TCR_Public/010904.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

           Tuesday, September 4, 2001, Vol. 5, No. 172

                           Headlines

360NETWORKS: Unsecureds Panel Wants to Hire Jefferies as Advisor
ADVANCE HOLDING: S&P Assigns B+ on Planned $680 Million Loan
AMES DEPT.: Gets Okay to Honor Prepetition Customer Obligations
AMF BOWLING: Parent Gets Okay to Maintain Existing Bank Accounts
AMF BOWLING: Files Plan of Reorganization in E.D. of Virginia

ARMSTRONG HOLDINGS: UST Appoints Official Property Damage Panel
BOSTON CHICKEN: Trustee Proposes 0.274% Dividend to Unsecureds
BRIDGE INFO: Kirkwood Seeks Relief from Stay to Perfect Lien
COMDISCO: Court Okays Bidding Procedures for Leasing Asset Sales
COMDISCO INC: Court Okays Bingham Dana as International Counsel

CONSUMERS PACKAGING: June 30 Results Expected on Oct. 15
COVAD COMMS: Hires Arthur Andersen as Financial Consultants
DANBEL INDUSTRIES: Has 120 Days to Meet Listing Requirements
DELSOFT CONSULTING: Files Chapter 11 Petition in New York
DELSOFT: Case Summary & 20 Largest Unsecured Creditors

ENITEL ASA: S&P Drops Ratings to SD after Seeking Court Shield
FOXMEYER: Reliance Insurance Tries to Stall Andersen Litigation
HARNISCHFEGER: Asks for Extension of Rule 9027 Removal Period
LEINER HEALTH: Lenders Agree to Forbear Until Sept. 28
LOEWEN GROUP: Enters Deal with LLC to Sell Michigan Assets

LTV CORP: Equity Committee Seeks to Retain Bell as Lead Counsel
LTV CORPORATION: Thomas Garrett Appointed as Senior VP and CFO
LTV STEEL: Loan Guarantee Filing for Debtor Extended to Sept. 30
METRICOM: Receives Another Filing Deficiency Notice from Nasdaq
NEWCOR INC: Will Delay Interest Installment Payment on Sub Notes

OWENS CORNING: RLC Moves to Compel Decision on Equipment Lease
PACIFIC AEROSPACE: Defaults on $63.7MM Senior Subordinated Notes
PACIFIC GAS: Williams Files $591 Million Claim Against Debtor
PACIGIC GAS: Court Okays Settlement Stipulation of CellNet Claim
PENTASTAR: Gets Defaults Waiver & Maturity Extension to Sept. 30

PILLOWTEX CORP: Moves to Set-Up De Minimis Asset Sale Procedures
PILLOWTEX: Gets Court Approval to Complete Blanket Division Sale
PSINET INC: Court Okays FTI as Committee's Financial Advisor
QUEENSWAY FINANCIAL: A.M. Best Places Rating Under Review Status
RESPONSE USA: Enters Global Agreement Spinning-Off Health Watch

RIVERWOOD INTERNATIONAL: Proposes 10-5/8% Note Exchange Offer
SCHWINN/GT CORP: Court Approves Employee Retention Program
SCHWINN/GT: Court Allows Employee Details to Stay Under Wraps
SUNTERRA CORP: Incurs $1.6 Million Net Loss in June
TELEGEN: Ability to Meet Capital Requirement Still Uncertain

THERMADYNE: Cash Sources Not Enough to Meet Debt Servicing Need
UNIVERSAL AUTOMOTIVE: Closes $2.8M Investment with Wanxiang Unit
VENCOR INC: Bel Air Seeks Payment of Administrative Expenses
VLASIC FOODS: Claims & Causes of Action Preserved Under the Plan
W.R. GRACE: Ex-Employees Seek to Compel Employee Benefit Payment

WHEELING-PITTSBURGH: Needs to Give Ryder a Decision Today
WINSTAR COMMS: SBC Demands Adequate Assurance of Future Payments

BOND PRICING: For the week of September 4 - 7, 2001

                           *********

360NETWORKS: Unsecureds Panel Wants to Hire Jefferies as Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of 360networks,
inc. asks the Court for authority to employ and retain Jefferies
& Company, Inc. as Investment Bankers to the Committee, nunc pro
tunc as of July 23, 2001.

Jefferies offers a broad range of corporate advisory services to
its clients, including services pertaining to general financing
advice, mergers, acquisitions, and divestitures, and corporate
restructuring.  The firm also provides underwriting services,
performs research, sales and trading functions, and structures
project finance transactions.

Mark Brandenburg of Pirelli Cables & Systems, a member of the
Official Committee of Unsecured Creditors, explains that the
Committee seeks to retain Jefferies as their investment banker
because:

       (i) Jefferies and its senior professionals have an
           excellent reputation for providing high quality
           investment banking services to debtors and creditors
           in bankruptcy reorganizations and other debt
           restructurings,

      (ii) Jefferies has significant capabilities in merger,
           acquisition and sale transactions,

     (iii) Jefferies has extensive knowledge of the Debtors'
           industry and its dynamics, and

      (iv) Jefferies has extensive knowledge and experience in
           valuing and trading securities.

In addition, Mr. Brandenburg notes, Jefferies and its senior
professionals have extensive experience in the reorganization
and restructuring of troubled companies, both out-of-court and
in chapter 11 cases.

According to Mr. Brandenburg, Jefferies will concentrate its
efforts on reviewing strategic alternatives and advising the
Committee of the Debtors' efforts with regard to a
restructuring.

In an Engagement Letter, Jefferies has agreed to provide these
investment banking services:

     (a) become familiar with and analyze the business,
         operations, properties, financial condition and
         prospects of the Debtors;

     (b) advise the Committee on the current state of the
         "restructuring market";

     (c) assist and advise the Committee in developing a general
         strategy for accomplishing a restructuring;

     (d) assist and advise the Committee in potentially
         formulating a plan of reorganization or liquidation;

     (e) assist and advise the Committee in evaluating and
         analyzing a restructuring, including the value of the
         securities, if any, that may be issued under any
         reorganization plan;

     (f) assist the Committee in identifying potential financing
         sources for a recapitalization (including strategic
         investors);

     (g) assist the Committee in the negotiation of any and all
         aspects of a restructuring; and

     (h) render such other investment banking services as may
         from time to time be agreed upon by the Committee and
         Jefferies.

Jefferies will be entitled to compensation for its services:

     (a) A monthly cash fee equal to $125,000 for the first month
         of the term of this Agreement and $100,000 per month for
         the remainder of the term of this Agreement. The Monthly
         Fee shall be payable in cash in advance on the first
         business day of each month.  For the purposes of
         compensation calculations, the term of this Agreement
         shall begin on July 23, 2001.

     (b) A fee that is equal to 1.0% of the value of the total
         consideration received by all classes of the Debtors'
         pre-petition unsecured U.S. creditors on account of
         their claims against the debtors (the Transaction Fee).
         The Transaction fee shall be payable upon the effective
         date of a plan of reorganization or plan of liquidation
         in these cases.  Such Transaction Fee may be paid in
         kind at the full option of Jefferies.

     (c) In addition to the compensation to be paid to Jefferies,
         without regard to whether any Plan is confirmed or this
         Agreement expires or is terminated, the Debtors shall
         pay to, or on behalf of, Jefferies, promptly as billed,
         all fees, disbursements and out-of-pocket expenses
         incurred by Jefferies in connection with its services to
         be rendered hereunder (collectively, the Disbursements).

     (d) Jefferies may resign at any time and the Committee may
         terminate Jefferies' services at any time, each by
         giving 10 days prior written notice to the other.  If
         this Agreement expires, Jefferies resigns or the
         Committee terminates Jefferies' services for any reason,
         Jefferies shall be entitled to receive all of the
         amounts pursuant to Sections 5(a), 5(b) and 5(c) of the
         Engagement Letter up to and including the effective date
         of such expiration, termination or resignation, as the
         case may be.

     (e) It is intended by the parties hereto that Jefferies'
         fees payable pursuant to this Agreement but remaining
         outstanding at any time, shall be in the nature of a
         claim for administrative expenses.

William Q. Derrough, Managing Director of Jefferies & Company,
Inc., tells Judge Gropper that Jefferies received no previous
compensation for its work on behalf of the Official Committee of
Unsecured Creditors.  Mr. Derrough assures the Jefferies is
disinterested within the meaning of the bankruptcy code.  (360
Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


ADVANCE HOLDING: S&P Assigns B+ on Planned $680 Million Loan
------------------------------------------------------------
Standard & Poor's today assigned its single-'B'-plus rating to
Advance Stores Co. Inc.'s planned $680 million senior secured
bank loan. Advance Stores is an operating subsidiary of Advance
Holding Corp. Advanced Stores is also expected to issue $150
million in senior subordinated notes due 2008 under Rule 144A
with registration rights.

On receipt of documentation, Standard & Poor's will assign its
single-'B'-minus rating to this issue.

Both issues relate to Advance Holding's planned acquisition of
Discount Auto Parts Inc. in a cash and stock transaction valued
at $267 million.

In addition, Standard & Poor's affirmed its single-'B'-plus
corporate credit and single-'B'-minus senior unsecured debt
ratings on Advance Holding, and affirmed its single-'B'-plus
corporate credit and single-'B'-minus senior subordinated debt
ratings on Advance Stores. These ratings were simultaneously
removed from CreditWatch, where they had been placed Aug. 8,
2001, following the announced acquisition agreement.

The outlook is stable.

The ratings affirmation is based on satisfactory pro forma
credit measures for the rating category, Advance Holding's
improved operating performance during the first half of 2001 and
the full year of 2000, and the company's success in integrating
previous acquisitions. These factors help mitigate the risks
associated with the integration of Discount Auto's 667 stores
and Advance Holding's approximately $410 million of increased
debt in its capital structure.

The ratings reflect an aggressive acquisition strategy and high
leverage. These risks are mitigated, somewhat, by a leading
position in the auto supply retail segment and the company's
success in integrating previous acquisitions.

The acquisition of Discount Auto Parts will strengthen Advance
Holding's position as the second leading auto supply retailer in
the U.S., with the combined entity having more than 2,400
locations in 38 states. The acquisition also significantly
enhances Advance Holding's market share in Florida where
Discount Auto has 438 stores.

Standard & Poor's will monitor the company's progress in
integrating Discount Auto's operations; store
remerchandising, systems conversions, and improvements in store
appearances are expected to take one year to complete. Complete
remodels are expected to be phased in over several years.

Advance Holding acquired and successfully integrated Western
Auto Supply Co., which consisted of more than 500 stores in
1998, and Carport Auto Parts Inc., which consisted of 51 stores
in 2001. Standard & Poor's expects Advance Holding will continue
to focus on the do-it-yourself segment of the market, which
represents about 85% of the company's operations and has been
growing at about 5% annually in recent years.

Pro forma EBITDA coverage of interest is in the mid-2 times
area, which provides some downside protection for the rating as
Advance Holding integrates Discount Auto's operations. Advance
Holding demonstrated improved operations in the first half of
2001 and in fiscal 2000, with same-store sales increases of 6.8%
and 4.4%, respectively.

Total debt to EBITDA is expected to remain in the high-3x area
despite the addition of about $410 million of debt related to
the Discount Auto acquisition. Financial flexibility is provided
by a $150 million revolving credit facility. Debt maturities and
term-loan amortization are expected to be funded through
internally generated cash flow and borrowings under the
revolver.

The bank loan is rated the same as the corporate credit rating.
The $680 million facility is comprised of a $150 million
revolving credit facility and a $165 million term loan maturing
in 2006, and a $365 million term loan maturing in 2007. The
facility is secured by substantially all of the assets of the
company. Under a distressed enterprise value scenario, Standard
& Poor's believes there is a strong possibility of nearly full
recovery of principal.

                     OUTLOOK: STABLE

Standard & Poor's will monitor Advance Holding's progress in
integrating Discount Auto's operations and its impact on
existing ratings. Adequate pro forma credit measures and
sufficient liquidity provide downside support for the ratings.


AMES DEPT.: Gets Okay to Honor Prepetition Customer Obligations
---------------------------------------------------------------
Ames Department Stores, Inc. sought and obtained authority from
the Court to honor their pre-petition obligations under all pre-
petition Customer Programs and to maintain and continue such
Customer Programs in the ordinary course of business without
interruption in accordance with pre-petition practices.

David H. Lissy, Esq., Senior Vice President and General Counsel
of Ames Department Stores, Inc., relates that in the ordinary
course of their business, the Debtors maintain certain customer-
service programs designed to ensure customer satisfaction,
including:

  (1) Returns and Exchanges - The Debtors traditionally have
      maintain return, refund, and exchange policies with respect
      to both cash and credit purchases

  (2) Gifts Cards and Cash Cards - The Debtors sell Ames gift
      cards, which allow recipients of the cards to apply the
      card's full value toward the purchase of any item in the
      Debtors' stores.

  (3) Layaways - The Debtors maintain a layaway program wherein
      customers may purchase merchandise on an installment plan
      basis.

  (4) Charities - In recognition of their responsibilities as
      corporate citizens and to enhance Ames' image with its
      customer base, the Debtors have long sought to support
      charitable institutions in the neighborhoods.

Mr. Lissy contends that the viability and success of the
Debtors' business is dependent upon the development and
maintenance of customer loyalty.  In the Debtors' business
judgment, the uninterrupted continuation of their Customer
Programs and the payment of any related pre-petition obligations
is essential to the Debtors' ability to maintain the loyalty of
their existing customer base and to attract new customers.

Mr. Lissy asserts that failure to do this would result in
irreparable harm to their operations and their prospects for
successful rehabilitation will be severely impeded.

Mr. Lissy relates that fulfilling their customer obligations and
continuing their Customer Programs in the ordinary course of
business is particularly important at this time.

Mr. Lissy maintains that the Debtors' failure to meet their
customers' expectations by not honoring their obligations under
the Customer Programs would create doubt in the minds of
customers as to the Debtors' ability to honor their future
promises and obligations and would result in severe and
irreparable harm to the positive customer relations the Debtors
now enjoy.  Mr. Lissy asserts that the Debtors undoubtedly would
be at a competitive disadvantage in the marketplace if they did
not continue their Customer Programs.

Mr. Lissy states that failure to forward charitable
contributions would generate substantial criticism and bad will
among the Debtors' customers and employees and would severely
impact the Debtors' operating performance.  In light of the
value of charitable contributions in the Debtors' possession,
the Debtors submit that payment of such contributions in the
ordinary course would be in the best interests of the Debtors,
their estates, the creditors, and all parties in interest. (AMES
Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


AMF BOWLING: Parent Gets Okay to Maintain Existing Bank Accounts
----------------------------------------------------------------
AMF Bowling Inc., sought and obtained the Court's authorization
to maintain its existing bank accounts and continue use of its
existing business forms.

Kevin R. Huennekens, Esq., at Kutak Rock, relates that, as of
the Petition Date, the Parent has three bank accounts, two with
Citibank and one with the Calvert Group.

Judge Tice granted the motion, ordering that:

  (a) The Parent is authorized to maintain and continue to use,
      with same account numbers, its existing bank accounts;

  (b) The Accounts shall be treated for all purposes as accounts
      of the Parent, in its capacity as Debtors-in-possession;

  (c) The Parent is authorized to use its existing checks
      relating to the Accounts in the same manner they were used
      during the pre-petition period; provided, however that the
      Parent manually mark such checks "Debtors-in-Possession"
      and new checks ordered for the Debtors are marked "Debtors-
      in-Possession";

  (d) The Parent is authorized to use its existing business forms
      in the same manner they were used during the pre-petition
      period; provided that new forms which are ordered for the
      Debtors are marked "Debtors-in-Possession";

(e) The banks at which the Parent maintains its accounts shall
     be prohibited from offsetting, affecting, or otherwise
     impending any funds of the Debtors deposited in the
     Accounts, by reason of any pre-petition claim of any such
     bank against the Parent;

(f) The banks at which the Debtors maintains its accounts shall
     be authorized and directed to continue to service &
     administer the Accounts of the Debtors, in its capacity as
     Debtors-in-possession, without interruption & in the
     ordinary course, & to receive, process, honor, & pay any &
     all checks and drafts drawn on the Accounts; provided
     however that no checks or drafts issued on the Accounts
     prior to the Petition Date shall be honored except as
     otherwise ordered by this Court.

Judge Tice further ordered that nothing shall prevent the Parent
from opening or closing bank accounts, as they may seem
necessary and appropriate. (AMF Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


AMF BOWLING: Files Plan of Reorganization in E.D. of Virginia
-------------------------------------------------------------
AMF Bowling Worldwide, Inc. filed its proposed plan of
reorganization and disclosure statement with the U.S. Bankruptcy
Court for the Eastern District of Virginia. For full-text copies
of the plan and disclosure statement, go to
http://researcharchives.com/bin/search?query=amf+bowling

AMF Bowling Worldwide and its U.S. subsidiaries filed voluntary
petitions for reorganization under Chapter 11 on July 2, 2001.

"The filing of our reorganization plan is an important milestone
in AMF Bowling Worldwide's financial restructuring," said Roland
Smith, AMF's President and Chief Executive Officer. "We are
particularly pleased that we were able to develop a plan that is
supported by the steering committee of our senior secured
lenders. We will now focus on securing the requisite approvals
from the Court so that the plan can be confirmed and the company
can emerge from Chapter 11 as quickly as possible."

"When we emerge, we will have a much more appropriate debt level
and an improved capital structure that will help us towards our
goal of financial profitability," added Smith. "In the meantime,
we are continuing to focus on serving our customers and
improving our operations. I want to thank our customers, our
vendors and our employees for their support since the Chapter 11
filing on July 2. Without them, we could not have come as far,
as quickly, as we have."

If confirmed, the plan of reorganization would provide the
senior secured lenders with recovery of their approximately $
620 million in claims through a combination of equity,
subordinated notes, and either senior notes or cash in lieu of
those notes.

Unsecured creditors would receive warrants to acquire 12% of the
equity in the reorganized company. AMF Bowling Worldwide would
not make a distribution to AMF Bowling, Inc., the parent
company. As previously announced, AMF Bowling, Inc. filed a
separate petition under Chapter 11. It is unlikely that holders
of the common stock or the zero coupon convertible debentures of
AMF Bowling, Inc. will receive any recovery in that proceeding.

Company officials noted that the disclosure statement is subject
to the approval of the Court before being mailed to creditors
for solicitation of their approval of the plan. Because
bankruptcy law does not permit solicitation of an acceptance or
rejection of a plan of reorganization until a disclosure
statement relating to the plan is approved by the Court, this
announcement is not intended to be, nor should it be construed
as, a solicitation for a vote on the plan.

AMF Bowling Worldwide will emerge from Chapter 11 once the plan
receives the requisite creditor approvals and is confirmed by
the Court.

