TCR_Public/010921.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

          Friday, September 21, 2001, Vol. 5, No. 185

                          Headlines

360NETWORKS: Gets Approval to Implement Cross-Border Protocol
AMERICAN TRANS: Moody's Cuts Ratings Following Terrorist Attacks
AMES DEPARTMENT: Capital & Eden Seek Relief from Automatic Stay
ARMSTRONG HOLDINGS: Wants to Disband Property Claimants' Panel
AUTOSYSTEMS MANUFACTURING: Decoma To Buy Assets for CDN$12.1MM

BLACK WARRIOR: Closes $40MM Credit Facility with GE Capital
BRIDGE INFO: Seeks Extension of Lease Decision Period to Feb. 15
COMDISCO INC: Moves to Assume and Assign Hardy Drive Lease
CONDOR TECHNOLOGY: Firms-Up Credit Facility Restructuring
COVAD COMMS: Asks Court To Set October 29 Claims Bar Date

DANKA: Red Ink Continues to Flow as Company Restructures
FINOVA GROUP: Chase Manhattan Seeks Fees, Interest & Costs
GALAXY TELECOM: Expects To File Prepackaged Plan By October 31
GENESEE CORP: Posts $21.6MM Q1 Net Loss Due to Impairment Charge
GOLDEN BOOKS: Seeks Extension of Removal Period to Nov. 30

HEILIG-MEYERS: Selling $4.6MM Receivables to Sherman Originator
HISPANIC EXPRESS: Adversely Affected By Airline System Shutdown
ICG COMMS: Court Approves Debtor's Assumption of Qwest Pacts
INTEGRATED PACKAGING: Revenues Drop 55% Due To Industry Slump
LOEWEN GROUP: Court Approves Plan Solicitation Procedures

LOEWEN GROUP: Plan Confirmation Hearing Slated for Nov. 27
MBC GREENHOUSE: Seeks Court Approval of Paper Inventory Sale
MARINER POST-ACUTE: Court Okays Set-Up of Solicitation Protocol
MARINER POST-ACUTE: Q3 Net Revenues Tops $524.5 Million
METROMEDIA FIBER: Inks $231-Million Vendor Financing Agreement

NQL INC: Nasdaq Delists Common Stock Effective September 18
NATIONWIDE COMPUTERS: Court Sets Bar Date for September 28
NETEASE.COM: Provides Nasdaq Panel with Additional Information
NIKE INC: Will Hold Annual Shareholders' Meeting Today
OWENS CORNING: Seeks Approval of Revisions to Enron Master Lease

PACIFIC GAS: Enters Stipulation to Assume PPA with Green Ridge
PACIFIC GAS: Files Plan of Reorganization in California
PAYLESS CASHWAYS: Court Appoints Trustee To Oversee Liquidation
PILLOWTEX CORP: Half-Year Net Sales Stand At $247.5 Million
SUN HEALTHCARE: Removal Period Extended to November 22

UNITED AIRLINES: Moody's Drops Ratings After Terrorist Attacks
VIATEL INC: Seeks Extension of Exclusive Period to November 30
VLASIC FOODS: Court Extends Plan Filing Period to October 29
WINSTAR COMMS: Wants to Reject 12 Executory Contracts
WINSTAR COMMUNICATIONS: FCC Allows Renewals of Spectrum Licenses

BOOK REVIEW: CREATING VALUE THROUGH CORPORATE RESTRUCTURING:
             Case Studies in Bankruptcies, Buyouts, and Breakups

                          *********


360NETWORKS: Gets Approval to Implement Cross-Border Protocol
-------------------------------------------------------------
Judge Gropper granted the motion of 360networks inc. to
implement a cross-border protocol.

Given the complex, transnational nature of 360networks inc.'s
businesses, the Debtors explained that it would be appropriate
to implement a procedural protocol between the United States
Bankruptcy Court and the Supreme Court of British Columbia
overseeing the Canadian Applicants' restructuring under the
Companies' Creditors Arrangement Act.

The Protocol, Alan J. Lipkin, Esq., at Willkie, Farr &
Gallagher, explained to Judge Gropper, would address the
administrative issues anticipated to arise in coordinating the
Insolvency Proceedings involving the restructuring of
approximately 35 affiliated entities in the United States and
Canada as well as potentially additional entities in other
jurisdictions. The Debtors believes an administrative protocol
is required to ensure that:

      (a) the U.S. Cases and the Canadian Cases are coordinated
          to avoid inconsistent, conflicting or duplicative
          activities;

      (b) all parties are adequately informed of key issues in
          the Insolvency Proceedings;

      (c) the substantive rights of all parties are protected;
          and

      (d) the jurisdictional integrity of the Courts is
          preserved.

The key issues addressed by the Protocol include:

      (1) interaction between this Court and the Canadian Court;

      (2) retention and compensation of professionals;

      (3) interaction between the principal constituents in the
          U.S. and Canadian Cases;

      (4) appearances of parties in the Insolvency Proceedings;

      (5) notice to parties in the Insolvency Proceedings; and

      (6) reciprocal recognition of stays and injunctions issued
          by each court.

In short, the Draft Protocol provides that (x) the Judges may
talk to one another from time-to-time as they deem it prudent,
necessary or appropriate, before any hearing, in the context of
a joint hearing by video-link or telephone, or after a hearing;
(y) the U.S. Court will have sole and exclusive jurisdiction
over the U.S. Cases and primary responsibility for property
located in the United States and U.S. professionals while the
Canadian Court will have sole and exclusive jurisdiction over
the Canadian Cases and primary responsibility for matters
dealing with Canadian assets and professionals; and (z)
recognition, extension and enforcement of applicable stays,
injunctions and Court rulings in one country by the other,
without prejudice to the right of any party to assert the
applicability or non-applicability of the U.S. Stay or the
Canadian Stay to any particular proceeding, property, asset,
activity or other matter, wherever pending or located. (360
Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service,
Inc., 609/392-0900)    


AMERICAN TRANS: Moody's Cuts Ratings Following Terrorist Attacks
----------------------------------------------------------------
Moody's Investor's Service lowered the debt rating of American
Trans Air reflecting the increasing business and financial risks
facing the company due to last week's terrorist attacks in the
United States.

The ratings remain on review for further possible downgrade
while there is approximately $950 million of debt securities
affected.

Moody's expects that last week's events will result in severe
operating and financial burdens for ATA and the rest of the
airline industry despite the possibility of any initiative on
the part of Congress to provide some form of relief, Moody's
stated.

Carriers will have to shoulder a much higher cost burden in
connection with increased security measures, Moody's said. The
rating agency also anticipates the decline of intermediate-term
business and leisure travel resulting to erosion in the
operating environment for the industry, which will further
depress its cash and financial flexibility.

Ratings lowered and remaining under review for possible further
downgrade are:

American Trans Air, Inc.:

    * Senior Implied Rating from B2 to B3

    * Issuer Rating from B2 to B3

Enhanced Equipment Trust Certificates:

    * Series 1996-1A: From A2 to Baa1

    * Series 1996-1B: From Baa1 toBaa3

    * Series 1996-1C: From Ba1 to B1

    * Series 1997-1A: From A2 to Baa1

    * Series 1997-1B: From Baa1 toBaa3

    * Series 1997-1C: From Ba1 to B1

    * Series 2000-1C: From Ba1 to B1

Amtran, Inc.:

    * Senior Secured Revolving Credit Facility from B2 to B3

    * Senior Unsecured Notes from B3 to Caa1

American Trans Air, Inc. and its parent company Amtran, Inc. are
headquartered in Indianapolis, Indiana.


AMES DEPARTMENT: Capital & Eden Seek Relief from Automatic Stay
---------------------------------------------------------------
Capital Commercial Properties, Inc. and Eden Center, Inc. move
the Court for relief from the automatic stay to continue its
pre-petition litigation seeking declaratory relief against Ames
Department Stores, Inc, currently pending in the Circuit Court
for Baltimore County, Maryland and the Circuit Court for Fairfax
County, Virginia.

Mark J. Friedman, Esq., at Piper Marbury Rudnick & Wolfe LLP in
Baltimore, Maryland, relates that Capital entered into a lease
with the Debtors on July 26, 1963 for 3 commercial properties
located in Wheaton, Maryland, Shirley Highway, Virginia, and
Eden Center, Virginia and another lease on June 30, 1975 for a
commercial property in Timonium, Maryland.  

Pursuant to the plan of reorganization confirmed by the Court
and by virtue of a series of assignments, Mr. Friedman states
that the Debtors remain as the tenant of the premises since the
assignment. Notwithstanding these assignments, Mr. Friedman
asserts that the Debtors remains the guarantor for each of the
leases.

Currently, Mr. Friedman reveals that Capital and Eden Center are
plaintiffs in declaratory judgment actions regarding the
validity of the options allegedly exercised on the above leases
against the Debtors instituted in May 2001.  During the course
of the Actions, the parties entered into a standstill agreement
in which Capital and Eden Center agreed that they would not take
action to obtain possession of the four commercial properties in
dispute while the Debtors agreed that they shall continue to pay
rent pending a final adjudication.  

Mr. Friedman states that although Debtors have failed to pay
their August rent, Capital and Eden Center have continued to
abide by the agreement.  Consistent with this standstill
agreement, Capital and Eden Center seek simply to continue the
State Court Actions to obtain the rights of the parties under
the leases.  Mr. Friedman acknowledges that without further
relief from this Court, the automatic stay would prohibit
any action with respect to the Debtors' continued occupancy.
(AMES Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


ARMSTRONG HOLDINGS: Wants to Disband Property Claimants' Panel
--------------------------------------------------------------
Complaining of the U. S. Trustee's recent appointment of an
official committee for the holders of asbestos-related property
damage claims, Armstrong Holdings, Inc., appearing through
Rebecca L. Booth, led by Mark D. Collins, Deborah E. Spivack,
Russell C. Silberglied, all of the Wilmington firm of Richards
Layton & Finger PA, tell Judge Joseph J. Farnan that he should
promptly order the disbanding of this Committee.

This appointment, Ms. Booth tells Judge Farnan, reflects a
"fundamental misunderstanding of the nature of AWI's case and
its material liabilities, and the fact that AWI historically has
not had and does not have any material liability with respect to
asbestos property damage claims".  

Historically, AWI says it has spent less than $10 million
dollars over a twenty-year-plus period resolving asbestos-
related property damage claims against it, and has never had a
judgment entered against it with respect to any such claims.  
With respect to the only two such claims which have gone to
trial, each in connection with asbestos-containing resilient
flooring, the defendants prevailed in both cases.

Under these circumstances, the Debtors tell Judge Farnan there
is "no logical reason to elevate these claims to committee
status" and for AWI's estate to incur the significant extra
costs, burdens, expenses and delays attendant on such a
committee.  

In this connection, the Debtors note that the Asbestos PD
Committee has already requested authority to retain
professionals such as attorneys and a claims noticing
consultant.  The Debtors believe these applications are the
beginning of many requests to retain asbestos claims experts and
financial advisors, all at the expense of AWI's estate.

The Debtors reassure Judge Farnan that, to the extent that
"alleged holders" of asbestos-related property damage claims
have any "legitimate interest" in these cases, these interests
can be adequately and effectively represented by the Official
Committee of Unsecured Creditors, which easily can be
reconstituted to add Christine Wood, the primary claimant on the
PD Committee.

The Asbestos Claimants' Committee originally was comprised of
ten members representing the interests of claimants holding
asbestos-related personal injury claims and one member
representing the interests of claimants holding asbestos
property damage claims.  By identical letters dated February 6,
2001 and June 5, 2001, the law firm of Seeger Weiss LLP (which
represented the Property Damage Representative on the Asbestos
Claimants' Committee) formally requested that the U.S. Trustee
appoint a separate committee to represent the interests of
holders of asbestos property damage claims on the grounds
that conflicts existed between the Personal Injury
Representatives and the Property Damage Representative.

Seeger Weiss also advised the U.S. Trustee that these alleged
conflicts were intensified due to the uncertainty surrounding
AWI's ability to satisfy bodily injury and property damage
claims in full. Although the Seeger Weiss firm nowhere disclosed
in such letters what parties the Seeger Weiss firm was
representing with respect to such request, the letter identifies
five individuals whom it describes as "a list of property damage
claimant representatives willing to serve on a committee."

The Debtors report that, of the five individuals identified in
this letter, only one (Christene Wood) had asserted a claim
against AWI prior to the Petition Date, and this claim is
disputed and unliquidated as of the Petition Date.

The Debtor complains that Seeger Weiss did not furnish a copy of
any of its correspondence with the United States Trustee to the
Debtors or the Unsecured Creditors' Committee.

By letter dated February 28, 2001, the Office of the United
States Trustee notified the Debtors that it was considering the
request of the Seeger Weiss firm set forth in its  letter of
February 6, 2001. By letter dated March 2, 2001, the Debtors
requested that the Trustee decline to appoint a committee to
represent asbestos property damage claimants.

The Debtors advised the Trustee that the appointment of an
additional property damage committee was unwarranted due to the
small number of claims historically asserted against AWI on
account of asbestos property damage and the unlikelihood that
valid asbestos property damage claims could be asserted against
AWI at any time. The Debtors also advised the Trustee of their
belief that insurance coverage is available for any valid and
allowable asbestos property damage claims, and that the
availability of such insurance further militated against the
appointment of an additional committee.

Finally, the Debtors requested the opportunity to meet with the
Trustee in the event Ms. Staiano nevertheless was inclined to
continue to pursue the appointment of an asbestos property
damage committee.

The Debtors did not receive any response from the Trustee with
respect to their March 2nd letter, nor did the Trustee request
any additional information or data from the Debtors concerning
the Debtors' experience with respect to asbestos property damage
claims, the availability of insurance coverage for such claims,
or the nature and extent of any alleged liability.

On July 13, 200 1, the same five individuals identified in the
Seeger Weiss letter to the U.S. Trustee filed a motion with the
Court seeking entry of an order directing the appointment of an
official committee of holders of asbestos-related property
damage claims. On July 19, 2001, before the Court had an
opportunity to consider the property damage motion, the Trustee
"unilaterally and without any prior notice" appointed the PD
committee.  

As a result of this appointment, the property damage Motion was
withdrawn by the moving parties.

The Debtors say that, to date, none of the members of the PD
Committee have filed a proof of claim against AWI.  Of the three
members, the only one known to AWI is Christene Wood, an
individual who was one of the named plaintiffs in a "putative
class action" suit, which the Debtors say had not been certified
as of the Petition Date, brought against AWI styled as Ruben
Garza et al v. Armstrong World Industries, Inc.".  

Neither Mr. Tancredi nor TrizecHahn has ever asserted a claim
against AWI prior to the Petition Date - and the Debtor says,
still has not.  All that the Debtor admits it knows about Mr.
Tancredi is that he apparently was one of the named "putative
class" representatives in a class action challenging the
demutualization of Metropolitan Life Insurance Company in
"Tancredi v. Metropolitan Life Insurance Company" brought in the
Southern District of New York. This suit was dismissed in July
of this year.

At no time has the Seeger Weiss firm filed the disclosure
required by Bankruptcy Rule 2019. {Editor's Note:  The Seeger
firm filed a 2019 disclosure statement on September 6, 2001.]  
The Debtors assert that, pursuant to Bankruptcy Rule 2019, the
Seeger Weiss firm was required to file a verified statement with
the Court setting forth, inter alia, the names and addresses of
the creditors represented by the Seeger Weiss firm, the nature
and amount of the claims held by such creditors, and include a
recital of the pertinent facts and circumstances in connection
with the Seeger Weiss firm's employment.  

Although the letter also states that "[t]hese interested
individuals or entities have each filled out and      attach to
this letter the bankruptcy power of attorney and UST
questionnaire form," these attachments have not been included
with copies of such letters later filed with the Court by
alleged holders of asbestos property damage claims.

The Debtors ask Judge Farnan to vacate the Trustee's appointment
of the PD Committee.  "It is apparent that without any real
investigation or analysis the U.S. Trustee made the mistake of
assuming that, because this is an asbestos personal injury case,
it also must be an asbestos property damage case", Ms. Booth
tells Judge Farnan.  

However, she says, the "incontrovertible facts" are quite to the
contrary and "unequivocally demonstrate" that any asbestos
property damage claims against AWI are at best de minimis and
simply do not rise to the level that would in any way warrant
the appointment of a separate statutory committee.

The appointment of the PD Committee, in sum, should be vacated
as an abuse of discretion by the Trustee because:

    (a) AW1 does not have any material liability with respect to
        asbestos property  damage claims and has never had such
        liability historically;

    (b) AWI has never had a judgment entered against it with
        respect to any asbestos property damage claim;

    (c) In the only two cases that have ever gone to trial on
        account of asbestos-containing resilient flooring, the
        defendants prevailed;

    (d) In the remote likelihood that any asbestos property
        damage claims can successfully be asserted against AWI
        there should be ample insurance coverage available for
        such claims;

    (e) The Unsecured Creditors Committee can be reconstituted
        to add a property damage claimant as a member, and such
        Committee is more than adequate to represent and protect
        the interests of holders of alleged asbestos property
        damage claims; and

    (f) The circumstances of these cases do not warrant the
        substantial additional costs, burdens, expenses,
        management distraction and delay necessarily associated
        with appointment of such a committee.

              The Unsecured Creditors' Committee
                     Agrees With the Debtor

The Official Committee of Unsecured Creditors joins in support
of the Debtors' Motion to disband the PD Committee.

        The U. S. Trustee Replies: Discretion Not Abused

Patricia A. Staiano, the United States Trustee, appearing
through Frank J. Perch, presents her Memorandum in response to
the Debtors' Motion for an Order vacating her appointment of an
Official Committee of Asbestos-related Property Damage
Claimants.

Ms. Staiano begins by assuring Judge Farnan that she does not
take lightly the appointment of multiple committees. The UST is
deeply concerned about the burdens of professional fees on the
estate and, as a result, has implored professionals to be
mindful of the "burn rate" of fees particularly in these mass
tort-driven cases, has objected formally and informally to fees
and expenses of certain professionals, and is moving in certain
cases for appointment of fee examiners.

       The Debtor's Ulterior Motive: Claim Disallowance

However, Ms. Staiano is also concerned that all constituencies
in the case be adequately represented. The Debtor's Motion fails
to satisfy the heavy burden of demonstrating that Ms. Staiano
abused her discretion in appointing the Official Committee of
Property Damage Claimants.

Rather, the Debtor seeks to use the Motion as a forum to
conduct a global preliminary claim disallowance hearing against
the property damage claimants, while at the same time seeking to
deprive the property damage claimants of a vehicle to represent
themselves and defend their interests collectively.

              The U.S. Trustee Did Not Respond
                  to Pressure, But to Need

At the outset of this case Ms. Staiano appointed two committees:
a committee of unsecured creditors, consisting of banks,
bondholders and trade creditors; and a single committee of
asbestos claimants consisting of ten personal injury claimants
and one property damage claimant.

Ms. Staiano reports that she would have been pleased had the
matter ended there. However, the she was informed "in no
uncertain terms" that the original constitution of the Asbestos
Committee created an untenable situation. Specifically, due to
fundamental differences between the personal injury and property
damage constituencies, and considering the amounts at stake for
both groups, the personal injury claimants were unwilling to
include the property damage representative in the Committee's
deliberations.  Either the property damage representative could
insist on being included, resulting in deadlock, or the
Committee would act without considering the interests of the
property damage constituency.

This led to a crisis in the Asbestos Committee that delayed such
fundamental matters as the filing of the application to retain
counsel and culminated in the Asbestos Committee's creating a
subcommittee of personal injury claimants and delegating all the
business of the committee to it. On February 12, 2001, counsel
to the Asbestos Committee wrote to Ms. Staiano and demanded that
the property damage representative be removed.

