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       T R O U B L E D   C O M P A N Y   R E P O R T E R

         Wednesday, August 29, 2001, Vol. 5, No. 169

                          Headlines

360NETWORKS: U.S. Trustee Wants Wider Review of Monthly Fees
AMES DEPARTMENT: Second Quarter Net Loss Widens to $26.4 Million
AMES DEPARTMENT: Court Approves Togut Segal as Co-Counsel
AMF BOWLING: Parent Gets Okay to Hire Kutak Rock as Co-Counsel
AMRSTRONG HOLDINGS: Keegan Gets Approval to Pursue Insured Claim

BRIDGE INFO: Agrees to Increase Alvarez & Marsal's Compensation
CORAM HEALTHCARE: Exclusive Period Extended to September 11
COVAD COMMS: Hires Pachulski Stang as Bankruptcy Counsel
DIAMOND ENTERTAINMENT: Posts Wider Q2 Working Capital Deficit
ENTERPRISES SHIPHOLDING: M/V Canmar Seized After Bond Default

FLOOZ.COM: Ceases Operations and Plans to File for Bankruptcy
FLOUR CITY: Contracts Terminated Due to Performance Defaults
FRUIT OF THE LOOM: Milbank Discloses Certain Corporate Relations
FURRS SUPERMARKETS: Closes Store in Espanola Today
FURRS SUPERMARKETS: Expects to Close Fleming Deal by August 31

GENESIS HEALTH: Multicare Gets Okay for Transfer of PA Facility
IVG CORP: Fate Dependent on Ability to Raise Additional Capital
JAWZ CANADA: Operating Unit Shuts Down & Order Asset Sales Begin
LERNOUT & HAUSPIE: Dictaphone Panel Balks at Credit Suisse Fees
LESCARDEN: Must Raise Funds to Sustain Operations After Aug. 31

LOEWEN GROUP: In Dispute with Ex-Lawyers Over Tax Returns
LTV CORP: Creditors' Committees Push to Disband Equity Committee
MATTRESS DISCOUNTERS: Moody's Junks $140MM Senior Notes Due 2007
NATIONAL AIRLINES: Expects to File Chapter 11 Plan in October
NESCO INDUSTRIES: Negative Capital Raises Doubt About Survival

OWENS CORNING: IGS Moves to Compel Decision on Pact with Entex
PACIFIC GAS: Court Okays Intervention in Adversary Proceeding
PAYLESS CASHWAYS: Announces Liquidation Likely
PILLOWTEX CORP: Lenders Consent to Granting CIT Relief from Stay
PRECISION PARTNERS: Liquidity Concerns Prompt Moody's Downgrades

PSINET INC: Seeks Court Approval on Broadwing Transfer Agreement
SCHWINN/GT: Period to Use Cash Collateral Extended to Sept. 14
STANDARD MEDIA: Files for Chapter 11 Protection in San Francisco
STANDARD MEDIA: Chapter 11 Case Summary
STEEL HEDDLE: Case Summary & 20 Largest Unsecured Creditors

TELESCAN INC.: Appeals Nasdaq Delisting Determination
TRI-NATIONAL: Senior Care Extends Tender Offer to October 31
TRI-NATIONAL DEVELOPMENT: Involuntary Case Summary
U.S. WIRELESS: May Seek Bridge Financing If No Partner Surfaces
UNITED STATES BASKETBALL: Auditors Doubt Ability to Continue

VENCOR INC: Agrees to Lifting of Stay to Liquidate 290 Claims
VLASIC FOODS: Presents Court with First Amended Joint Plan
W.R. GRACE: Debtors Hire Nelson Mullins as Special Counsel
WASHINGTON GROUP: RE&C Transaction Cause for Filing, KPMG Says
WINSTAR COMMS: BellSouth Moves to Vacate the Utility Order

* Meetings, Conferences and Seminars

                          *********

360NETWORKS: U.S. Trustee Wants Wider Review of Monthly Fees
------------------------------------------------------------
Carolyn S. Schwartz, the United States Trustee of Region II,
complains that the proposed order submitted by 360networks,
Inc., provides for no review of the ordinary course
professionals' fees by the Official Committee of Unsecured
Creditors and the United States Trustee.

Specifically, the United States Trustee suggests to the Court to
enter an order providing that:

    (a) The professionals' monthly statements must be served on:

          (i) the officer designated by the Debtors to be
              responsible for such matters and who has a
              fiduciary duty to review such fees;

         (ii) counsel to the Debtors;

        (iii) counsel to the Committee;

         (iv) the United States Trustee;

          (v) counsel to all post-petition lenders or their
              agent(s); and

         (vi) all other parties that the Court may designate;

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

    (c) Each person receiving a statement will have at least 15
        days after receipt to review the invoices and object
        before any payment is made. (360 Bankruptcy News, Issue
        No. 6; Bankruptcy Creditors' Service, Inc., 609/392-
        0900)


AMES DEPARTMENT: Second Quarter Net Loss Widens to $26.4 Million
----------------------------------------------------------------
Ames Department Stores, Inc. (NASDAQ: AMESQ) announced its
results for the second quarter, which ended August 4, 2001.

Ames recorded a consolidated net loss of $26.4 million. This
compares to a consolidated net loss of $22.1 million for the
comparable period last year.

For the first half of 2001 Ames reported a net loss of $54.2
million. This compares to a net loss of $51.2 million for the
same period last year.

Ames Department Stores, Inc., a FORTUNE 500(R) company, is the
nation's largest regional, full-line discount retailer with
annual sales of approximately $4 billion.

With 452 stores in the Northeast, Mid-Atlantic and Mid-West,
Ames offers value-conscious shoppers quality, name-brand
products across a broad range of merchandise categories. For
more information about Ames, visit http://www.amesstores.com   
or  http://www.amesstores.com/espanol


AMES DEPARTMENT: Court Approves Togut Segal as Co-Counsel
---------------------------------------------------------
Ames Department Stores, Inc., sought and obtained authority from
the U.S. Bankruptcy Court in Manhattan to employ Togut Segal &
Segal as its co-counsel in these chapter 11 cases.

David H. Lissy, Esq., Senior Vice President & General Counsel of
Ames Department Stores, Incorporated, relates that TS&S was
actively involved in the Debtors' first reorganization cases
filed in April 1990 and during this engagement, TS&S learned all
about the Debtors' business and operations.  Mr. Lissy discloses
that TS&S was retained in those cases until January 1993, after
which WG&M became the Debtors' principal outside counsel.

Mr. Lissy states that the retention of WG&M as co-attorneys with
TS&S is most beneficial to the Debtors and all parties-in-
interest.  Mr. Lissy contends that TS&S's familiarity with the
Debtors' businesses can be of special assistance in certain
matters that WG&M cannot handle due to conflict of interest or
that which TS&S can handle more efficiently. This arrangement,
Mr. Lissy adds, will effectively avoid unnecessary litigation
and reduce expenses.

Mr. Lissy discloses that WG&M was engaged to act as lead
bankruptcy attorneys and outside general attorneys. Mr. Lissy
adds that TS&S and WG&M will be coordinating their efforts and
clearly delineating their duties to prevent duplication.

In support of the Debtors' application, Albert Togut, Esq.,
senior member of Togut Segal & Segal LLP in New York, asserts
that TS&S is not connected in any way with the Debtors, their
creditors, other parties-in-interest or the United States
Trustee.  Mr. Togut adds that TS&S is a disinterested party in
these cases.

Mr. Togut discloses that they are currently co-counsel for the
Debtors in Loews Cineplex and were counsel for the Debtors in
the Rockefeller Center and the Olympia & York World Financial
Center.

In addition, Mr. Togut relates that TS&S currently serves as
counsel for the Creditors Committee of Golden Books and were co-
counsel for ContiFinancial Corporation.

Mr. Tougut discloses that the principal attorneys who will work
on these cases, besides himself, are:

      * Frank Oswald (Partner),
      * Scott Ratner (Partner),
      * Gerard DiConza (Associate), and
      * Christopher Lagow (Associate).

Mr. Togut reveals that additional attorneys may be engaged in
connection with these cases, for which the customary hourly
rates to be charged by TS&S are:

     Partners                --  $465-$580
     Paralegals & Associates --  $100-$365

Mr. Togut reveals that TS&S recently received a $100,000
retainer from the Debtors and that it will be applied to
services rendered and expenses incurred prior to the Petition
Date and the remaining balance will be applied to such post-
petition allowances of compensation as may be granted by the
Court. (AMES Bankruptcy News, Issue No. 2; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


AMF BOWLING: Parent Gets Okay to Hire Kutak Rock as Co-Counsel
--------------------------------------------------------------
AMF Bowling, Inc., sought and obtained an Order from Judge Adams
authorizing them to employ and retain Kutak Rock LLP as local
counsel.

Stephen E. Hare, Chief Financial Officer of AMF Bowling, Inc.,
tells the Court that the Parent chose Kutak Rock because it has
the necessary experience, currently representing and having
represented in the past, Parent in reorganization proceedings
under chapter 11.  Kutak Rock has also represented committees
and creditors in reorganization cases.  In addition, Kutak Rock
frequently represents creditors and corporations in loan
workouts and debt restructurings.

Mr. Hare submits that it will be necessary to employ and retain
Kulak Rock to:

    (a) give advice to the Parent with respect to its powers and
        duties as Debtors-in-possession;

    (b) render advise, counsel and assistance in connection with
        the preparation of the Parent's schedules, statements
        and lists;

    (c) assist the Parent in formulating, and taking the
        necessary legal steps to confirm a chapter 11 plan of
        reorganization or liquidation, if needed;

    (d) analyze claims and negotiate all matters with creditors
        on behalf of the Parent;

    (e) render advice, counsel and assistance in the preparation
        and filing of pleadings or papers required in these
        proceedings; and

    (f) perform all other legal services for the Parent which
        may be necessary in this chapter 11 case.

Subject to Court approval, compensation will be payable to Kutak
Rock on an hourly basis.  The prevailing rates are:

        Attorneys

             Kevin R. Huennekens           $250
             Michael A. Condyles           $200
             Loc Pfeiffer                  $185
             Peter J. Barrett              $150

        Paralegals

             Sara A. Abrams                $ 65
             M. Linda Rhodenhise           $ 65

Because of the nature and extent of legal services that may be
necessary in this case are not known at this time, Mr. Hare
informs the Court that the employment of Kutak Rock on a general
retainer to serve all of the Parent' needs would probably be
best.  Prior to the bankruptcy filing, Kutak Rock, in
contemplation of its representation of the Debtors in this case,
received a retainer for its services in the amount of $125,000.

In addition, Kutak Rock has received $8,787 in connection with
its representation of the Parent and the preparation of this
filing.

Kevin R. Huennekens, a member of the Kutak Rock firm, assures
Judge Adams that Kutak Rock neither holds nor represents any
interest adverse to the Parent, and that Kutak Rock is a
"disinterested person" within the meaning of the Bankruptcy
Code.

Mr. Huennekens says that Kutak Rock is a national law firm and
may have in the past represented, may currently represent,
and/or may in the future represent, other entities who may be
creditors of the Debtors, in matters wholly unrelated to this
Chapter 11 case.  Kutak Rock will disclose any such
representations if it becomes aware of them, Mr. Huennekens
promises. (AMF Bankruptcy News, Issue No. 6; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


AMRSTRONG HOLDINGS: Keegan Gets Approval to Pursue Insured Claim
---------------------------------------------------------------
Judge Farnan enters an Order authorizing Steve Keegan to pursue
his claims against AMF Worldwide, Inc., to settlement or
judgment in the appropriate forum, including any subsequent
appeals or writs, for the purposes of determining liability and
damages, if any, of AWI to him, and to pursue the proceeds of
any available insurance policies.

Mr. Keegan, represented by Steven F. Mones and Daniel L. McKenty
of the Wilmington firm of McCullough, McKenty & Kafader,
together with Jeffrey S. Deutschman of Chicago, Illinois, asked
Judge Farnan to grant him relief from the automatic stay to
permit him to pursue a state court action against Armstrong
World Industries, Inc., to the extent of liability insurance
coverage that is available under a policy issued by Liberty
Mutual Insurance Company, the carrier identified by AWI as
providing liability coverage for his claim.

In February 1998, Mr. Keegan bought a product manufactured by
AWI, a one-quart can of latex adhesive labeled "Henry 440
Superior Bond Cove Base Adhesive", that caused him to suffer
injuries upon his use of the product.  

In January 2000, Mr. Keegan filed a personal injury action
styled "Steve Keegan v. AWI, W. W. Henry Company, and Menard,
Inc." in the Illinois Circuit Court in Cook County, Illinois.  
Mr. Keegan told Judge Farnan that if there was any prejudice to
the Debtor's estate, it was "slight".  He sought to proceed with
his tort claims to the extent of AWI's liability insurance
coverage.  AWI's estate was not directly affected, and it did
not appear to Mr. Keegan that the state court action would
entail significant resources on the part of AWI.

By contrast, the prejudice to Mr. Keegan if the stay was not
lifted would be substantial.  He sought to recover for serious
and disfiguring injuries he suffered, as well as for periods of
hospitalization, medical treatment, and time lost from
employment.  The automatic stay was not an impenetrable shield,
and a court might order it lifted when circumstances warrant.  
Mr. Keegan believed his circumstances so warrant.

                     The Debtors Respond

Mr. Keegan's alleged claim is covered by a liability insurance
policy with Liberty Mutual Insurance Company for the period of
May 1, 1997, through May 1, 1998.  The policy provides that, for
each occurrence, AWI must pay the first $3 million of all
damages (including defense costs) incurred in connection with
each claim.  

However, the Debtor announced that it was willing to permit
modification of the stay to permit Mr. Keegan to litigate his
claims to settlement or judgment in the appropriate forum for
the purpose of determining liability and damages, if any, of AWI
to Mr. Keegan.  However, AWI expressly reserves all of its
rights and defenses with respect to any litigation on account of
Mr. Keegan's claims.  

AWI advised it did not believe that there was insurance to cover
Mr. Keegan's claims; however, it would consent to a modification
of the stay to permit Mr. Keegan to pursue the proceeds of any
available insurance policies in the event he obtained a judgment
against AWI. (Armstrong Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service, Inc., 609/392-0900)   


BRIDGE INFO: Agrees to Increase Alvarez & Marsal's Compensation
---------------------------------------------------------------
Bridge Information Systems, Inc. seeks an order approving the
modification to the Original Engagement Letter with Alvarez &
Marsal as provided in the Engagement Modification Letter.

Since March 2001, Alvarez & Marsal has provided restructuring
advisory services to the Debtors to guide and advance the
marketing sale of their businesses as a going concern.  Alvarez
& Marsal has also provided invaluable services to the Debtors in
connection with various other asset sales and negotiations with
Pre-petition and Post-petition creditors.

David M. Unseth, Esq., at Bryan Cave LLP, in St. Louis,
Missouri, reminds Judge McDonald that the Original Engagement
Letter generally provided for:

    (a) a monthly fee of $170,000,

    (b) potential hourly fees of additional staff added to the
        project, and

    (c) an Incentive Fee.

Mr. Unseth notes that Alvarez & Marsal personnel have been a big
help in stabilizing the Debtors' businesses.  Because of Alvarez
& Marsal's assistance, Mr. Unseth adds, the Debtors have
maintained revenue levels without losing any major clients.  As
a result, Mr. Unseth discloses, the Debtors have built a cash
surplus, which exceeded the original budget by approximately
$70,000,000.

In addition, Mr. Unseth says, Alvarez & Marsal's efforts have
led to signing of an asset purchase agreement with Reuters,
which will provide a return to creditors that is substantially
greater than was originally expected.  To achieve this, Mr.
Unseth informs the Court that Alvarez & Marsal has had to assign
a team of senior managers, who will be required full-time to
this process for an additional 4 to 6 months beyond the
timeframe assumed in the Original Engagement Letter.

