TCR_Public/001220.MBX         T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, December 20, 2000, Vol. 4, No. 248


ADMINIQUEST INC: Software Foul-Up Pushes Firm into Bankruptcy
ARMSTRONG WORLD: Continuing Workers' Compensation Programs
BIOSHIELD TECH: More Clean-Up Efforts & Renegotiating Financing
BRADLEES INC: Lender Talks Underway; Prepare for a Chapter 22
BURNHAM PACIFIC: Shareholders Give Nod to Liquidation Plan

DECORA INDUSTRIES: Delaware Court Okays $18.1MM of DIP Borrowing
FRUIT OF THE LOOM: Moves to Reject Burdensome Executory Contracts
GARDEN.COM: Completes GOB Sales; Prepares to Sell Remaining Assets
GENESIS/MULTICARE: Assumes New Jersey Rainbow Nursing Center Lease
JITNEY JUNGLE: Judge Approves Sale of Southeastern Grocery Stores

KAISER GROUP: Plan of Reorganization Declared Effective Dec. 15
LOEWEN GROUP: Individual Shareholder Tugs on Judge Walsh's Robe
LXR BIOTECHNOLOGY: Final Distribution Checks Being Mailed Dec. 27
MARINER POST: Stipulation Saves Zurich from Filing 738 Claim Forms
MOTHERNATURE.COM: Shareholder Distribution Set for December 30

NATURAL WONDERS: Gift Retailer Seeks Chapter 11 in Oakland, Ca.
NATURAL WONDERS: Nasdaq Halts Trading & Asks for More Information
OWENS CORNING: Selling Facility Located in Fair Bluff, N.C.
PACIFICARE HEALTH: Names Michael Kaufman as Chief Medical Officer
PLAY-BY-PLAY: First Quarter Net Sales Plunge 13.4% from Last Year

POLAROID CORP: Moody's Reviewing Senior Ratings for Downgrade
PRIME SUCCESSION: Inks Exit Financing Pact & Plan Takes Effect
QUAD SYSTEMS: Manufacturer Files Chapter 11 Case in Philadelphia
SAFETY-KLEEN: Court Approves SystemOne Marketing Agreement
UNITED RENTALS: Moody's Begins Reviewing Securities for Downgrade

VENCOR, INC: Judge Approves 4th Amended Disclosure Statement
WHEELING-PITTSBURGH: Trade Creditors' Committee Appointed

* Meetings, Conferences and Seminars


ADMINIQUEST INC: Software Foul-Up Pushes Firm into Bankruptcy
A costly glitch in its software products has crippled the Colorado
Springs, Colo.-based AdminiQuest Inc., forcing the startup company
to file for bankruptcy and liquidate its business, according to a
newswire report.  AdminiQuest, which provides web-based business
services for the insurance industry, began removing its software
from the Internet in September after a technician found problems
with the product. The company originally thought the problems
could be fixed in several weeks, but now estimates it will need
$6.5 million and at least a year.

AdminiQuest filed for chapter 11 bankruptcy in Denver on Nov. 13.
The filing has now been converted to chapter 7 bankruptcy, and
Darnell Dent, the president and chief operating officer of
AdminiQuest, said he expects to hand over the keys to the
company's office next week. (ABI, 18-Dec-00)

ARMSTRONG WORLD: Continuing Workers' Compensation Programs
Armstrong World Industries, Inc., reminds the Bankruptcy Court in
Delaware that it is required by the laws of the various states in
which they operate to maintain workers' compensation policies and
programs and to provide their employees with workers' compensation
coverage for claims arising from or related to their employment
with the Debtors, AWI maintains workers' compensation programs in
eleven states through Zurich American Insurance Company. Claims
under these programs are administered by Hartford Specialty Risk
Services as Claims Administrator.

AWI pays a $500,000 deductible for each workers' compensation
claims and Zurich provides insurance coverage for any amount in
excess of $500,000 per claim. Deductibles and retentions have
varied greatly over the past few years, with deductible amounts
reaching up to $1 million per claim.

AWI has obtained, and there are currently outstanding, three
letters of credit for the benefit of several states in which AWI
does business. These letters of credit are issued on an annual
basis and are subject to automatic renewal unless notice is
provided by the letter of credit issuer prior to renewal. The
issuers of these letters of credit, their beneficiaries, and their
amounts are:

Bank of America      State of California (Southgate)     $ 419,639
                      Self-Insurance Plans

Wachovia Bank        Commonwealth of Pennsylvania       $8,900,000
                      Self-Insurance Division

Wachovia Bank        Georgia Self Insurers Guaranty     $1,000,000
                      Trust Fund

In addition to these letters of credit, Awi provides several
states with guarantees for workers' compensation payments in the
form of bonds. These bonds provide security to the individual
states that liabilities still in place from AWI's former self-
insured arrangements will be honored. Generally the states review
the amount of this liability on an annual basis and adjust the
amount of the bonds to closely match the liability. In the event
that a state workers' compensation bond is not renewed, the state
may drawn down the face value of the bond, thus triggering an
indemnification obligation from AWI to the bond issuer.

These bonds are renewed automatically each year unless the bond
issuer gives a prior termination notice.

The bond carriers, beneficiaries, bond amount, premiums and
renewal dates are:

Travelers Casualty   State of Florida     $200,000 $  400 02/01/01
Travelers Casualty   State of Oregon      $333,000 $1,332 03/01/01
Travelers Casualty   State of Mississippi $500,000 $2,000 08/01/01
Travelers Casualty   State of Illinois    $200,000 $  800 09/25/01
Travelers Casualty   State of Oklahoma    $250,000 $1,000 03/31/00

As of the commencement of these proceedings, approximately 153
workers' compensation claims were pending against AWI arising from
alleged on-the-job injuries.

The debtors estimate that the aggregate amount currently payable
on account of asserted or potential workers' compensation claims
arising prior to the commencement date is approximately $3.9

Because payment of these prepetition claims is essential to the
continued operation of AWI's business, the Debtors requested and
obtained authority to continue to make payments, including
deductibles, with respect to all workers' compensation programs on
an uninterrupted basis, and to maintain and continue prepetition
practices with respect to the workers' compensation programs,
including allowing AWI to continue reimbursing the Claims
Administrator for the costs associated with administering valid
workers' compensation claims brought against AWI, and renewing the
letters of credit and bond by paying the fees associated with
them. However, the Court expressly ordered that any such renewal
does not constituted an express or implied agreement by AWI to
reimburse any of the issuers of the workers' compensation letters
of credit or the bond carriers for any draws thereunder, or to
elevate any such reimbursement claims from the treatment such
claim would be accorded if the letters of credit or the bonds had
not been renewed, but instead had been drawn. (Armstrong
Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Service, Inc.,

BIOSHIELD TECH: More Clean-Up Efforts & Renegotiating Financing
BioShield Technologies, Inc. (Nasdaq: BSTI) announced it has
completed its reorganization and has relocated to its offices at
its Research and Development Center located in Norcross, GA.

These efforts allow the Company to considerably reduce its
overhead and operating expenses.  Also, the Company for some time
has recognized the need to replace and refresh its Board of
Directors and has recently done so by adding three new directors,
Dr. Rodothea Milatou, Mr. Alan Lingo and Mrs. Angela B. Howell.  
BioShield is presently awaiting approval of two additional
distinguished board members to be added in the near future.  With
the new year rapidly approaching, the Company is very excited
about its recently obtained EPA registrations and its additional
pending registration approvals that combined give BioShield the
ability to become one of the potentially dominant players in the
EPA approved antimicrobial industry.

