TCR_Public/010404.MBX          T R O U B L E D   C O M P A N Y   R E P O R T E R

                Wednesday, April 4, 2001, Vol. 5, No. 66

                            Headlines

ADAPTEC: Moody's Cuts Rating on Subordinated Notes to B3
ALTERRA HEALTHCARE: Publishes Fourth Quarter & FY 2000 Results
ALTERRA HEALTHCARE: Implementing Restructuring Plan
AMERICAN HOMEPATIENT: Seeks To Amend Credit Facility Covenants
ARMSTROMG: Safeco Moves To Restrain CCR From Using $56MM Bond

BIO-PLEXUS: Posts $10.9 Million Net Loss For 2000
BRIDGE INFORMATION: Xigo Inks BridgeNews Redistribution Pact
BURNHAM PACIFIC: Liquidation Efforts Impact 2000 Results
CARDIMA INC.: Plans To Appeal Nasdaq's Move To Delist Shares
CONCORDE CAREER: Reports Fourth Quarter & FY 2000 Losses

CORECOMM LIMITED: Delays 10-K Filing as Lender Talks Proceed
E.SPIRE: Requests Voluntary Delisting From the Nasdaq Market
eLOT INC.: Intensifies Cost Reduction Efforts
FINOVA GROUP: Posts $939.8 Million Net Loss for 2000
FINOVA GROUP: Moves To Enjoin Utilities From Altering Service

GENESIS HEALTH: Ticker Symbol Is Now GHVIQ
HARNISCHFEGER: Asks For Authority to Assign HIL Receivables
HOLLYWOOD ENTERTAINMENT: Subordinated Notes Rating Drops to Caa3
IBP INC.: Failed Tyson Acquisition Prompts Moody's Downgrade
INTEGRATED HEALTH: Proposes Automobile Claim Settlement Protocol

INTERNET GLOBAL: Files Chapter 7 Petition in N.D. Texas
LIGHTNING ROD: Needs To Raise More Funds To Continue Operations
LIVENT INC.: Plan Confirmation Hearing Kicked-Out to July 24
LOEWEN: Wants To Reject Real Property Lease With Jack Williams
MARTIN INDUSTRIES: Reports Results of Fourth Quarter and FY 2000

MORGAN GROUP: Payment Default Raises Going Concern Doubts
NEVADA BOB'S: Ozer Auctioning Brand Name on April 17 in Dallas
PATHNET: Files for Chapter 11 Protection in Wilmington
PATHNET: Case Summary And 3 Largest Unsecured Creditors
PENN TREATY: S&P Junks Insurer's Debt Ratings

PHONETEL: Reports Financial Results for 12 Months Ended Dec 2000
PILGRIM AMERICA: S&P Downgrades Class B Notes' Rating to CCC
PLAY-BY-PLAY: Seeks Senior Lender's Consent to Restructure Debt
REPUBLIC TECHNOLOGIES: Files Chapter 11 Petition in Ohio
RHYTHMS NETCONNECTIONS: Taps Lazard Freres to Explore Strategies

TRITECH: Appellate Court Upholds Adverse Ruling On Patent Case
TWINLAB: Posts 2000 Net Losses & Establishes New Credit Facility
U.S.A. FLORAL: Files Chapter 11 Petition in Wilmington
USA FLORAL: Case Summary and 20 Largest Unsecured Creditors
VENTAS: Plans to File 10-K After Vencor Emerges From Bankruptcy

WASTE SYSTEMS: Terminates Public Company Status
WEBLINK/METROCALL: To File Chapter 11 Petitions To Effect Merger
W.R. GRACE: Files Chapter 11 Petition To Resolve Asbestos Claims
W.R. GRACE: Case Summary and 20 Largest Unsecured Creditors
W.R. GRACE: Fitch Slashes Senior Unsecured Debt Rating To 'DD'

* Meetings, Conferences and Seminars

                            *********

ADAPTEC: Moody's Cuts Rating on Subordinated Notes to B3
--------------------------------------------------------
Revenue losses and an anticipated leap in debt leverage combined
to pull down the rating of California-based IT firm Adaptec. The
outlook is Negative.

Moody's lowered its rating on the company's $230 million 4-3/4%
convertible subordinated notes due 2004 to B3 from B1. The
company also suffered a downgrade on its senior implied and
senior unsecured issuer, which sharply dropped to B1 from Ba2.

Analysts at Moody's said the downgrade is due to the net loss in
FY2001Q3 and management's recent guidance of FY2001Q4 revenues
of $140-145 million, which is about 1/3 lower than the revenues
recorded in FY2000Q4.

Moody's is also anticipating that the company's debt leverage
will leap from the 2.8 times EBITDA, which was the norm through
LTM ended December 31, 2000.

Other reasons cited by Moody's for the downgrade include the
erosion in Adaptec's profit margins, attributed, in part, to
lower production volumes tied to a shortage of Intel
microprocessors and motherboards in the distribution channel;
decline in the company's returns on assets and invested capital;
and overall weakness in the information technology spending
trends.

Adaptec, a leading supplier of bandwidth management solutions,
predominately based on the SCSI standard, which are essential to
the enhanced performance of client/server networking
environments, is headquartered in Milpitas, California.


ALTERRA HEALTHCARE: Publishes Fourth Quarter & FY 2000 Results
--------------------------------------------------------------
Alterra Healthcare Corporation (AMEX:ALI) announced financial
results for fourth quarter and fiscal 2000. At year-end, the
Company operated or managed 474 residences with a total capacity
to serve approximately 22,100 residents.

                    Fiscal 2000 Results

The Company reported revenues of $466.5 million for the year
ended December 31, 2000, a 24% increase over revenues of $376.2
million for 1999. The Company's pre-tax loss for 2000 was $84.1
million (excluding $22.5 million of reserves recorded for
anticipated losses related to asset dispositions and $5.1
million of non-recurring general and administrative expenses).
The pre-tax loss for 2000 includes $57.3 million of non-cash
expenses including depreciation, amortization, and payment-in-
kind ("PIK") interest expense. The Company's net loss for 2000
was $117.8 million, which reflects the impact of adjustments to
the carrying value of deferred tax assets and an extraordinary
gain on early extinguishment of debt.

                    Recent Operational Results

In the fourth quarter of 2000, the Company's operating margins
continued to be affected by higher labor costs and increases in
expenses related to liability insurance coverage. Overall
Company occupancy continued to improve in the fourth quarter.
For the three months ended December 31, 2000, the Company
reported overall occupancy of 84.7%, an increase of 1.8% from
the prior quarter and a 4.3% increase over the fourth quarter of
1999. For the three months ended December 31, 2000, the Company
reported revenues of $125.3 million, an increase of 24% over
revenues for the quarter ended December 31, 1999.


ALTERRA HEALTHCARE: Implementing Restructuring Plan
---------------------------------------------------
Alterra Healthcare Corporation (AMEX:ALI) has recently
implemented a series of operational initiatives targeted at
improving its overall margin performance. These initiatives
include the implementation of price increases to compensate for
significant increases in fixed costs related to utilities and
insurance. In addition, the Company is reducing its
administrative costs and has completed a restructuring of its
field management organization. Steven Vick, President and Chief
Operating Officer said, "We have been very focused over the last
90 days on implementing these operational initiatives while at
the same time maintaining the quality of resident care and
services. We remain very committed to our residents, families
and our employees."

                   Restructuring Activities
                And Asset Disposition Program

As previously announced, the Company is seeking to
comprehensively restructure its capital structure. To conserve
cash and fund ongoing residence operations, the Company did not
make a significant portion of its debt service and certain lease
payments in March 2001, and as a result is in default under many
of its major credit instruments and certain of its lease
facilities. In light of these pending defaults and the current
uncertainty of a successful conclusion to restructuring
initiatives, the audit opinion rendered by the Company's
independent auditors for 2000 includes a "going concern"
qualification. Due to existing payment defaults related to some
of the Company's senior indebtedness, the Company is currently
prohibited from making cash payments on its convertible
subordinated debentures.

The Company announced that the principal components of its
restructuring plan are: (i) the disposition of a substantial
number of the Company's residences, which the Company expects to
accomplish primarily by actively working with its lenders and
lessors to identify new operators and by selling assets through
an organized sales process; (ii) the restructuring of the
Company's principal debt and lease obligations, including in
certain instances payment deferrals, extensions of additional
credit, the rescheduling of debt maturities and the elimination
or modification of certain covenants; and (iii) the exchange of
new debt, equity or equity-linked securities of the restructured
Company for the Company's currently outstanding convertible
debentures and joint venture interests held by third parties in
certain of the Company's residences. Discussions with the
Company's various capital structure constituents have commenced
during recent weeks, or in some cases have not commenced at all,
and no binding written agreements have been reached. While
substantive restructuring discussions are underway with the
Company's lenders and lessors, no assurance can be given that
the Company will be successful in negotiating the appropriate
restructuring arrangements with its various capital structure
constituents.

The Company also announced that Cohen & Steers Capital Advisors
would coordinate activities related to the residence disposition
program, which it expects to complete during the remainder of
2001.

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

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


AMERICAN HOMEPATIENT: Seeks To Amend Credit Facility Covenants
--------------------------------------------------------------
American HomePatient, Inc. (OTC: AHOM) reported its financial
results for the fourth quarter and 12 months ended December 31,
2000.

Net revenue for the fourth quarter was $92.8 million, up from
$86.6 million reported for the same quarter last year and also
up from $91.5 million reported for the third quarter of this
year. For the 12 months, net revenue was $363.4 million for 2000
compared to $357.6 million for 1999. The increase in revenue
compared to the prior year for both the fourth quarter and 12
months is primarily the result of the consolidation of several
of the Company's joint ventures during the second quarter of
2000, offset somewhat by the loss or exiting of certain low
margin contracts and businesses throughout the year. The Company
recognizes the importance of revenue growth and to that end
hired a new Vice President of Sales and Marketing in May 2000.
The Company believes it has made significant progress in
creating the sales, marketing and managed care infrastructure
necessary to support future revenue growth.

The Company reported a net loss of $(4.4) million in the fourth
quarter of 2000, compared to a net loss of $(84.2) million in
the fourth quarter of 1999. In the fourth quarter of 1999, the
Company's earnings were negatively impacted by accounting
charges totaling $77.5 million related to the recording of
additional accounts receivable reserves, the writing off of
impaired goodwill, and the recording of a valuation allowance
for deferred tax assets. For the 12 months, the Company reported
a net loss of $(24.2) million for 2000 compared to $(99.9)
million for the prior year. Operating expenses declined from
$224.0 million for the 12 months of 1999 to $214.1 million for
the same period of 2000. The majority of this decline is the
result of improved bad debt expense in 2000. As a percent of net
revenue, bad debt expense was 10.0% in 1999 compared to 6.5% in
2000. This improvement in bad debt expense is the result of
improved cash collections in 2000 resulting from the process
redesign, standardization and consolidation of billing center
activities.

The Company is in default under its credit facility due to
noncompliance with several financial covenants and failure to
make a scheduled principal payment due March 15, 2001. In
addition, the Company's financial projections do not indicate it
will be in compliance with certain existing covenants over the
next 12 months. As a result, negotiations are in process between
the Company and its lenders to amend the credit facility to cure
the defaults and to modify certain terms and covenants of the
current facility, including modification of the amortization of
the term loan portion of the credit facility. The Company will
file Form 12b-25 with the SEC as notification that its annual
report on Form 10-K will not be filed on its due date. The
Company anticipates filing its Form 10-K no later than April 16,
2001.

As a result of the current defaults, the lenders have the
ability to demand payment of all outstanding amounts. If the
Company is unable to reach an agreement with its lenders in a
timely manner to cure the current defaults and to modify certain
terms and covenants of the current credit facility, the Company
will be required to classify its debt obligations associated
with this credit facility as a current liability as of December
31, 2000. If this situation were to occur, the Company expects
that its auditors would issue a qualified opinion on the
Company's 2000 financial statements, as the Company does not
have the ability to satisfy a demand for payment in the event
the lenders demand payment of all outstanding amounts.


ARMSTROMG: Safeco Moves To Restrain CCR From Using $56MM Bond
-------------------------------------------------------------
Safeco Insurance Company of Americas, represented by R. Karl
Hill of the Wilmington Delaware firm of Seitz, VanOgtrop &
Green, P.A., joined by Chad H. Gettleman and Brad A. Beriish of
the Chicago firm of Adelman, Gettleman, Merens, Berish & Carter,
Ltd., have brought an adversary proceeding against the Center
for Claims Resolution, Inc., asking that Judge Farnan issue a
restraining order to enjoin CCR from:

      (a) Drawing upon a $56 million Performance Bond issued by
          Safeco; and

      (b) Using the Bond proceeds to pay asbestos-related pre-
          petition liabilities of the Debtor.

The CCR is a Delaware non-profit corporation formed in 1988 by
the Debtor Armstrong World Industries, Inc., and other large
corporations solely to administer, settle and otherwise handle
all asbestos injury- related claims against its members as their
agent. Recently CCR made a demand upon Safeco for payment of the
entire $56 million due under the Performance Bond. Safeco
accepted as reasonable the possibility that the Debtors'
asbestos-related liability could reach up to $1.4 billion
by 2006.

Safeco argued that its purpose in bringing this suit is not to
determine the validity of the bond issued by Safeco in favor of
CCR regarding the liabilities of the Debtor, or the existence of
Safeco's obligations under that bond. However, Safeco does seek
to preserve the rights and interests of the Debtor and its
estate by restraining and enjoining CCR from drawing on the bond
for the purposes of paying certain of the Debtor's prepetition
asbestos liabilities as it cannot be presently known whether any
draw upon the bond will be in the best interests of the estate.

Safeco told Judge Farnan that it believes that Armstrong is the
first ongoing member of CCR to file a bankruptcy case. These
matters are issues of first impression for all of the parties,
including the Debtor, CCR and Safeco. The drawing of the bond
will immediately create a fixed noncontingent $56 million
indemnity claim against the Debtor in favor of Safeco. The
filing of this case and the resultant impact upon the estate
regarding any drawing on the bond raises the following
questions:

      (1) Whether CCR has, or should have, the right, now or
ever, to use bond proceeds to make payments on behalf of the
Debtor in satisfaction of certain prepetition claims against the
Debtor under various settlement agreements, all of which may
ultimately be executory contracts rejected by the Debtor under
the Bankruptcy Code;

      (2) Should CCR be permitted to unilaterally select and pay
on behalf of the Debtor certain of the Debtor's prepetition
asbestos- related claims using proceeds of he bond, resulting in
different creditors of the Debtor in the same class receiving
unequal treatment of their claims contrary to the provisions of
the Bankruptcy Code; and

      (3) Is it more beneficial, or of no significance, to the
estate to incur Safeco's $56 million indemnity claim, or to
enjoin a draw on the bond, avoid the indemnity claim in its
entirety, and treat the prepetition claims, which would
otherwise be paid with the bond proceeds, in the same manner as
the Debtor ultimately teats the other hundreds of millions of
dollars of other asbestos-related claims for which this case was
largely filed.

It is entirely conceivable that any draw on the bond at this
time will ultimately be proven detrimental to the Debtor and its
estate, and has no benefit whatsoever to the thousands of
asbestos-related creditors who do not receive any portion of the
bond proceeds. This is not simply a mater of trading claims
between Safeco and various asbestos claimants. As part of the
Debtor's reorganization efforts, the Debtor will need to address
its continued membership in CCR, the effect of the automatic
stay on actions to be taken by CCR on behalf of the Debtor, the
Debtor's eventual treatment of various underlying executory
contracts (including the operative agreement between the Debtor
and CCR), and the settlement agreements under which CCR would
purport to make payments on behalf of the Debtor. Finally, the
Debtor must address the treatment of all of its asbestos-related
and non-asbestos- related claims under a plan of reorganization
yet to be filed. The resolution of these issues will have a
material impact on the Debtor, its estate, and CCR's right to
distribute any proceeds under the bond in payment of the
Debtor's liabilities. These issues and many others will be
answered in time as this case progresses, but pending such
determinations, it is in the best interests of the Debtor and
its estate to maintain status quo through the relief sought by
Safeco.

Safeco assured Judge Farnan that if it is ultimately determined
that it is appropriate for CCR to remit all or a portion of the
bond proceeds, then Safeco remains fully ready, willing and able
to honor all of its commitments under the bond. It is the
commencement of these cases which creates the unprecedented
issues and uncertainty as to the necessity and propriety of CCR
drawing on the bond at this time, if ever, and the extent of
CCR's rights to expend any of the bond proceeds on behalf of the
Debtor in payment of certain prepetition liabilities under the
agreements which may be rejected as this case unfolds. Armstrong
Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


BIO-PLEXUS: Posts $10.9 Million Net Loss For 2000
-------------------------------------------------
Bio-Plexus, Inc. (OTCBB: BPLX), a leader in the design,
manufacture and marketing of safety medical needles and other
products, announced its financial results for the year ended
December 31, 2000.