As the largest bowling company in the world, AMF owns and
operates 516 bowling centers worldwide, with 399 centers in the
U.S. and 117 centers in ten other countries. AMF is also a world
leader in the manufacturing and marketing of bowling products.
In addition, the company manufactures and sells the PlayMaster,
Highland and Renaissance brands of billiards tables. Additional
information about AMF is available on the Internet at
http://www.amf.com, as well as on a new toll-free AMF
Refinancing Hot Line at 866-743-2625.


ARMSTRONG HOLDINGS: UST Appoints Official Property Damage Panel
---------------------------------------------------------------
Pursuant to 11 U.S.C. Sec. 1102(a)(1), Patricia A. Staiano, the
United States Trustee for Region III, appearing through Frederic
J. Baker, Senior Assistant United States Trustee, appoints an
Official Committee of Asbestos Property Damage Claimants to
serve in Armstrong Holdings, Inc.'s chapter 11 cases.

The committee members, who include one person who resigned from
the Official Committee of Asbestos Personal Injury Claimants,
are:

             Christine Wood
             c/o Seeger Weiss
             Attention Diogenes P. Kekatos, Esq.
             One William Street
             New York, NY 10004
             (212) 584-0700

             Trizechahn Office Properties, Inc.
             C/o Philip J. Goodman, PC
             Attn:  Philip J. Goodman, Esq.
             280 N. Old Woodward, Suite 407
             Birmingham, MI 48009
             (248) 647-9300
             Fax: (248) 647-8481

             Stephen Tancredi
             C/o Peter J. Wasylyk, Esq.
             1307 Chalkstone Avenue
             Providence, Rhode Island 02908
             (401) 831-7730
             Fax: (401) 861-6064
(Armstrong Bankruptcy News, Issue No. 9; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


BOSTON CHICKEN: Trustee Proposes 0.274% Unsecured Dividend
----------------------------------------------------------
Gerald K. Smith, the Plan Trustee appointed under the chapter 11
plan confirmed by Boston Chicken, Inc., proposes to distribute
$2.74 to each holder of a $1,000 bond or other unsecured claim
against the Debtors' estates.

In a Motion filed with the U.S. Bankruptcy Court in Phoenix last
week, Mr. Smith asks Judge Care to rubber-stamp his plan make an
initial distribution to holders of allowed claims -- probably
before year-end.

Although not all unsecured claims have been resolved, Mr. Smith
tells the Court, and litigation to recover avoidable transfers
is underway, "sufficient unsecured claims have been resolved to
allow a partial distribution of the $2,000,000 so long as there
is held back an appropriate percentage as to unresolved,
unsecured claims."

As the unresolved unsecured claims are resolved, pro rata
payments can be made to holders of those resolved claims and,
after all unsecured claims are resolved, any excess remaining
out of the holdback can be added to the avoidance recoveries and
distributed when $1,000,000 has been recovered or all avoidance
actions are resolved.

Allowed unsecured claims total $650,360,575. Unresolved,
unsecured claims total $79,773,881. Objections have been filed
to most of these unresolved claims and most, Mr. Smith suspects,
will be resolved by negotiation.  Landlords' rejection damage
claims, Mr. Smith indicates, are taking time to resolve.

"Mitigation information as well as information relating to
security deposits has not been received in some instances," Mr.
Smith says.

Even though there are unresolved claims, the Plan Trustee
believes sufficient progress has been made to allow a meaningful
distribution to holders of allowed unsecured claims, based on
their percentage of the $2,000,000 set aside for unsecured
creditors.

Under the Plan, the funds are to be distributed to unsecured
creditors (excluding the deficiency claims of the 1996 and the
1995 Secured Creditors) on a pro rata basis, regardless of
contractual subordination. The amount of the Indenture Trustee
claims for the three issues of debentures has been resolved by
stipulation.

There is pending before this Court objections to claims filed by
individual debenture holders. These individual claims are
duplicative of the claims filed by the Indenture Trustees and
have been or will be disallowed. The objections have raised
concerns on the part of debenture holders.

However, the Indenture Trustees filed claims and there is
pending before this Court a stipulation to allow their claims in
the amount of the outstanding debentures, along with interest
accrued to the date of the filing of the petitions, October 5,
1998.

The Plan Trustee proposes to determine the "distribution
percentage" of the $2,000,000 to be distributed to the holders
of allowed unsecured claims by dividing $2,000,000 by
$730,134,456, the sum of the amount of the allowed unsecured
claims and the amount of the unresolved, unsecured claims. The
resulting distribution percentage is .00273922150032048.

The amount to be distributed to each holder of an allowed,
unsecured claim can be determined by multiplying the amount of
the holder's allowed, unsecured claim by the "distribution
percentage." The amount of the holdback to be reserved by the
Plan Trustee for the unresolved, unsecured claims is $218,518.
This is determined by multiplying the total of the unresolved,
unsecured claims by the distribution percentage.

There were three issues of debentures by Boston Chicken, Inc.
Debentures bearing interest at 4.5% per annum were issued in
1994; Chase Manhattan Bank is the Indenture Trustee for this
issue. The allowed amount of the unsecured claim of the
Indenture Trustee for all the 4.5% debentures is
$131,036,160.00. The second issue of debentures, the LYON's, was
in 1995.

Chase Manhattan Bank is the Indenture Trustee for this issue.
The allowed amount of the unsecured claim of the Indenture
Trustee for all of the outstanding LYON's is $209,704,792.00.
The third issue of debentures, bearing interest at 7.75%, was in
1996; the Indenture Trustee is Marine Midland Bank, now known as
HSBC Bank USA.

The allowed amount of the unsecured claim of the Indenture
Trustee for all of the 7.75% debentures is $296,907,875. HSBC
has informed the Plan Trustee that it will charge $15,000 for
distribution to the debenture holders of the funds it receives
from the Plan Trustee, and it is likely that Chase Manhattan
Bank will charge something for making the distributions. The
Court should determine the amounts Indenture Trustees may charge
and authorize these amounts to be paid from amounts received
from the Plan Trustee before distributions to holders of
debentures.

The Third Modified Plan provided that no distribution of less
than $25.00 would be made to an allowed unsecured claimant
unless so specifically requested. There was no bar date set as
to when the request must be made.

The Plan Trustee assumes that the Indenture Trustees will make
distributions to their debenture holders regardless of size.  As
to other unsecured creditors the Plan Trustee intends to delay
any distribution until a holder is entitled to a cumulative
distribution of more than $25.00. If the cumulative distribution
of an unsecured claimant at the time of the final distribution
is less than $25.00, funds be withheld and not disbursed to a
particular claimant will be added to the amount available to be
distributed in the final distribution. No requests for a
distribution of less than $25.00 were received by the Plan
Trustee from holders of unsecured claims; however, numerous
debenture holders filed such requests.


BRIDGE INFO: Kirkwood Seeks Relief from Stay to Perfect Lien
------------------------------------------------------------
Bridge Data Company was the owner of a parcel of real property
known as Lot 1, Mallinckrodt HQ Campus at the City of Hazelwood
in St. Louis County, Missouri.

Kirkwood Excavating, Inc. was contracted to perform various work
and to make substantial improvements to the property in 1999.
After Kirkwood furnished and provided work, labor, equipment and
materials to the satisfaction of the Debtor, Kirkwood wanted
collect the payment due them -- $25,774.79.  But, the Debtors
refused to pay.  Silence was the Debtors' response to Kirkwood's
demands.

Floyd T. Norrick, Esq., at Thurman, Howald, Weber, Senkel &
Norrick, in Hillsboro, Missouri notes that the Debtors and any
creditor otherwise secured by the property, has been unjustly
enriched by the work, labor, equipment and materials furnished,
provided and performed by Kirkwood.

In an attempt to recover its costs, Kirkwood filed its mechanic
liens with regard to the property.  But in order to complete its
perfection of the mechanic liens, Mr. Norrick says, Kirkwood
must file a petition with the Circuit Court of St. Louis County
to enforce such mechanic liens.  Due to the automatic stay
provision of the Bankruptcy Code, Mr. Norrick relates, Kirkwood
has been unable to further enforce its claim and mechanic's
liens against the Debtors' property.

Mr. Norrick argues that the Court should vacate or modify the
automatic stay to permit Kirkwood to proceed its perfection of
its mechanic liens, and to further recover from the Debtor any
additional sums (including interest accruing) owed for work,
labor, equipment and materials furnished, provided or performed.
(Bridge Bankruptcy News, Issue No. 14; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


COMDISCO: Court Okays Bidding Procedures for Leasing Asset Sales
----------------------------------------------------------------
Comdisco, Inc. (NYSE: CDO) announced that on August 30, 2001,
the U.S. Bankruptcy Court for the Northern District of Illinois
approved bidding procedures for the potential sale of the
company's leasing businesses, excluding its European leasing
operations.

As part of the approval, the court accepted a proposed bid
deadline of September 30, 2001, an auction date of October 10,
2001, and a sale hearing date of October 23, 2001.

The court also approved a management incentive program for 43
senior managers of the company and the employment contract of
Comdisco's Chairman and Chief Executive Officer, Norm Blake.
These actions follow the prior approvals of employee retention
and incentive programs for all Comdisco employees on August 9,
2001.

Norm Blake, Chairman and Chief Executive Officer, said: "We are
pleased that Comdisco continues to proceed through the
reorganization process in an efficient and effective manner.
Approval of the bidding procedures for the potential sale of our
leasing operations is a major step in support of our evaluation
of our strategic alternatives for maximizing the value of our
leasing business for our stakeholders.

"The approval of the incentive program for 43 of our managers is
important to ensure consistent leadership for our businesses.
This approval, as with the approval of retention and incentive
programs for all employees on August 9, recognizes the
commitment and contributions employees are making to serve our
customers and run the business as we move through the
reorganization process."

A potential sale of Comdisco's leasing businesses would have to
meet the same criteria that was set forth in the proposed sale
of the company's Availability Solutions (technology services)
business to Hewlett-Packard Company (HP) announced July 16,
2001. The requirements include that a buyer have expertise and
experience in the industry, a global presence, a reputation for
outstanding customer service, a culture that values people and
the development of employees, and the resources to grow the
business that is purchased.

On July 16, 2001, Comdisco, Inc. and 50 domestic U.S.
subsidiaries filed voluntary petitions for relief under Chapter
11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for
the Northern District of Illinois. The filing allows the company
to provide for an orderly sale of some of its businesses, while
resolving short-term liquidity issues and enabling the company
to reorganize on a sound financial basis to support its
continuing businesses.

Simultaneous with the filing, Comdisco also announced the
proposed sale of sell substantially all of its Availability
Solutions business to HP for $610 million. This transaction is
still subject to higher or otherwise better offers in a court-
approved bidding process. The court approved bidding procedures
for this sale on August 9.

Comdisco's operations located outside of the United States were
not included in the chapter 11 reorganization cases. All of
Comdisco's businesses, including those that filed for chapter
11, are conducting normal operations. Comdisco is continuing to
pursue other strategic alternatives to create value for its
stakeholders, including the potential sale of its leasing
businesses, as provided for under the court-approved bidding
procedures, as well as the restructuring of its Ventures group.

The company intends to reorganize on a "fast-track" basis and
has targeted emergence from chapter 11 during early 2002.

Comdisco --  http://www.comdisco.com -- provides technology
services worldwide to help its customers maximize technology
functionality, predictability and availability, while freeing
them from the complexity of managing their technology. The
Rosemont, (IL) company offers a complete suite of information
technology services including business continuity, managed web
hosting, storage and IT Control and Predictability Solutions SM.

Comdisco offers leasing to key vertical industries, including
semiconductor manufacturing and electronic assembly, healthcare,
telecommunications, pharmaceutical, biotechnology and
manufacturing. Through its Ventures division, Comdisco provides
equipment leasing and other financing and services to venture
capital backed companies.


COMDISCO INC: Court Okays Bingham Dana as International Counsel
---------------------------------------------------------------
Comdisco, Inc. sought and obtained authority from Judge Barliant
to retain and employ Bingham Dana LLP as their international
counsel in these Chapter 11 cases to provide strategic advice
and assistance with respect to international contingency
planning matters.

Norman P. Blake, Jr., Comdisco's Chief Executive Officer,
explains that Bingham is well suited for the type of
representation required by the Debtors.  Mr. Blake relates that
Bingham has more than 500 lawyers in seven offices throughout
the United States and in London and Singapore.

According to Mr. Blake, Bingham has both a national and
international practice, and has experience in all aspects of the
law that may arise in these Chapter 11 cases.  Bingham's
Financial Restructuring Group is comprised of more than 75
attorneys practicing nationally and internationally, Mr. Blake
notes.  And Bingham's attorneys have played significant roles in
many of the largest and most complex cases under the Bankruptcy
Code, Mr. Blake adds.

According to Mr. Blake, of particular relevance to this
Application is:

       (i) Bingham's service as international bankruptcy counsel
           to The Singer Company N.V. in the restructuring of its
           56 Chapter 11 debtors and its global operations in
           more than 150 countries,

      (ii) Bingham's service as international bankruptcy counsel
           to Owens Corning and its global operations,

     (iii) Bingham's service as international bankruptcy counsel
           to Outboard Marine Corporation and its global
           operations,

      (iv) Bingham's service as international bankruptcy counsel
           to Montgomery Ward, LLC and its global operations, and

       (v) Bingham's service as international bankruptcy counsel
           to Viatel, Inc. in the restructuring of its operations
           in Europe and North America.

In these matters, Mr. Blake says, Bingham's roles have been to
focus on international bankruptcy matters, in each case with
Skadden, Arps as lead debtors' counsel.  Through these cases,
Mr. Blake notes, Bingham and Skadden, Arps have developed a
unique and efficient working relationship.

Because of the firm's extensive domestic and international
experience and knowledge, particularly in foreign and cross-
border insolvency proceedings, the Debtors chose Bingham as
their international co-counsel.  As an example, Mr. Blake notes
that Bingham attorneys played primary roles in the negotiation
and Court approval of "cross-border insolvency protocols" in the
Loewen, Nakash and Maxwell cross-border insolvencies.

Bingham's services will include, but not limited to:

       (i) advising the Debtors of the international aspects of
           their rights, powers and duties as debtors and debtors
           in possession continuing to operate and manage their
           businesses and properties under chapter 11 of the
           Bankruptcy Code while simultaneously continuing to
           operate in various foreign countries;

      (ii) assisting the Debtors in the formulating and approval
           of bankruptcy protocols, agreements or concordats,
           where appropriate, between the United States
           Bankruptcy Court and various foreign courts in which
           insolvency proceedings involving the Debtors may
           commence;

     (iii) advising and assisting the Debtors with respect to
           their seeking recognition and relief in various
           foreign countries and foreign insolvency proceedings;

      (iv) where needed, preparing on behalf of the Debtors all
           necessary and appropriate applications, motions, draft
           orders, other pleadings, notices, schedules and other
           documents, and reviewing all financial and other
           reports to be filed in these chapter 11 cases and in
           any related foreign countries or foreign proceedings;

       (v) advising the Debtors concerning, and preparing
           responses to, applications, motions, other pleadings,
           notices and other papers that may be filed and served
           in these chapter 11 cases in connection with foreign
           proceedings initiated, including by the Debtors;

      (vi) counseling the Debtors in connection with the
           formulation, negotiation and promulgation of a plan or
           plans of reorganization and any substantially similar
           schemes, compromises or plans which the Debtors may
           seek to propose in foreign insolvency proceedings; and

     (vii) performing all other necessary or appropriate legal
           services in connection with these chapter 11 cases for
           or on behalf of the Debtors consistent with the
           limited role as international counsel.

Mr. Blake explains that the Debtors require knowledgeable and
specially qualified and experienced counsel to render these
essential professional services, particularly as they relate to
foreign bankruptcy and insolvency expertise.  According to Mr.
Blake, Skadden, Arps has such expertise that's why the firm will
be their overall lead counsel both in the United States and
abroad.  Since Bingham also has substantial expertise in the
area of cross-border bankruptcies and workouts, Mr. Blake
contends that Bingham is specially qualified to perform these
services and represent their interest in these Chapter 11 cases
as part of the team with Skadden, Arps.

Mr. Blake further clarifies both Skadden, Arps and Bingham will
each have their own respective well-defined roles as counsel to
the Debtors:

     (a) Skadden, Arps will be primarily responsible for the
         overall legal management and supervisions of these
         Chapter 11 cases in the United States, while

     (b) Bingham's role will be limited to providing strategic
         advice and assistance with respect to international
         insolvency and restructuring matters.

Mr. Blake assures Judge Barliant that Bingham and Skadden, Arps
will not duplicate the services that they provide to the
Debtors.

In exchange for their legal services, Bingham will charge the
Debtors on an hourly basis in accordance with its ordinary and
customary hourly rates:

              Evan D. Flaschen (US)(Partner)          $650
              Anthony J. Smits (US)(Associate)        $390
              Patrick J. Trostle (US)(Associate)      $390
              Andrew Rotenberg (UK)(Associate)        $335
              Anna M. Boelitz (US)(Associate)         $275
              Michael H.M. Brown (US)(Associate)      $250
              Leonhard Plank (US)(Associate)          $215

Bingham advised the Debtors that their rates might change from
time to time in accordance with their established billing
practices and procedures.  Bingham promises to maintain
detailed, contemporaneous records of time and any actual and
necessary expenses incurred.

Bingham has received a total of $875,000 as Retainer from the
Debtors prior to Petition Date.

Bingham has applied a portion of the Retainer for legal fees and
expenses incurred.  As of the Petition Date, $207,795 remained
unapplied.

On July 3, 2001, the Debtors paid Bingham a $350,000 Foreign
Counsel Retainer to be used to pay retainers of foreign counsel
engaged by the Debtors in connection with these chapter 11
cases.

As of the Petition Fate, Bingham has exhausted this Foreign
Counsel Retainer:

       Foreign Counsel                           Retainer
       ---------------                           --------
       (1) Miller Thompson LLP                   $10,000
       (2) CMS Cameron McKenna                    10,000
       (3) Arthur Cox                             25,000
       (4) Gianni, Origoni, Grippo & Partners     25,000
       (5) Gardere Arena & Roblas                  5,000
       (6) De Brauw Blackstone Westbroek          73,000
       (7) Pinsent Curtis Biddle                   5,000
       (8) Linklaters                             75,000
       (9) Mallesons Stephen Jacques              10,000
      (10) Keuleneer, Storme, Vanneste,
           Van Verenbergh & Verhelst               5,000
      (11) Gomez Acebo & Pombo                     5,000
      (12) Advokatfirman Lindahl                   5,000
      (13) Lalive & Partners                       5,000
      (14) Law Offices of Hideyuki Sakai          25,000
      (15) Allen & Gledhill                       10,000
      (16) Tsar & Tsai                            12,000
      (17) DePardieu Brocas Maffei & Leygonie     20,000
      (18) Kuebler, Pluta Rogier & Partner        25,000

Evan D. Flaschen, a partner in the firm of Bingham Dana, assures
the Court that Bingham has no connection with the Debtors, their
creditors, the United States Trustee for the District of
Illinois, or any other party-in-interest, or their respective
attorneys or accountants.

