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             T R O U B L E D   C O M P A N Y   R E P O R T E R

                 Monday, October 2, 2000, Vol. 4, No. 192
  
                                Headlines

ACME STEEL: Emergency Steel Loan Guarantee Board Backs $100MM Loan
AMERICAN GAMING: Completes Purchase of Women of Wrestling, Inc.
AMERICAN GAMING: Katz Sapper Will Now Audit Company's Financials
ANNA NICOLE SMITH: Bankruptcy Judge Awards Playboy Playmate Smith $449 Mil
APB ONLINE: Media Company Announces New Business Strategy and Management

BAUSCH & LOMB: Moody's Downgrades Ratings To Baa3 & Short-Term To Prime-3
BAYOU STEEL: Moody's Downgrades Ratings As Steel Market Conditions Weaken
BENZ ENERGY: Lender Sends Default Notice, May Seek Bankruptcy Protection
BMJ MEDICAL: Court to Review Adequacy of Disclosure Statement on Oct. 26
BREED TECHNOLOGIES: Automotive Supplier Announces Filing of Revised Plan

COLONIAL DOWNS: Director Stephen Peskoff Tenders Resignation
CRIIMI MAE: ORIX Wins Bid To Acquire $320 Million of REIT's Commercial MBS
DEL WEBB: S&P Places Ratings for $700 Million+ of Debt On CreditWatch
FARMERS COOPERATIVE: Kansas Agricultural Association Files for Protection
FRUIT OF THE LOOM: Update On FTLL Cayman Islands Provisional Liquidation

GC COMPANIES: General Cinema to Close 11 Theaters in Florida
GENESIS/MULTICARE: Ivacare Makes $178,712 Reclamation Demand
GENEVA STEEL: Bankruptcy Court Extends Voting Date for Reorganization Plan
GLOBAL FINANCIAL: Burrups Packard Acquires Financial Printer's Assets
HARNISCHFEGER INDUSTRIES: Beloit & MetroPower Sign Maintenance Agreement

HEILIG-MEYERS: Creditors' Committee Objects to DIP Financing Pact
HOUSING RETAILER: Judge Walrath to Entertain Confirmation on January 3
INNOVATIVE GAMING: Terminates Merger Discussions with nMortgage, Inc.
INTEGRATED HEALTH: Symphony Seeks Approval Settlement Agreement with Sunset
LACLEDE STEEL: St. Louis Steel Firm Files Plan To Emerge From Chapter 11

LAIDLAW, INC.: Miller Tabak Schoene Agrees with the $275M Financing Plan
LANGSTON CORPORATION: Employing The Recovery Group as Restructuring Advisor
LOEWEN GROUP: Factual Investigation Completed Re 7.75% Series 3 Sen Notes
MANUFACTURERS SERVICES: Moody's Assigns & Confirms Single-B Ratings
MERISEL, INC.: Sells Open Computing Alliance Assets to Arrow for $110MM

METROTRANS CORPORATION: Court Confirms First Amended and Restated Plan
OCALA THOROUGHBRED: Case Summary and Largest Unsecured Creditor
ORBITAL SCIENCES: Sells Fairchild Unit to Smiths Industries for $100 Mil
PARAGON TECHNOLOGIES: First Union Obtains Relief to Reclaim Collateral
PG&E CORP/SOUTHERN CALIFORNIA: Two California Utilities May Be Insolvent

PRO AIR: Grounded Seattle Airline Starts Sending Workers Home
RELIANT BUILDING: Obtains Extension of 365(d)(4) Deadline Until Nov. 15
SAFETY-KLEEN: US Trustee Balks At Payment of $350,000 Fee to Raymond James
SIRENA APPAREL: Federal Bureau of Investigation Arrests Former Executives
STELLEX TECHNOLOGIES: Motion To Liquidate Assets of Three Primary Business

TEXAS PETROCHEMICALS: Retains PricewarerhouseCoopers as New Auditors
TOWER AIR: Trustee Seeks To Obtain Emergency Postpetition Financing
WASTE MANAGEMENT: Announces Sale of Assets to Waste Corporation of America
WESTMORELAND COAL: Agrees to Acquire Montana Power Coal Business for $138MM
WKI HOLDING: Moody's Says Leverage is High and Debt Protection is Weak

* Bond pricing for the week of October 2, 2000

                                *********


ACME STEEL: Emergency Steel Loan Guarantee Board Backs $100MM Loan
------------------------------------------------------------------
Acme Steel Company (OTC Bulletin Board: AMIIQ) announced it has been
informed that the Emergency Steel Loan Guarantee Board has extended an
offer of guarantee for the $100 million loan application filed on its
behalf by Citicorp USA. The guarantee is subject to certain conditions,
including execution of an acceptable guarantee.

Stephen D. Bennett, Chairman of the Board, President and Chief Executive
Officer, of Acme Metals Incorporated, the parent of Acme Steel Company,
said, "I am very pleased with the Loan Guarantee Board's decision. This
guarantee provides the Company with additional flexibility as we formulate
our plan of reorganization."

Acme Metals Incorporated, the parent company of Acme Steel Company, through
its operating subsidiaries, is a fully integrated producer of steel, steel
strapping and strapping products, and welded steel tubing. On September 28,
1998, Acme Metals and its subsidiaries filed separate voluntary petitions
for protection and reorganization under Chapter 11 of the United States
Code. The Company is in possession of its properties and assets and
continues to manage its business as debtor-in-possession subject to the
supervision of the Bankruptcy Code. Its common stock is listed on the
Bulletin Board of the National Association of Securities Dealers under the
symbol AMIIQ.


AMERICAN GAMING: Completes Purchase of Women of Wrestling, Inc.
---------------------------------------------------------------
On September 1, 2000, American Gaming & Entertainment purchased, for
nominal consideration, all of the common stock of Women of Wrestling, Inc.
("WOW"), a company owned by David B. McLane, John F. Fisbeck and Carter M.
Fortune, the Control Group who (along with certain other persons) recently
purchased the 98.1% of the common stock of the company. In addition to
serving as a director and the president of the company, Mr. McLane is also
the president of WOW under an employment agreement dated May 5, 2000. In
addition, David McLane Enterprises, Inc., a company owned by Mr. McLane,
provides certain consulting services to WOW under a service agreement dated
May 5, 2000. WOW was incorporated as an Indiana corporation in May, 2000,
and has no operating history. WOW's principal business is developing and
producing sports entertainment programming. WOW's first run syndicated
television series, WOW-Women of Wrestling, is scheduled to premiere in the
fall of 2000 and is being distributed by M/G Perin, Inc. pursuant to a
Distribution Agreement.

WOW's significant assets include employment, venue and other production
contracts (entered into in the ordinary course of business); certain
intellectual property, including trademark rights in the "WOW Women of
Wrestling" name, logos and character names of performers; rights in
characters portrayed by performers; publicity rights of performers with
respect to their performances; and copyrights in recorded performances,
events, programs, advertisements and promotional materials and capitalized
production costs relating to its syndicated television program.

WOW has outstanding 20,000 shares of Series A Preferred Stock which was
sold to Mr. Fortune for $2,000,000. The dividend rate of Series A is equal
to the London Interbank Offered Rate ("LIBOR") plus one percent (1%)
(subject to change effective on the same date as each change of LIBOR) per
annum payable quarterly on the 15th day of January, April, July and October
in each year; the redemption price for the Preferred Stock is $100 per
share; the Preferred Stock is not convertible into common stock; in the
event of a liquidation, the Preferred Stock is entitled to receive a
liquidating distribution of $100 per share (plus any accrued but unpaid
dividends) and the Preferred Stock has the same voting rights as WOW's
common stock of one vote per share. The Preferred Stock constitutes less
than 1% of WOW's voting stock.

In addition, Mr. Fortune has agreed to loan to WOW up to $3,000,000
pursuant to a Line of Credit Promissory Note dated May 5, 2000, at an
interest rate equal to LIBOR plus one percent (1%) (subject to change
effective on the same date as each change of LIBOR) per annum. Principal
and interest on said note is due monthly with the entire outstanding
principal and any accrued interest due on November 1, 2001. The note is
secured by a security interest in WOW's assets.


AMERICAN GAMING: Katz Sapper Will Now Audit Company's Financials
----------------------------------------------------------------
American Gaming & Entertainment appointed Katz Sapper & Miller, LLP as its
independent public accountants and the firm accepted the appointment
effective September 14, 2000. Katz Sapper & Miller, LLP had not been
previously engaged by the company. The company also notified Mintz
Rosenfeld & Company LLC that it was changing accountants as of that date.
The change of accountants was approved by the Board of Directors of
American Gaming.


ANNA NICOLE SMITH: Bankruptcy Judge Awards Playboy Playmate Smith $449 Mil
--------------------------------------------------------------------------
A federal bankruptcy judge awarded former Playboy Playmate and Guess? Jeans
model Anna Nicole Smith $449 million in a court battle with the son of
her late 90-year-old husband over his $1.6 billion estate, according to a
Reuters report.  U.S. Bankruptcy Judge Samuel Bufford in Houston said the
amount Smith is due could change, depending on punitive damages that he
would consider in a separate court case over the fortune of the late oil
baron J. Howard Marshall.  (ABI 28-Sep-00)


APB ONLINE: Media Company Announces New Business Strategy and Management
------------------------------------------------------------------------
New APB News Inc., operator of APBnews.com (http://www.APBnews.com)and the  
only media company exclusively covering crime, justice and safety,
announced the establishment of its business strategy and management team
following its recent acquisition of the assets of APB Online Inc.

APBnews.com (derived from the acronym for "All Points Bulletin") will
continue the journalistic excellence of APB News' award-winning coverage of
crime, justice and safety. Programming will focus on breaking news and
feature stories, specifically crime and justice issues that affect
personal, workplace and community safety. APB is expanding its news staff
to increase content and service to syndication partners.

APB will pursue a variety of business initiatives to further develop
revenues and site traffic through sponsorship/advertising, ecommerce and
syndication. E-commerce initiatives include APB Newsiversity, a joint
venture with Prentice Hall which links the site's content with the
curricula of college textbooks and training courses, and APB SaferLives,
which allows consumers to research home security, insurance and other
safety-related products.

APBnews.com will syndicate news to SafetyTips.com (www.SafetyTips.com), a
web development service that provides safety-related content to government
and corporate clients through intranets and other platforms. New APB is a
subsidiary of SafetyTips.com.

APB is headed by Yovette Mumford, chief executive officer of New APB News
and SafetyTips.com. She is joined by Marshall Davidson, chairman of APB and
a co-founder of APB Online and APBnews.com, and Aaron German, president and
chief operating officer of APB. Mr. German is the former chief financial
officer of APB Online and co-founder of Magera Management Corp., which
provides financial services and consulting to media companies.

