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

             Wednesday, February 28, 2001, Vol. 5, No. 41

                            Headlines

ALTERRA HEALTHCARE: Restructuring Debt and Lease Obligations
AMAZON.COM: Messrs. Bezos & Dalzell Selling Some Shares
ARMSTRONG: Asbestos Committee Opposes McDermott's Employment
AUGMENT SYSTEMS: Right2Web Shareholders Get 44.5% Stake
BRIDGE INFORMATION: Honoring Prepetition Employee Obligations

CENTAUR MINING: Moody's Keeps Slashing Australian Miner's Ratings
CONTINENTAL BASKETBALL: Files Chapter 7 Petition in Michigan
CONVERSE INC.: Proposes $1.9 Million Employee Retention Program
DAIMLERCHRYSLER: Reveals Turnaround Plan & Outlook Through 2003
eTOYS INC.: Plans to File for Bankruptcy This Week or Next

eTOYS INC.: Nasdaq Says Shares No Longer Meet Listing Criteria
FLEETWOOD: Moody's Downgrades Debt Ratings to Low-B's
FLIR SYSTEMS: Credit Agreement Amended to Restore Compliance
FOREST AUTO: Case Summary & 21 Largest Unsecured Creditors
FRUIT OF THE LOOM: Asks Court's Permission To Sell Cyra Shares

FTM MEDIA: Files Chapter 11 Petition In Arizona
GENICOM CORP.: Files First Amended Plan of Liquidation
HARNISCHFEGER: Beloit Objects To P&G Paper's $4.5 Million Claim
HIH INSURANCE: S&P Lowers Ratings to BBB- & CreditWatch Continues
ICG COMM.: Hiring KPMG as Auditors & Tax Advisors

INTERNATIONAL KNIFE: Taps Jefferies & Co. as Financial Advisor
LERNOUT & HAUSPIE: Kemper Seeks Relief From Automatic Stay
LEVITZ FURNITURE: Emerges from Chapter 11
LOEWEN GROUP: Bishop Funeral Sells Oregon Funeral Home for $335K
LTV CORPORATION: Discloses Senior Management Shake-Up

NORD RESOURCES: KPMG Resigns After Issuing Going Concern Opinion
NORD RESOURCES: Raises $1.2 Million in Stock Sale
OWENS CORNING: Moves To Sign Vehicle Fleet Lease with DL Peterson
PERA FINANCIAL: S&P Cuts Fixed-Rate Note Rating to B
PERGAMENT HOME: Files Chapter 11 Petition in New York

PILLOWTEX CORP.: Committee Taps Young Conaway as Local Counsel
POWER DESIGNS: Posts Further Losses in 2000
PRECISION AUTO: Shareholders' Meeting Set for March 21
RAD SOURCE: Still Lacks Funds Despite Improved 2000 Results
REGENCY GROUP: May Cut/Cease Operations if Unable to Raise Money

SERVICE MERCHANDISE: Pitch to Extend Exclusive Period into 2002
STORERUNNER: Contract Dispute Pushes Company to Bankruptcy Court
WHEELING-PITTSBURGH: Rejecting Mingo Sale Pact with Air Liquide
WORLD DIAGNOSTICS: Looks for New Funding to Sustain Operations

* Meetings, Conferences and Seminars

                            *********

ALTERRA HEALTHCARE: Restructuring Debt and Lease Obligations
------------------------------------------------------------
Alterra Healthcare Corporation (AMEX: ALI), an operator of
assisted living residences, commenced discussions with its
principal lenders and lessors regarding the restructuring of its
debt and lease obligations.

The previously announced initiatives by the Company to improve
operating results and dispose of underperforming and non-
strategic assets are expected to continue to assist the Company
in its effort to become cash flow positive. However, as a result
of on-going operating losses and significant upcoming debt
maturities, the Company expects that its projected cash needs
during 2001 and 2002 will exceed its projected identified cash
resources. Growth in residence operating cash flow has been
slower than projected as a result of (i) increased operating
costs, including labor, utilities and liability insurance and,
(ii) to a lesser extent, slower fill rates in its pre-stabilized
residences and reduction in occupancy levels in certain of its
stabilized residences. The Company has debt maturities of in
excess of $145.0 million in 2001 and $325.0 million in 2002.

To ensure that Alterra has sufficient cash to maintain operations
of all its residences and address the Company's short-term
liquidity needs, the Company is seeking lender and lessor consent
to defer certain upcoming debt service and lease payments. To
address its long-term liquidity and capital needs, including its
debt maturities, the Company intends to (i) develop a
restructuring plan with its lenders, lessors, convertible
debenture holders and joint venture partners, (ii) continue to
implement operating initiatives focused on overall rate and
occupancy improvement and overhead reductions, (iii) dispose of
under-performing and non-strategic residences in order to reduce
associated financing costs, operating expenses and to generate
cash, and (iv) seek to identify additional equity or equity-
linked capital.

The Company has retained Silverman Consulting and Cohen & Steers
Capital Advisors to help develop and implement its restructuring
plan. No assurance can be given that all of Alterra's lenders and
lessors will consent to the requested debt and lease payment
deferrals. If such consents are not obtained, Alterra may elect
not to make such payments in order to maintain sufficient
operating liquidity. As Alterra's principal credit, lease and
other financing facilities are cross defaulted, a payment default
by Alterra under one such facility could result in Alterra being
in default under many other such facilities, including the
Company's convertible debentures.

"Our commitment to our residents and our employees is unchanged.
We will continue to honor our obligations to our vendors and
trade creditors. We are asking certain of our lenders and lessors
to allow us to temporarily suspend debt service and lease
payments in order to provide liquidity while we develop a
mutually agreeable plan to restructure our obligations to them.
Initial discussions with lenders and lessors confirm our mutual
interest in a plan that does not adversely impact our residences,
our residents or our employees," said Steven L. Vick, President
and Chief Operating Officer of Alterra.

Alterra offers supportive and selected healthcare services to our
nation's frail elderly and is the nation's largest operator of
freestanding Alzheimer's/ memory care residences. Alterra
currently operates in 28 states.

The Company's common stock is traded on the American Stock
Exchange under the symbol "ALI."


AMAZON.COM: Messrs. Bezos & Dalzell Selling Some Shares
-------------------------------------------------------
On February 2, 2001, Jeffrey Bezos, chief executive officer of
Amazon.com, sold in open market transactions 375,000 shares of
common stock at an average price of $14.6967 per share. On
February 5, 2001, Mr. Bezos sold in open market transactions
425,000 shares of common stock at an average price of $14.5596
per share.

On February 8, 2001, Richard L. Dalzell, Senior Vice President
and Chief Information Officer of Amazon.com, exercised options to
purchase 25,000 shares of common stock with a purchase price of
$2.1094 per share. On February 8, 2001, Mr. Dalzell sold in open
market transactions 25,000 shares of common stock at a price of
$15.0375 per share.

Coverage of Amazon.com began in the Troubled Company Reporter as
Moody's downgraded the Company's debt securities to junk status.
As noted in the February 2, 2001, edition of the TCR, it's two
years and counting.


ARMSTRONG: Asbestos Committee Opposes McDermott's Employment
------------------------------------------------------------
The Official Committee of Asbestos Claimants objected to
Armstrong Holdings, Inc.'s proposed employment of McDermott, Will
& Emory as special employee relations and employee benefits
counsel, Elihu Inselbuch, Esq., and Peter Van N. Lockwood, Esq.,
at Caplin & Drysdale, Chartered, told the Court. The Committee
has no objection to the employment of this firm for the purposes
stated in the Application; however, the Committee noted the
firm's disclosure of its representation of Donald C. Clark, a
director of Armstrong Holdings, for personal matters, and its
concurrent representation of the Board of Directors of Holdings.

The Committee stated that it would be wholly improper for any
fees payable to McDermott relating to these non-debtor
representations to be borne by these estates in bankruptcy. The
Committee therefore proposes that any Order entered on this
Application contain express language forbidding the use of any
estate funds or other property to pay for the services by
McDermott to either Mr. Clark or the Board of Directors of
Holdings. (Armstrong Bankruptcy News, Issue No. 4; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


AUGMENT SYSTEMS: Right2Web Shareholders Get 44.5% Stake
-------------------------------------------------------
In connection with the Stock Purchase Agreement dated March 11,
2000, and further amended on September 12, 2000, between Augment
Systems, Inc. and Right2Web.com, Inc., a New York Corporation,
Leventhal Paget, LLC and Jeffrey Leventhal in his individual
capacity are the owners of a total of 9,060,000 shares of R2W
common stock. Of those shares, 7,000,000 are owned individually
by Leventhal and 2,060,000 are owned by Leventhal Paget, LLC.

Under the above mentioned Stock Purchase Agreement, Jeffrey
Leventhal and Leventhal Paget, LLC converted all of their shares
of R2W common stock, into 906,000 shares of Augment Preferred
Stock. Of those Preferred Shares, 700,000 are owned individually
by Jeffrey Leventhal and 206,000 are owned by Leventhal Paget,
LLC. The Preferred Stock was converted into common stock of
Augment on February 7, 2001, and represents 58,741,953 shares of
common stock, or 44.5% of Augment's issued and outstanding common
stock. Of those shares, 23,903,233, or 18% is owned by Leventhal
Paget, LLC and 34,838,720, or 26.5% is owned by Jeffrey
Leventhal.

Also, pursuant to the Stock Purchase Agreement, Milton H.
Barbarosh, an individual and principal stockholder in EAI
Partners, Inc., a Florida corporation, converted all of its
shares of R2W common stock into 400,000 shares of the Preferred
Stock. The Preferred Stock was converted, by EAI, to common stock
of Augment, on February 7, 2001, under the Stock Purchase
Agreement and represents 46,451,627 shares of common stock, or
35.33% of Augment's common stock.


BRIDGE INFORMATION: Honoring Prepetition Employee Obligations
-------------------------------------------------------------
Margaret D. Hohl, Senior Vice President and Director of Human
Resources for Bridge Information Systems, Inc., told Judge
McDonald at the First Day Hearing that Bridge employs
approximately 2,300 workers. Nearly half of these employees are
involved in data management, operations, development, or news.
The remaining employees work in the areas of customer service,
sales, marketing, finance and administration, and other executive
and clerical positions. Collectively, these employees perform
the functions necessary to the continued operation of the
business of the Debtors on a day-to-day basis.

Ms. Hohl told the Court that she is convinced it is necessary
for Bridge to continue paying their existing employee benefit in
the ordinary course of business, those payments are essential to
the Debtors' reorganization efforts and are in the best interests
of all parties-in-interest. Bridge, Ms. Hohl explained, is
engaged in a competitive business which depends on its ability to
retain existing skilled and dedicated employees. "The continued,
uninterrupted services of the Debtors' employees is vital to the
Debtors' operations and their ability to reorganize. The employee
compensation, reimbursement, and benefits [owed] are reasonable
compared to cash and non-cash payments and benefits provided by
other employers engaged in the Debtors' industry, and are
absolutely necessary to maintain a productive and effective work
force," Ms. Hohl said.

"Any delay in making scheduled payments," Ms. Hohl stressed,
"would undermine relationships with the Debtors' employees,
irreparably impair employee morale, and risk interruption of
services at the precise time when employee dedication,
confidence, and cooperation are critical. Given the precarious
situation created by the initiation of these bankruptcy
proceedings, any loss of employees could have significant adverse
economic impacts on the Debtors' businesses, the value of their
assets, and their ultimate prospects for a successful
reorganization."