Total revenues for the year ended December 31, 2000 were
$4,995,000, compared to $7,024,000 for the comparable period a
year ago. The Company incurred a net loss for the year of
$10,937,000, or $0.74 per share, compared to a net loss of
$5,233,000, or $0.39 per share for the same period in 1999. The
results for the latest year ended December 31, 2000 and the
comparable year ended December 31, 1999, were based on weighted
average shares outstanding of 14,695,505 and 13,540,922,
respectively.

As reported on March 19, 2001, Bio-Plexus has reached an
agreement in principle with its principal lender, Appaloosa
Management LP to recapitalize the Company with the goal of
raising up to $10 million in new equity and debt financing. In
order to quickly complete the recapitalization and financing,
the Company plans to file a voluntary petition under Chapter 11
of the United States Bankruptcy Code.

John S. Metz, President and Chief Executive Officer of Bio-
Plexus, commented, "The year 2000 was difficult for Bio-Plexus.
However, we believe our recently announced restructuring will
position the Company for future growth in the medical safety
needle industry. A successful reorganization will ultimately
provide Bio-Plexus with the capital needed to penetrate an
industry which is supported by federal legislation and that is
in need of better safety devices. The other positive effects of
the restructuring are: (a) long-term debt of approximately $19
million will be retired, (b) annual interest expense of $2.5
million will be eliminated, (c) shareholder equity will increase
from about negative $3 million to about $19 million positive
and, (d) current restrictive operating covenants will be
eliminated.

"Bio-Plexus has already established itself as a world-class
provider of safety medical needles and related products," added
Mr. Metz. "But our efforts to increase sales have been hindered
by the Company's lack of financing and untenable financial
position. A successful implementation of this recapitalization,
coupled with the added infusion of capital by Appaloosa, will
help us attain a more significant market position and a
commensurate increase in sales. We remain committed to bringing
our PUNCTUR-GUARD(R) technology to the marketplace."

Bio-Plexus, Inc., designs, develops, manufactures and holds U.S.
and international patents on safety medical needles and other
products under the PUNCTUR-GUARD(R), DROP-IT(R), and PUNCTUR-
GUARD REVOLUTION(TM) brand names. For independent evaluations of
the PUNCTUR-GUARD(R) blood collection needle, refer to the
Centers for Disease Control (MMWR, January 1997) and ECRI
(Health Devices, June 1998 and October 1999) studies. Accidental
needlesticks number about one million per year in the United
States and can result in the transmission of deadly diseases
including HIV and Hepatitis B and C.


BRIDGE INFORMATION: Xigo Inks BridgeNews Redistribution Pact
------------------------------------------------------------
Xigo, Inc., a leading online intelligence company has signed a
redistribution agreement with BridgeNews, the independent news
gathering arm of Bridge Information Systems, Inc. to
redistribute and reprint BridgeNews Bulletins, which include
BRIDGE's breaking, real-time headlines and full news stories, as
part of Xigo's Dynamic Intelligence(TM) ASP offerings.

The agreement is an extension of Xigo's existing relationship
with BRIDGE.

Through Xigo's Dynamic Intelligence platform, financial
institutions, including brokerages, may now provide BridgeNews
Bulletins as real-time alerts or relevance-ranked to individual
investors' portfolios and preferences. The alliance marks a
powerful combination of a leading institutional news feed and
the most advanced real-time personalization technology available
in the financial markets today.

Xigo's Dynamic Intelligence platform analyzes streaming news
and data in real-time to bring investors highly relevant,
personalized and actionable investment intelligence. By offering
BridgeNews Bulletins through its platform, Xigo gives individual
investors access to a news source that professional investors
trust for transaction-grade market intelligence.

"Adding the ability to redistribute breaking market news from
BridgeNews, we build on the personalization benefits that are
the basis of Xigo's Dynamic Intelligence platform," said Kim
Edwards, president and CEO, Xigo, Inc. "With BridgeNews, Xigo
offers financial institutions the most sophisticated, yet user-
friendly, intelligent personalization technology available to
help them attract and retain customers."

"BridgeNews Bulletins continue to extend the BridgeNews brand to
millions of readers each day via the Internet and intranet
solutions," said Angus Robertson, executive vice president,
BridgeNews. "By applying Xigo's advanced personalization and
relevance-ranking capabilities to our specialized company news
items, BridgeNews and Xigo are offering investors a powerful,
intelligent investing experience."

               Xigo's Dynamic Intelligence Services

Xigo co-brands and seamlessly integrates its Dynamic
Intelligence services into brokerage partners' online offerings
to deliver real-time event and news briefs and technical alerts
on market-moving information including news, technical
breakouts, stock splits, and analyst actions, like downgrades
and upgrades, with one-click personalized settings. Investors
can opt to receive breaking news and updates via the Web, email
or wireless, proactively, or on demand.

Xigo's Relevant News Services prioritize news for institutional
and individual investors, focusing their attention on market-
moving events that are likely to affect their investments.
Breaking financial headlines are continuously analyzed, sorted
and presented based on relevance. Xigo delivers the most
relevant and powerful financial news search available on the
Internet today.

                    BridgeNews Bulletins

BridgeNews Business Bulletins service delivers more than
1,500 company news stories and events such as earnings,
executive changes, and product and other announcements each day.
This service is delivered uniquely through a quick summary of
events, followed by the full text of company announcements, with
highlighting by BridgeNews of significant sections. BridgeNews
Bulletins has already extended the BridgeNews brand to
additional millions of readers each day via the Internet and
intranet solutions.

To demonstrate how Xigo personalizes and redistributes
BridgeNews Bulletins, please go to www.solutions.xigo.com to
request a user password.

                        About Xigo

Xigo, Inc. -- http://www.xigo.com-- is a next-generation
intelligence company that helps financial institutions
personalize and differentiate their online offerings to
dramatically improve customer retention, acquisition, and
profitability. Through an entirely new technology and
information platform - "Dynamic Intelligence(TM)" - Xigo
provides the most powerful integrated, real-time, agent-based
services available to help financial institutions increase
market share and build shareholder value.

Privately held, Xigo is backed by some of today's foremost
financial and Internet industry executives and companies,
including Capital Z Partners, New Enterprise Associates, and
Angel Investors, L.P. (Bridge Bankruptcy News, Issue No. 5;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


BURNHAM PACIFIC: Liquidation Efforts Impact 2000 Results
--------------------------------------------------------
Burnham Pacific Properties, Inc. (NYSE: BPP) announced financial
results for the fourth quarter and year ended December 31, 2000.

Net income available to common stockholders for this fourth
quarter was $1,691,000, or $0.05 per share, as compared to net
income of $653,000, or $0.02 per share, for the quarter ended
December 31, 1999. For the year ended December 31, 2000, net
income (loss) available to common stockholders was a net loss of
$41,245,000, or a loss of $1.45 per share, as compared to net
income of $12,487,000, or $0.39 per share, for 1999.

The year-over-year decline in net income was primarily
attributable to a third quarter impairment write-off taken in
connection with the Company's plan to liquidate, lower revenues
resulting from asset sales in 1999 and 2000, a decrease in lease
termination fees and management fee income, an increase in
borrowing costs, and costs associated with the Company's pursuit
of its strategic alternatives and the implementation of its Plan
of Complete Liquidation and Dissolution.

Results for 2000 were also negatively impacted by legal and
litigation settlement expenses related to a verdict against the
Company in favor of a tenant, severance expenses related to the
resignation of former executive officers of the Company, and a
restructuring charge related to the termination of the CalPERS
joint venture.

The Company has historically reported Funds From Operations
because it is generally accepted in the REIT industry as a
meaningful supplemental measure of performance. However, because
the Company is liquidating, it no longer believes that FFO is
meaningful to understanding its performance and is therefore no
longer reporting FFO.

                    Review of Results

For the fourth quarter ended December 31, 2000, revenues
decreased by $1,855,000 to $29,900,000 from $31,755,000 in the
fourth quarter of 1999. This decrease was primarily attributable
to a decrease of $1,020,000 in management fee income resulting
from the termination of the Company's joint venture with CalPERS
in September 2000, and a decrease in interest and other income
of $875,000. Including the one-time expense items referenced
below, net income available to common stockholders was
$1,691,000, or $0.05 per share, as compared to $653,000, or
$0.02 per share, for the prior-year period. Net income for the
fourth quarter of 2000 included a net gain on sales of real
estate of $5,660,000, while net income for the fourth quarter of
1999 included a net gain on sales of real estate of $872,000.

The 2000 and 1999 three-month periods were unfavorably impacted
by costs of $3,052,000 and $1,876,000, respectively, associated
with the Company's pursuit of its strategic alternatives. The
fourth quarter of 2000 was also unfavorably impacted by legal
and litigation settlement expenses of $337,000 related to a
verdict against the Company in favor of a tenant. If these one-
time charges were excluded, net income available to common
stockholders before gain on sales of real estate in the fourth
quarter of 2000 was a net loss of $580,000, or a loss of $0.02
per share, as compared to net income of $1,657,000, or $0.05 per
share, in the fourth quarter of 1999.

For the twelve months ended December 31, 2000, revenues
decreased $11,600,000 to $121,210,000 from $132,810,000 for the
twelve months ended December 31, 1999. This decrease was
primarily the result of asset dispositions, a decrease in
management fee income of $4,310,000, and a decrease in lease
termination fees of $3,200,000. Including the one-time expense
items referenced below, net income (loss) available to common
stockholders for 2000 was a net loss of $41,245,000, or a loss
of $1.45 per share, as compared to net income of $12,487,000, or
$0.39 per share, for 1999. Net income for 2000 included a net
gain on sales of real estate of $6,886,000, while net income for
1999 included a net gain on sales of real estate of $10,371,000.
The 2000 and 1999 periods were unfavorably impacted by costs of
$7,694,000 and $4,548,000, respectively, associated with the
Company's pursuit of its strategic alternatives. Net income for
2000 was also unfavorably impacted by a third quarter impairment
write-off of $32,330,000 taken in contemplation of the Company's
plan to liquidate, a restructuring charge of $1,921,000 for
severance and related costs for employees affected by the
termination of the Company's joint venture with CalPERS, legal
and litigation settlement expenses of $3,902,000 related to a
verdict against the Company in favor of a tenant. Net income for
1999 was unfavorably impacted by a $1,353,000 restructuring
charge related to the Company's decision to outsource its
property management function to third-party providers, $748,000
in costs associated with the abandonment of certain prospective
acquisition transactions, $2,200,000 in impairment write-offs
related to the sales of two office building properties, and
$1,866,000 recognized as the cumulative effect of a change in
accounting principle. If these one-time charges were excluded,
net income (loss) available to common stockholders before gain
on sales of real estate for 2000 was a net loss of $2,284,000,
or a loss of $0.07 per share, compared to net income of
$12,831,000, or $0.40 per share, in 1999.

          Adjustment to Liquidation Basis of Accounting

As a result of the adoption of the Plan of Liquidation and its
approval by the Company's stockholders, the Company adopted the
liquidation basis of accounting for all periods subsequent to
December 15, 2000. Under the liquidation basis of accounting,
assets are stated at their estimated net realizable values, and
liabilities, including the reserve for estimated costs during
the period of liquidation, are stated at their anticipated
settlement amounts. The estimated value of real estate held for
sale is based on current contracts, estimates as determined by
independent appraisals or other indications of sales value, net
of estimated sales costs and capital expenditures of
approximately $21,351,000 anticipated during the liquidation
period. The estimated valuations of other assets and liabilities
under the liquidation basis of accounting are based on
management estimates and assumptions as of December 31, 2000.

The financial results for 2000 are presented separately for the
period prior to the adoption of the liquidation basis of
accounting (January 1, 2000 to December 15, 2000) and subsequent
to its adoption (December 16, 2000 to December 31, 2000). To
permit comparisons of the financial results for the year ended
December 31, 2000 to those of the prior year, the amounts for
2000 have been combined in the Consolidated Statements of Income
(Loss).

On December 16, 2000, in accordance with the liquidation basis
of accounting, assets were adjusted to estimated net realizable
value and liabilities were adjusted to estimated settlement
amounts, including estimated costs associated with carrying out
the liquidation. The net adjustment at December 31, 2000,
required to convert from the going concern (historical costs)
basis to the liquidation basis of accounting, amounted to a
negative adjustment of $85,228,000, which is included in the
December 31, 2000 Consolidated Statement of Changes in Net
Assets (liquidation basis).

Adjusting assets to estimated net realizable value resulted in
the write-up of certain real estate properties and the write-
down of other real estate properties. The anticipated gains
associated with the write-up of certain real estate properties
have been deferred until their sales, and the anticipated losses
associated with the write-down of other certain real estate
properties have been included in the Consolidated Statement of
Changes of Net Assets. The write-down of other assets included
amounts for unamortized lease commissions and straight-line
rents.

Under liquidation accounting, the Company is required to
estimate and accrue the costs associated with executing the Plan
of Liquidation. These amounts can vary significantly due to,
among other things, the timing and realized proceeds from
property sales, the costs of retaining personnel and trustees to
oversee the liquidation, including the costs of insurance, the
timing and amounts associated with discharging known and
contingent liabilities and the costs associated with cessation
of the Company's operations. These costs are estimates and are
expected to be paid during the liquidation period.

                     Dispositions

From the adoption of the Plan of Liquidation by the Company's
Board of Director's in August 2000 through March 31, 2001, the
Company has sold 9 properties.

During the fourth quarter of 2000, the Company sold five
shopping centers and one office building. In October 2000, the
Company sold the Anacomp office building for approximately
$21,300,000. On December 5, 2000, the Company sold the Meridian
Village and San Diego Factory Outlet Center for an aggregate of
approximately $48,700,000. On December 29, 2000, the Company
sold La Mancha, the Plaza at Puente Hills and Valley Central
shopping center for an aggregate of approximately $109,900,000.
Meridian Village, San Diego Factory Outlet, La Mancha, the Plaza
at Puente Hills, and Valley Central represent a portion of a
portfolio of properties targeted for sale under an agreement
with The Prudential Life Insurance Company of America.

In February 2001, the Company sold the Puget Park and Cameron
Park shopping centers for approximately $18,953,000. In March
2001, the Company sold the Richmond shopping center for
approximately $10,381,000. These transactions also represent a
portion of a portfolio of properties targeted for sale under the
agreement with Prudential.


CARDIMA INC.: Plans To Appeal Nasdaq's Move To Delist Shares
------------------------------------------------------------
Cardima(R) Inc. (Nasdaq:CRDM), developer of the Revelation(TM)
Tx microcatheter system, which is currently in Phase III
clinical trials for the treatment of atrial fibrillation (AF),
today announced that it has received a letter from Nasdaq
stating that its stock would be delisted, in accordance with
Marketplace Rule 4310(c)(8)(B).

"We will appeal this decision," said Ronald Bourquin, vice
president and chief financial officer of Cardima. "We are also
in the process of evaluating our alternatives to address the
issues raised by Nasdaq."

Nasdaq delists a company when its stock price falls below $1 for
30 consecutive trading days. A company then has 90 calendar days
to get the price above the threshold and maintain a price above
the threshold for 10 consecutive trading days. If a company
appeals Nasdaq's decision to delist, the stock will continue to
trade on the SmallCap Market, pending resolution of the appeal.

Cardima developed the Revelation Tx system for the treatment of
AF, which the company estimates is a potential $6 billion market
that is poorly served by current treatment alternatives. AF
afflicts an estimated 2.2 million people in the United States
and approximately 4.5 million worldwide.


CONCORDE CAREER: Reports Fourth Quarter & FY 2000 Losses
--------------------------------------------------------
Concorde Career Colleges, Inc., (OTC Pink Sheets:CCDC) a
provider of career training in allied health programs reported a
reduction in net loss for the year and quarter ended December
31, 2000.

Financial results for the year reflect a net loss of $352,000 in
2000, compared to a loss of $477,000 in 1999. The improvement
reflects increased student population in 2000 compared to 1999.
The student population was approximately 3,700 at December 31,
2000, compared to 3,300 at December 31, 1999.

"Concorde's loss in 2000 has been a disappointment, however, I
believe that we have made important progress during 2000 that
will enable Concorde to return to profitability. We currently
have in place a management team that is focused and dedicated to
returning Concorde to profitability. We have changed advertising
agencies to increase our exposure to potential students while
maintaining costs. We are creating new television spots that we
believe will help maintain our student enrollment increases. We
are also revamping our educational delivery system to better
leverage faculty and delivery costs. In addition, we started our
first IT programming course in one campus in the first quarter
of 2001," stated Jack Brozman, Chairman, President and CEO.

                     Operating Results

For the three months ended December 31, 2000, Concorde reported
net loss of $150,000, compared to net loss of $68,000 for the
fourth quarter of 1999. Revenues for the fourth quarter of 2000
were $9,942,000, an increase of 8.6 percent over $9,155,000 for
the same period in 1999. In the fourth quarter of 2000, new
student enrollments increased 15.8 percent to 1,222, compared to
1,055 during the same period in 1999. Basic and diluted loss per
share was $.03 in 2000, compared to $.01 in 1999. Total
operating expenses increased $1,047,000 to $10,224,000, compared
to $9,177,000 in 1999.

