Equity Committee urges Judge Farnan to adjourn consideration of the
disclosure statement and confirmation of the prepackaged plan for 60 days.
The Committee was appointed on August 14, 2000, and states that it is
particularly hard pressed to accept, or even understand, the debtors
suggested valuation in the Disclosure Statement.  At a minimum, the
Committee requests that it be allowed to hire qualified financial advisors
to evaluate the debtors' business plan and valuation.


PATHMARK STORES: Wasserstein Prepared to Testify Equity is Out of the Money
---------------------------------------------------------------------------
Preparing for a contested confirmation hearing in Wilmington, Delaware,
with its Official Committee of Equity Security Holders, Pathmark Stores,
Inc., tells District Court Judge Farnan that Wasserstein Perella & Co. is
prepared to deliver expert testimony that Pathmark's prepackaged plan of
reorganization appropriately cuts the equity holder constituency out of the
money.

Wasserstein, Pathmark explains, has served as the Company's financial
advisor since March. Wasserstein was involved in every aspect of Pathmark's
pre-petition negotiation with its Bondholders, played a key role in the
solicitation of pre-petition acceptances of the prepackaged plan, and has
kept its finger on the pulse of the reorganization since the chapter 11
filing.

With Wasserstein's assistance, Pathmark prepared a pro forma liquidation
analysis based on the Company's audited book values of assets at January
29, 2000. That pro forma liquidation analysis, presuming an orderly
liquidation under chapter 7 in a six-month period of time, indicates that
Pathmark's $842 million in assets would reduce to a $429 to $581 million
pile of cash. In the event of a liquidation, Wasserstein will testify, the
estimated value of the Debtors' assets would return 97% to 100% to
Pathmark's Senior Secured Creditors and holders of junior claims and
interests would take nothing. Because of the so-called absolute priority
rule applicable in bankruptcy cases, unsecured creditors would not be
entitled to any recovery from the Debtors' estates in the event of a
liquidation and this leaves equity holders hopelessly out of the money.

Pathmark's Prepackaged Plan, the Debtors tell Judge Farnan, provides a
superior result and, accordingly, passes the "best interests of creditors
test" articulated in 11 U.S.C. Sec. 1129(a)(7). Rather than the secured
creditors gobbling-up all of Pathmark's value, unsecured creditors will see
a 13.7% to 100% recovery on account of their claims, depending on their
order of priority, under the terms of the Prepackaged Plan.

Douglas P. Bartner, Esq., George J. Wade, Esq., and Andrew V. Tenzer, Esq.,
of Shearman & Sterling, joined by Laura Davis Jones, Esq., Michael R.
Seidl, Esq., and Rachel S. Lowy, Esq., of Pachulski Stang Ziehl Young &
Jones, suggest to Judge Farnan that the Equity Committee is grasping at
straws when it asks the Court to speculate about Pathmark's plans to market
the business after it emerges from bankruptcy.  All such plans, Pathmark's
legal team points out, would be made by a board of directors for
Reorganized Pathmark.  Because that board won't be appointed until well
after the confirmation hearing is concluded, no such plan to market the
company conceivably could exist at this time.



PRECISION AUTO: Sale of Denver Car Wash Business Trims Debt by $4.2MM
---------------------------------------------------------------------
Precision Auto CareInc. has concluded the sale of its car wash business
operated in the Denver, Colorado area. The net proceeds were applied to
reduce the company's outstanding indebtedness to FFCA Acquisition
Corporation from approximately $6.8 million to approximately $2.6 million.
The company continues to negotiate with identified purchasers for the sale
of the balance of its car wash business. The net proceeds of such
additional sales will be applied first to satisfy the company's remaining
indebtedness to FFCA with the balance to be applied to prepay its senior
financing.

In regard to the refinancing and recapitalization, as well as the
appointment of Mr. Lou Brown, Woodley A. Allen, the company's Chairman
commented, "The refinancing and recapitalization provides the company with
significant working capital, reduces the company's monthly cash
requirements in the near term, and extends the maturity of the company's
senior credit facility by nearly three years. In Lou Brown the company
obtains a highly seasoned professional and successful businessman who
brings over 30 years of executive experience to the company. The company
extends its heartfelt thanks to Chuck Dunlap for his wisdom and guidance
during the past 22 difficult months for the company."