Pursuant to the "Necessity of Payment" doctrine, the Debtors'
legal team, led by Thomas J. Moloney, Esq., from Cleary,
Gottlieb, Steen & Hamilton argues, this Court may authorize the
payment of pre-petition claims if (i) necessary to the continued
operation of the Debtors; (ii) in the best interest of the
Debtors' creditors and employees; and (iii) necessary for
the Debtors' successful reorganization. Mr. Moloney directed
Judge McDonald's attention to In re Ionosphere Clubs, Inc., 98
B.R. 174, 176 (Bankr. S.D.N.Y. 1989); In re Chateaueay Com., 80
B.R. 279, 281 (S.D.N.Y. 1987). Authority to pay pre-petition
employee benefits is essential to the continued operation of the
Debtors' businesses. It is also in the best interests of the
Debtors' estates and creditors. Courts in the Eastern District of
Missouri and elsewhere have consistently recognized the need to
satisfy pre-petition obligations relating to employees to
maintain and protect the continuity of a debtor's business and to
preserve employee morale.

Gregory D. Willard, Esq., from Bryan Cave LLP, pointed Judge
McDonald to examples of nearly-identical relief granted in other
high-profile chapter 11 cases: In re Laclede Steel Co., Order
dated December 12, 1998, Chapter 11 Case Nos. 98-53121-399,
98-53123-399, and 98-53124-399 (Bankr. E.D. Mo.) (granting
first-day motion authorizing payment of wages, salaries,
commissions, bonuses, related taxes, reimbursement of business
expenses, and obligations relating to employee benefit plans,
among other things); In re Interco Inc., Order dated January 25,
1991, Chapter 11 Case Nos. 91-00442-BKC-JJB through
91-00472-BKC-JJB (Bankr. E.D. Mo.) (granting first-day motion
authorizing payment of pre-petition wages, business expenses,
taxes, and other obligations relating to employee compensation
and expenses); In re Federated Dept. Stores, Inc., Order dated
January 15, 1990, Chapter 11 Case Nos. 1-90-00130 through
1-90-00196 (Bankr. S.D. Ohio) (authorizing and directing debtors
to pay employees, in accordance with standard policies
pre-petition wages, salaries, commissions for retail sales, sick
pay, holiday pay, etc.); In re Apex Oil Co., et. al, Order dated
February 1, 1988, Chapter 11 Case No. 87-3804-BKC-BSS (Bankr.
E.D. Mo.) (authorizing debtors to pay pre-petition wages,
vacation pay, income withholding, medical deductions,
maintenance, union dues, bonuses, and overtime compensation); In
re Continental Airlines Corp., et-al., Order dated September 29,
1983, Chapter 11 Case No. 83-04019-H2-5 (Bankr. S.D. Tex.)
(authorizing the debtors to pay active employees their
pre-petition claims for salary, insurance benefits, and out-
of-pocket expenses and to pay $500,000 toward certain insurance
claims of employees); and In re KDT Industries, Order dated
September 16, 1982, Chapter 11 Case Nos. 82B 11453 through
82B11515 and 82B11687 through 82B11718 (Bankr. S.D.N.Y.)
(authorizing debtor to reimburse employees for pre-petition
travel expenses). These authorities and others have recognized
that it is critical that the Debtors pay pre-petition claims of
employees to preserve and protect the Debtors' businesses and to
enhance the Debtors' prospect of reorganization, by minimizing
disruption to the workforce and maintain positive employee
morale.

Specifically, Bridge asked for authority to honor $9,461,074 in
prepetition employee-related obligations. By necessity, this
amount is an estimate and impossible, Ms. Hohl said, to pinpoint.
The amount, even with any wide margin of error, represents less
than 1% of annual revenues, and "is not even comparable to the
total assets of the Debtors, which are approximately $3.1 billion
[sic.]."

Bridge's employee-related obligations fall into five categories:

      (A) Pre-Petition Employee Take Home Pay -- this category
generally includes all pre-petition sums owed directly from the
Debtors to their employees as payment for or relating to services
performed by the employee. This category very roughly
approximates net employee payments due and owing. Examples of
payments due and owing within this category include wages,
salary, overtime pay, and the like.

      (B) Benefits Or Taxes Withheld By Debtors From Employee
Payroll -- this category generally includes all pre-petition sums
that are earned by the employee, but paid by Debtors to a third-
party on behalf of the employee. This category added to the Pre-
Petition Employee Take Home Pay would roughly approximate gross
employee payments due and owing. Examples of payments due and
owing within this category include employee taxes, employee
social security and medicare payments, 401(k) payments, and
employee paid insurance payments.

      (C) Benefits Or Taxes Paid On Behalf Of Employees -- this
category generally includes all pre-petition sums that are paid
by the Debtors as a benefit to the employee and sums that are
paid by way of employer related tax obligations. Examples of
payments due and owing within this category include employer paid
premiums for various types of insurance and various state and
federal taxes.

      (D) Future Severance Payments -- The Debtors have instituted
a severance program pursuant to which it has or will eliminate
the positions of approximately 114 employees in the next two
months. These employees have been offered severance payments in
exchange for their signing a release of claims. This Motion seeks
specific authority to pay all accrued compensations,
reimbursements and benefits owing from the Debtors to these
individuals as of the Petition Date. It is critical, Bridge says,
that the Debtors satisfy their obligations to former employees so
that the Debtors' remaining employees will have continued
confidence that the Debtors will fulfill their obligations to
them as well.

      (E) Workers' Compensation Benefits -- Pursuant to an
agreement with Traveler's Property and Casualty regarding the
payment of workers' compensation claims, Debtors are obligated to
pay certain sums including premiums and a deductible covering the
first $25,000 of each claim. Debtors have an outstanding balance
for the month of January of $3,281, which payment is due and
owing to Traveler's by March 17, 2001. Debtors have not received
a statement for February 2001, but based on past experience
Debtors expect that the amount due will be approximately $3,800.
Additionally, Traveler's has notified Debtors that there are
approximately $67,000 in outstanding workers' compensation claims
based on their estimated reserves. The Debtors desire to continue
their insurance programs to ensure that employees and former
employees continue to receive the benefits to which they are
entitled.

By operating unit, Bridge summarizes its estimates of semi-
monthly employee-related expenses:

                       Category A    Category B    Category C
                     Take-Home Pay  Withholdings Other Benefits
                     -------------  ------------ --------------
Bridge Information
    Systems America  $3,058,494     $1,856,638   $3,035,937
Bridge Data Co.        284,166        192,342      135,263
Telerate, Inc.          47,908         33,664       24,515
Bridge Commodity        19,754          8,941       12,803
Bridge Transaction      53,104         32,248       25,064
Bridge Puerto Rico       3,311          1,389        2,503
Bridge News Int'l      173,393         46,356       60,481
Wall Street on Demand  162,348        138,672       51,778
                     -------------  ------------ --------------
                     $3,802,478     $2,310,252   $3,348,345

Judge McDonald found that the Debtors' Motion is well taken. It
is clear to the Court that an exodus of employees at this
critical time would cause the Debtors to experience substantial
disruption in operations and severely hamper all reorganization
efforts. The relief requested seeks to maintain the status quo
among the Debtors' employees. The employees covered by this
Motion are entitled to priority expense claims under 11 U.S.C.
Secs. 507(a)(3) and (a)(4). The evidence before the Court
indicates that the aggregate amounts requested to be paid (i.e.,
$9,461,074.36) represents approximately 96% of the aggregate
potential claim of $9,890,000, which could be asserted by the
Debtors' present employees under Section 507 of the Bankruptcy
Code (i.e., $4,300 multiplied by 2300 employees).

Furthermore, by virtue of 11 U.S.C. Sec. 1114, the Debtors are
required to continue paying "retiree benefits." Nothing in this
motion at this time should be construed to be a request to reduce
or delay any such payments. Rather, it is consistent with the
purpose and intent of Bankruptcy Code Sec. 1114 that the Debtors
also continue to make payments for non-retired employees, their
spouses and dependents, for wages, expenses, and the types of
benefits enumerated in Bankruptcy Code Sec. 1114(a), including
medical, disability and accident programs, funds, or insurance.
Consistent with Bankruptcy Code Sec. 1114, the Debtors intend
(and to the extent necessary, seek authorization of this Court)
to timely pay all "retiree benefits" subject, however, to the
right of the Debtors to seek agreements and/or orders modifying
such "retiree benefits" in accordance with Bankruptcy Code Sec.
1114 at a later date if necessary.

The Debtors' Motion, Judge McDonald ruled, will be granted in all
respects. It will facilitate the stabilization of a productive
workforce and the success of the Debtors' efforts to reorganize
all operations. However, nothing in this Motion shall be deemed
to effect an assumption or adoption of any executory agreements
or policies of the Debtors. The Debtors' rights under 11 U.S.C.
Sec. 365, including but not limited to the right to assume or
reject any and all executory agreements, are expressly reserved.
(Bridge Bankruptcy News, Issue No. 2; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


CENTAUR MINING: Moody's Keeps Slashing Australian Miner's Ratings
-----------------------------------------------------------------
Moody's cut Centaur Mining & Exploration Limited's (Centaur) long
term rating to Ca from Caa1. The outlook remains negative.

According to Moody's the rating action is due to the company's
continuing negative operational cash flow. The rating action
agency also expects that Centaur will be unable to replenish the
Debt Service Reserve (DSR) by 28 February 2001, which is the
extended deadline approved by the bond holders, after Centaur
originally failed to replenish the DSR for the June 2001 interest
payment within 30 days of making the December 2000 interest
payment. Moody's says that failure to replenish the DSR
constitutes a technical default under the bond indenture.

Centaur continues to face liquidity problems due to significant
exposures arising from adverse positions on exchange rate and
commodity hedging, including overhedging of gold, Moody's
relates. Production delays related to the new underground gold
mine and the weak nickel price environment are also said to have
contributed to the company's liquidity problems. Accordingly, as
of January 31, Centaur had available funds of A$16.1 million,
including A$10.0 million committed to the DSR, which compares to
US$12.375 million (A$1=US$0.52) that is required to replenish the
DSR. Moody's expressed its concern that, with the current
operating position, Centaur may be unable to make the interest
payment in June 2001, resulting in a payment default.

Centaur Mining & Exploration Limited operates the Mt. Pleasant
gold mine and the Cawse nickel project, which are both located in
Western Australia.


CONTINENTAL BASKETBALL: Files Chapter 7 Petition in Michigan
------------------------------------------------------------
The Continental Basketball Association (CBA) has filed for
bankruptcy, with a number of its former teams seeking money from
the defunct league, according to the Associated Press. The CBA
filed Friday in U.S. Bankruptcy Court in Grand Rapids, Mich.,
home of one if its 10 former teams. Under chapter 7, its assets
will be sold to help pay creditors. The head of the group that
owned the Fort Wayne, Ind., Fury said last week he was sending a
notice seeking $380,000 from Indiana Pacers coach Isiah Thomas,
the league's last owner. The former executives of the La Crosse,
Wis., Bobcats contend that Thomas owes their franchise more than
$300,000 and owes various league operators, fans and sponsors a
total of more than $1 million.

IT Acquisitions, the entity that owns the CBA, has 15 days to
disclose the amount of money owed to each of the 1,469 creditors.
Among them are players and coaches. Thomas paid half of the more
than $9 million purchase price for the CBA in 1999. The rest was
to be paid over three years. However, a provision required him to
immediately pay off the ownership groups if the league became
financially insolvent or if he sold it. The CBA suspended
operations Feb. 8, and since that time five teams have joined the
International Basketball League. (ABI World, February 26, 2001)


CONVERSE INC.: Proposes $1.9 Million Employee Retention Program
---------------------------------------------------------------
Converse Inc. is seeking court approval to implement a key
executive and employee retention plan. If objections are filed by
Wednesday, a hearing will be scheduled before the U.S. Bankruptcy
Court in Wilmington, Del. The plan, implemented Sept. 29,
provides that each eligible corporate and administrative employee
would receive 25 percent of his annual salary if he remains
employed by the company through March 31. Eligible manufacturing
personnel are required to remain with Converse through May 31 in
order to receive the 25 percent payout. Converse estimates that
if all 70 covered employees remain until their expected
termination date, payments under the retention program would be
about $1.9 million. (ABI World, February 26, 2001)


DAIMLERCHRYSLER: Reveals Turnaround Plan & Outlook Through 2003
---------------------------------------------------------------
DaimlerChrysler announced at the annual press conference in
Sindelfingen, Germany, the company's 2001-2003 Turnaround Plan
for the Chrysler Group and the overall company performance
outlook for 2001 through 2003. The Turnaround Plan anticipates
that the Chrysler Group will return to profitability in 2002.

