TCR_Public/001003.MBX              T R O U B L E D   C O M P A N Y   R E P O R T E R

                 Tuesday, October 3, 2000, Vol. 4, No. 193
  
                                Headlines

ALGOMA STEEL: Moody's Gives Thumbs-Down Rating With Depressed Steel Market
AMERICAN GAMING: Control Group Acquires 98% Equity Stake
BAPTIST FOUNDATION: State Says Arthur Andersen Ignored "Ponzi Scheme"
BIRMINGHAM STEEL: Signs Definitive Agreement With North American Metals
BMJ MEDICAL: Seeks to Assign, Sublease or Terminate Headquarters Lease

BOCA RESEARCH: Appoints Eduard Will As CEO, Changes Name to Inprimis, Inc.
BREED TECHNOLOGIES: Harvard Disappointed by Stand-Alone Plan Proposal
CAMBIOR, INC.: Lenders Grant An Extension To Submit A Restructuring Plan
CARMIKE CINEMAS: Second Quarter Results Reflect Declining Revenues
CEMEX, S.A.: Moody's Places Long-Term Debt Ratings on Review for Downgrade

CONSECO, INC.: Challenges Factual Reports & Analysts' Conclusions
CORAM HEALTHCARE: Committee Applies to Retain Richards, Layton & Finger
CROWN CORK: Moody's Puts Long & Short-Term Ratings On Review For Downgrade
DAY RUNNER: Auditor Deloitte & Touche Expresses Going Concern Doubts
ELDER-BEERMAN: Closing Evansville Store & Sending 121 People Home

GIBBS CONSTRUCTION: Seeks Extension of Plan's Effective Date
GMAC COMMERCIAL: Fitch Downgrades Mortgage Pass-Through Certificates
HARNISCHFEGER INDUSTRIES: Industrial Clean Air's Chapter 11 Case Dismissed
HEILIG-MEYERS: Equity Committee Objects to Houlihan Working for Creditors
HMKR, INC.: Asks Court to Fix Comprehensive October 31 Claims Bar Date

INTEGRATED HEALTH: Relocates South Carolina Medical Billing Office
IRIDIUM, LLC: With Sale in Sights, Asks for More Time to File a Plan
KEY PLASTICS: Requests Extension of Exclusive Period To October 6, 2000
KITTY HAWK: Creditors' Committee Says Disclosure Statement Inadequate
LAIDLAW, INC.: Caldwell Charges Directors' with Abrogating Fiduciary Duty

LOEWEN GROUP: Requests Revision of NAFTA Litigation Deal With Jones Day
LONGS DRUG: Says Same-Store Sales & Margins Will Weaken in 3rd Quarter
MALIBU ENTERTAINMENT: Lender Agrees to Waive Credit Facility Defaults
MASCOTECH INC: Moody's Downgrades 4.5% Convertible Sub Debentures To B2
MATTEL, INC.: Fitch Affirms Senior Notes at BBB+ with Negative Outlook

MATTEL, INC.: Moody's Confirms Prime-2 Rating On Company's Commercial Paper
MICROAGE, INC.: Sets-Up Auction Process to Sell Teleservices Subsidiary
OLD STANDARD: S&P Affirms Insurer's Bbpi Financial Strength Rating
OLD WEST: S&P Affirms Insurer's Bbpi Financial Strength Rating
ORCHID ASSOCIATES: Case Summary and 13 Largest Unsecured Creditors

PILGRIM'S PRIDE: Moody's Places Ratings On Review For Possible Downgrade
SAFETY-KLEEN: Moves to Assume North Las Vegas Lease for New Facility
SOUTH CAMERON: Bankruptcy Judge Schiff Approves Hospital's Repayment Plan
TULTEX CO.: Judge Approves Sale of Customer Service Center to Sara Lee
UNIDIGITAL, INC.: Image Enhancer Files for Chapter 11 in Delaware

UNIDIGITAL INC: Case Summary and 19 Largest Unsecured Creditors
VENCOR, INC.: Files Plan of Reorganization in Delaware Bankruptcy Court
VENCOR, INC.: Ventas Does Not Support Vencor's Preliminary Plan
VIDEO CITY: Applies to Employ Special Counsel to Attack Fleet Retail
WARNACO GROUP: Lenders Back Refinancing Agreements to August 2002

WASTE MANAGEMENT: Announces $191MM Sale Agreement for Sweden Operations
WATERS DESIGN: Case Summary
WESTLAND PARCEL: Lawsuits Prompts California Developer's Chapter 11 Filing

                                *********

ALGOMA STEEL: Moody's Gives Thumbs-Down Rating With Depressed Steel Market
--------------------------------------------------------------------------
Moody's Investors Service changed its rating outlook for Algoma Steel Inc.
to negative from stable due to concerns about deteriorating steel market
conditions and the impact this is expected to have on Algoma's cash flow
and debt protection measurements. The following ratings are affected by the
change in outlook:

    a) Moody's B2 senior implied rating for Algoma,

    b) the B1 rating for Algoma's C$200 million secured revolving credit
        facility,

    c) the B2 rating for Algoma's US$350 million of 12.375% first mortgage
        notes due 2005, and

    d) Algoma's B3 senior unsecured issuer rating.

The change in outlook was prompted by the sharp decline in spot prices for
flat-rolled steel and plate, brought about by weaker demand, high service
center inventories, and high levels of imports. Algoma recently announced a
temporary 15% reduction in steel production. This, in combination with
lower prices and higher energy costs, could severely squeeze Algoma's
operating margins. Algoma is highly dependent on the spot market.

Algoma had C$580 million of debt at June 30, which is 5.2 times EBITDA
earned for the twelve months ended June 30, 2000. However, for the last
five quarters through June 2000, its EBITDA had steadily advanced as steel
prices firmed and the operating performance of its Direct Strip Production
Complex improved. Unfortunately, Algoma's ability to trim costs in response
to lower steel prices is limited by its integrated steel-making process.
Algoma Steel Inc. is headquartered in Sault Ste. Marie, Ontario. It
produces 2 million tons per year of sheet and plate products.


AMERICAN GAMING: Control Group Acquires 98% Equity Stake
--------------------------------------------------------
The purchase by Messrs. David B. McLane, John F. Fisbeck and Carter M.
Fortune (collectively, the "Control Group") and their assigns of
367,911,380 shares of the common stock of American Gaming & Entertainment
from the company's majority shareholders, as previously reported, became
effective on September 1, 2000. Of the 367,911,380 shares purchased,
344,161,540 shares were purchased by the Control Group. The right to
purchase the remainder of the shares was assigned to family members of the
Control Group and employees and consultants of WOW Entertainment, Inc., a
company owned by the Control Group (which company has become a wholly-owned
subsidiary of American Gaming & Entertainment and has changed its name to
Women of Wrestling, Inc.) The source of funds for all purchases was from
personal funds. Collectively, the stock purchased represents 98.1% of the
outstanding common stock of American Gaming & Entertainment.

The Control Group also agreed to cause the company to pay J. Douglas
Wellington, who served as American Gaming's President and CEO until
immediately following closing on the stock purchase, from post-closing
funds to be contributed to the company by the Control Group, a severance
payment in the amount of $62,500 (which represents one-half of the
severance payment to be received under his employment agreement in effect
immediately prior to the closing) and a car and rent allowance in the
amount of a one time payment of $1,500. Immediately following closing of
the stock purchase, Mr. Wellington resigned as the CEO and President of
American Gaming & Entertainment and Mr. McLane was elected as president.
The company entered into a Severance and Consulting Agreement with Mr.
Wellington upon his resignation as President and CEO. In addition, Douglas
E. May was elected as the Chief Financial Officer.

The company's Board of Directors was expanded to three members and the
Board of Directors appointed Mr. McLane to fill one of the vacancies. The
Board of Directors also elected Frank Fisbeck and Douglas E. May as
Directors whose election will become effective no more than ten days
following the mailing of a definitive Information Statement to American
Gaming's shareholders. Mr. Fisbeck is the father of John F. Fisbeck, one of
the members of the Control Group. Mr. Wellington is anticipated to resign
from the Board shortly after the new directors take office.


BAPTIST FOUNDATION: State Says Arthur Andersen Ignored "Ponzi Scheme"
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State regulator Mark Sendrov, The Arizona Daily Star reports, intends to
recover $200 million for investors of the distressed Baptist Foundation.
Chief Sendrov of the Securities division of Arizona Corporation Commission
is alleging Arthur Andersen for ignoring evidence for the foundation that
was operating "a variation of a Ponzi scheme." In spite of the company
slowly treading the path to insolvency, the accounting firm issued a
"clean" audit opinion. The foundation was able to raise $200 million with
result of the auditor's report. Cathy Reece, an attorney representing one
of the foundation's investors said, "It only enhances the chance investors
will recover money from these third parties, including Arthur Andersen."


BIRMINGHAM STEEL: Signs Definitive Agreement With North American Metals
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Birmingham Steel Corporation (BSC) announced it has signed a definitive
agreement to sell its special bar quality (SBQ) operations in Cleveland,
Ohio, and Memphis, Tennessee, to North American Metals, Ltd. (NAM). The
terms of the transaction were not disclosed; however, BSC said expected
proceeds from the sale will enable the Company to significantly reduce debt
and interest expense and retire the $75 million leveraged lease obligation
associated with the Memphis facility. As a result of the transaction, the
Company will eliminate operating losses related to the Cleveland facility
and all carrying costs relating to the idled Memphis melt shop. Upon
completion of the sale, the Company's business platform will consist of its
core operations in Kankakee and Joliet, Illinois; Birmingham, Alabama;
Jackson, Mississippi; Seattle, Washington; and Cartersville, Georgia. The
transaction is subject to the approval of BSC's Board of Directors and
lenders and completion of financing arrangements with NAM's lenders. The
transaction is expected to close on or before December 1, 2000.

John Correnti, Chairman and Chief Executive Officer of Birmingham Steel,
commented, "We are pleased to report the signing of a definitive agreement
to sell our SBQ operations to North American Metals. This transaction
represents a giant step in the financial turnaround of Birmingham Steel.
Upon closing of the transaction, we will return to overall profitability
and positive cash flow. In addition, we will reduce our balance sheet debt
level by approximately 30%."

NAM is a new entity formed to acquire niche companies in the steel
industry. NAM has engaged Corus Consulting, a subsidiary of Corus Group
PLC, to assist in identifying and assessing acquisition opportunities in
the U.S. steel industry. With respect to the purchase of BSC's SBQ
operations, NAM said it expects to secure funding commitments totaling $350
million of debt and equity financing for the initial purchase and to
support working capital, capital expenditures and re-start of operations at
the idled Memphis facility. NAM said financing for the transaction would be
facilitated by insurance issued on the value of the acquired facilities.

William Powers, Chairman and Chief Executive Officer of North American
Metals, Ltd, commented, "We are excited to announce the purchase of
Birmingham Steel's SBQ facilities in Cleveland and Memphis. We see
tremendous potential for these facilities to become a leading supplier of
SBQ products in the United States. This transaction is the culmination of
an innovative financing program that we plan to utilize to acquire other
premier, but undervalued, steel assets. We believe our business plan for
the Cleveland and Memphis operations will accelerate market penetration
goals and generate positive financial returns for the new venture."

NAM said it would retain the American Steel & Wire Corporation identity,
the entity under which BSC produced and marketed SBQ products. NAM said it
expected to retain the existing management and workforce at Cleveland and
will begin planning the re-start of melting and rolling operations in
Memphis. Powers said NAM expected to hire additional experienced
operations, management and technical personnel for both facilities.

Commenting on BSC's decision to sell the SBQ operations, Correnti said,
"With a limited amount of capital spending, we believe the SBQ facilities
will be profitable long-term operations. However, Birmingham Steel did not
have the financial resources to commit to making the SBQ operations
profitable. We believe it is in the best interest of our stockholders and
employees to sell these operations and return to the profitable and proven
business platform of our core operations."

Correnti continued, "We appreciate the attitude and commitment of our
American Steel and Wire Corporation employees in Cleveland, who have
endured difficult times during the past three years. We believe the
transaction with North American Metals provides a tremendous opportunity
for American Steel & Wire to return to its former status as the premier SBQ
producer in North America."

Correnti said a number of parties had expressed interest in a purchase or
joint venture of the Cleveland and Memphis facilities, and noted that BSC
has been in serious negotiations with North American for several months.
Correnti said he believes the Company's lenders will be supportive of the
transaction and will work with the parties to accommodate a closing date on
or prior to December 1, 2000.

Correnti commented, "The sale of the SBQ operations begins a new day for
Birmingham Steel. Upon completion of the sale, our financial condition will
dramatically improve, and we can shift our focus from near-term survival to
long-term growth. Also, the transaction will enable us to reassess our
growth options in the steel industry from a much stronger position. We
believe the steel industry is ripe for consolidation, and we are open to
any opportunities that are accretive to earnings and will build value for
our stockholders."

Correnti continued, "The receipt of proceeds from the SBQ sale will not
affect the requirement under our current loan agreements to refinance our
debt within two years. We are exploring options with several major lending
groups regarding a new financing structure that could allow us to establish
a more flexible financing base to support the long-term growth goals of the
Company."

Correnti concluded, "We are excited about the future, and look forward to
continuing progress in our quest to return Birmingham Steel to a place of
pre-eminence in the steel industry."

