TCR_Public/010612.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, June 12, 2001, Vol. 5, No. 114

                             Headlines

AMERICAN HOMEPATIENT: Amends Credit Facility With Lender Group
AMES DEPARTMENT: Moody's Downgrades Senior Debt Ratings to Junk
AMWEST INSURANCE: Court Issues Liquidation Order for Subsidiary
BRIDGE INFORMATION: Court Okays BridgeDFS Interest Sale Protocol
CAREMATRIX: Seeks Authority to Exercise Cheshire Purchase Option

CHECKERS DRIVE IN: Working Capital Deficit Narrows in Q1
DANKA BUSINESS: Steering Committee Agrees to New Bank Facility
DANKA BUSINESS: Reports Fourth Quarter & Fiscal Year End Losses
ENVIROSOURCE: Initiates Exchange Offer To Cut Outstanding Debt
EQUITABLE LIFE: S&P Lowers Insurer's Ratings to B from BB

FINOVA GROUP: Creditors Back Improved $8.1 Billion Berkadia Offer
FINOVA GROUP: Equity Committee Retains Anderson Kill As Counsel
FOAMEX INTERNATIONAL: Schedules Stockholders' Meeting On June 29
FUTURELINK CORP.: Stockholders Approve 1-for-7 Reverse Split
GENESIS HEALTH: General Description Of The Reorganization Plan

INTEGRATED HEALTH: Seeks Approval Of New Rotech Florida Lease
INTERNET ADVISORY: Files Chapter 11 Petition in S.D. Florida
INTERNET ADVISORY: Chapter 11 Case Summary
INTERVISUAL BOOKS: Shares Subject To Delisting From Nasdaq
MESSAGEMEDIA: Receives Delisting Notice From Nasdaq

ML CBO: Moody's Drops Ratings On Three Classes Of Notes
NATIONAL AIRLINES: Seeks To Extend Exclusive Period To August 31
NORTHLAND CRANBERRIES: Lenders Agree To Waive Covenant Defaults
NORTHLAND CRANBERRIES: Sells NC Bottling Plant & Sauce Business
OPEN PLAN: Nasdaq Delists Shares From Trading

PACIFIC GAS: POSDEF Moves To Remand Claims Against Cal ISO
PACIFIC GULF: Declares Special Cash Distribution On June 20
PAXSON COMMUNICATIONS: Lowell Paxson Reports 44.84% Equity Stake
PILLOWTEX CORP.: Rejecting Warehouse Lease With Mabe Trucking
PRS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors

PSA, INC: Asks for Authority To Conduct Excess Asset Sales
PYCSA PANAMA: Standard & Poor's Says Debt Default Is Likely
RED MOUNTAIN: Fitch Lowers Series 1997-1 Class H Rating to CCC
SAFETY-KLEEN: Hicks Moves To Lift Stay To Recover Benefits
SEMELE GROUP: Falls Short of Nasdaq's Listing Requirement

URANIUM RESOURCES: Zesiger Capital Holds 25.5% Of Common Stock
VIDEO CITY: Plan Confirmation Hearing Set For July 10
W.R. GRACE: Guarantor to Pay Off Subsidiary's 7-3/4% Notes
WESTPOINT STEVENS: Fitch Cuts Senior Note Rating To B- from BB-
WHEELING-PITTSBURGH: Seeks Okay For ACL & PGT Transport Pacts

                             *********

AMERICAN HOMEPATIENT: Amends Credit Facility With Lender Group
--------------------------------------------------------------
American HomePatient, Inc. (OTC:AHOM) reported that it has
finalized with its lender group an amendment to its current
credit agreement. As previously reported, the Company was in
default under its credit facility as a result of breaching
several financial covenants and failing to make a principal
payment due March 15, 2001. The amended credit agreement cures
the current defaults, amends the principal amortization
schedule, and extends the term of the agreement to December 31,
2002. The Company also announced that it will soon file an
amended annual report on Form 10-K and an amended quarterly
report on Form 10-Q for its most recent quarter which consider
the impact of this amended credit agreement. The amended Form
10-K and the amended Form 10-Q are expected to include restated
financial statements which reflect the appropriate amount of
debt reclassified from a current liability to a noncurrent
liability. The Company expects that the restated financial
statements in the amended Form 10-K will include an opinion from
the Company's auditors which does not contain any reference to
the Company's ability to continue as a going concern.

American HomePatient is one of the nation's largest home health
care providers with over 300 centers in 38 states. Its product
and service offerings include respiratory services, infusion
therapy, parenteral and enteral nutrition, and medical equipment
for patients in their home. American HomePatient's common stock
is currently traded over-the-counter under the symbol AHOM.


AMES DEPARTMENT: Moody's Downgrades Senior Debt Ratings to Junk
---------------------------------------------------------------
Moody's Investors Service lowered the following ratings of Ames
Department Stores Inc.:

      * Senior implied rating to Caa1 from B3;

      * $200 million senior unsecured guaranteed notes due 2004
        to Caa3 from Caa1.

The downgraded ratings consider Moody's expectation that Ames
constrained financial condition is unlikely to improve
substantially in the near term as a result of an adverse
economic scenario.

The rating outlook is negative while approximately $250 million
of debt securities are affected.

Moody's also confirmed the following ratings:

      * Senior unsecured issuer rating of Ames Department Stores
        at Caa3;

      * $44 million senior notes of Hills Stores Co. due 2003,
        guaranteed by Ames Department Stores, at Caa3.

Ames' performance in the near to medium term is said to remain
largely dependent on external, uncontrollable factors.
Competitions posted by giants Wal-Mart and Kmart may exert
further pressure on Ames, Moody's said. It is also observed that
Ames' customers are responding to persisting economic pressures
and job worries by being discrete in their purchases. Thus,
Ames' financial measures are likely to remain at the weak levels
reported for the year ended February 2001. But ratings could be
stabilized if the company is able to preserve its financial
condition for the near term and display recovery signs during an
improvement in the economic cycle, according to Moody's.

Ames Department Stores is located in Rocky Hill, Connecticut.
The company operates the fourth largest discount store chain in
the U.S.


AMWEST INSURANCE: Court Issues Liquidation Order for Subsidiary
---------------------------------------------------------------
Amwest Insurance Group, Inc., (AMEX:AMW) (PCX:AMW) stated that
it had received notice that an Order of Liquidation of its
subsidiary Amwest Surety Insurance Company had been entered by
the Honorable John A. Colborn, Judge of the District Court of
Lancaster County, Nebraska, upon petition of the Nebraska
Director of Insurance.

Amwest Surety Insurance Company waived Notice and Hearing on the
Director's Petition. The court appointed L. Tim Wagner, Director
of Insurance for the State of Nebraska, as Liquidator. The
Liquidator was authorized by the court to take possession and
control of all assets of Amwest Surety Insurance Company and
administer them under the general supervision of the court. The
present management of Amwest Surety Insurance Company is
cooperating fully with the Liquidator.

The court further entered orders enjoining all persons from
instituting or continuing the prosecution of any legal action or
proceeding against Amwest Surety Insurance Company, its assets
or policyholders, or any threatened or contemplated action that
might lessen the value of assets of Amwest Surety Insurance
Company or prejudice the rights of policyholders, creditors,
shareholders or the administration of any proceeding involving
Amwest Surety Insurance Company.

Although Far West Insurance Company is not subject to the Order
and continues to operate under its present management, the
Liquidator advised the Company it expects to offer for sale Far
West Insurance Company in the future.

Amwest is a Calabasas-based insurance holding company
underwriting surety bonds through Far West Insurance Company.


BRIDGE INFORMATION: Court Okays BridgeDFS Interest Sale Protocol
----------------------------------------------------------------
Bridge Information Systems, Inc. wants to sell its 55,000,000
shares of BridgeDFS Limited, a non-Debtor affiliate, free and
clear of all liens, claims and encumbrances to the highest
bidder.

BridgeDFS develops, markets and supports Australia's premier
share market information system - the Integrated Real Time
Equity System. Users of this system are mostly professional
equity investors across Australia and New Zealand.

By motion, the Debtors asked Judge McDonald to give them the
go-signal to liquidate their BridgeDFS shares.

Given the uncertainty of financial markets, David M. Unseth,
Esq., at Bryan Cave LLP, in St. Louis, Missouri, argued, the
Debtors must be allowed to act quickly to maximize the sales
value of the DFS shares. If the Debtors fail to seize the
opportunity immediately, the value of the DFS share may
deteriorate, depriving the Debtors of important value.

Mr. Unseth assured Judge McDonald the procedures in selling the
DFS shares are fair and designed to maximize their value.

Macquarie Bank Limited, Australia's only independent full
service investment bank and the Debtors' investment banker, is
charged with marketing and assisting in the sale of DFS shares.
Mr. Unseth added that Macquarie is well positioned to market the
DFS shares since Macquarie managed the initial public offering
of the BridgeDFS shares and they are also currently involved in
about 80% of the trades in the shares of BridgeDFS.

Macquarie has contacted over 30 potential bidders about buying
the DFS shares since April and May. Macquarie initiated a three-
pronged marketing strategy, by approaching:

      (i) Potential strategic trade buyers to acquire Bridge
America's 55% interest in BridgeDFS, which buyers, if
successful, would be required (pursuant to Australian law) to
make an unconditional cash offer for the remaining shares of
BridgeDFS;

     (ii) Potential portfolio investors and institutional
investors to acquire a portion of the DFS shares; and

    (iii) Other strategic buyers to acquire a portion of the DFS
shares.

Macquarie also developed an information packet and sales
presentation to solicit offers for the DFS shares, and held
meetings with potential buyers in Australia, Singapore, the
United Kingdom, and the United States of America.

As a result, Macquarie was able to narrow the list of serious
bidders. Macquarie is confident it can close a deal in short
order.

Specifically, the Debtors proposed these DFS Share Sale
Procedures:

      (i) Potential strategic buyers interested in purchasing the
DFS shares will submit non-binding indicative offers;

     (ii) Potential strategic buyers submitting indicative offers
will have the opportunity to conduct due diligence and then
submit final written offers;

    (iii) Portfolio investors and institutional investors will
have the opportunity to submit non-confidential, written offers
by entering such offers in a book to be maintained by Macquarie;

     (iv) Upon closing the book-entry bidding process, the
Debtors will have a limited period of time to either accept or
reject the relevant bid(s);

      (v) After consulting with the Prepetition Lenders, the DIP
Lenders, the Committee, and GECC concerning the offers, the
Debtors will determine which bid, if any, is the highest and
best offer for the DFS shares, taking into account each of the
relevant factors, and will be authorized to sell the DFS shares
at such price(s) that meets or exceeds the First Reserve Price
for the DFS shares provided on the Reserve Price Schedule set
forth in the sealed exhibit.

     (vi) With the oral consent of the Committee, and in the
event that no objection is received from Goldman Sachs Credit
Partners, the syndication agent for the DIP Lenders and the
Prepetition Lenders, Bridge America is authorized to sell any or
all of the DFS shares at a price(s) which is below the First
Reserve Price and above or equal to the Second Reserve Price.
With the written consent of each of the Committee, the DIP
Lenders, the Prepetition Lenders, and GECC, the Debtors will be
authorized to sell any or all of the DFS shares at a price(s),
which is below the Second Reserve Price;

    (vii) The Debtors will be responsible for ensuring that the
Sale Procedures are conducted in a commercially reasonable
manner; and

   (viii) The Debtors have filed the Reserve Price Schedule under
seal in order to protect the integrity of the bidding process.
The Debtors have established the Reserve Price Schedule to
protect against adverse market conditions, based on advice from
Macquarie, and not as a goal for the sale value of the shares.
The Debtors believe that the Reserve Price is an appropriate
protection in an open market sales process and will consult with
the Committee, the Prepetition Lenders, the DIP Lenders and
GECC before accepting any price equal to or above the First
Reserve Price or any price equal to or above the Second Reserve
Price, and will not, without those parties' written consent,
accept a price below the Second Reserve Price.

Seeing merit in the protocol the Debtors outline, Judge McDonald
approved the Debtors' motion to sell their DFS shares. All
right, title, and interest in and to the DFS Shares sold shall
be vested in the ultimate buyer(s) free and clear of all liens,
claims, interests and encumbrances of any type whatsoever.
Within 10 days of the final sale of the DFS Shares, Judge
McDonald requires the Debtors to file a Report of Sale with
respect to all DFS shares sold. (Bridge Bankruptcy News, Issue
No. 8; Bankruptcy Creditors' Service, Inc., 609/392-0900)


CAREMATRIX: Seeks Authority to Exercise Cheshire Purchase Option
----------------------------------------------------------------
CareMatrix Corporation, et al. seeks entry of an order
authorizing CareMatrix of Massachusetts, Inc. to exercise a
certain purchase option related to certain real property in
Cheshire, Connecticut.

A subsidiary of CareMatrix Corp. was granted an option to
purchase property in Cheshire, CT for $1,147,000. The payment
has been made in three installments and CareMatrix of
Massachusetts was assigned the option. CareMatrix of Mass. and
CareMatrix of North Haven, Inc. are negotiating the sale of the
property to Senior Luxury Housing LLC for $717,000.

CareMatrix Mass. had determined that it would be in the best
interest of the company and its creditors for CareMartrix to
exercise the option and purchase the Cheshire property and seeks
the authority to do so.

Attorneys for the debtors are Michael R. Lastowski, of Duane,
Morris & Hackscher LLP, Wilmington, DE and Paul D. Moore, of the
same firm, Boston, Mass. office.


CHECKERS DRIVE IN: Working Capital Deficit Narrows in Q1
--------------------------------------------------------
Total revenues of Checkers Drive In Restaurants Inc. were $35.3
million for the quarter ended March 26, 2001, compared to $52.2
million for the quarter ended March 27, 2000. Company-owned
restaurant sales decreased by $17.8 million for the quarter
ended March 26, 2001, to $31.7 million, as compared to $49.5
million for the quarter ended March 27, 2000. The primary reason
for the decrease is due to the sale of 167 restaurants to
franchisees during fiscal 2000. Sales at comparable restaurants,
which include only the units that were in operation for the full
quarters being compared, increased 12.3% for the quarter ended
March 26, 2001 as compared with the quarter ended March 27,
2000. Franchise revenues and fees increased by $1 million,
primarily as a result of the Company-owned restaurant sales,
resulting in an increase in royalties.

Net income for the three months ended March 26, 2001 was $ 843,
while net loss for the three months ended March 27, 2000 was $
(425).

The Company had a working capital deficit of $4.1 million at
March 26, 2001 as compared to a $9.0 million deficit at January
1, 2001. The decrease in the deficit is primarily due to the
refinancing of the Textron note payable coming due June 15,
2001. On May 10, 2001, Checkers issued a note payable to Heller
Financial, Inc., refinancing $5.8 million over a 30-month term
at a 14% interest rate.


COMMERCIAL FINANCIAL: Solicitation Period Extended To July 30
-------------------------------------------------------------
In the cases of Commercial Financial Service, Inc. and CF/SPC
NGU, Inc., the exclusive periods provided in 11 USC 1121(b) for
CFS and NGU to file a plan(s) of reorganization are extended
through and including June 1, 2001.

The exclusive periods for CFS and NGU to solicit acceptances to
their plan(s) of reorganization are extended through and
including July 30, 2001.