      * Assumptions: Exchange rate 2001: 1 euro = $0.93; 2002/2003
        strengthening of the euro against the US$ expected stable
        economic developments in our most important markets,
        continuation of relatively high demand in most key
        automotive markets during 2001-2003, weakening demand in
        North America (approximately 16 million vehicles annually
        in the USA in 2001-2003)

The Turnaround Plan for Chrysler Group is comprised of a number
of measures aimed at cutting costs and boosting revenues. It is
designed to improve financial performance and market position,
and to lay the foundation for sustained positive results in the
future. The plan involves six specific action areas. Four focus
on reducing costs; material management; plant management; fixed
cost management and restructuring operations. Two focus on
enhancing revenues: revenue management and product strategy.

The Chrysler Group is renewing more than two-thirds of its
products between 2000 and 2003. In fact, as it completes the
launch of the all new Jeep(R) Liberty (Jeep(R) Cherokee in
Europe) and Dodge Ram models this year, the average age of the
Chrysler Group vehicle line-up will be just 2.1 years -- giving
it the youngest product range of any U.S. vehicle manufacturer.

Several key initiatives have already been announced since
December 2000. These include an overall 15 percent, reduction in
material costs; a reduction in the workforce of 26,000 -- or 20
percent -- over three years; the idling of six plants through
2003; and a revenue-enhancing plan for dealers.

In total, the Turnaround Plan aims to generate additional
benefits through annual savings and profit improvements of 3.3
billion euros ($3.1 billion) in 2001, rising to 5.2 billion euros
($5.7 billion) in 2002, and 7.2 billion euros ($8.1 billion) in
2003.

For the year 2001, the Chrysler Group anticipates an operating
loss between 2.2 billion euros ($2.0 billion) and 2.6 billion
euros ($2.5 billion). The implementation of the planned measures
will lead to a restructuring charge of around 3.0 billion euros
($2.8 billion) in 2001 and will be booked in the first quarter.

In the following years, additional charges of up to 1.0 billion
euros ($1.1 billion) could be necessary. Chrysler Group plans to
return to modest profitability in 2002; an Operating Profit of
more than 2 billion euros (more than $2 billion) is expected in
2003.

The Turnaround Plan includes a number of financial and operative
performance milestones:

      By mid-year 2001:

         --  Workforce reduction of 12,000 employees; and,
         --  Launch of the Jeep(R) Liberty.

      By year-end 2001:

         --  Total workforce reduction of 19,300 employees;
         --  Reduction in material costs by more than five
             percent;
         --  Major plant adjustments (e.g. elimination of shifts
             and change of line speed), including closure of the
             Toluca Transmission Plant;
         --  Launch of the new Dodge Ram; and,
         --  Operating loss in the range of 2.2 - 2.6 billion
             euros ($2.0 - $2.5 billion).

      By year-end 2002:

         --  Launch of the new Dodge Viper;
         --  Further plant cost reductions and additional
             workforce reduction of 4,200 employees; and,
         --  Breakeven for the full year.

      By year-end 2003:

         --  Achieving the total workforce reduction of 26,000
             employees;
         --  Achieving the full 15% reduction in material cost
             compared to end of 2000;
         --  Launch of the new Dodge Durango, and a medium-duty
             pickup truck; and,
         --  Operating profit of more than 2.0 billion euros (more
             than $2 billion).

DaimlerChrysler Group Outlook through 2003

DaimlerChrysler expects a 2001 operating loss in the region of
3.8 billion euros to 4.3 billion euros. Excluding one-time
effects of 3.0 billion euros related to the restructuring
measures at the Chrysler Group and around 400 million euros (at
equity consolidation) as a one-time charge related to the
Mitsubishi Motors Turnaround Plan, an operating loss of between
0.8 billion euros and 1.0 billion euros is expected.

For the whole year of 2001, operating profit -- adjusted for one-
time effects -- is expected to be between 1.2 billion euros and
1.7 billion euros.

In 2002, the company is working toward an operating profit in the
range of 5.5 billion euros and 6.5 billion euros, and a further
increase in operating profit in 2003, to a level of between 8.5
billion euros and 9.5 billion euros.

These forecasts are based on the assumption that economic
developments in the key markets will remain generally stable, and
that vehicle demand in these markets will continue at the levels
of recent years. In the USA, it is assumed that demand for
passenger cars and light-duty trucks will be approximately 16
million units annually.


eTOYS INC.: Plans to File for Bankruptcy This Week or Next
----------------------------------------------------------
eToys Inc. (Nasdaq:ETYS) announced its plans to file for
protection under federal bankruptcy law this week or next.  The
company said its decision was based on the results to date of its
efforts to pursue strategic alternatives and its conclusion that,
under any scenario, its outstanding liabilities, which totaled
approximately $274.0 million as of January 31, 2001, will
substantially exceed the value of any proceeds or assets that may
be received in a strategic transaction. Accordingly, the company
has determined that it has no alternative other than to file for
bankruptcy protection.

The company also said that, in light of these facts, it has
concluded that its outstanding equity securities, including both
its common stock and its Series D preferred stock, have no value.
The company strongly encouraged anyone considering an investment
in these securities to consider its determination that they are
worthless.

The company reiterated that its cash, cash equivalents and cash
that may be generated from operations will be sufficient to
continue its operations only to March 31, 2001 at the latest and
that it has provided job elimination notices to all of its
employees, with termination dates extending up to April 6, 2001.

The company anticipates that it will close the eToys.com Web site
on or about March 8, 2001 and that, thereafter, the company will
focus solely on the winding down of its business and the
liquidation of its assets.

The company also announced that, following authorization of the
bankruptcy filing, three of its directors, Tony Hung, Michael
Moritz and Dan Nova, have resigned from the board effective
today. The remaining directors consist of Edward C. Lenk, the
Chairman of the Board and Chief Executive Officer of the company,
and Peter Hart.


eTOYS INC.: Nasdaq Says Shares No Longer Meet Listing Criteria
--------------------------------------------------------------
eToys Inc. said it has received a notice from Nasdaq that it no
longer meets the minimum net tangible assets requirement for The
Nasdaq National Market. The company does not believe that it will
be able to regain compliance with this requirement, and it has
notified Nasdaq of this fact.

Accordingly, the company anticipates that its common stock will
be delisted from trading in the very near term, certainly sooner
than the previously expected date of May 2, 2001.


FLEETWOOD: Moody's Downgrades Debt Ratings to Low-B's
-----------------------------------------------------
Moody's Investors Service lowered the following long-term debt
ratings of Fleetwood Enterprise Inc.:

      * senior implied to B1 from Ba1;

      * subordinated debt to B3 from Ba3; and,

      * trust preferred to "b3" from "ba3".

The outlook for these ratings is negative.

Moody's states that the downgrades reflect its expectation that
the highly challenging operating conditions in both of
Fleetwood's markets - manufactured housing and recreational
vehicles - will further erode the company's already weak debt
protection measures and financial flexibility. Operating
challenges facing Fleetwood reportedly include: declining
availability of both wholesale and retail financing in the
manufactured housing sector, an oversupply of inventory and
repossessed units in this sector, and eroding demand in the
recreational vehicle (RV) market.

Fleetwood Enterprises, Inc. is based in Riverside, CA, and
produces recreational vehicles. It is also a producer and
retailer of manufactured housing.


FLIR SYSTEMS: Credit Agreement Amended to Restore Compliance
------------------------------------------------------------
FLIR Systems, Inc. (Nasdaq:FLIR) has executed a modified credit
agreement with its lenders.

The amended agreement, which has a term through July 15, 2002,
requires quarterly payments on its outstanding debt and provides
incentives for early payment in the form of reduced interest
charges. The Company has already made its first two quarterly
2001 payments, in the aggregate amount of $5 million.

"This amended agreement eliminates our default status and
provides incentives to further reduce our debt. In fact, in the
past 120 days, we have reduced our borrowings by $10.6 million,"
said Earl R. Lewis, President and Chief Executive Officer of
FLIR. "This amended agreement, coupled with existing cash and
improved cash generated from operations, provides us flexibility
to fund existing operations," he said.

                     About FLIR Systems

FLIR Systems, Inc. is a world leader in the design, manufacture
and marketing of thermal imaging and broadcast camera systems for
a wide variety of thermography and imaging applications including
condition monitoring, research and development, manufacturing
process control, airborne observation and broadcast, search and
rescue, drug interdiction, surveillance and reconnaissance,
navigation safety, border and maritime patrol, environmental
monitoring and ground-based security. Visit the Company's Web
site at www.FLIR.com.


FOREST AUTO: Case Summary & 21 Largest Unsecured Creditors
----------------------------------------------------------
Lead Debtor: Forest City Auto Parts Company
              3300 75th Avenue
              Hyattsville, MD 20785

Chapter 11 Petition Date: February 26, 2001

Court: District of Delaware

Bankruptcy Case No.: 01-00523

Judge: The Honorable Peter J. Walsh

Debtor's Counsel: James L. Patton, Esq.
                   Young, Conaway, Stargatt & Taylor LLP
                   P.O. Box 391, Rodney Square North
                   Wilmington, DE 19899
                   (302) 571-6684

Estimated Assets: $10-50 Million

Estimated Debts: $10-50 Million

Debtor's 21 Largest Unsecured Creditors:

Entity                     Approximate Amount Of Claim
------                     ---------------------------
Trak Auto                         $5,000,000
3300 75th Avenue
Landover, MD 20785
301-226-1530
301-226-1957 (fax)

GH & SM, LLC                        $500,000
2883 Baytree Ct.
Rochester, MI 48306
248-650-8082
248-601-2812 (fax)

Exide Battery                       $211,364

Broadway Properties                  $75,511

Service Parts Operations             $46,224

A&R Katz Management, Inc.            $38,119

Irving Park/Elston, LLC              $35,584

Auto Parts Distributors, Inc.        $24,778

Pat Young Service Co., Inc.          $24,185

Herwood Properties                   $23,750

Ken Lockbaum                         $16,320

Certified Auto Parts W/H             $14,340

Walker Manufacturing                 $11,476

Reliable Auto, Inc.                  $10,776

AAA Distribution Co., Inc.           $10,663

Northgate Plaza                       $8,966

Federal Mogul                         $8,516

Marshall Engines                      $8,441

Chill Hinchey Plaza                   $7,738

HSS Development Inc.                  $6,220

Tri-Land Properties                   $5,027


FRUIT OF THE LOOM: Asks Court's Permission To Sell Cyra Shares
--------------------------------------------------------------
Fruit of the Loom, Ltd. established FTL Investments as an entity
to conduct investment activity. FTL Investments, in turn, makes
investments through other vehicles. For example, Farley West
Ventures is a joint investment vehicle in partnership with Farley
Industries, the Union Underwear Pension Plan, the Retirement
Program of Farley Inc., Farley Inc., William F. Farley and the
Fruit of the Loom Senior Executive Officer Deferred Compensation
Plan. All the Farley West Ventures investors, with the exception
of Farley Industries and the Union Underwear Pension Plan,
purchased shares in Cyra Technologies. Farley West Ventures is
the registered shareholder of the position. However, the actual
stock certificates for the Cyra shares are missing.

