TCR_Public/000905.MBX             T R O U B L E D   C O M P A N Y   R E P O R T E R

               Tuesday, September 5, 2000, Vol. 4, No. 173

                               Headlines

AHERF: Judge Newcomer Dismisses Donors' Anti-Racketeering Suit
AUREAL, INC.: Committee Gets More Time to Investigate Claims Against Banks
CENTRAL VERMONT: Settlement with Northwest Utilities Nets $5.4 Million
CERPLEX GROUP: Employs Squar Milner as Accountants & Financial Advisor
COSTILLA ENERGY: Attacks Bankers Trust's $19.5MM Hedge Transaction Claim

CONTINENTAL INVESTMENT: Fulton County Property Sale Raises $2.5 Million
DYERSBURG CORP: Bank Lenders Extend Forbearance Agreement to October 25
EXCELSIOR-HENDERSON: Order And Notice Confirming Plan
FREDERICK'S OF HOLLYWOOD: Committee Retains Moss Adams as Financial Advisor
GENESIS HEALTH: Submits Key Employee Retention Program to Court

GENESIS/MULTICARE: Asks for Extension of 9027 Removal Period to March 20
HARNISCHFEGER INDUSTRIES: Judge Walsh Extends Exclusivity to Sept. 15
HOME HEALTH: Obtains Extension of Exclusive Period through September 29
INTEGRATED HEALTH: Debtors Walk Away from Eight Unprofitable Locations
INTEREX, INC.: Presents Plan of Liquidation & Plan of Liquidation

INTERNATIONAL TESTING: Judge Brown Orders Case Converted to Chapter 7
INVESTCORP S.A.: Fitch Places Ratings on Watch with Negative Implications
JUMBOSPORTS, INC.: Mobile, Alabama, Property Sale Fetches $1,075,000
KITTY HAWK: Court to Consider Adequacy of Disclosure Statement on Sept. 20
LEHMAN/T&W: Fitch Chops Lease Securitization Note Ratings

LIVING.COM: E-tailer Files for Chapter 11 Protection in Texas
LOEWEN: Committee Extends Houlihan's Retention as its Financial Advisor
LUMENYTE INTERNATIONAL: Effective Date of Plan was August 22, 2000
MARINER POST-ACUTE: Stipulation To Reject Agreements With Interim Services
MARK II: Case Summary and 20 Largest Unsecured Creditors

MICHAEL PETROLEUM: 2nd Amended Plan Declared Effective on August 11, 2000
MICROBEST, INC: Accord with Insiders Facilitates Emergence from Bankruptcy
MISSISSIPPI CHEMICAL: Moody's Mulls Downgrades on $400MM of Debt
MONDI OF AMERICA: Plan Confirmed & Rejection Damage Claim Bar Date Fixed
NATIONAL RECORD: Shareholders to Convene for Annual Meeting on Sept. 21

NEWCOR, INC.: EXX Discloses 16.1% Equity Stake
NORTHERN MOUNTAIN: Directors & Officers Resign; PwC Appointed as Monitor
NU-KOTE: Backdoor to Hewlett-Packard Patent Litigation Settlement Closed
OFFICE DEPOT: Share Buybacks Prompt Moody's to Ratchet Ratings Down a Notch
PRIME SUCCESSION: Confirmation Hearing to go Forward on September 28

SABRATEK CORPORATION: 365(d)(4) Lease Decision Period Extended to Oct. 15
SAFETY COMPONENTS: Delaware Court Confirms Prepackaged Chapter 11 Plan
SAFETY-KLEEN: Brings Karaganis & White Aboard as Environmental Counsel
SILVER CINEMAS: Taps Retail Consulting Services for Real Estate Advice
SUNTERRA CORP.: Carambola Resort in St. Croix Can Be Yours for $12.5MM Bid

SYSTEM SOFTWARE: Employs Abeledo Gottheil Abogados as Argentine Counsel
TOKHEIM RPS: 40 Largest Unsecured Creditors
TREND-LINES: Announces $50 Million Store and Equipment Divestiture
TURBODYNE TECHNOLOGIES: EASDAQ Maintains Turbodyne's Suspension
TURBODYNE TECHNOLOGIES: Provides Update on Legal & Financial Affairs

US WOOD PRODUCTS: Liner Yankelevitz to Serve as Special Corporate Counsel
VENCOR: Vencare Moves To Terminate Georgia Office Lease and Sublease
VISTA GOLD: Says USF&G Bought a Worthless Claim to Which it Will Object
WILSHIRE FINANCIAL: Settles Year-Old Lawsuit with Company's Founders
WORTHINGTON INDUSTRIES: S&P Affirms BBB Ratings With Negative Outlook

                               *********

AHERF: Judge Newcomer Dismisses Donors' Anti-Racketeering Suit
--------------------------------------------------------------
Judge Clarence C. Newcomer dismissed an anti-racketeering lawsuit against
Allegheny Health Education and Research Foundation brought by charitable
donors and those claiming their money was dissipated.  The U.S. District
Judge stated in his 46-page opinion, that neither the donors nor the
recipients has a legally protectable "property interest" in the money.  The
Donors charged that company officials at AHERF, the Board of Trustees'
executive committee and Mellon Bank Corp. played a part in the misuse of
their funds.  Pittsburgh-based, AHERF is a nonprofit health chain, which
controls 14 hospitals, with an institution also in Philadelphia.  The
company lost $559 million prior to the Chapter 11 filing in July 1998.


AUREAL, INC.: Committee Gets More Time to Investigate Claims Against Banks
--------------------------------------------------------------------------
The Honorable Leslie J. Tchaikovski, presiding over the chapter 11 case
commenced by Aureal, Inc., dba Silo.com, fka Aureal Semiconductor, Inc.,
dka Media Vision Technology, Inc., approved a Stipulation late last month
granting the Official Committee of Unsecured Creditors and its counsel --
Randy Michelson, Esq., Ron Mastroianni, Esq., and Andrea Deshazo, Esq., at
McCutchen, Doyle, Brown & Enersen, LLP -- additional time to investigate
and file any adversary proceedings asserting lender liability claims or
otherwise challenging liens asserted by Aureal's Prepetition Secured
Lenders.

The Prepetition Secured Lenders -- including Oaktree Capital Management
LLC, TCW Special Credits, The Board of Trustees of the Delaware State
Employees' Retirement Fund, Weyerhauser Company Master Retirement Trust and
Columbia/HCA Master Retirement Trust -- consented to a 45-day investigation
period when the Debtor filed its chapter 11 case in April and asked for
permission for continued use of $18 million of the Lenders' cash
collateral. The Lenders are convinced that the Committee's continued
investigation is unnecessary and wasteful, but, Eric R. Reimer, Esq., of
McDermott, Will & Emery explains, the Lenders will consent to an extension
of time while all of the parties put their energy behind the pending sale
of assets to Creative Technology Ltd. which embodies a comprehensive
settlement.

Accordingly, Judge Tchaikovski approved a Stipulation between the Committee
and the Lenders providing that the time for the Committee to file any
adversary proceeding against the Lenders shall be 90 days after the date on
which the Lenders provide written notice to the Committee that the proposed
settlement will not be consummated.


CENTRAL VERMONT: Settlement with Northwest Utilities Nets $5.4 Million
----------------------------------------------------------------------
Central Vermont Public Service Corp. maintains a 1.7303% joint-ownership
interest in the Millstone Unit #3, an 1149 mW nuclear unit of the Millstone
Nuclear Power Station. On August 7, 1997, the company and eight other
non-operating owners of Unit #3 filed a demand for arbitration with
Connecticut Light and Power Company and Western Massachusetts Electric
Company, both Northeast Utilities affiliates, and lawsuits against NU and
its trustees. The arbitration and lawsuits sought to recover costs
associated with replacement power, operation and maintenance costs and
other costs resulting from the lengthy shutdown of Unit #3; the company's
cumulative incremental costs relating to this outage were $15.8 million.

On July 27, 2000, Central Vermont Public Service Corp. executed a
settlement agreement with NU, resolving all issues asserted by the company
in the arbitration and lawsuits; the settlement became effective on August
4, 2000, following approval of the company's withdrawal from the
arbitration and litigation. The settlement agreement provides for a cash
settlement of $5,445,000 which has been paid to the company by NU, the
right of the company to participate in the auction of the Millstone plants,
and indemnification by NU of the company's liability, if any, arising out
of the litigation between VELCO and NU's subsidiary, Public Service of New
Hampshire, relating to costs of the Merrimack #2 plant. Under the
settlement agreement, the company released NU from all claims arising from
the outage and agreed to waive certain rights against NU which the company
believes could have hindered the auction.

On August 7, 2000, the Connecticut Department of Public Utility Control
announced that Dominion Resources, Inc. was the successful bidder in the
auction. Under the terms of the settlement agreement with NU, the company
could elect whether to sell its share of Millstone Unit #3 according to the
terms of the bid. The company has determined that it will not participate
in the current sale to Dominion.


CERPLEX GROUP: Employs Squar Milner as Accountants & Financial Advisor
------------------------------------------------------------------------
The Cerplex Group, Inc. and Cerplex, Inc. seek authority to employ and
retain Squar, Milner, Reehl & Williamson, LLP as accountant and financial
advisor to their estates.  The debtors seek to retain Squar Milner as their
accountant and financial advisor to assist by:

    a) Providing financial advice to the debtors with respect to their
        rights and duties as debtors and in the continued operation of their
        businesses and management of their properties;

    b) Conducting on behalf of the debtors an audit of the consolidated
        financial statements of the debtors and preparing an opinion with
        respect to such audit;

    c) Reviewing on behalf of the debtors the debtors' Form 10-Q filings in
        accordance with certain professional requirements;

    d) Preparing on behalf of the debtors the debtors' corporate income tax
        returns;

    e) Conducting on behalf of the debtors an audit of the debtors' 401(k)
        plans;

    f) Performing all other tax and consulting services for the debtors
        which may be necessary and proper in these proceedings.

Squar Milner has received a $35,000 retainer, and the firm will be paid
according to its customary hourly fees which range from $85 per hour to
$285 per hour.


COSTILLA ENERGY: Attacks Bankers Trust's $19.5MM Hedge Transaction Claim
------------------------------------------------------------------------
Bankers Trust Company asserts claims totaling $19.5 million against
Costilla Energy, Inc., arising under five Swap, Option, Swaption and Exotic
hedging contracts written on standard forms promulgated by the
International Swap Dealers Association. BTCo says it is owed (a) $15.9
million because the contracts were terminated early and (b) $3.6 million on
account of invoices presented to Costilla under the contracts prior to the
Company's 1999 bankruptcy filing in the U.S. Bankruptcy Court for the
Western District of Texas.