In recognition of the additional unforeseen time and effort that
Alvarez & Marsal's retention will require, the Debtors and
Alvarez & Marsal have agreed to modify the Original Engagement
Letter's Incentive Fee provisions.  In the Engagement
Modification Letter dated July 9, 2001, the Debtors and Alvarez
& Marsal will be:

    (a) moderately revising the scale for the Asset Sale
        Incentive Fee, by increasing to:

        (1) $750,000 the Original Engagement Letter's $600,000
            incentive fee which is payable if asset sales
            generate total consideration between $200 to $250
            million, and

        (2) $1,000,000 the Original Engagement Letter's $800,000
            incentive fee which is payable if asset sales
            generate total consideration in excess of $250
            million; and

    (b) adding the Additional Incentive Fee (defined below),
        which would compensate Alvarez & Marsal in an amount
        equal to 0.5% of the amount by which total consideration
        from asset sales exceeds $300 million.

Pursuant to this modification, Alvarez & Marsal's Incentive Fee
would generally consist of:

      (i) Asset Sales: the Debtors shall pay Alvarez & Marsal an
          incentive fee based upon the cumulative fair market
          value of all consideration received by the Debtors in
          asset sales for which an agreement is signed by the
          Debtors before Alvarez & Marsal's retention is
          terminated (the Asset Sale Incentive Fee) based upon
          this scale:

           Total Consideration                     Incentive Fee
           -------------------                     -------------
            $0 - 150,000,000                        $375,000
            >$150,000,000 - 200,000,000             $500,000
            >$200,000,000 - 250,000,000             $750,000
            >$250,000,000                           $1,000,000

     (ii) Plan of Reorganization: Unless Alvarez & Marsal's
          retention is terminated prior to confirmation of a
          plan of reorganization for the some or all of the
          Debtors, then the Debtors shall, upon consummation of
          such plan of reorganization, pay Alvarez & Marsal an
          incentive fee equal to:

           (a) $250,000, plus

           (b) an incentive fee payable on any asset sold
               pursuant to the plan of reorganization in
               accordance with the Asset Sale Incentive Fee
               described above (the Plan Incentive Fee).

    (iii) Additional Incentive Fee: In the event that the total
          recovery for the Pre-petition Lenders and Lessors in
          the Debtors chapter 11 cases exceeds $300 million,
          then the Debtors shall pay Alvarez & Marsal an
          additional incentive fee equal to 0.5% of the amount
          by which such recovery exceeds $300 million (the
          Additional Incentive Fee).

The modification, Mr. Unseth explains, alters the Incentive Fee
payable to Alvarez & Marsal in an equitable manner to compensate
it for the additional valuable services it will provide to the
Debtors' estates, which was not contemplated by the Original
Engagement Letter. (Bridge Bankruptcy News, Issue No. 14;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


CORAM HEALTHCARE: Exclusive Period Extended to September 11
-----------------------------------------------------------
The U.S. Bankruptcy Court approved Coram Healthcare Corp.'s
motion for an extension of the exclusive period during which the
Company may file a plan of reorganization through Sept. 11 and
during which the Company may solicit acceptances of its already-
filed Second Amended Joint Plan of Reorganization through Nov.
12.  

Separately, the Bankruptcy Court in Wilmington approved Coram's
application to retain Hedlund, Hanley, Koenigsknecht & Trafelet
as special counsel.


COVAD COMMS: Hires Pachulski Stang as Bankruptcy Counsel
--------------------------------------------------------
Covad Communications Group, Inc. files an application for
authority in the employment and retention of Pachulski Stang
Ziehl Young & Jones P.C. as its bankruptcy counsel in this
chapter 11 case.

Debra Buhring, Covad's Associate General Counsel and Vice
President, discloses that the Debtor seeks to retain PSZY&J as
its attorneys because of their extensive experience and
knowledge in the field of debtors and creditors rights and
business reorganizations under chapter 11.  Ms. Buhring adds
that in the process of preparing for its representation of the
Debtor in this case, PSZY&J has become familiar with the
Debtor's business affairs and potential legal issues that may
arise.

Pachulski will bill for legal services at its customary hourly
rates:

              Professional           Hourly Rate
           --------------------      -----------
           Richard M. Pachulski         $315
           Laura Davis Jones            $455
           Brad R. Godshall             $445
           Scotta McFarland             $370
           David W. Carickhoff          $245
           Christopher J. Lhuilier      $225
           Marta C. Wade (Paralegal)    $120
           Cheryl Knotts (Paralegal)    $105

The professional services PSZY&J will render to the Debtor are:

   (1) provide legal advice with respect to its powers and
       duties as a debtor-in-possession in the continued
       operation of its business and management of its
       properties;

   (2) prepare and pursue confirmation of a plan and approval of
       a disclosure statement;

   (3) prepare on behalf of the Debtor necessary applications,
       motions, answers, orders, reports and other legal papers;

   (4) appear in Court and protect the interests of the Debtor
       before the Court;

   (5) perform all other legal services for the Debtor that may
       be necessary and proper in these proceedings;

Ms. Buhring discloses that $850,000 has been paid to PSZY&J in
connection with the preparation of initial documents and the
proposed post-petition representation of the Debtor, $350,000 of
which was applied to outstanding balances and the remainder to
constitute as a general retainer.

Brad Godshall, a shareholder of PSZY&J, certifies that neither
the firm, nor any shareholder or attorney, has any connection
with the Debtor, its creditors or other parties in interest,
except that the firm represents Heller Financial, Inc., and
Heller Equipment Leasing, Inc. on various matters unrelated to
this case.  

Mr. Godshall adds that the firm has in the past represented and
may in the future represent creditors of the Debtor in
connection with matters unrelated to this case. (Covad
Bankruptcy News, Issue No. 3; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


DIAMOND ENTERTAINMENT: Posts Wider Q2 Working Capital Deficit
-------------------------------------------------------------
Diamond Entertainment Corporation's net loss for the three
months ended June 30, 2001 was approximately $(210,000) as
compared to a net loss of approximately $(201,000) for the same
period last year. The primary reason for the net loss was the
Company's operating loss of approximately $127,000.

The Company's operating loss for the three months ended June 30,
2001 was $127,000 as compared to an operating loss of
approximately $165,000 for the same period last year.

The decrease in the Company's operating loss of approximately
$38,000 arose primarily from increased operating expenses of
approximately $31,000, and an increase in gross profit of
approximately $69,000.

The Company's sales for the three months ended June 30, 2001 and
2000, were approximately $737,000 and $596,000, respectively.  
The Company's sales increased by approximately  $141,000 from
the same period a year earlier with decreased videocassette
product sales of approximately $237,000 offset by increased DVD
product and other product sales of approximately $360,000 and
$18,000, respectively.  

The lower videocassette product sales when compared to the same
period a year earlier was attributable to the Company's strategy
of shifting its videocassette products to DVD products. The
Company plans to acquire new titles for videocassette and DVD
products over the remainder of fiscal year 2002. Sales of the
Company's products are generally seasonal resulting in increased
sales starting in the third quarter of the fiscal year.  

The Company's working capital deficit at June 30, 2001 was
approximately $4,015,000 as compared with a working capital
deficit of $3,658,000 at June 30, 2000. This increase in the
working capital deficit of approximately $357,000 is primarily
the result of increased borrowings and long term notes shifting
to short term.


ENTERPRISES SHIPHOLDING: M/V Canmar Seized After Bond Default
-------------------------------------------------------------
Bondholders of the Restis-family-controlled Enterprises
Shipholding Corporation arrested the M/V Canmar Supreme, built
1999, in the Port of Fos, France.  The Bondholders taking
actions own more than 60% of the $175 million 8.875% senior
notes issued by the company in 1998.

This is the second Enterprises Shipholding Corporation vessel
arrested by the Bondholders to secure a judgment that the
Bondholders and the Trustee will obtain against the Company and
its Guarantors in a suit pending in New York for payment default
on the bonds.

On August 4, 2001, the M/V Ocelotmax, built 2000, was arrested
in Korea and remains in the Port of Pusan. The Company has, to
date, failed to post the required security to have the vessel
released.

On May 1, 2001, Enterprises Shipholding Corporation defaulted on
payment of interest due on its $175 million bond issue,
resulting in the acceleration of all principal and interest in
June by the Indenture Trustee, Chase Manhattan Bank. The Company
and its Guarantors have since failed to make any payments due
the bondholders.

The Bondholders continue to work closely with the Indenture
Trustee for the benefit of all bondholders.

A spokesman for the Bondholders stated that, "The Bondholders
have the resources, and they are resolute in their determination
to take any and all legal action necessary, against the Company,
the Guarantors and others, to obtain full satisfaction of the
amounts due all bondholders."


FLOOZ.COM: Ceases Operations and Plans to File for Bankruptcy
-------------------------------------------------------------
Flooz.com ceased operations, closed its offices and says that
it'll file for bankruptcy protection.

Flooz.com says that it has been adversely affected by dramatic
changes in capital markets and the general slowdown in the
economy.

Flooz.com had been in merger discussions with a number of
companies but was unable to find a suitable partner.


FLOUR CITY: Contracts Terminated Due to Performance Defaults
------------------------------------------------------------
Flour City International Inc. (Nasdaq:FCIN), a designer,
fabricator, installer and provider of non-load-bearing custom
exterior wall systems (curtainwall), announced the termination
of several contracts based on alleged performance defaults by
the company.

The terminations include contracts relating to the Random House
World Headquarters project, the Four Seasons Hotel & Tower
project, the Las Olas City Center project and the Trump World
Towers project. In addition, the company had entered into a
binding letter of intent relating to the Bronx Criminal
Courthouse project. The company's participation in this project
has been cancelled.

The company also reported that it has received a notice of
default under its contract relating to the 42D Stubbs Road
project in Hong Kong and the Ciro Plaza project in Shanghai.

These terminations and defaults have placed Flour City in
default on its performance bonds relating to these projects. The
company is currently in discussions with its surety and the
various parties to the contracts regarding what steps may be
taken to allow the company to complete all or some of the
projects.

If agreements are not reached with its surety and the various
parties to the contracts, the company may face claims for
damages relating to the contracts. Flour City International is
exploring its legal options to pursue claims against various
parties related to the projects. The company is also evaluating
the financial impact of these developments.

In a special meeting of Flour City International board of
directors, John Tang, chairman of the board, was reappointed to
the position of chief executive officer, replacing Edward M.
Boyle III who is no longer employed by the company.
Additionally, the company has appointed Roger Ulbricht as
interim president. Ulbricht, who was employed by the company for
more than 40 years, retired in November 2000.

He last served as executive vice president of Flour City
International and president and CEO of the company's subsidiary,
Flour City Architectural Metals Inc. The company has also
accepted the resignation of two board members, Paul Lyman and
Eugene Armstrong. Replacements to the board have not been named
at this time.

Flour City International designs, fabricates, and installs
custom exterior wall systems used in the construction of a wide
range of commercial and governmental buildings. The company
works closely with architects, general contractors, and
owners/developers in the development and construction of highly
recognizable mid-rise and high-rise office buildings, public-use
buildings such as courthouses and airport terminals, and other
well-known landmark buildings and uniquely designed structures.


FRUIT OF THE LOOM: Milbank Discloses Certain Corporate Relations
----------------------------------------------------------------
In relation to Fruit of the Loom, Ltd.'s application to employ
Milbank Tweed, Dennis F. Dunne, Esq., at Milbank, Tweed, Hadley
& McCloy, files a supplemental affidavit providing enhanced
disclosure of certain corporate relationships.

First, Safety-Kleen Corp. has filed proofs of claim against
Fruit of the Loom.  Mr. Dunne confesses that Milbank has
represented, currently represents, and in the future may
represent the Official Unsecured Creditors Committee of Safety-
Kleen on matters unrelated to the Fruit of the Loom proceedings.  

Mr. Dunne assures the Court that Milbank will not represent any
Safety-Kleen entity in a matter relating to Fruit of the
Loom.

Second, Mr. Dunne says that Milbank has become aware that
certain entities are or may be parties in interest in the Fruit
of the Loom proceedings.

Milbank will not represent these parties in any matters related
to Fruit of the Loom.  The mentioned parties are:

      * The Blackstone Group
      * The Texas Pacific Group
      * Oaktree Capital Management
      * CIT Group

In addition, Milbank has been advised by counsel for the
Unofficial Committee of Secured Noteholders that the following
entities may be holders of public securities issued by Fruit of
the Loom:

      * American General Investment Management
      * Bear Stearns & Co
      * Contrarian Capital Management
      * DDJ Capital Management
      * Lehman Brothers
      * Loomis Sayles & Company
      * National Western Life Insurance
      * Provident Investment Management
      * OTA Ltd
      * Provident Mutual Life Insurance Company
      * Rothschild Recovery Fund
      * Wasserstein Perella Securities

Mr. Dunne promises that Milbank will continue to conduct
inquiries to detect similar relationships.  The firm will file
further supplemental affidavits regarding its representation of
Fruit of the Loom if any additional relevant information comes
to its attention. (Fruit of the Loom Bankruptcy News, Issue No.
36; Bankruptcy Creditors' Service, Inc., 609/392-0900)


FURRS SUPERMARKETS: Closes Store in Espanola Today
--------------------------------------------------
Furrs Supermarkets announced that one additional store location
will not be acquired as part of Furrs' purchase agreement with
Fleming Companies, Inc.

The Furrs Store located at Big Rock Shopping Center in Espanola,
will close on August 29 at 1 p.m. Employees at the store will
receive a severance package per the collective bargaining unit
agreement.

On June 29, the U.S. Bankruptcy Court approved the purchase by
Fleming of 66 Furrs Supermarkets locations in New Mexico and
West Texas. The purchase price of $57 million included all real
estate, equipment leases, contracts and licenses. Furrs
inventory was also purchased for an additional $50 million.


FURRS SUPERMARKETS: Expects to Close Fleming Deal by August 31
--------------------------------------------------------------
Furrs Supermarkets announced today that the sale of stores to
Fleming Companies Inc. is projected to close on Friday, Aug. 31.

At the request of Fleming, Furrs is reducing inventory levels at
three stores by offering storewide discounts on merchandise.

These three locations will be inventoried on the dates listed
below and will not reopen prior to Friday, Aug. 31:

   * Furrs, 5815 Wyoming NE/Academy, Albuquerque, closing on
     Aug. 27 at 8 p.m.

   * Furrs, 3301 Coors/Sequoia, Albuquerque, closing on Aug. 28
     at 6 p.m.

   * Furrs, 2280 B Wyoming NE/Menaul, Albuquerque, closing on
     Aug. 29 at 1 p.m.

Furrs Supermarkets Inc., received approval from the United
States Bankruptcy Court in late June to sell its 66 stores in
New Mexico and West Texas including inventory to Fleming
Companies of Lewisville, Texas.

The sale includes $57 million for real estate, equipment,
contracts and licenses, as well as inventory with an additional
value of $50 million.


GENESIS HEALTH: Multicare Gets Okay for Transfer of PA Facility
---------------------------------------------------------------
With the Court's approval, Debtor HNCA, Inc. sold Buchanan
Commons (formerly known as Hillcrest Nursing and Rehabilitation
Center), a 1221-bed eldercare facility located in Grove City,
Pennsylvania to Sugar Creek. As permitted by the Sale Agreement,
Sugar Creek subsequently transferred its rights to its
affiliate, Trinity Living Center, L.P.

Trinity then applied to HCFA for a change of ownership (CHOW)
pursuant to 42 C.F.R. section 489.18. Through the CHOW process,
Trinity sought an automatic assignment of the Medicare provider
agreement for the Facility from HNCA to Trinity. HCFA informed
Trinity that it could not process the CHOW with assignment of
the Provider Agreement because such agreement was an executory
contract within the meaning of section 365 of the Bankruptcy
Code and thus could not be assigned until HNCA assumed the
contract.