In response to this situation Ms. Staiano's office invited
property damage claimants willing to serve on a separate
property damage committee to come forward, and solicited the
views of the Debtor and existing committees. Ms. Staiano assures
Judge Farnan that she carefully considered the issue before
acting.

Mr. Perch tells Judge Farnan that the Debtor's Motion creates
that misleading impression that the Trustee acted suddenly after
the passage of time only because certain claimants filed a
motion to compel the UST to form a committee. That is not the
case.

The UST had been in contact with the moving claimants and their
counsel for several weeks before the filing of that motion and
had already decided to constitute the PD Committee upon
receiving notice of the motion. Ms. Staiano admits she was
distressed by the unnecessary filing of that motion, which could
have been avoided by one telephone call, but in any event it did
not cause the appointment of the PD Committee.

                Appointment and Composition of
                Committees Belongs to Trustee

One of the United States Trustee's statutory duties in
administering bankruptcy cases is appointing committees and
determining the composition of such committees. Other courts
that have addressed this issue agree that only the Trustee may
alter the composition of a creditor committee, citing Smith v.
Wheeler Technology, Inc. (In re Wheeler Technology, Inc., 139
B.R. 23 5, 239 (Bankr. 9th Cir. 1992). Smith also held that
section 105(a), which gives bankruptcy courts certain equitable
powers, could not be used to modify the membership of a
committee because such action would be "contrary to the
legislative history and Congressional intent ... of  1102."  
This and other similar decisions rely upon the express language
of section 1102(a)(1) in holding that only the Trustee may
select committee members.

The Trustee reminds Judge Farnan that Congress repealed the
bankruptcy courts' statutory authority to appoint or change
creditor committees in 1986.  In that same year, the United
States Trustee Program was transformed from a pilot program in
18 judicial districts into a national program. Congress used the
nationalization of the program to take the bankruptcy courts out
of the committee selection process.

In providing for the specific responsibilities of the United
States Trustees, Congress significantly amended section 1102.
First, Congress amended section 1102(a) to transfer the power to
appoint committees from bankruptcy courts to the U.S. Trustee.
Additionally and significantly, Congress completely deleted
section 1102(c), thereby eliminating the power of a bankruptcy
court to affect the size or composition of committees appointed
by the U.S. Trustee. Thus, no longer may a court change the
membership or size of a committee, as section 1102(c) formerly
permitted.

The Debtors cite the existence of authority supporting the
ability of the Court to review the Trustee's decision to appoint
the PD Committee. However, Debtors concede that the decision of
the Trustee to appoint the PD Committee is reviewable, if at
all, only on an abuse of discretion basis.  In Chapter 11 cases,
Congress has vested in the Trustee broad discretionary authority
to appoint additional official committees, other than the
required unsecured creditors' committee.

The principal purpose of any official committee in a Chapter 11
proceeding is to serve as an advocate and fiduciary for the
class of claims or interests from which it is selected. The
legislative history of 11 U.S.C. Sec. 1102 states that the
committees "will be the primary negotiating bodies for the
formulation of the plan of reorganization. They will represent
the various classes of creditors and equity security holders
from which they are selected. They will also . . .
protect their constituents' interests."

        The High Standard for Review: Abuse of Discretion

The "abuse of discretion standard is deferential and creates a
high hurdle. A reviewing court will not substitute its judgment
for that of the Trustee.  The Trustee cites as authority Judge
Farnan in the case of In re Doehler-Jarvis, Inc., 1997 WL 827396
at *2 (D. Del. October 7, 1997) (Farnan, Ch. J., citing In re
Columbia Gas System, Inc., 133 B.R. 174, 175 (Bankr. D. Del.
1991). An "abuse of discretion" "will be found if [a decision-
maker] acted in an irrational, arbitrary, or capricious manner,
'clearly contrary to reason and not justified by the evidence."'
In re Pierce, 237 B.R. 758, 754 (Bankr. E.D. Cal. 1999)
(brackets in original, quoting Norton Bankruptcy Law and
Practice 2d, Sec. 148:37). A decision is not 'arbitrary and
capricious' unless it is based on an erroneous conclusion of
law, a record devoid of evidence on which the decision maker
could rationally have based its decision, or it is otherwise
patently unreasonable, arbitrary or fanciful" citing In re
Barney's, Inc., 197 B.R- 431, 439 (Bankr. S.D.N.Y. 1996).

         The Trustee Says There are Adequate PD Claimants

The Debtor's motion appears to be founded on the premise that
the Trustee did not "develop a factual record" regarding the
Debtors' assertions that there are no property damage claimants
to speak of and their claims were meritless.  As to the first of
those points, Debtors' position is belied by the very fact that
considering solely the claimants appointed to the PD Committee,
other claimants identified in the PD Committee's Objection to
the Motion and others who have come forward requesting
appointment, there are already more identified claimants than
the number the Debtors claim represents the total universe of
outstanding property damage claims in existence.

Evidently, there are more claimants than the Debtors recognize
as such.  That is the nature of the bankruptcy process in
general, and it is particularly the history of asbestos
bankruptcies that claimants come out of the woodwork (as
evidenced, for example, by the need to renegotiate the
Manville Trust when it was swamped by unexpected claimants).

     Proof of Claim Not Necessary for Committee Appointment

The Debtors further challenge the existence of the members'
claims on the basis that they had not yet filed proofs of claim
when the PD Committee was appointed. Debtors point to no rule of
law requiring the filing of a proof of claim to be eligible for
committee appointment.

Indeed, such a rule would be unworkable given that committees
are typically formed at the very outset of the case when no bar
date has been set and creditors have not yet fully investigated
their claims.

Moreover, Debtors have not challenged the appointment of any
member of the other committees on this basis, and have not
explained why the Trustee should single out property damage
claimants and subject them to a different eligibility standard.

         Tort Claims are Always "Disputed" by Debtors

As to Debtors' second point, these are tort claims. It is, once
again, the "nature of the beast" that tort claims are disputed.
Notably, Debtors do not deny that for many years they sold
asbestos-containing floor tile and other products that were
installed in numerous residential, commercial and governmental
buildings. The Debtors may have many and varied defenses to
liability and the asserted amount of damages, as well as other
affirmative defenses such as the statute of repose.

The fact that a tort claim is disputed does not disqualify the
claimant from appointment. Courts have frequently recognized
that creditors holding disputed, contingent or unliquidated
claims may sit on committees. In contrast, the Debtors seem to
suggest that the Trustee should have conducted discovery as an
adversary to the claimants and should have made a determination
that their claims had no merit.

   Appointment Does Not Require Determination of Claim Merits

It would appear that in order to prevail on their argument that
the Court should disband the PD Committee because its members do
not have valid claims, the Court would need to conduct mini-
trials now on the validity of each member's claim. However,
there is no authority for the proposition that the Trustee or
the Court should convert the committee appointment process into
a preliminary claims estimation hearing.

None of the cases cited in Debtors' Motion support this
proposition. In one case, the court upheld a Trustee's decision
to appoint a pension fund to a committee, against the debtor's
claims that the Trustee should have kept the fund off the
committee because its claim for liability was contingent.

Finally, once again the Debtors seek to hold property damage
claimants to a different standard. It is a near certainty that
the Debtors dispute some or all of the claims asserted by the
members of the PI Committee. Debtors may dispute product
identification. Debtors may dispute medical causation. Debtors
may claim others are liable at least in part for the claimed
injuries.

Yet the Debtors do not challenge any of the appointments of
those committee members on that basis, nor do
Debtors suggest that the Trustee needs to review medical records
and conduct product ID depositions of personal injury claimants
before appointing them to an asbestos personal injury committee.

  Appointment of an Additional Committee Was Appropriate Here

The Debtors cite various cases holding that the appointment of
multiple committees should be the exception rather than the
rule. However, debtors do not seem to quarrel with the fact that
asbestos cases inherently involve a departure from that general
rule, as a result of the fact that asbestos claimants are a
unique constituency and indeed are the focal point of cases such
as this, filed by businesses that assert they are solvent and
healthy "but for" the asbestos claims.

As Debtors themselves concede, whether the appointment of an
additional committee is appropriate will turn on the facts and
circumstances of each case.

In this case, the Trustee first attempted to appoint a single
asbestos committee, and the result was a committee beset by  
irreconcilable differences. Although the development of
consensus among various types of claimants on a committee may be
the ideal, appointment of an additional committee may be needed
where conflicting interests result in deadlock or in the
domination of the committee by one faction to the point that
another faction is not being adequately represented.

The Debtors' suggestion that asbestos property damage claimants
could be represented along with trade and bank debt claims on
the Official Committee of Unsecured Creditors is untenable. The
interests of the property damage tort claimants cannot be
compared to those types of claims, and no adequate
representation would result.

                 Objection of the PD Committee

Appearing through Joanne B. Wills and Steven K. Kortanek of the
Wilmington firm of Klehr Harrison Harvey Branzburg & Ellers,
LLP, the PD Committee objects to the Debtors' Motion to disband
it and defends the U.S. Trustee's decision to appoint it.

The Committee tells Judge Farnan that its members are
individuals and entities holding claims against the Debtors'
estates based primarily on asbestos-removal or remediation
costs.  PD claimants are distinguished from the Debtors'
personal injury claimants whose claims are based on personal
injuries caused by exposure to asbestos.  

The Committee says that the U. S. Trustee, "after carefully
reviewing and evaluating submissions from all interested parties
in these cases," properly concluded that the PD claimants needed
committee representation and appointed the PD Committee.

The Court is cautioned not to substitute its judgment for that
of the Trustee.  The Debtors' Motion is "nothing but a rehash of
the same arguments they already made to the Trustee" prior to
the Committee's appointment.

                   PD Claims Amount to Millions

In making their argument that the historic amount of PD claims
against the Debtors is small, the Committee says that the
Debtors purposefully misrepresented and failed to apprise Judge
Farnan of the large amount of PD claims presenting pending
against them, as well as the huge potential for the assertion of
additional claims.  

In addition to the pending PD class action suit, there are other
significant PD lawsuits pending or threatened against AWI,
including:

   (1)  A lawsuit filed by the Attorney General for the State of
        Illinois on behalf of the people of the State of
        Illinois seeking over $67 million in damages, as
        evidenced by a filed proof of claim;

   (2)  A lawsuit filed by the Los Angeles Unified School
        District seeking over $5 million in damages, as
        evidenced by its proof of claim;

   (3)  Lawsuits filed by the District of Columbia, New York
        Telephone Company, and the State of Mississippi.

              Non-friable Floor Tiles are Dangerous

The Debtors also appear to argue that because Armstrong floor
tiles are non-friable, AWI has no basis to anticipate that
significant additional PD claims will be filed because non-
friable floor tiles pose no health risk to the public.  Ms.
Wills tells Judge Farnan that this has been the Debtors'
"mantra" for years, and this misinformation may be the reason
more claims have not been brought.

As the Debtors well know, Ms. Wills says, it is now recognized
that non-friable floor tiles can release asbestos fibers into
the air. Scientists, other than those at Armstrong, have now
determined that asbestos floor tiles do represent a serious
health risk and the fact that the floor tiles are not friable is
not determinative of that risk.

The warning that AWI now provides to its customers regarding
health risks associated with their floor tiles is evidence that
AWI recognizes those risks.  The misinformation previously
promulgated by AWI with respect to the health risks associated
with the use and removal of floor tiles is an area that will be
investigated by the Committee, but without committee
representation the PD claimants' investigation of these issues
will necessarily be limited.

The Debtors' aggressive opposition to the formation of a
separate committee to protect the rights of PD claimants is
characterized by the Committee as improper, given the large
number of PD claims, that the Debtors' stated purpose in filing
these bankruptcy cases is to resolve asbestos-related claims,
and the Debtors have their own special property claims counsel.

        The U.S. Trustee Carefully Considered All Points

After repeating the Trustee's summation of facts, the Committee
adds that inclusion of its members into the unsecured creditors'
committee would mean minority representation that would,
effectively, be no representation at all as the committee is
composed of bank creditors.

AS to the Debtors' arguments that the Trustee did not develop a
factual record or analyze the record, the Committee points out
that the Trustee considered the matter for four months, and that
the Debtors' statement is "just not true".  

The Committee says simply:  The Trustee analyzed the issues
raised by the Debtors - and rejected them.

As to the extra expense, the Committee cites cases in support of
its argument that the Debtors' position has no merit, and that
the Debtors' position has been "consistently rejected by
courts".  

The Debtors are attempting to get Judge Farnan to second-guess
the Trustee because of these expenses, which are not proper for
Judge Farnan's consideration. The Committee notes that the
Debtors have applied and been authorized to employ the firm of
Kasowitz Benson Torres & Friedman to, among other things,
"address other issues relating to Asbestos Property Damage
Litigation".  

According to the Application, Kasowitz is charging the
Debtors' estates $625 per hour to litigate the very same claims
which are being pursued by the PD claimants.

In sum, the Committee says the Debtors' real purposes are to
"tie the hands of the property damage claimants, limit their
representation and 'poison the well' by arguing the merits of
the property damage claims."

This is absolutely inappropriate.

               The State of Illinois Weighs In

The People of the State of Illinois, appearing through James E.
Ryan, Attorney General, and specifically through Matthew J.
Dunn, Chief, Environmental Enforcement, Litigation Division, as
represented by Marilyn A. Keuper, Assistant Attorney General,
joined by the Springfield, Illinois attorneys Rosalie H. Lowery,
Raymond J. Callery, and Catherine Basque as of counsel.

The State of Illinois begins by characterizing itself as an
asbestos property damage claimant, with a claim in excess of $67
million.  The State advises Judge Farnan that it received and
completed the Trustee's questionnaire regarding the Official
Unsecured Creditors' Committee.

The State first sued AWI in 1990 for damages relating to
asbestos-containing materials in the Durso Building and
Children's Hospital. The cases remained active until 1998 when
they were consolidated with a statewide lawsuit.  In February
1998, the State brought a suit including approximately 500
buildings.  AWI was one of approximately 15 defendants.  AWI
filed an answer and actively participated in discovery
for three years prior to the bankruptcy.  AWI likely has spent
thousands of dollars and possibly hundreds of thousands to
defend the suit.

Although PD claims may not be as large in number as personal
injury claims, PD claims are generally much larger than PI
claims, the State tells Judge Farnan.  In most asbestos
bankruptcy cases, PD claimants have been represented by a
separate committee as the interests of PI and PD claimants are
different and often conflicting.  

The appointment of a separate PD committee will permit the
Debtors to resolve any issues relating to PD claims more easily
and directly without having the competing interests of either PI
or general unsecured creditors as part of the negotiations.

The Debtors allege that PD claims are de minimis, but until
proofs of claim are filed, the universe of PD claims will not be
known.

As to the Debtors' reference that insurance coverage is
available for PD claims, if there is such separate coverage for
PD claims it should be relatively simple for the Debtor and the
PD Committee to reach an agreement on payment of PD claims as
well as documentation to be provided to asbestos PD claims.

The State renews it request to be appointed to the PD Committee,
which will serve to remove the Debtors' objection that no
members of the Committee have filed a proof of claim, and will
allow Illinois to represent the interests of other states which
do not file proofs of claim.

And the State suggests the Debtors' Motion should be denied.

          The Los Angeles Unified School District Says:
            Send the Debtors to Study Hall for Truancy

Speaking through William F. Taylor, Jr. of the Wilmington firm
of Elzufon Austin Reardon Tarlov & Mondell, the Los Angeles
Unified School District tells Judge Farnan that it is a creditor
and its interests are represented by the PD Committee.  

In August 2001, the School District filed a $5 million proof of
claim against AWI stemming from litigation between the School
District and AWI originally filed in 1982 and ongoing at the
present date, although stayed.  

The litigation concerns hundreds of campuses of the School
District and thousands of buildings damaged by Armstrong
products.  With the other claims by individuals and other
entities, the School District suggests that the PD claims
against AWI are "quite significant both in terms of the number
of parties involved and the value of the claims asserted."

The School District says that the Debtors' arguments are
directed to the Court's ability to reformulate a committee which
does not reflect involved constituencies -- but that is not the
issue now.  The issue is the disbandment of the Committee -- not
its reconstitution.  The School District cites various
authorities saying that the Code does not provide a basis for
abolition of a committee by a court, and others saying that the
courts have no authority to abolish a committee.  

There is some authority standing for the proposition that when
the Trustee exceeds his or her statutory authority may a court
act to disband a sitting committee.

In the present case, the School District says that the Debtors
are not saying that the Trustee exceeded her authority - only
that they do not like her decision to create the Committee.  
Under the well-established principals cited by the Debtors and
the Unsecured Creditors' Committee, the court has no authority
to grant the requested relief. (Armstrong Bankruptcy News, Issue
No. 10; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


AUTOSYSTEMS MANUFACTURING: Decoma To Buy Assets for CDN$12.1MM
--------------------------------------------------------------
Decoma International Inc. (TSE:DEC.A; NASDAQ:DECAF) has entered
into an agreement with KPMG Inc., in KPMG Inc.'s capacities as
the court appointed receiver and monitor of Autosystems
Manufacturing Inc. (Autosystems), to purchase the lighting
components manufacturing business and assets of Autosystems for
an aggregate fixed asset purchase price of Cdn$12.1 million.

In addition to the fixed asset amount, Decoma will be purchasing
the inventory of Autosystems. Subject to receiving necessary
Court and regulatory approvals, the transaction is scheduled to
be completed on September 28th, 2001.

Autosystems is an automotive lighting manufacturer located in
Belleville, Ontario with approximately 400 employees.
Autosystems' principal customers are General Motors Corporation
and Visteon Corporation. For fiscal 2001, Autosystems had
revenues of approximately Cdn$100,000,000.

Commenting on the pending acquisition, Al Power, Decoma's
President and Chief Executive Officer noted, "We are very
pleased to be able to add Autosystems' lighting products to our
overall product offering, particularly in an area that will
strengthen our overall modular capabilities. This acquisition is
consistent with our stated acquisition strategy of acquiring
assets and businesses that strengthen and enhance our overall
product offering or expand our existing markets."

Decoma is a full service supplier of exterior appearance systems
for the world's automotive industry. The Company designs,
engineers and manufactures automotive exterior components and
systems which include fascias (bumpers), front and rear end
modules, plastic body panels, roof modules, exterior trim
components and sealing and greenhouse systems for cars and light
trucks (including sport utility vehicles and mini-vans).

Decoma has approximately 13,500 employees in 37 manufacturing,
engineering and product development facilities in Canada, the
United States, Mexico, Germany, Belgium, England and Japan.


BLACK WARRIOR: Closes $40MM Credit Facility with GE Capital
-----------------------------------------------------------
Black Warrior Wireline Corp. (OTC Bulletin Board: BWWL) reported
the closing on Friday, September 14, 2001, of a $40 million
credit facility with GE Capital.

Secured by a first lien upon the Company's assets, with the
exception of real estate, the facility includes a $17 million
term loan, a $15 million revolving credit facility, and an $8
million capital expenditure (capex) facility.

The new three-year facility replaces the Company's senior debt
with Coast Business Credit (CBC). Management noted that, while
the CBC loan provided a much-needed bridge financing enabling
the Company to benefit from the improvement in the oil and gas
well services industry, the GE Capital facility is believed by
management to be a superior facility.

This facility is intended to provide greater resources at lower
effective borrowing costs and with a greater degree of
flexibility.

Management believes that this improved borrowing facility will
enable the Company to take better advantage of the current
strong demand in the oilfield service sector. Particularly, the
$8 million capex facility will give the Company the ability,
subject to market conditions, to acquire additional operating
assets or evaluate potential strategic acquisitions.