Having ceased operations of its eMD division (and placing the unit
into a Chapter 7 liquidation, as reported in the December 8
edition of the Troubled Company Reporter), BioShield is now poised
to concentrate exclusively on its core business of anti-viral and
antimicrobial research for the many uses and applications in which
contaminants are a tremendous and ever growing world wide problem.  
After five years of research, development and EPA application
submittals for registration approvals of the company's core
technologies, BioShield has just in the first and last quarters of
2000 received three U.S. patents and six EPA registrations.  The
Company is currently seeking three additional EPA and FDA
registrations on new molecular compounds to be used as a
preservative and to be used in food processing plants.  BioShield
Technologies has a strong foundation; its many new EPA
registrations and U.S. Patents coupled with pending additional
approvals gives the Company a unique leadership position.

While countless companies over the past six to eight months across
the country have suffered as a result of extremely poor market
conditions, numerous interest rate increases, unexpected and
massive margin calls, shorting of stocks, sour and unsuccessful
acquisitions and the Country's inability to vote in a new
President in a timely manner, BioShield's market indeed suffered
as well and considerably so.  Additionally, as a result of
prior financing arrangements the Company's stock price continued
to be adversely affected.  The Company, however, is currently
renegotiating prior financing agreements that should prove
beneficial to BioShield's position.

The Company is currently working diligently to fine tune its
reorganization, rectify issues of concern and move aggressively
forward to obtain national and worldwide distribution.  The
Company has received and welcomed many calls over the past several
weeks from investors and market makers reflecting their concerns
as to BioShield's status.  The Company wishes to assure those
concerned that it is strongly committed and determined to increase
shareholder value and focus on the Company's considerable
strengths.  BioShield is preparing for what it believes will be an
exciting 2001.

BRADLEES INC: Lender Talks Underway; Prepare for a Chapter 22
Discount retailer Bradlees Inc. said in a filing with the
Securities and Exchange Commission that it is in talks with
lenders to re-work the terms of a revolving credit agreement and
was exploring several options, including liquidation, according to
a Reuters report.  The Braintree, Mass.-based company, which
emerged from chapter 11 bankruptcy last year, said that current
projections show there may not be sufficient cash flow from
operations to comply with a $290 million credit line.  The
revolver requires the company to maintain $50 million of available
cash from Dec. 15 to Jan. 15.  Bradlees is talking with lenders to
modify or waive the covenant to avoid a default under the loan and
to allow for the continuation of operations.  The company said it
is considering various alternatives including strategic
combinations and partial or complete liquidation. (ABI, 18-Dec-00)

BURNHAM PACIFIC: Shareholders Give Nod to Liquidation Plan
Burnham Pacific Properties Inc. (NYSE: BPP) announced that, at its
2000 annual meeting of stockholders held on December 15, 2000,
stockholders approved the Company's Plan of Complete Liquidation
and Dissolution.

In addition to approving the Plan of Liquidation, the Company's
stockholders also elected nine directors to serve until the 2001
annual meeting.  After the annual meeting, the holders of the
Company's outstanding shares of preferred stock exercised their
right to elect two additional directors to the Company's board of
directors, bringing the total to eleven.

The Plan of Liquidation received the affirmative vote of a
majority of the outstanding shares of the Company's common and
preferred stock, voting together as a single class, with the
preferred stock voting on an "as converted" basis.  Of the votes
cast on the Plan of Liquidation, approximately 96.5% were cast in
its favor.  The Plan of Liquidation also received the affirmative
vote of all of the outstanding shares of preferred stock, voting
as a separate class.

Scott C. Verges, the Company's Chief Executive Officer, said,
"After completing the lengthy process of exploring all of our
strategic alternatives, we are extremely pleased that our
stockholders overwhelmingly approved the Plan of Liquidation."

The Plan of Liquidation contemplates, among other things, a
Liquidation and Property Management Services Agreement with DDR
Real Estate Services, Inc., the sale of 13 properties to The
Prudential Insurance Company of America or one of its affiliates
for gross consideration of approximately $317 million, the orderly
sale of the Company's remaining assets and the subsequent
dissolution of the Company.  As previously disclosed, the Company
has already closed on the sale of two of the 13 properties which
are subject to the agreement with Prudential for aggregate
consideration of approximately $48.7 million.

Burnham Pacific Properties, Inc. is a real estate investment trust
(REIT) that focuses on retail real estate.  More information on
Burnham may be obtained by calling 800.462.5181, or visiting the
Company's web site at

DECORA INDUSTRIES: Delaware Court Okays $18.1MM of DIP Borrowing
The U.S. Bankruptcy Court in Wilmington, Del., has granted Decora
Industries Inc. interim approval to borrow $18.1 million under its
$20 million debtor-in-possession (DIP) revolving credit agreement,
pending a final hearing on the loan. Judge Joseph J. Farnan
scheduled a final hearing on the facility, which is being offered
by syndicate of lenders led by collateral agent Ableco Finance LLC
and administrative agent The CIT Group/Business Credit Inc., for
Dec. 20, according to an order the judge signed on Dec. 5. (ABI,

FRUIT OF THE LOOM: Moves to Reject Burdensome Executory Contracts
Fruit of the Loom moves the U.S. Bankruptcy Court in Wilmington,
Delaware, for an order, pursuant to 11 U.S.C. Sec. 365(a),
authorizing rejection of certain executory contracts:

Counter Party         Debtor Entity         Contract Type
-------------         -------------         -------------
Analytical Services   Rabun Apparel         Sludge Testing
Browning Ferris
Industries           Union Yarn Mills      Medical Waste
Cellular One          Union Yarn Mills      Service Agreement
Cintas Corporation    Martin Mills          Safety Mat Rental
Comdisco Inc.         Union Underwear       Computer Equipment
Federal Express       FTL Inc.              Parcel Delivery
Gallery Industries    Union Underwear       Cutting Contract
Lanier Worldwide      FTL Inc.              Fax Machine Lease
Lucent Technologies   Martin Mills          Phone Switch
Miller Apparel        Union Underwear       Cutting Contract
North American
Jet Inc.             FTL Inc.              Aircraft Hangar Lease
Paxar Corp.           Rabun Apparel         Maintenance
Pitney Bowes          Union Underwear       Postage Machine Lease
Sears Roebuck & Co.   Union Underwear       Merchandise Services
Susan Schneider Esq.  FTL Inc.              Legal Services
Trane Co.             FTL Systems           Consulting
Waste Management      Sherman Warehouse     Waste Removal &
Dreamworks            Union Underwear       License Agreement
LucasFilm             Union Underwear       Star Wars License
World Championship
Wrestling            Union Underwear       License Agreement
Central Transport     Union Underwear       Interstate Truck
FFE Transportation
Services             Union Underwear       Interstate Truck
Danny Herman Trucking Union Underwear       Interstate Truck
CPS Trucking          Union Underwear       Interstate Truck
Covenant Transport    Union Underwear       Interstate Truck
Disney Enterprises    Union Underwear       License Agreement
Sherry Manufacturing  FTL Inc.              Private Label Program
Midwest Graphics      FTL Inc.              Private Label Program
The Outhouse          FTL Inc.              Private Label Program
NET Transportation    Union Underwear       Interstate Truck
OTR Express           Union Underwear       Interstate Truck
Swain & Sons          Union Underwear       Interstate Truck
Transportation                              Transport
Landstar Ranger       Union Underwear       Interstate Truck
J-Mar Trucking        Union Underwear       Interstate Truck
Interstate Motor      Union Underwear       Interstate Truck
Carriers                                    Transport
Epes Transport        FTL Inc.              Interstate Truck
Systems                                     Transport
Dennis Archer         FTL Inc.              Severance Benefits
Mary R. Clark         Union Underwear       Severance Benefits
Judy C. Cook          Union Underwear       Severance Benefits
Rick Davis            Union Underwear       Severance Benefits
Lynn M. Galvan        FTL Inc.              Severance Benefits
David Henrickson      FTL Inc.              Severance Benefits
Daniel Schuler        Union Underwear       Severance Benefits
Ronald Sorini         FTL Inc.              Severance Benefits
Lisa Stiner           FTL Inc.              Severance Benefits
David S. Wilson       FTL Inc.              Severance Benefits
Alton Zennon II       Greenville Mfg.       Severance Benefits
Pagers Plus           FTL Inc.              Service Agreement
Bell South Mobility   FTL Inc.              Cellular Agreement

