TCR_Public/010309.MBX          T R O U B L E D   C O M P A N Y   R E P O R T E R

                Friday, March 9, 2001, Vol. 5, No. 48


AEI RESOURCES: Fitch Cuts Ratings to D on $1.3 Billion of Debt
ARYAN NATIONS: Millionaire Buys 20-Acre Compound For $250,000
BRIDGE INFORMATION: Hires Bryan Cave as Local Counsel
COMMERCIAL FINANCIAL: Asks Court To Extend Exclusivity To May 1
COMPANHIA ENERGETICA: S&P Rates Brazilian Utility Paper at B+

COPPER MOUNTAIN: DSL Provider Embarks on Cost-Reduction Plan
CREDITRUST: Emerges From Chapter 11
DAEWOO CORP.: Korea Exchange Bank Says Lawsuit is Premature
DIGITAL ACCESS: Ceases Operations When Unable to Secure Funding
ELECTRO-CATHETER: Requests Exclusivity Extension to May 21

eTOYS INC.: Files Chapter 11 Petition in Wilmington
eTOYS INC.: Chapter 11 Case Summary
FINOVA GROUP: Files Chapter 11 in Wilmington
FINOVA GROUP: Case Summary & 20 Largest Unsecured Creditors
FINOVA GROUP: BCSI Starts Publication of Case-Specific Newsletter

FINOVA GROUP: Wilmington Trust Clarifies Role In Bankruptcy Case
FINOVA: 3 Canadian Banks Seek Bankruptcy Judgment Against Unit
FRUIT OF THE LOOM: Retaining Noel & Assoc. as Special Counsel
GARDEN BOTANIKA: Keen Schedules Retail Store Auction for April 4
HARNISCHFEGER: Andritz Asks for Allowance of APP Storage Charges

HYUNDAI ELECTRONICS: U.S. Unit Misses $57 Million Payment
ICG COMMUNICATIONS: Committee Looks to Bayard as Special Counsel
INDIVIDUAL INVESTOR: Plans to Appeal Delisting Determination
INTEGRATED HEALTH: Ms. Lisko Seeks Relief from Automatic Stay
INTERNETMERCADO: Shuts Down, But Will Try to Restructure Debt

LAIDLAW: Court Okays Postponing Annual Shareholders' Meeting
LANGSTON CORP.: GL&V Pulls Bid to Acquire Operating Assets
LERNOUT & HAUSPIE: Shareholder Meeting Scheduled for April 27
LOEWEN GROUP: CCAA Stay Extended Through June 30, 2001
LOMAS MORTGAGE: Life of Creditors' Trust Extending into 2002

LTV CORP.: Bethlehem Asks Court to Lift Stay re Columbus Coating
MASTER GRAPHICS: Emerges From Chapter 11
MEDICAL RESOURCES: Court Confirms Third Amended Joint Plan
MORRIS MATERIAL: Sells UK Operations to Former Top Executives
NATURAL WONDERS: Commences Going Out Of Business Sale

OWENS CORNING: Rule 9027 Removal Period Extended to May 3
PNV INC.: Randall Publishing's Buys
STAGE STORES: Seeks To Extend Exclusive Period to July 30
TRANS WORLD: Terminates Codeshare Agreement With America West
WHEELING-PITTSBURGH: Assumes General Electric Industrial Contract

XEROX CORP.: Sells Fuji Stake, Raising $1.3 Billion



AEI RESOURCES: Fitch Cuts Ratings to D on $1.3 Billion of Debt
Fitch lowered the debt ratings of AEI Resources, Inc. (AEIHLD)
based on conversations with the company that it has defaulted on
the interest payments of its bank credit facility, senior
unsecured notes, and senior subordinated notes. Fitch has lowered
the ratings on AEI's secured portion of its bank credit facility
to `DD' from `CCC', the unsecured portion has been lowered to `D'
from `CCC'. Fitch has also lowered AEI's senior unsecured notes
to `D' from `CCC' and its senior subordinated notes to `D' from
`CCC'.  This action affects approximately $1.3 billion in debt

ARYAN NATIONS: Millionaire Buys 20-Acre Compound For $250,000
An Internet millionaire has paid $250,000 for the 20-acre Aryan
Nations compound and plans to turn it into an educational center
for human rights issues, according to The New York Times.

Greg Carr, founder and former chairman of the Internet service
Prodigy, purchased the Aryan headquarters from a mother and her
son who were victimized by the white separatist group. Victoria
Keenan and her son, Jason, were chased, shot at and terrorized by
Aryan Nations security guards in 1998. Last year they won a
negligence lawsuit in civil court, getting a $6.3 million
judgment against Aryan founder Richard Butler and his
organization, bankrupting the group. The Keenans obtained the
title to the property last month in bankruptcy court, announcing
their wish to sell it to a group promoting human rights. (ABI
World, March 7, 2001)

BRIDGE INFORMATION: Hires Bryan Cave as Local Counsel
Bridge Information Systems, Inc., and its debtor-affiliates
sought and obtained Judge McDonald's permission to employ Bryan
Cave LLP, as its local counsel in the course of their chapter 11

Without duplicating the services performed by Cleary Gottlieb,
Bryan Cave will counsel and assist the Debtors by:

(a) Advising Debtors with respect to their rights and obligations
     as Debtors-in-Possession and regarding other matters of
     bankruptcy law;

(b) Preparation and filing of any petition, schedules, motions,
     statement of affairs, plan of reorganization, or other
     pleadings and documents which may be required in this

(c) Representation of Debtors at the meeting of creditors, plan
     of reorganization, disclosure statement, confirmation and
     related hearings, and any adjourned hearings thereof;

(d) Representation of Debtors in adversary proceedings and other
     contested bankruptcy matters; and

(e) Representation of Debtors in the above matters, and any other
     matter that may arise in connection with Debtors'
     reorganization proceeding and their business operations.

Gregory D. Willard, Esq., leads the Bryan Cave legal team,
assisted by Lloyd A. Palans, Esq., and David M. Unseth, Esq.

Mr. Willard told the Court that he conducted a conflict check.
He discovered that his Firm has represented or currently
represents Allstate Insurance Company; American General Annuity
Insurance Co. - Provident Co-insurance; American General Life
Insurance Company; AT&T; AVNET Computer; Bank of Hawaii; Barclays
Bank PLC; Cheryl D. Patterson; Chicago Board of Trade; Chicago
Mercantile Exchange; CitiCorp; Delano Company; Deloitte & Touche
LLP; Deloitte Consulting; DHL Worldwide Express; Dow Jones &
Company, Inc.; Federal Express; First Choice; First Union Capital
Partners, Inc.; First Union National Bank; Fleet Bank, NA;
Garlich Printing Company; GE Capital; Goldman Sachs & Co.;
Goldman Sachs Credit Partners L.P.; Harris Trust and Savings
Bank; Highland Capital Management, L.P.; IBM Corporation; INVESCO
Senior Secured Management; J.P. Morgan Capital Corp.; Jackson
National Life Insurance Company; James Edwards, Jr.; Maryville
Data Systems, Inc.; MCI WorldCom; Mellon Bank; Mercantile Bank,
NA; Merrill Lynch; Morgan Stanley Dean Witter Prime Income Trust;
Morgan Stanley Equity Funding, Inc.; Mountain Capital CLO I,
Ltd.; New York Life Insurance Company; Paribas Corporation;
Pilgrim Investments, Inc.; PricewaterhouseCoopers LLP; Reuters
America, Inc.; Robert Jackson, Jr.; Roystons; Salomon Brothers,
Inc.; Sprint; SSB Investments, Inc.; The Bank of Nova Scotia; The
Goldman Sachs Group, L.P.; The NASDAQ Stock Market, Inc.; The
Travelers Insurance Company; Toronto Dominion (Texas), Inc.;
Travelers Corporate Loan Fund; Trident Trust Co. (B.V.I.)
Limited; Universal Press; Welsh, Carson, Anderson & Stowe; and
WorldCom AB.

Mr. Willard stressed that none of these representations relate to
Bridge's chapter 11 cases. Mr. Willard made it clear that, in the
event that the Firm determines that any representation of the
Debtors in these proceedings against these entities conflicts
with the Firm's prior representation of these entities, the Firm
shall recuse itself from such specific representation, or perform
such other acts as may be necessary. Because of the size of these
cases and the possibility of trading in claims, Mr. Willard
cautions that Bryan Cave may represent other current clients who
are creditors of or who have a connection with the Debtors and/or
the Debtors' reorganization efforts that were not disclosed to or
uncovered by his review, however, his review indicates that the
Firm does not represent any such entity in connection with these

Substantially all of the Firm's services will be provided from
Bryan Cave's St. Louis office at the Firm's customary billing

      Partners and Counsel           $220 to $390 per hour
      Associates                     $115 to $264 per hour
      Legal Assistants                $60 to $144 per hour

Mr. Willard disclosed that his Firm, between January 1, 2000, and
February 15, 2001, received $1,474,919 on account of prepetition
legal work. Additionally, The Firm received a $500,000 retainer
in contemplation of these chapter 11 cases. (Bridge Bankruptcy
News, Issue No. 2; Bankruptcy Creditors' Service, Inc., 609/392-

COMMERCIAL FINANCIAL: Asks Court To Extend Exclusivity To May 1
Commercial Financial Services, Inc. and its affiliate requested
that the court enter an order extending for 60 days the periods
within which each of the debtors has the exclusive right to file
a plan of orderly liquidation and solicit acceptances of such
plan. Both the Official Committee for Asset-Backed Security
holders and the Committee of Unsecured Creditors support this
motion and the extensions requested herein so that the parties
can finalize the terms of a consensual plan of orderly

The debtor and the Committees have signed a plan concept sheet.
The debtors recently revised the proposed plan to incorporate the
comments of the Committees, and anticipate receiving shortly
additional comments from the Committees. The debtors anticipate
meeting with the Committees during the first week of March to
finalize the plan, and expect to file shortly thereafter.

The debtors requested that the court enter an order extending the
debtors' exclusive periods for filing a Chapter 11 plan until and
including May 1, 2001; and extending the debtors' exclusive
periods to solicit acceptances of a Chapter 11 plan until and
including June 29, 2001.

COMPANHIA ENERGETICA: S&P Rates Brazilian Utility Paper at B+
Standard & Poor's assigned its single-'B'-plus foreign currency
rating to Companhia Energetica de Sao Paulo's (CESP) US$700
million medium-term note program. The rating has also been placed
on CreditWatch with developing implications.

The notes are senior-unsecured obligations of CESP. CESP is
Brazil's and Latin America's third-largest electricity generator,
providing electricity to the four main distribution companies
serving the key State of Sao Paulo. Debt guaranteed by the State
of Sao Paulo or the government of Brazil (approximately 75% of
total debt) is expected to diminish over time. The rating
reflects CESP's current business and financial profile and does
not incorporate credit enhancement from its status as a state-
owned company. The rating reflects:

      -- A high nominal debt service burden -- As a result, gross
cash flow interest coverage is low at approximately 1.8 times
estimated for Dec. 31, 2000; comparing cash flow to the stock of
debt, the debt payback period is lengthy at 15 years.

      -- High foreign currency exposure -- CESP is exposed to
fluctuations in the value of the real, in which it derives its
earnings, while about 75% of its debt is in foreign currencies.

      -- Fundamental uncertainties regarding the structure and
regulation of the power market -- CESP sells all of its assured
energy to its distribution customers under initial contracts that
end in 2006. Brazil is forecast to be short of power, and the
buying and selling of energy post-2006 should be at a market
rate. These conditions suggest a seller's market, which should
benefit CESP; but the regulation for pricing and contracting for
power is untested.

      -- Potential environmental and associated litigation

      -- CESP's inability to raise the water level behind the
Porto Primavera hydroelectric plant to the design height of 259
meters from the currently licensed 257 meters highlights a source
of regulatory risk. While the affect on capacity from the two-
meter differential should be fractional, a related issue is the
possibility of additional, unexpected expenditures as the other
plants undergo environmental relicensing.