DANKA BUSINESS: Steering Committee Agrees to New Bank Facility
--------------------------------------------------------------
Danka Business Systems PLC (Nasdaq:DANKY) has reached an
agreement with the Steering Committee of its existing consortium
of banks on the principal terms of a new Credit Facility which
will consist of revolver, term loan and letter of credit
commitments. The Credit Facility is subject to approval by 100%
of the Company's existing banks, finalization of definitive
documentation, the completion of the sale of Danka Services
International (DSI), and the tender of the requisite amount of
notes under the Company's exchange offer for its outstanding
6.75% convertible subordinated notes due April 1, 2002. The new
Credit Facility will mature on the earlier of the third
anniversary of its closing or the date which is one day in
advance of the maturity of the senior subordinated notes being
offered pursuant to the exchange offer, which is expected to be
March 31, 2004.

Danka's Chief Executive Officer, Lang Lowrey, commented, "We are
pleased that our banks have so strongly endorsed the ongoing
restructuring and operating efforts of the Company. This new
facility will provide the necessary financing for the Company's
strategic initiatives and will allow Danka to emerge from the
difficult credit environment it has been operating under during
the past two and a half years. Debt reduction continues to be a
principal focus of the Company and we will continue to review
all opportunities for additional debt reduction."

The full bank group will meet on June 13, 2001 to discuss
approval of the Credit Facility and the Company expects that the
new Credit Facility will be executed by all parties by the end
of June.


DANKA BUSINESS: Reports Fourth Quarter & Fiscal Year End Losses
---------------------------------------------------------------
Danka Business Systems PLC (Nasdaq:DANKY) announced results for
its fourth quarter and twelve months ended March 31, 2001
(fiscal year 2001). The Company reported a loss from operations
of $105.3 million for the fourth quarter as compared to earnings
of $1.3 million in the fourth quarter of fiscal year 2000.

During the fourth quarter, the Company's cost of sales and
earnings from operations were negatively impacted by a pre-tax,
non-cash charge of $53.9 million related to the write-off of
excess, obsolete and non-recoverable equipment, parts and
accessories. The Company recorded $40.2 million of this write-
off in cost of retail equipment sales and $13.7 million of the
write-off in cost of retail service, supplies and rentals. The
Company's SG&A expenses were negatively impacted by a pre-tax,
non-cash charge of $28.6 million, of which $15.3 million related
to the Company's facilities and $8.0 million related to
additional trade receivable reserves. The Company also wrote-off
goodwill attributable to one of its U.S. subsidiaries resulting
in a charge of $6.9 million. The Company incurred a net loss of
$127.4 million in the fourth quarter compared to a net loss of
$18.6 million in the fourth quarter of fiscal year 2000.

Danka's Chief Executive Officer, Lang Lowrey, commented, "The
year-end and fourth quarter performance was significantly
impacted by asset write-offs and charges, which include the
write-off of most of our remaining analog assets and charges
related to our non-strategic facilities. Overall, these charges
are consistent with our plan to substantially exit the analog
business and position Danka as a preeminent provider of digital
equipment, services and solutions to its customers."

Total revenue for the fourth quarter declined by $118.8 million
or 19.3% to $496.3 million from $615.1 million in the fourth
quarter of fiscal year 2000. Foreign currency movements
negatively impacted the Company's total revenue during the
fourth quarter by approximately $14.9 million. Sequentially,
total revenues declined slightly after excluding the positive
impact of foreign currency movements of approximately $8.0
million.

The Company's combined gross profit margin was 18.7% for the
fourth quarter compared to 31.4% sequentially and 31.2% for the
fourth quarter a year ago. The sequential decrease in gross
profit margin was primarily due to the write-off of excess,
obsolete and non-recoverable equipment, parts and accessories
noted above.

The fourth quarter retail equipment margin was -4.7% as compared
to 24.0% sequentially. Excluding the write-off of excess,
obsolete and non-recoverable equipment, the retail equipment
margin was 22.4%.

The fourth quarter retail service, supplies and rentals margin
was 29.6% as compared to 36.1% sequentially. Excluding the
write-off of excess and obsolete rental equipment, parts and
accessories, the retail service, supplies and rentals margin was
33.8%.

SG&A expenses increased by $1.9 million to $189.1 million in the
fourth quarter, from $187.2 million in the fourth quarter of
fiscal year 2000. Sequentially, SG&A expenses increased by $32.4
million, primarily as a result of the charges related to certain
facilities and increased provisions for trade receivables
discussed above. Excluding these charges, SG&A expenses
increased sequentially by 2.4%.

Interest expense decreased by $10.2 million to $18.2 million for
the fourth quarter of fiscal year 2001 from $28.4 million in the
fourth quarter of fiscal year 2000. The decrease is related to a
$5.9 million reduction in the amount of bank waiver fees
expensed during these periods under the Company's current credit
facility and a $4.3 million reduction in interest expense due to
lower debt outstanding in fiscal year 2001.

Lowrey commented: "Our disappointing fourth quarter results are
due in large part to a decline in margins, which is a result of
decreased sales productivity, competitive conditions and the
industry's transition from analog to digital products. In
addition, we have failed to reduce SG&A expenses in line with
margin declines. We are continuing to actively take steps to
reposition our business from analog to digital, address sales
productivity and reduce SG&A expenses to a level commensurate
with our margins, including continuing to implement the
restructuring measures commenced in the third quarter of fiscal
year 2001."

The Company reported a loss from operations before restructuring
charges of $153.5 million for fiscal year 2001 compared to
earnings of $113.0 million for fiscal year 2000, also before
restructuring charges. Including the effect of restructuring
charges, the Company incurred losses from operations of $169.2
million for fiscal year 2001 and earnings of $117.1 million for
fiscal year 2000. Total revenues decreased by 17.3% to $2.1
billion in fiscal year 2001 from $2.5 billion in fiscal year
2000. The retail equipment margin decreased to 15.7% from 29.4%
in fiscal 2000. This was primarily due to a $62.6 million write-
off of excess, obsolete and non-recoverable equipment. The
retail service, supplies and rentals margin decreased to 34.1%
from 38.4% in fiscal 2000. SG&A expenses declined by $61.3
million to $677.0 million for fiscal year 2001 from $738.3
million in fiscal year 2000. The decline in SG&A expenses over
these periods was primarily due to currency fluctuations and
lower employment costs. Due to decreased revenue, SG&A expenses
as a percentage of revenue increased to 32.8% in fiscal year
2001 from 29.6% in fiscal year 2000.

The Company incurred a net loss of $220.6 million for fiscal
year 2001 compared to net earnings of $10.3 million for fiscal
year 2000. After allowing for payment-in-kind dividends on the
Company's participating shares, the Company incurred a net loss
of $2.12 and $3.91 per American Depositary Share ("ADS") in the
fourth quarter and twelve months ended March 31, 2001,
respectively, compared to a net loss of $0.39 and net earnings
of $0.10 per ADS in the corresponding periods ended March 31,
2000.

                         Sale of DSI

On April 9, 2001, the Company entered into an agreement to sell
its outsourcing business, DSI, to Pitney Bowes Inc. for a cash
consideration of $290.0 million, subject to adjustment depending
on the value of DSI's net assets at closing. Completion of the
sale is contingent upon the approval of the Company's
shareholders, consent of its senior lenders, clearance by UK
competition authorities and the satisfaction of other conditions
customary to a transaction of this nature. The sale has been
cleared by U.S. and German competition authorities. The Company
will hold a shareholder meeting for the purpose of approving the
sale of DSI in June 2001 and intends to close the sale on or
about June 29, 2001.

                   Cash Flow and Financing

On February 20, 2001, the Company announced an integrated three-
part plan to reduce and refinance its debt. First is the sale of
DSI described above, with net proceeds to be used primarily to
repay a substantial portion of its existing senior credit
facility. Second is an exchange offer for all $200.0 million of
the Company's outstanding 6.75% convertible subordinated notes
due April 1, 2002. Third is the refinancing of Danka's
indebtedness under its existing senior credit facility, which is
due for repayment in full on March 31, 2002. The Company
anticipates that it will close the exchange offer, the
refinancing of its senior credit facility and the sale of DSI on
or about June 29, 2001.

The Company is implementing the refinancing plan because it does
not believe that it would otherwise be in a position to repay in
full its indebtedness under its senior credit facility and the
subordinated notes when they become due for payment in 2002. If
the Company fails to complete its refinancing plan, it will be
required to consider other alternatives to refinance its debt.

The report of the Company's independent auditors on the
Company's U.S. GAAP consolidated financial statements for the
year ended March 31, 2001 contains an explanatory paragraph
stating that there is substantial doubt about the Company's
ability to continue as a going concern as a result of the
uncertainty regarding the Company's ability to repay its
indebtedness under the existing senior credit facility and the
outstanding subordinated notes when they become due for
repayment on March 31, 2002 and April 1, 2002, respectively. As
discussed above, the Company is in the process of implementing a
plan to reduce and refinance its existing indebtedness which, if
successful, will result in the Company's indebtedness under the
senior credit facility and the subordinated notes being
refinanced in advance of their stated maturities.

As a result of the magnitude of the write-offs and charges taken
in the fourth quarter of fiscal year 2001 and the explanatory
paragraph contained in the report of the independent auditors on
the financial statements for the year ended March 31, 2001, the
Company was in non-compliance with all of the financial
covenants in its existing senior credit facility. This non-
compliance was cured by an amendment to the senior credit
facility excluding certain of the fourth quarter charges and
write-offs from the calculation of the financial covenants and
waiving the requirement that the Company's independent auditor's
report must not contain such an explanatory statement. The
Company continues to operate under modified financial covenants
through July 16, 2001 pursuant to the amendment. If the
Company's indebtedness under the senior credit facility is not
refinanced by that time, the Company expects that it will
require an additional amendment to, or waiver of, the financial
covenants that will be in effect from that date. In the absence
of an additional amendment or waiver, lenders owning a majority
of the outstanding indebtedness could declare all amounts
outstanding under the senior credit facility immediately due.

Lowrey added: "We are in the final stages of our restructuring
plan and are optimistic that it will be concluded as planned by
the end of June. The DSI sale, exchange offer and the
announcement today of the agreement of principal terms of a new
Credit Facility constitute the three elements of our plan, and
each is progressing to conclusion. While we understand the U.S.
GAAP requirements which necessitate the going concern paragraph,
we believe that once these restructuring transactions are
concluded, Danka will be in position to solidify its future as a
major player in the digital solutions market."

The Company generated cash flow from operations of $56.2 million
and $146.5 million in the fourth quarter and twelve months ended
March 31, 2001, respectively, compared to $62.7 million and
$180.6 million in the corresponding periods of the prior year,
respectively. For the three months ended March 31, 2001, the
Company reported negative EBITDA of $62.1 million, or -12.5% of
revenue, compared to positive EBITDA of $43.1 million, or 7% of
revenue, for the quarter ended March 31, 2000. For fiscal 2001,
the Company generated $3.3 million of EBITDA, or .2% of revenue,
compared to $279.7 million, or 11.2% of revenue, in the prior
fiscal year. At March 31, 2001, the Company had approximately
$515.0 million in debt outstanding under its senior credit
facility, which represented a reduction of over $80.0 million
since March 31, 2000.


ENVIROSOURCE: Initiates Exchange Offer To Cut Outstanding Debt
--------------------------------------------------------------
Envirosource, Inc. (OTCBB:ENSO) announced a restructuring plan
that will significantly reduce its outstanding debt, increase
financial flexibility, improve cash flow and complete a merger
transaction that will result in the Company becoming privately
held.

The Company is offering to exchange all of its $270 million
9-3/4% Senior Notes due 2003 for a combination of cash, new 14%
Subordinated Notes due 2008, Redeemable Preferred Stock and
Common Stock. If all of the Senior Notes are tendered, the
aggregate exchange consideration will be at least $63 million in
a combination of cash and Subordinated Notes, plus $25 million
worth of Preferred Stock and all of the Common Stock that will
then be issued and outstanding.

The Company has entered into an exchange agreement with
affiliates of GSC Partners, a private investment firm with
approximately $4.6 billion of capital under management, which
holds approximately 63 % of the Senior Notes, pursuant to which
GSC Partners has agreed to exchange their Notes and support the
transactions. Upon completion of the anticipated transactions,
the current directors, other than John DiLacqua, will resign and
GSC Partners will elect new directors to fill the board.

The restructuring also contemplates that 100% of the presently
outstanding Common Stock of the Company will be exchanged for
$.20 per share in cash through a merger transaction described in
a Proxy Statement, which will be mailed to stockholders.
The restructuring has the unanimous approval of the Company's
directors, and the holders of a majority of its stock have
already consented to support the contemplated transactions.
The Company expects the restructuring to be completed quickly
and to significantly reduce the Company's debt and interest
obligations. John DiLacqua, the President and Chief Executive
Officer of the Company, said "We are excited to announce the
commencement of our restructuring plan and look forward to the
prompt conclusion of these efforts and to a well-capitalized
Envirosource. I believe that this plan is in the best interest
of all stakeholders and it reduces substantially the significant
debt and debt service obligations that we've had for years. We
particularly wish to thank our shareholders, the holders of our
notes, our bankers, and our employees for their continuing
support and efforts during this process. We also want to assure
our customers, employees, suppliers and trade creditors that
there will be no interruptions in our service or our payments."

In order to effect the exchange offer, the Company is also
soliciting consents to amend the terms of the indentures
governing the Senior Notes to eliminate substantially all of the
restrictive covenants and certain events of default. The
Company's agreement with GSC Partners obligates them to consent
to the proposed amendments. As GSC Partners' holdings of the
Senior Notes exceed the majority vote required, such consents
will be sufficient to approve the proposed amendments.

The exchange offer is conditioned upon, among other things,
having at least 98% of the outstanding principal amount of the
Senior Notes tendered prior to the expiration time. If the
requisite acceptances are not received, it is the Company's
intention to effect the transaction on essentially the same
terms as contemplated by the exchange offer and merger through a
pre-packaged Chapter 11 plan of reorganization. Under the terms
of the pre-packaged plan, the filing would be done at the parent
level only and the operating subsidiaries would not be impacted,
all employee and trade obligations of the Company would be met
without delay and there would be no interruption in service of
any kind to customers. GSC Partners, holder of approximately 63%
of the Senior Notes, has also committed to support the pre-
packaged plan. In agreeing to exchange their Senior Notes, other
holders will also be consenting to acceptance of the pre-
packaged plan, if it is filed. As a result, the Company expects
to receive sufficient acceptances to obtain prompt court
approval and consummation of the pre-packaged plan, if such a
filing is necessary.

The exchange offer and solicitation of consents and acceptances
is scheduled to expire at 5:00 p.m., Eastern Time on July 12,
2001. In connection with the exchange offer and potential pre-
packaged plan of reorganization, it is the Company's intention
to not pay the interest on the Senior Notes due June 15, 2001.
The exchange offer and solicitation of consents and acceptances
are being made pursuant to an Offering Memorandum and
Solicitation of Consents and Acceptance and the related Letter
of Transmittal, Consent and Acceptances which more fully set
forth the terms of the exchange offer and solicitation of
consents and acceptances.

The Company is being advised on the restructuring plan by
Jefferies & Company, Inc. and Akin, Gump, Strauss, Hauer & Feld,
L.L.P.

Envirosource stockholders are advised to read the Proxy
Statement relating to the Merger, which will be filed with the
Securities and Exchange Commission. The Proxy Statement will
contain important information, which should be read carefully.
The Proxy Statement, the Offering Memorandum and related
materials filed with the SEC will also be available at no charge
on the SEC's web site at www.sec.gov or by contacting the
Company's information agent, Mackenzie Partners.

