TCR_Public/010810.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Friday, August 10, 2001, Vol. 5, No. 156

                            Headlines

360NETWORKS: McLeodUSA Seeks Relief From Stay To End Joint Pact
ADVANCED GAMING: Defaults On Long-Term Term Debt Obligation
AMF BOWLING: Retains Arthur Andersen as Accountants
AMF BOWLING: Kraegel Joins as VP & Chief Administrative Officer
ASSISTED LIVING: In Talks with Lenders To Restructure Debt

BIG V: Closing ShopRite Store in Wilkes-Barre, PA In September
BLUE ZONE: Shares Trade On OTCBB After Nasdaq Delisting
BRESEA RESOURCES: Submits Plan of Arrangement to Alberta Court
BRITISH SKY: S&P Rates $425 Million Credit Facility At BB+
BUILDNET INC.: Files Chapter 11 Petition In M.D. North Carolina

CFI MORTGAGE: Offering Shares as Payment for Services
CHARLES SCHWAB: Fitch Lowers Individual Rating To B/C From B
CHECKERS DRIVE-IN: Stockholders' Meeting Scheduled For Sept. 26
COEUR D'ALENE: Moody's Ratings On Convertible Debt Fall To C
COLUMBIA LABORATORIES: Reports Second Quarter Loss Of $4.4 Mil

COMDISCO INC.: Selling Leasing Business Assets
COMDISCO: SunGard Makes $775 Mil Bid For Availability Solutions
CONVERSE INC.: Continues Selling Remaining Assets
COVAD COMMUNICATIONS: Moody's Cuts Senior Unsecured Ratings To C
DANKA BUSINESS: Reports First Quarter Losses

EPIC RESORTS: Bondholders File Involuntary Chapter 7 Petition
EPIC RESORTS: Involuntary Chapter 7 Case Summary
EPIC RESORTS: Moody's Downgrades Senior Notes To Ca From Caa1
EUROWEB INTERNATIONAL: Discloses Second Quarter Losses
FINOVA GROUP: Equity Committee Taps Rosenthal Monhait As Counsel

FORTRESS GROUP: Agrees To Sell Las Vegas Subsidiary
GOLDEN STAR: Reports Second Quarter 2001 Losses
HOMELAND HOLDING: Revenues Fall By 13.5% In Second Quarter
ICG COMM.: Rejecting 18 Telecommunications Property Leases
IMPERIAL SUGAR: Delaware Court Confirms Chapter 11 Plan

MARINER: APS Settles With Customer Okeechobee For $500,000
NEWCOR INC.: EXX & David Segal Report 31.23% Equity Stake
OMNICARE HEALTH: S&P Assigns R Financial Strength Rating
PACIFIC GAS: Covanta QFs Move To Compel PPA Assumption/Rejection
PHAR-MOR INC.: Zahn Gives Final Notice of Need for Forms W-9

PICO MACOM: Plan Confirmation Hearing Set For August 22
RELIANCE GROUP: Removes Commonwealth Court Actions To E.D. Pa.
USA FLORAL: Court Sets Dates and Approves Asset Sale Procedures
VLASIC FOODS: Employs Robert Berger & Associates As Claims Agent
WINSTAR COMM.: Hires Willkie Farr As Special Regulatory Counsel

BOOK REVIEW: MERGER: The Exclusive Inside Story of the
              Bendix-Martin Marietta Takeover War

                            *********

360NETWORKS: McLeodUSA Seeks Relief From Stay To End Joint Pact
---------------------------------------------------------------
CapRock Telecommunications Corporation, a wholly owned
subsidiary of McLeodUSA Incorporated, and 360networks inc.
entered into a joint construction agreement for the
construction, installation and maintenance of a continuous four
conduit fiber optic telecommunications system between El Paso,
Texas and Austin, Texas in January 2000.

According to Mark S. Indelicato, Esq., at Hahn & Hessen, in New
York, the Debtors were supposed to acquire interests in the
project:

      (a) one empty conduit;

      (b) a 50% in the conduit designated as a "maintenance
          conduit"; and

      (c) 50% of the total number of fibers pulled through a
          joint conduit.

But before the Debtors would be entitled to any title or
interest in the project, the project must first be completed and
the Debtors should have paid all of its obligations.

Under the Joint Construction Agreement, McLeodUSA serves as the
"Developer" of the Project. This puts McLeodUSA in-charge of
overseeing the design, engineering, construction and
installation of the project. In accordance with these
responsibilities, Mr. Indelicato relates, McLeodUSA acquired the
necessary rights-of-way on which the Project is to be installed
and contracted with various engineers, contractors and
technicians to design and install the project.

Although McLeodUSA functions as the Developer, Mr. Indelicato
says, McLeodUSA and the Debtors agreed to split the costs of the
project evenly between them. Under the Joint Construction
Agreement, Mr. Indelicato explains, McLeodUSA is required to
submit to the Debtors quarterly statements of the projected
costs over the next quarter along with an accompanying invoice
for the Debtors' 50% share of those costs. Likewise, Mr.
Indelicato notes, the Debtors are responsible for paying each
invoice by wire transfer within 5 business days of its receipt.
If the Debtors fail to pay its share within 30 days of receiving
written notice from McLeodUSA, Mr. Indelicato says, the Debtors
will be considered as in default under the Joint Construction
Agreement. In such an event, Mr. Indelicato explains, McLeodUSA
would have the right, inter alia, to demand that the Debtor
provide adequate assurance of its ability to fulfill its
obligations under the Joint Construction Agreement. But if the
Debtors fail to provide such assurance, Mr. Indelicato adds,
then McLeodUSA would be entitled to terminate the Joint
Construction Agreement.

Last October 30, 2000, Mr. Indelicato relates, McLeodUSA
submitted to the Debtors the projected costs for the 4th
calendar quarter of 2000 along with an invoice for the Debtors'
50% share of these costs. But the Debtors failed to pay the
invoice on time. McLeodUSA notified the Debtors several times
during the months of October, November and December 2000,
through e-mail and telephone calls that the 4th Quarter invoice
was past due. But the requests fell on deaf ears. After almost
three months of being ignored, McLeodUSA decided to hire an
outside counsel through which it made express written demand on
the Debtor for the immediate payment of the 4th Quarter Invoice.
The Debtors continued to respond in silence. On June 2001,
McLeodUSA wrote the Debtors to ask for adequate assurance.
Still, the Debtors kept silent.

As of Petition Date, Mr. Indelicato says, majority of the
project was constructed and installed. According to Mr.
Indelicato, the Debtors owe McLeod over $32,000,000 for their
share of the costs and expenses. This unpaid balance has
continued to grow since Petition Date, Mr. Indelicato adds.

Based on the schedule, the project is to be completed on or
before September 30, 2001. The project represents an important
component of McLeodUSA's overall telecommunications network, Mr.
Indelicato explains, because it not only expands McLeodUSA's
existing network by over 800 miles but also adds to McLeodUSA's
network several critical second and third tier target markets.
If this project is not completed on time, Mr. Indelicato says,
McLeodUSA will sustain severe and irreparable injury due to the
inability to derive any return from the large sum of money
invested in the project.

Mr. Indelicato notes that millions of dollars in costs and
expenses continue to accumulate as the construction and
installation of the project continues. Over the course of the
next month, McLeodUSA projects they will need about $29,000,000
for additional construction costs.

With the Debtors' failure to pay its obligations, Mr. Indelicato
notes that McLeodUSA is forced to shoulder the full costs and
expenses of the project. Mr. Indelicato argues that McLeodUSA
should not be compelled to continue to function and perform
under these conditions.

McLeodUSA asks Judge Gropper to modify the automatic stay in
order to allow them to terminate the Joint Construction
Agreement and explore other possible alternatives for meeting
the substantial financial obligations required to complete the
project. Mr. Indelicato asserts that McLeodUSA's interests are
not being adequately protected. If the Court will not grant this
motion, Mr. Indelicato says, McLeodUSA will be forced to
continue financing the Debtors' substantial and ongoing monetary
defaults without any meaningful form of protection.

In the alternative, McLeodUSA asks Judge Gropper to compel the
Debtors to assume or reject the Joint Construction Agreement
immediately or within no more than 20 days. (360 Bankruptcy
News, Issue No. 5; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


ADVANCED GAMING: Defaults On Long-Term Term Debt Obligation
-----------------------------------------------------------
Advanced Gaming Technology, Inc. has sustained substantial
operating losses in recent years. In addition, the Company has
used substantial amounts of working capital in its operations.
Subsequent to June 30, 2001 the company defaulted on its long
term debt obligation.

The Company incurred a net loss for the quarter ended June 30,
2001 of $115,816 compared to a loss of $113,076 in the same
quarter of 2000. The net loss for the six months ended June 30,
2001 was $182,324 compared to a loss of $228,206 for the same
period in 2000.

Advanced Gaming Technology completed a Chapter 11 bankruptcy
reorganization in the third quarter of 1999. Since that time the
company has focused efforts on placement of the existing
electronic bingo systems. These efforts have proven to be a
challenge as the marketplace is very competitive and most
distributors are aligned with one or more of these competitors.
To further complicate these efforts the Max Lite handheld unit
has not been well received. It is near the end of its useful
life cycle. Placements with certain distributors have been
unsuccessful as customer acceptance of the product is low.
Revenue from bingo systems is expected to be limited during the
remainder of 2001.

In January of 2000 the Company formed the Internet travel
provider TravelSwitch.com. This venture accepts room
reservations for the Las Vegas market at
http://www.777LasVegas.comvia the Internet.  The venture also
handles all forms of retail travel.  Advanced Gaming Technology
holds a 22% interest in TravelSwitch.

Online commerce has experienced difficulties during the past
twelve months. The online travel market is also extremely
competitive. Many of these competitiors have far greater
resources than TravelSwitch. Due to the immediate cash needs of
the Company, AGT is considering all options related to this
investment including sale of the entire interest.

The Company was named in a patent infringement action during
June of 2001. Although the Company believes the claims to be
unfounded, the outcome of this action could delay or prevent the
introduction of AGT's new bingo product, Firecracker Bingo.

All of the items discussed above indicate that revenue and cash
for operations will be minimal during the second half of 2001.
The Company indicates it will consider all options to generate
cash for operations including sale of some or all assets of the
Company.


AMF BOWLING: Retains Arthur Andersen as Accountants
---------------------------------------------------
AMF Bowling Worldwide, Inc. asks Judge Tice to allow them to
employ Arthur Andersen LLP as their auditors, tax, accounting
and restructuring advisors.

Stephen E. Hare, AMF Executive Vice President and Chief
Financial Officer, explains they chose Arthur Andersen because
of the firm's extensive knowledge of their financial and tax
information.  According to Mr. Hare, Andersen acted as the
Debtors' auditors, accounting, tax and restructuring advisors
prior to the Petition Date.  In addition, Mr. Hare notes, that
Andersen has had extensive experience in reorganization
proceedings and the firm enjoys an excellent reputation for
services, which it has rendered in large and complex chapter 11
proceedings.

Mr. Hare also explains that they need Andersen's professional
services immediately in order to be able to complete their
preparation of a plan of reorganization and disclosure
statement.

The services that Andersen will render include:

     (a) attest and audit services;

     (b) rendering tax return preparation and other compliance
         tax and tax consulting services;

     (c) rendering accounting assistance in connection with
         reports required by the Court;

     (d) analyzing cash or other projections and submissions to
         the Court of reports and statements of receipts,
         disbursements and indebtedness;

     (e) assisting the Debtors with the preparation of a business
         plan;

     (f) assisting with the preparation for Debtors' negotiations
         with lending institutions and creditors;

     (g) assisting Debtors' legal counsel with the analysis and
         revision of the Debtors' plan or plans of
         reorganization;

     (h) consulting with the Debtors' management and legal
         counsel in connection with other business matters
         relating to the activities of the Debtors;

     (i) analyzing the Debtors' liquidation analysis;

     (j) providing expert testimony as required;

     (k) working with accountants and other financial consultants
         for committees and other creditor groups;

     (l) assisting the Debtors with the preparation of the
         Schedules of Assets and Liabilities and the Statements
         of Financial Affairs;

     (m) assisting with analysis of sales of various assets of
         Debtors, if any; and

     (n) assisting with such other matters as management and
         Arthur Andersen may agree to from time-to-time.

Mr. Hare discloses that they have a Tax Services Agreement with
Andersen dated July 1999, where Andersen agrees to provide tax
outsourcing services for the years 1998, 1999, and 2000.  The
terms of the Agreement extend through December 31, 2001.  The
fees estimated for the tax year ending December 31, 2001 total
$222,000.  As of June 1, 2001, the Debtors had paid $85,000 of
the estimated fees.

Arthur Andersen is also providing restructuring services under
the Restructuring Services Agreement dated September 2000, Mr.
Hare adds.  The Debtors have paid a $100,000 retainer that is to
be held until the conclusion of the engagement and applied
against any remaining invoices.