Revenue increased 9.9 percent to $38,785,000 for the year ended
December 31, 2000, from $35,299,000 for the same period in 1999.
The increased revenue is a result of additional student
enrollments and increased population compared to 1999.
Concorde's student enrollments for the year ended December 31,
2000, increased 7.8 percent to 6,072, compared to 5,633 during
1999. Average student population increased 10.9% to 3,649,
compared to 3,290 in 1999. Concorde's net loss was $352,000 for
the year ended December 31, 2000, compared to a net loss of
$477,000 for the same period in 1999. The net loss included a
charge of $86,000 representing the cumulative effect of change
in accounting principle, net of tax in the first quarter of
2000. Basic and diluted loss per share was $.07 in 2000,
compared to $.08 in 1999. Total operating expenses increased
$3,300,000 to $39,211,000, compared to $35,911,000 in 1999. The
increase was primarily attributable to instruction costs and
services, selling and promotional, and general and
administrative expenses.

                     Recent Events

Concorde has received the preliminary 1999 cohort default rates
from the U.S. Department of Education for its eleven campuses
that participate in the federal student loan programs. The
preliminary 1999 cohort default rates averaged 7.2 percent
compared to an average of 12.6 percent for the institutions'
official 1998 cohort default rate.


CORECOMM LIMITED: Delays 10-K Filing as Lender Talks Proceed
------------------------------------------------------------
CoreComm Limited (NASDAQ: COMM) has filed the appropriate form
with the Securities and Exchange Commission delaying the filing
of its Form 10-K for the year ended December 31, 2000. It
anticipates that it will file such report by April 12, 2001.

CoreComm is in the process of significant discussions with
certain existing lenders as well as prospective financing
sources with a goal of finalizing the terms of certain possible
financings that would provide for ongoing liquidity. No
assurance can be given that such new financings will be achieved
or the terms thereof.

CoreComm believes that the above transactions, if completed,
would materially impact its financial statements and disclosure
(including the report of its independent accountants, its
disclosure as to its financial condition, as well as the
liquidity and capital resources).

CoreComm stated that it is delaying payment of interest for the
period ended April 1, 2001 on its 6% Convertible Subordinated
Notes due 2006 and for the period ended March 31, 2001 on its
Senior Unsecured Notes due 2003 pending the outcome of the
discussions described above. Provisions of the indenture
governing the 6% Convertible Notes and Senior Unsecured Notes
provide for a 30 day grace period and a five day grace period,
respectively, before failure to pay interest causes an event of
default to have occurred. CoreComm also stated that its Board of
Directors had not declared dividends for the dividend period
ended March 30, 2001 for its 8.5% Senior Convertible Preferred
Stock, Series A and Series A-1 and Series B Senior Convertible
Exchangeable Preferred Stock due to lack of determination of
sufficient surplus under applicable state corporate law.


E.SPIRE: Requests Voluntary Delisting From the Nasdaq Market
------------------------------------------------------------
e.spire Communications, Inc. has requested a voluntary delisting
of its common stock (ESPI) from the Nasdaq National Market.

As a result of the voluntary delisting, the Company expects that
its common stock will be eligible for quotation on the OTC
Bulletin Board(R) (OTCBB) within seven days. The OTCBB is a
regulated quotation service that displays real-time quotes,
last-sale prices, and volume information in over-the-counter
(OTC) equity securities.

e.spire has taken this action in response to the trading halt of
its common stock initiated by Nasdaq on March 22, 2001. Trading
was suspended after e.spire announced it had filed a voluntary
petition for Chapter 11 bankruptcy protection.

e.spire Communications, Inc. is a leading integrated
communications provider, offering traditional local and long
distance, dedicated Internet access, and advanced data
solutions, including ATM and frame relay. e.spire also provides
Web hosting, dedicated server, and colocation services through
its Internet subsidiary, CyberGate, Inc., and its subsidiary
ValueWeb.

e.spire's subsidiary, ACSI Network Technologies, Inc., provides
third parties, including other communications concerns,
municipalities, and corporations, with turnkey fiber-optic
design, construction, and project management expertise. More
information about e.spire is available at e.spire's Web site,
www.espire.net.


eLOT INC.: Intensifies Cost Reduction Efforts
---------------------------------------------
eLOT, Inc. (NASDAQ:ELOT), a provider of web-based retailing and
Internet marketing services to governmental lotteries announced
additional expenditure cuts, designed to realign the Company's
costs with its expected achievable revenues.

eLOT has taken several steps to reduce the cash burn rate
including a further reduction in headcount in addition to the
cuts announced in December. The Company also implemented a
salary deferral program for all remaining employees. Under the
program, Edwin McGuinn, President and CEO, has deferred
approximately 40% of his salary.

Since December 31, 2000, eLOT has reduced its operating cash
burn rate by approximately $300,000 per month. The Company is on
target to reduce the monthly burn rate by an additional $150,000
by the end of the second quarter.

Edwin McGuinn commented, "We are taking the necessary steps to
put the Company on a more solid financial footing and continue
to explore several strategic alternatives for financing
activities and operations going forward. We are also pursuing
similar transactions to our recently announced Network60
acquisition that will contribute to a further reduction in the
burn rate and accelerate reaching cash breakeven."

eLOT also announced that it received a Nasdaq staff
determination on March 27, 2001 indicating that the Company has
failed to comply with the $1.00 minimum bid price requirement
for continued listing set forth in Marketplace Rule 4450(a)(5),
and that its Common Stock is therefore subject to delisting from
the Nasdaq National Market. The Company has requested a hearing
before a Nasdaq Listing Qualifications Panel to review the staff
determination. A hearing date has not been set yet. Pending
completion of the appeal process, eLOT will continue to be
listed on the Nasdaq National Market. Over the past few years
eLOT has benefited from the support of a group of more than 20
market makers. In the event the appeal process is unsuccessful
the Company expects to maintain liquidity in light of its
history of strong volume and a broad shareholder base.

                    About eLOT, Inc.

eLOT, Inc. is committed to leading the governmental lottery
industry into the e-commerce market. The Company's subsidiary,
eLottery, Inc., is a leading web-based retailer of governmental
lottery tickets and has developed, installed and operated
systems that have processed e-commerce lottery ticket sales and
transactions. It has operated Internet, Intranet, telephone,
communications, accounting, banking, database and other
applications and services that can facilitate the electronic
sale of new and existing lottery products worldwide. eLottery is
also an application service provider of Internet marketing and
advertising technology for lotteries. The Company's IMARCS
(Internet Marketing Analysis Research and Communications System)
database marketing solution enables government lotteries to
attract, register and communicate with lottery players through
advanced Internet technology.


FINOVA GROUP: Posts $939.8 Million Net Loss for 2000
----------------------------------------------------
The FINOVA Group Inc. (NYSE: FNV) announced a net loss of $939.8
million or $15.41 per diluted share for the year ended Dec. 31,
2000, compared to net income of $215.2 million or $3.41 per
diluted share in 1999. The results included a net loss from
continuing operations of $546.7 million or $8.96 per diluted
share in 2000 compared to net income of $218.2 million or $3.45
per diluted share in 1999, and a net loss from discontinued
operations in 2000 of $393.1 million or $6.45 per diluted share
compared to a net loss of $3.0 million or $0.04 per diluted
share in 1999.

For the quarter ended Dec. 31, 2000, the Company announced a net
loss of $719.1 million or $11.78 per diluted share compared to
net income of $56.6 million or $0.89 per diluted share in the
fourth quarter of 1999. The net loss for the fourth quarter of
2000 from continuing operations was $579.0 million or $9.49 per
diluted share compared to net income of $58.7 million or $0.92
per diluted share in the fourth quarter of 1999, and the net
loss from discontinued operations for the fourth quarter of 2000
was $140.1 million or $2.29 per diluted share compared to a net
loss of $2.1 million or $0.03 per diluted share in the fourth
quarter of 1999.

In 2000, FINOVA experienced significant deterioration in the
credit quality of its portfolio caused in part by a softening
U.S. economy and certain industry specific economic weaknesses
affecting many of its customers in those industries.

Additionally, with the loss of its investment grade credit
ratings and limited access to capital, FINOVA Capital's cost of
funds increased significantly during the course of the year. The
impact of these events and current economic conditions resulted
in increased levels of problem accounts and higher cost of funds
(resulting in lower interest margins), higher reserve
requirements, higher write-offs, losses on investments and
disposal of assets, impairment of intangible assets, reduced tax
benefits, and the decision to exit certain businesses.

                    Other Matters

On Feb. 26, 2001 FINOVA entered into a commitment with Berkshire
Hathaway Inc., Leucadia National Corporation and Berkadia, LLC,
an entity jointly owned by Berkshire Hathaway and Leucadia,
pursuant to which Berkadia would lend $6 billion on a senior
secured basis to FINOVA Capital, FINOVA's principal operating
subsidiary, to facilitate a Chapter 11 restructuring of its
outstanding debt. On Mar. 7, 2001, FINOVA and eight of its
subsidiaries filed for protection under Chapter 11 of the United
States Bankruptcy Code. On the first day of these proceedings,
the bankruptcy court granted various orders authorizing FINOVA
to continue operating in the ordinary course of business,
including funding commitments to its customers. As of the filing
date, FINOVA had over $1 billion of cash on hand.

Due to delays caused by the bankruptcy process and other events,
FINOVA has filed for an automatic 15-day extension to file its
annual report on Form 10-K with the Securities and Exchange
Commission. FINOVA expects to file the 10-K on or before Apr.
16, 2001.

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 offices throughout the U.S. and
in London, U.K. and Toronto, Canada. For more information, visit
the company's website at www.finova.com.


FINOVA GROUP: Moves To Enjoin Utilities From Altering Service
-------------------------------------------------------------
In connection with the operation of business and management of
properties, The FINOVA Group, Inc. obtains electricity, natural
gas, water, telephone services, garbage collection and other
services. Such utility services are essential to the operation
of FINOVA and must continue uninterrupted during the Chapter 11
proceedings, the Debtors told the Court.

FINOVA sought an order prohibiting its 358 utility providers
from altering or discontinuing service solely on account of
prepetition invoices and finding that the utilities have
"adequate assurance of payment," within the meaning of section
366.

The administrative priority accorded to post-petition creditors
pursuant to 11 U.S.C. Sec. 503 constitutes adequate assurance of
future payment within the meaning of 11 U.S.C. Sec. 366, FINOVA
argued to the Court. Providing scores of utility service
providers with cash deposits, bonds or letters of credit would
be an improvident use of the cash and unnecessarily impair the
Debtors' liquidity. FINOVA has over $1 billion cash on hand,
providing ample liquidity for any utility payment.

In the event a Utility Company believes the administrative
priority and availability under the DIP Facility does not
provide adequate assurance of future payment as described in 11
U.S.C. Sec. 366, Judge Wizmur ruled, the Utility Company may
bring a motion before Judge Walsh seeking a separate
determination of what constitutes "adequate assurance." (Finova
Bankruptcy News, Issue No. 3; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


GENESIS HEALTH: Ticker Symbol Is Now GHVIQ
------------------------------------------
Genesis Health Ventures, Inc. announced that its NASDAQ stock
symbol has changed to GHVIQ. In January, the symbol had
temporarily changed to GHVIE when the company informed the SEC
it would file Form 10-K late.

NASDAQ cautioned that Genesis stockholders may have trouble
accessing quotes under the new symbol until Internet search
engines update their ticker symbol links but could get quotes at
NASDAQ.com.

Genesis Health Ventures provides eldercare in the eastern US
through a network of Genesis ElderCare skilled nursing and
assisted living centers plus long term care support services
nationwide including pharmacy, medical equipment and supplies,
rehabilitation, group purchasing, consulting and facility
management.

Contact: Genesis Health Ventures, Inc. Lisa Salamon, 610/444-
8433 (Genesis/Multicare Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


HARNISCHFEGER: Asks For Authority to Assign HIL Receivables
-----------------------------------------------------------
Beloit Corporation, Harnischfeger Industries, Inc. and Joy
Technologies Inc. asked the Court to authorize:

      (A) Beloit to assign to HII the receivables owed by
Harnischfeger Industries Limited (HIL);

      (B) HII to credit its grid note payable to Beloit;

      (C) HII to assign the HIL Receivable to Joy; and

      (D) Joy to credit its grid note to HII.

Beloit was assigned the rights, title and interest in the HIL
Receivable from GmbH Winder Product Center (Beloit Germany)
under the Court-approved Agreement for the Sale and Transfer of
Shares dated June 7, 2000, made between BWRC, Inc. as Seller and
MST Beteiligungs GmbH, as Buyer. As of March 20, 2001, the
aggregate principal amount will be DM 3,602,000 and the accrued
interest will be DM 424,236. No principal of the HIL Receivable
has been paid since June 7, 2000. The HIL Receivable is not an
intercompany claim that is affected by the Committee Settlement
Agreement.

If the motion is approved, Beloit will assign its right, title
and interest in the HIL Receivable to Hil. In exchange HII will
increase the Beloit grid note by DM 4,026,235.68, which is
approximately $1,900,000.00 in U.S. dollars depending on the
prevailing spot exchange rate on the date of the execution of
the assignment. Second, HII will assign to Joy its right, title
and interest in the HIL Receivable to Joy. In exchange, the Joy
grid note will be decreased by DM 4,026,235.68.

The Debtors noted that the transfer of the HIL Receivable
simplifies the intercompany relationship because HIL, which is a
non-debtor affiliate of Joy, will owe the money to Joy, not
Beloit. Under the plan, Joy is one of the Reorganizing Debtors
that will emerge as operating companies with continuing
operations, whereas Beloit is a Liquidating Debtor, the assets
of which will be placed into a Liquidating Trust administered by
a Plan Administrator not related to the Reorganizing Debtors. If
this Motion is not granted, then the Plan Administrator would
monetize the HIL Receivable. The transfer as proposed in the
motion allows Beloit to monetize the HIL Receivable through the
increase of the Beloit grid note.

Therefore, the Debtors have determined that a valid business
purpose exists to transfer the HIL Receivable and credit the
grid notes, as proposed in the motion. Moreover, the
transactions do not affect the total value of the assets of the
Debtors, and are in the best interests of the Debtors' estates.
(Harnischfeger Bankruptcy News, Issue No. 39; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


HOLLYWOOD ENTERTAINMENT: Subordinated Notes Rating Drops to Caa3
----------------------------------------------------------------
Approximately $250 million of debt securities of Hollywood
Entertainment Inc. were affected when Moody's Investors Service
lowered its ratings on several company notes.

Affected by the downgrade were Hollywood's subordinated notes
due 2004, which dropped to Caa3 from Caa2; its senior implied
rating to B3 from B2, and its senior unsecured issuer rating to
Caa1 from B3.

The rating agency said all notes are placed under review for
possible further downgrade, pending amendment of terms under the
company's bank credit facility.

According to Moody's, the downgrades reflect a reduction in
expected cash flow available to pay down debt during 2001 as a
result of one-time cash outflows, as well as a somewhat higher
level of business risk in the coming year.

Cash outflows refer to the store closing and severance charges
reserved as a result of a recent operational review;
normalization of payments to vendors which were extended in
order to meet high debt amortization payments; and the potential
for purchasing a larger than usual amount of game product during
the second half of the year as a result of a high number of new
hardware introductions.

The ratings also took into account the volatility in the video
rental segment due to variability in release of new product, and
the risks of participating in a highly competitive environment.
Earlier, the company had announced a loss of $455 million in the
fourth quarter of 2000, due largely to $562 million in
writedowns and reserves taken during the quarter.

While Moody's believes that Hollywood will continue to generate
positive cash flow after financing normal operations, it does
not believe that the company can meet the current amortization
schedule.

Hollywood Entertainment, Inc., headquartered in Wilsonville,
Oregon, operates over 1,800 video rental stores under the name
Hollywood Video.


IBP INC.: Failed Tyson Acquisition Prompts Moody's Downgrade
------------------------------------------------------------
The world's largest fresh beef and pork producer took a beating
Monday when it saw its Baa2 long term and Prime-2 short term
ratings placed under review by Moody's for possible downgrade.
The move came after a recent announcement that Tyson Foods had
cancelled the proposed acquisition of the company.

According to Moody's, its review will focus on IBP's business
and financial strategy going forward, now that the planned
leveraged management buyout got aborted.

Moody's will also look into IBP's financial flexibility and the
strength of its debt protection measures as its operating
margins deteriorate in the face of a cyclical downturn in beef
markets.

In addition, the review will evaluate the impact that litigation
commenced against IBP by both shareholder groups, as well as
Tyson, might have upon its financial performance.