The Company's principal operation is IMS, which provides slag
processing, metal recovery, materials handling, scrap management
and a wide range of specialty services, such as surface
conditioning ("scarfing") of steel slabs, to the North American
steel industry. In addition, the Company's Technologies
operations provide waste treatment, stabilization and disposal
services, primarily to the steel industry.


EQUITABLE LIFE: S&P Lowers Insurer's Ratings to B from BB
---------------------------------------------------------
Standard & Poor's lowered its counterparty credit and insurer
financial strength ratings on U.K.-based insurer The Equitable
Life Assurance Society (Equitable Life) to single-'B' from
double-'B'. At the same time, Standard & Poor's also lowered its
subordinated debt rating on related entity Equitable Life
Finance PLC (guaranteed by Equitable Life) to triple-'C'-minus
from triple-'C'-plus. The ratings remain on CreditWatch with
developing implications, where they were placed on Feb 5, 2001.

The downgrades reflect heightened concerns on the part of
Standard & Poor's over the on-going solvency position of
Equitable Life. Market wide issues including the decline in
equity markets and falls in long-term gilt yields during 2000,
combined with stronger assumptions in the valuation basis, are
expected to have reduced Equitable Life's statutory solvency,
for the soon to be reported year-end 2000 position, to levels
below Standard & Poor's expectations. Additionally, the reliance
on stop-loss reinsurance and future profits to support statutory
solvency is a concern.

Standard & Poor's is also concerned about the potential impact
of any further decline in investment markets on Equitable Life's
solvency, given the company's high degree of investment
leverage, even after the significant equity asset sales over the
past six months. Although the management of Equitable Life has
provided some information indicating that the company remained
solvent throughout the recent period of investment market
volatility, and received a o500 million ($727 million) capital
contribution from Halifax PLC (Halifax; AA/Watch Neg/A-1+),
Standard & Poor's has fundamental concerns as to the quantity
and quality of capital.

Without a settlement on the guaranteed annuity rate (GAR) issue,
the company may again be forced to act to stay solvent, most
likely through a reduction in payout values. The company has
already taken measures to protect solvency--it has deferred the
declaration of annual bonuses for 2000 and is levying a 15%
value adjustment on policyholders choosing to surrender--but it
has very little flexibility to manage its future solvency
position in adverse conditions.

The ratings could be raised if the proposed settlement between
GAR and non-GAR policyholders is agreed, as Equitable Life would
have greater certainty regarding its liabilities and, as a
result, would have somewhat greater financial strength and
investment flexibility. Contingent on this agreement, Halifax
will also make an additional cash payment of o250 million into
the closed with-profit fund, with the potential for a further
o250 million conditional on 'Halifax Equitable' meeting sales
and profitability targets in 2003 and 2004. If a settlement is
not achieved, it is possible that Equitable Life's financial
strength could deteriorate further, reflecting the potential
impact of adverse investment markets on the closed fund.

Standard & Poor's will continue to monitor developments,
although final resolution of the CreditWatch will be dependent
on the outcome of the proposed settlement between GAR and non-
GAR policyholders, which is expected later this year, Standard &
Poor's said.


FINOVA GROUP: Creditors Back Improved $8.1 Billion Berkadia Offer
-----------------------------------------------------------------
FINOVA Group Inc. (NYSE: FNV) announced that the FINOVA
Creditors' Committee has expressed its support for a revised
Berkadia debt restructuring proposal. A spokesman for the
committee advised that, "The Creditors' Committee has selected
the revised Berkadia proposal over the previously announced
General Electric Capital Corporation proposal." Berkadia LLC is
a joint venture of Berkshire Hathaway Inc. and Leucadia National
Corporation.

The modified Berkadia proposal that was selected by the
Creditors' Committee includes the following principal
improvements:

      * The cash distribution to holders of allowed general
unsecured claims against FINOVA Capital will equal 70% of the
principal amount of those claims (before inclusion of pre-
petition interest), with a further cash distribution equal to
100% of pre-petition and allowed post-petition interest.

      * The New Senior Notes of FINOVA Group issued for the
balance of the allowed general unsecured claims against FINOVA
Capital will have an interest rate of 7.5% per year and will
mature in eight years.

      * Holders of Trust Originated Preferred Securities of
FINOVA Finance Trust will receive an amount equal to 75% of
their interests paid in the same combination of cash and New
Senior Notes of FINOVA Group as are being paid to the holders of
allowed general unsecured claims against FINOVA Capital.

      * As soon as reasonably practicable after the effective
date of the Plan, Berkshire Hathaway will make a tender offer
for up to $500 million principal amount of New Senior Notes at a
cash purchase price of 70% of par ($700 per $1,000 principal
amount).

      * Berkshire Hathaway will hold for four years all New
Senior Notes that it receives in exchange for its present $1.428
billion of FINOVA bank and bond debt and any New Senior Notes
that may be purchased in the tender offer.

FINOVA and Berkadia believe that with the Creditors' Committee
support, the Plan of Reorganization for FINOVA and its
affiliated debtors can be quickly confirmed.

Berkadia's commitment to these modifications will terminate if
there is any agreement for or Bankruptcy Court approval of
breakup, topping, due diligence or similar fees except as
previously agreed or if specified actions are not taken in
furtherance of the proposed Plan.

The debtors intend to file a revised Plan and Disclosure
Statement with these modifications. The Bankruptcy Court has not
approved these modifications, the Plan or Disclosure Statement
previously filed. The solicitation process will not begin until
the Bankruptcy Court approves the revised Disclosure Statement
and authorizes FINOVA to solicit the votes of their creditors
and stockholders in connection with the revised Plan.
Thereafter, FINOVA will send the revised Plan and Disclosure
Statement to all creditors and stockholders who are entitled to
vote on the Plan.


FINOVA GROUP: Equity Committee Retains Anderson Kill As Counsel
---------------------------------------------------------------
The Official Committee of Equity Security Holders appointed
in the case of The Finova Group Inc. et al. seeks an order from
the Court authorizing and approving the Committee's employment
and retention of Anderson Kill & Olick, P.C. as attorneys for
the Committee, nunc pro tunc from April 27, 2001, pursuant to
Sections 1102, 1103, 328 and 504 of Title 11, United States Code
11 U.S.C Section 101 et seq. and Rules 2014, 2016 and 5002 of
the Bankruptcy Rules.

Since the Committee retained the services of Anderson Kill
beginning April 27, 2001, the Committee requests that any order
authorizing the Committee's retention of Anderson Kill be
effective as of April 27, 2001. From January, 2001 until April
27, 2001, Anderson Kill represented the ad hoc committee of
FINOVA's equity security holders.

The Committee selected Anderson Kill as its legal counsel, in
connection with the prosecution of the Finova Chapter 11 case
and the performance of legal services, based upon, among other
reasons, Anderson Kill's considerable experience and knowledge
in the field of equity holders' rights and business
reorganizations under Chapter 11 of the Bankruptcy Code, and in
other areas of law related to this Chapter 11 case, including
litigation and corporate law matters. The Equity Committee
believes that Anderson Kill is well qualified to represent the
Committee in this proceeding.

Subject to the Court's approval, Anderson Kill will charge for
its legal services on an hourly basis in accordance with its
ordinary and customary hourly rates in effect on the date such
services are rendered and for its out-of-pocket disbursements
incurred in connection therewith, as set forth in the Rahl
Affidavit. Anderson Kill lawyers and paraprofessionals bill
their time in one-tenth hour increments and the current range of
hourly rates, subject to periodic adjustment, charged by
Anderson Kill is:

           Senior Shareholders   $310 - $630
           Junior Shareholders   $165 - $310
           Paraprofessionals     $ 90 - $145

J. Andrew Rahl, Jr., Gloria J. Frank and Mark L. Silverschotz,
the attorneys who it is presently believed will be principally
involved in this matter on behalf of the Committee, presently
charge hourly rates of $550, $400 and $410, respectively. From
time to time, other attorneys may assist Mr. Rahl, Ms. Frank and
Mr. Silverschotz in connection with this matter.

The Committee understands that Anderson Kill will seek
compensation from the Finova estate at its regular hourly rates
for attorneys and paraprofessionals, and reimbursement of
expenses incurred on the Committee's behalf, subject to Court
approval after notice and hearing.

The professional services that Anderson Kill is expected to
render to the Committee, pursuant to and under a general
retainer, include, but are not limited to, the following:

      (1) Assist and advise the Committee in its consultations
with Finova relative to the administration of its reorganization
case;

      (2) Represent the Committee at hearings held before the
Court and communicate with the Committee regarding the issues
raised, as well as the decisions of the Court;

      (3) Assist and advise the Committee in its examination and
analysis of the conduct of Finova's affairs and the reasons for
its Chapter 11 filing;

      (4) Review and analyze all applications, motions, orders,
statements of operations and schedules filed with the Court by
Finova or any other Debtor or other third parties in this
proceeding, advise the Committee as to their propriety, and,
after consultation with the Committee, take appropriate action;

      (5) Assist the Committee in preparing the applications,
motions and orders in support of positions taken by the
Committee, as well as prepare witnesses and review documents in
this regard;

      (6) Apprise the Court of the Committee's analysis of
Finova's operations;

      (7) Confer with the accountants and any other professionals
retained by the Committee, if any are selected and approved, so
as to advise the Committee and the Court more fully of Finova's
operations;

      (8) Assist the Committee in its negotiations with Finova
and the other Debtors or other parties-in-interest concerning
the terms of any proposed plan of reorganization;

      (9) Assist the Committee in its consideration of any plan
of reorganization proposed by Finova or any other Debtor or
other parties-in-interest as to whether it is in the best
interest of equity security holders and is feasible;

     (10) Assist the Committee with such other services as may
contribute to the confirmation of a plan of reorganization;

     (11) Advise and assist the Committee in evaluating and
prosecuting any claims that the Debtors may have against third
parties; and

     (12) Assist the Committee in performing such other services
as may be in the interest of equity security holders, including
but not limited to, the commencement of, and participation in,
appropriate litigation respecting the estate.

Both the Equity Committee and J. Andrew Rahl, Jr., Esq., a
member of Anderson Kill, submit that Anderson Kill is a
"disinterested person," as the term is defined, within the
meaning of Sections 101(14) and 101(31), as modified by Section
1103(b), of the Bankruptcy Code.

Except for those matters disclosed in the affidavit of J. Andrew
Rahl, Jr., Esq., the Committee is not aware of any other present
or prior connection between Anderson Kill and Finova or any
other Debtor and does not believe Anderson Kill represents or
holds any interest adverse to Finova or any other Debtor, their
estates, or their creditors with respect to the matters upon
which Anderson Kill is to be engaged.

To the best of the Committee's knowledge, except as more fully
set forth in the Rahl Affidavit, Anderson Kill has no prior
connection with Debtors, their creditors or any other party-in-
interest, or their respective attorneys or accountants in the
matters upon which Anderson Kill is to be engaged that would in
any way disqualify it from representing the Committee.

Mr. Rahl stated in his affidavit that, neither he nor any member
of Anderson Kill has had or presently has any meaningful
connection with FINOVA or any of the Debtors, their creditors,
or any party in interest, their respective attorneys and
accountants, the US Trustee except as follows:

(1) Stockholders of Finova

     -- Equity Committee Members

        Anderson Kill has represented Bennett Management, a
member of the Committee, in a number of past and ongoing
bankruptcy and restructuring matters that are unrelated to these
cases. Anderson Kill also formerly represented Greenlight
Capital and Legg Mason Advisors in their capacity as members of
the ad hoc committee of Finova's equity holders.

     -- Other Stockholders

        Jackson National Life Insurance Company, a stockholder of
Finova, has been a client of Anderson Kill in a great many past
and pending matters that are unrelated to these cases. In
addition, Anderson Kill has represented official and ad hoc
committees and groups of bank and public debt and equity holders
of more than 50 other issuers and borrowers since 1990, all of
which are unrelated to these cases. The members of these
committees and groups collectively have included a great many
financial institutions and investors. The following such
institutions or their affiliates reportedly are or were
stockholders of Finova: American General Corporation, Bank of
New York, Dreyfus Corporation, Metropolitan Life Insurance
Company, Pimco Advisors, Putnam Asset Management, Prudential
Securities, Prudential Asset Management and Vanguard Group.

(2) Creditors of Finova

     -- Creditors Committee Members

        Appaloosa Management L.P. and Oaktree Capital Management,
LLC are members of the Creditors Committee in the FINOVA cases.
Anderson Kill represented affiliates of these two institutions,
among a group of others, in the documentation of an exit loan
facility that was funded in March, 2000 in connection with the
consummation of the Chapter 11 Plan of Reorganization of Coho
Energy, Inc. in the United States Bankruptcy Court for the
Northern District of Texas. Anderson Kill recently was retained
as special counsel to the Official Committee of Unsecured
Creditors of Owens Corning, Inc. to work on intercreditor issues
in the Owens Corning bankruptcy case which is pending in this
district. Chase Manhattan Bank, N.A., which is a member of the
Creditors Committee in these cases, is also a member of the
Owens Corning Creditors Committee. Anderson Kill also has acted
as counsel in the past to Chase Hambrecht & Quist which is an
affiliate of Chase Manhattan Bank, N.A.

Anderson Kill is prosecuting a great many adverse
representations against the casualty insurance affiliates
of Citibank, N.A.

     -- Bank Lenders and Public Debtholders

        The Debtors collectively have more than 60 bank lenders.
Anderson Kill has represented or been involved with individual
members of this group of bank lenders who are not members of the
Creditors Committee in matters unrelated to these cases over the
last five years as set forth below.

Fleet Bank, while not a member of the Creditors Committee, is a
member of the bank lenders' steering committee. Fleet Bank is a
lender to, and provides other banking services for, Anderson
Kill and is also a member of the Owens Coming creditors
committee. Anderson Kill in the past represented Fleet Bank in
its capacity as a co-lender or participant in the documentation
of loan transactions. Anderson Kill currently represents Fleet
Capital Corporation, an affiliate of Fleet Bank, in a collection
matter. Finally, Anderson Kill recently obtained a $15 million
judgement on behalf of an unrelated client against Summit Bank,
which in turn was acquired by Fleet Bank while that matter was
pending.

Anderson Kill has represented other Finova bank lenders who are
not members of either the Creditors Committee or the bank
lenders' steering committee over the last five years as follows:
(i) Anderson Kill has represented Credit Lyonnais in a number of
matters in the past, currently represents Credit Lyonnais in the
W.R. Grace bankruptcy case which is pending in this District,
and also represents Credit Lyonnais in its capacity as the agent
for the bank group in the bankruptcy proceeding of Gencor
Industries, Inc., which is pending in the Middle District of
Florida (one other member of the Gencor bank group, ABN Amro
Bank, N.V., is also a bank lender in these cases); (ii) Anderson
Kill from time to time represents Monte dci Paschi di Siena; and
(iii) Anderson Kill has in the past represented KBC Bank, N.V.

As noted above, Anderson Kill has represented official and ad
hoc committees and groups of bank and public debt and equity
holders of more than fifty other issuers and borrowers since
1990, all of which are unrelated to these cases. The members of
these committees and groups collectively have included a great
many financial institutions and investors. Anderson Kill
understands that an active trading market has developed for
Finova's bank and public debt claims, and Anderson Kill
accordingly believes that some of these institutions and
investors now hold, or have held in the past or will hold in the
future, Finova's bank and public debt, possibly in positions of
significant size. Many of these financial institutions seek to
maintain the confidentiality of their investment positions and
Anderson Kill accordingly has no practical way of ascertaining
the actual holdings of such institutions at this time. Anderson
Kill anecdotally has become aware that the following
institutions or their affiliates that now are or have been
clients of Anderson Kill in bankruptcy and restructuring matters
unrelated to these cases may hold, or in the past may have held,
positions in Finova's public debt or bank debt: Foothill Capital
Corporation, Grace Brothers, Metropolitan Life Insurance
Company, PPM America, Inc., Prudential Insurance Company,
Weyland Advisors and Whippoorwill Associates.