The Company's management believes that, with the Company's
improved operating results during the current year, the new loan
facility resolves the Company's previous lack of liquidity and
working capital deficiency, which were issues addressed in the
audit report on the Company's financial statements for the year
ended December 31, 2000.

Contemporaneously with the transaction, the Company has either
entered into agreements with the current holders of its $7.0
million outstanding subordinated debt extending the term of such
debt to December 31, 2004 and waiving any prior defaults or made
provision for the repayment of such debt.

The Company also repaid its indebtedness to Bendover Company and
settled the related litigation.

William L. Jenkins, President and CEO, commented, "Black Warrior
is very pleased to have this excellent banking facility with a
strong lending partner. The GE Capital facility will further
enhance the Company's plans for greater expansion and market
penetration during the last quarter of 2001 and all of 2002."

Black Warrior is an oil and gas service company providing
various services to oil and gas well operators primarily in the
United States and in the Gulf of Mexico. The Company's principal
lines of business include (a) wireline services, and (b)
directional oil and gas well drilling activities, including
surveying services. It is headquartered in Columbus,
Mississippi.


BRIDGE INFO: Seeks Extension of Lease Decision Period to Feb. 15
----------------------------------------------------------------
Bridge Information Systems, Inc. anticipate they would need more
time to decide whether to assume or reject certain unexpired
leases of nonresidential real property.

As of the filing of this motion, David M. Unseth, Esq., at Bryan
Cave LLP, in St. Louis, Missouri, relates, the Debtors are
tenants to 70 unexpired leases.

According to Mr. Unseth, these unexpired leases are an integral
part of the Debtors' businesses because the premises include
office, storage, network server and equipment sites at which the
Debtors operate their businesses.

At present, Mr. Unseth tells Judge McDonald, the Debtors'
management and advisors are still pursuing sales of
substantially all of the Debtors' assets.  Mr. Unseth explains
that the Debtors' ultimate decision as to whether to assume or
reject each of the unexpired leases will depend upon the outcome
of these sales.  

Since many of the contemplated sales of the Debtors' assets have
not been consummated, Mr. Unseth says, the Debtors are unable to
make definitive determinations with respect to each of the
unexpired leases.  The Debtors doubt they can adequately assess
these unexpired leases prior to the current deadline of October
25, 2001.

Mr. Unseth assures the Court that the extension requested will
not prejudice the landlords of these unexpired leases because:

  (a) the Debtors are currently making required payments of
      monthly rent attributable to the period following the date
      of the Debtors' chapter 11 filing;

  (b) the Debtors have the financial ability and intend to
      timely perform all of their obligations under the
      Unexpired Leases; and

  (c) in all instances, the landlords will retain their right to
      ask the Court to fix an earlier date by which the Debtors
      must assume or reject an Unexpired Lease.

For these reasons, the Debtors request that the Court enter an
order:

  (i) extending the time within which the Debtors may assume or
      reject Unexpired Leases through and including February 15,
      2002;

(ii) ordering that the entry of such order is without prejudice
      to the Debtors' right to seek from this Court further
      extensions of the period within which the Debtors may
      assume or reject the Unexpired Leases; and

(iii) order that the entry of such order is without prejudice to
      the right of a lessor under an Unexpired Lease to request,
      upon reasonable notice to the Debtors and other necessary
      parties in interest, from this Court an order compelling
      the Debtors to assume or reject an Unexpired Lease or
      the Debtors' right to oppose any such motion. (Bridge
      Bankruptcy News, Issue No. 16; Bankruptcy Creditors'
      Service, Inc., 609/392-0900)    


COMDISCO INC: Moves to Assume and Assign Hardy Drive Lease
----------------------------------------------------------
Comdisco, Inc. wants to assume a Lease with respect to the
property located at 7850 South Hardy Drive, Suite 107, Tempe,
Arizona and assign their interests to Mountain
Telecommunications, Inc.

The Debtors sold certain equipment and leasehold improvements
located on the Property to the Assignee for $800,000 pursuant to
a Purchase Agreement dated June 29, 2001.

According to George N. Panagakis, Esq., at Skadden, Arps, Slate,
Meagher & Flom, in Chicago, Illinois, the Debtors and the
Assignee also entered to a Lease Assignment and Assumption
Agreement dated August 7, 2001.  

Mr. Panagakis says the terms of the lease assignment include a
complete assumption by the Assignee of all Lease obligations and
an indemnification of Prism Arizona Operations, LLC by the
Assignee against all claims arising under the Lease.  The
landlord under the Lease, Hardy Commerce Center, LLC is amenable
to this assignment, Mr. Panagakis tells Judge Barliant.

If there are provisions in the Lease that prevent the alienation
of the Lease, the Debtors also ask the Court to deem these
provisions unenforceable under section 365(f) of the Bankruptcy
Code, as an unreasonable restraint on alienation.  

Furthermore, the Debtors reserve their rights not to proceed
with the assignment in case there will be a dispute regarding
the Cure Amount of $5,792.30, which Prism owes the Landlord.

Because Prism's business operations closed, the premises are
vacant.  Thus, Mr. Panagakis notes, the assumption and
assignment of the Lease will provide a substantial benefit to
the estates.

The Debtors' real estate advisor, Rockwood Gemini Associates
(RGA) has also concluded that the rent under the Lease is
greater than current market rents for similar premises.  
Therefore, the Lease has no value.  By selling the equipment and
leasehold improvements, Mr. Panagakis says, the Debtors are able
to maximize the consideration received from the Assignee.

According to Mr. Panagakis, each of the conditions with respect
to the assignment of a lease have been satisfied:

   (1) The Debtors are prepared and able to satisfy any allowed
       cure claims;

   (2) The Assignee has the financial wherewithal to adequately
       assure the landlord of future performance;

   (3) The Lease shall remain subject to the terms thereof and
       the assignment will not violate any provision of the
       Lease, a related lease, financing agreement, or master
       lease or operating agreement; and

   (4) The Debtor is not aware of any tenant disruption that
       would require that a court as a matter of law not approve
       the proposed assignment.

Allowing the Debtors to sell assets in this manner constitutes
the most efficient and cost-effective means of maximizing the
value realized for their estates, Mr. Panagakis concludes.
(Comdisco Bankruptcy News, Issue No. 6; Bankruptcy Creditors'
Service, Inc., 609/392-0900)   


CONDOR TECHNOLOGY: Firms-Up Credit Facility Restructuring
---------------------------------------------------------
Condor Technology Solutions, Inc. (OTC Pink Sheets:CNDR)
announced the conclusion of the restructuring of its credit
facility with its Lender Group, led by First Union National
Bank.  

The final agreement establishes a four year credit facility that
plans for the conversion of approximately one-third of the
company's bank debt and restructures the balance. The converted
debt, in the form of a $12.1 million note, will be cancelled
upon shareholder approval of the company's recapitalization and
issuance of equity to a trust established by the Lender
Group.

This debt restructuring was previously announced and agreed to
in principle in April 2001.

"After nearly two years characterized by compression, staff
reduction and financial pressure, Condor [Wednesday] turned an
important corner on the road to financial strength," said Jim
Huitt, CEO of Condor Technology Solutions. "This vote of
confidence by our Lender Group together with our recent sale of
the company's SAP Implementation Practice and other new business
contracts gives me the confidence that Condor is positioned for
growth despite the overall technology sector decline. This is an
enormous success for our people, our clients and our company."

Recently, Condor announced the sale of the implementation and
consulting portion of its Enterprise Performance Solutions (EPS)
division to Answerthink, Inc.

Under the terms of the agreement, Answerthink paid approximately
$2 million in cash for the SAP Applications Group of Condor,
with the potential for an additional contingent cash payment of
$750,000 based upon achievement of revenue goals for the balance
of 2001. Proceeds from the sale will be used for the remaining
2001 principal obligations under the credit facility and for
future scheduled payments.

Among Condor's other recent successes are the renewal of a $4.1
million contract with the Department of Veterans Affairs as well
as business wins with AmeriCorps, Broadwing Technology
Solutions, Doylestown Hospital and Wood Dining Services.

Condor's agreement with its Lender Group restructures the
company's debt into four separate notes:

  -- A $15 million note bearing interest at the Prime rate plus
     0.5% which allows for amortization payments made by the
     company to be available as a revolving credit facility up
     to $500,000.

  -- A $12 million note which is interest-free until February
     28, 2003.

  -- A continuation of a $5 million letter of credit for trade
     suppliers ongoing to March 31, 2005.

  -- A fourth note represents the remaining principal balance
     plus accrued interest through April 1, 2001 under the
     previous credit facility. Upon shareholder approval, this
     approximately $12.1 million note will be cancelled upon the
     issuance of equity to the Lender Group trust.

With this announcement and the recent sale of the SAP
Implementation Practice, Condor is in a better position to
achieve positive third quarter results.

Condor Technology Solutions is a technology and communications
company specializing in the organization, analysis and creative
distribution of business information. The company's business
practices include Web development, business intelligence,
contact center services, infrastructure support and marketing
communications.

Condor Technology Solutions was founded in 1998. It is
headquartered in Annapolis, Maryland, with offices and
operations throughout the Northeast. The company's Web site is
http://www.cndr.com

                            *  *  *

As of June 30, the Company had total current liabilities of
$24.556 million, as opposed to total current assets of $16.87
million.


COVAD COMMS: Asks Court To Set October 29 Claims Bar Date
---------------------------------------------------------
Covad Communications Group, Inc. seeks an order establishing
October 29, 2001, as the final date by which all pre-petition
creditors must file a proof of claim or proof of interest in the
above-captioned chapter 11 case and approving the form and
manner of the notice thereof.

Laura Davis Jones at Pachulski Stang Ziehl Young & Jones P.C. in
Wilmington, Delaware states that the circumstances of this case
justify fixing the Bar Date as requested herein as it is
essential to ascertain, as soon as possible, the nature, extent
and scope of the claims asserted against the Debtor.  

The Debtor proposes that the Notice of the Deadline will be
served by mail on all parties identified on the Debtor's list of
creditors promptly after approval of this Motion and also
proposes to publish the said Notice.  

Ms. Jones says that the Deadline would apply to all creditors
whose claims arose prior to the Petition Date, and each and
every claim assertable by such persons or entities, whether
filed as general unsecured, priority, or secured status. (Covad
Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service,
Inc., 609/392-0900)    


DANKA: Red Ink Continues to Flow as Company Restructures
---------------------------------------------------------
Approximately 43% of Danka Business Systems PLC's revenue in
fiscal year 2001 was generated in countries outside of the
United States. As a result of foreign currency fluctuations,
revenue for the fiscal years 2001, 2000 and 1999 was negatively
impacted by approximately $99.4 million, $67.1 million, and
$16.8 million, respectively.  

For fiscal year 2001 gross profit declined 34.3% to $571.9
million from $870.4 million in fiscal year 2000. Gross profit as
a percentage of total revenue decreased to 27.7% in fiscal year
2001 from 34.9% in fiscal year 2000.

Some of the factors Danka says contributed to the decline in
combined gross profit margin are as follows:

  . Increased competition and pricing pressures in the United
    States and Europe.

  . An $86.8 million write-off of excess, obsolete and non-
    recoverable equipment, parts and accessories caused by the
    photocopier industry's rapid transition to digital products.
    The write-off is included in cost of retail equipment sales
    ($62.6 million) and retail service, supplies and rental
    costs ($24.2 million).

Gross profit as a percentage of retail equipment sales decreased
to 15.7% for fiscal year 2001 from 29.4% for fiscal year 2000.
This decrease was primarily due to the write-off discussed above
and to the competitive pressures facing the industry today.
Certain of the Company's major competitors are currently
experiencing financial difficulties similar to Danka's.

They are responding by reducing prices on some products to
increase market share or by disposing of surplus inventory.
Consequently, Danka has been required to reduce prices on some
of its products to remain competitive.

Gross profit margin on retail service, supplies and rentals
decreased to 34.1% in fiscal year 2001 from 38.4% in fiscal year
2000, due in part to the write-off discussed above. In addition,
the gross profit margin on retail service, supplies and rentals
was affected by lower service revenue, which was a result of the
decline in the number of service contracts that the Company has
for analog photocopiers.

Gross profit margin on wholesale sales declined to 16.7% in
fiscal year 2001 from 17.7% in fiscal year 2000. Excluding the
Omnifax business sold in July 1999, the gross profit margin on
wholesale sales for fiscal year 2001 was relatively flat
compared to fiscal year 2000.

The Company's operating loss of $169.2 million in fiscal year
2001 compared to earnings from operations of $117.1 million in
fiscal year 2000. The loss is primarily due to the decline in
revenue, lower gross profit, write-offs of excess, obsolete and
non-recoverable inventories, and the write-offs of goodwill and
restructuring charge recorded in fiscal year 2001.

Danka reported a net loss of $220.6 million in fiscal year 2001
compared to net earnings of $10.3 million in fiscal year 2000.
The loss is primarily due to the decline in revenue, lower gross
profit, and the write-offs of goodwill and restructuring charge
recorded in fiscal year 2001.


FINOVA GROUP: Chase Manhattan Seeks Fees, Interest & Costs
----------------------------------------------------------
The Chase Manhattan Bank, as administrative agent for a
consortium of pre-petition lenders to The FINOVA Group, Inc.,
moves the U.S. Bankruptcy Court for the District of Delaware
for an order compelling FINOVA to pay:

    (a) pre-petition and post-petition Utilization Fees,

    (b) pre-petition Facility Fees,

    (c) interest on Utilization Fees and Facility Fees, and

    (d) pre-petition costs, including attorneys and expenses.

When the Debtors made distributions to creditors pursuant to
their Third Amended and Restated Joint Plan of Reorganization,
William Bowden, Esq., at Ashby & Geddes, relates the Debtors did
not include the full amount of the Administrative Agent's claim
against Finova Capital Corporation under the March 1995 Credit
Agreement and the Plan.

Mr. Bowden tells Judge Walsh that the Debtors previously agreed
to pay interest on outstanding borrowings that included
Utilization Fees pursuant to a certain credit agreement entered
into among Finova Capital Corporation, certain lenders, the
Administrative Agent and Deutsche Bank.  

In addition, Mr. Bowden asserts, these Claimants are entitled to
be paid all pre-petition claims owing under the Credit
Agreement, including Facility Fees, and costs, including, but
not limited to attorneys' fees and expenses.  Mr. Bowden argues
that interest on the full amount of the Administrative Agent's
claims is warranted as a matter of law and under section 5.2(c)
of the Plan.

According to Mr. Bowden, the Administrative Agent timely filed a
proof of unsecured, pre-petition claim against Finova Capital in
the total amount of $702,611,727.  As of the Petition Date, Mr.
Bowden explains, Finova Capital was indebted to the Claimants in
the principal amount of $700,000,000 plus accrued and unpaid
pre-petition interest in the amount of $2,156,672 - which
includes interest denominated as a Utilization Fee in the amount
of $435,556 and a Facility Fee in like amount, plus attorneys'
fees and expenses in the amount of $16,500, plus miscellaneous
expenses in the amount of $3,000.  

In its proof of claim, Mr. Bowden says, the Administrative Agent
also sought post-petition interest, including Utilization Fees
and Facility Fees plus attorneys' fees and expenses.  The
Administrative Agent also disclosed that it held cash amounts on
deposit ($5,742,106) from Finova Capital that may be set-off
against amounts due to the Claimants under the Credit Agreement.

Mr. Bowden explains Utilization Fees are a common feature of
investment grade facilities like the Credit Agreement.  It is
provided in a credit agreement when there is an expectation by
the parties that the borrowings will be far less than the full
contractual amount, Mr. Bowden adds.  

In this case, Mr. Bowden says, the Utilization Fee served as a
mechanism for Finova Capital to obtain the benefit of lower
interest rates and for the Lenders to interest the interest
spread as the borrowing level increases.

Facility Fees, on the other hand, is the Lenders' contractual
compensation for committing large sums of money to the borrower,
Mr. Bowden explains.

According to Mr. Bowden, the Debtors made distributions of the
Undisputed Amounts, in cash and Notes, to the Administrative
Agent for the benefit of the Lenders:

    Category of Distribution                         Amount
    ------------------------                         ------
    70% Cash on the Net Principal Debt            $485,980,526

    Pre-petition interest @LIBOR-65 on               1,721,116
    Principal Debt (without Facility Fees or
    Utilization Fees)

    Post-petition interest @LIBOR+65 on             17,260,987
    Net Principal Debt (without Utilization Fees)

    Post-petition interest @LIBOR+65 on                 42,771
    pre-petition interest

    New Senior Notes                               208,276,000
                                                  ------------
                  TOTAL UNDISPUTED DISTRIBUTION = $713,281,400

Mr. Bowden notes that the Undisputed Amount did not include any
distribution on account of pre-petition Facility Fees, interest
on Facility Fees, pre-petition and post-petition Utilization
Fees, interest on pre-petition Utilization Fees, pre-petition
costs, attorneys' fees and expenses.

Mr. Bowden asserts that:

(a) Finova Capital is obligated to pay pre- and post-petition
    utilization fees because:

      (i) Under the Plan, Holders of Class Finova Capital-3
          Claims are to be paid their full contractual interest
          spread.  Therefore, under section 1123(a)(4) of the
          Bankruptcy Code, Utilization Fees must be paid to the
          Administrative Agent;

     (ii) There can be no dispute that the plain and unambiguous
          terms of the Credit Agreement include Utilization Fees
          as an integral element of the interest spread;

    (iii) Finova Capital cannot comply with the requirements of
          section 1129(a)(1) of the Bankruptcy Code - equal
          treatment provision - without paying Utilization Fees.

(b) Under section 105(a) and 502(a) of the Bankruptcy Code and
    the Credit Agreement, Finova Capital is obligated to pay
    utilization fees, facility fees, and pre-petition costs,
    including attorneys' fees and expenses.

(c) Under the Plan, the Debtors must pay interest on all the
    sums requested here by the Administrative Agent. (Finova
    Bankruptcy News, Issue No. 15; Bankruptcy Creditors'
    Service, Inc., 609/392-0900)   


GALAXY TELECOM: Expects To File Prepackaged Plan By October 31
--------------------------------------------------------------
Galaxy Telecom, L.P. announced that it has entered into
agreements with its bank lenders and the holders of in excess of
two-thirds in principal amount of its 12 3/8% Senior
Subordinated Notes Due 2005 on a prepackaged bankruptcy plan
that will restructure Galaxy's existing debt and equity.

All creditors of Galaxy as of the close of business on Sept. 14,
2001, will receive a disclosure statement detailing the
restructuring plan that will be submitted as a prepackaged plan
of reorganization under Chapter 11 of the United States
Bankruptcy Code. The disclosure statement was mailed to all
creditors on Sept. 17, 2001, and the voting deadline to accept
or reject the prepackaged plan will be 5:00 P.M., Central time,
on Oct. 15, 2001. The prepackaged plan, if approved by the
requisite number of creditors in each class impaired in the
plan, will be submitted to the Bankruptcy Court for the Eastern
District of Missouri on or before Oct. 31, 2001.

Under the Company's plan, the rights of the unsecured trade
creditors will "NOT" be impaired.

Galaxy Telecom owns, operates and develops cable television
systems, primarily in small communities in the Midwest and
Southeast United States. It serves approximately 109,000
subscribers in fifteen states, with concentrations of
subscribers in Mississippi, Nebraska, Kentucky and Illinois.


GENESEE CORP: Posts $21.6MM Q1 Net Loss Due to Impairment Charge
----------------------------------------------------------------
Genesee Corporation (Nasdaq: GENBB) announced results for the
first fiscal quarter ended July 28, 2001.

The Corporation is currently operating under a plan of
liquidation and dissolution that was approved by shareholders in
October 2000.  Pursuant to this plan, the Corporation sold its
brewing business and a substantial portion of its equipment
leasing business in December 2000.  

