TCR_Public/020118.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, January 18, 2002, Vol. 6, No. 13     

                          Headlines

360NETWORKS: Court Allows Big Pipe to File Documents Under Seal
AMF BOWLING: Has Until February 28 to Decide on Unexpired Leases
ANC RENTAL: Intends to Enter Into Sale-Leaseback Transaction
AFTERMARKET: S&P Assigns BB- Rating to New $220MM Bank Facility
ALLIED RISER: Special Shareholders' Meeting Set for January 31

AMERICA WEST: S&P Maintains Watch But Implications Now Positive
AMERICA WEST: Fails to Make $49MM Aircraft Lease Payments
BETHLEHEM STEEL: Greenhill's Engagement Hearing Set for Feb. 5
BRIDGE INFO: Telerate Will Pay McGraw-Hill About $1M for Q2 2001
BRUSH ENGINEERED: S&P Slashes Ratings Over End-Market Erosion

BURLINGTON INDUSTRIES: Committee Hires Akin Gump as Co-Counsel
CARIBBEAN PETROLEUM: Final Cash Collateral Hearing Set for Today
CAVU INC: Receives Valid Bid for Assets from Undisclosed Buyer
DELTA FINANCIAL: Expects to Release Year-End Results by March
DOSKOCIL: Reduces Outstanding Debt to $58MM After Restructuring

EB2B COMMERCE: 1-for-15 Reverse Stock Split Effective January 10
ENRON CORP: Engages Kelley Drye as Special Regulatory Counsel
ENRON BROADBAND: Case Summary & Largest Unsecured Creditors
EXODUS COMMS: Court Approves Sale of Assets to Cable & Wireless
FOSTER WHEELER: S&P Drops Preferred Trust Securities Rating to D

GLOBAL TELESYSTEMS: KPNQwest Gets Approval to Purchase Assets
HARVARD INDUSTRIES: Chapter 11 Case Summary
HAYES LEMMERZ: Seeks Confirmation of Admin. Expense Status
HEILIG-MEYERS: Dismisses Deloitte & Touche as Accountants
IMPSAT FIBER: Fails to Make Interest Payment on 12-3/8% Notes

INDESCO INT'L: Judge Gerber Confirms Plan Proposed by Committee
INFORMATION MANAGEMENT: Confirmed Plan Declared Effective Jan. 8
JACOBSON STORES: Nasdaq Halts Trading & Requests More Info
KMART CORP: S&P Junks 14 Kmart-Related Credit Lease Transactions
KMART CORP: Fitch Junks Ratings & Says Chapter 11 Filing Likely

KMART CORP.: Bankruptcy-Pro James B. Adamson Named New Chairman
KAISER ALUMINUM: Will Begin Restructuring Talks with Noteholders
KENTUCKY ELECTRIC: Will Delay Form 10-Q Filing By A Fortnight
LERNOUT & HAUSPIE: Dictaphone Engages Bristows as IP Counsel
LODGIAN INC: Court Okays Chilmark Partners as Investment Bankers

NATIONSRENT INC: Engages Zolfo Cooper as Bankruptcy Consultants
OWENS-ILLINOIS: Taking Motion to Dismiss Murray Suit Up a Level
PACIFIC GAS: Court Cracks Door for CPUC to File Competing Plan
PAYLESS CASHWAYS: Morgan Stanley Discloses 11% Equity Holding
POLAROID CORP: Court Okays YCS&G as Committee's Local Counsel

RICA FOODS: Gets Waiver of Likely Breaches Under Credit Pact
SL INDUSTRIES: Starts Year with $54M Backlog As Orders Plunge
STILLWATER MINING: S&P Takes Low-B Ratings Off CreditWatch
TERAGLOBAL: Exploring Financing Options to Continue Operations
U.S. ONCOLOGY: S&P Assigns B+ to Proposed $175M Senior Sub Notes

VISUAL NETWORKS: Q4 2001 Balance Sheet Upside-Down by $28MM
W.R. GRACE: Elects H. Furlong Baldwin to Board of Directors
WHEELING-PITTSBURGH: Names Steve Sorvold as Commercial Ops. Mgr.
WILLIAMS COMMS: Will Release Q4 2001 Financial Results on Feb. 6
WILLIAMS COMMS: S&P Further Junks Ratings on Cash Flow Concerns