Leica Geosystems Holding AG intends to buy Cyra Technologies and
pay consideration to its shareholders. This will result in a
realizable gain for Fruit of the Loom. Its investment advisor
approved the transaction. In order to proceed with the
transaction, Cyra required shareholder approval, including that
of Farley West Ventures.

Therefore, new share certificates had to be issued, which
required a declaration by Farley West Ventures averring that the
certificates were lost. Accordingly, around November 10, 2000,
FTL Investments executed the declaration.

Around November 13, 2000, FTL Investments joined Farley West
Ventures in signing an escrow agreement. The escrow agreement
delineated certain rights and responsibilities relating to the
proceeds of the Cyra shares. It also required Fruit of the Loom
to seek bankruptcy court approval for the transaction. The
agreement held that the transaction proceeds would be distributed
immediately to Fruit of the Loom while those to Mr. Farley and
Farley Inc., would be held in escrow pending an order from the
Court.

Fruit of the Loom tugged on Judge Walsh's robe for permission to:

      (a) Approve the declaration;

      (b) Authorize the tender of Cyra shares; and

      (c) Approve execution of the escrow agreement.

Fruit of the Loom also asked for an order to file the exhibits
under seal so that information contained therein is disclosed to
only the Court, the U.S. Trustee, the Official Committee of
Unsecured Creditors and other parties that are bound by
appropriate confidentiality. Ms. Stickles stated that such relief
is warranted due to the sensitive nature of the contents,
including details of share prices, terms of the proposed
transaction and sensitive data about the lost share certificates.
(Fruit of the Loom Bankruptcy News, Issue No. 22; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


FTM MEDIA: Files Chapter 11 Petition In Arizona
-----------------------------------------------
FTM Media Inc. filed for bankruptcy protection under a petition
for chapter 11 reorganization, the company reported in its most
recent Form 10-Q filed with the Securities and Exchange
Commission, according to Dow Jones. The case is pending in the
U.S. Bankruptcy Court for the District of Arizona. FTM Media
expects to immediately enter into an agreement for post-petition
financing with FTM Investors LLC, the filing said. If it obtains
post-petition financing, the company will continue operations on
an expanded but still limited basis.

According to the filing, FTM Media said it can't predict its
chances of resuming operations because that will depend on many
factors, including the company's ability to raise additional
capital and reorganize itself during the chapter 11 proceedings.
The company said previously that it would file for bankruptcy
protection if it didn't have a deal by mid-December with a third
party for a sale of the company or additional operating capital.
FTM Media develops electronic media for major-market radio
stations. (ABI World, February 26, 2001)


GENICOM CORP.: Files First Amended Plan of Liquidation
------------------------------------------------------
According to documents obtained by BankruptcyData.com, GENICOM
Corp. filed a First Amended Plan of Liquidation and related
Disclosure Statement with the U.S. Bankruptcy Court; the Court
subsequently approved the Disclosure Statement's adequacy.
GENICOM has been operating under Chapter 11 protection since
March 10, 2000. (New Generation Research, February 26, 2001)


HARNISCHFEGER: Beloit Objects To P&G Paper's $4.5 Million Claim
---------------------------------------------------------------
In connection with Beloit's proposed rejection of agreement with
Proctor & Gamble Paper Products Company, Harnischfeger
Industries, Inc. objected to the administrative claim filed by
P&G Paper in the amount of not less than $4,500,000 allegedly
related to Beloit's rejection of the Agreement.

First, Beloit asserted that the claim is significantly overstated
and contains insufficient documentation for Beloit to evaluate
the true amount involved. Until sufficient documentation is
provided, the Debtors contended, the Claim is unenforceable
against Beloit and should be disallowed.

Second, the Debtors contended that, even if the Claim is not
disallowed in its entirety, it must be reclassified because it
asserts administrative claim status but is, at best, a general
unsecured claim against Beloit.

The Debtors objected to P&G Paper's assertion that the claim is a
secured claim because the related agreement is a financing
agreement and not a true lease. As such, the Debtors noted that
the Uniform Commercial Code section 1-207(37) codified in
Illinois at 810 ILCS 5/1-201(37), requires perfection without
which the seller's claim against the buyer is unperfected and
unsecured. The Debtors contend that P&G Paper failed to perfect
its interest, and absent a showing of entitlement to
administrative priority treatment, P&G Paper at best holds a
general unsecured claim against Beloit. (Harnischfeger Bankruptcy
News, Issue No. 37; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


HIH INSURANCE: S&P Lowers Ratings to BBB- & CreditWatch Continues
-----------------------------------------------------------------
Standard & Poor's lowered its insurer financial strength and
counterparty credit ratings on the core operating entities of HIH
Insurance Ltd. (HIH--comprising HIH Casualty and General
Insurance Ltd., and CIC Insurance Ltd.) to triple-'B'-minus from
triple-'B'-plus. The ratings remain on CreditWatch with negative
implications, where they were placed on Sept. 13, 2000.

The ratings action follows HIH's disclosure to the market that a
current review of claims estimates, asset valuations, and
business restructuring may have a material impact on the interim
loss to Dec. 31, 2000. This clarification follows HIH's Dec. 15,
2000, disclosure of a likely operating loss for this period, and
recent market speculation on the magnitude of the loss.

Although HIH has not yet quantified the loss (it expects to
report its interim result on March 16, 2001), Standard & Poor's
believes that the loss will be outside the tolerance of the
triple-'B'-plus/Watch Neg/-- rating assigned to HIH in November
2000. Although the realization of such a loss will have a
detrimental impact on the capital position of the company in the
short term, Standard & Poor's believes a significant proportion
of the loss is attributable to once-off restructuring items and
the treatment of intangible items. As such, the outlook for the
profitability of the ongoing operations is more favorable in the
medium term.

The ratings remain on CreditWatch negative pending finalization
of the amount and composition of the half-year result, the
outcome of the strategic review currently underway, and the
extent to which the strategic review results in a supportive
capital position.

The single-'A'-minus/Stable/-- ratings assigned to HIH's New
Zealand operations, HIH Casualty and General Insurance (N.Z.)
Ltd., are unchanged, reflecting the strong stand-alone financial
structure of HIHNZ, very good operating performance, solid market
position in broker-distributed commercial lines business, and
implementation of a legal structure to protect the company's
strong capitalization, Standard & Poor's said. --CreditWire

Ratings lowered, remain on CreditWatch with negative
implications:

                                  To               From

HIH Insurance Ltd.               Not Rated

HIH Casualty and General
Insurance Ltd.

      Insurer financial
        strength rating           BBB-/Watch Neg    BBB+/Watch Neg

      Counterparty credit rating  BBB-/Watch Neg/   BBB+/Watch Neg

      Euro floating-rate
        subordinated bonds        BB/Watch Neg      BBB-/Watch Neg

CIC Insurance Ltd.

      Insurer financial
        strength rating           BBB-/Watch Neg    BBB+/Watch Neg

      Counterparty credit rating  BBB-/Watch Neg/   BBB+/Watch Neg

FAI General Insurance Co. Ltd.

     Insurer financial
       strength rating            BBB-/Watch Neg    BBB+/Watch Neg

     Counterparty credit rating   BBB-/Watch Neg/-- BBB+/Watch Neg

HIH Insurance (Asia) Ltd.

     Insurer financial
       strength rating            BBB-/Watch Neg    BBB+/Watch Neg

     Counterparty credit rating   BBB-/Watch Neg/-- BBB+/Watch Neg

HIH WorkAble Ltd.

     Insurer financial
       strength rating            BBB-/Watch Neg    BBB+/Watch Neg

     Counterparty credit rating   BBB-/Watch Neg/-- BBB+/Watch Neg


ICG COMM.: Hiring KPMG as Auditors & Tax Advisors
-------------------------------------------------
Randall E. Curran, ICG's Chief Executive Officer, applied to the
Court for approval of the estates' employment of KPMG LLP as the
ICG Communications, Inc.'s accountants, auditors, and tax
advisors. Mr. Curran asked that KPMG's employment be approved
retroactively to the Petition Date. KPMG has been the Debtors'
accountants, auditors and tax advisors since 1991, and the
Debtors wish to continue that association.

The Debtors proposed to employ KPMG to render various accounting
and auditing services to the Debtors in accordance with generally
accepted auditing standards, and tax services, including:

Accounting and Audit Services:

      (1) Audit and review of the financial statements of the
Debtors as may be required from time to time;

      (2) Analysis of accounting issues and advice to the Debtors'
management regarding the proper accounting treatment of events;

      (3) Assistance in the preparation and filing of the Debtors'
financial statements and disclosure documents required by the
Securities and Exchange Commission;

      (4) Assistance in the preparation and filing of the Debtors'
registration statements required by the Securities and Exchange
Commission in relation to debt and equity offerings; and

      (5) Performance of other accounting services for the Debtors
as may be necessary or desirable.

Tax Advisory Services:

      (a) Review of and assistance in the preparation and filing
of any tax returns;

      (b) Advice and assistance to the Debtors regarding tax-
planning issues, including but not limited to assistance in
estimating net operating loss carryforwards, international taxes
and state and local taxes;

      (c) Assistance regarding transaction taxes, such as state
and local sales and use taxes;

      (d) Assistance regarding tax matters related to the Debtors'
pension plans;

      (e) Assistance regarding real and personal property tax
matters, including review of real and personal property tax
records, negotiation of values with appraisal authorities,
preparation and presentation of appeals to local taxing
jurisdictions and assistance in litigation of property tax
appeals;

      (f) Assistance regarding the reduction of state and local
property tax at the state and local level;

      (g) Assistance regarding any existing or future IRS, state
and/or local tax examinations;

      (h) Assistance regarding compliance with partnership
identification process; and

      (i) Other consulting, advice, research, planning or analysis
regarding tax issues as may be requested from time to time by the
Debtors.

KPMG's requested compensation for professional services rendered
to the Debtors will be based on the hours actually expended by
each assigned staff member extended by that member's hourly
billing rate. In the normal course of KPMG's business, hourly
rates for all professionals are reviewed on July 1 of each year.
The customary hourly billing rates for accounting, auditing and
tax advisory services are:

           Partners                       $450-$500
           Senior Managers                $325-$450
           Managers                       $300
           Senior Auditors/Tax Advisors   $200-$225
           Staff                          $100-$200

In the year preceding the commencement of these cases, the
Debtors paid KPMG $1,200,000 for accounting, auditing and tax
services. The Debtors have not paid KPMG a retainer for its
services to these estates.

The Debtors initially included KPMG in their Motion asking to
employ and retain professionals used by the Debtor in the
ordinary course of their business, for which no separate
applications would be required.

However, based on discussions with the United States Trustee,
KPMG was removed from this Motion and this separate Application
presented. Given the circumstances of this separate application,
the Debtors submitted that the retroactive employment of KPMG is
appropriate.

Michael F. Power, a partner of KPMG, disclosed that KPMG LLP is
owed $25,500 by the Debtors as of the Petition Date. If KPMG's
retention is approved, it will waive any right of recovery from
the Debtors of this amount. Mr. Power assured Judge Walsh that
KPMG neither holds nor represents any interest adverse to these
estates on the matter for which employment is sought, and that
KPMG is a disinterested person within the meaning of the
Bankruptcy Code. (ICG Communications Bankruptcy News, Issue No.
4; Bankruptcy Creditors' Service, Inc., 609/392-0900)


INTERNATIONAL KNIFE: Taps Jefferies & Co. as Financial Advisor
--------------------------------------------------------------
International Knife & Saw, Inc. has retained Jefferies & Company,
Inc. to act as financial advisor to the company.