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


BMJ MEDICAL: Seeks to Assign, Sublease or Terminate Headquarters Lease
----------------------------------------------------------------------
The debtors, BMJ Medical Management Inc., et al., seek court authority to
assign, sublease or terminate its corporate headquarters lease. The
debtors' business judgment is premised on a desire to minimize their
estates' administrative expenses. The amended lease represents a
significant monthly expense. The debtors have made progress toward
liquidation of their assets, the reduction in the debtors' staff, and the
closing of the headquarters facility.


BOCA RESEARCH: Appoints Eduard Will As CEO, Changes Name to Inprimis, Inc.
--------------------------------------------------------------------------
Boca Research Inc. (Nasdaq:BOCI) announced that its board has appointed
Eduard Will as the company's CEO, effective Nov. 1, and that its
shareholders have approved the company's name change to Inprimis, Inc.
Mr. Will has been a director of the company since August 1999. He will
replace Robert W. Ferguson, who will continue to serve as the company's
chairman of the board.

"We are pleased to have such an experienced and knowledgeable individual to
help guide our company in its new direction," commented Ferguson. "Mr. Will
brings with him many years of international experience in the high tech
market and will be an enormous asset to Inprimis, Inc."

As part of the name-change to Inprimis, Inc., the company said it expects
its stock will begin trading on the Nasdaq National Market under the ticker
symbol INPM during the first week of October. The name change reflects the
company's transformation from a modem and computer peripherals hardware
manufacturer to a provider of engineering and design services, software and
technology for interactive-television, information/entertainment and
Internet appliances.

"The name change to Inprimis marks a major milestone for the company," said
Larry Light, Inprimis's chief operating officer. "It puts the finishing
touch on our transformation and signifies the start of a new chapter in the
company's history."

Inprimis, Inc., through its wholly owned subsidiary, Inprimis Technologies,
Inc., provides product design services and the technology to help consumer
electronics companies, cable operators, Internet service providers and
telecommunications companies bring devices to market quickly and cost
effectively. Headquartered in Boca Raton, Fla., the company develops
product designs, customizes embedded system software and offers systems
engineering and manufacturing consultation services for interactive-
television, video-on-demand, Internet-access and other convergent-
technology appliances. Inprimis's television set-top box designs are
currently used by Philips Electronics and LodgeNet Entertainment. The
company maintains strategic relationships with National Semiconductor,
Liberate, Conexant Systems and Infomatec.


BREED TECHNOLOGIES: Harvard Disappointed by Stand-Alone Plan Proposal
---------------------------------------------------------------------
Harvard Industries, Inc. (OTCBB-HAVA) reported that Breed Technologies,
Inc. announced that it intends to pursue a stand-alone internal
restructuring in connection with its pending bankruptcy proceeding, and
that Breed will no longer be considering a sale to a third party. Harvard
had previously been in discussions with Breed concerning a proposed
acquisition by Harvard of Breed. Mr. Roger G. Pollazzi, Chairman and Chief
Executive Officer of Harvard, stated: "We are disappointed with Breed's
decision to pursue a stand-alone plan. We wish Breed's employees well in
their endeavors".


CAMBIOR, INC.: Lenders Grant An Extension To Submit A Restructuring Plan
------------------------------------------------------------------------
Cambior, Inc., obtained a one-month extension from its lenders to submit a
plan explaining how the company will repay or refinance the balance of its
bank loan by December 31, 2000, in accordance with the December 22, 1999
amended and restated credit agreement.  The obligation to submit these
arrangements to the lenders was initially scheduled for September 30, 2000
and is now set for October 31, 2000.

On June 30, 2000, the Company met its $75 million repayment obligation
thereby completing Phase I of its financial restructuring. Cambior
announced on September 14 and 15, 2000, the entering into of an agreement
with a third party for the sale of the La Granja copper project in Peru,
which is expected to result in the payment of net proceeds to Cambior in
excess of $34 million. The closing of this sale is expected to occur
shortly after the conclusion of a bidding process pertaining to the
purchase of the La Granja royalty held by Empresa Minera Del Peru S.A.,
scheduled during the fourth quarter of 2000.
The sale of La Granja will allow Cambior to reduce its debt level to
approximately $128 million and assist the Company in complying with its
obligation to repay or refinance the balance of its loan by December 31,
2000. Cambior continues to pursue aggressively its efforts to meet its
financial obligations. While there can be no assurance in that respect,
management continues to feel that its efforts are likely to be successful
and are appropriate under the current circumstances.

Under the terms of an agreement amending the Credit Agreement and dated as
of September 29, 2000 (the "Amending Agreement"), the Company has agreed to
convert, immediately upon the Amending Agreement becoming effective, each
LIBOR loan outstanding into a U.S. Base Rate Loan. In addition, the
Amending Agreement increases the supplementary interest charges payable on
the loan by 0.5% so that, as a result, the Company will be required to pay
interest on the balance of the loan at the rate of the U.S. Base Rate +
6.5% in October 2000, the U.S. Base Rate + 7.5% in November 2000 and the
U.S. Base Rate + 8.5% in December 2000.

                                 Filing of FORM 20-F

Cambior also announced that it will file, at the beginning of next week,
its Annual Report on Form-20-F for its fiscal year 1999 as requested by the
United States Securities and Exchange Commission on September 1, 2000.

Cambior Inc. is an international diversified gold producer with operations,
development projects and exploration activities throughout the Americas.
Cambior's shares trade on the Toronto and American (AMEX) stock exchanges
under the symbol "CBJ".


CARMIKE CINEMAS: Second Quarter Results Reflect Declining Revenues
------------------------------------------------------------------
Carmike Cinemas, Inc. (NYSE: CKE) filed its quarterly report on Form 10-Q
for the quarter ended June 30, 2000 with the Securities and Exchange
Commission.  The filing had been delayed due to the time needed by
professional firms retained by the Company to review business relationship
issues and other matters associated with the filing by the Company of
chapter 11 proceedings.

Results for the second quarter were disappointing, with revenues of $112.7
million compared to $125.3 million for the second quarter of 1999. For the
six months ended June 30, 2000 revenues were $214.3 million compared to
$223.0 million for the same period in 1999. Poor performing product in the
month of June negatively impacted revenues for the second quarter 2000. Box
office admissions for June 2000 were approximately $29.8 million down 22%
when compared to $38.1 million for June 1999.

Costs of operations (film exhibition costs, concession costs and other
theatre operating costs) decreased 1% from $100.6 million for the quarter
ended June 30, 1999 to $99.4 million for the quarter ended June 30, 2000.
Other theatre operating costs, consisting primarily of occupancy costs,
salaries, supplies and utilities, for the quarter ended June 30, 2000
increased 7% to $50.2 million from $46.7 million for the same period in
1999. This increase was the result of a 20% increase in occupancy costs and
individually immaterial increases in salaries, supplies and utilities
associated with new theatres. Costs of operations for the six months ended
June 30, 2000 increased 3% from $183.4 million for the six months ended
June 30, 1999 to $189.3 million. Other theatre costs for the six months
ended June 30, 2000 increased 10% to $99.8 million from $90.6 million for
the same period in 1999. This increase was the result of a 17% increase in
occupancy costs and individually immaterial increases in salaries, supplies
and utilities.

As previously announced, Carmike and its subsidiaries filed voluntary
petitions with the U.S. Bankruptcy Court for the District of Delaware to
reorganize under chapter 11 of the U.S. Bankruptcy Code. Since the filing
of the chapter 11 cases, the Company has continued to conduct business in
the ordinary course as a debtor-in-possession under the protection of the
Bankruptcy Court. Management is in the process of evaluating operations in
order to develop a plan of reorganization. To date, the Company has
received approval from the Bankruptcy Court to reject leases relating to 65
theatre locations.

The financial information included in this press release should be read in
conjunction with the Company's quarterly report on Form 10-Q for the
quarter ended June 30, 2000, particularly the financial statements and
notes thereto included therein.

Carmike Cinemas, Inc. is the nation's third largest motion picture
exhibitor in terms of the number of screens operated. As of June 30, 2000,
the Company operated 2,815 screens at 439 locations in 36 states. Visit our
website at www.carmike.com .


CEMEX, S.A.: Moody's Places Long-Term Debt Ratings on Review for Downgrade
--------------------------------------------------------------------------
Moody's Investors Service placed the long term debt ratings of CEMEX, S.A.
de C.V., Compania Valenciana de Cementos Portland, S.A. (CVCP) and rated
subsidiaries on review for possible downgrade. Moody's also placed the
ratings of Southdown Inc. on review for possible downgrade. Moody's action
follows CEMEX's announcement of a tender offer for the shares of Southdown,
valued at approximately $2.8 billion including assumed debt. Having
assessed the proposed financing structure for the transaction, Moody's also
noted that should the transaction be completed substantially at the offer
terms and structure, the ratings of CEMEX and CVCP would likely be
confirmed. Nevertheless, until the terms of the transaction are finalized,
Moody's will monitor the transaction for any changes in terms or other
developments that could affect our initial assessment.

Ratings placed on review for possible downgrade are:

    a) CEMEX, S.A. de C.V. -- guaranteed senior unsecured debt and medium
                              term notes rated Ba1, senior implied rating of
                              Ba1, senior unsecured issuer rating of Ba2.

    b) CEMEX Mexico, S.A. de C.V. (formerly Tolmex) -- senior unsecured debt
                                                       rated Ba1

    c) CEMEX International Capital LLC -- Putable Capital Securities rated
                                          "ba2"
  
    d) CEMEX Netherlands B.V. -- subordinated debentures rated Ba2

    e) Compania Valenciana de Cementos Portland -- senior implied rating of
                                                   Baa3, senior unsecured
                                                   issuer rating of Ba1

    f) Southdown, Inc.: senior unsecured revolving credit facility rated
                        Baa1

    g) Southdown, Inc.: senior subordinated notes rated Baa2

Ratings not affected by this action:

CEMEX S.A.-- euro-commercial paper at Not Prime

CEMEX offered to acquire the outstanding shares of Southdown in a cash
transaction valued at approximately $2.8 billion. The proposed acquisition
extends the trend of consolidation in the global cement industry, whereby
the leading producers, including CEMEX, continue to seek greater scale,
diversity and stability of cash flows via acquisitions around the world.
Moody's review will consider the impact of the proposed acquisition on
CEMEX's and CVCP's projected debt protection measurements, potential
operational benefits accruing from the addition of Southdown to the
company's North American portfolio of business, and the impact, if any, on
the pace and scale of future growth initiatives. The review of Southdown
will consider the impact of acquisition financing on Southdown's capital
structure as well as the standing of debt within CEMEX's capital structure.

Based on an initial review of the transaction, Moody's has determined that
the proposed structure, which would be funded with new debt at Southdown as
well as a non-recourse obligation at a special purpose company, could limit
the potential for incremental credit risk for existing CEMEX and CVCP
creditors. It is anticipated that the non-recourse obligation at the
special purpose company could be fully repaid in the near term with
proceeds from a planned IPO of CVCP. To the extent the transaction is
completed in line with this plan, the debt protection measures of CEMEX and
CVCP would likely remain in line with the current ratings, despite the
incremental debt at Southdown. Moody's cautioned, however, that until the
terms of the transaction are finalized, our assessment is preliminary and
subject to revision.

CEMEX, S.A. de C.V., headquartered in Monterrey, Mexico, is the world's
third largest producer of cement. Revenues were $4.8 billion in 1999.
Southdown, Inc., based in Houston, Texas, is the second largest producer of
cement in the United States. Revenues totaled $1.3 billion in 1999.


CONSECO, INC.: Challenges Factual Reports & Analysts' Conclusions
-----------------------------------------------------------------
Once again, recent on-line "news" reports about Conseco (CNC: NYSE) have
included significant factual inaccuracies and analytical errors.  Two
examples of these errors are so extreme as to warrant correction, the
Company said in a press release.  

      * First, a recent report took cash flow estimates for 2000 through
2003 filed in our recent 8-K and reduced those amounts for tax payments
which had already been deducted.

      * Second, the same report assumed that those cash flow amounts were
the same as pre-tax GAAP earnings.

By combining those two errors, the report concluded that Conseco would not
report meaningful GAAP income until 2002. No accurate conclusions could
rest on these two errors.

New management of Conseco has provided no guidance on future earnings.

Conseco believes that the vast majority of the business and financial news
media is reporting carefully and accurately about our progress. We continue
to invite journalists and analysts to confirm "news" and analysis with the
company.

Additionally, we reiterate our concern that all parties consider carefully
the source of news and analysis on Conseco. We expect this situation to
continue for as long as substantial economic interests exist in the
marketplace that would prefer the perception of distress.


CORAM HEALTHCARE: Committee Applies to Retain Richards, Layton & Finger
-----------------------------------------------------------------------
The Official Unsecured Creditors' Committee seeks an order authorizing the
retention and employment of Richards, Layton & Finger, PA as its counsel.

Richards, Layton is expected to render such legal services as the Committee
may require to represent its interest in the cases, including, but not
limited to, the following:

    a) Consult with the committee, the debtors and the US Trustee concerning
        the administration of these cases;

    b) Review, analyze and respond to motions and pleadings filed by the
        debtors with this court and to participate in hearings on such
        matters;

    c) Investigate the acts, conduct, assets, liabilities and financial
        condition of the debtors, the operation of the debtors' businesses
        and the desirability of continuance of, or proposals to restructure,
        such businesses, and any matters relevant to these cases in the
        event and to the extent required by the Committee';

    d) Take all necessary action to protect the rights and interests of the
        Committee and unsecured creditors of the debtors, including, but not
        limited to, the negotiation and preparation of documents relating to
        a Chapter 11 plan, disclosure statement and confirmation of such
        plan;

    e) Represent the Committee in connection with the exercise of its powers
        and duties under the Bankruptcy Code;

    f) Perform all other necessary legal services in connection with these
        cases.