BTCo's claim should be disallowed in its entirety, Henry J. Kaim, Esq., of
Sheinfeld, Maley & Kay, P.C., Costilla's lead bankruptcy counsel, and Harry
Perrin, Esq., of Weil, Gotshal & Manges, L.L.P., representing Costilla's
Official Committee of Unsecured Creditors, tell the Honorable Ronald B.
King, presiding over Costilla's chapter 11 case in Midland, Texas. The
attorneys argue that BTCo has suffered no actual economic loss. There is no
evidence that BTCo ever closed out its positions, they continue, charging
that the proof of claim filed in Costilla's bankruptcy case shows nothing
more than a "hypothetical loss asserted by selecting the most favorable
price to BTCo through the use of hindsight."

The lawyers tell Judge King there are other reasons to disallow BTCo's
claim pursuant to 11 U.S.C. Sec. 502:

    * the purported loss should be disallowed as a penalty;

    * the loss is not actual, but hypothetical, and is based on higher end-
      of-day commodity prices rather than lower intra-day prices;

    * BTCo did nothing to mitigate its alleged damages;

    * BTCo has failed to provide the Debtor or the Committee with
      documentation to support the claim;

    * BTCo received voidable transfers prior to the bankruptcy filing, so
      the claims should be disallowed under 11 U.S.C. Sec. 502(d) until and
      unless the voidable transfers are returned to Costilla;

    * BTCo's claim "should be equitably subordinated, as the asserted
      damages were not calculated in good faith, constitute a penalty, and,
      if allowed without subordination, will significantly dilute the
      recovery of unsecured creditors"; and

    * it would be unconscionable to allow a large claim bearing no
      relationship to any actual loss suffered by BTCo.

Costilla was engaged in the business of exploration for and development and
production of oil and natural gas in South Texas, and the Permian Basin
region of West Texas and Southeast New Mexico and East Texas. Costilla
filed for voluntary protection from it creditors under chapter 11 of the
U.S. Bankruptcy Code on September 3, 1999. As previoulsy reported in the
Troubled Company Reporter, Costilla has liquidated substantially all of its
oil and gas assets.


CONTINENTAL INVESTMENT: Fulton County Property Sale Raises $2.5 Million
-----------------------------------------------------------------------
On August 9, 2000, Continental Investment Corporation closed the sale of
approximately 219.3 acres located on Daniel and Tell Roads in Atlanta,
Fulton County, Georgia to Kenview Corporation, with offices in Marietta,
Georgia.  The total sales price for the property was $2,947,554. Of this
amount, $53,121 was applied to closing costs and other expenses, with an
additional $305,000 escrowed pending Continental's removal of certain
debris from the property.  The remaining $2,589,433 was paid to Continental
at the closing.

There were no material improvements on the property. It did, however,
include two pits that were operated by a third party as a granite quarry
until September 1993. For two years prior to the sale, Continental leased
a six-acre tract on the property for a nominal amount.

Continental retains approximately 12 acres consisting of several
non-contiguous tracts near the property. The company had collectively
referred to the property and these other tracts as the "Ben Hill Site."

Under the agreement with Kenview, Continental has until January 6, 2001 to
complete the removal of certain construction and other debris from the
property. The company is presently removing this debris, and it believes
that the removal expenses will be significantly less than the $305,000
deposited into the escrow account. Any portion of the escrowed amount
received by the company will be realized as additional proceeds of the
sale after deducting the amount of the removal expenses. If Continental
should fail to complete the debris removal by January 6, 2001, a portion of
the $305,000 escrowed equal to Kenview's costs of removing any remaining
debris will be paid to Kenview, and the remainder of the escrowed funds
will be paid to Continental.

Kenview is not related to Continental Investment, and the terms of the sale
of the property were reached through arm's length negotiations.

As previously reported, the company has been subject to a reorganization
proceeding under Chapter 11 of the U.S. Bankruptcy Code. On July 21, 2000,
the U.S. Bankruptcy Court for the Northern District of Texas (Dallas
Division) entered an order granting Continental's motion to approve the
sale of the property to Kenview Corporation on the terms described above.


DYERSBURG CORP: Bank Lenders Extend Forbearance Agreement to October 25
-----------------------------------------------------------------------
Dyersburg Corporation (OTCBB: DBGC) announced that it has reached an
agreement with its bank lenders to extend the term of its forbearance
agreement from August 25, 2000 to October 25, 2000. As previously
announced, under the forbearance agreement the bank lenders will not
exercise remedies available to them under the bank credit agreement as a
result of Dyersburg's existing violations of the credit agreement.

The Company said that its bank lenders, in a show of support for Dyersburg
Corp., have waived cash flow covenants in the original forbearance
agreement and continue to allow the Company to access its revolving line of
credit. Under the amended agreement, the bank lenders have waived the
requirement that the Company achieve certain consolidated EBITDA levels for
the three- and four-month periods ending July 1 and July 29, 2000,
respectively. As part of the amended forbearance agreement, the bank
lenders have increased the reserve against borrowing availability under the
revolving line of credit from $5 million to $7 million.

As previously announced, the Company has retained legal and financial
advisors to assist management in developing a plan of financial
restructuring. The Company has initiated discussions with respect to a
restructuring with an informal committee of the holders of its 9.75% Senior
Subordinated Notes due September 1, 2007. The committee represents
approximately 60% of the outstanding Senior Subordinated Notes.

Dyersburg is one of the largest domestic marketers of circular knit fleece,
jersey and stretch knit fabrics. The Company produces fabrics that are used
principally for activewear, bodywear, outerwear and various branded
sportswear. Dyersburg also operates a garment packaging business in the
Dominican Republic.  For more information, visit the Company's web site at
www.Dyersburg.com.


EXCELSIOR-HENDERSON: Order And Notice Confirming Plan
-----------------------------------------------------
By order of Judge Robert J. Kressel, US Bankruptcy Court, District of
Minnesota, the plan filed by Excelsior-Henderson Motorcycle Manufacturing
Company was confirmed on August 18, 2000.


FREDERICK'S OF HOLLYWOOD: Committee Retains Moss Adams as Financial Advisor
---------------------------------------------------------------------------
The Official Unsecured Creditors Committee of Frederick's of Hollywood,
Inc. and its debtor affiliates submitted an application to employ Moss
Adams LLP as accountants and financial advisors.  The Committee seeks
authority to employ the firm, inter alia:

    a) To evaluate the debtor's current financial condition and business
        plans;

    b) To assist the committee with obtaining and analyzing financial and
        operational information or documentation concerning the debtor's
        business activities;
  
    c) To evaluate and advise the Committee regarding the debtor's
        compensation policies, benefit plans and other programs;

    d) Evaluate and advise the Committee regarding financial reports
        prepared pre-petition;

    e) Investigate and evaluate claims procedures instituted by the debtor;

    f) Attend meetings as requested by the Committee;

    g) Provide litigation consulting services;

    h) Assist in the analysis of the debtor's plans of reorganization;

    i) Participate in and advise the Committee in negotiations with respect
        to a plan of reorganization or recapitalization in other areas;

    j) Provide valuation services as requested by the Committee;

    k) Analyze motions proposed by the debtor regarding financing,
        operations, sales or reorganization of assets; and

    l) Perform such other accounting and business advisory services as may
        be requested by the Committee.

Frederick's agrees to provide the firm with a $20,000 retainer.


GENESIS HEALTH: Submits Key Employee Retention Program to Court
---------------------------------------------------------------
Genesis Health Ventures Inc. (GHVIQ) is seeking a bankruptcy court's
authorization to implement a key employee retention program under which
cash bonuses would be paid to 1,500 key employees and the company would
assume 24 modified employment agreements. The company's annualized turnover
rates increased 65% during the five quarters ended June 30, compared with
the immediately preceding five fiscal quarters. The company experienced 60
voluntary terminations for the quarter ended March 31, and 83 for the
quarter ended June 30.  (Federal Filings, Inc., and ABI 31-Aug-00)


GENESIS/MULTICARE: Asks for Extension of 9027 Removal Period to March 20
------------------------------------------------------------------------
At the Petition Date, the Genesis Health Ventures, Inc., and The MultiCare
Companies, Inc., were parties to lawsuits pending in state and Federal
courts across the country. Pursuant to Rule 9027 of the Federal Rules of
Bankruptcy Procedure, the Debtors ask the Court to extend their 90 day
period of time within which they must decide whether to remove a legal
proceedings from state and federal courts outside of the District of
Delaware to the District of Delaware for resolution.

During the first few months of their chapter 11 cases, the Debtors have
been focused upon a myriad of matters and have not had an opportunity to
review their records to determine whether they need or should remove any
civil causes of action pending in state court.

Accordingly, the Debtors ask for an extension of their Removal Period from
the current deadline of September 20, 2000 through and including the
earlier of (a) March 20, 2001, or (b) 30 days after the conclusion of the
confirmation hearing in these chapter 11 cases.  (Genesis/Multicare
Bankruptcy News, Issue No. 4; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


HARNISCHFEGER INDUSTRIES: Judge Walsh Extends Exclusivity to Sept. 15
---------------------------------------------------------------------
The U.S. Bankruptcy Court approved a request by Harnischfeger Industries,
Inc. for a 30-day extension of the exclusive period during which the
Company can file a plan of reorganization and solicit acceptances thereof
until September 15, 2000 and November 15, 2000, respectively.  The Company,
which has been operating under Chapter 11 protection since June 7, 1999,
originally sought an extension of the exclusive period during which the
Company can file a plan of reorganization and solicit acceptances thereof
until October 26, 2000 and December 28, 2000, respectively.  (New
Generation Research, Inc., 31-Aug-00)


HOME HEALTH: Obtains Extension of Exclusive Period through September 29
-----------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an order
extending the time of Home Health Corporation of America, Inc., et al. to
file a plan or plans of reorganization through September 29, 2000.  The
debtors are also granted an extension of time to solicit acceptances of
their plan or plans of reorganization through November 28, 2000.  The order
was entered on August 18, 2000.

Home Health Corporation of America, Inc. provides comprehensive home health
care services and products. The health care services include nursing and
related patient services, respiratory therapy and infusion therapy
services. The company also provides medical equipment to serve the needs of
the patients. The Company operates 44 branches located in 9 states of the
United States. The revenue of the company is derived primarily from the
Medicare, managed care companies, commercial insurance companies, state
Medicaid programs and from patients. Health care services accounted for 88%
(nursing and related services, 66%, respiratory therapy, 15% and infusion
therapy, 7%) of fiscal 1998 revenues and medical equipment, 12%.