From time to time, Mr. Flaschen admits that Bingham has provided
advice to Hitachi Credit America Corporation in connection with
certain lease financing transactions with the Debtors.  But Mr.
Flaschen emphasizes that the Bingham attorneys involved in the
Hitachi engagement have at all times been on the other side of
an internal "fire wall" from the Bingham attorneys involved in
advising the Debtors.  As of the Petition Date, Mr. Flaschen
discloses that Bingham no longer represents or advises Hitachi
in connection with any matter relating to the Debtors.

However, Mr. Flaschen clarified that from time to time, Bingham
has represented and likely will continue to represent certain
creditors of the Debtors and various other parties potentially
adverse to the Debtors in matters unrelated to these Chapter 11
cases.

To check and clear potential conflicts of interest in these
cases, Mr. Flaschen says they researched their client databases
(including the former database of Hebb & Gitlin, a professional
corporation, which merged with and into Bingham last July 1999)
to determine whether they had any relationships with:

     (a) the Debtors and their non-debtor affiliates;

     (b) the Debtors' directors and officers and certain of their
         major business affiliations as provided by the Debtors
         to Bingham;

     (c) the Debtors' major vendors and trade creditors as
         provided by the Debtors to Bingham;

     (d) the Debtors' major lenders as provided by the Debtors to
         Bingham;

     (e) the Debtors' major shareholders as provided by the
         Debtors to Bingham;

     (f) the Debtors' major litigants as provided by the Debtors
         to Bingham;

     (g) certain attorneys and other professionals of the Debtors
         as provided by the Debtors to Bingham.

Despite their efforts to identify and disclose Bingham's
connections with the parties-in-interest in these cases, Mr.
Flaschen admits they are still unable to state with certainty
that every client representation has been disclosed considering
the size of the international law firm.

If Bingham discovers additional information that requires
disclosure, Mr. Flaschen promises to file a supplemental
disclosure with the Court as promptly as possible.

But Mr. Flaschen assures the Court that Bingham is a
"disinterested person" as defined in section 104(14) of the
Bankruptcy Code because they don't hold or represent any adverse
interest to the Debtors in matters for which they are to be
retained. (Comdisco Bankruptcy News, Issue No. 4; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


CONSUMERS PACKAGING: June 30 Results Expected on Oct. 15
--------------------------------------------------------
Consumers Packaging Inc. (TSE: CGC) announced that its interim
financial statements for the quarter ended June 30, 2001 which
where due to be filed with regulatory authorities by August 29,
are expected to be filed by October 15.

The completion of these interim financial statements has been
delayed by the Company's restructuring plans and by internal
workloads associated with the previously announced proposed sale
of substantially all of its assets to Owens-Illinois, Inc (NYSE:
OI).

Consumers Packaging is operating under an order of the Ontario
Superior Court of Justice under the Companies' Creditors
Arrangement Act (CCAA), which stays legal proceedings against
the Company in respect of its Canadian operations. The Company
is seeking necessary legal and regulatory approvals for the
proposed sale of substantially all of its assets to Owens-
Illinois.

The Company acknowledges that the Ontario Securities Commission
may impose (i) a management cease trade order (affecting
directors, officers and insiders of Consumers Packaging at any
time since March 31, 2001) and (ii) an issuer cease trade order
if the financial statements are not filed by October 26, 2001.
The Company confirms that it intends to comply with alternate
information requirements as specified by securities regulators.

The Company confirms that, until the interim statements are
filed with regulatory authorities, it intends to file with
regulatory authorities the same information it provides to its
creditors as a material change report under the Securities Act
(Ontario). This information will be filed with regulatory
authorities at the same time that any information is provided to
creditors.

Consumers Packaging employs approximately 2,400 people in
Canada. It manufactures and sells glass containers for the food
and beverage industry. It supplies packaging products for the
Canadian juice, food, beer, wines and liquor industries from
three plants in Ontario (Toronto, Brampton and Milton), and one
each in Quebec (Montreal), New Brunswick (Scoudouc) and
British Columbia (Lavington).


COVAD COMMS: Hires Arthur Andersen as Financial Consultants
-----------------------------------------------------------
Covad Communications Group, Inc. seeks to employ and retain
Arthur Andersen LLP to provide general accounting and financial
consulting services during the chapter 11 proceedings.

Laura David Jones, Esq., of Pchulski, Stang, Ziehl, Young &
Jones, in Wilmington, Delaware relates that the Debtor needs the
professional expertise of Andersen in accounting and other
financial matters.

The Debtor, Ms. Jones says, believe that Andersen's extensive
experience in advising debtors, creditors, and other parties in
bankruptcy proceedings will hasten the development and
implementation of their reorganization plans. Ms Jones relates
that Andersen is well qualified to represent the Debtor, having
been retained in other prominent bankruptcy proceedings
including those of Pacific Gas & Electric Corporation and Hexcel
Corporation.

Ms. Jones says that Andersen will render accounting and
financial consulting services to the Debtor, including:

  a. Assisting in the preparation of a rolling thirteen-week cash
     receipts and disbursements forecast, if necessary;

  b. Assisting the Debtor's management in fulfilling requirements
     resulting from the chapter 11 filing, including but not
     limited to preparing bankruptcy statements and schedules,
     separating pre-petition and post-petition liabilities,
     restructuring the Debtor's treasury and accounting systems
     and preparing Monthly Operating Reports;

  c. Assisting in the preparation and/or analysis of business
     plans and other necessary and/or desirable special projects;

  d. Assisting in any negotiations or discussions with any
     Official Committee of Unsecured Creditors appointed in this
     case, the Committee's advisor, and other parties in
     interest;

  e. Assisting in the preparation of a plan of reorganization
     liquidation analysis;

  f. Providing litigation consulting services, including expert
     witness testimony if required;

  g. Assisting in analyzing the potential costs and liabilities
     of closing several of the Debtor's facilities;

  h. Assessing material executory contracts;

  i. Reviewing trust and employee-related payroll tax issues;

  j. Performing such other services as may be requested by the
     Debtor or its counsel to aid the Debtor in the operation and
     reorganization of the business.

Ms. Jones says that all services performed by Andersen will be
at the Debtor's direction so as to avoid duplication among the
other professionals retained in this case.

William C. Kosturos, a Partner of Arthur Andersen LLP, in San
Francisco, California, affirms that neither Andersen nor any of
the persons employed by it hold or represent any interest
adverse to the Debtor's estates. Mr. Kosturos further affirms
that Andersen has not had prior business connections with the
Debtor, any creditor of the Debtor, or any other party in
interest in this case.

However, Mr. Kosturos says, the firm and some of its members may
have represented, currently represent, or in the future
represent creditors of the Debtor in matters wholly unrelated to
this chapter 11 case.

Mr. Kosturos assures the Court that a conflicts check is run
through the Firm's database before any of its members represent
a new client. He says that all pertinent information about new
clients are entered and recorded in the database. Mr. Kosturos
affirms that a review of Andersen's database reveal no actual or
potential conflict of interest in this cases.

Andersen, Mr. Kosturos tells the Court, has received $150,000
from the Debtor as a general retainer, in addition to $56,536
and $76,047. He says that Andersen will apply the unused
retainer to post-petition fees and expenses.

The Debtor proposes to pay Andersen its customary hourly rates
in effect from time to time and to reimburse Andersen according
to its customary reimbursement policies. Mr. Kosturos presents a
schedule of Andersen's current hourly rates:

            a. Partners            --   $450-600
            b. Directors/Managers  --   $350-525
            c. Associates/Analysts --   $125-375

Mr. Kosturos says that Andersen will also charge the Debtor any
other necessary expenses incurred in connection with these
cases, such as mail and delivery charges. (Covad Bankruptcy
News, Issue No. 3; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


DANBEL INDUSTRIES: Has 120 Days to Meet Listing Requirements
------------------------------------------------------------
Danbel Industries said the second quarter of 2001 reflected a
major decrease in gross sales due in part to the declining
economy, but for the most part was caused by the restricted cash
flow available to the Company.  The Company posted sales of
$12,707,000 in the quarter, down 27.3 percent from $17,478,000
in the comparable quarter of 2000.  For the six months, sales
decreased by 26.4 percent to $24,592,000 compared to $33,415,000
for the same period in 2000.

This decline is largely due to JSL Lighting (2000) Corp. and its
wholly-owned U.S. subsidiary's inability to obtain merchandise
from its suppliers.  Consequently, the Company has been forced
to wind down its operations in an orderly manner with a view of
closing its facilities.

Notwithstanding this, the Company on an overall basis was able
to maintain its gross margin percentage levels for the quarter.
Net loss for the second quarter was ($1,123,000) from $186,000
in net earnings in 2000.  For the six months, net loss increased
to ($2,059,000) from $1,077,000 profit in 2000.

The Company's financial statements have been prepared on the
basis of accounting principles applicable to a "going concern",
which assume that the Company will continue its operations for
the foreseeable future and will be able to realize its assets
and discharge its liabilities in the normal course of
operations.

The Company's continued existence is dependent upon obtaining
profitable operations and/or its ability to secure additional
financing necessary to meet its obligations.  Should the Company
be unable to become profitable, to secure financing or realize
any of its other alternatives that may become available, it may
have to, at any time, cease all or part of its operations.
Accordingly, readers are cautioned that these financial
statements do not reflect adjustments that would be necessary if
the "going concern" basis were not appropriate.

On June 1, 2001, the GMAC revolving credit facility was amended.
The updated credit agreement reduced the Company's facility from
$30,000,000 to $17,000,000 and the interest rate was increased
from prime plus 1.25 % per annum to prime plus 2.25 % per annum.

The Company is in violation of certain bank covenants.

The Company is also in default of its Trade Finance facility
with HSBC Bank Canada. The unutilized portion of the credit
facility has been canceled and the facility is available on a
non-revolving basis until such time as it is repaid in full.

The Company suspended interest payments to certain of its
subordinated debt holders effective June 1, 2001.

Effective August 23, 2001, pursuant to a court order, Danbel
Inc., American Lantern (1998) Inc., Danbel Security Lighting
Inc., JSL Lighting (2000) Corp. and JSL Lighting (2000) Inc.,
all wholly owned subsidiaries, were put into interim
receivership by the Company's senior lender.  The senior lender
made demand under the terms of the Credit Agreement in place
between the senior lender and certain of its Subsidiaries and
served Notices of Intention to Enforce Security pursuant to the
Bankruptcy and Insolvency Act.

Management has been informed by the Interim Receiver that they
intend to operate the Companies on a "going concern" basis.
However, due to appointment of an Interim Receiver, management
has no control over the continued operations of these
Subsidiaries and there is no assurance that these Subsidiaries
and accordingly the Corporation, will continue to be operated on
a "going concern" basis.

On August 23, 2001, the TSE announced they are reviewing the
common shares of Danbel Industries Corporation (DDI) with
respect to meeting continued listing requirements.  The Company
has been granted 120 days in which to regain compliance with
these requirements, pursuant to the Remedial Review Process.


DELSOFT CONSULTING: Files Chapter 11 Petition in New York
---------------------------------------------------------
DelSoft Consulting, Inc. (OTC: DSFT) filed a voluntary petition
for relief under Chapter 11 of the United States Bankruptcy Code
in the United Stated Bankruptcy Court for the District of New
York on August 28, 2001 in re: Delsoft Consulting, Inc. Case No.
01-14782.

As required the Company has already advised the NASD and expects
that its trading symbol will be changed to "DSFTQ."

Contact information: Investor Relations Department, DelSoft
Consulting, Inc., 50 Broadway, New York NY 10004


DELSOFT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Delsoft Consulting, Inc.
         50 Broadway
         Suite 2300
         New York, NY 10004

Chapter 11 Petition Date: August 28, 2001

Court: Southern District of New York (Manhattan)

Bankruptcy Case No.: 01-14782-ajg

Judge: Arthur J. Gonzalez

Debtor's Counsel: Marilyn Simon, Esq.
                   Marilyn Simon & Associates
                   280 Madison Avenue, 5th Floor
                   New York, NY 10016
                   Tel: (212) 751-7600
                   Fax: (212) 686-1544
                   Email: msimon@msimonassoc.com

Total Assets: $107,238

Total Liabilities: $1,737,625

Debtor's 20 Largest Unsecured Creditors:

Entity                                   Claim Amount
------                                   ------------
Hallmark Global Solutions                  $103,741

Advanta Leasing Services                    $89,326

Pyramids Management                         $87,843

Briskin & Associates, L.C.                  $84,626

Bondy & Schloss                             $83,687

CompuSoft Integrated                        $81,564
Solutions, Inc.

Forte Communications, Inc.                  $80,437
a/k/a Capstone Group

Giacchino, Ben                              $80,000

Citicorp Vendor Finance, Inc.               $70,958

College Life Development Corp.              $60,687

First York Partners Inc.                    $50,000

Key Lease Plus                              $49,861

Mastech                                     $46,576

J.H. Cohn Accountants &                     $42,668
Consultants LLP

Copelco Capital, Inc.                       $31,343

Marlin Leasing                              $28,467

Marketview Financial Group,                 $28,400
Inc.

First Call                                  $24,797

Inskeep & Associates, Inc.                  $19,416

Nexeon International Corp.                  $17,680


ENITEL ASA: S&P Drops Ratings to SD after Seeking Court Shield
--------------------------------------------------------------
Following the announcement that Norway-based telecommunications
company Enitel ASA is seeking protection from creditors,
Standard & Poor's lowered its corporate credit ratings on Enitel
to 'SD' (selective default) from triple-'C'-minus.

Enitel's single-'C' senior unsecured debt rating remains on
CreditWatch with negative implications, where it was placed on
Sept. 1,
2000.

The rating action follows the announcement that Enitel is
seeking court protection from creditors while negotiating a
refinancing pact with bondholders and creditor banks. Enitel
must undertake a refinancing of the company, according to
Norwegian law, as its equity will be wiped out by the end of
September amid mounting losses.

At this stage, it is uncertain whether Enitel will make interest
payments, covered by escrowed cash, on its rated EURO250 million
($227 million) bonds, falling due on Oct. 15, 2001.

Enitel will not pay any of its other creditors, including
interest payments on bank loans, during a three-month grace
period according to Norwegian bankruptcy law. Only creditors
taken on, in order to be able to run the business on a day-to-
day basis, after the start of this grace period will be paid.

Standard & Poor's will closely monitor the outcome of Enitel's
balance-sheet restructuring. At this stage, the terms and
conditions associated with discussions with bondholders are
unknown. If these terms and conditions are viewed as being
inimical to the interest of bondholders, or if Enitel fails to
make a scheduled interest payment on its bonds, Enitel's senior
unsecured rating will be lowered to 'D'.


FOXMEYER: Reliance Insurance Tries to Stall Andersen Litigation
---------------------------------------------------------------
Bart A. Brown, Jr., the chapter 7 trustee for Foxmeyer
Corporation, Foxmeyer Drug Company, et al. (Case No. 96-1329
Bankr. D. Del), sought and obtained an interim order from
Bankruptcy Judge M. Bruce McCullough enforcing the automatic
stay applicable in Foxmeyer's cases against Reliance Insurance
Company and Pennsylvania Insurance Commissioner Diane Koken, as
Rehabilitator for Reliance, pending a final hearing on Sept. 14.

At that final hearing, Judge McCullough will hear argument from
David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman,
arguing that the automatic stay applicable in Foxmeyer's cases
should not in any way stall the Trustee's prosecution of his
1998 lawsuit against Andersen Consulting (Bart A. Brown, et al.
v. Andersen Consulting, Cause No. 1998-30416) pending before the
270th Judicial District of Harris County, Texas.

Jerome R. Richter, Esq., at Blank Rome Comisky & McCauley LLP,
suggests that, as Andersen's insurer, orders obtained by Ms.
Koken from the Commonwealth Court of Pennsylvania stay continued
prosecution of the Texas lawsuit and there is no basis to find
that the Foxmeyer stay somehow nullifies the stay applicable to
Reliance.


HARNISCHFEGER: Asks for Extension of Rule 9027 Removal Period
-------------------------------------------------------------
Harnischfeger Industries, Inc. requests for an Order from the
Court, pursuant to Rule 9006(b) of the Bankruptcy rules:

  (1) further extending the period by which they may file notices
      of removal through and including January 7, 2002 with
      respect to civil actions pending as of the Petition Date.

  (2) clarifying that Rule 9027(a)(3) applies as written to
      claims that arose before the Confirmation Date even if the
      related civil action is filed after the Confirmation Date.

The Debtors believe that it is prudent to seek an extension to
protect their right to remove those Pre-Petition Actions that
are discovered through their investigation and the claims review
process, to give them the opportunity to make fully-informed
decisions concerning removal of each PrePetition Action and will
assure that they do not forfeit valuable rights under Section
1452.

Further, the rights of the Debtors' adversaries will not be
prejudiced by such an extension, given that any party to a Pre-
Petition Action that is removed may seek to have it remanded to
the state court pursuant to 28 U.S.C. section 1452(b).

The Debtors submit that the relief requested is in their best
interest and in the best interest of their estates and their
creditors because it will maximize the likelihood of a
successful reorganization. (Harnischfeger Bankruptcy News, Issue
No. 47; Bankruptcy Creditors' Service, Inc., 609/392-0900)


LEINER HEALTH: Lenders Agree to Forbear Until Sept. 28
------------------------------------------------------
Leiner Health Products Inc. today announced that it has reached
an agreement in principle with its lenders to extend the
previously announced forbearance period until September 28,
2001.

The previous forbearance agreement that Leiner had entered into
with its bank lenders terminated on August 31. Before entering
into the first forbearance agreement, the Company had been
operating under a series of waivers as a result of covenant
breaches under its bank credit agreement.

The second forbearance agreement will allow the Company
additional time to complete its financial restructuring
proposal. Robert Kaminski, Chief Executive Officer, said, "I am
pleased to report that as a result of the progress we have made
on the development of our restructuring plan, our bank lenders
have agreed to continue to work with us in our restructuring
efforts. With our recent positive earnings results and the
continued support and assistance of our bank lenders throughout
this process, we are optimistic about arriving at a consensual
plan of reorganization for Leiner."