Under the Quarterly Services Agreement dated April 2001,
Andersen provides reviews of quarterly financial information to
be included in the reports to be filed on behalf of the Debtors
with the Securities and Exchange Commission for the year ending
December 31, 2001.  Andersen estimates fees totaling $25,000 to
$35,000 per quarter Post-petition based on discounted fees.  The
Debtors have already provided Andersen with a $20,000 retainer
and have paid the fees for the first quarterly services, which
were completed on March 31, 2001.

Also, Andersen audits the financial statements and supplemental
schedules of the Employee Stock Ownership Plan (the ESOP)
pursuant to the ESOP Agreement dated October 2000.  The Debtors
have paid Andersen a $25,000 retainer, of which $15,500 is
unapplied.

Richard C. McCullough Jr., a partner in Arthur Andersen, says
they provide a monthly invoice covering services rendered and
expenses incurred during the preceding month for each type of
work performed.  Mr. McCullough adds Andersen will seek
compensation as allowed under the Administrative Order
Establishing Procedures for Interim Compensation and
Reimbursement of Expenses of Professionals that may be approved
by the Court.

Mr. McCullough says Andersen will charge the Debtors their
professional fees based on their hourly rate schedule.  The
customary hourly rates are:

              Partners/Principals           $425 - 600
              Managers/Directors            $310 - 525
              Senior Consultants            $180 - 495
              Staff/Paraprofessionals       $ 90 - 250

Mr. McCullough advises the Court that Andersen's hourly rates
usually changes from time to time, and they also have certain
specialized tax and accounting professionals that have hourly
rates in excess of $600.

Within the one-year period prior to Petition Date, Mr.
McCullough discloses that Andersen received compensation of
$1,500,000 from the Debtors and non-Debtor affiliates related to
services provided.

Mr. McCullough assures the Court that Arthur Andersen is a
"disinterested person" as defined in the Bankruptcy Code.  Mr.
McCullough insists that Andersen does not have or represent any
interest materially adverse to the interest of the Debtors, or
of any class of creditors or equity security holders of the
Debtors.

                       U.S. Trustee Objects

W. Clarkson McDow, Jr., the U.S. Trustee for Region Four, asks
the Court to disapprove the retention of Arthur Andersen under
the terms proposed in the Debtors' application.  In the
alternative, the US Trustee appeals that Andersen's retention be
conditioned on Andersen's striking the indemnification
provisions of their engagement letters and otherwise agreeing
not to seek indemnification against the Debtors.

Mr. McDow relates that the terms of employment are set forth in
the terms of four separate engagement letters identified as:

       (i) the Tax Services Agreement,

      (ii) the Restructuring Services Agreement,

     (iii) the Quarterly Services Agreement, and

      (iv) the ESOP Agreement.

Since there are four separate engagement letters covering the
services to be provided, Mr. McDow notes, there are also four
different indemnification provisions that would apply between
the Debtors and Andersen depending on which particular aspect of
professional work a claim was based.

Some provisions, Mr. McDow says, allow Andersen the potential to
escape the consequences of its own negligence.  Mr. McDow
reminds Judge Tice that the law frowns on contractual
arrangements holding persons harmless for the damages caused by
their negligence.

Mr. McDow summarizes his objections to the indemnification
agreements, thus:

     (1) The conditions of employment submitted to the court for
         approval are not presumptively reasonable.

     (2) Indemnification provisions are inherently inconsistent
         with the professional role of the accountant.

     (3) Indemnification provisions are especially inappropriate
         in court-supervised bankruptcy activities.

(AMF Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


AMF BOWLING: Kraegel Joins as VP & Chief Administrative Officer
---------------------------------------------------------------
AMF Bowling (OTC Bulletin Board: AMBW.OB) announced that
Frederick Kraegel will join the company as Senior Vice President
and Chief Administrative Officer, effective August 13, 2001.

Kraegel has extensive experience as a senior financial and
administrative executive. He is currently President of ARIEL,
Inc., the successor company to Acme Markets of Virginia.
Formerly, Kraegel was a partner at Peat Marwick Mitchell & Co.
(now KPMG LLP), and from 1991 through 1997, served as Senior
Vice President and Chief Financial Officer of Best Products Co.
in Richmond.

AMF also said that Stephen Hare, the Company's current Chief
Financial Officer, has resigned, effective August 31, 2001, to
accept a position at another public company in the Richmond
area. Chris Caesar, AMF Vice President and Treasurer, has been
promoted to be the Company's new Chief Financial Officer,
reporting to Kraegel.

"We are very fortunate to have Fred Kraegel join AMF at this
time," said Roland Smith, AMF President and Chief Executive
Officer. "Between his corporate restructuring experience and his
track record as a seasoned senior executive, Fred should be able
to make an immediate and significant contribution to the AMF
team and help us expedite a successful outcome to our Chapter 11
case. We also have considerable talent on our financial team.
Chris Caesar has worked closely with Steve Hare over the past
year and is very capable and well prepared to help AMF achieve
its financial and operational objectives. I am confident that
our ongoing work on the reorganization process and day-to-day
business operations will continue without disruption."

"At the same time, we appreciate Steve's many contributions to
AMF during his tenure at the company and wish him every success
in his new endeavor," added Smith. "Having witnessed first hand
the many hours and miles that Steve has logged over the past
year as we worked to restructure our debt and develop a new
capital structure for AMF, I recognize his desire to move on to
new challenges at this time. All of us at AMF thank him for his
service to the Company."

As the largest bowling company in the world, AMF owns and
operates 517 bowling centers worldwide, with 399 centers in the
U.S. and 118 centers in ten other countries. AMF is also a world
leader in the manufacturing and marketing of bowling products.
In addition, the company manufactures and sells the PlayMaster,
Highland and Renaissance brands of billiards tables. Additional
information about AMF is available on the Internet at
http://www.amf.com


ASSISTED LIVING: In Talks with Lenders To Restructure Debt
----------------------------------------------------------
Assisted Living Concepts, Inc. (AMEX:ALF), a national provider
of assisted living services, announced its financial results for
the quarter and six months ended June 30, 2001, its continued
negotiations with certain of its two series of subordinated
convertible debenture holders and the expiration of
shareholders' rights under the Rights Agreement.

For the quarter ended June 30, 2001, the Company incurred a net
loss of $4.6 million, or $0.27 per basic and diluted share,
on revenue of $37.4 million as compared to a net loss of $3.8
million, or $0.22 per basic and diluted share, on revenue of
$34.1 million for the quarter ended June 30, 2000.

The Company recorded operating income of $255,000 for the June
2001 Quarter as compared to a net operating income of $434,000
for the June 2000 Quarter. Operating results for the June 2001
Quarter included $1.1  million of costs relating to debt and
lease restructuring activities.

For the six months ended June 30, 2001 (the "June 2001 YTD
Period") the Company incurred a net loss of $8.8 million, or
$0.51 per basic and diluted share, on revenue of $74.2 million
as compared to a net loss of $7.6 million, or $0.44 per basic
and diluted share, on revenue of $67.3 million for the six
months ended June 30, 2000 (the "June 2000 YTD Period").

The Company recorded operating income for the June 2001 YTD
Period of $280,000 as compared to a operating income of $462,000
for the June 2000 YTD Period. Operating results for the June
2001 YTD Period included $1.4 million of costs relating to debt
and lease restructuring activities.

As of June 30, 2001, the Company operated 185 assisted living
residences, having an average occupancy rate of 84.2%. For the
June 2001 Quarter, the average monthly rental rate was $2,056
per unit.

The Company's Quarterly Report on Form 10-Q includes a
discussion of the Company's potential restructure of its two
series of convertible subordinated debentures, certain of its
under-performing leases and the potential conveyance of certain
under-performing properties subject to mortgages in full
satisfaction of the debt due. On July 2, 2001, the Company
announced that a committee of the holders of 64% in principal
amount of the Debentures had not accepted a proposal concerning
a restructuring of the Debentures that the Company had made on
April 12, 2001, nor had the Committee proposed a counteroffer.
Since that date, the Company has continued its negotiations with
certain members of the Committee. The Company believes that
these negotiations will lead to a consensual restructuring of
the Debentures, which will result in a significant reduction in
principal amount of the Debentures and a substantial dilution,
or elimination of, the Company's existing common stock
ownership. However, no agreement is currently in place and there
can be no assurance that the Company will reach an agreement
with the Debenture holders, lenders and lessors on a consensual
restructuring of these obligations. The Form 10-Q also includes
information regarding the Company's liquidity.

On July 26, 2001, the Company modified and amended its Rights
Agreement by changing the expiration date from June 12, 2007 to
July 26, 2001. As a result of this amendment, the preferred
share purchase rights granted under the Rights Agreement also
expired on July 26, 2001.

Assisted Living Concepts, Inc. owns, leases and operates 185
assisted living residences for older adults who need help with
the activities of daily living, such as bathing and dressing. In
addition to housing, the Company provides personal care, support
services, and nursing services according to the individual needs
of its residents, as permitted by state law. This combination of
housing and services provides a cost efficient alternative and
provides an independent lifestyle for individuals who do not
require the broader array of medical and health services
provided by nursing facilities. The Company currently has
operations in Oregon, Washington, Idaho, Nebraska, Iowa,
Arizona, Texas, New Jersey, Ohio, Pennsylvania, Indiana,
Louisiana, Florida, Michigan, Georgia, and South Carolina.


BIG V: Closing ShopRite Store in Wilkes-Barre, PA In September
--------------------------------------------------------------
Big V Supermarkets, Inc. announced that it plans to close its
80,000 square foot ShopRite store located at 675 Kidder Street
in Wilkes-Barre, Pennsylvania.

The closing is expected to occur in mid-September, following an
orderly shutdown of operations.

Big V noted that, since opening earlier this year, the Wilkes-
Barre store has been a significant drain on its weekly cash
flow, with no apparent prospects for a quick turnaround. In
addition, because the store is located outside of the company's
core markets, it would continue to divert valuable managerial
and financial resources at a time when the company is focusing
squarely on strengthening its core business. The closure of the
store is expected to increase the company's cash flow
substantially.

"After careful analysis, it was evident that our Wilkes-Barre
store would require a long-term commitment at a time when we
have other, more pressing short-term priorities," said Jim
Toopes, President and CEO of Big V Supermarkets. "This was an
exceptionally tough decision, but we believe, the responsible
thing to do in difficult circumstances. Our priority, as we work
to implement a major restructuring plan, is to continue to
reduce costs significantly, enhance cash flow and otherwise
strengthen our business."

"We sincerely regret the inconvenience for our customers and the
loss of jobs that will result from the closing. The Wilkes-Barre
store's management and associates have given 110% and an
outstanding effort to get the store up and running. However, the
store's performance has been below expectations. We intend to
work closely with community leaders, provide outplacement
information and try to minimize the economic and social impact
of the store closing on the associates and community," Toopes
concluded.

Big V opened the store in Wilkes-Barre in February 2001 as part
of a strategy to enter the Wyomissing Valley market with four
stores. However, due to financial constraints resulting in part
from its chapter 11 filing in November 2000, the company was
unable to move forward with plans to open additional stores in
the region. Moreover, due to a legal dispute with its current
supplier, Big V received limited financial support for the new
store. Big V said it currently has no plans to close any other
stores and noted that its newest store, an 80,000 sq. ft.
replacement store in Vails Gate, New York, has been exceeding
the company's expectations.

Based in Florida, N.Y., privately held Big V Supermarkets, Inc.
owns and operates 32 supermarkets in New York, New Jersey and
Pennsylvania. Big V is the market share leader in the Hudson
Valley region of New York and also has a significant market
presence in the Trenton, New Jersey area. Big V has expanded or
remodeled a significant number of its existing stores over the
past five years.


BLUE ZONE: Shares Trade On OTCBB After Nasdaq Delisting
-------------------------------------------------------
Blue Zone, Inc. (Nasdaq: BLZN), the content management and
convergence publishing company, announced that it had received a
final determination of the Nasdaq Listing Qualifications Panel.

The Company had filed an appeal of an earlier Staff
Determination and presented its plan for continued inclusion on
the Nasdaq SmallCap Market to the Panel on June 28, 2001. The
Panel has, however, decided that Blue Zone's common stock will
no longer be traded on the Nasdaq SmallCap Market effective with
the open of business on August 8, 2001. The Company's securities
can now be found on the OTC Bulletin Board under the symbol
BLZN.

The Panel based its decision to delist Blue Zone's securities on
the Company's failure to maintain a minimum bid price of $1 per
share and to satisfy the $2 million net tangible assets
requirement. Blue Zone expects that the move from Nasdaq to the
OTC Bulletin Board will have no impact on its day- to-day
operations.