INTEGRATED HEALTH: Debtors Walk Away from Eight Unprofitable Locations
----------------------------------------------------------------------
Integrated Health Services, Inc., seeks Bankruptcy Court authority to
reject eight unexpired leases of non-residential property because the
respective Facilities are projected to operate at a loss for the year 2000
and the Debtors do not anticipate that the financial condition of each of
the Facilities will materially improve after the year 2000.

These leases to be rejected are:

(1) Lessee: IHS Naples
      Facility: Shadow Mountain Nursing Home, now known as Integrated
                 Health Services of Shadow Mountain

     A Lease Purchase Agreement by and among Integrated Health Services of
      Naples, Inc. and James Toomey, Carol Toomey, Shadow Mountain
      Transitional Car Center and Rehabilitation (SMTCCR) and El Jen Medical
      Hospital, Inc. by which IHS Naples agreed to purchase all of the
      assets held by SMTCCR relating to the operation of the 114-bed nursing
      facility and assume the obligations of SMTCCR as lessee.

(2) Lessee: IHS Acquisition No. 156
      Facility: Birchwood Care Center

     An Assignment and Assumption of Real Property Lease, by and between IHS
      Acquisition No. 156, Inc. and Horizon/CMS Healthcare Corporation, by
      which IHS 156 agreed to assume Horizon's obligations as lessee of the
      239-bed nursing facility.

(3) Lessee: IHS 151
      Facility: Boulder City Care Center

     An Amended and Restated Lease Agreement by and between Nevada
      Associates Enterprises Limited Partnership and IHS Acquisition No.
      151, Inc. by which IHS 151 became the lessee of the 87-bed nursing
      facility.

(4) Lessee: IHS 151
      Facility: Fallon Convalescent Center

     An Assignment and Assumption of Real Property Lease, by and between IHS
      151 and Horizon, IHS 151 assumed Horizon's obligations as lessee of
      the 144-bed nursing facility.

(5) Lessee: IHS 151
      Facility: Sierra Convalescent Center

     An Amended and Restated Lease Agreement, by and between Nevada
      Associates Enterprises Limited Partnership and IHS Acquisition No.
      151, Inc., IHS 151 became the lessee of the 146-bed nursing facility.

(6) Lessee: IHS 151
      Faciltiy: Washoe Care Center

     An Assignment and Assumption of Real Property Lease, by and between IHS
      151 and Horizon, IHS 151 agreed to assume Horizon's obligations as
      lessee of the 122-bed nursing facility.

(7) Lessee: IHS 151
      Facility: IHS of Canyon f/k/a Golden Plains Care Center

     An Assignment and Assumption of Real Property Lease, by and between IHS
      151 and HHC Nursing Facilities, Inc. IHS 151 agreed to assmue HHC's
      obligations as lessee of the 90-bed nursing facility.

(8) Lessee: IHS 151
      Facility: IHS of Harlingen f/k/a Sun Valley Care Center

     An Assignment and Assumption of Real Property Lease, by and between IHS
      151 and Horizon, IHS 151 agreed to assume Horizon's obligations as
      sublessee of the 120-bed nursing facility

Each of these facilities are projected to generate negative earnings and
economic hardship on the Debtors:

                                  Year 2000              Year 2000
                              Projected Earnings     Projected Earnings
   No.  D/B/A                  Before Rent and         After Rent and
        IHS of                      CapEx                   CapEx
   ---  ------                ------------------     ------------------
   1    Shadow Mountain             ($837,633)         ($1,286,590)
   2    Birchwood Care Center       ($111,649)           ($835,262)
   3    Boulder City Care Center    ($186,343)           ($593,456)
   4    Fallon Convalescent Center  ($402,921)           ($245,910)
   5    Sierra Convalescent Center  ($102,976)           ($565,893)
   6    Washoe Care Center           $288,527            ($943,337)
         IHS of Canyon f/k/a Golden
   7    Plains Care Center            $13,760            ($409,963)
         IHS of Harlingen f/k/a Sun
   8    Valley Care Center           $211,177            ($284,371)

    Westhaven Seeks Management Transition and Turnover of Rental Income

In response to the Debtors' motion, Westhaven files a Limited Objection
advising the Court that Westhaven is in fact the landlord of the Fallon
Facility and the Washoe Facility. Westhaven asks the Court to impose
conditions for management transition and turnover of rental income when
granting the rejection.

Westhaven asks the Court to direct the Debtors to allow a period of at
least sixty days prior to relinquishing management of the Fallon and Washoe
Facilities and to cooperate with the landlord or its designee in the
management transition, in the interests of the residents and also to avoid
liability on the part of the estate or Westhaven. Furthermore, Westhaven
suggests that the Debtors be required to leave in place, to the extent
possible, inventory, supplies, equipment and human resources necessary to
effective continued operation of the facilities.

Westhaven also draws the Court's attention to the projected earnings for
the Fallon Facility of $402,921 before rent and capital expenditures.
Westhaven asserts that on a pro rata basis, at least $200,000 should be
accrued as of the proposed rejection date. To the extent such funds are
maintained in a segregated management account, as they should be, the funds
should be turned over to Westhaven for credit against its administrative
rent claim, Westhaven contends. Westhaven adds that it has not received a
post-petition rent payment during the entire pendency of the Debtors'
bankruptcy proceeding. (Integrated Health Bankruptcy News, Issue No. 7;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


INTEREX, INC.: Presents Plan of Liquidation & Plan of Liquidation
-----------------------------------------------------------------
Interex, Inc. proposes a Plan of Liquidation as follows:

The plan of Interex, Inc. provides for the approval and ratification of the
orderly liquidation of the corporate assets of the debtor, the
consideration and allowance of proven claims, the recovery of reference
actions for the benefit of unsecured creditors, and the distribution of
funds to the allowed claims of creditors.

The debtor estimates that the total unsecured trade indebtedness, exclusive
of reclamation claims is approximately $10.7 million

The debtor's debt consists of three major components, the debt of HSBC
assigned to Trippe Manufacturing Company, now substantially satisfied; the
claim of Stratford Capital Partners, LLC and Stratford Equity Partners
totaling approximately $5 million and approximately $10.7 million of
unsecured debt.

The debtor has liquidated all of its tangible assets and currently has the
sum of approximately $175,000 available for payment of unpaid allowed
administrative expenses, with the balance distributed to allowed unsecured
creditors. In addition and at the direction of the Liquidating Trustee, the
debtor will proceed with preference recovery against creditors. The
recovery of preference actions will be distributed under the terms of the
plan to pay administrative expenses and to pay all allowed unsecured
claims.


INTERNATIONAL TESTING: Judge Brown Orders Case Converted to Chapter 7
---------------------------------------------------------------------
By order entered on August 11, 2000, the Honorable Karen K. Brown, US
Bankruptcy Court, Southern District of Texas, Houston Division, the Chapter
11 case of International Testing Services, Inc., is converted to a case
under Chapter 7.


INVESTCORP S.A.: Fitch Places Ratings on Watch with Negative Implications
-------------------------------------------------------------------------
Fitch has placed the 'BBB' long-term and 'F2' short-term senior unsecured
ratings of Investcorp S.A. on Rating Watch with Negative implications
pending further review with company management.

The rating action results from Investcorp S.A. realizing a significant loss
within its private equity investment portfolio. The loss, stemming from the
declaration of bankruptcy by Burnham, a logistics and transportation
company, was unexpected and material relative to 1999 fiscal year-end
earnings. While the overall financial impact of the loss is expected to be
mitigated by strong realized and projected performance measures for fiscal
2000, it underscores the potential impact large investments like Burnham
could pose toward constraining Investcorp's financial flexibility.

Fitch believes that the present rating category recognizes certain levels
of volatility in Investcorp's private equity portfolio. Additionally, the
bank's recent diversification effort focused on the development and
expansion of its asset management capabilities creates a source of more
stable recurrent revenues counterbalancing expected volatility elsewhere in
the business. Nevertheless, the suddenness and size of recent developments
heighten concerns regarding the ultimate risk profile of the equity
investment portfolio. As such, Fitch will conduct discussions with senior
management at Investcorp concerning these matters. Subsequent to the
review, Fitch will resolve its outstanding Rating Watch, which could take
the form of either a downgrade or affirmation of Investcorp's ratings.


JUMBOSPORTS, INC: Mobile, Alabama, Property Sale Fetches $1,075,000
-------------------------------------------------------------------
The US Bankruptcy Court, Middle District of Florida, Tampa Division entered
an order granting the motion of JumboSports Inc. for authority to sell real
property located at 1515 S. University Boulevard, Mobile, Alabama to David
Guess for a purchase price of $1,075,000.


KITTY HAWK: Court to Consider Adequacy of Disclosure Statement on Sept. 20
--------------------------------------------------------------------------
Kitty Hawk, Inc. and its subsidiaries filed a disclosure statement and plan
of reorganization on August 21, 2000. The hearing to consider approval of
the disclosure statement shall be held at the US Bankruptcy Court, Northern
District of Texas, on September 20, 2000. September 18, 2000 is fixed as
the last day for filing and serving written objections to the disclosure
statement.  Objections must be received by counsel of the debtors, Haynes
and Boone, LLP, on September 18, 2000.

The plan provides for the merger of the debtors into a single Delaware
corporation, Kitty Hawk Aircargo and for the continuation of the debtor's
core business. The majority of the debtors' existing secured debtor, as
well as administrative and priority claims, will be paid from cash on hand,
asset sales and the proceeds of a new financing agreement. AS part of a
settlement with the holders of the Senior Notes, the claims against the
debtors will be consolidated for distribution purposes. The Noteholders
will receive 85% of the issued and outstanding shares of stock in
Reorganized Kitty Hawk. The other unsecured creditors will be treated in
one of the following three ways. If an allowed unsecured claims is $500 or
less, or if the holder of the claims elects to reduce it to $500, it will
be paid in full.

Second, holders, of allowed unsecured claims that are not noteholder
claims, may receive their pro rata share of 15% of the issued and
outstanding stock of Reorganized Kitty Hawk. Kitty Hawk's projections and
value estimates indicate that 15% of reorganized Kitty Hawk should be worth
approximately $22 million or 1/3 of the general unsecured claims.

Holders of allowed unsecured claims that are not noteholder claims may
elect to receive a discounted amount of cash in lieu of stock conditioned
upon the reorganized debtor's ability to raise cash through a rights
offering. The plan gives the old shareholders of Kitty Hawk the right to
buy up to 10% of the stock in Reorganized Kitty Hawk through a rights
offering in which they will pay the estimated value of the stock on the
Effective Date for the shares they purchase.


LEHMAN/T&W: Fitch Chops Lease Securitization Note Ratings
---------------------------------------------------------
Fitch downgrades the following classes of securities as follows:

    A) T&W Funding Company VII, LLC: --T&W lease-backed notes, series 1997-A  
                  
        i)  Class A notes are downgraded from 'AA' to 'B'.
       
        ii) The class B notes are downgraded from 'BB-' to 'CCC'.