Fruit of the Loom tells Judge Walsh that rejection of these
contracts is a reasonable exercise of its sound business judgment.
Fruit of the Loom no longer requires services and/or equipment or
has made alternative arrangements in a more cost-effective manner.
Accordingly, the burdens of these contracts outweigh the benefits
they confer on the estates. (Fruit of the Loom Bankruptcy News,
Issue No. 18; Bankruptcy Creditors' Service, Inc., 609/392-0900)

GARDEN.COM: Completes GOB Sales; Prepares to Sell Remaining Assets
------------------------------------------------------------------ (Nasdaq: GDEN), provided an update with regard to
its consumer business asset sale, announced November 15, 2000,
reporting that the company has substantially completed its "going
out of business sale" of product inventory.  While still
in progress, the company has also completed the process of
compiling its consumer business asset sale book, and has been in
contact with and received bids from several third parties
interested in purchasing assets from  In addition, has started to solicit bids for the sale of certain
components of its technology assets.

As contemplated in its November 15, 2000 announcement, the company
reported that additional layoffs have been conducted and completed
within its consumer retail operations division.  The remaining 47
employees continue to be focused on ensuring all customer orders
are completed, returns are processed and credit card issues are
resolved. also announced that Green Cheetah, Inc., its
80% subsidiary, has developed and deployed its FastSQL software.  
FastSQL is a general purpose performance enhancement system for
database centric, e-business systems, with a particular emphasis
on queries and caching.  The FastSQL software is designed to
permit the caching of arbitrary queries to a SQL database for all
Java 1.2 and JDBC 2.0 clients.  Green Cheetah, Inc. has
completed limited, live deployment of its FastSQL software.  In
these deployment and testing environments, the FastSQL software
produced significant improvements in the performance of the
underlying application.

Additionally, has confirmed details for its annual
stockholders meeting, set to take place at the company's corporate
headquarters in Austin, TX on January 8, 2001.  Located at 3301
Steck Avenue in North Austin, the meeting is scheduled to begin at
11:00 am CST.  At the annual meeting, anticipates
submitting a Plan of Liquidation and Dissolution for approval by
its stockholders.   The Plan of Liquidation would give the company
the authority to wind down its business and to sell its assets,
including both its consumer business assets and its technology
assets.  If the Plan of Liquidation is approved by stockholders at
the annual meeting,'s Board of Directors could dissolve
the company at any time as it determines is advisable in
connection with the sale of the company's assets.

Stockholders of are urged to read the definitive proxy
statement to be filed by in connection with the
proposed Plan of Liquidation.  The proxy statement will contain
important information about the Plan of Liquidation and the annual
stockholders meeting.  After it is filed with the SEC, the
definitive proxy statement will be available for free, both
on the SEC's web site ( from as  
follows:, Inc.
     Corporate Secretary
     3301 Steck Avenue
     Austin, Texas 78757
     512-532-4000 also announced that it has received delisting notices
from the Nasdaq National Market due to its failure to maintain a
minimum bid price of its Common Stock of at least $1.00 per share
and its failure to maintain a minimum market value of public float
of at least $5.0 million.  These notices provide that the Common
Stock could be delisted as early as February 9, 2001, lthough
implementation of the proposed Plan of Liquidation may result in
an earlier delisting. expects that it will be unable
to satisfy the requirements for continued listing of its Common
Stock on the Nasdaq National Market.

Founded in December of 1995, has been a leading
resource for consumers in the $47 billion home gardening market.  
Through its flagship website,, and a company branded
catalog, has provided 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.  Headquartered in
Austin, Texas, has offices in Iowa.

GENESIS/MULTICARE: Assumes New Jersey Rainbow Nursing Center Lease
Pursuant to section 365 of the Bankruptcy Code, The Multicare
Companies, Inc., sought and obtained the Court's authority to
assume lease of nonresidential real property pertaining to the
Rainbow Nursing Center in New Jersey, and for setting cure claim
at the amount of $61,123 under section 365(b) of the Bankruptcy

The lease is between Rainbow of New Jersey, Inc. Corporation
(Landlord) and Health Resources of Bridgeton, Inc. (Tenant) for
premises at Big Oak Road #8 Bridgeton, NJ at rental amount of
$550,000 per annum subject to an increase of 5% every three years.

The Debtors submit that, based on their evaluation of financial
performance of the facility, the Lease is profitable and should be

The Debtors also mention that Health Resources of Farmington,
Inc., was a party to a facility lease with the Landlord that was
terminated pursuant to an agreement approved by this Court. Under
the termination agreement, the Debtors agreed to promptly move to
assume the Lease.

The Debtors tell Judge Walsh that according to their records, the
Tenant currently owes Landlord $61,123 which is set as the total
cure claim unless the landlord files an objection with the Court,
in which case, the Debtors request that the Court determine the
amount, if any, of the cure amount due under the Lease.

Finally, the Debtors expressly reserve the right to assign the
Lease subject to the requirements of section 365(f) of the
Bankruptcy Code. (Genesis/Multicare Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

JITNEY JUNGLE: Judge Approves Sale of Southeastern Grocery Stores
A federal bankruptcy judge has approved a plan by Jitney-Jungle
Stores of America to sell off parts of its southeastern grocery
chain to a number of bidders for $97.6 million. Jitney-Jungle
filed for bankruptcy protection in October 1999. Since then, the
company has closed many of its 210 stores, including seven
Delchamps in the New Orleans area. Jitney-Jungle bought Delchamps
in 1997. Winn-Dixie bid $80.1 million for 68 stores. The second
major bidder was Bruno's Supermarkets, which will acquire 20
stores, including 15 in the Mobile, Ala. area. About half of
Jitney's remaining 47 stores will be divided among buyers led by
the Fleming Cos. Inc., an Oklahoma City grocery wholesaler. (New
Generation Research, Inc., 18-Dec-00)

KAISER GROUP: Plan of Reorganization Declared Effective Dec. 15
Kaiser Group International, Inc. (OTC Bulletin Board: KSRG)
announced that its Plan of Reorganization, which was confirmed by
Order of the United States Bankruptcy Court for the District
of Delaware on December 5, 2000, became effective.  As a result,
Kaiser Group International, Inc. is now 100% owned by Kaiser Group
Holdings, Inc., a newly formed Delaware corporation and a
"successor issuer" to Kaiser Group International, Inc. by virtue
of Rule 12g-3(a) under the Securities Exchange Act of 1934. Future
filings with the Securities and Exchange Commission will
be filed under the name Kaiser Group Holdings, Inc. rather than
under the name Kaiser Group International, Inc.