Ratings placed under review for possible downgrade are as
follows:

      -- Senior unsecured at Baa2
      -- Senior unsecured MTN at Baa2
      -- Commercial Paper at Prime-2
      -- IBP Finance Company of Canada
      -- Senior unsecured of Baa2 based upon full guarantee of
         IBP, Inc.

IBP, Inc. based in Dakota Dunes, South Dakota, is the world's
largest producer of fresh beef and pork, and a diversified
producer of processed food products.


INTEGRATED HEALTH: Proposes Automobile Claim Settlement Protocol
----------------------------------------------------------------
The Integrated Health Services, Inc. Debtors cannot presently
determine the exact number of Auto Claims arising prior to the
Filing Date. They are currently aware of at least 149 Auto
Claims, and they estimate that there may be in excess of 160
such claims. Since the Filing Date, the Debtors have received
and responded to several motions and requests for relief from
the automatic stay relating to Auto Claims. If the other
prospective claimants also file motions and no special relief
related to the matter is granted, the Debtors anticipate
responding to between 100 and 200 individual lift stay motions.

The Debtors believe that they will be able to significantly
reduce the amount of time and money spent on future motions if
the lift/stay process is stream-lined in their Chapter 11 cases,
and if they are authorized, under Federal Rule Bankruptcy
Procedure 9019(b), to settle Auto Claims, without further
hearing or notice. Specifically, by this motion, the Debtors
sought the Court's order, pursuant to Sections 105, 362, 1107
and 1108 of the Bankruptcy Code, and Rules 4001 and 9019(b) of
the Bankruptcy Rules:

      (a) modifying the automatic stay to authorize the
liquidation of Auto Claims;

      (b) authorizing the Debtors to settle Auto Claims without
further order of the Court; and

      (c) authorizing the use of insurance proceeds to pay Auto
Claims.

The number of claims in the years 1995 through 2000 are:

           Year           No. of Claims
           ----           -------------
           1995               1
           1996               0
           1997               8
           1998              20
           1999             105
           2000              15

        (A) For Auto Claims arising in 1997, 1998 or 1999

The Debtors believe they have ample insurance coverage.
Accordingly, they have generally responded to lift/stay motions
relating to that period by consenting to the modification of the
automatic stay to permit such claims to be liquidated and
satisfied from the proceeds of their insurance policies.

These Auto Claims are covered by insurance policies with
Reliance National Indemnity Co. The Reliance Policies provide
coverage of up to $1,000,000 per occurrence. They also require
the Debtors to pay a $250,000 deductible per claim. If the
Debtors are unable to satisfy any portion of such deductible,
however, the Reliance Policies require Reliance to make such
payment.

With respect to Auto Claims arising in 1998 and 1999, the
relevant Reliance Policies provide coverage to certain non-
debtor insureds. Specifically, there are approximately 43
facilities in the United States which are operated by Lyric
Health Care, LLC or one of its subsidiaries and managed by IHS.
Just as each of the Debtors is listed as an additional insured
under the Reliance Policies, so too are all of the Lyric
Entities.

Although actions against the Lyric Entities were not initially
stayed as a result of the Debtors' Chapter 11 filings, Reliance
has taken the position that the proceeds of the Reliance
Policies are property of the estate and, therefore, may not be
paid without an order of the Bankruptcy Court lifting the
automatic stay. As a result, Reliance has ceased paying all
defense costs to Lyric's defense attorneys and liability and/or
settlement payments to parties who have claims against Lyric.

The Debtors agreed with Reliance that the Reliance Policies and
their proceeds are property of the estate, pursuant to Section
541(a) of the Code, and that actions against such proceeds are
stayed pursuant to Section 362(a)(3) of the Code. The Debtors
also believe, however, that each of the Auto Claims for which
coverage is available under the Reliance Policies (whether such
claim is against a Debtor or non-Debtor insured) must be
liquidated and that there is more than enough insurance coverage
to satisfy all open Auto Claims.

Accordingly, the Debtors requested that the automatic stay be
modified to permit the use of insurance proceeds for defense
costs and other costs of liquidating all claims covered by the
Reliance Policies, whether the claim relates to either the
Debtors or Lyric, and to pay any and all liability arising from
the litigation or settlement of such claims.

                (B) Year 2000 Auto Claims

Similar to the auto policies for 1995 and 1996, the Debtors'
2000 policy is a guaranteed cost policy with AJG. The policies
are very similar except that, unlike the 1995 and 1996 policies,
the 2000 policy only covers bodily injury and not physical
damage. The Debtors believe they have more than enough coverage
to satisfy all Auto Claims arising in the year 2000.
Accordingly, the Debtors request that the automatic stay be
modified to allow for the liquidation and satisfaction of such
claims, through litigation or settlement, to the extent that
such claims arose prior to the Filing Date.

Hearing will be conducted only if objections are filed by March
15, 2001. Mr. Robert S. Brady, attorney at Young Conaway
Stargatt & Taylor, LLP, the Debtors' Local Counsel, has filed a
Certification of No Objection to the Motion. (Integrated Health
Bankruptcy News, Issue No. 15; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


INTERNET GLOBAL: Files Chapter 7 Petition in N.D. Texas
-------------------------------------------------------
Novo Networks, Inc. (Nasdaq: NVNW), a network and communications
services company, announced that one of its wholly-owned
subsidiaries, Internet Global Services Inc. (iGlobal), has filed
a voluntary petition for bankruptcy under Chapter 7 of the
United States Bankruptcy Code in the United States Bankruptcy
Court for the Northern District of Texas located in Dallas.

iGlobal has contributed approximately 2% to Novo Networks'
overall revenue in the current fiscal year-to-date. The Company
anticipates taking a one-time charge of approximately $70 - $80
million related to this action in its fiscal 2001 third quarter
ended March 31, 2001, the majority of which relates to non-cash
goodwill recorded in connection with the initial acquisition of
iGlobal.

        About Novo Networks (http://www.novonetworks.net/)

Novo Networks provides carrier class voice and data transmission
services over its facilities based network presently reaching 9
domestic and 6 international cities in North America, Europe,
the Middle East and Mexico. Novo Networks also has significant
equity stakes in emerging communications companies including
PhoneFree.com, ORB, Inc. and Lineabox, among others.


LIGHTNING ROD: Needs To Raise More Funds To Continue Operations
---------------------------------------------------------------
Lightning Rod Software, Inc. (Nasdaq:LROD), a developer of real-
time customer interaction solutions for e-businesses reported
its fourth quarter results for fiscal 2000.

Revenues for the fourth quarter ended December 31, 2000, were
$51,000, a 78% decrease compared to revenues of $236,000 in the
fourth quarter of 1999. Net loss in the fourth quarter was
$2,066,000, a 31% increase over the net loss of $1,575,000 in
the fourth quarter of 1999. For the full fiscal year, revenues
were $690,000, a decrease of 67% compared to $2,095,000 for the
prior fiscal year. Net loss for the fiscal year was $7,564,000,
an increase of 58% from the net loss of $4,780,000 in the prior
year. Loss per share for the fiscal year ended December 31, 2000
was $3.20, compared to a loss per share of $9.64 for the prior
fiscal year.

"Given the state of the economy and given our own announcements
in the fourth quarter regarding our strategic alternatives
initiative and our staff reductions, it was virtually impossible
to generate any significant revenues in the fourth quarter,"
stated Willem Ellis, Chief Executive Officer. "Notwithstanding
this extremely difficult environment, which we expect to
continue in the foreseeable future, we were able to enter into a
recently announced licensing and consulting arrangement with
Dialogic Corporation, an Intel Company. While both the near and
long term potentials of this transaction are uncertain at this
time, we believe that the opportunity, given time, could be
quite significant. However, in the meantime we continue to face
substantial challenges as we attempt to address our near term
liquidity issues."

At December 31, 2000, the Company had cash reserves totaling
$2,414,000 and secured debt obligations of $1,350,000 maturing
June 1, 2001. The Company has been unable to restructure this
debt obligation. Moreover, to avoid a potential dispute with its
secured lenders, the Company has agreed to accelerate the
payment of the secured debt by making $450,000 principal
payments on April 1 and May 1 and then paying the balance on
June 1 as currently scheduled. The Company also agreed to
certain accelerated remedy rights in the event of a default on
any of these payments.

The Company's most significant current source of cash is a
$100,000 per month payment from Dialogic Corporation for
consulting services, which services could be cancelled at any
time on 30 days notice. The Company's near term cash position
could be significantly enhanced if Dialogic exercises its option
on or before August 1, 2001 to convert its existing license to a
fully paid up license by paying an additional $2,000,000 license
fee. There is no assurance that Dialogic will continue the
consulting services contract or exercise the option. Unless the
Company can generate significant additional revenues and/or
raise additional capital and/or otherwise restructure its
business more substantially, it may not have sufficient
resources to maintain active business operations through August
1, 2001. Furthermore, its ability to maintain active business
operations beyond August 1 will depend to a significant degree
on whether or not Dialogic exercises the option for a fully paid
up license on or before that date.

"We are faced with a significant challenge, but we also have a
significant opportunity with Dialogic," concluded Ellis.
"Successfully exploiting this and other potential opportunities
over the next few months will be critical for our business."

                About Lightning Rod Software

Lightning Rod Software (www.lightrodsoft.com), based in
Minneapolis, Minnesota, is a developer of multi-channel, real-
time customer sales and loyalty solutions for e-businesses such
as e-tail site www.estyle.com and online trading site
www.stockwalk.com. In addition to these markets, the company
provides customer interaction and online loyalty solutions for
online financial services, e-service bureaus, online
entertainment and other industries. Its customers also include
Invacare Supply Group, Gage Marketing Group, and State Capital
Credit Union. Lightning Rod is a Microsoft Certified Solutions
Provider (MSFT) (www.microsoft.com), Dialogic Strategic Partner
(www.intel.com), and member of the CT Media Value Network.


LIVENT INC.: Plan Confirmation Hearing Kicked-Out to July 24
------------------------------------------------------------
The U.S. Bankruptcy Court continued until July 24th a hearing to
consider confirming Livent, Inc.'s Third Amended Joint Plan of
Reorganization of Reorganization. All objections must be filed
with the Court on or before July 17th. On March 21, 2001, the
Internal Revenue Service filed an objection with the U.S.
Bankruptcy Court to confirmation of the Third Amended Joint Plan
of Reorganization. The Company has been operating under Chapter
11 protection since November 18, 1998. (New Generation Research,
April 2, 2001)


LOEWEN: Wants To Reject Real Property Lease With Jack Williams
--------------------------------------------------------------
Debtor Carothers Holding Company and certain other of The Loewen
Group, Inc. Debtors previously requested authority, in
connection with their ongoing asset disposition program, to sell
the assets relating to 32 funeral home and cemetery locations in
North Carolina to Citadel Management, L.L.C., to assume and
assign certain agreements related to the proposed sale and to
reject an unexpired nonresidential real property lease with Jack
Williams related to real property and improvements located at
3700 Forest Lawn Drive, Matthews, North Carolina.

Jack W. Williams and Joyce W. Williams filed a limited objection
to the Sale Motion requesting that the Court deny the Debtors'
request for authority to reject the Lease in connection with the
proposed sale.

By agreement of the parties, the Debtors withdrew their request
in the Sale Motion to reject the Lease with the understanding
that the Debtors reserved the right to bring a separate motion
to reject the Lease at a later date. The Sale Transaction was
then approved by the Court.

In this motion, the Debtors asked that the Court authorize the
rejection of the lease, effective as of the date of the Motion,
pursuant to section 365 of the Bankruptcy Code.

                    The Debtors' Representation

The Debtors told the Court that Carothers, as successor tenant,
and Williams, as landlord, are parties to the Lease, dated as of
July 31, 1992. The Lease was entered into in connection with the
Debtors' purchase of the Williams-Dearborn Funeral Home
business, which as of the Execution Date was being operated on
the Lease Property. The current monthly rent under the Lease is
$3,165.38, and the monthly rent is due to increase substantially
in June 2002. The initial term of the Lease expires on July 30,
2007.

Pursuant to the terms of the Lease, the Debtors will have the
option to purchase the Lease Property during a period of six
months after the ten-year anniversary of the Lease. The Sale
Option provides the Debtors with the option to purchase the
Lease Property for a minimum price of $1 million. In the event
that the value of the Lease Property exceeds $1.25 million, the
Sale Option price will be $1.25 million plus one-half of the
excess over $1.25 million. Williams, on the other hand, would
have the option to "put" the Lease Property to the Debtors at a
price of $1 million on the Lease Termination Date.

Subsequent to the Execution Date, LGII consolidated its funeral
home operations in the region. In connection with this
consolidation, the Debtors ceased funeral home operations at the
Lease Property. The Lease Property has since been used to store
certain personal property and inventory owned and used by
Carothers and other Debtors in connection with their respective
funeral home operations, the Debtors relate. Much of this
property and inventory has been sold to the Purchaser as part of
the pending sale transaction.

Making a review on the situation, the Debtors note that entered
into the Lease in anticipation that the Lease Property would be
used to operate the Williams-Dearborn Funeral Home business but
with the consolidation of their operations in the applicable
region, the Lease Property has since been used primarily as a
storage facility for the Debtors' funeral home operations in
North Carolina, and with the pending sale transaction, they no
longer need to use the Lease Property for even this limited
purpose.

In light of this, the Debtors believe that the burden of
performing under the Lease will far exceed the benefit to their
respective estates and creditors. In the exercise of their
business judgment, the Debtors have determined that the
rejection of the Lease is in the best interests of their
respective estates and creditors. In response to Williams'
assertion that the Debtors' obligations under the Lease are
secured by certain collateral pursuant to a Deed of Trust,
Assignment of Rents and Leases and Security Agreement, dated
July 31, 1992, the Debtors said that although they have not
completed their review of the Deed of Trust, they believe that,
if Williams' claims for rejection damages in the event of
rejection are validly secured, those claims will be subject to
the rejection damages cap under section 502(b)(6) of the
Bankruptcy Code.

                    Williams' Limited Objection

In the limited objection to the motion for sale transaction,
Williams told the Court that the lease that the Debtors sought
to reject is unrelated to the assets to be sold and the
"Williams Dearborn Funeral Service" in fact has no existence
beyond the lease between LGI and Mr. Williams. Williams alleged
that the Debtors' sole basis for including the "Williams
Dearborn Funeral Service" in the proposed sale appears to be an
attempt to have the Court approve the rejection of the lease.
This, Williams accused, is not a proper purpose of Section 363
of the Bankruptcy Code or of the Asset Disposition Order issued
by the Court authorizing the Debtors to sell assets on an
expedited basis.

In 1992, the Williams and their daughter entered into a series
of transactions and agreements to sell funeral home businesses
to LGI through, among other things, the sale to LGI of common
stock of the funeral home businesses (collectively the LGI
Acquisition), as evidenced by the More Formal Share Purchase
Agreement.

In connection with the LGI Acquisition, Mr. Williams leased the
Williams Dearborn Funeral Home to LGI under the terms of a Lease
Agreement (Triple Net), dated July 31, 1992 by and between Mr.
Williams (as lessor) and LGI (as lessee).

Under the Share Purchase Agreement, LGI indirectly acquired the
goodwill and trade name of, and personal property located at the
Williams Dearborn Funeral Home.

As partial security for payment obligations under the LGI
Acquisition, including rental payments owed under the Lease
Agreement, predecessors-in- interest to Carothers Holding
Company (CHC), the Forest Lawn Company and Colonial Chapels,
Inc. executed and delivered to the Williams and their daughter a
Deed of Trust, Assignment of Rents and Leases and Security
Agreement, dated as of July 31, 1992, whereby the Williams
retained a security interest in a funeral home sold as part of
the LGI Acquisition (the McEwen Funeral Home). McEwen Funeral
Home is not part of the proposed sale.

The Williams entered into the LG1 Acquisition on the
understanding and belief that they would be able to exercise
creditor's remedies with respect to the Williams Dearborn
Funeral Home and the second funeral home upon any default by LGI
or its subsidiaries under the LGI Acquisition agreements,
Williams tells the Court.

According to Williams, the Debtors failed to pay Mr. Williams
the rent due for the Williams Dearborn Funeral Home under the
Lease Agreement from August, 2000 until December, 2000, after an
officer of LGI contacted Mrs. Williams and informed her that no
rent had been paid because LGI had "improperly" made annual
cost-of-living adjustments to the rent paid under the Lease
Agreement.

Williams objected to the rejection of the lease for four major
reasons.

First, no asset relating to the lease agreement will be sold.
Williams points out because the proposed buyer is acquiring no
real property or liability arising from or relating to the Lease
Agreement. The Debtors do not seek to sell all of CHC's assets,
and in fact, the Debtors cannot sell the Williams Dearborn
Funeral Home as there is no "location" known as Williams
Dearborn Funeral Service, Williams contends. The Williams
Dearborn Funeral Home, as a physical location, is owned by Mr.
Williams and leased to LGI under the Lease Agreement. "Williams
Dearborn Funeral Service" has no real property assets apart from
the premises leased to LGI.