The company also announced its preliminary results for its fourth fiscal
quarter and its fiscal year ended June 30, 2000. The company expects that
it will report losses of approximately $6.0 million for the quarter ended
June 30, 2000 and losses of approximately $10.3 million for the fiscal year
ended on that date. These amounts compare with losses of $10.1 million for
the quarter ended June 30, 1999 and losses of $21 million for the fiscal
year ended on that date. The company's losses for the quarter ended June
30, 2000 reflect charges of approximately $800,000 related to the
refinement of estimates concerning accounts receivable, allowances for bad
debts and inventory. The quarterly results also included the recognition of
approximately $4.0 million of losses associated with the discontinuation of
the company's car wash division.

The company also stated that it was evaluating the book value of certain
assets (principally goodwill) associated with manufacturing operations
which the company may divest or discontinue in connection with certain
restructuring activities it may undertake in the future. Precision expects
this evaluation could result in a substantial non-cash charge to the
company's earnings for the year ended June 30, 2000. The company has not
yet quantified this amount and this charge will increase the losses for the
quarter and year ended June 30, 2000.

Finally, the company expects that as a result of the recent levels its
stock has been traded, and because the company did not have time to seek
shareholder approval of the issuance of shares to Louis M. Brown prior to
their issuance (or to obtain an exemption from such requirements), the
Nasdaq may delist the company's common stock from the Nasdaq Small Cap
Market. Precision intends to hold discussions with Nasdaq representatives
concerning this shortly. The company expects that its shares would be
quoted on the OTC Bulletin Board if delisting from the Nasdaq Small Cap
Market were to occur.


RELIANCE GROUP: Bank Lenders Extend Aug. 31 Repayment Deadline to Nov. 10
-------------------------------------------------------------------------
Bank Lenders to Reliance Group Holdings (NYSE: REL) looking for a $237.5
million payment on August 31 agree to extend the deadline to November 10.  
This gives Reliance breathing room for the moment, but it still has to
contend with $291.7 million of bond debt coming due in September.  


RELIANCE GROUP: Announces Agreement Between Subsidiary And Pensylvania
----------------------------------------------------------------------
Reliance Group Holdings (NYSE: REL) announced that its Reliance Insurance
Company subsidiary entered into an agreement with the Pennsylvania
Insurance Department to set forth a schedule of Reliance Insurance's
transactions for review by the Insurance Department.

Under the terms of the agreement, Reliance Insurance is to file reports
with the Insurance Department detailing its business plan, financial
information and proposed material transactions. Additionally, Reliance must
seek review and/or approval from the Insurance Department prior to engaging
in certain financial transactions, including the payment of dividends. A
copy of the agreement has been filed with the Securities and Exchange
Commission as an exhibit to Reliance Group Holdings' Form 8-K.

George Baker, Chief Executive Officer of Reliance Group Holdings, said,
"This agreement is consistent with the dialogue we have been having with
the Pennsylvania Department of Insurance. As this agreement shows, we
intend to cooperate with insurance regulators in Pennsylvania and elsewhere
as we work with our creditors to develop a financial restructuring plan."


ROSE HILLS: Still Posting Losses, But Far Less than Last Year
-------------------------------------------------------------
Rose Hills Company operates 14 funeral homes, 3 funeral home and cemetery
combination properties and 1 cemetery property in the Southern California
area. Services offered at the locations include cemetery interment and
professional mortuary services, both of which include pre-need and at-need
sales. In addition, the company sells caskets, memorials, vaults and
flowers and the sale of pre-need funeral insurance from which commissions
are earned.

For the quarter ended June 30, 2000, the company's net revenues were
$19,293,000 with a resulting net loss of $331,000. In the quarter ended on
the same date in 1999 net revenues were $21,318,000 with net income of
$731,000.

For the six months ended June 30, 2000, net revenues were $43,140,000 with
net income of $613,000. In the same six month period of 1999 net revenues
were $43,105,000 with net income of $3,110,000.


RUTLAND FIRE: Expects to File Plan of Reorganization on August 31
-----------------------------------------------------------------
Rutland Fire Clay Company and Rutland, Inc., intend to file a Joint Plan of
Reorganization and a Disclosure Statement in support of that plan on August
31, 2000, Raymond J. Obuchowski, Esq., of Bethel, Vermont, tells the U.S.
Bankruptcy Court for the District of Vermont.