Kaiser Group International, Inc. ("Old Kaiser") filed with the
Securities and Exchange Commission on December 14, 2000 a Current
Report on Form 8-K summarizing the terms of the Plan of
Reorganization of Old Kaiser and its debtor subsidiaries and how
the Plan will be implemented.

As explained in more detail in the Form 8-K, with the
effectiveness of the Plan of Reorganization, shares of common
stock of Old Kaiser ("Old Common Stock") no longer represent
shares of common stock of Kaiser Group International, Inc.  
Instead, shares of Old Common Stock represent the right
to receive the number of shares of common stock of Kaiser Group
Holdings, Inc. ultimately distributable to holders of Old Common
Stock under the Plan of Reorganization.

Similarly, and as more fully described in the Form 8-K, as of the
effective date of the Plan, Old Kaiser's senior subordinated notes
due 2003 ("Old Subordinated Notes") no longer represent a debt
obligation of Old Kaiser.  Instead, the Old Subordinated Notes now
represent the right to receive (1) cash and preferred stock and
common stock of Kaiser Holdings distributable to holders of
Allowed Class 4 Claims under Old Kaiser's Plan of Reorganization
and (2) to the extent the holder of an Old Subordinated Note
accepted the exchange offer of Kaiser Government Programs, Inc.
("KGP") that was completed on November 15, 2000, or is a direct or
indirect transferee from a holder of Old Subordinated Notes who
accepted the KGP exchange offer, the appropriate number of KGP put
rights that were offered in that exchange.

Kaiser Group Holdings, Inc. expects that, until the initial
distribution of cash and preferred and common stock of Kaiser
Group Holdings, Inc. is made under the Plan of Reorganization,
shares of Old Common Stock will continue to trade on the NASD's
electronic bulletin board under the symbol "KSRG."

Shares of preferred stock and common stock of Kaiser Group
Holdings, Inc. distributable to holders of Allowed Claims and
Allowed Equity Interests (as defined in the Old Kaiser Plan of
Reorganization), including holders of Old Common Stock and Old
Subordinated Notes, will not be tradable before the dates
of actual distribution.  Kaiser Holdings plans to attempt to cause
its new preferred stock and new common stock to be tradable on the
NASD's electronic bulletin board following the initial
distribution.  Details concerning any such trading availability,
including the symbols for Kaiser Holdings' new preferred stock and
new common stock, will be announced in connection with the
initial distribution.

As noted above, the Current Report on Form 8-K filed by Kaiser
Group International, Inc. on December 14, 2000 and the exhibits
thereto include important information concerning the
implementation of Old Kaiser's Plan of Reorganization and Kaiser
Holdings.  Holders of securities previously issued by Old Kaiser
are urged to review that Current Report on Form 8-K and its
exhibits, which are available on the internet through the
Securities and Exchange Commission's EDGAR system at

LOEWEN GROUP: Individual Shareholder Tugs on Judge Walsh's Robe
David S. Schwartz, wrote a letter to Judge Walsh to ask that the
Court inquire into the value of Loewen Group's assets before
allowing Loewen to reorganize and eliminate all value for their
present common shareholders.

Mr. Schwartz alleged that based on his valuation, those Loewen
properties that he inspected are far more valuable than what
Loewen claims and could be sold for a greater amount than what is
stated as their worth. Mr. Schwartz tells Judge Walsh that he has
over thirty years experience in valuing commercial and industrial
estate of every type and description.

Mr. Schwartz indicates that he suspected there might be attempted
fraud in this matter. He believes the company has serious ongoing
assets which will appreciate and return some value to shareholders
if run correctly.  (Loewen Bankruptcy News, Issue No. 31;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

As previously reported in the Troubled Company Reporter, Loewen
filed its Joint Plan of Reorganization with the U.S. Bankruptcy
Court in Wilmington, Delaware, on November 14, 2000.  There are
on-going discussions among the bondholder constituencies to
attempt to resolve various intra-creditor issues.  No disclosure
statement hearing has been scheduled in order to allow these
behind-the-scenes discussions to proceed.  

LXR BIOTECHNOLOGY: Final Distribution Checks Being Mailed Dec. 27
LXR Biotechnology Inc. announced that its Board of Directors has
declared a final liquidating distribution to stockholders in
connection with the liquidation and dissolution of the Company.
The distribution, in the amount $0.018 per share, is to be mailed
on December 27, 2000 to stockholders of record at the close of
business on December 15, 2000.

The Company also announced that it has been dissolved effective
December 7, 2000 by the filing of its Certificate of Dissolution
with the Secretary of State of Delaware. The Company has closed
its stock transfer books as of the close of business on that date.
No additional transfers will be recorded after that date except by
will, intestate succession or operation of law.

Previously, on September 1, 2000, stockholders of the Company
approved a plan of complete liquidation and dissolution. The
Company completed the auction of its intellectual property assets
in October 2000 with total proceeds of $871,946, net of the
expenses of the auction. The Board of Directors has determined
that, after the sale of assets and after setting aside a reserve
for anticipated expenses of liquidation, remaining liabilities and
contingencies, $533,835 remains for distribution, or $0.018 per
share based on a total of 29,657,489 shares outstanding.

The Board of Directors does not expect that any other liquidating
distribution will be made and anticipates that the reserve will be
fully consumed by the Company's remaining liabilities.

Accordingly, on receipt of the liquidating distribution, each
stockholder would recognize gain or loss equal to the difference
between the amount of cash distributed to such stockholder with
respect to each Company share held and the stockholder's tax basis
in such share. Gain or loss recognized by a stockholder will be
capital gain or loss and will be long-term if the stockholder's
holding period for the share is more than one year, and short-term
if such holding period is one year or less. Stockholders should be
aware that no ruling from the Internal Revenue Service has been or
will be requested in connection with these matters. Certain
stockholders may be subject to backup withholding unless they are
"exempt recipients" or comply with certain reporting and/or
certification procedures. This information is taken from the
Company's Proxy Statement regarding the Plan of Liquidation and
Dissolution and is subject to the qualifications set forth in the
Proxy Statement. Stockholders should consult with qualified tax
consultants to determine the tax consequences to them of the
liquidating distribution.

MARINER POST: Stipulation Saves Zurich from Filing 738 Claim Forms
Zurich American Insurance Company, as successor in interest to
Zurich Insurance Company (U.S. Branch) says that it had four
different insurance programs with Mariner Post-Acute Network,
Inc., and its debtor-affiliates that, collectively, involved the
issuance of over 75 insurance policies:

(1) For policy periods from July 1, 1996, to March 31, 1998,
     Zurich issued certain policies to Living Center of America,
     Inc., and its subsidiaries.

(2) For policy periods from September 1, 1995, to September 1,
     1998, Zurich issued policies to GranCare, Inc.

(3) For policy periods from October 1, 1993, to March 31, 1998,
     Zurich issued policies to Convalescent Services, Inc.

