TCR_Public/010806.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, August 6, 2001, Vol. 5, No. 152

                            Headlines

ADVANTICA: FRD Unit Still Looking for Coco's and Carrows Buyers
AMF BOWLING: US Trustee To Convene Sec. 341 Meeting On August 8
ARMSTRONG: IRS Has Until December 31 To File Proofs Of Claim
BRIDGE INFO: MMS Seeks Order Authorizing Recoupment & Setoff
BRISTOL RETAIL: Receives Final Approval for DIP Financing

BROCKER TECHNOLOGY: Shares Subject to Nasdaq Delisting
COMDISCO INC.: Seeks Waiver Of Investment Guidelines
DIMAC DIRECT: Files Chapter 11 Petition in Wilmington
DIMAC DIRECT: Case Summary & 20 Largest Unsecured Creditors
E-M-SOLUTIONS: Files Chapter 11 Petition in N.D. California

EUROWEB INT'L: Special Stockholders' Meeting Set For August 30
FINE AIR: Court Stretches Lease Decision Period To September 24
FINOVA GROUP: Resolves Claims Dispute With GE Aircraft
FRUIT OF THE LOOM: Memphis Objects To Rejection Of NWI Contracts
IMPERIAL CREDIT: Reports Q2 Losses & Status of Recapitalization

iSYNDICATE: YellowBrix Finalizes Asset Purchase
LERNOUT & HAUSPIE: Bowne & Co. to Acquire Mendez S.A For $44.5MM
LIGHTNING ROD: Nasdaq Denies Appeal And Delists Shares
LTV CORPORATION: U.S. Trustee Appoints an Equity Committee
LUCENT TECHNOLOGIES: Fitch Lowers Unsecured Debt Rating To BB-

MARINER POST-ACUTE: Seeks To Extend Exclusive Period To Sept. 20
METRICOM INC.: Shuts Down Network Operations & Cuts More Jobs
METRICOM INC.: Receives Nasdaq's Notice of Delisting
MICRO-ASI INC.: Defaults on Secured Bridge Promissory Note
MONEY'S FOODS: Court Confirms Joint Reorganization Plan

MPOWER: Stroock Initiates Zone of Insolvency Suit for Fir Tree
MPOWER COMMUNICATIONS: Parent Company Refutes "Baseless" Lawsuit
NANOVATION TECHNOLOGIES: Files For Chapter 11 Protection
NEWCOR INC.: Discloses Board Resignations
OWENS CORNING: J. McMonagle Is Future Claimants' Representative

PACIFIC GAS: James Murray Seeks Relief From Automatic Stay
PATHNET INC.: Court Awards Universal Access Previous Customers
PRANDIUM INC.: Elects Not To Make Interest Payments On Notes
PURINA MILLS: Will Hold Special Stockholders' Meeting On Sept. 5
RELIANCE GROUP: Moves To Set-Up Interim Compensation Protocol

REVLON INC.: Releases Second Quarter Financial Results
RHYTHMS NETCONNECTIONS: Files Chapter 11 Petition in New York
RHYTHMS NETCONNECTIONS: Case Summary And Unsecured Creditors
RURAL/METRO: Receives Covenant Compliance Waver through Dec. 31
SCHWINN/GT: Court Auction For Cycling Division Set for Sept. 10

STELLAR FUNDING: Fitch Downgrades Securities
SUN HEALTHCARE: Transfers SunBridge Facility in Burlingame, CA
THERMADYNE: Banks Agree To Extend Forbearance To September 28
USG CORPORATION: First Creditors' Meeting Set For August 17
VENCOR: R. Johnson Asks Court To Extend Bar Date & Annul Stay

WARNACO: Asks for First Extension of Lease Decision Period
WASHINGTON GROUP: Initiates $1.5 Billion Suit Against Raytheon
WASHINGTON GROUP: Raytheon Calls Suit Baseless & Expects to Win
WEIRTON STEEL: Posts $64.1 Million Net Loss In Second Quarter
WINSTAR COMM.: Seeks Approval Of WIMS Asset Purchase Agreement

BOND PRICING: For the week of August 6 - 10, 2001

                            *********

ADVANTICA: FRD Unit Still Looking for Coco's and Carrows Buyers
---------------------------------------------------------------
Advantica Restaurant Group, Inc. (OTC BB: DINE) reported that
systemwide sales from continuing operations, which include sales
from company-owned, franchised and licensed restaurants,
increased by approximately 4 percent to $578 million for the
second quarter ended June 27, 2001 compared with $557 million in
the prior year quarter. This increase is attributable to a
modest gain in same-store sales as well as to a higher number of
units during this year's quarter. During the second quarter,
Denny's same-store sales for company-owned restaurants increased
2.0 percent while franchised units increased 0.3 percent.

Commenting on the Company's results for the second quarter,
Nelson J. Marchioli, Advantica's president and chief executive
officer, said, "Denny's continued its positive sales momentum
through the second quarter in a challenging economic
environment. Last quarter I mentioned the need to increase
customer traffic as a step towards improving profitability.
Accordingly, during the second quarter we ran two marketing
promotions aimed at increasing customer counts: Kids Eat Free in
April and May and $2.99 Grand Slam in June. The $2.99 Grand Slam
campaign continues through the summer and features the actors
who portrayed George and Louise Jefferson on the popular '70s
and '80s television show, `The Jeffersons.' While these recent
promotions have allowed us to achieve positive customer counts
for the quarter, we continue to strive to improve the customer's
overall experience which is the key to our long-term success."

Marchioli continued, "During my first six months at Denny's, we
have been focused on evaluating the performance and potential
profitability of each of our restaurants. One of our first
initiatives was to develop a list of capital requirements needed
to ensure all of our restaurant facilities are up to Denny's
brand standards. Through our remodeling efforts and facilities
improvements, we continue to focus on investing the necessary
capital in our restaurants to improve both their appearance and
function. During our restaurant evaluation process, we
identified 63 company-owned units that we do not believe can
achieve a level of profitability to warrant further capital
investment. Accordingly, we have closed 34 of these units since
the beginning of the second quarter and expect to close the
other 29 in the coming months."

Regarding Denny's refranchising program, Marchioli continued,
"During the second quarter we sold 11 units to franchisees,
bringing the year-to-date total to 39. Refranchising activity
continues at a slow pace as financial markets remain tight which
will likely contribute to a reduced number of refranchising
transactions during the second half of 2001."

FRD Acquisition Co., an Advantica subsidiary, remains active in
its efforts to divest its Coco's and Carrows concepts.  As such,
FRD is classified as a discontinued operation for financial
reporting purposes. On February 14, 2001, FRD filed a voluntary
Chapter 11 bankruptcy petition to facilitate the divestiture of
Coco's and Carrows. FRD remains active in its efforts to dispose
of Coco's and Carrows; however, there can be no assurance that
these efforts will be successful.

At June 27, 2001, Advantica's $200 million credit facility had
outstanding revolver advances of $55 million compared with no
outstanding balances at year end 2000. The revolver advances
result from Advantica's satisfaction of the Coco's/Carrows
credit facility guarantee in January 2001. Outstanding letters
of credit decreased from $65.3 million at year end to $51.6
million, leaving a net availability of $93.4 million at the end
of the second quarter.

            Second Quarter Consolidated Operations

The Company reported a loss from continuing operations for the
quarter of $30.9 million, or $0.77 per common share, compared
with last year's second quarter loss of $11.3 million, or $0.28
per share. This year's second quarter results include
restructuring and impairment charges of $8.5 and $8.3 million,
respectively, while second quarter last year included no such
charges. The restructuring and impairment charges consist
primarily of expenses related to the 63 units identified for
closure. This year's second quarter results include amortization
of excess reorganization value of approximately $7.2 million
compared with $10.6 million in last year's quarter.

Due to the significant noncash depreciation and amortization
charges related to fresh start reporting, the Company reports
EBITDA as a measure of financial performance.

             Year-to-Date Consolidated Operations

The Company reported a loss from continuing operations for the
two quarters ending June 27, 2001 of $52.0 million, or $1.30 per
common share, compared with a loss of $48.6 million, or $1.21
per share, in the same period last year. The current year-to-
date results include restructuring and impairment charges of
$8.5 and $8.3 million, respectively, while the loss in the same
period last year included a restructuring charge of $7.2
million. Year-to-date results include amortization of excess
reorganization value of approximately $14.7 million, compared
with $21.3 million in same period last year.

               Second Quarter Concept Results

Denny's second quarter revenue decreased to $264 million from
$297 million in the prior year as a result of a 170-unit
reduction in company-owned restaurants, primarily due to its
refranchising program. Revenue benefited from a 2.0 percent
increase in same-store sales. Denny's EBITDA decreased to $35.9
million from $48.1 million in the prior year quarter. The
decrease in EBITDA was primarily attributable to an $11.5
million reduction in the amount of refranchising gains. Company-
owned restaurant operating costs as a percentage of sales were
comparable to the prior year as increases in store labor,
repairs and maintenance and utility expenses were offset by
reductions in food costs and advertising expense. Franchise and
licensing revenue increased approximately 27 percent to $22.3
million compared with $17.5 million in the prior year quarter,
while franchise operating income increased to $11.7 million from
$9.1 million in last year's quarter. The increase in both
franchise revenue and operating income is attributable to a 172-
unit increase in franchised units compared to the prior year
quarter. During the quarter, the Denny's system opened 13
restaurants and closed 40, resulting in 1,791 restaurants at the
end of the second quarter.

During the second quarter, revenue at FRD declined to $87.9
million from $93.8 million in the prior year quarter, resulting
primarily from decreases in same-store sales at Coco's and
Carrows. EBITDA at FRD decreased to $5.8 million versus $10.8
million in the prior year quarter. In addition to the sales
decreases, EBITDA at Coco's and Carrows was negatively impacted
by higher utility expenses and increased wage rates. Coco's
second quarter EBITDA declined to $3.0 million from $6.3 million
in the prior year quarter. Carrows' second quarter EBITDA
decreased to $2.8 million from $4.5 million in the prior year
quarter.

                Year-to-Date Concept Results

Denny's systemwide sales for the two quarters ended June 27,
2001 increased by approximately 4 percent to $1.13 billion
compared with $1.09 billion in the prior year period. This
increase is attributable to a higher number of units during the
period as well as to an increase in same-store sales for company
and franchised units of 2.1 percent and 0.4 percent,
respectively.

For the two quarters ended June 27, 2001, Denny's revenue
decreased to $523 million from $581 million in the prior year
period. A 2.1 percent increase in same-store sales was offset by
a lower number of company-owned units. Denny's EBITDA decreased
to $65.1 million from $77.1 million in the prior year. The
decrease in EBITDA was attributable to a lower company
restaurant base as well as reduced gains from fewer
refranchising transactions.

Year-to-date, revenue at FRD declined to $177.3 million from
$188.5 million in the prior year period, resulting primarily
from decreases in same-store sales at Coco's and Carrows. EBITDA
at FRD decreased to $11.9 million versus $19.6 million in the
prior year.


Advantica Restaurant Group, Inc. is one of the largest
restaurant companies in the United States, operating over 2,400
moderately priced restaurants in the mid-scale dining segment.
Advantica owns and operates the Denny's, Coco's and Carrows
restaurant brands. For further information on the Company,
including news releases, links to SEC filings and other
financial information, visit Advantica's website at
www.advantica-dine.com.


AMF BOWLING: US Trustee To Convene Sec. 341 Meeting On August 8
---------------------------------------------------------------
B. Amon James, the Acting Assistant U.S. Trustee in Richmond,
will convene a meeting of AMF Bowling Worldwide, Inc.'s
creditors on August 8, 2001 at 10:00 a.m., at the Office of the
U.S. Trustee, 11 South 12th Street - Room 224, Richmond, VA
23219.

This meeting, convened pursuant to 11 U.S.C. Sec. 341, is the
one time in a chapter 11 case when a responsible officer is
required to appear in person and answer, under oath, questions
about the debtors' financial condition and operation posed by
creditors. (AMF Bankruptcy News, Issue No. 3; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


ARMSTRONG: IRS Has Until December 31 To File Proofs Of Claim
------------------------------------------------------------
Armstrong World Industries, Inc., Nitram Liquidators, Inc., and
Desseaux Corporation of North America, agree to extend the time
period during which the Internal Revenue Service may file proofs
of claim against its estates. Rebecca L. Booth, Esq., at
Richards Layton & Finger, tells the Court that the IRS is
currently conducting an examination of the Debtors' corporate
returns for the tax years 1997, 1998 and 1999, and has advised
the Debtors it will not be able to complete the audit by the
claims bar date of August 31, 2001. The IRS requests, and the
Debtors agree to, an extension of the date by which the IRS must
file its claims against these estates to December 31, 2001. The
Debtors therefore stipulate that, solely with respect to the
IRS, the claims bar date will be extended to December 31, 2001,
at 5:00 p.m. Eastern time. All other provisions of the claims
bar date order remain in effect. (Armstrong Bankruptcy News,
Issue No. 8; Bankruptcy Creditors' Service, Inc., 609/392-0900)


BRIDGE INFO: MMS Seeks Order Authorizing Recoupment & Setoff
------------------------------------------------------------
MMS International, Inc., is a wholly owned subsidiary of The
McGraw-Hill Companies, Inc. MMS and Telerate, one of the
Bridge Information Systems, Inc. Debtors, are parties to various
agreements and contracts.

(A) Delivery Agreement

     MMS entered into an Optional Service Delivery Agreement
dated July 1993 with Telerate. Under this agreement, Telerate
distributes the MMS Proprietary Information via the Telerate
network to MMS subscribers and Telerate subscribers who
desire the MMS Proprietary Information.

David A. Sosne, Esq., at Summers, Compton, Wells & Hamburg,
tells Judge McDonald that Telerate does the billing to MMS'
non-U.S. subscribers under the present arrangement. According to
Mr. Sosne, Telerate would collect the amounts due and deduct
their service fee from the collected amount. Telerate would then
remit the balance to MMS within 60 days of the end of each
quarter.

At the same time, Mr. Sosne relates, MMS is in-charge of billing
and collecting the amounts due from all U.S. subscribers. Mr.
Sosne explains that the fees due from MMS to Telerate are
usually deducted from the amounts due to MMS by Telerate, and
Telerate pays MMS the balance. Thus, Mr. MMS contends, they are
entitled to recoup the amounts owed by Telerate from amounts MMS
owe to Telerate.

Based on MMS' records and its filed proof of claim against
Telerate, Mr. Sosne notes that Telerate owes MMS $1,032,043
on account of amounts billed to non-U.S. subscribers for the
period from December 1, 2000 through February 15, 2001, net
of Telerate's fee for such subscription services. On the
other hand, MMS also owes Telerate the estimated sum of $440,730
on account of subscription revenues it has collected from MMS'
U.S. subscribers for the period from August 1, 2000 to June 30,
2001.

(B) Market Data Contracts

     Under various Market Data Contracts, Mr. Sosne relates, MMS
owes Telerate a total of $93,296 as of the Petition Date. This
amount, Mr. Sosne notes, is an additional offset against
Telerate's liquidated debt of $1,032,043 due MMS under the
Telerate Delivery Agreement. In addition, Mr. Sosne says,
MMS owes Telerate the additional sum of $73,337 under the
Market Data Contracts for the post-petition period from April
1, 2001 to June 30, 2001.

Prior to Petition Date, Mr. Sosne relates, Telerate was in
default under the Telerate Delivery Agreement due to its failure
to provide MMS with, inter alia, reports that identify the
persons who have been permissioned to receive the MMS
Proprietary Information for the period beginning May 1, 2000.

Late April of 2001, Mr. Sosne notes, MMS served subpoena on
Telerate to compel production of the outstanding pre-petition
reports. After that, Telerate delivered the requested reports to
MMS as well as the relevant billing and permissioning reports
for the post-petition months of February, March, April and May.
MMS is still awaiting the reports of the month of June.

By motion, MMS requests Judge McDonald to enter an Order:

      (i) authorizing MMS to exercise its right of recoupment
          under the Telerate Delivery Agreement;

     (ii) authorizing MMS to offset its mutual obligations with
          Telerate for the pre- and post-petition periods;

    (iii) granting MMS the necessary relief from the automatic
          stay in order to accomplish the foregoing; and

     (iv) authorizing MMS to audit Telerate's permissioning and
          billing reports in order to ascertain the additional
          amounts due to MMS under the Telerate Delivery
          Agreement.

According to Mr. Sosne, MMS is entitled to recoup the amounts it
owes to Telerate from the amounts Telerate owes it since the
debts arise out of a single transaction. Mr. Sosne also
maintains that the Court should authorize MMS to set off its
mutual pre-petition and post-petition obligations with Telerate.
Sufficient cause also exists to modify the automatic stay, Mr.
Sosne adds, to allow MMS to setoff its mutual obligations with
Telerate. "It would be unfair, and not to mention absurd, to
compel MMS to pay its obligations to Telerate when Telerate owes
MMS even larger debts," Mr. Sosne says.

Upon review of Telerate's billing and permssioning reports, MMS
discovered numerous discrepancies between and among Telerate's
reports and MMS' records. To reconcile those discrepancies and
liquidate its unliquidated claims against Telerate, Mr. Sosne
argues, MMS must have the Court's authority to audit Telerate's
billing and permissioning reports for the periods in question.

According to the Debtors' Schedules of executory contracts, Mr.
Sosne notes, MMS is owed $978,866 in pre-petition debt under the
Telerate Delivery Agreement. On June 28, 2001, Mr. Sosne reminds
the Court, MMS filed a proof of claim against Telerate in the
liquidated sum of $1,032,043 and the unliquidated sum of
$3,000,000 for estimated amounts due under the agreement in
question. In addition, Mr. Sosne discloses, MMS estimates that
the sum of $500,000 is accumulating on a monthly basis as of a
post-petition claim against Telerate under the agreement.
(Bridge Bankruptcy News, Issue No. 12; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


BRISTOL RETAIL: Receives Final Approval for DIP Financing
---------------------------------------------------------
VoiceFlash Networks, Inc. (Nasdaq:VFNX), announced that Bristol
Retail Solutions, Inc., its wholly-owned subsidiary, received
final approval for debtor-in-possession (DIP) financing by the
Bankruptcy Court of Los Angeles, California. This DIP financing
is intended to bring Bristol sufficient liquidity to pay all
current and expected trade and employee obligations and is
intended to meet its operating and investment needs during the
reorganization process. Bristol expects the reorganization to be
completed within a few months.

              About VoiceFlash Networks, Inc.

