TCR_Public/001117.MBX         T R O U B L E D   C O M P A N Y   R E P O R T E R

           Friday, November 17, 2000, Vol. 4, No. 226

                           Headlines

AMF BOWLING: Financial Advisor Hired & Restructuring Talks Begin
CCC OF MARYLAND: Case Summary and 20 Largest Unsecured Creditors
COHO ENERGY: Reports Continued Losses Post-Chapter 11
CONSOLIDATED STORES: S&P Puts Credit Rating on Watch Negative
DECORA INDUSTRIES: Announces Second Quarter Fiscal 2001 Results

FAMILY HEALTH: S&P Lowers Financial Strength Rating to CCCpi
FINOVA GROUP: Posts $274.1 Net Loss in Third Quarter
GARDEN.COM: Gardening Operations Halted & Selling Business Assets
GROUP HEALTH: S&P Affirms BBpi Rating, Citing HMO's Weak Earnings
HARNISCHFEGER INDUSTRIES: Summary of Debtor's Reorganization Plan

HARVARD INDUSTRIES: Closing Pottstown Die Casting Facility in 2001
HEALTH PLAN: S&P Lowers HMO's Financial Strength Rating to Bpi
HVIDE MARINE: Reports $3.1MM Net Loss in Third Quarter
INTELLISYS GROUP: California Court Okays MCSi Asset Purchase Deal
JITNEY JUNGLE: A Year of Chapter 11 Brings New Alternatives

LEUCADIA NATIONAL: Fitch Places Debt Ratings on Watch List
LOEWEN GROUP: Deutsche Bank Withdraws Series C Claim
MAXICARE HEALTH: Raises $8.1 Million from Stock Sale
MEDICAL RESOURCES: 3Q Results Show Restructuring Successes
NATIONAL ENERGY: Reports Chapter 11 Plan Substantially Consummated

NAVISTAR FINANCIAL: Fitch Affirms BBB Ratings; Outlook Negative
NEVADA BOB'S: Tony Loth Leaves Post As President, CEO and CFO
NEVADA BOB'S: Ozer Group Orchestrating Sale of Corporate Stores
OWENS CORNING: Seeks Court Approval of Merger with Servicelane.com
OWENS CORNING: Third Quarter Sales Decline Compared To A Year Ago

PARACELSUS HEALTHCARE: 3Q Results & Chapter 11 Bankruptcy Status
PRECISION AUTO: 1st Quarter Ending Oct. 31 Shows $2.7M Loss
PRESBYTERIAN HEALTH: S&P Assigns CCCpi Financial Strength Rating
PRIME RETAIL: Sells 4 Centers, Fortress Extends $71MM Financing
PROGRESSIVE DAIRIES: Case Summary $ 20 Largest Unsecured Creditors

REGAL CINEMAS: 3Q Loss of $113MM Leads to Covenant Defaults
RMM RECORDS: Case Summary and 20 Largest Unsecured Creditors
SCOUR, INC: Shuts Down Scour Exchange Community To Sell Assets
SELECT MEDIA: Engages Marcum & Kliegman as New Auditors
SOUTHDOWN INC: S&P Lowers Corporate Credit Rating to BBB-

STREAMLINE.COM: Internet Grocer Discontinuing Service on Nov. 22
TESSERACT GROUP: Chairman John T. Golle Resigns
UAB OF NEW LIFE: Case Summary and 5 Largest Unsecured Creditors
VENCOR, INC: Stipulates to Relief from Stay on Negligence Claim
WAXMAN INDUSTRIES: Announces Financial Results for Fiscal 2001

* BOOK REVIEW: Workouts & Turnarounds II

                           *********

AMF BOWLING: Financial Advisor Hired & Restructuring Talks Begin
---------------------------------------------------------------
AMF Bowling, Inc. (NYSE: PIN) reported operating results for the
third quarter and nine months ended September 30, 2000.

For the third quarter of 2000, AMF reported consolidated revenue
of $162.1 million compared with $182.8 million for the same
quarter in 1999. Recurring consolidated EBITDA, which excludes
refinancing charges recorded in the third quarter of 2000 and
restructuring and other special charges recorded during the third
quarter of 1999, was $15.6 million, a 8.2% decrease compared with
$17.0 million for the same quarter in 1999. (EBITDA is a measure
of operating cash flow that represents operating income before
interest, taxes, depreciation, amortization and non-operating
expenses.) Net loss was $57.1 million, or $.68 per share, compared
with a net loss before extraordinary item of $109.5 million, or
$1.43 per share, for the same quarter of 1999.

For the first nine months of 2000, the Company reported
consolidated revenue of $532.3 million, a 2.6% decrease compared
with $546.5 million for the same period in 1999. Recurring
consolidated EBITDA for the nine months ended September 30, 2000
was $88.9 million, which was flat compared with $88.9 million for
the same prior year period. Net loss for the first nine months of
2000 was $118.9 million, or $1.42 per share, compared with a net
loss before extraordinary item of $182.3 million, or $2.79 per
share, for the same period in 1999.

At September 30, 2000, AMF had total debt of $1,311.2 million,
including $250.0 million outstanding under its revolving credit
facility, compared with $1,221.2 million at December 31, 1999.

BOWLING CENTERS OPERATING RESULTS

For the third quarter of 2000, the Bowling Centers segment
reported revenue of $126.6 million, an increase of 0.6% compared
with $125.9 million for the same quarter in 1999, after taking
account of the impact of closing 16 centers. In the U.S., constant
center revenue improved $4.9 million, or 5.2%, primarily due to an
increase in open play. International constant center revenue,
impacted by unfavorable currency translation, decreased $3.0
million, or 9.9%. Recurring EBITDA for the Bowling Centers segment
during the third quarter of 2000 was $19.2 million, an increase of
6.7% compared with $18.0 million for the third quarter of 1999.
Recurring EBITDA margin for the third quarter of 2000 was 15.2%
compared with 14.3% for the third quarter of 1999. The higher
recurring EBITDA margin was primarily due to the favorable
constant center revenue growth and improved management of
operating expenses.

For the nine months ended September 30, 2000, Bowling Centers
reported revenue of $427.9 million compared with $427.8 million
for the same period in 1999, essentially flat after taking account
of the impact of closing 16 centers since September 30, 1999. On a
worldwide basis, constant center revenue was up 1.2% for the nine
months. Recurring EBITDA for the nine months ended September 30,
2000 was $97.7 million, a decrease of 3.7% compared with $101.5
million for same period in 1999. Recurring EBITDA margin was 22.8%
in the nine months ended September 30, 2000 compared with 23.7%
for the same period in 1999. The lower EBITDA margin in 2000 was
primarily attributable to modest constant center revenue growth
and higher growth in certain operating expenses including payroll.

BOWLING PRODUCTS OPERATING RESULTS

For the third quarter of 2000, the Bowling Products segment
reported revenue of $42.0 million, a decrease of 30.8% compared
with $60.7 million for the same quarter in 1999. The decline in
sales to Asia in all product categories accounted for much of the
difference. Recurring EBITDA for the third quarter of 2000 was
$2.3 million compared with $5.1 million for the same quarter of
1999. Management believes that the results for Bowling Products
may have been adversely affected by the uncertainty created by the
pending financial restructuring, as discussed below.
For the nine months ended September 30, 2000, Bowling Products
reported revenue of $118.9 million, a decrease of 9.7% compared
with revenue of $131.6 million for the same period in 1999. The
decline in revenue primarily reflected decreased sales to Asia and
lower Consumer Products sales. Recurring EBITDA for the nine
months ended September 30, 2000 was $7.6 million compared with
$4.5 million for the same period in 1999.

RESTRUCTURING UPDATE

On August 14, 2000, the Company announced its intention to
consider options to reduce long-term debt and interest expense.
The Company entered into an amendment to its Credit Agreement that
provided a waiver of its financial covenants through December 31,
2000, and a permanent reduction for available borrowing under its
revolver to $255 million by year-end. The Company continues to
have adequate financial resources to maintain normal operations in
Bowling Centers and Bowling Products under the existing revolver.
The Company has delivered to the bank group a preliminary
restructuring plan which the banks approved on October 15, 2000 as
a framework for negotiation and subject to further approval of a
definitive plan.

On September 15, 2000, the Company did not make the required
interest payment on its Senior Subordinated Notes. As a result,
these notes could be accelerated and lead to cross defaults of the
Company's other debt including the existing revolver. However, the
Company has not received any notice of acceleration.

The Company has retained a financial advisor to evaluate its
restructuring alternatives. These alternatives include a
consensual, negotiated restructuring of the Company's debt through
a reorganization plan to be filed under Chapter 11 and other
possible methods to reduce debt and improve its capital structure.
These alternatives are likely to have a material adverse effect on
the ability of shareholders and long-term debt holders to recover
their investment in AMF. The Company has begun discussions with
the banks and with the advisors to certain bondholders to further
develop a restructuring plan that will be acceptable to all
parties. The Company is unable to predict the timing of completion
of these discussions or the formulation of a definitive plan.
However, if the timing extends beyond the end of the year, which
appears likely, another waiver or amendment of the Credit
Agreement may be required.

The Company is also exploring ways to improve its operations in
connection with this financial restructuring. Potential savings
from cost reductions would be used to fund a major new initiative
to establish a training school for center managers and staff, as
well as enhanced compensation and benefit programs for center
personnel, to be implemented in 2001.

As the largest bowling company in the world, AMF owns and operates
527 bowling centers worldwide, with 408 centers in the U.S. and
119 centers in nine other countries. AMF is also a world leader in
the manufacturing and marketing of bowling products. The company
also manufactures and sells the PlayMaster, Highland and
Renaissance brands of billiards tables. Information about AMF is
available on the Internet at http://www.amf.com.


CCC OF MARYLAND: Case Summary and 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: CCC of Maryland, Inc.
         197 First Avenue
         Needham, MA 02494

Affiliate: CareMatrix Corporation, a Delaware corporation;
            CareMatrix of Massachusetts, Inc., a Delaware  
              corporation;
            MD Securities Corporation, a Delaware corporation
            Lakes Region Villages LLC, a New Hampshire limited  
              liability company
            Dominion Village at Chesapeake, LP, a Delaware limited
              partnership
            Dominion Village at Poquoson, LP, a Delaware limited
              partnership
            Dominion Village at Williamsburg, LP, a Delaware
              limited partnership
            CCC of Maryland, Inc., a Delaware corporation
            CareMatrix of Needham, Inc., a Delaware corporation
            CareMatrix of Dedham, Inc., a Delaware corporation

Type of Business: CareMatrix Corporation and its various
                   affiliated debtor subsidiaries, including CCC
                   of Maryland, Inc., are providers of assisted
                   living and other long-term care services to the
                   elderly.

Chapter 11 Petition Date: November 9, 2000

Court: District of Delaware

Bankruptcy Case No.: 00-04166

Debtor's Counsel: Paul D. Moore, Esq.
                   Duane, Morris & Heckscher LLP
                   One International Place, 14th Floor
                   Boston, MA 02110-2600
                   (617) 598-3100

Total Assets: $ 2,939,120
Total Debts : $ 9,722,307

20 Largest Unsecured Creditors

Sundance Rehabilitation                                  $ 100,391

Respiratory Health Services                               $ 80,795

Allied Pharmaceutical Services                            $ 60,000

SHG Finance Company                                       $ 53,155

Optimum Choice                                            $ 50,655

McKesson                                                  $ 37,911

Frederick Produce Co. Inc.                                $ 32,519

Potomac Electric Power Comp                               $ 31,074

Global Medical, LLC                                       $ 24,440

McKesson General Medical                                  $ 20,921

Verizon                                                   $ 20,738

Washington Surburban Sanitary                              $ 7,168

Citrano Medical Lab                                        $ 6,698

Care Computer Systems, Inc.                                $ 6,562

Thyssen Elevator Company                                   $ 5,043

Shapirio                                                   $ 4,600

EcoLab                                                     $ 4,543

Walter Fanburg                                             $ 4,500

Cloverland/Green Spring Dairy                              $ 4,072

Drs. Lenkin & Shumacher, P.A.                              $ 4,000


COHO ENERGY: Reports Continued Losses Post-Chapter 11
-----------------------------------------------------
Coho Energy, Inc. (OTCBB:CHOH) announced its financial and
operating results for the period ended September 30, 2000.
The Company emerged from bankruptcy on March 31, 2000 under the
direction of a new management team and a new board of directors.

The near term emphasis has been to increase production and cash
flow to provide a stable base of future working capital. Daily
barrel of oil equivalent production ("BOEPD") has increased from
10,314 BOEPD for the three months ended September 30, 1999 to
10,749 BOEPD for the three months ended September 30, 2000. Cash
flow provided by operating activities (before working capital
adjustments) was $8.2 million for the current three month period
as compared to cash flow used in operating activities of $1.7
million for the same three month period in 1999. Earnings before
interest, taxes, depreciation, amortization and reorganization
costs were $12.6 million for the current three month period
compared to $8.2 million for the same period in 1999.

For the three months ended September 30, 2000 the Company reported
a loss of $23.0 million, ($1.23 per share) as compared with a loss
of $10.7 million ($16.77 per share) in the same period in 1999.
For the nine month period ended September 30, 2000 the Company's
loss was $40.0 million ($3.13 per share) as compared with a loss
of $29.8 million ($46.59 per share) for the same nine month period
in 1999. The 2000 losses include reorganization costs of $277,000
for the three month period and $12.5 million for the nine month
period. The 2000 loss for the nine month period also includes an
extraordinary loss of $4.4 million on the extinguishment of debt.

The 1999 losses include reorganization costs of $910,000 for the
three month period and $2.7 million for the nine month period. The
2000 losses include noncash contingent interest charges of $22.5
million for the three month period and $26.5 million for the nine
month period associated with the additional interest feature of
its new subordinated debt as discussed more fully below.