    B) Lehman Receivables III LLC: --T&W lease-backed notes, series 1998-A
                   
        i)  class A notes are downgraded from 'AA' to 'B'.

        ii) The class B notes are downgraded from 'B' to 'CCC'.

    C) Lehman Receivables IV LLC: --T&W lease-backed notes, series 1998-B

        i)  class A notes are downgraded from 'AA-' to 'B'.
      
        ii) The class B notes are downgraded from 'BB-' to 'CCC'.

    D) T&W Funding Company XII, LLC: --T&W lease-backed notes, series 1999-A

        i)  class A notes are downgraded from 'AA' to 'B'.

        ii) The class B notes are downgraded from 'BB-' to 'CCC'.

In addition, all classes of notes remain on Rating Watch Negative pending
further information. These ratings actions reflect the continued
deterioration of asset quality in these transactions and the resulting loss
of credit enhancement. In particular, Fitch continues to be concerned about
a series of large, non-performing asset concentrations. As mentioned in
previous press releases, Fitch learned from the servicer that the                      
underlying collateral for a number of these concentrations is inconsistent
with the original representations made to us about the type of collateral
included in these transactions. In addition, there have been delays in
payment to the trust due to certain collateral which was master leased to
bankrupt or financially strapped Canadian entities, some related or
affiliated with T&W, as opposed to directly leased to end users, as was
originally represented. As a result of these delays and the collateral
deficiencies, losses have been significantly higher than originally
anticipated. Fitch believes that it is unlikely there will be recoveries of
certain cashflows that were misdirected prior to the transfer of servicing
to Finova.

Fitch first put these transactions on Rating Watch Negative on Jan. 5, 2000
when asset quality issues first emerged and performance triggers were hit,
which resulted in a trapping of cash and turbo payment of senior notes.
Effective Feb. 7, 2000 servicing was transferred from T&W Financial Inc. to
Finova Portfolio Services, a subsidiary of Finova Capital Corp. (rated
'BBB/F2', Rating Watch Negative by Fitch). On Feb. 8, 2000, Fitch
downgraded the class B bonds in the 1998-A, 1998-B and 1999-A transactions
and maintained Rating Watch Negative on all classes. On May 8, 2000, Fitch
downgraded both the class A and B bonds in all four transactions. While
Fitch believes that the collateral performance has somewhat stabilized
since the transfer of servicing, concerns remain over the nature and
quality of the underlying assets as noted above. Finova appears to be
taking the proper steps in dentifying the problem accounts and resolving
some of the cross-border Canadian transactions.

Further ratings actions are possible based on the results of the resolution
of several problem accounts. Fitch believes that the credit enhancement
provided by the residuals is particularly uncertain at this point and may
continue to diminish. Fitch will continue to closely monitor the situation
through discussions with the servicer, trustee and banker and will inform
investors of any further developments.


LIVING.COM: E-tailer Files for Chapter 11 Protection in Texas
-------------------------------------------------------------
Living.com ended a two-week wait on its fate by entering into chapter 11
bankruptcy protection Tuesday, according to a newswire report. The Austin,
Texas-based e-tailer filed for chapter 11 at the U.S. Bankruptcy Court in
the Western District of Texas. The company also entered a separate chapter
11 bankruptcy protection on behalf of subsidiary Shaw Furniture Galleries.

Living.com, citing an inability to attract new revenue sources,
discontinued operations for both businesses Aug. 15 after spending at least
$41.5 million in venture capital. The company listed its assets at between
$1,000,001 and $10 million and its debts at between $10,000,001 and $50
million. It also confirmed that it has more than 1,000 creditors. Among the
main Shaw Furniture creditors holding unsecured claims are Lexington
Furniture; Millennium Logistics of Thomasville; and Thomasville Furniture.
The largest is Bekins Worldwide Solution of Chicago.  The largest unsecured
creditor was America Online.  (ABI 02-Sep-00)


LOEWEN: Committee Extends Houlihan's Retention as its Financial Advisor
-----------------------------------------------------------------------
The Official Committee of Unsecured Creditors in the on-going chapter 11
cases commenced by The Loewen Group, Inc., selected Houlihan Lokey Howard &
Zulkin Financial Advisors, Inc., as its financial advisor in the Debtors'
chapter 11 cases for a term of one year.  Houlihan has continued to perform
such services after the expiry of the term on June 22, 2000. The Committee
notes that, with the Debtors' cases reaching a point where the Committee is
in the process of negotiating such issues as the terms of a plan of
reorganization, including valuation and debt capacity of a reorganized
Loewen, the continued services of Houlihan Lokey to the Committee at this
juncture are indispensable.

Accordingly, the Committee sought and obtained the Court's authority to
continue the retention of Houlihan Lokey as the Committee's Financial
Advisors in accordance with section 328(a), nunc pro tunc, to June 23,
2000 and terminating on the earlier of either June 22, 2001, or the
effective date of a plan of reorganization.

The Committee expects that Houlihan Lokey will continue to work closely
with the Debtors' financial advisor, Wasserstein Perella & Co., Inc., to
review, among other issues, the debt capacity and value of the reorganized
debtors, and to monitor the asset disposition program implemented by the
Debtors in 1999.

Moreover, the Committee has already implemented work plans that allocate
tasks between Houlihan Lokey and PwC. Houlihan Lokey's primary role will
be to evaluate the Debtors' business plan and associated plan of
reorganization to ensure that unsecured creditors receive an appropriate
allocation of the reorganized Debtors' value.

Specifically, Houlihan Lokey will continue to:

    (1) assess the financial issues and options concerning any proposed
         business plan of the Debtors;

    (2) advise and assist the Committee in preparing and reviewing strategic
         options, business plans and financial projections;

    (3) prepare, analyze and explain the terms of any proposed plan to
         various constituencies;

    (4) assist the Committee in its negotiations with the Debtors and/or
         other parties in interest concerning the terms of any proposed
         plan;

    (5) provide testimony in Court on behalf of the Committee, if necessary;
   
    (6) provide the Committee with any other necessary services that the
         Committee or the Committee's counsel may request from time to time
         with respect to the financial, business and economic issues that
         may arise.

Houlihan Lokey will be paid a fee of $150,000 per month during the
Retention Period, and will continue making appropriate applications to the
Court for compensation and reimbursement of expenses in accordance with
the Bankruptcy Code and the Bankruptcy Rules.

The Committee may terminate the Retention Period upon 30 day notice to
Houlihan Lokey. Should the expiration of the Retention Period precede the
Effective Date, the Committee and Houlihan Lokey intend to re-assess the
terms of the retention based on the facts and circumstances at the time.
If the decision is reached at that time to continue the retention, then a
supplemental retention application will be filed at that time. (Loewen
Bankruptcy News, Issue No. 26; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


LUMENYTE INTERNATIONAL: Effective Date of Plan was August 22, 2000
------------------------------------------------------------------
Pursuant to Lumenyte International Corporation's second amended plan of
reorganization and the order confirming the plan, the Effective Date of the
plan is August 22, 2000.


MARINER POST-ACUTE: Stipulation To Reject Agreements With Interim Services
--------------------------------------------------------------------------
Before the commencement of Mariner Post-Acute Network's chapter 11 cases,
Interim Services, Inc. provided certain career counseling and other
transition services to specified former employees of Mariner Health Group,
Inc.  Interim complains that Health failed to pay Interim for its services
in connection with certain such transactions. Mariner contends that the
transactions may constitute executory contracts governed by section 365 of
the Bankruptcy Code and has requested a clarification of its continuing
responsibilities, if any, under these contracts.

The Mariner Health Debtors have concluded, in their business judgment, that
their estates would not benefit from any postpetition payments in
connection with the transactions or contracts or from the assumption of the
contracts.

Accordingly, the Health Debtors wish to reject the contracts.

The parties agree and stipulate that the contracts are deemed rejected,
effective as of the petition date. Interim will have no administrative
priority claim on account of the contracts or transactions but reserves the
right to assert general, unsecured claims. All rights, remedies and
defenses of the parties, which are not explicitly addressed in the
stipulation are preserved and will not be prejudiced.

Judge Walrath approved the Stipulation. (Mariner Bankruptcy News, Issue No.
8; Bankruptcy Creditors' Service, Inc., 609/392-0900)


MARK II: Case Summary and 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor:  Mark II Imports, Inc.
          350 Fifth Avenue
          New York, New York 10118

Type of Business:  Importer of men's apparel

Chapter 11 Petition Date:  August 31, 2000

Court:  Southern District Of New York

Bankruptcy Case No:  00-14052

Debtor's Counsel:  Gilbert A. Lazarus, Esq.
                    Lazarus & Lazarus, P.C.
                    240 Madison Avenue, 8th Floor
                    New York, New York 10016
                    Telephone (212) 889-7400
                    Fax (212) 684-0314

Total Assets:  $ 16,177,000
Total Debts :  $  5,572,000

20 Largest Unsecured Creditors

APA Warehouse
2 Germak Drive
Carteret, NJ 07008
(732) 541-4800                        $ 396,030

C-Air Customhouse Broker               $ 84,890

Renaissance Apparel                    $ 65,695

Sea Jet Trucking                       $ 42,975

Legacy Apparel                         $ 32,505

Advantage Sales                        $ 25,049

Washington International Ins. Co.       $ 9,549

Avon Group Inc.                         $ 8,000

American Geriatrics Society             $ 7,617

United Parcel Service                   $ 6,244

Manufacturers Exchange                  $ 4,117

Pei Wang (employee)                     $ 3,044

Avery Dennison                          $ 1,819

JJ Perrone Co.                          $ 1,003

PBCC                                      $ 923

Newport Air Express                       $ 893

Pitney Bowes Purch, Power                 $ 668

Unishippers                               $ 590

Aero Parking                              $ 319

Snowbird Corp.                            $ 205


MICHAEL PETROLEUM: 2nd Amended Plan Declared Effective on August 11, 2000
-------------------------------------------------------------------------
All of the conditions to the effectiveness of the second amended joint plan
of reorganization of Michael Petroleum Corporation, Michael Petroleum Alpha
Corporation, and Michael Holdings, Inc., have been satisfied or waived as
of August 11, 2000.  The Effective Date of the plan did occur as of August
11, 2000.


MICROBEST, INC: Accord with Insiders Facilitates Emergence from Bankruptcy
--------------------------------------------------------------------------
Microbest, Inc., (MBST) announced that it has reached an agreement with two
former insiders to satisfy a judgment, resolving a hostile attempt they
made to acquire the Company in June.