Therefore, Multicare sought and obtained the Court's authority,
pursuant to section 365 of the Bankruptcy Code and Bankruptcy
Rule 6006, to assume the Provider Agreement between HNCA and the
Secretary of Health and Human Services (HHS) and to assign it to
Trinity.

HCFA asserts that the relief sought by the Debtors in the Motion
is unavailable as a matter of law, and disagrees with HNCA's
characterization of certain of the facts alleged in the motion.

To enable Trinity to take assignment of the Provider Agreement
in a manner consistent with the Parties' respective interests
and concerns, HNCA, the United States of America on behalf of
the Health Care Financing Administration and Trinity Living
Center, L.P. agree as follows:

(A) Assumption and Assignment of Provider Agreement with
     Successor Liability

     HNCA will assume and assign the Provider Agreement to
     Trinity, effective as of the Transfer Date. Trinity agrees
     that it accepts assignment of the Facility's Provider
     Agreement pursuant to applicable non-bankruptcy law.
     Trinity specifically agrees that by accepting assignment it
     will have successor liability for obligations of HNCA under
     the Provider Agreement as explained in United States v.
     Vernon Home Health, Inc., 21 F.3d 693, 696 (5th Cir. 1994).

(B) Conditions Precedent to Effectiveness of Assignment

     HNCA will comply with all applicable law, including but not
     limited to the requirement that it obtain approval from
     HCFA for a CHOW. Subject to Trinity's compliance with this
     Stipulation and the legal requirements cited in it, HCFA
     will approve the CHOW effective as of the Transfer Date.

     Trinity agrees that it will succeed to the quality of care
     history of the Facility and will be responsible for any and
     all civil monetary penalties imposed by HCFA based on
     deficiencies in Medicare and Medicaid quality requirements,
     in accordance with United States v. Vernon Home Health,
     Inc. supra.

     In addition, HNCA agrees and confirms that Trinity's
     operation of the Facility subsequent to the Transfer Date
     will not be subject to challenge by HNCA, except as may be
     permitted by the applicable asset sale agreement.

(C) Provider Agreement to Be Treated as if Rejected

     Notwithstanding HNCA's assumption and assignment of the
     Provider Agreement, HCFA agrees that any claims it may have
     against HNCA arising under the Provider Agreement will be
     treated as if the Provider Agreement were rejected in the
     bankruptcy case, and HCFA will assert no postpetition      
     claims against HNCA arising under the Provider Agreement.

(D) Effective Date

     This Stipulation will be effective when an order of the
     Court approving this Stipulation becomes final and
     nonappealable.

Judge Wizmur has given her stamp of approval to the Stipulation.
(Genesis/Multicare Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


IVG CORP: Fate Dependent on Ability to Raise Additional Capital
---------------------------------------------------------------
On March 9, 2001, IVG Corp. changed its name from Internet
Venture Group, Inc. (formerly Strategic Ventures, Inc.) and its
state of incorporation from Florida to Delaware.

The name change and reincorporation were accomplished by merging
Internet Venture Group, Inc., a Florida corporation, into IVG
Corp., a Delaware corporation formed for the purpose of these
transactions.

Each issued and outstanding share of common stock of Internet
Venture Group, Inc. was automatically converted in the merger
into one share of common stock of IVG Corp.

The company was incorporated in the state of Florida on March
19, 1987 under the name Sci Tech Ventures, Inc. and changed its
name to Strategic Ventures, Inc. in May 1991. On October 18,
1999, Strategic Ventures, Inc. changed its name to Internet
Venture Group, Inc.

IVG Corporation has incurred substantial operating losses. As
shown in their financial statements, the Company incurred net
losses of $12,366,419 on gross sales of $427,595 for the six
months ended June 30, 2001. These factors indicate there is
substantial doubt about the Company's ability to continue as a
going concern.

The future success of the Company is likely dependent on its
ability to obtain additional capital to develop its proposed
products and ultimately, upon its ability to attain future
profitable operations. There can be no assurance that the
Company will be successful in obtaining such financing, or that
it will attain positive cash flow from operations.

At June 30, 2001, the Company had current assets of
approximately $3,270,000 and total assets of approximately
$3,820,000. Current liabilities at June 30, 2001 were
approximately $6,356,000. The Company's stockholders' deficit at
June 30, 2001 was approximately $4,537,000.

The Company's net loss for the six months ended June 30, 2001
was $12,366,419, compared to a net loss of approximately
$376,000 for the six months ended June 30, 2000.


JAWZ CANADA: Operating Unit Shuts Down & Order Asset Sales Begin
----------------------------------------------------------------
Canadian Advantage Ltd. Partnership and Advantage (Bermuda) Fund
Ltd. care of Thompson Kernaghan of Toronto appointed a Receiver-
Manager for JAWZ Canada Inc. (OTC:JAWZ), to manage the orderly
sales of the assets of JAWZ Canada and the payment of
liabilities.

Only critical work in progress will be managed by the Receiver
in the interim with a view to an expedient transition. All
creditors and customers of JAWZ Canada Inc. should contact
Alternative Recoveries Inc, 510 710-7th Avenue, SW, Calgary,
Alberta, T2P 0Z1.

This, in effect, will cause the operating subsidiary JAWZ Canada
Inc. to cease operations immediately with the exception of
completing any work currently underway for our clients. The
operating subsidiary will not continue to solicit new business.

We believe that this event will benefit our shareholders who
have invested in the parent company JAWZ Inc. (NASDQ OTC BB) by
containing the liability associated with the subsidiary company,
thereby preserving the parent company's assets plus preventing
further deterioration given the current business and capital
market conditions.

The company's banker, Thompson Kernaghan has refused any further
funding and has demanded repayment.  As such the company can now
clearly assess its position as it relates to Thompson Kernaghan.


LERNOUT & HAUSPIE: Dictaphone Panel Balks at Credit Suisse Fees
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Dictaphone
Corporation objects to the Debtors' Application to employ CS
First Boston, telling Judge Wizmur that after crediting monthly
fees and fees from M&A transactions to the reorganization fee,
CSFB could hypothetically be put in the position of owing money
to the Debtors' estates on account of this engagement.  

For example, if these cases lasted ten months from the date the
Application is approved and CSFB was able to generate in excess
of $333,300,000 in aggregate sale proceeds (a goal that the
Dictaphone Committee believes is attainable if one believes that
the L&H Committee's assumptions regarding valuation of assets is
correct), CSFB would earn nothing from this engagement.  

Judging from this structure, the Dictaphone Committee is led to
the conclusion that CSFB has an incentive to work quickly (which
is desirable), but that it does not have an incentive to
maximize sale prices for assets since that only reduces the
$5,000,000 reorganization fee (which is not desirable).

CSFB's retention should therefore be altered to encourage CSFB
to achieve optimal results for the benefit of the Debtors'
estates.  The Dictaphone Committee tells Judge Wizmur the
reorganization fee is too expensive in the circumstances of this
case and does not appropriate provide an incentive to CSFB to
generate maximum sale proceeds from the sale of assets (which
the Committee says is the sole source of repayment for creditors
in these cases).  

Given that the monthly fees and the M&A transaction fees reduce
the amount of the reorganization fee payable to CSFB, there is
no incentive to market the Debtors' assets - or negotiate with
prospective purchasers - in a manner designed to achieve the
highest possible price.  Rather, under this structure CSFB is
encouraged to engage in a quick marketing process that fetches
less than optimal amounts for those assets of the Debtors
designated to be sold, thereby leading to lower reductions to
its reorganization fee.

The Dictaphone Committee believes that such a structure creates
the wrong incentives.

               The Fee Structure is Premature and
                       Should Be Altered

Under these circumstances, the Dictaphone Committee believes
that the reorganization fee should be denied without prejudice
at this time. Rather, consideration of a "reorganization fee" -
including the propriety and amount of such a fee - should be
deferred until confirmation of a plan of reorganization of one
or more of the Debtors.

That way, CSFB will have an incentive to align its interests
with the Debtors and this Court will have discretion to
determine the appropriate level of compensation in light of the
results achieved.

Significantly, it is also important to the Committee that Judge
Wizmur recognize that CSFB is being retained solely for the
purpose of selling assets.  No restructuring is being done or is
currently contemplated by the Debtors.  Given this limited role,
the proposed monthly fee of $200,000 retroactive to February 1,
20-01, is excessive and unnecessary.  Instead, CSFB should only
receive compensation upon the closing of a successful asset
sale.

Alternatively, if Judge Wizmur is convinced that CSFB should be
paid a monthly fee of $200,000, notwithstanding the fact that
CSFB's role is no different than a business broker, the
Dictaphone Committee believes that the monthly fees should be
reduced to, at most, $150,000 per month, which is in line with
market rates, and further, should be credited against the M&A
transaction fees in order to provide an incentive to CSFB to
achieve the best possible result in these cases.

Such a structure will encourage CSFB to close asset sale
transactions quickly while still bargaining hard enough to get
the best possible deal.

Taken together, and without significant modification, the
Dictaphone Committee believes that the burden of paying CSFB's
restructuring transaction and monthly fees will quickly cause
these cases to become administratively insolvent.  

As of the date of this objection, the Dictaphone Committee tells
Judge Wizmur it believes that L&H is administratively insolvent
and is unable to pay fees to professionals on a current basis.  
The Dictaphone  Committee is therefore concerned that these
added fees will unfairly become an obligation of the Dictaphone
estate and, by extension, its unsecured creditors.

        The Professional Fees Are Too High, Dictaphone
           Shouldn't Have to Pay, and Might Be Sold

The professional fees in these cases have been and continue to
be extremely high running at the rate of approximately $1
million per week.  The addition of CSFB's multi-tiered fee
structure would further add to this burden while yielding little
or no appreciable benefit to Dictaphone or its estate.  

Moreover, all monthly fees and the reorganization fee will be
paid by L&H using funds borrowed from the DIP facility.  As
Judge Wizmur is aware, Dictaphone has not borrowed any money
under the DIP facility, yet is liable for the entire balance
- which currently is in excess of $38,000,000 - thereunder.  As
a result, Dictaphone will be forced to pay all fees due and
owing to CSFB for the sale of L&H's assets.

Given that Dictaphone will receive no benefit for CSFB's
services, the Dictaphone Committee believes that all fees
payable to CSFB (other than monthly fees provided that they are
credited in full against any M&A transaction fees) should be
earned from M&A transaction fees and not be borrowed from the
DIP facility.  Accordingly, except for the monthly fees, L&H and
L&H Holdings should be precluded from borrowing form the DIP
facility to pay CSFB.

Dictaphone currently is not up for sale.  Indeed, Dictaphone may
be restructured on a stand-alone basis - without paying the fees
incurred therefor by CSFB, advisor to its out-of-the-money
shareholder, L&H. The Dictaphone Committee's professionals are
currently in the process of developing and analyzing a stand-
alone plan of reorganization for Dictaphone.  If Dictaphone and
the Dictaphone Committee decide, in consultation with L&H, that
Dictaphone should be sold and consent to such a sale, than an
appropriate application can be made to this Court to amend the
engagement letter and Application to expand CSFB's role to
include a sale of Dictaphone, or to select another investment
banker.

Alternatively, other professional advisors could compete for
this assignment.

For these reasons, the Dictaphone Committee says that Dictaphone
should not be an obligor under the engagement for CSFB.

                CSFB Shouldn't Be the Exclusive
           Placement Agent, Lead Managing Underwriter
            And Lead Arranger for These Transactions

The right to act as the lead underwriter or similar role for one
or more of the Debtors should be subject to a competitive
bidding process in order to ensure that the Debtors' estates are
not burdened with excessive fees.  

Here, under the proposed retention of CSFB, CSFB would be
granted the exclusive right to act as the sole placement agent
and lead managing underwriter at a time when no debt or equity
financing transactions are contemplated and without any
assurance that CSFB will provide the most cost-effective
services.  

The granting of such exclusive rights at this juncture in the
case - particularly given the fact that Dictaphone is likely to
be the only debtor that requires such services - should be
denied.  Instead, the right to serve as underwriter should be
determined at the time that such services are needed by a
competitive, bidding process.

The Dictaphone Committee also believes that CSFB must
demonstrate its request to make the Application nunc pro tunc to
February 1, 2001, is appropriate.  It is unclear to the
Dictaphone Committee whether L&H had made a decision at that
point in time to sell any assets other than Mendez, or that CSFB
was in fact rendering any services. (L&H/Dictaphone Bankruptcy
News, Issue No. 10; Bankruptcy Creditors' Service, Inc.,
609/392-0900)  


LESCARDEN: Must Raise Funds to Sustain Operations After Aug. 31
---------------------------------------------------------------
The liquidity of Lescarden, Inc. must be viewed as critical.  
The Company has been unprofitable to date and may continue to
incur operating losses in the foreseeable future. The Company
has sustained net losses of approximately $15.8 million from
inception to May 31, 2001.  The Company has primarily financed
its research and development activities through a public
offering of common stock, private placements of debt and equity
securities, and in recent years, revenues from licensing fees
and product sales.

The Company's revenues decreased in the year ended May 31, 2001
from the comparative prior fiscal year primarily due to the
initial two commercial shipments of its Catrix(R) Wound Dressing
Product and an $86,500 license fee earned pursuant to the
Company's agreement with ICN IBERICA, S.A., Spain in the fiscal
year ended May 31, 2000.  

Total costs and expenses during the year ended May 31, 2001 were
41% lower than those of the comparative prior year.  The
decrease was principally due to lower costs of sales related to
decreased products' sales and lower professional fees and
consulting expenses.

The Company has had losses from operations in each of the five
years ended May 31, 2001.  This trend may continue in the
foreseeable future.  Working capital has been provided since the
Company's inception primarily from the sale of equity
securities, from borrowings (from its officers, directors, and
shareholders and from outside investors), and in recent years,
from revenues from licensing fees and product sales.

The Company's present liquidity position is critical.  As of May
31, 2001 the Company's liabilities exceeded its total assets by
$487,339.  The Company will require additional product sales or
funding during or, shortly after the end of, the current fiscal
quarter ending August 31, 2001, to sustain its operations.

As a result of the history of losses incurred by the Company,
the net loss during the year ended May 31, 2001 of ($568,368),
and the limited amount of funds currently available to
finance the Company's operations, the report of the Company's
independent Certified Public Accountants on the Financial
Statements as of May 31, 2000 and 2001 contain an explanatory
paragraph indicating that the Company may be unable to continue
in existence.


LOEWEN GROUP: In Dispute with Ex-Lawyers Over Tax Returns
---------------------------------------------------------
The Loewen Group, Inc. and Birch & Bush, P.C. are in dispute
over the Debtors' attempt to secure copies of the individual tax
returns of the Principals of the company -- Timothy A. Birch and
Craig R. Bush -- for the years 1997-2000 in connection with
Proofs of Claims No. 4284 against LGII and No. 4285 against
TLGI, each as an unsecured claim in the amount of $4,300,000.

The principals of the Claimant were formerly employed by the
Debtors as in-house counsel. In 1997, Timothy Birch and Craig
Bush left the Debtors' employ, and formed Birch & Bush, P.C.
Shortly after that, TLGI, LGII and the Claimant entered into an
agreement dated August 29, 1997, which was amended on December
14, 1998, pursuant to which the Claimant agreed to perform
certain legal and consulting services for the Debtors and the
Debtors agreed to compensate the Claimant certain amounts for
such services.

Pursuant to the Agreement, the term of which was to expire on
August 29, 2000, the Claimant agreed to, among other things:

(a) provide legal and consulting services in connection with
     certain acquisitions and divestitures assigned to it by
     Loewen;

(b) manage Loewen's outside counsel engaged to work on such
     transactions; and

(c) make itself available for general legal and consulting
     assistance.