(c) Insurance Coverage Matters

     Anderson Kill regularly represents policy holders in
insurance coverage matters, which frequently involve litigation,
in which Anderson Kill always acts as counsel to the policy
holder on the plaintiffs side. None of the insurance coverage
matters referred to below is related to these bankruptcy
cases.

General Electric Corporation ("GE") is the indirect corporate
parent of GE Aircraft Engines, Inc. ("GE Aircraft"), and General
Electric Capital Corporation ("GECC"). GE Aircraft is a creditor
in these cases and GE Aircraft also recently participated with
GECC and Goldman Sachs & Co., Inc. ("Goldman Sachs"), in
connection with a prospective alternative bid to acquire or
manage the Debtors' assets. It has recently been reported in the
press that GECC and Goldman Sachs are still considering such an
alternative bid. Anderson Kill represented GE Aircraft as a
policyholder in an insurance coverage matter that concluded more
than three years ago. Anderson Kill also represented another GE
affiliate, RCA Corporation, as a policyholder in a matter that
recently concluded, and Anderson Kill currently represents
another GE affiliate, General Electric Company, in an ongoing
insurance coverage matter. Anderson Kill also in the past
represented General Electric Company in a patent matter and in
two employment matters.

At the same time, Anderson Kill has represented other
policyholders as plaintiffs in prosecuting approximately twenty-
five past and pending insurance coverage litigations against
four other GE affiliates as co-defendants: Employers Reinsurance
Corporation, Employers Re Corporation Group, Puritan Insurance
Company and Westport Insurance Corporation. Anderson Kill also
represents insurance policyholders in a number of other pending
matters that in the future may involve additional claims that
have not yet been asserted against these or other GE affiliates.
Anderson Kill also is representing other clients in prosecuting
a great many insurance coverage actions against the casualty
insurance affiliates of Citibank, N.A., a member of the
Creditors Committee, Aetna Life Insurance Company, a reported
bondholder of Finova, and AXA, which reportedly is or was a
stockholder of Finova, respectively.

Anderson Kill respectively represented Goldman Sachs and
NationsBank, a Finova bank lender, in separate insurance
coverage matters that each concluded more than a year ago.
Anderson Kill also represented Metropolitan Life Insurance
Company, a reported Finova stockholder and bondholder and also
a member of the Owens Corning creditors committee, in a recently
concluded insurance coverage matter.

(d) Other Creditors

     Anderson Kill has not yet had an opportunity to review the
Debtors' creditor matrix in detail but, in light of the extent
of the Debtors' operations, it is likely that Anderson Kill
represents other clients that are creditors of the Debtors in
matters unrelated to the Debtors. Anderson Kill will provide a
supplemental disclosure of these clients after a review of the
matrix.

(3) Finova Loan Customers and Investments

     The Debtors have extended loans to and made investments in a
great many borrowers and issuers in the ordinary course of their
financial services businesses. Anderson Kill has no practical
way of identifying all of its connections with parties that are
either direct borrowers or issuers of Finova investments, on the
one hand, or creditors of such borrowers or issuers on the
other. Mr Rahl says that after diligent inquiry, however, he has
not been able to identify any such direct borrowers or issuers
that Anderson Kill represents. Anderson Kill represents the ad
hoc committee of noteholders of Kasper A.S.L., Ltd., and one of
the Debtors is a member of that issuer's bank group. Anderson
Kill also represented Jackson National Life Insurance Company in
its 1999 purchase from Newcourt Financial, Ltd., formerly AT&T
Commercial Finance, Inc., of a portfolio of interests in
approximately thirty loans. Finova affiliates were participants
in three or four of those loans at the time of that purchase.

While Anderson Kill in the past may have represented, may
represent currently and likely in the future will represent
creditors and equity security holders of Finova and the other
Debtors in connection with matters unrelated to Debtors' cases,
in the event that a conflict or possible conflict is identified
in the future, such matter will be handled by other counsel, Mr.
Rahl assured, and Anderson Kill will make same known to the
court and parties should further or other conflicts become
manifest.

Mr. Rahl covenants that Anderson Kill will provide a
supplemental disclosure of any other relationships it discovers
with entities as to which any of the Debtors have either loans
or investments. (Finova Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


FOAMEX INTERNATIONAL: Schedules Stockholders' Meeting On June 29
----------------------------------------------------------------
The Annual Meeting of Stockholders of Foamex International Inc.,
a Delaware corporation, will be held at the Company's corporate
headquarters, 1000 Columbia Avenue, Linwood, Pennsylvania 19061,
on Friday, June 29, 2001, at 10:00 a.m., local time, for the
purpose of considering and acting upon the following matters:

      (a) To elect nine directors to serve until the 2002 Annual
Meeting of Stockholders or until their respective successors are
duly elected and qualified;

      (b) To consider and act upon a proposal to approve the
Foamex International Inc. 2001 Equity Incentive Plan for Non-
Employee Directors;

      (c) To consider and act upon a proposal to approve the
Foamex International Inc. Key Employee Incentive Bonus Plan;

      (d) To consider and act upon a proposal to ratify the
selection of PricewaterhouseCoopers LLP as the Company's
independent accountants for the year ending December 31, 2001;
and

      (e) To transact such other business as may properly come
before the meeting or any adjournment or postponement thereof.
Holders of common stock of record at the close of business on
May 24, 2001 are entitled to vote at the Annual Meeting and any
adjournment thereof.


FUTURELINK CORP.: Stockholders Approve 1-for-7 Reverse Split
------------------------------------------------------------
FutureLink Corp. (Nasdaq: FTRL) said that its stockholders have
approved a one-for-seven reverse stock split of the company's
outstanding shares of common stock. The reverse split took
effect Friday at 11:59 p.m. EDT, and each seven shares of the
Company's common stock held of record as of June 8, 2001, will
automatically be converted into one share of common stock. All
fractional shares resulting from the reverse stock split will be
rounded up to the nearest whole share. Stockholders of record
will soon receive from the Company's transfer agent instructions
for the surrender and exchange of share certificates. The
stockholders also elected the eight nominees for directors and
ratified the Company's appointment of Ernst & Young LLP as its
independent auditors.

"We believe that the reverse stock split is in the best
interests of our stockholders, as it will assist the Company in
meeting its continued listing requirements for the NASDAQ
National Market. In recent months, we have been working on three
key initiatives to realign FutureLink into a stronger, more
focused organization," said Howard Taylor, president and CEO of
FutureLink. These initiatives focus on emphasizing the Company's
core capabilities and growing its information technology
solutions to address current market demands, raising additional
capital, and continuing to reduce operating expenses and fixed
costs.

"We believe that the impact of these initiatives should become
increasingly apparent as the year progresses," Taylor added.

                   About FutureLink

FutureLink is a global leader in Information Technology
consulting and solutions offering integration, delivery,
management, and maintenance of software applications for
organizations choosing to augment or outsource their current
information technology needs.

One of the largest integrators of server-based computing
solutions in North America, FutureLink integrates enterprise-
wide software applications that can be accessed from a
centralized or remote location. This satisfies user demand for
application usability, reliability and access, and reduces
overall computing costs. The company is capable of expertly
deploying and managing information security, data communications
systems, and providing appropriate staffing resources.
FutureLink provides services in conjunction with leading
technology companies worldwide including Microsoft(R), Citrix
Systems Inc., Compaq, EMC Corporation, Cisco Systems, Microsoft
Great Plains Business Solutions, and Onyx Software. The company
markets its service offerings through an established network of
channel participants throughout the U.S., Canada, and the United
Kingdom. For more information about the company, visit
http://www.futurelink.net


GENESIS HEALTH: General Description Of The Reorganization Plan
--------------------------------------------------------------
(A) Merger of Genesis and Multicare

     Genesis Health Ventures, Inc. & The Multicare Companies, are
     proposing a merger as part of the Plan of Reorganization.
     Both Debtors believe that the merger of the two companies
     will be beneficial to all creditors receiving distributions
     under the Plan due primarily to:

      (a) revenue enhancements through the marketing and
          provision of services under a common "ElderCare" brand
          name and strategy;

      (b) purchasing leverage;

      (c) the ability to attract and effectively utilize human
          resources; and

      (d) better access to capital markets in which size and
          Diversification are critical factors.

The balance of the 43.6% of the common stock of Multicare owned
by Genesis presently is owned by persons who have no affiliation
with Genesis. Under the Plan of Reorganization, the common stock
of Multicare will be cancelled and new common stock of
Reorganized Multicare will be deemed to be allocated to certain
of the creditors of the Multicare Debtors. It is important to
note that the merger of Genesis and Multicare is not based on
Genesis's present 43.6% ownership interest in Multicare.
Reorganized Genesis will be providing Plan Securities to the
future owners of the Multicare Debtors as consideration for
agreeing to the proposed merger.

In summary, the security the creditors are entitled to receive
under the proposed scenario incorporates the value of the
combined Multicare and Genesis estates. By voting for the Plan
of Reorganization, such creditors, as persons otherwise entitled
to the new common stock of Multicare, will also be deemed to
have voted to adopt the Plan of Merger, including the issuance
of shares of the New Common Stock of Reorganized Genesis to
accomplish the merger.

The Plan of Merger provides that such creditors will receive
cash, New Senior Notes, New Convertible Preferred Stock, and New
Common Stock of Reorganized Genesis in exchange for the new
common stock of Reorganized Multicare allocated to them and that
a newly created indirect subsidiary of Genesis will be merged
into Multicare.

The merger will be implemented through the Plan of Merger which
will be effective on the Effective Date and will result in
Multicare and all its interests in the other Multicare Debtors
becoming owned by Reorganized Genesis. A subsidiary of Genesis
will create a new subsidiary to effectuate the merger
("Multicare Acquisition Corporation"). Genesis, Multicare
Acquisition Corporation, and Multicare will be parties to the
Plan of Merger. Authorization for the merger will be pursuant to
the Plan or Reorganization and the approval of the shareholders
of Multicare Acquisition Corporation and the deemed shareholders
of Reorganized Multicare. As part of the merger process,
Multicare Acquisition Corporation will be merged into Multicare.

The shareholders of Multicare will consist of the holders of the
Multicare Senior Lender Claims and the Multicare General
Unsecured Claims, in accordance with the distribution provisions
of the Plan. The Plan of Merger will provide for the exchange of
the stock of Reorganized Multicare received by (a) the holders
of the Multicare Senior Lender Claims for New Senior Notes, New
Convertible Preferred Stock, and New Common Stock, and (b) the
holders of the Multicare General Unsecured Claims for New Common
Stock.

(B) Operating Performance

      (1) Projected financial information for the combined
          companies of Genesis and Multicare:

                           ------------------------------------
                                Fiscal Years ($ in 000's)
                              2001         2002         2003
                           ------------------------------------
      Revenue              $2,545,443    2,660,686    2,783,726
      EBITDA                  214,457      229,743      238,163
      EBITDA %                  8.4%         8.6%          8.6%
      Capital Expenditures     50,000       52,400       54,800

                           ------------------------------------
                                Fiscal Years ($ in 000's)
                           2004          2005         2006
                           ------------------------------------
      Revenue              2,924,518    3,073,072    3,229,942
      EBITDA                 247,495      257,094      266,917
      EBITDA %                 8.5%         8.4%         8.3%
      Capital Expenditures    57,200       59,700       62,200

      (2) Projected financial information for Genesis:

                           ------------------------------------
                                Fiscal Years ($ in 000's)
                              2001         2002         2003
                           ------------------------------------
      Revenue              $2,039,000    2,126,000    2,229,000
      EBITDA                  158,000      170,000      174,000
      EBITDA %                  7.7%         8.0%          7.8%
      Capital Expenditures     40,000       42,000       44,000

                           ------------------------------------
                                Fiscal Years ($ in 000's)
                           2004          2005         2006
                           ------------------------------------
      Revenue              2,349,000    2,476,000    2,610,000
      EBITDA                 182,000      190,000      197,000
      EBITDA %                 7.7%         7.7%         7.5%
      Capital Expenditures    46,000       48,000       50,000

      (3) Projected financial information for Multicare:

                           ------------------------------------
                                Fiscal Years ($ in 000's)
                              2001         2002         2003
                           ------------------------------------
      Revenue               $ 641,800      670,100      690,500
      EBITDA                   56,000       59,400       63,300
      EBITDA %                  8.7%         8.9%          9.2%
      Capital Expenditures     10,000       10,400       10,800

                           ------------------------------------
                                Fiscal Years ($ in 000's)
                           2004           2005          2006
                           ------------------------------------
      Revenue                711,500      733,100      755,300
      EBITDA                  65,200       67,300       69,500
      EBITDA %                 9.2%         9.2%         9.2%
      Capital Expenditures    11,200       11,700       12,200

(C) Amount of Claims Allowed

      For purposes of the Plan, claims in the following classes
      are allowed in the following amounts (exclusive of
      postpetition interest, if applicable):

        Class Description                           Allowed Claim
        -----------------                           -------------
      G2 Genesis Senior Lender Claims              $1,198,460,000
      G5 Genesis Senior Subordinated Note Claims      387,425,000
      M2 Multicare Senior Lender Claims               443,400,000
      M5 Multicare Senior Subordinated Note Claims    257,817,000

      Classification and Treatment of Claims is covered in a
      separate entry.

(D) Deemed Consolidation

      For purposes of distributions to Classes G2, G4 and G5, the
      Genesis Debtors will be considered to be a single entity.
      Similarly, for purposes of distributions to Classes M2 and
      M4, the Multicare Debtors will be considered to be a single
      legal entity separate from the Genesis Debtors. This
      "deemed consolidation" has three major effects:

      (1) It eliminates intercompany claims from the treatment
          schemes;

      (2) It eliminates guaranties of the obligations of one
          Genesis Debtor by another Genesis Debtor and one
          Multicare Debtor by another Multicare Debtor;

      (3) Each claim filed in Classes G2, G4 and G5 against any
          of the Genesis Debtors will be considered to be a
          single claim against the consolidated Genesis Debtors
          and each claim filed in Classes M2, M4 and M5 against
          any of the Multicare Debtors will be considered to be a
          single claim against the consolidated Multicare
          Debtors.

(E) Exit Facility

      The Effective Date cannot occur unless the Debtors arrange
      for sufficient financing to pay the administrative expenses
      of their respective chapter 11 cases (an "Exit Facility")
      and all the conditions precedent to the initial extensions
      of credit thereunder shall be satisfied.

      The Genesis Debtors estimate that their administrative
      expenses will total approximately $225 million, including
      repayment of their debtor in possession financing. The
      Multicare Debtors estimate their administrative expenses at
      approximately $10 million.

      The Debtors expect to arrange for a revolving line of
      credit for working capital purposes with availability of up
      to $150 million. In addition, to fund the administrative
      expenses of the reorganization cases, the Debtors expect to
      issue senior secured debt of approximately $235 million,
      repayable at the end of 6 years. The Exit Facility will
      permit the New Senior Notes to be outstanding. It is
      anticipated that the obligations under the Exit Facility
      will be guarantied by all the Debtors and will be secured
      by all their assets.