VoiceFlash Networks, Inc. (Nasdaq:VFNX) is a leader in the
commercialization and integration of BlueTooth wireless
technologies into legacy point-of-sale software and hardware
systems. The Company's technologies are being developed to lead
the wireless evolution by linking independent mobile devices on
a unified platform for the management of personal consumer data
via point-of-sale systems and an open standards-based
Application Programming Interface (API). For more information,
please visit VoiceFlash at http://www.voiceflash.com.


BROCKER TECHNOLOGY: Shares Subject to Nasdaq Delisting
------------------------------------------------------
Brocker Technology Group Ltd. (Nasdaq: BTGL) (TSE: BKI)
announced that the Staff of the Nasdaq Stock Market has notified
the Company that the market value of the Company's publicly held
common stock has fallen below the minimum required for continued
listing on the Nasdaq National Market as specified in Market
Place Rule 4450(a)(2) and, therefore, the Company's common stock
was subject to delisting from the Nasdaq National Market.

The Company will request that the Staff's determination be
reviewed by an independent panel in accordance with the
procedures provided for by the Nasdaq Stock Market Rules. The
delisting will be stayed until the independent panel makes its
determination on the matter. The Company cannot predict the
outcome of the review process and, accordingly, there is no
assurance that the Company's listing on the Nasdaq Stock Market
will be continued. The Company's listing on the Toronto Stock
Exchange is not affected by the Nasdaq Stock Market action.


COMDISCO INC.: Seeks Waiver Of Investment Guidelines
----------------------------------------------------
Section 345(a) of the Bankruptcy Code authorizes deposits or
investments of money of a bankruptcy estate, such as cash, in
order to "yield the maximum reasonable net return on such money,
taking into account, the safety of such deposit or investment."
If deposits or investments are not "insured or guaranteed by the
United States or by a department, agent, or instrumentality of
the United States", section 345(b) mandates that the estate must
require from the entity with which the money is deposited or
invested a bond in favor of the United States secured by the
undertaking of an adequate corporate surety.

But Comdisco, Inc. believes the banks, where they maintain their
accounts, are financially stable. Since their other bank
accounts are also maintained abroad, Mr. Butler tells the Court,
the Debtors would be not able to strictly comply with the
Bankruptcy Code provision. Under these circumstances, the
Debtors ask Judge Barliant to allow them to deviate from the
approved investment practices established by the Bankruptcy
Code.

Likewise, the Debtors also ask the Court for authority to invest
and deposit funds in a safe and prudent manner in accordance
with their existing cash management system and investment
guidelines. (Comdisco Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


DIMAC DIRECT: Files Chapter 11 Petition in Wilmington
-----------------------------------------------------
DIMAC Direct announced it has commenced a Chapter 11 case in the
United States Bankruptcy Court in Wilmington, DE.

DIMAC Direct intends to conduct a court-supervised, orderly
closure of its operations, the liquidation of its assets and
distribution of the resulting proceeds to its creditors.

As previously announced, DIMAC Direct had begun the process of
winding down its business in order to stop its operating losses
and maximize its enterprise value when all opportunities to sell
the company had been exhausted. On June 29, DIMAC Direct
notified its employees of the resulting layoffs and is no longer
taking customer orders for its services.

DIMAC Direct is the direct mail services and products subsidiary
of DIMAC Marketing Partners, Inc. DIMAC Marketing Partners,
Inc., and its three indirect subsidiaries - DMW Worldwide
(agency services); MBS (information and insight services); and
Palm Coast Data (direct response management and value-added
fulfillment services) - are not involved in the Chapter 11
filing of DIMAC Direct.

DIMAC Marketing Partners has retained Veronis Suhler &
Associates to explore strategic alternatives to secure new
equity funding to fuel its growth initiatives.


DIMAC DIRECT: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Dimac Direct, Inc.
         15450 S. Ouler Road
         Chesterfield, MO 63017-2062

Chapter 11 Petition Date: August 2, 2001

Court: District of Delaware

Bankruptcy Case No.: 01-10029

Debtor's Counsel: Neil B. Glassman, Esq.
                   Steven M. Yoder, Esq.
                   Elio Barrilea Jr., Esq.
                   The Bayard Firm
                   222 Delaware Avenue, Suite 900
                   Wilmington, Delaware 19899
                   Tel; (302) 655-5000

                            and

                   Martin J. Bieninstock, Esq.
                   George A. Davis, Esq.
                   Weil, Gotshal & Mangers LLP
                   767 Fifth Avenue
                   New York, New York 10153
                   Tel: (212) 310-8000

Estimated Assets: $1 million to $10 million

Estimated Debts: more than $100 million

List of Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
The Realty Associates         Lease Obligation      $3,561,719
Fund III
Julie Hemmings
c/o Sansone Group DDR/LLC
770 Bonhomme, Suite 200
Clayton, MO 63105
(314)727-6664

Oce Printing Sys. USA, Inc.   Lease Obligation      $1,403,292
Dept. AT 40192
Atlanta, GE 31192-0192
Nanci Fowee
5600 Broken Sound Blvd.
Boca Raton, FL 33487-3599
(561) 312-1358

Oce Printing Systems, Inc     Lease Obligations     $1,393,250
Drawer CS100352
Atlanta, GA 30384-0352
Nanci Fowee
5600 Broken Sound Blvd.
Boca Raton, FL 33487-3599
(561) 912-1358

Xerox Corp.                   Lease Obligations       $771,831
PO Box 802555
Chicago, IL 60680-2555
Nancy Cacciarelli
3221 McKelvey Road
Bridgeton, MO 63044

Xerox Corp.                   Lease Obligations       $199,711

Avaya Financial Services      Lease Obligations       $102,504

Datamax                       Lease Obligations        $98,812

US Healthcare                 Trade Debt               $73,850

Nova Marketing Services       Trade Debt               $66,842

Danka Corporation             Lease Obligations        $46,279

LIPA                          Trade Debt               $32,988

Hatco Printing                Trade Debt               $21,053

Bankers Capital               Trade Debt               $21,000

Freedom Graphics              Trade Debt               $20,209

Key Equipment Finance         Lease Obligations        $19,027

Double Envelope Co.           Trade Debt               $17,867

22 Continue Inc.              Trade Debt               $17,589

Spherion Corporation          Trade Debt               $14,667

AT&T Pittsburgh               Trade Debt               $12,407

Transcontinental Printing     Trade Debt               $11,618
Inc.


E-M-SOLUTIONS: Files Chapter 11 Petition in N.D. California
-----------------------------------------------------------
E-M-Solutions has signed a definitive agreement to sell a
substantial majority of its domestic assets and stock in its
foreign subsidiaries to Teradyne, Inc. Assets included in the
agreement are located in the United States, Mexico and Northern
Ireland. Terms of the deal were not disclosed.

As required under the purchase agreement and to facilitate the
sale, E-M-Solutions and its domestic subsidiaries have
voluntarily filed petitions for reorganization under Chapter 11
of the U.S. Bankruptcy Code. These filings include only the
Company's U.S. operations and exclude its subsidiaries in
Northern Ireland and Mexico. The petitions were filed in the
U.S. Bankruptcy Court for the Northern District of California in
Oakland.

"This combination provides excellent opportunities for bringing
together E-M-Solutions' competence in custom box-build with
Teradyne's expertise in backplane and connector technology,"
said Mikel Dodd, President and Chief Executive Officer of E-M-
Solutions. "Effecting the sale through a Chapter 11 filing is
necessary to fully cleanse our balance sheet of the high debt
burden we have been carrying over the last few years."
To ensure that customer and vendor relationships remain intact
during the Chapter 11 process, Mikel Dodd added, "Our senior
lenders, led by Goldman Sachs, are fully supportive of this sale
and have agreed to provide us with $12 million of post-petition
financing to facilitate the process. With this financing, our
plants will remain open as usual and transactions will proceed
in the ordinary course of business. Our employees will continue
to receive salary and benefits using our current policies and
procedures during the Chapter 11 process. Our customers should
see no disruption in our production and delivery commitments.
Suppliers will be paid for all post-petition goods and services,
and should take great comfort in the financial strength of
Teradyne as the new owner of our company."

                   About E-M-Solutions

E-M-Solutions (Electro Mechanical Solutions) is an
internationally recognized, electronic enclosure manufacturer
that provides value-added system assembly, integration services
and world-class supply chain management solutions to Fortune 500
original equipment manufacturing (OEM) companies. A privately
held corporation, the company had sales of $435 million in 2000
and currently employs about 2,300 people worldwide. E-M-
Solutions is based in Fremont, California and has seven
manufacturing and design facilities worldwide. For more
information, visit http://www.e-m-solutions.com

                   About Teradyne Inc.

Teradyne (NYSE: TER) is the world's largest supplier of
automatic test equipment and is also a leading supplier of high
performance interconnection products and total systems
integration services. Teradyne's automatic test products are
used by manufacturers of semiconductors, circuit assemblies and
voice and broadband telephone networks. Teradyne's high-
technology components and electronic manufacturing services are
used by manufacturers of communications and computing systems
central to building networking infrastructure. The company had
sales of $3 billion in 2000 and currently employs about 9000
people worldwide. For more information visit
http://www.Teradyne.com


EUROWEB INT'L: Special Stockholders' Meeting Set For August 30
--------------------------------------------------------------
The Special Meeting of Stockholders of EuroWeb International
Corp., a Delaware corporation, will be held at 2:00 P.M. (New
York time), on August 30, 2001 at the offices of Cohen &
Cohen, at 445 Park Avenue, 15th Floor, New York, New York 10022:

      (1) To consider and vote upon an amendment to the Company's
Certificate of Incorporation to effect a one-for-five reverse
stock split of all issued and outstanding shares of the
Company's common stock; and

      (2) To transact any other business which properly comes
before the Meeting and any adjournment or postponement thereof.
The Board of Directors is not aware of any other business to
come before the Meeting.

The Board of Directors of the Company unanimously recommends
that the Shareholders vote in favor of the proposal for the
amendment to the Company's Certificate of Incorporation to
effect a one-for-five reverse stock split of all issued and
outstanding shares of the Company's common stock. They have
fixed August 1, 2001 as the record date for the determination of
stockholders entitled to notice of, and to vote at, the Meeting
and any adjournment or postponement.


FINE AIR: Court Stretches Lease Decision Period To September 24
---------------------------------------------------------------
The US Bankruptcy Court, Southern District of Florida (Miami),
Honorable A.  Jay Cristol presiding, granted the fifth motion of
Fine Air Services Corp., et al. for additional time to assume or
reject nonresidential real property leases. The time for the
debtors to assume or reject leases of nonresidential real
property is extended through and including September 24,
2001.


FINOVA GROUP: Resolves Claims Dispute With GE Aircraft
------------------------------------------------------
As previously reported, GEAE and The FINOVA Group, Inc. have
been embroiled in litigation over the relative priorities of the
parties' respective interests in certain aircraft engines owned
by Tower Air, Inc., which is the subject entity of a chapter 7
case. FINOVA filed an adversary proceeding on the Tower case
against GEAE seeking, inter alia, rescission of a certain
Intercreditor Agreement between GEAE and FINOVA, to which GEAE
filed a counterclaim. In the FINOVA case, GEAE filed a motion
for relief from the automatic stay demanding delivery of the
Engines, which are in the possession of FINOVA.

During the hearing on the Stay Relief Motion, the parties
expressed extremely divergent views as to the fair market value
of the Engines, the validity and priority of their respective
security interest in the Engines, and other issues. Absent a
settlement, the resolution of these issues would require
extensive discovery and a full trial. The Court granted the
parties a recess and encouraged the parties to resolve the
Dispute.

At the Court's urging, GEAE and FINOVA conferred and discussed a
consensual resolution. The parties negotiated a settlement which
would resolve the Stay Relief Motion, the Adversary Proceeding,
and all of the parties' claims relating to the Engines. Under
the proposed settlement, FINOVA would pay GEAE $1.3 million in
exchange for GEAE's withdrawal of the Stay Relief Motion with
prejudice and its full release of any security interest in or
claim to the Engines. FINOVA would obtain title to and
possession of the Engines free and clear of any liens and could
sell or use the Engines in its business operations. In this way,
FINOVA would not be required to commence foreclosure proceedings
and Tower obtained the benefit and certainty of an agreed upon
credit, FINOVA notes.

The parties have now signed a stipulation setting forth their
agreement, which has received the Court's blessing. However,
there was an interlude before this final form was arrived at.
Despite the agreement reached at the hearing, the parties did
not agree on the specific details put in writing and the matter
was left pending.

GEAE filed a motion to enforce settlement that was reached in
open court, accusing FINOVA of including in the draft agreement
and stipulation extraneous issues with third parties, such as
China Airlines, Inc. and GMAC Business Credit LLC. GEAE did not
agree to the inclusion of such issues in the stipulation on the
basis that it had no control over third parties or the
resolution of any disputes between them and FINOVA. GEAE
complained that two months had lapsed but the matter had still
not come to a conclusion.

The Debtors tell the Court that they would also like the
settlement finalized as soon as possible and their counsel had
done much in getting all the signatures necessary for its
finalization. However, it was only after some delay and after
GEAE filed the motion to force settlement that GMAC finally
signed the settlement, according to FINOVA. At one time FINOVA's
counsel informed GEAE's counsel that if GMAC would not sign the
Stipulation, it intended to make a motion in the Tower
bankruptcy case for a declaration that GMAC had no secured claim
to the Engines because the value of the Engines was less than
the amount of FINOVA's secured claim. If this motion was
granted, the parties would be able to finalize the settlement
without GMAC's participation. Before FINOVA had a chance to make
this motion, GEAE filed the motion to enforce the settlement.

After GMAC finally signed the stipulation, FINOVA encountered
difficulty in obtaining the signature of the Tower Trustee,
quite unexpectedly. FINOVA tells Judge Walsh that comments by
Richard Riley, counsel for the Tower Trustee, had been
incorporated in the final version of the stipulation and Mr.
Riley had indicated to FINOVA's counsel that he would be willing
to sign the stipulation. Mr. Riley did not make any objection to
the settlement during that hearing, and indicated to counsel for
FINOVA that he would "as soon as practicable file the
appropriate paperwork in the Tower bankruptcy to get permission
to abandon all of Tower's right, title and interest in the five
engines" so that the settlement could be completed, FINOVA tells
Judge Walsh.

Unfortunately, Mr. Riley did not sign the Stipulation before
leaving on a two week vacation. While Mr. Riley was on vacation,
Ms. Diane Vuocolo, another counsel for the Tower Trustee,
informed FINOVA's counsel that the Tower Trustee would not sign
the Stipulation. However, the transfer of title provided in the
agreement cannot be completed without the agreement of the
Trustee of the Tower estate.

On the date Judge Walsh heard oral argument on GEAE's motion to
enforce the settlement, the Tower Trustee filed with the Court
in the Tower bankruptcy case a notice abandoning its interest in
the Engines.

FINOVA and GEAE then proceeded to resolve all claims and the
Counterclaim asserted in and related to the Adversary Proceeding
and the Engines. FINOVA, in its business judgment, believes that
the settlement is in the best interest of its bankruptcy estate
and completed the process in making it effective by obtaining
Judge Walsh's signature on it.

          The Signed and Approved Stipulation

The finalized agreement and stipulation provides, among other
things, that:

      (1) GEAE will sign and deliver to counsel for FINOVA, Todd
& Levi, LLP (T&L) in escrow lien releases releasing GEAE's
security interest in the Engines.

      (2) Upon T&L's receipt of the Lien Releases, FINOVA will
pay to GEAE the sum of $1,300,000.00 (the Settlement Sum) wire
transferred to an account designated by GEAE in writing, in
full satisfaction of any of GEAE's claims with respect to the
Engines and in respect of the Counterclaim.

      (3) Upon GEAE's receipt of the Settlement Sum, T&L may,
without further notice, release the Lien Releases from escrow
and cause the same to be filed with the Federal Aviation
Administration.

      (4) The parties will dismiss the Adversary Proceeding and
all claims and the Counterclaim asserted.

      (5) GEAE will withdraw with prejudice the Relief from Stay
Motion.

      (6) FINOVA and GEAE will sign and deliver to each other
releases.

      (7) Notwithstanding the consent of GMAC Business Credit,
LLC to the stipulation and order, GMAC expressly reserves
claims, if any, it may have with regard to spare parts and
rotables that may have been improperly installed on the Engines,
subsequent to the filing of Tower's bankruptcy case; FINOVA
expressly reserves all of its rights with regard to any such
claims of GMAC.

      (8) The Stipulation will become effective upon: (a) the
Court "so ordering" it and (b) the date when the Abandonment in
the Tower bankruptcy case becomes, which the parties anticipate
to be July 18, 2001.

      (9) No term or provision of the stipulation and order may
be changed or waived orally, but only by an instrument in
writing signed by the parties. (Finova Bankruptcy News, Issue
No. 10; Bankruptcy Creditors' Service, Inc., 609/392-0900)


FRUIT OF THE LOOM: Memphis Objects To Rejection Of NWI Contracts
----------------------------------------------------------------
The City of Memphis objects to NWI's motion to reject executory
environmental contracts. The City requests that the Court either
withhold its authorization of the contract rejection or deny the
proposed rejection and find that, pursuant to Section
365(b)(1)(c), Fruit of the Loom, Ltd. and NWI are assuming the
contract.

The City prays this Court will withhold its authorization of the
rejection of this particular contract, until the Court can hear
the "Motion by the City of Memphis to require FTL/NWI to Return
Files which Belong to the City of Memphis in Accordance with
Certain U.S. District Court Orders Relating to the Hollywood
Dumpsite in Memphis, Tennessee" filed in this cause.

The City avers that FTL/NWI is/are holding files that belong to
the City of Memphis. The files relate to the contract that
FTL/NWI desire to reject. The rejection may be appropriate under
105(a) and 365(a) and Rules 6006 and 9014, but any such
rejection should be a complete rejection.

Since November 2000, the City has asked FTL/NWI to return its
project files relating to the Hollywood dumpsite. The City avers
that this failure to return, and control of, the files is an act
of assuming the executory contract between FTL/NWI and the City
under 365(b)(1)(c).

The filing was submitted by Robert L.J. Spence, Jr. Esq., city
attorney, and was signed by Gwenthian Hewitt Esq., assistant
city attorney. (Fruit of the Loom Bankruptcy News, Issue No. 35;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


IMPERIAL CREDIT: Reports Q2 Losses & Status of Recapitalization
---------------------------------------------------------------
Imperial Credit Industries, Inc. (Nasdaq: ICII) reports results
for the second quarter and six months ended June 30, 2001, and
the status of its recapitalization plan.