Williams believes there are also no personal property assets of
the "Williams Dearborn Funeral Service." The Debtors do not use
the Williams Dearborn Funeral Home name, Williams says, and have
destroyed any goodwill associated with, and eliminated the value
of the trade name of, the Williams Dearborn Funeral Service.
Williams alleged that the Debtors have destroyed any "going
concern" value for Williams Dearborn. Williams believes that the
Debtors have attempted to direct business away from the Williams
Dearborn Funeral Home to another funeral home. Moreover, any
other personal property formerly associated with the Williams
Dearborn Funeral Home has lost any individual identity due to
commingling with the Debtors' other business and assets for the
last eight years.

Even if it could be established that there is any personal
property that would be sold under the proposed sale of the
"Williams Dearborn Funeral Service," Williams argues, such sale
does not require rejection of the Lease Agreement.

Second, Williams believes there is no good faith business reason
for the rejection. Instead, it appears that the Debtors are
attempting to use the expedited sales process to reject the
Lease Agreement because it has become the subject of dispute,
Williams alleged.

Third, rejection would be inequitable, Williams asserted,
because: "(i) the termination of the lease would sever the
relationship under the LGI Acquisition between the obligations
owed, and the security interests granted, to the Williams; and
(ii) Mr. Williams would be forced to take actions with respect
to the Williams Dearborn Funeral Home property that could be
inconsistent with his obligations under the Non Competition
Agreement, dated as of July 31, 1992, by and between LGI and
Jack W. Williams." The Debtors could then use "breach" as a
basis for contesting any continuing liability to Mr. Williams
under the Non Competition Agreement.

Williams asserted that it would be inequitable to allow
rejection of the Lease Agreement without consideration of
whether the Williams are entitled to relief from the automatic
stay to exercise their non-bankruptcy remedies against the
McEwen Funeral Home, which is pledged to the Williams as
collateral security for obligations, including the payment of
rent under the Lease Agreement owed. The Williams Dearborn
facility, unlike the McEwen Funeral Home, has no embalming
capacity, and thus has only limited usefulness as a funeral
home, Williams noted.

Fourth, the Debtors have not identified which assets allegedly
constituting the "Williams Dearborn Funeral Service" are being
sold or how much of the purchase price will be allocated to such
assets.

In response to the Debtors' motion solely for the rejection of
the lease, Jack Williams asserted that the Court should deny the
Debtors' motion because the lease is part of a single,
integrated transaction whereby the Debtors acquired
substantially all of the funeral home business of Jack Williams
and his wife, and substantial obligations still remain due and
owing to Mr. and Mrs. Williams from the Debtors.

Mr. Williams submitted that consideration of the Debtors' motion
is proper only in connection with a consideration of whether Mr.
Williams and his wife are entitled to relief from the automatic
stay. (Loewen Bankruptcy News, Issue No. 36; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


MARTIN INDUSTRIES: Reports Results of Fourth Quarter and FY 2000
----------------------------------------------------------------
Martin Industries, Inc. (NASDAQ/NM:MTIN) announced financial
results for the fourth quarter and full year 2000. The Company
reported a net loss of $14.2 million, or $1.81 per share, for
the fourth quarter ended December 31, 2000. This loss includes
an impairment charge of $1.4 million, which was primarily the
revaluation of goodwill associated with its Canadian subsidiary,
and a provision for income taxes of $5.8 million, which was the
result of fully-reserving its net deferred tax assets. The
reserve will not restrict the Company from utilizing the net
operating losses (the primary component of its net deferred tax
assets) to offset taxes on future earnings. The results compare
with a net loss in the fourth quarter of 1999 of $2.7 million,
or $.37 per share.

Jack Duncan, President and CEO, commented, "We have faced
daunting challenges and have experienced expected but still very
disappointing financial results in 2000. Since I assumed the
role of President and CEO of Martin last May, we have focused
our efforts on correcting the operational issues in the
organization and dramatically reducing costs. The cost structure
improvements we have made were masked in the fourth quarter by
the drastic shortfall in sales in the quarter and the charges
associated with accounting requirements stemming from our
losses. When you examine our results of the fourth quarter
closely you will see the improved performance of the Company,
such as an the improvement in gross margin for the quarter of 6%
on 43% less sales."

Net sales were $12.0 million for the fourth quarter of 2000
compared with $21.3 million in the same quarter of 1999, a 43%
decline. The reduction in net sales was due to a significant
decline in orders for home heating products resulting from
earlier manufacturing and distribution issues. Hearth product
sales were negatively impacted by lower housing starts and a
significant depression in the manufactured home industry.

Excluding one-time charges and adjustments, the pre-tax loss
increased only 12% on a 43% decline in revenues. The losses were
offset by significant reductions in fixed costs during the
latter half of 2000.

For the full year, Martin reported a net loss of $24.6 million,
or $3.19 per share, on net sales of $63.7 million. Net sales
declined 29% in 2000 from $89.2 million in 1999.

The decline in net sales was the result of the Company's
inability to produce and ship its hearth products in a timely
manner due, in part, to difficulties encountered in the
implementation of a new distribution system early in 2000
combined with a decrease in customer orders for heating
appliances and delays in shipping early season orders due
primarily to the discontinuation of an arrangement to outsource
production of the Company's infrared and blue-flame heaters. In
addition, the demand for the Company's hearth products declined
rapidly late in 2000 with decreases in new housing starts and
sales of manufactured homes compared with 1999. The decrease in
gross sales of leisure and other products was primarily the
result of a $2.0 million decrease in NuWay utility trailer
sales. The loss of a significant NuWay customer in late 1999 and
the decrease in volume from another customer negatively impacted
trailer sales. Also, the planned introduction of the redesigned
trailer late in the first quarter of 2000, which resulted in the
loss of some early season orders, negatively impacted trailer
sales. Sales of Broilmaster premium barbecue grills increased
$875,000, primarily due to enhancements to the 2000 product
offering and strong brand recognition, while sales of OEM
products and replacement parts decreased $895,000.

The current year operations were adversely impacted by the
reduction in sales and several one-time charges associated with
the consolidation of facilities, severance costs, revaluation of
long-lived assets and the provision for income taxes.

As a result of the $24.6 million net loss incurred during fiscal
2000, and the fact that there can be no assurance that a new
credit arrangement to replace the Company's existing facility
will be finalized or further extensions granted beyond May 15,
2001 (see discussion below), the Company's independent auditors
have included a going concern qualification in their report
delivered in connection with the Company's audited financial
statements.

The Company changed its method of accounting for inventories
from the last-in, first-out method to the first-in, first-out
method, whereby the $5.3 million LIFO reserve was retroactively
restated in the consolidated financial statements. The impact on
the Consolidated Statement of Operations was not material;
therefore, the net impact on retained earnings of $3.3 million
and deferred tax liabilities of $2.0 million was reflected for
the earliest period presented.

Jack Duncan, went on to comment, "We believe we have made
substantial improvement in operating efficiencies in the last
six months that have provided for improved control of
manufacturing costs. During 2000, Martin consolidated its
operations into a single US and a single Canadian facility and
reduced overall headcount by 330 people, or 37%, for an
annualized savings of approximately $10 million. As we look
forward, our primary challenge is revenue restoration. Many
customers remained loyal to Martin despite our shipping problems
in 2000. In addition, the improved reliability and quality with
which we are now delivering our products combined with the
excitement over our new lines have resulted in several new
accounts since the first of the year with excellent prospects
for the future. Sales in the first quarter of this year started
well, although March is proving to be below our expectations. In
talking with customers, we believe this is due to their delaying
order placement in an effort to keep inventory levels low given
the uncertain status of the economy. What is encouraging is that
when you annualize the fixed costs of the first two months of
the year, the reduction in costs compared with 2000 is close to
$16 million. At this rate, we could assume that we will break
even if we are able to maintain sales in 2001 at a level even
with 2000."

Martin previously announced on March 16, 2001, that Nasdaq had
notified it by a letter dated March 13, 2001, of Nasdaq's
determination that the Company's common stock would be delisted
from The Nasdaq National Market. The Company has requested a
hearing before a Nasdaq Listing Qualifications Panel to review
the Nasdaq staff's decision. The hearing is scheduled for April
26, 2001. The delisting is stayed pending the Panel's decision.
The staff's decision is based on the Company's common stock
failing to maintain a minimum market value of public float of at
least $5 million over 30 consecutive trading days as required by
Marketplace Rule 4450(a)(2) for continued listing. Over the past
several months, the Company's stock has not met this market
capitalization requirement, as well as Nasdaq's requirement that
the stock maintain a minimum bid price of $1.00 for 30
consecutive trading days. There can be no assurance the Panel
will grant the Company's request for continued listing.

If the Company's common stock is delisted from Nasdaq, it would
be eligible for trading on the Over-the-Counter Bulletin Board
(OTCBB), provided the Company remains current in its filings
with the Securities and Exchange Commission. In that event,
investors would be able to trade the stock and obtain market
information through the operations of the OTCBB, assuming that
current market makers in the Company's stock and other broker-
dealers continue to make a market in the stock.

Martin also discussed previously that it is in negotiations with
a prospective new lender for a new asset-based, secured line of
credit to replace its existing facility, including the Company's
$10 million credit line. The existing facility, originally due
on January 1st of this year, and term loan payments have been
extended through May 15, 2001, by the current bank lender in
order to give the Company time to finalize negotiations with the
proposed new lender. There can be no assurance, however, that
any new credit arrangement will be finalized or further
extensions granted beyond May 15, 2001.

Martin Industries designs, manufactures and sells high-end, pre-
engineered natural gas fireplaces, gas heaters and decorative
gas logs for commercial and residential new construction and
renovation markets. It also designs and manufactures premium gas
barbecue grills for residential and small commercial use, and
do-it-yourself utility trailer kits.


MORGAN GROUP: Payment Default Raises Going Concern Doubts
---------------------------------------------------------
The Morgan Group, Inc. (AMEX:MG) posted financial results for
the fourth quarter and full year ended December 31, 2000.

For the 2000 fourth quarter, operating revenues decreased to
$22.0 million from the $32.7 million reported for 1999's
comparable quarter. The decline was primarily attributable to
the recessive economic conditions being experienced by
manufactured housing, the major industry the Company services,
compounded by normal seasonal softness. The operating loss
before interest, taxes, depreciation and amortization (EBITDA
loss) was $1,181,000 for the 2000 final quarter versus an EBITDA
loss of $122,000 for the year-ago period. The fourth-quarter net
loss, including a non-cash charge of $3.2 million, was
$4,275,000, or $1.75 per share, versus the net loss of $302,000,
or $0.12 per share, for 1999's final three months.

Currently, the Company is seeking alternative financial
institutions to replace the credit facility that expired on
January 28, 2001. The Company has no debt but does have $6.6
million of standby letters of credit outstanding from the
expired facility. The Company is in the process of receiving
proposals from replacement financial institutions. Given that
the Company has not finalized these arrangements with a
financial institution, the Report of Independent Auditors
contains an explanatory paragraph indicating that the financial
statements for the year ended December 31, 2000 have been
prepared assuming that it will continue as a going-concern, but
that the default under the credit facility raises doubt about
its ability to do so. The Company is also engaged in discussions
to raise additional equity capital.

For the year, operating revenues declined 26 percent to $108.0
million from the $145.6 million reported for 1999, a result of
the manufactured housing industry conditions mentioned
previously and declines in activity in other vehicle markets the
Company serves. The 2000 EBITDA loss was $971,000, compared with
EBITDA of $1.8 million in 1999. The net loss for 2000 was $4.8
million, or $1.96 per share, compared with net income of
$19,000, or $0.01 per share in 1999. The loss includes non-cash
charges of $3.2 million relating to the valuation of deferred
tax assets. Because the Company has a cumulative loss in its
three most recent fiscal years and is in default on its credit
facility Management believes that with the technical provisions
of Statement of Financial Accounting Standard No. 109 it would
be inconsistent to rely on future taxable income to support
realization of the deferred tax assets.

Anthony T. Castor, III, President and Chief Executive Officer of
The Morgan Group, said: "While we are not pleased with these
results, we are continuing to make progress in significantly
reducing operating expenses to bring cost structure in line with
current demand. 2001 will reflect a full year benefit of these
initiatives.

"The manufactured housing industry is still plagued by inventory
levels that are higher than current demand justifies. While this
situation may persist into the foreseeable future, we have
identified initiatives within our control to mitigate the
impact, including aggressively booking incremental sales,
improving customer service, and enhancing our transportation
claim experience. Further, the cycle is not unlike previous ones
the Company has experienced in its more than sixty years of
successful operations. With a leaner cost structure in place, a
return to profitability should accompany improvement in the
manufactured housing markets."

The Morgan Group, Inc., through its subsidiaries Morgan Drive
Away, Inc., and TDI, Inc., ("Morgan Drive Away"), is the
nation's largest company managing the delivery of manufactured
homes, commercial vehicles and specialized equipment in the
United States. The Company has a national network of
approximately 1,023 independent owner-operators and 1,410 other
drivers dispatched from 74 offices in 28 states. The Company
also provides insurance and financial services through its
wholly owned subsidiaries, Interstate Indemnity and Morgan
Finance, Inc.


NEVADA BOB'S: Ozer Auctioning Brand Name on April 17 in Dallas
--------------------------------------------------------------
The Ozer Group will be conducting an auction on April 17 in
Dallas for the rights to the brand name and other intellectual
property of Nevada Bob's Golf Inc., including intellectual
property related to Nevada Bob's proprietary Alien Golf line of
products.

Late last year, Ozer was hired to act as Nevada Bob's
restructuring consultant and its agent to sell all or part of
the company in connection with Nevada Bob's Chapter 11 case.
Since that time, Ozer has successfully negotiated sales of 70 of
the original 82 company owned stores in the United States and
Canada.

"We will be utilizing Bankruptcy Court approved bidding
procedures to create a forum for attracting the highest and best
offers for the Nevada Bob's and Alien brand names and other
related intangible property. We are looking forward to a
competitive bidding process that will maximize the return on the
debtor's assets," said David Peress, Managing Director and
General Counsel of The Ozer Group.

Prior to their Chapter 11 filing last year, Nevada Bob's system
of company-owned and franchised golf specialty retail stores was
the largest in the world. The company is the franchiser with
respect to more than 150 franchise locations, operating in
countries around the world.

Based on research performed by independent consultants, the
Nevada Bob's brand continues to be the most recognized retail
name in the golf business today. In addition to its retail
operations, Nevada Bob's manufactured and distributed golf
products and accessories through its Alien Sport brand. The
original Alien Ultimate Wedge was one of the most successful
specialty clubs ever made and is one of the primary reasons the
Alien brand has remained strong in the golf industry for several
years.

Based in Needham, Mass., The Ozer Group is one of the country's
leading retail consulting, business evaluation and asset
disposition firms. Ozer is quick, flexible and creative in
offering solutions to retailers of all sizes throughout North
America and Europe. In addition to helping companies maximize
realization for their assets, Ozer manages human resources
issues, real estate relationships and other critical areas that
are affected when companies undergo change. Ozer's management
and partners are retailers who have managed thousands of stores
and billions of dollars in inventory. Ozer's partners are
directly involved in every project. To learn more about The Ozer
Group, visit www.ozergroup.com.


PATHNET: Files for Chapter 11 Protection in Wilmington
------------------------------------------------------
Pathnet Telecommunications, Inc., and its subsidiaries filed
voluntary petitions pursuant to Chapter 11 of the federal
bankruptcy law.

The filings were made with the U.S. Bankruptcy Court for the
District of Delaware. Pathnet is a wholesale, convergent
telecommunications provider combining competitive local access
service and long-haul transport in second- and third-tier
markets.

Pathnet will continue to provide service to its customers while
it evaluates its strategic options and pursues discussions with
potential purchasers of all or part of its ongoing business.
Pathnet is actively engaged in such discussions with a national
telecommunications company.

"The protection provided by Chapter 11 will conserve our cash
and ensure that all creditors are treated fairly and equally,"
said Richard Jalkut, Pathnet's president and chief executive
officer. "Our ability to meet our obligations to customers and
vendors is thereby enhanced.

"Our management team will continue to lead the business and we
will serve all of our customers without interruption," Jalkut
added. "Our immediate goal is to continue providing outstanding
service to our customers while we further develop a current
strategic opportunity."

Pathnet Telecommunications, Inc.'s wholly owned subsidiary,
Pathnet, Inc., anticipates that it will be unable to make the
April 16, 2001, semi-annual interest payment on its 12 1/4
percent Senior Notes. Pathnet is entering into discussions with
the holders of the notes.

"Filing for Chapter 11 will also provide us with the `breathing
room' to discuss our situation with the holders of our Senior
Notes," said Jim Craig, Pathnet's chief financial officer.
Pathnet also announced that it has retained the financial
restructuring firm of Policano & Manzo as its financial advisers
and the firm of Houlihan, Lokey, Howard and Zukin as its
investment bankers.