      Several lending institutions have expressed an interest in
      providing an Exit Facility in the amounts needed. In the
      alternative, it may be desirable for Reorganized Genesis to
      raise funds in the public debt markets. The exact form and
      terms of the Exit Facility selected by the Debtors will be
      finalized as the Debtors prepare for confirmation of the
      Plan.

(F) Voting Procedures And Requirements

      The following classes are the only ones entitled to vote to
      accept or reject the Plan.

      Class      Description
      -----      -----------
      G1-13      Brakeley Park Center
      G1-14      North Cape Center
      G1-15      Oak Hill Center
      G1-16      Rittenhouse Pine Center
      G1-17      Synthetic Lease Claims
      G2         Genesis Senior Lender Claims
      G4         Genesis General Unsecured Claims
      G5         Genesis Senior Subordinated Note Claims
      M1-7       Point Pleasant
      M2         Multicare Senior Lender Claims
      M4         Multicare General Unsecured Claims

      Under the Bankruptcy Code, acceptance of a plan of
      reorganization an affirmative vote of a majority of the
      total claims voting and two-thirds in amount of the total
      claims voting.

      Under the Bankruptcy Code, creditors are not entitled to
      vote if their contractual rights are unimpaired by the Plan
      or if they will receive no property under the Plan. Based
      on this standard, for example, the holders of claims in
      Classes G3 and M3 and certain miscellaneous secured claims
      are not being affected by the Plan. In addition, the
      holders of claims in Classes G7, M5, and M7 and holders of
      equity interests in Classes G8, G9, G10, G11, and M8 are
      not receiving any property and are therefore deemed to
      reject the Plan.

(G) Reservation of "Cram Down" Rights

      The Bankruptcy Code permits the Bankruptcy Court to confirm
      a chapter 11 plan of reorganization over the dissent of any
      class of claims or equity interests as long as the
      standards in section 1129(b) are met. This power to confirm
      a plan over dissenting classes -- often referred to as
      "cram down" -- assures that no single group (or multiple
      groups) of claims or interests can block a restructuring
      that otherwise meets the requirements of the Bankruptcy
      Code and is in the interests of the other constituents in
      the case.

      The Genesis Debtors and the Multicare Debtors each reserve
      the right to seek confirmation of the Plan, notwithstanding
      the rejection of the Plan by any class entitled to vote.

(H) Settlement and Compromise

      The Plan incorporates two significant settlements under
      Bankruptcy Rule 9019. The settlement with the federal
      government is being submitted to the Bankruptcy Court for
      approval. Approval for the settlement between the Genesis
      Debtors and the Multicare Debtors will be sought at the
      Confirmation Hearing.

      (1) Settlement with the Federal Government

          The Genesis Debtors have entered into a settlement
          agreement to resolve four pending civil qui tam suits
          filed by private citizens under the federal False
          Claims Act, 31 U.S.C. 3729 et seq. Each action will be
          dismissed and a release executed, consistent with the
          settlement agreement, for a total payment of
          $2,095,000, plus statutory attorney fees in the amount
          of approximately $80,000. The settlement agreement will
          resolve all claims against the Debtors in connection
          with these suits. The Genesis Debtors make it clear
          that the agreement contains no admission of liability.

          The parties to the settlement agreement are Genesis and
          certain affiliates, the private citizens who brought
          the suits, the Department of Justice, and the Office of
          Inspector General for the Department of Health and
          Human Services. The Department of Justice will provide
          a release of all administrative and civil monetary
          claims under the False Claims Act, Civil Monetary
          Penalties Law, Program Fraud Civil Remedies, common law
          theories of payment by mistake, unjust enrichment,
          breach of contract, and fraud for the covered conduct
          in the agreement. The Office of Inspector General will
          provide a release of its permissive exclusion remedies
          for the covered conduct in the agreement.

          The Debtors are in negotiation with the Health Care
          Financing Administration over claims asserted by that
          agency, as well as claims asserted by Genesis and
          Multicare regarding reimbursement issues. The parties
          are working towards a global negotiation of the pending
          claims.

      (2) Settlement Between the Genesis Debtors and the
          Multicare Debtors

          Genesis has managed the Multicare Debtors pursuant to
          certain management services agreements since 1997.
          Those agreements were negotiated with the majority
          owners of Multicare at that time. As of the date the
          Multicare Debtors commenced their chapter 11 cases,
          approximately $36 million in deferred fees under these
          management services agreement and approximately $57
          million on account of pharmacy, rehabilitation, and
          other ancillary services provided by Genesis to the
          Multicare Debtors remained outstanding.

          The Multicare Debtors, with the assistance of their
          legal and financial advisors, also evaluated potential
          claims that they may have against the Genesis Debtors.
          The Genesis Debtors engaged in a similar evaluation
          with respect to claims they held against the Multicare
          Debtors and claims held by the Multicare Debtors
          against the Genesis Debtors. These evaluations were not
          completed before the December 19, 2000 bar date, and
          the Multicare Debtors and the Genesis Debtors therefore
          agreed to extend the bar date to give them additional
          time to complete their analyses. Pursuant to a series
          of stipulations and orders, the bar date for the
          Multicare Debtors to assert claims against the Genesis
          Debtors, and for the Genesis Debtors to assert claims
          against the Multicare Debtors, presently is June 30,
          2001.

          After discussions and negotiations, the Genesis Debtors
          and the Multicare Debtors have determined to enter into
          a Settlement and Release Agreement pursuant to which
          the Genesis Debtors and the Multicare Debtors will set
          off their claims against one another and waive and
          release any and all claims against one another that
          they may have as of the date of the Settlement
          Agreement in excess of such setoff.

(Genesis/Multicare Bankruptcy News, Issue No. 10; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


INTEGRATED HEALTH: Seeks Approval Of New Rotech Florida Lease
-------------------------------------------------------------
The Integrated Health Services, Inc. Debtors, including Rotech
Oxygen & Medical Equipment, Inc., asked the Court to approve,
pursuant to sections 105(a) and 363(b), 1107(a) and 1108 of the
Bankruptcy Code and Rule 6004 of the Bankruptcy Rules, a Lease
between Rotech and 6741 Industrial, Inc., dated as of May 1,
2001, related to non-residential real property and improvements
located at 6741 West Sunrise Boulevard, Plantation, Florida
33313, and to authorize the Debtors to perform the related
obligations.

Rotech is in the oxygen distribution business and will utilize
the Premises in a manner commensurate with its business
operations. In that regard, the Debtors believe that entering
into the Lease is a transaction in the ordinary course of
business. However, out of abundance of caution, they are seeking
approval of it.

The Debtors submit that the Lease is fair and reasonable. Prior
to executing the Lease, the Debtors investigated several similar
properties suited to Tenant's needs and determined that the
Lease rent is commensurate with or below market rate.

The total rent under the lease is $2,281.94 monthly and
$24,615.00 annually for premises of approximately 3,000 square
feet. The lease is for a term of 37 months commencing May 1,
2001.

Accordingly, the Debtors submit that entering into the Lease is
an exercise of sound business judgment which fosters no
prejudice to the Debtors' estates or creditors, and should be
approved by the Court. (Integrated Health Bankruptcy News, Issue
No. 17; Bankruptcy Creditors' Service, Inc., 609/392-0900)


INTERNET ADVISORY: Files Chapter 11 Petition in S.D. Florida
------------------------------------------------------------
The Internet Advisory Corporation, Inc. (OTC Bulletin Board:
PUNK) announced that on May 25, 2001 the Company voluntarily
filed for protection under Chapter 11 of the U.S. Bankruptcy
Code with the U.S. Bankruptcy Court for the Southern District of
Florida. The Company intends to utilize the Chapter 11 process
to restructure its balance sheet, while continuing to provide
service to its business customers and maximizing its
comprehensive web hosting services. The Company emphasized that
this Chapter 11 filing will not impact day-to-day operations
with regard to its employees, customers and general business
operations.

Richard Goldring, president and chief executive officer of The
Internet Advisory Corporation said, "We expect to emerge from
the Chapter 11 process with a new balance sheet that has
significantly less debt, thereby providing us with more
operating flexibility. The Company has a strong customer base
and during the restructuring process, we will focus on
maximizing the untapped potential of the business community
looking for competitive and reliable web hosting services.
"Goldring concluded, "While this was a very difficult decision
to make, given the current circumstances, we determined that we
needed to take decisive action for our customers, shareholders
and creditors to maximize the value of our business. We have
been building the Company for more than 3 years and we are
confident that focusing on the potential of our existing web
hosting services, coupled with a more efficient and cost
effective organization, will allow The Internet Advisory
Corporation to emerge from this process as a stronger company."


INTERNET ADVISORY: Chapter 11 Case Summary
------------------------------------------
Debtor: The Internet Advisory Corporation
         2455 E Sunrise Blvd #401
         Ft. Lauderdale, FL 33304

Chapter 11 Petition Date: May 25, 2001

Court: Southern District of Florida (Broward)

Bankruptcy Case No.: 01-23925

Debtor's Counsel: Steven M Stoll, Esq.
                   3696 N Federal Hwy #300
                   Ft. Lauderdale, FL 33308
                   954-745-3550


INTERVISUAL BOOKS: Shares Subject To Delisting From Nasdaq
----------------------------------------------------------
Intervisual Books Inc. (IBI) (Nasdaq:IVBK) announced that it
received notification from Nasdaq on June 4, 2001, that its
common stock is subject to delisting from the Nasdaq SmallCap
Market for failure to comply with Marketplace Rule 4310(c)(B),
which requires the maintenance of a minimum of $2,000,000 in net
tangible assets.

Intervisual has requested a hearing before the Nasdaq Listings
Qualification Panel to appeal Nasdaq's decision.

This request will stay any delisting pending this hearing and
the panel's decision. There can be no assurance the appeal will
be successful.

Dan Reavis, executive vice president and CFO, said, "To assist
us in this effort, we have retained counsel with an extensive
background in Nasdaq- and SEC-related matters from Morgan, Lewis
& Bockius LLP, one of the country's leading law firms."


MESSAGEMEDIA: Receives Delisting Notice From Nasdaq
---------------------------------------------------
MessageMedia, Inc. (Nasdaq: MESG), a leader in permission-based,
e-mail marketing and messaging solutions, announced that it
received a Nasdaq Staff Determination on June 5, 2001,
indicating that the Company failed to comply with the minimum
bid price requirements for continued listing set forth in
Marketplace Rule 4450(a)(5), and that its securities are,
therefore, subject to delisting from The Nasdaq National Market.
The Company intends to request a hearing before a Nasdaq Listing
Qualifications Panel to review the Staff Determination. There
can be no assurance the Panel will grant the Company's request
for continued listing.

On June 1, 2001, DoubleClick Inc. (Nasdaq: DCLK), the leading
digital marketing solutions company, and MessageMedia announced
that they have entered into a definitive agreement for
DoubleClick to acquire MessageMedia in a common stock
transaction valued at approximately $41 million. The
transaction, which is subject to certain conditions, including
MessageMedia stockholder approval, is expected to close in the
third quarter of 2001.

                  About MessageMedia, Inc.

MessageMedia, Inc. (Nasdaq:MESG), a leader in permission-based
e-mail marketing and messaging solutions, offers M3Platform, a
powerful, customer-centric e-messaging platform that fully
integrates MessageMedia's outsourced solutions into a common
architecture, and UnityMail 4.0, an award-winning licensed
software. MessageMedia provides specialized solutions for the
publishing, ISP/portal, retail/e-tail, financial services, high-
tech, and travel and entertainment industries.


ML CBO: Moody's Drops Ratings On Three Classes Of Notes
-------------------------------------------------------
Moody's Investors Service cut the ratings of three classes of
Notes issued by ML CBO Series 1996-C-1 and managed by Conseco
Capital Management. Approximately $229.1 million of debt
securities are affected.

The ratings are as follows:

Issuer: ML CBO III (Cayman) Ltd., Series 1996-C-1

      * Note descriptions: US$ 183,900,000 Class A Floating Rate
        Senior Secured Notes Due 2006; From Aa2 to A2 on negative
        watchlist.

      * US$ 22,300,000 Class B Second Senior Secured Notes Due
        2006; From Baa2 to B1 on negative watchlist

      * US$ 22,900,000 Class C Third Senior Secured Notes Due
        2006;  From B3 to Ca.

Moody's said that the current actions reflect continuing loss of
par and deterioration in the underlying portfolio. This includes
a number of securities that have defaulted or which are rated
Caa1 or lower. Moody's added that the CBO continues to be in
violation of its Coverage Tests, despite delevering. Although
the deal has delevered and the rating agency expects it to
continue to do so, the effect of the delevering has not been
enough to counterbalance the weakening of the underlying
portfolio to preserve the credit ratings of the Notes, Moody's
said.


NATIONAL AIRLINES: Seeks To Extend Exclusive Period To August 31
----------------------------------------------------------------
National Airlines Inc. asked a court to prohibit third parties
from proposing reorganization plans in its case until Aug. 31,
according to Dow Jones.  The airline is looking for a buyer for
its businesses.  There have been reports that the airline and
financier Carl Icahn are trying to work out the details of a
deal that would give Icahn an undisclosed stake in the airline.
Icahn's offer may be open only for a limited time.  The
company's bid to retain its exclusive right to file a chapter 11
petition was scheduled for a hearing on Wednesday in the U.S.
Bankruptcy Court in Las Vegas, but the company asked the court
to instead hear the matter on June 26. The company also asked
the court to enter an interim order pending that hearing.

The extension, which would be the company's second since filing
for bankruptcy on Dec. 6, would block other parties from filing
chapter 11 plans through Aug. 31.  If the company files a plan
by that date, third parties would be further prohibited from
filing plans through Oct. 31, while the company solicits plan
votes and seeks confirmation. (ABI World, June 8, 2001)


NORTHLAND CRANBERRIES: Lenders Agree To Waive Covenant Defaults
---------------------------------------------------------------
Northland Cranberries, Inc. (Nasdaq: CBRYA), manufacturer of
Northland 100% juice cranberry blends and Seneca and Treesweet
fruit juice products, has successfully negotiated an amendment
to its existing forbearance agreement with its bank group that
extends the forbearance period under the agreement to July 30,
2001. Until such date, the banks have agreed not to exercise
various remedies available to them as a result of Northland's
defaults under certain covenants and payment requirements of its
secured debt arrangements, provided Northland remains in
compliance with the terms of the amended forbearance agreement.

Pursuant to the amended agreement, Northland agreed to take
certain actions including, among others: a) paying interest to
the banks on a weekly basis at a rate of 7% per annum on the
principal amount outstanding under its $155 million revolving
credit facility (although interest on outstanding principal
continues to accrue at the higher default rate); b) limiting
expenditures to levels set forth in a budget prepared by the
company and approved by the bank group; c) making principal
payments to the banks on scheduled dates, including June 15,
2001 and June 30, 2001; d) continuing the process of exploring
strategic alternatives and providing evidence satisfactory to
the bank group by June 15, 2001 that substantial progress has
been made in the pursuit of such alternatives; and e) entering
into a similar amendment to the company's existing forbearance
agreement with an insurance company lender.

John Swendrowski, Northland's Chairman and Chief Executive
Officer, said, "Despite the duress of a disrupted cranberry
market, we are working closely with our secured creditors in an
effort to satisfy our obligations under our debt agreements. We
still have a significant number of challenges ahead of us to
return the company to profitability. We will continue to
implement operating changes necessary to improve our results and
aggressively pursue strategic solutions to address our financial
issues."