These weaknesses are offset by the following strengths:

      -- CESP's generation sources are fairly new, in good
condition, and evidence strong availability rates. CESP has
always generated more than its designated "assured energy". As a
hydro producer, CESP has a negligible marginal cost of

      -- A tight energy market suggests that for the near-term
future, CESP should have no trouble in finding buyers for its

      -- The market, consisting of the greater Sao Paulo
metropolitan area and, eventually, the south-southeastern region
of Brazil, is large and growing; this region is Brazil's richest
and most industrialized.

      -- CESP participates in a risk-sharing mechanism with all
other hydro plants in the nation to minimize the risk of poor
hydro conditions occurring in any one hydrological basin. All of
CESP's generating plants are hydroelectric, and four stations
generating 98% of CESP's energy are located either within or near
the Parana River.

Currently, CESP provides power to much of the Sao Paulo
metropolitan area through its sales to four distribution
companies. Growth in electricity demand is high as the city and
its environs continue to industrialize. In a liberalized market,
CESP will sell power to the entire south-southeastern market of
Brazil, which is still the most developed and rapidly growing in
the country.

The national government, in an effort to create a competitive
generation market, restructured the contracts between government-
owned generation entities and distributors. Energy sales are
currently made under initial contracts that mandate an annual
decline of 25% in contracted volume beginning in 2003 to provide
a transition to a competitive wholesale market. Distributors and
generators must negotiate contracts to replace the initial
contracts. CESP to date has refrained from entering into
replacement contracts as it expects prices to become more
favorable with the passage of time. The pricing of these
contracts and the availability of energy, particularly from
potential thermal sources, are uncertainties bondholders face.

CESP was to have been privatized in December 2000. The attempt to
privatize CESP failed because of concerns surrounding a bullet
amortization of US$500 million due in May 2001 and uncertainties
regarding CESP's ability to raise the water level behind the
Porto Primavera plant. Issuances under this medium-term note
program refinance the bullet. Now that CESP is again able to
raise the water level behind Porta Primavera, all major
impediments to privatization have been removed, and the State of
Sao Paulo plans to privatize the company during the first six
months of 2001. CESP's CreditWatch Developing status reflects
uncertainties surrounding the creditworthiness of the purchaser
of CESP, the manner in which the acquisition will be financed,
and the resultant capital structure, Standard & Poor's said.

COPPER MOUNTAIN: DSL Provider Embarks on Cost-Reduction Plan
Copper Mountain Networks, Inc. (NASDAQ:CMTN), a provider of
Digital Subscriber Line (DSL) solutions for business and
residential users, announced a restructuring plan to reduce its
overall cost structure and improve operating efficiencies. The
Company cited the continued turbulence with its core Competitive
Local Exchange Carrier (CLEC) customers and an eroding domestic
economy in announcing this plan.

Copper Mountain expects to eliminate approximately 25% of its
450-member workforce, with the affected employees being notified
immediately. The reductions will primarily target sales, customer
support, operations, and general and administrative support.
These cost-cutting efforts will result in a charge, in the range
of $5.0-$7.0 million, for severance benefits, outplacement, and
charges associated with facility and fixed asset write-downs. The
charge will be taken in the first quarter of 2001.

The Company also announced that Joseph Markee, currently Chairman
and General Manager of the Public Network Business Unit, and John
Creelman, the Company's Chief Financial Officer, have resigned to
pursue other opportunities. Mr. Markee will continue to serve on
the Board of Directors. Rick Gilbert, President and Chief
Executive Officer, will assume the role of Chairman of the Board,
President, and Chief Executive Officer. Steven Hunt, previously
Vice President of Engineering, will assume the position of
General Manager of the Public Network Business Unit, and Michael
Staiger, previously Vice President of Business Development, will
assume the position of Chief Financial Officer. These transitions
are expected to be completed by the end of March 2001.

About Copper Mountain Networks

Copper Mountain Networks, Inc. (Nasdaq: CMTN) manufactures DSL
equipment for central office, digital loop, and multi-tenant unit
(MTU) broadband networks worldwide. Its DSL solutions enable
carriers and service providers to deliver cost-effective, high-
performance data and voice services over existing copper
telephone wiring. Its CopperEdge(R) 200 DSL Concentrator is
deployed in some of the world's largest public networks, and its
environmentally hardened CopperEdge(R) RT (remote terminal) DSL
Concentrator extends the reach of DSL to the millions of
customers served by digital loop carriers (DLCs). Copper
Mountain's OnPrem(TM) MTU Concentrator offers a cost-effective
and scalable platform for MTU service providers. With IP IQ(TM),
Copper Mountain's robust Internet Protocol (IP) service
intelligence, service providers can maximize bandwidth
utilization, support value-added broadband services, and scale to
meet the demands of hundreds of thousands of subscribers. Copper
Mountain's CopperRocket(R) CPE family and CopperCompatible(R)
program ensure that Copper Mountain DSL concentrators are
interoperable with the broadest range of customer premise
equipment (CPE). Customers wanting more information about Copper
Mountain products or office locations worldwide can contact
Richard Washbourne at 1.650.687.3380 or visit the company's World
Wide Web site at

CREDITRUST: Emerges From Chapter 11
According to documents obtained by, Creditrust
Corp.'s Fifth Amended Plan of Reorganization with Technical
Amendments, dated December 21, 2000, is now effective. As a
result the Company has emerged from Chapter 11 protection, under
which it had been operating since June 21, 2000. (New Generation
Research, March 7, 2001)

DAEWOO CORP.: Korea Exchange Bank Says Lawsuit is Premature
Korea Exchange Bank tells the U.S. Bankruptcy Court for the
Southern District of New York that it should decline to let the
Official Committee of Unsecured Creditors of Daewoo International
(America), Inc., file their proposed $400 million lawsuit against
Hanvit Bank, Korea First Bank, Resolution and Finance Corp.,
Chohung Bank, Koram Bank, Seoul Bank, Industrial Bank of Korea,
Shinhan Bank and Korea Exchange Bank, Daewoo Corporation, Daewoo
International Corporation, Daewoo Engineering & Construction Co.,
Ltd., Daewoo U.K. Ltd., and Korea Asset Management Corporation.

"[T]he net benefit to [Daewoo America's] estate of commencing
such litigation now is completely outweighed by the strong
likelihood that a plan can be formulated and confirmed shortly,"
Robert N.H. Christmas, Esq., at Nixon Peabody LLP, tells
Bankruptcy Judge Burton R. Lifland. "The parties, including the
Debtor, KAMCO, KEB and the Committee, have been engaged in
virtually daily plan negotiations," Mr. Christmas says, adding
that a Term Sheet providing "the contours for a confirmable plan"
is circulating. "In the middle of these negotiations," Mr.
Christmas opines, the proposed lawsuit "will have the effect of
chilling [these] negotiations."

Earlier this year, with Judge Lifland's blessing, the Creditors'
Committee launched an investigation into potential claims that
Daewoo America's estate may have against the Korean financial
institutions that at one time served on the Creditors' Committee.
Subject to Bankruptcy Court permission, the Committee is prepared
to assert Daewoo America's claims now. In the Monday, March 5,
2001, editions of the Troubled Company Reporter and the Troubled
Company Reporter Asia Pacific, a detailed outline of the
Committee's proposed lawsuit appeared. John H. Bae, Esq., and
Mitchell I. Sonkin, Esq., at Cadwalader, Wickersham & Taft in New
York represent the Daewoo America Creditors' Committee.

The Committee is convinced that a $400 million receivable owed by
Daewoo Corp. resulted from an international conspiracy between
Daewoo Corp. and Daewoo U.K. to siphon money out of the Debtor's
estate to fund the British Finance Centre in London that,
according to an investigation launched by the Korean government,
served as an illegal slush fund for Daewoo Corp. and its
executives. The estate's claims against KAMCO and the Korean
Banks arise from the intentional actions undertaken by these
defendants to spinoff Daewoo Corp.'s significant assets to Daewoo
Int'l. and Daewoo E&C as part of the Daewoo Corp. restructuring
in Korea, while completely disregarding the estate's objection to
such spinoff. These actions have impaired the estate's ability to
pursue and recover on the approximately $400 million in damages
Daewoo Corp. caused the estate.

The Committee tells Judge Lifland that Daewoo America has
significant claims, including a claim for civil conspiracy, based
on the agreement between KAMCO and the Korean Banks to ignore the
objection and authorize the restructuring to proceed in violation
of Korean and U.S. law. The Committee's Draft Complaint is
intended to redress the estate for damages caused by the wrongful
actions of these defendants. The Committee's Draft Complaint also
seeks to equitably subordinate the claims of these defendants to
the claims of unsecured creditors that did not engage in such

The Committee believes the estate has meritorious claims against
these defendants and the claims should be pursued. The Committee
has requested that the Debtor consent to the relief sought
herein. However, Daewoo America has declined to give the
Committee its consent. The Committee urges Judge Lifland to grant
leave to the Committee to assert these significant claims
because, as evidenced by its refusal to consent to the relief
sought herein, the Debtor is hopelessly conflicted from properly
prosecuting these claims.

DIGITAL ACCESS: Ceases Operations When Unable to Secure Funding
Digital Access Corp., a would-be provider of bundled telecom and
television services that two years ago corralled $450 million in
private equity funding, has ceased operations, according to Digital's ambition to build broadband networks
serving homes in Indianapolis, Kansas City, Mo., Milwaukee and
Nashville, Tenn., collided with a stingy lending market, said
company CEO Joseph Cece. Unable to raise anywhere near the $850
million in debt it had envisioned, Philadelphia-based Digital was
forced out of business. "By the fourth quarter of last year, we
began to see what the capital markets looked like," said Cece.
"We evaluated some strategic alternatives and, at the end of the
day, made the decision" to close.

Because network construction hadn't progressed far, Digital
tapped only a fraction of the $450 million and would return some
money to backers. Digital's four biggest private equity backers
were Providence Equity Partners, Navis Partners (formerly Fleet
Equity Partners), Spectrum Equity Investors and M/C Venture
Partners. (ABI World, March 7, 2001)

ELECTRO-CATHETER: Requests Exclusivity Extension to May 21
In May 2000, Electro-Catheter Corporation sold its major product
lines and  business to Merit Medical Systems, Inc. That sale
transaction reduced the  Debtor's estate to (i) a $625,000 pile
of cash, (ii) a vacant facility  located in Rahway, New Jersey,
and (iii) some accounts receivable.

Out of the woodwork, Gary N. Marks, Esq., at Ravin, Greenberg &
Marks, P.A., tells Judge Stripp, "a third party who may be
interested in acquiring the Debtor's corporate shell through a
reverse merger with a viable business" has appeared on the scene.
"Such a transaction would likely be the centerpiece of a plan of
reorganization for Electro-Catheter funded by this third party.
Mr. Marks makes this disclosure in the context of asking the
Court for a sixth extension of the Debtor's exclusive period
during which to propose a plan through May 21, 2001.

These 75 additional days, Acting President Ervin Schoenblum
explains, will allow Electro-Catheter to comply with its SEC
reporting requirements.

eTOYS INC.: Files Chapter 11 Petition in Wilmington
eToys Inc. (NASDAQ:ETYS) has filed a voluntary petition for
reorganization pursuant to the provisions of chapter 11 of the
Bankruptcy Code, 11 U.S.C. Section 101-1330, in Delaware.

As previously announced, the company said its decision to take
this action 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. The company closed the website on Wednesday (March 7).