That Plan, Mr. Obuchowski, explains will be premised on the transfer of all
of Rutland's assets and interests in remaining insurance policies to an
Asbestos Trust Fund, which will assume and administer all of Rutland's
asbestos-related liabilities. Existing equity will be canceled and
Reorganized Rutland will issue 100% of its capital stock to the Trust.

Mr. Obuchowski also relates that a central feature of the Plan will be a
channeling pursuant to 11 U.S.C. Sec. 524(g). Joined by Manhattan attorney
Joan J. Preefer, Esq., representing the Official Asbestos Tort Claimants
Committee appointed in Rutland's case, and Richard Levy, Jr., Esq., of
Freeman Forrest & Levy LLP, appointed to serve as the Legal Representative
of Future Claimants, Messrs. Obuchowski, Preefer and Levy approach the U.S.
District Court for the District of Vermont with a request for withdrawal of
the reference of Rutland's case from Bankruptcy Judge Colleen A. Brown so
that the District Court can enter a confirmation order that will clearly
comply with the requirement under 11 U.S.C. Sec. 524(g)(3)(4) that a
channeling injunction be issued or affirmed by the District Court.

Messrs. Obuchowski, Preefer and Levy do not insist that the District Court
yank Rutland's case away from Judge Brown. Rather, they suggest that the
both Courts could preside over a confirmation hearing as was done in the
Keene Corp. (Bankr. S.D.N.Y.) and Eagle-Picher Industries (Bankr. S.D.
Ohio) chapter 11 cases.

Rutland stresses that it wants to confirm a plan by November 20, 2000,
because it is necessary to make plan distributions on or before November 30
to obtain the tax benefits permitted under 26 U.S.C. Sec. 468-B.


SAFETY-KLEEN: Court Okays $225K Sale of Roebuck, South Carolina, Tank Farm
--------------------------------------------------------------------------
Safety-Kleen Corp. owns a Tank Farm located at the TOC Facility in
Roebuck, South Carolina.  That Tank Farm includes, among other things, 24
dish bottom tanks built in 1991 and designed to hold 20,000 gallons of
waste, 24 Pro-Quip Agitators, 5 Durco Pumps, motors, and a computer
controlled leveling system. The Tank Farm was formerly used by the
Debtors to store hazardous waste. The Tank Farm is no longer in use and
the Debtors do not intend to use the Tank Farm in the future. At present,
the Debtors, remain liable for carrying costs associated with the Tank
Farm. The Debtors are not, however, deriving any benefit from continued
ownership of the Tank Farm. Consequently, the Debtors believe that a sale
of this Non-Core Asset will maximize its value for the benefit of the
Debtors' estates and their creditors.

Advance Biosystems, under Letter Agreements dated May 10 and 11, 2000,
between National Industrial Services, Incorporated, on behalf of S-K,
offers to pay $225,000 in cash to purchase to Tank Farm. By this Motion
the Debtors sought and obtained an order approving that transaction.

The Debtors also obtained the Court for permission to pay a $22,500
Brokerage Fee to NISI, which assisted Safety-Kleen in its Tank Farm
marketing efforts.  (Safety-Kleen Bankruptcy News, Issue No. 6; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


SUN HEALTHCARE: Reports To SEC On Divestiture of International Operations
-------------------------------------------------------------------------
In its latest report filed with the SEC, Sun Healthcare Group says that it
is actively reviewing its portfolio of properties and intends to divest
those properties that it believes do not meet acceptable financial
performance standards or do not fit strategically into the Company's
operations. This process is expected to be ongoing throughout its
bankruptcy cases.

The Company is also pursuing the disposition of its international
operations and certain non-core businesses, including the sale of its
SunCare respiratory therapy supply business and the therapy equipment
manufacturing operations of one of the Company's subsidiaries, which is in
the process of closing its operations. The Company is currently soliciting
offers to purchase its international operations. As of May 31, 2000, the
Company had divested 18 pharmacies that it operated in the United Kingdom.

During the year ended December 31, 1999, Sun divested 49 skilled nursing
facilities, twelve assisted living facilities (four of which the Company
managed through the first quarter of 2000), a parcel of land and its
hospice operations in the United States. The aggregate cash consideration
received was approximately $4.1 million, $4.6 million and $0.2 million for
the assisted living facilities, parcel of land and the hospice operations,
respectively.

The Company did not receive any cash consideration from the skilled nursing
facility divestitures. In addition, the Company received parcels of land
valued at approximately $9.2 million and a note receivable of approximately
$1.0 million for the assisted living facility divestitures.