Northland is a vertically integrated grower, handler, processor
and marketer of cranberries and value-added cranberry products.
The company processes and sells Northland 100% juice cranberry
blends, Seneca and Treesweet brand fruit juice products,
Northland fresh cranberries and other cranberry products through
retail supermarkets and other distribution channels. Northland
also sells cranberry and other fruit concentrates to industrial
customers who manufacture juice products. With 24 growing
properties in Wisconsin and Massachusetts, Northland is the
world's largest cranberry grower. It is the only publicly owned,
regularly traded cranberry company in the United States, with
shares traded on the Nasdaq Stock Market under the listing
symbol CBRYA.


NORTHLAND CRANBERRIES: Sells NC Bottling Plant & Sauce Business
---------------------------------------------------------------
Northland Cranberries, Inc. (Nasdaq: CBRYA), manufacturer of
Northland 100% juice cranberry blends and Seneca and Treesweet
fruit juice products, and Clement Pappas and Co., Inc., a New
Jersey-based juice, beverage and cranberry sauce producer,
jointly announced the sale of Northland's manufacturing plant in
Mountain Home, N.C. and Northland's cranberry sauce business to
Clement Pappas for the combined sum of approximately $13.3
million in cash, plus an additional amount for certain inventory
items. The two companies also entered into a contract
manufacturing agreement whereby certain Northland juice and
juice concentrate products will continue to be manufactured at
and shipped from the Mountain Home facility.

Dean Pappas, Chief Executive Officer of Clement Pappas, said,
"We are excited about adding this plant to our current
operations. The 220,000 square-foot Mountain Home plant houses
four bottling and canning lines, as well as juice processing
capability, and will enable us to better serve our growing
private label business. This strategic acquisition is a
significant step in positioning Clement Pappas and Co., Inc. as
a preeminent private label distributor of juice products and
cranberry sauce in North America. We are anticipating a smooth
transition of ownership and are looking forward to a mutually
beneficial contract manufacturing relationship with Northland."

John Swendrowski, Northland's Chairman and Chief Executive
Officer, said, "These actions represent some of the strategic
alternatives we have been considering over the past year in
order to strengthen Northland's overall financial position and
to allow us to continue to compete in the marketplace with our
branded juice products. The proceeds of the sale of the Mountain
Home plant and the cranberry sauce business will be used
primarily to reduce bank debt. The operational significance of
the transactions should be a reduction in fixed overhead, which
should result in maintaining competitive case costs. It is
important for our juice customers to know that these
transactions will in no way affect our ability to produce and
deliver current or future expected orders."

Northland acquired the Mountain Home facility, which currently
employs approximately 120 people, from Seneca Foods Corporation
in December of 1998. At that time, Northland had projected a
continued high rate of growth for its branded juice division and
anticipated achieving significant economies of scale through
plant ownership. However, during the ensuing two years, bumper
cranberry crops resulted in an industry oversupply and cranberry
prices plummeted to historic lows. The oversupply triggered
severe price discounting by Northland's competitors, which
negatively impacted the company's sales and its ability to
operate the plant at or near full capacity. "The past year in
particular has required some very difficult financial
decisions," said Swendrowski. "We feel that our decision to sell
the Mountain Home plant and the sauce business was necessary in
order to meet our financial obligations to our lenders, to
reduce overhead and to protect the interests of our
shareholders. We were fortunate to find a buyer for the Mountain
Home plant that is capable of expanding the business in that
community and thereby offering the prospect of continued
employment for our former employees."

Clement Pappas and Co., Inc., founded in 1942 and based in
Seabrook, N.J., is one of the nation's leading food processors.
The company produces juices, cocktails, fruit drinks, beverages,
and cranberry sauce in a variety of package configurations for
store brands nationally and for their own label, Ruby Kist. In
addition to the Mountain Home, North Carolina acquisition, the
company has production facilities in Seabrook, New Jersey and
Springdale, Arkansas.


OPEN PLAN: Nasdaq Delists Shares From Trading
---------------------------------------------
Open Plan Systems, Inc., the largest independent remanufacturer
of work stations in the United States, announced that The Nasdaq
Stock Market has delisted its common stock from The Nasdaq Stock
Market, effective as of the open of business on June 8, 2001.

The written decision by The Nasdaq Stock Market follows a
hearing before Nasdaq's Listing Qualifications Panel on May 25,
2001.

As the Company previously reported, The Nasdaq Stock Market
commenced the delisting process in April based on the Company's
failure to file timely one of its periodic reports, its Annual
Report on Form 10-K for the year ended December 31, 2000. The
delay in the filing of the Form 10-K was due to unanticipated
turnover in financial personnel, including the departure of the
Company's Chief Financial Officer in December 2000, and
unresolved issues regarding inventory balances and certain other
items. The delay in filing the Form 10-K has also delayed the
filing of the Company's Quarterly Report on Form 10-Q for the
first quarter of 2001. The Company filed its Form 10-K on May
23, 2001, but it has not filed the Form 10-Q.

Because the Company has not filed its Form 10-Q, the Company's
common stock is not eligible for immediate trading on the OTC
Bulletin Board or in the Pink Sheets. Once it files the Form 10-
Q and its financial reporting obligations are current, the
Company expects that the common stock would be eligible for
trading on the OTC Bulletin Board or in the Pink Sheets. The
Company expects to file its Form 10-Q as soon as practicable.

Open Plan Systems, Inc. remanufactures and markets modular
office work stations through a network of Company-owned sales
offices and selected dealers. Work stations consist of movable
panels, work surfaces, storage units, lighting and electrical
distribution combined into a single integrated unit.


PACIFIC GAS: POSDEF Moves To Remand Claims Against Cal ISO
----------------------------------------------------------
On June 20, 2001, at 9:30 a.m., or as soon thereafter as the
matter may be heard, plaintiff POSDEF Power Company, L.P. will
move to remand to the Superior Court, County of Sacramento,
POSDEF's claims against Cal ISO. POSDEF contends that:

      (1) Cal ISO has improperly colluded with PG&E in an effort
to remove POSDEF's state court action against Cal ISO and to
invoke the Bankruptcy Court's jurisdiction. 28 U.S.C. Section
1359 requires remand where, as in the present case, a party
(i.e., PG&E) has been improperly made or joined to invoke the
jurisdiction of the federal courts.

      (2) 28 U.S.C. Section 1452(a) requires remand of POSDEF's
state court action against Cal ISO (including Cal ISO's
collusive cross-complaint against PG&E) because the Bankruptcy
Court does not have jurisdiction over any of the subject claims
or causes of action pursuant to 28 U.S.C. Section 1334.

      (3) Even assuming that POSDEF's claims against Cal ISO are
somehow "related to" Pacific Gas and Electric Company's
bankruptcy case, POSDEF's claims against Cal ISO are noncore,
and POSDEF does not consent to the entry of a final judgment or
order on those claims by the Bankruptcy Court. Accordingly, the
Bankruptcy Court has no jurisdiction and remand is therefore
required.

      (4) Pursuant to 28 U.S.C. Sections 1452(b) and l334(c)(1),
equity requires remand of POSDEF's state law claims against Cal
ISO to the Superior Court in Sacramento.

                    POSDEF and Its Allegations

POSDEF is the owner of a power generation facility located in
the Port of Stockton. Beginning in the mid-1980's, the POSDEF
facility generated electrical power for delivery to the people
of the State of California pursuant to a long-term power
purchase agreement ("PPA") with PG&E.

POSDEF alleges that:

      "PG&E stopped making full payment to POSDEF for the
electricity delivered to PG&E in late 2000. PG&E also refused to
provide adequate assurance of future performance under the PPA
and further refused to give any indication of when, if ever,
POSDEF could expect to receive payment.

Accordingly, as a result of PG&E's material and ongoing breaches
of the PPA, PG&E's steadfast refusal to provide any assurance of
its intention to honor its contractual obligations, and PG&E's
repudiation of the PPA, POSDEF terminated the PPA effective
January 19, 2001 -- nearly three months prior to PG&E's recent
bankruptcy filing.

Following termination of the PPA, POSDEF sought to transmit
and sell the electrical power generated by its facility for use
by the people of the State of California.

Cal ISO controls and operates the electrical transmission system
(i.e., the power grid) in California. Cal ISO interfaces with
eligible energy suppliers (such as POSDEF) in order to ensure
that electricity is delivered to the power grid and transmitted
by Cal ISO so as to meet consumer demand. Importantly, Cal ISO
is required to provide "open and nondiscriminatory access" to
the grid to all eligible energy suppliers.

Although POSDEF is, in all respects, an eligible energy
supplier, Cal ISO refused to allow POSDEF unconditional access
to the power grid. Cal ISO unlawfully blocked POSDEF's access to
the grid on the sole ground that PG&E had not confirmed in
writing that the PPA had indeed been terminated by POSDEF.
POSDEF has not contended, and does not contend, that PG&E was
obligated to affirm in writing the PPA's termination. POSDEF's
only dispute in this litigation is with Cal ISO. Further,
whether the PPA was properly or improperly terminated by POSDEF,
and whether PG&E has a claim against POSDEF arising out of the
termination of the PPA, are not issues in POSDEF's lawsuit
against Cal ISO. Cal ISO refused to allow POSDEF to sell to any
California customer other than PG&E despite the fact that (1)
Cal ISO had no lawful basis for refusing POSDEF unconditional
access to California's grid; (2) California law does not require
PG&E's agreement in order to make effective POSDEF's termination
of the PPA; and (3) Cal ISO is obligated to provide open and
nondiscriminatory access to the grid. Cal ISO therefore
unlawfully prevented POSDEF from transmitting and selling to
California consumers the electrical power generated by POSDEF's
Stockton facility.

On April 12, 2001, POSDEF filed suit against Cal ISO in the
Superior Court, County of Sacramento, alleging claims based
solely on state law. On April 18, the state court issued a
Temporary Restraining Order ("TRO") preventing Cal ISO from
continuing to block POSDEF's access to California's power grid.
The court also set a hearing for May 24, 2001, on an order to
show cause why a preliminary injunction should not be issued
against Cal ISO.

Since the issuance of the TRO, POSDEF has been generating
electrical power from its Stockton facility, scheduling and
delivering that power through Cal ISO, and transmitting
electrical power -- sufficient for approximately 44,000 homes --
to California consumers.

Cal ISO has suffered no injury or other adverse effect from
the TRO.

Dissatisfied with the state court's TRO ruling, Cal ISO
conjured up a scheme designed to seek to divest the state court
of jurisdiction. Although PG&E is in bankruptcy, Cal ISO and
PG&E stipulated to relief from the automatic stay solely for the
purpose of allowing Cal ISO to file a cross-complaint for
indemnity against PG&E in POSDEF's state court action. The
stipulation expressly provided that the stay would be lifted
only to allow the filing of the cross-complaint and that any
efforts to prosecute the cross-complaint would remain stayed.
The stipulation -- which did not mention the TRO -- further
expressly provided that PG&E's purpose in allowing the filing of
Cal ISO's cross- complaint was to create a purported basis for
removing POSDEF's state court lawsuit to [the Bankruptcy] Court.
PG&E filed its notice of removal on May 8, 2001.

Remand of POSDEF's complaint against Cal ISO to the Superior
Cowl in Sacramento is required for the following reasons:

      First, 28 U.S.C. Section 1359 provides that federal
district courts (including the bankruptcy courts) shall not have
jurisdiction when a party has been improperly or collusively
joined for the purpose of invoking federal jurisdiction.
Plainly, as demonstrated by the stipulation between PG&E and Cal
ISO, PG&E was improperly and collusively made a party to
POSDEF's state court litigation solely to invoke [the
Bankruptcy] Court's jurisdiction by removal. Section 1359 thus
requires remand of the litigation to the state court.

      Second, 28 U.S.C. Section 1452(a) requires, as a condition
to removal to bankruptcy court, that the bankruptcy court have
jurisdiction under 28 U.S.C. Section 1334 over the claim or
cause of action removed. Here, [the Bankruptcy] Court does not
have jurisdiction over the state law causes of actions alleged
by nondebtor POSDEF in its state court complaint against
nondebtor Cal ISO. Although PG&E and Cal ISO may argue that [the
Bankruptcy] Court has jurisdiction over Cal ISO's collusive
cross-complaint, such jurisdiction would merely permit removal
of the cross- complaint. Unless the Bankruptcy Court would have
jurisdiction over POSDEF's underlying claims against Cal ISO in
the absence of the cross-complaint, which it plainly does not
here, POSDEF's claims against Cal ISO were improperly removed
and must be remanded.

      Third, remand of POSDEF's complaint against Cal ISO is
required because POSDEF's complaint is, at most, "related to"
PG&E's bankruptcy and can timely be adjudicated in state court.

      Fourth, based upon the factors regularly considered in
connection with discretionary abstention under Section
1334(c)(1), remand is required for equitable considerations in
accordance with Section 1452(b)."

Accordingly, POSDEF submits that the Bankruptcy Court should
remand POSDEF's claims against Cal ISO to the Superior Court in
Sacramento.

                  Stipulation and Order re
              Transfer, Maintenance of Status Quo,
             Briefing Schedule and Related Matters

Plaintiff POSDEF Power Company, L.P., defendant California
Independent System Operator Corporation ("Cal ISO") and cross-
defendant and debtor Pacific Gas and Electric Company stipulate
and agree, subject to approval by the Court, that:

      (1) Without admitting or conceding the jurisdiction of the
Bankruptcy Court over POSDEF's claims against Cal ISO, including
but not limited to the propriety of removal of the Action, and
specifically reserving the right to challenge the Bankruptcy
Court's jurisdiction and the necessity and advisability of
remand, POSDEF stipulates to the transfer of the Action from the
United States Bankruptcy Court, Eastern District of California
to the United States Bankruptcy Court, Northern District of
California.

      (2) On or before May 22, 2001, POSDEF shall serve and file
its motion to remand POSDEF's claims against Cal ISO in the
Action to the Sacramento County Superior Court. Any opposition
to POSDEF's remand motion shall be served and filed on or before
June 5, 2001. POSDEF shall serve and file any reply brief in
support of its remand motion on or before June 12, 2001. The
hearing on POSDEF's remand motion shall be held before Judge
Dennis Montali, United States Bankruptcy Court, Northern
District of California, on June 19, 2001, or on the earliest
date thereafter available to the Court. All pleadings shall be
served by express mail, FedEx or similar method so that they
are received (barring unforeseen carrier delay) by all counsel
by not later than the morning following the above prescribed
service dates.

      (3) Pursuant to the provision of 28 U.S.C. Section
157(c)(2), the Parties consent to have Judge Montali hear and
determine and enter appropriate orders with respect to the
motion to remand. The preceding consent is specifically limited
to the motion to remand and is not a general consent under 28
U.S.C. Section 157(c)(2). The preceding consent is not an
admission by PG&E that all or part of the Action is not a "core"
proceeding pursuant to the provisions of 28 U.S.C. Section
157(b).

      (4) If POSDEF's motion for remand is granted, POSDEF shall
file its motion for preliminary injunction against Cal ISO
within fifteen calendar days of the date jurisdiction of the
Action revests in the Sacramento County Superior Court. If
POSDEF's motion for remand is granted, and without admitting or
conceding the validity or enforceability of the TRO, either
currently or as of the date of removal, PG&E and Cal ISO further
agree that the TRO shall have the same force and effect as it
had in the Sacramento County Superior Court immediately before
the removal. Under the preceding circumstances as contemplated
in this paragraph, PG&E and Cal ISO agree not to take any steps
to alter, hinder or impede the status quo, in which POSDEF is
selling its power output from its generating facility to third
parties, until after the ruling on POSDEF's motion for
preliminary injunction by the Sacramento County Superior Court;
provided, however, that in entering into the foregoing
agreements, neither PG&E nor Cal ISO is in any way affecting any
claim or position that the TRO and/or actions taken pursuant
thereto violates the automatic stay under Section 362(a) of the
Bankruptcy Code, or any claim or right to damages for alleged
breaches of contract and/or any alleged violation of the
automatic stay.