In return, Loewen agreed to pay the Claimant:

   (a) per-transaction fees of $15,000 to $25,000 per facility  
       depending on the number of facilities with respect to
       which the Claimant managed the acquisition or divestiture
       on behalf of the Debtors; and

   (b) additional amounts on an hourly basis for general legal   
       or consulting work. Furthermore, Loewen agreed to a
       guaranteed minimum payment to the Claimant premised upon
       100 annual transactions each year of the Agreement. Thus,   
       if the annual number of facilities involved in such
       transactions was less than 100, Loewen was required to
       pay $25,000 times the shortfall of the number of
       facilities.

On or about September 20, 1999, the Court approved the Debtors'
Motion for Rejection of the Agreement with Birch & Bush, P.C.
After the entry of the Rejection Order, on or about December 13,
1999, the Claimant filed the above-mentioned Proofs of Claim
alleging entitlement to payment under the final two years of the
Agreement.

On October 16, 2000, the Debtors filed a Motion to Disallow the
Claims, pursuant to Section 502(b)(4) of the Bankruptcy Code, on
the basis that the Claims, in an aggregate amount excess of $4
million for legal services, far exceed the reasonable value of
such services, which the Debtors said was zero.

The Debtors argue that, to the extent that Section 502(b)(4) of
the Bankruptcy Code does not result in the disallowance of the
Bankruptcy Claims, the Claimant would be required to mitigate
its damages.

On February 20, 2001, Loewen took the deposition of Timothy A.
Birch. During questioning regarding the efforts by the Claimant
and its principals to mitigate their alleged damages, Loewen's
counsel requested documents, including the individual tax
returns for the Claimant's principals, Timothy Birch and Craig
Bush, for the years 1996-2000. The parties later agreed that
formal document requests were not required. Thus, informal means
were pursued to complete discovery. Loewen also agreed to waive
the request as to the 1996 individual tax returns.

When efforts to obtain the principals' tax returns for the years
1997-2000 failed, Loewen filed a motion asking the Court to
compel production of the documents by the Timothy Birch and
Craig Bush.

The Debtors assert that they are entitled to the documents under
Rule 26(b)(1) of the Federal Rules of Civil Procedure, as
incorporated by Rule 7026 of the Bankruptcy Rules. The Debtors
tell Judge Walsh that these documents are relevant to the
evaluation of the claim.

The principals of Birch & Bush objected. The objectors tell
Judge Walsh that, as part of a negotiated Agreement dated August
29, 1997, they resigned their employment in order to form the
professional corporation of Birch & Bush P.C. and also as part
of the Agreement, Loewen promised the Company at least 100
transactions per year at a stated price for a three-year period
which was subject to renewal, as a means to cover the risks of
starting a new company on very short notice. The Company worked
on more than 100 Loewen transactions during the first year of
the agreement.

In year two, however, the number of transactions Loewen offered
to the Company dropped off and the Company completed only 28
transactions. Mr. Birch and Mr. Bush thus assert that Loewen has
failed to meet its contractual obligations, which placed a
significant financial hardship on the Company. Mr. Birch and Mr.
Bush also assert that the Agreement at issue is not one solely
for legal services but also encompasses management and other
business related activities. Thus, section 502(b)(4) does not
apply here.

The principals of Birch & Bush object to the Debtors' motion on
the bases that:

(1) The individual tax returns of Timothy Birch and Craig Bush
     were not relevant to the claims by the company Birch &
     Bush, nor was such information likely to lead to the
     discovery of admissible evidence. Specifically, income from
     other business ventures or investments has absolutely no
     bearing on the the Company's claims.

(2) The claims are based on the amount outstanding from a
     guaranteed contract to provide certain business and legal
     services. Mitigation is not an issue. At no time did
     counsel for the principals ever promise to provide such
     information.

(3) Loewen' motion is procedurally improper as a document
     request directed to the Company under Rule 34 (either
     formal or informal) attempting to obtain documents from
     non-parties is inappropriate. A subpoena is the proper
     method of obtaining documents from non-parties.

(4) Public policy disfavors the disclosure of individual income
     tax returns. The personal tax returns are private,
     confidential and highly sensitive. One of the principals,
     Craig Bush is currently involved in other business dealings
     with Loewen. Disclosure of Mr. Bush's financial records
     could affect such dealings.

Dinsmore & Shohl LLP, as counsel for Birch & Bush, P.C., submit
that Loewen's motion should be denied. (Loewen Bankruptcy News,
Issue No. 45; Bankruptcy Creditors' Service, Inc., 609/392-0900)


LTV CORP: Creditors' Committees Push to Disband Equity Committee
----------------------------------------------------------------
The Official Committee of Noteholders and the Official Committee
of Unsecured Creditors of The LTV Corporation join forces to ask
Judge Bodoh to compel Donald M. Robiner, the United States
Trustee for Region 9, to disband the Official Committee of
Equity Holders.  

In addition, the Committees ask that no co-counsel for the
Equity Holders Committee be authorized to be employed and
compensated by the bankruptcy estates.  The Committees are
represented in this Joint Motion by Lisa G. Beckerman, Robert J.
Stark, and Matthew I. Kramer of the New York firm of Akin Gump
Strauss Hauer & Feld LLP, joined by Joseph F. McDonough and
James McLean of the Pittsburgh firm of Manion McDonough & Lucas
PC, as co-counsel for the Official Noteholders' Committee, and
by Paul M. Singer, Eric A. Schaffer and David Ziegler of Reed
Smith LLP of Pittsburgh as counsel for the Official Unsecured
Creditors' Committee.

                 The Committees Want Secrecy

The Committees also ask that Judge Bodoh hold the hearings on
this Joint Motion in camera, and order all parties to file under
seal all submissions "containing confidential information".

            The Debtors are "Hopelessly Insolvent"

The Committees say that Judge Bodoh should order Donald Robiner,
the United States Trustee, to disband the Equity Committee for
three "primary" reasons.  First, the Committees say that "the
Debtors are hopelessly insolvent and are now fighting simply to
survive".

Second, the Debtors' stockholders do not presently need official
committee representation.  All of the Debtors' near-term issues
are operational in nature.  Development of a joint plan of
reorganization is very far off and dependent on the Debtors
effectuating a business turn-around.  

The Committees say they are working hard with the Debtors to
address these issues with the aim of maximizing the value of the
Debtors' Chapter 11 estates - "for all parties in interest".  
Thus the Equity Committee "would merely duplicate the efforts of
the Committees and not assist in the advancement of these
cases".

Third, the continued existence of the Equity Committee will
result in a considerable additional and unnecessary financial
drain on the Debtors' estates.  The Equity Committee has already
filed applications seeking the appointment of co-counsel and
will almost certainly seek the retention of accountants and
financial advisors.  The administrative burden associated with
the Equity Committee simply outweighs any concern for equity
representation in the Debtors' chapter 11 cases.

Since "there is no basis for the existence of the Equity
Committee", the Committees ask Judge Bodoh to deny the Equity
Committee's request for the retention of professionals.

"Sensitive" information about the Debtors and their business
operations will need to be brought before the Court in
connection with the Committees' request for an Order compelling
the United States Trustee to disband the Equity Committee.  
Public disclosure of this information could cause significant
damage to the Debtors.  

Accordingly, the Committees also ask Judge Bodoh to enter an
Order authorizing an "in camera" hearing with respect to their
joint motion, and to order all parties to file under seal all
submissions containing confidential information in connection
with these Joint Motions.

The Committees say that, since the Debtors filed these chapter
11 proceedings, they have faced a series of challenges,
including severe liquidity shortfalls and the lack of critical
financing.  Although the Debtors were able to obtain DIP
financing in March 2001, a number of months after filing these
chapter 11 cases, the resulting $700 million DIP facility only
provided the Debtors with $100 million of additional working
capital, as $600 million was a mere roll-up of prepetition
indebtedness.  Furthermore, under the DIP facilities, the
Debtors are obligated to pay $100 million to the DIP lenders as
soon as September 30, 2001, and another $100 million only three
months thereafter on December 31, 2001.

Although the combined value of the Debtors' estates does not
nearly approach the $4.9 billion of debt currently owed by the
Debtors, which would have to be paid in full for equity to be in
the money, the United States Trustee nevertheless appointed an
Equity Committee under the Code on July 13, 2001.  Within a
week, the Equity Committee filed an application to retain Bell
Boyd & Lloyd as counsel, as well as an application approving the
employment and retention nunc pro tunc of Kohrman Jackson &
Kranz, PLL, as co-counsel for the Committee.

The Committees say "it is well established that bankruptcy
courts have authority to issue orders directing the United
States Trustee to disband official committees", citing decisions
in Bodenstien v. Lentz (In re Mercury Finance Co.), 240 B.R. 270
(N.D. Ill. 1999), In re Sharon Steel Corp., 100 B.R. 767 (W.D.
Pa. 1989), In re Texaco, 79 B.R. 560 (Bankr. S.D.N.Y. 1987), and
In re Value Merchants, Inc., 202 B.R. 280 (E.D. Wis. 1996).

The Committees assert that the certainty of the Debtors'
insolvency warrants the disbanding of the Equity Committee.  The
Burden of establishing a need for an official committee of
equity security holders is very heavy.  It is almost axiomatic
that Congress determined that committees of unsecured creditors
- not a committee of equity security holders - should be the
debtor's primary counter-balance in a chapter 11 case.  

Courts have utilized a variety of factors in determining whether
cause exists for the appointment of an official committee of
equity security holders, such as whether the shares are widely
held and publicly traded, the size and complexity of the chapter
11 case, the delay and additional cost that would result if such
a committee is appointed, the likelihood of whether the debtors
are insolvent, the timing of the motion relative to the status
of the chapter 11 case, and other factors relevant to the
adequate representation issue.

The Committees say that solvency is the primary factor in
determining whether an official committee of equity security
holders should be appointed in a chapter 11 case.  It is simply
inappropriate to appoint an official committee of equity
security holders in a chapter 11 case where the debtor is
hopelessly insolvent.

                 The Debtors Say "Me Too"

David G. Heiman, Richard M. Cieri, and Michelle M. Morgan, of
the Cleveland firm of Jones Day Reavis & Pogue, joined by
Jeffrey B. Ellman of the Columbus office of that firm, tell
Judge Bodoh that the Debtors all join in with the two Official
Committees in asking that the Official Committee of Equity
Holders be disbanded, and that no co-counsel be permitted,
although the Debtors advance no new arguments or authorities,
but merely incorporate what the Official Committees have said.

          The U.S. Trustee Objects - Vociferously

Donald M. Robiner, the United States Trustee, represented by
Dean P. Wyman and Amy L. Good of the Cleveland Office, Joseph A.
Guzinski, Acting General Counsel, and P. Matthew Sutko, Trial
Counsel with the Office of the General Counsel, Department of
Justice, in Washington, DC, asks that the Joint Motion to
Disband be denied without the necessity of a trial.

Initially the United States Trustee declined requests to form an
official committee of equity holders.  In May, 2001, the United
States Trustee received a renewed request to form an equity
committee.  The Debtors' May 2001 operating report reflected
total assets of approximately $5 billion and total liabilities
subject to compromise of approximately $3.7 billion.  Equity was
listed with a value of approximately $282 million.  

After consideration of numerous factors, including the amount of
the Debtors' assets and liabilities, the book value of equity at
the time of filing and at the time of the renewed request, the
status of the bankruptcy proceedings, and the need for
representation by equity holders, the United States Trustee
appointed the official committee of equity holders on July 13,
2001.

                     "Secret Evidence"

Relying upon secret evidence that they have revealed to no one,
two creditors' committees ask this Court to do what no court has
ever done: order the United States Trustee to disband an equity
committee that was lawfully formed in accordance with the United
States Trustee's administrative duties under the Bankruptcy
Code.

                     "Secret Hearings"

The Committee's motion does not provide this Court or other
parties in interest with the specific facts the Committees
contend justify such unprecedented relief.  They say that their
evidence is secret.  Based solely upon unsubstantiated
allegations, they ask this Court to hold a hearing entirely in
secret to decide this novel request without previously
disclosing the "secret" facts upon which they rely to the
Department of Justice, the Securities & Exchange Commission, the
Equity Committee they ask this Court to disband, or to the
equity holders who seek to protect their dwindling equity
interest in these Debtors.

Without any discovery or adequate advance notice: no
depositions, no document production, no log of allegedly secret
documents, no identification of witnesses, no designation of
experts - the Committees seek an immediate secret trial, closed
to the press, the public, and the equity holders who are not
members of the Equity Committee.

We view this as an invitation to commit grave error.  The
Committee's proffered motives for requesting such unprecedented
action are transparently false.  The Committees allege they want
the Committee disbanded to save costs.  This utterly lacks
credibility.  

First, cost did not concern them when the Debtor wrote a blank
ticket to indemnify its professionals, thereby denying creditors
any source of recovery for those professionals' possible
misdeeds if, as these creditors now allege, this debtor is
insolvent.  

Second, the costs the Committees will incur in prosecuting these
motions, which will be large, do not seem to concern the
Committees.  

Third, this Court has power to minimize the costs associated
with an Equity Holder's Committee, as well as any other
committee, by reviewing the fee applications of its
professionals.  Committee professionals represent the only
significant source of cost that arises from committees.  

Fourth, the committees' theory that the debtors are "hopelessly
insolvent" raises substantial questions where there is a
prospect for any recovery for unsecured creditors and whether
the costs of the Committees' professionals will produce any
benefit to the unsecured creditors.

                  The Committees' Real Motive:
                    Silencing the Opposition

When one strips away the facade of the Committees' newly found
concern about costs, the Committees' motivations become obvious:
they want this Court to snuff out the competing voice of equity
holders and to prevent them from having any organized
opportunity to participate in an open and fair resolution of
this bankruptcy case.  We understand the Committees' obvious
desire to suppress opposing viewpoints.  But the law does not
allow that here, and it would be inconsistent with traditional
notions of American justice to deny a party in interest a voice
simply because one might not like what he or she is going to
say.

There is no lawful basis for granting the Committees the
unprecedented relief they seek.  In our considered view,
Congress entrusted the United States Trustee, an Executive
Branch Official appointed by the Attorney General of the United
States, with sole authority to create and disband equity
committees.  Unless a United States Trustee acts illegally by,
for example, appointing non-equity security holders to an equity
committee, courts may not review or invalidate Executive Branch
decisions of United States Trustees to create or staff
committees.

This view is consistent with the development of the Code and
finds substantial support in the case law.

We recognize that some courts have concluded bankruptcy courts
have very limited authority to review committee formation
decisions.  Even those decisions acknowledge, however, that it
is necessary to defer to Executive Branch appointment decisions
unless there is compelling evidence that the United States
Trustee acted arbitrarily and capriciously - a very high
standard under the law.  The United States Trustee's actions in
the case at bar easily withstand scrutiny under that standard.

The moving parties do a disservice to this Court and to the
balance of power Congress truck between the Executive and
Judicial branches in its enactment of section 1102 of the
Bankruptcy Code by "cavalierly suggesting this Court has de novo
power to tinker with Executive Branch committee appointments".  
The power to engage in de novo review exists only when the
United States Trustee has made an illegal, i.e., void,
appointment: not to an appointment that is merely questioned.  
There is no credible allegation of void and illegal conduct
here, so it would be wholly inappropriate to employ a de novo
standard of review in considering the committees' motion.

Given this law, it is unnecessary and inappropriate to hold a
hearing in order to deny the Committees' motions.  That can be
done summarily as those motions do nothing more than ask this
Court to substitute its judgment, de novo, for that of the
Executive Branch, as determined by the United States Trustee.  
At most, the Committees question the wisdom of the United States
Trustee's decision.  They do not contend he violated the express
provisions of section 1102 or that his actions were so
shockingly unwise as to be arbitrary and capricious.  As such,
they present no triable issue and their motion should be denied
by written order.