As a result of these transactions, the Corporation's brewing and
equipment leasing businesses are reported as discontinued
operations.

Results for the Corporation's continuing operations reflect only
its Foods Division and corporate segment.  The Corporation
continues to operate the Foods Division as it works with J.H.
Chapman Group to evaluate strategic alternatives for the
divestiture of the Foods Division.

In accordance with Statement of Financial Accounting Standards
(SFAS) No. 121, Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed Of, the
Corporation recorded a $21.8 million impairment charge related
to the Foods Division in the first quarter of fiscal 2002.

Management has evaluated projected future cash flows from its
Foods Division during the remainder of the Corporation's
liquidation and dissolution phase and determined that an
impairment has occurred under SFAS No. 121.  This impairment
charge is included as a part of the fiscal 2002 first quarter
operating loss on the consolidated statement of earnings and
comprehensive loss with an equivalent reduction in goodwill on
the Corporation's July 28, 2001 consolidated balance sheet.

As a result of the Foods Division impairment charge, the
Corporation recorded a net loss from continuing operations of
$21.6 million, in the first quarter ended July 28, 2001,
compared to a net loss from continuing operations of $529,000,  
in the first quarter last year.  In the first quarter ended July
28, 2001, the Corporation recorded net earnings from
discontinued operations of $508,000, compared to net earnings
from discontinued operations of $520,000 in the first quarter
last year.

Net revenues for the Corporation's Foods Division were $11.0
million in the first quarter, compared to $11.1 million in the
prior year period. Excluding the impairment charge mentioned
above, the Foods Division recorded a $1.3 million improvement in
operating performance.  

This improvement is primarily due to a pre-tax charge of
$900,000 that was recorded in the first quarter of fiscal 2001
to cover potential costs associated with a product quality
problem, as well as the reversal of $200,000 of this charge in
the first quarter of fiscal 2002 reflecting the success of
efforts to reduce the financial impact of this quality problem.  

The aggressive profit improvement and cost reduction initiatives
that were implemented by the Foods Division in the second half
of fiscal 2001 also contributed to the improvement in operating
performance in the first quarter of fiscal 2002.  

However, as a result of the $21.8 million impairment charge, the
Foods Division recorded an operating loss in the first quarter
of fiscal 2002 of $21.4 million, compared to an operating loss
of $895,000 in the prior year period.


GOLDEN BOOKS: Seeks Extension of Removal Period to Nov. 30
----------------------------------------------------------
Golden Books Family Entertainment, Inc., asks the U.S.
Bankruptcy Court for the District of Delaware for an
extension of the  period within which it may file notices of
removal with respect to pending prepetition civil actions to
November 30, 2001.

Golden Books is presently a party to actions pending before
various courts, which the Company have not had a full
opportunity to investigate their involvement in.  

Golden's Management is also focused on consummating the sale
of substantially all of the Debtors' assets as well as
administering the bankruptcy proceedings and have not had
sufficient time to review all the actions.


HEILIG-MEYERS: Selling $4.6MM Receivables to Sherman Originator
---------------------------------------------------------------
Heilig-Meyers Company, one of the United States' top
furniture retailers, seeks the Bankruptcy Court's approval in
the sale of all its remaining receivables for $4,600,000 to
Sherman Originator LLC.  

The sale of receivables is subject to higher and better offers
from other buyers.  In case HMC decides to terminate the
agreement due to higher and better offers, the agreement
stipulates that Sherman shall be compensated a break-up fee of
$138,000.

Initial bids for the assets must be an increase in the purchase
price plus the break-up fee plus $100,000, with subsequent bids
in increments of $50,000 over the previous bid.  


HISPANIC EXPRESS: Adversely Affected By Airline System Shutdown
---------------------------------------------------------------
Gary Cypres, chairman of the board of Hispanic Express Inc.
(OTCBB:HXPR), reported that "its travel business, which amounts
for the majority of the company's operations, has been adversely
affected by the shutdown and curtailment of the nation's airline
system."

Cypres further added that "at this time, we are looking at a
difficult and uncertain economic climate for our travel business
for the foreseeable future."

Hispanic Express Inc. is a specialized consumer finance and
multi-unit travel service company that primarily serves the
travel needs of the Hispanic population in California.

                          *  *  *

The Company has financed its operations primarily through cash
flow generated from operations and borrowings under our notes
payable.

Net cash provided from operations totaled $7.0 million and $7.7
million for the six months ended June 30, 2001 and 2000,
respectively. In 2001 and 2000, the source of cash primarily
consisted of net operating income after non-cash items. Non-cash
items include depreciation and amortization, gain on sale of
property, provision for credit losses and deferred income taxes.

Other items affecting cash flows from operating activities
include cash flows from increases (decreases) in prepaid
expenses and other assets, income tax receivable, accrued
expenses and other current liabilities, and other intangibles.

Net cash provided by investing activities totaled  $18.1 million
and $1.6 million for the six months ended June 30, 2001 and
2000, respectively. Net cash provided by investing activities
consisted of installment contracts and other contract
receivables collected and proceeds from the sale of property,
offset by capital expenditures.

Net cash used in financing activities totaled $19.5 million and
$10.0 million in the six months ended June 30, 2001 and 2000,
respectively. Net cash used in financing activities consisted of
repayment of notes payable totaling $19.5 million and $11.9
million for the six months ended June 30, 2001 and
2000, respectively, and capital contributions from Central
Financial in the amount of $2.0 million in 2000.

The Company requires substantial capital to finance its
business. Consequently, its current level of operations are
affected by the availability of financing and the terms thereof.
Currently, the Company funds operations and receivable financing
activities with borrowings made by Central Consumer, its wholly
owned subsidiary, under the Line of Credit which expires August
11, 2003. Central Consumer and all of its significant
subsidiaries are guarantors under the Line of Credit.


ICG COMMS: Court Approves Debtors' Assumption of Qwest Pacts
------------------------------------------------------------
Judge Walsh approved the settlement agreement between ICG
Communications, Inc., et al., and Qwest Communications
Corporation, and authorized the modification of the stay to
permit setoff, and the Debtors' assumption of executory
contracts with Qwest.  

Specifically, the Debtors are party with Qwest to a number of
contracts and equipment leases which include:

       (a) two Switched Access Service Agreements dated August
           29, 1995, and September 20, 1995, under which ICG
           Telecom Group, Inc., provides switched access
           services to Qwest in various metropolitan areas;

       (b) a Fiber Optic Lease Agreement dated June 20, 1996,
           under which both Telecom and Qwest lease fiber optic
           systems between Akron and Cleveland, Ohio;

       (c) three IRU Agreements dated June 20, 1997, June 25,
           1999, and January 5, 2000, between ICG Equipment,
           Inc., and Qwest under which indefeasible rights to
           use certain optical fibers were granted;

       (d) a Capacity Lease Agreement dated June 25, 1999, under
           which Qwest leases a fiber optic services from
           Telecom;

       (e) an Equipment Purchase Agreement dated June 29, 1999,
           under which Qwest sold various telecommunications
           hardware and software to Equipco;

       (f) an Arbitrated Interconnection Agreement of the State
           of Colorado dated October 27, 2000, under which in
           the State of Colorado:

             (i) U.S. West Communications Inc., predecessor in
                 interest to Qwest, provides telecommunications
                 services for resale to Telecom; and

             (ii) both Qwest and Telecom provide interconnection
                  and reciprocal compensation for the exchange
                  of certain telecommunications services;

       (g) two Remote Access Services Agreements dated June 29,
           1999, and June 29, 2000, under which Telecom and
           certain of its subsidiaries provide Primary Rate
           Interface services to Qwest; and

       (h) a Master Agreement for Dialtone Services between
           Interprises America, Inc., an affiliate of Qwest, and
           Telecom, dated April 1, 1998, under which Telecom
           provides additional PRI services to Qwest. (ICG
           Communications Bankruptcy News, Issue No. 9;
           Bankruptcy Creditors' Service, Inc., 609/392-0900)  


INTEGRATED PACKAGING: Revenues Drop 55% Due To Industry Slump
-------------------------------------------------------------
As a result of a reduction in orders from Integrated Packaging
Assembly Corporation's  customers, the Company has had
significant excess production capacity since the first quarter
of 1997.

The underutilization of capacity and resultant underabsorption
of fixed costs  resulted in operating losses that have continued
through the second quarter of 2001. As a result of these
circumstances, the Company's independent accountants' opinion on
the Company's December 31, 2000 financial statements includes an
explanatory paragraph indicating that these matters raise
substantial doubt about the Company's ability to continue as a
going concern.

Revenues decreased 55.0% to $3.2 million for the three month
period ended July 1, 2001 from $7.0 million for the three month
period ended July 2, 2000.  Revenues decreased 51.9% to $6.8
million for the six month period ended July 1, 2001 from $14.1
million for the six month period ended July 2, 2000.

Revenues for the three month period ended July 1, 2001 for the
manufacturing segment were $1.9 million compared with $4.9
million for the comparable period in the prior fiscal year.  
Revenues for the six month period ended July 1, 2001 for the
manufacturing segment were $4.4 million compared with $10.3
million for the comparable period in the prior fiscal year.

The decrease in revenues for the manufacturing segment are
primarily due to decreased orders as a result of the general
slowdown in the semiconductor industry, partially offset by
higher average selling prices due to a change in product mix.

Revenues for the three month period ended July 1, 2001 for the
distribution segment were $1.2 million compared with $2.1
million for the comparable period in the prior fiscal year.
Revenues for the six month period ended July 1, 2001 for the
distribution segment were $2.4 million compared with $3.8
million for the comparable period in the prior fiscal year.

The decrease in revenues for the distribution segment is
primarily due to decreased orders as a result of the general
slowdown in the semiconductor industry.

Net losses for the three month periods ended July 1, 2001 and
July 2, 2000 were $(2,375) and $(2,014), respectively.  Net
losses for the six month periods ended as of the dates shown
above were $(4,614) and $(4,020), respectively.

           Liquidity and Capital Resources

As of July 1, the Company's total current assets stood at $20.3
million, as opposed to its total current liabilities of $40.986
million.

During the six month period ended July 1, 2001, the Company's
net cash provided by operations was $3.5 million.  Net cash
provided by operations was comprised  primarily  of a net loss
of $4.2 million, offset by $1.9 million of non-cash  charges  
for depreciation and amortization, and a net decrease in
working capital items of $5.8 million. The net decrease in
working capital items primarily reflected a $5.9 million
decrease in accounts receivable.  

At July 1, 2001, the Company had cash and cash equivalents of
$2.4 million and is operating under bank lines  obtained in July
and September  1999,  amended on February 15, 2001 and extended
to February 15, 2002.

In the six months ended July 1, 2001, investing activities  used
$122,000 for capital expenditures. The Company expects to spend
approximately $300,000 on capital  expenditures  during  the  
remainder  of 2001  for the  acquisition  of equipment.  Most of
the Company's  production  equipment has  historically  been
funded  either  through  capital  leases or term  loans  secured  
by  production equipment,  however,  future  expenditures  are  
expected  to be  funded  out of internal cash flow.

During the six months ended  July 1,  2001,  $4.3  million  was  
used in financing activities to reduce the line of credit
borrowing.

The Company believes that existing cash balances  together with
the renewal of existing bank lines will be sufficient to meet
its projected  working capital and other cash  requirements  at
least  through the fourth  quarter of 2001.  

On February 15, 2001, the Company entered into an amended line
of credit  agreement with two banks that  provides  for  
advances  up to the lesser of $15.0  million (committed
revolving credit line) or the advance rate against qualified
accounts receivable.  Over advances  under this  agreement are  
immediately payable to the lender. At July 1, 2001, borrowings
of $13.7 million exceeded the advance  rate  against  qualified  
accounts  receivable  by $1.1  million  (over advances). This
over advance was paid to the bank on July 19, 2001, resulting in
a $12.6 million outstanding balance.

The Company believes that its existing bank line of credit of
$15.0  million  which expires  February 15, 2002 will be further  
extended  because it is guaranteed  by the Company's  principal
stockholder,  OSE. There can be no assurances,  however, that
the bank line will be renewed or that lower than expected
revenues,  increased expenses,  increased costs associated with
the purchase or maintenance of capital equipment, or other
events will not cause the Company to seek more capital,  or
capital  sooner than currently  expected.  There can be no
assurance that such  additional  financing will available when
needed or, if available,  will be available on  satisfactory
terms.


LOEWEN GROUP: Court Approves Plan Solicitation Procedures
---------------------------------------------------------
The Court granted The Loewen Group, Inc.'s motion:

(A) approving the disclosure statement for the Third Amended
    Plan of Reorganization of Loewen Group International, Inc.,
    as amended by the modifications contained in the draft
    disclosure statement for the fourth amended plan, finding
    that it contains adequate information within the meaning of
    section 1125 of the Bankruptcy Code;

(B) approving the Procedures For Solicitation And Tabulation Of
    Votes To Accept Or Reject Proposed Joint Plan Of
    Reorganization including setting August 16, 2001 as the
    Record Date;

(C) approving the Ballots and setting a Voting Deadline at 5:00
    p.m., Eastern Time, November 6, 2001;

(D) scheduling a hearing on confirmation of proposed joint plan
    of reorganization and approval of Collateral Trust Agreement
    Settlement to commence on November 27, 2001 at 9:30 a.m.
    and, if necessary, continue through and including November
    29, 2001, subject to continuance without further notice
    other than the announcement in open Court (the Confirmation
    Objection Deadline is November 6, 2001);

(E) approving Related Notice Procedures.

(F) directing that the Confirmation Hearing Notice shall give
    notice of the Court's omnibus hearing to hear all Rule 3018
    Motions (the Omnibus Rule 3018 Hearing) to be held on   
    October 30, 2001 at 1:30 p.m.

               Voting and Tabulation Agent

The retention of Logan & Company, Inc. as the Voting and
Tabulation Agent and the retention of Georgeson Shareholder
Communications, Inc. as the Solicitation Agent with respect to
the solicitation and tabulation of votes to accept or reject the
Plan are approved.

                         Ballots

The Ballots substantially in the forms proposed by the Debtors
are approved. Ballot No. 11 and Ballot No. 12 have been added to
accommodate for indemnified fee and expense Claims of the CTA
Trustee in Class 22 under the Plan, and the indemnified fee and
expense Claims of State Street Bank and Trust Company in Class
23 under the Plan, respectively. The appropriate Ballots shall
be distributed to holders of Claims in the following Classes
entitled to vote to accept or reject the Plan:

Ballot No. 1   for convenience Claims in Class 2 under the Plan.
Ballot No. 2   for convenience Claims in Class 3
Ballot No. 3   for unsecured nonpnority Claims in Divisions C
               through H of Class 11 (the "Subsidiary Debtor
               Unsecured Claims Ballot").
Ballot No. 4   for unsecured nonpriority Claims in Divisions A
               and B of Class 11 (the "TLGI and LGII Unsecured
               Claims Ballot").
Ballot No. 5A  Individual Ballot to be returned directly to the
               Solicitation and Tabulation Agent for Class 5, 6
               or 7 Claims under or evidenced by Public Notes
               (the "Form A Public Notes Individual Ballot").

Ballot No. 5B  Individual Ballot to be returned to a Master
               Ballot Agent for Class 5, 6 or 7 Claims under or
               evidenced by Public Notes (the "Form B Public
               Notes Individual Ballot" and, collectively with
               the Form A Public Notes Individual Ballot, the
               "Public Notes Individual Ballots").

Ballot No. 6   Master Ballot for Class 5, 6 or 7 Claims under or
               evidenced by Public Notes (the "Public Notes
               Master Ballot").

Ballot No. 7   Ballot for Class 5 CTA Note Claims other than
               Public Notes ("CTA Bank and Private Note
               Ballot").

Ballot No. 8   Ballot for O'Keefe Note Claims in Class 8 under
               the Plan (the "O'Keefe Note Claims Ballot").

Ballot No. 9A  Individual Ballot to be returned directly to the
               Solicitation and Tabulation Agent for Loewen
               Group Capital, L.P. MIPS Partnership Interests
               (the "MIPS Partnership Interests") in Class 19
               under the Plan (the "Form A MIPS Partnership
               Interests Individual Ballot").

Ballot No. 9B  Individual Ballot to be returned to a Master
               Ballot Agent (as such term is defined below) for
               the MIPS Partnership Interests in Class 19 under
               the Plan (the "Form B MIPS Partnership Interests
               Individual Ballot" and, collectively with the
               Form A MIPS Partnership Interests Individual
               Ballot, the "MIPS Partnership Interests
               Individual Ballots").

Ballot No. 10  Master Ballot for the MIPS Partnership Interests
               in Class 19 Under the Plan (the "MIPS Partnership
               Interests Master Ballot").

Ballot No. 11  Ballot for indemnified fee and expense Claims of
               the CTA Trustee in Class 22 under the Plan.

Ballot No. 12  Ballot for indemnified fee and expense Claims of
               State Street Bank and Trust Company in Class 23
               under the Plan.

                      Voting Deadline

The Voting Deadline is 5:00 p.m., Eastern Time, on November 6,
2001 by which all Ballots, except with respect to Form B
Individual Ballots as described below, must be properly
executed, completed and delivered to the Voting and Tabulation
Agent either (a) by mail in the return envelope (or similar
envelope) provided with each Ballot, (b) by overnight courier or
(c) by personal delivery, to be counted as votes to accept or
reject the Plan.

To accommodate the additional tabulation activities that must be
performed by Master Ballot Agents, Master Ballots may be
submitted to the Voting and Tabulation Agent, if necessary, by
facsimile so that they are received by the Voting and Tabulation
Agent by the Voting Deadline.

                     Tabulation Rules

Solely for purposes of voting to accept or reject the Plan --
and not for the purpose of the allowance of, or distribution on
account of, a Claim and without prejudice to the rights of the
Debtors in any other context -- each Claim within a Class of
Claims entitled to vote to accept or reject the Plan shall be
temporarily allowed or disallowed in accordance with the
following Tabulation Rules:

       (a) unless otherwise provided in the Tabulation Rules
described below, a Claim will be deemed temporarily allowed for
voting purposes in an amount equal to: (i) the noncontingent,
liquidated and undisputed amount of such Claim as set forth in
the Schedules; or (ii) if a proof of Claim has been timely filed
in respect of such Claim, the noncontingent, liquidated and
undisputed amount set forth in such proof of Claim;

       (b) if a Claim is deemed allowed in accordance with the
Plan, such Claim will be temporarily allowed for voting purposes
in the deemed allowed amount set forth in the Plan;

       (c) if a Claim for which a proof of Claim has been timely
filed and has not been disallowed is marked or otherwise
referenced on its face by the creditor as contingent,
unliquidated or disputed, either in whole or in part, only the
noncontingent, liquidated and undisputed portion, if any, of
such Claim shall be deemed temporarily allowed for voting
purposes, and the remaining portion of such Claim shall be
disallowed for voting purposes;

       (d) if a Claim has been estimated or otherwise allowed
for voting purposes by order of the Court, such Claim will be
temporarily allowed for voting purposes in the amount so
estimated or allowed by the Court;

       (e) with respect to a Claim as to which (i) the Claim is
(x) listed in the Schedules as contingent, unliquidated or
disputed or (y) not listed in the Schedules and (ii) a proof of
Claim was not timely filed, such Claim will be disallowed for
voting purposes;

       (f) if the Debtors have filed and served an objection to
a Claim on or before the date of service of the Confirmation
Hearing Notice, such Claim will be temporarily allowed or
disallowed for voting purposes in accordance with the relief
sought in the objection;

       (g) if a Claim has been submitted for resolution pursuant
to the alternative dispute resolution procedures (the ADR
Procedures) approved by the Court and the Claim has not been
resolved pursuant to the ADR Procedures or otherwise, such Claim
will be disallowed for voting purposes;

       (h) if a Claim holder identifies a Claim amount on its
Ballot that is less than the amount otherwise calculated in
accordance with the Tabulation Rules, the Claim will be
temporarily allowed for voting purposes in the lesser amount
identified on such Ballot;

       (i) with respect to CTA Note Claims asserted by holders
of Public Notes (collectively, the "Public Noteholders"), the
amounts of such Claims for voting purposes will be the lesser of
(1) the amounts provided to the Debtors by the applicable
Indenture Trustee on the Record Holder Register or the Master
Ballot Agent Register, as applicable, or (2) the amounts
identified by an Individual Record Holder on a Form A Individual
Ballot or by a Master Ballot Agent on a Master Ballot, in each
case calculated in accordance with the procedures set forth
below;

       (j) with respect to CTA Note Claims asserted under the
BMO Revolving Credit Facility and the MEIP Credit Facility, the
amounts of such Claims for voting purposes will be the lesser of
(1) the amounts provided to the Debtors by the applicable agent
bank or (2) the amounts identified by an Individual Bank
Claimant on an individual Ballot; and

       (k) with respect to MIPS Partnership Interests, the
amounts of such Interests for voting purposes will be the lesser
of (1) the amounts provided to the Debtors by The Depository
Trust Company (DTC) on the Record Holder Register or the Master
Ballot Agent Register, as applicable, or (2) the amounts
identified by an Individual Record Holder on a Form A Individual
Ballot or by a Master Ballot Agent on a Master Ballot, in each
case calculated in accordance with the procedures set forth
below.