Richards Layton 's hourly rates range from $95 per hour to $340 per hour
for the principal professionals and paraprofessionals designated to
represent the Committee.


CROWN CORK: Moody's Puts Long & Short-Term Ratings On Review For Downgrade
--------------------------------------------------------------------------
Moody's Investors Service put the long- and short-term ratings of Crown
Cork & Seal under review for possible downgrade, following the announcement
by the company that it anticipates a further significant drop in
profitability in FY2000 as a result of severe pricing pressures and lower
volumes. In its review, Moody's will focus on the degree of severity of the
competitive environment in which the company operates to be expected over
the medium term, the ability of the company to improve its operating income
through price increases and cost reduction, the degree of flexibility that
the company can use to enhance its free cash flow, and the financial policy
of the company given the change in expectations for performance.

Ratings under review for downgrade:

    * Crown Cork & Seal Company, Inc.:

       a) Senior unsecured debt at Baa3

       b) Rating of the company for short-term obligations at Prime-3

    *Crown Cork & Seal Finance PLC:

      a) Backed senior unsecured debt at Baa3

      b) Backed shelf registration in relation to senior unsecured debt at
         (P)Baa3

    * Crown Cork & Seal Finance S.A.:

       a) Backed senior unsecured debt at Baa3

       b) Backed shelf registration in relation to senior unsecured debt at
           (P)Baa3

Crown Cork & Seal Company, Inc., based in Philadelphia, Pennsylvania, is
the leading worldwide manufacturer of packaging products to consumer
marketing companies.


DAY RUNNER: Auditor Deloitte & Touche Expresses Going Concern Doubts
--------------------------------------------------------------------
The Los Angeles Times report, Day Runner Inc., which is amidst a loss of
$100 million, and faces its independent auditor's "substantial doubt", the
daily organizer maker continues to run its business. Recent SEC filings
states that the firm had difficulties paying loans, which the accounting
firm, Deloitte & Touche, LLP, finds to "raise substantial doubt about its
ability to continue as a going concern." Aside from the company stating
that they are currently working on a long-term financing agreement, they
also consider selling their assets or its business. "They've laid off
almost everyone, lost or forced out senior management one-by-one and
haven't generated profits for a long, long time," said Michael Crawford, an
analyst with B. Riley & Co. in Los Angeles. "The company's going to sink."


ELDER-BEERMAN: Closing Evansville Store & Sending 121 People Home
-----------------------------------------------------------------
A Reuters report states that, 121 people will be sent home due to weak
sales currently suffered by the store operator, Elder-Beerman Stores Corp.
The store in Evansville, Indiana, will shut down its doors and EBSC will
post a a $1 million to $1.5 million charge for closing this fourth quarter.
"Our Evansville store is located in an older mall that lacks a strong
tenant base," Frederick Mershad, Elder-Beerman's chairman and chief
executive, said in a statement. "Our lease is up for renewal and we are
taking the opportunity to leave a location that has been trending
downward."


GIBBS CONSTRUCTION: Seeks Extension of Plan's Effective Date
------------------------------------------------------------
Gibbs Construction, Inc. (Pink Sheets:GBSE) announced that it has filed a
motion to extend the effective date of its Plan of Reorganization.
The Bankruptcy Court confirmed the plan on Aug. 23, 2000.

Gibbs filed a Petition pursuant to Chapter 11 of the United States
Bankruptcy Code on April 20, 2000 after suffering heavy losses on hotel
construction projects. The Company has continued to operate in its normal
course of business pending the effective date of its Plan of
Reorganization. The Company's plan incorporates the purchase of the assets
of Thacker Asset Management, LLC and is expected to be effective in
November pending Court approval of the extended effective date.

Company President, Danny Gibbs, stated, "Although additional time is needed
to complete legal documents and appropriate corporate filings relative to
the acquisition of Thacker and the Plan, we are extremely pleased with our
progress to effect Gibbs' Plan of Reorganization, which will allow the
Company to emerge from bankruptcy."

Additional information and a copy of the company's confirmed Plan of
Reorganization can be found on its corporate Web site at
www.gibbsconstruction.com.

Gibbs is a general contractor providing construction services for retail,
office, warehouse, and specialty real estate. Gibbs is currently
headquartered in the Dallas-Fort Worth Metroplex and its stock was formerly
traded on the Nasdaq Exchange (GBSE).


GMAC COMMERCIAL: Fitch Downgrades Mortgage Pass-Through Certificates
--------------------------------------------------------------------
Fitch downgrades GMAC Commercial Mortgage Securities, Inc.'s mortgage pass-
through certificates, series 1998-C1 $14.4 million class J to 'B' from 'BB-
', $25.2 million class K to 'B-' from 'B' and $14.4 million class L to
'CCC' from 'B-'. In addition, Fitch affirms the following certificates: the
$267.9 million class A-1, the $687.4 million class A-2 and interest only
class X at 'AAA'; the $28.8 million class B at 'AA+'; the $64.7 million
class C at 'AA', the $75.5 million class D at 'A'; the $68.3 million class
E at 'BBB'; the $43.1 million class F at 'BBB-'; the $32.4 million class G
at 'BB+'; the $25.2 million class H at 'BB'; and the $10.8 million class M
at 'CCC'. The $14.4 million class N is not rated by Fitch. The rating
actions follow Fitch's annual review of the transaction, which closed in
May 1998.

The downgrades are primarily attributable to the deteriorating performance
of the Senior Living Properties (SLP) loan. The SLP loan is the largest
loan in the pool, representing 15.8% of the outstanding balance. Fitch
internally rates this loan and has downgraded the shadow rating from
investment grade to well below investment grade. The loan's year-end 1999
debt service coverage ratio (DSCR) based on borrower reported net cash flow
(NCF) has decreased significantly to 0.50 times (x) compared to 1.12x as of
year-end 1998 and 1.60x at origination. The poor performance is due to
higher than anticipated operating and administrative expenses, increased
market competition, changes in Prospective Payment System (PPS) and
Medicare reimbursement policies, and overall poor collections by the
previous management company, Complete Care Services (CCS). CCS was removed
in the first quarter of 2000 and an interim manager is currently in place.

SLP's low debt service coverage is partially mitigated by a surety bond
which has been guaranteed by Centre Reinsurance Ltd., an entity whose
insurer financial strength is rated above investment grade by Fitch. The
surety bond consists of two components that currently total approximately
$217 million. The surety's obligation is to advance all principal and
interest payments, including the balloon payment, in full, upon default
until the amount of the surety bond is reached. However, the surety can
terminate its obligation by paying the trust a lump sum amount of $144.5
million.

The certificates are currently collateralized by 175 multifamily and
commercial mortgage loans, consisting primarily of multifamily (26%),
health care (23%), retail (19.0%) and hotel (12%). The properties are
located in 30 states with significant concentrations in Texas (21%), New
York (11%) and California (10%).

As of the Aug. 2000 distribution date, the pools aggregate certificate
balance is $1.37 billion, down 4.6% from origination. There is currently
one specially serviced loan, representing 0.6% of the pool, which is over
90-days delinquent. One additional loan (0.5%) is over 30-days delinquent.
Current operating statements were not provided for 27 loans (11.4%). The
weighted-average DSCR for year-end 1999, using borrower reported
financials, is 1.46x, a decline from 1.51x in 1998 and 1.52x at
origination. Seven loans, representing 18.6% of the pool, reported year-end
1999 DSCR's below 1.0x. Fitch will continue to monitor this transaction, as
surveillance is ongoing.


HARNISCHFEGER INDUSTRIES: Industrial Clean Air's Chapter 11 Case Dismissed
--------------------------------------------------------------------------
Harnischfeger Industries, Inc., moves the Court for an order dismissing the
chapter 11 case for Industrial Clean Air, Inc., Case No. 99-2524, pursuant
to 11 U.S.C. section 1112(B) and Bankruptcy Rule 1017(F)(1) because ICA
does not legally exist, has no assets and no creditors. According to the
Plan of Merger of Industrial Clean Air, Inc. with and into Ecolaire
Incorporated, ICA was totally liquidated and merged into Ecolaire as of
January 1, 1980 and all the assets and liabilities of ICA were transferred
and assumed by Ecolaire, which is the surviving corporation and also a
debtor in the Harnischfeger case. (Harnischfeger Bankruptcy News, Issue No.
27; Bankruptcy Creditors' Service, Inc., 609/392-0900)


HEILIG-MEYERS: Equity Committee Objects to Houlihan Working for Creditors
-------------------------------------------------------------------------
The Official Committee of Equity Security Holders objects to the
application of the Official Committee of unsecured creditors for an order
authorizing the retention of Houlihan Lokey Howard & Zukin Financial
Advisors, Inc. as its financial advisor.  The Equity Committee objects to
the compensation to be paid to Houlihan Lokey, $125,000 per month plus an
amount equal to .75% of the aggregate consideration received by general
unsecured creditors on account of their claims pursuant to any plan of
reorganization. The Equity Committee objects tot his compensation
structure.

The proposed compensation, the Committee states, is exorbitant and is not
based on Houlihan Lokey's contribution to the case.


HMKR, INC.: Asks Court to Fix Comprehensive October 31 Claims Bar Date
----------------------------------------------------------------------
HMKR, Inc., f/k/a Homemaker Industries, Inc., debtor, seeks an order fixing
a bar date for filing proof of pre-petition claims and administrative
claims which arose between the Filing Date and August 31, 2000. The debtor
requests that October 31, 2000 be fixed as the bar date for the filing of
proof of pre-petition and post -petition claims against the debtor.


INTEGRATED HEALTH: Relocates South Carolina Medical Billing Office
------------------------------------------------------------------
Home Medical Systems, Inc., a debtor-affiliate of Integrated Health
Services, Inc., has a billing office at Suite B450, 400 Arbor
Lake Drive, Columbia, South Carolina, where bills are processed and
submitted to Medicare, Medicaid and private insurers for reimbursement.
The Debtors have determined that it is in the best interest of their
estates to reject the lease with AP Southeast Portfolio Partners, L.P. and
relocate the Billing Office to premises with greater space but at reduced
cost.

The Debtors explained that Home leased 2,903 square feet of space from AP
Southeast in September 1996 for a term of five years. Since then workload
was increasing steadily. In April 1999, Home leased an additional
nonadjacent 933 square feet from the lessor, making the total leased space
to 3,836 square feet and the parties agreed to amend the lease.
"Ironically," the Debtors say, "[this] has actually adjoined the staff and
impeded efficient operations ... [and] the Premises remains demonstrably
undersized ... As a result, Home stores extensive files in hallways, and
must station employees virtually one on top of the other."

The terms of the lease as amended are:

                                                                Annual
     Yearly Breakdown    Rent/sq. foot    Monthly Installment   Rent
     ----------------    -------------    -------------------   ------
     May 1, 1999 -           $14.54              $4,648         $55,775
     October 31, 1999

     November 1, 1999 -      $14.73              $4,709         $56,504
     October 31, 2000

     November 1, 2000 -      $15.00              $4,795         $57,540
     October 31, 2001

The Lease as amended also provides for additional rent in accordance with
increase in operating expenses and any increase in taxes. Home's "revised
1999 Additional Rent is estimated to be an additional $104 per month.

The Debtors have located premises for the relocation of office at
approximately $6.00 per square foot -- less than half the current rate.

Accordingly, the Debtors seek the Court's authority to reject the lease
with AP Southeast Portfolio Partners, L.P., and to provide for a rejection
claims period of thirty days from the date of the court order. (Integrated
Health Bankruptcy News, Issue No. 8; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


IRIDIUM, LLC.: With Sale in Sights, Asks for More Time to File a Plan
---------------------------------------------------------------------
Iridium, LLC, Dow Jones reports, which filed for Chapter 11 last year,
seeks for a 90-day extension to file its reorganization plan. Motorola
Inc., which backs Iridium, is currently in talks with an unnamed bidder for
Iridium's assets, including satellites. Having a strong impression that the
sale will pursue, Iridium requests an extension until Jan. 5 in the U.S.
Bankruptcy Court in Manhattan. Motorola operates the satellites since March
without being paid, costing the company $10 million a month. Motorola,
which is the main investor in the Iridium service, lost several billion
dollars on the project. Iridium filed for bankruptcy protection under
Chapter 11 last summer, listing a $4.4 billion in debt.


KEY PLASTICS: Requests Extension of Exclusive Period To October 6, 2000
------------------------------------------------------------------------
Expecting to file a plan of reorganization or motion for a recapitalization
or sale of substantially all its assets by the end of this week, Key
Plastics LLC (X.KPI) is seeking a brief extension of the exclusive periods
during which other parties would be prohibited from filing a competing
chapter 11 plan. The request would extend through Oct. 6 the Novi, Mich.-
based automotive plastics designer and manufacturer's exclusive plan filing
period, from Sept. 5. If the company files a plan by Oct. 6, third parties
would be prohibited from filing a plan through Dec. 6 to allow Key Plastics
time to solicit votes to its plan. (ABI 29-Sep-00)


KITTY HAWK: Creditors' Committee Says Disclosure Statement Inadequate
---------------------------------------------------------------------
The Official Unsecured Creditors' Committee of Kitty Hawk, Inc., et al.
objects to the Disclosure Statement of the debtor. The Committee states
that the court should deny approval of the Disclosure Statement because the
disclosure of the proposed "merger" and substantive consolidation of the
debtors is inadequate.