On June 1, 2000, Microbest, Inc., filed for bankruptcy protection under the
provisions of Chapter 11 to protect itself from the actions taken by the
former insiders.

Michael J. Troup, C.E.O., said, "Filing for Chapter 11 protection seemed
like a drastic measure, but it allowed us the time needed to reach this
settlement and protect the shareholders, vendors, employees and customers
while our Company was achieving the most significant accomplishments in its
history. With this agreement in place, we will petition the Court with our
plan to come out of bankruptcy."

"Prior to the bankruptcy filing, the Company had received $2,500,000 in
financing commitments from Bruderman Brothers, Inc., a Wall Street
Investment Banking firm. This financing, put on hold due to the filing,
will be expedited by the Company for execution as soon as the financial
planning documents can be completed."

"With the resolution of this unsettling issue behind us, the Company will
immediately proceed to complete its filings with the Securities & Exchange
Commission, allowing the Company's stock to once again trade on the
OTC/BB."

"Our propriety BioCleansing(R) Systems are becoming the standard for
meeting the Federal requirements for 'Environmentally Preferable' cleaning
solutions," Troup explained. "Our systems employing proprietary microbial
cultures and high-tech cleansers are focused on commercial kitchen and rest
room cleaning and are acknowledged to clearly out-perform traditional
caustic cleaners. They are user safe, and digest organic waste such as
grease, oils, and urine, eliminating odors, keeping drain lines free,
reducing slip fall accident risk and protecting tile and grout. The growing
demand for our products and technology reflects a heightened commitment by
both our government and private sector communities to solve practical
problems, and protect workers and our environment."


MISSISSIPPI CHEMICAL: Moody's Mulls Downgrades on $400MM of Debt
----------------------------------------------------------------
Moody's Investors Service placed the ratings of Mississippi Chemical
Corporation's $200 million senior notes, due 2017, and its $200 million
unsecured credit facility, maturing 2002, on review for possible downgrade.

Moody's review will focus on the impact of global fertilizer supply and
demand dynamics, and the effect of higher natural gas prices on the
company's fertilizer product results. The review will consider the low cost
capacity of international suppliers of nitrogen fertilizer that have access
to low cost natural gas, scheduled new low cost ammonia capacity in
Argentina (600 thousand metric tons) and Venezuela (1.3 million metric
tons), the cost positions of the company's plants relative to other
domestic producers, and the benefit to Mississippi Chemical of access to
low cost natural gas and ammonia from its JV in Trinidad. The review will
also consider the potential for future write-downs of some of the company's
nitrogen assets, and the fact that during the spring planting season, the
company benefited from higher urea prices due to a shut down of two of
PCS's ammonia plants in Trinidad that caused a short-term disruption of
supply.

Mississippi Chemical Corporation, headquartered in Yazoo City, Mississippi,
produces nitrogen fertilizer products including principally ammonia,
ammonium nitrate, urea, nitric acid, and UAN solutions, as well as
phosphates and potash.


MONDI OF AMERICA: Plan Confirmed & Rejection Damage Claim Bar Date Fixed
------------------------------------------------------------------------
On August 9, 2000 the Bankruptcy Court entered an order confirming the
First Amended Consolidated Plan of Liquidation of the debtors, Mondi of
America, Inc. and its affiliates. All proofs of claims arising from the
rejection of any executory contract or unexpired lease must be filed with
Bankruptcy Services, LLC, Mondi of America Claims Processing, 70 East 55th
Street, 6th Floor, New York, NY no later than thirty days after the
Confirmation Date, unless another order of the Court provides for an
earlier date. The debtors are represented by Jeffrey S. Sabin, Esq., of
Schulte Roth & Zabel LLP and Michael R. Nestor, Esq., of the firm Young
Conaway Stargatt & Taylor LLP.


NATIONAL RECORD: Shareholders to Convene for Annual Meeting on Sept. 21
-----------------------------------------------------------------------
The annual meeting of stockholders of National Record Mart, Inc., will be
held at the James H. Reed Building, 435 Sixth Avenue, 9th Floor,
Pittsburgh, Pennsylvania, at 9:30 a.m. (local time) on Thursday, September
21, 2000, for the following purposes:

    (1) To elect six directors of the company to serve until the next
         annual meeting and until their successors are elected and
         qualified;

    (2) To ratify the appointment of Ernst & Young LLP as independent
         auditors of the company for the fiscal year ending March 31,
         2001; and

    (3) To transact any other business which may properly arise.

Only stockholders of record at the close of business on August 1, 2000 are
entitled to notice of and to vote at this annual meeting.


NEWCOR, INC.: EXX Discloses 16.1% Equity Stake
----------------------------------------------
EXX Inc. and David A. Segal beneficially own 795,300 shares of the common
stock of Newcor Inc. with shared voting and dispositive powers.

Additionally, David A. Segal beneficially owns 24,000 shares of the common
stock of the company with sole voting and dispositive powers. The
aggregate amount owned by Mr. Segal represents 16.6% of the outstanding
shares of the common stock of Newcor, Inc., while the shares jointly owned
by he and EXX represent 16.1%.

EXX Inc. purchased the shares of Newcor, Inc. common stock using cash on
hand. As part of its overall business strategy, EXX has historically
identified and acquired or invested in underperforming or distressed
businesses with a view to utilizing its turnaround strategies and expertise
to improve operations and financial performance of the business, resulting
in an increase in value. Consistent with such strategy, EXX has purchased
and held the shares of Newcor common stock reported. EXX indicates it
currently intends to utilize the Newcor common stock to participate in a
turnaround of Newcor's recent financial performance, either by consulting
with management regarding appropriate turnaround strategies or by seeking
to obtain control of Newcor by commencing a tender offer for additional
shares of Newcor common stock, soliciting proxies for the election of a
slate of designees of EXX to the Board of Directors of Newcor or another
transaction or series of transactions which would result in the acquisition
by EXX of control of Newcor.

Because EXX and Mr. Segal could have been deemed to beneficially own more
than 15% of the issued and outstanding shares of Newcor common stock, the
Board of Directors of Newcor could have triggered the distribution of
rights under Newcor's rights plan. In lieu of triggering the distribution
of rights, the Board of Directors of Newcor determined to extend the
distribution date with respect to EXX and all its affiliates to August 4,
2000 to allow the Newcor Board of Directors to engage in discussions with
EXX.

In connection with various discussions between EXX and representatives of
Newcor during July 2000, EXX and Mr. Segal outlined EXX's intentions and
desires to create a mutually beneficial transaction which would result in
an enhanced shareholder value, and provided the Board of Directors with
various information and references confirming Mr. Segal's character and
experience in business turnarounds. On July 17, 2000, EXX submitted a
written proposal to the Board of Directors of Newcor under which EXX would
purchase an aggregate of 1.5 million shares of Newcor common stock at a
purchase price based on the market price of Newcor common stock. Based
upon the closing price of the Newcor common stock on July 17, 2000, the
aggregate purchase price for the shares proposed to be purchased by EXX
would have been approximately $3.7 million. As of June 30, 2000, Newcor
reported total shareholders' equity of approximately $13.2 million. In
recognition of EXX's investment, as part of its proposal, EXX would have
been entitled to elect David A. Segal as Chairman and Chief Executive
Officer of Newcor and Mr. Segal and two other designees of EXX would have
been appointed or elected to the Board of Directors of Newcor to replace
three of Newcor's present directors. Included in EXX's proposal were
various proposed limitations on EXX and its affiliates, including
certain restrictions on the scope of Mr. Segal's authority as Chief
Executive Officer and an agreement by EXX not to engage in any related
party transactions or effect any merger or other "second step"
transaction with Newcor during a three-year period following EXX's
investment.

On August 4, 2000, by letter to EXX and press release, Newcor rejected
EXX's proposal and announced that Newcor had amended its rights plan to
increase from 15% to 17.5% the percentage that EXX and its affiliates can
beneficially own of Newcor Common Stock before triggering the distribution
of rights under Newcor's rights plan. EXX feels that despite the clear
expression in EXX's proposal that it remained open to suggestions,
modifications and improvements to the proposal which would satisfy the
objectives of both Newcor and EXX, Newcor's Board of Directors did not
propose any alternative transaction or indicate a willingness to engage in
further discussions regarding the proposal.

EXX believes that the proposal would have significantly increased the net
worth and liquidity of Newcor, as well as provided Newcor with access to
EXX's expertise in effecting business turnarounds. The management of EXX
believes that the Board of Directors of Newcor did not give meaningful
consideration to the references, information and proposal submitted to
Newcor and was predisposed to rejection of any proposal submitted by EXX
which included participation in the management of Newcor.

In light of Newcor's response to EXX's proposal, the Board of Directors of
EXX determined that continuing with EXX's previously announced exchange
offer for shares of Newcor common stock was no longer in the best interest
of EXX's shareholders. On August 8, 2000, EXX stated it would not pursue
its proposed exchange offer and withdrew its Registration Statement from
the SEC which it had filed in connection with the exchange offer. In
addition, EXX stated that it was interested in discussing with Newcor's
Subordinated Noteholders a possible waiver of the call provisions of the
Subordinated Notes, in the event of a change of control of Newcor.

During August 2000, EXX purchased 72,500 additional shares of Newcor common
stock. As a result of EXX's purchases of Newcor common stock during August
2000, EXX and David Segal, as affiliated parties, may be deemed to
beneficially own 819,300 shares of Newcor common stock, representing 16.6%
of the 4,949,068 shares of Newcor common stock issued and outstanding as of
August 7, 2000.

Subject to availability at prices deemed favorable, EXX and Mr. Segal
indicate they may continue to acquire additional shares of Newcor common
stock from time to time in the open market, in privately negotiated
transactions or otherwise. EXX and Mr. Segal may purchase additional
shares of Newcor common stock sufficient to raise their beneficial
ownership of Newcor common stock in excess of 17.5%, which may result in
the Board of Directors triggering the anti-takeover provisions of the
Newcor rights plan. EXX and Mr. Segal indicate they may also dispose of
shares of Newcor common stock from time to time in the open market, in
privately negotiated transactions or otherwise.


NORTHERN MOUNTAIN: Directors & Officers Resign; PwC Appointed as Monitor
------------------------------------------------------------------------
Northern Mountain Helicopters Group Inc. (CVE: NMH) announced the
resignation effective close of business August 23, 2000, of all of the
Directors and Officers of Northern Mountain Helicopters Group Inc. and of
its subsidiary companies, Peace Helicopters Ltd., Northern Mountain
Helicopters Inc. and Northern Heli Log Ltd.

On August 24, 2000, the Supreme Court of British Columbia appointed Price
Waterhouse Coopers Inc. as Monitor for those companies when the Court made
an Order granting those companies protection under the Companies Creditors
Arrangement Act. The companies are carrying on business with the Monitor in
place.