In connection with its bankruptcy reorganization, the Company
borrowed $72 million in subordinated debt. This debt bears
interest at a minimum annual rate of 15% plus, after March 31,
2001, an additional interest charge equal to 1/2% for every $0.25
that the actual price for the Company's oil and gas production
exceeds $15 per barrel of oil equivalent up to a maximum of 10% of
additional interest per year. This additional interest feature is
considered an embedded derivative instrument for accounting
purposes. The aggregate, undiscounted amount of additional
interest payments through maturity of the debt was estimated at
March 31, 2000, the inception date of the new debt, using the
future crude oil and natural gas price curves at such date. These
estimated additional interest payments were added to interest
payments due based on the minimum annual rate of 15% to determine
the effective interest rate of 18.04% for the seven year term of
the debt. The aggregate, undiscounted amount of additional
interest was redetermined at June 30, 2000 and September 30, 2000
using the then current crude oil and natural gas price curves. As
a result of increases in the future crude oil and natural gas
price curves during the six month period from March 31, 2000, the
additional interest calculations at June 30, 2000 and September
30, 2000 were $4.0 million and $26.5 million higher than the
amount of additional interest calculated at the inception of the
debt. The increase of $26.5 million for the period from March 31,
2000 to September 30, 2000 in the estimated additional interest
due through maturity of the debt was charged to interest expense
during the nine months ended September 30, 2000, $4.0 million
recognized in the second quarter and $22.5 million recognized in
the third quarter.

Operating revenues increased significantly during the nine month
period of 2000 as compared to the same period in 1999 as a result
of a 74% increase in the price received for crude oil and a 62%
increase in the price received for natural gas in addition to an
increase in production between the comparable periods. Production
expenses increased during the first nine months of 2000 compared
to the same period in 1999 due to an accelerated well repair
program to increase production. Cost reductions implemented in
connection with the bankruptcy reorganization resulted in lower
general and administrative costs during the nine months ended
September 30, 2000 as compared to the same period in 1999.

The Company's capital expenditure program during the six month
period following emergence from bankruptcy was conservative and
generally targeted the Company's lower risk capital projects.
During this six month period, the Company only drilled 15 wells on
its operated fields, including three Mississippi wells and 12
Oklahoma wells. Eleven of the 15 wells were productive wells, one
of the wells was completed as a waterflood injection well and
three wells were unsuccessful, including one exploratory dry hole
in Mississippi. Production increases generated by this
conservative capital expenditure program were substantially offset
by production declines in the Oklahoma and Texas nonoperated
properties, as a result, the Company has only experienced a 3%
increase in third quarter production over the level of production
in the first quarter of 2000. During this six month period, new
management has been evaluating future capital projects and
developed a capital expenditure program through the end of 2001 to
further increase production. The primary emphasis of this capital
expenditure program is to develop the Company's proved undeveloped
reserves and associated probable reserves through development
drilling together with recompletions on existing wells and
initiation or expansion of waterflood programs in three of the
Oklahoma fields and one of the Mississippi fields.

Coho Energy, Inc. is a Dallas based oil and gas producer focusing
on exploitation of underdeveloped oil properties in Oklahoma and
Mississippi.


CONSOLIDATED STORES: S&P Puts Credit Rating on Watch Negative
-------------------------------------------------------------
Standard & Poor's triple-'B' corporate credit rating on
Consolidated Stores Inc. remains on CreditWatch with negative
implications.

When the sale of Consolidated Stores' KB Toys division is
completed, Standard & Poor's will affirm the company's triple-'B'
corporate credit rating and assign a negative outlook. The rating
will also be removed from CreditWatch at that time. The rating was
placed on CreditWatch with negative implications on March 15,
2000, following the company's announcement that it was considering
strategic alternatives in its operations. Management has since
concluded that it will divest its KB Toys division, which
represents more than 33% of its revenues.

The rating is based on Consolidated Stores' position as the
nation's largest closeout retailer, the potential for improved
operations and cash flow following the divestiture of KB Toys,
resistance to economic downturns, and a moderate financial policy.
These strengths are mitigated by inconsistent operating
performance over the past two years.

Consolidated Stores is the clear leader in the closeout industry,
with about a 70% market share. This benefit allows the company to
purchase entire categories of discontinued merchandise at about
20% below the cost to discounters. Standard & Poor's believes that
prospects for the closeout industry remain favorable, as it should
continue to be an important channel for manufactures to sell
discontinued products because of frequent repackaging and new
product introductions. Consolidated Stores' business has some
resistance to economic downturns as products are typically non-
discretionary and are offered at significantly reduced prices.

The company has experienced inconsistent operating performance
over the past two years, primarily as a result of difficulties in
integrating MacFrugal's Bargains-Close-Out, which it acquired in
1997. Inventory reductions and out-of-stocks resulted in declining
customer traffic and sales. Although Consolidated Stores resolved
many of these issues in 1999, it has yet to regain some of the
lost customer traffic and sales. These issues, coupled with
declining earnings in its KB Toys segment, resulted in decreased
operating performance in 1998 and 1999. KB Toys' earnings declined
in 1998 and 1999 as growth slowed and sales shifted to lower-
margin electronic toys.

The planned divestiture of KB Toys should allow the company to
focus more on its core closeout operations and help eliminate some
earnings volatility. Standard & Poor's believes Consolidated
Stores' investment in new information systems and distribution
centers over the past few years should allow the company to focus
more on pricing and promotion to help increase sales growth.
Standard & Poor's does not expect the company will make any
significant acquisitions over the next few years as it focuses on
growing sales in its core operations.

Pro forma credit ratios are expected to be satisfactory, though
down from peak levels. EBITDA coverage of interest is in the high
5 times area. Return on permanent capital is in the low-double-
digit percent area, but could improve to the mid-double-digit
percent area over the next two years if the company is successful
in growing sales. Funds from operations to total debt is in the
mid-30% area, compared with the high-30% area before the KB Toys
divestiture. However, Standard & Poor's believes that Consolidated
Stores should have greater ability to generate free cash flow in
future years because it will have fewer capital expenditures
without KB Toys. Total debt to capital would be in the low-40%
area, but could improve to the mid-30% area if the company
generates more free cash flow to pay down debt. Standard & Poor's
also believes the divestiture of KB Toys will reduce Consolidated
Stores' peak borrowing needs, thus helping improve the capital
structure.

The expected negative outlook will be based on Consolidated
Stores' pro forma credit measures, which are at the low end of its
rating category. The negative outlook will also reflect the fact
that further operating difficulties or lack of sustained and
improving operations over the next few years could result in a
ratings downgrade. -- CreditWire


DECORA INDUSTRIES: Announces Second Quarter Fiscal 2001 Results
---------------------------------------------------------------
Decora Industries Inc. (OTCBB:DECO) announced the results of
operations for the second quarter of fiscal year 2001.
Net sales for the three months ended Sept. 30, 2000, were
$37,474,000, as compared with net sales of $43,394,000 for the
three months ended Sept. 30, 1999.

The unfavorable change of $5,920,000 reflects a decrease in
Hornschuch net sales as a result of an unfavorable foreign-
currency translation adjustment in the company's European
operations (German marks to U.S. dollars) and a decrease in net
sales in the North American operations due to major customers
adjusting their inventory levels and a softness of demand at other
retailers.

Gross profit was $10,314,000, or 27.5 percent of net sales, for
the three months ended Sept. 30, 2000, as compared with
$15,381,000, or 35.4 percent of net sales, for the three months
ended Sept. 30, 1999.

The decrease of $5,067,000 reflects the impact of an unfavorable
currency translation adjustment (German marks to U.S. dollars),
and in the North American operations is principally due to reduced
sales, higher materials costs and higher relative freight and
distribution costs during the current-year quarter.

Selling, general and administrative expenses were $12,645,000, or
33.7 percent of net sales, for the three months ended Sept. 30,
2000, as compared with $11,349,000, or 26.2 percent of net sales,
in the three months ended Sept. 30, 1999.

The increase of $1,296,000 was attributable to the one-time
termination benefits paid to employees when the North American
operation instituted a reduction of its work force and to the
professional fees associated with restructuring initiatives.
Interest expense, net, was $5,201,000 for the three months ended
Sept. 30, 2000, as compared with $4,063,000 in the prior-year
quarter.

The increase of $1,138,000 is principally due to higher average
balances and interest rates on borrowings for the current quarter
as compared with the prior-year quarter and as a result of the
company's lenders' requirement that it pay interest at the default
rate of financing.

As a result of the foregoing, the company recorded a net loss of
$7,931,000 for the three months ended Sept. 30, 2000, as compared
with a net loss of $170,000 for the three months ended Sept. 30,
1999.

Net sales for the six months ended Sept. 30, 2000, were
$77,984,000, as compared with net sales of $87,786,000 for the six
months ended Sept. 30, 1999, a change of $9,802,000. Net sales
increased for Hornschuch for the six months ended Sept. 30, 2000,
when calculated in German marks vs. the six months ended Sept. 30,
1999.

However, because of the unfavorable foreign-currency translation
adjustment of the company's European operations, net sales
declined. The decrease in net sales in the North American
operations for the six months ended Sept. 30, 2000, is due to the
softness of demand from major retailers.

Gross profit was $22,717,000, or 29.1 percent of net sales, for
the six months ended Sept. 30, 2000, as compared with $30,901,000,
or 35.2 percent of net sales, for the six months ended Sept. 30,
1999.

The decrease of $8,184,000 reflects a decrease in gross profit in
the North American operations due to reduced sales, higher
material costs and higher relative freight and distribution costs
during the current-year quarter. The gross profit at Hornschuch
declined year-to- date because of an unfavorable currency
translation adjustment (German marks to U.S. dollars).

Selling, general and administrative expenses were $23,513,000, or
30.2 percent of net sales, for the six months ended Sept. 30,
2000, as compared with $21,464,000, or 24.4 percent of net sales,
in the six months ended Sept. 30, 1999.

The increase of $2,049,000 was caused by higher co-op advertising,
stores servicing program costs, professional fees associated with
restructuring, and one-time termination benefits paid to employees
when its North American operations instituted a reduction of its
work force.

Interest expense, net, was $9,804,000 for the six months ended
Sept. 30, 2000, as compared with $7,897,000 in the prior-year
period.

The increase of $1,907,000 is principally due to higher average
balances and interest rates on borrowings for the current quarter
as compared with the prior-year quarter and as a result of the
company's lenders' requirement that it pay interest at the default
rate of financing.

As a result of the foregoing, the company recorded a net loss of
$11,518,000 for the six months ended Sept. 30, 2000, as compared
with net income of $582,000 for the six months ended Sept. 30,
1999.

The decrease in the current-year period was caused by the negative
impact of lower sales, unfavorable foreign-currency translation
adjustments, higher selling, general and administrative expenses,
particularly driven by restructuring costs, and higher net
interest expense.

Decora's president and chief executive officer, Ronald A. Artzer,
stated: "While the results of the first half of the year are
disappointing, we have identified and are acting upon the causes
of this unacceptable performance.

"During the second quarter, we implemented a significant staff
reduction, with benefits to be gained as we move forward. Nearly
70 percent of the six-month variance from last year is the result
of increased costs in connection with distribution, restructuring
and interest.

"The initiatives to improve performance in each of these areas are
being successfully executed and will yield positive results as we
complete our restructuring over the next few months.

"The company is committed to establishing a capital structure,
which is sensible given our cash-generation capabilities. We are
also redoubling our efforts to regain our sales momentum, working
with our trade partners to improve consumers' awareness of the
benefits of using Con-Tact(R) products throughout the home."

Decora Industries is a leading manufacturer and marketer of self-
adhesive consumer surface-covering products including the
prominent brands Con-Tact(R) and d-c-fix(R). The company also
manufactures specialty industrial products utilizing its
proprietary pressure- sensitive, self-adhesive release and
protective coating technologies, which include Decora's
proprietary Wearlon(R) release coating system.


FAMILY HEALTH: S&P Lowers Financial Strength Rating to CCCpi
------------------------------------------------------------
Standard & Poor's has lowered its financial strength rating on
Family Health Plan Cooperative (FHPC) to triple-'Cpi' from single-
'Bpi'.

The rating reflects the health maintenance organization's weak
risk-based capitalization and earnings, as well as very weak
liquidity and limited financial flexibility given its single-state
concentration.

FHPC, headquartered in Brookfield, Wis, is a not-for-profit HMO
that is licensed and operates in Wisconsin.

Major Rating Factors:

   -- FHPC's risk-based capitalization is very weak, reflected by
      a capital adequacy ratio of 9.6% at year-end 1999, as
      measured by Standard & Poor's model.

   -- The company's operating performance is weak, with net
      underwriting losses of $8.8 million in 1999 and $13.8
      million in 1998.

   -- Liquidity is very weak, reflected by a liquidity ratio of
      64% at year-end 1999.

   -- Enrollment growth is weak, based on an average decline in
      enrollment of 6% over the past three years.


FINOVA GROUP: Posts $274.1 Net Loss in Third Quarter
----------------------------------------------------
The FINOVA Group Inc. (NYSE: FNV) announced a net loss of $274.1
million ($4.49 per diluted share) for the quarter ended Sept. 30,
2000, compared to net income of $54.9 million ($0.86 per diluted
share) for the third quarter of 1999.  Of the loss, $203.1 million
($3.33 per diluted share) was related to FINOVA's Commercial
Services, Corporate Finance, Business Credit, Growth Finance and
Distribution & Channel Finance business units, which are being
accounted for as discontinued operations and $71 million ($1.16
per diluted share) relating to continuing operations.

For the nine months ended Sept. 30, 2000, the company reported a
net loss of $220.7 million ($3.62 per diluted share) compared to
net income of $158.6 million ($2.52 per diluted share) for the
first nine months of 1999.

The year-to-date results reflects a $253.0 million ($4.15 per
diluted share) loss from discontinued operations and income of
$32.2 million ($0.53 per diluted share) from continuing
operations.

                            3 Months Ended          9 Months Ended
                                Sept. 30                Sept. 30
                                         In Millions
                             2000     1999           2000     1999
    Net of Tax
Income (loss) from
continuing operations     $(71.0)   $54.9          $32.3   $159.5
Income (loss) from
discontinued operations      11.8                 (38.1)    (0.9)
Net loss on disposal
of operations             (214.9)                (214.9)
Net income (loss)         $(274.1)   $54.9       $(220.7)   $158.6

During the third quarter, FINOVA began to implement a new
strategic direction, focusing on core specialty niche businesses.  
On Aug. 28, 2000, the company completed the sale of substantially
all assets of its Commercial Services division to GMAC Commercial
Credit LLC, a wholly owned subsidiary of General Motors
Corporation, for approximately $235 million.  In addition,
FINOVA's Corporate Finance (includes Business Credit and Growth
Finance) and Distribution & Channel Finance divisions have been
offered for sale.  The company is also trimming operating expenses
to reflect the dispositions of these business units.