                Second Quarter 2001 Results

Imperial Credit Industries, Inc. reported a net loss for the
quarter ended June 30, 2001 of $39.8 million or $1.23 diluted
net loss per share including an operating loss from discontinued
operations of $961,000 or $0.03 diluted net loss per share and
an extraordinary loss on the early extinguishment of debt of
$2.2 million or $0.07 diluted net loss per share. The net loss
for the six months ended June 30, 2001 was $39.5 million or
$1.23 diluted net loss per share including an operating loss
from discontinued operations of $1.2 million or $0.04 diluted
net loss per share and an extraordinary loss on the early
extinguishment of debt of $1.5 million or $0.05 diluted net loss
per share.

The operating results for the quarter and six months ended June
30, 2001 were negatively impacted by the high level of the
provision for loan and lease losses which totaled $26.7 million
and $31.3 million, respectively. The increase in provision for
loan and lease losses for the quarter and six months ended June
30, 2001 was primarily a result of $27.4 million and $30.1
million in net charge-offs in the Coast Business Credit ("CBC")
loan portfolio. CBC's charge-offs in the second quarter of 2001
primarily related to the bankruptcy of two of its borrowers in
the telecommunications and technology industries, and the
discovery of potential fraud related to one loan. The additional
provision for loan losses related to these credits was $21.7
million. The Loan Participation and Investment Group ("LPIG")
loan portfolio suffered from net charge-offs of $6.2 million and
$5.8 million for the quarter and six months ended June 30, 2001.
LPIG's charge-offs were related to the deterioration of
collateral supporting these credits. As a result of the high
level of the provision for loan and lease losses and the
resulting continued operating losses, the Company recorded
income tax expense of $10.0 million during the quarter and six
months ended June 30, 2001, in order to establish an additional
deferred tax asset valuation allowance to fully reserve for the
Company's gross outstanding balance of deferred tax assets,
after allowable offsets of certain deferred tax liabilities.

The operating results for the quarter ended June 30, 2001 were
also negatively impacted by continued decreases in the Prime
rate and an increased average outstanding balance of non-accrual
loans, which reduced Southern Pacific Bank's ("SPB") net
interest margin to 3.76% for the quarter ended June 30, 2001 as
compared to 5.69% for the same period of the prior year. The
Company continues to decrease its operating expenses, and
recorded reductions in all expense categories except legal,
professional services, and collection related costs. These costs
are primarily associated with the Company's efforts to
aggressively work out of problem credits.

                 Second Step of the Company's
            Recapitalization Transaction Completed

The Company also successfully completed an exchange offer for
its outstanding senior notes. As of the close of the exchange
offer on June 28, 2001, $39,995,000 of the total outstanding
$41,035,000 of Remarketed Redeemable Par Securities, Series B of
the Imperial Credit Capital Trust I, due in June 2002,
$144,352,000 of the total of $165,939,000 of 9.875% Series B
Senior Notes due January, 2007 and $3,443,000 of the total
outstanding $10,932,000 of 9.75% Senior Notes due January 2004,
were validly tendered. The exchange offer reduced the principal
balance of the Company's senior debt by a total of $60,323,000
and completes the second phase of a three phase financial
restructuring at ICII. As part of the debt exchange offer, the
Company issued 8,784,437 shares of common stock and 6,105,544
warrants to acquire shares of common stock at an exercise price
of $2.15 per share on June 28, 2001. The third phase of the
restructuring includes the issuance of up to $20.0 million of
secured convertible debt. The majority of the proceeds of the
convertible debt issuance will be invested as additional capital
into Southern Pacific Bank. The third phase of the restructuring
is expected to be completed during the month of August 2001. As
of June 30, 2001, $10.0 million of new convertible debt had been
issued by the Company.

As a result of the significant discount on the Company's notes
tendered in the exchange offer, the Company accounted for the
debt exchange in accordance with Statement of Financial
Accounting Standards No. 15 "Accounting by Debtors and Creditors
for Troubled Debt Restructurings" ("SFAS No. 15"). Under SFAS
No. 15, the Company recorded the fair value of equity issued and
established a total liability relating to the notes issued in
the debt exchange ("the Exchange Notes") equal to the aggregate
principal amount of the Exchange Notes plus all interest payable
over the term of the Exchange Notes less the discount on the
exchange offer, while the carrying values of the notes tendered
in the exchange have been removed. As such, the Company
established a total liability related to Exchange Notes of
$171.1 million representing the principal balance of the
Exchange Notes of $127.5 million, plus accrued interest over the
life of the Exchange Notes of $61.1 million, and less a discount
on the debt exchange of $17.5 million. Under SFAS No. 15, the
Company will not record interest expense in future periods for
the cash interest required to be paid to the Exchange Note
holders. All future cash interest payments on the Exchange Notes
will reduce the $61.1 million accrued liability referred to
above. The Company will recognize interest expense related to
the amortization of the discount on the debt exchange of
approximately $5.0 million annually.

             Southern Pacific Bank's Regulatory Capital
       Continues to Exceed "Adequately Capitalized" Levels

The Company's largest subsidiary is SPB, an FDIC insured
depository institution. During the six months ended June 30,
2001, the Company contributed $26.2 million of cash to the Bank
in the form of new equity capital and converted $22.0 million of
SPB's subordinated debt into non-cumulative perpetual preferred
stock of SPB. Such capital infusions and conversions restored
SPB's capital to amounts above the "adequately capitalized"
quantitative minimums as defined in banking regulations. SPB had
Tier 1 Leverage and Total Risk-based Capital ratios of 5.37% and
8.24%, at June 30, 2001 as compared to 6.09% and 8.31% at March
31, 2001 and 3.46% and 6.59% at December 31, 2000, respectively.
Although SPB's ratios are in excess of "adequately capitalized"
minimums, they were not sufficient to meet the capital levels
required by its regulatory orders at June 30, 2001. The Company
is in the process of submitting an amended capital plan to SPB's
regulators. The amended capital plan will contain various
alternative means to meeting the capital requirements of the
regulatory orders by December 31, 2001.

Net Interest Income Decreases As a Result of Margin Compression

For the quarter ended June 30, 2001, net interest income before
provision for loan and lease losses and the net interest margin
decreased to $11.4 million and 3.76% as compared to $25.6
million and 5.69% for the same period last year, respectively.
For the six months ended June 30, 2001, net interest income
before provision for loan and lease losses and the net interest
margin decreased to $26.0 million and 3.93% as compared to $46.7
million and 5.31% for the same period last year, respectively.

Net interest income before provision for loan and lease losses
and the net interest margin for both periods decreased primarily
as a result of a 275 bps decrease year-to-date in the Prime
interest rate and increased levels of non-accrual loans. A
majority of the Company's loans are indexed to the Prime and
LIBOR interest rates. As a result of decreases in the Prime and
LIBOR rates, the Company's loans immediately re-priced to
reduced yields, while a majority of its fixed-term deposits are
expected to re-price over an average six to eight month time
frame.

For the quarter ended June 30, 2001, the average yield on loans
at SPB was 9.77% as compared to 11.57% for the same period last
year. For the six months ended June 30, 2001, the average yield
on loans at SPB was 10.10% compared to 11.18% for the same
period last year. In addition to a general decrease in interest
rates, SPB's yield on its outstanding loans were also negatively
affected by increased levels of non-accrual loans during the
quarter ended June 30, 2001 as compared to the same period last
year. Average non-accrual loans increased to $104.5 million for
the quarter ended June 30, 2001 as compared to $78.4 million for
the prior quarter ended March 31, 2001 and $93.9 million for the
same period last year.

For the quarter ended June 30, 2001, interest expense was $32.1
million compared to $35.4 million for the same period last year.
For the six months ended June 30, 2001, interest expense was
$66.1 million compared to $67.7 million for the same period last
year. Interest expense decreased for the six months primarily as
a result of a decrease in the outstanding average balance of the
Federal Deposit Insurance Corporation ("FDIC") insured deposits
of SPB. SPB's average outstanding deposits and average cost of
deposits based on daily averages were $1.59 billion and 6.24%
for the quarter ended June 30, 2001 as compared to $1.76 billion
and 6.20% in the same period last year. SPB's average
outstanding deposits and average cost of deposits based on daily
averages were $1.61 billion and 6.42% for the six months ended
June 30, 2001 as compared to $1.71 billion and 5.74% in the same
period last year. At June 30, 2001, the average cost of SPB's
deposits was 5.90%. The Company expects continued decreases in
deposit cost over the next 12 months as its deposits mature and
new deposits are generated at lower yields. As of July 30, 2001,
SPB was offering six month and one year deposits at 4.26% and
4.50%, respectively.

             Decrease in Investment Banking Fees and
   Gain on Sale of Securities Drive Decrease in Other Income

Fee and other income decreased $21.5 million to $6.0 million for
the quarter ended June 30, 2001 as compared to $27.5 million in
the same period of the prior year. Fee and other income
decreased $25.9 million to $12.1 million for the six months
ended June 30, 2001 as compared to $37.9 million in the same
period of the prior year. Fee and other income decreased
primarily due to the deconsolidation of Imperial Capital Group
("ICG") during the fourth quarter of 2000. As a result of the
deconsolidation, the Company no longer reports investment
banking and brokerage fees, other income, or expenses of ICG.
Beginning with the fourth quarter of 2000, and through the date
of sale, ICII's income from its 38.5% equity interest in ICG was
reported as equity in the net income of ICG. In June 2001, the
Company sold its remaining interest in ICG resulting in a $1.9
million gain on sale of securities.

Gain on sale of securities was $3.0 million for the quarter
ended June 30, 2001 as compared to $13.5 million for the same
period last year. Gain on sale of securities was $3.1 million
for the six months ended June 30, 2001 as compared to $12.9
million for the same period last year. The quarter ended June
30, 2001 includes a $983,000 gain from the sale of the Company's
minority interest in the Auction Finance Group ("AFG"), a
majority owner of the Canadian Auto Auction Group ("CAAG") and a
$1.9 million gain from the sale of the Company's remaining
interest in ICG. In June 2001, the Company received a $983,000
distribution of escrowed sales proceeds related to the June 2000
sale of its interest in AFG. At June 30, 2001, there was a
maximum of approximately $3.0 million in additional funds
distributable over the next three years to the Company. The
quarter ended June 30, 2000 includes a $12.4 million gain from
the sale of the Company's interest in AFG. Also during the
quarter ended June 30, 2000, CBC recorded a $1.1 million gain on
the sale of securities from the exercise of warrants in the
equity securities of a borrower and the subsequent sale of its
stock.

Rental income decreased to $1.4 million for the quarter ended
June 30, 2001 as compared to $2.6 million for the same period
last year. Rental income decreased for the quarter ended June
30, 2001 as a result of the sale of income producing properties
acquired as a part of the Imperial Credit Commercial Mortgage
Investment Corp. ("ICCMIC") acquisition completed in March of
2000. Rental income increased to $3.3 million for the six months
ended June 30, 2001 as compared to $2.7 million for the same
period last year. Rental income increased for the six months
ended June 30, 2001 as a result of holding the income producing
property acquired in the ICCMIC acquisition for a full six
months as compared to three months in the same period last year.

For the quarters ended June 30, 2001 and 2000, mark-to-market
losses were $2.3 million and $2.0 million, respectively. The net
mark-to-market losses for the quarter ended June 30, 2001
primarily related to a $2.0 million write-down of the Company's
interest-only securities due to increased prepayment rates and
losses, a write-down of $579,000 of the Company's investment in
syndicated bank loans funded through total return swaps
partially offset by a $334,000 write-up of trading securities.
The net mark-to-market losses for the quarter ended June 30,
2000 primarily related to a $1.2 million decline in the value of
the Company's investment in Pacifica Partners I, L.P., a $500
million collateralized loan obligation fund and a $1.0 million
decline in the value of the retained interest in lease
securitizations at Imperial Business Credit.

For the six months ended June 30, 2001 and 2000, mark-to-market
losses were $4.1 million and $3.7 million, respectively. The net
mark-to-market losses for the six months ended June 30, 2001
primarily related to a $2.0 million write-down of the Company's
interest-only securities due to increased prepayment rates and
charge-offs, a write-down of $1.4 million of the Company's
investment in syndicated bank loans funded through total return
swaps and a $764,000 decline in the value of retained interest
in lease securitization at IBC. The net mark-to-market losses
for the six months ended June 30, 2000 primarily related to $1.8
million decline in the value of the Company's investment in
Pacifica Partners, a $1.0 million decline in the value of
retained interest in lease securitizations at IBC and a $920,000
write-down of the Company's investment in syndicated bank loans
funded through total return swaps.

             Noninterest Expenses Decrease 28%

Total noninterest expenses for the quarter ended June 30, 2001
decreased 28% to $17.3 million as compared to $23.9 million for
the prior year. The decrease in expenses primarily resulted from
decreases in personnel expense, amortization of goodwill, and
general and administrative expenses in addition to the
deconsolidation of ICG. These decreases were partially offset by
increases in legal and professional services and collection
costs associated with non-accrual loans and non-performing
assets, and real property expenses. During the quarter ended
June 30, 2001 noninterest expenses decreased 5% to $17.3 million
as compared to $18.2 million for the same period in the prior
year assuming ICG was accounted for under the equity method
during 2000. The decrease in expenses occurred in all expense
categories except legal and professional services, collection
costs associated with non-accrual loans and non-performing
assets, and real property expenses.

Assuming ICG was accounted for under the equity method, during
the quarter ended June 30, 2000, the following significant
changes in expense levels for the quarter ended June 30, 2001
were as follows:

      Personnel expenses decreased 25% to $7.0 million as
compared to $9.3 million for the same period last year. The
decrease was primarily the result of reduced Full Time
Equivalent employees ("FTE") and reduced bonus expense. At June
30, 2001, the Company had 387 FTE as compared to 486 FTE
(excluding ICG) at June 30, 2000.

      Legal, professional and collection costs increased 122% to
$3.6 million as compared to $1.6 million for the same period
last year. The increase was primarily the result of increased
levels of non-accrual loans and the Company's efforts to
accelerate the resolution of problem loans.

      Real property expenses decreased 63% to $535,000 as
compared to $1.5 million for the same period last year. The
decrease in real property expense is primarily as a result of
the sale of income producing properties over the last year.

                        Income Taxes

During the three and six months ended June 30, 2001, the Company
recorded income tax expense of $10.0 million. Due to recurring
losses, management established a deferred tax asset valuation
allowance of $63.3 million during the fourth quarter of 2000.
The additional income tax expense during the quarter and six
months ended June 30, 2001 increased this valuation allowance to
$73.3 million, or $1.80 per common share. The future recognition
of a net deferred tax asset is dependent upon a "more likely
than not" expectation of the realization of the deferred tax
asset, based upon the analysis of the available evidence. Such
available evidence may include the Company reporting operating
profits in future periods, among other items. There can be no
assurance that the Company will recognize any of its deferred
tax assets in future periods. The valuation allowance at June
30, 2001 covers all of the Company's gross deferred tax asset
after allowable offsets of certain deferred tax liabilities.

                      Non-accrual Loans

Our non-accrual loans and leases decreased to $72.5 million at
June 30, 2001 as compared $85.4 million at March 31, 2001 and
$78.5 million at December 31, 2000. The decrease in non-
performing loans is primarily due to $36.4 million and $39.9
million in net charge-offs during the quarter and six months
ended June 30, 2001, respectively. Net charge-offs for the
quarter and six months ended June 30, 2001 were incurred
primarily in our CBC and LPIG loan portfolios totaling $27.4
million and $6.2 million and $30.1 million and $5.8 million,
respectively.

            Allowance for Loan and Lease Losses

The allowance for loan and lease losses was $55.1 million or
4.80% of total gross loans held for investment as compared to
$64.8 million or 5.10% of total gross loans held for investment
at March 31, 2001 and $63.6 million or 5.39% of total gross
loans held for investment at December 31, 2000, respectively.
The ratio of the allowance for loan and lease losses to non-
accrual loans and leases ("coverage ratio") was 76.07% at June
30, 2001 as compared to 75.87% at March 31, 2001 and 81.02% at
December 31, 2000, respectively.

For the quarter and six months ended June 30, 2001, the
provision for loan and lease losses was $26.7 million and $31.3
million as compared to $63.2 million and $87.2 million for the
same periods of the prior year, respectively. The provision for
loan and lease losses for the quarter and six months ended June
30, 2001 were primarily the result of charge-offs related to the
bankruptcy of two CBC borrowers in the telecommunications and
technology industries, the discovery of potential fraud by one
CBC borrower, and deterioration in the underlying collateral of
assets supporting certain LPIG credits. The provision for loan
and lease losses for the quarter and six months ended June 30,
2000 was primarily the result of a significant increase in
potential problem assets, non-performing assets and charge-offs.

                   Secured and Senior Debt

The outstanding principal balance of our Secured and Senior debt
decreased to $183.8 million at June 30, 2001 as compared to
$219.6 million at December 31, 2000. The net decrease was the
result of the issuance of $16.2 million of Senior Secured Debt
on March 30, 2001, $10.0 million of Secured Convertible debt on
June 28, 2001, and a $60.3 million reduction in Senior debt as a
result of the debt exchange completed on June 28, 2001. During
the first quarter of 2001, we repurchased $1.9 million of our
Company obligated mandatorily redeemable preferred securities of
subsidiary trust holding solely debentures of the company
("ROPES"), resulting in an extraordinary gain on the early
extinguishment of debt of $618,000. During the second quarter of
2001, the Company completed the debt exchange, which resulted in
a $2.2 million extraordinary loss on the early extinguishment of
debt.

            General Description of the Company

Imperial Credit Industries, Inc., a diversified financial
services holding company, was formed in 1991 and is
headquartered in Torrance, California. The Company's major
business activities are primarily conducted through Southern
Pacific Bank, a wholly owned subsidiary. Imperial Credit
Industries, Inc. and its subsidiaries and affiliates offer a
wide variety of financial services, investment products, and
asset management services.


iSYNDICATE: YellowBrix Finalizes Asset Purchase
-----------------------------------------------
YellowBrix, Inc., the industry's leading provider of content
infrastructure solutions, received court approval for the
purchase of the premier content services company, iSyndicate
including iSyndicate Europe. The bankruptcy court overseeing
iSyndicate has approved the YellowBrix acquisition and the
closing of the transaction was scheduled for Friday, August 3.
The combined entity is now the largest global provider of
infrastructure services, including news syndication,
personalization, and content management solutions. The
acquisition supports YellowBrix strategy to be the single
solution provider to meet any content infrastructure need.