(4) From June 1, 1992, to June 1, 1994, Zurich issued certain
     policies to Pinacle Care Corporation.

Zurich asserts that it has claims in unliquidated amounts for
premiums, indemnification, contribution, subrogation,
reimbursement, unjust enrichment or other rights to payment
against each of the Named Insured under the policies and
agreements relating to the policies. Those Named Insureds are
different for each program and policy. Many of the policies list
multiple Named Insureds. Moreover, many of those Named Insureds
may have changed their names or been merged into other entities
since Zurich issued the policies.

In light of this situation, Zurich has advised the Debtors that,
if Zurich is forced to file its potential claims against each of
the Debtors by the September 29 bar date, it will be a virtually
herculean effort to determine the Debtor against which a specified
Zurich entity has a claim. Most likely this effort would simply
result in the filing of claims which would be unliquidated and
would be filed as such.

Rather than now being forced to file up to 738 mostly unliquidated
claims against MPAN, Zurich has requested for a 90-day extension
of the period of time within which Zurich may file proofs of
claim, through and including December 26, 2000, subject to further
extension by mutual agreement.

The Debtors have agreed that, under the unique and unusual
circumstances relating to the multitude of potential unliquidated
claims of Zurich, they are willing to accede to the requested 90-
day extension, without prejudice to their right to deny any
further extensions and oppose any further requests for extension.

Judge Walrath has given her stamp of approval. (Mariner Bankruptcy
News, Issue No. 11; Bankruptcy Creditors' Service, Inc., 609/392-

MOTHERNATURE.COM: Shareholder Distribution Set for December 30
--------------------------------------------------------------, Inc. (Nasdaq: MTHR) announced that it
anticipates making an initial distribution of liquidation proceeds
to stockholders of record as of December 27, 2000. The Company's
stockholders had previously approved a Plan of Complete
Liquidation and Dissolution. The initial distribution is expected
to be in the amount of approximately $0.85 per common share, for a
total distribution of approximately $13.4 million and the
anticipated payment date is December 30, 2000. Additional
distributions of liquidation proceeds may be made in the future in
accordance with the Plan of Complete Liquidation and Dissolution., Inc. is an online retailer of vitamins,
supplements, minerals, and other natural and healthy living
products. The Company is also a provider of health information on
the Internet. The Company maintains its corporate office in
Concord, MA, a distribution center in Springfield, MA, and a
customer support center in Acton, MA.

NATURAL WONDERS: Gift Retailer Seeks Chapter 11 in Oakland, Ca.
Peter G. Hanelt, Chief Executive Officer/Chief Financial Officer,
Natural Wonders, Inc. (Nasdaq: NATW) announced that it was seeking
protection through a filing under Chapter 11 with the U.S.
Bankruptcy Court in Oakland, California.

With the disappointing overall holiday retail season sales to
date, we are experiencing an unusually promotional environment in
retail coupled with lower sales than plan. This has caused us to
evaluate alternatives. We were unable to work out an alternative
with our secured lenders quickly enough to protect the other
constituencies of the company, including our shareholders,
employees, vendors, and landlords. We needed, in this situation,
to preserve our ability to successfully reorganize and continue
our operations as a going concern indefinitely. We believe that
our strong cash and inventory positions and extensive store base
will enable us, with the protection that this action provides, to
implement such reorganization.

Over the coming months, we envision operating our successful
stores with minimal disruption from the filing, while allowing us
to make changes and position the company to be stronger long-term
in the nature and science gifting retail category. We appreciate
that this process may cause unease and inconvenience to our
shareholders, valued employees, and strategic partners, such as
vendors and landlords, but we believe that this will assist us in
preserving and enhancing our ability to honor our commitments to
all of our constituencies to whom we have a responsibility over
the course of this proceeding.

Natural Wonders, Inc. is a specialty retailer of unique and
affordable family gifts inspired by the wonders of science and
nature. The Company operated 309 stores as of December 17, 2000.

NATURAL WONDERS: Nasdaq Halts Trading & Asks for More Information
The Nasdaq Stock Market(SM) announced that trading was halted in
Natural Wonders, Inc. (Nasdaq: NATW), for "additional information
requested" from the company at a last price of 23/32. Trading will
remain halted until Natural Wonders, Inc. has fully satisfied
Nasdaq's request for additional information.

For news and additional information about the company, please
contact the company directly or check under the company's symbol
using InfoQuotes(SM) on the Nasdaq Web site.

OWENS CORNING: Selling Facility Located in Fair Bluff, N.C.
David S. Kurtz, Esq., of Skadden Arps in Chicago, Illinois, and
Mark S. Chehi, Esq., and David R. Hurst, Esq., of Skadden, Arps in
New York, ask Judge Walrath to approve a sale of Owens Corning's
real property, improvements, and equipment located at Highway 76
West in Fair Bluff, North Carolina, to Kroy Building Products,
Inc., and further determine that the sale is exempt from any
stamp, transfer, recording or similar tax. In connection with this
sale, the Debtors propose to assume an equipment lease for the
lighting system at the Fair Bluff Facility and reject other
agreements related to discontinued operations. The Fair Bluff
Facility consists of approximately 38.17 acres of real property,
with improvements, buildings and structures located on the
Facility, permanently-attached apparatus and fixtures, including
all mechanical, heating, ventilating, plumbing and other utility
apparatus and fixtures, and all of the manufacturing equipment
used in operation of the Facility.

Until February of this year, the Debtors operated a vinyl siding
manufacturing plant at Fair Bluff. In February operations were
halted and partially relocated to other of the Debtors' facilities
in an effort to consolidate operations and reduce overall costs.
The Debtors estimate that the assets at the Fair Bluff Facility,
including the real property, have a current book value of $3.8
million, and a current liquidation value of less than $4 million.

The Debtors disclose that there were two offerors for the Fair
Bluff Facility, both at the price of $5 million. The Debtors chose
the Kroy offer because Kroy has the potential of supplying vinyl
fencing and decking products to the Debtors in the future.

On October 3, 2000, Debtor Exterior Systems, Inc., and Kroy signed
a Purchase and Sale Agreement for the Fair Bluff Facility.
Exterior Systems is a wholly-owned subsidiary of Fibreboard, Inc.,
which is, in turn, a wholly-owned subsidiary of Owens Corning.
Debtor Owens Corning has guaranteed Exterior Systems' performance
of its obligations under the Sale Agreement. Under this Sale
Agreement, Kroy will pay a purchase price of $5 million to
Exterior Systems, subject to certain adjustments regarding
potential environmental exposures. Kroy has placed $100,000
of the purchase price in escrow and will pay Exterior Systems the
balance of the purchase price by wire transfer or certified check
upon closing, which is to occur before December 29, 2000.

The Fair Bluff Facility is being sold "as is", subject to a one-
year environmental indemnity for any damages suffered by Kroy as a
result of any contamination on the property that was not disclosed
to Kroy before closing. Kroy is releasing the Debtors from any
other potential environmental liability with respect to the Fair
Bluff Facility, and is conducting a Phase I and Phase II
environmental assessment of the property, as well as an asbestos
survey and an ALTA survey. The Debtors have represented that they
have no pending notices from any governmental agency of any
violation of any Hazardous Substances Law or Regulation, nor any
knowledge of any investigation pending or threatened against the
Facility with respect to its environmental condition. To the best
of the Debtors' knowledge, no Hazardous Substances have been
buried, stored, spilled, leaked, discharged, emitted, or released
on the Facility such as would constitute a recognized
environmental condition as would constitute violation of
applicable law.