Previously Mr. Charles Hodgins, Chief Financial Officer of Northern
Mountain, had announced that the protection of the Court Order was expected
to enable Northern Mountain to restructure its overall business operations
on a more profitable basis and allow it to take advantage of the
ppportunities available to it, both in Canada and Internationally.  The
filing of the Court Order had the support of Northern Mountain's major
secured creditors.


NU-KOTE: Backdoor to Hewlett-Packard Patent Litigation Settlement Closed
------------------------------------------------------------------------
Barbara D. Holmes, Esq., of Harwell Howard Hyne Gabbert & Manner, P.C., saw
an open door through which the public might learn the economic and other
terms of the settlement reached on Hewlett-Packard Company's patent
infringement claims againt Nu-Kote International, Inc., and slammed it shut
this week.

Coudert Brothers defended Nu-Kote in HP's lawsuit filed in U.S. District
Court for the Northern District of California and was retained with the
approval of the U.S. Bankruptcy Court for the Middle District of Tennessee,
after Nu-Kote filed for chapter 11 protection, to continue their defense
work. Because professionals retained pursuant to 11 U.S.C. Sec. 327 are
generally required to present Bankruptcy Courts with formal applications
for compensation and provide detailed hourly billing records, Coudert's
billing records contain lots of details about the settlement.

In a Motion filed with the Bankruptcy Court, Ms. Holmes asks Judge Keith M.
Lundin for permission to file all of Coudert's time records under seal to
prohibit inspection of those documents by the public. Nu-Kote indicates
that it will readily share the records with parties who already know the
terms of the HP Litigation Settlement and work closely with Nu-Kote, but
will resist any other disclosure--especially to HP, Canon or Epson.
Additionally, Ms. Holmes asks Judge Lundin to seal the courtroom when the
time comes for him to review Coudert's fees, just in case someone from HP,
Canon or Epson might be sitting in the Nashville courtroom and something
confidential might slip.


OFFICE DEPOT: Share Buybacks Prompt Moody's to Ratchet Ratings Down a Notch
---------------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Office Depot, Inc.
reflecting the company's continued soft operating performance, which
together with its aggressive store expansion program and $800 million of
share buybacks have resulted in an erosion in debt protection measures. The
rating outlook is negative reflecting the challenges that Office Depot will
likely face in stemming the ongoing decline in its profit margins and in
improving its operating performance in a highly competitive retail
environment. This rating action concludes the review for possible downgrade
begun on June 19, 2000.

Ratings lowered were:

    a) Senior unsecured bank credit agreement to Baa2 from Baa1

    b) Convertible Subordinated Zero Coupon LYONS - Series 1992 to Baa3    
         from Baa2

    c) Convertible Subordinated Zero Coupon LYONS - Series 1993 to Baa3
         from Baa2

Moody's noted that Office Depot's operations have suffered from rising
competition and lower-than-expected demand for copiers, printers, and other
technology products. Office Depot will continue to feel competitive
pressure from warehouse clubs, such as Costco and Sam's Club (Wal-Mart),
that are aggressive on price for several core products, such as toner
cartridges and copy paper. On the computer product side of the business,
Office Depot is under pressure from electronics retailers, such as Circuit
City and Best Buy, and from computer manufacturers like Dell and Gateway
that are targeting the business customer. The competitive environment is
having a tangible impact on the business as comparable store sales for the
first half of 2000 are only up 2%. Further, in an effort to increase market
share and grow the business, the company added 220 new stores, in new and
existing markets, over the past two years. However, indications are that
some of these new stores and new markets are not contributing the
anticipated level of sales and profits. Moody's also noted that Office
Depot has a lower operating profit margin than its nearest competitor
Staples, Inc. Office Depot's higher cost structure is partly the result of
delays in achieving planned synergies from its 1998 merger with Viking
Office Products.

Office Depot continues to target ambitious sales growth, but this is likely
to require a continued expansion of its domestic store base and a further
expansion of its international operations. Both strategies may become a
significant use of cash and present uncertain outcomes. Given Office
Depot's weak comparable store sales performance, the margin pressure that
it is facing and the need to achieve sales growth through expansion, the
$800 million spent on share buybacks has strained operating and financial
flexibility, at least in the near term. Despite its recent operating
problems, Office Depot has continued to maintain relatively strong debt
protection measures and remains the largest office supply retailer in the
world.

Office Depot, headquartered in Delray Beach, Florida operates approximately
825 office supply superstores in the U.S. and Canada. The Company also has
a large presence both domestically and internationally in the wholesale
channel through catalogs and the internet.


PRIME SUCCESSION: Confirmation Hearing to go Forward on September 28
--------------------------------------------------------------------
A hearing to consider confirmation of the plan of reorganization of Prime
Succession, Inc. et al. has been set by the US Bankruptcy Court for the
District of Delaware for 2:00 PM on September 28, 2000. Attorneys for Prime
Succession, Inc., et al. are Pauline K. Morgan, Esq., and Michael R.
Nestor, Esq., of the firm Young Conaway Stargatt & Taylor LLP and Alan W.
Kornberg, Esq., Jeffrey D. Saferstein, Esq., Dana S. Safran, Esq., and
Nkiruka R. Nwokoye, Esq., of the firm Paul, Weiss, Rifkind, Wharton &
Garrison.


SABRATEK CORPORATION: 365(d)(4) Lease Decision Period Extended to Oct. 15
-------------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an order
extending the time of Sabratek Corporation, et al. to assume or reject
unexpired leases of nonresidential real property to October 15, 2000.


SAFETY COMPONENTS: Delaware Court Confirms Prepackaged Chapter 11 Plan
----------------------------------------------------------------------
Safety Components International, Inc. (OTC Bulletin Board: ABAG) and
certain of its United States subsidiaries, including Safety Components
Fabric Technologies, Inc. and Automotive Safety Components International,
Inc., a leading, low cost supplier of automotive airbag fabric and cushions
in the United States, announced that their plan of reorganization to emerge
from their pre-arranged chapter 11 cases was approved by the Bankruptcy
Court in Wilmington, Delaware.  

The plan will effect a substantial deleveraging of, and strengthening of
the balance sheet for, Safety Components. Subject to fulfillment of the
conditions precedent to emergence, Safety Components is expected to emerge
from chapter 11 in early October.

Immediately upon emergence, the Company will have access to approximately
$56 million in debt financing. The Company has reached agreement with
Congress Financial Corporation on a three-year $35 million credit facility,
which will become effective upon emergence from its chapter 11 case. The
Congress facility, which has received District Court approval, is expected
to provide adequate funding for Safety Components' ongoing global operating
needs. Further, the pre-bankruptcy secured banks will retain a two-year
subordinated secured note for approximately $20.9 million.

The Company has also obtained the support of its major suppliers who have
already agreed to extend open credit terms upon the Company's emergence.
Pursuant to the plan, as confirmed, all of the Company's 10-1/8% senior
notes issued by the Company due 2007 will be converted into the right to
receive 96.8% of the Company's post-bankruptcy equity, and the current
shareholders of common stock, excluding stock held by Robert Zummo
(Chairman of the Company), will receive 3.2% of the Company's post-
bankruptcy equity and warrants to acquire 12% of such equity. In addition,
all trade suppliers and other creditors will be paid in full pursuant to
the terms of the confirmed plan.

John C. Corey, the Company's President and Chief Operating Officer, stated,
"We are pleased that our plan of reorganization has been approved. The
Company has significantly improved its operations over the past few months,
exceeding projections. As a result of the operations improvements
introduced last year, and new program awards this year, upon emergence, the
Company will have a much stronger balance sheet and access to flexible
financing arrangements from Congress Financial." Mr. Corey added, "Now that
the Company's position has improved, we can return our primary focus to the
fulfillment of our goals: increasing productivity and profitability from
the core airbag automotive business, capitalizing on continuing growth
opportunities in the airbag automotive business and divesting non-core
operations. We have further enhanced our ability to fulfill these goals by
retaining our operations management team.

Mr. Corey continued, "Finally, we are very appreciative for all of the
support provided by our customers, suppliers, employees and advisors during
this critical time, which has enabled the Company to emerge from chapter 11
on an accelerated timetable. We believe we will be able to demonstrate that
such support was warranted by maintaining a strong automotive airbag
business."


SAFETY-KLEEN: Brings Karaganis & White Aboard as Environmental Counsel
----------------------------------------------------------------------
Pursuant to 11 U.S.C. Sec. 327(e), the Debtors seek bankruptcy court
authority to employ Karaganis & White, Ltd., as their Special
Environmental Counsel during the course of these chapter 11 cases for
representation in several major environmental regulatory compliance
matters affecting the Debtors' operations throughout Illinois. K&W has
represented the Debtors, or their predecessors, for more than 19 years.
Most recently, K&W has been engaged with respect to, and continues to
perform, these services related to several significant environmental
regulatory compliance matters affecting the Debtors' operations in
Illinois and other states:

    (a) Representing the Debtors in a RCRA enforcement action in Dolton,
         Illinois, and responding to information requests relating to the
         Debtors' Dolton facility;

    (b) Representing the Debtors in a RCRA enforcement action in Blaine,
         Minnesota;

    (c) Counseling the Debtors regarding environmental matters that arise
         in the State of Illinois; and

    (d) Representing SKC's interests at the following United States
         Environmental Protections Agency's Superfund Sites:

        (1) Sydney Mines Superfund Site - Tampa, Florida;

        (2) Petroleum Products Superfund Site Miami, Florida; and

        (3) Malvern TCE Superfund Site, Pennsylvania.

K&W's continued retention, the Debtors say, is critical during these
chapter 11 cases, as the Debtors seek to resolve the regulatory compliance
matters described above. If the Debtors lose the expertise, experience,
and institutional knowledge of K&W, the estates undoubtedly will incur
significant and unnecessary expenses, as the Debtors will be forced Lo
retain other environmental counsel, without similar background and
expertise, to represent them during the postpetition period. K&W's
retention as the Debtors' special environmental counsel for the purposes
discussed above thus is in the best interests of the Debtors, their
estates, their creditors and other parties-in-interest, and should be
approved by the Court.

K&W agrees to bill the Debtors at its customary hourly rates. The
members, associates and paralegals presently expected to work on this
matter, and their hourly rates, are:

    Bruce White          $225 (increasing to $260 on September 1, 2000)
    Barbara Magel        $225 (increasing to $250 on September 1, 2000)
    Christopher Newcomb  $175 (increasing to $195 on September 1, 2000)
    Claudia Stlaske      $110 (increasing to $125 on September 1, 2000)

Mr. White discloses to the Court that K&W in the past has represented,
currently represents, and in the future likely will represent certain
creditors of the Debtors and other parties-in-interest in matters
unrelated to the Debtors, the Debtors' reorganization cases or such
entities' claims against or interests in the Debtors. Mr. White has
learned that K&W currently represents, or has represented the following
entities on matters unrelated to the Debtors:

    (a) Union Pacific Railroad at the United States Environmental Protection
         Agency's Moss American Superfund site; and

    (b) General Electric Plastics, as it may be related to GE Capital, at
         the United States Environmental Protection Agency's Ninth Avenue
         Superfund site.