Previously, he held a variety of finance and business planning/development
positions with CBS. Hoag Levins has been named vice president for content
and will continue his role as executive editor. Ed Levine continues as
managing editor. APBnews.com co-founder Mark Sauter, now chief operating
officer at Parlo.com, has joined APB's Advisory Board.

"We start this new phase of prudent growth with the tremendous advantage of
experienced management and an online news and information site second to
none," said Ms. Mumford. "By combining management experience and a more-
focused business plan, we are building on this foundation to take the APB's
brand and content to the next level. By sharpening focus, we can maintain
journalistic excellence while increasing the efficiency of our investment
in the future. APB believes that `You Have The Right To Know.' Our mission
is to report news that you need for your safety."

"APB's award-winning journalism characterizes our Web site and our online
and offline syndication relationships," Mr. Davidson said. "High-quality
coverage of crime, justice and safety -- the most intensely followed
subjects in all media -- will drive our business opportunities."

APBnews.com is based on the belief that you have the right to know how to
make the world safer. APB's mission is to provide the news, information and
tools you need for your safety. APBnews.com is operated by New APB News
Inc., a subsidiary of SafetyTips.com Inc. APBnews.com launched in November
1998 as the first media outlet exclusively covering crime, justice and
safety -- quickly becoming one of the most journalistically lauded
standalone online news sites.

APBnews.com is produced in a New York City newsroom staffed by veteran
journalists, as well as freelancers nationwide. Achievements include the
first Scripps Howard Foundation National Journalism Award for Web
Reporting, the first Society of Professional Journalists' Sigma Delta Chi
Award for Excellence in Online Journalism Deadline Reporting, a Livingston
Award for international coverage by a young journalist, New York Press
Club's Outstanding Web Coverage Award, and a special citation for body of
work in the first online award by Investigative Reporters and Editors Inc.

Brill's Content recently named APBnews.com one of the best news sites on
the Internet. APBnews.com is dedicated to providing accurate, expert,
contextual, fair and responsible coverage of crime, justice and safety.


BAUSCH & LOMB: Moody's Downgrades Ratings To Baa3 & Short-Term To Prime-3
-------------------------------------------------------------------------
Moody's Investors Service downgraded the debt ratings of Bausch & Lomb,
Inc. (senior unsecured to Baa3 from Baa2, short-term to Prime-3 from Prime-
2). This completes our rating review initiated on August 24, 2000. This
rating action is based on Moody's concerns regarding the future impact of
operating and industry issues in all three of the company's business lines,
including an unexpected revenue growth slowdown in Bausch & Lomb's core
contact lens and solution product lines. Although management is taking
corrective actions to address these issues and the near term effect on
operating cash flow is not expected to be substantial, we believe that the
company's financial flexibility has already been reduced, and that
challenges lie ahead in terms of improving the company's operating
performance. While some of the trends do not represent new issues, we are
concerned that the timing of the company's announcement, coupled with the
magnitude of the trends, suggest a need to improve management controls.

Bausch & Lomb's ratings continue to be supported by the company's broadly
diversified product line, its valued brand name, and its wide access to eye
healthcare professionals in the U.S. and globally. However, key areas of
concern to Moody's include: the greater-than-expected industry slowdown in
the vision care segment (both lenses and solutions); continuing pricing
pressures in generic pharmaceuticals; a somewhat weak proprietary
pharmaceutical pipeline should the company encounter unforeseen
difficulties or delays with Envision TD (expected to commence Phase III
clinical trials this year); and lower-than-expected laser vision surgery
procedures, which raises new uncertainties about the overall industry
growth rate for corrective laser surgery.

Thus far, management's corrective actions have included removing a layer of
senior management, and addressing working capital issues to improve
operating cash flow. Further initiatives are expected to be announced by
the company in mid-October, but Moody's believes that certain issues, such
as the weak Euro, will remain beyond the company's control. Share
repurchases of approximately $242 million in the first quarter of 2000, and
the recent acquisition of Groupe Chauvin for $221 million in cash have
reduced the company's cash position; although cash balances remain at a
somewhat comfortable $500 million, approximately $200 million of debt
becomes putable in 2001.

While management has stated that it has no intention of re-initiating its
stock buyback program, steps that the company may need to take in order to
rebuild shareholder value remain a credit concern of Moody's over the
longer term. The current ratings assume that management will be able to
make significant inroads in improving operating performance. Inability to
reverse these trends and/or potential shareholder value initiatives may
lead to further negative rating action. Therefore, the rating outlook is
negative.

Ratings downgraded:

    a) Senior unsecured bonds, notes, bank credit facility: to Baa3 from
        Baa2

    b) Commercial paper: to Prime-3 from Prime-2

Based in Rochester, New York, Bausch & Lomb is a global manufacturer of
eyecare products such as contact lenses and lens care products, ophthalmic
surgical and pharmaceutical products.


BAYOU STEEL: Moody's Downgrades Ratings As Steel Market Conditions Weaken
-------------------------------------------------------------------------
Moody's Investors Service downgraded its ratings for Bayou Steel
Corporation due to weakening steel markets, declining debt protection
measurements, and concerns over the company's liquidity, including its
ability to access its revolving credit facility. Moody's lowered its rating
for Bayou's $120 million of 9.5% guaranteed first mortgage notes, due 2008,
to B2 from B1, and lowered its rating for the company's $50 million
revolving credit facility to B1 from Ba3. Bayou's senior implied rating was
lowered to B2 from B1 and its senior unsecured issuer rating was lowered to
B3 from B2. The outlook for all ratings remains stable.

The downgrades reflect a deterioration of domestic steel market conditions
due to decreased demand, excess inventory, caused in part by higher levels
of imports, and lower prices. Prices for light structural shapes have
fallen below where they were at the end of 1999, when Bayou recorded an
average price of $318 per ton. Bayou has reduced production at its two
rolling mills, where it is now operating on a five day a week schedule. As
a result of lower prices, reduced production, and higher energy costs,
Moody's expects Bayou to report net losses for at least the next two
quarters.

Moody's downgrades were also prompted, to a lesser extent, by concerns over
Bayou's liquidity. Bayou has used cash to fund its operating and capital
expenditure needs over the last year, and its cash balance was $13 million
at June 30, down from $31 million at September 30, 1999. The company's $50
million revolving credit facility is undrawn, but revolver availability
could be affected should Bayou fail to meet the facility's interest
coverage ratio. The interest coverage covenant, which requires EBITDA, as
defined, to be greater than or equal to 1.5 times interest over a trailing
twelve month period, may be violated if the steel market downturn is
prolonged. For the six months ended June 30, Bayou's ratio of EBITDA to
interest was 1.9.

The ratings are supported by Bayou's solid position in the light structural
steel market, its competitive operating costs, and the value of the
collateral securing the revolving credit facility and first mortgage notes.
Nevertheless, competition is intense in the light structural steel market
and it will take several quarters to consume excess structural steel
inventory at the customer level. Natural gas costs are likely to remain
high, but electricity costs should moderate over the winter and Bayou's
scrap costs should decline, aided by its internal scrap purchasing and
processing activities. Additionally, start-up costs associated with newly-
installed equipment should abate.

Bayou Steel Corporation, a leading producer of light structural steel
products, is headquartered in LaPlace, Louisiana.


BENZ ENERGY: Lender Sends Default Notice, May Seek Bankruptcy Protection
------------------------------------------------------------------------
Benz Energy Inc. (CDX:BZG) announces that it has received notice from its
senior secured lender of an event of default by the wholly owned subsidiary
of Benz under the credit agreement with the lender. The event of default is
a result of the previously announced substantial decline in independently
estimated proven reserves in the collateral securing the credit facility.

In the notice, the lender acknowledged that it and Benz are in settlement
negotiations and that the lender was hopeful of resolution. Benz is in
discussions with other secured creditors to obtain similar settlements as a
critical element of an overall re-capitalization plan for the company;
however, no assurances can be made as to the outcome of such discussions.

During the second half of the year, the company's obligations for cash
include general and administrative expenses, normal well operations as
operator and cash interest payments on its outstanding 9% convertible
debentures. Sources of cash include income from properties net of the
senior secured lender's sweep, proceeds from the sale of assets net of
required payments to secured lenders, reductions in cash obligations as a
result of the anticipated re-capitalization plan and new capital. In the
event the plan for re-capitalization, including settlements with secured
lenders, is not completed in a timely manner nor new capital obtained, the
company may seek protection under federal bankruptcy law. At this time, and
due to the shortfall in cash income over cash obligations, the company does
not expect to pay interest on its 9% convertible debentures due Sept. 30,
2000.

Benz Energy Inc. is an exploitation and production oil and gas company
based in Houston, focused on natural gas in the onshore U.S. Gulf Coast
region of Mississippi and Texas.


BMJ MEDICAL: Court to Review Adequacy of Disclosure Statement on Oct. 26
------------------------------------------------------------------------
BMJ Medical Management, Inc., et al., filed their plan of liquidation and a
related Disclosure Statement on August 24, 2000.  A hearing will be held in
the US Bankruptcy Court, 824 Market Street, 5th Floor, Wilmington, Delaware
at 10:30 AM on October 26, 2000. Co-counsel to the debtors are: Jeff J.
Marwil, Edwin E. Brooks, Amy A. Hijjawi and Michael S. Terrien, of Katten
Muchin Zavis and Norman L. Pernick and J. Kate Stickles of Saul , Ewing,
Remick & Saul LLP.

Objections or proposed modifications to the Disclosure Statement must be
filed and served so that they are received by 4:00 PM on October 19, 2000.


BREED TECHNOLOGIES: Automotive Supplier Announces Filing of Revised Plan
------------------------------------------------------------------------
BREED Technologies, Inc. (OTC:BDTTQ), one of the world's largest automotive
occupant restraint suppliers, announced that it intends to file an amended
Plan of Reorganization in connection with its pending Chapter 11 bankruptcy
proceeding, which provides for an internal restructuring of its business
and a nearly $1 billion reduction in the company's outstanding debt. The
Company also announced that John Riess, a member of BREED's Board of
Directors and the former Chairman of the Board and Chief Executive Officer
of Gates Rubber Company, has been named the company's Chief Executive
Officer replacing Johnnie Cordell Breed.

In commenting on the proposed plan Riess stated, "This filing is the
beginning of the end of a long, extensive process to find a solution to
BREED's financial difficulties." BREED had previously filed a proposed
plan, which provided for either an internal restructuring or a sale to a
third party. Riess noted that, "While BREED's Board of Directors considered
a number of options, including the sale of the business to several
interested third parties, it was ultimately determined that continuing as a
`stand-alone' enterprise with substantially reduced debt is in the best
interests of BREED, its customers, its creditors and its employees." The
Company did not comment further on the specifics of the Plan stating that
the entire document will be available for review when it is filed with the
United States Bankruptcy Court in Delaware within the next few days.