The Debtors have urged Judge Walrath to approve this sale for the
following reasons:

   (a) The Sale Agreement represents a unique opportunity for the
Debtors to realize significant "going concern" value for the Fair
Bluff Facility, property that would otherwise remain idle in the
Debtors' hands.

   (b) The sale is within the Debtors' sound business judgment.

   (c) The purchase price offered is fair and reasonable
consideration for the Fair Bluff Facility, and the proposed sale
is the product of arm's length negotiations between Kroy and the

In connection with this sale, the Debtors have agreed to assume
and pay off the balance owing to Mellon First United Leasing on a
financing lease for the lighting system at the Fair Bluff
Facility. The Debtors estimate that it will cost $140,000 to
assume and pay off the balance owing on the lighting lease and
exercise the Debtors' right under the lighting lease to purchase
the lighting system for one dollar. Given the importance the
Debtors have attached to the sale of the Fair Bluff Facility, the
benefit of the sale, and Kroy's reluctance to close the sale
transaction absent resolution of the lighting issue, the Debtors
have urged that they be permitted to pay the lease balance and
purchase price of the lighting system.

Leases of several forklifts through Yale Financial Services, and
an agreement with Textilease for the supply of uniforms and
cleaning materials, will no longer have value to the Debtors after
the sale, and the Debtors, through their counsel, have urged Judge
Walrath to permit them reject and terminate these agreements.

The Debtors have also requested that Judge Walrath grant them
relief from transfer taxes which might otherwise arise from this
sale. The Debtors urged as a basis for this ruling the Bankruptcy
Code's provision that the making or delivery of an instrument of
transfer under a confirmed plan may not be taxed under any law
imposing a stamp or similar tax. This language has been construed
by some courts to include transfers in a sale outside of, but in
furtherance of, effectuating a reorganization plan. The Debtors
argued that the sale of the Fair Bluff Facility was a necessary
prerequisite to developing a confirmable plan of reorganization,
and urged a finding by Judge Walrath that the sale should be
exempt from stamp tax or similar taxes. (Owens-Corning Bankruptcy
News, Issue No. 6; Bankruptcy Creditors' Service, Inc., 609/392-

PACIFICARE HEALTH: Names Michael Kaufman as Chief Medical Officer
PacifiCare Health Systems, Inc. (Nasdaq: PHSY), announced that
Michael Kaufman, M.D., J.D., has been named Chief Medical Officer,
effective immediately.  Kaufman was previously senior vice
president and chief medical officer of WellPoint Health Networks
Inc., Thousand Oaks, Calif.  He will be responsible for developing
and implementing strategies to manage and improve the quality and
cost-effectiveness of health care services at the company's health
plans operating in eight Western states and Guam.  He will report
to Brad Bowlus, executive vice president of PacifiCare Health
Systems and chief executive officer of the company's Health
Plans division in Santa Ana, Calif.

"As a physician and an attorney, Michael brings to PacifiCare a
broad perspective and significant experience to today's health
care industry.  He knows how to improve clinical quality from the
health plan perspective, has worked with patients and he
understands the growing complexities of the law and managed care,"
said Bowlus.  "Michael will help us enhance our already strong
health care operations for our members, 90 percent of whom are
enrolled in three-year NCQA-certified health plans.  We look
forward to his joining our senior leadership team and to the
contributions he will make in working with our providers to
improve the lives of our members."

Dr. Kaufman joined WellPoint Health Networks in 1996 as senior
vice president and chief medical officer.  Prior to WellPoint, Dr.
Kaufman served as vice president and medical director of Harvard
Pilgrim Health Care Inc. in Boston.  He also worked as an attorney
with Ropes & Gray in Boston and with Hogan & Hartson in
Washington, D.C.

Dr. Kaufman received his bachelor's degree at Columbia College,
his medical degree at Yale University Medical School and law
degree at Harvard Law School.  He completed his residency at
Pittsburgh Children's Hospital and has been a practicing
pediatrician in Massachusetts and California.  He was a
Robert Wood Johnson fellow at UCLA from 1976 to 1978 and is a
fellow of the American Academy of Pediatrics since 1978.

PacifiCare Health Systems is one of the nation's largest managed
health care services companies.  Primary operations include
managed care products for employer groups and Medicare
beneficiaries in nine states and Guam, serving approximately 4
million members.  Other specialty products and operations
include behavioral health services, life and health insurance,
dental and vision services, pharmacy benefit management and
Medicare+Choice management services.  More information on
PacifiCare Health Systems can be obtained at

PLAY-BY-PLAY: First Quarter Net Sales Plunge 13.4% from Last Year
Play-By-Play Toys & Novelties, Inc. (Nasdaq: PBYP) announced
results for the 2001 fiscal first quarter ended October 31, 2000.

Net sales for the first quarter of fiscal 2001 were $41.6 million,
a decrease of 13.4%, from $48.0 million reported for the first
quarter of fiscal 2000. The decrease in net sales was primarily
attributable to a decrease in the Company's worldwide retail net
sales, which were down primarily due to weakness in licensed plush
sales at mass market retail and licensed feature plush sales,
which the Company believes is an industry wide problem. The
Company reported a net loss before income taxes of $314,000 for
the first quarter of fiscal 2001; however, after the income tax
provision of $697,000 on the taxable income of certain foreign
subsidiaries, the Company reported a net loss of $1.0 million, or
$0.14 per diluted share, for the first quarter of fiscal 2001, as
compared to net income of $1.2 million, or $0.15 per diluted
share, for the comparable period in the prior year. Gross profit
margins as a percentage of sales improved to 30.4% for the first
quarter of fiscal 2001 from 30.1% in the comparable period in
fiscal 2000. Selling, general and administrative expenses for the
first quarter of fiscal 2001 decreased slightly to $11.5 million
from $11.6 million for the comparable period in the prior year.

Arturo G. Torres, Chairman of the Board and Chief Executive
Officer of Play-By-Play, commented, "Our worldwide amusement
revenues were up in the first quarter of fiscal 2001 over the same
quarter in fiscal 2000, and we remain focused on rebuilding our
retail toy business. Our international operations contributed
positively to our results for the first quarter despite recent
weakness in European currencies versus the U.S. Dollar. We remain
aggressively focused on our restructuring and cost saving efforts.

Inventory levels continue to drop in line with our plans, helping
to further reduce our operating costs. We made additional
personnel cuts during the first quarter and are in the process of
consolidating distribution capacity, which should lead to further
operating efficiencies. I believe the recent appointment of
Richard R. Neitz as President and Chief Operating Officer, with
his vast amount of toy industry experience, will be beneficial to
the Company."

Richard R. Neitz, President and Chief Operating Officer of Play-
By-Play, added, "Obviously we are disappointed with the results
for our first quarter. As we expected, licensed plush sales at
mass market retail and licensed feature plush sales are
dramatically down this season, which is happening across our
industry. We will not see meaningful results from our retail
restructuring prior to calendar 2001, as we diversify into other
more promising toy categories."

The Company further announced that Manuel Fernandez Barroso
resigned from the Company's Board of Directors on December 1, 2000
due to health reasons; however, Mr. Barroso will remain in his
position as President of Caribe Sales and Marketing, a subsidiary
of the Company.