The aggregate debt, capital lease obligations, notes payable and other
liabilities assumed by the purchasers and successors of the skilled nursing
facilities and the assisted living facilities were approximately $10.7
million and $21.0 million, respectively. The aggregate net loss on the
skilled nursing facility divestitures was approximately $3.0 million
dollars which was recorded to loss on assets held for sale, net in 1999.

The aggregate net loss on the assisted living divestitures was
approximately $68.4 million of which approximately $24.9 million and
approximately $43.5 million was recorded to loss on assets held for sale,
net in 1999 and 1998, respectively.

The sale of the parcel of land resulted in a net gain recorded in 1999 of
approximately $0.7 million. The net loss on the sale of the hospice
operations was approximately $7.2 million and was recorded to loss on
assets held for sale, net during 1999.

During the period of January 1, 2000 through June 30, 2000, Sun divested
one skilled nursing facility, closed one skilled nursing facility and
arranged for the sale of 16 assisted living facilities in the United
States.

During the period of January 1, 2000 through May 31, 2000, Sun divested a
total of 18 pharmacies in the United Kingdom, resulting in an aggregate
gain of approximately $1.0 million. The aggregate cash consideration
received for these divestitures was approximately $9.7 million. (Sun
Healthcare Bankruptcy News, Issue No. 13; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


SUNSHINE MINING: Mining Company Commences Reorganization Under Chapter 11
-------------------------------------------------------------------------
Sunshine Mining and Refining Company (OTCBB:SSCF) announced that as part of
an overall financial restructuring the Company and three of its
subsidiaries commenced reorganization cases under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware.

The Company and its affiliates have prepared a proposed plan of
reorganization cosponsored by four of its major bondholders holding more
than 70% of the Company's outstanding indebtedness. The joint filing
underscores the Company's goal of completing its reorganization and
emerging from Chapter 11 as quickly as possible.

The Company announced that it has arranged $5 million of debtor in
possession (DIP) financing from affiliates of the major bondholders
cosponsoring the reorganization, and has a commitment for $5 million of
long term financing after the Company emerges from bankruptcy, expected by
year-end. The DIP financing will be secured by substantially all the assets
of the Company.

The Company expects to continue business as usual and will be filing
motions with the court seeking approval of the continuation of all Company
compensation and benefit plans, and payment of funds due to suppliers of
essential goods and services, and otherwise conduct business as usual.
The restructuring was necessitated by the Company's operating losses and
inability to refinance its outstanding obligations in the severely
depressed silver market which has continued for the past 12 years. The
Company and its major creditors recognized that the Company's silver assets
are world class, and that with a restructured debt-free balance sheet the
ability of the Company to put the Pirquitas Mine into production will be
greatly enhanced.

Under the plan as proposed all equity in the Company will be canceled;
however, the cosponsoring bondholders have agreed to cede approximately 4%
of the new equity to existing shareholders. In addition, approximately 6%
of the new equity is being reserved for other unsecured creditors, most of
which is ceded to the other creditors by the cosponsoring bondholders. The
cosponsoring bondholders will retain approximately 90% of the new equity to
be issued under the plan, and will name a majority of the directors of the
reorganized company. In addition, the cosponsoring bondholders will have an
option to acquire the Company's subsidiary, Sunshine Argentina, which owns
the Pirquitas Mine in Argentina. Such option may be exercised upon the
occurrence of certain adverse events to the Company or its subsidiaries.
The Company previously issued 8.3 million warrants to purchase common stock
of the Company to the holders of its 8% Senior Exchangeable Notes and its
10% Senior Convertible Notes for extensions of maturity and for agreements
to exchange debt for equity in the reorganization. The warrants represent
the right to acquire one new share of the Company's common stock at its par
value, and have a cashless exercise feature.

In a letter to employees advising of the filing, John Simko, Chairman and
Chief Executive Officer, and William Davis, Executive Vice President and
Chief Financial Officer, told employees to take pride in their
accomplishments in a very difficult market.

In the letter, Simko and Davis pointed to deteriorating market conditions
for precious metals mining in general as contributing to the difficulty of
restructuring the debt. They pointed out that in 1996, on the basis of a
few drill holes in Pirquitas, the Company was able to raise $30 million to
further explore the property. In the current market, with a completed
feasibility study demonstrating its excellent economics, the Company could
not access the money to refinance the debt.