If any claimant or interest holder seeks to challenge the
allowance or disallowance of its Claim or interest for voting
purposes in accordance with the Tabulation Rules, such a
claimant or interest holder must file a motion, pursuant to
Bankruptcy Rule 3018(a), for an order temporarily allowing such
Claim or interest in a different amount or classification for
purposes of voting to accept or reject the Plan and serve such
motion on the Debtors so that it is received by September 29,
2001.

The Confirmation Hearing Notice shall give notice of the Court's
omnibus hearing to hear all Rule 3018 Motions (the "Omnibus Rule
3018 Hearing"), which shall be held on October 30, 2001 at 1:30
p.m. A Claim or Interest will be temporarily allowed for voting
purposes in the amount proposed in the Rule 3018 Motion, unless
the parties otherwise agree or the Debtors or other parties in
interest object to the Rule 3018 Motion at least five days prior
to the Omnibus Rule 3018 Hearing. A creditor or interest holder
that files a Rule 3018 Motion may submit testimony as to its
Claim or interest by affidavit.

In tabulating the Ballots, the following additional procedures
as described in the motion (entry [00602]) shall be utilized:

       (a) any Ballot that is properly completed, executed and
timely returned to the Voting and Tabulation Agent but does not
indicate an acceptance or rejection of the Plan shall be deemed
a vote to accept the Plan;

       (b) if no votes to accept or reject the Plan are received
with respect to a particular Class or Division of Class 11, as
applicable, of a particular Debtor, such Class or Division of
such Debtor shall be deemed to have voted to accept the Plan;

       (c) if a creditor or interest holder casts more than one
Ballot voting the same Claim or Interest before the Voting
Deadline, the latest dated Ballot received before the Voting
Deadline shall be deemed to reflect the voter's intent and thus
to supersede any prior Ballots; likewise, if a Beneficial Owner
submits more than one Form B Individual Ballot to a Master
Ballot Agent, (a) the latest dated Form B Individual Ballot
received before the submission deadline imposed by the Master
Ballot Agent shall be deemed to supersede any prior Form B
Individual Ballots submitted by the Beneficial Owner, and (b)
the Master Ballot Agent shall complete the Master Ballot
accordingly;

       (d) creditors and interest holders must vote all of their
Claims or Interests within a particular Class or Division of
Class 11, as applicable, with respect to a particular Debtor
under the Plan either to accept or rejcct the Plan and may not
split their votes within a particular Class or Division of Class
11.

In addition, for purposes of determining whether the numerosity
and Claim or Interest amount requirements of sections 1126(c)
and 1126(d) of the Bankruptcy Code have been satisfied, the
Debtors will tabulate only those Ballots cast by the Voting
Deadline.

If a holder of a Class 11 Claim elects to be treated in Class 2
or Class 3, the Ballot submitted with respect to such Claim
shall be treated as a Class 2 or Class 3 Ballot, as the case may
be, for voting purposes under the Plan.

The applicable Ballots shall be the mechanism for creditors to
make the Plan Elections, such that (a) holders of Unsecured
Claims against Subsidiary Debtors shall be required to make the
Subsidiary Convenience Class Election on the Subsidiary
Unsecured Claims Ballot and (b) holders of Unsecured Claims
against TLGI or LGII shall be required to make the TLGI and LGII
Convenience Class Election on the TLGI and LGII Unsecured Claims
Ballot, in both cases in accordance with the terms of the Plan
and the instructions provided with such Ballots. The Plan
Elections made on these Ballots shall be deemed irrevocable and
legally binding obligations of the electing creditors upon (i)
the execution of the Ballots and (ii) Confirmation of the Plan.

                      Record Date

Pursuant to Bankruptcy Rule 3017(d), August 16, 2001 shall be
the Record Date for purposes of determining which creditors and
interest holders are entitled to receive Solicitation Packages
and, where applicable, vote on the Plan.

            Confirmation Hearing Date and Notice

A hearing to consider Confirmation of the Plan and the fairness
and reasonableness of the settlement of the CTA dispute and
related matters (including the release of claims) embodied in
the Plan will commence on November 27, 2001 at 9:30 a.m. and, if
necessary, continue through and including November 29, 2001. The
Confirmation Hearing may be continued from time to time by the
Court without further notice other than the announcement of the
adjourned date(s) at the Confirmation Hearing or any continued
hearing.

Objections to Confirmation of the Plan, if any, must: (a) be in
writing; (b) state the name and address of the objecting party
and the nature of the Claim or Interest of such party; (c) state
with particularity the basis and nature of any objection to the
Confirmation of the Plan; and (d) be filed with the Court in
accordance with the Court's electronic filing procedures and
served on (i) the Debtors, (ii) counsel to the Debtors, (iii)
counsel to the Creditors' Committee and (iv) the United States
Trustee so that they are received no later than 4:00 p.m.,
Eastern Time, on November 6, 2001 (the Confirmation Objection
Deadline).

The Debtors' consolidated reply to such objections shall be
filed with the Court in accordance with the Court's electronic
filing procedures and served no later than November 20, 2001.

The Confirmation Hearing Notice as proposed by the Debtors is
approved.

           Distribution of Solicitation Materials

The Solicitation Packages shall be mailed no later than
September 14, 2001.

To facilitate the transmittal of Solicitation Packages to the
Individual Bank Claimants, Bank of Montreal and Wachovia Bank,
N.A., in their respective capacities as agent banks under the
BMO Revolving Credit Facility and the MEW Credit Facility, shall
provide the following documents to the Debtors within three
business days after the date of this Order: (a) a list in
appropriate electronic or other format agreed to by the Debtors
containing the names, addresses and holdings of the respective
Individual Bank Claimants under the applicable facility as of
the Record Date; and (b) accompanying mailing labels.

      Bank Claims, Public Notes, MIPS Partnership Interests

The Special Solicitation Procedures for Individual Bank
Claimants, Public Noteholders and Holders of MIPS Partnership
Interests, substantially as described in the motion, are
approved, whereby:

(a) The Debtors will cause a Solicitation Package or Packages to
    be mailed by first class mail, postage prepaid, to

    (i)  each holder of record of Public Notes or MIPS
         Partnership Interests as of the Record Date that holds
         such notes or interests in their own name (rather than
         in street name as a Master Ballot Agent for Beneficial
         Owners) (collectively, the "Individual Record Holders")
         and

    (ii) each Master Ballot Agent for distribution to Beneficial
         Owners as of the Record Date.

(b) Pursuant to Bankruptcy Rules 1007(i) and 3017(e), the
    Indenture Trustees or, with respect to MIPS Partnership
    Interests, DTC, are directed to provide the following
    documents to the Debtors within three business days after
    the date of the Court's Order: (i) a list containing the
    names, addresses and holdings of the known Individual Record
    Holders as of the Record Date (the Record Holder Register),   
    if any; and (ii) a list containing the names and addresses
    of the Master Ballot Agents and, for each Master Ballot
    Agent, the aggregate holdings of the Beneficial Owners for
    whom such Master Ballot Agent provides services (the Master
    Ballot Agent Register), as prepared by DTC or Canadian
    Depository for Securities Limited, as the case may be.

(c) The Debtors (or the Debtors' agent) shall send each
    individual Record Holder a Solicitation Package containing a
    Form A Individual Ballot. The Form A Individual Ballot must
    be completed and returned to the Voting and Tabulation Agent
    so that it is received prior to the Voting Deadline as
    described above.

(d) Upon receipt of the Master Ballot Agent Register, the Voting
    and Tabulation Agent shall (i) contact each Master Ballot
    Agent to determine the number of Solicitation Packages
    needed by the Master Ballot Agent for distribution to the
    applicable Beneficial Owners for whom the Master Ballot
    Agent performs services and (ii) deliver to each Master
    Ballot Agent a Master Ballot and the requisite number of
    Solicitation Packages with Form B Individual Ballots.

(e) The Master Ballot Agents are directed to distribute the
    Solicitation Packages they receive, within 10 days of
    receipt, to the Beneficial Owners for whom they provide
    services. To obtain the votes of the Beneficial Owners, the
    Master Ballot Agents are directed to include as part of each
    Solicitation Package sent to a Beneficial Owner a Form B
    Individual Ballot and a return envelope provided by and
    addressed to the Master Ballot Agent. The Beneficial Owners
    shall be directed to return the Form B Individual Ballots to
    the Master Ballot Agent in the return envelope (or similar
    envelope) no later than the date that is five days prior to
    the Voting Deadline in order to ensure that their votes will
    be counted. Upon receipt of the completed Form B Individual
    Ballots from the Beneficial Owners, the Master Ballot Agent
    shall summarize the votes of its respective Beneficial
    Owners on a Master Ballot in accordance with the procedures
    described below and the instructions attached to the Master
    Ballot. The Master Ballot Agent must return the Master
    Ballot to the Voting and Tabulation Agent so that it is
    received prior to the Voting Deadline in accordance with the
    Court's Procedures Order.

(f) The Debtors shall serve a copy of the Court's Order on: (i)
    the Indenture Trustees; (ii) each known entity that is
    serving as a Master Ballot Agent; (iii) ADP Proxy Services;
    (iv) DTC, which is the securities depository for the MIPS
    Partnership Interests; (v) Canadian Depository for
    Securities Limited; and (vi) IICC Investor Communications.
    Upon written request, the Debtors shall reimburse such
    entities (or their agents or intermediaries) in accordance
    with customary procedures for their reasonable, actual and
    necessary out-of-pocket expenses incurred in performing the
    tasks. No other fees, commissions or other remuneration
    shall be payable to any Master Ballot Agent (or their agents
    or intermediaries) in connection with the distribution of
    Solicitation Packages to Beneficial Owners or the completion
    of Master Ballots.

(g) With respect to the tabulation of Ballots cast by Individual
    Record Holders and Beneficial Owners of Public Notes and
    MIPS Partnership Interests:

    (1) All Master Ballot Agents shall retain the Form B
        Individual Ballots cast by their respective Beneficial
        Owners for inspection for a period of one year following
        the Voting Deadline.

    (2) The Voting and Tabulation Agent shall compare (x) the
        votes cast by Individual Record Holders and Beneficial
        Owners to (y) the Record Holder Register and Master
        Ballot Agent Register, respectively. Votes submitted by
        an Individual Record Holder on a Form A Individual
        Ballot shall not be counted in excess of the record
        position in the Public Notes or MIPS Partnership
        Interests for that particular Individual Record Holder,
        as identified on the Record Holder Register. Votes
        submitted by a Master Ballot Agent on a Master Ballot
        shall not be counted in excess of the aggregate position
        in the Public Notes or MIPS Partnership Interests of the
        Beneficial Owners for whom the Master Ballot Agent
        provides services, as identified in the Master Ballot
        Agent Register. The submission of a Form A Individual
        Ballot or a Master Ballot reflecting an aggregate amount
        of voting Claims or Interests that exceed the record
        position as identified on the Record Holder Register or
        the aggregate position identified on the Master Ballot
        Agent Register, respectively, is referred to herein as
        an "overvote."

    (3) To the extent that a Form A Individual Ballot submitted
        by an Individual Record Holder contains an overvote or
        otherwise conflicts with the Record Holder Register, the
        Voting and Tabulation Agent shall tabulate the
        Individual Record Holder's vote to accept or reject the
        Plan based upon the information contained in the Record
        Holder Register.

    (4) To the extent that a Master Ballot contains an overvote
        or votes that otherwise conflict with the Master Ballot
        Agent Register, the Voting and Tabulation Agent shall
        attempt to resolve the overvote or conflicting vote
        prior to the Voting Deadline.

    (5) To the extent that an overvote or a conflicting vote on
        a Master Ballot is not reconciled prior to the Voting
        Deadline, the Voting and Tabulation Agent (i) shall
        calculate the respective percentages of the total stated
        amount of the Master Ballot voted by each respective
        Beneficial Owner, (ii) shall multiply the percentages
        for each Beneficial Owner by the amount of aggregate
        holdings for the applicable Master Ballot Agent
        identified on the Master Ballot Agent Register and (iii)
        shall tabulate votes to accept or reject the Plan based
        on the result of this calculation.

    (6) A single Master Ballot Agent may complete and deliver to
        the Voting and Tabulation Agent multiple Master Ballots
        summarizing the votes of Beneficial Owners. Votes
        reflected on multiple Master Ballots shall be counted,
        except to the extent that they are duplicative of other
        Master Ballots. If two or more Master Ballots are
        inconsistent, the latest dated Master Ballot received
        prior to the Voting Deadline shall, to the extent of
        such inconsistency, supersede and revoke any prior
        Master Ballot.

    (7) The tabulation of votes by Individual Record Holders and
        Beneficial Owners shall be subject to the additional
        provisions described above.

           Deadline for Reserve Determination Motions

The respective deadlines for the CTA Trustee and State Street to
File motions ("Reserve Determination Motions") for determination
of, respectively, the CTA Trustee Reserve Amount and the Series
Reserve Amounts under the Plan shall be October 5, 2001 and
October 1, 2001.

Any objections by the Debtors or other parties in interest to a
Reserve Determination Motion shall be filed in accordance with
the Court's electronic filing procedures and served no later
than November 6, 2001. Any replies to such objections shall be
flied in accordance with the Court's electronic filing
procedures and served no later than November 20, 2001.

The Court will hear timely filed Reserve Determination Motions
in connection with the Confirmation Hearing.

Deadline for Documentation of Indenture Trustee Fees & Expenses

On or before September 28, 2001, each Indenture Trustee shall
submit to counsel to each of the Principal CTA Creditors, LGII,
each other Indenture Trustee and the Creditors' Committee,
appropriate documentation in support of its Claim for fees and
expenses (the Indenture Trustee Fees and Expenses) incurred or
estimated to be incurred by it for services rendered under the
respective Prepetition Indenture prior to the Effective Date
(including such services rendered in connection with these
chapter 11 cases and Adversary Proceeding No. 00-01181),
including such Claims secured by the Indenture Trustee's
charging lien.

The amount of the Indenture Trustee Fees and Expenses shall be
reported to the Court at the Confirmation Hearing. Objections to
Claims for indenture Fees and Expenses shall be filed in
accordance with the Court's electronic filing procedures and
served; (a) no later than October 26, 2001; and (b) only by
LGII, an Indenture Trustee, the Creditors' Committee or a
Principal CTA Creditor.

Also on or before September 28, 2001, appropriate documentation
shall be submitted to counsel to LGII, each Indenture Trustee,
the Creditors' Committee and the Principal CTA Creditors by: (a)
each of the Principal CTA Creditors, if such entity votes all of
its Claims to accept the Plan, in support of its Claims for
reasonable fees and expenses incurred or estimated to be
incurred prior to the Effective Date in connection with these
chapter 11 cases (including in connection with Adversary
Proceeding No. 00-01181); (b) Teachers Insurance and Annuity
Association, if such entity votes all of its Claims to accept
the Plan, in support of its Claim for reasonable fees and
expenses incurred or estimated to be incurred prior to the
Plan's Effective Date in connection with these chapter 11 cases
(including in connection with Adversary Proceeding No. 00-
01181), in an amount not to exceed $100,000; and (c) counsel to
and the accountants for the Creditors' Committee in support of
their Claims for services rendered prior to the formation of the
Creditors' Committee, in amounts not to exceed $60,000 and
$30,000, respectively (collectively, the "Creditor Fees and
Expenses").

The amount of the Creditor Fees and Expenses shall be reported
to the Court at the Confirmation Hearing. Objections to Claims
for Creditor Fees and Expenses shall be flied in accordance with
the Court's electronic filing procedures and served: (i) no
later than October 26, 2001; and (ii) only by LGII, an Indenture
Trustee, the Creditors' Committee or a Principal CTA Creditor.
(Loewen Bankruptcy News, Issue No. 46; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


LOEWEN GROUP: Plan Confirmation Hearing Slated for Nov. 27
----------------------------------------------------------
               UNITED STATES BANKRUPTCY COURT
                     DISTRICT OF DELAWARE

-----------------------------------         
LOEWEN GROUP INTERNATIONAL, INC.,  )     Jointly Administered
A Delaware corporation, et al.,    )     Case No. 9901244 (PJW)
                        Debtors    )     Chapter 11
-----------------------------------

   NOTICE OF (A) DEADLINE FOR CASTING VOTES TO ACCEPT OR REJECT  
PROPOSED JOINT PLAN OF REORGANIZATION, (B)  HEARING TO CONSIDER
    CONFIRMATION OF PROPOSED JOINT PLAN OF REORGANIZATION AND
    APPROVAL OF COLLATERAL TRUST AGREEMENT SETTLEMENT AND (C)  
                         RELATED MATTERS
     ---------------------------------------------------------
     PLEASE TAKE NOTICE THAT, on September 10, 2001, the above-
captioned debtors and debtors in possession (collectively, the
"Debtors") filed the Fourth Amended Joint Plan of Reorganization
of Loewen Group international, Inc., Its Parent Corporation and
Certain of Their Debtor Subsidiaries (as such may be amended,
the "Plan") and a related Disclosure Statement (as such may be
amended, the "Disclosure Statement") under section 1125 of the
Bankruptcy Code, 11 U.S.C. ss1125.  Capitalized terms not
otherwise defined herein have the meanings given to them in the
Plan.

     PLEASE TAKE FURTHER NOTICE THAT, pursuant to an order of the
Bankruptcy Court dated September 4, 2001 (the "Disclosure
Statement Order"), the Disclosure Statement and certain related
materials (collectively, the "Solicitation Materials") have been
approved for solicitation of votes to accept or reject the Plan,
In accordance with the Disclosure exhibits thereto), have been
provided to parties in interest.

     PLEASE TAKE FURTHER NOTICE THAT a hearing to consider
confirmation of the Plan (the "Confirmation Hearing") and the
fairness and reasonableness of the settlement of the collateral
trust agreement ("CTA") dispute and related matters embodied in
the Plan will be held before the Honorable Peter  J. Walsh,
Chief United States Bankruptcy Judge, at the United States
Bankruptcy Court  for the District of Delaware, 824 Market
Street, Wilmington, Delaware 19801, commencing on November 27,
2001 at 9:30 a.m., Eastern Time and, if necessary, continuing
through and including November 29, 2001.