FINOVA President and Chief Executive Officer Matt Breyne said,
"Divesting these business units will strengthen our balance sheet,
improve liquidity, and assist in addressing $2.1 billion of
principal payments due in May 2001 under the company's credit
facilities, of which $500 million can be extended over a two year
term-out if no defaults exist at that time.  We continue to
evaluate FINOVA's entire product line to help assure that we move
forward with the most profitable, highest franchise value
businesses."

Continuing Operations

FINOVA reported a loss from continuing operations of $71.0 million
for the third quarter of 2000 compared to income of $54.9 million
in the third quarter of 1999.  The reduction was primarily due to
higher loss provisions, losses applicable to charge-offs of
investments and assets held for sale, a significant increase in
the cost of funds and an increase in nonaccruing accounts.

Cost of funds increased due to credit rating reductions during
2000.  The impact is reflected in the $9.9 million decline in
interest margins earned for the quarter ($115.4 million in the
third quarter of 2000 vs. $125.3 million in the third quarter of
1999) despite portfolio growth of $669.7 million.  The reduction
in credit ratings since Mar. 31, 2000 included:

Senior Debt
Commercial Paper              From       To        From       To

   Moody's                     Baa       B1         P-2       NP
   S&P                         A-        BB         A-2       B
   Fitch                       A         B          F-1       B

The impact of these downgrades and the company's decision to
exercise term-out options under its $4.7 billion of back-up bank
facilities was an increase in floating-rate borrowing costs.  The
all in spread over LIBOR was approximately 1.27% than the
comparable spreads in the third quarter of 1999 (all in spread of
1.48% in 2000 vs. 0.21% in 1999).  As a result, interest
margins earned annualized as a percent of average earning assets
declined to 4.8% in the third quarter of 2000 from 5.7% in the
comparable 1999 period.

Loss provisions increased to $111.2 million, up $97.7 million over
the comparable quarter of 1999, to bolster the reserve for credit
losses.  The reserve was increased to 2.4% of ending managed
assets (up from 1.7% at June 30, 2000), reflecting the increase in
problem accounts.  Nonaccruing assets increased to $421.0 million
at Sept. 30, 2000, up from $229.3 million at June 30, 2000.  The
most significant increase during the quarter ($127.1 million)
occurred in FINOVA's Resort Finance division due primarily to
$117.4 million related to Sunterra Corporation, which was
classified as accruing impaired at June 30, 2000, as well as $23.5
million to eight related project development entities managed by a
developer that has experienced a decline in earnings and
a significant reduction it its net worth.  Other increases in
nonaccruing assets included $32.5 million in Healthcare Finance
and $31.7 million in Communications Finance.  Nonaccruing assets
as a percent of ending managed assets increased to 3.9% from 2.1%
at June 30, 2000.

Accruing impaired assets increased to $246.9 million at Sept. 30,
largely due to an additional $148.2 million outstanding from the
eight related Resort Finance project development entities.  Other
increases included $37.8 million in Franchise Finance and $10.4
million in Specialty Real Estate Finance.  Net write-offs of
financing contracts were $30.8 million ($17.8 million in
Mezzanine Capital) in the third quarter of 2000 compared to $8.0
million in the 1999 period.

While nonaccruing and accruing impaired assets have increased,
FINOVA believes that significant collateral exists to secure the
recent additions.

Losses on investments and disposal of assets totaled $90.0 million
for the quarter, consisting of a $109.0 million loss from the
charge-off of investments, repossessed assets and equipment held
for sale or lease, partially offset by gains of $19.0 million from
sales of equity securities and residuals coming off lease.  The
largest charge-off was a $54.8 million equity investment in the
major Resort Finance developer mentioned above. Transportation
Finance also had charge-offs of $17.9 million, principally
related to assets held for sale or lease.  The gains during the
third quarter of 2000 included $4.8 million from FINOVA's
remaining investment in Healtheon/WebMD.

Operating expenses were lower during the third quarter of 2000
when compared to the 1999 quarter, ($29.5 million vs. $40.2
million) principally due to the reversal of sales and management
incentive accruals together with an overall lower level of
expenses resulting from the reduced activities of the company.  
The efficiency ratio (operating expenses as a percent of
operating margins) was 25.5% in the third quarter of 2000,
compared to 31.1% in the third quarter of 1999.

Discontinued Operations

Results from discontinued operations for the quarter and first
nine months of 2000 included income from operations, net of tax of
$11.8 million in the third quarter and a loss of $38.1 million for
the nine months of 2000.  The net loss for the nine-month period
was due to write-offs taken during the first six months of 2000,
the largest of which was $70 million taken on a Distribution &
Channel Finance customer in the first quarter of 2000.

The loss on disposing of the discontinued operations was $214.9
million and included the following:

                                    Distribution
                          Corporate  & Channel  Commercial
                            Finance    Finance    Services   Total
                                         In Millions
Net loss on disposal
of operations, net
of tax
Net realizable value
markdowns                 $(130.4)    $(10.3)   $         (140.7)
Goodwill written off         (33.1)     (15.1)    (16.7)    (64.9)
Proceeds in excess
of assets sold                                     17.6      17.6
Accrued expenses             (17.5)      (3.1)     (6.3)    (26.9)
                           $(181.0)    $(28.5)    $(5.4)  $(214.9)

Letter Agreement With Leucadia National Corporation

On Nov. 10, 2000, FINOVA and Leucadia National Corporation signed
a letter agreement under which Leucadia would invest up to $350
million in FINOVA.  The agreement is subject to reaching a
mutually satisfactory arrangement with FINOVA's bank group and
certain other customary conditions, including regulatory
approvals.  FINOVA, Leucadia and Jay Alix & Associates are
currently working together to present a comprehensive plan to the
bank group.

The letter agreement will be filed as an exhibit to FINOVA's Sept.
30, 2000 10-Q.

The FINOVA Group Inc., through its principal operating subsidiary,
FINOVA Capital Corporation, is one of the nation's leading
financial services companies focused on providing a broad range of
capital solutions primarily to midsize business.  FINOVA is
headquartered in Scottsdale, Ariz. with business offices
throughout the U.S. and London, U.K., and Toronto, Canada.  For
more information, visit the company's website at
http://www.finova.com.


GARDEN.COM: Gardening Operations Halted & Selling Business Assets
-----------------------------------------------------------------
Garden.com(TM) (Nasdaq: GDEN) (www.garden.com), a leading
Internet-based retailer of gardening products, information and
services, announced that it will begin a phased shut-down of the
company's retail operations and the sale of its consumer business
assets, including product inventory, URLs, content, photo library,
its popular online gardening tools such as Landscape Planner and
Plant Finder, as well as other intellectual property. In
conjunction with this announcement and in an effort to maximize
the value of the company's assets, Garden.com will continue to
evaluate strategic alternatives for its technology assets.
Also announced today, Garden.com will conduct a phased layoff of
its consumer business employee base. The company plans to phase
the layoff in order to most effectively conduct a "going out of
business" product inventory sale to consumers, and expects to
manage the sale with the same high-quality levels of service its
customers have come to anticipate and rely upon.

This announcement follows Garden.com's extensive and comprehensive
efforts to find strategic alternatives for the company through
both financial investors and strategic partnerships. As early as
the Spring of 2000, the company had consulted with Robertson-
Stephens to aide in an aggressive effort to evaluate its strategic
alternatives, including additional funding, sale of the company
and/or partnerships, to most effectively continue its consumer
business. After it became apparent that there were no companies or
investors interested in Garden.com as a full going concern, the
company officially announced a strategic review of its
alternatives, naming Robertson-Stephens as its investment banker
for that process. While that search included contacts with several
interesting prospects, none were prepared to fund or acquire the
company. Garden.com has also worked diligently over the past
several months to reduce operating expenses through company
restructuring efforts and refocused marketing programs, and to
increase business efficiencies to extend the timeframe during
which it could find and evaluate strategic alternatives.

"I deeply regret that Garden.com is unable to see through the
vision we started nearly five years ago," said Cliff Sharples,
president and CEO of Garden.com. "Despite every best effort by the
company and its management to rebuild stockholder value and ensure
a future for Garden.com's consumer business, all possible avenues
have been exhausted and it is clear that the only course of action
available to us is to conduct a staged shut-down of our retail
operations. We believe a phased shut-down of the company's
consumer business operations, as well as our continued efforts to
maximize the company's technology assets, serve as the best course
of action in light of our current situation.

"We believe that Garden.com was instrumental in helping to create
the online gardening market and continue to believe that the
Internet will be an effective retail channel in the long-term,"
continued Sharples. "Garden.com would like to thank our more than
1.5 million members and customers for their loyalty, their support
and belief in the company. We hope everyone enjoyed their
experience with us and that they continue to find new and better
ways to be successful in all their gardening endeavors. In
addition, we would like to thank our suppliers for their strong
support of our business over the years, commitment to quality and
for being valuable business partners. The overwhelming support and
encouragement we received from our customers and suppliers has
been instrumental in fueling our passion for this business over
the past five years."

Sharples went on to say, "My co-founders and team continue to
believe in the power of the Internet to fundamentally create
unique and distinct value for all consumers. I am deeply saddened
to see the most talented, dedicated, hard-working team I have ever
had the pleasure to work with be disbanded. I believe that
Garden.com has served as one of the innovators in this rapidly
unfolding industry, consistently garnishing top awards and
customer loyalty. It could not have been possible without every
member of my team's creativity and vision, and I'd like to
personally thank each and every one of them for their
extraordinary efforts."

Third parties interested in purchasing company assets may contact
Joel Toner either by phone at 512-532-4233 or via e-mail at
joel.toner@garden.com.

About Garden.com

Founded in December of 1995, Garden.com is a leading resource for
consumers in the $47 billion home gardening market. Through its
flagship website, garden.com, and a company branded catalog,
Garden.com provides consumers a one-stop-shop through which they
can access a wide variety of gardening information and services,
purchase gardening and garden-related products, and interact with
an online gardening community. The company's core online property,
www.garden.com, offers gardeners an unsurpassed collection of
high-quality gardening supplies and garden-inspired gifts,
seasonally inspired magazine content, professional advice, and
garden design software. Headquartered in Austin, Texas, Garden.com
has offices in California and Iowa.


GROUP HEALTH: S&P Affirms BBpi Rating, Citing HMO's Weak Earnings
-----------------------------------------------------------------
Standard & Poor's has affirmed its double-'Bpi' financial strength
rating on Group Health Cooperative of Puget Sound (GHC).

The rating reflects the HMO's weak earnings, marginal liquidity
profile, and limited financial flexibility given its single-state
concentration. Offsetting these factors is the company's strong
capitalization.

GHC, headquartered in Seattle, Wash., is a not-for-profit HMO that
is licensed in and operates in Washington. The company's debt-to-
capital ratio at year-end 1999 was 61.5%, up from 59.7% at year-
end 1998.

Major Rating Factors:

   -- GHC's operating performance was weak for the fifth    
      consecutive year, with underwriting losses of $13.7 million
      and $20.5 million in 1999 and 1998, respectively.

   -- Liquidity is marginal, with a Standard & Poor's liquidity
      ratio of 100.1% based on GHC's year-end 1999 statutory
      financial statement.

   -- GHC's risk-based capitalization is considered strong, as
      reflected by a Standard & Poor's capital adequacy ratio of
      125.9% at year-end 1999.


HARNISCHFEGER INDUSTRIES: Summary of Debtor's Reorganization Plan
-----------------------------------------------------------------
Harnischfeger Industries, Inc., filed its Joint Plan of
Reorganization and a Joint Disclosure Statement in support of that
Plan.  The Plan consists of 58 Subplans, one for each Debtor.
Confirmation of the Joint Plan does not require that all Subplans
be confirmed. The Plan places the 58 Debtors in four categories:

   (I)   HII
          - not grouped with any other Debtor;

   (II)  Note Group Debtors
          - generally consist of most but not all of Joy, P&H and
             their respective, operating subsidiaries;

   (III) Stock Group Debtors
          - consist of certain non-operating direct and indirect
             subsidiaries of HII, Joy and P&H; and

   (IV)  Liquidating Debtors
          - Beloit and its direct and indircct subsidiaries with
             substantially all of their operating assets have been
             sold.

The Note Group Debtors and the Stock Group Debtors are the
Reorganizing Debtors.

Beloit and its direct and indirect subsidiaries are the
Liquidating Debtors.

A Subplan for each Debtor is designated by a letter (e.g. RA, RB
etc. for the Reorganizing Debtors and LA, LB etc. for the
Liquidating Debtors).

In simplified terms, the Subplans for the Reorganizing Debtors
provide for the:

   (1) assumption of certain foreign debt obligations of certain
        foreign operating subsidiaries of Joy and P&H;

   (2) payment in full of the Allowed Class R3 Claims against the
        Note Group Debtors by issuance of the HII Senior Notes;

   (3) payment of borrowing under the DIP Facility and other
        payments required for the emergence from Chapter 11 from
        the Exit Financing Facility; and

   (4) conversion of the Allowed Class R3A Claims into New HII
        Common Stock.

The Joint Plan satisfies and compromises these debt obligations
owed by the Reorganizing Debtors:

   U.S. Debtors:
        Administrative Claims            $1,519,000
        Secured Claims                    5,507,000
        Priority Claims                     105,000
        Tax Claims                        1,988,000
        Unsecured Claims              1,250,895,000
           Sub-total                 $1,260,014,000

   Foreign Subsidiaries:                115,100,000

        Total                        $1,375,114,000

After emergence from chapter 11, the New HII's capital structur
will consist of:

   U.S. Debtors
        Exit Financing Facility         $89,600,000
        Capital Leases                      900,000
        HII Senior Notes                127,928,000
             Sub-total                 $218,428,000

Foreign Subsidiaries:
        Secured Debt                    115,100,000

             Total                     $333,528,000

Enterprise Value of New HII

Blackstone estimates that the enterprise value of the New Company
falls in a range between $925 million and $1.115 billion, with a
midpoint of $1.02 billion, and the aggregate value of the New HII
Common Stock falls in a range between $592 and $782 million, with
a midpoint of $687 million. Assuming that the Reorganized Company
issues 50 million shares and using the midpoint equity value, this
implies a [$13.73] price per share.