TECHNICLONE CORPORATION: Shareholder Meeting Convenes on October 24
-------------------------------------------------------------------
The 2000 annual meeting of stockholders of Techniclone Corporation, a
Delaware corporation, will be held at the Irvine Marriott, 18000 Von Karman
Avenue, Irvine California 92612 on October 24, 2000, at 10:00 A.M., Pacific
Time, for the following purposes:

    (1) To elect the following four (4) nominees to serve as Directors until
         the next annual meeting of stockholders or until their successors
         are elected and have qualified:

         Carlton M. Johnson
         Edward J. Legere
         Eric S. Swartz
         Clive R. Taylor, M.D., Ph.D.

    (2) To amend the company's Certificate of Incorporation to reflect a
         change in the company's name to Peregrine Pharmaceuticals, Inc.

    (3) To ratify the appointment of Ernst & Young LLP as independent
         auditors of the company for the fiscal year ending April 30, 2001;
         and

    (4) To transact any other business that may properly come before the
         meeting.

Only stockholders of record at the close of business on August 25, 2000,
will be entitled to vote at the meeting.


UNITED COMPANIES: Creditors' Ballots Must be Received by September 11
---------------------------------------------------------------------
United Companies Financial Corporation reports that, in connection with the
chapter 11 cases of United Companies and certain of its subsidiaries, which
cases are pending in the U.S. Bankruptcy Court for the District of Delaware
in Wilmington, the Bankruptcy Court approved the Debtors' Modified
Disclosure Statement and modified form of ballots in connection with the
Debtors' Third Amended Plan of Reorganization.

The Debtors have retained an Information Agent to respond to inquiries
regarding the Debtors' Plan and the submission of ballots. For voting
purposes and mailing of notices, June 30, 2000 shall be the Record Holder
Date for the holders of claims and interests. The deadline for the
Balloting Agent's receipt of ballots is 4:00 PM Eastern time on September
11, 2000. A hearing to consider confirmation of the plan of reorganization
is scheduled to commence on September 13, 2000. As previously announced,
United Companies reached an agreement with a representative of the
holders of Subordinated Debenture Claims and the Official Committee of
Equity Security Holders to support its modified plan of reorganization.

As previously announced, the company signed an Asset Purchase Agreement and
a Mortgage Loan and REO Property Purchase Agreement for the sale of
substantially all of its whole loan portfolio and REO properties, assets
related to its mortgage servicing operations and its interest only and
residual interests as of December 31, 1999, to EMC Mortgage Corporation and
EMC Mortgage Acquisition Corp., subsidiaries of The Bear Stearns Companies,
Inc., for an aggregate cash purchase price of approximately $781 million,
subject to adjustments, plus the assumption of certain liabilities. The
company also reports that, pursuant to bidding procedures previously
approved by the Bankruptcy Court, EMC was the successful bidder with an
overall increased bid amount of approximately $65 million. A Bankruptcy
Court hearing to approve the sale of assets in accordance with the Asset
Purchase Agreement is scheduled for August 30, 2000. The Bankruptcy
Court approved the sale of the company's whole loan portfolio and REO
properties on August 15, 2000.

"We believe that these transactions, and the Bankruptcy Court approval
process, have allowed the company to maximize its value and substantially
complete its reorganization efforts. We look forward to working with the
EMC organization to ensure an orderly transfer of servicing for our home
equity loans," said Lawrence Ramaekers, Chief Executive Officer of United
Companies.

United Companies Financial Corporation is a specialty finance company that
historically provided consumer loan products nationwide and currently
provides loan services through its lending subsidiary, UC Lending(R). The
company filed for chapter 11 on March 1, 1999.


VALUCAR: Faces Tax Warrant Alleging $300k Owed; Defaults on $1MM of Loans
-------------------------------------------------------------------------
The Dept. of Revenue in Florida, the Sarasota Herald-Tribune reports,
issued a warrant in Manatee County saying that Valucar owes more than
$300,000 in sales taxes, penalties and interest.  Also, Automotive Finance
Corp., filed a legal action alleging that Valucar defaulted on $1 million
in loans.

Valucar Inc. filed for chapter 11 bankruptcy protection in the U.S.
Bankruptcy Court for the Middle District of Florida, Tampa Division.
ValuCar is based in Bradenton, and has five locations in Florida.