Under the terms of the second forbearance agreement, Leiner's
bank lenders will continue not to exercise remedies available to
them during the forbearance period. As in the first forbearance
agreement, the second forbearance agreement will terminate if
the company fails to make any payments as required thereunder or
fails to remedy any other default within two business days of
notice of such default.

Termination of restructuring discussions between the company and
its various constituencies would result in a termination of the
second forbearance agreement.

The second forbearance agreement will continue to require,
through the end of the forbearance period, a one-percent
increase in the applicable margin and use of the proceeds of any
antitrust litigation to prepay outstanding bank debt. The
agreement also requires the company to pay $ 300,000 in
forbearance fees and to place in escrow the interest on the bank
debt for October.

In addition, during the second forbearance period, the Company
continues to be subject to certain material obligations and
covenants contained in the first forbearance agreement.

Leiner Health Products Inc., headquartered in Carson,
California, is one of America's leading vitamin, mineral,
nutritional supplement and OTC pharmaceutical manufacturers. The
company markets products under several brand names, including
Natures Origin(TM), YourLife(R) and Pharmacist Formula(R). For
more information about Leiner Health Products, visit
http://www.leiner.com


LOEWEN GROUP: Enters Deal with LLC to Sell Michigan Assets
----------------------------------------------------------
Nothwithstanding the commencement of the Adversary Proceeding
and the The Loewen Group, Inc.'s filing of nine motions to
reject agreements relating to the 15 Michigan Cemeteries in
which certain rights had been transferred to LLCs, discussions
went on between the Debtors and the LLCs to resolve disputes
between the parties on a consensual basis.

As a result of negotiations, TLGI entered into a non-binding
Letter of Intent with the LLCs summarizing the general terms and
conditions under which the LLCs would purchase the Debtors'
right, title and interest in the assets of the Michigan
Cemeteries and certain related assets.

With the involvement of the mediator, who held mediation
sessions on July 24, 2001 and July 30, 2001 (in which the
Creditors' Committee was involved), the parties soon entered
into the Purchase Agreement which has now received the Court's
blessing.

In brief terms, the Purchase Agreement provides for, among other
things:

  (1) Sale and Transfer

      The Selling Debtors agree to sell, and the LLCs agree to
      purchase, Assets (which includes certain real property,
      real property leases, personal property, inventory,
      contract rights, accounts receivable, permits and
      intangible assets except certain Retained Assets), and the
      Selling Debtors agree to assign, and the LLCs agree to
      assume, Agreements (the Assignment Agreement).

  (2) Consideration

      The LLCs will

      (a) pay the Selling Debtors $23,450,000 in cash plus a
          prorated amount of the monthly payment received by the
          LLCs under the Cemetery Transaction documents for the
          month of the closing of the transactions contemplated
          by the Purchase Agreement;

      (b) assume certain of the liabilities and obligations of
          the Selling Debtors, including those related to claims
          asserted in Letherer Action.

      LGII remains liable for up to $23,000 of legal fees and
      expenses reasonably incurred by the LLCs in connection with
      the Letherer Action prior to the date of the Purchase
      Agreement and all other legal fees of the LLCs reasonabley
      incurred in connection with the lawsuit between the date of
      the Purchase Agreement and the closing of the transaction
      contemplated.

      As directed by Judge Walsh, nothing in the Court's order,
      the Purchase Agreement, the Termination Agreement or any
      documents entered into in connection with the motion will
      have any effect on:

         (a) the validity or enforceability of the lien granted
             to Kenny Letherer pursuant to the amended order
             entered by the Circuit Court for the County of
             Saginaw, Michigan on or about December 4, 2000, or
             on any other order entered, in the cases captioned
             Kenny Letherer, et al. vs. Alger Group, L.L.C., et
             al., Case No. 99-29046-CK-2 and Kenny Letherer, et
             al vs. Alger Group, L.L.C., Case No. 00-36337-CZ; or

         (b) any appeals, including, but not limited to, Court of
             Appeals Docket No. 233042, or motions to vacate,
             reconsider or any order in the Letherer Actions.

  (3) Deposit

      The LLCs have paid $1 million into an escrow account. This
      Escrow Amount will be disbursed to the Selling Debtors at
      the closing of transactions and will be applied to the
      Purchase Price.

  (4) Retained Assets

      "Retained Assets" is defined in the Purchase Agreement as:

      (a) all cash and proceeds from the Related Businesses and
          the Michigan Cemeteries received by Acquirors, TLGI or
          LGII or any Affiliate of TLGI or LGII from January 1,
          2001 to the Closing subject to amounts received between
          January 1, 2001 and the Closing that were required by
          applicable Law to have been trusted for such payments,

      (b) all cash and cash equivalents, whether on deposit or in
          transit, including all cash on deposit or in transit to
          the New Operating Account or the New Central Account,

      (c) all caskets, casket warehouses and Casket Contracts,

      (d) all Casket Trusts,

      (e) the name "Loewen" and any name containing the "Loewen"
          or any variation thereof,

      (f) any trademarks, copyrights, marketing materials, brands
          names or similar intellectual property rights that are
          also used by TLGI, LGII, or any Affiliates of TLGI or
          LGII outside of the Related Businesses and the Michigan
          Cemeteries; provided, however, Acquirors will be
          entitled to use sales material located at the Michigan
          Cemeteries for a period not to exceed sixty days after
          the Closing Date if all markings on such material
          containing the name "Loewen" and any variations thereof
          and any logo or other mark of any Sellers or TLGI are
          removed or completely concealed,

      (g) any accounting or other administrative systems that are
          also used by TLGI, LGII or any Affiliates of TLGI or
          LGII outside of the Related Businesses and the Michigan
          Cemeteries,

      (h) any contracts or agreements that benefit TLGI's, LGII's
          or any of their respective Affiliates' other operations
          outside the Related Businesses and the Michigan
          Cemeteries including, without limitation, merchandise
          supply agreements and any master vehicles leases,

      (i) all software or other related intellectual property
          rights used by TLGI, LGII or any Affiliates of TLGI or
          LGII outside of the Related Businesses and the Michigan
          Cemeteries,

      (j) any accounts or payments receivable of TLGI or LGII or
          any Affiliate of TLGI or LGII owed by TLGI or LGII or
          any Affiliate of TLGI or LGII, including, without
          limitation, any receivables related to Tax refunds, and

      (k) all defensive rights and counterclaims against William
          Eldridge in connection with the Claims retained by LGII
          and Sellers pursuant to Section 2.3(b)(iv).

  (5) Retained Liabilities

      The Selling Debtors will retain certain litigation-related
      liabilities, including liabilities related to two lawsuits
      commenced by William Eldridge against the LLCs in a
      Michigan state court in respect of Eldridge's claims
      against the LLCs.

  (6) Eldridge Claim Escrow Deposit

      It is a condition of the LLCs' obligations to consummate
      the transactions contemplated by the Purchase Agreement
      that LGII will have deposited $1 million (the "Eldridge
      Claim Escrow Deposit") into an escrow account pursuant to
      an escrow agreement between the parties, to partially
      secure the Selling Debtors' obligations for the Eldridge
      Claim. LGII is entitled to the return of the Eldridge Claim
      Escrow Deposit upon receipt by the escrow agent of
      certification by LGII that the Selling Debtors' retained
      liability relating to the Eldridge Claim and the indemnity
      obligations of the Purchase Agreement relating thereto have
      been fully satisfied, released or discharged.

  (7) Termination Agreement

      The obligations of the Selling Debtors and the LLCs to
      consummate the transfer of the Assets are subject to the
      delivery and execution of the Termination Agreement.

      The primary terms of the Termination Agreement include:

      (a) Termination of Cemetery Transaction Documents

          The Cemetery Transaction documents and the other
          agreements and instruments entered into by and among
          the Selling Debtors and the LLCs in connection with the
          Cemetery Transactions (collectively, the "Prior
          Documents") are terminated and of no further force or
          effect.

      (b) Termination of Settlement Agreement

          The Settlement Agreement is terminated and of no
          further force or effect.

      (c) Release by the LLCs, Bush and Mead; Deemed Withdrawal
          of Claims; Covenant Not to Sue

      The LLCs, Bush and Mead release the Selling Debtors and
      their respective past, present and future successors,
      assigns, officers, directors, shareholders, members,
      employees, agents, attorneys, representatives, divisions,
      affiliate direct and indirect parent and subsidiary
      entities (and the past, present and future officers,
      directors, shareholders, employees, representatives and
      agents of such divisions, direct and indirect parent and
      subsidiary entities) from any and all claims related to:

       (i) the Prior Documents or the transactions contemplated
           by the Prior Documents,

      (ii) the operation of the Michigan Cemeteries,

     (iii) the Michigan Cemeteries,

      (iv) any sale of preneed or at need cemetery merchandise or
           services in Michigan or relating to the Michigan
           Cemeteries or any trust fund relating thereto and

       (v) the Settlement Agreement.

      In addition, the Selling Debtors release the LLCS, Bush,
      Mead and their affiliates from all claims that were
      asserted or could have been asserted up to and including
      the date of the Termination Agreement.

      The Selling Debtors covenant not to institute any action
      against LLCs, Bush, Mead or their affiliates in connection
      with the matters covered by this release.

  (8) Release By Comerica Bank

      Comerica Bank releases the Selling Debtors and their
      affiliates from any and all claims relating to:

       (i) the Michigan Cemeteries,

      (ii) any loans made to the LLCs or Bush and

     (iii) the Settlement Agreement.

Judge Walsh makes it clear that, notwithstanding any other
provision set forth in the Motion, the Purchase Agreement or the
Court's Order, the LLCs are not relieved by the subject motion
and order of any obligations that they would have under
applicable non-bankruptcy law outside bankruptcy with respect to
prepaid funeral contracts being acquired from the Selling
Debtors.

Judge Walsh also specifies that, the Debtors' indemnification
obligations to the LLCs imposed by the Purchase Agreement (a)
will be deemed to be an administrative expense entitled to
priority under sections 503(b) and 507(a) of the Bankruptcy Code
and (b) will survive confirmation of any plan of reorganization
proposed by the Debtors or otherwise and will not be discharged
or enjoined in connection with such confirmation. This does not
apply to any indemnification obligations of the Debtors to the
LLCs under any documents other than the Purchase Agreement.

Pursuant to the Court's order, all of the proofs of claim or
scheduled claims held by the LLCs or Bush will be deemed
withdrawn, waived, released and discharged upon the closing of
the transactions contemplated by the Purchase Agreement, with
the exception of director and officer indemnification proofs of
claim filed by Bush and proofs of claim filed by Birch and Bush,
P.C. (Loewen Bankruptcy News, Issue No. 45; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


LTV CORP: Equity Committee Seeks to Retain Bell as Lead Counsel
---------------------------------------------------------------
The Official Committee of Equity Security Holders of LTV Steel
Company, Inc., asks Judge Bodoh to authorize their employment of
the Chicago firm of Bell Boyd & Lloyd LLC as counsel for the
Committee nunc pro tunc to July 17, 2001.

The services which Bell Boyd will provide to the Committee are:

        (a) advising the Committee as to its rights, powers and
            duties;

        (b) advising the Committee in connection with proposals
            and pleadings submitted by the Debtors or others to
            the Court;

        (c) investigating the actions of the Debtors and the
            assets and liabilities of the estates;

        (d) advising the Committee in connection with negotiation
            and formulation of any plans of reorganization;

        (e) reviewing all applications and motions filed by
            parties other than the Committee and to represent the
            interest of the Committee in and outside of court
            with respect to all applications and motions;

        (f) generally advocating positions that further the
            interests of the equity holders represented by the
            Committee; and

        (g) performing such other services as are in the
            interests of the Debtors' equity holders.

Bell Boyd announces that it is willing to act in these cases
subject to satisfactory payment arrangements and render the
necessary professional services to the Committee.

Bell Boyd changes its billing rates from time to time, but the
current hourly rates in effect for Bell Boyd professionals
potentially involved in these cases are:

                 Professional                 Hourly Rate
                 ------------                 -----------
                David F. Heroy                    $500
                Steven L. Harris                  $400
                Robert V. Shannon                 $320
                Rosanne Ciambrone                 $250
                John S. Delnero                   $250
                Michael Yetnikoff                 $250
                Erik W. Chalut                    $180

Mr. David F. Heroy, a member of Bell Boyd, assures Judge Bodoh
that he and Bell Boyd are disinterested and neither hold nor
represent any interest adverse to the Debtors' estates with
respect to the matter on which Bell Boyd is to be employed.
However, Bell Boyd may have and may continue to represent some
creditors of these Debtors, but only in matters unrelated to
these cases. (LTV Bankruptcy News, Issue No. 13; Bankruptcy
Creditors' Service, Inc., 609/392-00900)


LTV CORPORATION: Thomas Garrett Appointed as Senior VP and CFO
--------------------------------------------------------------
The LTV Corporation (OTC Bulletin Board: LTVCQ) announced the
appointment of Thomas L. Garrett, Jr. to the position of senior
vice president and chief financial officer, effective September
4, 2001.

Before joining LTV, Mr. Garrett was senior vice president and
chief financial officer of the Service Merchandise Company,
treasurer of Magma Copper Company, and director, treasury of the
Goodyear Tire and Rubber Company. Mr. Garrett is a 1974 summa
cum laude graduate of the University of Akron. He will report to
William H. Bricker, chairman and chief executive officer.

Mr. Garrett will replace George T. Henning, vice president and
chief financial officer.

"Tom Garrett has a broad range of professional experience in
manufacturing and metals production. He also is familiar with
the challenges facing companies operating in chapter 11. We are
very pleased to add a professional of Tom's caliber to the
dedicated team of managers working to restore LTV to viability
and success," said William H. Bricker.

"We are very grateful to George Henning for his outstanding
leadership and service to LTV at a most critical time in its
history," Mr. Bricker said. He added that Mr. Henning, who will
retire at the end of 2001, had agreed to remain with LTV through
the end of the year as vice president-finance to affect a smooth
transition of the CFO function.

The LTV Corporation is a manufacturing company with interests in
steel and metal fabrication. LTV's Integrated Steel segment is a
leading producer of high-quality, value-added flat rolled steel,
and a major supplier to the transportation, appliance,
electrical equipment and service center industries. LTV's Metal
Fabrication segment consists of LTV Copperweld, the largest
producer of tubular and bimetallic products in North America.


LTV STEEL: Loan Guarantee Filing for Debtor Extended to Sept. 30
----------------------------------------------------------------
The Federal Emergency Steel Loan Guarantee Program has granted a
30-day extension for the filing of the application for a $250
million loan guarantee for LTV Steel, which is currently in
bankruptcy.

KeyCorp (NYSE: KEY) and National City Corp. (NYSE: NCC), the co-
agent banks, say the filing process is complex because of the
number of agencies involved, and because the federal guarantee
program never contemplated loan guarantees to companies in
bankruptcy.

The new deadline is now September 30, 2001.


METRICOM: Receives Another Filing Deficiency Notice from Nasdaq
---------------------------------------------------------------
Metricom, Inc. (Nasdaq:MCOQE), a high-speed wireless data
services company, received an additional Nasdaq staff
determination letter indicating that, as a result of its failure
to timely file its Quarterly Report on Form 10-Q for the quarter
ended June 30, 2001, Metricom is currently not in compliance
with Marketplace Rule 4310(c)(14), as required for continued
listing on The Nasdaq Stock Market.

As a consequence of the filing deficiency, Metricom's trading
symbol has been changed to MCOQE.

Trading in Metricom's Common Stock has been suspended since July
2, 2001, following its announcement that it had filed for
protection under Chapter 11 of the U.S. Bankruptcy Code.

As a result of the bankruptcy filing, on July 26, 2001, Metricom
received an initial Nasdaq staff determination letter regarding
delisting of its Common Stock and has requested a hearing before
a Nasdaq Listing Qualifications Panel. Metricom cannot provide
any assurances that its Common Stock will continue to be listed
on The Nasdaq Stock Market.


NEWCOR INC: Will Delay Interest Installment Payment on Sub Notes
----------------------------------------------------------------
Newcor, Inc. (Amex: NER) will be unable to timely pay the semi-
annual installment of interest of approximately $ 6.1 million
due September 4, 2001, on its 9-7/8% Senior Subordinated Notes
due 2008.

The Company reported that presently it does not have available
funds to make payment without causing a default under its bank
credit agreement. The Company also indicated that it would
continue to actively explore available alternatives to access
the funds to meet its obligations to pay interest under the
notes.

Newcor, headquartered in Bloomfield Hills, Michigan, designs and
manufactures precision machined and molded rubber and plastic
products, as well as custom machines and manufacturing systems.
Newcor is listed on the AMEX under the symbol NER.


OWENS CORNING: RLC Moves to Compel Decision on Equipment Lease
--------------------------------------------------------------
Raymond Leasing Corporation files a motion for an order
compelling Owens Corning to immediately assume or reject an
equipment master lease, directing the Debtors to immediately
perform their obligations, granting Raymond an allowed
administrative expense claim, and directing Debtors to pay such
administrative expense claim.

Richard Hannum at Phillips Goldman & Spence in Wilmington,
Delaware discloses that on September 16, 1999, Carolina Handling
LLC entered into a Master Lease No. 8545 with the Debtors, which
lease Carolina subsequently assigned to Raymond.

Pursuant to such lease, the Debtors are obligated to pay Raymond
lease payments of $748.52 plus sales tax every month.  The
Debtors however, have failed to make post-petition payments
amounting to a total of $1,660.29 and post-petition proof of
insurance has not been provided by the Debtors.

Mr. Hannum contends that more than ample cause exists for the
Court to direct the Debtors to immediately decide whether to
assume or reject the Master Lease.  Mr. Hannum states that the
Debtors have continued to use the equipment leased without
adequately compensating Raymond.

Mr. Hannum asserts that it would be inherently unfair if the
Debtors were provided unlimited time to decide whether to assume
or reject the contract when it is not meeting the most basic
requirement under the lease. (Owens Corning Bankruptcy News,
Issue No. 15; Bankruptcy Creditors' Service, Inc., 609/392-0900)


PACIFIC AEROSPACE: Defaults on $63.7MM Senior Subordinated Notes
----------------------------------------------------------------
Pacific Aerospace & Electronics, Inc. (Nasdaq: PCTH) announced
that the 30-day grace period expired Friday on the semi-annual
interest payment on its $63.7 million in aggregate principal
amount of 111/4% senior subordinated notes that was due on
August 1, 2001.

Due to the default on the Notes, the Company also is in default
under its 18% senior secured debt. As a result of the defaults,
the holders of both the Notes and the senior secured debt have
the right to demand payment of all amounts outstanding to them
and to pursue additional recourse against the Company.

The Noteholders have advised the Company that they have formed
an informal committee comprising over 95% of the aggregate
principal amount of the Notes. The Committee is represented by
Michael J. Sage of Dewey Ballantine LLP in New York, 212-259-
7920.