"With this deal, YellowBrix continues its meteoric rise that
started in 1997. By acquiring iSyndicate, YellowBrix dominates
the global content services marketplace, becoming the single
source to solve content infrastructure needs for any business of
any size," said YellowBrix CEO, Randy Lampert. "Despite the
recent economic slow-down, YellowBrix has continued to grow, to
launch new products and to greatly expand our services into the
enterprise marketplace. We are excited about integrating the new
team into our operations as they will help us continue our
trajectory and dominance of this sector."

The acquisition of iSyndicate is projected to nearly double
YellowBrix's client base and expand their reach into Europe as
the largest content provider. The acquisition also expands
product offerings with the addition of branded content
syndication services and complementary software solutions.

Joel Maske, the former CEO of iSyndicate, will serve as the
Chief Business Officer of the new entity, overseeing sales,
marketing and business development for the combined companies.
"Moving forward, we plan to maintain both brands, leveraging the
strong content services of iSyndicate and the powerhouse
technologies of YellowBrix. Both companies' clients will see an
immediate expansion of their product offerings without any
changes to the high level of service they have come to expect."

                      Terms of the Deal

The deal was structured as a combination of cash and securities;
the final amount will remain undisclosed. Citing iSyndicate's
complementary product set, YellowBrix officials state that the
combined company now dominates the market in the United States.
In parallel with the acquisition, Bertelsmann Content Network
sold its stake in iSyndicate Europe which will become a wholly
owned subsidiary of YellowBrix. In addition, Bertelsmann Content
Network will become a minority investor in YellowBrix.

"With a wholly owned subsidiary, YellowBrix will be positioned
to develop the European market, seamlessly transitioning into
this new arena," says Stephan Sieprath, Executive VP of
Bertelsmann Content Network.

"Through this merger, the European operations will be able to
offer a vastly expanded product set, increased technology
opportunities and seamless customer services," Lampert added.
Both partners will explore opportunities to collaborate after
this transfer.

                       Markets Served

With the acquisition, YellowBrix and iSyndicate will have a
combined total of over 400 clients, and will dominate the
enterprise market, serving clients in publishing, financial
services, manufacturing and technology markets. Customers who
have integrated YellowBrix or iSyndicate services into their
offerings include KPMG Consulting, Chase Manhattan Small
Business, America Online, CMP Media, Inc., Brown and Williamson,
Citibank, and Sun Microsystems, among hundreds of others.

Additionally, partnerships with such leading technology
companies as Oracle, IBM, Plumtree, and Epicentric extend the
companies' reach into the enterprise market through portal
technology solutions.

                   Client benefits

Customers will now receive scalable content solutions fit for
enterprise companies of any size. The clients of the combined
entity will have access to a suite of content products which is
the deepest in the industry, including:

      * Branded content syndication
      * Automated content aggregation and classification
      * Financial content services with national and
        international content provided by AFX and Standard and
        Poor's
      * Deep, relevant business information including company
        profiles, quarterly and annual financials, and
      * Automated information management services, and
      * Personalization and e-mail services.

Additional details include: Expanded content providers. Prior to
the acquisition, YellowBrix offered categorized content from
more than 2,500 publishers including trade publications, news
wires and daily papers from across the country. The iSyndicate
acquisition fills out YellowBrix content portfolio with some of
the most well known brands on the Web, including Sports Network,
TechWeb, Scripps-Howard, ABC News and Rolling Stone, among
others.

The addition of licensed software product offerings. iSyndicate
Technology solutions include aggregation software which will
enhance the YellowBrix ArchiText Enterprise Server Toolkit. This
licensed software product provides enterprises with the ability
to contextually classify, archive and retrieve content from
multiple internal and external databases, Web sites and servers.

                    About YellowBrix

YellowBrix is a leading provider of content infrastructure
services including information management and news aggregation,
with additional features such as contextual commerce and
advanced personalization. YellowBrix proprietary technology
integrates Artificial Intelligence, text parsing and linguistic
pattern analysis to analyze information and understand its
meaning, focus and, ultimately, the relevancy to end users.
YellowBrix services use the power of this sophisticated
technology to classify information for delivery to our
customers' users through their Web pages, e-mail and wireless
devices. Clients include corporate intranets and extranets as
well as consumer and commercial Web sites. More information on
YellowBrix can be found at http://www.yellowbrix.com


LERNOUT & HAUSPIE: Bowne & Co. to Acquire Mendez S.A For $44.5MM
----------------------------------------------------------------
Bowne & Co., Inc. (NYSE: BNE), the world's largest financial
printer and the leader in globalization services through its
Bowne Global Solutions division, announced its agreement with
Belgium-based Lernout & Hauspie Speech Products N.V. to acquire
Mendez S.A. and related assets, for the purchase price of $44.5
million. Mendez is a leading provider of localization,
translation technology and technical translation services. The
agreement is subject to the approval of the U.S. Bankruptcy
Court in Delaware and The Commercial Court in Ieper, Belgium.
The U.S. Bankruptcy Court has scheduled a hearing for August 7,
2001.

The company will discuss this pending transaction during its
second quarter earnings conference call on Thursday, August 9,
2001 at 11:00 am EDT. To access the call via telephone, please
dial (800) 289-0544 (domestic) or (913) 981-5533 (international)
and ask for the Bowne teleconference, or link to the call log
on: http://www.bowne.com

                      About Bowne & Co.

Bowne & Co., Inc., established in 1775, is the global market
leader in the field of empowering information by combining
superior customer service with appropriate new technologies to
manage, repurpose and distribute a client's information to any
audience, through any medium in any language, anywhere in the
world. The world's largest financial printer, Bowne is also the
leading provider of localization services to the software
industry, and is among the leading providers of outsourcing
services and digital print-on-demand solutions.

                 About Bowne Global Solutions

Bowne Global Solutions, [http://www.bowneglobal.com],is the
leading provider of comprehensive globalization solutions --
enabling its customers to reach their customers in any part of
the world. Bowne's global team delivers strategy consulting,
technical communication, product localization and multi-language
web content creation and management services to the world's most
respected companies. With this suite of integrated globalization
services, Bowne Global Solutions enables industry leaders in the
technology product, corporate online learning and digital
entertainment industries to compete and grow global market share
through locally-relevant, culturally-connected products and
services.

                          About Mendez

Mendez is an industry-leading provider of integrated
translation, localization and documentation solutions, services
and technologies for businesses and the Internet. Mendez enables
global companies to adapt products, technical information and
corporate messages to international markets. Mendez offerings
include software localization, document translation, web site
globalization, and the iTranslator product family that combines
advanced machine translation technology with high-quality human
translation.


LIGHTNING ROD: Nasdaq Denies Appeal And Delists Shares
------------------------------------------------------
Lightning Rod Software, Inc. (OTCBB:LROD), was notified that the
Nasdaq Listing Qualifications Panel denied its appeal of the
Nasdaq Staff Determination to delist its shares because the
Company failed to comply with, among other things, the net
tangible asset requirement for continued listing. Consequently,
the Company's shares have been delisted from the Nasdaq SmallCap
Market. The Company's stock is currently eligible for quotation
on the NASD-regulated OTC Bulletin Board, subject to one or more
market makers continuing to make a market in the Company's stock
in accordance with the rules governing trading on the OTC
Bulletin Board.

                 About Lightning Rod Software

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


LTV CORPORATION: U.S. Trustee Appoints an Equity Committee
----------------------------------------------------------
Donald M. Robiner, United States Trustee for Ohio/Michigan
Region 9, appoints an Official Committee of Equity Holders to
serve in The LTV Corporation's chapter 11 cases.  The members
are:

                     Dimensional Fund Advisors
                     c/o Lawrence Spieth
                     10 S. Wacker Drive #2275
                     Chicago, Illinois 60606
                     Tele: (312) 382-5370
                     Temporary Chairperson

                     Sentinel Trust Co.
                     c/o Daniel F. Flowers
                     2001 Kirby Drive
                     Suite 1210
                     Houston, Texas  77019
                     Tele: (713) 529-3720
                     Fax: (713) 529-9082

                     Williams Enterprises
                     c/o Frank E. Williams, Jr.
                     2789 B Hartland Road
                     Falls Church, VA 22043
                     Tele: (703) 641-4612
                     Fax: (703) 641-9082

                     Kravata, Inc.
                     c/o Ronald E. Bew
                     5208 Fox Ridge Road
                     Roanoke, VA 24014
                     Tele: (540-772-1145

                     Dorothy E. Anderson
                     Route 1, Box 47
                     St. Augustine, IL 61474
                     Tele: (309) 486-3542

(LTV Bankruptcy News, Issue No. 12; Bankruptcy Creditors'
Service, Inc., 609/392-00900)


LUCENT TECHNOLOGIES: Fitch Lowers Unsecured Debt Rating To BB-
--------------------------------------------------------------
Fitch downgraded Lucent Technologies Inc.'s (Lucent) senior
unsecured debt to 'BB-' from 'BB', the senior secured credit
facility to 'BB' from 'BBB-', and assigned a 'B' rating to
Lucent's $1.75 billion convertible preferred stock offering.
The proceeds of this offering will be used for working capital,
capital expenditures, debt service and other general corporate
purposes. The commercial paper rating remains at 'B'. Lucent's
long-term ratings are also placed on Rating Watch Negative.

The rating actions reflect the continued operational issues and
the execution risks surrounding the company's second phase
restructuring strategy which includes additional significant
headcount reductions and major changes to its organizational
structure, the necessity for Lucent to obtain an amendment to
its credit facilities in order to implement these actions,
continued anticipated operating losses, evolving financing
plans, and significant weakness in the company's end markets.
Although Lucent achieved the seven points indicated in the
company's initial restructuring plan, the depth and breadth of
the most recent restructuring announcement as well as the
continued weakening of the telecommunications equipment market
indicates considerable uncertainty to the timing of the
company's return to profitability.

The Rating Watch Negative incorporates the risks associated with
obtaining the required credit facilities amendment in order to
implement the new restructuring program. An amendment to the
credit facilities requires majority consent among Lucent's
lenders. Proposed credit facilities changes include: EBITDA and
net worth covenants, revised conditions to spin-off Agere and
mandatory prepayment provisions of the credit facilities.
Resolution of the Rating Watch Negative will be determined by
Lucent's ability to successfully negotiate the required
amendments. Failure to obtain this amendment would likely cause
Lucent to be in future breach of bank covenants and could cause
further rating actions.

The senior secured facility is collateralized by substantially
all of Lucent's assets, including approximately 57% of Agere
stock that Lucent still owns. Based on the current credit
covenants, Lucent will reduce drawings under its credit
facilities after generating funds from specified non-operating
sources in excess of $2.5 billion. To date, Lucent has generated
$519 million in debt reduction toward the $2.5 billion
threshold.

Lucent is dependent on asset dispositions, receivable
securitizations, real estate financings and secured credit
facilities to fund its operations. Positively, the company was
able to execute on the convertible preferred stock offering.
Lucent is expected to experience operating losses in the near-
term and require financing for its operating deficit and cash
requirements for the new restructuring program. Although the
recent successful execution of the $1.75 billion convertible
preferred clearly increases liquidity, the company's liquidity
requirements will be affected by the execution risks surrounding
the restructuring and limited visibility due to weak market
conditions. Lucent recently completed negotiations to sell two
manufacturing facilities for approximately $600 million as well
as its optical fiber business for a total of approximately $2.75
billion, considerably less than the forecasted $5 billion. Given
this limited flexibility, it is critical for Lucent to continue
to be aggressive in reducing costs, executing the planned
financing transactions and meeting financial requirements to
return to profitability.


MARINER POST-ACUTE: Seeks To Extend Exclusive Period To Sept. 20
----------------------------------------------------------------
The Mariner Post-Acute Network, Inc. Debtors ask the Court to
authorize a further extension of their exclusive period in which
to file a plan of reorganization to and including September 20,
2001, and if a plan is filed on or before that date, the
exclusive period in which to solicit acceptances thereof to and
including November 20, 2001.

The Debtors believe they've met the legal standards for
extending their Exclusivity Periods and that ample cause exists
to support the relief requested.

First, their cases are large and complex.

Second, they have made significant progress in their
reorganization cases.

Third, there are additional challenges that they must face in
order to file a Plan of Reorganization. Among these are
challenges commanded by a highly regulated environment, and
hence the need for complex negotiations with federal regulators,
landlords and lenders. In addition, numerous creditors have
filed motions seeking to file late proofs of claim and the
Debtors have to expend significant time and effort responding to
such requests in addition to dealing with the nearly 13,000
claims filed.

In particular, the Debtors draw the Court's attention to the
exclusive periods in the Mariner Health cases which inevitably
will have an impact upon MPAN's reorganization. MPAN tells the
Court that a plan in their reorganization likely will not be
filed until more progress is made in the MHG Debtors' cases,
which was recently complicated by the filing of a plan of
reorganization by the MHG Debtors' Principal Secured Lenders.

The Debtors state, as a fourth reason to support their request
for the relief, that they are not seeking to use Exclusivity to
pressure creditors into accepting a Plan of Reorganization.

Finally, the Debtors submit that they are generally making
required postpetition payments and effectively managing their
business and properties.

For these reasons, the Debtors believe that the Exclusive
Periods should be extended. (Mariner Bankruptcy News, Issue No.
17; Bankruptcy Creditors' Service, Inc., 609/392-0900)


METRICOM INC.: Shuts Down Network Operations & Cuts More Jobs
-------------------------------------------------------------
Metricom, Inc. (Nasdaq:MCOMQ), a high-speed wireless data
services company, announced plans to shut down its Ricochet
wireless data network operations in all of its markets. The
Company also announced an immediate staff reduction of 282
employees. Following the hearing in the U.S. Bankruptcy Court in
San Jose, the Company's Board of Directors determined to cease
operation of the Company's Ricochet network on Wednesday, August
8, 2001, to conduct an orderly wind down of the Company's
business and to sell its assets. The sale of the Company's
technology assets is expected to be conducted by auction on
August 16, 2001.

Metricom's remaining employees will carry out an orderly
shutdown of the network over the next three weeks. In addition,
a small team will remain with the Company through the end of
October 2001 to oversee the liquidation process.

                      Subscribers

The Company anticipates that the Ricochet network will cease
operation after Wednesday, August 8, 2001 and that subscribers
will have access to e-mail accounts reliant on the Ricochet
network until that time. For subscription information,
subscribers should contact their Ricochet service provider.

                       Resellers

To assist with an orderly wind down of operations, the Company
intends to work with its resellers and channel partners during
the transition period prior to the network's shutdown on August
8, 2001.

The Company will not be providing any additional comment at this
time. For further information, please visit the Metricom Web
site at www.metricom.com.

                     About Metricom

Metricom, Inc. is a high-speed wireless data company. With its
high-speed Ricochet mobile access, Metricom is making
"information anytime" possible-at home, at the office, on the
road, and on many devices. Founded in 1985, Metricom has spent
more than 15 years on the development of its distinctive
MicroCellular Data Network (MCDN) technology. That experience
has enabled Metricom to develop the fastest wireless mobile data
networking and technology commercially available today. Ricochet
has been operating since 1995 at speeds up to 28.8 kbps. The new
Ricochet, delivering user speeds of 128 kbps, is currently
available in thirteen markets and is connected to two other 28.8
kbps service areas (Seattle and Washington DC) to increase
coverage for mobile professionals.


METRICOM INC.: Receives Nasdaq's Notice of Delisting
----------------------------------------------------
Metricom, Inc. (Nasdaq:MCOMQ), a high-speed wireless data
services company, announced that, on July 26, 2001, it received
a Nasdaq staff determination letter indicating that Nasdaq has
determined to delist Metricom's securities from The Nasdaq Stock
Market at the opening of business on August 3, 2001. Trading in
Metricom's securities has been suspended since July 2, 2001.

The letter indicates that the staff determination was based upon
Metricom's July 2, 2001 filing under Chapter 11 of the U.S.
Bankruptcy Code and associated public interest concerns as set
forth under Nasdaq Marketplace Rules 4450(f) and 4330(a)(3). The
determination was also based upon Nasdaq's concerns regarding
the residual equity interest of the existing listed securities
holders, as well as the inability of Metricom to demonstrate
that it is able to sustain compliance with all requirements for
continued listing on The Nasdaq Stock Market.

The Company has requested a hearing before a Nasdaq Listing
Qualifications Panel to review the staff determination. Trading
of the Company's securities will remain suspended but the
hearing request will stay the delisting of the Company's
securities pending the Qualifications Panel's decision. The
Company cannot provide assurance that the Qualifications Panel
will grant the Company continued listing on The Nasdaq Stock
Market.

                       About Metricom

Metricom, Inc. is a high-speed wireless data company. With its
high-speed Ricochet mobile access, Metricom is making
"information anytime" possible-at home, at the office, on the
road, and on many devices. Founded in 1985, Metricom has spent
more than 15 years on the development of its distinctive
MicroCellular Data Network (MCDN) technology. That experience
has enabled Metricom to develop the fastest wireless mobile data
networking and technology commercially available today. Ricochet
has been operating since 1995 at speeds up to 28.8 kbps. The new
Ricochet, delivering user speeds of 128 kbps, is currently
available in thirteen markets and is connected to two other 28.8
kbps service areas (Seattle and Washington DC) to increase
coverage for mobile professionals.


MICRO-ASI INC.: Defaults on Secured Bridge Promissory Note
----------------------------------------------------------
Micro-ASI, Inc. failed to make payment of approximately $748,057
under the Company's outstanding 14% Secured Bridge Promissory
Note due on June 22, 2001. The Note is secured by substantially
all assets of the Company and its subsidiaries.

On June 28, 2001, the Company received a letter from Eaglestone
Investment Partners I, L.P., a holder of the Note ("EIPI"),
stating that the Company was in default under the Note.

In May 2001, Mr. Dave Ranhoff, a director of the Company,
tendered his letter of resignation. On June 21, Mr. Jeffrey
Warren, a director of the Company, tendered his letter of
resignation. On June 22, 2001, Mr. James Dukowitz, a director of
the Company, tendered his letter of resignation. On July 27,
2001, Mr. James Cavataio a director of the Company, tendered his
letter of resignation. Cecil Smith, Chairman of the Company,
praised their contributions to the Company. "We appreciate their
contributions and service," he said.


MONEY'S FOODS: Court Confirms Joint Reorganization Plan
-------------------------------------------------------
The US Bankruptcy Court, District of Delaware, Honorable John C.
Akard, entered an order on July 25, 2001 confirming the joint
plan of reorganization for Money's Foods U.S. Inc. and its
affiliated debtors. John G. McGregor is appointed as the initial
director of Reorganized Foods, such appointment to be effective
five days prior to the Effective Date.