The Committee states that the debtors act as if substantive consolidation
has already taken place. The Committee states that the debtors do not
provide a comparison of recoveries under the debtors' plan, and that
substantive consolidation will have a major impact on creditors' rights and
recoveries.

The debtors' Disclosure Statement contains no distribution analysis, and
creditors are left to piece together stray bits of data from various parts
of the Disclosure Statement. The committee points out that the percentages
of equity ownership in the Disclosure Statement add up to 110%. It also
appears that the indicated recovery for general unsecured creditors is also
wrong.

The total value of the recovery is stated as approximately $22 million. On
a consolidated basis, there are approximately $71.15 million in general
unsecured claims. Dividing $20.4 million by $71.5 million, general
unsecured creditors would receive a dividend of 28.7%, not one-third. The
Noteholders' dividend, in contrast, would be 59%, more than twice the
return on general unsecured claims. The Committee states, "Because the se
facts make the debtors' plan unconfirmable on its face, it is little wonder
the debtors' disclosure statement makes no mention of them."

The debtors make no attempt to disclose or even estimate the total mounts
of administrative expenses, tax claims, convenience claims, and secured
claims other than those held by the Bank Group or the Noteholders. The
Committee states that this information is critical.

Further, the Committee states that the debtors' preference analysis is
inadequate, that the disclosure of the settlement of the guarantee
avoidance issue is misleading and inadequate, that the debtors' liquidation
analysis is misleading, that the disclosure of the teamsters and Kalitta
litigation is inadequate, that the debtor fail to define "quarterly surplus
distribution date", that the debtors fail to establish a threshold
aggregate stock value for immediate distribution, that the debtors fail to
disclose why the release of the noteholders in not limited to fraudulent
transfer actions, that the debtors' discussion of alternative plans is
incomplete and inadequate, that the debtors' discussion of risk factors is
incomplete and inadequate, that the debtors' discussion of tax attributes
is nonexistent, that the debtors fail to disclose the collectability of the
debtors' accounts receivable, that the debtors' disclosure statement fails
to reflect the resignation of Susan Hawley, that the debtors fail to
disclose potential stay bonuses and escrow payment to Jim Reeves, that the
debtors fail to disclose risk factors concerning the CNET contract, the
debtors fail to disclosure risk factors concerning negotiations between
Federal Express and USPS , and that the debtors fail to disclose the
potential limited marketability of the issued common stock.


LAIDLAW, INC.: Caldwell Charges Directors' with Abrogating Fiduciary Duty
-------------------------------------------------------------------------
Chairman Thomas Caldwell of Caldwell Securities states that "creditors will
emerge owning virtually all the equity of a restructured Laidlaw," if a
debt restructuring plan goes through, The Nationalpost.com reports. The Bay
Street brokerage added in its letter addressed to Laidlaw, Inc.'s board,
named the plan as, "an abrogation of (the directors') fiduciary
responsibility to shareholders, the owners of the business, whose interests
they are obliged to represent."


LOEWEN GROUP: Requests Revision of NAFTA Litigation Deal With Jones Day
-----------------------------------------------------------------------
Jones, Day, Reavis & Pogue has been retained and employed by The Loewen
Group, Inc., since the Petition Date pursuant to a first-day Retention
Order which provides for payment for services on an hourly basis.  Pursuant
to this retention, Jones Day has continued to represent TLGI in the NAFTA
Proceeding but the post-petition fee arrangement is different from that
prepetition. A major change lies with the revoking of a contingency fee for
the NAFTA Proceeding.

Under the prepetition Original Fee Arrangement:

    (a) Jones Day would bill TLGI for its services on a monthly basis;

    (b) TLGI would pay 75 percent of Jones Day's monthly invoice for fees
         and 100 percent of any related expenses, and the remaining 25
         percent of Jones Day's monthly fees would be suspended;

    (c) if Jones Day's representation of TLGI in the NAFTA Proceeding
         ultimately did not result in a successful conclusion (by judgment
         or settlement in any amount), Jones Day would not be entitled to
         any suspended fees; and

    (d) if Jones Day's representation of TLGI in the NAFTA Proceeding
         ultimately resulted in a successful conclusion, Jones Day would be
         entitled to payment of any suspended fees, plus a contingency fee
         premium of 12.5 percent of the first $150 million recovered and
         7.5 percent of any recovery above $150 million.

Pursuant to the Postpetition Fee Arrangement, Jones Day agreed to:

    (a) bill all future services in the NAFTA Proceeding strictly on an
         hourly basis;

    (b) waive its right to recover the contingency fee provided for in the
         Original Fee Arrangement; and

    (c) waive its right to collect any deferred or unpaid fees incurred
         under the Original Fee Arrangement prior to the Petition Date.

In the Debtors' estimation, Jones Day waived its right to collect
approximately $300,000 in prepetition fees deferred or unpaid under the
Original Fee Arrangement.

As a result of post-petition discussions, Jones Day also agreed on an
interim basis, pending a final agreement, to bill the Debtors for only 50
percent of the fees for the NAFTA Services arising on and after October 1,
1999 and defer the resolution of the remaining 50 percent of the fees for
those services. Accordingly, Jones Day's monthly fee applications covering
the time period from October 1, 1999 through April 30, 2000 request
approval and payment of only 50 percent of its fees for the NAFTA Services
and indicate that Jones Day has deferred the collection of the remaining 50
percent of those fees.

As of the end of August, 2000, the Court has approved, and Jones Day has
received payment for, fees relating to NAFTA Services for the period from
October 1, 1999 through December 31, 1999, in the amount of $234,893 and
Jones Day has requested approval of, but the Court has not yet approved,
fees relating to NAFTA Services for the period from January 1, 2000 through
April 30, 2000, in the amount of $46,915.

                          The NAFTA Proceeding

In the NAFTA Proceeding, TLGI, on its own behalf and on behalf of LGII, and
co-claimant Raymond Loewen seek $725 million in damages arising from
alleged violations of certain provisions of NAFTA by the United States
government in connection with a 1995 judgment in the Mississippi state
court action captioned O'Keefe v. The Loewen Group Inc.

Because of the complexity and novelty of the issues raised by the NAFTA
Proceeding, Jones Day lawyers have been required, and anticipate that they
will continue to be required, to devote a significant amount of time and
resources to this matter.

                     Proposed Revised Fee Arrangement

The Debtors submit that, in light of the significant time and attention
that the matter requires, the Debtors' limited resources and the
possibility of a large recovery in the NAFTA Proceeding, Jones Day and the
Debtors have agreed to revise the Postpetition Fee Arrangement to a
contingent fee arrangement, retroactive to December 1, 1999, subject to the
Court's approval, and the Creditors' Committee has indicated consent.

Under the revised arrangement, if the NAFTA Proceeding results in a
Successful Conclusion in the form of a final judgment or award in
arbitration in any amount for TLGI, LGII or any other Loewen-related entity
against the United States government, or a settlement with the United
States government, then Jones Day shall be entitled to a Contingent
Payment. The Contingent Payment will be equal to 20 percent of the net
recovery, not to exceed $30,000,000 (U.S.). The Net Recovery shall be the
net amount payable to TLGI, LGII or any other Loewen-related entity, after
subtracting any amounts paid to Raymond Loewen, or adding any amounts
received from Raymond Loewen, either through settlement or the damages
allocation arbitration.

The revised arrangement also provides that:

(1) Jones Day will litigate the NAFTA Proceeding in accordance with "the
      litigation plan for a full contingent fee arrangement described in the
      Jones Day April 14, 2000 draft case plan.

(2) Jones Day will waive any entitlement to the 50 percent of legal fees
      it deferred for the period from October 1, 1999 through November 30,
      1999;

(3) Jones Day is not required to return to the Debtors any fees already
      paid for the NAFTA Services arising prior to November 30, 1999;

(4) The Debtors will pay for 100 percent of the out-of-pocket expenses,
      including experts' fees, incurred in connection with the NAFTA
      Proceeding;

(5) In accordance with the procedures established by the Court under the
      Administrative Order, Jones Day will submit its expenses incurred in
      connection with the NAFTA Proceeding to the Court for approval on a
      monthly basis, together with other fees and expenses incurred on
      behalf of the Debtors;

(6) Upon Court approval, the Debtors will pay Jones Day each month's NAFTA
      Expenses or the amount approved by the Court in full.

(7) The Revised Fee Arrangement will be binding on any successors to or
      assignees of the claims being asserted by TLGI, on its own behalf or
      on behalf of LGII, in the NAFTA Proceeding or any proceeds of such
      claims.

In respect of the $52,639 in fees for NAFTA Services included in the
December 1, 1999 through April 30, 2000 fee applications, the parties
request that the Court authorize the Debtors to credit this amount against
the payment of the first monthly fee application approved by the Court
after the commencement of the Revised Fee Arrangement.

The Debtors note that the Revised Fee Arrangement will permit the Debtors
to avoid incurring any further hourly fees in connection with the NAFTA
Proceeding while continuing to aggressively pursue a recovery in the
proceeding.

The Debtors tell Judge Walsh that the Revised Fee Arrangement addresses the
cost of continued prosecution of the NAFTA Proceeding by allocating nearly
all of the risk associated with the outcome of the proceeding to Jones Day
in exchange for a relatively limited stake in the recovery, drawing the
Court's attention to the capping of the Contingent Payment's at $30,000,000
and the limit to 20 percent of the Net Recovery, which the Debtors say is
substantially lower than that frequently approved by courts. The Debtors
also remind the Court that, under the Revised Fee Arrangement, Jones Day is
waiving its right to any fees for the NAFTA Services going forward, as
compared to deferring the collection of 25 percent of its hourly fees under
the Original Fee Arrangement.

Accordingly, the Debtors ask Judge Walsh to approve, pursuant to section
328 of the Bankruptcy Code, 11 U.S.C. sections 101-1330, the revised fee
arrangement between the Debtors and Jones, Day, Reavis & Pogue with respect
to Jones Day's representation of TLGI in the proceeding captioned The
Loewen Group Inc. and Raymond L. Loewen v. United States, which is
currently pending before the Dispute Resolution Tribunal established under
the North American Free Trade Agreement ("NAFTA"). (Loewen Bankruptcy News,
Issue No. 27; Bankruptcy Creditors' Service, Inc., 609/392-0900)


LONGS DRUG: Says Same-Store Sales & Margins Will Weaken in 3rd Quarter
----------------------------------------------------------------------
Longs Drug Stores (Walnut Creek, CA) is in need of a cure, F&D Reports'
Scrambled Eggs publication says. Longs continued to disappoint during the
second quarter ended July 27, 2000, as operations deteriorated. Total sales
rose 12.1% to $991.1 million and net income increased 5.2% to $17.2
million, however, the gains were primarily related to the acquisition of 31
former Rite Aid stores last November and a non-recurring legal settlement,
respectively. Meanwhile, the acquired stores continue to underperform. Debt
increased due to store acquisitions and Common Stock repurchases, which in
turn drove down the interest coverage ratio, although, the Company's
balance sheet remains one of the strongest in the industry and coverage is
adequate. At the end of the second quarter, the Company had reduced
borrowing availability, necessitating the negotiation of two $10 million
credit lines in the third quarter. As a signal of its ongoing difficulties,
F&D observes, the Company recently issued a third quarter earnings warning
due to expected weakness in same-store sales and gross margin.


MALIBU ENTERTAINMENT: Lender Agrees to Waive Credit Facility Defaults
---------------------------------------------------------------------
Malibu Entertainment Worldwide, Inc. (OTC Bulletin Board: MBEW) announced
that the Company and its primary lender agreed to an amendment of the
Company's credit agreement.

The holder of $20.4 million of secured debt has waived the previously
announced event of default under the credit agreement. The credit
agreement, under which $20.4 million of secured debt is outstanding, has
been amended to  

         (1) restructure the repayment schedule for this debt,

         (2) eliminate all covenants requiring the Company to maintain
             financial ratios and similar financial requirements,

         (3) to remove certain restrictions on the Company in connection
             with asset divestitures,

         (4) to require the Company to use 80% of the proceeds of
             divestitures to repay this debt, rather than specific dollar
             amounts, and

         (5) to establish a specific asset marketing and disposition plan.

As amended the indebtedness must be reduced as follows: to $17 million by
November 30, 2000, to $9 million by April 30, 2001 and to $5 million by
June 30, 2001. Previously, the Company had been required to reduce its
indebtedness to $10 million by June 2000. The Company has agreed to pay the
primary lender a $500,000 amendment fee which will be waived in its
entirety by the lender if the Company satisfies the amended payment
schedule. The Company recently entered into a contract for the sale of one
of its parks which, if completed, will provide funds sufficient to satisfy
the November 30, 2000 repayment requirement. While the Company expects the
transaction to close, there can be no assurance that it will close or as to
the timing of such closing.

The Company is continuing its strategic plan to divest certain assets,
which may include sale-leaseback arrangements and other property management
arrangements, in an effort to generate cash to fund its working capital,
debt service and capital expenditure requirements and to repay
indebtedness. There can be no assurance that the Company will be able to
complete such divestitures, or, if so, as to the timing, terms or effects
thereof.