The Company and the lenders are currently in the process of
negotiating an out-of-court restructuring plan. While there can
be no assurance that the Company and the lenders will agree upon
a mutually satisfactory restructuring plan, it is likely that
any such plan will result in the lenders receiving substantially
all of the equity of the Company in exchange for a substantial
portion of the Company's debt obligations.

The Company does not yet know whether such a restructuring would
take place inside or outside of a bankruptcy setting.

Pacific Aerospace & Electronics, Inc. is an international
engineering and manufacturing company specializing in
technically demanding component designs and assemblies for
global leaders in the aerospace, defense, electronics, medical,
telecommunications, energy and transportation industries. The
Company utilizes specialized manufacturing techniques, advanced
materials science, process engineering and proprietary
technologies and processes to its competitive advantage.

Pacific Aerospace & Electronics has approximately 1,000
employees worldwide and is organized into three operational
groups -- U.S. Aerospace, U.S. Electronics and European
Aerospace. More information may be obtained by contacting the
Company directly or by visiting its Web site at
http://www.pcth.com


PACIFIC GAS: Williams Files $591 Million Claim Against Debtor
-------------------------------------------------------------
Williams (NYSE: WMB) filed a proof of claim Friday in U.S.
Federal Bankruptcy Court for $591 million in unpaid account
receivables through April 6, 2001, for power sold to Pacific Gas
& Electric in California through the California Independent
System Operator and the California Power Exchange Corp.

Company officials said the claim reflects the maximum amount
PG&E could owe Williams for the time period and that some
material portion of the $591 million claim may be found to be
the responsibility of Southern California Edison.

"The $591 million claim represents our gross receivables through
April 6 and the amount we are required to file to ensure that
the courts have a full picture of the monies owed to Williams as
bankruptcy proceedings filed by PG&E last April progress," said
Steve Malcolm, president of Williams' energy services unit.
"Williams' reported revenues have previously included the
estimated effect of these bankruptcy proceedings and other
ongoing credit issues."

Williams sold power through the CA ISO and Cal PX; those
entities hold the sales figures that can be attributed to PG&E
and SoCal Edison. Consequently, Williams does not know the exact
sales amounts made to PG&E. In the claim filed today, Williams
itemizes power sales to the CA ISO for $557,654,670 and
$32,705,539 to the Cal PX. One invoice of power sold directly to
PG&E for $747,900 is also included in the claim.

"Williams is committed to serving the California power market
and continues to work toward finding equitable solutions to the
energy problems facing this state," Malcolm said. "Our claim
filed today is in accordance with the legal measures Williams
must take to ensure our interests are protected."

Williams does not believe its credit exposure to this bankruptcy
will result in material adverse effect on its results of
operations or financial condition.

PG&E Corp., California's largest electric utility and a unit of
Pacific Gas & Electric, filed for Chapter 11 bankruptcy
protection on April 6, 2001.

                          About Williams

Williams, through its subsidiaries, connects businesses to
energy, delivering innovative, reliable products and services.
Williams information is available at http://www.williams.com


PACIGIC GAS: Court Okays Settlement Stipulation of CellNet Claim
----------------------------------------------------------------
Pacific Gas and Electric Company, pursuant to Bankruptcy Rule
9019, sought and obtained the Court's approval of a stipulation
of settlement of PG&E's claim against CellNet Data Systems,
Inc., a debtor in possession in a chapter 11 case pending before
United States Bankruptcy Court for the District of Delaware.

The claim arose from alleged royalties for the sale of data
generated by technology under a contract with PG&E to other
utilities.

The Stipulation allows PG&E an undisputed $500,000 general
unsecured claim in CellNet's Chapter 11 case without the
expense, risk and delay that would result if PG&E were forced to
litigate CellNet's objection to its claim.

In December 1990, PG&E entered into a Fixed Price Contract for
Consulting Services with CellNet's predecessor, Domestic
Automation Company.

The purpose of the contract was to develop a cellular network
technology one of the goals of which was to develop a system
that would allow a utility to remotely obtain information on the
status of its gas or electric meters, instead of incurring the
time and expense of sending a reader to the meter.

Pursuant to the Contract, PG&E paid DAC $2,540,000. In return,
DAC was to develop the technology, install equipment in PG&E's
service area and test the equipment.

In addition, DAC agreed to pay PG&E royalties of up to $4
million if the technology "leads to commercial products or if
DAC receives any Net Technology Revenue." The term "commercial
products" is not defined in the Contract. "Net Technology
Revenue" is defined to exclude amounts received for "project
management, training, maintenance, or other services."

DAC successfully developed the technology required by the
Contract. Over the first several years of the Contract, DAC and
CellNet sold equipment to utilities Other than PG&E and paid
royalties on those sales. From 1993 through 1997, PG&E received
$84,098.63 in royalties from these sales.

In 1994, DAC became CellNet Data Systems, Inc. and changed its
marketing strategy.

Instead of solely selling equipment, CellNet began selling the
data generated by its Automated Meter Reading technology to
other utilities, including Kansas City Power & Light. PG&E
attempted to collect royalties arising from CellNet's revenues
from KCP&L but to no avail.

On February 4, 2000, CellNet commenced a Chapter 11 bankruptcy
case in the United States Bankruptcy Court for the District of
Delaware. PG&E filed a Proof of Claim in the Delaware Bankruptcy
Court on May 16, 2000. At the time, PG&E was unsure of the
amount of royalties to which it was entitled.

So it claimed the maximum amount allowable under the Contract
and asserted a general unsecured claim in the amount of
$4,062,000 for royalties and prepetition interest. After
discovery, PG&E reduced its claim to $1,280,000. CellNet
objected to the PG&E's claim on the ground that it did not "(i)
create commercial products based upon the jointly-developed
technology, (ii) receive revenue from the sale of such products,
or (iii) receive revenue from the further licensing of the
jointly-developed technology."

PG&E responded and the matter was pending at the time PG&E filed
for chapter 11 relief.

PG&E estimates that it might cost between $40,000-$50,000 to
litigate its proof of claim in CellNet's bankruptcy. Discovery
has yet to be completed and further costs will be incurred
before a trial is conducted in Delaware.

Taking into account such costs among other things, PG&E reckons
that the Stipulation is fair and equitable and is in the best
interest of the bankruptcy estate.

PG&E believes that the Stipulation falls within the class of
claims that PG&E has been authorized to settle in the ordinary
course of business by Order of the Court entered on June 29,
2001.

The Debtor has filed a separate order on the Stipulation for two
reasons:

  (1) the claim is a pre-petition claim, and

  (2) the Stipulation was executed on May 9, 2001, prior to the
      filing of the motion for order establishing parameters for
      settlement authority, and the Stipulation expressly
      provides that it becomes effective as to PG&E only upon the
      Court's issuance of an order approving the Stipulation.
      (Pacific Gas Bankruptcy News, Issue No. 12; Bankruptcy
      Creditors' Service, Inc., 609/392-0900)


PENTASTAR: Gets Defaults Waiver & Maturity Extension to Sept. 30
----------------------------------------------------------------
PentaStar Communications, Inc. (Nasdaq: PNTA), the nation's
largest communications services agent, announced it has received
a waiver of defaults and extension of loan maturity until
September 30, 2001, on its credit agreement with Wells Fargo
Bank West, National Association.

"We are pleased to have secured a waiver and extension under our
credit agreement with Wells Fargo. This will allow us to
continue discussions with the objective of negotiating a
restructured credit agreement. In addition, we have begun a cost
reduction program that we expect to be fully implemented by
September 30, 2001. This will have a positive impact on our
third quarter results and provide us with annualized cost
savings, once fully implemented, of approximately $ 2 million,"
said Bob Lazzeri, Chief Executive Officer of PentaStar.

"As we discussed in our August 14, 2001 conference call, we
experienced abnormally high levels of order cancellations and
deferrals in the second quarter due to the economy's impact on
our customers. However, we are pleased to report that recent
performance indicates positive revenue and order trends compared
to the Company's second quarter results. Although the waiver and
extension does not allow for additional borrowings, based upon
our new cost structure and revenue trends, we expect to generate
sufficient cash flow to fund our operations," added Lazzeri.

As a result of the waiver and extension granted by Wells Fargo,
the Company is no longer in cross-default under the Reducing
Revolver Loan and Security Agreement with Merrill Lynch Business
Financial Services, Inc.

Any failure of the Company to successfully negotiate a
restructured credit agreement with Wells Fargo would result in
the loan amount becoming due and payable on September 30, 2001.
Further, if the Company's cash flow from operations becomes
insufficient to fund its activities, additional financing would
be required.

The Company has not identified replacement financing for the
loan. There can be no assurance that replacement or adequate
additional financing would be available to the Company.

PentaStar designs, procures and facilitates the installation and
use of communications services solutions that best meet
customers' specific requirements and budgets. PentaStar was
formed in March 1999 to become a national communications
services agent and specializes in being the single source
provider of total communications solutions for its business
customers.

PentaStar's common stock is traded on the Nasdaq National Market
under the ticker symbol PNTA. For more complete information
about PentaStar, contact PentaStar Communications, Inc., 1660
Wynkoop St., Denver, Colorado 80202, 303-825-4400, visit the
Company's website at http://www.pentastarcom.comor send an
email to info@pentastarcom.com.


PILLOWTEX CORP: Moves to Set-Up De Minimis Asset Sale Procedures
----------------------------------------------------------------
In connection with the day-to-day operation of their businesses,
Pillowtex Corporation maintains a diverse array of assets,
including real, personal and intangible property.  Certain of
these assets are no longer necessary for the successful
operation and reorganization of their businesses.

As a result, the Debtors anticipate the sale of a number of
these unproductive or nonessential assets that are of relatively
de minimis value compared to the Debtors' total asset base.

Eric D. Schwartz, Esq., at Morris, Nichols, Arsht & Tunnell, in
Wilmington, Delaware, states that many of these asset sales
nevertheless constitute transactions outside of the ordinary
course of the Debtors' businesses and would typically require
individual Court approval.  This would be burdensome to the
Court and costly for the Debtors' estates.

To lessen these burdens and costs, the Debtors sought and
obtained Judge Sue Robinson's approval of these procedures:

     (a) The Miscellaneous Sale Procedures shall apply only to
         sset sale transactions involving, in each case,

          (i) the transfer of less than $750,000 in total
              consideration, and

         (ii) aggregate cure costs of less than $200,000.

         The Debtors shall be permitted to sell assets that are
         encumbered by liens, claims, encumbrances or other
         interests only if those liens and other interests are
         capable of monetary satisfaction or the holders of those
         liens and interests consent to the sale.  Further, the
         Debtors shall be permitted to sell assets co-owned by a
         Debtor and a third party only to the extent that the
         sale does not violate section 363(h) of the Bankruptcy
         Code.

     (b) Other than with respect to De Minimis Sales (as defined
         below), after a Debtor enters into a contract or
         contracts contemplating a transaction that is subject to
         the Miscellaneous Sale Procedures (a Proposed Sale), the
         Debtor shall file a notice of the Proposed Sale (the
         Sale Notice) with the Court and serve the Sale Notice by
         overnight delivery or telecopier on:

           (i) the U.S. Trustee,

          (ii) counsel to the Creditors' Committee,

         (iii) counsel to the Secured Lenders,

          (iv) counsel to BTM Capital Corporation,

           (v) all known parties holding or asserting liens on or
               other interests in the assets that are the subject
               of the Proposed Sale and their respective counsel
               if known and if applicable, and

         (vi) the non-debtor parties to all executory contracts
              and unexpired leases that the Debtors propose to
              assume and assign in connection with the Proposed
              Sale and their respective counsel if known
              (collectively, the Interested Parties).

     (c) The Sale Notice shall include the following information
         with respect to the Proposed Sale:

         (1) a description of the assets that are the subject of
             the Proposed Sale and their locations, and, if
             available, the appraised value or book value of the
             assets;

         (2) the identity of the non-debtor party or parties to
             the Proposed Sale and any relationships or the party
             or parties with the Debtors;

         (3) the identities of any parties holding liens on or
             other interests in the assets and a statement
             indicating that all such liens or interests are
             capable of monetary satisfaction;

         (4) the major economic terms and conditions of the
             Proposed Sale;

         (5) the executory contracts and unexpired leases, if
             any, that the applicable Debtor or Debtors propose
             to assume and assign in connection with the Proposed
             Sale and the related cure amounts that the
             applicable Debtor or Debtors propose to pay with
             respect to each such contract or lease; and

         (6) instructions consistent with the terms described
             below regarding the procedures to assert objections
             to the Proposed Sale (Objections).

     (d) Interested Parties shall have 10 business days (the
         Notice Period) to object to the Proposed Sale pursuant
         to the objection procedures described below.  If no
         Objections are properly asserted prior to expiration of
         the Notice Period, the applicable Debtor or Debtors will
         be authorized, without further notice and without
         further Court approval, to consummate the Proposed Sale
         in accordance with the terms and conditions of the
         underlying contract or contracts.  In addition, the
         applicable Debtor or Debtors may consummate a Proposed
         Sale prior to expiration of the applicable Notice Period
         if each Interested Party consents in writing to the
         Proposed Sale. Upon either (i) the expiration of the
         Notice Period without the assertion of any Objections or
         (ii) the written consent of all Interested Parties, the
         Proposed Sale, including the assumption and assignment
         of executory contracts and unexpired leases proposed in
         connection with the Proposed Sale, will be deemed final
         and fully authorized by the Court.

     (e) If any significant economic terms of a Proposed Sale are
         amended after transmittal of the Sale Notice, but prior
         to the expiration of the Notice Period, the applicable
         Debtor or Debtors must send a revised Sale Notice to all
         Interested Parties describing the Proposed Sale, as
         amended.  If a revised Sale Notice is required, the
         Notice Period will be extended until the expiration of
         10 business days following the date of transmittal of
         the revised Sale Notice.

     (f) Any Objections to a Proposed Sale must be in writing,
         filed with the Court and served on the Interested
         Parties and counsel to the Debtors so as to be received
         prior to expiration of the Notice Period.  Each
         Objection must state with specificity the grounds for
         objection.  If an Objection to a Proposed Sale is
         properly filed and served, the Proposed Sale may not
         proceed absent:

         (a) withdrawal of the Objection,

         (b) entry of an order of the Court specifically
             approving the Proposed Sale or

         (c) the submission of a Consent Order (defined below) in
             accordance with the procedures described below.

         Any Objections may be resolved without a hearing by an
         order of the Court submitted on a consensual basis by
         the applicable Debtor or Debtors and the objecting party
         (a Consent Order); provided, however, that if any
         significant economic terms of the Proposed Sale are
         modified by the Consent Order, the applicable Debtor or
         Debtors must, prior to submission of the Consent Order:

          (i) provide the Interested Parties with 5 business
              days' prior notice of the Consent Order and an
              opportunity to object to the terms of the Consent
              Order by providing a written statement of objection
              to the Debtors' counsel, and

         (ii) certify to the Court that:

              (A) such notice was given and

              (B) no Interested Party asserted an objection to
                  the Consent Order.

         If an Objection is not resolved on a consensual basis,
         the applicable Debtor or Debtors or the objecting party
         may schedule the Proposed Sale and the Objection for
         hearing at the next available omnibus hearing date in
         these cases by giving at least 10 days' written notice
         of the hearing to each of the Interested Parties.

     (g) Notwithstanding the notice procedures described above,
         for an asset sale transactions involving (i) the
         transfer of less than $10,000 in total consideration,
         (ii) no proposed assumption and assignment of any
         executory contracts, and (iii) no known parties other
         than the Secured Lenders holding or asserting liens or
         other interests in the assets that are the subject of
         the transaction (a De Minimis Sale), the applicable
         Debtor or Debtors will be authorized, without following
         the notice procedures otherwise required under the
         Miscellaneous Sale Procedures and without further notice
         and further Court approval, to consummate the De Minimis
         Sale, and the De Minimis Sale shall be deemed final and
         fully authorized by the Court. Notwithstanding the
         foregoing, without the advance written consent of
         counsel for the Secured Lenders and counsel for the
         Creditors' Committee, the Debtors' consummation of De
         Minimis Sales shall not in the aggregate exceed
         $1,000,000.  Every 3 months the Debtors shall provide to
         counsel for the Secured Lenders, counsel for the
         Creditors' Committee, counsel for BTM Capital
         Corporation and the U.S. Trustee a report itemizing the
         assets sold and consideration received for each De
         Minimis Sale completed during the prior 3 months.

     (h) All buyers shall take assets sold by the Debtors
         pursuant to the Miscellaneous Sale Procedures "as is"
         and "where is," without any representations or
         warranties from the Debtors as to the quality or fitness
         of such assets for either their intended or any
         particular purposes.

     (i) All buyers shall take assets sold by the Debtors
         pursuant to the Miscellaneous Sale Procedures (including
         any De Minimis Sales) free and clear of liens, claims,
         encumbrances and other interests.  All such liens,
         claims, encumbrances, and other interests will attach to
         the proceeds of the sale.

     (j) All sales pursuant to the Miscellaneous Sales Procedures
         are deemed to be "approved by the Bankruptcy Court after
         a hearing" as that phrase is used in the Post-petition
         Credit Agreement.

     (k) Where required by the terms of the Post-petition Credit
         Agreement, the Debtors shall use the net cash proceeds
         of asset sales completed under the Miscellaneous Sale
         Procedures to reduce the Debtors' obligations to the
         Secured Lenders in accordance with the Final Financing
         Order, as required by sections 4.3 and 8.5(b) of the
         Post-petition Credit Agreement.  If the Secured Lenders
         are paid by the Debtors pursuant to this paragraph and
         it subsequently turns out that all or a portion of the
         proceeds paid to the Secured Lenders are from sales of
         assets not owned by the Debtors, the Debtors and/or any
         trustee subsequently appointed in these cases shall pay
         to the owner(s) of the asset(s) an amount equivalent to
         that portion of the proceeds to which the owner(s) of
         the assets would have been entitled under their
         applicable agreement, lease or contract with the
         Debtors.

     (l) To the extent the Debtors assume or assume and assign
         any leases with BTM Capital Corporation in connection
         with an asset sale in accordance with this Order, any
         cure amounts owed to BTM Capital Corporation in
         connection therewith shall be paid at or before closing
         of the asset sale.

All other sale transactions outside of the ordinary course of
the debtors' businesses would remain subject to individual Court
approval. (Pillowtex Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


PILLOWTEX: Gets Court Approval to Complete Blanket Division Sale
----------------------------------------------------------------
Pillowtex Corporation has received U.S. Bankruptcy Court
approval necessary to complete the sale of its blanket division,
Beacon Manufacturing Company to Beacon Acquisition Corporation,
an investment group comprised of current managers and a private
investor.