    PLEASE TAKE FURTHER NOTICE THAT,  pursuant to the Disclosure
Statement Order, the Bankruptcy court approved as of August 16,
2001 (the record date established  in the Disclosure Statement
Order) in a Class entitled to vote on Plan are entitled to
receive a ballot for casting a vote on the Plan (a  "Ballot").
Except with respect to Claims based on obligations owed under
the Debtors' Public Notes or Loewen Group Capital, L.P. MIPS
Partnership Interests (collectively "Nominee Held Claims and
Interests") that are held in record name by a broker, bank,
dealer or other agent or nominee (a "Master Ballot Agent"), for
votes to accept or reject the Plan to be counted, a claimant or
interest holder must complete all required information on the
applicable Ballot, execute the Ballot and return the completed
Ballot to the address indicated on the Ballot so t hat it is
received by 5:00 p.m., Eastern Time, on November  6, 2001.  
Beneficial owners of Nominee Held Claims and Interest must
complete, execute and return their ballots to their respective
Master Ballot Agents no later than November 1, 2001 in order to
ensure  that their votes will be counted.

     PLEASE TAKE FURTHER NOTICE THAT THE PLAN EMBODIES A
SETTLEMENT OF THE CTA DISPUTE IN RESPECT OF THE TREATMENT OF THE
CTA NOTE CLAIMS AND CERTAIN RELATED MATTERS. ONE OF THE
CONDITIONS TO CONFIRMATION OF THE PLAN IS THAT THE BANKRUPTCY
COURT SHALL HAVE ENTERED AN ORDER (WHICH WILL BE PART OF THE
CONFIRMATION ORDER) APPROVING AND AUTHORIZING, PURSUANT TO
BANKRUPTCY RULE 9019, THE SETTLEMENT OF THE CTA DISPUTE AND
OTHER ISSUES RELATING TO THE CTA PROCEEDING NO. 00-01181 PENDING
BEFORE THE BANKRUPTCY COURT (THE "CTA PROCEEDING") AND FOR
RELEASES OF CLAIMS BY CTA NOTEHOLDERS AND OTHERS AGAINST CERTAIN
THIRD PARTIES, WHETHER OR  NOT THEY VOTE, THE DEBTORS WILL
REQUEST THAT THE BANKRUPTCY COURT, IN CONNECTION WITH ITS
CONSIDERATION OF THE PLAN, RULE THAT THE SETTLEMENT OF THE CTA
DISPUTE EMBODIED IN THE PLAN IS FAIR AND REASONABLE, IN THE BEST
INTERESTS OF THE DEBTORS' ESTATES AND IN COMPLIANCE WITH THE
RELEVANT STANDARDS FOR APPROVAL OF SETTLEMENTS UNDER BANKRUPTCY
RULE 9019.

    PLEASE TAKE FURTHER NOTICE THAT the Plan provides Bankers Trust
Company ("BT") and State Street Bank and Trust Company ("State
Street") the right to file, no later than October 5, 2001 and
October 1, 2001, respectively, motions ("Reserve Determination
Motions") for the Bankruptcy Court to determine reserve amounts,
if any, in respect of the indemnified fee and expense Claims in
Classes 22 and 23, respectively, under the Plan.

     PLEASE TAKE FURTHER NOTICE THAT objections, if any, to
Confirmation of the Plan and that Reserve Determination Motions
must: (a) be in writing and filed in accordance with the
electronic filing procedures established by the Bankruptcy
court; (b) state the name and address of the objecting party and
the nature of the Claim or Interest of such party; (c) state
with particularity the basis and nature of any objection; and
(d) be filed with the Bankruptcy Court and served so that they
are received no later than 4:00 p.m., Eastern Time, on November
6, 2001 by: (I) the Debtors, the Loewen Group Inc., 2225
Sheppard Avenue East, Atria North III, 11 th Floor, Toronto,
Ontario, Canada M2J 5C2 (Attn:  Bradley D. Stam, Esq.); (ii)
counsel to the Debtors identified below; (iii) counsel to the
Creditors' Committee, (A) Bingham Dana LLP, One State Street,
Hartford, Connecticut 06103 (Attn:  Evan D. Flaschen, Esq. And
Patrick J. Trostle, Esq.) and (B) Young, Conaway, Stargatt &
Taylor LLP, Rodney Square North, 11 th Floor, P.O. Box 391,
Wilmington, Delaware 19899-0391 (Attn:  Maureen D. Luke, Esq.);
and (iv) the Office of the United States Trustee, 950 Curtis
Center West, 601 Walnut Street Philadelphia, Pennsylvania 19106
(Attn:  Joseph  J. McMahon, Esq.); and (v) in the instance of
the Reserve Determination Motions, counsel to BT and State
Street.

    PLEASE TAKE FURTHER NOTICE THAT copies of the Disclosure
Statement and the Plan )with all exhibits filed with the
Bankruptcy Court) are available for review from 9:00 a.m. until
5:00 p.m., Eastern Time, at the Document Reviewing Centers
located at: (a) at the office of Jones, Day, Reavis & Pogue at
North Point, 901 Lakeside Avenue, Cleveland, Ohio 44114; (b) the
office of Jones, Day,  Reavis & Pogue at 599 Lexington Avenue,
32 nd Floor, New York, New York 10022; and (c) the office of
Meighen Demers LLP at Suite 1100, Merrill Lynch Canada Tower,
200 King Street West, Toronto, Canada M5H 3T4.  In addition,
copies of the Disclosure Statement and the Plan (with all
exhibits filed with the Bankruptcy Court) are available through
he following copy services: (a) IKON Office Solutions, Inc., 901
North Market Street, Suite 310 Wilmington, Delaware 19801
(telephone number 302-777-4500; fax number 302-777-5155); and
(b) Lason Systems, Inc., 920 North King Street, Suite 505,
Wilmington, Delaware 109801 (telephone number 302-426-1500; fax
number 302-426-1503).  Furthermore, copies of the Plan and the
exhibits thereto, the Disclosure Statement and the exhibits
thereto, the CTA and pleadings filed in the CTA Proceeding may
be accessed at no cost on the internet at
http://www.loewenreorgplan.com.

     PLEASE TAKE FURTHER NOTICE THAT, if you have questions regarding
the Disclosure Statement, the Plan or the Ballots (if any) that
you receive to vote on the Plan, please call the Debtors'
solicitation agent, Georgeson Shareholder Communications, Inc.,
at (888) 421-5883.

     PLEASE TAKE FURTHER NOTICE THAT the Confirmation Hearing may be
continued from time to time without further notice other than
the announcement of the adjourned date(s) at the Confirmation
Hearing or any continued hearing.

Dated:  September 17, 2001
        Wilmington, Delaware

MORRIS, NICHOLS, ARSHT & TUNNELL  
/s/ William H. Sudell, Jr.
William H. sudell, Jr. (No. 463)
Robert J. Dehney (no. 3578)
Eric D. Schwartz (No. 3134)
Michael G. Busenkell (No. 3933)
1201 North Market Street
Post Office Box 1347
Washington, Delaware 19899-1347

Richard M. Cieri (OH 0032464)
Charles M. Oellermann (OH 0055509)
JONES, DAY, REAVIS & POGUE
North  Point
901 Lakeside Avenue
Cleveland, Ohio 44114

Henry L. Gompf (TX 08116400)
Gregory M. Gordon (TX 08435300)
JONES, DAY, REAVIS & POGUE
2727 North Harwood Street
Dallas, Texas 75201-1515

Attorneys for Debtors and Debtors-In-Possession


MBC GREENHOUSE: Seeks Court Approval of Paper Inventory Sale
------------------------------------------------------------
MBC Greenhouse Co. files a motion for approval of the sale of
its printing paper inventory at the highest price offered to
satisfy all valid liens.

The Company previously purchased the paper inventory from
various manufacturers to produce catalogs for various
promotional and sales campaigns costing approximately
$1,250,000.  The Debtors' operations were subsequently
discontinued and as a consequence, longer has any use for the
paper inventory.  

The sale of the paper inventory will maximize recovery to the
estate and eliminate potential storage fees.


MARINER POST-ACUTE: Court Okays Set-Up of Solicitation Protocol
---------------------------------------------------------------
Judge Walrath granted MHG Bank Lenders' Motion to set
solicitation procedures.

Upon the motion of Plan Proponents PNC Bank, National
Association and First Union National Bank, as agents for the
Senior Bank Lenders to the MHG Debtors, Judge Walrath issued a
Procedures Order:

(1) approving the forms of ballots with instructions,

(2) establishing procedures for the solicitation of votes on the
    Plan including establishing a record date of August 16, 2001
    for voting on the Plan and form of notice summarizing the
    pertinent terms of the Procedures Order,

(3) establishing a voting deadline of 4:00 p.m., Pacific Time,
    September 28, 2001 and procedures for tabulating votes to
    accept or to reject the Plan including fixing a Confirmation
    Hearing at October 15, 2001 at 2:00 p.m. (New York Time),
    subject to continuance by announcement at open court,
    without further written notice.

                 Forms of Ballots Approved

Pursuant to Bankruptcy Rule 3018(c), the forms of Ballots, the
Master Ballot and balloting instructions, as presented to the
Court with the motion, are approved and will be distributed, in
accordance with the Motion, to the appropriate holders of Claims
entitled to vote on the Senior Bank Lenders' First Amended Joint
Plan of Reorganization Under Chapter 11 of the Bankruptcy Code.

                 Record Date Established

The Record Date for purposes of determining which holders of
Claims and Equity Interests are entitled (i) to receive the
Solicitation Materials and (ii) to vote on the Plan, is August
16, 2001.

       Transmission of Solicitation Materials Approved

Pursuant to Bankruptcy Rule 3017(d), on or before August 23,
2001, the Debtors shall transmit or cause to be transmitted by
mail, postage prepaid, copies of (i) the Court's Procedures
Order and the Procedures and Scheduling Notice, (ii) the
Disclosure Statement With Respect to the Senior Bank Lenders'
First Amended Joint Plan of Reorganization, and (iii) the
appropriate Ballot, Ballots and/or Master Ballot (if any), with
instructions (collectively, the Solicitation Materials) to each
of:

(a) the United States Trustee (excluding any Ballots);

(b) holders of Claims and Equity interests in non-voting
    classes, i.e. Class A - Priority Non-Tax Claims, Class G -
    MPAN Claims, Class H - Punitive Damage Claims, Class I -
    Securities Litigation Claims and Class J - Equity Interests
    (excluding any Ballots); and

(c) holders of Claims in Class B - Mortgage Claims, Class C -
    Other Secured Claims, Class D - Senior Bank Lenders Claims
    and Class F - United States Claims (the Voting Classes) (i)
    that are listed in the Debtors' Schedules, as amended as of
    the Record Date, (ii) that are not listed in the Schedules
    but as to which a proof of claim has been filed on or before
    the Record Date, and (iii) any other known holder of a Claim
    in one of the Voting Classes against the Debtors, if any,
    including any entity that has, as a transferee of a Claim,
    filed with the Court a notice of the transfer of such Claim
    under Bankruptcy Rule 3001(e) on or before the Record Date.

Solicitation Materials will be sent to financial institutions
that are the record holders of Class E-2 Non-MPAN Subordinated
Note Claims for

   (i) delivery of copies of the Solicitation Materials to the  
       beneficial holders of the Subordinated Note Claims,

  (ii) collection of the executed Ballots from the holders of
       the Class E-2 Non-MPAN Subordinated Note Claims,

(iii) preparing the Master Ballot in accordance with the voting
       instructions provided with the Master Ballot and

  (iv) delivering the Master Ballot to the Voting Agent by the
       Voting Deadline.

                  Non-Voting Notice Approved

The Notification of Non-Voting Status as presented to the Court
is approved. The Debtors shall mail or cause to be mailed on or
before August 23, 2001 such Notification to holders of Claims or
Equity Interests in the Non-Voting Classes.

                 Publication Notice Approved

The publication procedure set forth in the Motion, pursuant to
Bankruptcy Rules 2002 and 3017, is approved.

                   Voting Agent Approved

Poorman-Dougias is approved as the Voting Agent to, among other
things, review and tabulate votes.

                  Voting Deadline Approved

All Ballots must be properly executed, completed and delivered
to the Voting Agent (i) by mail, in the return envelope provided
with each Ballot, (ii) by overnight courier or (iii) by personal
delivery, so that each Ballot is actually received by the Voting
Agent no later than, 4:00 p.m., Pacific Time, on September 28,
2001 (the "Voting Deadline"). The Ballots may not be cast by
facsimile transmission.

          Voting And Tabulation Procedures Approved

The Voting and Tabulation Procedures set forth in the Motion are
approved. Specifically:

(1) Any holder of a Claim that holds Claimns in more than one
    class and is entitled to vote such Claims must use separate
    ballots for each class of Claims.

(2) Any Claim which is the subject of an order of the Bankruptcy
    Court entered on or before the commencement of the
    Confirmation Hearing (an "Allowance Order") estimating or
    otherwise Allowing such Claim or estimating or Allowing such
    Claim For voting purposes shall be counted and classified in
    the manner set forth in such Allowance Order.

    The last date and time for filing with the Bankruptcy Court
    and serving upon the appropriate parties a motion, pursuant
    to Fed. R. Bankr. P. 3018(a), seeking an Allowance Order
    ("Allowance Motion") is September 18, 2001, at 4:00 p.m.,  
    New York Time.

    Any party timely filing and serving an Allowance Motion
    shall be provided a Ballot and shall he permitted to cast a
    provisional vote to accept or reject the Plan. If, and to
    the extent that, any objections are filed to an Allowance
    Motion, and parties are unable to resolve the issues raised
    by the Allowance Motion prior to the Voting Deadline, then
    at the Confirmation Hearing the Court shall, upon the
    request of the Plan Proponents, determine whether the
    provisional ballot is to be counted as a vote on die Plan.
    The deadline for filing an objection to an Allowance Motion
    is September 28, 2001.

(3) Any Claim which is not the subject of an Allowance Order
    shall be allowed and classified, for voting purposes, as
    follows:

   (a) If no proof of claim has been timely filed, such Claim
       shall be allowed, for voting purposes, in the amount
       listed, if any, in the Debtors' Schedules, to the extent
       such Claim is not listed as contingent, unliquidated,
       undetermined or disputed. Such Claim shall be placed in
       the appropriate Plan class or subclass based upon the
       Debtors' records.

   (b) To the extent such Claim is not evidenced by a timely
       proof of claim and is not listed in the Debtors'
       Schedules or is listed therein as disputed, such Claim
       shall be disallowed for voting purposes.

   (c) If a proof of claim has been timely filed evidencing such
       Claim and such proof of claim has not been objected to at
       least five days before the Voting Deadline, the amount
       and classification shall be that specified in such proof
       of claim provided that such proof of claim does not
       designate such Claim as wholly or partially disputed,
       contingent, unliquidated or undetermined.

   (d) If a proof of claim has been timely filed evidencing a
       Claim which is the subject of an objection filed at least
       five days before the Voting Deadline, such Claim shall he
       disallowed for voting purposes.

   (e) If a Claim is evidenced by a timely proof of claim, or if
       no timely proof of claim has been filed but such Claim is
       recorded in the Debtors' Schedules, in either case as
       wholly or partially unliquidated, contingent and/or
       undetermined, such Claim shall be accorded one vote and
       valued at one dollar plus any amount specified therein as
       liquidated and noncontingent for purposes of Section
       1126(e) of Bankruptcy Code, unless the Claim is the
       subject of an objection as set forth in (d) above.

(4) Pursuant to sections 105 and 1126 of the Bankruptcy Code,

   (a) whenever a holder of a Claim casts more than one Ballot
       voting the same Claim prior to the Voting Deadline,
       except as otherwise directed by the Court, the last
       properly completed Ballot sent and received prior to the
       Voting Deadline shall he deemed to reflect the voter's
       intent and thus shall supersede any prior Ballots;

   (b) the authority of the signatory of each Ballot to complete
       and execute the Ballot shall be presumed;

   (c) a Ballot that partially rejects and partially accepts the
       Plan, or that indicates a vote for and against the Plan,
       will not be counted;

   (d) any Ballot that is not signed, or not received by the
       Voting Agent by the Voting Deadline or that does not
       indicate properly an acceptance or rejection of the Plan
       shall not be counted;

(5) Poorman-Douglas will serve as the voting agent to, among
    other things, review and tabulate votes. By no later than
    October 10, 2001 Poorman-Douglas will file with the Court a
    certification of the results of the vote tabulation. In its
    certification, Poorman-Douglas will identify by name any
    holder of a Claim whose vote has not been counted as well as
    the reason why such vote was not counted.

  Counterparty Notification of Assumption or Rejection Approved

The Plan Proponents shall mail or cause to be mailed on or
before September 18, 2001 the Procedures and Scheduling Notice
and a Counterparty Notification of Assumption or Rejection, as
appropriate, to all counterparties to the Debtors' executory
contracts and unexpired leases.

                 Confirmation Hearing Set

A hearing shall be held before the Court on October 15, 2001 at
2:00 p.m. (New York Time), or as soon thereafter as counsel may
be heard, to consider confirmation of the Plan and any
objections thereto (the "Confirmation Hearing"). The
Confirmation Hearing may be continued from time to time by
announcing such continuance in open Court or otherwise, all
without further written notice.

         Procedures for Objection to Confirmation

Objections to confirmation of the Plan, if any, shall

(a) be in writing, setting forth the name of the objectant, the
    nature and amount of Claims or Equity Interests held or
    asserted by the objectant against each of the Debtors'
    estates or property, the basis for the objection and the
    specific grounds dierefor, and

(b) be filed with the Bankruptcy Court, with a copy to Chambers,
    together with proof of service and served upon,

   (1) O'Melveny & Myers LLP, Co-Counsel to the Plan Proponents,
       Citigroup Center, 153 East 53rd Street, 54th Floor, New
       York, New York 10022, Attention: Adam C. Harris, Esq. and
       Peter V. Pantaleo, Esq.;

   (2) Blank Rome Comisky & McCauley LLP, CoCounsel to the Plan
       Proponents, 1201 Market Street, Suite 2100, Wilmington,
       Delaware 19801, Attention: Bonnie Glantz Fatell, Esq.;

   (3) Office of die United States Trustee, 601 Walnut Street,
       Suite 950W, Philadelphia, Pennsylvania 19106, Attention:
       Richard Schepacarter, Esq.;

   (4) Stutman, Treister & Glatt Professional Corporation, Co-
       Counsel to the Debtors, 3699 Wilshire Boulevard, Suite
       900, Los Angeles, California 90010, Attention: Jeffrey
       Davidson, Esq.;

   (5) Powell, Goldstein, Frasier & Murphy, L.L.P., Co-Counsel
       to the Debtors, 1001 Pennsylvania Avenue, NW 6th Floor,
       Washington, D.C. 2004, Attention: Robert Lewinson, Esq.;

   (6) Richards, Layton & Finger, P.C., Co-Counsel to the
       Debtors, One Rodney Square, P.O. Box 551, Wilmington,
       Delaware 19899, Attention: Mark Collins, Esq.;

   (7) Wachtell, Lipton, Rosen & Katz, Co-Counsel to the
       Creditors' Committee, 51 West 53nd Street, New York, New
       York 10019, Attention: Chaim J. Fortgang, Esq.;

   (8) Morris, Nichols, Arsht & Tunnell, Co-Counsel to the
       Creditors' Committee, 1201 North Market Street, P.O. Box
       1347, Wilmington, Delaware, 19899-1347, Attention: Eric
       Schwartz, Esq.,

so as to he received no later than 4:00 p.m., New York
Time, on September 28, 2001. (Mariner Bankruptcy News, Issue
No. 18; Bankruptcy Creditors' Service, Inc., 609/392-0900)  


MARINER POST-ACUTE: Q3 Net Revenues Tops $524.5 Million
-------------------------------------------------------
Mariner Post Acute Network Inc.'s net revenues totaled $524.5
million for the three months ended June 30, 2001, a decrease of
approximately $8.0 million, or 1.5%, from the comparable
period in fiscal year 2000. The decrease is primarily
attributable to a decrease of approximately $7.3 million, or
1.6%, in net revenues for inpatient nursing home services.