William M. Schult, International's Chief Financial Officer,
stated, "The decision to retain Jefferies was made to begin what
we hope will be a prompt, consensual process to address the
company's highly leveraged capital structure. In particular,
International Knife & Saw expects Jefferies to assist the company
in developing alternatives in connection with a restructuring of
its 11-3/8% Senior Subordinated Notes due 2006."

International Knife & Saw is a leader in the manufacturing,
servicing and marketing of industrial and commercial machine
knives and saws.


LERNOUT & HAUSPIE: Kemper Seeks Relief From Automatic Stay
----------------------------------------------------------
On or about August 24, 2000, Kemper Indemnity Insurance Co., of
Illinois, issued an Excess Directors and Officers Liability
Policy in favor of Lernout & Hauspie Speech Products N.V. and
Dictaphone Corp. The policy was negotiated in Massachusetts and
provided for a limit of $20,000,000 per claim.

A "knowledge warranty" letter dated April 26, 2000 signed by Carl
Dammekens was made part of the insurance policy. The letter
represented that at that time no director or officer had
knowledge of any pending claims, circumstances, acts, errors or
omissions which might give rise to a claim that would fall in the
scope of the proposed policy coverage.

Since August 9, 2000 at least fifteen class action complaints
have been filed against L&H, its directors and officers in the
United States District Court for the District of Massachusetts
for various causes. Among these suits is one brought by Visteon
Corporation, which filed a complaint against L&H and certain
individuals in the Superior Court for Massachusetts in Suffolk
County for alleged breach by L&H of a joint venture agreement.
The Debtor and the directors and officers impleaded in this case
sought coverage under the policy.

Kemper believes that L&H made false and misleading statements in
the knowledge warranty letter. Kemper told Judge Wizmur that L&H
is not entitled to coverage under the policy because of certain
deliberate fraudulent and dishonest acts. It contends that the
false and misleading statements were intended to deceive, and
more importantly, increased Kemper's risk of loss.

Michael Lastowski, Esq., with the law firm of Duane, Morris &
Heckscher, LLP, asked Judge Wizmur to grant Kemper relief from
automatic stay so that Kemper can exercise its rights and
remedies against L&H under the policy and applicable law,
including the filing of a declaratory judgment action against the
Debtor, its officers and directors in the district court; or in
the alternative, restrain the Debtor from taking any action
against Kemper pending a final determination of the appropriate
forum in which a declaratory judgment may be filed by Kemper
against L&H.

Mr. Lastowski observes that a declaratory judgment by Kemper
against the Debtor is a non-core proceeding, based on state law
claims, and proper for disposition in the district court,
because:

      (a) such an action would likely involve a lengthy, contested
          trial with a significant amount of discovery;

      (b) the action would involve non-debtors;

      (c) class actions are already pending in the district
          courts; and

      (d) the policy was negotiated in Massachusetts rather than
          Delaware.

Mr. Lastowski told Judge Wizmur that the Debtor will not be
prejudiced if the court grants Kemper's request for relief from
the automatic stay. The policy is the property of L&H's
bankruptcy estate. L&H or its officers or directors may be found
liable in the Visteon action; accordingly in order for the court
to administer the assets of the Debtor and engage in the claims
allowance process, an initial determination must be made whether
or not L&H is entitled to coverage under the policy. Such a
determination is a pre-requisite to the final administration of
Debtor's estate, and can made in the instant motion.
(L&H/Dictaphone Bankruptcy News, Issue No. 4; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


LEVITZ FURNITURE: Emerges from Chapter 11
-----------------------------------------
Levitz Furniture and Seaman Furniture jointly announced that
Levitz has completed the process of emerging from bankruptcy, and
that a new holding company, Levitz Home Furnishings, Inc., has
been formed.

"This has been a lengthy process," said Ed Grund, CEO of Levitz.
"We're happy to have it finally completed. I am especially
appreciative of the continuing support and loyalty of our Levitz
associates, as well as of all our business and vendor partners.
The formation of the new company represents a fresh start for
everyone." Grund is establishing a new office in Pleasanton, CA
where he will head up the chain's 44 Western and Minneapolis
stores.

Seaman Furniture will oversee the 15 East Coast Levitz stores, in
addition to Seaman's 57 stores, from their Woodbury, NY offices,
under the leadership of Alan Rosenberg, Seaman's CEO, who said,
"We anticipate a smooth transition and are excited about the
synergies it will provide. The Levitz emergence is good for the
furniture industry overall." In addition to operating the Levitz
East Coast stores and warehouses, Seaman's will provide marketing
and advertising support for the East and West Levitz stores and
administrative services for both companies.

Levitz and Seaman will continue to operate as separate and
distinct entities.


LOEWEN GROUP: Bishop Funeral Sells Oregon Funeral Home for $335K
----------------------------------------------------------------
In accordance with the Court's Disposition Order authorizing The
Loewen Group, Inc.'s Global Bid Procedures Programs, Bishop
Funeral Chapel, Inc. sought and obtained the Court's authority:
(i) to sell the funeral homes, cemeteries and trust companies,
and related assets at Bishop Funeral Chapel (3209) in Pendleton,
OR 97801 to New Bishop Funeral Chapel, Inc. (the Initial Bidder)
free of all liens, claims and encumberances, at a purchase price
of $335,000 pursuant to the Asset Purchase Agreement dated
December 26, 2000 or to the Purchaser that the Debtors determine
has submitted the highest and best offer,; and (ii) to assume and
assign related executory contracts and unexpired leases, pursuant
to section 363 and 365 of the Bankruptcy Code.

Any Qualified competing bid must exceed $351,750 i.e. 5% above
the Purchase Price offered by the Initial Bidder. Any entity that
desires to submit a competing bid for the Sale Locations may do
so in accordance with the Bidding Procedures approved by the
Disposition Order.

Pursuant to section 365 of the Bankruptcy Code, the Selling
Debtors will assume the 7 executory contracts and unexpired
leases as agreed and listed in an Exhibit to the motion. The
Selling Debtors will subsequently assign its rights and
obligations under the Assignment Agreements to the Initial
Bidder. The Debtors do not believe that there are any monetary
defaults or cure costs associated with the assumption and
assignment of the Assignment Agreements. The Debtors tell the
Court that they are continuing to review each of the Assignment
Agreements and will notify the nondebtor party to an Assignment
Agreement immediately if they identify any cure obligation
associated with that agreement.

In accordance with the Net Asset Sale Proceeds Procedures, the
Debtors will use the proceeds generated to repay any outstanding
balances under the Replacement DIP Facility and deposit the net
proceeds into an account maintained by LGII at First Union
National Bank for investment, pending ultimate distribution on
court order.

Neweol would sell and the Initial Bidder would purchase certain
accounts receivable related to the Sale Locations, pursuant to a
purchase agreement between Neweol and the Initial Bidder. The
amount of the Neweol Allocation will be determined immediately
prior to closing. The Neweol Allocation will not be utilized or
deposited in the manner contemplated by the New Asset Sale
Proceeds Procedures. (Loewen Bankruptcy News, Issue No. 33;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


LTV CORPORATION: Discloses Senior Management Shake-Up
-----------------------------------------------------
The LTV Corporation (OTC Bulletin Board: LTVCQ) announced senior
management appointments in preparation for a successful
restructuring and turnaround of its integrated steel business.

The Board of Directors has appointed John D. Turner, (55),
executive vice president of The LTV Corporation and president of
LTV Copperweld, to the additional position of chief operating
officer of The LTV Corporation. As chief operating officer, Mr.
Turner will have overall management responsibility for LTV's
integrated steel and metal fabrication operations, including LTV
Copperweld and VP Buildings. Mr. Turner will report to William H.
Bricker, LTV's chairman and chief executive officer. The
appointment is effective immediately.

"John Turner is an exceptional individual, capable of providing
strong, experienced leadership in the coming period of dramatic
change and restructuring," said Mr. Bricker. "Since John Turner
joined Copperweld 17 years ago, the company's annual revenues
have grown five fold, and the organization has achieved 15
consecutive years of profitable operation. Most recently, John
successfully integrated Copperweld, Welded Tube Co. of America
and LTV Steel Tubular Products into the new LTV Copperweld, the
largest manufacturer of tubular steel products in North America
and the world's largest producer of bimetallic wire products. He
maintains high performance standards based on his core values of
safety, integrity, trust, customer satisfaction, teamwork, and
continuous improvement. We are very optimistic about the future
of LTV's operations under his leadership."

LTV also announced the following management appointments, which
are effective immediately. These individuals now report to John
Turner:

      * John C. Mang, III, general manager of LTV Steel's
Cleveland Works, has been promoted to senior vice president of
steel operations. Mr. Mang has senior management responsibilities
for LTV's integrated steel operations, including the Cleveland,
Indiana Harbor and Hennepin Works, Quality Control, the L-S
Electrogalvanizing joint venture, and the LTV railroads.

      * G. Basil Davies, LTV Copperweld's senior vice president,
marketing and sales has been named senior vice president,
commercial for LTV's integrated steel business.  In his new
position he will lead LTV Steel's marketing and sales, customer
service, technical service, operations control and outside
processing functions.

      * David L. Carroll, LTV Copperweld's senior vice president
and general manager, pipe and conduit group, has been appointed
to the additional position of vice president of industrial
relations -- LTV Steel.  His responsibilities will include labor
relations, industrial engineering, hourly benefits, workers
compensation, safety, medical services, and security.

      * William F. Morgan, LTV Copperweld's vice president of
information systems has been named vice president of information
technology and chief information officer of The LTV Corporation.
Reporting to Mr. Morgan will be Linda Wiersema, who has been
named to the newly created position of vice president of
information technology -- LTV Steel.

      Also reporting to John Turner:

      * David M. Gilchrist, Jr. will continue in his duties as an
executive vice president of The LTV Corporation and president of
VP Buildings, an LTV subsidiary.

      * Dr. Brian Attwood will continue as vice president of
research -- LTV Steel.

      * James R. Baske, vice president of engineering,
procurement, raw materials, and environmental control -- LTV
Steel will also assume senior managerial responsibilities for the
company's traffic functions.

Mr. Turner said, "I am confident that we have created a new
management team with the skills and talents needed to
successfully implement permanent solutions to the operating and
structural problems facing LTV's integrated steel business. I
have been impressed with the depth of knowledge and experience
that we have in this company. It is this management team's
objective to put these resources to good use for the benefit of
our employees, our customers and the many people and communities
whose futures and security depend on our success."

LTV also announced that George T. Henning, LTV Corporation's vice
president and chief financial officer, will now report to James
J. Bonsall, Jr., chief restructuring officer. Mr. Bricker said
that it was critical that all financial strategies and
initiatives be integrated with the restructuring effort.

LTV said that Richard J. Hipple, executive vice president of The
LTV Corporation and president of LTV Steel; James F. Haeck,
executive vice president of The LTV Corporation, with
responsibilities for LTV Steel's commercial functions; and Norman
P. Vernon, vice president of industrial relations -- LTV Steel
will be leaving the company to pursue other opportunities.

"Dick Hipple, Jim Haeck and Norm Vernon have provided dedicated
service to our integrated steel operations throughout their
careers. We are grateful for their commitment and hard work and
wish them every success in their future endeavors," said Mr.
Bricker.

Biographical information on Messrs. Turner, Mang, Davies, Carroll
and Morgan:

John D. Turner is a native of Youngstown and a graduate of
Colgate University. He began his career in 1968 at Youngstown
Sheet and Tube Company. In 1978 he joined National Steel
Corporation and served in key flat rolled steel marketing and
sales capacities, rising to the position of vice president --
marketing and sales. Mr. Turner joined Copperweld Corporation in
1984 as group vice president -- marketing and sales. He then
advanced to the positions of group vice president -- specialty
bar and tubing and executive vice president. In 1987 he was
appointed president and chief operating officer. He was named
chief executive officer in 1988. In 1999, following the
acquisition of Copperweld by LTV, he was named president of the
newly formed LTV Copperweld and executive vice president of The
LTV Corporation.