                      About Blue Zone

Blue Zone makes you interactive. A leading developer of
convergence applications, Blue Zone has delivered solutions for
interactivity for more than ten years. The company's MediaBZ(TM)
software is the definitive content management and convergence
publishing solution, enabling you to efficiently aggregate,
create, manage and cross-publish interactive content to multiple
platforms from a user-friendly, browser-based interface. Blue
Zone's clients - including Canada's number-one news organization
CTV - use MediaBZ to unite and enhance video, audio, Web and
print content, together with interactive elements such as links,
quizzes, polls, message boards, advertising and e- commerce -
delivering deep, rich content. With MediaBZ, content is authored
once and published simultaneously to the Web, personal digital
assistants (PDA's), traditional television, interactive
television on multiple middleware platforms, cell phones and
other Web-enabled devices.  Convergence is here.(TM)
http://www.bluezone.net


BRESEA RESOURCES: Submits Plan of Arrangement to Alberta Court
--------------------------------------------------------------
NOTICE TO THE CREDITORS OF BRESEA RESOURCES LTD.:

      NOTICE IS HEREBY GIVEN pursuant to an Order of the Court of
Queen's bench of Alberta (the "Court") dated July 24, 2001 (the
"Interim Order") that Bresea Resources Ltd. ("Bresea") has on
July 24, 2001 filed with the court a Petition requesting the
Court's approval of a Plan of Arrangement made pursuant to the
Canada Business Corporations Act, R.S. 1985, c. C-44, as amended
(the "CBCA").

      NOTICE IS ALSO HEREBY GIVEN to Affected Creditors pursuant
to the Interim Order of a meeting (the "Creditors' Meeting") to
be held at 4:00 p.m. (PST) on August 23, 2001 at 1000 Cathedral
Place, 925 West Georgia Street, Vancouver, British Columbia for
the purpose of passing a resolution to approve the Plan of
Arrangement and to transact such other business as may properly
come before the Creditors' Meeting or any adjournments thereof.

      The Interim Order directs Bresea to solicit claims from all
creditors of Bresea for the purpose of determining the claims
which will participate in voting on Bresea's Plan of
Arrangement.  Any party having a claim against Bresea is
required to file a Proof of Claim with Bresea in a prescribed
form in order to participate in any voting on the Plan of
Arrangement.

      A claims Bar Date of 4:00 p.m. (PST) on August 21, 2001,
has been set.  All claims received by Bresea after the Claims'
Bar Date will be forever extinguished, barred and will not
participate in any voting on the Plan of Arrangement, subject to
further order of the Court.  All claims of any nature, including
unsecured, secured and contingent or unliquidated, against
Bresea must be made on or before the Claims' Bar Date.

All claims must be made in the prescribed "Proof of Claim" form
together with the required supporting documentation and be
received by Bresea on or before the Claims' Bar Date, at Bresea,
at 1620-400 Burrard Street, Vancouver, B.C., V6R 4J4, Canada.
The prescribed "Proof of Claim" form can be obtained by calling
Bresea at (604) 408-8538 or (604) 683-5767.

Dated August 1, 2001         Bresea Resources Ltd.
                              Per: Roy Zanatta
                              Secretary, Bresea Resources Ltd.


BRITISH SKY: S&P Rates $425 Million Credit Facility At BB+
----------------------------------------------------------
Standard & Poor's has assigned its double-'B'-plus rating to
U.K.-based pay-TV provider British Sky Broadcasting Group PLC's
(BSkyB's) EUR300 million ($425 million) revolving credit
facility, maturing in 2004. At the same time, the double-'B'-
plus long-term corporate credit and senior unsecured debt
ratings on BSkyB were affirmed. The outlook is negative.

The bank loan rating is rated the same as BSkyB's corporate
credit ratings and the company's existing debt issues,
reflecting the facility's structure and the enforceability of
the guarantee under a default scenario. In common with existing
debt, the new facility is guaranteed, jointly and severally, by
BSkyB's subsidiaries, Sky Subscriber Services Ltd. and British
Sky Broadcasting Ltd.

BSkyB's corporate credit ratings reflect its weak financial
ratios and continued negative cash flow, balanced by its market
position as the largest pay-TV program provider in the U.K.
BSkyB's financial position should significantly improve as it
eliminates expenses relating to analog operations now that the
subscriber base is fully digital. The heavy financial burden due
to steep subscriber recruitment subsidies should also reduce as
the customer base matures. BSkyB reported improved operating
results during the fourth quarter and fiscal year ending June
30, 2001. Operating profits before goodwill and exceptional
items increased to EUR160 million in fiscal 2001 compared with
EUR85 million in 2000.

Nevertheless, improved results were offset by continued
operating losses in Sky Interactive (Open), BSkyB's interactive
service division; proportional consolidation of EUR116 million
of losses at 22%-owned KirchPayTV; and regulatory uncertainty
surrounding wholesale programming contracts.

BSkyB increased its U.K. direct-to-home (DTH) subscriber base to
5.45 million during the fiscal fourth quarter ending June 30,
2001--an increase of about 150,000 from the previous quarter.
Average annual revenue per user also increased to EUR313,
boosted by interactive service revenues and a price increase,
while churn remained low at 10%. DTH growth was affected
modestly by declines in wholesale revenue due to fewer cable
subscribers, and a tougher market for advertising sales. The
U.K. pay-TV market remains highly competitive due to maturing
cable operators and ITVDigital, although BSkyB's early digital
rollout capitalizes on the company's wealth of programming
content.

Over time, BSkyB hopes to grow subscription and interactive
revenues. Revenues for the year rose by about 25% to EUR2.3
billion, although after noncash items BSkyB made a loss before
interest and tax of EUR382 million. Gross debt increased by
EUR224 million to EUR1.8 billion. BSkyB has adequate liquidity,
with EUR224 million in cash available at fiscal year-end 2001.

                    Outlook: Negative

BSkyB's financial profile remains weak for the rating category.
To maintain its current ratings, BSkyB will need to reduce cash
outflows and continue to deliver improvements in operating
profitability, while meeting growth objectives.


BUILDNET INC.: Files Chapter 11 Petition In M.D. North Carolina
---------------------------------------------------------------
BuildNet, Inc., along with six of its subsidiaries, has filed a
petition for relief under Chapter 11 of the Bankruptcy Code in
the United States Bankruptcy Court for the Middle District of
North Carolina.

BuildNet's wholly owned subsidiary, NxTrend, based in Colorado
Springs, was not included in the filing.

BuildNet's petition for relief under Chapter 11 comes after
Golden, Colorado-based HomeSphere rescinded its offer to merge
with BuildNet, after BuildNet failed to reach agreement with its
creditors.

BuildNet has been severely impacted by a difficult capital
market, and by debt incurred through BuildNet's roll-up of its
constituent companies. BuildNet believes that the protections
offered by Chapter 11 are necessary to protect the value of the
company.


CFI MORTGAGE: Offering Shares as Payment for Services
-----------------------------------------------------
CFI Mortgage, Inc. is offering 2,214,117 shares of its common
stock as compensation for services rendered or to be rendered
and not compensated in cash. The common stock will be issued to
the intended recipients upon the effective date of the Company's
recent registration with the SEC.  The common stock is not being
offered under a plan.

The following persons are participating in the distribution made
under the registration statement:

                            Number      Nature of
Name                       of shares   Services
----                       ---------   ---------
Kevin C. Gleason           100,000     legal services
James T. Kowalczyk (1)     640,625     business consulting
Philip McKeaney, Jr.       100,000     computer software
   (Clones American                       consulting
    Corporation)
William Stemple            545,750     telemarketing consulting
   (Marketing Consultants,
    Inc.)
Patricia Taylor            150,000     mortgage operations
   (New Directions                      consulting
    Consulting Services,
    Inc.)
Rodger W. Stubbs           450,000     business consulting
Richard A. Price           161,742     investigative services
Robert Scarpetta            20,500     employee
Ken Reilly                  20,500     employee
Barry Elkin                 25,000     employee

Each of these participating persons has provided or will provide
bona fide services to the Company in payment for the shares and
are believed to be within the term "employee" as defined for
purposes of Form S-8.  The shares will be treated as ordinary
income at the fair market value thereof on the date of receipt
under the Internal Revenue Code.


CHARLES SCHWAB: Fitch Lowers Individual Rating To B/C From B
------------------------------------------------------------
Fitch affirms The Charles Schwab Corporation's long-term debt
rating of 'A+', and short-term rating of 'F1'. The individual
rating for Schwab has been lowered to 'B/C' from 'B'. In
addition, Fitch affirms U.S. Trust Corporation's and U.S. Trust
Company of New York's long-term debt ratings of 'A+', short-term
ratings of 'F1' and individual ratings of 'B'. The long term
Rating Outlook for all entities remains Stable.

Fitch's affirmation and Stable Rating Outlook continues to
reflect Schwab's strong balance sheet, which maintains low
leverage, a sizable liquidity position and a moderate overall
risk profile. From a funding standpoint, Schwab's businesses
require moderate levels of capital to operate. Internal
funding sources, such as client cash balances and operating
earnings are used to support the bulk of its moderately
leveraged balance sheet. Historical contributions from past
profitability has driven up retained earnings and created a
sizeable liquidity position. Additionally, Schwab maintains low
levels of credit and market risk appetite, due specifically to
the nature of its businesses. Schwab's capital markets and
trading units transact significant volumes of intra-day
transactions, while overnight positions are minimal.
Furthermore, the firm's margin lending business maintains no
significant concentration and each position is conservatively
collateralized.

Despite these positive factors, Fitch has lowered the individual
rating of Schwab to 'B/C' from 'B' reflecting the company's
recent financial performance, which has been challenged by the
current downturn in the capital markets. Schwab's revenues are
highly dependent upon the volume and level of equity trading and
have compressed significantly, due to declines in customer
flows. Year-to-date, Schwab's asset management revenues,
generated from sizeable money market balances and mutual fund
transaction fees remain stable. Fitch's individual rating is an
indicator of a company's business and financial profile absent
any external support. It includes an assessment of company
profitability, balance sheet integrity, franchise, management,
operating environment, and prospects.


CHECKERS DRIVE-IN: Stockholders' Meeting Scheduled For Sept. 26
---------------------------------------------------------------
The Annual Meeting of Stockholders of Checkers Drive-In
Restaurants, Inc., a Delaware corporation, will be held at the
Tampa Westshore Marriott located at 1001 North Westshore
Boulevard, Tampa, Florida, on September 26, 2001 at 9:00 a.m.
Eastern Daylight Savings Time for the following purposes:

      (1) To elect four Directors to serve until the Annual
Meeting in 2004, until their successors are elected and
qualified or until their earlier resignation, removal from
office or death;

      (2) To ratify and approve a successor plan to the Company's
1991 Stock Option Plan: the 2001 Stock Option Plan;

      (3) To ratify and approve the appointment of KPMG LLP as
the Company's independent auditors for fiscal 2001; and

      (4) To transact such other business as may properly come
before the Meeting or any adjournment thereof.

Stockholders of record at the close of business on August 23,
2001 are entitled to receive notice of and to vote at the
Meeting.


COEUR D'ALENE: Moody's Ratings On Convertible Debt Fall To C
------------------------------------------------------------
Moody's Investors Service downgraded its ratings for Coeur
d'Alene Mines Corporation, completing the review it began on
June 29, 2001. The rating outlook remains negative. The ratings
downgraded are:

      * $24.1 million of 6% convertible subordinated debentures
        due 2002, to C from Caa2,

      * $66.3 million of 6.375% convertible subordinated
        debentures due 2004, to C from Caa2,

      * $14.6 million of 7.25% convertible subordinated
        debentures due 2005, to C from Caa2,

      * senior implied rating, to Caa3 from B3, and

      * unsecured issuer rating, to Caa3 from Caa1

The rating agency has noted the adverse impact of lower silver
and gold prices on the company's profits, cash flow, and
liquidity, Coeur d'Alene's high leverage even after its recently
completed debt exchange, and its lack of significant development
projects that might serve to reverse the company's losses.

The negative outlook reflects an expected continuation of Coeur
d'Alene's operating losses and cash burn, and the possibility
that further distressed exchanges or restructuring may be
necessary in the future. There are approximately $105 million of
debt securities affected, Moody's stated.

Coeur d'Alene Mines Corporation, headquartered in Coeur d'Alene,
Idaho, produces silver and gold from mines located in Nevada,
Idaho, and Chile.


COLUMBIA LABORATORIES: Reports Second Quarter Loss Of $4.4 Mil
--------------------------------------------------------------
Columbia Laboratories (AMEX:COB) reported a loss for the three
months ended June 30, 2001 of $4,430,124, or $.14 per share, on
sales of $427,554. Excluding a one-time restructuring charge of
$1 million, the net loss for the quarter would have been
$3,430,124 or $.11 per share. The loss in the comparable 2000
period was $1,176,080, or $.04 per share, on sales of
$2,716,025.

The second quarter 2001 results included a one-time charge of $1
million to record the estimated costs of downsizing and
restructuring the Company's presence outside the United States.
The 2000 results included a one-time charge of $285,000 for the
costs of closing the Company's corporate offices in Florida,
which was completed in August 2000. The 2001 second quarter
revenues contained no Crinone sales, which were halted in March
2001 pending the resolution of a viscosity problem associated
with the gel. The Company has manufactured new product under a
re-validation protocol and expects to release a new supply of
product to our licensee by the end of August.