The company also has received a notice from Nasdaq that its
securities were to be delisted from The Nasdaq National Market at
the opening of business yesterday, March 8, 2001, due to the
company's failure to sustain compliance with all requirements for
continued listing.

eTOYS INC.: Chapter 11 Case Summary
Lead Debtor: eToys, Inc.
              A Delaware Corporation
              12200 West Olympic Boulevard
              Los Angeles, CA 90064

Debtor affiliates filing separate chapter 11 petitions:

      eToys Distribution LLC, A Delaware Limited Liability Company
      eKids, Inc, A Delaware Corporation
      PMJ Corporation, A Delaware Corporation

Type Of Business: Web-based toy retailer

Chapter 11 Petition Date: March 7, 2001

Court: District of Delaware

Bankruptcy Case Nos.: 01-00706 through 01-00709

Judge: The Honorable Mary F. Walrath

Debtors' Counsel: Robert J. Dehney, Esq.
                   Morris, Nichols, Arsht & Tunnell
                   1105 N. Market St.,
                   P. O. Box 1347
                   Wilmington, DE 19899-1347
                   (302) 658-9200


                   Howard Steinberg, Esq.
                   Irell & Manella
                   1800 Avenue of the Star Suite 900
                   Los Angeles, CA 90067
                   T: 310-277-1010
                   F: 310-203-7199

Total Assets: $416,932,000

Total Debts: $285,018,000

FINOVA GROUP: Files Chapter 11 in Wilmington
The FINOVA Group Inc. (NYSE: FNV), a diversified financial
services company, and eight of its subsidiaries, including FINOVA
Capital Corporation, voluntarily filed to reorganize their debt
under Chapter 11 of the U.S. Bankruptcy Code. The action is part
of an agreement announced last week in which Berkshire Hathaway
Inc. (NYSE: BRK.A, BRK.B) and Leucadia National Corporation
(NYSE: LUK; PCX) would provide FINOVA Capital a $6 billion loan
in connection with the restructuring of the company's outstanding
bank and publicly traded debt.

The petitions were filed in the Bankruptcy Court for the District
of Delaware in Wilmington.

Subject to Court approval, FINOVA Capital will use proceeds of
the $6 billion senior secured five-year term loan to pay down, at
par value, its existing bank and publicly traded indebtedness on
a pro rata basis. Under the agreement with Berkshire Hathaway and
Leucadia, and pending Court approval, the balance of FINOVA
Capital's bank and bond indebtedness will be restructured into
approximately $5 billion of new senior notes of FINOVA.

In addition to The FINOVA Group Inc. and FINOVA Capital
Corporation, the filing entities include: FINOVA (Canada) Capital
Corporation; FINOVA Capital plc; FINOVA Loan Administration Inc.;
FINOVA Mezzanine Capital Inc.; FINOVA Portfolio Services, Inc.;
FINOVA Technology Finance, Inc.; and FINOVA Finance Trust.

No other FINOVA subsidiaries are included in the filing.

The FINOVA Group Inc. and its filing subsidiaries listed assets
of $12.5 billion and liabilities of $11.4 billion, primarily in
bank and publicly traded debt securities.

According to William J. Hallinan, FINOVA's newly appointed
president and chief executive officer, "It will be business as
usual at FINOVA. The company has positive cash flow and $1
billion in cash on hand to continue funding operations throughout
the reorganization period. We will be open for business as usual
and, pending Court approval, employees will be paid their usual

The company said that it is seeking immediate permission from the
Court to continue honoring all customer commitments, and that it
has also asked Court permission to pay its offshore vendors in
the ordinary course of business. The company has also requested
Court approval to pay claims of trade creditors that continue
customary terms in the ordinary course of business.

The FINOVA Group Inc., through its principal operating
subsidiary, FINOVA Capital Corporation, is a financial services
company focused on providing a broad range of capital solutions
primarily to midsize business. FINOVA is headquartered in
Scottsdale, Ariz., with business development offices throughout
the U.S. and London, U.K., and Toronto, Canada. For more
information, visit the company's website at,or call (480) 636-5800.

FINOVA GROUP: Case Summary & 20 Largest Unsecured Creditors
Lead Debtor: The FINOVA Group Inc.
              4800 N. Scottsdale Road
              Scottsdale, AZ 852517623

Debtor affiliates filing separate chapter 11 petitions:

      FINOVA Capital Corporation
         FINOVA (Canada) Capital Corporation*
         FINOVA Capital plc
         FINOVA Loan Administration Inc.
         FINOVA Mezzanine Capital Inc.
         FINOVA Portfolio Services Inc.
         FINOVA Technology Finance Inc.
      FINOVA Finance Trust

* FINOVA (Canada) Capital Corporation* is a subsidiary of The
   FINOVA (Canada) Group Inc., which is a non-debtor subsidiary of
   FINOVA Capital Corporation

Type of Business: Financial services company

Chapter 11 Petition Date: March 7, 2001

Court: District of Delaware

Bankruptcy Case Nos.: 01-00697 through 01-00705

Judge: The Honorable Peter J. Walsh

Debtors' Counsel: Mark D. Collins, Esq.
                   Richards Layton & Finger, P.A.
                   P.0. Box 551
                   Wilmington, DE 19899-0551
                   T:(302) 658-6541
                   F:(302) 658-6548


                   Jonathan M. Landers, Esq.
                   Gibson, Dunn, & Crutcher LLP
                   MetLife Building
                   200 Park Avenue
                   New York, New York 10166
                   T: (212)351-4000
                   F: (212)351-4035

Total Assets: $12,455,395,000

Total Debts: $11,378,286,000

Debtors' 25 Largest Unsecured Creditors:

A. The FINOVA Group

Entity                        Nature Of Claim     Claim Amount
------                        ---------------     ------------
State Street Bank             Debt Securities     $115,000,000
225 Asylum Street
Hartford, CT 06103
Contact: Michael Hopkins

Deutsche Capital Markets      Swap Counterparty     $8,000,000-
31 West 52nd Street                                  9,000,000
17th Floor
New York, NY 10019
Contact: ABS Department
Fax: (212)469-5160

State Street Bank             Annual Trustee fees   $5,100,000
P.O. Box 5390
Boston, MA 02206
Contact: Trustee
P: (617)662-1386
F: (617)662-1441

First Union National Bank     Annual Trustee fees   $1,600,000
1525 West W.T. Harris Blvd.
3C3, Charlotte NC 28288
Contact: Steve Kaba
P: (302) 888-7530
F: (302) 888-7544

First Union National Bank     Annual Trustee Fees      $50,000
NC1156 Benefit Services Group
401 South Tryon, TH14
Charlotte, NC 28288-1156
Contact: Jon Yancey
P: (704) 374-3412
F: (704) 383-5144

B. FINOVA Capital Corporation

Entity                        Nature Of Claim     Claim Amount
------                        ---------------     ------------
Wilmington Trust              Debt Securities     $4,380,000,000
Rodney Square North           Issued Under
1100 North Market Street      Multiple Indentures
Wilmington, DE 19890-0001
Contact: Steven Cimalore
T: (302)651-8681
F: (302)427-4749

The Bank Of New York          Debt Securities       $980,000,000
101 Barclay Street            Issued Under Indenture
New York, NY 10286
Contact: Walter Gitlin
T: (212)815-5375
F: (212)815-5915

Chase Manhattan Bank          Debt Securities       $481,690,000
(London)                      Issued Under Indenture
1 Chaseside
Bournemouth, UK
Contact: Mark Storey
T: 44-1-202-347-436
F: 44-1-202-347-438

US Bank Trust National        Debt Securities       $305,680,000
Association                   Issued Under Indenture
101 N. First Avenue
Suite 2000
Phoenix, AZ 85003
Contact: Robert Von Hess
T: (602)371-3568
F: (602)371-3728

Bank Of America               Bank Loans            $295,000,000
901 Main Street
Dallas, TX 75202-3714
Contact: Elizabeth Kurileez
T: (214)209-0975
F: (214)209-0604

The Chase Manhattan Bank      Bank Loans            $262,500,000
380 Madison Avenue
New York, NY 10017-2513
Contact: Craig Moore
T: (212)622-4874
F: (212)270-4873

Credit Suisse First Boston    Bank Loans            $259,500,000
11 Madison Avenue
20th Floor
New York, NY 10010
Contact: Jay Chall
T: (212)325-9010
F: (212)325-8320

HSBC                          Debt Securities       $230,000,000
140 Broadway                  Issued Under Indenture
12th Floor
Issuer Services Dept.
New York, NY 10005
Contact: Russ Palladino
T: (212)658-6041
F: (212)658-6425

Bank One                      Bank Loans            $217,500,000
1 First National Plaza
Suite 0084
Chicago, IL 60670-0084
Contact: Thomas Bower
T: (312)732-6904
F: (312)732-1775

Westdeutsche Landesbank       Bank Loans            $215,000,000
1211 Avenue of the Americas
24th Floor
New York, NY 10036
Contact: Ray Miller
T: 212-852-6160
F: 212-852-6148

Citicorp Securities, Inc.     Bank Loans            $201,250,000
599 Lexington Avenue
New York, NY 10043
Contact: Peter Nathanial
T: 212-559-8623
F: 212-793-0642

The Bank Of Nova Scotia       Bank Loans            $192,500,000
New York Agency
One Liberty Plaza
New York, NY 10006
Contact: Ronald Dooley
T: 212-225-5228
F: 212-225-5205

Commerzbank, AG               Bank Loans            $170,000,000
2 World Financial Center
32nd Floor
New York, NY 10281
Contact: Mary Harold
T: 212-266-7509
F: 212-266-7595

Credit Lyonnaise              Bank Loans            $157,500,000
Financial Institutions Dept.
1301 Avenue of the Americas
New York, NY 10019
Contact: Sebastian Rocco
T: 212-261-7360
F: 212-261-7348

Deutsche Bank AG              Bank Loans            $157,500,000
31 West 52nd Street
New York, NY 10019
Contact: Suzanne R. Kissling
T: 212-469-8100
F: 212-469-8108

Dresdner Bank AG              Bank Loans            $157,500,000
New York Branch
75 Wall Street
New York, NY 10005
Contact: Lloyd C. Stevens
T: 212-429-2229
F: 212-429-2524

Bank Of Montreal              Bank Loans            $137,500,000
115 South LaSalle Street
12 West
Chicago, IL 60603
Contact: Geoffrey R. McConnel
T: 312-750-8702
F: 312-750-6065

ABN AMRO Bank NV              Bank Loans            $127,500,000
10 East 53rd Streey
37th Floor
New York, NY 10022
Contact: William J. Fitzgerald
T: (212)891-0626
F: (212)891-0651

BH Finance LLC                Bank Loans            $127,500,000
c/o Berkshire Hathaway Inc.
1440 Kiewit Plaza
Omaha, NB 68131
Contact: Mark Millard
T: 402-346-1400
F: 402-346-3375

Barclays Bank PLC             Bank Loans            $125,000,000
222 Broadway, 8th Floor
New York, NY 10038
Contact: Eric Jaeger
T: 212-412-2973
F: 212-412-5610

FINOVA GROUP: BCSI Starts Publication of Case-Specific Newsletter
A free copy of the first issue of FINOVA BANKRUPTCY NEWS is
available at The newsletter
includes full-text copies of (i) the $6,000,000,000 Berkadia loan
commitment letter; (ii) a term sheet outlining the salient
provisions of this multi-billion financing package; (iii) a term
sheet for the $5,000,000,000 of New Senior Notes; and (iv) a copy
of the Leucadia Management Services Agreement.

FINOVA GROUP: Wilmington Trust Clarifies Role In Bankruptcy Case
Various news reports on Finova Group Inc.'s Chapter 11 bankruptcy
filing have erroneously cited Wilmington Trust Company, a wholly
owned subsidiary of Wilmington Trust Corporation (NYSE:WL), as an
unsecured creditor for $4.38 billion in notes. In fact,
Wilmington Trust is the indenture trustee for the investors who
own the notes. As such, Wilmington Trust expects to incur no
financial loss from Finova's filing.

"We want to clarify that Wilmington Trust has no credit exposure
to Finova," said Ted T. Cecala, Wilmington Trust's chairman and
chief executive officer. "We want to emphasize that Finova's
bankruptcy filing does not affect our balance sheet or bottom
line. Wilmington Trust's financial strength, stability, and
integrity remain intact."