Blackstone's estimation is the result of analyses, reviews,
discussions, information available as of the date of the
Disclosure Statement, considerations and assumptions as well as
the application of various valuation techniques. Blackstone did
not make or obtain any independent evaluation of the New Company's
assets, nor did Blackstone verify any of the information it
reviewed.

Specifically, the valuation is based upon management's estimates
of approximately $665 million of net operating losses available to
the New Company, the annual usage of which is assumed to be
limited to 5.8% of the New Company's reorganized equity value
pursuant to Section 382(l)(6) of the IRC.

It is also based on the assumption that New HII and the other
Debtors will emerge from Chapter 11 on or about March 1, 2001.
The projections are based on the assumption that the New Company
will operate the businesses reflected in its business plan and
that such businesses perform as expected in the business plan.

The Debtors also make it clear that the Projections, and thus, the
valuation, of the New Company's businesses excludes the future
performance of the Stock Group Debtors, which are assumed to no
longer contribute to the value of the New Company following
emergence from Chapter 11.

Other assumptions that Blackstone relied upon with respect to the
valuation of the company include that:

   * The New Company's enterprise consists of the aggregate
        enterprise of New HII, and its direct and indirect
        subsidiaries (New P&H and New Joy), including numerous
        non-Debtor operating affiliates doing business worldwide;

   * A range of equity values is calculated assuming the pro forma
        debt levels;

   * The New Company will be able to obtain all necessary
        financing;

   * The present senior management of HII will continue following
        consummation of the Plan

(Harnischfeger Bankruptcy News, Issue No. 32; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


HARVARD INDUSTRIES: Closing Pottstown Die Casting Facility in 2001
------------------------------------------------------------------
Harvard Industries, Inc. will close its Pottstown, Pennsylvania
die casting facility in 2001. The plant operates as Pottstown
Precision Casting, a wholly owned subsidiary of Harvard.

Pottstown Precision worked diligently to restructure this business
over the past three years. Despite the cooperation of its local
union, the United Auto Workers, and substantial investments in
management and the physical plant, the company was unable to turn
the operation into a financially viable entity. Increasing
competition in the aluminum die casting arena prevented the
operation from establishing a profitable business base.

The company will enter into discussions shortly with its principal
customers and with the United Auto Workers and local union
representatives to negotiate the schedule and effects of the shut-
down.


HEALTH PLAN: S&P Lowers HMO's Financial Strength Rating to Bpi
--------------------------------------------------------------
Standard & Poor's has lowered its financial strength rating on
Health Plan of Nevada Inc. (HPN) to single-'Bpi' from double-
'Bpi'.

The rating reflects the HMO's weak risk-based capitalization and
marginal earnings. Offsetting these factors are the company's good
liquidity.

HPN, headquartered in Las Vegas, Nev., is a wholly owned
subsidiary of Sierra Health Services Inc. It is licensed in and
operates within Nevada and Arizona.

Major Rating Factors:

   -- HPN's risk-based capitalization is weak, as reflected by a
      Standard & Poor's capital adequacy ratio of 49.1% at year-
      end 1999.

   -- Earnings are marginal, as measured by a Standard & Poor's
      earnings adequacy ratio of 74% based on financial statements
      for the five years ending Dec. 31, 1999.

   -- HPN's liquidity is good, with a Standard & Poor's liquidity
      ratio of 137.5% based on its year-end 1999 statutory
      financial statement.


HVIDE MARINE: Reports $3.1MM Net Loss in Third Quarter
------------------------------------------------------
Hvide Marine Incorporated (OTC Bulletin Board: HVDM) (HMI)
reported a net loss of $3.1 million or $0.31 per diluted share for
the quarter ended September 30, 2000, versus a net loss of $20.1
million or $1.29 per diluted share for the year-earlier period.
The current quarter's results include a gain of approximately $4.2
million on the sale of assets. Revenues of $81.6 million were down
from the year-earlier figure of $86.0 million due mainly to tanker
retirements and lower towing revenues. Operating income, however,
increased to $9.3 million from a year- earlier loss of $1.8
million as a result of reduced operating costs and lower
depreciation expense.

In the immediately preceding quarter, ended June 30, 2000, which
included a gain of approximately $7 million from the settlement of
a lawsuit involving a cancelled shipyard contract, the Company had
a net loss of $3.3 million or $0.33 per diluted share on revenues
of $80.2 million.

"The sharp upturn in the offshore energy support business, coupled
with tight cost controls, is helping us achieve our short-term
goal of better quarter-to-quarter performance," commented
President and Chief Executive Officer Gerhard E. Kurz. "Longer
term, we look to a return to bottom-line profitability as we
continue to benefit from improving market conditions in both the
offshore and tanker segments, the reduction of debt through the
sale of surplus assets, and lower overhead and operating costs
through the ongoing consolidation of facilities and functions."
For the nine months ended September 30, 2000, the Company recorded
a net loss of $19.3 million or $1.93 per diluted share versus a
net loss of $52.9 million or $3.42 per diluted share in the 1999
nine months. Revenues totaled $240.4 million in the 2000 period
versus $265.4 million in 1999. The Company had 275 vessels on
September 30, 1999 and currently operates 247 vessels. Nine-month
operating income increased to $17.3 million in 2000 from $2.3
million in 1999.

Operating Results

Revenues from the Company's Seabulk Offshore unit totaled $39.1
million against $32.2 million in the year-ago period as the
increase in worldwide day rates, particularly in the Gulf of
Mexico, accelerated late in the quarter. In the Gulf of Mexico,
day rates for Seabulk Offshore's 23 supply boats averaged $4,872
in the third quarter of 2000 versus $3,596 in the year-ago quarter
and $3,895 in the immediately preceding quarter. Utilization was
63% in both the second and third quarters of 2000, and 75% in the
year-earlier period. Seabulk Offshore's 30 Gulf of Mexico crew
boats averaged $2,114 and an 87% utilization rate versus $1,754
and 75%, respectively, in the year-ago quarter.

Internationally, where the Company has major operations in West
Africa, the Middle East and Far East, day rates for Seabulk
Offshore's fleet of 66 anchor handling tug and tug supply vessels
averaged $4,867, up from $4,662 in the year-ago quarter and $4,471
in the immediately preceding quarter. Utilization was 58% in the
current quarter versus 49% a year ago and 63% in the immediately
preceding quarter. Day rates for Seabulk Offshore's international
fleet of 35 crew/utility vessels rose to $1,773 from $1,629 in the
year-ago quarter, while utilization declined to 39% from 47% due
to the large number of stacked and laid-up vessels in the Middle
East.

Hvide Marine Towing, which operates a fleet of 33 harbor and
offshore tugs in the Gulf of Mexico and along the Florida and Gulf
coasts, had revenues of $8.0 million versus $10.8 million in the
year-ago quarter due mainly to vessel sales and increased
competition in the Port of Tampa.

In marine transportation, which includes the Company's 10 U.S.-
flag Jones Act chemical and product carriers, five of which are
double-hulled, revenues declined to $34.6 million from $43.0
million in the year-ago quarter due to the mandated retirement of
three of the Company's Jones Act tankers and the effect of
converting two spot charters to time charter contracts. "With the
continuing OPA 90-mandated, industry-wide retirement of older
U.S.-flag tankers -- a process which should benefit HMI, with one
of the youngest U.S.- flag fleets, including five double-hull,
state-of-the-art tankers -- rates should see a significant
improvement going forward," commented Mr. Kurz.

Corporate Update

As previously announced, the Company in late August entered into a
third amendment to its Credit Facility, which reduced the amount
of debt prepayment due by January 1, 2001 from $60 million to $40
million. To date, the Company has satisfied $27.2 million of the
prepayment obligation through vessel sales of $22.7 million and
regular quarterly principal payments of $4.5 million.

Eugene F. Sweeney, formerly President and Chief Operating Officer,
retired effective September 1. Mr. Sweeney also resigned as a
member of the Company's Board of Directors. Mr. Kurz was elected
to the additional post of President effective September 22.
The Company has applied for relisting on the Nasdaq National
Market. The Company's stock currently trades on the Over-the-
Counter Bulletin Board under the symbol HVDM.

As part of its worldwide restructuring and cost-reduction program,
the Company plans to close its Sharjah shipyard in the Middle East
when its current lease expires on December 31. "We have concluded
that the base is no longer a strategic fit and that there is
sufficient third-party shipyard space available in the region to
meet our needs," commented Mr. Kurz. The Company's Seabulk
Offshore International (SOI) subsidiary will, however, continue to
be the largest independent operator of offshore support vessels in
the Middle East, with headquarters in Dubai. SOI has 70 vessels in
the region, and an additional 19 in the Far East.

With a fleet of 247 vessels, HMI is a leading provider of marine
support and transportation services, primarily to the energy and
chemical industries. HMI provides benchmark quality service to its
customers based on innovative technology, the highest safety
standards, modern efficient equipment and dedicated, professional
employees. Visit HMI on the Web at www.hvide.com.


INTELLISYS GROUP: California Court Okays MCSi Asset Purchase Deal
-----------------------------------------------------------------
MCSi, Inc. (Nasdaq:MCSI) announced that the U.S. Bankruptcy Court
for the Central District of California, San Fernando Valley
Division, approved the previously announced purchase of a
significant portion of the assets of Intellisys Group, Inc. The
closing is subject to several conditions that must be satisfied.
MCSi anticipates that the transaction will close no later than the
end of November 2000.

"We are pleased that the Court has approved the sale to MCSi,"
said Michael E. Peppel, Chairman, President and Chief Executive
Officer of MCSi, Inc. "With the Bankruptcy process behind us, MCSi
will now be able to focus on providing the high quality of service
and support our customers have come to expect. Our goal will be to
rapidly respond to the needs of our new Intellisys customers as we
integrate the Intellisys business into MCSi. As the leading
audio/video/data systems integration company in North America,
MCSi now has the largest talent pool of sales and technical
resources in the business," Mr. Peppel concluded.

Headquartered in Westlake Village, California, Intellisys Group
had 14 offices throughout California, Washington, Oregon,
Colorado, Texas, Georgia and Massachusetts. Intellisys Group
designs, sells, installs, services and supports integrated audio-
visual presentation, conferencing, and networked media systems. It
also sells a wide variety of portable presentation equipment.
Intellisys and each of its subsidiaries (including B. Higginbotham
Enterprises, Inc. and Proline Video, Inc.) filed voluntary
petitions under Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court on October 11, 2000.

MCSi has emerged as the nation's leading systems integrator of
state-of-the-art presentation and broadcast facilities. MCSi's
foresight and ability to converge three key industries:
audiovisual systems, broadcast media and computer technology,
combined with design-build and engineering expertise, computer
networking and configuration services, an extensive product line,
and quality technical support services, has given MCSi a distinct
advantage in the systems integration marketplace and contributed
to the dramatic growth of the company. MCSi's scalable solutions
address clients at every level of the business transaction
continuum. Products and services are available directly through
the Company and its sales specialists, many of whom provide
enterprise-wide solutions and/or work exclusively with clients on
strategic initiatives. Customers benefit from MCSi's years of
experience, extensive product knowledge, and strong relationships
maintained with manufacturers and technology leaders.

With the largest selection of audiovisual presentation, computer,
and office automation products and the legacy of technical support
and field service in 126 locations across the United States and
Canada, MCSi's customers are provided with a unique value that
extends beyond the product. MCSi's products are also provided over
a robust business-to-business e-commerce platform powered by its
subsidiary, Zengine, Inc. Additional information regarding MCSi
can be obtained at www.mcsinet.com (but is not part of this
release).


JITNEY JUNGLE: A Year of Chapter 11 Brings New Alternatives
-----------------------------------------------------------
As Jitney Jungle's (Jackson, MS) Chapter 11 case slips past its
first anniversary, the Company and its secured lenders have
shifted gears. Late last week, the Company filed a number of
pleadings and motions in the US Bankruptcy Court in New Orleans,
LA. Filed with the Court were:

   * the Company's Liquidating Plan and accompanying Disclosure
        Statement

   * motion for approval of the adequacy of the Disclosure
        Statement

   * motion for sale pursuant to Section 363 of the US Bankruptcy
        Code to Winn-Dixie, Bruno's, and "other winning bidders"
        (not named in the papers)

   * motion to assume and assign leases for stores sold

   * motion to establish procedures for the auction sale to be
        held in New Orleans at the office of the Company's Local
        Counsel

   * motion to approve a supplemental retention program with three
        tiers of employees named as required to complete the sales

The following time-line has been established to accomplish the
liquidation of the Company's physical assets and confirm its
Liquidating Plan has been put forth by the Company:

November 20
   - hearings for approval of the Disclosure Statement, Auction
     procedures and the Supplemental

Retention Program

December 12
   - deadline for the submission of bids

December 13
   - auction Sale in New Orleans

December 15
   - hearings for approval of the various sales and for
     confirmation of Plan

Mid-January 2001
   - closings on the sales

This information was provided to the Troubled Company Reporter by
Analysts at F&D Reports.


LEUCADIA NATIONAL: Fitch Places Debt Ratings on Watch List
----------------------------------------------------------
Fitch, the international rating agency, has placed its ratings for
Leucadia National Corporation (Leucadia) on Rating Watch Negative.

Ratings affected by this action are listed below:

   a) `BBB+' rated senior debt;
   
   b) `BBB' rated senior subordinated debt;

   c) `BBB-' rated capital securities.

This rating action follows Leucadia's and The FINOVA Group Inc.'s
(FINOVA) announcement that they have entered into a letter
agreement under which Leucadia would invest up to $350 million in
FINOVA. The agreement is conditioned upon Leucadia and FINOVA
reaching a mutually satisfactory arrangement with FINOVA's banking
group.

Fitch's rating action reflects uncertainty surrounding the
acquisitions impact on Leucadia's liquidity position and
capitalization as well as event-risk associated with the proposed
transaction. Leucadia's current ratings reflect the company's
extremely strong liquidity and moderate leverage.

FINOVA has experienced weakening credit fundamentals and
significant reductions in financial flexibility in recent months.
Fitch currently rates FINOVA's senior debt `B' and FINOVA Finance
Trust's preferred stock `CCC+'.


LOEWEN GROUP: Deutsche Bank Withdraws Series C Claim
----------------------------------------------------
On December 14, 1999, Deutsche Bank Canada filed proof of claim
8075 by which Deutsche Bank asserts an unsecured nonpriority claim
against TLGI in an unliquidated amount as being at least equal to
C$59,212,159. The basis for the claim is Deutsche Bank's alleged
purchase from November 5, 1996 through October 7, 1998 of TLGI's
Series C Preferred Shares, assertedly based upon a prospectus
dated December 21, 1995 and various other documents and other
representations that, according to Deutesche Bank, may have been
false or misleading.