MPOWER: Stroock Initiates Zone of Insolvency Suit for Fir Tree
--------------------------------------------------------------
Mpower Communications, Inc., is "operating in the vicinity of
insolvency," Fir Tree Partners alleges, exposing its investment
funds to "the risks of opportunistic behavior and [creating]
conflicting duties for [Mpower's] directors."  Fir Tree relates
that it has made repeated attempts to engage Mpower and its
directors in a dialogue to improve the telecommunication
company's operations and balance sheet.  Unfortunately, Fir Tree
says, Mpower and its directors are putting their duty to out-of-
the-money shareholders ahead of bondholders.  To help steer
Mpower and its directors in the right direction, Robert Lewin,
Esq., and Michael Perlis, Esq., at Stroock & Stroock & Lavan,
filed a lawsuit in the Supreme Court of the State of New York on
Fir Tree's behalf seeking a determination and declaration that:

    (a) Mpower is insolvent or in the vicinity of insolvency; and

    (b) Mpower and its directors owe a fiduciary duty to Mpower's
        creditors which stands in preference to any duties owed
        to Mpower's shareholders.

Mpower Holding Corporation is a competitive local exchange
carrier.  Mpower offers an integrated bundle of broadband data
and voice communication services to small-and medium-size
business customers.  In 1999 and 2000, Mpower raised over $310
million in incremental debt. In that boom-time, Mpower's stock
rose to $51 per share.  With a crushing $483 million debt load,
and $65 million of negative cash flow, that stock then plummeted
to $0.72 per share on July 20, 2001.

Fir Tree Partners is a New York City-based "value oriented
investment firm that specialized in working in a collaborative
manner with management teams to increase shareholder value."
Between September 8, 2000 and February 22, 2001, fir Tree bought
$69.918 million of the Mpower's 13% Senior Notes due 2010.

Mpower, Fir Tree complains, continues to deplete its cash
balances to fund staggering operating losses.  Mpower's assets
are property of Mpower's creditors. While the officers,
directors and venture capitalists who formed and ran these
companies were able to enrich themselves during the market's
good times, Fir Tree charges, they have failed to recognize that
given the company's poor financial condition their obligations
and fiduciary duties have shifted to the creditors whose cash is
currently being spent in an effort to salvage the business.

Fir Tree points to Mpower's recent filings with the Securities
and Exchange Commission to show that Mpower's current financial
condition places it in the vicinity of insolvency and Mpower
will likely be unable to pay its note holders, like Fir Tree,
when its obligations come due.  Specifically, Fir Tree sees that
Mpower requires approximately $70 million per quarter to fund
its operating losses and capital expenses.  Given these losses
and expenses, Mpower's cash is rapidly diminishing and, assuming
there are no new sources of funding, will likely disappear over
the next 12 months.  While Mpower talks about a business plan
that will make it EBITDA positive by the end of 2002, Fir Tree
sees no provision to fund $61-62 million in interest obligations
and a capital expenditure budget of $50+ million.  Most analysts
Fir Tree's talked to project a $70-$150 million funding gap.

Fir Tree notes that PricewaterhouseCoopers' review of Mpower's
financial statements for the period ending March 31, 2001, does
not show a technical insolvency based on the ratio of current
assets to current liabilities.  In fact, Mpower appears to have
net assets of $324 million.  However, on May 10, Mpower
announced its intentions to write-off its $135 million in
goodwill along with $65 million of additional charges.  Given
the fact that Mpower requires almost $70 million per quarter to
fund its operating expenses, Mpower will be insolvent by
September 30 if it is not already, Fir Tree contends.  Moreover,
on July 20, Mpower announced its intention to defer declaring
the quarterly dividend on its Series D convertible preferred
shares for the second straight quarter.  Although permissible,
Fir Tree sees this event as a further indication of Mpower's
grim prospects.

Over the past nine months, Messrs. Lewin and Perlis relate, Fir
Tree's made repeated attempts to talk to Mpower and its
directors in a dialogue about improving operations and the
Company's balance sheet.  Fir Tree has suggested several
strategic alternatives available to the Company including:

   (1) a prepackaged bankruptcy in which Mpower could offer all
       bondholders (like Fir Tree) cash and the majority of
       Mpower's equity;

   (2) a liquidation or sale of Mpower in which Fir Tree and the
       other bondholders have legal priority over the preferred
       and equity holders;

   (3) a bondholder swap where Fir Tree and the other bondholders
       receive a package of cash, new bonds and equity, or

   (4) repurchasing bonds at a price reflecting a compromise of
       the value of the business and the bondholders' (including
       Fir Tree's) claim priority.

"Mpower and its directors have refused in good faith to engage
in this dialogue. Instead, Mpower and its directors are
continuing to breach their fiduciary duties to its creditors by
wasting Mpower's assets and further jeopardizing Fir Tree and
other creditors' recovery of their investments.  The creditor's
recovery goes down by more than $5 million per week as the
company continues to incur staggering losses on a failed
business plan endorsed by Mpower management and its directors,"
Fir Tree complains.

Fir Tree tells the Court that an actual and justifiable
controversy has arisen and now exists between the parties and
within the jurisdiction of the Court relating to the parties'
respective rights in connection with Mpower.  A substantial
dispute exists between Fir Tree, Mpower and its directors as to
the duties, obligations and responsibilities owed by Mpower and
its directors to Fir Tree, and if any obligation exists, in what
amount or amounts and to which persons.  Accordingly, Messrs.
Lewin and Perlis argue, "declaratory relief is appropriate . . .
in light of the conflicting positions of the parties."  Fir Tree
desires a judicial determination of the parties' respective
rights and obligations in connection with Fir Tree's interests
in Mpower.  The need for a judicial declaration is "necessary in
light of Mpower's deteriorating financial condition and the
repeated failure of Mpower's management and officers to
cooperate with Fir Tree in favor of Mpower's shareholders," the
Strook lawyers continue.


MPOWER COMMUNICATIONS: Parent Company Refutes "Baseless" Lawsuit
----------------------------------------------------------------
Mpower Holding Corporation, (Nasdaq: MPWR), the parent company
of Mpower Communications, a provider of broadband high-speed
Internet access and telephony services to business customers
stated that it has been named in a judicial complaint, seeking
declaratory relief for certain obligations to Fir Tree Partners,
a bondholder of the Company.

Mpower believes that the lawsuit is without merit and is a
groundless attempt to force the company to unfairly prefer one
holder to the detriment of all creditors and shareholders. The
company rejects all assertions made by Fir Tree in its
complaint, and will vigorously defend its position. Mpower had
$435 million in cash at the end of the first quarter of 2001,
and in May announced a fully funded business plan when the
company stated it was closing 12 markets.

"We will not let Fir Tree's stated willingness or desire to
become a nuisance factor affect or divert our attention from
executing on our business plan," said Mpower Communications
Chief Executive Officer Rolla P. Huff.

              About Mpower Holding Corporation

Mpower Holding Corporation (Nasdaq: MPWR) is the parent company
of Mpower Communications, a facilities-based broadband
communications provider offering a full range of data,
telephony, Internet access and Web hosting services for small
and medium-size business customers. Further information about
the company can be found at http://www.mpowercom.com


NANOVATION TECHNOLOGIES: Files For Chapter 11 Protection
--------------------------------------------------------
The Board of Directors of Stamford International learned on July
25th, 2001 that Nanovation Technologies, Inc., a privately held
photonics technology company headquartered in Northville, MI,
has filed for Chapter 11 bankruptcy protection.

Stamford International, a Toronto-based public company (STFD),
holds approximately 41%, (8,887,810 of 21.5 million common
shares outstanding) of Nanovation's common shares.

Nanovation's filing for bankruptcy protection comes after months
of negotiations between the companies' respective Boards of
Directors, during which Stamford presented various financing
alternatives to Nanovation. At the time Nanovation chose to
accept a Debtor In Possession financing and seek bankruptcy
protection, an alternative offer with a fixed price per share
from a group led by Mr Robert Miller, who is a member of the
Board of Directors of Stamford International, was available that
would have kept Nanovation out of Chapter 11.

Nanovation's initial financing proposals included a dilutive $75
million offering by way of a Private Placement Memorandum,
circulated by an investment bank on a best efforts basis. This
offering had no fixed down-side price per share. Included with
this offering was a $15 million bridge loan facility that had
automatic conversion rights that would have led to further
dilution. The financing proposal made by the group led by Mr
Miller, improved upon the Private Placement Memorandum offering
by fixing the price at U.S.$2.50 per share.

Following Nanovation's agreement to several conditions, on July
12, 2001, Stamford signed its consent to a Shareholder
Resolution increasing Nanovation's authorized share capital for
the purpose of permitting the offering to proceed.

As part of the financing process, a bridge loan facility was
assembled. Motorola, which owns a significant position in
Nanovation's Series B Preferred Shares, indicating strong
interest in the value of Nanovation's technologies, had proposed
that it would participate in the bridge financing facility in
the amount of U.S.$4 million.

As negotiations were underway between the Stamford and
Nanovation boards to complete this bridge financing facility, on
July 13, 2001 Stamford was informed by Mr Robert Chaney,
Nanovation's Chief Executive Officer, that Motorola had chosen
to withdraw from the bridge financing due to the history of
litigation between Stamford and Nanovation and the size of
Nanovation's accounts payable. Stamford then made a further
proposal to Nanovation, which was under discussion immediately
prior to the Chapter 11 filing.

Robert Miller, a member of Stamford's Board of Directors said,
We are saddened that, with another financing proposal on the
table, the Nanovation board has chosen to file for bankruptcy
protection. The board seems to have ignored all those who have
invested their money in the future of the company.

Mr. Miller went on to say that Nanovation's scientists and
engineers are in the process of developing industry leading
photonics solutions, and world leaders in the photonics and
broadband sectors, such as Lucent, Motorola and Agilent continue
to express serious interest in them.

The Stamford board is committed to preserving and improving
value for its shareholders. To this end, the Stamford board is
committed to working with Nanovation's creditors, the bankruptcy
court, and with the board and management of the company in order
to restore Nanovation to its appropriate position as a world
leader in the development of innovative photonics technologies.
Stamford hopes that Nanovation's board and management behave
responsibly during this difficult period.

Mr Miller of Stamford's board said, The Nanovation board is
responsible to the interests of their shareholders as well as to
their creditors. These interests are not exclusive of each
other. We believe that with a reconfigured board and management
team at the helm, Nanovation can pull through this crisis and
fulfill its mission of bringing integrated photonics technology
to market.

Stamford International is hopeful that the distribution of
Stamford's Nanovation shares to Stamford's shareholders as
envisioned under the 1999 Settlement Agreement and Court Order,
can be accomplished once the Chapter 11 proceedings are resolved
and the draft Canadian tax rules relating to foreign investment
entities are clarified.


NEWCOR INC.: Discloses Board Resignations
-----------------------------------------
Newcor, Inc. (AMEX:NER) and EXX INC. (AMEX: EXXa, EXXb) reports
that effective July 23, 2001, Jerry D. Campbell, James D. Cirar,
Shirley E. Gofrank, William A. Lawson, Jack R. Lousma and
Richard A. Smith have resigned from their positions on the
Newcor board, and that Jerry Fishman, Norman H. Perlmutter and
Frederic Remington have been appointed as directors of Newcor.

Mr. Fishman, Mr. Perlmutter and Mr. Remington, who are also
directors of EXX, join David A. Segal, Chairman and Chief
Executive Officer of EXX, James J. Connor, President and Chief
Executive Officer of Newcor, and Barry P. Borodkin, President of
BP Associates, on the Newcor Board of Directors. Mr. Fishman is
the Vice President of The Fishman Organization Inc., a sales and
marketing group representing manufacturers in international
sales. Mr. Perlmutter is a certified public accountant in
private practice. Mr. Remington is the Chairman of the Board and
Chief Executive Officer of Peerless Tube Co., a manufacturer of
aerosol cans and collapsible metal tubes.

In accordance with Stock Purchase Agreements entered into on
July 23, 2001, EXX has agreed to buy, and Mr. Campbell, Mr.
Cirar, Ms. Gofrank, Mr. Lawson and Mr. Smith have each agreed to
sell, the shares of common stock of Newcor beneficially owned by
them. Following consummation of the purchase of such shares, EXX
will own approximately 31.4% of the outstanding common stock of
Newcor. David Segal will be transferring his shares to EXX
simultaneously with this transaction. In connection with such
transactions, Newcor has amended its shareholder rights plan and
its agreement with EXX to allow EXX to increase its ownership
stake in Newcor to up to 34.9%.

Mr. Campbell, Mr. Cirar, Ms. Gofrank, Mr. Lawson, Mr. Lousma and
Mr. Smith cited differences with other members of the Newcor
board as to the future course of Newcor as the reason for their
resignations. "Newcor faces a number of challenges as it moves
forward and it is critical to Newcor's prospects that its
directors share the same fundamental vision. All of us wish
Newcor nothing but the best in the future," stated Mr. Lawson,
former Chairman of Newcor's Board of Directors.

"We thank the departing directors for their efforts on Newcor's
behalf," commented Mr. Segal, Newcor's newly elected Chairman.
"At the same time, we are pleased that arrangements could be
made for the purchase of their Newcor holdings, so that we can
avoid having those shares offered for sale in the market and
depressing the trading price of Newcor's common stock."

NEWCOR, INC., headquartered in Bloomfield Hills, Michigan,
designs and manufactures precision machine and molded rubber and
plastic products, as well as custom machines and manufacturing
systems. Newcor's common stock is listed on the AMEX under the
symbol NER.

EXX, INC. is a holding company based in Las Vegas, Nevada,
engaged in the production and sale of electric motors sold to a
variety of industries, cable pressurization and monitoring
equipment for the telecommunications industry and toys. EXX's
Class A common stock and Class B common stock is listed on AMEX
under the symbols EXXa and EXXb.


OWENS CORNING: J. McMonagle Is Future Claimants' Representative
---------------------------------------------------------------
At the Debtors' behest, Judge Fitzgerald appoints Judge James J.
McMonagle to serve in Owens Corning's chapter 11 case as the
Legal Representative for Future Asbestos-Related Claimants.

Judge McMonagle previously served as the Future Claimants'
Representative in the UNR Industries and Eagle-Picher Industries
asbestos-driven chapter 11 cases.

Judge McMonagle's office is located at:

                 24 Walnut Street
                 Chagrin Falls, Ohio 44022
                 (216) 844-5810

Judge McMonagle may raise, appear and be heard on any issue in
the Debtors' chapter 11 cases.

Norman L. Pernick, Esq., at Saul Ewing LLP, told Judge
Fitzgerald that a cornerstone of Owens Corning's ultimate plan
of reorganization will be a channeling injunction as permitted
by 11 U.S.C. Sec. 524(g) to funnel all asbestos-related claims
to a trust established for the express purpose of equitably
distributing available assets to holders of past, present and
future asbestos-related claims.  To avoid trampling on the
rights of presently unknown Future Claimants, the Debtors ask
the Court to appoint a legal representative to represent their
interests.

Judge McMonagle, the Debtors relate, was selected from a pool of
12 candidates.  Judge McMonagle served as a Common Pleas Court
Judge in Cuyahoha County, Ohio (where he was responsible for the
Cleveland asbestos docket), and has served on Ohio appellate
courts.

The Debtors agree to compensate Judge McMonagle at $450 per
hour. (Owens Corning Bankruptcy News, Issue No. 14; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


PACIFIC GAS: James Murray Seeks Relief From Automatic Stay
----------------------------------------------------------
James Murray initiated a lawsuit in the Superior Court of the
State of California, County of Santa Clara, against Pacific Gas
& Electric, Co., Michael Woodward and Does 1 through 200,
inclusive (Case No. CV 793672). Mr. Murray's Complaint asserts
claims based on disability discrimination, failure to
accommodate, failure to prevent discrimination, retaliation in
contravention of the California Fair Employment and Housing Act,
invasion of privacy, and negligent and intentional infliction of
emotional distress. Mr. Murray wants to continue his pre-
petition lawsuit, David B. Rao, Esq., at Binder & Malter, LLP,
tells Judge Montali. (Pacific Gas Bankruptcy News, Issue No. 10;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


PATHNET INC.: Court Awards Universal Access Previous Customers
--------------------------------------------------------------
In an act that effectively validates Universal Access' CORE
strategy, Judge Stephen S. Mitchell of the U.S. Bankruptcy Court
for the Eastern District of Virginia signed an order
transferring to Universal Access Inc., a provider of network
infrastructure services and a subsidiary of UAXS Global Holdings
(NASDAQ: UAXS), circuits from Pathnet Telecommunications Inc.
and Pathnet Inc., each of which filed bankruptcy protection
earlier this year. The transferred contracts have an initial
contract value of more than $2.6 million in revenue to Universal
Access.

To secure the order, the court had to be satisfied that
Universal Access could provide adequate assurance of its future
performance, which included accepting the current business from
Pathnet and maintain those circuits without disruption to
Pathnet's former underlying customers. Universal Access has this
ability due to its CORE strategy and transfer product offering
that can quickly analyze large numbers of off-net circuits and
optimize those circuits for the customers' best interest.
Universal Access has this superior ability due to its Universal
Information Exchange(TM) (UIX) database, which contains millions
of information bits on every major carrier and gives the company
a birds-eye view of existing networks. Access to this level of
detailed information, when combined with Universal Access'
industry-contractual relationships and superior provisioning
resources, ensures Universal Access can successfully optimize
any network structure.

"Transfer is a unique product offering under our CORE initiative
that supports the telecommunications industry as a whole. With
this product Universal Access is able to support enterprise
corporations as well as traditional telecommunications
companies. We offer our customers multiple management options
for their network infrastructure and provide cost-saving
alternatives," stated Ken Napier, SVP of Client Services - CORE,
Universal Access. "Ultimately, we give them distinctive
advantages that protect their interest and those of their
underlying customers."

Pathnet originally approached Universal Access to help Pathnet
optimize its installation base and streamline its costs.
Universal Access offered Pathnet cost-saving services that
included reviewing Pathnet's contracts and circuits, both off-
net and on-net, and presenting ways the company could best
aggregate or optimize those.

"Through this transfer, Universal Access has proven its ability
to support Pathnet's restructuring efforts by accepting a number
of the company's customers and ensuring that they experience no
disruption, receive equal or higher service and continue
operations," said Mr. Napier. "Universal Access is dedicated to
giving Pathnet's previous customers the highest level of
service."