A trust indenture is a formal agreement between an issuer of debt
securities, such as notes, and the indenture trustee, which acts
on behalf of the holders of the debt securities. It typically
covers such considerations as the form of the notes or other debt
securities, the size of the issue, protective covenants,
redemption rights, and default provisions. As indenture trustee,
Wilmington Trust administers certain provisions of the trust
indenture on behalf of the holders of the notes or other debt
securities, for which it is paid a fee. Wilmington Trust is a
leading provider of indenture trustee and other specialty
corporate financial services.

About Wilmington Trust

Wilmington Trust Corporation is a financial services company with
offices in California, Delaware, Florida, Maryland, Nevada, New
York, Pennsylvania, London, and the Cayman and Channel Islands.
Founded in 1903, Wilmington Trust Company provides wealth
management, corporate trust, and commercial banking services to
clients throughout the United States and in more than 50 other
countries. For more information, visit

FINOVA: 3 Canadian Banks Seek Bankruptcy Judgment Against Unit
The Bank of Nova Scotia, on behalf of itself, Bank of Montreal
and Canadian Imperial Bank of Commerce, Tuesday petitioned the
Ontario Superior Court of Justice and Bankruptcy to judge the
Canadian unit of Finova Group Inc. bankrupt, according to Dow
Jones. As part of the petition, the banks are seeking from the
court a receiving order for the property of Finova Capital Corp.

In the petition, the banks said they are owed, as of Monday, $150
(Canadian) million plus interest and other unspecified amounts
payable under the amended and restated credit agreement.

The banks said they were driven to file the petition because
Finova "has ceased to meet its liabilities generally as they come
due; and given notice that it has suspended or that it is about
to suspend payment of its debts." The petition comes the same day
that Bank of Nova Scotia reported a significant jump in its year-
over-year net impaired loans for the first quarter. The bank
reported impaired loans, net of its allowances for credit losses,
of $1.08 (Canadian) billion at the end of the quarter, versus
negative net impaired loans of $181 (Canadian) million one year
ago. The bank attributed this increase in net impaired loans
partly to its loan exposure to the financial-services sector in
the United States. (ABI World, March 7, 2001)

FRUIT OF THE LOOM: Retaining Noel & Assoc. as Special Counsel
Fruit of the Loom, Ltd. and NWI Land Management, want the Court
to approve the retention of Noel & Associates of Lombard,
Illinois, as special counsel. The Debtors proposed to employ the
firm in litigation entitled Fruit of the Loom, Inc. v.
Transportation Ins. Co., pending in the Circuit Court of Cook
County Illinois.

The filing states that Noel & Associates has extensive experience
representing clients in multi-party complex litigation similar to
the current case. Prior to the petition date, Noel & Associates
represented Fruit of the Loom in this litigation. Therefore, Noel
& Associates is familiar with the trial court's orders along with
pending and future discovery requests. On December 30, 1999,
Judge Walsh approved the retention of Noel & Associates. However,
because the law firm's fees are expected to exceed the authorized
limit for ordinary course professionals, Fruit of the Loom sought
authority to retain, employ, compensate and reimburse Noel &
Associates as special litigation counsel, pursuant to Sections
327(e) and 328(a).

Noel & Associates will charge Fruit of the Loom for its legal
services on an hourly basis at a 20% discount to its ordinary and
customary hourly rates in effect on the date services are
rendered. The hourly rates are subject to change in accordance
with established billing practices and procedures. The firm
promises to maintain detailed records of time and expense
incurred. In return for the discounted rates, Noel & Associates
will charge a contingency fee of (a) 10% of each recovery
obtained in connection with the litigation-up to an aggregate of
$5,000,000 and (b) 5% thereafter up to an aggregate of
$10,000,000 in recoveries.

Subject to Court approval, Fruit of the Loom will pay Noel &
Associates a retainer of $150,000, which will be credited against
the fees and disbursements as they are billed. Fruit of the Loom
will replenish the retainer when the unapplied balance falls
below $25,000. Fruit of the Loom told the Court that Noel &
Associates meets the legal definition of a disinterested party.

An engagement letter, dated August 13, 2000, prepared by John E.
Noel Esq., of Noel & Associates, is attached to the filing. It
outlines the proposed fee structure and is signed by John J. Ray,
Chief Administrative Officer, General Counsel and Secretary of
Fruit of the Loom. In addition, an affidavit is attached, stating
that Noel & Associates searched its client database and found no
relationships that would compromise its professional integrity.
The affidavit was signed by Mr. Noel and was notarized by Erin P.
Sloan on February 13, 2001. (Fruit of the Loom Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc., 609/392-0900)

GARDEN BOTANIKA: Keen Schedules Retail Store Auction for April 4
The retail properties of Garden Botanika, the Seattle-based
cosmetic and toiletries retail chain, will be auctioned off in a
bankruptcy court auction on April 4. The company has retained
Keen Realty LLC, a real estate firm that specializes in
restructuring retail real estate and lease portfolios and selling
excess assets, to sell the company's retail leases. Available to
users and investors are 106 retail sites located in 28 states,
with the largest concentrations in California (22 sites),
Washington (16 sites), Texas (11 sites), Oregon (7 sites) and
Florida (6 sites). The store sites range in size from 650 square
feet to 2,200 square feet. For more information regarding the
auction of Garden Botanika properties contact Keen Consultants
LLC, 60 Cutter Mill Road, Ste. 407, Great Neck, N.Y. 11021-3104,
phone: 516-482-2700 ext. 228. (ABI World, March 7, 2001)

HARNISCHFEGER: Andritz Asks for Allowance of APP Storage Charges
Andritz Inc. filed a Request For Allowance And Payment Of
Administrative Expense Claim based on storage charges related to
the Beloit Corporation's contracts with Asia Pulp & Paper, Ltd.

Andritz told the Court that prior to petition, Andritz had two
contracts with Beloit for the supply of certain pulp refining
machinery and equipment for an APP project in Indonesia. In late
1998 or early 1999 Beloit was unable to take delivery of the
equipment due to issues that had developed with APP. Beloit
requested that Andritz store the equipment for it pursuant
to the purchase orders. At first Andritz stored the equipment in
its own manufacturing facility in Austria. When it became
apparent that the storage may need to continue for an extended
period, Beloit and Andritz agreed that Andritz would move the
equipment to a warehouse location at an agreed upon monthly
charge to Beloit. By way of letter agreements, the parties agreed
to amend the LP4 and LP5 purchase orders to provide for monthly
charges to Beloit of $2,732.18.

Andritz told the Court that Beloit has made no payments for such
monthly charges since February 29, 2000. Therefore, Andritz filed
the Claim pursuant to 11 U.S.C. Section 503)b).

In response, Beloit advised the Court that it is currently in
discussion with APP concerning the APP Contracts. Such
discussions include multiple parties, both in and outside of the
United States, and their respective counsel, and the Debtors are
awaiting APP's response. Therefore, to avoid the risk and expense
of a premature response, Beloit requested additional time to
respond to the Andritz Claim. The Debtors expect to be able to
respond to the Andritz Claim in time for a hearing on April 17,
2001 at 2:00 p.m. (Harnischfeger Bankruptcy News, Issue No. 38;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

HYUNDAI ELECTRONICS: U.S. Unit Misses $57 Million Payment
South Korea's Hyundai Electronics said a U.S. subsidiary had
failed to make a $57 million debt payment, according to Reuters.
"A semiconductor-making unit, Hyundai Semiconductor America,
located in Eugene, Ore., has failed to pay $57 million to local
financial institutions," a Hyundai Electronics spokesman said.
Details of the debt default were not immediately available, but
analysts said the incident cast doubt over the world's second
largest memory-chip producer's ability to steer itself out of
financial troubles. Officials at Hyundai and creditor banks said
repayment would soon be possible with expanded trade-related
financing. The Hyundai spokesman said payment would be made this
week. (ABI World, March 7, 2001)

ICG COMMUNICATIONS: Committee Looks to Bayard as Special Counsel
The Official Committee proposed to Judge Walsh to retain the
Wilmington, Delaware Bayard Firm as their local special counsel
in ICG Communications, Inc.'s Chapter 11 cases, retroactively to
the Petition Date. If retained, the Committee expects that Bayard
will render services, as special counsel, for the benefit of
creditors of Holdings by:

(a) Analysis and advice with respect to any proposed DIP motion,
     including the Debtors' related motions with respect to the
     priority of intercompany advances and the granting of
     adequate protection;

(b) Analysis and advice with respect to prepetition transactions
     between the Holdings Debtors and the Services Debtors;

(c) Analysis and advice with respect to ongoing lease and other
     intercompany arrangements;

(d) Analysis and advice with respect to intercompany issues
     raised by any proposed Chapter 11 plan; and

(e) To the extent necessary, monitoring of these Chapter 11 cases
     and related proceedings.

For these services, the Committee proposed to compensate Bayard
at its ordinary and customary rates in effect on the dates
services are rendered. Bayard's hourly rates range from $325 to
$415 per hour for directors, $180 to $260 for associates, and $90
to $125 for paralegals.

Neil B. Glassman, a director of The Bayard Firm, stated that
Bayard is a disinterested person which neither holds nor
represents any interests adverse to the Committee or the Debtors'
cases. However, Bayard does represent The Chase Manhattan Bank
Delaware, an affiliate of The Chase Manhattan Bank, as passive
trustee in corporate trust matters.  For as long as it represents
the Committee, Mr. Glassman advises that Bayard will not
represent any entity other than the Committee in connection with
this case. (ICG Communications Bankruptcy News, Issue No. 4;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

INDIVIDUAL INVESTOR: Plans to Appeal Delisting Determination
Individual Investor Group, Inc. (Nasdaq: IIGP) announced that it
had received a Nasdaq Staff Determination Wednesday indicating
that the company failed to maintain a minimum bid price of $1.00
as required for continued listing pursuant to Nasdaq Marketplace
Rule 4450(a)(5) and that its common stock is, therefore, subject
to delisting from the Nasdaq National Market.

The company intends to request a hearing before a Nasdaq Listing
Qualifications Panel to review the Staff Determination. At the
hearing, the company plans to provide information supporting its
position that its common stock should continue to be listed on
the Nasdaq National Market. Pending a determination by the Nasdaq
Listing Qualifications Panel after the hearing is completed, the
common stock will continue to trade on the Nasdaq National
Market. There can be no assurance that the Panel will grant the
company's request for continued listing. If the company's request
is denied and its common stock is delisted from the Nasdaq
National Market, the company intends to have its securities trade
on the OTC Bulletin Board.

About Individual Investor Group, Inc.

Individual Investor Group, Inc. is a financial media company with
a portfolio of Internet and print properties that address the
needs of an expanding community of investment enthusiasts and
advertisers who want to reach that market. The company's
properties include: Individual Investor magazine, (, ( Individual
Investor's Special Situations Report newsletter. The company also
owns the intellectual property to the America's Fastest Growing
Companies(TM) index, which the company has licensed to Nuveen
Investments and the American Stock Exchange for the creation of
an exchange-traded fund based upon the index, which will commence
trading on the American Stock Exchange (similar to the SPDR based
upon the S&P 500 index and the QQQ based upon the Nasdaq 100
index) once regulatory approval is obtained.

For more information about Individual Investor Group, Inc., visit
the company's corporate web site at

INTEGRATED HEALTH: Ms. Lisko Seeks Relief from Automatic Stay
Kathleen R. Lisko moved the Court for relief from the automatic
stay in order that she may proceed with pre-petition litigation
filed in the Delaware County, Pennsylvania as at Integrated
Health Services, Inc.'s petition date in connection with improper
dietary care provided to Decedent, Mary Reilly.