As previously announced, if the Company is unsuccessful in selling these
assets, in securing certain sale-leaseback arrangements, in obtaining other
financing or in modifying the terms of its existing indebtedness or if the
proceeds of such sales are significantly less than their estimated value,
the Company may be required to liquidate assets, significantly alter its
operations or take other extraordinary steps to preserve cash and satisfy
its obligations. If the Company is unable to take such actions or they are
not sufficient to permit the Company to continue to operate, the Company
may seek or be forced to seek to restructure or reorganize its liabilities,
including through proceedings under the federal bankruptcy laws.

Headquartered in Dallas, Texas, Malibu Entertainment Worldwide, Inc. is a
leader in the location-based entertainment industry, operating 20 parks in
7 states under the SpeedZone, Malibu Grand Prix and Mountasia brands,
primarily clustered in Texas, California, Georgia and Florida.

The Company's plans, estimates and beliefs concerning the future contained
in this press release are forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Actual results may
differ materially from those reflected herein due to a variety of factors
that could effect the Company's operating results, liquidity and financial
condition, such as risks associated with the Company's need to generate
cash, general economic conditions, the ongoing need for capital
improvements, changes in demographics, competitive considerations and other
factors.


MASCOTECH INC: Moody's Downgrades 4.5% Convertible Sub Debentures To B2
-----------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of MascoTech, Inc., in
conjunction with the company's pending recapitalization transaction.
MascoTech's publicly-traded $305 million of outstanding 4.5% convertible
subordinated debentures due December 15, 2003 were downgraded to B2, from
B1. MascoTech's existing $1.3 billion of senior secured bank credit
facilities were downgraded to Ba3, from Ba2. These existing bank facilities
will be repaid, and their rating will be withdrawn, immediately upon
closing the proposed transaction. Moody's assigned a Ba3 rating to $1.3
billion of new senior secured bank credit facilities, which will finance
the merger consideration at closing, as well as MascoTech's general ongoing
corporate needs. MascoTech's $600 million shelf registration for senior
debt, subordinated debt and preferred stock, respectively, was downgraded
to (P)Ba3/(P)B2/(P)"b3" from (P)Ba2/(P)B1/(P)"b2". MascoTech's senior
implied rating was downgraded to Ba3, from Ba2, and MascoTech's senior
unsecured issuer rating was downgraded to B2, from Ba3. The company's debt
ratings had been placed on review for possible downgrade on August 15,
2000, in response to the company's announcement that it had executed a
definitive recapitalization agreement to merge with an affiliate of
Heartland Industrial Partners, LP ("Heartland") as part of a going-private
transaction which will result in a change of control.

The company's ratings incorporate Moody's evaluation of the impact of the
negotiation of definitive agreements regarding the structure and financing
of the recapitalization transaction, as well as the operating strategy and
prospects for the company going forward. The outlook is stable.

MascoTech will remain the surviving company upon merging with Heartland's
merger subsidiary, but will be converted from an operating company into a
non-operating holding company. The substantial majority of MascoTech's
remaining assets will be contributed to a newly-formed and wholly-owned
direct operating subsidiary, still to be named, but referred to here as
"NewCo". NewCo (along with certain foreign operating subsidiaries on a
limited basis) will be the primary borrower under the new $1.3 billion bank
credit agreement, and will be added as a co-obligor along with MascoTech
under the $305 million issue of 4.5% convertible subordinated debentures
due December 15, 2003.

The rating actions reflect MascoTech's high pro forma leverage (including
preferred stock and off-balance-sheet financing); moderate cash interest
coverage; and the risk that the company may have to utilize its bank senior
secured revolving credit availability to refinance up to $205 million of
the $305 million of subordinated debt maturing in 2003 (well before the
maturity of the senior secured bank credit agreement). The ratings also
reflect the company's primarily Tier II status as a component supplier;
limited reliance on long-term OEM contracts to evidence material levels of
booked business; substantial exposure to the cyclical automotive industry,
which is believed to be at a high point in its cycle; low average content
per vehicle; and small size relative to many of its competitors. MascoTech
also faces high ongoing capital expenditures needs and integration risks
associated with both recently completed and future acquisitions. The $250
million accordion feature to potentially increase the size of the new
credit agreement poses an additional risk factor. This feature would most
likely be activated to support acquisition activity in conjunction with
Heartland's stated "buy, build and grow" strategy. To offset this risk,
both Heartland and the agent bank have expressed a strong intention to keep
the company credit neutral after giving effect to any material
acquisitions. MascoTech will notably have substantial off-balance sheet
financing capabilities, in the form of up to $175 million in receivables
financing as well as operating leases to support approximately 20% of
future capital expenditures.

The rating actions also consider MascoTech's strengths. These include the
company's number one position in most of its key niche markets; advanced
metal forming capabilities and focus on higher-margin technically-
engineered products; product presence on almost every North American
automobile and light truck, as well as on an increasing number of European
vehicles; increasing outsourcing trend by the OEM's; and long eight-to-10
year product lives which outlive specific platforms. MascoTech also
benefits from diverse customer base business lines; strong operating
margins relative to its peer group; significant recent investment in state-
of-the art manufacturing technologies; and a healthy EBITA return on
assets. Additional positive factors include the pending transition from a
public to private company, which will eliminate the need to manage the
stock price; significant reinvestment of the equity holdings of the former
Chairman and of minority owner and former parent Masco Corp.; the sale of
several existing non-operating equity investments for about $125 million;
and the expectation that MascoTech's product lines will continue to be
broadened to enable the company to increase content per vehicle and deliver
more modules. Support and beneficial structural features include a standby
note purchase commitment from Masco Corp. which could be applied to
refinance up to $100 million of the $305 million of subordinated debt upon
the 2003 maturity; and provisions under the new bank facility to assure
that sufficient availability exists to repay the $205 million balance of
these subordinated notes at maturity, in the absence of another viable
refinancing alternative.

The total transaction value (excluding fees) is approximately $2 billion
and represents approximately 6.0x pro forma September 30, 2000 LTM EBITDA
and 5.8x pro forma fiscal year end December 31, 2000 LTM EBITDA.
Consideration to be paid out to the company's public shareholders is $16.90
cash per share, or approximately $780 million; this amount will be
increased by a portion of proceeds in the event of a future sale of
MascoTech's Saturn Electronics and Engineering affiliate. In addition, $1
billion of debt will be refinanced and $326 million of debt will be
assumed. In addition to the new $1.3 billion committed bank credit
facility, additional sources of new financing will include a total of
approximately $433 million that will be invested by Heartland and its co-
investors in new cash common equity; approximately $36 million that will be
invested by Masco Corp. in new cash redeemable preferred stock; and roughly
$90 million of existing equity that will be rolled over by MascoTech's
former chairman, Masco Corp. and certain members of the board of directors
and management. Given the recapitalization structure, no adjustment of
assets and liabilities will occur, and the accounting treatment will be as
a treasury stock transaction.

MascoTech's existing management team is expected to remain substantially
intact and will continue to run the company. The one notable exception is
that a new chief executive officer will be brought on-board. Heartland,
several of whose members have strong automotive and industrial backgrounds,
will also provide guidance.

The senior bank credit facilities will consist of a $300 million six-and-
one-half year senior secured revolving credit facility, a $550 million six-
and-one-half year senior secured term loan A, and a $450 million eight-year
senior secured term loan B. The company will have the ability to activate a
$250 million accordion feature, subject to lender support at the time of a
request by MascoTech. The Ba3 rating reflects the benefits and limitations
of the collateral package, which will consist of a first priority interest
in all assets of MascoTech, NewCo, and any existing and future direct and
indirect domestic subsidiaries (excluding any subsidiaries housing the
receivables financing facility or investments to be sold). Additionally,
first priority pledges of 100% of existing and future direct and indirect
domestic subsidiaries and up to 65% of foreign subsidiaries will be
provided, which will not be subject to the above subsidiary exclusions.
Each of the credit facilities will receive a pari passu interest in the
collateral package, and collateral sharing in the event of bankruptcy will
be required among the lenders in all facilities, no matter which country
the funds were drawn in. Guarantees will be provided by MascoTech, NewCo
and each existing or future domestic subsidiary (and any foreign
subsidiaries to the extent that there are no negative tax consequences).
The Ba3 rating of the senior secured bank facilities is the same as the
senior implied rating, reflecting that the facilities comprise the majority
of MascoTech's debt and will be supported by limited tangible asset
coverage.

The B2 rating of the $305 million of 4.5% convertible subordinated rating
reflects the contractual subordination of these notes to the secured credit
facility. Since NewCo will be added as a co-obligor of these convertible
subordinated notes, no additional structural subordination will be created
by the recapitalization. However, these notes are not supported by
subsidiary guarantees. Since these convertible subordinated notes do not
contain a change of control provision and their rights are not being
compromised, they are not required to be repaid in conjunction with the
pending transaction.

The senior unsecured issuer rating applies to unguaranteed creditworthiness
of the parent holding company and reflects a lack of material operating
assets at that level. The two-notch downgrade of this rating reflects the
improvement in the terms for the convertible subordinated debentures upon
the recapitalization, giving the holders of the convertible subordinated
debentures a potentially much stronger claim at the operating company
level.

MascoTech's pro forma annual sales are roughly $1.75 billion. Upon closing
the go-private transaction, leverage will initially be substantial. Pro
forma closing LTM "Total Debt/EBITDA" is approximately 4.0x excluding
preferred stock; 4.2x including $36 million in preferred stock; and 4.5x
also including an average of $120 million in off-balance sheet receivables
financing. Pro forma closing LTM interest coverage, as measured by "EBITDA-
CapEx/Cash Interest+Preferred Dividends" is moderate at 1.7x. Capital
expenditures are expected to initially average at about $100 million on a
gross basis and $80 million on a net basis after operating leases, in
excess of depreciation expense as the company continues to grow its
capabilities. Management believes that there is an ability to reduce
capital spending by roughly 30% for a couple of years, in the event that
there is an unexpected material revenue downturn.

Pro forma debt-to-book capitalization of roughly 97% and negative $710
million of tangible net worth upon closing will reflect the existing
negative TNW and the withdrawal of equity in the recapitalization. These
figures also reflect a significant difference between the accounting
valuation of the company's assets and their perceived economic value. Pro
forma "Total Debt/Revenues" is high at about 80%. The pro forma EBITA
return on total assets is strong at almost 14%.

MascoTech, headquartered in Taylor, Michigan, is a diversified industrial
manufacturing company that utilizes advanced metalworking capabilities to
supply metal formed components used in vehicle engine and drive train
applications, specialty fasteners, towing systems, packaging and sealing
products and other industrial products.


MATTEL, INC.: Fitch Affirms Senior Notes at BBB+ with Negative Outlook
----------------------------------------------------------------------
Fitch has affirmed its ratings of Mattel Inc. following the company's
announcement of its agreement to sell The Learning Company (TLC), a
reduction in its dividend, and a new restructuring program. Mattel's senior
notes are affirmed at 'BBB+' and its commercial paper at 'F2'.
Approximately $2.1 billion of debt is affected by the rating action. The
Rating Outlook remains Negative.

The affirmation reflects the immediate benefits of the sale of TLC and the
dividend reduction, and the longer-term benefit of the new restructuring
program. The action also reflects the strong market position of Mattel's
portfolio of core brands offset by the company's weakened financial profile
as a result of the TLC acquisition and its subsequent losses. The sale of
the TLC business does not include an immediate cash component, and the
level of future consideration is uncertain. However, the sale eliminates a
substantial cash drain and reduces operating uncertainty while allowing
management to focus entirely on its core toy business.

The $130 million of annual cash savings from the dividend reduction and the
estimated $200 million of pretax savings over the next three years from the
restructuring program will enable the company to pay off debt and
strengthen its balance sheet. These actions will also enable the company to
restore its margins to historical levels over the longer term. Further,
Mattel has put its share repurchase program on hold and does not plan to
make any major acquisitions over the near term. As a result, Fitch expects
a significant reduction in financial leverage over the next 18 months, with
total debt to EBITDA improving from 2.3 times (x) in 1999 to a range of
1.0-1.5x.

The Negative Rating Outlook reflects the ongoing softness in Mattel's
traditional toy business. While this business has recently shown some signs
of strengthening, it continues to be dampened by the more competitive and
dynamic nature of the toy industry, with children turning to computers at a
younger age.


MATTEL, INC.: Moody's Confirms Prime-2 Rating On Company's Commercial Paper
---------------------------------------------------------------------------
Moody's Investors Service lowered the long-term ratings for Mattel, Inc. to
Baa2 from Baa1 and confirmed the Prime-2 rating of the company for
commercial paper. The action followed the announcement that Mattel will
take a loss in connection with the sale of The Learning Company, as well as
new restructuring charges related to the continuing businesses. The outlook
for the rating is negative reflecting the uncertainties around the timing
of the sale of The Learning Company, combined with ongoing concerns about
the changing scope of competition in the toy industry because of shifting
play patterns and new technologies. The restructuring charge is partially
meant to produce savings through enhanced supply chain management, but
Moody's believes that there are significant challenges in implementing such
changes, especially given the seasonal nature of the business. Mattel has
taken numerous restructuring and other charges over the past several years,
some of them with significant cash components.

The following ratings were lowered:

    a) Mattel, Inc.: Senior unsecured debt rating to Baa2 from Baa1;

    b) Senior unsecured MTN debt rating to Baa2 from Baa1;

    c) The Prime-2 rating of the company for commercial paper was confirmed.