For the six-month period ended June 30, 2001, the net loss was
$8,249,053 or $.27 per share on net sales of $1,275,369.
Excluding one-time charges for corporate restructuring ($1.0
million) and for a product recall ($1.5 million), the net loss
for the six months would have been $5,749,053 or $.19 per share.
The loss in the comparable 2000 period was $2,537,776 or $.09
per share on net sales of $5,705,955.

The six month 2001 results included, in addition to the one-time
restructuring expense recorded in the 2001second quarter, a one-
time $1.5 million charge for estimated out-of pocket expenses
associated with the recall of Crinone.

On July 23, 2001, Columbia completed a $3,000,000 financing with
Ridgeway Investment Limited, a private institutional investor.

Columbia Laboratories, Inc. is a U.S.-based international
pharmaceutical company dedicated to research and development of
women's health care and endocrinology products, including those
intended to treat infertility, dysmenorrhea, endometriosis and
hormonal deficiencies. Columbia is also developing hormonal
products for men and a buccal delivery system for peptides.
Columbia's products primarily utilize the company's patented
bioadhesive delivery technology.


COMDISCO INC.: Selling Leasing Business Assets
----------------------------------------------
Comdisco, Inc.'s leasing business has over 20,000 customer
contracts, easily making it the company's largest business unit.
The business provides leasing, asset management, remarketing and
refurbishment services throughout the United States, European
and Pacific Rim. The Leasing Business is divided in six primary
business segments, an IT leasing and five vertical markets:

           (i) electronics leasing;
          (ii) laboratory and scientific leasing;
         (iii) healthcare leasing;
          (iv) manufacturing leasing; and
           (v) telecommunications leasing.

About four months ago, the Debtors began a strategic review of
each of their operations and they have decided to explore the
opportunities to sell the Company as a whole. But interested
bidders have only submitted proposals for parts of the Company,
not the whole. As a result, the Debtors are now determined to
further explore these expressions of interest for the
Availability Solutions Business and the Leasing Business,
separately. Still with the help of the investment banker,
Goldman Sachs & Co., and their management consultant, McKinsey &
Company, Inc., the Debtors continued their extensive marketing
efforts.

By motion, the Debtors seek the Court's authority to sell its
Leasing Business free and clear of liens, claims, encumbrances,
or interests. (Comdisco Bankruptcy News, Issue No. 3; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


COMDISCO: SunGard Makes $775 Mil Bid For Availability Solutions
---------------------------------------------------------------
SunGard (NYSE:SDS) announced that it filed an objection to the
bidding procedures proposed by Comdisco, Inc. and Hewlett-
Packard Co. in Comdisco's Chapter 11 bankruptcy proceedings
currently pending in the United States Bankruptcy Court for the
Northern District of Illinois in Chicago.

SunGard's principal purpose is to make the bidding procedures
fairer to SunGard and other potential bidders. In the Bankruptcy
Court filing, SunGard affirmed that it submitted a bid to
purchase the Availability Solutions business of Comdisco for
$775 million in cash (subject to customary conditions).
The assets included in the SunGard bid are the domestic and
certain international operations of Comdisco's continuity
services business, professional services organization and Web-
hosting business.

"In today's economy, 24/7 availability of information systems is
critical to business success. This trend has driven the business
continuity industry to expand into the broader market for high-
availability infrastructure and application service provision
(ASP). The addition of Comdisco's business continuity assets
would significantly enhance SunGard's ability to meet the needs
of our combined client base," commented James L. Mann, chairman
and chief executive officer.

SunGard Business Continuity and Internet Services has been
providing business continuity services for more than 20 years
and supports the full business continuity paradigm, ranging from
planning to managing and protecting information assets,
including high-availability infrastructure and comprehensive
network management services.

"With almost $600 million in cash, no long-term debt and strong
cash flow, SunGard has enormous financial strength and
flexibility. SunGard also has the managerial strength and
operational ability to achieve significant efficiencies in the
combined businesses of SunGard and Comdisco. At the right price,
this would be a wonderful acquisition for SunGard and for
Comdisco's clients and creditors," added Mr. Mann.

The previously announced agreement by Comdisco to sell its
Availability Solutions unit to Hewlett-Packard for $610 million
remains subject to higher and better offers. SunGard's bid and
other qualified bids will be considered and, if deemed
complementary or superior, would be accepted by Comdisco and
approved by the Bankruptcy Court.

                        About SunGard

SunGard (NYSE:SDS) is a global leader in integrated IT solutions
and eProcessing for financial services. SunGard is also the
pioneer and a leading provider of high-availability
infrastructure for business continuity.

With annual revenues in excess of $1 billion, SunGard serves
more than 20,000 clients in over 50 countries, including 47 of
the world's 50 largest financial services institutions. Visit
SunGard at http://www.sungard.com


CONVERSE INC.: Continues Selling Remaining Assets
-------------------------------------------------
Converse Inc., now known as CVEO Corporation, announced that it
continues to sell its remaining assets under the supervision of
the U.S. Bankruptcy Court in Delaware. No determination has been
made as to when a distribution will be made to unsecured
creditors or the amount thereof.

As previously disclosed, the Company does not expect any
distribution or payment to holders of common stock as a result
of the liquidation.


COVAD COMMUNICATIONS: Moody's Cuts Senior Unsecured Ratings To C
----------------------------------------------------------------
Moody's Investors Service downgraded the senior unsecured debt
ratings of Covad Communications Group, Inc. (Covad) to C from
Caa3. In addition, Moody's said that they lowered the senior
implied and issuer ratings to C from Caa3. Covad recently
announced its intention to file a pre-negotiated plan of
reorganization and voluntary petition to reorganize under
Chapter 11 of the US bankruptcy code.

The details are as follows:

Covad Communications Group, Inc.

    * Senior Unsecured Notes downgraded to C from Caa3:

      $425 million 12% Senior Notes due 2010

      $215 million 12.5% Senior Notes due 2009

      $211 million Senior Discount Notes due 2008

      $500 million Conv. Senior Notes due 2005

Approximately $1.4 billion of debt securities are affected.

Headquartered in Santa Clara, California, Covad is a national
broadband service provider of high-speed internet and network
access utilizing Digital Subscriber Line (DSL) technology.


DANKA BUSINESS: Reports First Quarter Losses
--------------------------------------------
Danka Business Systems PLC (Nasdaq:DANKY) announced its results
for the first quarter ended June 30, 2001.

The company reported an operating loss from continuing
operations before extraordinary items of $1.2 million for the
first quarter as compared to operating income from continuing
operations before extraordinary items of $15.3 million in the
first quarter of fiscal year 2001. The operating loss from
continuing operations in the current year includes a $6.0
million pre-tax charge related to the exit of certain
facilities. The prior year first quarter operating income from
continuing operations included an $8.2 million credit for the
reversal of fiscal year ended March 31, 1999 restructuring
charges. On a pro forma basis, excluding these items, operating
income from continuing operations was $4.8 million for the first
quarter of fiscal year ending March 31, 2002 compared to
operating income from continuing operations of $7.1 million in
the first quarter of fiscal year ended March 31, 2001. Pro forma
earnings before interest, taxes, depreciation, and amortization
(EBITDA) from continuing operations was $28.1 million or 7% of
revenue for first quarter of fiscal year ending March 31, 2002
compared to $41.7 million or 9% of revenue in the first quarter
of fiscal year ended March 31, 2001.

On June 29, 2001 the Company completed a three part financial
restructuring that resulted in a substantial reduction of debt
and provided the Company with financing through March 31, 2004.
The three parts of the financial restructuring plan are an
amended and restated bank facility, the sale of Danka Services
International (DSI) for $290 million, and the exchange of $184
million of the Company's convertible subordinated notes for new
extended maturity notes and cash. The net proceeds from the sale
of the DSI were used to reduce bank debt and to fund a $24
million cash component of the note exchange. The Company has now
reduced its debt from approximately $1.2 billion at December 31,
1998 to $375 million at June 30, 2001. The operating results and
the gain from the sale of DSI are presented as discontinued
operations in the Company's consolidated statement of operations
and the gain resulting from the note exchange is presented as an
extraordinary item.

Danka's Chief Executive Officer, Lang Lowrey, commented, "We are
pleased to have successfully completed all aspects of our
financial restructuring and to have significantly lowered our
debt. I am proud of the Company's efforts in completing these
transactions on time, as promised."

Net earnings for the first quarter of fiscal year ending March
31, 2002 were $126.7 million and included after tax earnings
from discontinued operations of $4.2 million, a gain on the sale
of DSI of $108.9 million, and an after tax extraordinary gain
from the early retirement of debt from the note exchange of
$26.8 million. The Company incurred a net loss from continuing
operations of $0.28 and $0.17 per American Depositary Share
("ADS") in the first quarter of fiscal year 2002 and the first
quarter of fiscal year 2001, respectively. Net earnings from
discontinued operations were $1.83 and $0.08 per ADS in the
corresponding quarters ended June 30. Net earnings from
extraordinary items was $0.43 per ADS in the first quarter of
fiscal year 2002.

Total revenue for the first quarter of fiscal year ending March
31, 2002 declined by $69.1 million or 14.7% to $401.7 million
from $470.8 million in the first quarter of fiscal year 2001.
Foreign currency movements negatively impacted the Company's
total revenue during the first quarter compared to prior year's
first quarter by $12 million. Total revenues declined from the
prior year primarily due to a decline in hardware revenue in the
U.S. and due to reduced service, supplies and rentals revenue in
both the U.S. and Europe. The decline in U.S. hardware revenue
was primarily due to the reduced number of sales representatives
partially offset by a 24% increase in sales productivity. The
decline in the service supplies and rental revenues from the
prior year reflects the transition from analog to digital
equipment. Sequentially, total revenues declined $22.8 million
and included a $7 million negative impact of foreign currency
movements.

Danka's Chief Executive Officer, Lang Lowrey, commented "We are
excited about our first quarter EBITDA and combined gross profit
margins. It was important to get off to a good start since the
second quarter is a historically low revenue quarter due to
seasonality trends that exist in the industry. Now that the
restructuring is complete, the Company will focus significant
efforts on improving margins, cutting costs and enhancing
profitability."

The Company's combined gross profit margin was 34.8% for the
first quarter of fiscal year ending March 31, 2002 compared to
18.9% sequentially and 36.6% for the prior year first quarter.
The Company's prior year fourth quarter gross margin was
negatively impacted by the write-off of excess and obsolete
equipment, rental equipment, parts and accessories. Excluding
the negative impact of these items, the pro forma gross margin
for the prior year fourth quarter was 33.0%.

The retail equipment margin was 23.6% in the first quarter of
fiscal year ending March 31, 2002 as compared to a negative
margin of 5.2% sequentially and a positive 31.8% margin for last
year's first quarter. Excluding the write-off of excess,
obsolete and non-recoverable equipment, the pro forma retail
equipment margin was 23.3% in the fourth quarter of fiscal year
2001. The decline in margins from the first quarter of the prior
year is due to market conditions within the industry.

The retail service, supplies and rentals margin for the first
quarter of fiscal year ending March 31, 2002 was 42.3% as
compared to 32.8% sequentially and a pro forma prior year first
quarter margin of 42.9% which excludes rental equipment write-
offs. Excluding the write-off of excess and obsolete rental
equipment, parts and accessories in the fourth quarter of
fiscal year ended March 31, 2001, the pro forma retail service,
supplies and rentals margin was 39.6%.

SG&A expenses decreased by $24.5 million to $135.7 million in
the first quarter of fiscal year ending March 31, 2002, from
$160.2 million in the first quarter of fiscal year 2001.
Sequentially, SG&A expenses decreased by $42.5 million.
Excluding unusual charges in both the current and the prior
quarter, SG&A expenses decreased by $19.8 million sequentially.
The decrease in SG&A expenses are due primarily to lower selling
expense.

Interest expense decreased by $10.0 million to $15.9 million for
the first quarter of fiscal year 2002, from $25.9 million in the
first quarter of fiscal year 2001. Sequentially interest expense
has decreased by $2.0 million from $17.9 million. The sequential
decrease was primarily due to lower bank waiver fees expensed
under the Company's credit facility and lower interest rates.


EPIC RESORTS: Bondholders File Involuntary Chapter 7 Petition
-------------------------------------------------------------
In September 1998, Epic Resorts, LLC entered into a $75 million
vacation ownership loan participation facility with a prominent
financial institution. Since January of 2001, the Company has
been working under multiple extensions of that agreement. This
funding source was the major, though not the sole, source of
cash to fund the day-to-day operations of the Company. Recently,
that facility was unilaterally terminated by the lender.

The abrupt loss of cash flow caused Epic to suspend its regular
interest payment to its corporate bondholders. As a result, a
portion of its bondholders filed a bankruptcy petition against
Epic Resorts, LLC and an affiliate Epic Capital Corp., under
Title 11, Section 303 of the United States Code. The Title
11 cases are pending in the United States Bankruptcy Court for
the District of Delaware and are identified as case numbers 01-
2458 and 01-2459. As a result of the filing, all claims and
proceedings against Epic are automatically stayed under Title
11, Section 362 of the United States Code.