Mary Reilly was a resident of Debtor nursing home for a
significant period of time prior to her death on September 9,
1996. She was at high risk of choking on solid foods as a result
of stroke-related impairments. Consequently, a dietary order had
been entered in her chart restricting her diet to "mechanical
soft food". On September 8, 1996, the defendant Debtor, acting
through its agents and employees, allegedly negligently served
her solid food that lodged in her throat causing her to
asphyxiate and ultimately die of cardiac arrest.

Plaintiff in the Delaware County, Pennsylvania litigation is
being provided and paid for by a commercial insurance company.
The insurance coverage believed to be applicable to Plaintiff's
claim includes a primary layer of coverage in the amount of
$200,000 provided by policies obtained from a commercial
insurance carrier and an additional $1,000,000 in excess
liability coverage provided by the Commonwealth of Pennsylvania
Medical Professional Liability Catastrophe Loss Fund. Kathleen
Lisko indicated that execution by her on any verdict or judgment
against IHS obtained in the litigation will be limited solely to
the proceeds of any insurance applicable to the liability of IHS.

Thus, Kathleen Lisko requested that the Court modify the
automatic stay of judicial proceedings against IHS for the
purposes of allowing her to proceed with the case pending in the
Delaware County, Pennsylvania Court of Common Pleas against the
Debtor, and if liability is established, to collect proceeds of
any insurance applicable to that liability. (Integrated Health
Bankruptcy News, Issue No. 14; Bankruptcy Creditors' Service,
Inc., 609/392-0900)

INTERNETMERCADO: Shuts Down, But Will Try to Restructure Debt
-------------------------------------------------------------, Inc. (OTC Bulletin Board: IMCD) announced
that due to the current turmoil in the financial markets, the
company has determined that it is unable to raise the equity
required to develop and implement its current business.

Consequently the company has closed down its operations and has
subcontracted out certain of its obligations under existing
contracts. The company is in negotiation with its lenders with
regard to restructuring its obligations. There is no assurance
that such restructuring will take place. In the event that the
company is not successful in restructuring these obligations, the
company will need to explore all of its alternatives.

LAIDLAW: Court Okays Postponing Annual Shareholders' Meeting
Laidlaw Inc. (TSE:LDM; OTC:LDWIF) said received an Order from the
Ontario Superior Court of Justice postponing the date for the
company to call its next annual meeting of shareholders to on or
before January 15, 2002, or other such date which may be set by
order of the court.

The Order was issued in response to an application made to the
Ontario Court by Stephen F. Cooper, vice chairman of the Laidlaw
board of directors and the company's chief restructuring officer.

"Management and the board are overseeing the process of
reorganizing Laidlaw in a manner designed to maximize value for
all Laidlaw stakeholders. We appear to have been able to maintain
the confidence of our suppliers and employees and the key
creditors involved in the restructuring process - our banks and
bondholders. These key creditors, in light of the current
financial situation, have become the major stakeholders. I
believe their continued support will be a main component of a
successful restructuring that enables our operating companies to
continue to provide service to the public.

"The current board members are prepared to remain in office; the
company's auditors were appointed to act until the next annual
meeting while the company's financial statements have been mailed
to shareholders and filed with the appropriate regulatory
authorities. I therefore see no practical purpose to be served by
incurring the expense and shifting management's focus from the
restructuring effort by holding a meeting at this time," said Mr.

Among other items, the Court Order states that any shareholder
affected by the Order may, on giving notice to Mr. Cooper and to
Laidlaw Inc., apply to the court for advice and directions or to
change any provision of the Order.

Laidlaw Inc. is a holding company for North America's largest
providers of school and intercity bus transportation, municipal
transit, patient transportation and emergency department
management services.

LANGSTON CORP.: GL&V Pulls Bid to Acquire Operating Assets
GL&V announced that it decided not to exceed the last bid
submitted by another firm during the auction for certain
operating assets of Langston Corporation, New Jersey. In
September 2000, Langston Corporation filed for protection
underChapter 11 of the U.S. Bankruptcy Code with the Bankruptcy
Court for the District of Delaware. Langston Corporation sold its
operating assets to the other firm after completion of the
auction and approval of the sale by the Bankruptcy Court. GL&V
received a break-up fee of US$305,000.

LERNOUT & HAUSPIE: Shareholder Meeting Scheduled for April 27
An Extraordinary General Meeting of the stockholders of Lernout &
Hauspie Speech Products N.V. will be held on April 27, 2001 at
11:00 a.m., local time, at Westhoek Expo, Industrielaan, 8900
Ieper, Belgium, for the following Agenda Items:

1. For the Board of Directors to present to the stockholders an
    explanation of the situation of the Company, as required by
    the Ieper Commercial Court of Belgium, which explanation is to

    * The composition of the Board of Directors and the
      implications of the nomination rights contained in the
      Restated Articles of Association relating to such

    * The functioning of the Board and the decision-making in the
      Company and the limitations of those powers;

    * The contents of the Company's internal audit committee
      investigation and the measures which have been taken or are
      to be taken based on the internal audit; and

    * The measures already taken or which are being considered for
      the reorganization and the recovery of the Company.

No proposal is being submitted for action by the stockholders
with respect to this Agenda Item.

2. KPMG Bedrijfsrevisoren, the independent auditors of the
    Company, are to present to the stockholders with a written
    report and oral explanation regarding certain matters relating
    to the Company's financial statements for the fiscal years
    1998, 1999 and the first half of 2000 as required by the Ieper
    Commercial Court, which report and explanation shall include:

    * How KPMG executed its investigative task and if it received
      the explanations and information it requested from the
      directors and the Company's representatives;

    * Whether the accounts were made and the financial statements
      of 1998, 1999 and the first half of 2000 drafted according
      to the applicable legal and administrative provisions;

    * Whether the financial statements of 1998, 1999 and the first
      half of 2000 give in KPMG's opinion a true and fair view of
      the assets, the financial situation and the profits of the
      Company, taking into account applicable legal and
      administrative provisions, and whether they are appropriate
      justifications in the explanatory memoranda; and

    * Whether KPMG acquired an acknowledgment of the transactions
      or decisions conflicting with the Company's Restated
      Articles of Association or the applicable legal provisions,
      with an accurate and clear specification and justification
      of the reservations and the objections which it considered
      necessary to make.

No proposal is being submitted for action by the stockholders
with respect to this Agenda Item.

3. The judicial composition commissioners of the Company will
    present to the stockholders an explanation of their findings
    regarding the assets and liabilities of the Company, as
    required by the Ieper Commercial Court.

No proposal is being submitted for action by the stockholders
with respect to this Agenda Item.

4. For the appointment of directors of the Company, as required
    by the Ieper Commercial Court.

No proposal is being submitted for action by the stockholders
with respect to this Agenda Item.

5. For the dismissal of directors of the Company, as required by
    the Ieper Commercial Court.

No proposal is being submitted for action by the stockholders
with respect to this Agenda Item.

6. For the possible increase in the capital of the Company, as
    required by the Ieper Commercial Court.

No proposal is being submitted for action by the stockholders
with respect to this Agenda Item.

7. To consider and act upon a proposal to amend and restate
    Article 13 of the Company's Restated Articles of Association
    relating to the election of directors, including to eliminate
    all special director nomination rights provided by the
    Restated Articles of Association and to reduce the size of the
    Board of Directors to a maximum of nine members, such amended
    and restated Article 13 to read as follows:

    13.1. The Company is managed by a Board of Directors
          consisting of a maximum of nine Directors, who may or
          may not be shareholders, to be elected by the general
          meeting of shareholders. Proposals for appointment of
          directors, except for proposals made by the Board, must
          be made in writing, to the Company, at least six (6)
          days before the date of the general meeting, which shall
          appoint the directors. The director's term may not
          exceed six years. As long as the general meeting for
          whatever reason didn't provide for a successor, the
          director whose term ended shall continue to serve as a
          director. Outgoing directors may be re-appointed. The
          general meeting may at all times suspend or dismiss a

    13.2. The Chief Executive Officer of the Company will
          automatically be nominated to be elected as a director.

    13.3. At least three directors on the Board should be
          Independent Directors. An "Independent Director" is a
          person who: is respected in the business world; is not
          or has not been employed or in any other way paid and
          likewise has not been so for the last five years before
          his appointment for services (services other than as
          director of the Company) provided to an Associated
          Party; is not a Connected Party to an Associated Party;
          has no other relationship (other than the ownership of
          shares or a commission as director of the Company) or
          displays characteristics which could endanger its
          independence from an Associated Party.

An "Associated Party" is: the Company or a Connected Party, a
director or member of the directorate of the Company or a
Connected Party or one of the Companies connected to these.

A "Connected Party" is: a remunerated (other than for services as
director of the Company) advisor or consultant of the Company,
the directors or members of the directorate of the Company or one
of those Companies connected to these.

A "Connected Company", relating to an entity, is: any person who
directly or indirectly controls the entity through one or more
intermediaries (the Controlling Entity); or a person (other than
the entity) who is controlled or is under the joint control of a
Controlling Entity.

"Controlling Entity" is an entity which, directly or indirectly,
has the authority to manage the management or company policy of
another entity, whether by ownership of voting shares or in any
other way.

8. To discuss any matters incidental to the foregoing, including
    questions and answers from stockholders with respect to the
    foregoing Agenda Items, and any other matters which may
    properly come before the Meeting or any adjourned session

Information regarding these Agenda Items is more fully set forth
in the enclosed Information and Proxy Statement and exhibits.

The Board of Directors has fixed March 15, 2001 as the record
date for determining the stockholders entitled to notice of the
Meeting. However, only the stockholders reflected on the
Company's stockholders' register for shares of Common Stock on
the sixth business day before the date of the Meeting, will be
entitled to attend or to vote at the Meeting, regardless of
whether they may have held shares on the record date or have
received notice of the Meeting. A stockholder will only be able
to attend the Meeting in person if the Company receives a written
notice from such stockholder three business days before the
Meeting which states that the stockholder intends to attend the
Meeting in person. The written notice requirement can be
fulfilled by checking the appropriate box on the enclosed proxy
card. If a stockholder is a beneficial owner of Common Stock
which is held of record by another person or entity (e.g. street
name), then the Company will only admit such beneficial owner to
the Meeting if the Company receives a written notice from the
record owner three business days before the Meeting which: (1)
states that the record owner owns shares of Common Stock on
behalf of the beneficial owner; (2) discloses the number of
shares in question; and (3) discloses the beneficial owner's
intention to attend the Meeting in person. Even if any such
beneficial owner is admitted to the Meeting, he or she will be
unable to vote the shares in question unless either before or at
the Meeting, the beneficial owner presents the Company with a
proxy from the record holder granting the beneficial owner the
right to vote the shares of Common Stock. (L&H/Dictaphone
Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service,
Inc., 609/392-0900)

LOEWEN GROUP: CCAA Stay Extended Through June 30, 2001
The Loewen Group, Inc. are continuing to work diligently toward
presenting their Plan of Arrangement to their creditors and the
Court and continue to require the Court's protection, Derrick C.
Tay, Esq., of Mieghen Demers, told Mr. Justice Farley at a
hearing convened in Toronto for the purpose of considering a
fourth extension of the CCAA Stay through June 30, 2001.

Finding that the Applicant's are making progress and that their
request is well taken, Mr. Justice Farley ruled that the CCAA
Stay shall be, and is, extended and continued to June 30, 2001.

To assist the Applicants in harmonizing the prosecution of their
Plan of Arrangement under the CCAA and their Plan of
Reorganization under chapter 11 of the U.S. Bankruptcy Code, Mr.
Justice Farley issued an order providing:

                             * * *

3. THIS COURT ORDERS that the plan of arrangement (the "Plan of
    Arrangement") . . . involving [the Canadian Applicants (the
    "Affected Companies") is hereby approved pursuant to section
    182 of the Business Corporations Act (Ontario) (the "OBCA").

4. THIS COURT ORDERS that section 29 of Regulation 470, 1992, to
    the Funeral Directors and Establishments Act, R.S.O. 1990,
    c.F.36 shall not apply to the transactions contemplated in the
    Plan of Arrangement.