The acquisition of The Learning Company in 1999 was meant to fill a
strategic gap in the more traditional product line-up at Mattel, but
integration did not go as planned. Results at the acquired company were
hurt in 1999 by high product returns, rebates and receivables write-offs,
resulting in a $200 million loss for the year, and losses have continued
throughout 2000. In January 2000, Mattel hired Bernard Stolar, formerly
from Sega, to turnaround the business, but later decided to put the
business up for sale and treat it as a discontinued operation.

Mattel's new CEO, Robert Eckert, made it a priority to stop the earnings
and cash drain from The Learning Company before year-end. The sale to Gores
Technology will accomplish this, but without recognition of the significant
cash proceeds that Mattel expected. To help to compensate for the cash
drain, the company will cut its dividend. Moody's views this as a positive
step, reflecting the new management team's commitment to restoring the
company's financial strength. Nevertheless, Moody's noted that Mattel's
financial position is significantly weaker than before the acquisition, and
the downgrade reflects our view that its financial ratios are unlikely to
be in line with those of a Baa1 company for some time.

Moody's said that the ratings also incorporate Mattel's dependence on a few
large customers, the seasonality of its business and concerns about changes
in the toy industry. Despite the strength of its core brands, Mattel's
earnings and cash flow are likely to show greater volatility than those of
other investment grade consumer product companies, given the sharp shifts
that can occur in the popularity of certain toy products.

Moody's noted that Mattel continues to enjoy a solid franchise as the
largest toy maker in the United States. Its leading position results from
strong brands, which include Barbie, Fisher-Price, Disney licensed
products, and Hot Wheels. It has furthermore reduced its dependence on
Barbie as a percent of its total sales in recent years, and undergone a
shift towards "just-in- time" inventories that has helped to free up
working capital. Commercial paper borrowing needs are seasonal and tend to
be self-liquidating because of retail receivables collections. The company
maintains committed bank back-up lines that exceed CP outstanding during
most of the year, and utilizes receivable sales to offset needs during peak
borrowing season.

Mattel, Inc. headquartered in El Segundo, California, is a worldwide leader
in the design, manufacture and marketing of children's products.


MICROAGE, INC.: Sets-Up Auction Process to Sell Teleservices Subsidiary
-----------------------------------------------------------------------
MicroAge Inc. announced that its MicroAge Teleservices, L.L.C., subsidiary
has filed a voluntary petition for reorganization under Chapter 11 of the
Bankruptcy Code and will be sold through competitive bidding procedures
under Section 363 of the U.S. Bankruptcy Code.

On April 13, 2000, MicroAge and certain of its subsidiaries commenced a
voluntary Chapter 11 proceeding in order to facilitate the restructuring of
its business. MicroAge Teleservices, which supplies its clients with a wide
range of inbound and outbound teleservices, including technical support
services, was excluded from the filing at that time.

"After careful evaluation, we have determined that the sale of our
Teleservices subsidiary is in the best interests of our business, our
employees and our creditors," said MicroAge Chairman and Chief Executive
Officer Jeffrey D. McKeever.

"Under new ownership, Teleservices should be able to capitalize on
individual strengths and expand its market share, while having greater
access to the financial resources necessary to continue to prosper and
grow."

Consistent with auction procedures under Section 363 of the Bankruptcy Code
and a motion to be filed with the Bankruptcy Court on Monday, Oct. 2, 2000,
the deadline to submit documents supporting preliminary qualification of
purchase will be Oct. 19, 2000. The auction sale is currently scheduled at
1:30 p.m. on Oct. 25, 2000 at the U.S. Bankruptcy Court for the District of
Arizona in Phoenix.

In addition, MicroAge announced that it has approved an agreement with ULA,
LLC to purchase the assets of MicroAge Teleservices, subject to higher and
better bids at the auction to be conducted before the Court currently
scheduled for Oct. 25.

ULA, LLC is an Arizona limited liability corporation formed by the
prospective buyers including United Parcel Service, private investor
Humberto Lopez and John Andrews, president, MicroAge Teleservices and 16
year MicroAge veteran.

MicroAge Inc. provides B2B technology solutions and infrastructure
services. The corporation is composed of information technology businesses,
delivering ISO 9001-certified, multi-vendor integration services and
solutions to large organizations and computer resellers.

The company does business in more than 20 countries and offers over 250,000
products from more than 1,000 suppliers backed by a suite of technical,
financial, logistics and account management services. More information
about MicroAge is available at www.microage.com.


OLD STANDARD: S&P Affirms Insurer's Bbpi Financial Strength Rating
------------------------------------------------------------------
Standard & Poor's affirmed its double-'Bpi' financial strength rating on
Old Standard Life Insurance Co.

Key rating factors include the company's weak liquidity, erratic earnings,
and volatility in its premium revenues, partially offset by good
capitalization.

The company mainly writes individual, flexible premium deferred, and
single-premium deferred annuity products, distributed primarily through
brokers. The company derives all its business from Idaho, Oregon, Utah,
Montana, and North Dakota, and is licensed in these states along with South
Dakota and Utah. The company, which began operations in 1990, is based in
Boise, Idaho.

Major Rating Factors:

    -- The company has a history of instability in premium revenue, combined
        with a liquidity ratio of 14.4% and erratic earnings. Annual premium
        growth has varied from negative 26.9% to positive 188.8% since 1995.

    -- The company displays a narrow product and geographic scope, with more
        than 45% of direct business in Idaho.

    -- The company's ratio of risk assets to total adjusted capital, at
        48.9%, is above the industry average.

    -- Capitalization remains good, as indicated by a Standard & Poor's
        capital adequacy ratio of 121.1%. Capital and surplus have grown at
        a compound annual rate of 43.4% since 1991. Total adjusted capital
        was $19.7 million at year-end 1999 versus $12.6 million in 1998.

In 1995, ownership of the company was transferred from Metropolitan
Mortgage & Securities Co. Inc. to Summit Group Holding Co., an affiliate by
common ownership.

Although the company (NAIC:88579) is a member of Consumers Group , the
rating does not include additional credit for implied group support.


OLD WEST: S&P Affirms Insurer's Bbpi Financial Strength Rating
--------------------------------------------------------------
Standard & Poor's affirmed its double-'Bpi' financial strength rating on
Old West Annuity & Life Insurance Co.

Key rating factors include the company's limited business scope, erratic
earnings, and weak liquidity, partially offset by good capitalization.
The company mainly writes individual annuity products, distributed
primarily through brokers. Based in Boise, Idaho, the company derives all
of its business from Idaho, California, Texas, Utah and Arizona. It is
licensed in these states along with Delaware and New Mexico. It began
operations in 1966.

Major Rating Factors:

    -- Standard & Poor's believes the company is strategically important to
        its parent, Old Standard Life Insurance Co. (rated double-'Bpi'), by
        which it is wholly owned, and group support is therefore a factor in
        the rating.

    -- Capitalization is good, as indicated by a Standard & Poor's capital
        adequacy ratio of 117.8%. Capital and surplus have grown at a
        compound annual rate of 39.9% since 1991. Total adjusted capital was
        $8.2 million at year-end 1999 versus $6.0 million in 1998, a 36.7 %
        increase.

    -- The company is somewhat aggressive with respect to risk assets (at
        60.6% of capital). The largest class of risk assets is $2.6 million
        in bonds rated double-'B', which represent 32% of capital.

    -- The company's history of volatile earnings, combined with a Standard
        & Poor's liquidity ratio of 6.1%, is a limiting factor.

    -- The company (NAIC:76791) has a history of volatile premium revenues.


ORCHID ASSOCIATES: Case Summary and 13 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Orchid Associates, LLC
          350 Camino Gardena Boulevard
          Boce Raton, FL 33432

Chapter 11 Petition Date: September 29, 2000

Court: District of Delaware

Bankruptcy Case No.: 00-03805

Debtor's Counsel: Laura Davis Jones
                    Pachuiski Stang Ziehi Young & Jones PC
                    919 North Market Street, 16th Floor
                    Wilmington, DE 19899-8705
                    (302) 652-4100
                    Fax:(302) 652-4400

Total Assets: $ 10 Million Above
Total Debts : $ 10 Million Above

13 Largest Unsecured Creditors:

EPX
Laura Souder
One Corporate Commons
100 W Common Blvd Suite 214
New Castle, DE 19720       
(888) 798-3133                            Trade Debt         $ 1,799,423

International Brands Marketing
Mark Kravits
311 N. University Drive
Suite 625
Coral Springs, FL 33065
(954) 795-8900                            Trade Debt          $ 636,498

Promotion Marketing Systems
Credit Manager/President
53 Robinson Blvd
Orange, CT 06477    
(203) 929-1940                            Trade Debt          $ 295,467

APAC Teleservices, Inc.                   Trade Debt          $ 181,198

South West Direct                         Trade Debt          $ 104,638

Davis-Panzer Merchandizing                Trade Debt           $ 40,605

Best Direct Int'l Limited                 Trade Debt           $ 12,850

Quota Phone, Inc.                         Trade Debt           $ 12,291

Phone Interactive Communication           Trade Debt            $ 5,855

Power Images                              Trade Debt            $ 5,687

Think Tek. Inc.                           Trade Debt            $ 1,080

Berger & Davis, PA                        Trade Debt              $ 248

First American Credco                     Trade Debt               $ 78


PILGRIM'S PRIDE: Moody's Places Ratings On Review For Possible Downgrade
------------------------------------------------------------------------
Moody's Investors Service has placed the ratings of Pilgrim's Pride
Corporation on review for a possible downgrade following its announcement
of a definitive agreement to acquire all the outstanding stock of WLR Foods
for cash . Ratings affected include the company's $100 million 10 7/8%
senior subordinated notes, due 2003, rated B1; its senior implied rating of
Ba2; and its unsecured issuer rating of Ba3.

Moody's review will consider the strategic benefits of the acquisition to
Pilgrim's Pride, which include extending its geographic reach and customer
base in the U.S., stepping up its business scale materially, and potential
for cost savings. The review will also consider the challenges of
integrating WLR, which is large relative to Pilgrim Pride's existing
business, and the impact of debt financing the acquisition on Pilgrim's
Pride's credit profile.

The cost of the WLR acquisition will be approximately $300 million,
including assumed/refinanced debt of $60 million. The acquisition is
expected to close in December 2000, and Pilgrim's Pride intends to finance
the acquisition with debt. The $300 million cost of the acquisition is at a
steep multiple to WLR's fiscal 2000 (ending 7/1/00) EBITDA of approximately
$25 million.

Pilgrim's Pride, based in Pittsburgh, Texas, is a producer of fresh and
further processed chicken products in the U.S. and Mexico.


SAFETY-KLEEN: Moves to Assume North Las Vegas Lease for New Facility
--------------------------------------------------------------------
Safety-Kleen Corp. moves the Court for authority, pursuant to 11 U.S.C.
Sec. 365(a), to assume an unexpired lease of "build-to-suit" nonresidential
real property located in North Las Vegas, Nevada, entered into by Safety-
Kleen Systems, Inc. Additionally, the Debtors ask Judge Walsh to preserve
their right, pursuant to 11 U.S.C. Sec. 365(f), to assign the Las Vegas
Lease at some later date to a third-party.

For $7,500 per month, SK Systems leases from ATP, LLC, certain real
property commonly known as Donovan Way, North Las Vegas, Nevada. The
property is approximately 1.39 acres (of a 2.44 acre parcel), and will be
improved by a 9,600 square foot building to be constructed by ATP following
SK Systems' specifications, The Las Vegas Lease is dated September 23,
1999, and runs for 10 years with two 5-year options.

Assumption of the Las Vegas Lease, the Debtors tell the Court, is necessary
to continue their Las Vegas operations in the future. The Debtors
currently operate a facility in Las Vegas that serves as the center of
branch operations, warehousing and distributing for the Las Vegas and
surrounding areas. The Debtors relate several reasons that the Existing

Facility must be moved to a new location:

    * the operating permits for the Existing Facility are set to expire in
       2003. Because the Existing Facility is in what is now a commercial/
       residential zone, SK Systems will not be able to renew the permits
       for that site.

    * the 5,000 square foot Existing Facility (which is located on a 15,000
       square foot site) no longer can adequately support day-to-day
       operations, let alone the need to grow the Las Vegas operations.

    * the Existing Facility is located in a crime ridden area, posing a
       danger to the Debtors' property and, more importantly, to their
       employees.
(Safety-Kleen Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


SOUTH CAMERON: Bankruptcy Judge Schiff Approves Hospital's Repayment Plan
-------------------------------------------------------------------------
After months of delays, U.S. Bankruptcy Court Judge Gerald Schiff approved
bankrupt South Cameron Memorial Hospital's repayment plan last week,
according to The Baton Rouge Advocate. Schiff had delayed final approval of
the repayment several times to allow the Health Care Finance Administration
(HCFA) to review the plan and decide whether or not to accept it. HCFA's
acceptance of the plan during a brief hearing cleared the way for Schiff to
confirm the chapter 9 bankruptcy of the Lower Cameron Hospital Service
District Board of Commissioners. The Opelousas, La. hospital owes HCFA
between $7 million and $12 million because of Medicare overpayments in 1997
and 1998 and also owes the Louisiana Department of Health and Hospitals
about $100,000 and an estimated $240,000 to more than 100 other unsecured
creditors. (ABI 29-Sep-00)


TULTEX CO.: Judge Approves Sale of Customer Service Center to Sara Lee
----------------------------------------------------------------------
A bankruptcy judge has approved the sale by the Tultex Co. of its customer
service center in Henry County to Sara Lee Activewear. The closing of the
$11,000,000 sale was tentatively set, according to Lynn Tavenner, an
attorney representing Tultex in bankruptcy proceedings. Tultex Corp., a
Martinsville clothing maker, filed for Chapter 11 bankruptcy Dec. 3, 1999.
Company officials have acknowledged Tultex's efforts to pay creditors might
fall short by hundreds of millions of dollars. The company reportedly had
invested approximately $60 million in the customer service center alone.
(New Generation Research, Inc., 29-Sep-00)


UNIDIGITAL, INC.: Image Enhancer Files for Chapter 11 in Delaware
-----------------------------------------------------------------
Reuters states, Unidigital, Inc. together with five affiliates filed for
bankruptcy protection under Chapter 11 last week in U.S. Bankruptcy Court
in Delaware. The American Stock Exchange announced recently to delist the
company stock, after failing to meet payments on secured debt. AMEX has
stopped trading its stock since Aug. 30. Chairman William Dye, President
Peter Saad, and Anthony Manser owns 5 percent of the company. The New York-
based company, manufactures large format digital images (wallscapes,
building wraps, vinyl billboards) for clients in fields such as advertising
and retail.