The Company further announced that the Company's Vice Chairman, President
and Chief Operating Officer, Charles J. Speranzella, Jr., will be leaving
the company. The Board of Directors and Mr. Riess have requested that Mr.
Speranzella remain with the Company for a period of transition. "Chuck's
experience and familiarity with BREED's business and its customers will be
invaluable to making a smooth transition," said Mr. Riess, who added that
no additional management changes are foreseen for the immediate future.

The Company expects that once the adequacy of the Disclosure Statement
which accompanies the Plan of Reorganization is approved by the Bankruptcy
Court, which is expected to take place in mid-October, it will take
approximately two months for the bankruptcy process to be completed.


COLONIAL DOWNS: Director Stephen Peskoff Tenders Resignation
------------------------------------------------------------
Colonial Holdings, Inc. which, through its subsidiaries, holds the only
licenses to own and operate a pari-mutuel horseracing course and satellite
racing centers in Virginia announces that Stephen Peskoff has resigned from
its Board of Directors. Peskoff, a consultant of Friedman, Billings,
Ramsey & Co. and President of Underhill Investment Corp., resigned his
position as Director due to demands from his other commitments. Mr.
Peskoff had been a director of the company since March of 1997.


CRIIMI MAE: ORIX Wins Bid To Acquire $320 Million of REIT's Commercial MBS
--------------------------------------------------------------------------
An article from the Commercial Mortgage Alert states that ORIX Real Estate
Capital Markets is nearing completion to acquire $320 million of junk
commercial MBS from troubled Criimi Mae. Allied Capital, the only
competitor of ORIX backed out of the race, leaving ORIX alone for the
reaping. Even before the sale, ORIX is already negotiating to buy another
$81.8 million of bonds that Criimi sold to Deutsche Bank, a creditor, as
part of its plan for emerging from Chapter 11. ORIX has a broad know how of
Criimi Mae's assets, after the company was appointed special servicer of
the company's record of transactions. The proceedings will be the final
asset sale of the Rockville, Md., REIT before emerging from bankruptcy in
November.


DEL WEBB: S&P Places Ratings for $700 Million+ of Debt On CreditWatch
---------------------------------------------------------------------
Standard & Poor's placed all ratings for Del Webb Corp. on CreditWatch with
developing implications.  This action follows recent public disclosure that
several unaffiliated concerns may seek to gain board seats at the company's
upcoming shareholder meeting, currently scheduled for Nov. 2, 2000. The
developing outlook means that ratings could ultimately be lowered, raised,
or remain the same.

This rating action impacts about $700 million of public debt securities.
Del Webb is the nation's leading developer of large-scale, master-planned
residential communities, which are designed primarily for active adults.
The company has a solid business position, supported by a strong track
record and favorable long-term demographic trends for its housing products.
However, the company has historically maintained a relatively aggressive
financial profile, which has limited financial flexibility, thereby
imposing some constraints upon Del Webb's ability to grow. Nevertheless,
the company's gross margins are strong, and it has one of the few truly
recognizable brands within the homebuilding industry.

Overtures from unrelated parties over the past few months have included one
from Pacific Partners LLC, a private investment group, which is believed to
own about 5% of Del Webb's outstanding common shares. Another overture came
from a small, Florida-based homebuilder, which owns about another 5% of Del
Webb's stock. Recently, however, unrated, privately held J.F. Shea Company
Inc., which is a large California homebuilding concern, has made public
statements expressing interest in a potential business combination with Del
Webb and may seek to nominate three directors to the company's board.

Del Webb has a large amount of publicly issued debt securities outstanding,
and Shea has yet to reveal details regarding any potential financing
arrangements. Del Webb management has publicly stated that it is not
interested in pursuing business combination discussions and considers the
proposal from Shea as deficient in many ways. Del Webb's ratings, however,
will remain on CreditWatch pending some resolution to these overtures,
Standard & Poor's said.

Outstanding Ratings Placed On Creditwatch With Developing Implications

    a) Del Webb Corp. Corporate credit rating B+

    b) $100 million 9.750% senior subordinate debt due 2003 B-

    c) $100 million 9.000% senior subordinate debt due 2006 B-

    d) $150 million 9.750% senior subordinate debt due 2008 B-

    e) $200 million 9.375% senior subordinate debt due 2009 B-

    f) $150 million 10.250% senior subordinate debt due 2010 B-

    g) Mixed shelf registration B+/B-


FARMERS COOPERATIVE: Kansas Agricultural Association Files for Protection
-------------------------------------------------------------------------
Lawrence, Kansas-based Farmers Cooperative Assn. filed its Chapter 11
reorganization plan Wednesday in Kansas City, Kan. The organization, with
140 employees and more than 3,500 member-owners, listed both debts and
assets ranging from $10 million to $50 million. The filing also showed
there were from 200 to 999 creditors. (New Generation Research, Inc., 28-
Sep-00)


FRUIT OF THE LOOM: Update On FTLL Cayman Islands Provisional Liquidation
------------------------------------------------------------------------
The Shareholders of Fruit of the Loom Ltd., held an extraordinary meeting
and passed a special resolution authorizing the liquidation and winding-up
of the Company and appointment of a liquidator.  That resolution, in turn,
was presented to the Grand Court of the Cayman Islands with a petition
asking Mr. Justice Anthony Smellie, Q.C., the Honourable Chief Justice of
the Cayman Islands, to authorize the voluntary liquidation and winding-up
of the Company and confirm the appointment of a liquidator, all subject to
the supervision of the Grand Court pursuant to Section 150 of the
Companies Law of the Cayman Islands.

Reuters, in a report from George Town, relates that no date to hear the
Caymans application to liquidate the company has been set, based on its
review of court records.  Reuters review of court documents is not
meaningful, as Mr. Justice Smellie conducts the bulk of proceedings
brought before him in chambers.

The filing in the Cayman Islands is no secret to the U.S. Bankruptcy
Court.  Section 11.1(e) of the DIP Financing Facility provides that Fruit
of the Loom, Ltd., may commence proceedings under the Companies Law of the
Cayman Islands without triggering a default under the DIP Facility.
  
On December 30, 1999, FTL, Ltd., voluntarily filed a Petition in the Grand
Court of the Cayman Islands for the appointment of Theo Bullmore and Simon
Whicker as Joint Provisional Liquidators (Cause No. 823 of 1999).  The
JPL's were appointed pursuant to the Companies Law ss.99. Among Orders
made by the Court on the presentation of the Petition was an Injunction
restraining further proceedings in any action, suit or proceedings against
FTL, Ltd. without first obtaining leave of the Court.

Under the Companies Law ss.110 the Court conferred the powers of an
Official Liquidator (ss.109) on the JPL's. Those powers include:

   (a)  to bring or defend any action, civil or criminal, on behalf of FTL,
        Ltd.;

   (b)  to carry on the business of FTL, Ltd. to sell the real and personal
        property of FTL, Ltd.; and

   (c)  to do all acts and execute all contracts, deeds, receipts and
        documents on behalf of FTL, Ltd.

Although FTL, Ltd. is authorized to operate its business and manage its
properties as debtor-in-possession, it may not engage in transactions
outside the ordinary course of business without obtaining the approval of
the JPL's and complying with the Orders of the Grand Court. It is intended
that the Cayman Proceedings will be conducted in tandem with the Chapter
11 Bankruptcy cases.

The JPL's issued their first report on 2 June 2000. In their report, the
JPL's indicate that the major steps taken by the Company have been to
identify and correct operational problems, to reduce product lines to
focus on core products and to identify those divisions that can either be
sold or discontinued. The report also indicates, based on financial
information supplied by the Company, progress is being made in the above
noted areas. The JPL's propose to report again on their activities and
further developments relating to the Company's financial performance on or
about 15 September 2000.

Just as Court hearings in the Cayman Islands are closed to the public, so
at the reports issued by the Joint Provisional Liquidators. "Unfortunately
the reports we prepare are not available to the general public. . . . At
such time that we are able to comment on the liquidation I will be sure
to contact you," Mr. Whicker advised us in correspondence seeking access to
the JPL's reports. (Fruit of the Loom Bankruptcy News, Issue No. 12;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


GC COMPANIES: General Cinema to Close 11 Theaters in Florida
------------------------------------------------------------
General Cinema Theaters Inc., will roll down its curtains of its 11 Florida
theaters, according to the Sun-Sentinel.  The information did not come out
from Brian Callaghan, the company spokesman that refused to comment, but
from customers that were informed by theater employees.  Other theater
companies in Florida has 30 screens compared to General Cinema's 10
screens. According to parent company GC Cos., it considers "closings of
unprofitable units, sales of certain of the company's assets, or a
potential restructuring or bankruptcy reorganization of the company."

In South Florida, General Cinemas has Coral Square 8, Mission Bay Plaza 8
in Boca Raton and Fountains 8 in Plantation. There are four theaters in
central Florida.


GENESIS/MULTICARE: Ivacare Makes $178,712 Reclamation Demand
------------------------------------------------------------
Invacare Corporation tells Judge Walsh that it provided Genesis Health
Ventures, Inc., with goods such as medical products before the commencement
of the Debtors' chapter 11 cases. According to Invacare, some some of these
medical products were deliverd to the Debtors within 10 days of the
Petition Date. Invacare asks the Court to (1) grant Invacare its statutory
reclamation right with respect to the goods invoiced within 10 days of the
Petition date or (2) alternatively, grant Invacare an administrative
expense claim or a lien in the total amount of $ 178,7l2.

Invacare points the Court to 11 U.S.C. section 546(c)(1), which provides
that "a seller may make written demand for reclamation of goods before 10
days after the Debtor's receipt of goods, or, if the 10-day period expires
after the commencement o the ease, before 20 days after the Debtors
received the goods." And, "if a court denies a seller reclamation,"
Invacare contends, "it must grant the seller administrative expense
priority on its claim or secure the seller's claim with a lien", citing 11
U.S.C. section 546(c)(2)(A),(B); 11 U.S.C. section 503(b), 507(a)(1).

Invacare asserts that it is entitled to reclaim the medical products and
goods because it provided the Debtors upon demand made within 10 days
after the Debtors received the medical products and goods.
(Genesis/Multicare Bankruptcy News, Issue No. 4, Bankruptcy Creditors'
Service, Inc., 609/392-0900)


GENEVA STEEL: Bankruptcy Court Extends Voting Date for Reorganization Plan
--------------------------------------------------------------------------
Geneva Steel Company announced that the time for voting on the Company's
proposed Chapter 11 plan of reorganization, jointly proposed by the Company
and the Official Committee of Bondholders in the Company's Chapter 11 case
has been extended by the United States Bankruptcy Court for the District of
Utah.  