The Committees' push for a secret trial without the benefit of
discovery magnifies the risk of serious error occurring in this
proceeding.  The only fair way to conduct a hearing on such an
important issue is to do so in a thoughtful and deliberate
manner.  For any hearing to be fair, the United States Trustee
and all other parties in interest would need to conduct
discovery, particularly of the "secret evidence" the Committees
purport to have in their possession.

The Committees have not produced that evidence to the Department
of Justice, and the Justice Department would need time to review
that data before trial.  We also would need time to engage in
depositions to probe any evidence, including the secret
evidence.  Similarly, the Committees have not shared this
information with other parties in interest, the Securities &
Exchange Commission, the Official Committee of Equity Holders,
and the individual equity holders.  They each have a right to
review that evidence too.

                Securities & Exchange Commission
                       Opposes Disbandment

John Richards Lee and Angela D. Dodd, representing the
Securities & Exchange Commission through that agency's Chicago
office, ask Judge Bodoh to deny the Joint Motion in its
entirety.  Official committees play a key role in the chapter 11
process, functioning as the primary negotiating bodies in
formulating reorganization plans and protecting their
constituents' interests during the course of the proceeding.  At
times, a debtor or creditor attempts to disband an equity
committee on the ground that the debtor is insolvent and thus it
is unlikely that shareholders will participate in the plan.  
They may also try to restrict the scope of the equity
committee's activities or limit payment of lawyers and other
professionals representing the equity committee.  The Commission
objects to such efforts because they impair shareholders'
abilities to participate meaningfully in the chapter 11 process.

In this case, the Debtors' petitions and periodic public reports
filed with the Commission reflect significant book equity in the
company. The seemingly rapid erosion of shareholders' equity
creates an uncertainty regarding LTV's financial condition and
what course of action is in the best interests of the company,
its creditors and shareholders.  The SEC believes that the
Equity Committee continues to have a role in the bankruptcy case
and requests that Judge Bodoh deny the motion to disband and
overrule the objection to retention of the Equity Committee's
counsel.

The SEC says that solvency is not the controlling factor in
issues involving equity committees.  The fact that a debtor
appears to be insolvent at the time a motion to disband an
equity committee is filed should not be determinative.  The
Committees make much of certain passages from Collier's that
state that solvency may be a factor in determining whether to
appoint an equity committee.  But they fail to further cite the
express declaration in the same material that solvency should
not be the only factor, or even the principal factor, in
deciding whether to appoint an equity committee.  A debtor's
financial situation is likely to fluctuate significantly as the
reorganization proceeds.  Indeed, bankruptcy courts in Ohio have
held that the court must be guided by all the facts and not look
exclusively to solvency, citing In re White Motor Creditor
Corp., 27 B.R. 554 (N.D. Ohio 1982, In re Mansfield Ferrous
Castings, Inc., 96 B.R. 779 (Bankr. N.D. Ohio 1988).

The facts in this case underscore that issues involving
insolvency may still be scrutinized.  In the Form 10-Q for the
period ended September 30, 2000, only three months before the
Petition Date, LTV showed shareholder equity of over $1.08
billion.  The audited financial statements in the most recent
Form 10-Q for the period ended March 31, 2001, continued to show
shareholder equity of $387 million.  Even as recently as June
2001 the Debtors showed shareholder equity in their operating
reports of $158 million.  In addition, LTV's common stock
continues to actively trade approximately 100,000 shares per
day.  The market capitalization of LTV was $14.1 million as of
August 13, 2001.

This market value does not guarantee that shareholders will
receive anything under a plan.  However, it does indicate that
the market assigns shareholder equity in the Debtors
notwithstanding their financial struggles.  It is especially
important in cases where the debtor has come into the bankruptcy
showing significant equity and the securities continue to be
actively and steadily traded that an equity committee be allowed
to explore the issue of insolvency.

The shareholders are not adequately represented by other
parties.  Once a company files for chapter 11, the officers and
directors of a company have dual fiduciary duties running to
creditors and to shareholders. Their primary focus is to
reorganize the debtor and it is inappropriate for them to be
looking out for the interests of shareholders at the expense of
creditors.  Practically, management is often too concerned about
its own welfare to be considered a reliable advocate for public
shareholders.  Noteholders and other creditors in the case all
have claims that are superior to the equity holders.  Those
entities have their own interests and cannot reasonably be
expected to protect the interests of shareholders.  Likewise,
even if certain individual shareholders were to appear, they
would have no duty to the shareholders as a class.  In addition,
without the official status and powers of an official committee,
even a large shareholder may not be able to represent
effectively the interests of all shareholders.

The Creditors' Committee's suggestion that the timing is
critical in the appointment of a committee would, in this case,
serve to bar public investors from the bankruptcy process.  Here
it appears that various issues may warrant investigation by the
equity committee.  First and foremost, the seemingly rapid
erosion of the shareholders' equity creates uncertainty
regarding the Debtors' true financial condition, which in itself
warrants the participation of an equity committee.

Finally, shareholders have been excluded from participating in
negotiations that may impact some of the terms of a plan in this
case, citing the MLA.  It is the Commission's understanding that
neither the Equity Committee nor individual outside shareholders
participated in the negotiations, nor were they invited to
participate.  The agreement was approved less than three weeks
after the Equity Committee was formed.  If the creditors were
correct in alleging that timing can preclude the appointment of
an equity committee, then no equity committee could ever be
appointed to protect investors after negotiations between
parties.  This could lead to disastrous results. Public
shareholders could be excluded from participating in the
negotiating process and then, be banned from participating by
official committee after the negotiations.

In addition, trends in the steel industry may bear investigation
and highlight reasons for allowing the Equity Committee to
analyze the company's financial condition and participate in the
formation of a plan of reorganization.  Recently the Commerce
Department released figures showing that United States steel
imports dropped almost 40%. Reduction in imports may offset the
decline in demand for steel. Moreover, lower steel inventories m
ay result from other steel makers shutting down operations.  
Finally, anticipated reductions in energy prices may lead to
more profitable domestic production.  Thus, despite the
creditors' allegation that shareholders are "out of the money",
it appears that various issues may be appropriate to be explored
by the Equity Committee.

                 Chase Manhattan Responds

We'll never know what Chase has to say on the matter; Chase
filed its response under seal.

                 Judge Bodoh Okays Secrecy

By Order Judge Bodoh directs that hearings on this Joint Motion
be held in camera.  Any party filing or submitting any paper,
document or other submission containing confidential
information, including any response to the Joint Motion filed by
the Official Committee of Equity Holders, SHALL be filed with
the Clerk of this Court under seal so as to prevent its
disclosure to the general public. (LTV Bankruptcy News, Issue
No. 13; Bankruptcy Creditors' Service, Inc., 609/392-00900)


MATTRESS DISCOUNTERS: Moody's Junks $140MM Senior Notes Due 2007
----------------------------------------------------------------  
Moody's Investors Service lowered the debt ratings of Mattress
Discounters Corp. based on continuing short-term liquidity
concerns and expectations that the company will continue to
struggle under current market conditions. The ratings remain
under review for possible further downgrade.

  * Senior implied rating to Caa1 from B2;

  * $140 million 12.675% senior notes due 2007 to Caa3 from B3;

  * $20 million secured revolving credit facility to B3 from B2;

  * Senior unsecured issuer rating to Caa3 from B3.

The ratings remain under review for possible further downgrade,
and could be downgraded further if the company is unable to
source additional capital or otherwise stabilize its financial
position for the medium term. There is approximately $160
million affected debt.

The rating agency said Mattress Discounters continues to be in
violation of bank covenants. The company has an immediate need
for additional capital while it makes changes to its operating
model.

The ratings reflect that in distress, the bank debt has a high
likelihood of being paid in full as a result of their well-
secured status, while the senior noteholders would likely
experience significant loss of principal, Moody's reported.

Headquartered in Upper Marlboro, Maryland, Mattress Discounters
Corp. is one of the largest specialty retailers of beddings.


NATIONAL AIRLINES: Expects to File Chapter 11 Plan in October
-------------------------------------------------------------
Responding to customer and travel industry inquiries, National
Airlines announced that it continues to make significant
progress with prospective investors in anticipation of filing a
restructuring plan with the Court by mid-October.

According to the carrier's Chairman and CEO Michael J. Conway,
"We are confident our ongoing discussions with aerospace-related
entities interested in facilitating National's reorganization
will reach a successful resolution."

National maintains support from all its aircraft lessors, major
creditors and Harrah's Entertainment with respect to their
letter of credit in its restructuring efforts. Conway added that
a court hearing scheduled for Aug. 28, "should prove to be
uneventful."

The letter of credit support from Harrah's allows money from the
purchase of National Airlines tickets with credit cards to flow
directly to the airline, as is the case for the larger and more
established U.S. major airlines. National and Harrah's have
reached agreement to extend the letter of credit several times
since last March.

"National continues to operate business as usual and the support
received from all of our aircraft lessors, Harrah's and other
major creditors, and our employees, has enabled us to provide
uninterrupted, quality service to our customers," Conway said.

"I would also like to acknowledge the strong support we have
received from our travel agent partners," Conway continued.
"National Airlines will continue with the commission structure
that it has followed from its inception in support travel agents
and the valuable service they provide the public."

Conway noted that National is the only airline in the industry
that has continued to pay travel agents a 10% commission with no
cap.

National has operated its full schedule without interruption,
including initiating new service at Chicago O'Hare International
Airport in May, since its reorganization filing on Dec. 6, 2000,
and since April 1 has operated at an industry leading 99.6%
flight completion factor.

"Since our first flight in May 1999, National has carried more
than 4 million passengers and currently carries more than
250,000 passengers per month," Conway added.

National Airlines operates one of the most modern, fuel-
efficient, jet fleets in the industry consisting of 16 Boeing
757s. Each aircraft is comfortably configured with 175 seats,
including 22 in first class.

The carrier currently serves Chicago Midway, Chicago O'Hare,
Dallas/Ft. Worth, Los Angeles, Miami, Newark, New York JFK,
Philadelphia, San Francisco and Washington, DC with nonstop
flights to and from its Las Vegas hub. National Airlines ranked
ahead of all major U.S. airlines for superior customer service
in the most recent Conde Nast Traveler annual survey.


NESCO INDUSTRIES: Negative Capital Raises Doubt About Survival
--------------------------------------------------------------
Grant Thornton LLP, auditors for Nesco Industries Inc., has
issued this statement regarding the Company:  "As shown in the
financial statements, as of April 30, 2001, the Company has an
accumulated deficit in stockholders' equity of $1,228,250,
negative working capital of $668,242, and has incurred net
losses of $666,482 and $946,349 for the years ended April 30,
2001 and 2000, respectively.  These factors, among others, . . .
raise substantial doubt about the Company's ability to continue
as a going concern."

Nesco Industries, Inc. was incorporated in March 1993 as
Coronado Communications Corp. In March 1998, Nesco, which was
then inactive, acquired all of the outstanding capital stock of
National Abatement Corp., a corporation engaged primarily in
asbestos abatement services, and NAC Environmental Services
Corp., a provider of a variety of other environmental
remediation services.

As a result of this acquisition, which was the result of arms
length negotiation between previously non-affiliated parties,
the former shareholders of NAC and NACE acquired an aggregate of
5,000,000 shares of Nesco common stock, or 80% of the total
outstanding immediately following the acquisition. The former
shareholders of NAC were the same as the former shareholders of
NACE.


OWENS CORNING: IGS Moves to Compel Decision on Pact with Entex
--------------------------------------------------------------
Industrial Gas Corporation (IGS) files a motion to compel the
Debtors to assume or reject their executory contract with Entex.
IGS and Owens Corning entered into a Gas Sales Contract on April
1988 for the Debtors' use at their facility in Houston, Texas.

John D. Demmy, Esq., at Stevens & Lee, P.C., in Wilmington,
Delaware states that the price of the gas sold under the
contract is significantly below the market price.  

The contract price for gas sold during the period October 2000
to April 2001 is $361,229.52 while the market price for the
equivalent gas during the period is $530,906.96, giving the
Debtors post-petition savings amounting to $169,677.44.  

IGS could have sold the gas it was required to provide to the
Debtors for the higher market price.  The amount of IGS pre-
petition claim against the debtors is $43,502.43.

Mr. Demmy states that IGS will be prejudiced if the Court does
not require the Debtor to promptly assume or reject the contract
as it is not able to sell the gas under contract on the open
market at higher prices and is also not receiving payment on a
debt that was due on October 2000.  Mr. Demmy stresses that the
Court should require the Debtors to assume because it is clear
that the Debtors will assume it because of their actions.  

Mr. Demmy contends that it is a generally recognized principle
that a Debtor may not reject an executory contract but maintain
its benefits, and in this case, the Debtors want to maintain
benefits of below market rate gas but avoid the burden of paying
its pre-petition obligations.  Mr. Demmy adds that the Debtors
have already realized post-petition savings under the contract
that is nearly four times its pre-petition obligation.

                     Debtors Object

The Debtors object to IGS' motion for an order compelling the
Debtors to make a decision whether to assume or reject the
contract.

J. Kate Stickles, Esq., at Saul Ewing, LLP in Wilmington,
Delaware contends that that compelling the Debtors to assume or
reject lease is premature at this stage as the Debtors have
clearly not been afforded reasonable time to decide whether to
assume or reject the lease agreements.  Ms. Stickles adds a
premature rejection of leases may be detrimental to the Debtors'
estate, to the creditors and to the Debtors ability to
reorganize.  

While the Debtors have commenced a review of their energy supply
contracts, Ms. Stickles claims such a review is still incomplete
and any such decision must be made as part of a comprehensive
strategy to ensure that the Debtors future energy needs are met
in the most economically beneficial manner. (Owens Corning
Bankruptcy News, Issue No. 15; Bankruptcy Creditors' Service,
Inc., 609/392-0900)   


PACIFIC GAS: Court Okays Intervention in Adversary Proceeding
-------------------------------------------------------------
Judge Montali approved Applications by the Committee of Pacific
Gas and Electric Company and Reliant Energy Services, Inc. to
intervene in the Adversary Proceeding between PG&E and
California ISO Corporation.

                  ISO's Affirmative Defenses

The ISO incorporates six Affirmative Defenses into its Answer to
the Debtor's Complaint:

(1) Whether PG&E is liable for wholesale power purchased to    
     cover its net short position is not a matter properly   
     within the Bankruptcy Court's jurisdiction with respect to
     this proceeding;

(2) PG&E has presented the question before FERC of whether it
     remains liable for wholesale power purchased to cover its
     net short position and has yet to exhaust that
     administrative remedy;

(3) PG&E has failed to join necessary parties;

(4) Federal Courts of Appeals have exclusive jurisdiction to
     review FERC Orders;

(5) PG&E has failed to state a claim under the Bankruptcy Code;

(6) PG&E has failed to state a claim on which relief can be
     granted.

                    The Court's Ruling

Judge Montali has conducted a hearing and issued a tentative
ruling in this proceeding.  To allow for maximum flexibility,
Judge Montali will convene a status conference to address any
outstanding discovery disputes and the briefing and hearing
schedule.

The Status Conference has been continued to September 21, 2001
at 9:30 a.m. At that time the Court will also entertain requests
for modification of the Order that has been issued. The Court
deems such flexibility necessary in light of the procedural
history of the matter, the post-hearing disputes between the
parties and the ongoing developments before FERC.

The Court having entertained both Plaintiff and Defendant and
other parties, granted the Debtor's request for a Preliminary
Injunction.

Judge Montali ruled that, as to matters relating to PG&E,
defendant ISO and each of its officers, employees, agents and
representatives are enjoined from violating the orders of FERC
as they are then in effect regarding "creditworthiness
requirements" for the procurement of wholesale power and other
services in ISO's market including without limitation imbalance
energy, ancillary services and all other procurement of electric
capacity or energy for scheduled or unscheduled transactions
whether arranged in the ISO's real time markets or through
bilateral transactions) from third parties (suppliers of power
and generation services other than PG&E).