WINSTAR COMMS: Has Until Feb. 18 to Decide on Unexpired Leases
WORLD ACCESS: Klayman Probing Into Brokers' Practice Violations
XO COMMS: Reaches Deal with Forstmann on $800MM Financing Terms

* BOOK REVIEW: Ling: The Rise, Fall, and Return of a Texas Titan

                          *********

360NETWORKS: Court Allows Big Pipe to File Documents Under Seal
---------------------------------------------------------------
Big Pipe Inc. and Big Pipe (U.S.) Inc. sought and obtained the
Court's authority to file under seal:

    (i) the Affidavit of Peter J. Bissonnette,

   (ii) the Agreement attached as an exhibit (redacted only as
        to the number of fiber optic strands to be acquired),

  (iii) and all other exhibits to the Affidavit.

According to Audrey S. Trundle, Esq., at Gibson, Dunn & Crutcher
LLP, in New York, New York, these documents include the
Affidavit of Peter J. Bissonnette in support of the
Determination Motion and the exhibits to the Affidavit,
including the Agreement.  Mr. Trundle explains that these
Confidential Documents contain confidential commercial
information about Big Pipe's business operations and expansion
plans.  "The Confidential Documents also contain confidential
and sensitive information about costs [of 360networks inc., and
its debtor-affiliates] for completing the construction of and
maintaining the Routes," Mr. Trundle adds. Specifically, Mr.
Trundle relates, the Confidential Documents contain confidential
information regarding:

    (i) Big Pipe 's market share and geographic concentration of
        operations,

   (ii) The number of fiber optic strands and location of such
        strands that BP purchased from the 360 Parties under the
        Agreement,

  (iii) The price for the purchase of the Routes,

   (iv) The price that Big Pipe currently pays and that which it
        estimates it will have to pay in the future, as an
        interim measure until the Routes are complete, to lease
        fiber optic strands from the Debtors;

    (v) The price that Big Pipe estimate the 360 Parties must
        pay to complete construction of the Routes and perform
        their other obligations under the Agreement; and

   (vi) Information that the 360 Parties have informed Big Pipe
        is confidential to the Debtors operations, including the
        amounts it pays others for the underlying rights.

Furthermore, Mr. Trundle states, certain of the contracts that
comprise the Agreement are plainly marked as "Confidential and
Private." (360 Bankruptcy News, Issue No. 17; Bankruptcy
Creditors' Service, Inc., 609/392-0900)   


AMF BOWLING: Has Until February 28 to Decide on Unexpired Leases
----------------------------------------------------------------
Finding the relief necessary and in the best interest of AMF
Bowling Worldwide, Inc., and its debtor-affiliates and their
estates, Judge Adams orders that the time period within which
the Debtors must assume or reject unexpired leases of
nonresidential property is extended to February 28, 2002. (AMF
Bankruptcy News, Issue No. 15; Bankruptcy Creditors' Service,
Inc., 609/392-0900)   


ANC RENTAL: Intends to Enter Into Sale-Leaseback Transaction
------------------------------------------------------------
ANC Rental Corporation, and its debtor-affiliates submit this
motion for entry of an order authorizing the Debtors to:

A. assume an executory contract for the sale of certain real
   property located in Ontario, California, free and clear of
   liens, claims, encumbrances and interests, subject to
   certain assumptions of liabilities and exempt from any
   stamp, transfer, recording or similar tax and

B. enter into a partial lease-back of a portion of such
   property.

Prior to the Filing Date, on October 29, 2001, Mark J. Packel,
Esq., at Blank Rome Comisky & McCauley LLP in Wilmington,
Delaware, relates that Debtors entered into a Certain Purchase
and Sale Agreement with Mark Christopher Chevrolet, Inc.
Although the Contract was signed almost two months ago, the
closing for the Property has yet to occur because of the
Debtors' intervening bankruptcy filings.

Pursuant to the terms of the Contract, Mr. Packel informs the
Court that Debtors entered into a sale and partial lease-back
transaction with respect agreed to a parcel of real property
consisting of approximately 6.8 acres located in Ontario,
California together with:

A. all rights, easements, appurtenances belonging and
   appertaining thereto,

B. all right, title, and interest of the Debtors in and to any
   and all roads, streets, alleys or public and private rights
   of way, bounding such property, and

C. all buildings and other improvements thereon, if any.

The Contract contemplates that the Purchaser will buy the
Property for the purchase price of $3,253,000, payable at
closing, and Debtors will, pursuant to the terms and provisions
of that certain Lease Agreement, lease-back approximately 1.75
acres of the Property that the Debtors intend to continue to use
as a parking and maintenance facility.