John C. Mang, III joined the company in 1970 and has held a
variety of positions of increasing responsibility including
general manager of the Indiana Harbor, Hennepin and Tin Mill
operations. In 1998 he was named general manager of the Cleveland
Works. He earned both a bachelors and a masters degree in
management from Purdue University.

G. Basil Davies joined Copperweld in 1985 as vice president of
marketing and advanced to the position of senior vice president
of marketing and sales -- tubular products in 1999. He began his
career as a sales trainee in 1966 with National Steel. After
gaining experience in a variety of flat rolled steel marketing
and sales management positions -- including marketing manager-
automotive -- he was promoted to general manager of marketing in
1983. Mr. Davies holds a bachelors degree from the University of
Arizona and a Masters of Business Administration from the
University of Detroit.

David L. Carroll began his career in labor relations in 1964 with
Jones & Laughlin Steel. After serving in a number of labor
relations, personnel and public affairs positions, he was named
vice president and general manager of LTV Steel's Tin Mill
Products division in 1991. He was named to the same position for
LTV Steel's tubular products business in 1993. He was appointed
senior vice president and general manager of LTV Copperweld's
pipe and conduit group in 1999. Mr. Carroll earned a bachelors
degree in business administration and a masters degree in
industrial relations from St. Francis College.

William F. Morgan holds the Bachelor of Science and Master of
Business Administration degrees from the University of
Pittsburgh. After positions at Westinghouse Astro-Nuclear Lab,
Cyclops Steel and Babcock and Wilcox, he joined Copperweld in
1974 and was promoted to vice president of information systems in
1996.

The LTV Corporation is a manufacturing company with interests in
steel and metal fabrication. LTV's Integrated Steel segment is a
leading producer of high-quality, value-added flat rolled steel,
and a major supplier to the transportation, appliance, electrical
equipment and service center industries. LTV's Metal Fabrication
segment consists of LTV Copperweld, the largest producer of
tubular and bimetallic products in North America and VP
Buildings, a leading producer of pre-engineered metal buildings
for low-rise commercial applications.


NORD RESOURCES: KPMG Resigns After Issuing Going Concern Opinion
----------------------------------------------------------------
KPMG LLP was previously the principal accountants for Nord
Resources Corporation.  On January 29, 2001, that firm resigned.
KPMG LLP's auditors' report on the consolidated financial
statements of Nord Resources Corporation and subsidiaries as of
and for the years ended December 31, 1999 and 1998, contained a
separate paragraph stating that "the company has suffered
recurring losses from operations, which raises substantial doubt
about its ability to continue as a going concern."


NORD RESOURCES: Raises $1.2 Million in Stock Sale
-------------------------------------------------
On January 16 and 29, 2001, Nord Resources Corporation completed
the sale of 2,500,000 units consisting of 2,500,000 shares of
common stock and warrants to purchase an additional 1,250,000
shares of common stock with an exercise price of $.18 per share
expiring June 30, 2003. The purchase price for the units was
$396,800 or $0.16 per unit. These sales, when added to prior
sales on November 7, 2000 in the private placement, bring total
gross proceeds of $1,200,000 to the company. 7,500,000 units were
sold, comprised of 7,500,000 shares of common stock and warrants
to purchase 3,750,000 shares of common stock.

There was no underwriter or placement agent involved in the
offering. Each of the purchasers was an accredited investor. The
common stock and warrants issued in the offering are not
registered under the Securities Act. The company does not intend
to register either the common stock or any common stock
purchasable upon exercise of warrants. The shares of common stock
issued in the private placement represent 31% of the company's
issued and outstanding stock after the offering, assuming no
exercise of the warrants. If all of the warrants were exercised,
the shares of common stock issued or issuable in the offering
would represent approximately 40% of the company's issued and
outstanding stock after the offering.

John Champagne, the company's President and Chairman of the
Board, has purchased 2,792,500 of the units offered in the
private placement (from the company and from another investor),
and Ronald Hirsch, a director of the company, purchased 625,000
units.

Nord Resources will utilize proceeds from the offering to fund
working capital expenses. The company estimates that the proceeds
of this private placement will only be sufficient to fund company
operations at existing levels until March 2001. The company is
required under a Consent Order entered into with the Arizona
Department of Environmental Quality to incur significant
expenditures in the near term related to environmental
remediation at its Johnson Camp Mine. The company will be
required to obtain additional financing in order to continue its
operations after March 2001 and to fund its remediation
obligations under the Consent Order.


OWENS CORNING: Moves To Sign Vehicle Fleet Lease with DL Peterson
-----------------------------------------------------------------
In connection with certain of Owens Corning's business
operations, motor vehicles are provided to certain of the
Debtors' employees for business use. These vehicles are provided
primarily to field sales representatives in connection with the
Debtors' various business units, including insulation and
composites.

The Debtors have historically leased approximately 150 new
vehicles per year, most of which are replacements for units that
were previously in use and then retired as a result of excessive
mileage. Prior to the Petition Date, in the ordinary course of
business, the Debtors leased motor vehicles from, among others,
D. L. Peterson Trust under an operating lease agreement. In
addition, the Debtors were party to other prepetition agreements
related to the vehicles provided under this lease agreement. As a
result of the filing of these Chapter 11 cases, D. L. Peterson
will no longer provide vehicles to the Debtors under the
prepetition lease agreement, but has agreed to lease new vehicles
to the Debtors and to provide services for these vehicles on the
condition that the Debtors sign a new, postpetition master lease
agreement. The Debtors are not, by virtue of this Motion,
effectuating an assumption of the prepetition vehicle lease
agreement.

Subject to the Court's approval, the Debtors will enter into a
postpetition Motor Vehicle Fleet Open-End Operating Lease
Agreement with D. L. Peterson for the provision of fleet leasing
of motor vehicles. The basic terms of this agreement are:

      (a) The minimum term for the lease of a vehicle is 12
months, after which time the lease term may be continued at the
Debtors' election for successive monthly renewal periods;

      (b) D. L. Peterson will pay the total amounts required to be
paid to manufacturers and dealers in connection with the purchase
of each vehicle;

      (c) Vehicle rental charges will be determined by reference
to the rates in effect at the time the Debtors lease the vehicle,
which rates are expressed as a percentage of the capitalized cost
of the vehicle, and including a percentage factor, known as the
Depreciation Rent Factor, of 4.17%, 3.04%, 2.78%, 2.50%, 2.25%,
2.00% or 1.67% in the case of 24, 33, 36, 40, 45, 50, or 60 month
vehicles, respectively;

      (d) The Debtors will provide insurance for the use,
operation and possession of each vehicle; and

      (e) PHH Vehicle Management Services LLC, doing business as
PHH Arval, will be the servicer of the lease agreement. As
servicer, PHH will administer the lease agreement and will
perform the service functions which the agreement provides will
be performed by D. L. Peterson.

In connection with the lease agreement, the Debtors proposed to
enter into three related agreements:

      (1) Commercial Paper Flex Program Supplement. This
Supplement provides that rental charges for all vehicles placed
under the lease agreement on or after the date of signature of
the Supplement will be determined by the use of a floating rental
rate, unless the Debtors convert the vehicles to a fixed rental
rate. The floating rental rate will be based on an interest rate
that is .125% above the "PHH Commercial Paper Rate". The fixed
rental rate will be based on an interest rate that is (a) .125%
above D. L. Peterson's cost of funds borrowed to refinance on a
fixed-rate basis the vehicles that have an original lease term of
60 months or less, and (b) .125% above D. L. Peterson's cost of
funds borrowed to refinance on a fixed-rate basis the vehicles
that have an original lease term longer than 60 months.

      (2) Automotive Services Agreement. This Agreement governs a
program designed to facilitate the Debtors' purchase of selected
products and services necessary for the maintenance and
management of the vehicles. Upon the Debtors' request, PHH will
issue to the Debtors service cards entitled "PHH Service Card",
and other credit cards authorized by PHH, co-branded cards,
coupon books and/or purchase orders.

      (3) Vehicle Maintenance Assistance Plus Supplement. This is
a supplement to the Automotive Services Agreement, and provides a
program developed to assist the Debtors in managing maintenance
expenditures related to the vehicles. PHH will, among other
things:

          (a) furnish a maintenance kit for those vehicles as
              identified by the Debtors;

          (b) establish a toll-free telephone service line to
              monitor maintenance requests by the Debtors'
              drivers;

          (c) establish a network of participating repair
              facilities for the vehicles; and

          (d) establish and maintain maintenance records for each
              vehicle serviced.

The Debtors told Judge Walrath that the use of a fleet of
corporate motor vehicles is necessary to their ongoing business
operations, and that they cannot conduct their distribution and
sales operations with such vehicles. Leases such as this are
entered into in the ordinary course of their businesses, and that
similarly situated businesses ordinarily engage in similar
transactions. However, at the request of D. L. Peterson, as a
condition of D. L. Peterson's execution of the lease agreement,
and solely as a prophylactic measure, the Debtors sought her
specific authority to execute the lease agreement and related
agreements. (Owens Corning Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


PERA FINANCIAL: S&P Cuts Fixed-Rate Note Rating to B
----------------------------------------------------
Standard & Poor's lowered its rating on the $350 million 9.375%
fixed-rate notes issued by Pera Financial Services Co. to single-
'B' from single-'B'-plus. This is a consequence of the downgrade
of the foreign currency credit rating on Turkiye Garanti Bankasi
A.S. to B/Watch Neg/-- from B+/Watch Neg/--, which acts as
support to Pera Financial Services, on Feb. 23, 2001, Standard &
Poor's said. -- CreditWire


PERGAMENT HOME: Files Chapter 11 Petition in New York
-----------------------------------------------------
Pergament Home Centers, Inc. filed for Chapter 11 protection with
the United States Bankruptcy Court in Central Islip, New York,
listing total assets and liabilities of $101.8 million and $133.7
million, respectively. The Company stated that the filing follows
an involuntary petition filed against the Company on February 1,
2001 by three landlords. The Company further stated that it has a
tentative agreement in place with main lender Congress Financial
Corp. for temporary funding needed to keep the Company operating
for three to six months. (New Generation Research, February 26,
2001)


PILLOWTEX CORP.: Committee Taps Young Conaway as Local Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Pillowtex
Corporation asked Judge Robinson for authority to retain the
Wilmington, Delaware, law firm of Young, Conaway, Stargatt &
Taylor, LLP, as local counsel for the Committee.

The professional services Young Conaway will render to the
Committee include:

      (a) Providing legal advice with respect to the Committee's
powers and duties;

      (b) Assisting the Committee in evaluating the legal basis
for, and effect of, the various pleadings that will be filed by
the Debtors and other parties in interest in these cases;

      (c) Investigating the acts, conduct, assets, liabilities,
and financial condition of the Debtors;

      (d) Assisting the Committee in evaluating the Debtors' plan
of reorganization and related disclosure statement, if and when
proposed;

      (e) Consulting with the Debtors, the U.S. Trustee, and the
Committee concerning administration of these cases;

      (f) Commencing and prosecuting any and all necessary and
appropriate actions and/or proceedings on behalf of the
Committee;

      (g) Appearing in Court to protect the interests of the
unsecured creditors in these cases; and

      (h) Performing all other legal services for the Committee
which may be necessary and proper in these Chapter 11 cases.