The impact of the divestiture of in-patient nursing home
facilities resulted in a decrease in net revenues of
approximately $45.5 million for the three months ended June 30,
2001 as compared to the three months ended June 30, 2000.

The decrease in net revenues was partially offset by an increase
of approximately $38.2 million from the third quarter of fiscal
year 2000 to the third quarter of fiscal year 2001 for the
current portfolio of inpatient nursing home facilities.

The increase resulted primarily from higher average per diem
rates during the three months ended June 30, 2001 as compared to
the three months ended June 30, 2000, mainly due to increases in
Medicare rates (6.7%) and Medicaid rates (7.6%) as a result of
recent legislative relief to mitigate the reduction in
reimbursement under PPS.

In addition, although census remained relatively stable for the
third quarter of fiscal year 2001 as compared to the third
quarter of fiscal year 2000, there was a slight improvement in
revenue by payor mix which also resulted in increased revenues
for the third quarter of the current fiscal year as compared to
the third quarter of the prior fiscal year.

Net revenues totaled $1,569.5 million for the nine months ended
June 30, 2001, a decrease of approximately $41.8 million, or
2.6%, from the comparable period in fiscal year 2000. The
decrease is primarily attributable to a decrease of
approximately $23.5 million, or 12.7%, in net revenues for
pharmacy services due to a decline in the number of beds served
during the nine months ended June 30, 2001 as compared to the
nine months ended June 30, 2000.

In addition, the closure of five institutional pharmacies during
fiscal year 2000 also contributed to the decrease in pharmacy
services revenue. Net revenues for inpatient nursing home
services decreased approximately $19.0 million, or 1.4%, for the
nine months ended June 30, 2001 as compared to the nine months
ended June 30, 2000.

The impact of the divestiture of inpatient nursing home
facilities resulted in a decrease in net revenues of
approximately $118.1 million for the nine months ended June 30,
2001 as compared to the nine months ended June 30, 2000. This
decrease in net revenues was partially offset by an increase of
approximately $99.1 million from the nine months ended June 30,
2000 to the nine months ended June 30, 2001 for the current
portfolio of inpatient nursing home facilities.

The increase resulted primarily from higher average per diem
rates during the nine months ended June 30, 2001 as compared to
the nine months ended June 30, 2000 mainly due to increases in
Medicaid rates (7.4%) and Medicare rates (4.3%) as a result of
recent legislative relief to mitigate the reduction in
reimbursement under PPS.

In addition, although census remained relatively stable for the
nine months ended June 30, 2001 as compared to comparable period
of the prior year, there was a slight improvement in revenue by
payor mix which also resulted in increased revenues for the
current year as compared to the prior year.

Net loss for the three months ended June 30, 2001 was $(4,919),
as compared to a net gain of  $ 8,603 for the three months ended
June 30, 2000.  For the nine months ended June 30, 2001 net
income was $ 18,167, as compared to a net loss of $(63,667) for
the same nine months in 2000.


METROMEDIA FIBER: Inks $231-Million Vendor Financing Agreement
--------------------------------------------------------------
Metromedia Fiber Network, Inc. (MFN) (Nasdaq: MFNX), the leader
in deployment of optical IP Internet infrastructure within key
metropolitan areas domestically and internationally, announced
that it has signed an agreement for $231 million of vendor
financing.

The agreement expires on September 28, 2001 if the closing does
not occur on or prior to that date.

The closing of the $231 million of vendor financing is subject
to conditions including: (i) the closing of the $150 million
note facility led by Citicorp, USA, for which the Company has a
signed agreement subject to various conditions, and (ii) the
closing of the $230 million of convertible notes financing, for
which the Company has commitments of $180 from Company
affiliates and $50 million from an investor.

The Company cannot provide any assurances that it will be able
to consummate any of the financings it is pursuing. Each of the
financings is contingent upon the consummation of the other
financings. In the event that the Company does not consummate
the financings, it will need to seek protection under the
bankruptcy laws. In the event that the Company does consummate
the financings, the Company's stockholders will be significantly
diluted as a result of the issuance of equity to the parties
providing financing.

Metromedia Fiber Network, Inc., the leader in deployment of
optical IP Internet infrastructure within key metropolitan areas
domestically and internationally, is revolutionizing the fiber-
optic industry. By offering virtually unlimited, unmetered
metro-area communications capacity at a fixed cost, Metromedia
Fiber Network is eliminating the bandwidth barrier and
redefining the way broadband capacity is sold.

MFN's optical network enables its customers to implement the
latest data, video, Internet and multimedia applications.
Through its subsidiaries AboveNet Communications, Inc., the
architect of the Internet Service Exchange (ISX), PAIX.net,
Inc., the first and leading neutral Internet exchange, and
SiteSmith, a leader in delivering comprehensive Internet
infrastructure managed services, MFN is a leading provider of
Internet connectivity, co-location and managed services
solutions for high-bandwidth and business-critical applications.
The Company offers a world-class network that provides co-
location services and Internet connectivity for content
providers, ISPs and application service providers. Its global
optical Internet uses open peering and "best exit" technology to
deliver fast, scaleable and reliable connections to the
Internet, and improves the Internet experience for end-users.

For more information on AboveNet and its service offering visit
the company's Web site at -- http://www.above.net-- For more  
information about PAIX.net, Inc., visit the company's Web site
at - http://www.paix.net-- For more information about  
SiteSmith, visit the company's Web site at -
http://www.sitesmith.com-- For more information about  
Metromedia Fiber Network, please visit the company's Web site at
- http://www.mmfn.com


NQL INC: Nasdaq Delists Common Stock Effective September 18
-----------------------------------------------------------
As previously announced, on September 10, 2001, NQL Inc. (OTC
Bulletin Board: NQLI) had notified its Nasdaq Hearing Panel of
its decision to cease its appeal relating to the delisting of
its common stock.

As a result, on September 17, 2001, the Company received a Staff
Decision Letter informing the Company that its common stock
would be delisted from the Nasdaq National Market at the opening
of business on Tuesday, September 18, 2001. As previously
indicated, the Company expects that its stock will be traded on
the over the counter bulletin board.

NQL, through its DCi division, provides professional services
including Internet and intranet consulting, network design,
installation and maintenance as well as onsite support for
customers located primarily in the northeastern U.S. NQL's DCi
division also provides management and consulting services,
information technology services and products to vertical markets
such as financial institutions, "Big 5" accounting firms, major
healthcare providers, pharmaceutical companies and educational
institutions.

NQL's software division develops and deploys intelligent
software solutions based on its patent-pending Network Query
Language(TM) core technology, providing enterprises with an
alternative to chaotic, ad hoc information architectures.

NQL provides its scalable, augmentative software solutions to
partner systems integrators, Fortune companies, Internet
marketplaces, software vendors and Internet-based service
providers.

The Company is currently in the process of seeking a purchaser
for its software division. For more information, please see the
company's prospectus on file with the SEC or visit the company's
web site at http://www.nqli.com


NATIONWIDE COMPUTERS: Court Sets Bar Date for September 28
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved the Debtors' motion to extend the time to assume or
reject nonresidential real property with Hilton Hotels
Corporation to December 11, 2001.   

The Court also orders the setting of the deadline for filing
claims or the bar date on September 28, 2001.  All creditors
holding any claim are required to file their claim on or before
that date or shall be barred from participating in any
distribution in these cases.


NETEASE.COM: Provides Nasdaq Panel with Additional Information
--------------------------------------------------------------
NetEase.com, Inc. (Nasdaq:NTESE), a leading Internet technology
provider in China, announced that Mr. Geoffrey Wei has resigned
from his position as acting Chief Financial Officer of the
company effective immediately to pursue on other opportunities.

Mr. Ted Sun, the company's acting Chief Executive Officer, will
oversee NetEase.com's finance department while the company
recruits a permanent Chief Financial Officer.

The company has formally engaged two well-established
professional recruiting firms to assist it in locating a
suitable person for this position.

Separately, NetEase.com confirmed that in connection with its
appeal of Nasdaq's decision to delist the company's American
Depositary Shares from the Nasdaq National Market, it has
replied to the written request for additional information from
the Nasdaq Listing Qualifications Hearings Department.

The Nasdaq appeal panel may render its final decision based on
the information already submitted by the company, or the panel
could possibly make additional inquiries which could delay its
decision. The company expects that trading in its shares will
remain suspended until the Nasdaq appeal panel reaches its final
decision.

There can be no assurance as to whether the Nasdaq appeal panel
will be satisfied with the information provided and allow the
company's shares to remain listed. An unfavorable decision would
result in immediate delisting of the company's American
Depositary Shares from the Nasdaq National Market irrespective
of the company's ability to further appeal the decision.

NetEase.com, Inc. is a leading China-based Internet technology
company and pioneered the development of applications, services
and other technologies for the Internet in China. The
NetEase.com Web sites, operated by its affiliate, organize and
provide access to 18 content channels through content
distribution arrangements with approximately 115 international
and domestic content providers.

In addition, the NetEase.com Web sites contain over 1.2 million
personal home pages created and maintained by users that
enable users to express themselves, share items, interests and
areas of expertise and to publish personal content accessible by
other Chinese Internet users.

The NetEase.com Web sites also offer online interactive
community services through 1,500 community forums and over
115,000 personal community forums created by registered users.
At the end of August 2001, the number of simultaneous chat room
participants reached approximately 55,000 during peak hours, and
the number of registered users of the NetEase.com Web sites
reached 30 million.

Further, the average number of daily page views was over 155
million in August 2001.

NetEase.com also offers auction and online mall technology
services, which provide opportunities for e-commerce and
traditional businesses to establish an online e-commerce
presence on the NetEase.com Web sites.


NIKE INC: Will Hold Annual Shareholders' Meeting Today
------------------------------------------------------
Nike, Inc. (NYSE: NKE) announced that, in consideration of this
week's tragic events and related stock market closures, it has
rescheduled its first quarter fiscal 2002 earnings release and
annual meeting of shareholders. First quarter earnings results,
originally scheduled to be released on Monday, September 17,
2001, will be released on Thursday, September 20, 2001 after the
market closes.

The Company's annual meeting of shareholders, originally
scheduled to be held in Portland, Maine on September 17, 2001,
will be held on Friday, September 21, 2001 at the World Forestry
Center, Cheatham Hall, 4033 SW Canyon Road, Portland, Oregon
97221, at 10:00 AM Pacific Time. Registration will begin at 9:00
AM Pacific Time.

Shareholders must present the admission ticket enclosed with the
Company's Proxy Statement to attend the meeting. As a technical
requirement, on September 17, Nike management will "adjourn" the
meeting in Portland, Maine to the new date, time and location.

The earnings release conference call and the annual meeting of
shareholders will be webcast live at
http://www.nikebiz.com/invest and will be available for replay  
in an archived version at the same location until Tuesday,
September 25, 2001, at 4:00 PM Pacific Time. Please logon to the
website at least fifteen minutes prior to each webcast in order
to download the necessary
software.

Nike, Inc., based in Beaverton, Oregon, is the world's leading
designer and marketer of authentic athletic footwear, apparel,
equipment and accessories for a wide variety of sports and
fitness activities.  Wholly owned Nike subsidiaries include
Bauer NIKE Hockey Inc., the world's leading manufacturer of
hockey equipment, and Cole Haan, which markets a line of high-
quality men's and women's dress and casual shoes.


OWENS CORNING: Seeks Approval of Revisions to Enron Master Lease
----------------------------------------------------------------
Prior to the petition date, the Debtors previously enter into a
number of agreements with Enron relating to the provision of
energy and related services to the Debtors, among which were the
Energy Service Agreements, the Commodities Management Agreement
and the Master Lease Agreements.  In December 2000, the Debtors
sought and obtained an order from the Court to assume the
executory contracts and unexpired leases.

By this motion, the Debtors seeks:

(1) Approval of further amendment to certain of the Enron
    Agreements under:

   A) to include additional facilities under:
      a) the Commodity Services Agreement
      b) the Energy Services Agreement

   B) to incorporate into the Commodities Services Agreement a
      margin call requirement which can be exercised should the
      Debtors procure from Enron fixed future NYMEX gas prices
      for any quantity in excess of 1.3 million MMBtus per month

   C) to provide for the posting of a letter of credit as
      security for the Debtors' reimbursement obligations under
      the ESA with respect to the projects under construction
      but not yet under a lease schedule.

(2) Approval of the parties' proposed new master lease agreement
    for future energy savings projects constructed pursuant to
    the Energy Savings Agreement that will be substantially
    identical to the Master lease with these exceptions:

   A) The New Master Lease will not be structured as a synthetic
      lease.

   B) The base interest rate on the contemplated $40 million of
      additional lease financing under the New Master Lease will
      be fixed, and will be calculated at the time each lease
      schedule is executed, using a calculation based on 5-year
      US Treasury Notes and certain swap spreads.

   C) The debtors will post a letter of credit as additional
      security for each lease entered into pursuant to the New
      Master Lease.  Pursuant to the Letter Agreement, Enron
      will reimburse the Debtors for the costs associated
      therewith, provided such reimbursement obligation shall
      not exceed 1% of the face amount of such letter of credit
      plus certain costs associated therewith.

J. Kate Stickles, at Saul Ewing, LLP in Wilmington, Delaware,
relates that the Debtors wishes to amend the agreements in order
to permit more facilities to realize energy saving benefits.  

Ms. Stickles discloses that because financing under the Master
Lease has been exhausted, the Debtors wish to enter into a new
Master Lease to ensure that additional lease funding is
available for energy-saving projects.  

Ms. Stickles contends that using the financing available under
the New Master Lease is the most effective way of realizing the
benefits of the energy efficiency services available. (Owens
Corning Bankruptcy News, Issue No. 16; Bankruptcy Creditors'
Service, Inc., 609/392-0900)   


PACIFIC GAS: Enters Stipulation to Assume PPA with Green Ridge
--------------------------------------------------------------
Green Ridge Power, LLC, Altamont Power, LLC (the Green Ridge
Parties) are creditors in Pacific Gas and Electric Company's
bankruptcy case and are parties to certain Power Purchase
Agreements with PG&E.

Pursuant to CPUC Decision No. 01-06-015 whereby QFs under
Standard Offer Contracts with PG&E may request that their
contract be modified to replace the energy pricing term with a
five-year average fixed price of 5.37 cents/kWh, the Green Ridge
parties notified PG&E of their desire to modify the Green Ridge
PPAs pursuant to CPUC Decision No. 01-06-015, on condition that
the Court authorize PG&E to assume the Green Ridge PPAs on or
before July 31, 2001, and in so doing, elevate the amounts
payable on account of PG&E's pre-petition payment defaults under
the Green Ridge PPAs to administrative priority status.

Further, Green Ridge advised PG&E of their intention to file
motions requesting for a deadline for PG&E to assmue or reject
the Green Ridge PPAs.

The parties now stipulate and agree that PG&E assume the Green
Ridge PPAs effective July 13, 2001 pursuant to an Agreement
which provide, among other things, that PG&E and the Green Ridge
parties will amend the respective Green Ridge PPAs to replace
the energy price term with the CPUC fixed price energy option
for the lesser of the term of the applicable Green Ridge PPAs
Contract or five years. (Pacific Gas Bankruptcy News, Issue No.
13; Bankruptcy Creditors' Service, Inc., 609/392-0900)    


PACIFIC GAS: Files Plan of Reorganization in California
-------------------------------------------------------
PG&E Corporation (NYSE:PCG) and its utility unit Pacific Gas and
Electric Company jointly filed a Plan of Reorganization in U.S.
Bankruptcy Court that enables Pacific Gas and Electric Company
to pay all valid creditor claims in full and emerge from Chapter
11 bankruptcy proceedings. The official creditors' committee
supports the plan.

"This plan is an achievable solution that will enable Pacific
Gas and Electric Company to move out of Chapter 11 as a
financially strong business positioned to continue safe,
reliable and responsive delivery of gas and electricity to its
customers, pay all valid creditor claims in full, and do
so without asking for a rate increase or a state bailout," said
Robert D. Glynn, Jr., Chairman of Pacific Gas and Electric
Company and Chairman, CEO and President of PG&E Corporation.
"And, the plan will enable us to provide long-term growth
prospects to shareholders."

The plan reorganizes Pacific Gas and Electric Company and PG&E
Corporation into two separate, stand-alone companies no longer
affiliated with one another. The reorganized Pacific Gas and
Electric Company will continue to own and operate the existing
retail electric and natural gas distribution system. The
electric generation, electric transmission, and natural gas
transmission operations currently under Pacific Gas and Electric
Company will be part of PG&E Corporation. The common shares of
the reorganized Pacific Gas and Electric will be distributed to
PG&E Corporation shareholders.

The electric generation, electric transmission and gas
transmission operations, when reorganized as new businesses
under PG&E Corporation, will have the ability to issue debt that
will be combined with new financing at Pacific Gas and Electric
and used to help pay creditors' claims. The plan also
restructures certain existing debt and uses $3.3 billion in cash
on hand to satisfy creditor claims.

Under the plan, all valid creditor claims will be paid in full,
using a combination of cash and long-term notes. In total, the
plan will provide creditors with about $9.1 billion in cash and
$4.1 billion in notes. The vast majority of creditors--those
with allowed claims of $100,000 or less--will receive cash
payments for the full amount of their allowed claims on the
effective date of the plan. Most secured creditors will also
receive 100 percent of their allowed claims in cash. Finally,
unsecured creditors with allowed claims in excess of the
$100,000 threshold will be paid 60 percent in cash and 40
percent in notes.

Following the restructuring, Pacific Gas and Electric Company
and PG&E Corporation will be organized as follows:

  * Pacific Gas and Electric Company will be a separate
    California corporation focused on providing electric and
    natural gas distribution service to its customers in
    Northern and Central California. It will hold 70 percent of
    the current utility assets (in terms of book value) and will
    employ 16,000 people. Pacific Gas and Electric Company will
    continue to provide the full range of utility services to
    one out of every 20 Americans.

  * PG&E Corporation, in addition to its existing National
    Energy Group business, will have three new businesses that
    will own and operate the electric generation, electric
    transmission and gas transmission operations formerly under
    Pacific Gas and Electric Company.

The new electric generation business will be a California
company established to own and operate the hydroelectric and
nuclear generation assets and associated lands, and to assume
the power contracts with irrigation districts, now held by the
utility. In total, the unit will have approximately 7,100
megawatts of generation.

The facilities will be operated in accordance with all current
FERC and Nuclear Regulatory Commission licenses, and in keeping
with sound environmental stewardship policies. The generating
business will sell its power back to the reorganized Pacific Gas
and Electric Company under a 12-year contract at a stable,
market-based rate.

The new electric transmission business will be a California
company established to own and operate the transmission system
currently operated by the utility. The system comprises 18,500
circuit miles of electric transmission lines and cables.

The new gas transmission business will be a California company
established to own and operate the natural gas transmission
assets currently operated by the utility, including 6,300 miles
of transmission pipelines and three gas storage facilities.

Following the reorganization, the California Public Utilities
Commission will continue to regulate the reorganized Pacific Gas
and Electric Company, including retail electric and natural gas
rates. The Federal Energy Regulatory Commission (FERC) will
continue to have jurisdiction over the licenses for the
hydroelectric assets, and the rates, terms and conditions of
service provided by the electric transmission business. FERC
will also assume jurisdiction over rates for the power generated
by the Diablo Canyon Nuclear Power Plant, and over the rates,
terms and conditions of service for the gas transmission system,
which will become an interstate pipeline.