VENCOR: Debtors' Motion To Terminate Vencare Lease & Settle With Cranbook
-------------------------------------------------------------------------
Vencor, Inc., sought and obtained authority from the U.S. Bankruptcy Court
for the District of Delaware to enter into a Termination & Settlement
Agreement between Vencare Rehab Services, Inc., a part of the Debtors'
contract service business which provided respiratory and rehabilitation
services and medical and pharmacy management services to health care
facilities, and Cranbrook Realty Investment Fund, L.P.

Monthly rent payments under the lease are $1,569. In addition, a security
deposit in the amount of $8,066 was paid by Vencare Rehab to Cranbrook.

Following Vencor's discontinuation of contract service as a separate line
of business in the fourth quarter of 1999 and the transfer of certain
segments of the contract services business to its hospitals and nursing
centers, Vencare vacated the permises in March, 2000. Cranbrook contends
that Vencare violated the terms of the Lease. The Debtors and Vencare
disputed this.

Negotiations culminated in the Settlement Agreement under which:

    (1) Vencare will surrender the premises to Cranbrook and the Lease will
         terminate on the same date;

    (2) Vencare will pay rent through May 31, 2000, and Cranbrook will on
         the Surrender Date return any amount of rent paid for the month of
         June, 2000;

    (3) Vencare will pay Cranbrook a termination fee of $8,066, which is
         equal to the Security Deposit held by Cranbrook;
   
    (4) Vencare is fully released of all liabilities under the Lease, except
         for the termination fee;

    (5) Vencare and Cranbrook release each other of all claims, except for
         indemnification obligations under the Lease prior to the Surrender
         Date; and

    (6) The transaction contemplated by the Settlement Agreement will be
         construed as a termination of the Lease and final settlement of all
         claims that could arise out of the Lease except as expressly
         provided in the Settlement Agreement.

    (7) The Settlement Agreement and the Lease are post-petition contracts.

The Debtors believe that it is sound business judgment to enter into the
Settlement Agreement because the office space concerned is of no further
use to them and the Settlement will save them the high cost, inconvenience
and uncertainty of litigation. (Vencor Bankruptcy News, Issue No. 14;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


WARNACO GROUP: Class Action Shareholder Start to Roll in the Door
-----------------------------------------------------------------
A Class Action was filed in the United States District Court for the
Southern District of New York on behalf of all persons and entities who
purchased Warnaco Group, Inc. (NYSE: WAC) common stock during the period
from December 11, 1997 through July 20, 2000, by attorneys Laurence D.
Paskowitz, Esq. and Roy L. Jacobs, Esq.

The lawsuit alleges that during the Class Period, Warnaco and two of its
top officers and directors issued materially false and misleading
statements regarding Warnaco's earnings, prospects and business practices.
In particular, the suit alleges that Warnaco inflated sales through knowing
violations of a jeanswear distribution license obtained from Calvin Klein,
Inc. and the Calvin Klein Trademark Trust.  On May 30, 2000, the Calvin
Klein Trademark Trust sued Warnaco over these alleged violations.

The suit also asserts that Warnaco stock was inflated during the Class
Period by misleading earnings forecasts, and that all of the alleged
misconduct was motivated by the defendants' interest in profiting from
salary, bonuses and stock sales.

The Complaint further alleges that, during the Class Period, Warnaco and
certain of its officers and directors, violated Sections 10(b) and 20(a) of
the Securities Exchange Act of 1934 by the issuance of the materially false
public statements described above.


WILLIS LEASE: Appoints CAO to Board, Displacing Former President and CEO
------------------------------------------------------------------------
Willis Lease Finance Corporation has named Donald Nunemaker, the company's
Chief Administrative Officer, to its Board of Directors, replacing Robert
Rau, former President and CEO of Rohr, Inc.

"Bob Rau has served Willis Lease Finance well these past two and a half
years. His leadership and strong background in the aviation industry have
been real assets to our board. We thank him for his service and the
contributions he has made to our company and wish him well," said Charles
F. Willis, President and CEO.

"Don Nunemaker has made many significant contributions since joining Willis
Lease Finance in 1997; he is a very important member of our senior
management team," said Willis. "Now the Board can call on his knowledge of
management controls and operational functions, as well as his varied
experience in the equipment finance and leasing industry. We look to Don's
skills and expertise to make an immediate impact and strong contribution to
our Board moving forward."