5. THIS COURT ORDERS that, notwithstanding any registrations
    under the personal property security legislation in any
    province in Canada or the failure to file any financing change
    statements thereto:

    (a) the companies formed as a result of the amalgamations
        under the Plan of Arrangement ("Amalco 1" and "Amalco 2")
        continue to be bound by the obligations of the relevant
        Affected Companies and are confirmed to be "Pledgor
        Subsidiaries" under the collateral trust agreement dated
        May 15, 1996 (the "Collateral Trust Agreement");

    (b) immediately upon the Plan of Arrangement becoming
        effective, the shares of Amalco 1 and Amalco 2 shall be
        deemed to be pledged by TLGI Holdings Limited and by TLGI
        Management Corp., respectively, pursuant to the terms of
        the Collateral Trust Agreement and the Applicants shall,
        as soon as practical, cause such shares to be issued,
        endorsed to the trustee under the Collateral Trust
        Agreement and delivered to such trustee to be held
        pursuant to the terms thereof;

    (c) that the shares of any Schedule "A" Applicant which is not
        amalgamated pursuant to the Plan of Arrangement and which
        shares are pledged pursuant to the Collateral Trust
        Agreement continue to be so pledged, notwithstanding any
        change in the registered ownership of those shares; and

    (d) for greater certainty, neither the continuance into
        Ontario of the Affected Companies, the transfer of
        ownership of the Affected Companies nor amalgamation
        pursuant to the Plan of Arrangement shall prejudice the
        continued perfection of any security interests created
        pursuant to the Collateral Trust Agreement with respect to
        any of the Affected Companies

it being understood that nothing in this paragraph 5 is intended
to affect or determine the issue of which creditors are entitled
to the benefits of the Collateral Trust Agreement or the extent
of any such benefits or provide any rights or benefits to any
creditor not otherwise entitled to the benefit of the Collateral
Trust Agreement or any part thereof.

6. THIS COURT ORDERS that the Plan of Arrangement, will, upon
    filing Articles of Arrangement and the issuance of the
    Certificate of Arrangement by the Director pursuant to
    provisions of the OBCA, become effective in accordance with
    its terms and be binding on each of the Affected Companies,
    all shareholders of the Affected Companies and all of the
    persons affected by the Plan of Arrangement.

7. THIS COURT ORDERS that the confidential financial information
    [presented to the Court at this time] shall be and hereby is
    treated as confidential and sealed, and is not to form part of
    the public record, pursuant to s. 137(1) of the Courts of
    Justice Act, R.S.O. 1990, c.C.43.

8. THIS COURT ORDERS that the Confidential Financial Information
    is to be placed in a [sealed] envelope [and] said envelope not
    be opened without a Court order.

9. THIS COURT ORDERS that in the event that TLGI and Loewen Group
    International Inc. do not complete a restructuring under
    Chapter 11 of the United States Bankruptcy Code, any creditor
    of any Affected Company who has been prejudiced by reason of
    the amalgamation of any Affected Company pursuant to the Plan
    of Arrangement may apply to this Honourable Court on notice to
    TLGI, the Schedule "A" Applicants and any other affected
    persons for an order (a "Rescinding Order") cancelling nunc
    pro tunc the amalgamation insofar as it occurred in relation
    to such Affected Company as if it had never occurred.

10. THIS COURT ORDERS that the Director appointed pursuant to
     section 278 of the Business Corporations Act (Ontario) (the
     "Director") be and is hereby directed to cancel or amend, as
     appropriate, any Certificate of Arrangement issued in respect
     of the Plan of Arrangement effective as of the date of the
     issuance of such Certificate nunc pro tunc to the extent
     necessary to give effect to any such cancellation, and to
     take such other acts and do such other things as may be
     necessary to give effect to any Rescinding Order made.

11. THIS COURT ORDERS, in the event a Rescinding Order is made in
     respect of an Affected Company which was continued under the
     Plan of Arrangement as Amalco 1, that any person who
     contracted with or otherwise acquired rights against Amalco 1
     between the period that commences on the date of this Order
     and the time immediately prior to the issuance of the
     Rescinding Order, shall be entitled to have full recourse to
     the property and assets of Amalco 1 as it may be constituted
     after giving effect to the Rescinding Order and, to the
     extent such person can reasonably be considered to have
     conferred any rights or benefits upon such Affected Company
     during such period, shall also be entitled to have full
     recourse to the property and assets of such Affected Company
     in relation to the value of such rights and benefits on a
     joint and several basis.

12. THIS COURT ORDERS, in the event a Rescinding Order is made in
     respect of an Affected Company which was continued under the
     Plan of Arrangement as Amalco 2, that any person who
     contracted with or otherwise acquired rights against Amalco 2
     between the period that commences on the date of this Order
     and the time immediately prior to the issuance of the
     Rescinding Order, shall be entitled to have full recourse to
     the property and assets of Amalco 2 as it may be constituted
     after giving effect to the Rescinding Order and, to the
     extent such person can reasonably be considered to have
     conferred any rights or benefits upon such Affected Company
     during such period, shall also be entitled to have full
     recourse to the property and assets of such Affected Company
     in relation to the value of such rights and benefits on a
     joint and several basis.

13. THIS COURT ORDERS that effective upon the making of a
     Rescinding Order, the Affected Company shall be deemed never
     to have been amalgamated pursuant to this Order and the Plan
     of Arrangement and any contracts with or rights or claims
     against the Affected Company including, without limitation,
     any obligations of any Pledgor Subsidiary, which existed
     immediately prior to the making of this Order, shall continue
     to exist in relation to the Affected Company as if this Order
     had not been made.

14. THIS COURT ORDERS that it seeks and requests the aid and
     recognition of any court, tribunal or administrative or
     regulatory body in any province of Canada, and Canadian
     federal court, tribunal or administrative or regulatory body,
     any federal, state court, tribunal or administrative or
     regulatory body in the United States of America, including
     without limitation the United States Bankruptcy Court,
     District of Delaware, or elsewhere to assist the Applicants,
     the Monitor and their agents to carry out the terms of this
     Order, and the Applicants shall be at liberty and are
     hereby authorized and empowered to apply, as they may
     consider necessary or desirable, to any courts, tribunals or
     administrative or regulatory bodies whether in Canada, the
     United States of America or elsewhere, including without
     limitation, the United States Bankruptcy Court, District of
     Delaware for Orders recognizing this Order and assisting them
     in carrying out the terms of this Order in such other
     jurisdictions. All courts, tribunals or administrative or
     regulatory bodies of all such jurisdictions are respectfully
     requested to make such Orders and provide such other
     assistance that the Applicants may deem necessary or
     appropriate in furtherance of the purpose of this Order.

(Loewen Bankruptcy News, Issue No. 33; Bankruptcy Creditors'
Service, Inc., 609/392-0900)

LOMAS MORTGAGE: Life of Creditors' Trust Extending into 2002
TLT, Ltd., the successor to Nomas Corp., as trustee of the LMUSA
Creditors' Trust created under the Second Amended Chapter 11 Plan
of Reorganization confirmed in the Lomas Mortgage USA, Inc.,
chapter 11 case on October 1, 1996, asks the U.S. Bankruptcy
Court for the District of Delaware for an order extending the
date of the Trust's termination to October 1, 2002. The Trust is
scheduled to dissolve, under the Trust Agreement's terms, on
October 1, 2001, subject to bankruptcy court approval of a finite

"While the claims administration process is almost complete,"
Martin J. Bienenstock, Esq., at Weil, Gotshal & Manges LLP in New
York tells Judge Walsh, "as a precaution TLT seeks a further
extension of the termination date of the Trust. There are a few
remaining disputed claims. Moreover, given the high volume of
claims asserted against LMUSA, there is a possibility that TLT
will find the need to object to additional claims."

LTV CORP.: Bethlehem Asks Court to Lift Stay re Columbus Coating
It's necessary that Judge Bodoh intervene to "save the viability
of partnerships that are not debtors," Lawrence M. Handelsman and
Robin E. Keller of the New York firm of Stroock & Stroock & Lavan
LLP, and James W. Ehrman of the Cleveland Ohio firm of Porter
Wright Morris & Arthur LLP, appearing on behalf of Bethlehem
Steel Corporation, Alliance Coatings Company LLC, and Ohio Steel
Service Company LLC, said.

Immediate intervention is necessary to save steel industry jobs
in central Ohio and prevent a foreclosure of the financing on a
new steel processing facility in which both the Debtors' estates
and Bethlehem have a significant interest, by lifting the
automatic stay to allow Bethlehem to take over the LTV entities'
interests so that it may take the steps necessary to preserve the
partnerships, or in the alternative, compelling the immediate
assumption or rejection of the Debtors' interests.

Columbus Coating Company is an Ohio general partnership between
subsidiaries of Bethlehem Steel Corporation and the LTV
Corporation.  Columbus Processing Company LLC is a joint venture
of other subsidiaries of Bethlehem and LTV, whose business is
closely tied to Columbus Coatings. The CCC facility is being
converted into a state-of-the-art hot-dip galvanized coating
facility which is in the initial stages of processing Class 1
coasted steel that will be saleable to the automotive industry.
CPC provides steel slitting, inspection and warehousing services
primarily for CCC. Although the LTV entities involved have filed
cases under Chapter 11, the partnerships are not in bankruptcy.

Bethlehem told Judge Bodoh it and LTV have, to date, invested
substantial amounts in the partnerships and incurred substantial
liabilities. The partnership operating agreements create a
complex set of interdependent relationships which go far beyond
an ordinary joint venture agreement. These partnerships are
dependent upon the technical expertise and administrative,
operational and financial support of their partners, and the
financing arrangements for CCC are also tied to the identity of
the partners and their performance in supporting the CCC
partnership. The partnership agreements themselves have been
filed under seal to protect their confidentiality. Bethlehem says
the LTV entities' bankruptcy filings and troubled financial
condition have already caused them to default on payments due to
the CCC partnerships' construction vendors, caused instability
with employees and vendors, and in fact have effectuated a
dissolution of the partnerships under state law and the terms of
the partnership operating agreements.

Most significantly, the filings have caused a default under the
approximately $130 million construction financing loan incurred
to modernize the facility. The lender is Columbus Steel Facility
LLC, with provided for a construction loan of up to $131,250,000,
plus capitalized interest, to finance the conversion of the
facility, and which would convert to permanent financing through
a subsequent sale of the facility to the lender and a lease-back
by the CCC partnership. That default permits the lender to cease
making further advances, thereby potentially halting further
construction, to require monthly payment in cash of approximately
$900,000 of interest, whereas interest had previously been
capitalized and deferred under the terms of the loan, and has
started a 90-day clock running that gives the lender the right to
give notice and cause the entire loan of approximately $116
million to become due and payable by CCC, its partners, and each
parent guarantor. The default is also likely to preclude exercise
of the favorable sale-leaseback conversion provisions that
otherwise would be available when the facility is completed.

The parties expect that the completed facility would have a fair
market value in excess of the construction cost, which would be
realized by the partners upon effectuation of the sale-leaseback,
but only if the facility is completed in accordance with the
existing start-up schedule and meets customer timing and quality
requirements. The maturity date under the loan is the earlier of
June 30, 2001, or the completion date, which is the date of
certification by an independent engineer of final acceptance
under the construction contract for the facility, and of receipt
of all necessary governmental approvals for operation, or, in the
event of force majeure delays, the earlier of the completion date
or September 30, 2001. The parties' current contemplation until
the intervention of the LTV bankruptcy filings was that the
completion date would occur prior to or just after the end of the
first quarter of 2001.