Compensation will be payable to Young Conaway on an hourly basis.
The attorneys who will be primarily responsible for
representation of the Committee, and their hourly rates, are:

           Name                Title          Hourly Rate
           ----                -----          -----------
      Pauline K. Morgan        Partner          $ 315
      John D. McLaughlin, Jr.  Of Counsel       $ 350
      Edmon L. Morton          Associate        $ 210
      Tiffany Scott            Paralegal        $  80

These hourly rates are subject to periodic adjustments to reflect
economic and other conditions. Other attorneys and paralegals
from the firm may from time to time also serve the Committee in
connection with these Chapter 11 cases.

In support of this Application, Pauline K. Morgan averred that
Young Conaway neither holds nor represents any interest adverse
to the Committee in these Chapter 11 cases. However, in the
interests of full disclosure, Ms. Morgan advises that John D.
McLaughlin, Jr., recently employed as an attorney/advisor with
the Department of Justice in the Office of the United States
Trustee for Region 3, is employed as special counsel to Young
Conaway.

In 1993 the firm represented Fieldcrest Cannon Inc., one of the
Debtors, in shareholder litigation in Delaware Chancery Court in
a suit alleging breach of fiduciary duty. The litigation
terminated in 1996, and the firm has engaged in no further
representation of Fieldcrest Cannon. (Pillowtex Bankruptcy News,
Issue No. 4; Bankruptcy Creditors' Service, Inc., 609/392-0900)


POWER DESIGNS: Posts Further Losses in 2000
-------------------------------------------
During the second quarter of fiscal year 2001, Power Designs
Inc., as debtors-in-possession, have continued operations on a
limited scale. Pursuant to a court order, the company retained
The Vantage Partners LLC, a management consulting firm, who,
together with Melvin A. Becker, Vice President of Operations,
have comprised senior management since the company's bankruptcy
petition filing. Anthony F. Intino II, a principal of The Vantage
Partners LLC, and general manager of the company, was appointed
President on December 20, 2000. Approximately twenty-nine
individuals are presently employed in the production of the three
core product lines.

The company indicates that it has successfully resolved issues of
material procurement with key suppliers and reinstated
deteriorating relationships with distributors and customers.

Although liquidity was improved in prior years by increased
shipping levels and a concentrated effort on credit and
collection issues, reduced shipments in the current year have
impacted liquidity conversely. A general decline in military
spending, offset by only modest increases in commercial sales,
has resulted in a continued reduction in product orders during
the second fiscal quarter of 2001. Both military and commercial
orders for product fail to exhibit stable levels of
predictability. Open sales orders at December 31, 2000 total
$374,359.

Net sales decreased by 28% to $629,408 for the quarter ended
December 31, 2000 as compared with $871,559 for the same period
in 1999. Net losses for the December 31, 2000 quarter were
$456,307, while net losses for the same period of 1999 were
$309,970.

Net sales decreased from $1,695,471 for the six months ended
December 31, 1999 to $1,359,236 for the six months ended December
31, 2000. Again, net losses for the six months ended December 31,
2000 were $819,371, while in the 1999 six month period net losses
were $639,444.


PRECISION AUTO: Shareholders' Meeting Set for March 21
------------------------------------------------------
The annual meeting of shareholders of Precision Auto Care, Inc.
for 2000 will be held at the company's headquarters located at
748 Miller Drive, S.E., Leesburg, Virginia on March 21, 2001, at
11:00 a.m., for the following purposes:

      (1) To amend the company's Articles of Incorporation to
reduce the number of directors and to have the terms of office be
for one year each;

      (2) To elect Directors for the coming year;

      (3) To amend the Precision Tune Auto Care, Inc. 1999 Stock
Option Plan to increase the number of shares reserved for
issuance from 600,000 to 1,600,000;

      (4) To ratify the issuance of 1,700,000 shares of the
company's common stock for $750,000 to Louis M. Brown, Jr.;

      (5) To ratify the issuance of warrants for 1,000,000 shares
of the company's common stock to Arthur Kellar;

      (6) To ratify the issuance of warrants for 1,000,000 shares
of the company's common stock to Desarollo Integrado, S.A. de
C.V.;

      (7) To approve the issuance of an option to purchase 50,000
shares of the company's common stock to Woodley A. Allen;

      (8) To approve the issuance of options to purchase 20,000
shares of the company's common stock to Bassam N. Ibrahim;

      (9) To approve the issuance of options to purchase 20,000
shares of the company's common stock to Bernard H. Clineburg; and

     (10) To ratify the appointment of Grant Thornton LLP as
independent auditors for the fiscal year ending June 30, 2001;
Only holders of shares of common stock of record on the books of
the company at the close of business January 23, 2001 will be
entitled to notice of and to vote at the 2000 annual meeting.


RAD SOURCE: Still Lacks Funds Despite Improved 2000 Results
-----------------------------------------------------------
Rad Source Technologies, Inc.'s continued existence is dependent
upon its ability to resolve its liquidity problems, principally
by obtaining equity, increasing sales and achieving profitable
operations. While undertaking the above, the company must
continue to operate on cash flow generated from working capital
and loans and contributions from stockholders.

Although, the company's losses are declining, falling from
$99,608 in the prior comparative three months ended December
31,1999 to $4,779 in the current three month period ended
December 31, 2000, it has yet to generate a profit. In addition,
the company has had a shareholders' deficit for the past year,
now with a balance of $274,392. These factors raise substantial
doubt about the company's ability to continue as a going concern.

Sales for the first quarter ended December 31, 2000 increased
344.8% to $378,100 primarily as the result of an increase in the
number of units delivered over the prior comparative quarter. As
mentioned above, net loss for the first quarter ended December
31, 2000 was $4,779 as compared to the net loss of $99,608 for
the same period a year earlier.


REGENCY GROUP: May Cut/Cease Operations if Unable to Raise Money
----------------------------------------------------------------
Regency Group Limited is a technology-based investment company
focusing on the Internet-economy. The company was incorporated in
February of 1999. Based in Scottsdale, Arizona, the firm has
interests in companies that are developing key emerging
technologies. Regency's main focus is developing Internet,
broadband, and telephony technology companies with a view towards
enhancing their value as potential take-over targets or through
taking them public. Regency provides financial, management, and
technical support as needed. Regency Group companies may be
majority-owned, or the beneficiaries of strategic investment
capital by the company.

The company has experienced significant losses and negative cash
flows from operating and investment activities for the six-month
period ending December 31, 2000, which have resulted in a
deficiency of working capital of approximately $747,481 and an
accumulated deficit of approximately $1,454,346 as of December
31, 2000.

There can be no assurance that the company will be able to
continue as a going concern in view of its financial condition.
Its continued existence will depend upon its ability to obtain
sufficient additional capital in a timely manner to fund its
operations and to further develop its long-term business plan.
Any inability to obtain additional financing will have a material
adverse effect on the company, including possibly requiring the
company to significantly reduce or cease operations.

These factors raise substantial doubt about the ability of the
company to continue as a going concern.

Total revenues for the three months ending December 31, 2000 were
$260,515 compared to zero for the three months ending December
31, 1999. For the six months ending December 31, 2000, total
revenues were $1,034,502 compared to $2,666 for the six months
ending December 31, 1999, an increase in revenues of $1,031,836
over the same period for 2000. All of the company's revenues were
generated from the e-River division's retail sales of consumer
electronics goods. The net loss for the three months ending
December 31, 2000 was $750,358 compared to a net loss of $21,480
for the three months ending December 31, 1999. The company's net
loss for the six months ending December 31, 2000 was $1,059,690
compared to a net loss of $59,233 for the six months ending
December 31, 1999.


SERVICE MERCHANDISE: Pitch to Extend Exclusive Period into 2002
---------------------------------------------------------------
Service Merchandise Company, Inc. has revised its target date for
emergence from chapter 11 from mid-2001 to sometime following the
2001 Christmas selling season.  The Debtors plan to operate under
chapter 11 beyond the fourth quarter during which 40% of their
sales occur, and accordingly sought the Court's approval for a
further extension of the Filing Exclusive Period through January
31, 2002 with a concomitant extension of the Solicitation
Exclusive Period through April 1, 2002.

The Debtors told Judge Paine that, in light of new developments
relating to the difficult and challenging retail industry and
weak capital markets, an early emergence would involve
considerable risks, primarily related to jeopardizing liquidity
resources and vendor relations whereas operating within the
context of chapter 11 until after the close of the 2001 Christmas
selling season provides the best opportunity for a successful
reorganization.

The Debtors explained that under chapter 11 protection, they
enjoy ample liquidity and significantly restored trade terms as
vendors take comfort in the priority of their administrative
claims. Upon emergence, trade terms could be contracted as the
market tests a debtors' stability outside of the protections
afforded by chapter 11, a "test" which is likely to be
exacerbated in light of current tight credit markets and pressure
put on vendors by their credit partners. The Debtors note that in
some industries, such as service or industrial related companies,
emergence from chapter 11 may result in an immediate boost in
sales as watchful institutional customers renew their support for
a debtor but in the retail industry, customers are not concerned
and may even be unaware of the Debtors' chapter 11 cases.

As for costs associated with operating in chapter 11, the Debtors
submitted that they, the Committee and their respective advisors
have endeavored throughout the SMCO chapter 11 cases to minimize
professional fees through an active dialogue and consensual
resolutions to nearly every major issue that has arisen.
Moreover, in connection with the Debtors' 2001 initiatives, the
professionals have voluntarily targeted an overall 25% reduction
in fees for 2001 as compared to 2000 and have implemented a self-
imposed budgeting process with the joint fee review committee
established in the cases to achieve that result.

The Debtors asserted that the extension requested in this motion
is both necessary and warranted as previous extensions because
their cases are large and complex, they have not sought to extend
exclusivity as a means to pressure creditors or for any other
improper purpose. The Debtors believe that the request for relief
should be granted as before because they have consistently
demonstrated progress in their reorganization. Of all the factors
enumerated, the single most important reason for extending the
Exclusive Periods, the Debtors assert, is their significant
progress towards reorganization. (Service Merchandise Bankruptcy
News, Issue No. 16; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


STORERUNNER: Contract Dispute Pushes Company to Bankruptcy Court
----------------------------------------------------------------
StoreRunner Network Inc., which operates online shopping portal
StoreRunner.com, filed for bankruptcy last week as a result of a
contractual dispute, the San Diego, Calif.-based company said,
according to Reuters. A one-paragraph statement by the company
called the chapter 11 filing a "voluntary petition for
reorganization." Chief Executive Dale Sundby said that a
contractual dispute, which he declined to discuss, not a cash
shortage had been the trigger for the filing, and said the
company would continue to operate. "There has been no
interruption for merchants, advertisers and users," he told
Reuters. (ABI World, February 26, 2001)


WHEELING-PITTSBURGH: Rejecting Mingo Sale Pact with Air Liquide
---------------------------------------------------------------
In July 1996 WPSC, Mingo Oxygen Company, and Air Liquide America
Corporation signed a letter of intent which set forth (i) ALAC's
and Wheeling-Pittsburgh Steel Corp.'s mutual understanding and
intentions regarding the potential purchase of the assets of MOC
by ALAC, and (ii) the terms of a Service Agreement between ALAC
and WPSC for the design, installation and refurbishment by ALAC
of certain air and oxygen compression equipment, including but
not limited to a centrifugal air compressor, an oxygen product
compressor, a cooling tower, and certain auxiliary equipment.
Neither the purchase of assets of MOC by ALAC or any other
agreement, including the Service Agreement, was ever consummated.
WPSC and MOC told Judge Bodoh that all that transpired from the
letter of intent was that WPSC took possession of the compression
equipment and paid monthly rent of $104,200, the rate provided
for the "initial term" described in the letter of intent.

The initial term of the Service Agreement would have been for 36
months with an option to extend the term by an additional 84
consecutive months. WPSC never exercised its option to extend the
term of the Service Agreement in writing, but instead merely
continued paying rent at the rate provided for in the initial
term.