On August 28, 2000, TLGI filed its Objection to the Claim. TLGI
also filed its Motion for Entry of Scheduling Order. In addition,
TLGI served Discovery Requests on counsel to Deutsche Bank in
connection with the Objection.

The parties now wish to resolve Claim 8015, the Objection, the
Scheduling Order Motion and the Discovery Requests and certain
related matters.

Pursuant to a Stipulation and Agreed Order, the parties agree and
have obtained Judge Walsh's stamp of approval, that Claim 8075 is
withdrawn, with prejudice as to the Debtors, pursuant to 11 U.S.C.
Sec. 502. Deutsche Bank covenants not to sue, file a claim against
or otherwise pursue TLGI or any of the other Debtors with respect
to the subject matter of the Withdrawn Claim in any court,
tribunal or other forum, including, without limitation, the United
States Court of Justice in Toronto, Ontario.

Nothing in the Stipulation shall release or extinguish Deutsche
Bank's ownership interest in TLGI Preferred Stock or any rights or
claims that Deutsche Bank may have against any persons or entities
other than the Debtors.(Loewen Bankruptcy News, Issue No. 29;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


MAXICARE HEALTH: Raises $8.1 Million from Stock Sale
----------------------------------------------------
Maxicare Health Plans, Inc. has closed the previously announced
sale of 8.1 million shares of its common stock at $1.00 per share
in a private placement with certain qualified institutional buyers
and highly accredited institutional investors. Imperial Capital,
LLC acted as placement agent for this private placement.

Maxicare Health Plans, Inc. is a managed health care company with
operations in California and Indiana. Its health care plans
currently have approximately 418,000 members. The company also
offers various employee benefit packages through its subsidiaries
Maxicare Life and Health Insurance Company and HealthAmerica
Corporation.


MEDICAL RESOURCES: 3Q Results Show Restructuring Successes
----------------------------------------------------------
Medical Resources, Inc. (OTC Bulletin Board: MRIIQ) reported
results for its third quarter 2000.

The Company reported net service revenues of $33.5 million for the
quarter ended September 30, 2000, compared to $37.6 million for
the quarter ended September 30, 1999. The decline in net service
revenues from the third quarter of 1999 was caused by the impact
of the sale or closure of twenty-one underperforming imaging
centers during the fourth quarter of 1999 and the first nine
months of 2000 and a decline in average reimbursement rates due
primarily to a shift in procedure volumes toward relatively lower-
priced managed care business. This decrease was partially offset
by an increase in same-store gross revenues (before contractual
allowances) of 1%.

For the quarter ended September 30, 2000, the Company had an
operating loss (prior to charges related to the sale and closure
of centers and other unusual items) of $1.6 million, compared to
an operating loss (prior to other unusual items) of $6.1 million
for the quarter ended September 30, 1999. The improvement in
operating results was due to elimination of 1999 operating losses
incurred related to the sale or closure of twenty-one
underperforming imaging centers during the fourth quarter of 1999
and the first nine months of 2000 and a reduction in charges
related to bad debts due to improvements in the Company's billing
and collection efforts. Partially offsetting this comparative
improvement was the impact of the decline in average reimbursement
rates described above. The Company had a net loss applicable to
common stockholders of $10.5 million, or $1.04 per common share
(diluted) for the quarter ended September 30, 2000, compared to a
net loss applicable to common stockholders of $41.2 million, or
$4.22 per common share (diluted), for the same period of 1999. The
1999 loss included charges of $29.9 million related to the
impairment of goodwill and other assets.

Commenting on the results for the third quarter of 2000, Geoffrey
A. Whynot, the Company's Co-Chief Executive Officer said "We have
made great progress in restructuring our business and we are very
excited about a number of opportunities that exist to generate
growth. We remain committed to have technologically superior
diagnostic imaging equipment in all of our centers and in
furtherance of that goal, we have begun installing teleradiology
and PACs systems in our centers in order to provide the best
possible service to our patients and physicians. Also, during the
third quarter, we were pleased to begin offering Positron Emission
Tomography (commonly referred to as PET) scanning at one of our
imaging centers. PET scanning is one of the most advanced
diagnostic tools available today and it significantly enhances our
diagnostic imaging capabilities. The service is currently provided
on a mobile basis and we expect to add mobile PET services to an
additional four centers in the next nine months. In addition, upon
completion of our reorganization, we will emerge with one of the
strongest balance sheets in the diagnostic imaging business, which
will enable us to expand our business through joint ventures and
new center openings."

"We continue to focus attention on further improvements in our
billing and collections area. Improvements already achieved in
billing and collections have resulted in an $8.5 million reduction
in the Company's accounts receivable since the beginning of the
year 2000."

As previously announced, the Company has entered into an
agreement-in-principle with the holders of its Senior Notes and
certain other lenders providing for conversion of $80.1 million of
debt into approximately 90% of the common equity of the Company,
with the remaining equity to be distributed among junior creditors
(including plaintiffs in current lawsuits pending against the
Company) and other claim holders. On April 7, 2000, the Company
commenced proceedings under Chapter 11 of the Federal Bankruptcy
Code and filed a Plan of Reorganization reflecting the terms of
this agreement-in-principle. The Plan of Reorganization only
applies to the parent company and none of its operating
subsidiaries. Furthermore, physician relationships, trade credit
and employee obligations of the Company have not been impaired by
the proceedings and are being honored in the ordinary course. The
Company continues to proceed with the completion of its Plan of
Reorganization, and expects to emerge from Chapter 11 by the end
of the year 2000 or during January 2001.

Medical Resources specializes in the ownership, operation and
management of fixed-site outpatient medical diagnostic imaging
centers. The Company operates 70 imaging centers in the U.S. (of
which 63 imaging centers provide MR services, and 29 imaging
centers provide multiple modalities) and provides network
management services to managed care organizations in regions where
its centers are concentrated.


NATIONAL ENERGY: Reports Chapter 11 Plan Substantially Consummated
------------------------------------------------------------------
National Energy Group, Inc. (OTC Bulletin Board: NEGI) announces
results for the third quarter ended September 30, 2000.

Results of Operations
For the Three Months Ended September 30, 2000

Net income of $3.2 million was recognized for the three months
ended September 30, 1999, compared with net income of $15.9
million for the comparable 2000 period.  Net income for the third
quarters of 1999 and 2000 (i) excludes $4.4 million and $1.6
million, respectively, in additional interest expense on the
Company's senior notes not accrued during the Bankruptcy
proceeding; (ii) includes expenses of $.7 million and $.4 million,
respectively, relating to the bankruptcy proceeding; and (iii)
includes $.2 million in interest income on cash accumulating
during the bankruptcy proceeding.  The third quarter of 2000
includes $11.3 million extraordinary gain on discharge of
indebtedness in connection with the confirmation of the
Joint Plan.  This $11.3 million discharge of indebtedness
primarily consists of $10.5 million of previously accrued pre-
petition interest payable on the senior notes which was discharged
without liability by the Joint Plan.

Excluding the effects of these amounts, a net loss of $.7 million
would have been recognized for the three months ended September
30, 1999 compared to net income of $3.2 million for the same
period in 2000.

Total revenues increased $2.7 million (24.1%) from $11.2 million
for the third quarter of 1999 to $13.9 million for the third
quarter of 2000.  The increase in revenues was due to the
significant increase in oil and natural gas prices during the
third quarter of 2000, offset in part by the decrease in
production from the same period in 1999.  Average oil prices
increased $11.05 per barrel from $20.49 per barrel for 1999 to
$31.54 per barrel for 2000 while average natural gas prices
increased $1.88 per Mcf from $2.39 per Mcf for 1999 to $4.27 per
Mcf for 2000.

The Company produced 280 Mbbls of oil during the third quarter of
1999 and 203 Mbbls of oil in the third quarter of 2000, a decrease
of 27.5%.  The Company produced 2,291 Mmcf of natural gas during
the third quarter of 1999 and 1,758 Mmcf of natural gas during the
third quarter of 2000, a decrease of 23.3%.  The decline in
production is primarily due to natural production declines
combined with the loss of production from properties sold at an
oil and gas auction in December 1999.  During the bankruptcy
proceeding, the Company's ability to offset natural production
declines through drilling and exploration was limited due to the
Bankruptcy Court restrictions.  However, as of the Effective Date
the Company has emerged from Chapter 11 and shall operate its
business in the ordinary course.

For the Nine Months Ended September 30, 2000

Net income of $3.3 million was recognized for the nine months
ended September 30, 1999, compared with net income of $25.8
million for the comparable 2000 period. Net income for the nine
months ended September 30, 1999 and 2000 (i) excludes $13.3
million and $10.5 million, respectively, in additional interest
expense on the Company's senior notes not accrued during the
Bankruptcy proceeding; (ii) includes expenses of $1.9 million and
$1.0 million, respectively, relating to the bankruptcy proceeding;
and (iii) includes $.4 million and $1.1 million in interest income
on cash accumulating during the bankruptcy proceeding. The nine
months ended September 30, 2000 includes $11.3 million
extraordinary gain on discharge of indebtedness in connection with
the confirmation of the Joint Plan. This $11.3 million discharge
of indebtedness primarily consists of $10.5 million of previously
accrued pre-petition interest payable on the senior notes which
was discharged without liability by the Joint Plan. Excluding the
effects of these amounts, a net loss of $8.5 million would have
been recognized for the nine months ended September 30, 1999
compared to net income of $3.9 million for the same period in
2000.

Total revenues increased by $9.1 million (32.7%) from $27.8
million for the nine months ended September 30, 1999 to $36.9
million for the same period of 2000. The increase in revenues was
due to the significant increase in oil and natural gas prices
during the first nine months of 2000, offset in part by the
decrease in production from the same period in 1999. Average oil
prices increased $12.89 per barrel from $15.75 per barrel for 1999
to $28.64 per barrel for 2000 while average natural gas prices
increased $1.43 per Mcf from $1.97 per Mcf for 1999 to $3.40 per
Mcf for 2000.

The Company produced 865 Mbbls of oil during the nine months ended
September 30, 1999 and 640 Mbbls of oil during the same period of
2000, a decrease of 26.0%. The Company produced 7,188 Mmcf of
natural gas during the nine months ended September 30, 1999 and
5,469 Mmcf of natural gas during the same period of 2000, a
decrease of 23.9%. The decline in production is primarily due to
natural production declines combined with the loss of production
from properties sold at an oil and gas auction in December 1999.
During the bankruptcy proceeding, the Company's ability to offset
natural production declines through drilling and exploration was
limited due to the Bankruptcy Court restrictions. However, as of
the Effective Date the Company has emerged from Chapter 11 and
shall operate its business in the ordinary course.

Bankruptcy Reorganization

On February 11, 1999, the United States Bankruptcy Court for the
Northern District of Texas, Dallas Division ("Bankruptcy Court")
entered an order placing the Company under protection of the
Bankruptcy Court pursuant to Title 11, Chapter 11 of the United
States Bankruptcy Code. On July 24, 2000 the Bankruptcy Court
entered a subsequent order confirming a Joint Plan of
Reorganization (the "Joint Plan") proposed by the Company and the
Official Committee of Unsecured Creditors. The Joint Plan became
effective on August 4, 2000 and provides for the continuation of
the Company's oil and gas operations.

As prescribed in the Joint Plan, the Company made payment to tort
claimants and trade creditors for all nondisputed allowed claims,
and Arnos Corp. ("Arnos") caused distribution of funds held in the
registry of the Bankruptcy Court to be paid to the other senior
noteholders. Certain other claims disputed by the Company and
various professional fee applications have been set for hearings
in the Bankruptcy Court.

Pursuant to the Joint Plan, Arnos and its affiliates are now the
only holders of the senior notes and Arnos is the current holder
of the credit facility. The senior notes and the credit facility
shall remain outstanding and will be paid either under their
existing terms or under terms which are to be agreed between the
Company and Arnos. Also in accordance with the Joint Plan, after
the Effective Date the reorganized Company will contribute all or
substantially all of its operating properties to a limited
liability company in exchange for a 50% interest in such limited
liability company, which will then become a holding company. Arnos
will also contribute cash or other assets to this limited
liability company in exchange for the remaining 50% equity
interest in such limited liability company. Arnos shall be the
sole manager of the limited liability company. To date the limited
liability company has not been formed.

Subsequent to September 30, 2000, in compliance with the terms and
conditions of the Joint Plan, the Company's transfer agent, Wells
Fargo Bank Minnesota, N.A. ("Transfer Agent"), completed a seven
for one reverse stock split and commenced delivery of new stock
certificates in the reorganized Company and has also completed the
cancellation and exchange of the Company's preferred stock for
714,286 newly issued common shares of the reorganized Company.
Further, pursuant to the Joint Plan, Arnos has paid the Company
$2.0 million to purchase additional shares of common stock such
that, together with its affiliates, its ownership in the
reorganized Company now equals 49.9% of the newly issued and
outstanding common stock. Also in accordance with the Joint Plan,
all existing stock options and warrants have been cancelled as of
the Effective Date.

Substantially all of the requirements under the Joint Plan have
been satisfied and all distributions have been made with the
exception of payment of (i) certain disputed claims for which
Bankruptcy Court hearings have been set, and (ii) certain
administrative claims awaiting Bankruptcy Court approval. As a
result, the Company has successfully emerged from Chapter 11 and
is operating its business in the ordinary course.


NAVISTAR FINANCIAL: Fitch Affirms BBB Ratings; Outlook Negative
---------------------------------------------------------------
Navistar Financial Corp.'s (NFC) senior debt and subordinated debt
ratings are affirmed at 'BBB' and 'BBB-' by Fitch. The Rating
Outlook is Negative. Approximately $500 million of securities are
affected by Fitch's actions.

NFC's ratings reflect the liquidity of NFC's receivables and
management's experience operating through adverse business cycles.
Additionally, the company's close ties with its parent,
International Truck and Engine Corp. (International) is
considered. Nearly all of NFC's receivables are from
International's sales. Under the provisions of NFC's bond
indentures, International is required to own 100% of NFC's equity
and maintain fixed charge coverage at or above 1.25 times (x) at
all times.