Unsaid in Geneva's official press release, holders of the Company's 9.5%
Senior Notes received ballot forms designed for the 11.125% Noteholders.  
Ballots of persons who are holders of the Company's 11.125% Senior Notes or
9.5% Senior Notes will be timely if actually received by custodians and
record holders, including brokers, that act on behalf of holders of the
Senior Notes, on or before October 6, 2000 at 6:30 p.m. New York City time.
All other ballots with respect to the Plan (including, but not limited to,
master ballots submitted on behalf of holders of the Senior Notes) will be
timely if actually received by the Company's Solicitation Agent, Georgeson
Shareholder Communications, Inc., Attention: Tabulation, 17 State Street,
New York, New York 10004 (telephone: 800-223-2064), on or before October
10, 2000 at 6:30 p.m. New York City time. Requests for additional copies of
ballots should be directed to the Company's Solicitation Agent.

Ballots received after the times specified above, via facsimile, electronic
transmission (including e-mail) or orally will be disregarded and not
counted for voting on the Plan.

All other voting procedures previously fixed by the Court remain in force
and effect.

If you have any questions regarding the voting procedures, you may contact
Steven J. Heim, Esq., at Cadwalader, Wickersham & Taft, 1201 F Street,
N.W., Suite 1100, Washington, D.C. 20004 (telephone: 202-862-2261)
(facsimile: 202-862-2400) or Steven J. McCardell at LeBoeuf, Lamb, Greene &
MacRae, L.L.P., 136 South Main Street, Salt Lake City, Utah 84101
(telephone: 801-320-6702) (facsimile: 801-359-8256).

All objections to confirmation of the Plan must still be filed with the
Clerk of the United States Bankruptcy Court for the District of Utah, 350
South Main Street, Third Floor, Salt Lake City, Utah 84101, on or before
October 6, 2000.

A hearing on confirmation of the Plan has been set for October 13, 2000, at
9:00 a.m. Mountain Daylight time, in the Courtroom of the Honorable Glen E.
Clark, United States Bankruptcy Judge, 350 South Main Street, Third Floor,
Room 369, Salt Lake City, Utah 84101.

There can be no assurance at this time that the Plan will be confirmed by
the Bankruptcy Court either on the schedule set forth above or at all, or
that, if confirmed and consummated, the Plan will achieve its objectives.
Similarly, there can be no assurance that the financings contemplated by
the Plan can be obtained on terms favorable to the Company, or at all.

Geneva Steel is an integrated steel mill operating in Vineyard, Utah. The
Company manufactures steel plate, hot-rolled coil, pipe and slabs primarily
in the Western and Central United States.


GLOBAL FINANCIAL: Burrups Packard Acquires Financial Printer's Assets
---------------------------------------------------------------------
Burrups Packard, a Philadelphia-based financial printing company, announced
that it has completed a deal to acquire key assets of longtime competitor
Global Financial Press, Inc., a privately held company that entered into
Chapter 11 in August. The move effectively consolidates the two former
competitors and solidifies Burrups Packard as the market leader in
financial printing services in the Philadelphia region and as a major
player in the U.S. financial printing market. Burrups Packard is the U.S.-
based financial printing unit of London- based St. Ives plc and Burrups
Ltd., Europe's largest printing group.

The deal marks the second U.S. acquisition in four months for Burrups,
which acquired Packard Press, a 60-year-old Philadelphia financial printing
house, in May. Burrups Packard officials said the acquisition would further
help to strengthen its presence in the U.S. financial printing market.

"This transaction reflects St. Ives' strategy to grow Burrups Packard into
the leading U.S.-based financial printer," said Joseph Weiss, president of
Burrups Packard in Philadelphia. "With Burrups' already strong European
presence and this latest U.S. acquisition, we now rank among the four
leading financial printing companies in the world. And, in Philadelphia,
this acquisition provides us with more than 50 percent of the market and
the ability to substantially enhance the services we provide to our
clients."

Under the Global Financial Press asset sale, Burrups Packard will acquire
Global Financial's 45,000-square-foot New York facility at 75 Ninth Avenue.
The facility houses 16 conference rooms, and typesetting and commercial
printing operations. Additionally, Burrups Packard will acquire Global
Financial's document imaging facility and insurance division in the
Philadelphia area.

The New York office, which will trade as Burrups, will be headed by Peter
Hayden, who was previously based at Burrups' headquarters in London. Both
Weiss and Hayden report to Burrups' London-based Managing Director Andrew
Langdale.

Combined annual revenues for the St. Ives - Burrups Packard financial
printing operation in the U.S. market totals about $150 million with a
workforce of over 900, which includes commercial plants in Cleveland and
Hollywood, Florida. In addition to the Philadelphia headquarters and New
York facility, Burrups Packard maintains a printing plant in Marlton, New
Jersey. Burrups Packard's major U.S. competitors include New York based
Bowne, a $1.1 billion company and the world's largest financial printer;
R.R. Donnelley & Sons Company in Chicago, a leading print and
communications services company with $1.3 billion in total sales and the
St. Paul, Minn.-based Merrill Corporation, which realized financial
printing revenues of $259 million last year. Combined, the four printing
companies handle financial printing services for more than 90 percent of
the world market. Of that total, Burrups Packard has about 25 percent
market share.

These operations, combined with existing worldwide financial printing
facilities throughout the United Kingdom and in Paris, Frankfurt,
Luxembourg and Tokyo, make Burrups Packard a leader in the U.S. domestic
and international financial printing markets.


HARNISCHFEGER INDUSTRIES: Beloit & MetroPower Sign Maintenance Agreement
------------------------------------------------------------------------
Beloit Corporation seeks the Court's authority to enter the Contract for
Services for MetroPower, Inc. d/b/a Carroll Electric to maintain 2
Facilities,

    (1) the Beloit Facility located at 1 St. Lawrence Avenue, Beloit,
         Wisconsin and

    (2) the Rockton Facility located at 1165 Prairie Hill Road, Rockton, IL.

With substantially all its assets sold, Beloit no longer has employees to
perform routine maintenance at the Facilities, the legal team representing
the Debtors tell the Court.  However, the legal team says, Beloit is still
obligated to maintain the Beloit Facility pursuant to its transition
services agreement with Valmet in connection with the sale, and is
obligated to maintain the Rockton Facility as the current owner, pending
the closing of the deal which requires another motion.

The Beloit Facility was purchased by a joint venture led by Myron Bowling
Auctioneers, Inc. (the Buyer). Beloit is leasing the Facility from the
Buyer in accordance with the terms of an asset purchase agreement. In
turn, Beloit makes the Beloit Facility available to the Valmet Corporation
in connection with Beloit's sale to Valmet. Under a transition services
agreement with Valmet, Beloit is obligated to provide services in: (i)
Office and Shop Maintenance, (ii) Utilities, (iii) Cleaning Services, (iv)
Snow Removal, (v) Grounds Care, (vi) Sewer, (vii) Electricity, (viii)
Fuel, and (ix) Water. Valmet will reimburse Beloit for a portion of these
services in accordance with terms outlined in the transition services
agreement.

With respect to the Rockton Facility, terms of a potential sale to the
Buyer were disclosed in an asset purchase agreement approved by the Court,
but the sale requires another motion and has not yet closed.

Under the Service Agreement, Carroll will perform the maintenance services
and Beloit will pay the labor and material costs. The labor cost is $49.50
per hour, up to 40 hours per week per employee, $74.25 per hour for
overtime and $99.00 per hour for legal holidays. Carroll will use its own
employees to perform the work whenever possible, otherwise it will use
subcontractors. As Carroll commenced work on May 3, 2000, Beloit asks that
the Service Agreement be effective as of that date and may be terminated
upon 30 days notice.

Carroll has provided similar maintenance services for Beloit during the
past year on a job-by-job basis. Beloit's management believes that the
terms of the Service Agreement is consistent with standard industry
practices. They estimate that the cost of Carroll's services, including
the cost of materials, will be approximately $50,000 per month. Beloit's
insurance deductible on the Beloit Facility is $50,000 and Beloit wants to
avoid having to pay this deductible.

In the Debtor's business judgment, it is less expensive and burdensome to
have Carroll do the job than for Beloit to hire employees to do it.
(Harnischfeger Bankruptcy News, Issue No. 27, Bankruptcy Creditors'
Service, Inc., 609/392-0900)


HEILIG-MEYERS: Creditors' Committee Objects to DIP Financing Pact
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Heilig-Meyers Company and
its affiliated debtors objects to the Debtors' motion for orders
authorizing the debtor in possession to obtain final secured postpetition
financing with priority over all other indebtedness and final use of cash
collateral. The creditors' Committee objects saying to the motion because
it seeks an "unjustified improvement in the position of the debtors' pre-
petition purportedly secured lenders and represents an inappropriate
overreach by the debtors' proposed post-petition lenders." The Committee
objects to payment of the professionals of the pre-petition lenders saying
that the payment is unduly burdensome. The final AP order also grants the
pre-petition lenders relief from the automatic stay to take action against
their purported collateral without further order of the court.

The creditors ' committee believes that the debtors' estates possess
valuable causes of action against the pre-petition lenders to avoid, among
other things, more than $90 million in pre-petition payments made by the
debtors within 90 days of the Petition Date. The DIP Facility contemplates
the payment of excessive above market fees totaling $5.25 million up-front
and $575,000 I additional annual fees. The fees payable are substantially
over market according to the committee, and accordingly, final approval of
the DIP agreement should not be granted unless the fees payable thereunder
are reduced to reasonable market levels.

The Committee also objects to the $15 million Tranche B. And the "carve
out" of up to $5 million.


HOUSING RETAILER: Judge Walrath to Entertain Confirmation on January 3
----------------------------------------------------------------------
By order entered on September 7, 2000, the Honorable Mary F. Walrath,
District of Delaware, approved the Disclosure Statement of Housing Retailer
Holdings, Inc., H Squared LLC. The hearing OT consider confirmation of the
plan shall commence on January 3, 2001 at 9:30 AM before Judge Walrath.
December 20, 2000 at 4:00 PM is fixed as the last date for filing sand
serving responses to any objections to confirmation of the plan. December
29, 2000 at 4:00 PM is fixed as the last date for filing and serving
replies to any responses to objections to confirmation of the plan.


INNOVATIVE GAMING: Terminates Merger Discussions with nMortgage, Inc.
---------------------------------------------------------------------
Innovative Gaming Corporation of America and nMortgage, Inc., agreed to
terminate their merger agreement. In conjunction with the termination of
the merger with nMortgage, IGCA has entered a Letter of Intent in which it
would acquire a 19.5% stake in Xertain Inc. in exchange for 19.5% of IGCA
and to acquire the balance of Xertain following shareholder approval. Such
transaction is also dependent upon a number of conditions, including due
diligence and gaming regulatory approval.