UNIDIGITAL INC: Case Summary and 19 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Unidigital Inc.
          Pier 40
          W Houston Street at Hudson River
          New York, New York 10014

Affiliates: Mega Art Corp.
              Unison (NY) Inc. d/b/a Kwik International Color
              Unison (MA) Inc.
              SuperGraphics Corporation
              SuperGraphics Holding Company, Inc.

Type of Business: The company, together with its affiliates, is a media
                    services company that provides large and grand format
                    digital image solutions combined with a full suite of
                    digital "premedia" services to advertising agencies,
                    retailers, publishers, graphic design firms, consumer
                    product companies, government agencies, individual
                    graphic artists and marketing and communications firms
                    in both the United State and Europe. The company
                    delivers its services primarily through two principal
                    business divisions. The Media Solutions division creates
                    and produces large and grand format images for out-of-
                    home advertising and develops new media concepts and
                    program solutions. The Premedia Services division
                    provides digital premedia, including retouching and
                    short-run digital printing services.

Chapter 11 Petition Date: September 29, 2000

Court: District of Delaware

Bankruptcy Case No.: 00-03806

Debtor's Counsel: Neil B. Glassman, Esq.
                    Steven M. Yoder, Esq.
                    Elio Battista Jr., Esq.
                    The Bayard Firm
                    222 Delaware Avenue, Suite 900
                    P.O. Box 25130
                    Wilmington, DE 19899
                    (302) 655-5000

Total Assets: $ 143,151,603
Total Debts : $ 222,669,974

19 Largest Unsecured Creditors:

Mass Mutual
Peter L. Borowitz, Esq.
c/o Debevoise & Plimpton
875 Third Avenue
New York, NY 10022
(212) 909-6000
Fax:(212) 909-6836                                      $ 21,649,000

Miki Lazar
Herwigsmhlenweg 3c
Kassel 34123
Germany
(001) 49 561 950 6500
Fax:(011) 49 561 950 6504                                $ 1,500,000

FOA & Son Corporation
Shelly Stern
333 Earle Ovington Boulevard
Mitchell Field, NY 11553-3644
(516) 228-1234 Ext. 204
Fax:(516) 228-1235                                         $ 356,512

Ehud Aloni
377 W. 11th Street, Apt. 3A
New York, NY 10014                                         $ 350,000

Internal Revenue Service                                   $ 229,080

Buchanan Ingersoll                                         $ 217,173

American Express                                           $ 136,709

Walter N. Danrich Organization                             $ 65,769

Gramercy Leasing Services, Inc.                            $ 47,732

Seligson, Rothman & Rothman                                $ 37,500

Larry Wooddell                                             $ 27,500

Jaffoni & Collins, Inc.                                    $ 21,174

Helfand & Helfand                                          $ 15,000

Skyline Credit Ride, Inc.                                   $ 7,369

Eldan Properties LTD.                                       $ 5,228

Federal Express Corporation                                 $ 3,692  

Charter Financial, Inc.                                     $ 3,522

Reliable                                                    $ 2,461

Vivian Huang                                                $ 2,300


VENCOR, INC.: Files Plan of Reorganization in Delaware Bankruptcy Court
-----------------------------------------------------------------------
Vencor, Inc., announced that it has filed its plan of reorganization with the United
States Bankruptcy Court for the District of Delaware.  The Plan represents an
important step toward finalizing a consensual arrangement among the Company's senior
bank lenders, holders of the Company's $300 million 9 7/8% Guaranteed Senior
Subordinated Notes due 2005, the United States Government and the Company's unsecured
creditors.

      The Company is continuing its negotiations with Ventas, Inc. (NYSE: VTR)
(the Company's principal landlord) regarding the treatment to be provided to
Ventas in the Plan. The Company believes, however, that it has substantially
completed the negotiations of the broad economic terms of the amended master
lease agreements with Ventas. The Plan incorporates these terms and compromise
positions to the remaining unresolved issues between the Company and Ventas. The
Company also is continuing to work with the Government to finalize the precise
terms of its settlement. The economic terms of the Company's settlement with the
Government have been agreed upon as well as the precise language of a Corporate
Integrity Agreement that will take effect upon the Company's emergence from
bankruptcy.

      "Our goal from the outset of the reorganization has been to attain a
sustainable capital structure for Vencor that will be fair to all lenders,
landlords and other creditors and that will enable us to continue to provide
high quality care to those people who cannot take care of themselves," said
Edward L. Kuntz, chairman, chief executive officer and president of Vencor. "The
development of our plan of reorganization is a significant step toward achieving
that goal."

      Mr. Kuntz added that "While our discussions with Ventas are not completed,
we believe we have reached substantial agreement on the material economic terms
of our landlord/tenant relationship.  Our plan reflects those terms and
compromise positions to the remaining open issues that have slowed our progress
over the past few months.  With the support of our major creditor
constituencies, we intend to push forward to achieve confirmation of the plan."

      A summary of certain material provisions of the Plan is attached to this
release.  The summary does not purport to be complete and is qualified in its
entirety by reference to all of the provisions of the Plan, including all
exhibits and documents described therein, as filed with the Court and as may
otherwise be supplemented.

      In addition to the factors noted below, the confirmation and consummation
of the Plan are subject to a number of material conditions including, without
limitation, the receipt of the requisite acceptances from various creditor
classes to confirm the Plan and the Court's determination that the Plan
satisfies the statutory requirements for confirmation under the bankruptcy code.
There can be no assurance that the Plan as submitted will be confirmed or
consummated.

      Vencor and its subsidiaries filed voluntary petitions for reorganization
under Chapter 11 with the Court on September 13, 1999. Throughout the Chapter 11
process, the Company has maintained normal operations in its nursing centers and
hospitals.

      "The continuing fulfillment of our promise to meet the needs of our
residents, patients and customers and maintain business as usual during the
reorganization is a testament to the dedication and commitment of our
employees," said Mr. Kuntz.  "They have embraced the challenges of the
reorganization process and have remained focused on our patient care mission."

      Vencor, Inc. is a national provider of long-term healthcare services
primarily operating nursing centers and hospitals.

                      SUMMARY OF THE PLAN OF REORGANIZATION

      The following is a summary of certain material provisions of the Plan. The
summary does not purport to be complete and is qualified in its entirety by
reference to all of the provisions of the Plan, including all exhibits and
documents described therein, as filed with the Court and as may otherwise be
supplemented.

      The Plan provides for, among other things, the following distributions:

      Senior Bank Claims
      ------------------

      The holders of the senior bank claims will receive, in the aggregate, new
senior subordinated secured notes in the principal amount of $300 million,
bearing interest at the rate of LIBOR plus 450 basis points, with a bullet
maturity of seven years (the "New Senior Subordinated Secured Notes"). The
interest on the New Senior Subordinated Secured Notes will commence after the
first two fiscal quarters following the effective date of the Plan, and the
Company will pay its $25.9 million obligation under the Government Settlement in
the first two fiscal quarters following the effective date of the Plan, as
described below. In addition, holders of the senior bank claims will receive an
aggregate distribution of 65.5% of the new common stock of the reorganized
Company (subject to dilution from stock issuances occurring after the effective
date of the Plan).

      Senior Subordinated Noteholder Claims
      -------------------------------------

      The holders of claims under the senior subordinated notes will receive, in
the aggregate, 24.5% of the new common stock of the reorganized Company (subject
to dilution from stock issuances occurring after the effective date of the
Plan). In addition, these holders will receive, in the aggregate, warrants
issued by the Company for the purchase of an aggregate of 7,000,000 shares of
new common stock, with a five-year term, which will consist of warrants for
2,000,000 shares priced at a price per share equal to a $450 million equity
value, and warrants for 5,000,000 shares priced at a price per share equal to a
$500 million equity value.

      Ventas Claim
      ------------

      Ventas will receive the following treatment under the Plan:

      The master leases with Ventas will be assumed as amended, and will replace
the original master lease agreements as of the effective date of the Plan (the
"Amended Leases").  The principal economic terms of the Amended Leases are as
follows:

           (a) A decrease of $52 million in the aggregate minimum rent from the
annual rent as of May 1, 1999 to a new initial aggregate minimum rent of $174.6
million as of the effective date of the Plan.

           (b) A 2% annual cash escalator in the aggregate minimum rent
(beginning on May 1, 2001), and a 1.5% annual accrued rent escalator (with an
interest accrual at 6% per annum), which will become payable in cash and
converted to a cash escalator on a prospective basis upon the repayment or
refinancing of the New Senior Subordinated Secured Notes.

           (c) A one-time option, that can be exercised by Ventas 5 1/2 years
after the effective date of the Plan, to reset the aggregate minimum rent under
the Amended Leases to the then current fair market rental in exchange for a
payment of $5 million to the Company.

           (d) Under the Amended Leases, the "Event of Default" provisions also
will be substantially modified.

      In addition to the Amended Leases, Ventas will receive a distribution of
10% of the new common stock of the reorganized Company (subject to dilution from
stock issuances occurring after the effective date of the Plan).

      Ventas will enter into a tax escrow agreement with the Company that
provides for the escrow of a federal income tax refund received in 2000 and
certain other federal and state income taxes until the expiration of the
applicable statutes of limitation for the auditing of the refunds.  The escrowed
funds will be available for payment of certain tax deficiencies during the
escrow period.  At the end of the escrow period, the Company will be entitled to
100% of the proceeds in the escrow account.

      All other agreements between the Company and Ventas, except those modified
by the Plan, will be assumed by the Company as of the effective date of the
Plan.

      United States Claim
      -------------------

      Subject to obtaining applicable government approvals, the claims of the
United States Government (other than claims of the Internal Revenue Service and
non-monetary criminal claims, if any) will be settled through a government
settlement entered into with the Company and Ventas which will be effectuated
through the Plan (the "Government Settlement").  Under the Government
Settlement, the Company will pay the Government a total of $25.9 million, which
will be paid as follows: (i) $10 million on the effective date of the Plan and
(ii) an aggregate of $15.9 million during the first two fiscal quarters
following the effective date, plus accrued interest at the rate of 6% per annum
beginning as of the effective date of the Plan.  Ventas will pay the Government
a total of $103.6 million, which will be paid as follows:  (i) $34 million on
the effective date of the Plan and (ii) the remainder paid over five years,
bearing interest at the rate of 6% per annum beginning as of the effective date
of the Plan.  In addition, the Company will repay the remaining balance of the
PIP obligation (approximately $71.4 million as of June 30, 2000) pursuant to the
terms previously agreed to by the Company.  As previously announced, the Company
has entered into a Corporate Integrity Agreement which will become effective on
the effective date of the Plan.

      General Unsecured Creditors Claims
      ----------------------------------

      The general unsecured creditors of the Company will be paid the full amount
of their claims existing as of the date of the Company's reorganization filing.
The payments will be made in the form of equal quarterly payments paid over
three years with interest at the rate of 6% per annum from the effective date of
the Plan.  A convenience class of unsecured creditors, consisting of creditors
holding claims in an amount less than or equal to an amount to be established by
the Company, will be paid in full on the effective date of the Plan.

      Preferred Stockholder and Common Stockholder Claims
      ---------------------------------------------------

      The holders of preferred stock and common stock of the Company will not
receive any distributions under the Plan.

      Other Significant Provisions
      ----------------------------

      The Board of Directors of the reorganized Company will consist of:  (i)
Edward L. Kuntz; (ii) four directors selected by the holders of the senior bank
claims; and (iii) two directors selected by the holders of the senior
subordinated noteholder claims.

      A performance share plan will be approved under the Plan that provides for
the distribution of 600,000 shares of new common stock to certain key employees
of the Company.  The shares will be distributed to participants in three
installments based upon the reorganized Company achieving specific equity
values. In addition, a new stock option plan will be approved under the Plan for
the issuance of stock options for up to 600,000 shares of new common stock to
certain key employees of the Company.  The Plan also will provide for the
continuation of the Company's current retention plan for its employees.  In
addition, the Company will pay performance bonuses upon the effective date of
the Plan.


VENCOR, INC.: Ventas Does Not Support Vencor's Preliminary Plan
---------------------------------------------------------------
Ventas, Inc. (NYSE:VTR) said that it does not support the preliminary plan
of reorganization filed by its primary tenant, Vencor, Inc.
(OTC/BB:VCRIQ.OB) and that the plan will require changes on substantive
issues before Ventas will support it.