ISO must comply with FERC Orders requiring either a
"creditworthy buyer" or "an acceptable form of a credit support
that provides adequate assurances of payment for third-party
suppliers" such as "appropriate support from creditworthy
counterparties," the Court's Order says. PG&E and ISO do not
dispute that PG&E is not "creditworthy" as that term is defined
in the ISO tariff and the FERC Orders.

The court is aware that because of "unresolved" issues ISO might
schedule power purchases on PG&E's "load's behalf" in good faith
only to find out later that such purchases were in violation of
the FERC Orders. The court will consider this and any other
appropriate factors if and when it is asked to take action for
any violation of its order regarding this matter, or is asked to
deny a claim arising out of power purchases arranged by ISO. The
court is also aware of the tension between ISO's authority to
issue dispatch orders and the power suppliers' right to credit
assurances.

Judge Montali makes it clear that, while this might result in
the assertion of claims by power suppliers against PG&E's
bankruptcy estate whether or not ISO violates the FERC's
"creditworthiness requirements," those issues are not before the
court and the current injunction is limited to the matters
argued and stipulated at the hearing on June 5, 2001.

ISO and each of its officers, employees, agents and
representatives are enjoined from filing any administrative
claim under Section 503 of the Bankruptcy Code, 11 U.S.C.
section 503, arising out of any transactions described above.

Any invoices submitted by ISO to PG&E reflecting the costs of
such transactions will be solely for informational purposes, the
receipt of such invoices by PG&E will not constitute an
admission by PG&E of any liability for the amounts reflected on
any such invoices, and PG&E will not be required to respond to
such invoices at this time. The Court makes it clear that
nothing in its order affects the rights of parties other than
ISO to file such claims, or PG&E's defenses thereto.

The Court also specified that nothing in its order affects ISO's
rights to file pre-petition claims or administrative claims for
amounts due for grid management charges, for reliability must-
run services, for charges not covered by the FERC Orders, and
where it is required to do so on behalf of third parties, all
such rights being reserved. (Pacific Gas Bankruptcy News, Issue
No. 12; Bankruptcy Creditors' Service, Inc., 609/392-0900)


PAYLESS CASHWAYS: Announces Liquidation Likely
----------------------------------------------
Payless Cashways, Inc. (OTC Bulletin Board: PCSH) officials have
announced that the company is currently in discussions with its
secured lenders as to the appropriate course of action to fund
the orderly liquidation of the company. The company expects to
reach an agreement within the next few days.

As of June 4, 2001, the company has been operating as a debtor-
in- possession, pursuant to a voluntarily filed petition to
reorganize under Chapter 11 of the Bankruptcy Code, in an
attempt to reorganize the company's business and to restructure
its debt and other liabilities.

Despite all of its efforts to obtain adequate trade credit
support, attract outside sources of capital and/or find a viable
buyer for either the company or its assets, the company was
unable to do so and does not expect to be able to do so in the
future.

As a result of this and the continued deterioration of overall
borrowing availability and sales, the company has determined
that the most prudent course of action is an orderly liquidation
under Chapter 11 of the Bankruptcy Code.


PILLOWTEX CORP: Lenders Consent to Granting CIT Relief from Stay
----------------------------------------------------------------
In the Third Amendment to the DIP Financing Facility for
Pillowtex Corporation, the Lenders disclose that they consent to
any orders of the Bankruptcy Court granting the CIT
Group/Equipment Financing, Inc. relief from the automatic stay
and allowing CIT to proceed to exercise its non-bankruptcy
rights and remedies under the documents relating to the Loan and
Security Agreement dated June 26, 1996 between Opelika
Industries with Opelika as borrower and CIT as lender.

              GE Capital and GE Public Finance Objects

Eight years ago, Opelika Industries, Inc. entered into a Master
Lease Agreement with GE Capital Corporation.  Opelika agreed to
lease certain equipment from GE Capital from time to time.  Two
years later, Opelika entered into a Master Security Agreement
with GE Capital.  In this agreement, Opelika agreed to grant GE
Capital a security interest in and to certain equipment.  
Opelika wanted to secure the payment and performance of any and
all debts or obligations to GE Capital that were then existing
or thereafter arising, including among other things, promissory
notes.

On December 29, 1995, Opelika executed a promissory note in
favor of GE Capital.  Opelika agreed to pay GE Capital the sum
of $570,737 with interest over a period of 84 months or seven
years.

As security for repayment of Note #1, Opelika granted to GE
Capital a security interest in and to that certain equipment.  A
couple of months later, Opelika executed a second promissory
note, in favor of GE Capital.  This time, Opelika agreed to pay
GE Capital the sum of $207,990.60 with interest over a period of
84 months or seven years.  At the same time, Opelika granted to
GE Capital, a security interest in and to another set of
equipment as security for the repayment of Note #2.

GE Capital Public Finance, Inc., came into the picture when it
loaned Opelika $4,500,000 last July 1, 1996.  Opelika used the
money to acquire certain manufacturing machines and accessories.

According to Matthew F. Kye, Esq., at Pitney Hardin Kipp &
Szuch, in New York, GE Capital and GE Public Finance are still
owed monies under each of these agreements and both still
maintain a perfected security interest in all the equipment.

Now here comes CIT claiming to have a "first priority security
interest in and lien on all equipment".  Mr. Kye notes that the
8-page equipment list submitted by CIT describes the location,
type of equipment, serial number, finance company and valuation
of equipment, and attached is a 55-page list of equipment with
valuations.  But on the right side of page 1 of the list, Mr.
Kye says, there is a phrase (partially illegible) but it appears
to state "Equipment and Machinery Excluded from Security
Interest". GE Capital and GE Public Finance believe CIT may have
intended to exclude this equipment list from its motion.

But nevertheless, Mr. Kye argues, CIT's motion fails to
specifically designate this equipment as excluded equipment and
instead categorizes it along with all other equipment in which
CIT claims a first priority security interest in.  Mr. Kye
argues that the list includes equipment, which GE Capital and GE
Public Finance has either leased or to which they currently
maintain a first priority security interest.  

Thus, GE Capital and GE Public Finance object to the CIT motion
to the extent that CIT is seeking relief from stay or seeking to
compel the surrender of equipment either owned by GE Capital/GE
Public Finance or in which GE Capital/GE Public Finance maintain
first priority lien interests. (Pillowtex Bankruptcy News, Issue
No. 12; Bankruptcy Creditors' Service, Inc., 609/392-0900)    


PRECISION PARTNERS: Liquidity Concerns Prompt Moody's Downgrades
----------------------------------------------------------------  
Moody's Investor Service downgraded the ratings of Precision
Partners Inc. and its outstanding debt obligations. The rating
outlook is negative while there is approximately $148 million of
debt securities that are affected.

    * senior implied rating to Caa2 from B3,

    * senior unsecured issuer rating to Caa3 from Caa1,

    * $25 million guaranteed senior revolving credit facility to
      B3 from B2,

    * $23 million guaranteed senior secured term loan due 2005
      to B3 from B2, and

    * $100 million of 12% guaranteed senior subordinated notes
      due 2009 to Ca from Caa2

The downgrades reflect Precision's continuing weak operating
performance, an increasing debt burden, and very limited
liquidity, Moody's reported.

Precision's performance continues to be negatively impacted by
weakness in the automobile and aerospace industries that it
serves. The company has experienced reduced shipments to
aerospace customers at its Certified Fabricators unit, while
weaker auto sales and numerous auto plant shutdowns have
resulted in lower sales volume at its Galaxy Industries and
General Automation units, the rating agency said.

In addition, higher than expected start-up costs at its
Nationwide truck axle facility and cost overruns on an aerospace
job added to its weak results. Although power generation
component sales at its Mid State unit have been strong, this has
been insufficient to offset weakness in its other businesses,
Moody's believes.

Moody's expectation that the company may experience further
near-term weakness, thus the negative rating outlook.

Precision Partners is a manufacturer and supplier of complex
precision metal parts, tooling and assemblies for OEMs, located
in Hazlet, New Jersey.


PSINET INC: Seeks Court Approval on Broadwing Transfer Agreement
----------------------------------------------------------------
PSINet, Inc. provides its internet backbone to other ISPs, who
in turn use that local dial-up access as part of the ISPs'
offering to their customers. This wholesale dial-up internet
business is currently a significant cash drain to the Debtors.
Therefore, in their business judgment, PSINet has determined to
exit the Business effective July 31, 2001, and has since been
approached by Broadwing to transition the customers of the
Business to Broadwing at certain fees to PSINet.

Accordingly, PSINet asks the Court for approval of a Services
Agreement, dated as of July 18, 2001, by and between PSINet Inc.
and Broadwing Communications Services, Inc. or the highest and
best bidder in connection with PSINet's wholesale dial-up
Internet access business.

The Services Agreement is a commission-based agreement requiring
Broadwing to pay PSINet a certain rate for every customer of
PSINet that migrates its service to Broadwing. The Debtors
estimate that the Services Agreement will generate approximate
$2-5 million per year over the 3 year term of the Services
Agreement.

The Debtors also request that the Court eliminate or reduce the
10-day stay under Bankruptcy Rules 6004(g) which dictates that
all orders authorizing the use of property pursunat to Section
363 of the Bankruptcy Code are automatically stayed for 10 days
unless the Court orders otherwise.

The Debtors believe that the emergency relief sought is
appropriate because:

      (a) salvaging value for the Business is time sensitive,
          there is a long lead time for transferring the
          Debtors' wholesale customers to Broadwing, which the
          Debtors believe will take approximately 1-2 weeks, and
          service for the customers of the Business will be
          terminated on July 31, 2001;

      (b) PSINet has monthly administrative expenses relating to
          the Business of over $5 million per month that could
          be avoided; and

      (c) PSINet does not regard the Business as one of its
          "core" businesses and is otherwise planning to shut
          the Business down entirely.

The Debtors do not believe that the emergency nature of the
relief sought will cause the estate to receive any less
consideration for the customers of the Business than Broadwing
is offering. But for the Broadwing offer, PSINet was shutting
the Business down effective July 31, 2001 and would have
salvaged no value for the Business, the Debtors note.

Additionally, prior to the Petition Date, PSINet engaged Daniels
& Co., an investment bank, to market the Business to the likely
buyers. With the assistance of Daniels, the Debtors actively and
extensively marketed the Business and have received no offers
other than from Broadwing.

The Debtors submit that the proposed transaction as contained in
the Services Agreement is an exercise of reasonable business
judgment, that the Sale Price is fair and reasonable, that the
terms of the Services Agreement were negotiated at arms-length,
and the interested parties are provided with adequate and
reasonable notice.

       Summary of the Terms of the Services Agreement

(1) PSINet will receive a commission based upon the customer
     receipts received by Broadwing and in accordance with a
     schedule attached to the Services Agreement;

(2) 50% of the first year's commission will be due and payable
     to PSINet within five business days of execution of new
     customer agreement with Broadwing.

(3) PSINet will cancel its existing customer contracts in
     connection with the Business and endeavor to transfer those
     customers to Broadwing.

(4) Broadwing will not receive stalking-horse protections;

(5) There will be no holdbacks or post-closing adjustments.

(6) In the event that PSINet incurs additional costs in
     connection with transfer, for instance, if the local dial-
     up phone numbers are required to be maintained for a period
     before transfer, Broadwing will reimburse PSINet for such
     costs.

Because time is of the essence, however, PSINet has agreed to
allow Broadwing to submit appropriate orders to the relevant
telecommunications companies. These orders allow Broadwing to
transfer the customer accounts more quickly then Broadwing
otherwise would be able. This transfer order, the Debtors
assure, does not hinder other potential bidders because it is
contingent upon approval of the Services Agreement.

Also, in the event that PSINet incurs additional costs in
connection with transfer, Broadwing has agreed to indemnify
PSINet for those costs. For instance, in the event that the
local dial-up phone numbers are required to be maintained for a
period before transfer, Broadwing will reimburse PSINet for such
costs. (PSINet Bankruptcy News, Issue No. 6; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


SCHWINN/GT: Period to Use Cash Collateral Extended to Sept. 14
--------------------------------------------------------------
Schwinn/GT Corp. said today that the Court has granted the
Company an extension to use cash collateral to September 14,
2001, in order to allow the secured lenders and creditors'
committee additional time to resolve their one remaining issue
relating to the proposed debtor-in possession (DIP) financing.

The Company also said that the Court has scheduled a final
hearing for Thursday, August 30, 2001, to rule on the employee
retention program.

Commenting on today's developments, Jeff Sinclair, Schwinn/GT's
chief executive officer, stated, "While we would have preferred
to have our post- petition financing arrangement finalized at
today's hearing, it is important to note that as of today we
have approximately $15.8 million in cash, which is more than
sufficient to enable us to meet our financing needs for the
immediate future, including the ramping-up process that was
begun at our Fitness Division to meet seasonal demand."

He added, "We are pleased that the judge has set this Thursday
for the final hearing on our employee retention program, which
has the support of the secured lenders, creditors' committee and
United States Trustee, and are hopeful that it will be ratified
by the Court at that time."

Schwinn/GT filed voluntary petitions for reorganization under
Chapter 11 on July 16, 2001, in the United States Bankruptcy
Court for the District of Colorado in Denver.


STANDARD MEDIA: Files for Chapter 11 Protection in San Francisco
----------------------------------------------------------------
Standard Media International, the parent firm of the Industry
Standard and TheStandard.com, sought protection under the
Chapter 11 of the Bankruptcy Code filed with the federal court
in San Francisco, The Industry Standard reports.

This filing, according to the report, came a week after the
Company suspended the publication of its weekly news magazine
Industry Standard, a decision made as a result of the collapse
of negotiations the Company had with International Data Group,
its majority investor, and a group of venture capitalists, for
additional fund injection.

Meanwhile, with the Chapter 11 filing, the sale of the Company's
assets will go under the supervision of the court. Standard
Media Chief Operating Officer Ann-Marie McGown said in the
report that there are prospective buyers interested in acquiring
the Company's remaining assets.

Last year, the Company published 7,558 advertising pages,
generating revenues of over $140 million. However, the slump in
both the Internet and the advertising market hurt the Company's
operations, including its Web and conference business.


STANDARD MEDIA: Chapter 11 Case Summary
---------------------------------------
Debtor: Standard Media International
        aka The Industry Standard
        aka thestandard.com
        fka Industry Standard Communications, Inc.
        315 Pacific Ave.
        San Francisco, CA 94111

Chapter 11 Petition Date: August 27, 2001

Court: Northern District of California (San Francisco)

Bankruptcy Case No.: 01-32214

Judge: Thomas E. Carlson

Debtor's Counsel: Andrea T. Porter, Esq.
                  Murphy Sheneman Julian & Rogers, A
                  Professional Corporation
                  101 California Street, 39th Floor
                  San Francisco, California 94111
                  Telephone: 415-398-4700
                  Telecopiers: 415-421-7879; 415-788-0783


STEEL HEDDLE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Lead Debtor: Steel Hedle Group, Inc.
             1801 Rutherford Road
             Greenville, SC 29607

Debtor affiliates filing separate chapter 11 petitions:

             Steel Heddle International, Inc.
             Steel Heddle Mfg. Co.
             Heddle Capital Corporation
             Millentex Investment Corporation

Chapter 11 Petition Date: August 28, 2001

Court: District of Delaware

Bankruptcy Case Nos.: 01-10250 through 01-10256

Debtors' Counsel: Laura Davis Jones, Esq.
                  Pachulskim Stang, Zeihl, Young & Jones
                  919 North Market Street, 16th Floor
                  PO Box 8705
                  Wilmington, DE 19899-6705
                  Tel: 302 652-4100
                  Fax: 302-652-4400
                  Email: ljones@pszyj.com

Estimated Assets: more than $100 million

Estimated Debts: more than $100 million

Debtors' 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
United States Trust           Notes & Debentures    $135,498,458
Company of New York
Cristine C. Collins
114 West $7th Street
New York, NY 10036-1532
Tel: 212-852-1676
Fax: 212-852-1627

Krupp VDM Technologies        Trade                    $215,601

Caradon Mideast Aluminum      Trade                    $112,863

Okaya                         Trade                    $ 65,633

Southwire                     Trade                    $ 65,303

Vista Metals                  Trade                    $ 52,921

OMG Fidelity                  Trade                    $ 52,005

Theis Precision Steel         Trade                    $ 46,646

Global Wire                   Trade                    $ 35,766

Zapp USA                      Trade                    $ 30,969

AEB International             Trade                    $ 23,304

Service Die Cutting           Trade                    $ 19,430

Quaker Chemical Corporation   Trade                    $ 18,089

Ryersontull, Inc. Co.         Trade                    $ 17,454

Georgia Pacific               Trade                    $ 17,240

Gaillard, Inc.                Trade                    $ 15,812

Xpedx                         Trade                    $ 15,028

Tranoco, Inc.                 Trade                    $ 14,001

The Bristol Spring Mfg.       Trade                    $ 13,713
Co.