      (5) If POSDEF's motion for remand is denied, POSDEF shall
file its motion for preliminary injunction against Cal ISO
within three court days of POSDEF's actually receiving notice of
the denial of its remand motion by Judge Montali. The hearing on
POSDEF's preliminary injunction motion shall be held before
Judge Montali. POSDEF shall schedule the hearing on its motion
for preliminary injunction for the earliest possible date,
provided that POSDEF shall give not less than twenty-eight days
notice of the hearing on its preliminary injunction motion. Any
opposition to POSDEF's motion for preliminary injunction shall
be filed at least fourteen days prior to the hearing date.
POSDEF shall file any reply brief in support of its preliminary
injunction motion at least seven days before the hearing date.
All pleadings shall be served by express mail, FedEx or similar
method so that they are received (barring unforeseen carrier
delay) by all counsel by not later than the morning following
the above prescribed service dates.

If POSDEF's motion for remand is denied, and without admitting
or conceding the validity or enforceability of the TRO, either
currently or as of the date of removal, PG&E and Cal ISO agree
that the TRO shall remain in effect with the same validity and
enforceability it had on the date of removal until Judge Montali
rules on POSDEF's motion for preliminary injunction. PG&E and
Cal ISO agree not to take any steps to alter, hinder or impede
the status quo, in which POSDEF is selling its power output from
its generating facility to third parties, until after the ruling
on POSDEF's motion for preliminary injunction by Judge Montali;
provided, however, that in entering into the foregoing
agreements, neither PG&E nor Cal ISO is in any way
affecting any claim or position that the TRO and/or actions
taken pursuant thereto violates the automatic stay under
Section 362(a) of the Bankruptcy Code, or any claim or right
to damages for alleged breaches of contract and/or any alleged
violation of the automatic stay.

      (6) If POSDEF's motion for remand is denied, pursuant to
the provisions of 28 U.S.C. Section 157(c)(2), the Parties
consent to have Judge Montali hear and determine and enter
appropriate orders with respect to the motion for preliminary
injunction. The preceding consent is specifically limited to the
motion for preliminary injunction and is not a general consent
under 28 U.S.C. Section 157(c)(2). The preceding consent is not
an admission by PG&E that all or part of the Action is not a
"core" proceeding pursuant to the provisions of 28 U.S.C.
Section 157(b).

      (7) If POSDEF's motion for remand is granted, Cal ISO shall
file its response to POSDEF's complaint within fifteen calendar
days of the date that jurisdiction revests in the Sacramento
County Superior Court. If POSDEF's motion for remand is denied,
Cal ISO shall file its response to POSDEF's complaint within
fifteen calendar days of the date that Cal ISO receives notice
of Judge Montali's denial of POSDEF's remand motion.

      (8) To the extent necessary, the Parties stipulate to
relief from the automatic stay of 11 U.S.C. Section 362(a) in
order for

          (1) POSDEF to file its motion for remand and for the
              other Parties to respond to such motion, and

          (2) POSDEF to file its motion for preliminary
              injunction and for the other Parties to respond to
              such motion.

Nothing in this paragraph or otherwise shall be deemed to
constitute an admission by POSDEF that relief from the automatic
stay is necessary or required for the Parties to undertake the
actions set forth in this Stipulation. (Pacific Gas Bankruptcy
News, Issue No. 8; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


PACIFIC GULF: Declares Special Cash Distribution On June 20
-----------------------------------------------------------
The Board of Directors of Pacific Gulf Properties Inc. (NYSE:
PAG) announced the declaration of a special liquidating cash
distribution of $1.15 per share. The distribution will be
payable June 20, 2001 to shareholders of record on June 18,
2001.

The distribution is comprised of a portion of the proceeds from
the sales of the Company's assets to date under the liquidation
plan approved by shareholders in November of 2000.

Pacific Gulf Properties is a real estate investment trust (REIT)
that is in the process of liquidating its assets. The Company is
headquartered in Newport Beach, California.


PAXSON COMMUNICATIONS: Lowell Paxson Reports 44.84% Equity Stake
----------------------------------------------------------------
Lowell W. Paxson beneficially owns 29,016,615 shares of the
common stock of Paxson Communications Corporation. The amount
held represents 44.84% of the outstanding common stock of the
Company and Mr. Paxson has sole voting and dispositive powers
over the stock so held.

The present principal occupation of Mr. Paxson is Chairman of
the Board of the Company.

On June 4, 2001, Mr. Paxson effected the sale of 635,000 shares
of Class A Common Stock in the Company held in the name of
Second Crystal Diamond Limited Partnership, which is controlled
by Mr. Paxson, at an average price of $11.65 per share.


PILLOWTEX CORP.: Rejecting Warehouse Lease With Mabe Trucking
-------------------------------------------------------------
Fieldcrest Cannon leases a 10,000 square-foot warehouse facility
in Eden, North Carolina, from Mabe Trucking Inc. under a 1994
Lease Agreement. The space is used as a warehouse and shipping
office.

Fieldcrest Cannon no longer needs the Eden Warehouse, Gregory M.
Gordon, Esq., at Jones, Day, Reavis & Pogue related. As a result
the Pillowtex Corporation Debtors elect to reject the Lease to
ensure that no further administrative expense liability to Mabe
Trucking is incurred.

As of the Petition Date, Fieldcrest Cannon was current on its
rent payments to Mabe Trucking. The original term of the lease
ended on May 31, 1995. Since then, the lease has been
automatically renewed month-to-month under the same terms and
conditions. During the automatic renewal period, either party
may terminate the Eden Warehouse Lease by giving 90 days prior
written notice. Mr. Gordon indicated that Fieldcrest Cannon has
already sent a notice to Mabe Trucking of its intention to
reject the warehouse lease. (Pillowtex Bankruptcy News, Issue
No. 7; Bankruptcy Creditors' Service, Inc., 609/392-0900)


PRS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: PRS Enterprises, Inc.
              d/b/a PRS Insurance Services
              900 Bond Court Building, 1300 East
              9th Street, Cleveland, OH 441141583

Debtor affiliates filing separate chapter 11 petitions:

              PRS Captive Investment Fund, Limited
              Enterprise Group Insurance Company Ltd.
              PRS Insurance Holdings (Barbados) Ltd.
              PRS Guarantee Insurance Ltd.
              PRS Enterprise Insurance Services, Inc.
              PRS Surety Bond Agency, Inc.
              PRS Benefits Services, Inc.
              PRS Management Services, Inc.
              PRS Management Group, Inc.

Chapter 11 Petition Date: June 8, 2001

Court: District of Delaware

Bankruptcy Case Nos.: 01-01993 to 01-01995, 01-01998 to 01-02003

Debtors' Counsel: Pauline K. Morgan, Esq.
                   Young, Conoway, Stargatt & Taylor
                   Rodney Sq.North, P.O. Box 391
                   Wilmington, DE 19899-0391
                   (302) 571-6600

Estimated Assets: $50,000 to $100,000

Estimated Debts: $10 million to $50 million

Consolidated List of Debtors' 20 Largest Unsecured Creditors:

Entity                                 Claim Amount
------                                 ------------
Allstate Life Insurance                 $15,000,000
Company
Allen C. Dick, Esq.
3075 Sanders Road
Suite G5A
Northbrook, IL 60062-7127

Lakepoint                                  $332,147
3201 Enterprise Parkway
Beachwood, OH 44122

Grant Thorton LLP                          $112,491

Arnall Golden Gregory                      $104,362

Department of Industrial                    $97,768
Relations

Ulmer & Berne, LLP                          $95,119

CP Commercial Specialists                   $93,610

Akin, Gump, Strauss, Hauer,                 $83,229
& Feld

Gallagher Bassett Services, Inc.            $32,290

AT&T                                        $24,018

Oklahoma Tax Commission                     $22,452

Standard & Poor's Rating Group              $22,000

Hilb, Rogal & Hamilton Co.                  $18,252
of Alab. Ins.

US Bancorp                                  $14,564

Best Group Management Consultants           $14,300

Crawford & Co.                              $13,396

Kenneth F. Seminatore, Attorney             $11,290

OBM, Inc.                                   $10,305

Qwest                                       $10,142

Ameritech                                    $9,729


PSA, INC: Asks for Authority To Conduct Excess Asset Sales
----------------------------------------------------------
On June 21, 2001, the debtors, PSA, Inc. shall seek authority to
consummate sales of excess payphone inventory, certain non-core
routes containing payphones and related equipment and contracts.
The auction will be held with respect to certain of the debtors'
business assets. After debtors announce the first acceptable bid
on a Business Asset at the auction for the specific Business
Assets, each subsequent bid must exceed the previous bid by not
less than $200,000 for Business Assets where the bid price
exceeds $2 million; buy $100,000 for Business Assets where the
bid price is between $1 million and $2 million; by $50,000 where
the bid price is between $500,000 and $1 million; and by $10,000
where the bid price is less than $50,000.

A hearing will be held on June 21, 2001 before the Honorable
John C. Akard, Wilmington Delaware, at which time the debtors
will seek the entry of an order approving the sales of the
Business Assets to the successful bidder(s).

The assets available include the Puerto Rico Operations, the
Virgin Island Operations and miscellaneous inventory.


PYCSA PANAMA: Standard & Poor's Says Debt Default Is Likely
-----------------------------------------------------------
Standard & Poor's believes that PYCSA Panama S.A. is likely to
default on its June 15, 2001 bond payment of about $7.8 million,
which includes principal and interest. The company owns and
operates a toll road in Panama City, Panama. Traffic growth has
been insufficient to meet the financial obligations of the
project and the debt service reserve fund has been fully
exhausted. Standard & Poor's does not expect Grupo Pycsa, the
project sponsor, to make a capital infusion to avoid a default.
Additionally, Grupo Pycsa has been negotiating with bondholders
to restructure the debt. Any restructuring that leads to a
deferral or reduction in interest and/or principal payments
would cause a default under Standard & Poor's criteria, which
requires companies to adhere to the original amortization
schedule. If the project misses its June bond payment, the
rating may be lowered to 'D'.  Project debt rating is 'CC'\Watch
Neg.


RED MOUNTAIN: Fitch Lowers Series 1997-1 Class H Rating to CCC
--------------------------------------------------------------
Red Mountain Funding L.L.C.'s, series 1997-1 $4.0 million class
H is downgraded to `CCC' from `B-'. In addition, the $4.0
million class G, currently rated `B', is placed on Rating Watch
Negative.

The remaining classes are affirmed as follows: the $101.2
million class A at `AAA', the $10.3 million class B at `AA'; the
$8.7 class C at `A'; the $6.4 class D at `BBB'; the $3.2 million
class E at `BBB-'; and the $8.7 million class F at `BB'. Fitch
does not rate the $2.5 million class J and the $1.5 million
class K. The rating actions follow Fitch's review of the
transaction, which closed in July 1997.

The negative rating actions are due to the collateral pool's
declining weighted-average (WA) debt service coverage ratio
(DSCR), a significant number of `loans of concern', with 25% of
the pool in special servicing, and an increase in loans making
late debt service (DS) payments.

Currently, the certificates are collateralized by 48 fixed-rate
mortgage loans secured by 46 health care and 10 multifamily
properties. Since some of the loans secured by health care
properties are cross-collateralized and cross-defaulted
(crossed), there are effectively 23 loans. Multifamily
properties comprise 18% of the transaction's current balance
while health care properties comprise the remaining 82%. Health
care properties consist of skilled nursing facilities (47%),
assisted living facilities or senior housing (9%), and other
long-term care facilities (25%). The properties are located in
15 different states, with significant concentrations in Georgia
(15%), New Hampshire (13%), and Alabama (12%).

Survey Capital, as servicer, provided Fitch with trailing-twelve
month (TTM) operating performance, through Sept. 30, 2000, for
100% of the collateral pool. The pool's WA DSCR, based on net
operating income, adjusted for a 5% management fee, declined to
1.39x from 1.43x for the year ending Dec. 31, 1999, and from
1.55x at origination. The decline in the pool's WA DSCR is
attributed to the health care component of the pool. Factors
such as the implementation of the Prospective Payment System
(PPS) and rising labor costs, among others, have combined to
adversely affect operating performance of health care
facilities.

Related to the decline in the pool's WA DSCR is Fitch's concern
with the composition of the underperforming loans. Fitch deemed
four loans, accounting for 29% of the pool, to be of concern.
These loans either had a DSCR below 1.0x or were making DS
payments behind schedule (but not 30-days delinquent). Three of
these loans, accounting for 25% of the pool, have been `loans of
concern' during the last three annual reviews. These three loans
are the `Clipper Pool', `Fairfield Pool', and `Tri-State Manor'.
While none of the loans have been 30-days delinquent, and while
none of these loans appear to be in danger of imminent default,
Fitch is concerned because based on previous discussions with
the servicer, the performance of these loans was expected to
improve. Instead, performance continues to deteriorate.

Finally, Fitch is concerned with what appears to be a rise in
late DS payments. Two loans, `Fairfield Pool' and `Tri-State
Manor' were noted as being chronically behind schedule on their
DS payments. This tardiness in meeting their DS obligation,
coupled with the fact that the loans have been experiencing
operating difficulties over the last two years, is interpreted
by Fitch as a sign that the probability of default for these
loans is increasing.

The current rating actions reflect a higher probability of
default for several assets in the pool. Fitch re-modeled the
pool of loans to determine what levels of credit enhancement
would be needed to maintain the existing credit ratings. In
light of the weaker WA DSCR, when compared to origination, the
required subordination levels would be higher than what is
currently in place for the deal. As such, Fitch deemed it
necessary to downgrade class H and place class G on Rating
Watch. The transaction will continue to be closely monitored by
Fitch.


SAFETY-KLEEN: Hicks Moves To Lift Stay To Recover Benefits
----------------------------------------------------------
Mr. Charles Hicks, seeking recovery of worker's compensation
benefits, is engaged in an action captioned "Charles Hicks v.
Safety-Kleen, formerly known as Laidlaw Environmental Services,
Inc.", pending in the Workers' Appeal Board of the State of
California. Mr. Hicks was an employee who sustained injuries to
the spine, neck and both lower extremities in the course of his
employment. The employer, which was apparently permissibly self-
insured for worker's compensation, subsequently acted through
Ryan Ebert, Regional Operations Manager, and wrongfully
discharged Mr. Hicks on account of Mr. Hicks' filing of a
claim for workers' compensation benefits which was accepted. As
a result of that injury, Mr. Hicks was terminated. The action,
however, has been stayed by operation of law due to the Debtors'
bankruptcy filing.

The automatic stay provision of bankruptcy law is not an
impenetrable shield, and a court may order it lifted when
circumstances warrant, asserted Steven F. Mones, at McCullough,
McKenty & Kafader, P.A., in Delaware. He requested that Judge
Walsh grant Mr. Hicks relief from the automatic stay to permit
Mr. Hicks to pursue the action against the Debtors to the extent
of workers compensation coverage that is available under an
insurance policy issued by National Union Fire Insurance
Company.