K&W's representation of these entities, Mr. White assures Judge Walsh,
will not affect the firm's representation of the Debtors in these cases.
In the one year prior to the Petition Date, Mr. Whate discloses, K&W was
paid $461,198, and at the Petition Date, K&W was owed $65,000. (Safety-
Kleen Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


SILVER CINEMAS: Taps Retail Consulting Services for Real Estate Advice
----------------------------------------------------------------------
Silver Cinemas International, Inc., et al. seeks to retain Retail
Consulting Services, Inc., as real estate consultants to the debtors.

On the Petition Date, the debtors were parties to over 80 commercial real
property leases for theatre premises located throughout the country. The
debtors' leasehold interests constitute one of the most significant
components of the estates' assets and liablilities, and the treatment and
disposition of the leases will play a critical role in the debtors'
reorganization and financial recovery.

As set out in the affidavit of Ivan L. Friedman, President of Retail
Consulting Services, Inc., the firm will provide the following services:

    a) Creation of a lease portfolio book showing the current lease terms,
        sales, contribution, occupancy cost as a percentage of sales, sales
        per square foot by location and by landlord for all real property
        interests designed by the debtors;

    b) In-depth analysis of all real estate assets, and assistance in
        establishing goals and parameters for lease modifications;

    c) Conduct negotiations with landlords regarding lease mdoifications
        requested by the debtors;

    d) Attend court hearings and meeting, as requested by the debtors,
        including providing expert testimony regarding real property lease
        issues;

    e) To the extent specifically requested by the debtors, conduct
        negotiations with certain landlords regarding mitigation of claims
        arising from rejection of leases; and

    f) Preparation of periodic progress and status reports for the debtors
        regarding landlord negotiations, and related documentation as
        requested by the debtors.

The firm shall be paid a $25,000 retainer. For rental reductions, the firm
will be paid a fee equal to 4% of the difference between the original
monetary amount and the reduced rental amounts, but if the lease is
rejected, the debtors will pay such a fee for the first 12 months of the
rent reduction. For other leases modifications, the firm will receive a fee
equal to $3,000 per lease.

With respect to RCS services which result in the mitigation of a landlord
rejection damage claim, the firm will be paid a fee equal to 4% of the
difference between the total allowable claim and the amount of the settled
claim multiplied by the cash or cash-equivalent pay-out percentage to
unsecured creditors.


SUNTERRA CORP.: Carambola Resort in St. Croix Can Be Yours for $12.5MM Bid
--------------------------------------------------------------------------
Sunterra Corp. obtained court approval of bidding procedures according to
which interested parties can submit competing bids to buy the St. Croix,
U.S. Virgin Islands-located Carambola Resort and certain related assets.
The Orlando-based time share developer and operator has agreed to sell the
real property, owned by Sunterra St. Croix Inc., to WYN International
Acquisition Corp. for $12.5 million, subject to higher and better offers.
Judge James F. Schneider of the U.S. Bankruptcy Court is scheduled to
consider approving the sale to WYN International, or to the highest bidder,
at a hearing on Sept. 21. (ABI 02-Sep-00)


SYSTEM SOFTWARE: Employs Abeledo Gottheil Abogados as Argentine Counsel
-----------------------------------------------------------------------
Systems Software Associates, Inc., asks the U.S. Bankruptcy Court for the
District of Delaware for authority to employ Abeledo Gottheil Abogados SC
as special counsel, nunc pro tunc to July 20, 2000, to provide legal
services related to the cessation of business operations in Argentina.
Virtually all of SSA's Argentine employees have been terminated, Joseph J.
Skadra, SSA's Vice President of Finance and Controller, relates.
Specifically, SSA will look to Abeledo to assist in a winding-up of the
Argentine operations and to determine and negotiate what, if any, claims
former Argentine employees may have against the Company's estate. SSA is
convinced that Abeledo's retention is the most expedient and cost-effective
method to achieve these goals.

Luis Alberto Erize, Esq., Abeledo's Managing Partner based in Buenos Aires,
assures Judge Roderick R. McKelvie that neither he nor his firm hold any
interest adverse to the SSA and that they are disinterested within the
meaning of 11 U.S.C. Sec. 101(14). Out of an abundance of caution, however,
Mr. Erize discloses that:

    (A) Abeldo has worked as co-counsel with Sidley & Austin (SSA's lead
        bankruptcy counsel in the U.S.) in connection with an acquisition by
        KPMG Consulting, Inc., of an Argentine corporation named KPMG
        Consultores, S.A.; and

    (B) Abeledo has advised the law firm of McDermott, Will & Emery (one of
        SSA's 20 largest pre-petition creditors) in the past about corporate
        planning issues and how to obtain telecommunication licenses in
        Argentina.

Mr. Erize advises that his firm will bill SSA at its customary hourly rate
for work performed by its attorneys: $145 to $230 per hour for partners and
$55 to $145 per hour for other lawyers.

As reported previously in the Troubled Company Reporter -- Latin America,
SSA's Argentine Assets consist of (a) $200,000 in cash; (b) $50,000 of
furniture and fixtures; and (c) $70,000 to $160,000 of receivables. The
Argentine operation needs to satisfy (x) $400,000 of priority employee
termination claims and (y) $250,000 of administrative claims.

SSA is a leading global systems solution provider and developer of
enterprise resource planning software for business use. The Company's
primary product is its Business Planning and Control Systems software,
which is one of the most widely implemented ERP systems in the world. At
present, the Company services approximately 6,500 clients at 12,000 sites
in over 70 countries. SSA's revenues for fiscal year 1999 totaled
$315,700,000.


TOKHEIM RPS: 40 Largest Unsecured Creditors
-------------------------------------------
40 Largest Unsecured Creditors

Deutsche Bank
Global Investment Banking
130 Liberty Street
MS 2303-30th Floor
New York, NY 10006                  Indenture Trustee       $ 204,000,000

Bank of New York
209 West Jackson Blvd.
Chicago, IL 60606                   Indenture Trustee        $ 50,000,000

Paine Webber Incorporated
1285 Avenue of the Americas
New York, NY 10019                  Professional                $ 556,709

Automatic Switch Co.
P.O. Box 73115
Chicago, IL 60673                   Trade Claim                 $ 472,743

Insurance & Risk Management
3811 Illinois Road
P.O. Box 1705
Fort Wayne, IN 46801                Trade Claim                 $ 424,272

Arrow Electronics, Inc.
P.O. Box 70018
Chicago, IL 60673                   Trade Claim                 $ 379,885

Verifone, Inc.
P.O. Box 71123
Chicago, IL 60694                   Trade Claim                 $ 361,687

System Software Association, Inc.
Dept. 77-5137
Chicago, IL 60678                   Trade Claim                 $ 358,872

Leasetee Corp.
1000 S. McCaslin Blvd.
Superior, CO 80027                  Trade Claim                 $ 332,393

Oak Grigsby
P.O. Box 198865
Atlanta, GA 30384                   Trade Claim                 $ 328,649

National Tube Form
P.O. Box 10726
3405 Engle Road
Ft. Wayne, IN 46809                 Trade Claim                 $ 303,243

Ernst & Young LLP
P.O. Box 960766
Cincinnati, OH 45296                Professional                $ 279,752

Axiohm                              Trade Claim                 $ 238,609

Geometric Circuits, Inc.            Trade Claim                 $ 220,880

IVI Checkmate, Inc.                 Trade Claim                 $ 192,880

Kent Electronics                    Trade Claim                 $ 184,626

Avnet Electronics Marketing         Trade Claim                 $ 183,942

Tyco Electronics Corporation        Trade Claim                 $ 183,633

Decatur Casting Division            Trade Claim                 $ 162,021

Xymox Technologies, Inc.            Trade Claim                 $ 160,911

Metro Information Services          Trade Claim                 $ 157,591

Dalton Corp.                        Trade Claim                 $ 146,941

Metal Services                      Trade Claim                 $ 140,610

Ice Miller Donadio & Ryan           Professional                $ 131,769

Precise Manufacturing               Trade Claim                 $ 130,091

SGI Integrated Graphic Systems      Trade Claim                 $ 125,377

Husky Corp.                         Trade Claim                 $ 123,129

General Electric Capital Corp.      Trade Claim                 $ 105,780

SVI Incorporated                    Trade Claim                  $ 97,025

Heller Financial, Inc.              Trade Claim                  $ 92,202

Thomas Compressor                   Trade Claim                  $ 87,873

Central Steel & Wire Co.            Trade Claim                  $ 85,178

Mag-Tek, Inc.                       Trade Claim                  $ 77,953

Promark Electronics, Inc.           Trade Claim                  $ 76,757

Industrial Electronic Eng., Inc.    Trade Claim                  $ 76,496

Goshen Rubber co., Inc.             Trade Claim                  $ 76,188

American Electric Power             Trade Claim                  $ 75,165

Computer Associates, Int.           Trade Claim                  $ 74,043

Kelly Box & Packaging               Trade Claim                  $ 65,142

Vincent Metal Goods                 Trade Claim                  $ 64,734


TREND-LINES: Announces $50 Million Store and Equipment Divestiture
------------------------------------------------------------------
Trend-Lines, Inc. announced that it has made a determination to divest
itself of 78 Golf Day retail stores and inventory of golf equipment and
supplies with a retail value of around $50 million. As a result, the
Company, which has been operating under Chapter 11 protection since August
11, 2000, filed a motion with the U.S. Bankruptcy Court seeking approval of
the terms and conditions of the sale. A hearing on the matter was scheduled
for September 19th, and the Court established September 13th as the
deadline for the submission of bids or objections. For further information,
parties can contact the Company's counsel: Harold B. Murphy, Esq. at (617)
423-0400.  (New Generation Research, Inc., 31-Aug-00)


TURBODYNE TECHNOLOGIES: EASDAQ Maintains Turbodyne's Suspension
---------------------------------------------------------------
Turbodyne Technologies, Inc. (EASDAQ:TRBD) reports that on August 2, 2000
EASDAQ suspended trading of the shares of Turbodyne Technologies, Inc.,
pending clarification of the facts underlying Turbodyne's press release
dated August 1, 2000.