Nunemaker has been involved in the equipment leasing industry since 1973.
Prior to joining WLFC, he was President and CEO of LeasePartners, Inc.,
Executive Vice President of Concord Asset Management, Inc., and held
various senior positions with Chase Manhattan Leasing Company. Mr.
Nunemaker has an MBA from Indiana University.

Willis Lease Finance Corporation provides leases of spare commercial
aircraft engines, rotable parts and aircraft to commercial airlines,
aircraft engine manufacturers and overhaul/repair facilities. These leasing
activities are integrated with the purchase and resale of used and
refurbished commercial aircraft engines and airframe and engine components
as well as the company's engine maintenance services.


* BOOK REVIEW: WHY COMPANIES FAIL: Strategies for Detecting,
                Avoiding and Profiting from Bankruptcy
------------------------------------------------------------
Author: Harlan D. Platt
Publisher: Beard Books
Softcover: 142 Pages
List Price: $34.95
Order a copy today from Amazon.com at:
http://www.amazon.com/exec/obidos/ASIN/1893122050/internetbankrupt

Review by Regina Engel

Originally published in 1985, Why Companies Fail remains a useful, simple
guide for the average business person to identify and avoid the traps that
lead to bankruptcy. Noting that libraries are full of books containing
prescriptions for financial success, the author chooses to focus on failure
so that it can be avoided and the number of bankruptcies reduced. He also
feels the book fills a gap in the education of students and business people
who are not otherwise instructed in how to manage a company on the brink of
failure. To aid in understanding his analysis, he classifies businesses
into four categories depending on the strength or weakness of their product
and their financial condition, calling them eagles, tortoises, condors, and
dinosaurs. As he explains, "[e]agles have healthy products and finances,
tortoises have weak products, condors have weak finances, and dinosaurs
have weak products and finances." Condors and dinosaurs are the primary
focus of the book, since financial issues lead themselves more to
generalization.

The five chapters that are the heart of the book set out the specific
financial reasons for business failure, any or all of which could
precipitate the bankruptcy. Each contains actual cases of companies to
illustrate the type of problem. Problems in a company's cash-flow cycle are
discussed in Chapter 3. The author opines that mismanagement in this area
is probably the largest single cause of failure, but maintains that staying
on top of the problem can be accomplished with a good spread-sheet program
and that with the proper information "every worthy business" should be able
to obtain the funds it needs. In Chapter 4 the topic is how to avoid
"getting buried under current assets." The advice here is to monitor both
inventories and accounts receivable by comparing their size to the
company's investment in total assets and to analyze carefully when that
ratio rises whether that is the desired goal. In Chapter 5, entitled
"Getting Squeezed by Equipment," the author can only warn of the risks
involved in investing in long-term assets. He concludes: "Unfortunately,
there are no fail-safe methods for choosing the right amount of fixed
assets since the optimal quantity depends on the unknown level of future
sales." Chapter 6 deals with a company's debt-to-equity ratio, emphasizing
that a major disadvantage to debt financing is that it limits alternatives,
and a firm so burdened is allowed fewer mistakes than one with sizable net
worth. In Chapter 7, entitled "Getting Pinched by Short-Term Debt," the
author describes the trap where management decides to speculate on lower
future interest rates and is wrong.

Chapter 8 sets forth methods of detecting bankruptcies to enable the reader
to identify the condors, and Chapter 9 aids failing companies by an
examination of how other companies in similar situations have extricated
themselves. Chapter 10 contains advice on investing in bankrupt companies.
Following a concluding chapter summarizing his concepts, the author
includes two appendices, one setting forth tables of failure rates, which,
of course, does not include what has happened in the last fourteen years,
and the second providing basic accounting for non-financial readers. A
glossary is also included for those whose background in the field is
limited.

Harlan D. Platt is Professor of Finance in the College of Business
Administration of Northeastern University

                               *********

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

A list of Meetings, Conferences and Seminars appears in each Wednesday's
edition of the TCR. Submissions about insolvency-related conferences are
encouraged. Send announcements to conferences@bankrupt.com.

Each Friday's edition of the TCR includes a review about a book of interest
to troubled company professionals. All titles available from Amazon.com --
go to http://www.amazon.com/exec/obidos/ASIN/189312214X/internetbankrupt--  
or through your local bookstore.

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.

This material is copyrighted and any commercial use, resale or publication
in any form (including e-mail forwarding, electronic re-mailing and
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Additional e-mail subscriptions for members of the same firm for the term
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