Xertain is a private Delaware corporation headquartered in Las Vegas,
Nevada, whose primary business is gaming related technologies, gaming
facility development and international high technology manufacturing.

As part of their agreement, the company also announced that effective
September 19, 2000, Roland Thomas, CEO of Xertain, was appointed as IGCA's
Chief Executive Officer and Chairman of the Board. Also effective as of
September 19, 2000, Ron Johnson resigned as Chairman of the Board and Chief
Executive and Leo Seevers resigned as a director of IGCA. Ron Johnson will,
however, continue as a director of IGCA.

The CEO of IGCA Ron Johnson provided the following comments:

As a result of the rescission of the FMBS agreement and the subsequent
acquisition of Meridian, nMortgage needed some time to restructure their
business and fully implement the Meridian business plan. In the meantime,
IGCA began working with Xertain to sell the gaming assets and discovered
the potential synergy's of combining the two companies made business sense
and should prove to be the best alternative for the IGCA shareholders.

Innovative Gaming Corporation of America, through its wholly-owned
operating subsidiary, Innovative Gaming, Inc., develops, manufactures and
distributes fast playing, high-entertainment gaming machines. The company
distributes its products both directly to the gaming market and through
licensed distributors.


INTEGRATED HEALTH: Symphony Seeks Approval Settlement Agreement with Sunset
---------------------------------------------------------------------------
Integrated Health Services, Inc., sought and obtained Court authority for
Symphony Rehabilitation Service No. 1, Inc. to enter into Settlement
Agreements with (i) Sunset Haven d/b/a Sunset Haven Health Center, (ii)
Christian Heritage Care Center, and (iii) Sunset Haven HomeHealth Services,
which utilize rehabilitative medical services rendered by Symphony for
their patients but default on payment under Contracts. The Settlement
Agreement provides for the facilities to make the payments in full but in
installments.

Before the Settlement, Symphony filed an action seeking payment in full.
The Defendants filed a general denial but in discussions with Symphony,
"do not seriously dispute the amounts owed" but "professed an inability to
pay," the Debtors tell the Court.

Under the Settlement Agreement, the defendant facilities will pay Symphony
the sum of $1,002,415 but will do so over time pursuant to certain
promissory note and payment schedule. The parties agree that the
Settlement Agreement will be governed by California law.

The Promissory Note provides that the Defendant will pay the Settlement
plus interest on the unpaid principle at the rate of 10% yearly, payable
in thirty-eight installments, to begin on July 1, 2000. In the event of
default not cured within forty-five days, the Promissory Note will be
accelerated. According to the Promissory Note, the facilities will pay:

     During 2000                  $20,000 monthly, plus interest

     On August 1, 2000            Lump sum of $100,000

     First 7 months of 2001       $20,000 monthly plus interest

     Remaining 5 months of 2001   $30,000 monthly plus interest

     First 7 months of 2002       $30,000 monthly plus interest

     Remaining 5 months of 2002   $35,000 monthly plus interest

     First 8 months of 2003       $35,000 monthly plus interest

     On September 1, 2003         Final payment of $31,675 plus interest

The Debtors submit that the Settlement Agreement is equitable, well
reasoned, in the best interest of the Debtors and their creditors,
considering the provision for payment in full under the Contract, the
likely expense and disruptive effect of litigation and the impact of
litigation costs upon the Debtors' potential recovery. (Integrated Health
Bankruptcy News, Issue No. 8; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


LACLEDE STEEL: St. Louis Steel Firm Files Plan To Emerge From Chapter 11
------------------------------------------------------------------------
St. Louis-based, Laclede Steel Inc., which filed for Chapter 11 in November
of 1998, submitted a new plan to emerge from bankruptcy, Tribune Business
News reports.  The new plan provides that its largest creditor, the Pension
Benefit Guaranty Corp., which guarantees pension payments when a member
employer can no longer pay, gets a 47% stake in Reorganized Laclede.
Executive VP, Mike Lane said that 37 percent will be shared among the
company's creditors and 5 percent for the topmost six executive.


LAIDLAW, INC.: Miller Tabak Schoene Agrees with the $275M Financing Plan
----------------------------------------------------------------------
In a special report distributed to the firm's clients this week, Miller
Tabak Roberts Securities, LLC, re-iterated its buy recommendation at
current price levels on all outstanding public debt issued by Laidlaw, Inc.
(LDW), the Canadian-based transportation and healthcare concern.

The report, issued by MTR senior analyst Steven Schoene in connection with
Laidlaw's newly proposed $275 million financing plan and consent
solicitation to bondholders, includes an analysis of the alternative
financing strategies proposed and the effect on the company's current
valuation.

According to Schoene, "We believe that the newly proposed financing, which
is essentially in lieu of DIP financing, does not alter our recovery
estimates to Laidlaw bondholders. In addition, we recommend accepting the
consent solicitation to allow the new financing. Avoiding a free-fall
bankruptcy by achieving a consensual agreement makes sense, given the
alternative of a contentious bankruptcy and the potential impact to the
company's ongoing operations."

Miller Tabak Roberts Securities, LLC is a broker/dealer headquartered in
New York City with regional offices in Miami, Florida and Dallas, Texas.
MTR services institutional clients worldwide and regional brokerage firms
throughout the United States. MTR is recognized as a primary market-maker
in over 2000 high yield corporate bond, convertible and emerging market
debt securities and a leading provider of fixed income research and trade
execution services.


LANGSTON CORPORATION: Employing The Recovery Group as Restructuring Advisor
---------------------------------------------------------------------------
The Langston Corporation applies to the US Bankruptcy Court, District of
Delaware, for the entry of an order authorizing it to employ The Recovery
Group as its financial advisor and turnaround specialist.

The firm will focus its services on the following areas:

    -- Financial and operational analysis of the company's current and
        potential profitability and lack of profitability, ongoing cash
        requirements, profit center contributions and break even levels;

    -- Assistance to the Company in connection with its relationships with
        existing lenders, vendors, customers, employees and trade creditors;

    -- Assistance to the company in the management and enhancement of the
        company's liquidity issues;

    -- Overall formulation and validation of the company's business plan and
        turnaround strategy;

    -- Assist in the marketing of the company or of various parts of the
       company; and

    -- Assisting the company in the preparation of financial reports and
        projections and the compilation of other information in connection
        with the requirements or requests of its lenders and the Official
        Committee of Unsecured Creditors of the Company.

The firm's professional fees will be charged at the rate of between $150-
$425 per hour depending on the staff member assigned to the project.


LOEWEN GROUP: Factual Investigation Completed Re 7.75% Series 3 Sen Notes
-------------------------------------------------------------------------
In a regulatory filing with the Securities and Exchange Commission, The
Loewen Group Inc. reported the results of its factual investigation into
the uncertainty relating to the secured status of its 7.75% Series 3 Senior
Notes, of which $125,000,000 in principal amount is outstanding, 8.25%
Series 4 Senior Notes, of which $225,000,000 in principal amount is
outstanding, 7.20% Series 6 Senior Notes, of which $200,000,000 in
principal amount is outstanding, 7.60% Series 7 Senior Notes, of which
$250,000,000 in principal amount is outstanding, and its 6.70% Pass-Through
Asset Trust Certificates ("PATS"), of which $300,000,000 in principal
amount is outstanding.

In 1996, The Loewen Group Inc. and Loewen Group International, Inc.
(collectively, "the Company") entered into a Collateral Trust Agreement
(the "CTA"), under which the Company granted security interests in certain
assets (the "Pledged Assets") to secure its existing indebtedness. The CTA
also permitted the securing of future indebtedness with the Pledged Assets.
The CTA contains provisions regarding the registration of future
indebtedness in a register maintained by the collateral trustee. Those
provisions provide that holders of future indebtedness or their
representatives were to effect this registration by delivering to the
collateral trustee Additional Secured Indebtedness Registration Statements
in a form set forth in the CTA.

Subsequent to the execution of the CTA, among other financings, the
Company issued the Series 3, Series 4, Series 6 and Series 7 Senior Notes
and the PATS (collectively, the "Subject Debt"). Pursuant to the agreements
with lender representatives in connection with those financings, the
Company has treated the Subject Debt as secured under the CTA; however, in
early 2000, the Company was advised that the Additional Secured
Indebtedness Registration Statements for the Series 6 and Series 7 Senior
Notes and the PATS were not included in the collateral trustee's files, and
the Additional Secured Indebtedness Registration Statement for the Series 3
and Series 4 Senior Notes included in the collateral trustee's files
indicated the correct original principal amount of the Series 3 and Series
4 Senior Notes, but stated that the outstanding principal amount was $0.
These circumstances gave rise to uncertainty as to the status of these
securities under the CTA.

The Company then caused to be commenced a factual investigation into
the circumstances underlying the absence from the collateral trustee's
files of any Additional Secured Indebtedness Registration Statement for the
Series 6 and Series 7 Senior Notes and the PATS and into the misstatement
of the outstanding principal amount on the Additional Secured Indebtedness
Registration Statement for the Series 3 and Series 4 Senior Notes. That
investigation included informal interviews with numerous parties involved
in the drafting of the CTA and the issuance of the Subject Debt; those
interviewed included counsel for the Company that participated in the
drafting of the CTA, counsel for the Company that participated in the
issuance of the Subject Debt, a representative of the indenture trustee for
the Subject Debt, and counsel for the underwriters on the Subject Debt. In
addition, as part of the investigation, sworn testimony was taken from
three representatives of the collateral trustee in a Bankruptcy Rule 2004
examination. The investigation also included analysis of various documents
provided by or on behalf of involved parties.

The factual investigation caused by the Company has revealed that for
the Series 6 and Series 7 Senior Notes and for the PATS, no party recalls
actually having delivered (and no party claims to have delivered) the
executed Additional Secured Indebtedness Registration Statements or any
drafts thereof to the collateral trustee or its counsel. For the Series 3
and Series 4 Senior Notes, the factual investigation has revealed that a
draft of the Additional Secured Indebtedness Registration Statement that
correctly stated the original principal amount to be $350 million but
incorrectly listed an outstanding principal amount of $0 was provided to
the collateral trustee prior to the closing of that transaction. Revised
drafts of the Additional Secured Indebtedness Registration Statement
reflecting the correct outstanding principal balance were subsequently
delivered to counsel for the collateral trustee prior to the closing.
Although an Additional Secured Indebtedness Registration Statement
reflecting the correct outstanding principal balance is contained in the
book of closing documents, it did not make its way into the collateral
trustee's retained files.

The factual investigation has further revealed that, although the CTA
requires the collateral trustee to enter the information from Additional
Secured Indebtedness Registration Statements into a Secured Indebtedness
Register, the collateral trustee instead kept copies of those Additional
Secured Indebtedness Registration Statements received by it and did not
keep an independent Additional Secured Indebtedness Register. In addition,
while any representative of a secured party had the right under the CTA to
examine the Secured Indebtedness Register, no party did so before June 1,
1999, the date the Company and certain of its affiliates filed for
bankruptcy protection.