Pathnet is a wholesale telecommunications service provider that
delivers broadband access and transport solutions to underserved
markets nationwide over a wholly convergent network. Pathnet
provides service to classic telecommunications carriers, as well
as to emerging carriers such as Internet service providers and
competitive local exchange carriers, giving them the ability to
improve their profitability in today's environment via capital-
free, low-risk market expansion.

Pathnet currently has 7,700 route miles of completed network and
3,400 additional route miles of network under construction or
swap commitment. Additional information about Pathnet can be
found on the company's web site at: www.pathnet.net.


PATHNET: Case Summary And 3 Largest Unsecured Creditors
-------------------------------------------------------
Lead Debtor: Pathnet Telecommunications, Inc.
              11720 Sunrise Valley Drive
              Reston, Virginia 20191

Debtor affiliates filing separate Chapter 11 petitions:
              Pathnet, Inc
              Pathnet Operating, Inc.
              Pathnet Operating of Virginia, Inc.
              Pathnet Fiber Equipment, LLC
              Pathnet Real Estate, LLC

Type of Business: Wholesale telecommunications provider

Chapter 11 Petition Date: April 2, 2001

Court: District of Delaware

Bankruptcy Case No: 01-01223 through 01-01228

Judge: Hon. Peter J. Walsh

Debtors' Counsel: Domenic E. Pacitti, Esq.
                   Saul Ewing, LLP
                   222 Delaware Drive Ste. 1200
                   Wilmington, DE 19801
                   (302)421-6800

Total Assets: $366.3 Million

Total Debts: $476.2 Million

Debtors' 3 Largest Unsecured Creditors:

Entity                        Nature Of Claim   Claim Amount
------                        ---------------   ------------
Bank of New York              Bond Guarantee    $ 350,000,000
101 Barclay St. - 21W
New York, NY 10281
(212)815-2568

Bank of New York              Bond Interest      $ 21,437,500
101 Barclay St. - 21W
New York, NY 10281
(212)815-2568

Colonial Pipeline Company     Contract            $ 4,000,000
945 East Paces Ferry Rd.
Atlanta, GA 30326


PENN TREATY: S&P Junks Insurer's Debt Ratings
---------------------------------------------
Standard & Poor's lowered its issuer credit and subordinated
debt ratings on Penn Treaty American Corp. to triple-'C'-minus
and double-'C', respectively, from single-'B'-plus and single-
'B'-minus.

At the same time, Standard & Poor's lowered its counterpart
credit and financial strength ratings on Penn Treaty Network
America Insurance Co. (Penn Treaty Network America), Penn Treaty
American Corp's insurance subsidiary, to triple-'C' from double-
'B'-plus.

All of these ratings remain on CreditWatch, where they were
placed on March 29, 2001, with developing implications. The
downgrades reflect the substantial decline in Penn Treaty
Network America's statutory capital adequacy ratio in 2000.
Although Penn Treaty Network America still has not filed its
annual statement for 2000 with the state regulators, its
parent's fourth-quarter earnings release on March 30, 2001, said
that its statutory capital and surplus for year-end 2000 could
fall to the authorized control level defined by state
regulators.

Penn Treaty Network America is currently required to formulate a
capital action plan for review by state regulators because of
its statutory surplus level.

Without additional statutory capital, it will most likely
experience further decline in its statutory capital adequacy and
would likely face mandated regulatory control.

On March 30, 2001, Penn Treaty American Corp. announced that it
is continuing its efforts to raise additional capital from a
variety of funding plans in the near term to provide statutory
surplus to its insurance subsidiaries.

The placement of the ratings on CreditWatch with developing
implications means future ratings could be raised or lowered --
contingent on Penn Treaty American Corp.'s ability to raise
additional equity.

Standard & Poor's will discuss Penn Treaty American Corp.'s
capital-raising initiatives, as well as its capital and surplus
positions on a statutory basis, with company management in the
next several weeks.


PHONETEL: Reports Financial Results for 12 Months Ended Dec 2000
----------------------------------------------------------------
PhoneTel Technologies, Inc. (OTCBB:PHTE) reported financial
results for year ended December 31, 2000.

Revenues for 2000 were $58.8 million, a decline of $9.8 million
or 14.3%, from $68.6 million in the combined 1999 periods. The
combined 1999 periods include the period ended November 17,
1999, the date the Company emerged from its Chapter 11 case, and
the post reorganization period ended December 31, 1999. The
revenue decline reflects the Company's focus on asset management
resulting in the removal of unprofitable payphones due to
reduced payphone usage.

For the twelve months ended December 31, 2000, EBITDA from
recurring operations decreased $3.7 million from $5.5 million in
1999 to $1.8 million in 2000. The decline in EBITDA from
recurring operations was due to a $4.4 million write-off of
dial-around compensation accounts receivable from prior periods
in the fourth quarter of 2000 offset by reductions in operating
expenses and operational efficiencies provided by process
improvement initiatives. Had the loss relating to the write-off
of dial-around accounts receivable not been incurred, EBITDA
from recurring operations would have been $6.2 million in 2000.

Loss from operations increased from $19.1 million to $37.5
million in 2000 primarily due to a $20.3 million increase in
charges relating to payphone location contracts in 2000
resulting from asset impairment and the removal of approximately
3,400 unprofitable payphones.

The Company had a net loss of $48.4 million in 2000 compared to
net income of $37.6 million in 1999. Last year's net income
includes an extraordinary gain of $77.2 million resulting
primarily from the conversion of the Company's $125 million
Senior 12% Notes to common stock as part of the Company's
reorganization. The loss before extraordinary item increased
$8.8 million from $39.6 million in 1999 to $48.4 million in
2000. Approximately $26.1 million of the 2000 loss before
extraordinary item related to non-cash asset write-offs. The
Company had positive cash flow from operating activities in
2000. The Company also benefited from the elimination of
interest in 2000 due to the conversion of the Senior 12% Notes
to equity in 1999.

The Company had a net loss per common share of $4.75 in 2000.
Also, the Company had net income per common share of $2.08 for
the period ended November 17, 1999 and a net loss per common
share of $0.26 for the one month and thirteen day period ended
December 31, 1999. Such per share amounts are not comparable due
to the length of each period and the change in ownership and
number of shares outstanding following the Company's
reorganization.

At December 31, 2000, the Company was not in compliance with
certain financial covenants under its loan agreement for post-
reorganization financing entered into on November 17, 1999. The
Company has executed amendments to the Loan Agreement that have
extended the maturity date of the Loan Agreement and the due
date of a deferred fee, provided for capitalization of interest
previously due on February 1 and March 1, 2001 and waived the
default as of December 31, 2000. The Company does not expect to
pay the monthly interest or deferred fees due on April 2, 2001
and does not expect to be in compliance with certain financial
covenants as of March 31, 2001. Although the lenders have
previously waived the default with respect to financial
covenants and have entered into amendments to defer the due date
of certain payments, there can be no assurances that the lenders
will waive future defaults or permit the deferral of other
amounts as such amounts become due through the maturity date of
the loan. If the Company is unable to obtain waivers of defaults
or deferral of amounts due under the Loan Agreement, all
outstanding amounts, at the option of the lenders, could become
immediately due and payable. As a result, the report of the
Company's independent accountants refers to substantial doubt
regarding the Company's ability to continue as a going concern.

PhoneTel Technologies, Inc. is a leading independent provider of
pay telephones and related services with operations in 45 states
and the District of Columbia. PhoneTel serves a wide array of
customers operating in the shopping center, hospitality, health
care, convenience store, university, service station, retail and
restaurant industries.


PILGRIM AMERICA: S&P Downgrades Class B Notes' Rating to CCC
------------------------------------------------------------
Standard & Poor's lowered its rating on the class B notes issued
by Pilgrim America CBO I Ltd. and co-issued by Pilgrim American
CBO I Corp.

Simultaneously, Standard & Poor's affirmed its rating on the
class A notes. In addition, the ratings on the class A and B
notes were removed from CreditWatch with negative implications,
where they were placed on March 27, 2001.

The rating on the class A notes was previously lowered to
single-'A'-minus from double-'A'-minus on Jan. 9, 2001.
Additionally, the rating on the class B notes was previously
lowered to triple-'B'-minus from single-'A' on Oct. 25, 2000,
and then to single-'B'-plus from triple-'B'-minus on Jan. 9,
2001.

The lowered rating on the class B notes reflects the continuing
deterioration in the collateral pool credit quality and an
additional $10.5 million of new defaults since the Jan. 9, 2001
downgrade action.

According to the March 13, 2001 trustee report, $66.5 million,
or approximately 22.6% of the total collateral pool, is in
default.

The weighted average market value of the currently defaulted
collateral is well below the recovery rate assumed at the
closing date of the transaction.

In addition, Standard & Poor's issuer credit rating on $34
million of the performing assets are currently on CreditWatch
with negative implications.

Standard & Poor's will continue to monitor the credit quality of
the collateral pool and the recoveries achieved on future sales
of defaulted securities.

The defaulted securities have resulted in the continuing
violation of all the overcollateralization tests where defaults
are required to be carried at 30% of their par values for the
purpose of calculating the overcollateralization ratios.

The class A overcollateralization test (currently 129.6% versus
the required minimum of 135%), and the class B
overcollateralization test (currently 106.85% versus the
required minimum of 118%) have been out of compliance since
November 2000 and June 2000, respectively.

In reaching its ratings actions, Standard & Poor's reviewed the
results of recent cash flow model runs. These runs stressed
various parameters that were instrumental in the performance of
the transaction and were used to determine the ability of the
transaction to withstand various levels of defaults.

The stressed performance of the transaction was then compared to
the projected default performance of the current collateral
pool. Standard & Poor's found that the projected performance of
class B notes, given the current quality of the collateral pool,
was not consistent with its prior rating.

Consequently, Standard & Poor's has lowered its rating on the
class B notes to the new level. The rating agency will continue
to monitor its ratings on the class A and B notes.

Outstanding Rating Lowered And Removed From Credit Watch

Pilgrim America CBO I Ltd./Pilgrim America CBO I Corp.

                  Class Rating
                 To          From
      B          CCC+        B+/Watch Neg

Outstanding Rating Affirmed And Removed From Credit Watch
Negative

Pilgrim America CBO I Ltd./Pilgrim America CBO I Corp.

                  Class Rating
                 To          From
      A          A-          A-/Watch Neg


PLAY-BY-PLAY: Seeks Senior Lender's Consent to Restructure Debt
---------------------------------------------------------------
Play-By-Play Toys & Novelties, Inc. (Nasdaq: PBYP) disclosed
that the holders of its Convertible Debentures have agreed to
extend the standstill period until Friday, April 13, 2001 in
order for the Company to secure the senior lender's consent to
certain terms of the agreement between the Company and the
holders of the Convertible Debentures to restructure and extend
the final maturity of the Debentures.

The Company previously announced that it had reached an
agreement in the form of a term sheet with the holders of its
Convertible Debentures to restructure and extend the final
maturity of the Debentures until December 31, 2002. The
agreement is subject to the payment by the Company of past due
principal and interest due under the Debentures.

As a result of defaults outstanding under the Company's senior
credit facility, the Company is prohibited from making payments
of principal or interest to subordinated creditors without the
consent of its senior lender. For the recently reported quarter
ended January 31, 2001, the Company violated net worth covenants
of its senior credit facility. The Company is also in default in
the payment of principal and interest due under the Debentures
which has resulted in the violation by the Company of certain
cross-default covenants of its senior credit facility. The
Company, the holders of the Debentures and the senior lender are
in discussions relative to the principal and interest payment
provisions of the agreement. There can be no assurance that the
senior lender will approve the payment by the Company of past
due principal and interest due under the Debentures, or that the
Company will be able to satisfactorily restructure the
Debentures. If the Company is unable to secure the senior
lender's approval of the payments, or fails to restructure and
extend the Debentures, all amounts would be due and payable and
the Company has insufficient funds to satisfy such obligations.

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


REPUBLIC TECHNOLOGIES: Files Chapter 11 Petition in Ohio
--------------------------------------------------------
Republic Technologies International, LLC, the nation's largest
producer of special bar quality steel, has filed to reorganize
under Chapter 11 of the U.S. Bankruptcy Code. Republic filed a
voluntary petition Monday in the U.S. Bankruptcy Court in Akron,
Ohio.

Republic has a commitment for $420 million in debtor-in-
possession financing from its existing lending group that will
enable it to continue normal operations.

"We intend to complete this reorganization as soon as possible,
and to emerge stronger than ever," said Joseph F. Lapinsky,
Republic's president and chief executive officer. "Although our
cash flow from operations has been positive for four straight
quarters, we took this step because extremely difficult market
conditions have made it impossible for us to meet our financial
obligations. Chapter 11 will give us the opportunity to
restructure these obligations.

"We are communicating with our customers, our employees and our
suppliers today to make it clear that we are making and shipping
steel," Lapinsky added. "But this reorganization will require
major changes. We are committed to provide the best quality and
service available to our customers, and we've asked our
employees to focus on the customer like never before. We're
confident they will rise to the challenge.

"We are still the nation's leading supplier of special bar
quality steel, with the largest market share in the industry and
the best technical expertise. We will continue to capitalize on
that position as we reorganize."

Republic has retained Lazard Freres, a globally prominent
financial advisory firm, to help direct its reorganization.
The company has alerted its employees that it expects to secure
immediate approval from the Bankruptcy Court to continue paying
wages and benefits. Republic also intends to continue its
benefit programs for retirees.

Republic Technologies International, based in Fairlawn, Ohio, is
the nation's largest producer of high-quality steel bars. With
4,600 employees and 2000 sales of nearly $1.3 billion, Republic
was included in Forbes magazine's 2000 and 1999 lists of the
largest U.S. private companies. Republic operates plants in
Canton, Massillon, and Lorain, Ohio; Beaver Falls, Pa.; Chicago
and Harvey, Ill.; Gary, Ind.; Lackawanna, N.Y.; Cartersville,
Ga.; Willimantic, Conn; and Hamilton, Ont. The company's
products are used in demanding applications in the automotive,
agricultural, aerospace, off-highway, industrial machinery and
energy industries.


RHYTHMS NETCONNECTIONS: Taps Lazard Freres to Explore Strategies
----------------------------------------------------------------
Rhythms NetConnections Inc.(TM) (Nasdaq: RTHM), an international
provider of broadband communication services, has engaged Lazard
Freres & Co. LLC, a leading investment banking firm, to assist
in evaluating a broad range of strategic and financial options.

These options include, but are not limited to, a sale of the
Company, a strategic transaction, joint venture or partnership
with a financial, strategic or industry partner or other similar
transaction, a debt and/or equity financing or restructuring, a
public or private sale of debt or equity securities or assets,
and/or an acquisition, merger, consolidation, reorganization,
recapitalization or other business combination. The engagement
of Lazard Freres was reported in Rhythms' Form 10-K for fiscal
year 2000, which was filed Monday with the Securities and
Exchange Commission. A copy of Rhythms' Form 10-K is available
at www.freeedgar.com.

Among other matters reported in the filing, Rhythms said The
Nasdaq Stock Market, Inc. (Nasdaq) has informed Rhythms of its
intent to issue a formal notice to delist the Company's common
stock from the Nasdaq National Market because of Rhythms'
failure to satisfy (1) the $4 million net tangible asset
continued listing requirement for a National Market issuer with
a per share stock price of at least $1.00 or (2) the $5.00
minimum per share stock price alternative continued listing
requirement for a National Market issuer who fails to satisfy
the net tangible assets requirement. Rhythms has not yet
received a formal delisting notice and has not decided whether
it will appeal such notice.

The Company also reported in its 10-K that
PricewaterhouseCoopers LLP, Rhythms' independent accountants,
has prepared a report on the Company's financial condition that
includes a "going concern" opinion.

With respect to other operational and financial matters, the
Company reported in its 10-K that:

      -- It currently has enough cash on hand and available lease
         financing to fund its operational requirements through
         this year and into January 2002.

      -- It continues to grow its subscriber base, including as
         previously reported, a 43% sequential quarter increase
         in subscriber lines in service for the 2000 fourth
         quarter.

                     About Rhythms

Based in Englewood, Colo., Rhythms NetConnections Inc. (Nasdaq:
RTHM) provides DSL-based, broadband communication services to
businesses and consumers. Telecommunications services for
Rhythms are provided by Rhythms Links Inc., a wholly owned
subsidiary of Rhythms. For more information, call 1-800-RHYTHMS
(1-800-749-8467), or visit the company's Web site at
www.rhythms.com.

Rhythms, Rhythms NetConnections and (any product names for which
trademark applications have been filed) are trademarks of
Rhythms NetConnections Inc.