Mr. Torres further added, "I am saddened by the recent resignation
of our dear friend Manuel Fernandez Barroso from our Board of
Directors. We wish him a speedy recovery."

Play-By-Play Toys & Novelties, Inc. designs, develops, markets and
distributes a broad line of quality stuffed toys, novelties and
consumer electronics based on its licenses for popular children's
entertainment characters, professional sports team logos and
corporate trademarks. The Company also designs, develops and
distributes electronic toys and non-licensed stuffed toys, and
markets and distributes a broad line of non-licensed novelty
items. Play-By-Play has license agreements with major corporations
engaged in the children's entertainment character business,
including Warner Bros., Paws, Incorporated, Nintendo, and many
others, for properties such as Looney Tunes(TM), Batman(TM),
Superman(TM), Scooby-Doo(TM), Garfield(TM) and Pokemon(TM).

POLAROID CORP: Moody's Reviewing Senior Ratings for Downgrade
Moody's placed the senior secured bank facility and senior
unsecured ratings of Polaroid Corporation under review for
possible downgrade following its announcement Friday of lowered
expectations anticipated for Q4 ended December 31, 2000.

Moody's said that the company's operating performance has been
less stable and weaker in recent quarters and that this may
continue over the near to intermediate term. The review will focus
on the extent of market share stability in the company's core film
business and the company's plans to address the issues that have
affected cash flow generation. These plans include additional cost
cutting and productivity-improving initiatives as well as
heightened attention to asset management.

Ratings under review for possible downgrade include the following:

   Senior secured $350 million bank credit facility due December
      2001 at Baa2

   Senior unsecured notes aggregating $575 million due 2002, 2006,
      and 2007 at Ba3

   Senior unsecured shelf rating at (P) Ba3

   Subordinated shelf rating at (P) B1

   Preferred stock shelf registration at (P) "b1"

Polaroid, based in Cambridge, Massachusetts, designs,
manufactures, and markets products worldwide that are used
primarily in the imaging fields and related industries.

PRIME SUCCESSION: Inks Exit Financing Pact & Plan Takes Effect
Prime Succession, Inc., one of the country's largest death care
services provider, announced that it has successfully concluded
its Chapter 11 proceedings.  The Company's Plan of Reorganization
was previously confirmed on November 8, 2000 by the U.S.
Bankruptcy Court for the District of Delaware.  The Plan had been
overwhelmingly approved by the Company's voting unsecured
creditors.  The Company also finalized documentation relating to
$18 million of exit financing in the form of a new revolving
credit facility from its senior secured lenders.

Gary L. Wright, Prime Succession's President and Chief Executive
Officer stated,  "Prime Succession has emerged from Chapter 11
protection as a stronger, more competitive company.  Prime's
enhanced financial stability will allow us to continue our
tradition of quality customer service as we strive to be the
premier funeral home/cemetery operating company in North America."

On the basis of revenues, Prime Succession, Inc. is the fifth
largest provider of funeral and cemetery products and services in
the death care industry in the United States.  Through its
subsidiaries, the Company owns and operates approximately 130
funeral homes and 19 cemeteries in 19 states.

QUAD SYSTEMS: Manufacturer Files Chapter 11 Case in Philadelphia
Quad Systems Corporation (Nasdaq: QSYS) reported that it had filed
a voluntary petition for relief under Chapter 11 of Title 11 of
the United States Code with the United States Bankruptcy Court for
the Eastern District of Pennsylvania, in Philadelphia.  The case
was assigned to Judge Bruce I. Fox of the Court for initial
proceedings (case no. 00-35667BIF).

Quad continues to maintain its assets, operate its businesses and
manage its affairs as a debtor-in-possession pursuant to the
Chapter 11 Case and the jurisdiction of the Court.

Quad Systems Corporation is a leading manufacturer of flexible,
high-performance SMT and APT assembly systems. With sales and
support locations worldwide, Quad serves as a resource for
manufacturers seeking support, process expertise and a wide range
of SMT and APT assembly equipment. Quad equipment solutions
include placement systems, stencil printers and convection reflow
ovens. Quad has an installed base of over 3,500 machines around
the globe. For more information, visit

SAFETY-KLEEN: Court Approves SystemOne Marketing Agreement
SystemOne Technologies Inc. (Nasdaq: STEK), formerly Mansur
Industries Inc., announced that its previously disclosed marketing
and distribution agreement with industry leader Safety-Kleen had
received approval of the United States Bankruptcy Court
administering Safety-Kleen's Chapter 11 Bankruptcy case. It is
expected that the agreement will be fully effective after the
period to appeal the order expires.

Paul I. Mansur, Chief Executive Officer of SystemOne, stated that
"We are very pleased by the court's approval of the transaction
with Safety-Kleen. As no creditors filed objections to the
transaction with the court, we expect that the agreement will be
fully effective on or about the end of this month upon expiration
of the appeal period.

Founded in 1990, SystemOne Technologies designs, manufactures,
sells and supports a full range of self-contained, recycling
industrial parts washing products for use in the automotive,
aviation, marine and general industrial markets. The Company has
been awarded ten patents for its products which incorporate
innovative, proprietary resource recovery and waste minimization
technologies. The Company is headquartered in Miami, Florida.

UNITED RENTALS: Moody's Begins Reviewing Securities for Downgrade
Moody's Investors Service placed the ratings of United Rentals,
Inc. (URI) and its subsidiary United Rentals (North America),
Inc., under review for possible downgrade.

The following ratings are being reviewed:
United Rentals, Inc.

   $300 million of 6.5% conv. Sub. Debentures, due 8/01/2028,
      rated B2

   United Rentals Trust I
   $300 million of 6.5% gtd. conv. quarterly income preferred
      securities, due 8/01/2028, rated "b2"

   United Rentals (North America), Inc. Ratings under review
   $827.5 million secured revolving credit facilities, maturing
      2003, rated Ba2

   $250 million secured Term Loan B, due 2005, rated Ba2
   $700 million secured Term Loan C, due 2006, rated Ba2
   $300 million of 9.25% senior subordinated notes, rated B1
   $200 million of 9.5% senior subordinated notes, rated B1
   $205 million of 8.8% senior subordinated notes, rated B1
   $250 million of 9% senior subordinated notes, rated B1

The review is prompted by URI's announcement of downward revisions
in estimates of revenues and earnings for the fourth quarter and
year ended 12/31/00, in addition to lower revised projections for
2001. Q4-00 revenues and earnings are estimated to be 12% and 35%
lower than projections, respectively. Although projected revenues
in 2001 will be only modestly lower, earnings are estimated to be
19% below plan. As stated in URI's press release today, the
revised estimates reflect unusually bad weather in several parts
of the country and the impact of TEA-21 project delays on the
traffic control business. In addition, the company acknowledged
that the slowing economy has reduced demand in its core equipment
rental business. Furthermore, in its projections, URI is assuming
that the weakness in the economy will accelerate in 2001.

The company is currently revising its business plan and
projections for 2001. Moody's will meet with the company and
conclude its review, pending an analysis of the revised plan,
including how URI plans to manage its cash flow and asset base
during a likely softening of the economy.