Epic's management is diligently working to restore its timeshare
receivables lending facility. No enterprise, however, can
function on its cash reserves alone. Consequently, certain
operations of the Company have been curtailed or suspended. Our
resorts remain open to serve our customers. In the meantime,
Epic is exploring strategic alternatives, including other
bankruptcy reorganization measures under Title 11 for itself and
its affiliates to continue its business in either its present or
modified form.


EPIC RESORTS: Involuntary Chapter 7 Case Summary
------------------------------------------------
Alleged Debtors: Epic Resorts, LLC
                  Epic Capital Corporation

                  1150 First Avenue, Suite 900
                  King of Prussia, PA 19406

Involuntary Chapter 7 Petition Date: July 19, 2001

Court: District of Delaware

Judge: Mary F. Walrath

Bankruptcy Case Nos.: 01-02458-MFW and 01-02459-MFW

Debtors' Counsel: William A. Hazeltine, Esq.
                   Potter, Anderson & Corroon
                   350 Delaware Trust Bldg. PO Box 951
                   Wilmington, DE 19899
                   302 658-6771

Petitioner: Prudential Securities Credit Corporation

Petitioner's Counsel: Tobey M. Daluz, Esq.
                       Reed Smith LLP
                       1201 Market Street
                       15th Floor
                       Wilmington, DE 19801
                       302-778-7534
                       302-778-7575 (fax)
                       tdaluz@reedsmith.com


EPIC RESORTS: Moody's Downgrades Senior Notes To Ca From Caa1
-------------------------------------------------------------
Moody's Investors Service lowered the ratings of Epic Resorts,
LLC and its co-issuer and subsidiary, Epic Capital Corporation.
According to Moody's, Epic's 13% $130 million senior secured
redeemable notes due 2005 and senior implied rating were both
lowered to Ca from Caa1. This follows the announcement that
bondholders forced the company into Chapter 7 bankruptcy,
Moody's stated.

The rating agency also lowered the company's Caa2 senior
unsecured long-term issuer rating to C. Following this rating
action, all ratings will be withdrawn. Approximately $130
million of debt is affected.

Epic Resorts, LLC is a developer and marketer of timeshare
resorts.


EUROWEB INTERNATIONAL: Discloses Second Quarter Losses
------------------------------------------------------
Total revenues of EuroWeb International Corporation, from
Internet activities, for the six months ended June 30, 2001,
were $2,814,007 in comparison with $1,650,039 for the six month
ended June 30, 2000. The increase in revenues of $1,163,968 was
due primarily to the effect of additional acquisitions and the
introduction of new services in Romania.

From the second quarter of 2001, Euroweb Romania and Pantel
Telecommunication Rt. (a company also controlled by the majority
owner of Euroweb International Corp.) launched new services in
Romania generating significant additional revenue. In the first
half of 2001, approximately 45% of the total revenue of Euroweb
Romania is invoiced towards Pantel, which represents
approximately 15% of the total consolidated revenue of Euroweb
International Corporation.

For the three months ended June 30, 2001 the Company's net loss
was $ (884,103), compared to a net loss of $(360,227) for the
same period of 2000. In the six month period ended June 30, 2001
the net loss was $(1,780,332), while in the same period of 2000
the Company experienced a net loss of $(930,440).


FINOVA GROUP: Equity Committee Taps Rosenthal Monhait As Counsel
----------------------------------------------------------------
The Committee of Equity Security Holders of The FINOVA Group,
Inc. requests the entry of an Order, pursuant to 11 U.S.C. 328
and 1103 and Bankruptcy Rule 2014, authorizing it to retain and
employ Rosenthal, Monhait, Gross & Goddess, P.A. as Counsel nunc
pro tunc to June, 2001 because due to the exigencies of these
proceedings and the Equity Committee's need for immediate local
legal representation, RMG&G commenced representation of the
Committee before the Committee could prepare the application and
submit it to the Court.

The Equity Committee tells Judge Walsh that RMG&G's services are
necessary to enable it to execute faithfully its duties and
RMG&G has the necessary background to represent it in many of
the potential legal issues and problems that may arise in the
context of the FINOVA Chapter 11 cases. In seeking to retain
RMG&G, the Equity Committee takes into consideration the firm's
experience and knowledge in the field of debtors' and creditors'
rights and business reorganizations under Chapter 11 of the
Bankruptcy Code, its expertise, experience, and knowledge in
practicing before the Bankruptcy Court, its proximity to the
Court, and its ability to respond quickly to emergency hearings
and other emergency matters in the Court. RMG&G is quickly
becoming familiar with the Debtors' businesses and affairs and
the issues which face its creditors, the Equity Committee notes.

The Application is supported by the affidavit of Mr. Kevin
Gross, a director of RMG&G. In addition to Mr. Kevin Gross,
RMG&G consists of five directors and one associate. Assuming the
Application is approved, Mr. Gross will be assisted primarily by
Carmella P. Keener and Edward B. Rosenthal who are admitted to
practice in Delaware although RMG&G may utilize the services of
all of these attorneys.

As Mr. Gross understands, the Committee desires to retain RMG&G
to represent it generally as local counsel in connection with
the reorganization case of FINOVA before the Court, including
the provision of litigation advice and, if necessary, actual
representation in any related adversary proceeding or appeal
therein. Mr. Gross assures that RMG&G will coordinate its
activities with bankruptcy and other counsel retained by the
Committee with a view to avoiding duplication of effort and
needlessly repetitious submissions to the Court.

Subject to further order of the Court, RMG&G will be required to
assist the firm of Anderson Kill & Olick, P.C. in providing all
necessary legal services in connection with FINOVA's Chapter 11
cases.

Subject to Court approval in accordance with 11 U.S.C. 330(a),
the Bankruptcy Rules, and Local Rules of the Court, RMG&G will
seek compensation based upon its customary hourly rates in
effect from time to time, plus reimbursement of actual,
necessary expenses incurred by the law firm. The attorneys and
assistants who will be responsible for the representation of
Applicant and their current hourly rates, subject to periodic
adjustments, are as follows:

         Kevin Gross             $300 per hour
         Carmella P. Keener      $175 per hour
         Edward B. Rosenthal     $135 per hour

Other attorneys may from time to time serve the Equity Committee
in connection with this proposed engagement.

RMG&G intends to apply to the Court for allowance of
compensation and reimbursement of expenses in accordance with
applicable provisions of the Bankruptcy Code, the Bankruptcy
Rules, and the Local Rules of the Court.

The Equity Committee believes that RMG&G does not represent and
has not represented any entity in matters related to the FINOVA
Chapter 11 cases and is a "disinterested person," as defined in
section 101(14) of the Bankruptcy Code.

The Equity Committee represents that the employment of RMG&G
would be in the best interests of Applicant, its estate and its
creditors, the Committee represents.

Mr. Gross tells the Court that neither he nor the firm of
Rosenthal, Monhait, Gross & Goddess, nor any member or associate
of the firm has any connection with the Debtors, their
creditors, or any other party in interest with an actual or
potential interest in the FINOVA Chapter 11 cases. Mr. Gross
further represents that neither he nor any of the other
attorneys of RMG&G holds or represents any interest adverse to
the Debtors in the matters upon which the firm is to be engaged.

The Debtors have many creditors and/or equity holders. Mr. Gross
does not believe RMG&G has represented such parties in the past,
but to the extent such past ties existed, Mr. Gross believes
they will not interfere with or impair the firm's professional
judgment on matters for which the firm is to be retained.

Mr. Gross further assures that RMG&G does not have an interest
materially adverse to the interest of any of the Debtors, their
respective estates or of any class of their creditors or equity
security holders with respect to the matters on which it is to
be employed. (Finova Bankruptcy News, Issue No. 11; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


FORTRESS GROUP: Agrees To Sell Las Vegas Subsidiary
---------------------------------------------------
The Fortress Group, Inc., (Nasdaq: FRTG), a nationally
diversified homebuilder, announced the signing of an agreement
to sell the Company's Las Vegas, Nevada homebuilding operations,
Christopher Homes, Custom Home Division, LLC. Upon the closing
of this transaction, the Company will have completed another
significant milestone in its overall plan to restructure both
its operations and its balance sheet, with the goal of
optimizing profitability while reducing the overall risk and
debt profile of the company. The closing under the agreement is
subject to customary conditions including the obtaining of
sufficient financing on the part of the purchaser.

The proposed sale is part of a previously announced
organizational and financial restructuring plan designed to
maximize the value and future prospects of the Company by
focusing the Company's resources within certain core markets and
to divest assets and operations that are not consistent with
that plan.

The terms of the agreement provide for sale of all of Fortress'
LLC interest in Christopher Homes, a wholly owned subsidiary.
Settlement under this agreement is anticipated to occur prior to
the end of the third quarter of 2001. The purchaser of this
subsidiary is J. Christopher Stuhmer, the former owner of
Christopher Homes and a former director of Fortress. Mr. Stuhmer
is also the owner of 378,303 shares of Fortress common stock
(approximately 12% of the current outstanding common shares).
The purchaser will assume Christopher Homes' liabilities and
secured debt. Fortress will also receive additional
consideration in the form of a note, contingent on the future
performance of the operation. The Company expects to report a
loss on the transaction in the range of $10 million to $11
million. Completion of the sale will reduce the Company's
secured debt and other liabilities by roughly $30 million from
the levels reported at March 31, 2001.

"From a strategic perspective, Las Vegas does not fit within the
overall profile and direction of where we are headed," noted
George C. Yeonas, president and chief executive officer. "From a
financial perspective, it has been a continual drag on our
earnings and margins. Although we expect to report a loss on
this transaction, we will eliminate future risks associated
with this division and significantly improve our balance sheet
and future operating results."

                          About the Company

The Fortress Group is a, nationally diversified homebuilder,
building single-family homes for first-time, move-up and luxury
homebuyers in many of the nation's major regional housing
markets. The Company's homes are marketed under the names of its
operating subsidiaries: The Genesee Company (Colorado and
Arizona), Sunstar Homes (North Carolina), Christopher Homes
(Nevada), Wilshire Homes (Texas), Don Galloway Homes (North
Carolina and South Carolina), Iacobucci Homes (Pennsylvania and
New Jersey), and Quail Homes (Oregon and Washington).

Fortress Mortgage, Inc., a wholly owned subsidiary of The
Fortress Group, Inc., provides permanent loan financing to
purchasers of The Fortress Group's homes through a variety of
conventional and government backed financing programs. These
mortgage programs are available through branch offices located
in the regional markets served by The Fortress Group's
homebuilding subsidiaries.


GOLDEN STAR: Reports Second Quarter 2001 Losses
-----------------------------------------------
Golden Star Resources Ltd incurred a net loss of $1.4 million
for the three months ended June 30, 2001 versus a loss of $0.2
million for the same three-month period in 2000. While
depreciation, exploration expense, general and administrative
costs and interest expense were lower than during the same three
month period in 2000, lower gold revenues (resulting from lower
ounces produced and lower gold prices) and higher mine operating
costs were the main factors behind the larger loss during the
second quarter of 2001.

The Company incurred a net loss of $3.3 million in the first six
months of 2001, compared to a loss of $0.2 million in the same
period during 2000. As with the three month period ended June
30, 2001, lower gold revenues, on lower but more costly mine
production was the major factor contributing to the larger loss
for the six months. Costs and expenses dropped to $15.9 million
for the six months versus $18.3 million during the first six
months of 2000. Depreciation was sharply lower, reflecting lower
gold output and a lower depreciable assets cost basis at
December 31, 2000. The Bogoso depreciable assets were reduced by
$2.7 million in December 2000 when it became apparent that gold
prices were trending lower than initially anticipated, which,
per the terms of the Bogoso purchase agreement resulted in a
lower ultimate cost for the property. Lower exploration costs
reflected the closure of exploration offices in 2000. General
and administrative costs for the first six months were $0.3
million higher than during the same period in 2000. Severance
pay, as the Company continued to downsize its corporate
overhead, and recognition of a bad debt in the six months of
2001 accounted for most of the increase versus the same period
in 2000.

At June 30, 2001, the Company held cash and short-term
investments of $1.3 million and working capital of $1.7 million.
Respectively these figures were changed from $1.0 million and
$4.5 million at December 31, 2000. Lower inventory levels, and
an increase in payables as compared to December 31, 2000
accounted for most of the reduction in working capital.
Operating activities generated $1.5 million of cash in the first
six months of 2001 versus $3.1 million for the same period of
2000. Lower gold revenue on lower gold prices and lower
shipments were the major contributing factors to the decline.


HOMELAND HOLDING: Revenues Fall By 13.5% In Second Quarter
----------------------------------------------------------
Homeland Holding Corporation's net sales decreased $19.2
million, or 13.5%, from $142.6 million for the twelve weeks
ended June 17, 2000, to $123.4 million for the twelve weeks
ended June 16, 2001. The decrease in sales is attributable to an
8.4% decline in comparable store sales and the closing of seven
stores in January 2001. The decrease in comparable store sales
is the result of fiscal year 2000 competitive openings which
have yet to reach their first anniversary, increased sales in
2000 due to the Company's own promotional activities associated
with the grand opening of its acquired stores, fiscal year 2001
new competitive openings, and increased promotional activity
this year by existing competitors.