Universal Access' CORE strategy relies on tighter integration or
alignment with customers to maximize the company's ability to
provide a single, end-to-end source for all provisioning
services. Under CORE, the company is targeting three types of
opportunities that will allow it to better penetrate and serve
each account:

      - Transfer of existing circuits: Assign over to Universal
Access existing circuits to improve efficiency, eliminate
multi-vendor management, streamline billing, provide one-call
resolution of network issues and lower costs

      - Backlog of circuits: Address backlogged circuits that are
not generating revenue to help customers improve customer
satisfaction, realize revenue faster, decrease operational
expense and extend network reach without huge capital outlays

      - New business: Continue to deliver end-to-end circuit
provisioning services for new orders to deliver faster speed
to revenue, eliminate provisioning headaches, offer
single-source delivery and extend network reach without
capital expenditures

                    About Universal Access

Universal Access, a subsidiary of UAXS Global Holdings, is the
only company capable of interconnecting thousands of telecom
networks so telecommunications, Internet and application service
providers can speed up the delivery of voice and data services
worldwide, helping them generate revenues faster while
minimizing operational and capital expenditures. Universal
Access combines its unique and powerful database that provides a
birds-eye view of virtually every major supplier's network and
its strategically positioned interconnection facilities to
supply complete turnkey solutions known as UniversalNET(SM)
solutions. UniversalNET enables service providers to quickly and
more efficiently control procurement, management, billing and
operations of high capacity private line circuits from multiple
vendors. Universal Access is headquartered in Chicago, Illinois
and has regional offices in Herndon, Virginia, Santa Clara,
California, London, England, and Amsterdam, the Netherlands.
Visit http://www.universalaccess.netfor more information.


PRANDIUM INC.: Elects Not To Make Interest Payments On Notes
------------------------------------------------------------
Prandium, Inc. (OTC Bulletin Board: PDIM) announced the results
for its second quarter ended July 1, 2001. Prandium's total
sales in the second quarter of 2001 were $74.5 million, compared
to $137.9 million in the second quarter of 2000. Sales were
lower than second quarter 2000 due, in large part, to both
Prandium's sale of the 95 unit El Torito Restaurant Division in
June 2000 and the fact that Prandium operates 12 fewer
restaurants in its other divisions in 2001. In the second
quarter of 2001, Prandium lost 8 cents per share, or $13.6
million, compared to a loss of 4 cents per share, or $6.8
million, for the same quarter in 2000.

Prandium has elected not to pay the semi-annual interest
payments due (i) July 31st on the 15% Senior Discount Notes
maturing January 24, 2002 and 14% Senior Secured Discount Notes
maturing January 24, 2002 of its subsidiary, FRI-MRD
Corporation, and (ii) August 1st on its 9.75% Senior Notes
maturing February 1, 2002 and 10.875% Senior Subordinated
Discount Notes maturing February 1, 2004. Earlier this year,
Prandium and FRI-MRD Corporation elected not to pay similar
interest payments, due on or about February 1, 2001, resulting
in the occurrence of "Events of Default" under these debt
instruments. The occurrence of the "Events of Default" entitled
the holders of the debt to certain rights, including the right
to accelerate the debt. The Company is continuing to negotiate
with certain creditors to determine an acceptable capital
restructuring of Prandium and its subsidiaries.  While there can
be no assurances that the Company will be able to successfully
negotiate with its creditors or successfully resolve its capital
structure, completion of this process continues to be one of the
Company's highest priorities in 2001.

Prandium(TM) operates a portfolio of full-service and fast-
casual restaurants including Koo Koo Roo(R), Hamburger
Hamlet(R), and Chi-Chi's(R) in the United States. Prandium, Inc.
is headquartered in Irvine, California. To contact the company
call (949) 757-7900, or the toll free investor information line
at (888) 288-PRAN, or link to http://www.prandium.com.


PURINA MILLS: Will Hold Special Stockholders' Meeting On Sept. 5
----------------------------------------------------------------
Purina Mills, Inc.'s (Nasdaq: PMIL) Board of Directors has set
the date for the special meeting of Purina Mills stockholders
for the purpose of voting to adopt the merger agreement and to
approve the merger with Land O'Lakes. The special meeting will
be held Wednesday, September 5, 2001 at 11:00 CDT at Purina
Mills headquarters located at 1401 South Hanley Road, St. Louis,
Missouri. Purina Mills stockholders who hold shares of common
stock at the close of business on July 30, 2001 will be eligible
to vote at the special meeting and will receive additional
notification.
Purina Mills is America's largest producer and marketer of
animal nutrition products. Based in St. Louis, Missouri, the
Company has 49 plants and approximately 2300 employees
nationwide. Purina Mills is permitted under a perpetual,
royalty-free license agreement from Ralston Purina Company to
use the trademarks "Purina" and the nine-square Checkerboard
logo. Purina Mills is not affiliated with Ralston Purina
Company, which distributes Purina Dog Chow brand
and Purina Cat Chow brand pet foods.


RELIANCE GROUP: Moves To Set-Up Interim Compensation Protocol
-------------------------------------------------------------
Reliance Group Holdings, Inc. seeks entry of an order
establishing procedures for monthly compensation and
reimbursement of expenses of professionals. Specifically, Lorna
B. Schofield Esq., at Debevoise & Plimpton, outlines to Judge
Gonzalez, RGH proposes that the payment of compensation and
reimbursement of expenses of professionals be structured as
follows:

      (a) On or before the twentieth day of each month following
the month for which compensation is sought, each professional
seeking compensation under this Motion will serve a statement,
by hand or overnight delivery on (i) George E. Bello, the
officer designated by the RGH to be responsible for such
matters; (ii) Debevoise & Plimpton (Attn: Steven R. Gross,
Esq.), attorneys for the Debtors; (iii) the Office of the United
States Trustee, 33 Whitehall Street, 21st Floor, New York, New
York 10004 (Attn: Mary E. Tom, Esq.); (iv) Orrick Herrington &
Sutcliffe, (Attn: Anthony Princi, Esq.), Counsel to the Official
Unsecured Creditors' Committee; and White & Case (Attn: Andrew
DeNatale, Esq.), Counsel to the Official Bank Creditors
Committee, except that, each professional seeking compensation
under this motion may, on or before August 20, 2001, serve
monthly statements according to the procedures described above
for both June and July of 2001.

      (b) The monthly statement need not be filed with the Court
and a courtesy copy need not be delivered to the presiding
judge's chambers. This Motion is not intended to alter the fee
application requirements outlined in 11 U.S.C. Secs. 330 and 331
of the Code since professionals are still required to serve and
file interim and final applications for approval of fees and
expenses in accordance with the relevant provisions of the Code,
the Federal Rules of Bankruptcy Procedure and the Local Rules
for the United States Bankruptcy Court, Southern District of New
York;

      (c) Each monthly fee statement must contain a list of the
individuals and their respective titles (e.g. attorney,
accountant, or paralegal) who provided services during the
statement period, their respective billing rates, the aggregate
hours spent by each individual, a reasonably detailed breakdown
of the disbursements incurred and contemporaneously maintained
time entries for each individual in increments of tenths (1/10)
of an hour;

      (d) Each person receiving a statement will have at least
fifteen days after its receipt to review it and, in the event
that he or she has an objection to the compensation or
reimbursement sought in a particular statement, he or she shall,
by no later than the thirty-fifth day following the month for
which compensation is sought, serve upon the professional whose
statement is objected to, and the other persons designated to
receive statements in paragraph (a), a written "Notice Of
Objection To Fee Statement," setting forth the nature of the
objection and the amount of fees or expenses at issue;

      (e) At the expiration of the thirty-five day period, the
Debtors shall promptly pay eighty percent of the fees and one
hundred percent of the expenses identified in each monthly
statement to which no objection has been served in accordance
with paragraph (d);

      (f) If the Debtors receive an objection to a particular fee
statement, they shall withhold payment of that portion of the
fee statement to which the objection is directed and promptly
pay the remainder of the fees and disbursements in the
percentages set forth in paragraph (e);

      (g) If the parties to an objection are able to resolve
their dispute following the service of a Notice Of Objection To
Fee Statement and if the party whose statement was objected to
serves on all of the parties listed in paragraph (a) a statement
indicating that the objection is withdrawn and describing in
detail the terms of the resolution, then the Debtors shall
promptly pay, in accordance with paragraph (e), that portion of
the fee statement which is no longer subject to an objection;

      (h) All objections that are not resolved by the parties
shall be preserved and presented to the Court at the next
interim or final fee application hearing to be heard by the
Court (See paragraph (j), below);

      (i) The service of an objection in accordance with
paragraph (d) shall not prejudice the objecting party's right to
object to any fee application made to the Court in accordance
with the Bankruptcy Code on any ground whether raised in the
objection or not. Furthermore, the decision by any party not to
object to a fee statement shall not be a waiver of any kind or
prejudice that party's right to object to any fee application
subsequently made to the Court;

      (j) Approximately every 120 days, but no more than every
150 days, each of the professionals shall serve and file with
the Court an application for interim or final Court approval and
allowance, pursuant to sections 330 and 331 of the Bankruptcy
Code (as the case may be) of the compensation and reimbursement
of expenses requested;

      (k) Any professional who fails to file an application
seeking approval of compensation and expenses previously paid
under this Motion when due shall (1) be ineligible to receive
further monthly payments of fees or expenses as provided herein
until further order of the Court and (2) may be required to
disgorge any fees paid since retention or the last fee
application, whichever is later;

      (l) The pendency of an application or a Court order that
payment of compensation or reimbursement of expenses was
improper as to a particular statement shall not disqualify a
professional from the future payment of compensation or
reimbursement of expenses as set forth above, unless otherwise
ordered by the Court;

      (m) Neither the payment of, nor the failure to pay, in
whole or in part, monthly compensation and reimbursement as
provided herein shall have any effect on this Court's interim or
final allowance of compensation and reimbursement of expenses of
any professionals; and

      (n) Counsel for any official committee may, in accordance
with the foregoing procedure for monthly compensation and
reimbursement of professionals, collect and submit statements of
expenses, with supporting vouchers, from members of the
committee he or she represents; provided, however, that such
committee counsel ensures that these reimbursement requests
comply with the Court's Administrative Orders dated June 24,
1991 and April 21, 1995. (Reliance Bankruptcy News, Issue No. 5;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


REVLON INC.: Releases Second Quarter Financial Results
------------------------------------------------------
Revlon, Inc. (NYSE: REV) announced second quarter 2001 results.
President and Chief Executive Officer Jeffrey M. Nugent said,
"Our financial results for the second quarter demonstrate
progress in every aspect of the Company's strategic plan:
general and administrative costs have been significantly
reduced; manufacturing consolidation has been substantially
completed; non-core assets have been sold providing resources
for debt reduction and other key corporate purposes; new
advertising programs have been introduced and appear to be
working; and in cooperation with our trade partners, we
have launched under the Revlon brand the most successful array
of new cosmetic products in the U.S. mass market."

    Comparison of Ongoing Operations - Second Quarter(1),(2)

The ongoing operations financial information, for the 2001 and
2000 periods, is provided to allow a comparison of results
solely from on going operations. Net sales in the second quarter
of 2001 were $330.4 million compared with $325.1 million in the
second quarter of 2000. Operating income was $18.9 million in
the second quarter of 2001 compared with operating income of
$22.3 million in the second quarter of 2000.

EBITDA was $45.8 million in the second quarter of 2001 compared
with $49.2 million in the second quarter of 2000. Net loss in
the second quarter 2001 was $18.6 million, or $0.36 per diluted
share, beating the First Call analyst consensus estimate of
$0.38 per share, compared with a net loss of $16.1 million, or
$0.31 per diluted share, for the second quarter of 2000.

In North America, which includes the U.S. and Canada, net sales
were $227.3 million for the second quarter of 2001, compared
with $213.2 million in the second quarter of 2000, an increase
of 6.6%.

International net sales were $103.1 million for the second
quarter of 2001 compared with $111.9 million in the second
quarter of 2000, a decrease of 7.9% on a reported basis or 1.6%
on a constant U.S. dollar basis. Comparison of Ongoing
Operations - Six Months(1),(3)

Net sales for the first six months of 2001 were $643.9 million,
compared with $668.2 million in the first six months of 2000, a
decrease of 3.6%. In North America, net sales were $445.7
million in 2001, compared with $446.3 million in 2000.
International net sales were $198.2 million in 2001, compared
with $221.9 million in 2000, a decrease of 10.7% on a reported
basis or 3.7% on a constant U.S. dollar basis.

Operating income and EBITDA in the first six months of 2001 were
$31.0 million and $80.8 million, respectively, compared with
operating income of $38.6 million and EBITDA of $92.2 million in
the first six months of 2000.

Net loss was $43.7 million, or $0.85 per diluted share in the
first six months of 2001, compared with a net loss of $38.7
million, or $0.75 per diluted share in the first six months of
2000.

Net sales in the second quarter of 2001 were $336.7 million,
compared with net sales of $339.3 million in the 2000 second
quarter.

Second quarter 2001 EBITDA was $48.5 million compared with the
second quarter 2000 EBITDA of $49.9 million. Operating income
was $18.4 million in the second quarter 2001 compared with $22.3
million in the 2000 quarter. Net loss in the second quarter 2001
was $26.2 million, or $0.51 per diluted share, compared with a
net loss of $19.5 million, or $0.38 per diluted share, in the
second quarter of 2000.

The 2000 second quarter includes operating results from the
Plusbelle business that was disposed of in May of 2000.

For the first six months of 2001, net sales were $660.0 million,
and for the comparable period in 2000, net sales were $788.1
million, which included sales from the worldwide professional
products and Plusbelle businesses that were disposed of in the
first half of 2000.

Also in the first six months of 2001, operating income and
EBITDA were $31.2 million and $82.0 million, respectively. In
the first six months of 2000, operating income and EBITDA were
$42.9 million and $101.1 million, respectively.

EBITDA, as defined in the Company's bank credit agreement
exceeded covenant requirements.

In the first six months of 2001, net loss was $50.5 million, or
$0.98 per diluted share. For the first six months of 2000, net
loss was $37.9 million, or $0.74 per diluted share.

          Additional Non-Core Asset Sales Completed

On July 16, 2001, Revlon completed the planned sale of its non-
core Colorama brand and manufacturing facility in Brazil to
L'Oreal. Additionally, on July 31, 2001, Revlon completed the
sale of the subsidiary that owns and operates its manufacturing
facility in Maesteg, Wales, UK, to CW Cosmetics Ltd.,
which will operate the facility and manufacture for Revlon as
well as other third parties.

As part of Revlon's Strategic Plan, through July 2001 including
the above transactions, Revlon has raised $82.0 million, net of
expenses and liabilities, from non-core asset sales ($60.0
million of which is available for general corporate purposes and
$22.0 million of which was used to permanently pay down bank
debt in July).

      Progress in Strategic Plan: Summary of Key Achievements

"We are proceeding with the implementation of our strategic
plan," said Mr. Nugent, "and tangible results so far include:"

      New Product Launches: According to ACNielsen, an
independent research entity, the Revlon brand leads the category
in new product consumption year-to-date by 26%. Revlon and Almay
had 6 of the top 20 new products year-to-date representing 29%
of new product sales in the U.S. mass color cosmetic market.
Revlon's Skinlights still ranks as the number one new product in
U.S. mass color cosmetics. The Revlon brand leads the
competition in both number of new products -- with four of the
top twenty color
cosmetics launches this year -- and in consumption dollars for
new products at $26.4 million June year-to-date. Revlon's
seasonal color collections, featuring full priced seasonal
color, new and base business products, performed well.

Almay Kinetin Skin Care began shipping in May and is on counter
in approximately 25,500 doors. Though advertising only began for
Almay Kinetin in July, initial results of the launch are
positive. Revlon High Dimension Hair Color began shipping in May
and distribution is building across all targeted outlets.
Advertising and retailer support for High Dimension Hair Color
begins in mid-August and initial results indicate favorable
response by consumers and retailers.

      Trade Partnerships: The new trade terms are having the
desired effect of driving inefficiencies out of the system by
reducing returns; we expect this trend to continue. Revlon has
streamlined its sales operation by eliminating a level of sales
management and redeploying those resources by nearly doubling
the number of merchandisers directly servicing accounts. The
process of changing the plan-o-grams was completed in the second
quarter, and the largest SKU reduction in Revlon history has
been completed. Retail ordering has stabilized since the
introduction of new trade terms and we believe our retailer
relationships are healthy.

      SG&A Expense Reductions: Revlon continues to decrease
departmental general and administrative expense. In the second
quarter, departmental general and administrative expenses for
continuing businesses decreased by approximately 17% or $14.5
million vs. prior year.

      Manufacturing Capacity: Revlon has substantially completed
its global manufacturing rationalization and consolidation plan.
In the last nine months, we have substantially completed the
closing or sale of 55% of our manufacturing and distribution
facilities (representing 1,750,000 sq. feet) including:

        * Phoenix, Arizona (706,000 sq. feet) (Expected to be
          closed by September 30, 2001)
        * Mississauga, Canada (245,000 sq. feet) Closed
        * Auckland, New Zealand (48,000 sq. feet) Closed
        * Maesteg, South Wales (316,000 sq. feet) Sold
        * Sao Paolo, Brazil (435,000 sq. feet) Sold

As of July 31, 2001, we have transferred to Oxford, North
Carolina over 90% of the manufacturing lines formerly operated
at Phoenix. We expect Phoenix manufacturing to be fully
integrated into Oxford by September 30, 2001.

Revlon plans to maintain existing facilities representing
approximately 1,435,000 square feet, of which Oxford comprises
1,012,000 square feet, and we expect to see significantly
improved capacity utilization starting in 2002. As previously
stated, we expect to achieve significant efficiencies beginning
in the third quarter resulting in annualized savings in excess
of $25.0 million beginning in the fourth quarter of 2001 related
to these consolidations.

      New Advertising: Revlon is creating excitement and driving
new product sales with fresher advertising and stronger brand
positioning. Revlon's new "It's Fabulous Being a Woman"
advertising campaign is being fully deployed in television,
print and on Revlon's website beginning in August. Revlon's new
High Dimension Haircolor television spot airs mid-August, and a
series of new print ads for Revlon color cosmetics will be
running in the second half of 2001. The new Almay Kinetin
television advertising launched in July, which will be followed
by a comprehensive print campaign in August. The Company also
has redesigned its Almay website, http://www.almay.comand the
Revlon website re-launch is slated for later this month.

Mr. Nugent continued, "Our strategic plan is on track. We are
pleased that our new advertising and promotional efforts have
been successful in generating excitement around our new
products, and that our new product introductions have been well
received by both retailers and consumers. Additionally,
consumption, as reported by ACNielsen, has remained stable for
the last four quarters, even as we implement major changes to
our business. We believe that the strong consumer purchases of
Revlon products during a period of significant competitive
activity shows the continuing fundamental strength of the Revlon
brands."

"As we proceed, we expect that Revlon's margins and
profitability will be significantly enhanced. I look forward to
continued positive results," said Mr. Nugent.