As previously announced, the Company has confirmed that it satisfied
its obligations under the financing agreements to adopt appropriate
corporate resolutions and to deliver to lender representatives, at or about
the time of closing, Additional Secured Indebtedness Registration
Statements relating to the Series 3, Series 4, Series 6 and Series 7 Senior
Notes and the PATS.

This report of the results of the Company's factual investigation does
not purport to provide an analysis of the status of the Subject Debt under
the CTA.

                                 * * *

"Left unsaid," Bridge News said in a piece following Loewen's disclosure,
"is whether those bonds -- about half of the Canadian funeral home
operator's outstanding amount -- are now legally not considered secured,
which could affect the return holders receive in any liquidation or
restructuring." (Loewen Bankruptcy News, Issue No. 27; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


MANUFACTURERS SERVICES: Moody's Assigns & Confirms Single-B Ratings
-------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Manufacturers' Services
Limited's (MSL) proposed $85 million senior secured new term loan B, due
2005, the proceeds of which will be applied, along with 1.6 million shares
of new equity, toward the purchase of 3Com's Mount Prospect, Illinois
manufacturing assets. At the same time, Moody's confirmed the B1 rating on
the company's outstanding $175 million senior secured revolving credit
facility, approximately $114 million of which will be drawn at closing. The
company's senior implied rating is confirmed at B2, and its senior
unsecured issuer rating is confirmed at B3. The ratings outlook is stable.

The ratings are based on Manufacturers' Services Limited's relatively brief
operating history; low 1.8% historical operating margin; rapid growth
through acquisitions; strain on management resources of integrating and
managing new, geographically diverse operations; significant goodwill; pro
forma debt to capitalization ratio of 55%, which is substantial for the EMS
sector; and the continued concentration of revenues among relatively few
customers. The rating further reflects the challenges presently confronting
the EMS industry, including successful integration of ongoing operations,
greenfield facilities and diverse management information systems into a
worldwide services organization; creation of a global unified supply chain,
including the procurement of components and complex multi-layered printed
circuit boards that have recently been in short supply; and potential
competition from larger, more substantially capitalized EMS providers that
might be able to price their services more aggressively than the company.

The rating additionally reflects the likelihood of future acquisition risks
as MSL contemplates entering new low labor cost regions such as Eastern
Europe and Mexico. MSL has pursued a selective expansion strategy to date.
Mount Prospect will be only its eleventh acquisition. However, the company
faces competition from rival EMS providers to expand its revenue base,
without necessarily having access to the favorable opportunities, terms and
conditions that are presented to certain Tier One EMS providers.

The ratings are supported by MSL's pro forma operating margin enhancement
to 2.6% from 1.8% accruing from the Mount Pleasant acquisition; moderate
pro forma June 30, 2000 debt to EBITDA plus rents ratio of 2.9 times; solid
pro forma EBITA plus rents coverage of fixed charges of 2.6 times; and the
opportunities afforded by its acquisition of 3Com's 404,000 square foot
Mount Prospect manufacturing facility, as well as the previously acquired
150,000 square foot facility from 3Com in Salt Lake City, Utah. The
acquisitions are accompanied by multi-year supply agreements with 3Com and
Palm to manufacture various network access products, cable and DSL modems,
voice/data communications technology products, and Palm-branded products,
including the dominant proportion of production of the Palm IIIc and Palm
VII computing devices. Palm's licensing of its operating system to
additional OEMs is likely to increase MSL's prospects for adding to its
roster of customers.

The Mount Prospect site will enhance MSL's portfolio of telecommunications
technology manufacturing capabilities for cable and DSL modems with
services that expand the company's focus on new product introduction,
quick-turn prototyping, innovative packages that reduce damaged returns,
and functional and system-level test development with expertise in RF and
microwave technology. The new acquisition will be MSL's fourth domestic
location, along with Salt Lake City, Arden Hills, Minnesota, and Charlotte,
North Carolina. Internationally, MSL operates facilities in Valencia,
Spain; Athlone, Ireland; Malaysia and Singapore. Greenfield sites in
Galway, Ireland and in China on the border of Shenzen in Long Hua were
opened during FY2000Q3; a greenfield site in Tarragona, Spain is scheduled
to open later this year. The July, 2000 acquisition of Qualitronics, a
small volume production and test prototyping operation with annual sales of
about $20 million, enhanced the design capabilities that MSL acquired
during 1999 with two electronics design firms to establish new product
introduction services and facilitate early stage product development cycles
for OEMs.

Among MSL's major customers, 3Com now exceeds Palm Inc., spun off earlier
this year from 3Com, as the company's largest, followed by IBM, for which
MSL does box-build assembly and order fulfillment for point-of-sale
terminals; Hewlett-Packard, for Inkjet printer printed circuit board
assemblies (PCBAs), and final assembly and logistics for both InkJet and
LaserJet printers; ADC Telecommunications for RF amplifier and broadband
access and transmission product box-build assembly; and Gilat Satellite
Networks, Ltd. for VSAT (very small aperture terminal) communications
equipment PCBAs. The company's product mix has been skewed toward final
system assembly, system configuration and logistics services, rather than
higher margin PCBA manufacturing, resulting in its low pro forma operating
margin of 2.6% on a revenue base of $1.9 billion, factoring in a full year
contribution from the Qualitronics and the Salt Lake City facilities.

Pro forma EBITDA plus rents coverage of fixed charges for the LTM ended
June 30, 2000 is estimated at 3.1 times. Free cash flow, reduced by $27
million of projected FY2001 capex, covers fixed charges adequately at 2.5
times. Pro forma for the new acquisition, the company's LTM ended June 30,
2000 returns on assets and on invested capital would have been 9.0% and
12.0%, respectively, based on EBIT plus rents without consideration for
acquisition-related expenses. MSL leases all of its facilities, with the
exception of the Salt Lake City site and the manufacturing and logistics
operations which comprise the dominant portion of the Valencia facility.
Although the company operates at 85% of surface mount capacity, floor space
at the volume facilities is under-utilized, allowing for additional surface
mount technology lines. After adjustments, the company's estimated
capitalization will be moderately highly leveraged with about $280 million
debt, including the capitalization of the company's operating leases (55%),
and $231 million book equity (45%).

The B1 rating on the senior secured credit facility that now includes the
new term loan B recognizes the perfected security interest in substantially
all assets of the company's domestic operating subsidiaries, including
those at Mount Prospect, and their upstream guarantees. Fixed assets
consist largely of surface mount assembly and testing equipment which are
portable, and have resale value approximating their depreciated book value.
Senior debt may not exceed 2.5 times and total debt may not exceed 3.25
times EBITDA. There are also covenants restricting the minimum quick ratio,
net worth and fixed charge coverage requirements, which the company has
agreed to increase for the next three testing periods to 1.25 times.

Manufacturers' Services Limited, headquartered in Concord, Massachusetts,
provides advanced electronics manufacturing services to OEMs primarily in
the voice and data communications, computer and related peripherals,
medical equipment and industrial and consumer and electronics industries.


MERISEL, INC.: Sells Open Computing Alliance Assets to Arrow for $110MM
-----------------------------------------------------------------------
On September 15, 2000, Merisel, Inc., Merisel Americas, Inc., and Arrow
Electronics, Inc., entered into a Stock Sale Agreement under which Americas
will sell the outstanding capital stock of Merisel Open Computing Alliance,
Inc. to Arrow for a sale price of $110,000,000 in cash, subject to
adjustments based on MOCA's closing balance sheet, plus an additional
amount up to $37,500,000 based upon development with respect to MOCA's
business within the next six months. The transaction is subject to
customary closing conditions, including obtaining necessary approvals.


METROTRANS CORPORATION: Court Confirms First Amended and Restated Plan
----------------------------------------------------------------------
Metrotrans Corporation and Bus Pro, Inc., debtors, filed a First Amended
and Restated Joint Chapter 11 plan of liquidation on June 30, 2000. On July
6, 2000, the court entered an order approving the Disclosure Statement and
establishing August 11, 2000 as the last day for filing written acceptances
or rejections of the First Amended Plan or written objections to
confirmation of the First Amended Plan. Pursuant to a hearing on
confirmation of the First Amended Plan on August 18, 2000, the US
Bankruptcy Court, Northern District of Georgia entered an order confirming
the debtors' plan.

The debtor is represented by Lamberth, Bonapfel, Cifelli & Stokes, PA,
Atlanta, Georgia.


OCALA THOROUGHBRED: Case Summary and Largest Unsecured Creditor
---------------------------------------------------------------
Debtor: Ocala Thoroughbred Farms Inc.
         1821 Mahan Avenue
         Bronx, New York 10461
         (718) 430-6600

Type of Business: The debtor's core business is bordering, raising and
                    selling horses

Chapter 11 Petition Date: September 28, 2000

Court: Southern District of New York

Bankruptcy Case No.:  00-14542

Judge: Prudence Carter Beatty

Debtor's Counselor: Richard Machael Hendler, Esq.
                     40 West 4th Street, #308
                     New York, NY 10012
                     (212) 998-0057
                     Fax:(212) 995-4230
                     Email: rhenler@stern.nyu.edu

Total Assets: $ 3,629,800
Total Debts : $ 2,565,531

Largest Unsecured Creditor:

HRC Holdings Corporation
1821 Mahan Avenue
Bronx, New York 10461             Loan              $ 1,700,000


ORBITAL SCIENCES: Sells Fairchild Unit to Smiths Industries for $100 Mil
------------------------------------------------------------------------
The Washington Post reports, Orbital Sciences Corp. of Dulles intends to
sell its Fairchild Defense Electronics business to a U.S. subsidiary of
Smiths Industries for $100 million in cash. The satellite services company
posted a $42 million loss for the second quarter of this year together with
the latest Chapter 11 filing of its major affiliate, Orbcomm Global. The
sale will help the present dilemma of Orbital, which has a 44 percent stake
of Orbcomm. David W. Thompson, chairman and CEO of Orbital said, "people
and products of Fairchild Defense represent a natural fit with Smiths
Industries' aerospace business, while its sale is an important part of
Orbital's campaign to boost shareholder value for our investors."


PARAGON TECHNOLOGIES: First Union Obtains Relief to Reclaim Collateral
----------------------------------------------------------------------
First Union, largest creditor of Paragon Technologies, won court approval
to recover $1 million in loans, repossess property and machinery, the
Tribune Business News relates. The U.S. Bankruptcy Court in Raleigh granted
the motion of the banking company in Charlotte to reclaim their collateral.
Court documents states that Paragon owes First Union $1.268 million in
secured loans.