American Express              Expenses                 $ 12,969


TELESCAN INC.: Appeals Nasdaq Delisting Determination
-----------------------------------------------------
Telescan Inc. (Nasdaq/NM:TSCN) has been granted a hearing before
a Nasdaq Listing Qualifications Panel to review the Staff
Determination to delist the Company's common stock from The
Nasdaq National Market.

On May 11, 2001, the Company was notified by The Nasdaq Stock
Market that its common stock failed to maintain a minimum bid
price of $1.00 over the previous 30 consecutive trading days as
required by The Nasdaq National Market under Marketplace Rule
4450(a)(05).

On July 17, 2001, Nasdaq notified the Company that it failed to
maintain a minimum $5,000,000 market value of public float over
the previous 30 consecutive trading days as required by The
Nasdaq National Market under Marketplace Rule 4450(a)(02).

Subsequent to the Company filing its Form 10-Q for the period
ended June 30, 2001, Nasdaq notified the Company that it was
also deficient in meeting the minimum $4,000,000 net tangible
assets or $10,000,000 shareholders' equity requirement for
continued listing on The Nasdaq National Market under
Marketplace Rules 4450(a)(03) and 4450(b)(01).

There can be no assurance the Panel will grant the Company's
request for continued listing. The Company's common stock will
continue to be listed on The Nasdaq National Market until the
Panel reaches a decision.

Houston-based Telescan provides products and services through
two sales and marketing divisions, each serving a unique market.
The Consumer Division publishes premium investment advice,
education, tools and analytics to individual investors online
through two Web properties, INVESTools.com and
WallStreetCity.com.

In addition, the Consumer Division operates a subscription
marketing service and an e-mail list management service. As an
Application Service Provider (ASP), Telescan's Business-to-
Business Division offers businesses of varying sizes an array of
online financial solutions to meet the unique requirements of
the customer's Internet business strategy, along with site
development and hosting services.

In May 2001, Telescan announced plans to merge with ZiaSun
Technologies Inc. (OTCBB:ZSUN) to become a leading provider of
investor education, financial publications and analytics
worldwide.


TRI-NATIONAL: Senior Care Extends Tender Offer to October 31
------------------------------------------------------------
Senior Care Industries Inc. (OTCBB:SENC) announced that it is
extending its tender offer to Tri-National Development Corp.
(OTCBB:TNAV) shareholders by an additional 60 days.

The offer, which was scheduled to end on Aug. 31, 2001, will now
be extended through Oct. 31, 2001.

Senior Care said the primary reason for the extension was
twofold. First of all, Senior Care is still in the process of
responding to comments on Senior Care's registrations statement
from the Securities & Exchange Commission. Following the comment
process, a prospectus will be mailed to all Tri-National
shareholders.

Secondly, Tri-National shareholders need time to assess the
impact of the involuntary Chapter 11 Petition filed against Tri-
National on Aug. 23, 2001.

The Petition, filed by major creditors of Tri-National,
including Senior Care, was filed in the U.S. Bankruptcy Court in
the Southern District of California, in San Diego.

Tri-National must respond no later than Sept. 12, 2001, to
submit a motion or answer to the Petition and appear before
Judge John J. Hargrove in San Diego, who has been assigned to
the case.

Bob Coberly, a Senior Care vice president in charge of
development, noted that a state court receiver had earlier taken
possession of Tri-National's United States assets in June of
this year. The receiver had been requested in court proceedings
initiated by Capital Trust Inc. (NYSE:CT), to whom Tri-National
owes more than $8 million.

Coberly added that Capital Trust obtained a judgment against not
only Tri-National, but also against certain officers and
directors, and that Tri-National is also delinquent in payments
to more than 300 bondholders to whom it owes another $11
million.

Senior Care is presently developing 233 single family senior
"smart homes" near Palm Springs, Calif. and 54 town houses in
Las Vegas. Sales of Senior Care's Evergreen Manor II condominium
project in Los Angeles, have been brisk, according to
management. All Senior Care properties are developed for the
senior market.

Senior Care also owns Noble Concepts, a manufacturer of high-
quality "Craftsman Mission" furniture which is distributed
throughout the United States to a variety of furniture
retailers. Senior Care also uses Noble to furnish its models and
rental units.


TRI-NATIONAL DEVELOPMENT: Involuntary Case Summary
--------------------------------------------------
Alleged Debtor: Tri-National Development Corporation
                480 Camino Del Rio S., Suite 140
                San Diego, CA 92108

Involuntary Petition Date: August 23, 2001

Case Number: 01-08768-JH   Chapter: 11

Court: Southern District of California (San Diego)

Judge: John J. Hargrove

Petitioners' Counsel: Richard A. Mata, Esq.
                      Law Offices of Richard A. Mata
                      3129 S. Hacienda Blvd., Suite 510
                      Hacienda Heights, CA 91745
                      (562)715-5543; Fax: (562) 947-9708

                          and

                      Sheri Alter, Esq.
                      Carlton, Fields
                      100 S.E. 2nd Street, Suite 4000
                      Miami, FL 33131
                      305-530-0050

Petitioners:

Entity                        Nature of Claim     Claim Amount
------                        ---------------     ------------
M & A Underwriters, LLC       Money Loaned          $59,000
Harvey Burton                 Judgment             $250,000
Craig Johnson                 Services Rendered     $69,033
Senior Care Industries, Inc.  Money Loaned          $54,000

Total Assets:      $ 68,451,115 (as of January 31, 2001)

Total Liabilities: $ 59,212,855 (as of January 31, 2001)

For a copy of the actual document:
http://researcharchives.com/bin/search?query=national+developmen
t+corporation


U.S. WIRELESS: May Seek Bridge Financing If No Partner Surfaces
---------------------------------------------------------------
U.S. Wireless Corporation is headquartered in San Ramon,
California, and was incorporated in the State of Delaware in
February 1993. The Company develops high-performance, network-
based location systems (known as the RadioCamera system)
designed to enable wireless carriers and others to provide their
customers with value-added, location-based services and
applications, including: enhanced 911, live-navigation
assistance, enhanced 411, and asset and vehicle tracking.

The San Francisco firm of BDO Seidman, LLP, auditors for U.S.
Wireless Corporation, has made the following statements in it
recent auditor's opinion:  ". . . the Company's current cash
position is projected to sustain the Company only through the
third quarter of fiscal year 2002. To date, the Company has
earned insignificant revenues. The Company's shares have been
halted from trading, thereby reducing the Company's ability to
raise equity capital. These factors combined with other matters
. . . raise substantial doubt about the Company's ability to
continue as a going concern.

At March 31, 2001, the Company had cash and cash equivalents of
approximately $13.8 million. Based on management's estimates,
capital resources are expected to meet cash requirements through
the second quarter of fiscal 2002 for the continuation of
research, development, and field trials.

Wireless carriers have delayed, relative to the Company's
initial expectations, implementation of the FCC's E911 mandate,
which would have required the carriers to be able to determine
and report the location of callers beginning in October 2001.

This delay has impacted the Company's ability to generate
revenue from the investments made in the technology. Given the
unlikely prospects for short-term carrier contracts, the Company
accelerated its development and marketing efforts in positioning
itself as a leader in the traffic/transportation business.

While the Company has made substantial progress in this regard,
it does not expect to generate sufficient revenues to sustain
on-going operations.

Based on management's belief that the FCC will push the carriers
to implement E911 solutions quickly and the Company's recent
success in demonstrating a viable traffic product, the Company
believes that it will be in a position to realize a number of
contracts that will justify the further build-out of the
RadioCamera location network. Should this occur, the Company
would need significant additional financing for network
deployment and to fund its on-going operations in fiscal 2002.

Given the capital intensity of a nationwide build-out, the
Company is actively assessing alternative strategies and
partnerships that would defray some or all of this cost.

Due to the unforeseen dismissal of the CEO in May 2001 and as a
result the Company's decision to restate certain transactions in
its prior historical financial statements, the Company received
a letter of determination halting its current trading on the
Nasdaq exchange. As a result, the Company was delayed and
compromised in its fund raising activity. In lieu of raising
public equity, the Company is developing plans for private
equity and/or strategic investment financing.

To address this issue, the Company has initiated discussions
with potential strategic partners that have the capacity and
capability to support the technology and operation of the
RadioCamera Network and are in a position to fund continuing
operations until sufficient revenues can be generated from the
anticipated carrier and traffic industry contracts.

In the event that the Company is unable to secure a strategic
partner or investor, the Company plans to seek bridge financing
until contracts materialize and/or a strategic partnerships is
secured.


UNITED STATES BASKETBALL: Auditors Doubt Ability to Continue
------------------------------------------------------------
Holtz Rubenstein & Co, LLP, opines in its latest audit report
that the United States Basketball League, Inc.'s "recurring cash
flow deficiencies from operations, its inability to collect
annual franchise fees and its reliance on related party revenue
transactions raise substantial doubt about its ability to
continue as a going concern."

The United States Basketball League's operating history does not
reflect a history of profitable operations. Since inception it
has been attempting to develop the League.  Operations have not
been profitable and unless and until the Company can increase
the sale of franchises and at the same time attract franchisees
who are able or willing to incur start-up costs to develop their
respective franchises, the Company may continue to operate at a
loss. There can be no assurance that it will be successful.

Because of its historically poor revenues and earnings, as
stated above, the Company's auditors have for at least the last
four years qualified their opinions and expressed their concern
as to the Company's ability to continue to operate as a going
concern.

The Company, itself, makes the following statement:  
"Shareholders and prospective shareholders should weigh this
factor (unprofitablility) carefully in considering the merits of
the Company as an investment vehicle."

Generally speaking, the League has not been able to collect what
it perceives to be true value for a franchise because of the
League's overall poor performance.

As such it has sold franchises for less than it believes the
true value to be and additionally have extended terms for
payment as an additional inducement to the franchisees to
purchase the franchise.

As a result, Company revenues have been affected and will
continue to be affected until such time as it is able to realize
the full value for franchises.


VENCOR INC: Agrees to Lifting of Stay to Liquidate 290 Claims
-------------------------------------------------------------
While Vencor, Inc., disputes the validity of each of the 290
Unliquidated Disputed Litigation Claims, the Debtors consent to
the lifting of the automatic stay with respect to these claims
so that the Debtors and the Claimants can take steps to
liquidate these claims in the respective forum, or to commence
litigation if this has not yet been commenced, provided that:

   (a) the automatic stay will be lifted solely for the purpose
       of receiving distributions under the Plan, and/or
       receiving such insurance proceeds as may be available,

   (b) the Court shall retain jurisdiction over the Unliquidated
       Disputed Litigation Claims to resolve any disputes that
       may arise between the Debtors and the Claimants regarding
       the liquidation of the Claims and the payment of
       distributions under the Plan subject to the restriction
       on jurisdiction contained in 28 U.S.C. Section 157.

The Debtors reiterate that, as provided under the Confirmation
Order, nothing will be deemed to limit or otherwise preclude the
Debtors and the Claimants from resolving an Unliquidated
Disputed Litigation Claim by settlement.

In addition, to the extent that an Unliquidated Disputed
Litigation Claim is resolved for an amount, the payment of which
comes exclusively from the Debtors' insurance carriers, then no
further order or intervention by the Court is required.

Of the 290 Unliquidated Disputed Litigation Claims in this
Omnibus objection, 135 Claims are of known amounts or amounts to
be not less than a certain sum. Claims among these are each in
an amount of one million dollars or more are as follows:

     Claim #          Claimant               Amount
     -------          --------               ------
      4941        Abdalle, Hassan M.       $ 1,000,000
      3620        Berry, Richard           $ 1,040,864
      8439        Candanoza, Agustin       $ 1,000,000
      8477        Castro, Guadalupe        $ 5,150,000
      3733        Cohen, Sara              $ 5,000,000
                  The Estate of,
                  By Libby Fleisher
      8433        Conley, Norma            $ 1,500,000
      8681        Dalton, Mildred T.       $ 1,500,000
      3119        Darst, Richard           $ 1,067,794
      5837        Deering, Vera            $ 2,000,000
      4321        Ezeb, Wayland            $ 5,000,000
      8772        Flash, Clara: Rita       $ 1,000,000
                  Leo, Personal Rep
      1164        Gatlin, Johnny           $ 1,000,000
      8361        Harvey, Hattie M.        $ 2,000,000
      8863        Harvey, Hattie M.        $ 2,000,000
      2987        Hasomeris, Mary:         $ 2,000,000
                  Peter Hasomeris
      8599        Hendrick, Lawrence       $ 1,000,000
      3618        Hernandez, Pablo         $ 1,000,000
      8454        Kienle, Ruth             $ 5,000,000
      5989        Kimball, Julie           $15,000,000
      8600        Landsman, Stanley        $ 1,000,000
      8463        Lawniczak, James         $ 5,000,000
      4839        Lawson, Pauletta         $ 2,500,000
      9135        Liotta, Doris:           $ 1,000,000
                  Raymond Liotta as
                  PR of Estate of
      9029        Maldonado, Mary          $ 5,000,000
      3613        Mariner Health           $ 6,788,119
                  Care of Nashville
      5092        Massel, Rose & Joan      $ 1,000,000
                  Bernstein (Rep)
      4922        McGrail, Christine &     $10,000,000
                  Paul Ferguson
      6071        Micciche, Vincenza       $ 5,000,000
      4083        Morton, Freda S.         $ 4,000,000
      2927        Norris, Ruth             $ 5,000,000
      5093        Peck, Marvin             $ 1,000,000
      8475        Realin, Gloria           $ 5,000,000
      7471        Rehmann, John K.         $ 1,000,000
      8536        Reynosa, Ester           $ 1,000,000
      6691        Rose, Charles            $25,000,000
      9080        Smith, Richard:          in excess of
                  Mark Smith,              $ 1,000,000
                  Pers. Rep. Of
                  the Estate
      4323        Spectrum Health          $ 3,176,107
                  Solutions, Inc.
      5999        Thompson, Regina         $ 1,000,000
      3529        Valenzuela, Frank        $ 5,000,000
      4363        Warren, Jeannie          $ 3,000,000
      7922        Watkins, Blanche         $ 1,000,000
      8427        Williams, Margaret       $ 1,300,000

(Vencor Bankruptcy News, Issue No. 32; Bankruptcy Creditors'
Service, Inc., 609/392-0900) *** Vencor, Inc.


VLASIC FOODS: Presents Court with First Amended Joint Plan
----------------------------------------------------------
Vlasic Foods International, Inc. present the Court with their
First Amended Joint Plan, providing for the distribution to
creditors of the Debtors' assets, including the proceeds from
sales of the Debtors' assets and the proceeds of claims and
causes of action held by the Debtors, as well as certain
warrants to be issued by Pinnacle Foods Holding Corporation, in
accordance with the statutory priority scheme establish by the
Bankruptcy Code.