"We have consistently said that Ventas will support a consensual agreement
that is fair and reasonable and that gives Ventas an opportunity to share
in Vencor's future profitability in exchange for current rent concessions,"
Ventas President and CEO Debra A. Cafaro said. "The terms of the
preliminary plan of reorganization filed by Vencor do not go far enough. We
will continue to work aggressively toward a consensual plan of
reorganization of Vencor that we can all support. Until there is agreement
on all terms of Vencor's plan, there is no agreement on any of the terms of
its plan."

Earlier, Vencor announced the filing of its preliminary plan of
reorganization to emerge from Chapter 11 bankruptcy. Changes can be made to
the preliminary plan following the filing date. If Vencor's creditors
approve a plan, it would likely become effective late in the fourth quarter
of 2000 or in the first quarter of 2001.

Ventas, Vencor's major creditors and Vencor have been engaged in
negotiations to restructure Vencor's debt and lease obligations since mid-
1999. Vencor filed for Bankruptcy Court protection on September 13, 1999.

TERMS OF VENCOR'S PRELIMINARY PLAN OF REORGANIZATION

The following terms are included in the preliminary plan of reorganization
filed by Vencor:

   -- Ventas would receive annual rent of $180.7 million beginning May 1,
      2001 through April 30, 2002, of which $2.6 million would be non-cash
      accrued rent. Ventas would retain all rent received through the
      effective date of the plan, which if approved, would likely occur late
      in the fourth quarter of 2000 or early in the first quarter of 2001.
      For a brief interim period, between the plan's effective date and May
      1, 2001,  monthly rent would be $14.55 million;

   -- In addition to the current 2% annual cash escalator contained in its
      leases with Vencor, Ventas would receive a 1-1/2% annual non-cash rent
      escalator that would accrue until the occurrence of certain specified
      events and then convert to a cash escalator totaling 3-1/2% per year;

   -- Ventas would have a one-time right to reset the rents for the
      facilities, exercisable in 2006, to a then fair market rental rate for
      a total fee of $5 million;

   -- Ventas would receive 10% of the common stock in reorganized Vencor;

   -- The plan contemplates a comprehensive settlement of all civil claims
      and other billing disputes against Vencor and Ventas by the Department
      of Justice, acting on behalf of the Health Care Financing
      Administration and the Department of Health and Human Services' Office
      of the Inspector General, in which Ventas would agree to pay the
      government $103.6 million, of which $34 million would be paid at the
      effective date of the Vencor reorganization plan. The balance ($69.6
      million) would bear interest at 6% per annum and be payable in equal
      quarterly installments over a five year term. Vencor would pay the
      government a total of $25.9 million as follows: $10 million on the
      effective date of its reorganization plan and the balance (with
      interest at 6% per year) during the first two fiscal quarters
      following the effective date of the plan;

   -- Vencor would reaffirm and continue its indemnification obligations to
      Ventas under the agreements governing the 1998 spin-off of Vencor from
      Ventas.

Other terms of Vencor's preliminary plan include:

   -- The holders of Vencor Senior Bank Debt would reduce the principal and
      accrued interest amount of their debt from approximately $570 million
      to $300 million in exchange for 65.5% of the common stock in the
      restructured Vencor. The $300 million debt would have a term of seven
      years and bear interest at LIBOR plus 450 basis points, with no
      required amortization. In addition, no interest would accrue on the
      debt for the two quarters following the effective date of Vencor's
      reorganization plan;

   -- The holders of Vencor's Senior Subordinated Notes would convert their
      claims into approximately 24.5% of the common stock in restructured
      Vencor, and would receive warrants in restructured Vencor. The
      warrants would be divided into two tranches and would be exercisable
      at equity valuations of $450 million and $500 million;

   -- The preliminary plan contemplates that Vencor would receive a
      revolving credit facility for its working capital needs upon emerging
      from bankruptcy.

                           VENCOR'S LEVERAGE STATISTICS

Under terms of the plan proposed, Vencor's adjusted debt burden would be
reduced by $1 billion to approximately $2.4 billion (excluding any exit
financing). Such a restructured Vencor would have an adjusted debt to
EBITDAR ratio of approximately 6 times, based on annualized results for the
first six months of 2000. EBITDAR is defined as earnings before interest,
taxes, depreciation, amortization and rent. Adjusted debt is the sum of (i)
total funded debt plus (ii) annual lease obligations multiplied by a factor
of eight. In addition, Vencor currently has accumulated approximately $200
million in cash that it may use to satisfy certain of its pre-petition
obligations and further reduce its debt burden.

                             VENTAS CREDIT AGREEMENT

Ventas would be in compliance with the covenants under its bank credit
agreement if the preliminary plan of reorganization filed by Vencor were to
become effective by December 31, 2000. Ventas intends to engage in
discussions with its lenders to obtain a waiver or amendment of this
covenant if it appears that an acceptable plan will not become effective by
December 31, 2000. There can be no assurance that Ventas would obtain such
a waiver or amendment.

                                     SUMMARY

We believe that Vencor's financial problems are a consequence of the
adoption and implementation of the Prospective Payment System by Medicare
in 1998, which decimated the entire long-term care sector. Last year,
however, pressure on the industry began to ease with the relief that came
from the Balanced Budget Refinement Act (BBRA), which has allowed Vencor's
operations to stabilize. We expect further improvement to the system during
this fall's legislative session that will allow Vencor to be paid fairly
for the services it provides to seniors.

"We want to conclude the negotiations with Vencor and its creditors so that
we can move Ventas forward," Cafaro said. "We see preliminary indications
of improvement in the healthcare sector that will present an opportunity
for Ventas to build on our existing portfolio of valuable assets. But our
first priority is to complete a reorganization of Vencor that is fair and
equitable for Ventas shareholders."

There can be no assurance that Vencor will be successful in obtaining the
approval of its creditors for a restructuring plan, that any such plan will
be on terms acceptable to Ventas, Vencor and its creditors, or that any
restructuring plan will not have a material adverse effect on Ventas. Nor
can there be any assurance that Vencor and Ventas will be able to reach a
settlement with the Department of Justice, or that any such settlement will
be on terms acceptable to Ventas. Ventas does not presently intend to issue
further updates on the terms of the proposed restructuring.

Ventas is a real estate investment trust whose properties include 45
hospitals, 218 nursing centers and eight personal care facilities operating
in 36 states.


VIDEO CITY: Applies to Employ Special Counsel to Attack Fleet Retail
--------------------------------------------------------------------
Video City, Inc., and its debtor affiliates seek a court order approving
the employ of Troop Steuber Pasich Reddick & Tobey LLP as special counsel
for each of the debtors.

The firm will serve as special counsel in order to render the following
professional services:

    i)  To assist and advise applicant regarding its rights against Fleet
         Retail Finance, Inc. with respect to Fleet's actions prior to
         bankruptcy and in challenging and addressing Fleet's claims against
         the estates;

    ii) To appear for and represent Applicant in prosecuting the Legal
         Proceeding and any other legal action or adversary proceeding that
         may be necessary against Fleet;

To advise and to assist Applicant in connection with real estate and tax
matters to the extent issues related thereto arise during the course of the
bankruptcy cases and the services of Applicant are needed.


WARNACO GROUP: Lenders Back Refinancing Agreements to August 2002
-----------------------------------------------------------------
The Warnaco Group, Inc. (NYSE:WAC) announced that 100% of its lender
groups, led by The Bank of Nova Scotia, Salomon Smith Barney, Inc.,
Citibank, N.A., Morgan Guaranty Trust Company of New York, Commerzbank,
A.G. and Societe Generale, earlier today approved agreements to amend and
extend up to $2.56 billion of existing financing facilities on a secured
basis through August 12, 2002.

The Company said that the closing of the new facility agreements, which is
expected to be completed by October 6, 2000, remains subject only to
customary closing conditions including the execution of final
documentation.

As part of the agreements reached with the lender groups approving the
financing transactions, Warnaco said that it agreed to reduce overall
lender commitments to $2.56 billion from $2.9 billion, which the Company
said it expects will provide sufficient working capital liquidity going
forward, and to suspend future cash dividends on Warnaco's common stock.
Warnaco expects to complete the payment of the previously declared cash
dividend of $0.09 per share of common stock payable on October 5, 2000 to
holders of record as of September 6, 2000. The Company said it also
received a limited waiver of compliance with financial covenants in certain
of its existing debt facilities in order to facilitate completion of the
financing transactions by October 6, 2000. Warnaco said that upon
satisfaction of the closing conditions to and completion of the planned
transactions, the Company will have no material debt maturing prior to
August 2002. The amended financing facilities will be secured by assets
owned by Warnaco and its subsidiaries.

Warnaco said that it anticipates taking an after-tax charge in the third
quarter of 2000 of approximately $50 to $60 million in connection with
additional operating initiatives being implemented. These initiatives are
expected to create annualized cost savings of $50 million through
additional workforce reductions, inventory clearance and facility
consolidations. Commenting on its revised outlook for Warnaco's 2000 fiscal
year, the Company said that it now expects to report an operating loss,
before charges and investment gains, in the range of $0.25 to $0.30 per
diluted share for the 2000 fiscal year and in the range of $0.45 to $0.50
per diluted share for the third quarter of the 2000 fiscal year. The
revised outlook takes into account reduced revenues from sales to retailers
as a result of the difficult business environment affecting the apparel
industry in general, increased interest expense upon completion of the
financing transactions, and additional markdowns in connection with further
inventory reductions. Warnaco said that it will announce actual results for
the third quarter of 2000 on or about November 2, 2000 as previously
scheduled.

Linda Wachner, chairman and chief executive officer of Warnaco, said, "Our
new financing agreements, which have now been approved by all of the
members of our lender groups and which we expect to complete next week,
together with the operational initiatives that we have been implementing
and expanding over the last several months, provide a foundation for the
Company's future performance. We expect that our earlier global operating
initiatives program and the additional operating initiatives that we are
presently implementing should result in substantial improvement in
operating earnings and Warnaco returning to profitability in 2001. The very
difficult business environment facing the apparel industry generally for
the remainder of this year and Warnaco's present and anticipated near-term
financial performance underscore the prudence of our agreement with our
lenders to suspend future common stock dividends at this time. We are fully
engaged and committed to achieving enhanced financial performance, building
the long-term business enterprise value of our Company and reinstating the
common stock dividend when appropriate in the future."

Warnaco said that the revised bank commitment letter from its lead lenders
and the limited waivers will be filed on Form 8-K with the Securities and
Exchange Commission.

The Warnaco Group, Inc., headquartered in New York, is a leading
manufacturer of intimate apparel, menswear, jeanswear, swimwear, men's and
women's sportswear, better dresses, fragrances and accessories sold under
such brands as Warner's(R), Olga(R), Fruit of the Loom(R) bras, Van
Raalte(R), Lejaby(R), Weight Watchers(R), Bodyslimmers(R), Izka(R), Chaps
by Ralph Lauren(R), Calvin Klein(R) men's, women's, and children's
underwear, men's accessories, and men's, women's, junior women's and
children's jeans, Speedo(R)/Authentic Fitness(R) men's, women's and
children's swimwear, sportswear and swimwear accessories, Polo by Ralph
Lauren (R) women's and girls' swimwear, Oscar de la Renta(R), Anne Cole
Collection(R), Cole of California(R) and Catalina(R) swimwear, A.B.S.(R)
Women's sportswear and better dresses and Penhaligon's(R) fragrances and
accessories.


WASTE MANAGEMENT: Announces $191MM Sale Agreement for Sweden Operations
-----------------------------------------------------------------------
Waste Management Inc. (NYSE:WMI) announced that its wholly owned
subsidiaries have reached agreement to sell its operations in Sweden to
Miljoservice Sverige AB, a subsidiary of SITA, and Sydkraft AB, for
approximately $191 million.

The Company said it expects the sale to be completed in the fourth quarter.
The transaction is subject to approval of regulatory authorities and other
customary conditions.

The sale stems from Waste Management's strategy to re-focus the Company on
its North American waste operations. The Company noted that this sale
brings the total announced sales agreements to approximately $2.4 billion.
Waste Management subsidiaries are in discussions with other parties
regarding the divestiture of certain 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 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.


WATERS DESIGN: Case Summary
---------------------------
Debtor: Waters Design Associates, Inc.
          22 Cortlandt Street
          New York, NY 10007

Chapter 11 Petition Date: September 29, 2000

Court: Southern District of New York

Bankruptcy Case No.: 00-14575

Debtor's Counsel: Yann Geron, Esq.
                    Geron & Associates, P.C.
                    317 Madison Ave.
                    Suite 1421
                    New York, NY 10017
                    (212) 682-7575
                    Fax:(212) 682-4218
                    Email: notices@geronlaw.com

Total Assets: $ 1,210,000
Total Debts :   $ 939,958  


WESTLAND PARCEL: Lawsuits Prompts California Developer's Chapter 11 Filing
-------------------------------------------------------------------------
Land developer Westland Parcel J Partners LLC, based in Signal Hill,
Calif., the Tribune Business News reports, filed for bankruptcy protection
on Sept. 21 in U.S. Bankruptcy Court.  The company faced two lawsuits
claiming roughly $820,000 in damages, accusing breach of contract and
misrepresentations of work done.  Aeroxec Services and Candace Larned
Enterprises will now get to resolve their claims in federal bankruptcy
court.  The Tribune indicated that it couldn't reach President David Neary
for comment.

                                *********

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