During the 24 weeks ended June 16, 2001, there were six new
competitive openings within the Company's markets including: one
Wal-Mart Supercenter and one Wal-Mart Neighborhood Market in
Oklahoma City, one Wal-Mart Neighborhood Market and one
independent store in Tulsa, and two independent stores in rural
Oklahoma. Based on information publicly available, the Company
expects that, during the remainder of 2001, Wal-Mart will open
two Neighborhood Markets;

Albertsons will open one store; and regional chains and
independents will open one additional store.

Based in part on the anticipated impact and recent new store
openings and remodelings by competitors, management believes
that market conditions will remain highly competitive, placing
continued pressure on comparable store sales and net sales.
Additionally, sales could be impacted by the potential
disruption of the bankruptcy filing. As a result of these
pressures on sales, management believes that comparable store
sales will decline approximately 10.0% during the third quarter
of 2001. In response to this highly competitive environment, the
Company intends to utilize its merchandising strategy to
emphasize a competitive pricing structure, as well as leadership
in quality products and services, selection and convenient
store locations. The in-store merchandising strategy combines a
strong presentation of fresh products along with meaningful
values throughout the store on a wide variety of fresh and shelf
stable products each week. The Company's main vehicle of value
delivery is its Homeland Savings Card, a customer loyalty card
program, which allows customers with the card the opportunity to
purchase over 2000 items at a reduced cost each week.

Additionally, the Company continues the use of market research
in order to maintain a better understanding of customer behavior
and trends in certain markets.

Net income decreased $2.9 million from net income of $33,000 for
the twelve weeks ended June 17, 2000 to a net loss of $2.9
million for the twelve weeks ended June 16, 2001.

Net sales decreased $30.3 million, or 10.9%, from $279.2 million
for the 24 weeks ended June 17, 2000, to $248.9 million for the
24 weeks ended June 16, 2001. The decrease in sales is
attributable to a 8.1% decline in comparable store sales and the
closing of seven stores in January 2001, partially offset by the
sales of stores acquired in February 2000 and the stores
acquired in April 2000. Additionally, the decrease is the result
of the same activities as cited above for the three month period
of 2001.

Net income decreased $3.2 million from net income of $0.4
million for the 24 weeks ended June 17, 2000 to a net loss of
$2.8 million for the 24 weeks ended June 16, 2001.

On August 1, 2001, the Company filed voluntary petitions under
Chapter 11 of the United States Bankruptcy Code with the United
States Bankruptcy Court for the Western District of Oklahoma.
The cases filed by Holding and Homeland are IN re Homeland
Holding Corporation, Debtor, Case No. 01-17869TS, and In re
Homeland Stores, Inc. Debtor, Case No. 01-17870TS, respectively.
The Company continues in possession of their properties and the
management of their businesses as debtors-in-possessions. The
Company continues to be managed by their respective directors
and officers, subject in each case to the supervision of the
Bankruptcy Court.


ICG COMM.: Rejecting 18 Telecommunications Property Leases
----------------------------------------------------------
ICG Communications, Inc. asks that Judge Walsh permit them to
reject 18 leases of commercial real property used for
telecommunications sites.  The Debtors say they have determined
that these sites are not necessary to their ongoing operations,
but nonetheless remain currently obligated under these
respective leases and/or executory contracts.  In the Debtors'
business judgment, it is no longer necessary or in the Debtors'
best interests to maintain these sites.  The rent and other
expenses due under these agreements constitute an unnecessary
drain on the Debtors' cash flow.  The rent and expenses for the
leases and contracts included in this Motion total approximately
$35,650.64 per month.  By rejecting these leases and/or
contracts, the Debtors can minimize administrative expenses.

Moreover, the Debtors do not believe that they can obtain any
value for the leases and/or contracts by assignment to third
parties, so that rejection of these leases/contracts is in the
estates', the creditors' and the interest holders' best
interests.

The Debtors seek to cause the rejection to be effective as of
the date of the filing of this Motion and waive any right to
withdraw the Motion.  As of the filing of the Motion, the
Debtors have sent a letter to each landlord or contracting party
stating, among other things, that the premises are abandoned.
The keys to such premises have been returned by separate letter
or by hand delivery.

The leases for which rejection is sought are:

    Address               Lessor               Lessee/Debtor
    -------               ------               -------------
1329 Broad Street       Roland Maddalena     ICG NetAhead, Inc.
Suites D & D1           1329 Broad Street
San Luis Obispo, CA     San Luis Obispo, CA

Clear Creek Office Plaza  C. D. Stimson Co.  ICG NetAhead, Inc.
10049 Kitsap Mall Blvd. C/o Metzler Realty Adv.
Suite 202B              700 Fifth Ave., Ste. 6175
Silverdale, WA          Seattle, WA

2918 Colby Avenue       Quintet Investments  ICG NetAhead, Inc.
Suite B101              P. O. Box 5267
Everett, WA             Everett, WA

522 N. Colorado St.     J. R. Halford        ICG NetAhead, Inc.
Suite 116               4101 Bear Mountain Rd.
Kennewick, WA           Chelan, WA

111 SW Columbia         Columbia Square LLC  ICG NetAhead, Inc.
Suite 255               111 SW Columbia, Ste 1380
Portland, OR            Portland, OR

1939 Commerce           F.R.R. Harmon LLC    ICG NetAhead, Inc.
Suite 206               1944 Pacific #900
Tacoma, WA              Tacoma, WA

343 Main Street         Daniel E. Cort       ICG NetAhead, Inc.
Suites 420 & 421        343 E. Main St.,
Stockton, CA            10th Fl.
                         Stockton, CA

10637 N.E. Coxley       Orchard Center LLC   ICG NetAhead, Inc.
Suite 202               c/o OPCMC
Vancouver, WA           1800 SW First Ave.,
                         Ste. 60
                         Portland, OR

3221 N.W. Yeon Avenue   Pacific Realty
                         Assoc.               ICG NetAhead, Inc.
Bldg. D, Davis Ind. Pk. 15350 SW Sequoia
Portland, OR            Pkway
                         #300-WPMC
                         Portland OR

9001-9015 Brittany Way  Liberty Property LP  ICG Equipment Inc.
Suite 9001              65 Valley Stream
Tampa, Fl               Suite 100
                         Malvern PA 19355

101B Patrick Street     Sycon Corporation    ICG NetAhead, Inc.
Suite B                 P. O. Box  1701
Frederick, MD           Rockville, MD

222 High Street         Equity Financial
                         Corp.                ICG NetAhead, Inc.
Suite 212 and 214       222 High Street
Hamilton, OH            Hamilton, OH

286 Genesse Street      Giavonnone Realty Co. ICG NetAhead, Inc.
Suite 1                 284 Genesse St.
Urica, NY               Utica, NY

1160 S. State St.       Vista Enterprise     ICG NetAhead, Inc.
Suite 40                1156 S. State St.
Orem, UT                Orem, UT

625 57th St.            Firstar Facilities   ICG NetAhead, Inc.
Suite 311               1 South Pinckney
Kenosha, WI             Suite 305
                         Madison, WI

550 24th St.            Executive Management ICG NetAhead, Inc.
Suite 205               550 24th St., Ste 103
Ogden, UT               Ogden, UT

15401 Anacapa Rd.       Edward L. Friehoff   ICG NetAhead, Inc.
Suite 2                 c/o Desert Stationers
Victorville, CA         15401 Anacapa Rd.
                         Victorville, CA

(ICG Communications Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


IMPERIAL SUGAR: Delaware Court Confirms Chapter 11 Plan
-------------------------------------------------------
Imperial Sugar Company (OTC BB:IPRL), which filed a petition for
relief under chapter 11 of the U.S. Bankruptcy Code in the
District of Delaware on January 16, 2001, announced that the
Bankruptcy Court has confirmed the Company's Second Amended and
Restated Joint Plan of Reorganization.

The Company's bondholders, senior secured lenders, other
creditors and shareholders voted overwhelmingly in favor of the
Plan.

Harris Trust and Savings Bank, as Administrative Agent and
Collateral Agent, and a group of the Company's present senior
lenders are providing the Company in connection with its
emergence a $256.1 million senior secured exit financing
facility with varying dates of maturity up to December 31, 2006.
GE Capital is providing the Company in connection with its
emergence a three year $110 million accounts receivable
securitization facility. The Company anticipates closing both
financings and finalizing related Plan documents in August, at
which time the Plan will become effective, and the Company will
emerge from bankruptcy.

James C. Kempner, President and CEO of Imperial commented, "With
this important legal milestone passed, we look forward to our
emergence from bankruptcy later this month. A number of
individuals and entities have made this accomplishment possible,
including customers, suppliers, lenders and shareholders.
However, I want to reserve the most thanks for Imperial's
management and employees whose hard work, dedication and long
hours over the past seven months under difficult conditions have
made the Company's reorganization possible." Mr. Kempner went on
to state, "With its strengthened balance sheet and significantly
reduced cost structure, Imperial Sugar Company will emerge from
bankruptcy a strong and viable competitor in the rapidly
evolving domestic sugar industry."

Imperial Sugar Company is the largest processor and marketer of
refined sugar in the United States and a major distributor to
the foodservice market. The Company markets its products
nationally under the Imperial(TM), Dixie Crystals(TM),
Spreckels(TM), Pioneer(TM), Holly(TM), Diamond Crystal(TM) and
Wholesome Sweeteners(TM) brands. Additional information about
Imperial Sugar may be found on its web site at
http://www.imperialsugar.com


MARINER: APS Settles With Customer Okeechobee For $500,000
----------------------------------------------------------
American Pharmaceutical Services, Inc., one of the Mariner Post-
Acute Network, Inc. Debtors and the largest institutional
pharmacy providers in the United States, began providing goods
and services to Lifestyles & Healthcare, Ltd. d/b/a Okeechobee
Health Care Facility in 1995. Okeechobee owns and operates a
173-bed skilled nursing facility located in Okeechobee, Florida.

In or around April 1999, APS sued Okeechobee in the Palm Beach
County Circuit Court for alleged continued refusal to pay past
due amounts. Okeechobee contended that its refused to pay
because of APS' overcharges, failure to properly record credits
in favor of Okeechobee for drugs and products that Okeechobee
allegedly returned to APS, and wrong billing for goods and
services provided to certain HMO patients.

Okeechobee then terminated the contract in or around June 1999.

The parties subsequently agreed to take part in court-sponsored
mediation on May 7, 2001. As a result, the parties have reached
Settlement Agreement.

The Settlement Agreement provides, inter alia, that Okeechobee
will pay APS $500,000 comprised of: initial payment of $100,000
followed by two subsequent monthly payments of $50,000 each and
the remaining $300,000 in 10 monthly installments of $30,000
each. Upon payment in full of the Settlement Sum, the parties
will execute and exchange mutual general releases, and will
cause to be filed their "Joint Stipulation for Dismissal, With
Prejudice," of the Florida Action. (Mariner Bankruptcy News,
Issue No. 17; Bankruptcy Creditors' Service, Inc., 609/392-0900)


NEWCOR INC.: EXX & David Segal Report 31.23% Equity Stake
---------------------------------------------------------
EXX Inc., a Nevada corporation, and David A. Segal, Chairman and
Chief Executive Officer of EXX report the holding of 1,545,794
shares of the common stock of Newcor Inc., representing 31.23%
of the outstanding common stock of the Company. Mr. Segal no
longer directly holds any shares of Newcor, Inc. common stock,
$1.00 par value, however, Mr. Segal may be deemed to be a
controlling shareholder of EXX. Therefore, Mr. Segal may be
deemed to be the indirect beneficial owner of the shares of
Newcor common stock reported.  EXX is a holding company 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 purchased the
shares of Newcor common stock by using cash on hand.

As part of its overall business strategy, EXX has historically
identified and acquired or invested in underperforming or
distressed businesses with a view to utilizing its turnaround
strategies and expertise to improve operations and financial
performance of the business, resulting in an increase in value.
Consistent with such strategy, EXX has purchased and held the
shares of Newcor Common Stock report. EXX currently intends to
utilize the Newcor common stock reported by it to participate in
a turnaround of Newcor's recent financial performance.

On July 23, 2001, EXX entered into Stock Purchase Agreements
with Jerry D. Campbell, James D. Cirar, Shirley E. Gofrank,
William A. Lawson and Richard A. Smith, each directors of
Newcor, pursuant to which EXX purchased an aggregate of 679,994
shares of Newcor Common Stock. Simultaneously, EXX purchased
24,000 shares of Newcor common stock from David A. Segal. As a
result of these purchases, EXX owns 1,545,794 shares, or 31.23%,
of the Newcor common stock. Pursuant to the terms of the Stock
Purchase Agreements, Mr. Campbell, Mr. Cirar, Ms. Gofrank, Mr.
Lawson and Mr. Smith resigned from the Board of Directors of
Newcor effective as of July 23, 2001. That same day, another
director, Jack R. Lousma, resigned from the Board of Directors.
In place of the resigning directors, Jerry Fishman, Norman
Perlmutter and Frederic Remington, each directors of EXX, were
appointed as directors of Newcor. Mr. Segal continues to be a
director of Newcor.