Mr. Mones requested that the Court lift the automatic stay to
permit Mr. Hicks to proceed with the action, before a California
State Court or administrative tribunal, to the extent of workers
compensation insurance available to the Debtors. In asking for
the relief, he reminded the Court that it is to evaluate stay
relief motions under a balancing test that weighs the prejudice
to a Debtors' estates against the prejudice to a moving creditor
with consideration of movant's probability of success on the
merits.

Mr. Mones asserted that in this case, prejudice to the Debtors'
estate, if there is any, is slight. Mr. Hicks seeks to proceed
with his claim to recover benefits under a workers compensation
insurance policy issued by National Union. The Debtors' estate
is not affected, and it does not appear that the action would
entail significant resources on the part of the Debtors' estate.
With the understanding that Crawford & Company handles the
Debtors' worker's compensation claims, Mr. Hicks submits that
the Debtors' employees would not be involved in the action
at all. In essence, Mr. Hicks claims that he seeks to recover
benefits to which he is entitled, and for which the Debtors
already paid the premium.

Mr. Mones warned that, if the stay is not lifted, the resulting
prejudice to Mr. Hicks would be substantial, considering that
Mr. Hicks seeks to recover lost wage benefits under the total
disability provisions of the California workers' compensation
law, plus the fact that Mr. Hick remains out of work with no
other source of income.

On the probability of success on the merits of his claim, Mr.
Hicks insists that, as illustrated in his worker's compensation
petition, he raises serious claims under applicable California
law. Although the Court has described Mr. Hicks' required
showing on this point to be "very slight", Mr. Hicks submits
that he has satisfied the required probability of success to
support the requested stay relief. (Safety-Kleen Bankruptcy
News, Issue No. 16; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


SEMELE GROUP: Falls Short of Nasdaq's Listing Requirement
---------------------------------------------------------
Semele Group Inc. (Nasdaq SmallCap: VSLF) received a Nasdaq
Staff Determination on May 25, 2001 indicating that the Company
fails to meet the minimum net tangible asset assets requirement
for continued listing set forth in Marketplace Rule 4310 ( c ) (
2 )( B ), and that its securities are, therefore, subject to
delisting from The Nasdaq SmallCap Market.

The Company intends to request a hearing before a Nasdaq Listing
Qualifications Panel to review the Staff Determination. A
hearing request will stay the delisting of the Company's
securities, however, there can be no assurance that the Panel
will grant the Company's request for continued listing.

Semele Group Inc. is a Delaware corporation listed for trading
on the Nasdaq SmallCap system under the symbol "VSLF".


URANIUM RESOURCES: Zesiger Capital Holds 25.5% Of Common Stock
--------------------------------------------------------------
Zesiger Capital Group LLC holds 1,250,000 shares of the common
stock of Uranium Resources Inc., representing 25.5% of the
outstanding common stock shares of the Company. Zesiger
exercises sole voting and dispositive powers.

Zesiger Capital Group LLC disclaims beneficial ownership of all
the above securities. Such securities are held in discretionary
accounts which ZCG manages. Clients for whom ZCG acts as
investment adviser may withdraw dividends or the proceeds of
sales from the accounts managed by ZCG. No single client account
owns more than 5% of the class of securities.


VIDEO CITY: Plan Confirmation Hearing Set For July 10
-----------------------------------------------------
Pursuant to a Disclosure Statement Hearing on May 29, 2001,
11:00 AM, the debtors, Video City, Inc. and its debtor
affiliates have presented an order for signature approving the
debtors' first amended Disclosure statement describing debtors'
first amended Chapter 11 plan of reorganization. The plan
confirmation hearing is set for July 10, 2001 at 11:00 AM.


W.R. GRACE: Guarantor to Pay Off Subsidiary's 7-3/4% Notes
----------------------------------------------------------
W. R. Grace & Co. (NYSE: GRA) announced that the 7-3/4% Notes
due 2002 of its subsidiary, W. R. Grace & Co.- Conn., will be
paid off by the unaffiliated guarantor of the Notes. The Notes
have been declared due and payable as a result of the
subsidiary's April 2, 2001 filing along with Grace for
reorganization under Chapter 11 of the United States Bankruptcy
Code. Approximately $2 million of the Notes, which are listed on
the New York Stock Exchange, are outstanding.

Principal and interest were to be paid upon presentation of the
Notes Monday, June 11, 2001.

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.


WESTPOINT STEVENS: Fitch Cuts Senior Note Rating To B- from BB-
---------------------------------------------------------------
Fitch has downgraded its rating of WestPoint Stevens'
(WestPoint) $1 billion of senior notes to `B-` from `BB-`
reflecting the company's weaker-than- expected operations which
have constrained cash flow and severely limited financial
flexibility. The rating recognizes the notes' subordinated
position to a secured bank credit facility. The Rating Outlook
remains Negative given concerns surrounding the company's
ability to remain in compliance with its bank credit facility.

WestPoint's financial profile has weakened considerably as its
operations have softened while its debt levels remain high.
Total debt/EBITDA of 6.0 times (x) as of March 31, 2001,
compared with a maximum of 6.25x per the company's bank
agreement. Permitted leverage increases to 6.75x at June 30,
2001, to allow for seasonal inventory build-up, before declining
to 6.3x at Sept. 30, 2001, and 5.5x at year-end. To preserve
cash, WestPoint has scaled back its capital budget for the year
to $65 million from $75-$80 million. Nevertheless, sluggish
sales and high operating leverage will continue to constrain
margins and cash flow.

WestPoint has lowered its 2001 sales growth expectations from
10% to 4-8%, and its earnings expectations from $75 million to
$45-$60 million. This assumes the company's results improve in
the second half of the year. However, based on continuing weak
sales trends, there is some uncertainty as to the strength of
the turnaround. Supporting a recovery will be increased revenues
from a number of new licenses and savings from a restructuring
program.

The bank agreement strictly limits capital spending and share
repurchases, freeing up cash flow for debt reduction. The size
of the bank facility steps down $200 million over the next 30
months, with the first reduction of $25 million occuring in
August 2001. This will force WestPoint to continue to deleverage
over the next several years, though it will also constrain
financial flexibility. The Negative Rating Outlook will remain
in place until the company's business stabilizes and there is
meaningful progress in reducing leverage.

WestPoint Stevens is a leading player in the domestic bed linen
and bath towel markets. Its key brands include its flagship
Martex as well as Ralph Lauren, which it licenses. The company
also has a chain of 57 retail outlet stores.


WHEELING-PITTSBURGH: Seeks Okay For ACL & PGT Transport Pacts
-------------------------------------------------------------
Acting through Scott N. Opincar, Wheeling-Pittsburgh Steel
Corporation asked Judge Bodoh to permit it to enter into an
agreement with American Commercial Barge Line LLC for barge
transportation of steel coils, and Wheeling Corrugating Company,
a division of WPSC, asked to be permitted to enter into an
agreement with PGT Trucking, Inc., by which PGT will supply
freight transportation services to WCC.

         The Barge Transportation Agreement with ACL

ACL is the owner of certain rake hull and box hall barges. ACL
currently provides barge transportation services to WPSC under
the terms of an agreement entered into before the Petition Date,
but which expired on December 31, 2000.  Presently, WPSC and ACL
are operating under the terms of the expired agreement.

WPSC has a long-standing relationship with ACL, and has been
doing business with ACL for at least the past decade.  ACL
currently provides 85% of WPSC's barge transportation services.
WPSC now wants to enter into a new ACL agreement by which ACL
will transport steel coils from WPSC's plants to various
destinations, including Houston, Minneapolis, St. Louis, Tulsa,
and Chattanooga.  The ACL Agreement, which will expire on
December 31, 2001, will provide WPSC with the type of equipment
(roll top barges) and barge transportation services that is
essential to the operation of WPSC's business.  The Agreement
provides for rate deductions which vary by percentage and
destination.  The Debtor told Judge Bodoh that the rates charged
under the ACL Agreement are competitive in the market, and
reasonable.  The primary terms of the ACL Agreement are:

        (a) Cargo: Steel and iron articles;

        (b) Equipment: Suitable steel open (or covered) rake hull
barges with approximate dimensions of 195' x 35' with 1400 tons
capacity at 9' draft, or box hull barges with approximate
dimensions of 200' x 35' with 1600 tons capacity at 9' draft,
together with towing power as required;

        (c) Laytime: Laytime shall commence the first 7:00 a.m.
following placement, actual or constructive, of the barge for
loading or unloading and shall end the first 7:00 a.m. following
completion of loading or unloading and release of the barge to
ACL.  ACL will allow 8 days all purpose free time for loading
and unloading.  Sundays and holidays are excluded during free
time only.  Loading or unloading of a barge shall be deemed as
utilizing at least one full day of allowed free time,
notwithstanding that the barge shall have been actually loaded
or unloaded and released to ACL in less than a 24-hour period;

        (d) Demurrage rates: Loading and  unloading time used in
excess of the above free time shall accrue and be payable to ACL
at the rate of $195 per barge per day, or fraction thereof,
thereafter until the barge has completed loading or unloading
and has been released to ACL;

        (e) Payment: When the barge initially starts on a voyage
the entire amount of the freight charge shall become earned and
due and payable to ACL in cash or check and without discount,
cargo lost or not lost, damaged or not damaged, in whole or in
part, at any stage of he voyage.  All freight, demurrage, and
other charges are subject to an interest charge of 1-1/2% per
month, beginning 30 days from the date of invoice.  The Debtor
will pay all costs and reasonable attorney fees incurred by ACL
for the collection of all charges due and payable to ACL.  There
shall be added to the freight rate the amount of any new or
increased federal or state taxes (except net income taxes), fees
or charges, that may hereafter be charged to and paid by ACL on
account of the transportation services rendered under the
Agreement, including the amount of any user charge or toll
imposed, levied or collected for the use of the Mississippi
River or its tributaries or of the locks and dams, ports, or
harbors in that river system, or intracoastal waterways, and any
charge, fee or toll levied upon or measured in any way by the
use of fuels and oils;

        (f) Berthing and indemnity:  The Debtor will be
responsible for ensuring that the barge will have safe berth
free of wharfage, dockage and port charges at the loading and
unloading point, and that the barge will be adequately moored
with warning lights properly displayed as required by the U.S.
Coast Guard regulations.  In the event that ACL should in any
manner be held responsible for the Debtor's acts or omissions in
compliance with the berthing requirements, then the Debtor
agrees to indemnify and save harmless ACL from all such
responsibility and liability;

        (g) Cleaning:  The maximum cleaning expense that shall be
for ACL's account after barges unload includes (i) $500 per
barge for the actual cleaning, (ii) reasonable repositioning of
the barges to a cleaning facility, (iii) one shift per barge
into and away from the cleaning facility, and (iv) two days per
barge for cleaning.  Cleaning expenses incurred in excess of
this, including lost barge days as computed by Laytime
demurrage, will be for the Debtor's account;

        (h) Liability for loss: ACL will be liable, subject to
cargo valuation limits of $600 per ton, to the extent provided
by the general maritime law of the United States, as modified by
statute, for any loss or damage to the shipment.  Any claim must
be made in writing within nine months after delivery of the
shipment, or in case of failure to make delivery, then within
nine months after the date on which the cargo delivery had
ceased.  Suits may be instituted against ACL only within two
years and one day from the day when the written notice is given;

        (i) Freight rates:

                                 Freight
Loading point                   Destination          per Net Ton
-------------                   -----------          -----------
Mingo Junction or
Martin Ferry, OH                Birmingham AL           $18.35
Same                            Brownsville, TX         $18.25
Same                            Burns Harbor, IN        $10.90
Same                            Catoosa, OK             $13.50
Same                            Chattanooga, TN         $10.70
Same                            Chicago, IL             $ 9.50
Same                            Cincinnati, OH          $ 4.05
Same                            Decatur, AL             $ 9.20
Same                            Gary, IN                $10.90
Same                            Ghent, KY               $ 4.35
Same                            Greenville, MS          $ 9.40
Same                            Houston, TX             $13.00
Same                            Iuka, MS                $ 8.75
Same                            Jeffersonville, IN      $ 4.50
Same                            Louisville, KY          $ 4.50
Same                            Little Rock, AR         $11.40
Same                            Minneapolis, MN         $ 9.40
Same                            Nashville, TN           $ 8.80
Same                            New Orleans (LM 90-180) $11.25
Same                            Pine Bluff, AR          $11.25
Same                            St. Louis, MO           $ 7.20
Same                            Sauget, IL              $ 7.20
Same                            St. Paul, MN            $ 8.90
Same                            Vicksburg, MS           $ 9.40
Same                            Muskogee, OK            $13.25
Same                            Peoria, IL              $ 8.90
Same                            Fulton, MS              $12.95
Same                            Baldwin, IL             $ 9.15
Same                            Guntersville, AL        $ 9.40

Maximum weight is 1400/1600 net tons per rake/box barge.

        (j) Stopoffs:  In-transit stop-offs are available at
$1000 per occurrence, provided stopoff is an intermediate point
along the original route to destination.  No additional free
time is provided. Additional shifts within origin and/or
destination area will be assessed a $990 charge per occurrence.

        (k) Tonnage and ratability: ACL will transport 100% of
all barge shipments destined to the points above, up to a
maximum of 15 barges per month.  The maximum number of bares ACL
is required to furnish per month during the September through
December period may not exceed the average number of barges that
loaded per month during the previous eight months.  However, ACL
and the Debtor agree to work together in good faith to
accommodate volumes which exceed these maximums.

                         The PGT Agreement

PGT is a licensed motor carrier of freight and owns certain
tractors and trailers.   PGT currently provides transportation
equipment, such as dedicated tractors and trailers along with
drivers) and freight transportation services to WCC under the
terms of an agreement entered into prior to the Petition Date,
which expired the beginning of April 2001.

WCC has a long-standing relationship with PGT and has been doing
business with PGT since 1993.  PGT agrees to make multiple stops
per route for WCC, while many other common carriers limit the
number of stops that they will make.  Currently, PGT provides
the majority of the required transportation equipment and
freight transportation services for WCC originating out of WCC's
Martins Ferry, Ohio, location.

Based on this, WCC desires to enter into a new PGT Agreement
under which PGT will transport roofing products manufactured at
WCC's Martins Ferry, Ohio, location to various customers.

The PGT Agreement will expire on February 7, 2004, and will
provide WCC with the type of transportation equipment and
freight transportation services that are essential to the
operation of WCC's business.   The PGT Agreement provides for a
five percent rate deduction in the first year, and a one percent
rate deduction in the remaining two years.  The new rates are
$1.22/mile in year one, $1.21/mile in year two, and $1.20/mile
in year three.  WCC asserts to Judge Bodoh that these rates are
competitive in the market and reasonable.  Under the terms of
this Agreement, both WCC and PGT can mutually agree to terminate
the PGT Agreement with cause by providing 60 days' written
notice.  All spikes in fuel cost will be escalating and de-
escalating compensation and will be added to or deleted from
WCC's total weekly invoice.

                    The Debtor's Sound Business Judgment

The Debtors argued that the ACL Agreement and the PGT Agreement
have important positive impacts on its ability to continue its
production operations.  It is crucial to WPSC's business
operations that it be able to transport its products in a
reliable cost-effective manner. Based on this, and in its
reasonable business judgment, WPSC believes that entering into
the ACL Agreement and the PGT Agreement are in the best
interests of its estate. (Wheeling-Pittsburgh Bankruptcy News,
Issue No. 7; Bankruptcy Creditors' Service, Inc., 609/392-0900)

                            *********

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, Bernadette de Roda, 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 ***