Paragon filed for Chapter 11 in June, listing $1.973 million of assets and
debts amounting to $2.051 million. When the company was unable to submit a
reorganization plan, Judge A. Thomas Small on Aug. 31, converted the case
to Chapter 7 liquidation. According to Attorney Ryan Dyson representing
Paragon, the company ceased operations and closed its doors, sent home 15
workers in its areas, Raleigh, Durham and Rocky Mount.


PG&E CORP/SOUTHERN CALIFORNIA: Two California Utilities May Be Insolvent
------------------------------------------------------------------------
Wall Street Journal reports that California's two largest utilities,
Pacific Gas & Electric Co., and Southern California Edison unit are
purchasing electricity at very high prices.  The state's cost of
electricity is so high that it could push both of this utilities into
insolvency. "If this is just a seasonal aberration, the utilities can get
through it," says Lori Woodland, analyst for Fitch IBCA. "If it goes on for
six or nine months, it's a very serious situation." A.J. Sabatelle, senior
credit officer at Moody's Investors Service Inc., comments, "At some point,
you have a financial crisis."


PRO AIR: Grounded Seattle Airline Starts Sending Workers Home
-------------------------------------------------------------
Grounded Pro Air, the Free Press reports, started sending home 275 of its
300 workers, retaining only key personnel that are vital to Pro Air's
grounding appeal.  Marketing and public relations VP Eric Steinwinder added
that employees will be recalled after the company regains its certificate
to operate.

Pro Air filed for Chapter 11 in U.S. Bankruptcy Court in Washington
Seattle. President Craig Belmond said, the filing's purpose was to prevent
its three jets from being repossessed during the grounding done by FAA. The
company listed assets and debts of over $10 million respectively.


RELIANT BUILDING: Obtains Extension of 365(d)(4) Deadline Until Nov. 15
-----------------------------------------------------------------------
By order entered on September 8, 2000, the Honorable Barbara J. Houser,
Bankruptcy Judge, Northern District of Texas, the debtors, Reliant Building
Products, Inc., et al. are granted an extension of the date by which the
debtors must assume or reject their unexpired leases of nonresidential real
property and executory contracts until November 15, 2000. If the debtors
file a request for a further extension of time on or before November 1,
2000, the time to assume or reject same will be extended automatically to
the date on which the hearing on said request is set, pending further order
of the court.


SAFETY-KLEEN: US Trustee Balks At Payment of $350,000 Fee to Raymond James
--------------------------------------------------------------------------
Payment of an investment banking fee to an investment banker -- $350,000
owed to Raymond James & Associates, Inc., in connection with Safety-Kleen
Corp.'s sale of its 44% interest in Safety-Kleen Europe Limited to Electra
European Fund LP -- is inappropriate unless and until Raymond James'
employment has been scrutinized under 11 U.S.C. Sec. 327 by the Court, the
U.S. Trustee and all parties-in-interest, Frank J. Perch, III, Esq., an
Attorney-Advisor for the Office of the United States Trustee, told Judge
Walsh last month. To resolve the U.S. Trustee's Objection to the SK Europe
Sale, David S. Kurtz, Esq., of Skadden, Arps, Slate, Meagher & Flom LLP,
advised Judge Walsh, that the Debtors would prepare, file and prosecute a
formal application to obtain authority to employ Raymond James and pay the
1% fee Raymond James earned and Debtors owe.

Accordingly, the Debtors seek entry of an order under 11 U.S.C. Secs.
327(a) and 328(a) authorizing the employment and retention of Raymond
James as investment banking advisors for the Debtors, nunc pro tunc to the
Petition Date.

Raymond James, the Debtors relate, has direct and intimate knowledge of the
operations of SK Europe and the universe of likely buyers of the that
business. Raymond James served as the Company's financial advisor in the
1998 transaction that led to the Debtors' 44% ownership of SK Europe.
When the Debtors made the decision to sell their interest in SK Europe,
Raymond James responded by contacting over 30 potential buyers and aided
the Company in reviewing the bids by potential buyers and further aided the
Company and its other advisors in negotiating the terms of the transaction.

The terms of Raymond James' pre-petition engagement were documented in a
May 31, 2000 Engagement Letter. In exchange for Raymond James' assistance
in locating a buyer and negotiating a sale, the Debtors' promised to pay a
$350,000 Transaction Fee. The Debtors' submit that without Raymond James'
efforts, the SK Europe Sale would not have been possible.

John Davenport Mosby, III, the managing director and head of mergers and
acquisitions at Raymond James, based in St. Petersburg, Florida, discloses
that until late May, 2000, Mr. David E. Thomas, Jr., chairman and chief
executive officer of Safety-Kleen, was a senior managing director of
Raymond James. Mr. Thomas has since taken a leave of absence from Raymond
James to focus on his current duties and the Debtors' reorganization
efforts.

Mr. Mosby assures the Court that Raymond James has not represented the
Debtors, their creditors, equity security holders, or any other parties-in-
interest, or their respective attorneys and accountants, the United States
Trustee or any person employed in the office of the United States Trustee,
in any matter relating to the Debtors or their estates, except that:

    (a) prior to the commencement of the Debtors' cases, Raymond James
        rendered pre-petition services to the Debtors for which Raymond
        James has been compensated, with the exception of the work performed
        in connection with the SK Europe Sale;

    (b) Raymond James rendered services to the Debtors in connection with
        the SK Europe Sale;

    (c) Raymond James has in the past performed investment banking services
        for Laidlaw, Inc., a significant shareholder;

    (d) Raymond James has performed various investment banking services
        for companies of which John William Rollins and Harry Bokolt Tippie
        are directors or officers; and

    (e) Raymond James may have provided investment banking and other
        professional services and may continue to provide such services, to
        certain other of the Debtors, creditors, shareholders or other
        parties-ininterest in matters unrelated to the Debtors' Chapter 11
        cases.

Mr. Mosby is convinced that Raymond James does not hold or represent any
interest adverse to the Debtors' Estates and is a "disinterested person"
under 11 U.S.C. Sec. 101(14), as modified by 11 U.S.C. Sec. 1107(b).

Mr. Kurtz points-out to Judge Walsh that (i) the services performed by
Raymond James in connection with the SK Europe Sale were for the benefit of
SK Europe, Inc., (ii) the proceeds from the SK Europe Sale are for the
benefit of SR Europe, Inc., and, (iii) payment of Raymond James' fees and
expenses are to be paid by SK Europe, Inc.

                                 * * *

American High-Income Trust and State Street Research Income Trust, holders
of $25 million of Safety-Kleen 9-1/4% senior notes due 2008 and Safety-
Kleen 9-1/4% senior notes due 2009, interpose their objection to the
Raymond James Application. The Trusts tell Judge Walsh that they are
plaintiffs in a securities fraud action filed in the United States District
Court for the District of Delaware on behalf of all purchasers of the Bonds
against certain of Safety-Kleen's directors as well as Raymond James. The
Trusts are also Plaintiffs (and have moved to be Lead Plaintiff) in a
securities fraud action on behalf of all purchasers of Safety-Kleen Bonds
in the District of South Carolina.

The Trusts observe that the retention agreement attached to the Debtors'
application is signed on behalf of Safety-Kleen by David E. Thomas. Mr.
Thomas has been serving as the chief executive officer of Safety-Kleen
since June 2000. However, Mr. Thomas was, until he took a leave of
absence, Senior Managing Director of Raymond James. On information and
belief, Mr. Thomas will return to Raymond James after his stint at Safety-
Kleen.

"Thus," Stuart M. Grant, Esq., of Grant & Eisenhofer, P.A., in Wilmington,
tells Judge Walsh ob behalf of the Trusts, "there is no reason for this
Court to take comfort that the selection, or compensation, of Raymond James
as investment banker was the product of an arm's-length transaction nor is
on 'reasonable terms and conditions'. In fact, there is every reason to
believe that it was not, as evidenced by Raymond James complete disregard
of its duty to perform adequate due diligence before it served as an
underwriter to the public offering of Safety-Kleen's 9-1/4% senior notes
due 2009.(Safety-Kleen Bankruptcy News, Issue No. 7, Bankruptcy Creditors'
Service, Inc., 609/392-0900)


SIRENA APPAREL: Federal Bureau of Investigation Arrests Former Executives
-------------------------------------------------------------------------
The Securities and Exchange Commission announced that the U.S. Attorney's
office added criminal indictments against both Craig Consumer Electronics
and Sirena Apparel Group, Inc. The S.E.C. further announced lawsuits
against four other companies accused of falsifying records. According to
published reports, Maurice Newman, Sirena's former chief executive officer,
and Richard Gerhardt, former chief financial officer, were arrested by the
Federal Bureau of Investigation. Sirena has been operating under Chapter 11
protection since June 1999. Craig Consumer Electronics filed for Chapter 11
protection in August 1997.  (New Generation Research, Inc. 28-Sep-00)


STELLEX TECHNOLOGIES: Motion To Liquidate Assets of Three Primary Business
--------------------------------------------------------------------------
Stellex Technologies Inc. hopes to promptly sell substantially all its
assets through sales of its three primary business segments, according to a
motion filed with the U.S. Bankruptcy Court in Wilmington, Del. The holding
company, which hopes to maximize the value of its bankruptcy estate through
the sales and then by consummating a Chapter 11 plan, says in the meantime
it must maintain the businesses as ongoing operations to obtain the highest
and best prices for the assets.  (Federal Filings, Inc., and ABI 28-Sep-00)


TEXAS PETROCHEMICALS: Retains PricewarerhouseCoopers as New Auditors
--------------------------------------------------------------------
On September 13, 2000 the Audit Committee of the Board of Directors of
TPC Holding Corp., general partner of Texas Petrochemicals LP (formerly
Texas Petrochemicals Corporation), recommended and the Board of Directors
approved, the engagement of PricewaterhouseCoopers LLP to audit the
consolidated financial statements of the company for the fiscal year ending
June 30, 2001. The company's current auditors, Deloitte & Touche LLP were
retained to audit the company's financial statements for the year ended
June 30, 2000. Currently, Deloitte & Touche has not issued its report in
connection with such audit.


TOWER AIR: Trustee Seeks To Obtain Emergency Postpetition Financing
-------------------------------------------------------------------
The Chapter 11 Trustee of Tower Air Inc., Charles A. Stanziale, Jr., seeks
emergency court authority to obtain postpetition financing. There is no
postpetition financing in place for the Trustee to carry on ongoing flight
operations of the debtor to preserve the assets that are subject of the
proposed sale as defined in a certain Purchase Agreement by and between the
debtor and Michael Schlisser, Purchaser.

The Purchaser has agreed to advance certain postpetition financing and
insurance funds to be deducted from the purchase price. The "advance funds"
are an amount equal to $105,000 per week in advance commencing September
16, 2000 and ending no later than October 6, 2000. The total purchase price
is $2 million. The advance funds will be deducted from the total purchase
price so long as the Purchaser is the ultimate high bidder at auction.