Glynn said, "This plan, without raising retail rates, provides a
safe, reliable and long-term electric supply to California
customers. It enables our company to maintain a qualified
workforce. And it enables us to keep our generating assets
intact and integrated, rather than selling them piecemeal
to pay creditors."

The company expects that roles and responsibilities for the vast
majority of its workforce will be unaffected by the plan. The
reorganized Pacific Gas and Electric Company and the newly
established entities will employ essentially the same people who
operate the various assets under the current organization.

"We envision essentially the same experienced, dedicated team
continuing to do their jobs with a comparable level of pay and
benefits programs," said Glynn. "We believe these businesses
should be operated and maintained by the people who know how to
run them best."

In addition to resolving creditors' claims and maintaining
stability for customers and employees, the plan also provides
long-term benefits to the state. It provides the state with a
path to exit the business of buying power for customers, by
identifying conditions under which Pacific Gas and Electric
Company would be financially able to re-assume the procurement
responsibility that is currently being fulfilled by the state
Department of Water Resources.

The Chapter 11 process requires that the plan of reorganization
ultimately be confirmed by the Bankruptcy Court before it can be
implemented.

Paul Aronzon, legal counsel for the Official Committee of
Unsecured Creditors, said "This plan provides a comprehensive
and responsible framework to resolve creditors' claims and
restore PG&E's creditworthiness. It has our full support, and we
look forward to an expeditious resolution of the Chapter 11
process."

"With this plan filed," said Glynn, "we are now focused on
bringing the Chapter 11 process to completion, reaffirming the
financial health and creditworthiness of our operations through
this reorganization, restoring customers' confidence, and
rebuilding value for our shareholders."

On Monday, September 24, at 5:00 AM Pacific Time, PG&E
Corporation and Pacific Gas and Electric Company will make a
presentation to financial analysts on the plan. The presentation
will be webcast. To access the webcast, go to
http://www.pgecorp.com


PAYLESS CASHWAYS: Court Appoints Trustee To Oversee Liquidation
---------------------------------------------------------------
Payless Cashways, Inc. (OTC: PCSH) officials confirmed that a
Chapter 11 trustee has been appointed by the United States
Bankruptcy Court to oversee the final liquidation of the
company.

At a hearing September 10, 2001, the United States Bankruptcy
Court appointed Silverman Consulting, Inc. of Skokie, Illinois
as trustee of the company in response to a motion from the
Official Unsecured Creditor's Committee.  

The motion outlined the Committee's position that the Silverman
Consulting Group's extensive bankruptcy and liquidation  
expertise was appropriate and necessary due to the size and
complexity of the case.  The trustee's budget for total
liquidation of the company is expected to be finalized by the
Bankruptcy Court at a hearing scheduled for September 25, 2001.

Going-out-of-business sales are currently in progress at all of
the company's 110 stores. Following approval of the liquidation
budget, the trustee will complete  going-out-of-business sales,
and then liquidation of the company's remaining real estate
will follow.  The entire liquidation process is expected to take
several months.

Company officials are unable to predict how much cash will be
generated from the going-out-of-business sales and the sales of
various properties.  Therefore, it cannot be predicted at this
time how much money will be available to pay unsecured creditors
and administrative claims.  

At this time it appears unlikely that any funds will be left for
stockholders.  The company and its creditors believe, however,
that the current course of action is the best option available
under the circumstances.  The company will be filing monthly
financial reports in the bankruptcy case.


PILLOWTEX CORP: Half-Year Net Sales Stand At $247.5 Million
-----------------------------------------------------------
Pillowtex Corporation's net sales were $247.5 million for the
three month period ended June 30, 2001, a decrease of $94.4
million or 27.6% from the comparable three month period ended
July 1, 2000.  

Net sales for the six month period ended June 30, 2001 were
$537.3 million, down $149.8 million or 21.8% from the comparable
six month period ended July 1, 2000.

Operating as a Debtor-in-Possession the Company experienced a
net loss for the six month period ended June 30, 2001 of
$(136,299) as compared with the net loss of $(19,782) for the
six months ended June 30, 2000.

During the first quarter of 2001, the Company incurred a charge
of $2.0 million associated with the closure of the Company's
towel manufacturing facility located in Hawkinsville, Georgia.  
The Hawkinsville facility closed in March 2001, and its
operations have been relocated to the Company's facilities in
Kannapolis, North Carolina, Fieldale, Virginia and Columbus,
Georgia.  

Approximately 380 employees were terminated as a result of the
closure.  

During the second quarter of 2001, the Company revised its
estimate of benefits to be provided after termination and
reduced the restructuring reserve for Hawkinsville by $0.5
million.

During the second quarter of 2001, the Company announced the
closure of several facilities.  A blanket yarn manufacturing
plant in Newton, North Carolina was closed on June 30, 2001 as a
result of the Company's evaluation of its strategic options
relating to the Blanket Division.  

Production ceased at a cut-and-sew bedding facility in Rocky
Mount, North Carolina on June 30, 2001, but the Company
currently estimates that certain warehousing and shipping
employees will remain through the end of the year to satisfy
existing commitments to customers.  

The Rocky Mount facility manufactured decorative bedding
exclusively under a license agreement, which expired on June 30,
2001.  A sheet manufacturing facility in Kannapolis, North
Carolina was closed on July 15, 2001 and its production was
relocated to an existing facility in China Grove, North
Carolina.

A towel yarn manufacturing operation and cotton warehouse in
Columbus, Georgia were closed on July 15, 2001 and production
was relocated to the Company's existing yarn manufacturing
operations in Kannapolis, North Carolina and Tarboro, North
Carolina.

A towel warehouse and distribution center in Phenix City,
Alabama will be closed in August 2001 and its operations will be
transferred to an existing distribution center in Macon,
Georgia.  

In addition, the Company announced plans to scale back towel
production at another facility in Kannapolis, which the Company
currently expects to complete by the end of 2001.  As a result
of these closures, the Company incurred a restructuring charge
of $5.4 million in the second quarter of 2001, primarily
consisting of severance and benefits.  

The Company currently expects that the majority of the severance
and benefits will be paid during the third quarter of 2001.  As
of June 30, 2001, approximately 850 employees had been
terminated.  When completed, the closures will affect
approximately 1,130 employees.

Factors which could affect the Company's future results are,
among others: (a) the significant challenges faced in connection
with the Chapter 11 Cases; (b) the substantial doubt as to
whether the Company will continue as a going concern; (c) the
restrictions on the conduct of the Company's business as a
result of the Chapter 11 Cases and provisions contained in the
DIP Financing Facility; (d) the Company's dependence on specific
raw materials; (e) the effects of adverse retail industry
conditions; (f) the Company's dependence on specific brand
names; (g) the risks related to the loss of key licenses; (h)
the risks related to loss of material customers; (i) the risks
related to organized labor; (j) the seasonality of the Company's
businesses; (k) the difficulties in attracting and retaining
personnel; and (l) the substantial effort of management required
in connection with the Chapter 11 Cases.


SUN HEALTHCARE: Removal Period Extended to November 22
------------------------------------------------------
Judge Walrath signed an order authorizing an extension of the
time within which Sun Healthcare Group, Inc. may file notices of
removal of related proceedings under Bankruptcy Rule 9027 until
the earlier of (a) November 22, 2001, or (b) thirty days after
the confirmation hearing. (Sun Healthcare Bankruptcy News, Issue
No. 23; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


UNITED AIRLINES: Moody's Drops Ratings After Terrorist Attacks
--------------------------------------------------------------
Moody's Investors Service lowered the debt ratings of United
Airlines, Inc. reflecting Moody's expectation that last week's
events will result in severe operating and financial burdens for
United.

The ratings remain on review for further possible downgrade
while there is approximately $12 billion of debt securities
affected.

The rating agency expects that carriers will have to shoulder a
much higher cost burden in connection with increased security
measures. Moody's also said that it anticipates decline of
intermediate-term business and leisure travel resulting in a
material erosion in the operating environment and will further
financially depress the industry.

Despite any possible Federal assistance program for the
industry, the rating agency believes that the ongoing credit
quality of United and other U.S. carriers will be weaker that in
the pasts.

Ratings lowered and remaining under review for possible further
downgrade are:

United Air Lines, Inc.:

    * Issuer rating to B2 from Ba1,

    * senior unsecured debt to B2 from Ba1;

    * Bank Credit Facility to B2 from Ba1

    * Equipment Trust Certificates to Ba2 from Baa2;

Enhanced Equipment Trust Certificates:

    Series 2000-1,

    * Class A to Baa1 from Aa3, and

    * Class B to Baa3 from A2

    Series 2000-2,

    * Class A to Baa1 from Aa3,

    * Class B to Baa3 from A2 and

    * Class C to Ba1 from A3

    * Shelf registration for senior secured debt, to (P) Ba2
      from (P) Baa2; and

    * senior subordinated debt to (P) B2 from (P)Ba2;

Jets Equipment Trusts

    Series 1994-A,

    * Class A to Ba1 from A3,

    * Class B to Ba3 from Baa2 and

    * the junior class to Ba3 from Baa3

    Series 1995-A,

    * Class A to Baa3 from A2,

    * Class B to Ba2 from Baa1,

    * Class C to Ba3 from Baa2 and

    * the junior class to Ba3 from Baa3

      Series 1995-B,

    * Class A to Baa3 from A2,

    * Class B to Ba2 from Baa1,

    * Class C to Ba3 from Baa2 and

    * the junior class to Ba3 from Baa3

    * IRB's to B2 from Ba1

UAL Corporation:

    * Preferred stock to Caa2 from B1,

    * Shelf registration for senior unsecured debt to (P) B3
      from (P) Ba2;

    * subordinated debt to (P) Caa1 from B1;

    * preferred stock, (P) Caa2 from B1


UAL Corporation Capital Trust I:

    * preferred stock, to Caa1 from Ba3.

UAL Corporation, headquartered in Elk Grove Village, Illinois is
the parent of United Airlines, Inc. the second largest air
carrier in the world.


VIATEL INC: Seeks Extension of Exclusive Period to November 30
--------------------------------------------------------------
Viatel, Inc., seeks the Court's approval in extending the
exclusive period to file a plan of reorganization and solicit to
November 30, 2001 and obtain acceptances of the plan filed on
January 29, 2002.  

The company is seeking an extension to afford additional time to
develop, negotiate and propose a reorganization plan.


VLASIC FOODS: Court Extends Plan Filing Period to October 29
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended
Vlasic Foods International, Inc.'s exclusive periods:

    (i) to file a plan of reorganization through and including
        October 29, 2001;

   (ii) to solicit acceptances of that plan through and
        including December 28, 2001. (Vlasic Foods Bankruptcy
        News, Issue No. 11; Bankruptcy Creditors' Service, Inc.,
        609/392-0900)


WINSTAR COMMS: Wants to Reject 12 Executory Contracts
-----------------------------------------------------
Winstar Communications, Inc. moves the Court for authority to
reject certain executory contracts to which Winstar Wireless is
a party and to terminate the use of related telecommunications
circuits.

Pauline K. Morgan, Esq., at young Conaway Stargatt & Taylor, LLP
in Wilmington, Delaware states that it is in the best interest
of its estate for it to reject the Contracts and terminate the
use of the related telecommunications circuits.  

Ms. Morgan states that as part of their attempts to reorganize
and regain profitability, the Debtors continue to identify areas
for cost reduction and increased operational efficiencies and to
focus restructuring efforts around the core business of
providing broadband services.  

Ms. Morgan contends that the Contracts are no longer beneficial
to the Debtors or their estates and that the rejection of such
contracts are in the best interest of the Debtors and their
estates.

The contracts proposed to be rejected are:

a) Master Agreement between Winstar Wireless & Jamcracker, Inc.
    in which Jamcracker & Winstar Wireless appointed each other
    as resellers of software application services that interact
    with software products.  Winstar Wireless is no longer in a
    position to provide these services and no longer require
    similar services from Jamcracker because of the Debtors'
    decision to restructure its web hosting business.

b) Master Agreement between Winstar Wireless and Cambrian
    Communications, Inc. in which Cambrian agreed to acquire
    from Winstar Wireless certain circuits. Cambrian has already
    agreed to return the circuits covered by the Agreement
    provided that the Agreement be rejected.

c) Master Agreement between Winstar Wireless and Cambrian
    Communications, Inc. for Winstar Wireless to acquire certain
    telecommunications infrastructure facilities and services
    from Cambrian.  Winstar Wireless is now able to meet its
    needs for telecommunication services covered by the
    agreement as a result of restructuring of the Debtors'
    business.

d) Contracts between Winstar Wireless and ADC Telecom, Inc., in
    which ADC agreed to establish a central database to monitor
    any activity on any Lucent voice switch owned by Winstar
    Wireless.  The services provided by ADC are now in excess of
    the requirements of the Debtors due to the decision to
    reduce services.

e) IRU Agreement between Winstar Wireless and Angstrom
    Networks, Inc. in which Angstrom agreed to acquire from
    Winstar Wireless certain circuits.  The contract is being
    rejected to permit the return of the circuits to Qwest.

f) IRU Agreement between Winstar Wireless & Angstrom Networks
    in which Winstar Wireless agreed to acquire from Angstrom
    certain telecommunications facilities.  Winstar Wireless is
    now able to meet its needs for telecommunications services
    as a result of restructuring.

g) Master Purchase Agreement for Winstar services between
    Winstar Wireless and Speedera Networks, Inc. in which
    Speedera agreed to acquire from Winstar Wireless certain
    circuits.  The contract is being rejected to permit the
    return of the circuits to Qwest.

h) Master Agreement between Winstar Wireless and Affiliated
    Computer Service, Inc. in which ACS agreed to acquire from
    Winstar Wireless certain circuits.  The contract is being
    rejected to permit the return of the circuits to Qwest.

i) Master Purchase Agreement between Winstar Wireless and
    Internet Connect, Inc. in which IC agreed to acquire from
    Winstar Wireless certain circuits.  The contract is being
    rejected to permit the return of the circuits to Qwest.

j) Master Agreement, Master Long Term Lease of Certain
    Circuits, Assignment & Long Term Lease Agreement, and Volume
    and Term Reseller Agreement between Winstar Wireless and
    @Link in which @Link agreed to acquire from Winstar Wireless
    certain circuits.  The contract is being rejected to permit
    the return of the circuits to Qwest.

k) Statement of Work to be performed for Winstar Professional
    Services, Inc., and IMCI Technologies in which IMCI agreed
    to provide remote firewall administration for WPS' clients.
    WPS no longer needs these services due to restructuring of
    the Debtors business.

l) Master Purchase Agreement for TSI Services between Winstar
    Wireless and TSI Broadband Services in which Winstar
    Wireless agreed to acquire certain professional & video
    services.  Winstar no longer needs these services due to
    restructuring of the Debtors business. (Winstar Bankruptcy
    News, Issue No. 11; Bankruptcy Creditors' Service, Inc.,
    609/392-0900)   


WINSTAR COMMUNICATIONS: FCC Allows Renewals of Spectrum Licenses
----------------------------------------------------------------
Winstar Communications, Inc. announced that the Federal
Communications Commission renewed 26 spectrum licenses in
the 39 GHz band.  In a first round review, the FCC examined 26
Winstar renewal applications and granted all of them.

The renewals were granted in the following cities:

      Austin, TX; Baltimore, MD; Baton Rouge, LA; Birmingham, AL
      (2 licenses); Chattanooga, TN; Denver, CO; Detroit, MI;
      Flint, MI; Harrisburg, PA; Los Angeles, CA; Louisville,
      KY; Memphis, TN; Milwaukee, WI; Mobile, AL; New York, NY;
      Phoenix, AZ; Saginaw, MI; Shreveport, LA; Springfield, MA;
      Syracuse, NY; Tampa, FL (2 licenses); Toledo, OH (2
      licenses).
      
"The FCC decision to renew our 26 licenses underscores the fact
that Winstar met the federal government's substantial service
obligations, signaling confidence that the 39 GHz service we are
supplying is growing and operating in the public interest," said
William J. Rouhana, chairman and chief executive officer of
Winstar. "We remain committed to providing high quality service
and satisfaction to our customers."


BOOK REVIEW: CREATING VALUE THROUGH CORPORATE RESTRUCTURING:
             Case Studies in Bankruptcies, Buyouts, and Breakups
----------------------------------------------------------------
Author:     Stuart C. Gilson
Publisher:  Wiley
Hardcover:  516 pages
List Price: $79.95

Review by David M. Henderson

Most business books fall into two categories.  The first is very
important. It is like that stuff you have to drink before you
have a colonoscopy.  You keep telling yourself, this is very
good for me, while you would rather be at the beach reading
Liar's Poker or Barbarians at the Gate.

Stuart Gilson, of the Harvard Business School, has managed to
write a book important to everybody in the distressed market
that is also quite enjoyable.  His prose is fluid and succinct
and a pleasure to read.  But don't take my word for it.  The
dust jacket endorsements come from Jay Alix, Martin Fridson,
Harvey Miller, Arthur Newman, and Sanford Sigoloff.  At a
collective gazillion dollars a billing hour, that's a lot of
endorsement.

Be advised that this is designed as a text book.  The case study
format might be off-putting to some.  The effect can be jarring
as you read the narrative history of the case and suddenly
confront the financial statements without any further clue as to
what to do, but this must be what it is like for the turnaround
manager.  Even after reading several of the cases, when I got to
the financials I had that sinking feeling of, what do I do now?
If you read carefully, clues to the solutions are in the
introductions.

The book is divided into three "modules", bizspeek for sections:  
Restructuring Creditors' Claims,. Restructuring Shareholders'
Claims, and Restructuring Employees' Claims. The text covers 13
corporate restructurings focusing on debt workouts, vulture
investing, equity spinoffs, tracking stock, assete divestitures,
employee layoffs, corporate downsizing, M & A, HLTs, wage give-
backs, employee stock buyouts, and the restructuring of employee
benefit plans.  That's a pretty comprehensive survey, wouldn't
you say?

Dr. Gilson's chapter on "Investing in Distressed Situations" is
an excellent summary of the distressed market and a good
touchstone even for seasoned vultures.

Even in the two appendices on technical analysis, this book is  
marvelously free of those charts and graphs that purport to show  
some general ROI of distressed investing.  Those are cute,
aren't they?  As Judy Mencher has famously said, "You can buy
the paper at 50 thinking it's going to 70, but it can just as
easily go to 30 if you are not willing to act on it."  Therein
lies the rub and the weakness, if inevitable, of this or any
book on corporate restructurings.  As Dr. Gilson notes, no two
are alike, and the outcome is highly subjective, in our out of
Court, but especially in Chapter 11. Is the Judge enthralled by
Jack Butler as Debtor's Counsel or intimidated by Harvey Miller
as Debtor's Counsel?  Are you holding "secured" paper only to
discover that when it was issued the bond counsel forgot to
notify the Indenture Trustee of the most Senior debt?    Is
somebody holding Junior paper that you think is out of the money
only to have Hugh Ray read the fine print and discover that the
"Junior" paper is secured?  This is the stuff of corporate
reorganizations that is virtually impossible to codify into a
textbook.

That said, this is an especially valuable text for anybody
working in the distressed market.  As a Duke grad, I tend to be  
disdainful of all things Harvard, but having read Dr. Gilson's
book, I am enticed to encamp by the dirty waters of the Charles
long enough to take his course, appropriately entitled,
"Creating Value Through Corporate Restructuring."

                          *********

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

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

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

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

                          *********

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

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

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

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

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

                     *** End of Transmission ***