TRITECH: Appellate Court Upholds Adverse Ruling On Patent Case
--------------------------------------------------------------
Cirrus Logic Inc. (Nasdaq:CRUS) said the U.S. Court of Appeals
for the Federal Circuit has upheld the 1999 jury verdict against
TriTech Microelectronics International Pte Ltd. of Singapore and
TriTech Microelectronics International Inc. of San Jose, Calif.,
in which the court ruled that TriTech willfully infringed upon
several of Cirrus Logic's Crystal Semiconductor division patents
relating to delta-sigma analog-to-digital (A/D) converter
technology.

In the decision, the Appellate court affirmed that TriTech
infringed the patents, and increased TriTech's liability for
damages to approximately $35 million. Because TriTech filed for
bankruptcy in 1999 and entered liquidation, Cirrus Logic expects
to recover only a small fraction of the total liability award
sometime during the upcoming year.

"Obviously, we are pleased by the court's recognition of our
patent status," said David French, president and CEO of Cirrus
Logic. "Our portfolio of more than 1,000 analog and DSP related
patents and patent applications is one of our company's most
important assets. We intend to defend those patents by
vigorously asserting this intellectual property against
infringing competitors."

More than 50 of Cirrus Logic's and its Crystal Semiconductor
division patents are related to delta-sigma A/D conversion.
Cirrus Logic has now successfully asserted several of the key
delta-sigma patents against other semiconductor chip companies.

                    About Cirrus Logic

Cirrus Logic is a premier supplier of high-performance analog
and DSP chip solutions for Internet entertainment electronics.
Building on its global market share leadership in audio
integrated circuits and its rich mixed-signal patent portfolio,
the company targets high-volume audio, storage and
communications applications. Cirrus Logic sells its products
under the Crystal(R), Maverick(tm) and 3Ci(tm) brands as well as
its own name. Founded in 1984 in Silicon Valley, Cirrus Logic
operates from headquarters in Austin, Texas, and major sites
located in Fremont, Calif., and Broomfield, Colo., as well as
offices in Europe, Japan and Asia. More information about Cirrus
Logic is available at www.cirrus.com.


TWINLAB: Posts 2000 Net Losses & Establishes New Credit Facility
----------------------------------------------------------------
Twinlab Corporation (NASDAQ: TWLB) filed its Annual Report on
Form 10-K and announced that it has entered into a new financing
agreement with CIT Group/Business Credit Inc.

The new credit facility provides a $60 million revolving line of
credit for the Company's borrowing needs, an increase of $10
million from its prior facility. The facility is supported by a
$15 million guaranty provided by senior management. CIT Group/
Business Credit Inc. is one of America's leading providers of
asset-based financing to middle market companies.

Ross Blechman, Twinlab's Chairman, President and Chief Executive
Officer stated, "Fiscal 2000 was very difficult for Twinlab as
it was for many others in our industry. We have undertaken an
aggressive review of the Company's infrastructure and taken
strong actions and initiatives designed to improve the firm's
structure, processes and systems. All of our actions have been
directed at streamlining our operations and improving customer
satisfaction. We believe the CIT financing, coupled with other
actions taken to improve our business, including the previously
announced settlement in principle of a securities class action
lawsuit against the Company, puts Twinlab in a better position
to address the challenges of the new year."

Net sales during the fourth quarter of 2000 were $65.4 million,
down 25.7 percent from the $88.0 million reported in the fourth
quarter of 1999. The Company experienced a net loss of $ (42.4)
million, or $(1.48) per share, for the fourth quarter of 2000
compared to a net loss of $(11.5) million, or $(0.38) per share,
for the fourth quarter of 1999.

Net sales for the twelve months ended December 31, 2000 were
$280.4 million, a decrease of $35.2 million, or 11.2%, as
compared to net sales of $315.6 million for fiscal 1999. The
decrease in overall sales reflects negative industry trends
experienced in each of the Company's key distribution channels.
For the twelve months ended December 31, 2000, there was a net
loss of $(51.9) million, or $(1.81) per share, as compared to a
net loss of $(5.2) million, or $ (0.16) per share, last year.

Included in this loss are: a $26 million non-cash charge
relating to an adjustment to the Company's deferred tax assets;
$16 million related to charges taken in the third quarter
relating to herbal inventories at the Company's Utah facility;
and $2.3 million relating to a bad debt charge as the result of
the bankruptcy of one of the Company's distributors.

Twinlab Corporation, headquartered in Hauppauge, N.Y., is a
leading manufacturer and marketer of high quality, science-
based, nutritional supplements, including a complete line of
vitamins, minerals, nutraceuticals, herbs and sports nutrition
products.


U.S.A. FLORAL: Files Chapter 11 Petition in Wilmington
------------------------------------------------------
U.S.A. Floral Products, Inc. (OTC:ROSI.OB) and 16 of its U.S.
subsidiaries have voluntarily filed for protection under Chapter
11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for
the District of Delaware. The Company said the filing would
allow it to continue business operations while it completes the
orderly sale, as going concerns, of its international operations
and some of its domestic business units, and a wind-down of its
remaining domestic operations. The Company presently anticipates
that all proceeds from these sales will be distributed to
creditors and that no proceeds will be available for
distribution to its shareholders.

In conjunction with the filing, the Company said it has
requested that the bankruptcy court approve the interim use of
cash collateral, with the consent of its bank lenders and
subject to certain terms, to finance its operations. The Company
is optimistic that the bankruptcy court will grant this request.
The cash collateral is structured to provide the Company funding
to support its ongoing operations through May 3, 2001, as it
moves forward with the sale and wind-down of its operations.

The Company emphasized that the Chapter 11 filing only affects
U.S.A. Floral Products' U.S. operations, and does not affect its
international operations (Florimex). Neither the companies that
constitute the International Division's operations nor Florimex
Canada has filed for bankruptcy protection. None of these
companies are parties to the U.S. proceeding and the units that
comprise the Company's International Division have their own
cash flow and lines of credit. The Company also announced that
it has signed a memorandum of understanding for the sale of its
International Division (Florimex) with Deutsche Beteiligungs AG
(DBAG), a leading European private equity firm. All sales of the
Company's operating units will be subject to the approval of the
bankruptcy court.

The Company has been negotiating, and will continue to
negotiate, the sale of individual operating units within its
U.S. Bouquet and Import Divisions. The Company has reached
agreements for the sale of several units, which include Miami
Bouquet and Channel Islands of the U.S. Bouquet Division, and
Continental Farms of the Import Division, and expects to present
these agreements promptly to the bankruptcy court for approval.
In addition to these agreements, the Company is also currently
in negotiations with several other parties for the sale of other
units within the U.S. Import and Bouquet Divisions. The Company
indicated that it will be discontinuing operations of one or
more of its import units.

Michael Broomfield, U.S.A. Floral Products' CEO said, "We
believe the action we are taking is in the best interests of the
Company. A Chapter 11 filing provides us with the breathing room
needed to conduct an orderly sale of our International Division
and most of our U.S. operations in a manner that we believe will
maximize the value of these operating units. It is the intent of
the Company during this Chapter 11 proceeding to take all
appropriate actions in an effort to maximize the value of the
Company."

Broomfield continued, "We are currently in negotiations with
buyers for many of the individual operations in our U.S. Bouquet
and Import Divisions. While these sales will be subject to
judicial approval, we anticipate that the bankruptcy court will
find that these transactions are in the best interests of the
Company. While we regret that we had to make the hard decision
to discontinue the activities of some of our domestic operating
units, we hope to conclude successfully the sales of the
majority of our operating units with minimal impact on employees
and customers."


USA FLORAL: Case Summary and 20 Largest Unsecured Creditors
-----------------------------------------------------------
Lead Debtor: USA Floral Products, Inc.
              1500 NW 95th Avenue
              Miami, FL 33172

Debtor affiliates filing separate Chapter 11 petitions:

              ASG Acquisition Corp.
              CFL Acquisition Corp.
              Channel Islands Floral, Inc.
              Petals Distributing, Inc.
              Rose City Floral, Inc.
              CFX, Inc.
              EFI Acquisition Corp.
              EFM Acquisition Corp.
              EFTA Acquisition Corp.
              FloraMark, Inc.
              Flower Trading Corporation
              H&H Flower, Inc.
              Maxima Farms, Inc.
              Monterey Bay Bouquet, Inc.
              Sandlake Farms, Inc.
              XL Group, Inc.

Type of Business: Distributor of floral products

Chapter 11 Petition Date: April 2, 2001

Court: District of Delaware

Bankruptcy Case Nos.: 01-01230 through 01-01246

Judge: Hon. Mary F. Walrath

Debtors' Counsel: William P. Bowden, Esq.
                   Ashby & Geddes
                   PO Box 1150
                   Wilmington, DE 19899
                   (302)654-1888

                          and

                   Richard L. Wasserman, Esq.
                   David E. Rice, Esq.
                   Venable, Baetjer and Howard, LLP
                   1800 Mercantile Bank & Trust Bldg.
                   Hopkins Plaza
                   Baltimore, MD 21201
                   (401)244-7400

Total Assets: $253,285,000

Total Debts: $263,993,000

Debtors' 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim   Claim Amount
------                        ---------------   ------------
Bankers Trust Company                           Unliquidated
One Bankers Trust Plaza
14th Floor
New York, NY 10006
Contact: David Bell
(212)250-9048
(212)669-1535

Tampa Airlines                Freight              $ 590,699
Liberty Street 27th Floor
Miami, FL 33152
P.O. Box 524235
Contact: Fred Vangulden
(305)526-6720

Serrezuela                    Trade Debt           $ 553,416
Bogota, Colombia              (Floral Supplier)
Contact: Peter Samper
(531)210-3058

Multivia, Inc.                Trade Debt           $ 544,689
1716 Mangum                   (Floral Supplier)
Houston, TX 77092
Contact: Angelica Nova
(231)260-9111

Comercializadora              Trade Debt           $ 507,341
International                 (Floral Supplier)
Bogota, Colombia
Contact: Carlos Lozano
(531)679-0202

FlorExpo Costa Rica           Trade Debt           $ 412,297
Apartad 10152-1000            (Floral Supplier)
San Jose, Costa Rica
Contact:
Fernando Altmann, Sr.
(506)220-3242

Sun Valley Floral Farms       Trade Debt           $ 348,752
3160 Upper Bay Road           (Floral Supplier)
Arcata, CA 95521
Contact: Bruce Brady
(707)826-3700

Penasblancas                  Trade Debt           $ 331,224
(Lewis Marketing)             (Floral Supplier)
Bogota, Colombia
Contact: John Vaughan
(531)218-0790

CH Robinson Company           Freight              $ 307,085
SDS 12-0805
Minneapolis, MN 55486
Contact: Tripp Harper
(800)683-4321

American Flowers              Trade Debt           $ 301,423
5706 Falcon Court West        (Floral Supplier)
Bradenton, FL 30529
Contact: Mike Thomas
(813)792-3180

Acuarela                      Trade Debt           $ 267,157
Bogota, Colombia              (Floral Supplier)
Contact: Felipe Ramirez
(573)211-6435

Cultivos Miramonte            Trade Debt           $ 252,413
Medellin, Colombia            (Floral Supplier)
Contact:
Gonzalo Aristizabal
(574)553-4089

Monte Verde                   Trade Debt           $ 239,419
(Lewis Marketing)             (Floral Supplier)

Fantasy Farms                 Trade Debt           $ 230,154
                               (Floral Supplier)

Staffmark                                          $ 211,206

Flores Tiba                   Trade Debt           $ 198,720
                               (Floral Supplier)

Pacific Corpandon             Freight and          $ 198,673
Aerofloral                    Distribution

Stone (Jefferson Smurfit)     Trade Debt           $ 191,836

Lewis Marketing               Trade Debt           $ 166,293

CLT Technology Financing      Lease             Unliquidated
Services


VENTAS: Plans to File 10-K After Vencor Emerges From Bankruptcy
---------------------------------------------------------------
Ventas, Inc. (NYSE:VTR) said it is obtaining an automatic 15-day
extension for the filing of its 2000 Form 10-K to coordinate
such filing with Vencor's emergence from bankruptcy. Vencor,
which is Ventas' primary tenant, is working towards consummation
of its Reorganization Plan, which was confirmed by order of the
U.S. Bankruptcy Court dated March 16, 2001.

Ventas expects to file its 2000 Form 10-K as soon as possible
after the effective date of the Vencor Plan of Reorganization.
The Plan provides that the Effective Date must occur by May 1,
2001.

"This extension will allow the Company's 2000 Form 10-K to
reflect current and accurate information so that it will be a
useful tool to shareholders, investors and the public," Ventas
President and Chief Executive Officer Debra A. Cafaro said. "We
are announcing earnings today, however, to provide important
financial information to our shareholders prior to filing the
Company's 2000 10-K."

Consummation of the Plan of Reorganization is subject to the
satisfaction of numerous conditions, many of which are outside
of the control of Ventas and Vencor. Therefore, there can be no
assurance as to whether or when the Plan of Reorganization will
be consummated. If the Effective Date has not occurred by April
17, 2001, Ventas will file its 2000 Form 10-K on that date.

                Ventas Reduces Debt Balances

Ventas also said that, on March 30, 2001, it paid $35 million of
principal to its lenders. Ventas has paid down more than $122
million under its Amended Credit Agreement, which now has an
outstanding balance of about $852 million. The Company also
exercised the option in its Amended Credit Agreement to extend
through April 30 the deadline by which Vencor must emerge from
bankruptcy. Ventas has two further extensions it could
implement, if necessary, through June 30, 2001.

          Ventas Reports $1.12 Per Share FFO For 2000

Ventas also announced its results for the year ended December
31, 2000. The Company's Consolidated Balance Sheet at December
31, 1999 and 2000 and its Consolidated Statement of Operations
for those two years are also included.

Funds from operations ("FFO") for the year ended December 31,
2000 totaled $76.5 million, or $1.12 per diluted share. FFO for
the comparable period in 1999 totaled $85.0 million, or $1.25
per diluted share.

After an extraordinary loss on the early extinguishment of debt
of $4.2 million, or $0.06 per share, and the impact of the $96.5
million settlement with the Department of Justice, the Company
reported a net loss for the year ended December 31, 2000 of
$65.5 million or $0.96 per share. Net income for the year ended
December 31, 1999 was $42.5 million, or $0.63 per share.

Rental income for the year ended December 31, 2000 was $232.8
million, of which $229.6 million (98.6%) was from leases with
Vencor. Interest and other income totaled approximately $9.5
million for the year ended December 31, 2000 and was primarily
the result of earnings from investment of cash reserves during
the year.

Expenses for the year ended December 31, 2000 totaled $304.5
million and included $42.2 million of depreciation on real
estate assets and $95.3 million of interest expense. Expenses
also included a charge to earnings of $96.5 million related to a
settlement with the Department of Justice and a charge of $48.3
million representing unpaid rents primarily from Vencor.

General and administrative expenses for the year ended December
31, 2000 were $9.7 million. Professional fees totaled $10.8
million incurred as a result of normal corporate activities,
ongoing negotiations with Vencor and the evaluation of the
Company's business strategy alternatives.

Ventas, Inc. is a real estate company whose properties include
45 hospitals, 216 nursing centers, and eight personal care
facilities in 36 states.


WASTE SYSTEMS: Terminates Public Company Status
-----------------------------------------------
Waste Systems International, Inc. has filed with the Securities
and Exchange Commission to terminate its registration as a
public reporting company. The Company believes that the costs
and resources required to maintain public company status
outweigh any current benefit. The Company will immediately cease
filing public reports, such as Forms 10-K and 10-Q. Unless
denied by the Securities and Exchange Commission, termination of
registration will be effective after 90 days, or such earlier
date as the Commission may determine.

As previously announced, the Company filed for bankruptcy
protection under Chapter 11 of the U.S. Bankruptcy Code on
January 11, 2001 and the Company's common stock was delisted
from the Nasdaq National Market at the opening of business on
February 20, 2001.

WSI is a non-hazardous solid waste management company. The
Company currently has operations in Vermont, Central
Pennsylvania, Eastern New England, Upstate New York, and
Washington D.C. which serve commercial, industrial, and
residential customers.


WEBLINK/METROCALL: To File Chapter 11 Petitions To Effect Merger
----------------------------------------------------------------
WebLink Wireless (Nasdaq: WLNK) and Metrocall (Nasdaq: MCLLC)
announced they have agreed to merge. The merged company will be
named WebLink Wireless and its corporate headquarters will be in
Alexandria, Virginia with significant operations in Dallas and
Alexandria. Management will include a combination of the two
companies' management teams.

The combined company is expected to have over 8 million
subscribers, an industry leading position in the high growth
wireless data sector, approximately $700 million in revenue,
over $120 million of EBITDA and approximately 5000 employees.
The combined distribution power of the company will include
approximately 1600 salespeople, industry leading position in
national retailers, telecom alliances and wireless data
resellers, and a developing telemetry business. Through
exclusive relationships with TelMex and Bell Mobility, the
combined company's wireless data network is expected to cover
over 90% of the North American population. The Canadian Network
began operations in late 2000.