Also on July 23, 2001, Newcor amended its Rights Agreement and
its Agreement with EXX and David A. Segal to permit EXX and Mr.
Segal to beneficially own up to 34.9% of Newcor Common Stock.
Newcor from time to time has considered and will continue to
review its options in terms of the sale of assets of one or more
of its operating divisions or subsidiaries.

EXX and Mr. Segal may be deemed to share voting and dispositive
power with respect to 1,545,794 shares of Newcor common stock,
representing 31.23% of the 4,949,068 shares of Newcor common
stock issued and outstanding as of May 4, 2001.


OMNICARE HEALTH: S&P Assigns R Financial Strength Rating
--------------------------------------------------------
Standard & Poor's assigned its 'R' financial strength rating to
OmniCare Health Plan.

Standard & Poor's took this rating action after learning that
the State of Michigan Circuit Court for the 30th Judicial
Circuit Ingham County, petitioned by Frank M. Fitzgerald,
Commissioner of the Office of Financial & Insurance Services of
the State of Michigan, placed the company in rehabilitation on
July 31, 2001.

OmniCare is the first state-licensed, federally qualified HMO in
Michigan. Located on the outskirts of downtown Detroit, OmniCare
is a non-profit managed care organization offering HMO and point
of service healthcare coverage in southeast Michigan. OmniCare
is managed by United American Healthcare Corp.

An insurer rated 'R' is under regulatory supervision owing to
its financial condition. During the pendency of the regulatory
supervision, the regulators may have the power to favor one
class of obligations over others or pay some obligations and not
others. The rating does not apply to insurers subject only to
nonfinancial actions such as market-conduct violations.


PACIFIC GAS: Covanta QFs Move To Compel PPA Assumption/Rejection
----------------------------------------------------------------
Covanta Power Pacific, Inc., Burney Mountain Power, Covanta
Stanislaus, Inc., Mount Lassen Power, Pacific Oroville Power and
Pacific-Ultra Power Chinese Station (of which Pacific Energy
Resources, Inc., is the managing general partner), move the
Court for an order compelling Pacific Gas and Electric Company
to decide, within the next 30 days, whether it will assume or
reject its power purchasing agreements with these QFs.
Alternatively, the QFs seek relief from the automatic stay in
order to suspend performance under the PPAs and sell the
electricity they generate to third parties until such time as
PG&E decides what it wants to do.

Karen Henry, the Business Manager for Covanta Stanislaus,
explains that CS operates a 22 megawatt waste transformation and
power generation facility owned by the County of Stanislaus and
the City of Modesto. This Facility burns waste products to
produce electrical energy. Approximately 10% of CS' revenue and
56% of the Facility's revenues are derived from sales of energy
and capacity to PG&E. The balance of CS' revenues come from fees
charged to customers delivering refuse for incineration.
Although CS is not presently operating at a loss, Karen Henry
its Business Manager says, CS has experienced "significant
financial hardship" because PG&E didn't pay $7,797,956 for pre-
petition power purchases.

Lucian W. Fox, Senior Vice-President for the other QFs, relates
that those QFs operate three biogas facilities which convert
landfill waste by-products into electrical energy. PG&E's
failure to pay $23,500,000 has caused financial hardship since
100% of these Facilities' revenues come from PG&E.

Daniel R. Murray, Esq., Charles B. Sklarsky, Esq., and Vincent
E. Lazar, Esq., at Jenner & Block LLC, in Chicago represent
these QFs, assisted by William M. Goodman, Esq., and Maria E.
Schopp, Esq., at Topel & Goodman in San Francisco serving as
local counsel. (Pacific Gas Bankruptcy News, Issue No. 11;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


PHAR-MOR INC.: Zahn Gives Final Notice of Need for Forms W-9
------------------------------------------------------------
         NOTICE TO HOLDERS OF MEMBERSHIP INTERESTS IN
     THE PHAR-MOR, INC. UNSECURED/EQUITY LITIGATION L.L.C.,
             WHICH WERE DISTRIBUTED TO HOLDERS OF
         ALLOWED UNSECURED CLAIMS AGAINST PHAR-MOR, INC.

      Zahn Associates, Inc. ("Zahn") is the disbursing Agent for
the Phar-More, Inc. Unsecured/Equity Litigation L.L.C. (the
"LLC") pursuant to Phar-Mor's plan of reorganization confirmed
by the Bankruptcy Court in 1995.  Pursuant to the plan, the LLC
(by and through Zahn) is responsible for making distribution to
all holder of Class B membership Interests (the "Membership
Interests").  Zahn is currently holding funds and is preparing
to make a distribution of them, which is expected to be less
than 1/2 of 1% of the amount of the Membership Interests.

      As Disbursing Agent, Zahn is required under federal tax law
to obtain the taxpayer indentification number/social security
number of the holders of Membership Interest before making a
distribution to them.  On May 14, 2001, Zahn sent a letter to
each holder asking the holder to complete and return a W-9 form
with such number.  The letters were sent to the last known
address of each holder, but many of the letters were returned
undelivered.  A second letter is being sent to those holders
whose first letters were not returned undelivered but who have
not yet responded by returning the W-9 form.

      ON JUNE 11, 2001, JUDGE WILLIAM T. BODOH ENTERED AN ORDER
AUTHORIZING A DISTRIBUTION OF FUNDS TO THOSE HOLDERS OF
MEMBERSHIP INTEREST WHO PROVIDE ZAHN WITH THE REQUESTED W-9
FORM.  THE ORDER ALSO STATES THAT HOLDERS WHO DO NOT PROVIDE THE
FORM SHALL NOT PARTICIPATE IN ANY DISTRIBUTIONS FROM THE LLC.

      If you did not receive the May 14, 2001 letter but you
believe that you have an Allowed unsecured claim against Phar-
Mor or that you hold a Membership Interest, please contact the
undersigned as soon as possible to obtain the W-9 form, which
should then be completed and returned as directed.  If you
received the May 14 letter or the second letter but have not
returned the W-9 form to Zahn, please do so as soon as possible.
YOU MUST RETURN THE W-9 FORM TO ZAHN BY AUGUST 31, 2001 OR YOU
WILL RECEIVE NO DISTRIBUTION FROM THE LLC.

      If you have any questions regarding this matter, please
contact the undersigned or counsel.

           Arnold Zahn
           Zahn Associates, Inc., Disbursing Agent
           Phar-Mor, Inc. Unsecured/Equity Litigation L.L.C.
           2050 Center Avenue, Suite 415
           Ford Lee, New Jersey 07024
           (201) 944-3200

      Counsel: Stuart Hertzberg
               Dennis Kayes
               Pepper Hamilton LLP
               100 Renaissance Center, 36th Floor
               Detroit, Michigan 48243
               (313) 259-7110


PICO MACOM: Plan Confirmation Hearing Set For August 22
-------------------------------------------------------
Pico Macom, Inc., a wholly owned subsidiary of Pico Products,
Inc., will have its Plan of Reorganization considered for
confirmation at a hearing on August 22nd. If confirmed, the plan
will enable the Company to exit its Chapter 11 case as a
reorganized entity. The Company has been operating its business
in the ordinary course during its Chapter 11 reorganization
case, while under the protection of the Bankruptcy Code.

Under the terms of the reorganization plan, the Company's debt
will be restructured such that it will have adequate capital to
support on-going operations. Steren Electronics, LLC of San
Diego has agreed to contribute adequate cash and working capital
to allow Pico Macom sufficient resources to implement its
reorganization plan and will receive 100% of the capital stock
of the reorganized Pico Macom, Inc. Unsecured creditors and
the current shareholder (Pico Products, Inc.) will not receive
any distribution under the Plan.

The Company's new equity partner, Steren, will continue to
operate Pico Macom, Inc. as a separate wholly-owned subsidiary.
The Company's voluntary bankruptcy filing was a key step in
efforts to restructure its operations caused by the Company's
need for additional capital to meet growing customer demands.
The new partnership with Steren will allow Pico to expand and
meet the growing demands and expectations of its customers. In
addition to a strong capital base, Steren brings over fifty
years of experience in product development and procurement,
which will strengthen and complement Pico's own organization.

Charles Emley, Pico Macom's Chairman and CEO, commented that:
"While this has been a longer than anticipated process to
restructure the capital base of our company, it will give
finality to the process we began some time ago. The result is
that Pico Macom will continue as a viable, strong brand in the
market and with Steren Electronics behind the company, it will
have the capital base to continue its restructuring with a well
financed and focused owner.

"We anticipate an orderly transition after the plan confirmation
and our employees are excited and looking forward to the
completion of this process and the exit from Chapter 11. We will
be working very closely with our customers and suppliers to
shore up their confidence due to the uncertainties that have
existed in the marketplace regarding our status."

Pico Macom, Inc. manufactures and distributes broadband
electronic systems and components and provides solutions for the
worldwide cable television and telecommunications industry. The
Company's headquarters are located in Lakeview Terrace,
California.


RELIANCE GROUP: Removes Commonwealth Court Actions To E.D. Pa.
--------------------------------------------------------------
Before the Commonwealth Court of Pennsylvania at Philadelphia,
the Insurance Commissioner of the Commonwealth of Pennsylvania,
as Rehabilitator of Reliance Insurance Company, filed two
actions:

      (A) On June 4, 2001, the Rehabilitator filed a document
captioned "Emergency Petition for the Preservation of Insurance
Policy Assets of the Estate" seeking to prevent the Debtors from
making any claims under or in any way disposing of the proceeds
of certain liability insurance policies insuring Reliance Group
Holdings, its subsidiaries, and their directors and officers.
The Petition seeks (i) a declaration that the policies are
assets of RIC; (ii) an order directing RGH, its officers and
directors, and the carrier to cease any action to effectuate or
consummate any settlement of pending litigation (brought against
RGH and its officers and directors) that "involve" the policies;
and (iii) an order directing that any further legal proceedings
to determine rights and obligations under the policies be
brought only in the Commonwealth Court.

      (B) On June 11, 2001, the Rehabilitator sought (i) a
declaratory judgment that $95,651,000 in cash held by RGH should
be deemed to be held in a constructive or resulting trust in
favor of RIC, and (ii) an order requiring RGH to turn over these
assets to RIC.

The Debtors indicate they contest both actions. The Insurance
Policies, the Debtors note, specifically name RGH, all of its
subsidiaries and their directors and officers, as "assureds."
RGH has its rights and interests in the Policies and it will
make claims when, if and to the extent that it's entitled to do
so. The cash, the Debtors say, is property of RGH's estate
pursuant to 11 U.S.C. Sec. 541 and there is no constructive
trust. If the Rehabilitator thinks she has a claim against RGH,
then she should file proof of that claim before any applicable
bar date in RGH's bankruptcy case, the Debtors suggest.

Pursuant to 28 U.S.C. Sec. 1452 and Rule 9027 of the Federal
Rules of Bankruptcy Procedure, the Debtors filed and served
notice of their preference to have these two proceedings removed
from the Commonwealth Court of Pennsylvania to the United States
Bankruptcy Court for the Eastern District of Pennsylvania.
(Reliance Bankruptcy News, Issue No. 6; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


USA FLORAL: Court Sets Dates and Approves Asset Sale Procedures
---------------------------------------------------------------
U.S.A. Floral Products, Inc. announced that Judge Mary F.
Walrath of the U.S. Bankruptcy Court for the District of
Delaware has signed an order setting dates and approving bidding
procedures in connection with the proposed sale of the Company's
International Division (Florimex) to certain affiliates of
Deutsche Beteiligungs AG, a European private equity firm
(DBAG), for EURO 32 million plus the assumption of certain
debts.

The Company, certain of its affiliates, DBAG and certain DBAG
affiliates entered into an agreement for the sale of the
International Division (Florimex), which includes all of the
Company's operations in Europe, Africa, Asia and Latin America,
on July 20, 2001. That proposed sale is subject to higher and
better offers and Bankruptcy Court approval.

The Bidding Procedures Order, signed on August 6, 2001, sets
forth procedures for submitting higher and better offers for the
purchase of the Company's International Division (Florimex),
establishes the requirements for a qualified bid, sets August
29, 2001 as the deadline for submission of qualified bids and
provides for an auction sale for qualified bidders on September
4, 2001. Thereafter, on September 5, 2001, the Bankruptcy Court
will hold a hearing to consider approval of the proposed sale of
the International Division (Florimex).