The rating outlook change to negative from stable recognizes
Fitch's concern over deterioration in NFC's asset quality
statistics in 2000, which has been common among its peers in new
and used truck financing. The decline in asset quality coincides
with the spike in fuel prices in 2000. Although the rise in
delinquencies is above historical ranges, it is the speed of the
increase from the 1997-1999 period, which is the most concerning.
Specifically, delinquencies past due 60 days have doubled to 1.30%
at July 31, 2000 from 0.65% at Oct. 31, 1999. Recoveries from
repossessed inventory are also likely to decline over the
immediate term due to the large used truck inventory throughout
the industry. As recently as 1998, NFC's recovery rate from
repossessed trucks was over 80%. In 2000, Fitch expects the
recovery rate to approximate 70%. Fitch does not project a
significant improvement in used truck inventories over the next 12
months.

International Truck and Engine Corp. is the main operating
subsidiary of Navistar International Corporation, which is rated
'BBB-' by Fitch. While heavy-duty truck orders and production
levels have sharply declined in recent months, the ratings reflect
International's efforts since the last major downturn to improve
its cost structure and the considerable cash reserves it is
currently holding to help it weather a downturn.

NFC, International's captive finance subsidiary, is engaged in the
wholesale, retail and lease financing of new and used trucks sold
by International and its dealers. NFC also finances wholesale and
selected retail accounts receivable of International. At July 31,
2000, NFC had $4.8 billion of managed assets.


NEVADA BOB'S: Tony Loth Leaves Post As President, CEO and CFO
-------------------------------------------------------------
Nevada Bob's Golf Inc. announces that Mr. Tony Loth has resigned
as the President, Chief Executive Officer and Chief Financial
Officer of the Company, effective immediately. Mr. Loth remains a
director of the Company. Mr. Izzie Abrams, the Chairman of the
Board and Chief Restructuring Officer of the Company, shall be
assuming the additional roles of President and Chief Executive
Officer. A further announcement respecting the Chief Financial
Officer position shall be made in due course.


NEVADA BOB'S: Ozer Group Orchestrating Sale of Corporate Stores
---------------------------------------------------------------
Nevada Bob's Golf Inc. announces that the sale of its corporate
stores as "Nevada Bob's" franchises, as part of its revitalization
and restructuring efforts, is proceeding according to plan. The
Company has received offers on a number of stores, is negotiating
definitive agreements in respect of these offers and is arranging
for the expeditious closing of such sales. Further announcements
respecting finalized asset dispositions shall be made as
developments occur.

Those interested in receiving more information respecting the
purchase of stores can contact Mr. David Peress at The Ozer Group,
at telephone no. 781- 707-4224.

Nevada Bob's Golf Inc. corporate offices are located in Calgary,
Alberta, Canada. The Company's stock trades under the symbol "NBC"
on The Toronto Stock Exchange.


OWENS CORNING: Seeks Court Approval of Merger with Servicelane.com
------------------------------------------------------------------
Owens Corning Corp. is asking for bankruptcy court authorization
to enter into a merger agreement with Servicelane.com Inc., to
combine its home remodeling unit with the privately held Dallas-
based e-commerce company. The Toledo, Ohio-based, building
products maker says the combination with Servicelane.com will
permit it to expand its "sell, furnish and install," or SFI,
business nationally over the next year. The planned expansion of
the SFI business includes Owens Corning increasing by 250 the
number of Lowes Home Improvement Warehouse stores, a unit of Lowes
Cos., from the 42 it currently serves.(ABI, 15-Nov-00)


OWENS CORNING: Third Quarter Sales Decline Compared To A Year Ago
-----------------------------------------------------------------
Owens Corning (NYSE: OWC) reported financial results for the third
quarter ended September 30, 2000.

The company had net sales for the period of $1.281 billion,
compared to $1.333 billion in the same period a year ago. Sales
were basically flat when adjusted for the divestiture of
businesses in the first half of 2000 that had accounted for $71
million of revenue in the third quarter of 1999.

During the third quarter, a 7 percent decline in Building
Materials sales was offset by a 13 percent growth in Composite
sales. Building Materials sales were impacted by weakening markets
associated with higher interest rates and reduced new construction
and remodeling activity. Composites growth was attributed to
strong global demand and a favorable pricing environment.

Income from operations for the quarter was $80 million, versus
$183 million in the third quarter of 1999. Third quarter 2000
results included $26 million of costs associated with asset
impairments, severance and other employee benefits. The remainder
of the decline was attributable to softening demand, accompanied
by increased manufacturing costs, and continued significant raw
material and energy cost increases in the Building Materials
segment that were not fully offset by increased prices. This was
partly offset by a reduction in marketing and administrative
expenses, which were $12 million lower than prior year levels.
Net income was $14 million, or $.25 a share on a diluted basis,
compared to net income of $89 million, or $1.53 per share on a
diluted basis, in the same period a year ago. The decline in net
income in the third quarter of 2000 reflects the factors discussed
above, as well as increased borrowing costs.

As reported, on October 5, 2000, Owens Corning voluntarily filed
for reorganization under Chapter 11 of the U.S. Bankruptcy Code.
The filing will enable Owens Corning to refocus on operating its
businesses and serving its customers while it develops a plan of
reorganization that will resolve its asbestos and other
liabilities and provide a suitable capital structure for long-term
growth.

In addition to refocusing on operational excellence and customer
service, Owens Corning continues to place a strong emphasis on
cost control and optimizing the Owens Corning brand to maintain or
increase share in all served markets.

Owens Corning is a world leader in building materials systems and
composites systems. The company has sales of $5 billion and
employs approximately 20,000 people worldwide. Additional
information is available on Owens Corning's Web site at
http://www.owenscorning.comor by calling the company's toll-free  
General Information line: 877-799-6904.


PARACELSUS HEALTHCARE: 3Q Results & Chapter 11 Bankruptcy Status
---------------------------------------------------------------
Paracelsus Healthcare Corporation (OTC Bulletin Board: PLHC)
reports on its financial results for the third quarter ended
September 30, 2000 and the status of the Company's capital
restructuring efforts through a Chapter 11 proceeding. Paracelsus
Healthcare Corporation ("PHC") and its subsidiaries, collectively,
are herein referred to as the "Company."

Third Quarter 2000 Results

Net revenue was $93.2 million for the quarter ended September 30,
2000, compared to $138.2 million for the same period in 1999.
Excluding unusual items and reorganization costs, earnings before
interest, income taxes, depreciation and amortization ("EBITDA")
were $6.8 million for the third quarter of 2000 versus $13.6
million for the comparable period in 1999. As a percentage of net
revenue, the Company's 2000 third quarter EBITDA margins were 7.3%
compared to 9.8% in 1999. The 1999 results summarized above
include the operations of five hospitals sold in the third quarter
of 1999.

Same Hospital net revenue was $93.2 million for 2000 compared to
$91.2 million in 1999. Same Hospital EBITDA was $10.1 million, or
10.8% of net revenue in 2000, compared to $13.7 million, or 15.1%
in 1999. Net revenue for the quarter reflects an increase of 5.4%
in admissions and a 6.3% increase in outpatient visits. The
decline in EBITDA was due primarily to volume and market related
increases in salary expenses at certain hospitals and increased
bad debt expense. Approximately half the increase in bad debt
expense occurred at one hospital and was due largely to an
increase in self-pay patients and emergency room visits, which
generally result in higher bad debts. Results for the 2000 quarter
also included $537,000 in severance and other charges at one
hospital, the majority of which related to the shut-down of
unprofitable physician practices.

Loss before income taxes and discontinued operations was $11.5
million for 2000 compared to a loss of $3.0 million for 1999.
Results for 2000 included reorganization costs of $1.5 million for
professional fees incurred in connection with the Company's
reorganization efforts. Results for 1999 included an unusual gain
of $5.5 million from the settlement of shareholder litigation in
September 1999 and a $2.3 million gain on the sale of a hospital.
The Company reported a net loss of $11.5 million, or $0.20 per
diluted share, for 2000 compared to a net loss of $4.0 million, or
$0.07 per diluted share, for the same period in 1999. The Company
did not record an income tax benefit in 2000 as a result of the
Company's going concern status. Net loss in 1999 reflected a loss
from discontinued operations of $601,000 (net of tax benefit of
$418,000), or $0.01 per diluted share, resulting from certain
Medicare contractual adjustments related to discontinued
psychiatric operations sold in 1998.

Commenting on third quarter results, Robert L. Smith, Chief
Executive Officer of Paracelsus, said, "While we are disappointed
with the EBITDA performance of our hospitals, net revenue and
patient volumes remain strong, and with the exception of bad debt
expense, hospital operations are generally in line with our
expectations given the Company's capital constraints. We are
committed to reducing bad debt charges and are aggressively
addressing this issue through a comprehensive revenue cycle
management initiative currently underway at all of our hospitals.
This initiative involves implementing systems and processes to
track, benchmark and improve the hospitals' admission, billing and
collection cycles. We expect this initiative to show some positive
results by year-end, although the full impact of our efforts will
not be realized until 2001."

Commenting on other issues, Mr. Smith added: "The Company is
facing increasing competition in a number of key markets, most
notably Fargo, North Dakota where a competing hospital opened in
November of this year. The Company expects to report declines in
patient volumes as a result of this new hospital. We have an
excellent management team in Fargo who continues to pursue various
alternatives to mitigate the impact of the new facility. Given the
progress we have made in our restructuring efforts to date, we are
confident that we will be able to devote the resources necessary
to compete effectively in Fargo and all of our major markets. In
the short to intermediate term, however, the Company's net revenue
and EBITDA performance will be adversely impacted by these
developments."

Nine Months Ended September 30, 2000

Net revenue was $279.3 million for the nine months ended September
30, 2000, compared to $432.4 million for the same period in 1999.
EBITDA for the first nine months of 2000 was $28.9 million versus
$54.3 million for the comparable period in 1999. As a percentage
of net revenue, the Company's 2000 EBITDA margins were 10.3%
compared to 12.6% for the same period in 1999. The results
summarized above include the operations of ten hospitals sold in
1999.

Same Hospital net revenue was $277.7 million for 2000 compared to
$277.8 million in 1999. Same Hospital EBITDA was $37.5 million, or
13.5% of net revenue in 2000, compared to $47.1 million, or 17.0%
in 1999. The stability in net revenue was due to an overall
increase in admissions and outpatient visits, offset in part by a
shift in payor mix from traditional Medicare, Medicaid and
indemnity plans to managed care, from which the Company generally
receives lower reimbursements. The decline in EBITDA was due
primarily to volume and market related increases in salary
expenses, increased supply costs, principally pharmaceuticals, and
the aforementioned increase in bad debt expense. EBITDA was also
negatively impacted by a decline in volumes at one facility due
largely to the departure of several physicians in response to
revisions in the hospital's credentialing standards for medical
staff, as previously reported.

Loss before income taxes and discontinued operations was $29.2
million for 2000 compared to $18.3 million for 1999. Results for
2000 included reorganization costs of $5.8 million for
professional fees incurred in connection with the Company's
reorganization efforts. Results for 1999 included (i) unusual
charges of $2.2 million, which consisted of a $5.5 million
corporate restructuring charge, a $2.2 million charge associated
with an executive agreement offset by a $5.5 million gain from the
settlement of shareholder litigation and (ii) a net loss on sale
of facilities of $114,000.
The Company reported a net loss of $29.2 million, or $0.50 per
diluted share, for 2000 compared to a net loss of $13.2 million,
or $0.24 per diluted share, for the same period in 1999. The
Company did not record an income tax benefit in 2000 as a result
of the Company's going concern status. Net loss in 1999 reflected
a loss from discontinued operations of $601,000 (net of tax
benefit of $418,000), or $0.01 per diluted share, resulting from
certain Medicare contractual adjustments related to discontinued
psychiatric operations sold in 1998.

Proceeding under Chapter 11 of the Bankruptcy Code

As previously reported, on September 15, 2000, Paracelsus
Healthcare Corporation filed a voluntary petition under Chapter 11
of the United States Bankruptcy Code with the United States
Bankruptcy Court for the Southern District of Texas as part of its
ongoing effort to restructure its capital obligations. The
bankruptcy filing is limited to the parent company ("PHC"), and
does not include any of PHC's hospital subsidiaries.

Simultaneously with the commencement of its bankruptcy case, PHC
filed a Plan of Reorganization (the "Plan") pursuant to which PHC
will effect its capital restructuring. During the Chapter 11
proceeding, PHC operates as a debtor-in-possession under the
authority of the Bankruptcy Code. PHC elected to seek Court
protection in order to facilitate the restructuring of its debt
while continuing to maintain normal business operations of PHC's
hospital subsidiaries.

PHC's hospital subsidiaries did not file for bankruptcy protection
and are expected to continue paying, in the ordinary and normal
course of business, all wages, benefits and other employee
obligations, as well as all outstanding and ongoing accounts
payable to their contractors and vendors. A $62.0 million credit
facility secured at the subsidiary level is not directly affected
by PHC's bankruptcy filing. The Company expects cash on hand and
cash generated from operations to be sufficient to meet the
working capital and capital expenditure needs of the hospital
subsidiaries during the restructuring process.

The Note holders of a majority of the principal amount of the
Notes support the main financial terms of the Plan and, subject to
certain conditions, have indicated an intent to vote in favor of
the Plan. The major terms of the Plan, as amended, are provided in
greater detail in the Company's Quarterly Report on Form 10-Q
filed on November 14, 2000. In summary, the Plan proposes the
exchange of all principal and interest outstanding on the Notes
and all allowed general unsecured claims up to $15.0 million for a
combination of cash, $130.0 million in 11.5% Senior Notes and
95.0% of common stock of the reorganized PHC, subject to dilution
through the exercise of warrants. Holders of PHC's common stock as
of the Record Date, as defined by the Plan, will receive 5.0% of
the reorganized PHC's common stock and warrants to purchase,
subject to certain conditions, an additional 11.64% of the
reorganized PHC's common stock. The Plan, as well as PHC's
Disclosure Statement, are on file with the Bankruptcy Court and
are available for review and copying during the Bankruptcy Court's
normal business hours.

Mr. Smith continued, "With the support we have received from a
majority of the Note holders on the main financial terms of the
Plan of Reorganization, we expect the Bankruptcy proceeding to
continue to progress expeditiously. The Company also expects the
current directors, officers and other key management to remain in
place throughout the reorganization process. We continue to have
the support of our employees, physicians, vendors, and the
communities we serve and look forward to emerging from this
proceeding with renewed focus on growing our business and most
importantly, providing quality healthcare to those who seek our
services."