Under the terms of the partnership agreement, by causing a
default under the construction loan, LTV becomes a "derelict
partner" and therefore solely responsible for all of the
consequences. If the LTV entities assume the partnership
operating agreements and the lender does not waive the default,
which default would not be cured by the assumption, the LTV
entities will bear the burden of paying off in full the loan of
$116 million, plus all damages, losses, expenses, including
attorney's fees, incurred by Bethlehem in connection with this.
If Bethlehem is forced to pay these amounts by the lender, it
will have an administrative claim against LTV for that amount,
plus all associated damages, losses, expenses and interest.

Since CCC is not a debtor, if Bethlehem does not pay the full
loan, the lender can enforce its remedies against CCC's assets,
which may eliminate the interests of LTV and Bethlehem, and
potentially result in the termination of all of CCC's operations.
Additionally, completely independent of the guaranties, both
Bethlehem and LTV signed guaranties requiring each of them to pay
the full amount of the construction loan.

LTV is protected by the bankruptcy stay, but Bethlehem is not.
This could also cause cross-defaults for Bethlehem on other,
unrelated financial obligations, thereby further increasing
Bethlehem's damage claims against LTV and causing unnecessary
harm to third parties.

CCC has received significant tax abatements from the City of
Columbus and grants from the State of Ohio to provide incentives
to CCC to create jobs and provide other forms of community
support in connection with the modernization of the facility.
Retention of these benefits is contingent on maintenance of
employment levels at the facility; failure to do so breaches the
agreements and can result in the recapture of benefits by the
City and State.

As of this date, the modernization process is nearly complete,
although additional work must be done to establish to ultimate
customers that the coated steel product will meet their rigid
standards. The LTV entities provide certain administrative
services to CCC, including processing of payment of invoices for
construction services and vendor deliveries, payroll and other
employee benefit services. The employee benefit plans for CCC
employees are provided under the LTV plans. The General manager
of CCC is an employee of LTV and his continued services are thus
at risk. The retention of skilled employees is critical to the
successful start-up of the CCC facility and is jeopardized by the

The LTV entities have ongoing obligations to fund construction
and operating costs and to provide materials for processing under
tolling agreements. Due to LTV defaults, the financing costs may
be accelerated. If these obligations are not met in a timely
manner, CCC could well fail during its critical start-up phase.
In connection with the CCC venture, the partners are expected to
utilize the full capacity of the facility by providing steel to
the facility for processing. LTV's dire financial condition, lack
of long-term funding, and the risk it will not continue in the
steelmaking business, enhance the likelihood that it will default
on its future, as well as past, obligations. Clearly, Judge Bodoh
is told, the LTV entities' defaults have immediate consequences
which, unless Judge Bodoh takes appropriate action, will cause
imminent and substantial harm to Bethlehem, to the Partnerships,
and consequent harm to the City of Columbus, the State of Ohio,
and nearly 100 employees, most of whom are members of the United
Steelworkers of Am Clearly, Judge Bodoh is told, the LTV
entities' defaults have immediate consequences which, unless
Judge Bodoh takes appropriate action, will cause imminent and
substantial harm to Bethlehem, to the Partnerships, and
consequent harm to the City of Columbus, the State of Ohio, and
nearly 100 employees, most of whom are members of the United
Steelworkers of America.

Bethlehem believes that under the operating agreements, as well
as applicable state and federal law, the LTV entities' defaults
and bankruptcy filings have caused a dissolution of the
partnerships, and triggered rights of termination and buy-out on
the part of Bethlehem. The exercise of these rights, as
contemplated by the parties when the operating agreements were
signed, was designed precisely to permit a non-defaulting partner
to step in and take action to preserve the partnership from the
consequences of the other partners' defaults, by running the
partnership and buying out the residual interest, if any,
of the defaulting partner. There is substantial authority that,
as a matter of law, the LTV entities do not have the right to
assume these agreements, even if they have the financial
wherewithal to do so, due to recognized restrictions on
assumption of non-assignable personal services contracts, which
is what Bethlehem told Judge Bodoh the partnership agreements
are. The obligations of the partners under the operating
agreements are so personalized and specialized that no entity
is entitled to be substituted for either partner without the
consent of the other. The debtors-in-possession are not,
Bethlehem told Judge Bodoh, "adequate or appropriate substitutes
as partners" and should not be allowed as substitutes without
Bethlehem's consent.

Even if LTV tried to assume these agreements, Bethlehem told
Judge Bodoh LTV's continuation in the business of making steel is
"in doubt", and its ability to assume these contracts with
adequate assurance of performance in sufficient time to avoid a
meltdown of the partnerships is highly unlikely, whereas the
needs of the partnership and the demands of the lender require
immediate action.

Bethlehem told Judge Bodoh it's not going to fund more than half
the costs of the CCC partnership in return for only half of the
economic benefits, nor was such a result ever contemplated by the
parties. Bethlehem therefore proposed that Judge Bodoh lift the
stay to permit it to give any necessary default notices, to take
over management duties at the facility, and to buy out LTV's
interests in the manner provided in the relevant agreements, so
that LTV can realize whatever value is available to them under
the buy-out provisions of the various agreements. In the
alternative, LTV should be compelled to promptly assume these
contracts, pay their share of all costs associated with
maintaining the partnerships (including remaining construction
costs, operating expense, capital calls and principal, interest
and any other amounts under the loan) as administrative expenses.

If, as Bethlehem told Judge Bodoh is clear to it, LTV has no
present or foreseeable future capability to perform its
obligations to this partnership, and through delay will greatly
increase risks, losses and damages to itself, its partner,
employees, and the governmental entities that have supported it
to date, the Court should compel LTV to mitigate those risks by
rejecting all of the partnership operating agreements, and
specifically permit Bethlehem to exercise its rights under the
operating agreements to acquire LTV's interest in the
partnerships, and assert such damage claims against the LTV
entities in their bankruptcy proceedings as it may ultimately
have. (LTV Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 609/392-00900)

MASTER GRAPHICS: Emerges From Chapter 11
Master Graphics, Inc.'s First Amended Joint Plan of
Reorganization became effective Wednesday, marking the Company's
emergence from its voluntary Chapter 11 cases filed in July 2000.

Creditors voting on the reorganization plan overwhelmingly
approved the plan, with 89 percent of the creditors who voted and
99 percent of the dollar amount of the claims voting in favor of
the plan. The plan was confirmed by the U.S. Bankruptcy Court for
the District of Delaware in Wilmington on January 25, 2001. The
Company has met all requirements to emerge from Chapter 11 and
the implementation of the court-approved First Amended Joint Plan
of Reorganization concludes the Company's formal restructuring

Master Graphics, Inc. also announced that in connection with its
emergence from Chapter 11 today and under the terms of its plan
of reorganization, a new five-member board of directors has been
formed. Chief Executive Officer Calvin W. Aurand Jr. has been
appointed Chairman of the Board of Directors effective today. Mr.
Aurand succeeds former CEO Michael Bemis.

"Since commencing our voluntary Chapter 11 case, we have
successfully restructured and improved our financial structure,"
Mr. Aurand said. "This process has allowed Master Graphics to put
behind it many of the challenges of the past, permitting the
Company to emerge from Chapter 11 with a significantly de-
leveraged balance sheet, cash to fund operations and a
streamlined and centralized core business structure. These
actions, together with the hard work of our employees, form a
stronger foundation for future growth."

Pursuant to the plan, the Company's existing common stock was
cancelled and substantially all of the new common stock of the
reorganized Company will be distributed to general unsecured
creditors, including holders of the Company's 11-1/2% Senior
Notes, on account of and in cancellation of their claims. The
Company has entered into a $60 million exit facility with General
Electric Capital Corporation maturing in 2006. In connection with
the exit financing commitment, the exit facility lenders will
receive warrants to purchase up to 15 percent of the newly issued
common stock. Allowed secured, administrative and priority claims
will be paid by the reorganized company upon final allowance by
the Bankruptcy Court or as agreed with specific creditors.

The additional new directors include: Richard C. Holliday,
William H. Lawson, Jr., F. Duffield Meyercord, and James P.
Seery, Jr. Mr. Holliday is president of 3P, Inc., a web printing
and machinery consulting practice. Mr. Lawson is vice president
of Dobbs Management Service, Inc., an investment firm in Memphis,
Tennessee. Mr. Meyercord is vice president of Carl Marks
Consulting Group, Inc., a restructuring consulting firm in New
York City. Mr. Seery is senior vice president of Lehman Brothers,
also in New York City.

"We are extremely pleased with the composition of the new board,
which management believes represents a contingent of competent,
qualified leaders of business and industry that will guide the
Company's actions as it moves forward," said Mr. Aurand. "I want
to thank all of our employees, vendors and customers for their
cooperation and dedication during Master Graphics' restructuring.
In particular, I want to acknowledge the contributions of Mike
Bemis, who joined the Board as an independent director in
February 2000 and who stepped up to lead the Company's successful
Chapter 11 reorganization as interim CEO over the last eight
months. Under his stewardship, the Company is now well-positioned
to meet and exceed the challenges of the printing industry and to
continue to provide its clients with the quality and service
which have long been trademarks of this organization."

The Company provides high-quality, general commercial printing
products throughout the United States. These products are
produced through several operating divisions of Premier Graphics,
Inc.: Argus Press in Niles, Illinois; Golden Rule Printing in
Huntsville, Alabama; Harperprints in Henderson, North Carolina;
Jones Printing in Chattanooga, Tennessee; B&M/Lithograph Printing
in Memphis, Tennessee; McQuiddy Printing in Nashville, Tennessee;
Sutherland Printing Companies in Montezuma, Iowa and in Ozark,
Missouri; Thomasson Printing in Atlanta, Georgia; White Arts/TPC
in Indianapolis, Indiana; and Woods Lithographics in Phoenix,

MEDICAL RESOURCES: Court Confirms Third Amended Joint Plan
On February 8, 2001, the U.S. Bankruptcy Court for the Southern
District of  New York entered an order which confirmed the Third
Amended Joint Plan of  Reorganization, of Medical Resources,
Inc., et al. dated as of November 6, 2000.

MORRIS MATERIAL: Sells UK Operations to Former Top Executives
Morris Material Handling completed the sale of its hoist, crane,
service, parts and training operations in the UK, Middle East and
S.E. Asia to a management team, all of whom were formerly senior
managers in the UK business.

In May 2000, Morris Material Handling, Inc. filed voluntary
petitions for reorganization under Chapter 11 of the US
Bankruptcy Code, and its U.S. operating subsidiaries.

The United Kingdom designs and manufactures material handling
equipment at its site in Loughborough and subsidiaries previously
owned by Morris Material Handling, Inc., and provides service
through 12 material handling centers distributed throughout the
United Kingdom.

The sale provides for an ongoing supply of wire rope hoists,
electric chain hoists and parts from the United Kingdom to Morris
Material Handling North American customers.

Such transaction is an important step in Morris Material
Handling, Inc.'s efforts to reorganize around its North American

Morris has global operations on four continents and manufactures
a broad range of through-the-air cranes and hoists for material
handling. In addition, Morris has a network of locations to
distribute these products and provide service and support.

NATURAL WONDERS: Commences Going Out Of Business Sale
Natural Wonders, Inc., and its wholly owned subsidiary World of
Science, announced, pursuant to an Order entered by the United
States Bankruptcy Court, Northern District of California, Oakland
Division, that it had begun the sale of its assets through a
supervised going out of business sale and is simultaneously in
the process of auctioning all of its interests in its real estate
property leases.

The Company has engaged DJM Asset Management, LLC to conduct the
auction of its leasehold interests and a joint venture between
Great American Group and Gordon Brothers Retail Partners, LLC to
assist the Company in its liquidation of the Company's inventory
in its stores. The Company expects to complete both the
liquidation of its inventory and the sale and assignment of its
real estate property leases by early June 2001 at the latest.

The Company also intends to begin the preparation of its
Disclosure Statement and Plan of Reorganization under Chapter 11
of the bankruptcy code for filing with the court. The Plan will
include the method of distributing the Liquidation Proceeds to
the Creditors in the case. The Company does not expect that there
will be any recovery for shareholders under this Plan.