Moody's notes that there has been a gradual weakening in URI's
capital structure in 2000, particularly with respect to the
addition of $600 million of senior secured debt and $165 million
of incremental off-balance sheet operating leases (for an
aggregate principal balance of $498 million), without a
corresponding increase in equity. At 9/30/00, total debt of $2.8
billion plus $300 million of QUIPS was $3.1 billion, a 5.1x
multiple of LTM EBITA (3.3x EBITDA). Debt plus QUIPS plus
capitalized leases (5 times annual rents ) represented a 4.8x
multiple of LTM EBITA plus rents. Book equity was $1.5 billion,
for a debt (plus QUIPS)-to-capitalization ratio of 67%. Moody's
notes that, as a result of acquisitions, intangibles were $2.195
billion, or 42% of total assets, weakening the balance sheet and
creating negative tangible equity. Pro forma coverage of interest
expense, cash dividends, and rent expense has gradually narrowed
to 2.3x from over 3x, at the time Moody's upgraded the ratings in
December, 1998. In addition, Moody's has previously raised
concerns about how an impending softening of the economy could
impact national equipment rental consolidators. Although URI is
better-positioned versus some its its competitors to operate
through a downturn, in Moody's opinion, it is difficult to predict
how weaker competitors would react under similar circumstances,
lending the possibility that irrational behavior could further
disrupt a weak market.

Despite the lower performance expectations, Moody's notes URI's
demonstrated ability to integrate a large number of acquisitions
(as evidenced by a noticeable improvement in operating margins),
which the company has also accomplished with a high degree of
financial discipline. In addition, as the largest national
equipment rental company, URI benefits from critical mass, market
leadership, purchasing power, geographic diversification, and
experienced operating management.

United Rentals, located in Greenwich, CT, is the leading company
in the equipment rental industry. The Company also sells new and
used equipment The company operates through 753 locations in 47
states, 7 Canadian provinces, and Mexico. Pro forma for recent
acquisitions, company's annual revenues were $3 billion.

VENCOR, INC: Judge Approves 4th Amended Disclosure Statement
Vencor, Inc., announced that the United States Bankruptcy Court
for the District of Delaware has approved the adequacy of the
information contained in the Company's fourth amended disclosure
statement and the short-form of the fourth amended disclosure
statement (collectively, the "Disclosure Materials").

The Company intends to distribute the Disclosure Materials on or
before December 29 to solicit approval of the Company's fourth
amended plan of reorganization filed with the Court on December 14
(the "Amended Plan").

The Court has established November 30, 2000 as the record date for
determining parties entitled to vote on the Amended Plan and has
approved the voting, balloting and solicitation procedures for the
Amended Plan. In addition, the Court has scheduled a confirmation
hearing on the Amended Plan for March 1, 2001.

The Amended Plan and the related Disclosure Materials represent
the Company's best efforts to embody understandings that it has
reached with all of its major creditor constituencies. All parties
have reserved their right to determine whether or not they will
vote for the Amended Plan. (Vencor Bankruptcy News, Issue No. 22;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

WHEELING-PITTSBURGH: Trade Creditors' Committee Appointed
Pursuant to Section 1102(a)(1) of the Bankruptcy Code, the
following creditors of the Debtors, being among those designated
as holders of the largest unsecured trade claims in dollar amount
who are willing to serve, were appointed by Donald M. Robiner,
Esq., United States Trustee for Ohio/Michigan Region 9, to serve
on a committee of unsecured trade creditors:

        TRW Inc.
          Systems & Information Technology Group
          c/o J.P. Connolly
          1800 Glenn Curtiss Street
          Carson, California 90746
          (310) 764-9383
          (Temporary Chairperson)

        Rio Doce America, Inc.
          c/o Armando Santos
          546 5th Avenue, 12th Floor
          New York, New York 10036
          (212) 589-9882

        Eichleay Corporation
          c/o John G. Borman
          6585 Penn Avenue
          Pittsburgh, Pennsylvania 15206
          (412) 363-1440

        Ceredo Synfuels, LLC
          c/o Fred Veradi
          P. O. Box 308
          Ceredo, West Virginia 25507
          (304) 453-1336

        Fata Hunter, Inc.
          c/o Raymond Sanchez
          6147 River Crest Drive
          P. O. Box 5677
          Riverside, California 92507
          (909) 653-1440

        United Steel Workers of America
          c/o Richard Seltzer
          330 West 42 Street
          New York, New York 10036
          (212) 563-4100

        Ashland Inc.
          c/o Terry Nicholson
          P. O. Box 2219
          Columbus, Ohio 43216
          (614) 790-3009

        UMWA Health & Retirement Funds
          c/o Carl Tennille
          2121 K Street NW
          Washington, D.C. 20037
          (202) 521-2288

        Mingo Junction Energy Center, LLC
          c/o Carl H. Moerer, Jr.
          200 North LaSalle, Ste. 2820
          Chicago, Illinois 60601
          (312) 421-3313

* Meetings, Conferences and Seminars
January 9-14, 2001
          National CLE Conference on Bankruptcy Law
             Marriott, Vail, Colorado
                Contact: 1-800-926-5895 or

February 22-23, 2001
          Commercial Real Estate Defaults, Workouts,
          and Reorganizations
             Wyndham Palace Resort, Orlando
             (Walt Disney World), Florida
                Contact: 1-800-CLE-NEWS

February 25-28, 2001
          Norton Bankruptcy Litigation Institute I
             Marriot Hotel, Park City, Utah
                Contact: 770-535-7722 or

February 28-March 3, 2001
          Spring Meeting
             Hotel del Coronado, San Diego, CA
                Contact: 312-822-9700 or

March 8-9, 2001
          Corporate Mergers and Acquisitions
             Renaissance Stanford Court, San Francisco, California
                Contact: 1-800-CLE-NEWS

March 28-30, 2001
          Healthcare Restructurings 2001
             The Regal Knickerbocker Hotel, Chicago, Illinois
                Contact: 1-903-592-5169 or

March 29-April 1, 2001
          Norton Bankruptcy Litigation Institute II
             Flamingo Hilton; Las Vegas, Nevada
                Contact: 1-770-535-7722 or

April 19-21, 2001
          Fundamentals of Bankruptcy Law
             Some Hotel in San Francisco, California
                Contact: 1-800-CLE-NEWS

April 26-29, 2001
          71st Annual Chicago Conference
             Westin Hotel, Chicago, Illinois

May 17-18, 2001
          Bankruptcy Sales & Acquisitions
             The Renaissance Stanford Court Hotel,
             San Francisco, California
                Contact: 1-903-592-5169 or

June 13-16, 2001
       Association of Insolvency & Restructuring Accountants
          Annual Conference
             Hyatt Newporter, Newport Beach, California
                Contact: 541-858-1665 or

June 28-July 1, 2001
          Western Mountains, Advanced Bankruptcy Law
             Jackson Lake Lodge, Jackson Hole, Wyoming
                Contact: 770-535-7722 or

July 26-28, 2001
          Chapter 11 Business Reorganizations
             Hotel Loretto, Santa Fe, New Mexico
                Contact: 1-800-CLE-NEWS

The Meetings, Conferences and Seminars column appears
in the TCR each Wednesday. Submissions via e-mail to are encouraged.


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

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles available
from -- go to
-- 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, 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
written permission of the publishers. Information contained herein
is obtained from sources believed to be reliable, but is not

The TCR subscription rate is $575 for six months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each. For subscription information, contact Christopher Beard
at 301/951-6400.

                * * * End of Transmission * * *