Paracelsus Healthcare Corporation, a public company listed on the
OTC Bulletin Board, was founded in 1981 and is headquartered in
Houston, Texas. Including a hospital partnership, Paracelsus
presently owns the stock of hospital corporations that own or
operate 10 hospitals in seven states with a total of 1,287 beds.
Additional Company information may be accessed through
http://www.prnewswire.comunder the Company's name.


PRECISION AUTO: 1st Quarter Ending Oct. 31 Shows $2.7M Loss
-----------------------------------------------------------
Precision Auto Care, Inc. (Nasdaq: PACI) announced a loss of $2.7
million or $(.36) per share for the fiscal quarter ending October
31, 2000, compared with a loss of $1.6 million or $(.27) per share
for the comparable prior year quarter.

Lou Brown, President and CEO, stated "the increase in the net loss
versus the prior year period is primarily due to a decrease in
manufacturing revenues from the prior year. The Company is
continuing its efforts to divest itself of its manufacturing
entities."

Precision Auto Care, Inc. is the world's largest franchisor of
auto care centers, with 567 operating centers as of October 16,
2000. The Company franchises and operates Precision Tune Auto
Care, Precision Auto Wash, and Precision Lube Express centers
around the world, and offers a vertically integrated organization
with manufacturing and distribution subsidiaries.


PRESBYTERIAN HEALTH: S&P Assigns CCCpi Financial Strength Rating
----------------------------------------------------------------
Standard & Poor's has assigned its triple-'Cpi' financial strength
rating to Presbyterian Health Plan Inc. (PHP).

The rating reflects the HMO's weak risk-based capitalization and
very weak earnings, which are offset by good liquidity.

PHP, incorporated in 1987, is based in Albuquerque, N.M. It is a
wholly owned subsidiary of Presbyterian Network Inc., which is an
affiliate of Presbyterian Healthcare Services, a health care
delivery system. As of Dec. 31, 1998, PHP merged with FHP of New
Mexico Inc.

Major Rating Factors:

   --  PHP's capitalization is weak, as reflected by Standard &
       Poor's capital adequacy ratio of 22.3% at year-end 1999.
       Total statutory capital at year-end 1999 was $18.3 million,
       of which $6.5 million is in surplus notes from Presbyterian
       Network Inc.

   --  The company's operating performance was very weak, with
       underwriting losses of $27.6 million, $29.4 million, and
       $11.2 million in 1999, 1998, and 1997, respectively.

   --  Liquidity is good, with a Standard & Poor's liquidity ratio
       of 118% based on PHP's year-end 1999 statutory financial
       statement.


PRIME RETAIL: Sells 4 Centers, Fortress Extends $71MM Financing
---------------------------------------------------------------
Prime Retail, Inc. (NYSE: PRT, PRT.PRA, PRT.PRB) announced that it
has entered into an agreement in principle with an affiliate of
Fortress Investment Fund LLC to obtain from Fortress up to $71
million in mezzanine financing and to sell to Fortress four of its
outlet centers for $240 million.  The Fortress transaction, after
closing costs and fees, when combined with the planned $25 million
first mortgage financing on the Company's outlet center in Puerto
Rico, will raise an aggregate of approximately $150 million of net
proceeds for the Company.

The $71 million loan will be secured by pledges of equity
interests in certain outlet centers.  The loan will be for a term
of three years, require fixed amortization each month and be pre-
payable at any time after one year.

The interest rate will be a floating rate based on one month Libor
plus 950 basis points.  In connection with the financing the
Company will issue to Fortress warrants to purchase one million
shares of the Company's common stock.  The proposed mezzanine
financing and sale will take the place of the proposed $110
million financing that the Company had been negotiating with
Lehman Brothers.  Fortress had been in discussions with the
Company concerning this proposed financing as a potential member
of the Lehman Brothers lending group.

The sale to Fortress of four of the Company's outlet centers will
be for a total consideration of approximately $240 million,
including the assumption of $175 million of first mortgage debt.  
The net proceeds from the sale, after closing costs and fees and
the required purchase by the Company of land related to one of the
outlet centers to be sold, are expected to be approximately $54
million.  The four outlet centers are located in Gilroy,
California; Michigan City, Indiana; Waterloo, New York; and
Kittery, Maine.

Completion of the proposed transaction with Fortress is subject to
numerous conditions, including the Company obtaining first
mortgage financing in the amount of approximately $25 million on
its outlet center in Puerto Rico.  The Company is in discussions
with various lenders regarding this loan.

The agreement with Fortress also requires that certain lenders to
the Company modify the terms of their indebtedness.  Such consents
are currently being negotiated.

The proceeds from the mezzanine loan, the Puerto Rico mortgage
loan, and the sale of the four outlet centers will be used to pay
off up to $117 million of short-term debt, some of which is
currently in default.  The remainder of the proceeds will be used
for general corporate purposes, including the funding of certain
programs to attract and retain tenants through increased
marketing and capital improvements.  The Company and Fortress have
agreed to use their best efforts to close the transaction before
the end of December 2000.  There can be no assurance as to whether
or when the proposed Fortress transaction will close.

Commenting on the Fortress transaction, Mr. Glenn D. Reschke, the
Chairman, President and Chief Executive Officer of the Company,
said, "The agreement with Fortress is an outgrowth of our
discussions with Lehman Brothers regarding a mezzanine loan for
Prime Retail, as Fortress was a potential participant.  Because
the Company will sell outlet centers in conjunction with the
refinancing, the total amount of new debt and the resulting debt
service obligations will be lower than they would have been
under the proposed Lehman Brothers transaction."

Mr. Reschke continued, "The Fortress transaction is intended to
stabilize the Company's financial condition and strengthen the
Company's balance sheet by reducing our overall level of debt and
extending certain loan maturities.

This, in turn, will provide the Company with the opportunity to
use cash flow from the projects to reduce the new debt over time.  
The Company will also continue to pursue, on a selective basis,
the sale of additional projects to reduce the overall leverage of
the Company more quickly.  Finally, the Fortress transaction will
provide the Company with the capital needed to increase sales and
traffic for our tenants through additional marketing initiatives
and physical improvements and enhancements at our outlet centers."

As previously announced, the Company is in default of the $20
million subordinated loan made by FBR Asset Investment Corporation
("FBR-AIC") that matured August 14, 2000.  The default under the
FBR-AIC loan triggered cross-default provisions with respect to
other Company debt facilities.  In addition, as previously
announced, the Company is not in compliance with financial
covenants contained in certain of its debt facilities.  The
Company is in discussions with the affected lenders regarding
either paying off these loans in their entirety using proceeds
from the Fortress transactions or modifying the terms so that the
Company will be in compliance.  There can be no assurance that one
or all of the affected lenders will not attempt to accelerate the
maturity of their loans or pursue other remedies under their
loan documents in a court of law.

Simultaneously with the issuance of this press release, the
Company is issuing another press release entitled "Prime Retail,
Inc. Reports Third Quarter Funds From Operations of $13.9 million
and $0.15 per Diluted Share."

Prime Retail is a self-administered, self-managed real estate
investment trust engaged in the ownership, leasing, marketing and
management of outlet centers throughout the United States and
Puerto Rico.  Prime Retail's outlet center portfolio currently
consists of 52 outlet centers in 26 states and Puerto Rico
totaling approximately 15.1 million square feet of GLA.  The
Company also owns three community shopping centers totaling
424,000 square feet of GLA and 154,000 square feet of office
space.  As of October 31, 2000, Prime Retail's outlet center
portfolio was 92.4% occupied.  Prime Retail has been an owner,
operator and a developer of outlet centers since 1988.  For
additional information, visit Prime Retail's web site at
http://www.primeoutlets.com.

Fortress is a real estate opportunity fund located in New York
with over $870 million of private equity capital.  Fortress
focuses on real estate related investments worldwide.


PROGRESSIVE DAIRIES: Case Summary $ 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Progressive Dairies Georgia, Inc., a Minnesota Corporation
         7354 Howard Lane
         Eden Prairie MN 55346

Type of Business: Dairy Farm

Chapter 11 Petition Date: November 13, 2000

Court: District of Minnesota

Bankruptcy Case No.: 00-44853

Judge: Nancy C. Dreher

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

Total Assets: $ 7,023,743
Total Debts : $ 7,501,581

20 Largest Unsecured Creditors

Animal Health & Nutrition              Vendor            $ 178,000

Diversified Business Credit            Vendor             $ 58,000

Mike Hatcher                           Vendor             $ 57,000

US Hay                                 Vendor             $ 44,000

Coast Grain Co.                        Vendor             $ 28,000

Royce Lee                              Vendor             $ 28,000

Perry Brothers Co.                     Vendor             $ 27,000

Hi-TEK Rations                         Vendor             $ 23,000

Lextron Animal Health                  Vendor             $ 20,000

The Scoular Co.                        Vendor             $ 20,000

Monsanto Corp                          Vendor             $ 19,000

Noah Yoder                             Vendor             $ 18,000

Furst McNess Co.                       Vendor             $ 14,000

Consolidated Nutrition                 Vendor              $ 7,000

WM Fleming Co.                         Vendor              $ 4,600

McCranie                               Vendor              $ 4,200

Macon County Vet Hospital              Vendor              $ 2,900

NASCO                                  Vendor              $ 2,400

Meltec                                 Vendor              $ 1,231

Gray Fire Extinguisher Sales           Vendor              $ 1,200


REGAL CINEMAS: 3Q Loss of $113MM Leads to Covenant Defaults
-----------------------------------------------------------
Regal Cinemas reported a $113.3 million loss for the third quarter
and revealed that it is in default of certain loan covenants. The
loss is compared with a $5.6 million profit a year ago. The
private theater chain - the nation's biggest with 4,500 screens -
said its current assets of $2.11 billion are exceeded by $2.17
billion in liabilities. That puts the Knoxville, Tenn.-based movie
chain in default of some loan terms. They further revealed that
while the company can make it through the end of the year, there's
no certainty it will be able to keep operating for another 12
months. Analysts, who've been waiting for signs that Regal will
join several other exhibitors in bankruptcy court, said the latest
announcement only heightens concerns.

Like other exhibitors - including Carmike Cinemas and United
Theaters, who have already filed for chapter 11 proceedings -
Regal's debt woes involve cost hangovers from a recent multiplex-
building binge. The company indicated in a regulatory filing
accompanying its third-quarter financial results that its
continued expansion efforts in select markets are severely
threatened its current financial situation.(ABI, 15-Nov-00)


RMM RECORDS: Case Summary and 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: RMM Records & Video Corp.
         568 Broadway, Suite 806
         New York, NY 10012

Chapter 11 Petition Date: November 14, 2000

Court: Southern District of New York

Bankruptcy Case No.: 00-15350

Judge: Arthur J. Gonzalez

Debtor's Counsel: Myron S. Lehman, Esq.
                   Lehman Lehman & Gruber
                   70 So. Orange Avenue
                   Livingston, NJ 07039
                   (973) 740-0770

Total Assets: $ 31,811,079
Total Debts : $ 12,873,179

20 Largest Unsecured Creditors

Glenn Monroig
Juan H. Saavedra Catro
PO Box 9021782
San Juan, PR 00902 D                                   $ 7,300,000

EMOA Music                                               $ 198,518

Harry Fox Agency                                         $ 186,753

Caribbean Wave Music Inc.                                $ 146,564

Ralph Mercado                                            $ 117,380

Alfredo Castellanos                                       $ 80,000

WTCV TV Cable 12                                          $ 57,000

Stollman & Stollman                                       $ 47,816

Crossing Border Music Inc.                                $ 30,480

Siete Grande Television                                   $ 28,500

Dolce Printing                                            $ 18,993

UPS (NY)                                                  $ 15,623

Sprint PCS                                                $ 13,852

Rhinography                                               $ 11,411

O'Banyoun Kenneth                                         $ 10,550

Goodkind Labaton Rudoff                                   $ 10,000

All Digital                                                $ 9,638

Sevilla Graphics                                           $ 8,825

Treehouse Media                                            $ 8,712

WSJU Tele-San Juan                                         $ 7,500


SCOUR, INC: Shuts Down Scour Exchange Community To Sell Assets
--------------------------------------------------------------
Scour, Inc., the world's leading Internet search destination for
digital entertainment, announced it will voluntarily shut down the
Scour Exchange community to facilitate a resolution of pending
litigation and a sale of its assets in the U.S. Bankruptcy Court.

The announcement came after the U.S. Bankruptcy Court granted the
company's motion to disable the file-sharing application.
"We believe our unilateral decision to take down the Exchange will
facilitate a resolution of the copyright infringement litigation
pending against Scour. In addition, we expect the shutdown of the
Exchange to facilitate a sale of Scour's assets, which will
maximize creditor recovery," said Dan Rodrigues, president of
Scour.

Listen.com, a San Francisco-based company that integrates and
distributes online music products and services across a network of
sites, offered Nov. 1 to purchase Scour for $5 million and 527,918
shares of Listen.com stock. The Listen.com proposal was supported
by Scour's board and management.

Today, CenterSpan Communications Corp., a Hillsboro, Oregon-based
developer and marketer of Internet software applications for
communication and collaborative information sharing, announced its
intent to submit a bid for Scour's assets.

According to a procedure and calendar established by the court,
interested parties must deposit $500,000 with Scour's legal
counsel no later than Dec. 5 to qualify as a bidder. The
successful bidder will be determined at the final sales proceeding
scheduled for Dec. 12. Further information concerning the sale
procedure and deadlines is available from the company's bankruptcy
counsel, Paul M. Brent of Steinberg, Nutter & Brent at (310) 451-
9714.

Under Section 363 of the U.S. Bankruptcy Code, the sale of a
company in Chapter 11 is subject to competitive bidding process.
Scour filed its voluntary Chapter 11 petition in the U.S.
Bankruptcy Court for the Central District of California in Los
Angeles on Oct. 12, 2000, which automatically stayed all pending
litigation against the Company.

In July, the Motion Picture Association of America (MPAA), the
Recording Industry Association of America (RIAA) and the National
Music Publishers Association (NMPA) sued Scour over allegations of
copyright infringement.