                      About Revlon

Revlon is a worldwide cosmetics, skincare, fragrance, and
personal care products company. The Company's vision is to
become the world's most dynamic leader in global beauty and
skincare. A web site featuring current product and promotional
information can be reached at http://www.revlon.com,and
http://www.almay.com.The Company's brands include Revlon(R),
Almay(R), Ultima(R), Charlie(R) and Flex(R) and they are sold
worldwide.


RHYTHMS NETCONNECTIONS: Files Chapter 11 Petition in New York
-------------------------------------------------------------
Rhythms NetConnections Inc. (OTC Bulletin Board: RTHM), a
provider of broadband communication services, said that the
Company and all of its wholly-owned U.S. subsidiaries have
voluntarily filed for reorganization under Chapter 11 of the
U.S. Bankruptcy Code in the Southern District of New York.

As of August 1, 2001, Rhythms had approximately $133.0 million
in unrestricted cash and cash equivalents. The Company is not
seeking debtor-in- possession financing and intends to use its
unrestricted cash on hand and future cash from operations to
fund its business during the post-filing period.

Rhythms has entered into a Voting Agreement with holders of more
than 60 percent of the principal amount of the Company's notes
(the "Consenting Noteholders"), establishing an agreed-upon
process for reorganizing the Company or, if that cannot be
accomplished, liquidating the Company. The Voting Agreement
provides that, among other things, the Company will file a
motion on the commencement of the bankruptcy case establishing
an auction procedure to seek bids for an investment enabling the
Company to either reorganize or facilitate a sale of its assets.
The Company has agreed to send a 31-day advance service
termination notice to its customers on or before August 10,
2001, if (1) holders of at least two-thirds of the principal
amount of the Company's notes become parties to the Voting
Agreement, and (2) the Company has not received an acceptable
"going concern" bid. The Company's preferred stockholders would
be entitled to share in a small portion of the cash recovery
with the Company's noteholders if certain conditions are
satisfied. Absent an agreement with the preferred stockholders,
the common stockholders will not participate in this cash
recovery.

The Company is filing a current report on Form 8-K with the
Voting Agreement attached as an exhibit.

During 2000 and 2001, the telecommunications sector has
experienced a significant downturn. Throughout 2001, Rhythms has
been restructuring its business model to respond to the ongoing
decline in the sector. With the assistance of its advisors, the
Company has explored, and is continuing to explore, several
reorganization alternatives. Rhythms believes that its filing
today, in conjunction with the agreement reached with the
Consenting Noteholders, will permit the Company to implement one
of these alternatives in a timely and efficient manner. There
can be no assurance that a reorganization can be accomplished.
Rhythms stock will soon begin to trade under the symbol RTHMQ.

                       About Rhythms

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

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


RHYTHMS NETCONNECTIONS: Case Summary And Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Rhythms NetConnections Inc.
              9100 East Mineral Circle
              Englewood, CO 80112

Debtor affiliates filing separate chapter 11 petitions:

              Rhythms Links Inc.
              Rhythms Links Inc. - Virginia
              Rhythms Leasing Inc.
              RCanada, Inc.

Type of
Business:    Rhythms is in the business of providing
              broadband local access communication services to
              large enterprises, telecommunications carriers
              and their Internet service provider (ISP)
              affiliates, other ISPs and directly to small
              businesses. The Company's services include a
              range of high-speed, "always on" connections
              that offer its customers both cost and
              performance advantages when accessing the
              Internet or private networks.

Chapter 11 Petition Date: August 1, 2001

Court: Southern District of New York

Bankruptcy Case Nos.: 01-1483 through 01-14287

Judge: Burton R. Lifland

Debtors' Counsel: Darryl S. Laddin, Esq.
                   Arnall Golden & Gregory, LLP
                   2800 One Atlantic Center
                   1201 West Peachtree Street
                   Atlanta, GA 30309-3450
                   Tel: (404) 873-8120
                   Fax: (404) 873-8121
                   Email: dladdin@agg.com

                           and

                   Paul M. Basta, Esq.
                   Weil Gotshal & Manges
                   767 Fifth Avenue
                   New York, NY 10153
                   Tel: (212) 310-8772
                   Fax: (212) 310-8007
                   Email: paul.basta@weil.com

Total Assets: $698,527,000

Total Debts: $847,207,000

Consolidated List of Debtors' Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
State Street Bank             13.50% Discount       $229,600,000
And Trust                      Notes Due 2008
Company
633 West 5th St., 12th Fl.
Los Angeles, CA 90071
213/362-7357 (fax)

State Street Bank             12.75% Notes          $337,086,000
And Trust                     Due 2009
Company
633 West 5th St., 12th Fl.
Los Angeles, CA 90071
213/362-7357 (fax)

State Street Bank             14.00% Notes          $319,250,000
And Trust                     Due 2010
Company
633 West 5th St., 12th Fl.
Los Angeles, CA 90071
213/362-7357 (fax)

Great American                Trade debt             $10,000,000
P.O. Box 66943
Chicago, IL 60666
312/663-4624 (fax)
Copy to:
Williams C. Woods
1515 Woodfield Road, #500
Schaumburg, IL 60173
847/330-3750 (fax)

Reliance National             Trade debt              $5,000,000
77 Water Street,
New York, NY 10005
Copy to:
Diane H. Chait
5 Hanover Square
New York, NY 10004
212/858-9074 (fax)

MFS Telecom Inc.              Trade debt              $4,500,000
One Tower Lane, #1600
Oakbrook Terrace, IL 60181
Attn: VP, Commercial Sales
Copies to:
3 Ravinia Drive
Atlanta, GA 30346
Attn: Legal Department
6929 N. Lakewood Avenue
Mail Drop 1.2-108E
Tulsa, OK 74117
Attn: Amy Arnold and
Curtis Baker
918/562-5436 (fax)

Guild Colorado, LLC;          Trade debt             $ 2,500,000
Guild Electrical              Surety bond            $ 3,800,000
Colorado, LLC,
Guild Technology, LLC
6920 S. Jordan Road
Unit G Englewood, CO 80112
303/693-9800 (fax)

MCI Worldcom                  Trade debt              $1,700,000
National Carrier
Policy & Planning
8521 Leesburg Pike
Dept/Loc: 0462/935
Vienna, VA 22182
703/394-7231 (fax)
Copy to:
Chief Counsel - Network &
Facilities
1133 Nineteenth Street NW
Washington, DC 20036
202/736-6666 (fax)

Bellsouth                     Trade debt              $1,500,000
34 South 91 675 W. Peachtree
Street NE, Atlanta, GA 30375
404/529-7839 (fax)

Pacific Bell                  Trade debt              $1,000,000
Contract Administration
311 S. Akard
Dallas, TX 75202
800/404-4548 (fax)

Fujitsu Network Com           Trade debt                $920,000
6400 Avenue K
Plano, TX 75064
972/479-6291 (fax)

Verizon                       Trade debt                $700,000
Director Contract
Performance & Administration
600 Hidden Ridge,
HQEWMNOTICES
Irving, TX 75038
972/719-1519 (fax)
Copy to:
VP & Assoc. General Counsel
1320 N. Court House Road
8 th floor
Arlington, VA 22201
703/974-0744 (fax)

US West Communications        Trade debt                $700,000
1801 California Street,
#2410 Denver, CO 80202
Attn: Counsel, Interconnection
303/965-4667 (fax)

Ameritech                     Trade debt                $400,000
#1 Contract Administration
311 S. Akard
Dallas, TX 75202
800/404-4548 (fax)

Time Warner Telecom           Trade debt                $400,000
3120 Highwoods Boulevard
Raleigh, NC 27604
Attn: Joe McCourt, Regional VP
704/344-1155 (fax)
Copy to:
Jan Naranjo
Time Warner Telecom
5700 S. Quebec
Englewood, CO 80111

Texolutions Inc.              Trade debt                $350,000
Mr. Rich Holm
25613 Dollar Street, Unit 4
Hayward, CA 94544
707/573-0687 (fax)

Tangent                       Trade debt                $350,000
Ms. Molly Muth
1335 Dublin Road
Suite 112A
Columbus, OH 43215
888/532-9888 (fax)

Seibel Systems                Trade debt                $300,000
8 New England Executive Park
Burlington, MA 01803
781/359-8555 (fax)

Lucent                        Trade debt                $275,000
Kristie Rox
AR - Asset Management
6701 Roswell Road, Bldg 3-C
Atlanta, GA 30328
404/573-6258 (fax)

Epoch Internet                Trade debt                $250,000
555 Anton Boulevard,
5th Floor
Costa Mesa, CA 92626


RURAL/METRO: Receives Covenant Compliance Waver through Dec. 31
---------------------------------------------------------------
Rural/Metro Corporation (Nasdaq:RURL), a national leader in
ambulance transportation and fire protection services, announced
that it has agreed to a new waiver of covenant compliance under
its $150 million revolving credit facility through Dec. 3, 2001.

During the waiver period, the Company will provide an additional
$1.25 million in principal to further reduce its bank debt, as
well as regular monthly interest at prime plus 0.25 percent. The
Company will continue to accrue an additional 2 percent deferred
interest on an annualized basis. Remaining terms are
substantially unchanged from the prior waiver.

Jack Brucker, president and chief executive officer, said, "We
are pleased to reach agreement on a waiver extension under our
current revolving credit facility, and at the same time we
continue to reduce the outstanding principal through periodic
payments. We appreciate our bank group's cooperation as we
implement long-term strategies to strengthen the Company and
build business for the future. We remain committed to vigorously
pursuing a permanent resolution."

To date, the Company has paid $3.9 million in principal on its
revolving credit facility, bringing the outstanding balance to
$143.0 million plus $6.5 million in letters of credit.

Brucker continued, "This waiver has no effect on the Company's
day-to-day operations as we forge ahead toward a long-term
resolution. As always, Rural/Metro will continue to provide the
highest levels of fire protection and ambulance transportation
services to its customers and actively pursue targeted new
contract opportunities."

Rural/Metro Corporation provides mobile healthcare services,
including emergency and non-emergency ambulance transportation,
fire protection and other safety-related services to municipal,
residential, commercial and industrial customers in more than
400 communities throughout the United States and Latin America.


SCHWINN/GT: Court Auction For Cycling Division Set for Sept. 10
---------------------------------------------------------------
Schwinn/GT announced that the Bankruptcy Court has approved the
sale procedure for the Company's Cycling Division. In accordance
with Section 363 of the U.S. Bankruptcy Code, a court-supervised
auction for the Cycling Division's assets will be held on
September 10, 2001. Qualified bids may be submitted through the
close of business on September 6, 2001.

The Court also approved Huffy Corporation (NYSE: HUF) as the
"stalking horse" bidder for the Cycling Division. In connection
with the sale, Huffy was granted certain bid protections by the
Court, including a $1.25 million break-up fee.

Schwinn/GT also announced that, as directed by the Court, it
expects to receive a $1.5 million irrevocable deposit from
Pacific Cycle, which the Company will be allowed to keep if
Pacific fails to submit a higher competing bid at the auction.
The deposit will be applied to the sale price, if Pacific is
declared the winning bidder.

Schwinn/GT filed voluntary petitions for reorganization under
Chapter 11 on July 16, 2001, in the United States Bankruptcy
Court for the District of Colorado in Denver. The filing was
made to facilitate the sale of the Company's Cycling Division in
accordance with Section 363 of the U.S. Bankruptcy Code.


STELLAR FUNDING: Fitch Downgrades Securities
--------------------------------------------
Fitch downgraded the ratings of three tranches issued by Stellar
Funding Ltd. / Corp., a collateralized bond obligation (CBO)
backed predominantly by high yield bonds:

      Stellar Funding Ltd. / Corp.

           * $194,361,816 class A-3 notes from `AA' to `A-`;
           * $48,000,000 class A-4 notes from `BB' to 'B-`;
           * $23,500,000 class B notes from `CCC' to `C`.

All three tranches from this transaction will be removed from
Rating Watch Negative coinciding with the downgrades.

According to the most recent Stellar Funding Ltd./ Corp. trustee
report, $36.45 million, or approximately 14.5% of the total
collateral pool, is in default. Also, the current market values
of several of the defaulted assets are significantly lower than
Fitch's historical assumed recovery rates. The OC Test currently
stands at 80.23% versus a trigger level of 116%.

These rating actions are being taken after reviewing the
performance of this transaction. Continuing deterioration of
credit quality and increased levels of defaults have increased
the credit risk of this transaction to the point the risk no
longer was consistent with the tranche's ratings. In reaching
its rating actions, Fitch reviewed the results of its cash flow
model runs after running several different stress scenarios.
Also, Fitch has had conversations with the portfolio manager
regarding the portfolio.


SUN HEALTHCARE: Transfers SunBridge Facility in Burlingame, CA
--------------------------------------------------------------
Sun Healthcare Group, Inc. has identified a prospective New
Operator for a Facility commonly known as SunBridge Care and
Rehabilitation for Burlingame, located at 1100 Trousale Drive,
Burlingame, California.

The Facility suffered negative EBITDA during 1999 and 2000 that
exceeded $500,000 yearly. These operational losses continue and
the Debtors estimate that the Facility will experience negative
EBITDA totaling approximately $235,178 during 2001. As of May
31, the Facility has incurred negative EBITDA of nearly $100,000
since the beginning of the year.

Simultaneously, the Landlord and a prospective new owner have
reached an agreement for a sale of the Facility. The prospective
new owner requires that a completion of the entire transaction
(including transfer of operational control at the Facility to
the New Operator) occur by mid-July, because the purchase is
being made as a part of a tax free exchange that is time
sensitive.

The Debtors desire to enter into settlement with the Landlord
and transfer the Facility to the New Operator.

Accordingly, pursuant to sections 365(a), 365(b), 365(f), 363(b)
and 363(f) of the Bankruptcy Code and Rules 9019, 6004 and 6006
of the Bankruptcy Rules, the Debtors sought and obtained the
Court's approval:

      (1) for rejection and termination of the Facility Lease;

      (2) for assumption and assignment of the associated
          Medicare and Medicaid Provider Agreements;

      (3) to enter into the Lease Termination and Release
          Agreement (LTRA) and to compromise and settle claims
          between Care Enterprises West (the Lessee), which is a
          Debtor in the cases and Albert P. Rosello, Jr., Louis
          Rosenberg, Russello and Rosenberg, a partnership, and
          Albert P. Rossello, III, Gary J. Rossello, and Kenneth
          Belle Cohn, Trustee of the Cohn Family Revocable Trust
          (the Lessor); and

      (4) to enter into an Operations Transfer Agreement (OTA)
          and to sell the inventory to new operator Burlingame
          Senior Care, LLC in accordance with the OTA;

      (5) stipulation with the federal government on amendments
          to the August 21, 2000 Stipulation to Facilitate
          Transfer or Closure of Certain Healthcare Facilities
          regarding transfer of the Facility's Medicare Provider
          Agreement.

As part of the OTA transaction, the Debtors will pay the New
Operator $350,000 which will, in large part, offset the costs
associated with both the transitioning of the Facility and
retroactive wage increases, estimated to cost approximately
$200,000 to $250,000 for union employees as a result of a new
collective bargaining agreement.

As part of the LTRA transaction, the Debtors agree to the
Landlord's retention of the $75,000 security deposit, payment of
$30,000 for payment of certain attorney fees and outstading
prepetition taxes, and retention of a $100,000 general unsecured
claim for rejection damages. The Debtors tell Judge Walrath that
the Landlord's $100,000 rejection damages claim represents a
substantial reduction from the estimated claim of nearly $1
million for such damages. The Debtors and Landlord will exchange
mutual releases.

Other salient provisions of the LTRA and OTA are as follows:

* Transfer of Resident Trust Funds

      Within 5 days after the Effective Date (July 15, 2001), the
Debtor will prepare ans deliver to the New Operator an
accounting and inventory of any resident trust funds and
residents' property held in trust for residents at the
Facility (collectively, the Resident Trust Funds).

* Employees

      The Debtor will terminate the employment of employees at
the Facility, effective as of the Effective Date, and will pay
directly to such employees all wages and benefits as required
by law.

* Accounts Receivable

      The Debtor will retain its right, title and interest in and
to all unpaid accounts receivable with respect to the Facility
which relate to the period prior to the Effective Date. Within
10 business days of the Effective Date, the Debtor will provide
the New Operator with a schedule setting forth the outstanding
accounts receivable as of the Effective Date.

The Debtors believe that it is in the best interest of the
estate to transfer the Facility by means of the LTRA and OTA.
The Debtors recognize that this will result in an out-of pocket
expense of $380,000 but this will enable them to stop the
approximately annual drain of $235,178 without being exposed to
the much larger economic exposure presented by the alternative,
a closure of the Facility.

The Debtors tell Judge Walrath that after making the
determination that the Facility should be divested, they have
actually delayed an imminent closure of the Facility and
continued their search for a new operator. A closure of the
Facility in the State of California requires a detailed plan of
relocation for patients into alternative nursing homes. Because
the occupancy rate for nursing homes in the Burlingame area is
consistently above 90%, the lack of available beds would result
in a protracted closure process. Such a process would be
particularly long for this Facility, given that it is one of the
Debtors' largest, with approximately 260 patients. During a
lengthy closure process, the Debtors would experience ongoing
operational losses which would only increase as a result of loss
of qualified staff after the announcement for closing. The
Debtors estimate that a closure of the Facility would result in
approximately $500,000 to $1 million in closing costs, in
addition to expected operating losses.

The Debtors tell the Court that the new operator has finally
emerged only after unsuccessful ongoing attempts made. Thus, the
Debtors believe that they have "exhausted the possibility for
uncovering a new operator that might agree to a transfer of the
Facility on terms more advantageous" to them. (Sun Healthcare
Bankruptcy News, Issue No. 22; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


THERMADYNE: Banks Agree To Extend Forbearance To September 28
-------------------------------------------------------------
Thermadyne Holdings Corporation (BB:TDHC.OB) announced an
extension of the forbearance agreement with its bank lending
group through September 28, 2001.

The agreement, which was due to expire July 31, 2001, calls for
the lenders to refrain from exercising any rights or remedies
relating to financial covenant and other defaults.

The Company also announced that discussions are continuing with
its bank group and representatives of the bondholders, aimed at
restructuring its balance sheet.

"We remain confident an agreement can be reached which will be
in the best interests of all our stakeholders," commented Karl
Wyss, chairman and chief executive officer of Thermadyne. "As we
have previously pointed out, Thermadyne is a premier supplier to
the cutting and welding industry, but its debtload is onerous."