The sale of the blanket division includes two Beacon
Manufacturing plants - an acrylic blanket manufacturing plant in
Swannanoa and a cotton blanket manufacturing plant located in
Westminster, S.C. A distribution facility in Mauldin, S.C. will
be leased from Pillowtex. Approximately 700 people are employed
at the three Beacon facilities. Beacon designs, manufactures and
markets blankets.

Pillowtex President Tony Williams said, "We are pleased with the
court's approval of the sale and will move forward with plans to
close the deal in September. This is truly a win-win situation
that will help us to reduce our debt while at the same time,
preserve the jobs of those working at the Beacon facilities."

Pillowtex Corporation, with corporate offices in Kannapolis,
N.C., is one of America's leading producers of household
textiles including towels, sheets, rugs, pillows, mattress pads,
feather beds, comforters and decorative bedroom and bath
accessories. Pillowtex employs approximately 11,500 persons at
its facilities in the United States and Canada.

The Company's brands include Cannon, Fieldcrest, Royal Velvet,
Charisma, and private labels. The Company filed a voluntary
petition for reorganization under Chapter 11 of the U.S.
Bankruptcy Code on November 14, 2000.


PSINET INC: Court Okays FTI as Committee's Financial Advisor
------------------------------------------------------------
The Unsecured Creditors Committee of PSINet, Inc., sought and
obtained the Court's authority, pursuant to sections 328 and
1103(a) of the Bankruptcy Code, and rule 2014 of the Bankruptcy
Rules for the employment and retention of FTI Consulting Inc. as
its financial advisors during the PSINet Chapter 11 case
effective, nunc pro tunc to June 8, 2001, the date the Committee
selected
FTI.

In the application, the Committee submits that it needs a
financial advisor to assist it in the evaluation of the Debtors'
businesses during these Chapter 11 cases. The Committee has
selected FTI based on its experience and expertise in providing
financial advisory services in Chapter 11 cases. FTI had
provided similar services, prior to June 8, 2001, to an
unofficial committee of holders of the Debtors' senior notes.
The Committee believes that FTI is well qualified and uniquely
able to provide financial advisory services to them in this case
in an efficient manner.

Upon the Committee's application and the declaration of Peter R.
Nurge, managing director in the firm of FTI/Policano& Manzo, an
operating unit of FTI, the Court is satisfied that FTI
represents no interest adverse to the Debtors, their creditors,
or the estates with respect to the matters upon which it is to
be engaged, that FTI and its professional personnel are
disinterested persons within the meaning of the Bankruptcy Code
Section 101(14), as modified in Section 1107(b), that its
employment is necessary and in the best interests of the
Debtors, their creditors and the estates.

Mr. Nurge declares that while FTI or its professionals may have
from time to time provided and may continue to provide various
services to certain of the Debtors' creditors, attorneys or
other parties in interest in matters unrelated to this Chapter
11 case, to the best of his knowledge, FTI is a "disinterested
person" as that term is defined in section 101(14), as modified
by section 1107(b) of the Bankruptcy Code. The Committee tells
the Court that these matters have no bearing on the services for
which FTI is to be retained in this case.

Pursuant to the retention, FTI will provide financial advisory
services to the Committee including, but not limited to:

  (a) Review, analysis and monitoring of the financial and
      operating statements of the Debtors;

  (b) Evaluation of the assets and liabilities of the Debtors;

  (c) Review and analysis of the Debtors' business and financial
      projections;

  (d) Determination of a theoretical range of values for the
      Debtors and their operating assets;

  (e) Analysis and review of claims made against the estate;

  (f) Assistance in developing, evaluating, structuring and
      negotiating the terms and conditions of all potential plans
      of reorganization, and if requested, assistance in
      developing alternative plans including contacting potential
      plan sponsors;

  (g) Expert testimony with regard to valuation and recoveries to
      unsecured creditors under any such plan;

  (h) Analysis of potential divestitures of the Debtors'
      operations;

  (i) Advisory services including valuation and general
      restructuring.

Mr. Nurge discloses in his declaration that FTI received from
the Debtors a retainer in the amount of $100,000.

Through May 31, 2001, FTI incurred and was paid $313,673.85 for
fees and expenses, and subsequently incurring fees and expenses
in the amount of $35,597.75 in connection with services provided
for the period from June 1 through June 7, 2001. Net of these
latter fees and expenses, FTI currently holds a retainer balance
of $64,402.25.

After consultation with the U.S. Trustee, FTI has agreed to
immediately return the Retainer in the amount of $100,000 to the
Debtors. FTI expressly its right to make, at the conclusion of
the PSINet chapter 11 cases, application to the Court, under
Section 503 or any other applicable provisions of the Bankruptcy
Code, for approval and allowance of the $35,597.75 for services
performed and expenses incurred by FTI during the period of June
1, 2001 through June 7, 2001.

FTI will be compensated at its normal hourly rates, which
currently are as follows:

              Members            $430 - $525
              Staff              $220 - $395
              Support Staff      $ 50 - $130

FTI intends to apply to the Court for allowance of compensation
and reimbursement of expenses in accordance with applicable
provisions of the Bankruptcy Code, the Bankruptcy Rules, the
Local Rules, and the United States Trustee's Section 330 Fee
Guidelines.

FTI has advised the Committee that it does not as a general
practice keep detailed time records similar to those customarily
kept by attorneys, and represents that it does not have the
systems and procedures in place to follow the timekeeping
practices generally followed by attorneys who regularly practice
before this Court.

Nevertheless, FTI has agreed to provide time records in a
streamlined or summary format, which shall set forth a
description of the services rendered by each professional and
the aggregate amount of time spent by such individual in
rendering services to or on behalf of the Committee. (PSINet
Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


QUEENSWAY FINANCIAL: A.M. Best Places Rating Under Review Status
----------------------------------------------------------------
A.M. Best Co. maintained the under review status with developing
implications for the following subsidiaries of Queensway
Financial Holdings Limited, Toronto, Ontario: North Pointe
Insurance Company, Hermitage Insurance Company, Kodiak
Insurance Company, Consolidated Property & Casualty Insurance
Company and Universal Fire and Casualty Insurance Company.

This action follows the announcement that the agreement between
Queensway and the Argonaut Group, Inc., for the purchase and
sale of North Pointe Financial Services, Inc., Hermitage
Insurance Company, Consolidated Property & Casualty Insurance
Company and Universal Fire and Casualty Insurance Company has
been terminated.

An alternative plan has been proposed through a re-organization
whereby Queensway's senior lenders will exchange their debt for
all of the economic ownership of the aforementioned Queensway
companies. Concurrently, Ernst & Young Inc., the interim
receiver of Queensway Financial Holdings Limited,
has indicated that discussions have been advanced with several
interested purchasers for certain Queensway companies.

Queensway's senior lenders are cooperatively working with
Queensway and the various State Regulatory Agencies to ensure
the sale process continues without disruption to the ongoing
operation of the insurance companies.

The current financial strength ratings of the Queensway
insurance companies reflect A.M. Best's opinion that the
reorganization and sale process will be completed expeditiously.
Any delay beyond reasonable expectations will heighten A.M.
Best's concern that the plan will not be approved, prompting
downward rating action.

A.M. Best Co., established in 1899, is the world's oldest and
most authoritative insurance rating and information source. For
more information, visit A.M. Best's Web site at
http://www.ambest.com


RESPONSE USA: Enters Global Agreement Spinning-Off Health Watch
---------------------------------------------------------------
Health Watch, Inc., an operating subsidiary of Response USA,
Inc. (OTC Bulletin Board: RSPN), has entered into a Global
Agreement with Response USA, its affiliates and their lenders.

Under the terms of the Agreement, Jeffrey Queen and Andrew
Queen, the principals of Health Watch, will reacquire all the
issued and outstanding capital stock of Health Watch that they
sold to Response USA in September 1998. Following the
reacquisition, Health Watch will become a stand-alone privately
held company.

"We plan to continue to build on the strengths of Health Watch
as a leader in the personal response industry," said Jeffrey
Queen, who will continue as chief executive officer of Health
Watch. "Health Watch is and will remain a healthy and growing
company and will continue to provide and develop new state-of-
the-art technologies."

Pursuant to the Agreement, Jeffrey Queen and Andrew Queen have
resigned their positions as officers and directors of Response
USA and its affiliates.

In addition, in accordance with the Agreement, Response USA and
its affiliates are expected to file voluntary bankruptcy
petitions under Chapter 11 of the United States Bankruptcy Code.
Subject to approval of the Bankruptcy Court, 100% of the
outstanding capital stock of Health Watch will be transferred to
Jeffrey and Andrew Queen, who will in connection therewith
transfer the capital stock of Response USA they hold, totaling
approximately 46% of the outstanding stock, to Response USA.

Health Watch will not be a party to any bankruptcy proceedings.

The Agreement provides that all the assets that Health Watch
needs to operate its business will remain with Health Watch such
as the facilities located in Florida, operating equipment,
monitoring equipment, intellectual property and other assets
that Health Watch uses in its operations.

Health Watch is in the business of supplying personal response
systems and monitoring services to providers throughout the
United States who in turn provide the Health Watch services to
their subscribers.

Health Watch is a leading vertically integrated manufacturer and
supplier of state-of-the-art personal response systems and
monitoring services to the Home Care industry as well as
hospitals throughout the United States.


RIVERWOOD INTERNATIONAL: Proposes 10-5/8% Note Exchange Offer
-------------------------------------------------------------
Riverwood International Corporation issued a prospectus of an
Offer To Exchange Any and all Outstanding 10-5/8% Senior Notes
Due 2007 Issued on June 21, 2001 for Registered 10-5/8% Senior
Notes Due 2007.

                     The Old Notes

$250,000,000 aggregate principal amount of 10 5/8% Senior Notes
due 2007 were originally issued and sold by Riverwood
International Corporation on June 21, 2001 in a transaction that
was exempt from registration under the Securities Act of 1933,
and resold to qualified institutional buyers in compliance with
Rule 144A.

                     The New Notes

The terms of the new notes are identical to the terms of the old
notes except that the new notes are registered under the
Securities Act and will not contain restrictions on transfer or
provisions relating to additional interest, will bear a
different CUSIP number from the old notes and will not entitle
their holders to registration rights.

                    The Exchange Offer

Riverwood International Corporation's offer to exchange old
notes for new notes will be open until 5:00 p.m., New York City
time, on September 28, 2001, unless it extends the offer.

Each broker-dealer that receives the new notes for its own
account pursuant to the exchange offer must acknowledge that it
will deliver a prospectus in connection with any resale of such
new notes. The letter of transmittal states that by so
acknowledging and by delivering a prospectus, a broker-dealer
will not be deemed to admit that it is an "underwriter" within
the meaning of the Securities Act.

This prospectus, as it may be amended or supplemented from time
to time, may be used by a broker-dealer in connection with
resales of the new notes received in exchange for the old notes
where such old notes were acquired by the broker-dealer as a
result of market-making activities or other trading activities.

Riverwood has agreed that, starting on the expiration date of
the exchange offer and ending on the close of business 90 days
after the expiration date, it will make this prospectus
available to any such broker-dealer for use in connection with
any such resale.

No public market currently exists for the notes.

The Company's a leading provider of paperboard and paperboard
packaging solutions, either directly or through independent
converters, to multinational beverage and consumer products
companies, such as Anheuser-Busch Companies, Inc., Miller
Brewing Company, numerous Coca-Cola and Pepsi bottling
companies, Kraft Foods, Nestle, Unilever and Mattel, Inc.

In the United States, the Company is one of two major
manufacturers of coated unbleached kraft paperboard, or CUK
board, which, together with white lined chip board production
and our packaging machinery business, comprise our coated board
business segment.

The Company, under its senior secured credit facilities, is
required to comply with specified financial ratios and tests,
including consolidated debt to EBITDA leverage ratio and
interest coverage ratio requirements. Compliance with these
covenants for subsequent periods may be difficult given current
market and other economic conditions.

The Company's ability to comply in future periods will depend on
its ongoing financial and operating performance, which in turn
will be subject to economic conditions and to financial,
business and other factors, many of which are beyond control,
and will be substantially dependent on the selling prices for
the Company's products, raw material and energy costs, and the
Company's ability to successfully implement its overall business
strategy.

Although the Company expects its 2001 full year EBITDA to be
slightly lower than our 2000 EBITDA, no assurances can be given
that the Company will meet such expectations.

The indentures governing the 1996 notes, the 1997 notes and the
notes also contain restrictive covenants.

The Company's ability to comply with the covenants and
restrictions contained in its senior secured credit facilities
or its various indentures may be affected by events beyond
control, including prevailing economic, financial and industry
conditions.

The breach of any such covenants or restrictions could result in
a default under either its secured credit facilities or the
relevant indenture that would permit the applicable lenders or
noteholders, as the case may be, to declare all amounts
outstanding thereunder to be due and payable, together with
accrued and unpaid interest, and the commitments of its senior
secured lenders to make further extensions of credit under the
credit facilities could be terminated. If the Company was unable
to repay its indebtedness to senior secured lenders, these
lenders could proceed against the collateral securing such
indebtedness.

The Company's ability to make scheduled payments or to refinance
its obligations with respect to its indebtedness will depend on
its financial and operating performance, which, in turn, is
subject to prevailing economic and competitive conditions and to
certain financial, business and other factors beyond its
control, including:

     - operating difficulties;

     - increased operating costs;

     - increased raw material and energy costs;

     - market cyclicality;

     - product prices;

     - the response of competitors;

     - regulatory developments; and

     - delays in implementing strategic projects.

If its cash flow and capital resources are insufficient to fund
its debt service obligations, the Company may be forced to
further reduce or delay capital expenditures, sell additional
assets, or seek to obtain additional equity capital, or to
restructure our debt.

There can be no assurance that its cash flow and capital
resources will be sufficient for payment of interest on and
principal of its indebtedness in the future, or that any such
alternative measures would be successful or would permit the
Company to meet its scheduled debt service obligations.

In the absence of such operating results and resources, the
Company could face substantial liquidity problems and might be
required to dispose of material assets or operations to meet its
debt service and other obligations, and there can be no
assurance as to the timing of such sales or the proceeds that
could be realized therefrom.


SCHWINN/GT CORP: Court Approves Employee Retention Program
----------------------------------------------------------
Schwinn/GT Corp. said that the Court has approved the Company's
employee retention program, which commits benefits in the
aggregate of $1.9 million to 61 employees of the Cycling and
Fitness Divisions and corporate staff.

The Court also set September 17, 2001, as the date for the final
hearing on the Company's proposed debtor-in- possession (DIP)
post-petition financing arrangement.

The Court noted that because the sale of the Cycling Division
appears imminent, it has authorized $1.1 million of the proceeds
from the sale of the Cycling Division to be used to fund the
payment of incentive bonuses when due to eligible Cycling
participants and certain corporate employees.

The Court deferred a decision on the funding of the remaining
$800,000 of the retention program, pending finalization of the
DIP post-petition financing arrangement.

Commenting on today's ruling, Jeff Sinclair, Schwinn/GT's Chief
Executive Officer, "We are very pleased that the Court has
approved the employee retention program in its entirety and that
he characterized it as 'acceptable and fair'. The judge further
noted that none of the parties to the case had filed an
objection to the plan and that they had all stated their
approval."

"While today's action by the Court will provide a great sense of
relief to the program's participants, we are somewhat
disappointed by the decision to make the names of the individual
participants public. The retention program has been a matter of
public record since the Company filed to reorganize under
Chapter 11, and we are not trying to hide its contents. Our
concern is that the disclosure of the names of individual
participants is an unnecessary invasion of their personal
privacy. For that reason we hope to be able to demonstrate
compelling reasons to the judge to re-address this issue and to
stay his order," Sinclair continued.

In a related matter, representatives of the secured lenders and
the creditors' committee reported to the Court that they had
made significant progress in resolving the one remaining issue
on the DIP financing arrangement, and that they were confident
they would have an agreement in place on or before the final
hearing which has been scheduled for September 17, 2001.

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.


SCHWINN/GT: Court Allows Employee Details to Stay Under Wraps
-------------------------------------------------------------
Schwinn/GT Corp. said that the Court has issued a temporary stay
of its previous order which would have released the individual
details of its employee retention program. A hearing has been
set for September 17, 2001, at which time the Court will
consider additional testimony and evidence on the matter.

"We greatly appreciate the Court's decision to grant us an
opportunity to further demonstrate the need for
confidentiality," said Jeff Sinclair, Schwinn/GT's Chief
Executive Officer. "The structure and cost of our employee
retention plan has been a matter of public record for some time.
Our concern all along has been to protect the interests both of
the company and of the individual participants, and we are
hopeful that we will be able to convince the Court of the need
to preserve confidentiality."

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.


SUNTERRA CORP: Incurs $1.6 Million Net Loss in June
---------------------------------------------------
Sunterra Corporation's Consolidated Debtor and Non-Debtor
Entities Income Statement For the Month Ended June 30, 2001,
shows total revenues of $15,646,855, total costs and operating
expense of $15,862,656.  Consequently, loss from operations was
$(215,801).

After provision for income taxes, bankruptcy processing costs,
etc., the Company's net loss for the month was $(1,625,494).

The Company is one of the world's largest time-share vacation
companies, with about 90 resort locations in the Caribbean,
Europe, and North America. About 300,000 families own interests
in the company's resorts, entitling them to a one-week stay at a
resort each year, as well as "vacation points," which may be
redeemed at participating resorts.

Sunterra also offers financing services and develops and manages
resort properties. It markets properties under the Sunterra name
and, through licensing agreements, the Embassy Vacation Resorts
name. The company has filed for Chapter 11 and hired CEO Greg
Rayburn in an effort to improve its financial standing.


TELEGEN: Ability to Meet Capital Requirement Still Uncertain
------------------------------------------------------------
Telegen has incurred significant operating losses in every
fiscal year since its inception, and, as of June 30, 2001, had
an accumulated deficit of $38,719,089.  As of June 30, 2001,
Telegen had a working capital of $2,052,090. Telegen expects to
continue to incur substantial operating losses through 2001.

In order to become profitable, Telegen must successfully develop
commercial products, manage its operating expenses, establish
manufacturing capabilities, create sales for its products and
create a distribution capability.

Telegen has made significant expenditures for research and
development of its products. In order to become competitive in a
changing business environment, Telegen must continue to make
significant expenditures in these areas. Therefore, Telegen's
operating results will depend in large part on development of a
revenue base.

On August 9, 2001, the Company's Board of Directors authorized a
cost reduction program intended to bring expenses further in
line with the Company's current product development expectations
and financial resources. Although the Company expects that the
cost reduction program will materially reduce operating expenses
from their current levels and will result in a material
reduction in staff, the scope and details of the Company's cost
reduction program have not yet been finalized.