The Plan provides for the creation of a limited liability
company to be known as VFI LLC.  The primary purpose of VFI LLC
will be to administer Plan-related distributions and pursue
various litigation claims.  

On the effective date of the Plan, substantially all of the
Debtors' assets will be transferred to VFI LLC.  A manager and a
board of directors will manage VFI LLC's affairs.  The LLC
Manager will be selected by the Managing Board or its
predecessor-in-interests.  Distributions to creditors, claims
reconciliation, and the liquidation of causes of action will be
performed by the LLC Manager.  

The Managing Board shall be composed initially of members to be
designated by the Creditors' Committee at or prior to the
Confirmation Hearing and shall oversee the actions of the LLC
Manager.

After the Effective Date (date on which the Plan is
consummated), the LLC Manager shall use its reasonable best
efforts to dissolve the Debtors and any affiliates of the
Debtors as soon as reasonably practical to the extent
dissolution does not, in the judgement of the LLC Manager,
impair administration of the Plan.

The LLC Manager shall also prepare and file all corporate
resolutions, statements, notices, tax returns and other
documents necessary to accomplish such dissolutions.  

The Confirmation Order shall provide for the appointment of the
LLC Manager as the authorized signatory to execute on behalf of
each Debtor or any affiliate any and all documents necessary to
accomplish such dissolutions. (Vlasic Foods Bankruptcy News,
Issue No. 10; Bankruptcy Creditors' Service, Inc., 609/392-0900)


W.R. GRACE: Debtors Hire Nelson Mullins as Special Counsel
----------------------------------------------------------
W. R. Grace & Co., acting through David W. Carickhoff of the
Wilmington firm of Pachulski Stang Ziehl Young & Jones, ask that
Judge Farnan approve and authorize their employment of the firm
of Nelson Mullins Riley & Scarborough LLP as special counsel to
the Debtors for the purpose of continuing the firm's engagement
by the Debtors to represent, defend and advise them as to
environmental litigation-related issues.  

The responsibilities of Nelson Mullins involve activities
unrelated to the day-to-day administration of these chapter 11
cases.  The Debtors advise that Nelson Mullins has been
representing them in these matters since 1990.  

During this time, the Debtors also received services from Nelson
Mullins relating to general consulting, litigation, and
administrative support regarding the Debtors' environmental
matters, and upon approval of this Application, would continue
to be provided with such support.  Several of the Debtors have
complex environmental issues, which are not or may not be stayed
by bankruptcy proceedings.  These matters include responding to
new environmental issues arising out of the Debtors' existing or
historic operations.  In addition, Nelson Mullins would continue
its support of the Debtors' efforts to maximize the value of
their estates by pursuing contribution actions from third
parties to offset certain environmental costs already incurred
by the Debtors.  

Nelson Mullins also contemplates continuing its support of the
Debtors by conducting environmental due diligence and
negotiations associated with the Debtors' potential business
acquisitions and divestments.  Further, due to the knowledge
possessed by certain former employees of the Debtors who are
currently employed by Nelson Mullins, Nelson Mullins anticipates
that it will be called upon to assist the Debtors with contract
defense and claims analysis associated with their historic
environmental divestments, acquisitions, or operations.

Nelson Mullins has in the past and intends to continue advising
the Debtors in a substantial number of the Debtors'
environmental matters.  Among these matters are the much-
publicized cleanups of the Debtors' property in Libby, Minnesota
(presently performed by the federal government, or by the
Debtors under a federal unilateral order), and many other sites
around the country, including Minneapolis, Minnesota, and
Easthampton, Maine, which are among the over 200 former ore
processing sites of the Debtors presently undergoing active
investigation or remediation by federal and state regulators.  

These matters require the Debtors to present a unified defense
or cost reduction approach that Nelson Mullins is uniquely
qualified to provide due to its knowledge of the critical legal,
factual and scientific issues surrounding them.  The potential
number of sites to which this effort alone will extend has not
yet been determined, but may be significant.  The sheer number
of potential sites alone where cleanups may be performed or
contested within the next several years would also warrant
appointment of Nelson Mullins as special environmental counsel
during the pendency of the chapter 11 cases.

The firm's employment is described as "invaluable" to the
Debtors as they seek to resolve the environmental related
litigation in which they are or may become involved.

The members and counsel presently primarily expected to work on
this matter, and their hourly rates, are:

                    Attorney                 Hourly Rate
                    --------                 -----------
               David M. Cleary                   $285
               George B. Cauthen                 $250
               Bernie F. Hawkins, Jr.            $220
               Joseph M. Melchers                $220
               Linda K. Barr-Efird               $205
               Rory T. Carlisle                  $200
               J. Drayton Hastie                 $170
               Kevin J. Heiser                   $170
               Stacy Taylor                      $135
               Karen Brown                       $125
               Laurie Thomas                     $ 85
               Jaci L. Lewis                     $ 85
               Marty Waddell                     % 60

The hourly rates are subject to periodic adjustment to reflect
economic and other conditions.  Other attorneys and paralegals
from Nelson Mullins may, from time to time, also serve the
Debtors in connection with the firm's employment.

Mr. George B. Cauthen, a partner of Nelson Mullins, assures
Judge Farnan that, notwithstanding the firm's close ties with
the Debtors, it is disinterested and neither holds nor
represents any interests adverse to the Debtors or these estates
in the matters for which his approval is sought.  Nelson Mullins
does employ two former Grace employees:  (i) partner David
Cleary was Senior Environmental Counsel for Grace from 1990 to
2001, and joined Nelson Mullins on March 1, 2001; and (ii) Karen
Brown, Nelson Mullins' litigation consultant, was with Grace for
23 years, and was employed in information gathering on a large
number of the Debtors' environmental sites.

Mr. Cauthen argues that the firm is not a prepetition creditor
per se.  Since the date of the commencement of these cases, the
firm has forwarded to the Debtors a bill for services, a portion
of which does include monies owed for services performed
prepetition.

However, on the Petition Date the Debtors did not owe the firm
any amount for services previously billed.  The amount of the
unbilled, unpaid prepetition debt owed the firm by the Debtors
on the Petition Date is $17,869.28.

Mr. Cauthen says that the firm is conducting "further enquiries"
regarding its retention by any creditors of the Debtors, and
upon conclusion of that inquiry, or at any time during the
period of its employment, if the firm should discover any facts
bearing on its employment, it will supplement the application
and share them with Judge Farnan.

Upon that promise, Judge Farnan grants the Application. (W.R.
Grace Bankruptcy News, Issue No. 11; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


WASHINGTON GROUP: RE&C Transaction Cause for Filing, KPMG Says
--------------------------------------------------------------
Washington Group International announced that a report filed by
the court-appointed Examiner KPMG LLP found that two events
caused the company to seek protections afforded by the
bankruptcy process.

The Examiner found that the RE&C transaction and associated
financing were the cause of Washington Group's financial
difficulties.

In the Summary of Findings, the report concludes: "...it is the
Examiner's conclusion that the Debtor's Chapter 11 cases were
precipitated primarily by two events...1) The RE&C
Transaction...and 2) The RE&C Acquisition Financing." This
conclusion contradicts assertions made by Raytheon Company last
week.

"We have made enormous strides in our financial restructuring
and look forward to our plan being confirmed as soon as
practicable. In the meantime, we have substantial liquidity: $70
million in cash and an untapped credit facility of $220 million.
Our operations continue to excel, exceeding customer
expectations and bringing to bear the extraordinary talent of
our people," said Stephen G. Hanks, Washington Group President
and Chief Executive Officer.

"If we made a mistake, it was that we trusted Raytheon to tell
us the truth about this business when they sold it to us and to
live up to their contractual obligations afterwards. They have
done neither," Mr. Hanks said.

The Examiner's Report was filed on Monday, August 27, 2001 in
Bankruptcy Court in Reno.

           RE&C Projects Caused 90% of the Cash Impact
                    Leading to Bankruptcy

In outlining the cash impact of the RE&C transaction, the Report
found that the "[t]otal estimated net cash disbursements related
to RE&C" totaled $803.8 million.

The company provided information to the Examiner showing that
between December 1, 2000 (Washington Group's fiscal year end)
and May 13, 2001 (the day before the company filed bankruptcy),
the company's cash balances fell by $351 million. Of that
decline, 90%, or $316 million, is the cash impact from former
RE&C projects and businesses ($310 million) and reorganization
costs ($6 million.)

In contrast to the negative cash flow from Raytheon's fraudulent
conveyance of RE&C, the Report found that Washington Group's
cash balances grew from $33 million at June 2, 2000, (the end of
Washington Group's second fiscal quarter) 35 days prior to the
closing of the RE&C acquisition, to $441 million at December 1,
2000.

            Raytheon Drops $240 Million in Claims

Washington Group also announced that Raytheon has withdrawn $240
million in claims against Washington Group. Following Washington
Group's demand that Raytheon substantiate its assertion
regarding $240 million in retained claims, Raytheon relented,
and withdrew the claim.

Also related to the bankruptcy proceedings, on August 2, 2001
Washington Group filed a suit against Raytheon Company seeking
cash adjustments and the elimination of liabilities assumed by
Washington Group that could total approximately $1.5 billion.

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

During the 18-month period prior to July 7, 2000, Raytheon
Company required RE&C to transfer more than $475 million
received in advance client payments on three power plant
projects to Raytheon Company. In addition, Raytheon Company
grossly understated the estimate of liabilities being assumed by
Washington Group.

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

                        Markets Served

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


WINSTAR COMMS: BellSouth Moves to Vacate the Utility Order
----------------------------------------------------------
BellSouth Telecommunications, Inc. is a provider of
telecommunications services to Winstar Communications.  These
services have been continued to be provided by BellSouth due to
the Interim Utilities Order issued by Judge Joseph J. Farnan,
Jr. BellSouth has filed an opposition to such order.

Michael P. Morton, at Michael P. Morton, P.A. in Wilmington
Delaware argues that under the law, the Court cannot authorize
injunctive relief sought by the Debtors as they did not satisfy
the requirements for obtaining such relief in the Federal Court.

He adds that the service of papers to utilities also failed to
comply with the requirements of the federal rules.  He asserts
adds that BellSouth requests that the Debtors be required to
post deposits equal to two months of service or a total of
$3,700,000.

In light of this opposition by BellSouth, both parties met and
reached a compromise agreement for the continuation of services
by BellSouth.  Judge Joseph J. Farnan, Jr., of the United States
Bankruptcy Court for the District of Delaware approves the
compromise agreement entered into by Winstar and BellSouth for
the continuation of utility services, terms of which are as
follows:

  (1) Debtor will pay BellSouth by wire transfer the amount of
      $454,000 as deposit and $908,000, subject to verification
      by BellSouth, for services rendered by BellSouth from
      petition date to May 15, 2001

  (2) Debtor will make prepayments by wire transfer to BellSouth
      in the amount of $454,000 on or before May 15, 2001 and
      continuing thereafter every 15th and 30th of every month.

  (3) Debtor also shall remain current on their post-petition
      bills from BellSouth and shall comply on a post-petition
      basis with applicable state and local tariffs and/or
      regulations and the usual customary terms of the billings
      statement issued to the Debtors.

(4) The payments set forth are intended to approximate the
     amounts that the Debtors would otherwise be required to pay
     in order to remain current on their post-petition bills.  
     If such payments are less than or exceed actual charges
     accrued by the Debtors, either party shall be entitled to
     an adjustment of the payment to account for such previous
     over or underpayment.

(5) In the event that the Debtors default on their above
     obligations, BellSouth may terminate service,
     notwithstanding the requirements of any state tariff,
     regulation or order upon two business days faxed notice.

(6) Any undisputed or otherwise valid charge for services
     furnished by BellSouth to the Debtors post-petition shall
     constitute administrative expense of the Debtors' estates.
     (Winstar Bankruptcy News, Issue No. 9; Bankruptcy
     Creditors' Service, Inc., 609/392-0900)


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

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

September 10-11, 2001
   RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
      Fourth Annual Conference on Corporate Reorganizations
         The Knickerbocker Hotel, Chicago, IL
            Contact 1-903-592-5169 or ram@ballistic.com

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

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

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

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

October 16-17, 2001
   International Women's Insolvency and Restructuring
   Confederation (IWIRC)
      Annual Fall Conference
         Somewhere in Orlando, Florida
            Contact: 703-449-1316 or
                 http://www.inetresults.com/iwirc
              
October 28 - November 2, 2001
   IBA Business Law International Conference
   Including Insolvency and Creditors Rights Sessions
      Cancun, Mexico
         Contact: +44 (0) 20 7629 1206
            http://www.ibanet.org/cancun

November 15-17, 2001
   ALI-ABA
      Commercial Real Estate Defaults, Workouts, and
      Reorganizations
         Regent Hotel, Las Vegas
            Contact:  1-800-CLE-NEWS or http://www.ali-aba.org

November 26-27, 2001
   RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
      Seventh Annual Conference on Distressed Investing
         The Plaza Hotel, New York City
            Contact 1-903-592-5169 or ram@ballistic.com

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

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

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

February 28-March 1, 2002
   ALI-ABA
      Corporate Mergers and Acquisitions
         Renaissance Stanford Court, San Francisco, CA
            Contact: 1-800-CLE-NEWS or http://www.ali-aba.org

March 3-6, 2002 (tentative)
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Norton Bankruptcy Litigation Institute I
         Park City Marriott Hotel, Park City, Utah
            Contact:  770-535-7722 or Nortoninst@aol.com

March 8, 2002
   American Bankruptcy Institute
      Bankruptcy Battleground West
         Century Plaza Hotel, Los Angeles, California
            Contact: 1-703-739-0800 or http://www.abiworld.org

March 20-23, 2002
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Meeting
         Sheraton El Conquistador Resort & Country Club
         Tucson, Arizona
            Contact: 312-822-9700 or info@turnaround.org

April 10-13, 2002 (tentative)
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Norton Bankruptcy Litigation Institute II
         Flamingo Hilton, Las Vegas, Nevada
            Contact:  770-535-7722 or Nortoninst@aol.com

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

April 25-27, 2002
   ALI-ABA
      Fundamentals of Bankruptcy Law
         Rittenhouse Hotel, Philadelphia
            Contact:  1-800-CLE-NEWS or http://www.ali-aba.org

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

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

June 27-30, 2002
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Western Mountains, Advanced Bankruptcy Law
         Jackson Lake Lodge, Jackson Hole, Wyoming
            Contact: 770-535-7722 or Nortoninst@aol.com

July 11-14, 2002
   American Bankruptcy Institute
      Northeast Bankruptcy Conference
         Ocean Edge Resort, Cape Cod, MA
            Contact: 1-703-739-0800 or http://www.abiworld.org

August 7-10, 2002
   American Bankruptcy Institute
      Southeast Bankruptcy Conference
         Kiawah Island Resort, Kiawaha Island, SC
            Contact: 1-703-739-0800 or http://www.abiworld.org


October 9-11, 2002
   INSOL International
      Annual Regional Conference
         Beijing, China
            Contact: tina@insol.ision.co.uk or
                 http://www.insol.org

October 24-28, 2002
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Conference
         The Broadmoor, Colorado Springs, Colorado
            Contact: 312-822-9700 or info@turnaround.org

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

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

December 3-7, 2003
   American Bankruptcy Institute
      Winter Leadership Conference
         La Quinta, La Quinta, California
            Contact: 1-703-739-0800 or http://www.abiworld.org

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

December 2-4, 2004
   American Bankruptcy Institute
      Winter Leadership Conference
         Marriott's Camelback Inn, Scottsdale, AZ
            Contact: 1-703-739-0800 or http://www.abiworld.org

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

                          *********

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

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

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

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

                          *********

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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.  Information
contained herein is obtained from sources believed to be
reliable, but is not guaranteed.

The TCR subscription rate is $575 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 301/951-6400.

                     *** End of Transmission ***