Due diligence with respect to the sale of the International
Division (Florimex) is being coordinated by Freyberg Close
Brothers GmbH and Legg Mason Wood Walker, Inc. Interested
parties should contact Jeffery Perkins, Freyberg Close Brothers
GmbH, Ulmenstrasse 37, 18th Floor, 60325 Frankfurt/Main Germany;
telephone 011-49-69-972004-18; facsimile 49-69-972004-15; e-mail
to jeffery.perkins@freybergclosebrothers.com or Jeffrey Manning,
Legg Mason Wood Walker, Inc., 100 Light Street, 34th Floor,
Baltimore, Maryland 21202; telephone (410) 454-5395; facsimile
(410) 454-4508; e-mail to jrmanning@leggmason.com

The Company continues to anticipate that all proceeds from the
sale of its assets, including those generated from the sale of
the International Division (Florimex), will be distributed to
creditors and that no proceeds will be available for
distribution to its shareholders.


VLASIC FOODS: Employs Robert Berger & Associates As Claims Agent
----------------------------------------------------------------
Robert L. Berger & Associates, LLC is appointed as claims,
noticing and balloting agent in Vlasic Foods International,
Inc.'s Chapter 11 cases.

Joseph Adler, Vice President of VF Brands, Inc., tells the Court
that Berger is a data processing firm that has assisted and
advised numerous chapter 11 debtors in connection with noticing,
claims administration and reconciliation and administration of
plan votes.  Thus, the Debtors believe that Berger is well
qualified to provide them with such services, expertise,
consultation and assistance.

Berger's assistance, Mr. Adler notes, will expedite service of
certain notices, streamline the claims administration process
and permit the Debtors to focus more effectively on their
reorganization efforts.

The Debtors will look to Berger to:

   (1) Prepare and serve required notices in these chapter 11
       cases, including:

          (a) A notice of commencement of these chapter 11 cases
              and the initial meeting of creditors under section
              341(a) of the Bankruptcy Code;

          (b) A notice of the claims bar date;

          (c) Notices of objections to claims;

          (d) Notices of any hearings on a disclosure statement
              and confirmation of a plan of reorganization; and

          (e) Such other miscellaneous notices as the Debtors or
              the Court may deem necessary or appropriate for an
              orderly administration of these chapter 11 cases;

   (2) Within 10 business days after the service of a particular
       notice, file with the Clerk's Office an affidavit of
       service that includes (i) a copy of the notice served,
       (ii) an alphabetical list of persons on whom the notice
       was served, along with their addresses, and (iii) the date
       and manner of service;

   (3) Maintain copies of all proofs of claim and proofs of
       interest filed in these cases;

   (4) Maintain official claims registers in these cases by
       docketing all proofs of claim and proofs of interest in a
       claims database that includes the following information
       for each such claim or interest asserted:

          (a) The name and address of the claimant or interest
              holder and any agent thereof, if the proof of claim
              or proof of interest was filed by an agent;

          (b) The date the proof of claim or proof of interest
              was received by Berger and/or the Court;

          (c) The claim number assigned to the proof of claim or
              proof of interest; and

          (d) The asserted amount and classification of the
              claim.

   (5) Implement necessary security measures to ensure the
       completeness and integrity of the claims registers;

   (6) Transmit to the Clerk's Office a copy of the claims
       registers as requested by the Clerk's Office;

   (7) Maintain a current mailing list for all entities that have
       filed proofs of claim or proofs of interest and make such
       list available upon request to the Clerk's Office or any
       party in interest;

   (8) Provide access to the public for examination of copies of
       the proofs of claim or proofs of interest filed in these
       cases without charge during regular business hours;

   (9) Record all transfers of claims pursuant to Bankruptcy Rule
       3001(e) and provide notice of such transfers as required
       by Bankruptcy Rule 3001(e);

  (10) Comply with applicable federal, state, municipal and local
       statutes, ordinances, rules, regulations, orders and other
       requirements;

  (11) Provide temporary employees to process claims, as
       necessary;

  (12) Promptly comply with such further conditions and
       requirements as the Clerk's Office or the Court may at any
       time prescribe; and

  (13) Provide such other claims processing, noticing and related
       administrative services as may be requested from time to
       time by the Debtors.

Berger is also authorized by the Court to assist the Debtors in:

   (a) the preparation of their schedules, statements of
       financial affairs and master creditor lists, if necessary,
       and any amendments thereto;

   (b) the reconciliation and resolution of claims; and

   (c) the preparation, mailing and tabulation of ballots for the
       purpose of voting to accept or reject a plan of
       reorganization.

The fees and expenses of Berger incurred in the performance of
these services will be treated as an administrative expense of
the Debtors' chapter 11 estates and paid by the Debtors in the
ordinary course of business.  Berger will submit to the United
States Trustee for this region, on a monthly basis, copies of
the invoices it submits to the Debtors for services rendered.

Robert L. Berger assures the Court that the firm is a
"disinterested person" as defined in the Bankruptcy Code and
does not hold or represent any interest adverse to the Debtors'
estates. (Vlasic Foods Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


WINSTAR COMM.: Hires Willkie Farr As Special Regulatory Counsel
---------------------------------------------------------------
Winstar Communications, Inc. and its Debtor Affiliates request
the entry of an order from the Court authorizing the Debtors to
employ Willkie Farr & Gallagher as special regulatory counsel.

Edward J. Kosmowski at Young, Conaway, Stargatt & Taylor, LLP in
Wilmington, Delaware, states that WF&G's attorneys have the
specialized expertise to handle Debtors' federal regulatory
questions, filing and licensing transactions, all of which is
critically important in the Debtors' ability to perform and
compete in a regulated industry.   WF&G's attorneys also have
extensive experience in advising corporations with respect to
regulatory issues involving radio frequency licenses, licensees
and use of licensed facilities.

Mr. Kosmowski discloses that WF&G had previously advised Winstar
in the licensing and regulation of Winstar's licensed radio
spectrum and other spectrum bands before the FCC.  It has also
advised the Debtors in legal and policy matters arising before
the FCC relating to the regulation of radio spectrum and the use
of Winstar's facilities.

As a result of these previous engagements, Mr. Kosmowski
contends that WF&G has become familiar with the Debtors'
business operations and affairs.  The Debtors believe that WF&G
is uniquely qualified to assist them in such issues due to
WF&G's familiarity with the Debtors' business.  Mr. Kosmowski
adds that the familiarity will also enable WF&G to render the
necessary services in an efficient and cost-effective manner.

If the application is approved, Mr. Kosmowski reveals that WF&G
will render the following services:

    a. Providing legal advice and performing legal services with
       respect to FCC regulations related to the continued
       operation of the Debtors' businesses and management of
       their properties;

    b. Performing all other legal services as requested by the
       Debtors, which may be necessary and proper in furtherance
       of the foregoing duties.

Henry Cohn, a member of WF&G certifies that WF&G nor any of its
member, counsel or associate has any connection with the
Debtors, their creditors or stockholders or any parties-in-
interest nor does it hold or represent any interest adverse to
the Debtors or their estates in respect to the matters for which
WF&G is to be employed.

Mr. Cohn discloses that WF&G has represented the Debtors since
September 25, 1991 in the provision of services with respect to
issues relating to the Debtors' FCC radio licenses.

WF&G are parties to the Debtors' Revolving Credit Term and Loan
Agreement dated May 4, 2000 as Administrative agent and
collateral agent.  Lenders under the said Credit Agreement who
are clients of WF&G or who are affiliates, include:

    1. ABN Amro Bank, N.V.
    2. Allstate Life Insurance Company
    3. The Bank of New York
    4. The Bank of Nova Scotia
    5. Barclays Bank PLC
    6. CIBC World Capital Markets
    7. Citicorp North America, Inc.
    8. Citibank N.A.
    9. Credit Lyonnais
   10. Credit Suisse First Boston
   11. Dresdner Bank AG
   12. Fleet National Bank
   13. General Electric Capital Corporation
   14. IBM Credit Corporation
   15. ING Capital Advisors, Inc.
   16. Merrill Lynch Asset Management
   17. Morgan Guaranty Trust Company
   18. Morgan Stanley Dean Witter
   19. Oppenheimer Funds
   20. The Royal Bank of Canada
   21. Societe Generale
   22. Stanfield Capital Partners, LLC
   23. Sumitomo Trust & Banking Co., Ltd.
   24. UBS Warburg, LLC

Mr. Cohn also states that based on information and belief, WF&G
currently represent and may represent in the future the
following presently known creditors or equity holders of the
Debtors in matters unrelated to the chapter 11 cases.  Such
entities include:

    1. AT&T Covad Communications Group
    2. GCI Communications
    3. Level 3 Communications
    4. Lucent Technologies
    5. Sprint
    6. Time Warner
    7. UUNET
    8. WAM!NET, Inc.
    9. MCI Worldcom
   10. XO Communications

Mr. Cohn states that WF&G has not in the past and will not be in
the future represent all of the foregoing in connection with
matters which WF&G is to be engaged in.  In fact, he discloses
that WF&G has already declined 3 separate parties based on their
relationship with the Debtors.

Mr. Cohn also has requested a "conflict check" to determine
WF&G's relationships with creditors and equity holder and no
such relationships have yet been discovered.  In case WF&G
discovers any conflict in interest, Mr. Cohn states that he
promptly notify the US Trustee.

Subject to Court's approval, Mr. Cohn discloses that WF&G agrees
to charge and the Debtors agree to pay the Firm's customary
hourly rates:

       Partners                         $430-690/hour
       Counsel and Associates           $195-690/hour
       Paralegals and Clerks            $90-225/hour

Mr. Cohn discloses that during the year 2000, WF&G received
approximately $750,986.47 for professional fees and $66,604.08
for out-of-pocket disbursements incurred in connection with
those services.  Mr. Cohn also adds that WF&G did not receive a
pre-petition retainer in connection with the chapter 11 cases.
However, he reveals that the Debtors owe WF&G $322,194.22.
(Winstar Bankruptcy News, Issue No. 9; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


BOOK REVIEW: MERGER: The Exclusive Inside Story of the
              Bendix-Martin Marietta Takeover War
-------------------------------------------------------
Athor:      Peter F. Hartz
Publisher:  Beard Books
Softcover:  418 Pages
List Price: $34.95
Review by:  Gail Owens Hoelscher

Order your personal copy today at
http://amazon.com/exec/obidos/ASIN/1893122336/internetbankrupt

William Agee, the youngest man ever to head one of the top 100
American corporations, seemed unstoppable. In 1977, at the age
of 39, he took over Bendix Corporation, an aerospace,
automotive, and industrial firm, determined to diversify the
company out of the automotive industry. In his words,
"Automobile brakes are in the winter of their life and so is the
entire automobile industry." He sold off a few Bendix units, got
some cash together, and began to look for acquisitions.

Then Agee's relationship with Mary Cunningham burst into the
news. Agee has promoted Cunningham from his executive assistant
to vice president, to the outrage of other Bendix employees.
Their affair, replete with power, brains, youth, good looks,
charm, denial, and deceit, fascinated the American public.
Cunningham was forced to leave Bendix to work for Seagrams, with
the entire country wondering just how well she would do. The two
divorced their respective spouses and married soon thereafter.
To the chagrin of many, Cunningham continued to play pivotal
role in Bendix affairs.

Eager to regain her standing, Agee turned to acquisition as soon
as the gossip died down. A failed attempt to acquire RCA left
him more determined than ever. He then set his sight on Martin-
Marietta, an undervalued gem in the 1982 stock market slump.
Thus began an all-out war of tenders and countertenders, egoism
and conceit, half-truths and dissimulation, and sudden alliances
and last minute court decisions.

This is an exciting and detailed account of the war's scuffles,
skirmishes, and battles. The author, son of a long-time Bendix
director, was able to interview some of the major participants
who most likely would have refused the request of other authors.
Some gave him access to personal notes from the various
proceedings. His knowledge of not only the details of the deal,
but the personalities of the many and varied players is
reflected in the extensive dialogue that is woven throughout the
narrative account.

In addition, it is obvious that Hartz thoroughly researched the
legal and other documents involved in the takeover war, as well
as news reports and press releases. He explains the complicated
legal maneuverings very clearly, all the while keeping the
reader entertained with the personal lives and thoughts of the
players. For example, the Epilogue to the book, Hartz notes that
in 1982, Bill Agee and Mary Cunningham were named that year's
Most Intriguing Couple by People magazine, noting that the photo
that appeared "provoked howls of derision in the business
community" because "the couple was pictured in their bedroom
with Mary wearing a cable knit sweater sitting on the edge of
the bed. Bill was in his knees before her, holding her hands."

People love this book. The New York Times Book Review said,
"Aggression and treachery, hairbreadth escapes and last minute
reversals, 'white knights' and 'shark repellants'--all of these
and more can be found in the true-life adventure of the Bendix-
Martin Marietta merger war." The Wall Street Journal said
"Merger brims with tension, authentic-sounding dialogue and
insider detail."

                            *********

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

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

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

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

                           *********

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

Troubled Company Reporter is a daily newsletter co-published by
Bankruptcy Creditors' Service, Inc., Trenton, NJ USA, and Beard
Group, Inc., Washington, DC USA. Debra Brennan, Yvonne L.
Metzler, Bernadette de Roda, Aileen Quijano and Peter A.
Chapman, Editors.

Copyright 2001.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
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contained herein is obtained from sources believed to be
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The TCR subscription rate is $575 for 6 months delivered via e-
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