The Company currently intends to continue to focus its efforts
on the development of its initial flat panel and datacasting
products, and currently does not anticipate that any material
reduction in staff or allocated development resources will occur
in its research and product development programs.

Sales and marketing expenses were $66,878 for the second quarter
of 2001 compared to $0 for the second quarter of 2000. All of
the sales and marketing expenses for the second quarter of 2001
were attributable to Telegen and consisted primarily of salaries
and tradeshow expenses.

Sales and marketing expenses were $66,878 for the six months
ended June 30, 2001 compared to $0 for the six months ended June
30, 2000. All of the sales and marketing expenses for the six
months ended June 30, 2001 were also attributable to Telegen and
consisted primarily of salaries and tradeshow expenses.

Research and development expenses were $655,472 for the second
quarter of 2001 compared to $64,058 for the second quarter of
2000. Increased research and development expenses for the second
quarter of 2001 resulted from increased development activities
related to the Company's HGED flat panel display and Telisar's
development efforts related to its datacasting technology; of
the 2001 research and development expenses, $454,305 was
attributable to Telegen and $201,167 was attributable to
Telisar.

Decreased research and development expenses for the second
quarter of 2000 resulted from reduced staffing and availability
of funds; all of the research and development for the second
quarter of 2000 was attributable to Telegen.

Research and development expenses were $1,155,692 for the six
months ended June 30, 2001 compared to $144,265 for the six
months ended June 30, 2000. Increased research and development
expenses for the first six months of 2001 resulted from
increased development activities related to the Company's HGED
flat panel display and Telisar's development efforts related to
its datacasting technology, of the research and development
expenses for the first six months of 2001, $812,368 was
attributable to Telegen and $343,324 was attributable to
Telisar.

Decreased research and development expenses for the six months
ended June 30, 2000 resulted from reduced staffing and
availability of funds; all of the research and development for
the six months ended June 30, 2000 was attributable to Telegen.

General and Administrative expenses were $996,167 for the second
quarter of 2001 compared to $439,850 for the second quarter of
2000. The increase in the second quarter of 2001 was related to
increased staffing and corporate activities; of the 2001 general
and administrative expenses, $970,631 was attributable to
Telegen and $25,536 was attributable to Telisar.

Decreased general and administrative expenses for the second
quarter of 2000 resulted from reduced staffing and availability
of funds; all of the general and administrative expenses for the
second quarter of 2000 were attributable to Telegen. The primary
components of general and administrative expenses for the second
quarters of 2000 and 2001 were employee salaries and accounting
and legal expenses.

General and Administrative expenses were $2,606,354 for the six
months ended June 30, 2001 compared to $799,491 for the six
months ended June 30, 2000. The increase in the six months ended
June 30, 2001 was related to increased staffing and corporate
activities; of the 2001 general and administrative expenses,
$2,552,338 was attributable to Telegen and $54,016 was
attributable to Telisar.

Decreased general and administrative expenses for the six months
ended June 30, 2000 resulted from reduced staffing and
availability of funds; all of the general and administrative
expenses for the six months ended June 30, 2000 were
attributable to Telegen. The primary components of general and
administrative expenses for the first six months of 2000 and
2001 were employee salaries and accounting and legal expenses.

Net interest income for the second quarter of 2001 was $83,952
as compared with net interest income of $141,896 for the second
quarter of 2000. Of the second quarter of 2001 interest income
and expense, $97,206 was interest income and $13,254 was
interest expense. The interest income for the second quarter of
2001 resulted from interest earned on deposits; $91,242 of
interest income was attributable to Telegen and $5,964 was
attributable to Telisar.

All of the interest expense for the second quarter of 2001 was
attributable to Telegen and consisted primarily of interest paid
to investors in a prior offering. The decrease in interest
income for the second quarter of 2001 resulted from decreased
interest earned on deposits held in financial institutions. Of
the second quarter of 2000 interest income and expense, $156,896
was interest income and $15,000 was interest expense.

All of the interest income and expense for the second quarter of
2000 was attributable to Telegen and consisted of interest
earned on deposits held in financial institutions and interest
expense related to notes outstanding during the period.

Net interest income for the six months ended June 30, 2001 was
$154,113 as compared with net interest income of $126,896 for
the six months ended June 30, 2000. Of the interest income and
expense for the first six months of 2001, $167,368 was interest
income and $13,255 was interest expense.

The interest income for six months ended June 30, 2001 resulted
from interest earned on deposits; $152,309 of interest income
was attributable to Telegen and $15,059 was attributable to
Telisar. All of the interest expense for the six months ended
June 30, 2001 was attributable to Telegen and consisted
primarily of interest paid to investors in a prior offering.

The increase in net interest income for the six months ended
June 30, 2001 resulted from increased interest earned on
deposits held in financial institutions. Of the interest income
and expense for the six months ended June 30, 2000, $156,896 was
interest income and $30,000 was interest expense.

All of the interest income and expense for the first six months
of 2000 was attributable to Telegen and consisted of interest
earned on deposits held in financial institutions and interest
expense related to notes outstanding during the period.

              Liquidity and Capital Resources

Telegen has funded its operations primarily through private
placements of its equity securities with individual and
institutional investors. From the inception of the Company
through June 30, 2001, Telegen and its subsidiaries have raised
a total of $41,504,654 in net capital through the sale of
Telegen common stock, preferred stock and subsidiary common
stock.

Telegen did not issue any shares of common stock during the
second quarters of 2001 and 2000 in lieu of cash as payment for
certain operating expenses, legal fees and employee services.

Telegen's future capital requirements will depend upon many
factors, including the extent and timing of acceptance of
Telegen's products in the market, the progress of Telegen's
research and development, Telegen's operating results and the
status of competitive products. Additionally, Telegen's general
working capital needs will depend upon numerous factors,
including the progress of Telegen's research and development
activities, the cost of increasing Telegen's sales, marketing
and manufacturing activities and the amount of revenues
generated from operations.

Although Telegen believes it will obtain additional funding in
2001, there can be no assurance that Telegen will be able to
obtain such funding or that it will not require additional
funding, or that any additional financing will be available to
Telegen on acceptable terms, if at all, to meet its capital
demands for operations.

Telegen believes it will also require substantial capital to
complete development of a finished prototype of the flat panel
display technology, and that additional capital will be needed
to establish a high volume production capability. There can be
no assurance that any additional financing will be available to
Telegen on acceptable terms, if at all. If adequate funds are
not available as required, the results of operations from the
flat panel technology will be materially adversely affected.

Telegen does not have a final estimate of costs nor the funds
available to build a full-scale production plant for the flat
panel display and will not be able to build this plant without
securing significant additional capital.

Telegen plans to secure these funds either (1) from a large
joint venture partner who would then be a co-owner of the plant
or (2) through a future public or private offering of
securities. Even if such funding can be obtained, which cannot
be assured, it is currently estimated that a full-scale
production plant could not be completed and producing
significant numbers of flat panel displays before early 2003.

Telegen is also currently contemplating entering into license
agreements with large enterprises to manufacture the displays.
The Company expects that the manufacturers would also have the
attributes of established manufacturing expertise, distribution
channels to assure a ready market for the displays and
established reputations, enhancing market acceptance. Further,
Telegen might obtain front-end license fees and ongoing
royalties for income.

However, Telegen does not currently expect to have any such
manufacturing license agreements in place before 2002, or any
significant production of displays thereunder before early 2003.
Telegen is currently planning to establish a limited
production/prototype line in early 2002, which will have the
capacity to manufacture a limited number of marketable displays
to produce moderate revenues.

The cost of that production line is estimated to be about $10
million. Telegen does not have the capital resources to build a
limited production/prototype facility, and no assurance can be
given that Telegen will be successful in securing such funding.

Telegen's future capital infusions will depend entirely on its
ability to attract new investment capital based on the appeal of
the inherent attributes of its technology and the belief that
the technology can be developed and taken to profitable
manufacturing in the foreseeable future.

Telegen's actual working capital needs will depend upon numerous
factors including the progress of Telegen's research and
development activities, the cost of increasing Telegen's sales,
marketing and manufacturing activities and the amount of
revenues generated from operations, none of which can be
predicted with certainty.

Telegen anticipates incurring substantial costs for research and
development, sales and marketing activities. Management believes
that development of commercial products, an active marketing
program and a significant field sales force are essential for
Telegen's long-term success.

Telegen estimates that its total expenditures for research and
development and related equipment and overhead costs could
aggregate to over $2,500,000 during 2001. Telegen estimates that
its total expenditures for sales and marketing could aggregate
to over $200,000 during 2001.

Telegen, along with its subsidiaries, has a limited operating
history in developing and commercializing its products, has
generated no revenues since the year ended 1998, and it is
difficult to evaluate the Company's business and prospects.

The Company has been engaged in lengthy development of its flat
panel display technology since 1995, as well as other
technologies, and has incurred significant operating losses in
every fiscal year since its inception.

The cumulative net loss for the period from May 3, 1990
(inception) through June 30, 2001 is $38,719,089. The Company
expects to continue to incur operating losses until at least the
year 2003 as the Company continues expenditures for product
development, continued United States and international patent
prosecution and enforcement, marketing and sales, and
establishment and expansion of manufacturing and distribution
capabilities.

Telegen Corporation and its subsidiaries engage in the
development of flat panel display technology. Through Telegen's
majority owned subsidiary, Telisar Corporation, the Company also
engages in the development of a proprietary high-speed network
for the delivery of digital content.

Telegen is organized as a holding company with two wholly owned
active subsidiaries, Telegen Display Corporation, a California
corporation, and Telegen Communications Corporation, a
California corporation; a wholly owned inactive subsidiary,
Telegen Display Laboratories, Inc., a California Corporation;
and a majority owned subsidiary, Telisar.

      Filing for Bankruptcy Protection Under Chapter 11

On October 28, 1998, the Company filed a voluntary petition
under Chapter 11 of the United States Bankruptcy Code (Case No.
98-34876-DM-11) in the United States Bankruptcy Court for the
Northern District of California. On April 22, 2000, the Company
filed its plan of reorganization and related disclosure
statements with the Bankruptcy Court.

On May 26, 2000, the Bankruptcy Court approved as adequate the
Disclosure Statement, thereby enabling the Company to solicit
votes on the plan of reorganization from the Company's creditors
and shareholders. From the Filing Date until the effective date,
the Company operated its business as a debtor-in-possession,
subject to the jurisdiction of the Bankruptcy Court. During such
time, all claims against the Company in existence prior to the
Filing Date were stayed and have been classified as a bankruptcy
liability in the consolidated balance sheet.

On June 28, 2000, the Company's Second Amended Plan of
Reorganization was confirmed and became effective on June 30,
2000. The Plan of Reorganization also affects the debtor's
subsidiaries, Telegen Communications Corporation, and Telegen
Display Laboratories, Inc. All options and warrants outstanding
prior to the Effective Date were subsequently canceled pursuant
to the Plan of Reorganization and have been reflected as such in
the financial statements as of the Filing Date.

At June 30, 2001, the bankruptcy liability was comprised of
accounts payable to unsecured creditors.


THERMADYNE: Cash Sources Not Enough to Meet Debt Servicing Need
---------------------------------------------------------------
Net sales of Thermadyne Holdings Inc. for the second quarter of
2001 were $112.0 million compared to $135.1 million for the same
quarter in 2000, or a decrease of 17.1%. Domestic sales for the
three months ended June 30, 2001, were down 18.6% while
international sales were off 14.6%.

Weak economic conditions in all of the Company's key markets is
the main contributing factor in the sales decline.

Net sales through the six months ended June 30, 2001, were
$231.7 million, a 13.6% decrease from reported sales of $268.3
million for the same period one year ago. Domestic sales, hurt
by a weak economy, were $144.9 million for the first half of
2001, or a decline of 15.2% compared to the first six months of
2000. International sales were also hampered by weak economic
conditions in all of the Company's major markets and were $86.8
million for the six months ended June 30, 2001, a drop of 10.8%
from the same period last year.

At June 30, 2001, the Company has $794.6 million of outstanding
indebtedness including $354.3 million in secured indebtedness
owed under the New Credit Facility. At March 31, 2001, and
continuing at June 30, 2001, the Company was in violation of
certain covenants with respect to the New Credit Facility.

On May 24, 2001, the Company obtained a third amendment and
forbearance agreement to the New Credit Facility from its bank
lenders, which was due to expire on July 31, 2001. On July 24,
2001, the Forbearance Agreement was extended to September 28,
2001.

Under the terms of the Forbearance Agreement the Company's bank
lenders agreed to forbear from taking any action or exercising
any right or remedy permitted under the New Credit Facility with
respect to the Specified Events of Default, as defined, which
included the non-payment of interest owed under the Senior
Subordinated Notes and Subordinated Notes due on June 1, 2001
and May 1, 2001, respectively. The Company did not make these
payments and is now in violation of both of the related
Indentures.

During the period of the Forbearance Agreement, the Company will
continue to evaluate its existing capital structure and consider
alternatives to strengthen its balance sheet, including
postponing or restructuring debt service payments, refinancing
the indebtedness, or obtaining additional waivers or amendments
to its debt agreements.

The Company has determined it is probable it will not be able to
cure the defaults under the New Credit Facility, the Senior
Subordinated Notes and the Subordinated Notes in the near term.
The Company also has current amounts outstanding under the
Debentures and Junior Notes, both of which contain cross-default
provisions related to the acceleration of indebtedness prior to
its maturity.

The New Credit Facility also restricts the Company's ability to
incur additional indebtedness. Cash on hand and operating cash
flow are expected to be the Company's principal sources of
liquidity in the near term.

While the Company expects these sources to be sufficient to meet
working capital and capital expenditure needs, they would not be
adequate to meet the Company's debt service requirements in the
event of an acceleration of indebtedness and will likely be
insufficient to meet the debt service requirements of the New
Credit Facility.


UNIVERSAL AUTOMOTIVE: Closes $2.8M Investment with Wanxiang Unit
---------------------------------------------------------------
Universal Automotive Industries, Inc. (Nasdaq: UVSL) announced
that Thursday it closed a definitive agreement with an affiliate
of Wanxiang America Corporation and has issued $2,800,000 of
Series A Preferred Stock, convertible into 2,014,380 shares of
Common Stock, subject to standard weighted average antidilution
protection, and representing approximately 20% of the Company's
capital stock on a post- closing basis.

According to Universal's CEO, Arvin Scott, "We are very excited
about Wanxiang America having become a major investor in the
Company. The Wanxiang Agreement provides us with a strategic
partnership with China's largest auto parts manufacturer."

The Company met on August 17, 2001 with a Delisting Panel
authorized by the NASDAQ Stock Market, Inc., which was convened
due to the Company's failure to maintain net tangible assets of
at least $2,000,000 (as of the dates covered by its most recent
Form 10-K and Form 10-Q filings) and its need to demonstrate an
ability to meet this requirement in the future.

The Company's pro forma net tangible assets as of July 31, 2001,
after giving effect to the Agreement, and before accounting for
the associated legal and closing costs total approximately
$3,395,000.

The Wanxiang Agreement contains a "put" right, enabling Wanxiang
to effectively put back its shares for a return of its funds,
and to terminate the various agreements covered by the Wanxiang
Agreement, in the event the Company is unable to demonstrate
within 90 days following closing that NASDAQ has confirmed that
the Company has corrected its net tangible assets deficiency to
NASDAQ's satisfaction.

The Company will be providing formal notice to NASDAQ of the
aforesaid equity infusion. While the Company believes that this
will demonstrate net tangible assets substantially in excess of
the minimum required amounts, the Company cannot presently
determine whether the above actions, without additional equity
enhancement, will cure the net tangible assets deficiency to
NASDAQ's satisfaction.


VENCOR INC: Bel Air Seeks Payment of Administrative Expenses
------------------------------------------------------------
Bel Air Convalescent Home, Inc. asks the Court to authorize and
require Vencor, Inc. to compensate it for:

  (1) rent for the Facility used by Debtor during its chapter 11
      case (including real estate and healthcare facilities);

  (2) the replacement of a broken water heater discovered after
      Debtor vacated the Facility;

  (3) Bel Air's actual losses caused by Debtor's failure to
      maintain the Facility as contratually agreed.

Bel Air claims that it was required to accept a $136,900
reduction in rental payments from the Debtors' successor lessee
due to the Debtor's failure to maintain the Facilities.

Bel Air futher alleges that the value of the Facility should not
be measured by Debtor's performance during the summer of 2000,
after it had allowed the Facility to deteriorate in violation of
the Lease. Rather, the value should be based on the actual
monthly payment of at least $31,200 for which Bel Air negotiated
in March 2000 with the successor tenant.

The Debtors assert that because the leased premises are used as
nursing care facilities, they are residential property and
therefore outside the scope ot 11 U.S.C. section 365(d)(3). The
Debtors therefore objected on the basis that the Bankruptcy Code
does not authorize such payment. The Debtors also contend that
the damages are attributable to an alleged delay in notice of
the proposed new tenant.

Bel Air points out that the Debtors have used the premises for
commercial purposes. Moreover, the Lease addresses Debtor's use
of personal property such as the water heater, Bel Air tells
Judge Walrath. Bel Air therefore asserts that it is entitled to
the benefits of section 363(d)(3) and section 365(d)(10) of the
Bankruptcy Code. Bel Air also reminds Judge Walrath of Vencor's
inclusion of the lease in its repeated requests for extensions
of time for assumption/rejection of leases under section
365(d)(4).

Bel Air thus argues that there is no merit to the Debtors'
position that the lease is not an unexpired lease in denying Bel
Air payment of administrative expenses. (Vencor Bankruptcy News,
Issue No. 32; Bankruptcy Creditors' Service, Inc., 609/392-0900)


VLASIC FOODS: Claims & Causes of Action Preserved Under the Plan
----------------------------------------------------------------
The First Amended Plan preserves all of the rights of Vlasic
Foods International, Inc. in respect of Causes of Action and
transfers them to VFI LLC. The LLC Manager will be empowered on
behalf of VFI LLC to prosecute, collect, and/or settle the same
as deemed appropriate. The Debtors and the Creditors' Committee
disclose that they are continuing to investigate and analyze
these potential Causes of Action:

  (A) Claims Against Pinnacle and/or PFC

For breaches in the Asset Purchase Agreement, the Debtors
believe that Pinnacle be liable to the Debtors because of:

     (i) Warrants Dispute.

The Warrants Formula of the Pinnacle Asset Purchase Agreement
provides:

     "In addition to the Purchase Price, Purchaser, in
consideration of the Purchases Assets, shall issue, within 5
Business Days, of the later to occur of the Plan Effective Date
or the Order Date, warrants to purchase at an exercise price of
$3.00 per share (assuming that Purchaser, or its successor as
provided below, has issued its shares of Common Stock at $1.00
per share) the lesser of (x) 22,500,000 shares of common stock,
or (y) such lesser numbers of shares of common stock as shall
represent 15% of the shares of common stock issued under the
terms of the Equity Commitment Letter."