Wyss explained, "The end game is for Thermadyne to emerge as a
financially healthier company, with reduced debt, able to
capitalize on its inherent brand and operating strengths." He
pointed out, "In the meantime, our customers' needs are being
met; our suppliers remain supportive; and our employees are
rising to the challenge, all in the face of a well-documented
economic slowdown, both domestically and internationally."

Thermadyne, headquartered in St. Louis, is a multinational
manufacturer of cutting and welding products and accessories.


USG CORPORATION: First Creditors' Meeting Set For August 17
-----------------------------------------------------------
The United States Trustee for Region III will convene the first
meeting of USG Corporation's creditors, pursuant to 11 U.S.C.
Sec. 341(a), on August 17, 2001, at 11:30 a.m., in Room 2313 of
the United States Courthouse, located at 844 King Street in
Wilmington. (USG Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


VENCOR: R. Johnson Asks Court To Extend Bar Date & Annul Stay
-------------------------------------------------------------
Robert F. Johnson, personal representative of the Estate of
Minnie E. Johnson, deceased, moves the Court for an order:

      (1) extending the time by which he may file a proof of
          claim, and

      (2) for relief from the automatic stay in order to proceed
          with a wrongful death lawsuit against debtor Talbot
          Center for Rehabilitation and Healthcare and others in
          the cases currently pending in the State of Washington
          (Case No. 01-2-09126-3 SEA).

The claim and lawsuit are related to the death of the deceased,
allegedly due to the negligence of Talbot, its servants,
employees and others while the deceased was a resident at
Talbot. Mr. Johnson alleges that the decedent died as a result
of being dropped while being moved from a wheelchair to her bed.

Mr. Johnson tells the Court that he has never been in the
practice of reading the Wall Street Journal and so could not
have seen the Vencor Inc. Bar Date Notice. Even had he seen
that, he adds, it probably would not made him aware that he
needed to file a proof of claim because his case was against
Talbot which did business under the trade name of "Talbot Center
for Rehabilitation and Healthcare." Thus, without any Bar Date
Notice sent by the Debtors to him, Mr. Johnson did not know
anything about the obligation to file a proof of claim before
the Bar Date. Mr. Johnson says he was not even unaware that
Talbot was a debtor in bankruptcy. The first time he learned of
Talbot's bankruptcy, the Movant tells the Court, was when he
received a Notice of Stay from opposing counsel in the Action.

Mr. Johnson asserts that an extension of the bar date for filing
a claim is warranted on the ground of excusable neglect because
he did not receive any notice. Within weeks after he learned of
the claims bar date, he filed this motion.

In addition, the acceptance of his claim as being timely filed
does no prejudice to the Debtors because his claim is only a
single one in a sea of similarly situated claims. Moreover, as
the debtor has been operating under a confirmed plan of
reorganization since March 16, 2001, it is unlikely that
extending the bar date for 30 days following the entry of an
Order on this motion will unduly delay the administration of the
case. The interests of justice, he asserts, require that his
rights be preserved in the Court so that he can proceed with the
State Court Action in a situation where there is insurance
coverage in place for both the defense of the matter and to
cover any determination of liability. In short, he notes, his
request falls within the requirements and the purpose of Rule
3002(c) and the Court can grant the requested extension on the
basis of Rule 3002(c)(3) alone. (Vencor Bankruptcy News, Issue
No. 31; Bankruptcy Creditors' Service, Inc., 609/392-0900)


WARNACO: Asks for First Extension of Lease Decision Period
----------------------------------------------------------
Elizabeth R. McColm, Esq., at Sidley Austin Brown & Wood, in New
York, relates that The Warnaco Group, Inc. Debtors are parties
to approximately 250 unexpired nonresidential real property
leases of various types. About 230 out of the 250 leases relate
to the operation of the Debtors' retail stores. The rest of the
leases relate to office space, manufacturing facilities,
distribution facilities, warehouse and storage facilities, and
aircraft hangars.

To assist them, Ms. McColm the Debtors engaged a real estate
consulting firm, Keen Realty, LLC. Keen helped the Debtors to
determine:

      (i) how the rates that the Debtors are obligated to pay
          under the leases compare to current market rates for
          comparable properties,

     (ii) whether the Debtors could profit by assuming and
          assigning any of the leases to third parties, and

    (iii) the amount of rejection damages to which the Debtors'
          estates may be subject should the Debtors reject
          certain leases.

Based on Keen's assessments, Ms. McColm tells the Court that the
Debtors have already made decisions to reject several of the
leases. But Ms. McColm emphasizes the Debtors still need
additional time to evaluate the remaining leases. For this
reason, the Debtors request that the deadline proscribed under
11 U.S.C. Sec. 365(d)(4) within which to decide whether leases
should be assumed, assumed and assigned, or rejected be extended
through and including February 6, 2002. This is subject to:

      (i) the right of the Debtors to request a further
          extension, if necessary, with respect to all Leases, or
          any particular Lease, and

     (ii) the right of any lessor to request that the extension
          be shortened for cause as to a particular Lease.

Ms. McColm argues that an extension of the Assumption/Rejection
Period is only reasonable considering:

      (i) the large number of Leases to be analyzed

     (ii) the complexity of these cases

    (iii) the fact that these cases are in their early stages,
          and

     (iv) the fact that the Debtors' initial exclusive period to
          file plans of reorganization runs through October 9,
          2001.

If the 60-day deadline is not extended, Ms. McColm says, the
Debtors may be forced to prematurely assume the leases, which
could lead to unnecessary administrative claims against their
estates if the leases ultimately are terminated. On the other
hand, Ms. McColm notes, if the Debtors will abruptly reject the
leases because of the deadline, they may forego significant
value in such leases and create large unwarranted rejection
damage claims in these cases.

Ms. McColm assures Judge Bohanon that the Debtors will be able
to continue paying for all their post-petition obligations under
the leases since the Court already approved their $600,000,000
post-petition financing and they are generating revenues from
their ongoing businesses.

                     Westfield Objects

Westfield Corporation, Inc. and certain of its affiliates are
landlords to the Debtors in certain unexpired leases for retail
store space at regional shopping centers.

The Westfield landlords object to the Debtors' motion citing
that the Debtors failed to satisfy certain conditions proving
"cause" exists for such extension.

Niclas Ferland, Esq., at Tyler Cooper & Alcorn, LLP, in New
Haven, Connecticut, argues that the Westfield Leases is not
central to the Debtors' reorganization. Mr. Ferland notes that
there are only a handful of Westfield Leases. Besides, Mr.
Ferland adds, the retail arm of the Debtors is only a small
fraction of their businesses.

Mr. Ferland also maintains that the Westfield Landlords do not
stand to gain a "windfall" if the Debtors reject the Westfield
Leases.

According to Mr. Ferland, 250 leases is not an exceptionally
large number that would suggest that the Debtors have not had
enough time to evaluate them in connection with their business
strategy.

The Westfield Landlords also complained about the "extraordinary
length" of time extension requested. Mr. Ferland notes the
period of uncertainty would encompass the two most important
retail seasons -- the back to school and year-end holiday
shopping seasons. If the Debtors are allowed to be free to close
stores on the very eve of each of these critical shopping
seasons, Mr. Ferland warns, the Westfield Landlords and the
other tenants of the shopping centers would be greatly
prejudiced.

But if the Court determines that an extension is appropriate,
the Westfield Landlords suggest for the approval of a shorter
extension than the period proposed. The Court should also
require the Debtors to submit a progress report on their
decisions to assume or reject leases. This way, Mr. Ferland
explains, the Debtors will continue to bear the burden of
establishing "cause" for any further extension of time to assume
or reject leases. (Warnaco Bankruptcy News, Issue No. 5;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


WASHINGTON GROUP: Initiates $1.5 Billion Suit Against Raytheon
--------------------------------------------------------------
Washington Group International, Inc. has filed a suit against
Raytheon Company seeking cash adjustments and the elimination of
liabilities assumed by Washington Group that could total
approximately $1.5 billion.

The adversary proceeding was filed in United States Bankruptcy
Court for the District of Nevada in Reno in connection with
Washington Group's purchase from Raytheon Company of Raytheon
Engineers & Constructors (RE&C) in July of 2000. Washington
Group alleges that, because of hidden liabilities and overstated
assets, RE&C was insolvent at the time of purchase.

Citing financial problems associated with the RE&C purchase,
Washington Group and certain direct and indirect subsidiaries
filed voluntary petitions to restructure under Chapter 11 of the
U.S. Bankruptcy Code in the Nevada court on May 14, 2001.

"The filing is to ensure that action taken by Raytheon Company
during the 18-month period prior to our Chapter 11 filing will
not deprive our unsecured creditors of hundreds of millions of
dollars that should be available to them in the bankruptcy
estate," said Stephen G. Hanks, Washington Group President and
Chief Executive Officer. "We filed this suit on behalf of these
creditors."

Washington Group alleges that, during the 18-month period prior
to July 7, 2000, Raytheon Company required RE&C to transfer more
than $475 million received in advance client payments on three
power plant projects to Raytheon Company.

In addition, Raytheon Company grossly understated the estimate
of liabilities being assumed by Washington Group.

"We want the Bankruptcy Court to take a hard look at the
transfer of cash from RE&C to Raytheon Company after we began
negotiations to purchase RE&C in September 1999," said Mr.
Hanks. "We also want the opportunity to provide the judge with
an accurate picture of RE&C's financial situation at the time
of the purchase. If we prevail in court, we will finally get to
the truth which may provide a sizeable recovery for the Trust
from which our unsecured creditors will draw."

Mr. Hanks said investigations by Washington Group and its
outside consultants lead the company to believe that this
lawsuit has merit and will be successful.

Washington Group International, Inc., is a leading international
engineering and construction firm. With more than 35,000
employees at work in 43 states and more than 35 countries, the
company offers a full life-cycle of services as a preferred
provider of premier science, engineering, construction, program
management, and development in 14 major markets.

                          Markets Served

Energy, environmental, government, heavy-civil, industrial,
mining, nuclear-services, operations and maintenance, petroleum
and chemicals, process, pulp and paper, telecommunications,
transportation, and water-resources.


WASHINGTON GROUP: Raytheon Calls Suit Baseless & Expects to Win
---------------------------------------------------------------
Raytheon Company (NYSE: RTN) believes a lawsuit filed by
Washington Group International (WGI) to avoid its liability to
Raytheon is without merit and so expects to prevail in court.
Raytheon has not yet received a copy of the suit.

"The claim appears to be nothing more than a ploy to keep
Raytheon from exercising its rights as one of WGI's creditors,"
said Raytheon Senior Vice President and General Counsel Neal E.
Minahan. "Since WGI abandoned construction projects and declared
bankruptcy, Raytheon has stepped in to perform on guarantees it
made to customers before it sold its engineering and
construction business to WGI. The company's previously disclosed
estimate of liability represented by these guarantees and
guarantees with respect to other WGI projects is between $495
million and $825 million."

The advance payments that appear to form the basis of WGI's
complaint were fully disclosed to WGI and its lenders, bond
underwriters, financial, legal and accounting advisors. In fact,
WGI disclosed these payments and the proposed use of debt
proceeds to fund the work associated with these payments in its
own bond offering documents in June 2000. In addition, these
payments were fully factored into the purchase price at closing.

"Under these circumstances, one would have to question senior
executives, board of directors and financial advisors of WGI who
all said that WGI was adequately capitalized and financed to
purchase the business," Minahan added.

"We find it ironic that WGI is complaining about advance
payments, given that they received about $200 million in advance
payments on the two Sithe projects and walked off these projects
in March 2001, which was immediately before substantial payments
were due to vendors and subcontractors," said Minahan.

With respect to WGI's assertions that Raytheon grossly
understated the estimate of liabilities being assumed by WGI,
Minahan rejected this charge, noting "this was a heavily
negotiated transaction involving sophisticated parties with
sophisticated legal, financial and accounting advisors, and
exhaustive due diligence by WGI and its lenders and advisors
from September 1999 through the closing of the transaction in
July 2000. We believe, and will demonstrate in the bankruptcy
court, that WGI and its lenders and advisors were well aware of
the financial condition of the sold business."

With headquarters in Lexington, Mass., Raytheon Company is a
global technology leader in defense, government and commercial
electronics, and business and special mission aircraft.


WEIRTON STEEL: Posts $64.1 Million Net Loss In Second Quarter
-------------------------------------------------------------
Weirton Steel Corporation (NYSE: WS) reported a loss from
operations of $54.5 million for the second quarter of 2001.
Excluding an unusual non-cash item, the net loss for the second
quarter of 2001 was $64.1 million, or $1.54 per diluted share.
This compares with net income of $0.5 million, or $0.01 per
diluted share, for the same period in 2000. During the second
quarter of 2001, a non-cash charge of $153.8 million was
recorded to fully reserve Weirton's deferred tax assets. It was
determined that the cumulative financial losses had reached the
point that fully reserving the deferred tax assets was required.
Including this item, Weirton's net loss for the second quarter
was $217.8 million, or $5.24 per diluted share. Net sales in the
second quarter of 2001 were $240.2 million on shipments of
575,400 tons, compared to $304.8 million on 653,400 tons of
shipments for the same period in 2000.

The Company's net loss for the first half of 2001 was $293.1
million, or $7.05 per diluted share, which included a non-cash
charge of $153.8 million to fully reserve the deferred tax
assets, a restructuring charge of $12.3 million associated with
an involuntary reduction program for exempt employees and the
write-off of the Company's remaining interests in certain joint
ventures totaling $18.1 million. Excluding the effects of these
items, the Company's net loss for the first half of 2001 was
$108.9 million, or $2.62 per diluted share. Last year's first
six months resulted in net income of $1.2 million, or $0.03 per
diluted share. Net sales for the first half of 2001 were $492.3
million on shipments of 1,162,500 tons compared to $634.6
million on shipments of 1,393,800 tons for the same period last
year.

Results for the second quarter of 2001 were adversely affected
by lower realized selling prices for sheet products, lower
overall shipments and higher operating costs principally related
to employee benefit costs and the impact of lower operating
levels.

Commenting on the outlook John Walker, chief executive officer
said, "We are encouraged that the higher order rates we are
currently experiencing will result in improved performance for
the third quarter."

Total liquidity at June 30, 2001 was $55.4 million compared to
$105.4 million at March 31, 2001. "Maintaining a level of
liquidity sufficient to meet operating needs in this market has
been our main focus," added Walker. During the second quarter,
the Company borrowed an additional $23.0 million under its
working capital facilities.


WINSTAR COMM.: Seeks Approval Of WIMS Asset Purchase Agreement
--------------------------------------------------------------
Winstar Communications, Inc. seeks entry of an order for:

      a) Approval of the Asset Purchase Agreement between the
Winstar New Media and Winstar Interactive Media Sales (WIMS) as
sellers and Interep Interactive, Inc. as purchaser

      b) authorize the sale of certain assets of WIMS free and
clear of all liens, claims and encumbrances

      c) authorize WIMS to assume and assign certain executory
contracts

M. Blake Cleary, Esq., at Young Conway Stargatt & Taylor, of
Wilmington, Delaware, discloses the assets to be sold under the
Asset Purchase Agreement include most of WIMS active
representation agreements, receivables attributable to
advertising, certain tangible assets such as personal computers
and office equipment, as well as use of WIMS' trademarks, trade
names and URLs. In addition, the purchaser has agreed to employ
all of WIMS employees.

Under the agreement, Interep will pay the aggregate purchase
price of $1,000,000, terms of payment of which are:

      a) $250,000 payable in cash on the Closing Date, subject to
a reduction to extent pre-closing payables attributable to
Representation Agreements exist at closing;

      b) $250,000 is conditional payment on February 1, 2002. It
shall not be payable if the general and administrative expenses
incurred during the period from the Closing through December 31,
2001 are greater than the commission revenues net of a reserve
for uncollected accounts, and if the said revenues net of
reserve for uncollected accounts are less than 95% of the
projected commission revenues;

      c) an amount equal to 5% of Commission Revenues collected
by the Business during the two year period following the Closing
shall be payable by the Purchaser to the Sellers (revenue
override payments) quarterly within 45 days after the end of
each calendar quarter in which such revenues are collected. No
such amount is payable if expenses incurred during such quarter
are greater than the Commission Revenues during the same quarter
net of a reserve for uncollected accounts determined in
accordance with past experience of the Business and if the
aggregate of the Revenue Override Payments shall not exceed
$500,000.

Mr. Cleary states that, aside from the sale and payment
procedures, the Agreement also provides for the assumption and
assignment of executory contracts and an unexpired real property
lease. Under the Agreement, the Purchaser will perform the
assigned contracts and all pre-petition defaults arising from
the contracts and leases are to be paid by the Debtors
immediately after closing the sale. All post-petition defaults
will also be cured from the sale proceeds.

The Debtors conclude that the terms and conditions of the asset
purchase agreement are fair and reasonable and the asset sale in
the Debtors' best interest. Apart from Interep, other companies
approached for the purchase WIMS' assets include L90,
Kiplingers, Business.com, eUniverse.com, UCO.com and NewsEdge
but none except the Purchaser offered to buy some or all of
Interep's assets.

The Debtors believe that the approval of the sale represents the
Debtors' final opportunity to realize any value for the assets.
Mr. Cleary contends that WIMS has little value other than as a
going concern. That going concern value is derived from the
value of the representation agreements and WIMS' relationships
with its employees. Failure by the Debtors to consummate a sale
within the very near future will result in the destruction of
WIMS' going concern value. (Winstar Bankruptcy News, Issue No.
9; Bankruptcy Creditors' Service, Inc., 609/392-0900)


BOND PRICING: For the week of August 6 - 10, 2001
-------------------------------------------------
Following are indicated prices for selected issues:

Algoma Steel 12 3/8 '05              21 - 23(f)
Amresco 9 7/8 '05                    42 - 44(f)
Arch Communications 12 3/4 '05        1 - 3(f)
Asia Pulp & Paper 11 3/4 '05         24 - 26(f)
Chiquita 9 5/8 '04                   68 - 69(f)
Federal Mogul 7 1/2 '04              15 - 17
Friendly Ice Cream 10 1/2 '07        65 - 70
Globalstar 11 3/8 '04                 4 - 5(f)
Global Crossing 9 5/8 '08            72 - 74
Level III 9 1/8 '04                  54 - 58
Lucent 7 1/4 '06                     86 - 88
PSINet 11 '09                         5 - 7(f)
Revlon 8 5/8 '06                     52 - 55
Trump AC 11 1/4 '06                  71 - 73
Weirton Steel 10 3/4 '05             28 - 30
Westpoint Stevens 7 3/4 '05          30 - 34
Xerox 5 1/4 '03                      82 - 84

                            *********

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
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