On August 17, 2000, the EASDAQ Market Authority reviewed the decision to
suspend and decided to maintain the suspension pending further
investigation. Such suspension will remain in effect until October 3, 2000,
unless otherwise determined by the Market Authority.

Turbodyne Technologies, Inc., a California based high technology company,
specializes in the development of charging technology for internal
combustion engines plus the development and manufacturing of high-tech
assemblies for electrically assisted turbochargers and superchargers.
Turbodyne Technologies, Inc.'s is located in Carpinteria, CA; the European
business location is Frankfurt, Germany.


TURBODYNE TECHNOLOGIES: Provides Update on Legal & Financial Affairs
--------------------------------------------------------------------
Turbodyne Technologies, Inc. (EASDAQ: TRBD) issued an update Friday on its
legal affairs and financial matters:

A.  TST Files Motion for Prejudgment Writ of Attachment

Turbodyne announced today that it was served with a motion
for a prejudgment writ of attachment by TST on August 23,
2000.  The motion is scheduled to be heard on September 19,
2000, in the Superior Court of the County of San Bernardino.
The Company expects to file an opposition to the motion.
However, the Company is currently conferring with its
counsel and the other named defendants regarding all of its
alternatives.

      TST's original claim was made against Pacific Baja
Light Metals in its bankruptcy proceedings for approximately
$1.5 million.  Subsequently, TST, Inc. filed suit against
Turbodyne and other defendants on March 13, 2000 and
increased their claim to approximately $1.8 million plus
interest, costs and attorneys' fees for materials sold to
Pacific Baja and guaranteed by Turbodyne. Turbodyne has
filed its response to the complaint and has been involved in
limited discovery, but to date, no hearings have taken
place.
      
B.  Turbodyne Updates Financial Matters

      Turbodyne further announces that it has secured funds
in the amount of $262,000.00 and commitments for funding in
the amount of $100,000.00, through private placements to
accredited investors and/or directors of the Company of
812,405 shares and option exercises by existing optionees of
40,000 shares, that will provide the Company with operating
capital through approximately the first week of October,
2000.  The Company continues to work on securing both short-
term and long-term financing.  In a renewed effort to reduce
expenditures, the Company has done another round of
personnel cutbacks, further reducing its workforce by 30%,
and continues to seek alternative ways to reduce its
operating costs.  The most recent personnel cutbacks will
not affect the Turbodyne joint development program with
Honeywell in any way.

Turbodyne Technologies, Inc., a California based high
technology company, specializes in the development of
charging technology for internal combustion engines and the
development and manufacturing of high-tech assemblies for
electrically assisted turbochargers and superchargers.
Turbodyne Technologies' headquarters is located in
Carpinteria, California, and its European office is located
in Frankfurt, Germany.  Additional information about the
Company is available on the internet at http://www.trubodyne.com.



US WOOD PRODUCTS: Liner Yankelevitz to Serve as Special Corporate Counsel
-------------------------------------------------------------------------
US Wood Products, Inc. seeks authority to retain and employ Liner
Yankelevitz Sunshine & Regenstreif LLP as special corporate, special
litigation and special reorganization counsel to the debtor.

In connection with the representation, the debtor has paid the
firm a retainer in the sum of $45,000. The firm will charge for its
services based on its current hourly rates. For the attorneys designated to
work on the case, the rates for special corporate counsel range from $200
to $275 per hour. The rates for special litigation counsel range from $200
to $325 per hour and the rates for attorneys handling special
reorganization matters range from $200 to $350 per hour.

Among other things, the firm is engaged:

      A.  To advise, assist and represent the debtor in connection with
general day to day corporate matters, including preparation of minutes,
advice regarding employment, leasing commercial and other contractual
issues; advice regarding sale and disposition of assets, including without
limitations, sale of personal property, bulk sales of inventory and fixed
assets, and other issues regarding realization upon assets of debtor; and
advice regarding existing and additional financing for the activities of
the debtor, including without limitation, matters regarding the existing
financing with Bank of America.

      B.  To advise, assist and represent the debtor in connection with
litigation matters brought by civil litigants, including pending actions
against the debtor in civil court.

      C.  To advise and assist the debtor with respect to various bankruptcy
matters, including, without limitation, formulation of a plan and
disclosure statement, that are not duplicative of services to be rendered
by general bankruptcy counsel.


VENCOR: Vencare Moves To Terminate Georgia Office Lease and Sublease
--------------------------------------------------------------------
Vencare Rehab Services Inc., an affiliate of Vencor, Inc., reorganizing
under a chapter 11 proceeding pending before the U.S. Bankruptcy Court in
Delaware, leases approximately 107,695 square feet of net rentable area
located on the first, third and fourth floors of the building Lake View I,
situated at 1105 Sanctuary Parkway, in Alpharetta, Georgia, from Regency
Park West Associates, LP and the Lease Agreement has been assigned to the
current landlord Sanctuary Park Realty Holding Company (SPRHC).

Vencare subleases the third floor to LawGibb and the fourth floor to
Charter Behavioral Health. Charter is a debtor-in-possession in a separate
case, Case Number 00-00989 in the Delaware Court, and has filed a motion to
reject the lease, effective July 31, 2000.  LawGibb has entered a Direct
Lease with the landlord, contingent upon the termination of the Vencare
Lease with the landlord.

Vencare, LawGibb and SPRHC enter into a Termination Agreement which
provides for the rejection and termination of the Vencare Lease and
LawGibb Sublease, and the concurrent effectiveness of the LawGibb Direct
Lease. The three parties seek the Court's approval of the Termination
Agreement. (Vencor Bankruptcy News, Issue No. 15; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


VISTA GOLD: Says USF&G Bought a Worthless Claim to Which it Will Object
-------------------------------------------------------------------------
Vista Gold Corp. (Amex: VGZ; Toronto) reported that USF&G has brought a
claim in the United States District Court of Nevada for approximately
$800,000, which it alleges is the deficiency between the face amount of the
$1.6 million reclamation bond it issued for the Mineral Ridge Mine bond and
the collateral it holds from Mineral Ridge Resources Inc.

Mineral Ridge Resources Inc., a wholly-owned subsidiary of Vista Gold, is
presently in Chapter 11 bankruptcy proceedings as previously reported. The
claim alleges that Vista Gold is liable to USF&G as an indemnitor under the
bond.

"Vista Gold denies that it has any liability whatsoever to USF&G in
relation to the bond as it did not assume any obligation as indemnitor when
it acquired Mineral Ridge Resources Inc. from Cornucopia Resources Ltd. in
1998 and did not subsequently agree to do so. Vista Gold considers the
claim to be completely without merit, and intends to vigorously defend
against this suit by USF&G," said Michael B. Richings, President.

Vista Gold Corp. is an international gold mining, development and
exploration company based in Denver, Colorado. Its holdings include the
Hycroft mine in Nevada, a development project in Bolivia, and exploration
projects in North and South America.


WILSHIRE FINANCIAL: Settles Year-Old Lawsuit with Company's Founders
--------------------------------------------------------------------
Wilshire Financial Services Group Inc. (OTC BB:WFSG - news) and its
founders and former officers Andrew Wiederhorn and Larry Mendelsohn
announced settlement of all disputes between them, including those related
to the company's termination of the former executives last year. As part of
the settlement, Wilshire Financial agreed that the termination of
Wiederhorn and Mendelsohn was without cause.

On September 3, 1999, Wilshire Financial terminated Wiederhorn and
Mendelsohn, who then sued Wilshire and its outside directors. This
settlement resolves all disputes between the parties.

Wilshire Real Estate Investment Inc. and Wilshire Financial also announced
settlement of all disputes and pending litigation between them relating to
the termination of various agreements and other business relationships
between the companies.


WORTHINGTON INDUSTRIES: S&P Affirms BBB Ratings With Negative Outlook
---------------------------------------------------------------------
Standard & Poor's affirmed its ratings on Worthington Industries Inc. (see
list below) and removed them from CreditWatch, where they had been placed
with negative implications on August 15, 2000. The current outlook is
negative.

The ratings were placed on CreditWatch following the company's announcement
that it had signed a letter of intent to acquire the assets of MetalTech,
NexTech and GalvTech, three unrated limited partnerships, for $300 million
in cash, plus additional contingent consideration.

If, as expected, the proposed transaction is completed, Worthington's
financial leverage will increase to a level that Standard & Poor's views as
aggressive relative to the triple-'B' rating. Worthington's total debt to
capital will rise to the mid-50% area, from about 44% presently. However,
Standard & Poor's assumes that Worthington will not pursue any additional,
material debt-financed acquisitions without taking mitigating actions, and
that the company will forego further share repurchases. Thus, debt-leverage
should decline gradually. The businesses Worthington is acquiring have been
consistently profitable, and will extend Worthington's focus on value-added
metals processing, by doubling its steel galvanizing capacity.

The ratings on Worthington Industries Inc. reflect its good competitive
position in the U.S. domestic steel processing industry and its strong cash
generating ability. Worthington is the market leader in the fragmented U.S.
domestic steel processing industry. Reflecting an industry trend toward
consolidation and management's ambitious growth initiatives, Worthington
has grown through ongoing investments in technology, greenfield facilities,
and acquisitions. These initiatives have enabled the company to offer its
customers the broadest range of steel processing capabilities in the
industry. As a result of the company's purchasing power, low freight costs,
and competitive labor rates, Worthington is among the lowest-cost
processors in the industry.

Worthington recently completed a major capital expansion program, investing
more than $600 million during the past three years. Notably, this program
involved the construction of processing facilities in Delta, Ohio, and
Decatur, Ala., both adjacent to new flat-rolled steel minimills. One of the
challenges the company is facing is in gaining market entry in this
increasingly competitive industry. As a result, both facilities are
operating below production capacity. Ultimately, the company's
profitability should benefit as these facilities gain greater market
acceptance. However, the timing of this is uncertain, given the current
difficult steel market environment.

In recent years, the company has pursued a more aggressive financial policy
than they had previously, however, earnings and cash flow protection
measures remain good. Over the near term, the company's EBITDA to interest
is expected to be in the 5 times (x) to 6x area and funds from operations
to total debt in the 20% to 30% range. These measures could improve as
greater capacity utilization at major capital projects is realized.
Financial flexibility benefits from availability under $300 million in
total unsecured credit facilities.

Outlook: Negative

The ratings could be lowered if, contrary to Standard & Poor's current
expectations, Worthington were to pursue additional debt-financed
acquisitions, or were to resume share repurchases.

RATINGS AFFIRMED AND REMOVED FROM CREDITWATCH

    Worthington Industries Inc.                            Ratings
       Corporate credit rating                               BBB
       Senior unsecured debt                                 BBB
       Bank loan rating                                      BBB
       Senior unsecured shelf debt (prelim.)                 BBB


                               *********

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

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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.

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