The companies plan to effect the merger through concurrent
Chapter 11 bankruptcy reorganizations. It is expected that the
companies will commence their bankruptcy proceedings by May 15,
2001. The merger agreement provides that the equity of the
merged company will be divided equally between the current
stakeholders of each company. The plans of reorganization when
filed will set forth in greater detail the treatment of the debt
and equity holders of each company. Subject to the satisfaction
of certain conditions, Metrocall has also agreed to prepay for
certain services to be rendered by WebLink pursuant to an
existing alliance agreement. The merger is subject to obtaining
adequate financing, and approval by each company's creditors,
the bankruptcy court and certain state and federal regulators,
as well as other customary closing conditions. The parties
expect the merger to close by the last quarter of 2001.

"This is an outstanding combination of two companies that have
worked closely together in the past toward the development of a
nationwide two-way messaging network. The merger will create a
leader in the wireless data and messaging industry with the
distribution and strategic alliances to take advantage of the
positive trends in advanced messaging and telemetric services,"
said William Collins III, Metrocall's Chairman and CEO. "We
believe that this merger provides the best opportunity for the
combined companies to recapitalize and to go forward on a long-
term sustainable basis."

"This merger allows us to combine the strengths of each company.
We expect to realize tens of millions of dollars of annual
operating synergies for the benefit of our collective
stakeholders," said John D. Beletic, Chairman and CEO of WebLink
Wireless, Inc.

John D. Beletic will serve as Chairman of the combined company;
William L. Collins III will serve as Vice Chairman and CEO; N.
Ross Buckenham, President of WebLink Wireless, will be
President; Steven D. Jacoby, COO of Metrocall, will be COO; and
Vincent D. Kelly, CFO of Metrocall, will be CFO.

WebLink Wireless will file a disclosure statement and other
relevant documents describing the merger and the reorganization
with the bankruptcy court once the Chapter 11 proceedings have
commenced. Investors are urged to read the disclosure statements
when they become available and any other relevant documents
filed with the bankruptcy court because they will contain
important information. There can be no assurance that the
existing Stockholders of either company will receive any common
stock of the merged company or any other payment for their
shares.

Metrocall, Inc., headquartered in Alexandria, VA, is one of the
largest wireless data and messaging companies in the United
States providing both products and services to some 6.2 million
business and individual subscribers. The Company offers two-way
interactive messaging, wireless e-mail and Internet
connectivity, cellular and digital PCS phones, as well as one-
way messaging services. Also, Metrocall offers totally
integrated resource management systems and communications
solutions for business and campus environments. Metrocall's
wireless networks operate in the top 1,000 markets all across
the nation and the Company has offices and retail location in
more than 40 states. Metrocall is the largest equity-owner of
Inciscent, an independent business- to-business enterprise, that
is a national full-service "wired-to-wireless" Application
Service Provider (ASP). For more information on Metrocall please
visit our Web site and On-line store at www.metrocall.com.

WebLink Wireless, Inc. is a leader in the wireless data
industry, providing wireless e-mail, wireless instant messaging,
information on demand and traditional paging services throughout
the United States. The company's nationwide 2-Way network is the
largest of its kind reaching approximately 90 percent of the
U.S. population and, through strategic partnerships, extends
into Canada and Mexico. The Dallas-based company, which serves
some 2 million customers, recorded total revenues of $290
million for the year ended Dec. 31, 2000. For more information
visit the Web site at http://www.weblinkwireless.com.


W.R. GRACE: Files Chapter 11 Petition To Resolve Asbestos Claims
----------------------------------------------------------------
W. R. Grace & Co. (NYSE: GRA) voluntarily filed for
reorganization under Chapter 11 of the United States Bankruptcy
Code in response to a sharply increasing number of asbestos
claims. This Chapter 11 filing includes 61 of Grace's domestic
entities. None of the Company's foreign subsidiaries are
included in this filing.

The filing in the U.S. Bankruptcy Court in Wilmington, Delaware,
will enable the Company to continue to operate its businesses in
the usual manner under court protection from its creditors and
claimants, while using the Chapter 11 process to develop and
implement a plan for addressing the asbestos-related claims
against it. The Company intends to work closely with asbestos
claimants and other creditors to develop a plan of
reorganization that will both address valid asbestos claims in a
fair and consistent manner and establish a sound capital
structure for long-term growth and profitability.

The Company also announced that it has obtained $250 million in
debtor-in- possession financing from Bank of America, N.A.
Following the court's approval, the Company can use these funds
to help meet the future needs and obligations associated with
operating its business, including payment under normal terms to
suppliers and vendors for all goods and services that are
provided after the filing.

The Company expects that employees will continue to be paid in
the normal manner, and their benefits will not be disrupted. The
Company's qualified pension plan for retirees and vested current
and former employees is fully funded and protected by federal
law.

Grace's Chairman, President, and Chief Executive Officer Paul J.
Norris said, "This is a voluntary decision that, although very
difficult, was absolutely necessary for us. We believe that the
state court system for dealing with asbestos claims is broken,
and that Grace cannot effectively defend itself against
unmeritorious claims. The best forum available to Grace to
achieve predictability and fairness in the claims settlement
process is through a federal court-supervised Chapter 11 filing.
By filing now, we are able to both obtain a comprehensive
resolution of the claims we are facing and preserve the inherent
value of our businesses. Under Chapter 11, litigation will be
stayed and Grace will be able to address all of the valid claims
against it in a fair and consistent manner in one proceeding. In
the meantime, we will continue to operate our business in the
usual manner, meeting all of our responsibilities to customers,
employees, suppliers, and business partners. There is no other
forum currently existing that would allow us to accomplish all
of these objectives."

Mr. Norris continued, "Until recently, Grace was able to settle
claims through direct negotiations. The filings of claims had
stabilized, and annual cash flows were manageable and fairly
predictable. In 2000, the litigation environment changed with an
unexpected 81% increase in claims, which we believe is due to a
surge in unmeritorious claims. Trends in case filings and
settlement demands, which show no signs of returning to historic
levels, have increased the risk that Grace will not be able to
resolve its pending and future asbestos claims under the current
system."

"Moreover, the recent Chapter 11 filings of Babcock & Wilcox,
Pittsburgh- Corning, Owens Corning, Armstrong, and GAF are
resulting in a significant increase in damages sought by
claimants from Grace. Grace will now seek, through the court-
supervised Chapter 11 process, to identify and implement a
reasonable and just procedure for making payments to creditors
and claimants determined to have valid claims against the
Company."

Mr. Norris added that, "Grace is a fundamentally sound company
with strong cash flow. We have a clear leadership position in
all of our major markets, many of them in industries vital to
the economy. Over the past several years, the senior management
and employees together have led the Company to many significant
achievements, including streamlining the Company's operations
and driving growth and productivity through our strategic growth
initiatives and Six Sigma."

"We are confident that, once we can finally resolve this
difficult issue, the Company can leverage its inherent value and
strong cash flow to emerge from reorganization as a strong,
financially sound enterprise. In the meantime, we will operate
as we always have, providing premier quality products and
customer service. We urge Congress to pass legislation to
address what the Supreme Court has described as an `elephantine
mass of asbestos cases' that defies customary judicial
administration."

Grace's asbestos liabilities largely stem from commercially
purchased asbestos added to some of its fire protection
products. The Company ceased to add any asbestos to its products
in 1973. Grace is a co-defendant with many other companies in
asbestos litigation, and has claims filed against it across the
country. The Company to date has received over 325,000 asbestos
personal injury claims, and has paid $1.9 billion to manage and
resolve asbestos- related litigation. For the year 2000,
asbestos-related claims against the Company were up 81% from the
prior year with even higher increases for the first three months
of 2001. Five other major companies involved in asbestos-
related litigation have voluntarily filed for Chapter 11 under
the US Bankruptcy Code since January 1, 2000, bringing the total
to 26 companies since 1982.

In light of the Chapter 11 filing, Grace's Annual Meeting of
Stockholders, scheduled for May 10, 2001, has been cancelled.

Grace is a leading global supplier of catalysts and silica
products, specialty construction chemicals and building
materials, and container products. With annual sales of
approximately $1.6 billion, Grace has over 6,000 employees and
operations in nearly 40 countries. For more information, visit
Grace's web site at www.grace.com or call the Grace Financial
Reorganization hotline at 1-800-472-2399.


W.R. GRACE: Case Summary and 20 Largest Unsecured Creditors
-----------------------------------------------------------
Lead Debtor: W.R. Grace Co.
              7500 Grace Drive
              Columbia, MD 21044-4098

Debtor Affiliates filing separate chapter 11 petitions:

                                                       State of
         Subsidiary's Name                          Incorporation
         -----------------                          -------------
      A-1 Bit & Tool Co., Inc.                                 DE
      Alewife Boston Ltd.                                      MA
      Alewife Land Corporation                                 MA
      Amicon, Inc.                                             DE
      CB Biomedical, Inc.                                      DE
      CCHP, Inc.                                               DE
      Coalgrace, Inc.                                          DE
      Coalgrace II, Inc.                                       DE
      Creative Food 'N Fun Company                             DE
      Darex Puerto Rico, Inc.                                  DE
      Del Taco Restaurants, Inc.                               DE
      Dewey and Almy, LLC                                      DE
      Ecarg, Inc.                                              NJ
      Five Alewife Boston Ltd.                                 MA
      G C Limited Partners I, Inc.                             DE
      G C Management, Inc.                                     DE
      GEC Management Corporation                               DE
      GN Holdings, Inc.                                        DE
      GPC Thomasville Corp.                                    DE
      Gloucester New Communities Company, Inc.                 NJ
      Grace A-B Inc.                                           DE
      Grace A-B II Inc.                                        DE
      Grace Chemical Company of Cuba                           IL
      Grace Culinary Systems, Inc.                             MD
      Grace Drilling Company                                   DE
      Grace Energy Corporation                                 DE
      Grace Environmental, Inc.                                DE
      Grace Europe, Inc.                                       DE
      Grace H-G Inc.                                           DE
      Grace H-G II Inc.                                        DE
      Grace Hotel Services Corporation                         DE
      Grace International Holdings, Inc.                       DE
      Grace Offshore Company                                   LA
      Grace PAR Corporation                                    DE
      Grace Petroleum Libya Incorporated                       DE
      Grace Tarpon Investors, Inc.                             DE
      Grace Ventures Corp.                                     DE
      Grace Washington, Inc.                                   DE
      W. R. Grace Capital Corporation                          NY
      W. R. Grace & Co.-Conn.                                  CT
      W. R. Grace Land Corporation                             NY
      Gracoal, Inc.                                            DE
      Gracoal II, Inc.                                         DE
      Guanica-Caribe Land Development Corporation              DE
      Hanover Square Corporation                               DE
      Homco International, Inc.                                DE
      Ichiban Chemical Co., Inc.                               DE
      Kootenal Development Company                             ??
      L B Realty, Inc.                                         DE
      Litigation Management, Inc.                              DE
      Monolith Enterprises, Incorporated                       DC
      Monroe Street, Inc.                                      DE
      MRA Holdings Corp.                                       DE
      MRA Intermedco, Inc.                                     DE
      MRA Staffing Systems, Inc.                               DE
      Remedium Group, Inc.                                     DE
      Southern Oil, Resin & Fiberglass, Inc.                   FL
      Water Street Corporation                                 DE
      Axial Basin Ranch Company                                ??
      CC Partners                                              ??
      Hayden-Gulch West Coal Company                           ??
      H-G Coal Company                                         ??

Type of Business: The company is a leading global supplier of
catalysts and silica products, especially construction chemicals
and building materials, and container products.

Chapter 11 Petition Date: April 2, 2001

Court: District of Delaware

Bankruptcy Case Nos.: 01-01139 thru 01-01200

Judge: Hon. Peter J. Walsh

Debtors' Counsel: James H.M. Sprayregen, Esq.
                   Kirkland & Ellis
                   200 East Randolph Drive
                   Chicago, IL 60601
                   (312)861-2000

                       and

                   Laura Davis Jones, Esq.
                   Pachulski, Stang, Ziehl et al
                   P.O. Box 8705
                   Wilmington, DE 19899-8705
                   (302)652-4100

Total Assets: $2,509,056,000

Total Debts: $2,574,887,000

Debtors' 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim   Claim Amount
------                        ---------------   ------------
The Chase Manhattan Bank      Bank Debt         $ 253,489,503
270 Park Avenue
New York, NY 10017
Contact: Lawrence Palumbo
Phone:(212)270-7525
Fax:(212)270-7939

The Chase Manhattan Bank      Bank Debt         $ 250,000,000
270 Park Avenue
New York, NY 10017
Contact: Lawrence Palumbo
Phone:(212)270-7525
Fax:(212)270-7939

The Depository Trust          Public Bond         $ 5,740,848
Company
55 Water Street
New York, NY 10042

CEDE & Co.                    Public Bonds        $ 2,035,675
P.O. Box 20
Bowling Green Station
New York, NY 10274
Contact: Daniel Chipko
Phone:(212)250-6519
Fax:(212)250-6961

Los Angeles Unified           Litigation          $ 1,900,000
School District               Settlement
Contact:
Robins Kaplan Miller Ciresi
c/o Roman Siberfeld
2049 Century Park East #3700
Los Angeles, CA 90067

Huntsman Corporation          Trade                 $ 668,941
P.O. Box 65888
Charlotte, NC 28265
Phone:(713)235-6185
Fax:(713)235-6414



Zhagrus Environmental, Inc.   Trade                 $ 439,287
46 W Broadway, Ste. 130
Salt Lake City, UT 84101
Contact: Susan Rice
Phone:(801)595-0239
Fax:(801)595-8805

DCP Lohja Inc.                Trade                 $ 305,243
P.O. Box 2501
Carol Stream, IL 60132-2501
Contact: William McBain
Phone:(630)734-2713
Fax:(630)734-2690

PCS Nitrogen Fertilizer, LP   Trade                 $ 284,861
P.O. Box 71029
Chicago, IL 60694-1029
Contact: John Hill
Phone:(706)849-6100
Fax:(706)849-6111

Dupont Dow Elastomers         Trade                 $ 260,740
21088 Network Place
Chicago, IL 60673-1210
Contact: Rick Thomas
Phone:(800)853-5515
Fax:(302)234-6238

Cass Logistics Temporary      Trade                 $ 251,192
900 Chelmaford Street
Lowell, MA 08510
Contact: Ann-Margaret Bushnell
Phone:(978)323-6769
Fax:(978)323-6625

Union Carbide Corp.           Trade                 $ 228,044

Southern Ionics, Inc.         Trade                 $ 178,147

BASF                          Trade                 $ 168,149

CNA Insurance                 Divestment            $ 162,000
                               Liability

Radian International          Trade                 $ 159,863

Stone Packaging System        Trade                 $ 138,998

Valeron Strength Films        Trade                 $ 129,223

Ingersoll-Rand Fluid          Trade                 $ 121,132
Products

Delta Chemicals               Trade                 $ 119,962


W.R. GRACE: Fitch Slashes Senior Unsecured Debt Rating To 'DD'
--------------------------------------------------------------
Fitch has downgraded W.R. Grace's senior unsecured debt rating
to `DD' from `CCC' and downgraded Grace's short-term rating to
`D' from `C'.

Grace had filed for reorganization under Chapter 11 of the U.S.
Bankruptcy Code in response to a rising tide of asbestos claims.
Grace has obtained $250 million in debtor-in-possession
financing from Bank of America.  Once preliminary bankruptcy
hearings are held, Grace should be allowed to resume paying key
suppliers and post-petition invoices.

Nonessential creditor payments, including asbestos-related
payments, are likely to be deferred until a plan of
reorganization is agreed upon by all parties.

Apart from the asbestos issue, Grace's cash flow-generating
businesses continue to perform well from an operating
standpoint.

Grace and other asbestos defendants have repeatedly emphasized
that congressional legislation is required. Legislative
proposals to date, however, have centered around eliminating or
reducing the settlements paid to `unimpaired' claimants, which
make up the vast majority of the asbestos claims.


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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

September 13-14, 2001
    ALI-ABA
       Corporate Mergers and Acquisitions
          Washington Monarch, Washington, D. C.
             Contact:  1-800-CLE-NEWS or http://www.ali-aba.org

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

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

October 12-16, 2001
    TURNAROUND MANAGEMENT ASSOCIATION
       2001 Annual Conference
          The Breakers, Palm Beach, FL
             Contact: 312-822-9700 or info@turnaround.org

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

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

January 31 - February 2, 2002
    American Bankruptcy Institute
       Rocky Mountain Bankruptcy Conference
          Westin Tabor Center, Denver, Colorado
             Contact: 1-703-739-0800 or http://www.abiworld.org

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

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

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

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

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

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

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

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

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

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

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

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

                            *********

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

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

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

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

                           *********

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

Troubled Company Reporter is a daily newsletter co-published by
Bankruptcy Creditors' Service, Inc., Trenton, NJ USA, and Beard
Group, Inc., Washington, DC USA. Debra Brennan, Yvonne L.
Metzler, Larri-Nil Veloso, 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 ***