WPSC and MOC asked that Judge Bodoh approve the rejection of the
letter of intent, including with limitation all related
agreements, as this contract does not produce any benefit to the
estates of WPSC and MOC, is unlikely to produce any future
benefit to these estates, and the assumption of this contract
would be burdensome. MOC is no longer in operation, and the
Debtors are currently purchasing oxygen from another source. The
compression equipment has not been used by WPSC, MOC, or the
Debtors since August, 2000. (Wheeling-Pittsburgh Bankruptcy News,
Issue No. 5; Bankruptcy Creditors' Service, Inc., 609/392-0900)


WORLD DIAGNOSTICS: Looks for New Funding to Sustain Operations
--------------------------------------------------------------
World Diagnostics, Inc., based in Miami Lakes, FL, is an early
stage business that began operations in February 1997 for the
purpose of servicing the international market for medical
diagnostic tests and allied laboratory products. The company is a
single source supplier and exporter of approximately 1,000
company branded medical diagnostic test kits and allied
laboratory products, of which approximately 100 of these products
produce approximately 80% of the company's revenues.

The company has incurred recurring operating losses and negative
cash flows from operating activities. These conditions raise
substantial doubt about its ability to continue as a going
concern.

World Diagnostics has initiated several actions to generate
working capital and improve operating performances, including
equity and debt financing. There can be no assurance that it will
be able to successfully implement its plans, or if such plans are
successfully implemented, that the company will achieve its
goals.

For the three months ended December 31, 2000 and the nine months
ended December 31, 2000, revenues decreased by $94,194 or 25% and
increased by $499,024 or 54% over the quarter ended December 31,
1999 and the nine months ended December 31, 1999. The company
incurred a net loss of $469,505 for the three months ended
December 31, 2000 and reported a net loss of $259,404 for the
comparable period in 1999. The company incurred a net loss of
$1,393,110 and a net loss of $1,153,617 for the nine months ended
December 31, 2000 and 1999.


* Meetings, Conferences and Seminars
------------------------------------
February 25-28, 2001
     NORTON INSTITUTES ON BANKRUPTCY LAW
        Norton Bankruptcy Litigation Institute I
           Marriott Hotel, Park City, Utah
              Contact: 770-535-7722 or Nortoninst@aol.com

February 28-March 3, 2001
    TURNAROUND MANAGEMENT ASSOCIATION
       Spring Meeting
          Hotel del Coronado, San Diego, CA
             Contact: 312-822-9700 or info@turnaround.org

March 2 & 3, 2001
    National Association of Bankruptcy Trustees
       Spring Education Seminar
          Silverado Resort, Napa, California
             Contact: 1-800-445-8629 or http://www.nabt.com

March 4-6, 2001
    International Bar Association
       2001: An Insolvency Cyberspace Odyssey
          The Ritz Hotel, Lisbon, Portugal
             Contact: 011-440-20-7629-1206 or confs@int-bar.org

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

March 16, 2001
    American Bankruptcy Institute
       Bankruptcy Battleground West
          Century Plaza Hotel, Los Angeles, California
             Contact: 1-703-739-0800 ot http://www.abiworld.org

March 28-30, 2001
    RENAISSANCE AMERICAN MANAGEMENT & BEARD GROUP, INC.
       Healthcare Restructurings 2001
          The Regal Knickerbocker Hotel, Chicago, Illinois
             Contact: 1-903-592-5169 or ram@ballistic.com

March 29-April 1, 2001
    NORTON INSTITUTES ON BANKRUPTCY LAW
       Norton Bankruptcy Litigation Institute II
          Flamingo Hilton; Las Vegas, Nevada
             Contact: 1-770-535-7722 or Nortoninst@aol.com

April 2-3, 2001
    PRACTISING LAW INSTITUTE
       23rd Annual Current Developments
       in Bankruptcy and Reorganization
          PLI New York Center, New York, New York
             Contact: 1-800-260-4PLI or htt://www.pli.edu

April 19-21, 2001
    ALI-ABA
       Fundamentals of Bankruptcy Law
          Pan Pacific Hotel, San Francisco, California
             Contact: 1-800-CLE-NEWS

April 19-22, 2001
    American Bankruptcy Institute
       Annual Spring Meeting
          J.W. Marriott, Washington, D.C.
             Contact: 1-703-739-0800 ot http://www.abiworld.org

April 26-29, 2001
    COMMERCIAL LAW LEAGUE OF AMERICA
       71st Annual Chicago Conference
          Westin Hotel, Chicago, Illinois
             Contact: Comlawleag@aol.com

April 30-May 1, 2001
    PRACTISING LAW INSTITUTE
       23rd Annual Current Developments
       in Bankruptcy and Reorganization
          PLI California Center, San Francisco, California
             Contact: 1-800-260-4PLI or htt://www.pli.edu

May 14, 2001
    American Bankruptcy Institute
       NY City Bankruptcy Conference
          Association of the Bar of the City of New York
          New York, New York
             Contact: 1-703-739-0800 ot http://www.abiworld.org

May 25, 2001
    American Bankruptcy Institute
       Canadian-American Bankruptcy Program
          Hotel TBA, Toronto, Canada
             Contact: 1-703-739-0800

June 7-10, 2001
    American Bankruptcy Institute
       Central States Bankruptcy Workshop
          Grand Traverse Resort, Traverse City, Michigan
             Contact: 1-703-739-0800 ot http://www.abiworld.org

June 13-16, 2001
    Association of Insolvency & Restructuring Advisors
       Annual Conference
          Hyatt Newporter, Newport Beach, California
             Contact: 541-858-1665 or aira@ccountry.com

June 14-16, 2001
    ALI-ABA
       Partnerships, LLCs, and LLPs: Uniform Acts,
       Taxations, Drafting, Securities, and Bankruptcy
          Swissotel, Chicago, Illinois
             Contact: 1-800-CLE-NEWS

June 18-19, 2001
    American Bankruptcy Institute
       Investment Banking Program
          Association of the Bar of the City of New York,
          New York, New York
             Contact: 1-703-739-0800 ot http://www.abiworld.org

June 21-22, 2001
    RENAISSANCE AMERICAN MANAGEMENT & BEARD GROUP, INC.
       Bankruptcy Sales & Acquisitions
          The Renaissance Stanford Court Hotel,
          San Francisco, California
             Contact: 1-903-592-5169 or ram@ballistic.com

June 25-26, 2001
    TURNAROUND MANAGEMENT ASSOCIATION
       Advanced Education Workshop
          The NYU Salomon Center at the Stern School
          of Business, New York, NY
             Contact: 312-822-9700 or info@turnaround.org

June 28-July 1, 2001
    NORTON INSTITUTES ON BANKRUPTCY LAW
       Western Mountains, Advanced Bankruptcy Law
          Jackson Lake Lodge, Jackson Hole, Wyoming
             Contact:  770-535-7722 or Nortoninst@aol.com

June 28-July 1, 2001
    American Bankruptcy Institute
       Hawaii CLE Program
          Outrigger Wailea Resort, Maui, Hawaii
             Contact: 1-703-739-0800 or http://www.abiworld.org

June 30 through July 5, 2001
    National Association of Chapter 13 Trustees
       Annual Seminar
          Marriott Hotel and Marina, San Diego, California
             Contact: 1-800-445-8629 or http://www.nactt.com

July 13-16, 2001
    American Bankruptcy Institute
       Northeast Bankruptcy Conference
          Stoweflake Resort, Stowe, Vermont
             Contact: 1-703-739-0800 or http://www.abiworld.org

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

August 1-4, 2001
    American Bankruptcy Institute
       Southeast Bankruptcy Conference
          The Ritz-Carlton, Amelia Island, Florida
             Contact: 1-703-739-0800 or http://www.abiworld.org

September 6-9, 2001
    American Bankruptcy Institute
       Southwest Bankruptcy Conference
          The Four Seasons Hotel, Las Vegas, Nevada
             Contact: 1-703-739-0800 or http://www.abiworld.org

September 7-11, 2001
    National Association of Bankruptcy Trustees
       Annual Conference
          Sanibel Harbor Resort, Ft. Myers, Florida
             Contact: 1-800-445-8629 or http://www.nabt.com

September 14-15, 2001
    American Bankruptcy Institute
       ABI/Georgetown Program "Views from the Bench"
          Georgetown University Law Center, Washington, D.C.
             Contact: 1-703-739-0800 or http://www.abiworld.org

October 3-6, 2001
    American Bankruptcy Institute
       Litigation Skills Symposium
          Emory University School of Law, Atlanta, Georgia
             Contact: 1-703-739-0800 or http://www.abiworld.org

October 16-17, 2001
    International Women's Insolvency and
    Restructuring Confederation (IWIRC)
       Annual Fall Conference
          Somewhere in Orlando, Florida
             Contact: 703-449-1316 or
                      http://www.inetresults.com/iwirc

November 29-December 1, 2001
    American Bankruptcy Institute
       Winter Leadership Conference
          La Costa Resort & Spa, Carlsbad, California
             Contact: 1-703-739-0800 or http://www.abiworld.org

January 11-16, 2002
    Law Education Institute, Inc
       National CLE Conference(R) - Bankruptcy Law
          Steamboat Grand Resort
          Steamboat Springs, Colorado
             Contact: 1-800-926-5895 or lawedinstitute.com

February 7-9, 2002 (Tentative)
    American Bankruptcy Institute
       Rocky Mountain Bankruptcy Conference
          Westin Tabor Center, Denver, Colorado
             Contact: 1-703-739-0800 or http://www.abiworld.org

March 15, 2002 (Tentative)
    American Bankruptcy Institute
       Bankruptcy Battleground West
          Century Plaza Hotel, Los Angeles, California
             Contact: 1-703-739-0800 or http://www.abiworld.org

April 18-21, 2002
    American Bankruptcy Institute
       Annual Spring Meeting
          J.W. Marriott, Washington, D.C.
             Contact: 1-703-739-0800 or http://www.abiworld.org

May 13, 2002 (Tentative)
    American Bankruptcy Institute
       New York City Bankruptcy Conference
          Association of the Bar of the City of New York,
          New York, New York
             Contact: 1-703-739-0800 or http://www.abiworld.org

June 6-9, 2002
    American Bankruptcy Institute
       Central States Bankruptcy Workshop
          Grand Traverse Resort, Traverse City, Michigan
             Contact: 1-703-739-0800 or http://www.abiworld.org

June __, 2002
    American Bankruptcy Institute
       Delaware Bankruptcy Conference
          Hotel Dupont, Wilmington, Delaware
             Contact: 1-703-739-0800 or http://www.abiworld.org

December 5-8, 2002
    American Bankruptcy Institute
       Winter Leadership Conference
          The Westin, La Plaoma, Tucson, Arizona
             Contact: 1-703-739-0800 or http://www.abiworld.org

April 10-13, 2003
    American Bankruptcy Institute
       Annual Spring Meeting
          Grand Hyatt, Washington, D.C.
             Contact: 1-703-739-0800 or http://www.abiworld.org

December 5-8, 2003
    American Bankruptcy Institute
       Winter Leadership Conference
          La Quinta, La Quinta, California
             Contact: 1-703-739-0800 or http://www.abiworld.org

April 15-18, 2004
    American Bankruptcy Institute
       Annual Spring Meeting
          J.W. Marriott, Washington, D.C.
             Contact: 1-703-739-0800 or http://www.abiworld.org

The Meetings, Conferences and Seminars column appears in the TCR
each Wednesday.  Submissions via e-mail to
conferences@bankrupt.com 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
conferences@bankrupt.com.

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.

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 USA, and Beard
Group, Inc., Washington, DC USA. Debra Brennan, Yvonne L.
Metzler, Aileen Quijano and Peter A. Chapman, Editors.

Copyright 2001.  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 guaranteed.

The TCR subscription rate is $575 for 6 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 ***