Natural Wonders, Inc., is a specialty retailer of unique and
affordable family gifts inspired by the wonders of science and
nature. The Company operates 237 stores as of March 6, 2001.
Safe Harbor Statement under the Private Securities

OWENS CORNING: Rule 9027 Removal Period Extended to May 3
Judge Walrath granted Owens Corning an extension of time during
which they may remove pending litigative and administrative
matters through and including the later of (a) May 3, 2001, or
(b) 30 days after entry of an order terminating the automatic
stay with respect to the particular action sought to be removed.
(Owens Corning Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service, Inc., 609/392-0900)

PNV INC.: Randall Publishing's Buys
Randall Publishing Company, publisher of Overdrive, Truckers
News, Trucking Co. and its "everything trucking" industry
information and service website,, has agreed to
acquire, a division of PNV, Inc., of Coral Springs,
Florida. is a leading website for the trucking industry
boasting 50,000 registered users and featuring a variety of
unique services.

Randall's purchase of the assets was approved by the U.S.
Bankruptcy Court in PNV, Inc.'s chapter 11 case at a hearing on
March 7, 2001. In connection with Randall's purchase,'s
registered users base and its technology, web programs and
services will merge with those of eTrucker to make one super-
information service web site for the trucking industry. Dates for
finalizing the combination of the two web sites and the exact
technologies involved have not yet been determined.

The result of the combination of the eTrucker and the web
sites will be an information service portal with the largest
number of registered users in the trucking industry. The combined
technologies, news and information, trucking related services and
programs will further strengthen Randall Publishing's position as
the dominant leader in the world of trucking information and

PNV, Inc. made headway in the trucking industry by offering cable
and wireless services to trucking companies, drivers and truck
stops all over America. Randall's pending acquisition of
does not include other assets of PNV, Inc. such as its cable
television and telephony services, which were recently sold.

"We've been watching PNV grow from a cable/telephone service into
an industry leading web site," explains Jeff Mason, vice
president and group publisher of Randall's Trucking Media Group.

" has created a visible presence on the Web with a loyal
user base. Its cutting edge technologies and wide range of
services have helped encourage truckers to use the Internet for
business and entertainment."

There are many synergies between the content and services
provided by and eTrucker," says Randy Schwartzenburg,
eTrucker general manager and publisher. "We have been keeping a
close watch on all other trucking web sites, and was at
the top of the list," he says. "Merging the two sites will
provide the trucking industry with one comprehensive source for
the latest trucking news, business services and entertainment."

                          About Randall

Founded in 1934, Randall Publishing Co. now publishes more than
30 magazines, directories and periodicals, and maintains more
than 25 websites. Randall operates the Trucking Media Group
(Overdrive, Trucking Co. and Truckers News magazines), the
Construction Media Group (Equipment World, and RentSmart!
magazines) and the Industrial Media Group (Pumps & Systems and
Modern Woodworking magazines). Randall also owns and operates
several online media entities (including, www.e-,, and, trade shows (PumpUsers Expo and the
Great American Trucking Show), radio programs, a billboard
company, a company-sponsored publication division serving Fortune
500 companies, a UCC filing database and research group, and
other media oriented services.

Randall was recently named the sixth-fastest-growing publishing
company in the nation by Folio: magazine.

STAGE STORES: Seeks To Extend Exclusive Period to July 30
Stage Stores Inc. is asking the court to extend its exclusive
periods to file a reorganization plan and solicit plan votes. A
hearing is scheduled for March 19 before Judge Wesley W. Steen in
the U.S. Bankruptcy Court in Houston. Objections are due March
14. If granted, the Houston-based apparel retailer will have the
exclusive right to file a plan until July 30 and until Sept. 30
to obtain acceptances of the plan. The court previously granted
Stage Stores an extension until March 31 to file its
reorganization plan and until May 31 to solicit plan votes. (ABI
World, March 7, 2001)

TRANS WORLD: Terminates Codeshare Agreement With America West
America West Airlines (NYSE: AWA) has been advised that Trans
World Airlines has exercised it right to terminate a codeshare
agreement between the two airlines.

America West and TWA announced the codeshare alliance last
November. Under the agreement, each airline was to begin
accepting bookings during the first quarter of 2001 on certain
flights operated by the other carrier, but implementation was
delayed following the commencement of TWA's bankruptcy preceding.

WHEELING-PITTSBURGH: Assumes General Electric Industrial Contract
Wheeling-Pittsburgh Steel Corp. have filed a Motion seeking an
Order authorizing the Debtors to assume a contract with General
Electric Industrial Systems and to use escrow funds to replace
and/or retrofit certain PCB transformers and PCB capacitors.

The United States and WPSC are parties to a stipulation approved
by the Bankruptcy Court for the Western District of Pennsylvania
on May 11, 1989, and amended on April 26, 1991. The Stipulation,
entered in WPSC's previous Chapter 11 case, resolved claims made
by the United States on behalf of the Environmental Protection
Agency involving the civil penalty provisions of a Consent
Decree. Under the Stipulation an escrow fund was established and
funded by an initial deposit by WPSC in April 1991. The Escrow
Agreement permits WPSC to request approval from the EPA to
withdraw funds from the escrow account for projects that are
beneficial to the environment, but that are not required by law.
Any funds remaining in the escrow account after nineteen years
must be turned over to the United States. The escrow account has
a current balance of approximately $4,000,000.

In November 1999 WPSC requested approval from the EPA to withdraw
funds from the escrow account for three environmentally
beneficial projects. This request included funds for the
replacement or retrofit of twenty- two PCB transformers and
thirty PCB capacitors; the purchase and installation of a SODAR
meteorological station; and the partial funding of an
environmental education center at Oglesbay Park. The EPA has
approved WPSC's application to withdraw funds from the escrow
account for these three projects.

To carry this out, WPSC entered into a contract with General
Electric to replace or retrofit the relevant PCB transformers and
capacitors. The total cost of equipment and services for this
project was bid by GE at $1,064,785 for equipment, and $556,860
for labor, as follows:

      Location               Equipment costs    Labor costs
      --------               ---------------    -----------
      Allenport plant          $ 414,375         $ 251,090
      Mingo Junction           $ 631,350         $ 269,120
      Mingo Junction           $ 19,060
      Yorkville                                   $ 28,700
      Yorkville                                    $ 7,950

The Debtor argued that the estate will benefit by the replacement
of these aging PCB transformers, and these benefits will be
provided at virtually no cost to the WPSC estate since the costs
for the performance of the GE contract will be drawn from the
escrow account.

Upon consideration of the Debtors' Motion, and because the
Debtors agreed to include certain additional provisions in the
Order on this Motion to address concerns communicated by the two
Official Committees in these cases, Judge Bodoh authorized
Wheeling-Pittsburgh Steel Corporation to replace and/or retrofit
certain PCB transformers and capacitors in accordance with its
agreement with General Electric Company, subject to:

      (a) The total sums to be paid by WPSC under this Order shall
not exceed (i) the total amount reflected in the Debtors'
purchase orders issued by WPSC to General Electric, being
$1,613,695, plus (ii) reimbursement of reasonable storage charges
that General Electric may incur, plus (iii) up to $150,000 in
additional payments for change orders or other expenditures that
are consistent with the project, and that WPSC deems necessary
during the course of completion of the project; and

      (b) prior to issuing any payment under this Order, WPSC must
first have received payment in an identical sum from the escrow
account established under the Escrow Agreement.

In addition, Judge Bodoh directed that his Order may not be
deemed to authorize any payment to General Electric, or the
assumption of any other obligation or liability by WPSC to
General Electric, and that his Order on this Motion is without
prejudice to WPSC's right to request authority to pay additional
sums if that proves to be necessary. (Wheeling-Pittsburgh
Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service,
Inc., 609/392-0900)

XEROX CORP.: Sells Fuji Stake, Raising $1.3 Billion
In another step to bolster liquidity and rebuild its sagging
balance sheet, Xerox Corp. agreed to sell half of its 50 percent
stake in its Japanese joint venture to partner Fuji Photo Film
Co. for about $1.3 billion, according to The deal to
sell a piece of Fuji Xerox Co. will result in an after-tax book
gain of approximately $310 million for Xerox. The company expects
the deal to close by the end of the month, pending Japanese
regulatory approval. Fuji Xerox has been on the auction block for
months, as its Stamford, Conn.-based parent struggles to dispose
of assets to raise money. The debt-laden company said it wants to
generate up to $4 billion from the sales.

According to analysts, although this transaction helps Xerox in
the short-term, it's no cure-all for the company's financial
ills. Stephen Tufo, an analyst with U.S. Bancorp Piper Jaffray
Inc. in Minneapolis, said the sale creates liquidity for Xerox to
service its large-debt maturities, but he's skeptical about its
overall benefits. "To date, no real news has come out of the
company to show that fundamental operating results have changed,"
he said. Arrays of financial, managerial and technological
problems are crippling Xerox. With more than $2 billion in debt
maturities due this year and about $7 billion due in 2002, the
company faces running out of money by year's end if it fails to
complete the promised asset sales, analysts said. (ABI World,
March 7, 2001)

Author:  John E. Tracy
Publisher:  Beard Books
Soft cover: 470 pages
List Price:   $34.95
Review by Gail Owens Hoelscher

Originally published in 1947, The Successful Practice of Law
still ably serves as a point of reference for today's independent
lawyer.  Its contents are based on a series of non-credit
lectures given at the University of Michigan Law School, where
the author began teaching after 26 years of law practice.  His
wisdom and experience are manifest on every page, and will
undoubtedly provide guidance for today's hard-pressed attorney.

The Successful Practice of Law provides timeless fundamental
guidelines for a successful practice.  It is intended neither as
a comprehensive reference work, nor as a digest of law.  Rather,
it is a down-to-earth guide designed to help lawyers solve
everyday problems - a ready-to-tap source of tested proven
methods of building and maintaining a sound practice.

Mr. Tracy talks at length about developing a client base.  He
contends that a firemen's ball can prove just as useful as an
exclusive party at the country club in making contacts with
future clients.  He suggests seeking work from established firms
as a way to get started before seeking collections work out of

In his chapter on keeping clients, Mr. Tracy gives valuable
lessons in people skills:  "(I)f a client tells you he cannot
sleep nights because of worry about his case, you will ease his
mind very much by saying, 'Now go home and sleep.  I am the one
to do the worrying from now on.'"  Rather than point out to a
client that his legal predicament is partly his fault,
"concentrate on trying to work out a program that will overcome
his mistakes."  He cautions against speculating aloud to clients
on what they could have done differently to avoid current legal
problems, lest they change their stories and suddenly claim,
falsely, that they indeed had done that very thing.  He also
advises against deciding too quickly that a client has no case:
"After you have been in practice for a few years you will be
surprised to find how many seemingly desperate cases can be won."

Mr. Tracy advises studying as the best use of downtime.  He
quotes Mr. Chauncey M. Depew: "The valedictorian of the college,
the brilliant victors of the moot courts who failed to fulfill
the promise of their youth have neglected to continue to study
and have lost the enthusiasm to which they owed their triumphs on
mimic battle fields."  Mr. Tracy advises against playing golf
with one's client every time he asks:  "My advice would be to
accept his invitation the first time, but not the second,
possibly the third time but not the fourth."

Other topics discussed by Mr. Tracy, with the same practical,
sound advice, include fixing fees, drafting legal instruments,
examining an abstract of title, keeping an office running
smoothly, preparing a case for trial, and trying a jury case.
But some of best counsel he offers is the following:

You cannot afford to overlook the fact that you are in the
practice of law for your lifetime; you owe a duty to your client
to look after his interests as if they were your own and your
professional future depends on your rendering honest, substantial
services to your clients.    Every sound lawyer will tell you
that straightforward conduct is, in the end, the best policy.

That kind of advice never ages.


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

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

Each Friday's edition of the TCR includes a review about a book
of interest to troubled company professionals. All titles are
available at your local bookstore or through Go 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 ***