The Debtors contend that the Warrants Formula mandates that
Pinnacle issue Warrants to purchase 22,500,000 shares.  But
Pinnacle only issued an aggregate of 160,000,000 shares of its
common stock to its stockholders.  Under the formula,
multiplying 160,000,000 shares by 15% million yields 24 million
shares.

However, Pinnacle asserts that the Warrants Formula permits them
to base the number of Warrants upon the shares of Pinnacle stock
issued to Hicks, Muse, Tate & First Fund V., L.P. (the Fund)
under the terms of the Equity Commitment Letter.  Because they
sold equity interests to other investors not affiliated with the
Fund and not pursuant to the Equity Commitment Letter, Pinnacle
contends that the Warrants Formula permits them to exclude
shares issued to such other investors before multiplying the
number of shares by 15%.  This results in a total of 19.5
million Warrants to be issued.

The Debtors believe that Pinnacle's position, taken to its
logical conclusion, would mean that if, prior to closing,
[Pinnacle][Hicks Muse] had assigned all of its interests to
outside investors, the Debtors would not be entitled to receive
any Warrants, notwithstanding the extensive reliance by the
Debtors and creditors on the value of the Warrants in choosing
among bids during the competitive sale process and the obvious
inconsistency between that interpretation and the Pinnacle Bid,
as approved by the Bankruptcy Court.

Although the Debtors believe that Pinnacle's interpretation of
the formula lacks merit, there can be no assurance that the
Debtors' position will prevail if the issue is litigated.

    (ii) Employee Matters.

Under the Asset Purchase Agreement, Pinnacle was also obligated
to offer employment to some of the Debtors' employees upon the
closing of the Debtors' sale to Pinnacle of the Grocery Products
and Frozen Foods Businesses.  Although Pinnacle made offers of
employment to many of the Debtors' employees, Pinnacle's offer
to certain plant-level employees provided for only short-term,
temporary employment.  The Debtors view such offers as a breach
of the Pinnacle Asset Purchase Agreement.

  (B) Claims Against Campbell Soup Company

At one time, Campbell Soup Company owned all of the businesses
that became part of VFI's collective business operations.  As
part of a tax-free spin-off transaction, Campbell transferred
such businesses and assets to VFI last March 1998.

At the time of the Spinoff, VFI assumed $500 million of bank
debt previously owned by Campbell together with considerable
additional debt and other obligations of Campbell.  Within less
than 2 months after the Spinoff, VFI's financial performance was
substantially poorer than expected.  This caused VFI to be out
of compliance with certain requirements of the Senior Credit
Facility.  As time went by, VFI's financial performance
continued to fall short of expectations.  This prompted the
Debtors to seek repeated default waivers from the Bank Group (a
syndicate of banks led by the Chase Manhattan Bank, as
Administrative Agent, and Morgan Guaranty Trust Company of New
York, as Collateral Agent) between September 1998 and June 2000.
The Debtors also reported a net loss of $126.3 million in fiscal
1999.

Based upon its preliminary investigation, the Official Committee
of Unsecured Creditors told the Debtors that they believe the
Spinoff gave rise to actionable fraudulent conveyance claims
against Campbell and other with a potential value in the tens of
millions of dollars.  Thus, the Committee anticipates that the
LLC Manager will prosecute these claims for the benefit of the
members of VFI LLC.

  (C) Claims Against the Dorrance Family & the Bank Group

Prior to the Petition Date, certain members of the Dorrance
Family entered into a transaction with the Bank Group.

The Creditors' Committee believes that the DF Participation may
give rise to an actionable claim against the DF Participants to,
among other things, void the liens and subordinate the debt
obtained by the DF Participants as a result of the DF
Participation.  The Committee shared this observation with the
Debtors.  On the other hand, the DF Participants have advised
the Debtors that the Committee's claim is without merit. (Vlasic
Foods Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


W.R. GRACE: Ex-Employees Seek to Compel Employee Benefit Payment
---------------------------------------------------------------
Jean-Paul Bolduc, Brian J. Smith, Richard N. Sukenik, and Philip
J. Ryoan, III, former employees of W. R. Grace & Co., ask Judge
Farnan to enter his order;

     (a) authorizing and requiring the Debtors to reimburse the
         former employees for certain prepetition legal expenses;
         and

     (b) directing the Debtors to reimburse the former employees
         for certain postpetition legal fees and disbursements
         that will be incurred during the pendency of the
         Debtors' chapter 11 cases in the ordinary course of the
         Debtors' businesses.

At certain times prior to the Petition Date, the former
employees were either corporate officers and/or employees of
W.R. Grace & Co.   Jean-Paul Bolduc served as Grace's President
and Chief Operating Officer from August 1990 to January 1993, at
which time he became President and Chief Executive Officer, the
positions in which he served until March 1995. Brian J. Smith
served as Grace's Chief Financial Officer from July 1989 to July
1995. Richard N. Sukenik was employed as Grace's Controller from
December 1991 to March 1996. Philip J. Ryan, III, an assistant
officer, was Assistant Controller, Financial Reporting, of Grace
from August 1991 to January 1996, at which time he became a Vice
President of Grace Container Products and Specialty Polymers
(and, as of July, 1996, upon the integration of the Container
Products business with the Cryovac packaging business, Vice
President, Finance, Grace Packaging), and remained in such
position until the Cryovac business was spun off from Grace and
combined with Sealed Air Corporation.

On April 11, 1996, the United States Securities and Exchange
Commission issued a formal order of investigation in "In the
Matter of W.R. Grace & Co.", pursuant to which the SEC
thereafter commenced an investigation into whether Grace,
certain present and/or former officers, directors, employees,
affiliates, and other persons or entities, may have filed or
caused to be filed periodic reports with the SEC containing
false and misleading financial statements that misrepresented,
among other things, Grace's revenues, earnings, and assets.

In connection with the investigation, each of the Former
Employees retained separate legal counsel, which in light of the
different positions and roles of each of these employees,
appeared to be mandated by ethical requirements.

Pursuant to certain letter agreements, Grace agreed to indemnify
the Former Employees with respect to all legal fees and
disbursements.  The Indemnification Letters for Smith, Sukenik
and Ryan provided, in pertinent part, that "Grace will pay the
reasonable expenses, including attorneys' fees and disbursements
incurred by [the Former Employees] in the defense of the [SEC]
investigation through its final conclusion."

Mr. Bolduc is currently represented by Rosenman & Colin LLP; Mr.
Smith by Dechert; Mr. Sukenik by Heller Ehrman White & McAuliffe
LLP; and Mr. Ryan by Swidler Berlin Shereff Friedman, LLP.  Mr.
Smith's indemnification letter is dated March 13, 1997; Mr.
Sukeniles indemnification letter is dated March 12, 1997; and
Mr. Ryan's indemnification letter is dated June 24, 1997. Mr.
Bolduc's indemnification letter, dated March 22, 1995,
supplemented indemnification rights granted to Bolduc pursuant
to his Resignation Arrangements, effective as of March 3, 1995.

Indemnification obligations pursuant to the Indemnification
Letters confirm the broad indemnification rights granted the
Former Employees pursuant to the Grace Amended and
Restated By-Laws (the "By-Laws") which provide:

       Each person who was or is made a party or is threatened to
       be made a party to or is involved in any action, suit, or
       proceeding, whether civil, criminal, administrative or
       investigative, by reason of the fact that he or she . . .
       is or was a director or officer of [Grace] or is or was
       serving at the request of the Corporation as a director
       [or] officer, . . . whether the basis of such proceeding
       is alleged action in an official capacity as a director,
       officer, employee or agent or in any other capacity while
       serving as a director, officer, employee or agent, shall
       be indemnified and held harmless by [Grace] to the fullest
       extent authorized by the General Corporation Law of the
       State of Delaware as the same exists or may hereafter be
       amended ... against all expense, liability and loss
       (including attorneys' fees, judgments, fines, ERISA excise
       taxes or penalties and amounts paid or to be paid in
       settlement) reasonably incurred or suffered by such person
       in connection therewith, and such indemnification shall
       continues as to a person who has ceased to be a director,
       officer, employees or agent and shall inure to the benefit
       of his or her heirs. . . .

Amended and Restated By-Laws of W.R. Grace & Co. at Section 6.7

Grace, upon receipt of an itemized invoice from the various
counsel for the Former Employees, remitted payment directly to
counsel to indemnify the Former Employees for legal fees and
disbursements incurred in connection with the Investigation. It
was the usual practice for counsel for the Former Employees to
submit invoices on a monthly basis to Grace's then general
counsel, Robert H. Beber (and, upon Mr. Beber's retirement as
General Counsel, to Mr. Beber in his capacity as a consultant to
Grace) for payment and approval.

Pursuant to an Order Instituting Public Administrative and
Cease-and-Desist Proceedings Pursuant to Section 2 1 C of the
Securities Exchange Act of 1934 and Rule 102(e) of the
Commission's Rules of Practice, dated December 11, 199 8, the
SEC commenced an administrative proceeding against the Former
Employees alleging that, during the period 1991 through 1996,
the Former Employees (except for Ryan, who is charged only with
causing books and records violations) caused Grace to engage in
fraudulent conduct by filing false and misleading periodic
reports with the Commission, and making false statements in
press releases and at analyst teleconferences, by allegedly
using certain "excess" reserves maintained at Grace's
subsidiary, National Medical Corporation, to manipulate Grace's
income.

Each of the Former Employees has denied all charges of
wrongdoing.

Simultaneously with the issuance of the Order Instituting
Proceedings, the SEC filed a civil injunctive action against
Grace in the United States District Court for the Southern
District of Florida alleging violations of the federal
securities laws by Grace based on allegations substantially
identical to those asserted against the Former Employees. In or
about June 1999, the SEC dismissed with prejudice the federal
court action in connection with the institution and settlement
of an administrative proceeding against Grace.

As of the date hereof, the Administrative Proceeding remains
pending, and no hearing date has been scheduled. In connection
with preparation for, and participation in, a hearing, the
Former Employees have incurred and will continue to incur legal
expenses until a final adjudication of the Administrative
Proceeding.

If the Former Employees are denied their indemnification rights
and are therefore unable to mount an adequate defense of the
charges in the Administrative Proceeding, there is an increased
likelihood of an adverse finding by the Commission against the
Former Employees.  Such an adverse finding would be detrimental
to the Debtors as well because of the resulting negative
publicity, and would penalize the individual Former Employees
for conduct they performed as officers or assistant officers of,
and on behalf of, Grace that was fully known to, inter alia, the
Grace Audit Committee and Grace's independent auditors.

As of the Petition Date, outstanding legal fees and
disbursements of the Former Employees' retained counsel totaled
approximately $81,072.45. Mr. Bolduc's prepetition unpaid legal
fees are $4,164.87; Mr. Smith's are 6,216.24; Mr. Sukenik's are
$36,555.25, and Mr. Ryan's are $34,136.09.

By motion, dated April 2, 2001, the Debtors sought entry of an
order authorizing the Debtors to, inter alia, pay certain
prepetition wages, salaries, incentive pay, bonus plans and
other compensation and pay certain severance benefits to former
employees.

The Debtors sought authority to continue and to pay a wide range
of benefits including, among other things, executive tax
planning, tuition reimbursement, expense reimbursement on
corporate credit cards, incentive bonuses, relocation expenses
and key life insurance plans.  On April 4, 2001, the Court
entered an order approving the Employee Benefit Motion. The
benefits accruing to the Former Employees pursuant to Grace's
indemnification obligations were not specifically included in
the Employee Benefit Motion but fall within the general scope of
benefits and expenses covered by the Employee Benefit Motion.

By motion, dated April 2, 2001, the Debtors sought entry of an
order (a) authorizing the Debtors to operate their businesses
and (b) implementing the automatic stay. The Debtors sought
authority to continue to operate in the ordinary course to
reassure third parties that the Debtors were so authorized.

In particular, the Debtors requested that this Court authorize
the entry of an order notifying parties in interest that the
Debtors "have the power to enter all transactions ... that they
could have entered into in the ordinary course of business had
there been no bankruptcy filing" and that "suppliers and other
parties may continue to engage in transactions with the Debtors
in the ordinary course of business in the same manner and upon
the same terms and conditions as they did before the filing."

On April 4, 2001, the Court entered an order approving the
Ordinary Course Motion. The Former Employees' indemnification
rights were not specifically included in the plain language of
the Ordinary Course Order but clearly fall within the general
range of transactions contemplated by the motion.

At present, the Administrative Proceeding is stayed pending the
determination by the SEC of a certain interlocutory appeal filed
by the Commission. As a result, the Former Employees are not
currently incurring substantial legal fees. However, a
determination of the appeal and a lifting of the stay may occur
at any time thereby resulting in the scheduling of a hearing
that would require the Former Employees again to begin hearing
preparations and incur significant legal fees.

Notably, the Debtors' continued payment of the Former Employees'
legal fees in connection with the Administrative Proceeding
would have a de minimus impact on any distribution to creditors
pursuant to a Confirmed Plan of Reorganization. In stark
contrast, the denial of the Former Employees' indemnification
rights would have a devastating financial impact on the Former
Employees.

Moreover, an adverse resolution of the Administrative Proceeding
resulting from the Former Employees' inability to finance an
adequate defense would also adversely impact the goodwill of the
Debtors because of the resulting negative publicity.

The Ordinary Course Order was intended to reassure all parties
doing business with the Debtors that the Debtors are conducting
their businesses and managing their properties as if the
bankruptcy had not occurred. Pursuant to the Ordinary Course
Order, the Debtors have the authority to "maintain all
prepetition business relationships" and "enter into all
transactions that they could have entered into" as if there had
been no Chapter 11 case commenced.

Clearly, the Former Employees' right to indemnification falls
within the scope of the Ordinary Course Order.  Accordingly, by
this Motion, the Former Employees request that Judge Farnan
compel the Debtors to honor the Indemnification Letters and the
Former Employees' indemnification rights pursuant to the By-Laws
postpetition in the ordinary course of the Debtors' businesses.

Specifically, the Former Employees request that this Court (i)
authorize the Debtors to pay the prepetition legal fees and
expenses of the Former Employees incurred in the SEC matters,
and to pay all future fees and costs as well. (W.R. Grace
Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


WHEELING-PITTSBURGH: Needs to Give Ryder a Decision Today
---------------------------------------------------------
Ryder Integrated Logistics, Inc. f/k/a Ryder Distribution
Resources, inc., asks Judge Bodoh to compel Wheeling-Pittsburgh
Steel Corp. to assume or reject an executory contract entered
into by RIL and Wheeling Corrugating Company, a division of
WPSC, from August 1998, by which RIL provides transportation
services for the Debtors.

As of the date of the Motion, Kristin Going, Esq., at Weltman
Winberg & Reis, and Joseph L. Steinfeld, Jr., and Deborah C.
Swenson of ASK Financial of Eagan, Minnesota, relate, RIL has
approximately 23 drivers, 2 dispatchers, and 90 vehicles
dedicated solely to the Debtor's account.

The initial term of this contract was for five years commencing
on August 17, 1998, and ending August 17, 2003.  After the
initial term, the contract continues in full force and effect
until validly terminated by written notice of termination not
less than 60 days prior to the anniversary date of the contract.
WPSC has not rejected this contract, and RIL continues to
perform under it.

Yet the Debtors have not paid the contract amounts as due.  The
Debtors have incurred $119,389.52 in postpetition charges and
continue to use RIL's services so that the charges continue to
accrue each day and are billed on a weekly basis.

RIL has determined that the Debtors still need the personnel and
vehicles dedicated to providing services to the Debtors, and the
Debtors continue to use and derive benefit from these services
and vehicles.  In the event that the Debtor rejects the
contract, the Debtors are obligated to pay for de-identification
of the vehicles and prepayment of licenses, permits and taxes
under the Contract.  The cost for de-identification and
prepayment of taxes, licenses and permits has not yet been
determined.

However, if the Debtors reject the contract, RIL will incur
damages as: (i) $308,017.74 for prepetition damages for non-
payment of charges due and owing under the contract; (ii) non-
payment of postpetition charges; (iii) termination damages in an
amount to be determined at the time of rejection, and (iv)
additional sums for unpaid fuel costs and other costs which have
not yet been billed.  If the Debtors reject the contract, RIL's
interests would be best served by immediately recovering the use
of the dispatcher, drivers and vehicles for other business.

                       The Agreed Extension

Ryder and WPSC announce their agreement that the Debtors may
have until September 4, 2001, to object or otherwise respond to
the Motion, with a hearing on the Motion to follow on September
13, 2001. (Wheeling-Pittsburgh Bankruptcy News, Issue No. 10;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


WINSTAR COMMS: SBC Demands Adequate Assurance of Future Payments
----------------------------------------------------------------
SBC Communications previously entered into an interconnection
and service agreement to provide telecommunications services to
Winstar Communications, Inc.

SBC continues to provide telecommunications services to the
Debtors due to the Interim Utilities Order issued by the Court.

SBC objects to this Order and demands adequate assurance payment
from Winstar.

William Hazeltine, Esq., at Potter, Anderson & Corron, LLP in
Wilmington, Delaware discloses that the Debtors owe SBC
approximately $11.6 million, of which, $8.7 million was overdue
in connection with the agreement.

The Debtors continue to receive telecommunications services from
SBC and incur approximately $2.9 million per month in charges
for use of such services. (Winstar Bankruptcy News, Issue No. 9;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


BOND PRICING: For the week of September 4 - 7, 2001
---------------------------------------------------
Following are indicated prices for selected issues:

Algoma Steel 12 3/8 '05            18 - 20(f)
Amresco 9 7/8 '05                  41 - 43(f)
Arch Communications 12 3/4 '05      1 - 2(f)
Asia Pulp & Paper 11 3/4 '05       26 - 28(f)
Bethelem Steel 10 3/8 '03          38 - 40
Chiquita 9 5/8 '04                 66 - 68
Conseco 9 '06                      86 - 88
Friendly Ice Cream 10 1/2 '07      70 - 75
Globalstar 11 3/8 '04               4 - 5(f)
Level III 9 1/8 '04                48 - 49
Owens Corning 7 1/2 '05            34 - 35(f)
PSINet 11 '09                       6 - 7(f)
Revlon 8 5/8 '08                   49 - 51
Trump AC 11 1/4 '06                72 - 74
USG 9 1/4 '01                      75 - 77
Westpoint Stevens 7 3/4 '05        39 - 41
Xerox 5 1/4 '03                    89 - 90


                           *********

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

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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
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                      *** End of Transmission ***