Scour, founded in 1997, develops and markets Scour.com, the
Internet's leading entertainment search site; Scour Exchange, an
online multimedia file sharing community; and Scour Caster, an
online radio community.


SELECT MEDIA: Engages Marcum & Kliegman as New Auditors
-------------------------------------------------------
On October 30, 2000, the Board of Directors of Select Media
Communications, Inc. adopted a resolution to formally notify the
independent accounting firm of Ernst & Young, LLP that the client-
auditor relationship between Select Media Communications, Inc. and
Ernst & Young LLP had ceased.

The last report issued by Ernst & Young LLP on the consolidated
financial statements of the company related to its fiscal year
ended December 31, 1994. That report was issued on March 22, 1995
and Ernst & Young LLP's opinion was modified as to the uncertainty
of Select Media to continue as a going concern. Ernst & Young has
not issued any reports on the company's consolidated financial
statements since the March 22, 1995 report.

On February 1, 2000, the company's Board of Directors formally
engaged Marcum & Kliegman LLP, of Woodbury, New York, as its new
independent auditors to audit its financial statements.


SOUTHDOWN INC: S&P Lowers Corporate Credit Rating to BBB-
---------------------------------------------------------
Standard & Poor's today lowered the corporate credit rating on
Southdown Inc. to triple-'B'-minus from triple-'B'-plus. The
outlook is negative. At the same time, the rating was removed from
CreditWatch, where it was placed on May 28, 2000. The rating
action follows the merger between Southdown and Cena Acquisition
Corp., a subsidiary of Cemex S.A. de C.V. The ratings on Cemex and
related entities were affirmed on Oct. 6, 2000.

The rating action is based on Cemex's successful acquisition of
Southdown following its offer on Sept. 29, 2000, and the strategic
importance that Southdown's business will have within Cemex.
Although, like Compania Valenciana de Cementos Portland, S.A.
(Valenciana), Southdown's day-to-day operations are expected to be
independent from its Mexican holding company, Cemex determines the
financial strategy for the entire group. In addition, Southdown's
senior credit facilities have the guarantee of Valenciana and
cross-acceleration provisions in Cemex and Valenciana's credit
agreements provide further incentive to view all companies as a
single credit.

The ratings reflect Cemex's improved geographic and cash flow
diversity, further accentuated by the Southdown acquisition, which
reduces emerging market exposure and is considered a good fit into
the company's portfolio of cement assets. The ratings on Cemex and
its subsidiaries also reflect a strong commitment to rapid debt
reduction to bolster the capital structure, address heavy near-
term debt maturities, bring key ratios near median levels for the
rating category, and restore financial flexibility. Cemex is
expected to refrain from significant share repurchases until this
has been accomplished.

The company's foreign currency rating is one notch higher than the
sovereign foreign currency rating for the United Mexican States,
because of the increasing importance of the company's non-Mexican
operations, for which sales and earnings before EBITDA generate
about 50% of the consolidated figures. It is Standard & Poor's
view that cash flow from non-Mexican operations would be
sufficient to service the holding company's debt, even in the
event of a stress scenario in Mexico.

Cemex, the world's third-largest cement producer, has a strong
business profile, efficient operating procedures, proven
turnaround experience, and a capable management team. All these
factors are expected to enable the company to weather volatile
market conditions and generate the necessary cash to improve its
financial profile, which is comparable with that of the leading
European cement producers. Cemex's financial flexibility is aided
not only by committed credit facilities of $595 million (including
a $250 million bank-supported commercial paper facility), but also
by Valenciana's access to funds in the European market. In
addition, consideration is given to Cemex's strong EBITDA, cash
flow generation, and profitability relative to the rest of the
industry. Cemex is the most profitable of the world's three
leading cement producers, with a 2000 EBITDA margin of 37% and
expected EBITDA of $2 billion. Despite the company's ongoing
acquisition program, key financial ratios have shown steady
improvement over the past three years thanks to a strong
performance from its operations in North America and Spain.
Consolidated EBITDA coverage of interest reached 3.6 times (x) in
1999 and 4x in the past 12 months, compared with 2.6x in 1997. The
ratio of total debt (including off-balance-sheet liabilities) to
EBITDA has also improved, to 2.3x for the past 12 months, from
2.9x in 1999, and 3.2x in 1997. The ratio of funds from operations
to total debt has also improved significantly, rising to 31% in
2000, from 15% in 1997. However, the substantial debt burden ($2.9
billion) assumed with the Southdown acquisition is expected to
temporarily strain key ratios and limit the company's ability to
bring these ratios in line with median ratios for the triple-'B'
rating category.

OUTLOOK: NEGATIVE

The outlook reflects Cemex's decision to pursue a major debt-
financed acquisition that strains cash flow protection measures
and limits financial flexibility. If the company fails to
strengthen its financial profile due to unexpected market
conditions, does not conclude the Valenciana IPO as planned, or
any other reason, ratings would likely be lowered. -- CreditWire


STREAMLINE.COM: Internet Grocer Discontinuing Service on Nov. 22
----------------------------------------------------------------
Streamline.com Inc., which delivers groceries and other items
ordered over the Internet, announced that it is winding down its
operations and plans to discontinue service effective Nov. 22.
Streamline.com said in a statement that it began exploring
financial alternatives in May, culminating in the September sale
of its Washington and Chicago operations to Peapod Inc. , which is
51 percent owned by Dutch supermarket giant Ahold (AHLN.AS). Since
then, talks with potential investors and strategic partners
seeking additional financing or, alternatively, to sell the
company's remaining operations have proved unsuccessful,
Streamline.com said. (New Generation Research, Inc., 14-Nov-00)


TESSERACT GROUP: Chairman John T. Golle Resigns
-----------------------------------------------
Tesseract Group Inc. reports that on October 26, 2000, John T.
Golle resigned as Chairman of the Board of Directors of that
company.


UAB OF NEW LIFE: Case Summary and 5 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: UAB of New Life Christian Center
         3944 White Plains Road
         Bronx, New York, 10466

Chapter 11 Petition Date: November 14, 2000

Court: Southern District of New York

Bankruptcy Case No.: 00-1534

Judge: Stuart M. Bernstein

Debtor's Counsel: Peter F . Anderson, Jr.
                   596 Grand Concoirse Bronx
                   New York 1045

Total Assets: $ 1,000,000
Total Debts : $ 986,061

5 Largest Unsecured Creditors

L& B Construction NY, Inc.                                 $ 9,300

Associated Fuel Oil Corp.                                  $ 1,500

Minolta Business Solutions                                 $ 1,149

Minolta Business Systems                                     $ 550

G.C. Reliavle Service, Inc.                                  $ 400


VENCOR, INC: Stipulates to Relief from Stay on Negligence Claim
---------------------------------------------------------------
The Debtors consent to and have obtained Judge Walrath's stamp of
approval of an agreement and stipulation whereby the Debtors agree
to a modification of the automatic stay to permit Amy Kelly to
prosecute her pre-petition claim against Vencor, Inc. over alleged
negligence.

The Debtors have determined that there is an insurance policy
issued in favor of Vencor. Plaintiff shall not be entitled to any
other or further distribution from the Debtors' estates on account
of any judgment that may be entered against the Debtor in the
action.

Except as specifically provided in the stipulation, the Plaintiff
shall not engage in any efforts to collect any amount from the
Debtors or any of Debtors' current and former employees, officers
and directors, or any person or entity indemnified by Debtors.

The parties also agree to mutual general release of claims over
the matter. (Vencor Bankruptcy News, Issue No. 18; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


WAXMAN INDUSTRIES: Announces Financial Results for Fiscal 2001
--------------------------------------------------------------
Waxman Industries, Inc. (OTC Bulletin Board: WAXX), a leading
supplier of specialty plumbing and other products to the U.S.
repair and remodeling market, reported its revenue and earnings
for the first quarter ended September 30, 2000. Until its sale on
September 29, 2000, the Company accounted for its 44.2% ownership
of Barnett Inc. under the equity method of accounting.

Operating Results

Net sales for the Company's wholly-owned operations for the three
months ended September 30, 2000 amounted to $17.4 million, as
compared to $22.8 million in the prior year's comparable period.
The decrease in net sales is attributable to lower than expected
sales to certain retailers, which the Company believes is due to a
slowing retail environment and their cash management initiatives.
Also impacting the net sales reduction is the exclusion of results
for WAMI Manufacturing, which was sold effective March 31, 2000
and the closure of Premier Faucet in June 2000.

The Company reported an operating loss of $0.9 million for the
fiscal 2001 first quarter, as compared to operating income of $0.3
million in the same period last year. Included in the fiscal 2001
first quarter are restructuring and procurement charges of $0.5
million as compared to $0.2 million in the same period last year.

Net income for the quarter ended September 30, 2000 was $48.2
million, or $3.98 per basic and diluted share, as compared to a
net loss of $2.6 million, or $0.22 per basic and diluted share,
for the quarter ended September 30, 1999. On September 29, 2000,
the Company completed the sale of its remaining equity interest in
Barnett Inc., reporting a net gain on the sale of $47.5 million.
The Company also recognized a $7.8 million deferred gain on the
sale of U.S. Lock, which was being amortized as Barnett amortized
its goodwill from the acquisition. Also included in the Company's
results for the first quarters of fiscal 2001 and 2000 are equity
earnings from Barnett of $1.4 million and $1.6 million and
interest expense of $4.7 million and $4.3 million, respectively.

The Company also recognized an extraordinary charge of $57,000,
net of taxes, for the write-off of the deferred loan costs for its
Senior Notes, which were retired with a portion of the proceeds
from the sale of the Barnett common stock by the Company.
The Company's financial restructuring plan is proceeding as
planned. As previously reported, on October 2, 2000 the Company
filed a joint plan of reorganization with the U.S. Bankruptcy
Court. The Joint Plan was developed over the past year with a
committee of the Company's Deferred Coupon Note holders, the only
impaired creditors. The Joint Plan received the approval of the
holders of approximately 97% of the Deferred Coupon Notes. The
hearing on the confirmation of the Joint Plan is scheduled for
November 14, 2000, and the Company believes that the plan should
be approved because it was jointly developed with, sponsored by,
and has received the overwhelming support of the only impaired
class of creditors.

The Company's balance sheet will be greatly improved as a result
of the comprehensive financial restructuring. Upon the
confirmation of the Joint Plan, the Company expects to have
approximately $10 million in working capital debt, having repaid
$35.9 million of Senior Notes upon completion of the Barnett Sale
and extinguishing approximately $92 million of Deferred Coupon
Notes pursuant to the Joint Plan.

Waxman Industries, Inc. is a leading supplier of specialty
plumbing and other products to the repair and remodeling market in
the United States. Through its wholly-owned subsidiaries, Consumer
Products, WAMI Sales, Medal of Pennsylvania, Inc., and its foreign
sourcing operations, TWI and CWI, the Company distributes its
products to a wide variety of large national and regional
retailers, other independent retailers and wholesalers in the
United States.


* BOOK REVIEW: Workouts & Turnarounds II
----------------------------------------
Editor: Dominic DiNapoli
Publisher: John Wiley and Sons
Hardcover: 448 Pages
List Price: $95.00
Order a copy today from Amazon.com at
http://www.amazon.com/exec/obidos/ASIN/0471246360/internetbankrupt

Review by Gail Owens Hoelscher

The original Workouts & Turnarounds offered potential investors
step-by-step instruction in analyzing troubled companies, finding
professionals to help along the way, and deciding whether to
restructure, liquidate or sell.

Workouts & Turnarounds II is a comprehensive guide to determining
the relative likelihood of turnaround and bankruptcy, and to
deciding whether to restructure, divest, or liquidate.  It covers
the entire restructuring process, addressing both out-of-court and
in-court alternatives.

The editor first gives compelling evidence that, despite the
booming economy of the 1990s, corporate bankruptcies are on the
rise and the trend will continue into the new century.  Indeed,
data from the Administrative Office of the United States Courts
show a 46 percent increase in the number of public companies
filing for Chapter 11 protection in 1998 from the previous year,
and a 71 percent increase from the lowest point of the decade,
1994.  High-yield debt issuance, one predictor of future corporate
bankruptcy filings, was 237 percent higher through 1998 than in
the entire decade of the 1980s.

The editor calls the reader's attention to the implications for
corporate restructuring of increased cross-border investment.  
With creditors, investors, and assets located in another,
restructuring becomes all the more complex. Thus, one chapter
reviews the cross-border insolvency model law adopted by the
United Nations Commission on International Trade in 1997, and
provides an overview of corporate restructuring in Latin America
with more in-depth analysis given for Brazil and Argentina.  
Another chapter furnishes the same analysis for Japan, South
Korea, Hong Kong, Thailand, Signapore, Malaysia, and Indonesia, as
well as a clear and concise overview of those countries mid-1990s
economic slow-downs.

The core of the book is the wisdom it offers in identifying
appropriate forums for dealing with a troubled company; managing
distressed situations from the perspective of both company and
creditor; protecting assets legally; and evaluating investments
and trades in troubled securities.  its 21 chapters are written
intelligently and succinctly, and its authors clearly explain
terms that may be unfamiliar to management finding themselves in a
new environment.

The first chapters take up the causes of business failure,
assessing the likelihood of a turnaround, deciding whether to "fix
or file," how to go about fixing and, alternatively, preparing for
filing.  There are chapters dedicated to the role of lawyers
representing distressed companies, and the perspectives of secured
creditors, unsecured creditors, and lenders.  One chapter tackles
valuation of companies in turnaround and workout situations, and
another the performance of distressed and defaulted debt
securities.  Two chapters consider the role of accountants and
company employees in the turnaround process.  Two chapters are
devoted to financial disputes and tax considerations, and two
chapters to specific industries, retail, and real estate.  The
book finishes up with a discussion of merger and acquisition
strategies for distressed companies.

This book is a must-get for corporate leaders of financially
troubled companies who realize they may have to master unfamiliar
topics fast.

Dominic DiNapoli is Partner-in-Charge and Product Leader of the
Americas Theatre of PricewaterhouseCoopers LLP's Business Recovery
Practice.

                           *********

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

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

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

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


                           *********

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

Troubled Company Reporter is a daily newsletter, co-published by
Bankruptcy Creditors' Service, Inc., Trenton, NJ, and Beard Group,
Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler, Ronald
Ladia, Zenar Andal, and Grace Samson, Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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is obtained from sources believed to be reliable, but is not
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                * * * End of Transmission * * *