WASTE MANAGEMENT: Announces Sale of Assets to Waste Corporation of America
--------------------------------------------------------------------------
Waste Management Inc. (NYSE:WMI) announced that the company and certain
subsidiaries have closed on an agreement to sell certain assets in its
North American solid waste businesses to Waste Corporation of America (WCA)
for approximately $105 million in total proceeds. In addition, WCA will
assume closure and post closure liabilities. The company noted that this
sale brings the total proceeds received in 2000 from its divestiture
program to $2.1 billion.

The transaction will include 9 waste collection businesses in Arkansas,
Kentucky, Missouri, Nebraska, Oklahoma and Texas; 11 landfills in Arkansas,
Kansas, Missouri, Nebraska, Oklahoma and Texas; and 7 transfer stations in
Arkansas, Missouri, Nebraska and Oklahoma.

Waste Management subsidiaries are in discussions with other parties on the
divestitures of other international businesses, as well as certain non-core
and non-integrated solid waste assets in North America. The company intends
to use the proceeds of these divestitures primarily to reduce debt, and to
make selective tuck-in acquisitions of solid waste businesses in North
America.

Waste Management Inc. is its industry's leading provider of comprehensive
waste management services. Based in Houston, the company serves municipal,
commercial, industrial and residential customers throughout North America.


WESTMORELAND COAL: Agrees to Acquire Montana Power Coal Business for $138MM
---------------------------------------------------------------------------
Westmoreland Coal Company has agreed to acquire Montana Power Company's
coal business unit for $138 million in cash. The operations produced
approximately 20 million tons of coal in 1999. Closing is expected to
occur by year-end and is subject to various contingencies, including
regulatory approvals.

"The Montana Power coal business unit meets the criteria we set forth in
the strategic plan announced to shareholders in April. These are
outstanding businesses which match attractive coal assets with long term
sales contracts that we believe will result in sustainable, long-term
profitability and cash flow at those operations. Western Energy and
Northwestern Resources supply coal to adjacent, low-cost electrical
generating units that have the necessary pollution control technologies in
place to meet today's stringent environmental standards," said Christopher
K. Seglem, Westmoreland Coal Company's Chairman, President and CEO. "We
believe these operations give us a solid foundation in the coal segment of
our business and represent the accomplishment of a significant step in the
implementation of the strategic plan we announced last spring. That plan
focuses on the delivery of clean, low-cost electricity through the
production of coal, gas and independent power in attractive niche markets.
Likewise, because they are profitable, the addition of these businesses
will help us capture the value of Westmoreland's advantageous net operating
tax loss carryforwards which we preserved in our restructuring," added
Seglem.

Seglem emphasized that Westmoreland also greatly values the skill,
dedication and experience of the current management and employees within
these businesses and looks forward to their joining the Westmoreland
family.

Robert P. Gannon, Montana Power's Chairman and Chief Executive commented,
"As with the sale of our oil and gas businesses, Westmoreland was selected
after a robust process, and we are just as delighted by this result. The
sale reflects a strong value for our coal companies, and a promising future
for our employees who will move to Westmoreland, which has a long history
in the coal business. This is a good outcome for us and, we believe, for
Westmoreland. Western Energy, Northwestern Resources, Western SynCoal and
their employees should thrive into the future," he added. "We wish them
the very best." Gannon said the proceeds from the sale of the coal unit,
like the oil and gas businesses, would be invested in growing Touch
America, Montana Power's national fiber-optic and wireless broadband
telecommunications subsidiary.

Montana Power offered the coal unit for sale as a package comprised of
three operating companies. The largest operation in the coal unit, Western
Energy Company, owns and operates the Rosebud Mine located in the northern
Powder River Basin near the town of Colstrip, Montana and approximately 25
miles from Westmoreland's Absaloka Mine. Approximately 90% of the
production from the mine is sold under long-term contracts to the owners of
the four, mine-mouth Colstrip power plant units. In 1999, the Rosebud Mine
produced and sold 10.6 million tons of coal.

The transaction also includes the purchase of Northwestern Resources Co.
which owns and operates the Jewett Mine in Central Texas, and Western
SynCoal, which owns and operates a patented coal-enhancement process at a
demonstration plant located at the Rosebud Mine in Montana. The Jewett
Mine represents Westmoreland's initial entry into the Texas market.
Production from the Jewett Mine is sold under a long-term contract to
Reliant Energy, the owner of a two-unit power production facility adjacent
to the mine. In 1999 the Jewett Mine produced and sold 8.9 million tons of
lignite, and Western SynCoal sold 269,000 tons of enhanced coal.

Westmoreland Coal Company, headquartered in Colorado Springs, Colorado, is
implementing a strategic plan for expansion and growth through the
acquisition and development of opportunities in the changing energy
marketplace. The company was assisted in this transaction by NorWest Mine
Services, Inc., the law firm of Hale & Dorr, and financial advisor,
Rothschild Inc. The company's current core operations are Powder River
Basin coal mining through its 80%-owned subsidiary Westmoreland Resources,
Inc. and independent power production through its wholly owned subsidiary
Westmoreland Energy, Inc. The company also holds a 20% interest in Dominion
Terminal Associates, a coal shipping and terminal facility in Newport
News, Virginia.

The Montana Power Company is a diversified investor-owned electric and
natural gas utility with nonregulated businesses in coal, oil and natural
gas, and independent power production and telecommunications. The company
announced March 28, 2000 it would divest all of its energy businesses,
including its utility, to focus on telecommunications under Touch America.
Montana Power on August 28 announced that PanCanadian Petroleum Limited is
buying its oil and gas properties. Touch America is a wholly-owned
fiber-optic and wireless data transport telecommunications subsidiary of
Montana Power, providing national long distance, private line, Internet,
and business telephone equipment products and services. The company's
digital fiber optic network, which will reach 26,000 route miles nationally
by year-end 2001, employs the most advanced telecommunications technology
available today. Touch America and The Montana Power Company are based in
Butte, Montana. The company was assisted in this transaction by its
financial advisors, Goldman, Sachs & Co. and the law firm of Milbank,
Tweed, Hadley & McCloy, both of New York.


WKI HOLDING: Moody's Says Leverage is High and Debt Protection is Weak
----------------------------------------------------------------------
Moody's Investors Service changed the outlook to negative from stable for
WKI Holding Company, Inc. The ratings affected by the outlook change are
the following:

    a) $200M senior subordinated notes due 2008: B3

    b) $569M senior unsecured credit facilities: B1

    c) Senior Implied Rating: B1

    d) Issuer Rating: B2

The ratings and negative outlook reflect the company's high effective
leverage and weak debt protection measures subsequent to the acquisition of
the EKCO Group, Inc. and General Housewares Corp. during the past fiscal
year, and the potential for integration issues to further negatively impact
profitability. Moody's believes WKI may be challenged in meeting its bank
covenants if profitability does not improve above current levels.

In the first quarter of 1999, the company embarked on a plan to restructure
it's manufacturing and supply divisions in order to realize potential
synergies and cost savings. To date, some cost savings have been realized
through the closing of unproductive plants, and the elimination of
unprofitable product lines; however, challenges related to the integration
of EKCO and GHC have persisted. Sales for the six months ended July 2, 2000
were adversely impacted by a shift to a third party manufacturer for the
Revere product line and scheduled maintenance shut downs at the Corelle
manufacturing facility, which resulted in a shortage of product supply at
company owned retail stores. Sales growth from new products produced under
the Good Grips line was offset by softness in other product categories and
gross margins were adversely impacted by increased distribution costs
related to the transition and intergration of a new warehouse. However,
gains were made in selling and general margins as some synergies from the
EKCO and GHC acquisitions were realized. Competitive industry pressures and
the volatility inherent in its international business may also hinder
strives to further improve profitability.

During the third quarter of the current year, WKI will continue the process
of eliminating capacity at certain plants and expanding it at others. It is
critical that the company's distribution systems work more efficiently in
the current months to avoid under-stock at both company-operated stores and
at retail customers during the holiday season. Moody's believes that EBIT
interest coverage may be insufficient for the remainder of the year due to
continuing integration costs and lower overall sales growth. WKI's
liquidity needs tend to be the greatest in September, October and early
November as the company builds inventory in preparation of the holiday
season. However, these needs have become magnified due to the approximately
$22 million of cash outlays required in the second half of fiscal 2000 for
the integration of EKCO and GHC.

To alleviate liquidity needs, the company sold $50 million of its
receivables to its affiliate, Borden, Inc. and has obtained temporary
financing from Borden, as well. Liquidity is further supported by the
September 14, 2000 sale of EKCO Cleaning, Inc., a business that was not
considered a strategic fit. However, as an offset to these cash
"resources", there is a possibility that WKI will be required to disburse a
"make-up" payment to its parent company related to the sale of two pet
supply companies that were acquired as part of the EKCO purchase.

Headquartered in Elmira, New York, WKI is a manufacturer and marketer of
household products under such names as Pyrex, Corelle, Revere Ware, and
Visions. The company's product categories include bakeware, dinnerware,
kitchen tools, range top cookware and cutlery


* Bond pricing for the week of October 2, 2000
----------------------------------------------
Data is supplied by DLS Capital Partners, Inc. Following are indicated
prices for selected issues:

AMC Ent 9 1/2 '11                          44 - 46
Amresco 9 7/8 '05                          34 - 36
Advantica 11 1/4 '08                       52 - 58
Asia Pulp & Paper 11 3/4 '05               58 - 60
Carmike Cinema 9 3/8 '09                   28 - 30 (f)
Conseco 9 '06                              63 - 65
Fruit of the Loom 6 1/2 '03                54 - 56 (f)
Genesis Health 9 3/4 '05                    6 - 8 (f)
Globalstar 11 1/4 '04                      29 - 31
Loewen 7.20 '03                            34 - 36 (f)
Oakwood Home 7 7/8 '04                     34 - 36
Owens Corning 7 1/2 '05                    51 - 53
Paging Network 10 1/8 '07                  36 - 38 (f)
Pillowtex 10 '06                           18 - 20
Revlon 8 5/8 '08                           52 - 54
Service Merchandise 9 '04                   7 - 9 (f)
Trump Atlantic 11 1/4 '06                  69 - 71
TWA 11 3/8 '06                             42 - 44

                               *********

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

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

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

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

                               *********

S U B S C R I P T I O N   I N F O R M A T I O N

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Creditors' Service, Inc., Trenton, NJ, and Beard Group, Inc., Washington,
DC. Debra Brennan, Yvonne L. Metzler, Ronald Ladia, Zenar Andal, and Grace
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Copyright 2000. All rights reserved. ISSN 1520-9474.

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