With the assistance of Staubach Retail Services, professional
commercial real estate brokers, Mr. Packel states that the
Debtors marketed the Property for over two years prior to the
Filing Date and contacted approximately 100 potential purchasers
of the Property. Based on these efforts, the Debtors believe
that the Purchase Price represents the highest and best offer
for the Property. Nevertheless, Mr. Packel assures the Court
that the Debtors will send notice of this Motion to all parties
that have previously offered to purchase any of the Debtors'
real property located in Ontario, California. If, prior to the
entry of an Order approving the Motion, the Debtors receive a
higher and better offer for the Property, the Debtors reserve
the right to withdraw this Motion and to seek to sell the
Property pursuant to the terms of the higher offer.

Although the Contract contains certain contingencies that would
enable the Purchaser to terminate the Contract, the Purchaser
has waived all such contingencies and is prepared to close the
sale promptly after the Court enters an order approving the
sale.

According to Mr. Packel, the sale transaction will enable the
Debtors to realize considerable value from a parcel of real
property that the Debtors have no intention of using in its
entirety, while at the same time, allowing the Debtors to
continue to use a portion of the Property for a parking and
maintenance facility. The assumption of the Contract will also
allow the Debtors to realize considerable value from a parcel of
real property that the Debtors have no intention of using in its
entirety. Moreover, after significant marketing efforts in the
two years preceding the bankruptcy filing, the Debtors believe
that the Purchase Price represents the highest and best offer
for the Property. (ANC Rental Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


AFTERMARKET: S&P Assigns BB- Rating to New $220MM Bank Facility
---------------------------------------------------------------
Standard & Poor's assigned its double-'B'-minus rating to
Aftermarket Technology Corp.'s proposed new $220 million senior
secured bank loan facility. The proposed bank facility consists
of a $50 million five-year revolving credit facility, a $95
million Tranche A term loan which matures
in 2007, and a $75 million Tranche B term loan which matures in
2008.

At the same time, the double-'B'-minus corporate credit and
single-'B' subordinated debt ratings on the company were
affirmed. The outlook is stable.

Aftermarket Technology recently filed a registration statement
announcing its intention to offer about 2.4 million shares of
common equity. Proceeds from both the planned equity offering
and the new bank facility will be used to replace existing debt,
including the rated subordinated debt issue.

The ratings on Aftermarket Technology reflect the company's
leading market position in a highly fragmented market and
increasing end-market diversity, offset by a moderately
aggressive financial profile. The ratings also reflect Standard
& Poor's belief that management will pursue its growth strategy
in a prudent manner and maintain the improvement in financial
measures the company has achieved in the past two years.

Aftermarket Technology is a leading remanufacturer of
transmissions, engines, and automotive electronics for the
automotive market. In addition, it provides third-party
logistics and reverse logistics services.

Aftermarket Technology derives about three-quarters of its
revenues from selling remanufactured replacement parts to
automotive dealers and about one-quarter from logistics
services. The latter business is the company's fastest growing
business, and over time, is likely to account for an increasing
proportion of total revenues.

Aftermarket Technology has restructured its remanufacturing
business during the past few years and has succeeded in
improving operating performance. As part of the restructuring
program, it sold the distribution portion of its independent
aftermarket segment last year, receiving $77 million ($60
million of which was in cash) from the sale.

The sale of the Distribution Group enhanced Aftermarket
Technology's financial flexibility by providing the company with
funds to pay down debt. With the reduction in debt and the
benefit of improved operating results, the company's credit
protection measures have improved significantly. Debt to EBITDA,
which was about 4.3 times in 1999, is currently estimated to be
under 3.0x. Pro forma for the equity offering, debt to EBITDA
will decline even more. Debt leverage is expected to increase
from the pro forma level due to acquisition and investment
opportunities. However, Aftermarket Technology is expected to
fund its growth initiatives in such a way as to maintain its
improved financial profile. The ratings incorporate the
assumption that debt to EBITDA will remain below 3.5x, with
EBITDA interest coverage in the 3.0x area.

The facility will be secured by essentially all assets of the
company and will contain various financial covenants including a
minimum net worth covenant, a minimum interest coverage covenant
and a maximum leverage covenant, which will provide a measure of
protection to the secured lenders. However, based on Standard &
Poor's simulated default scenario, it is not clear that a
distressed enterprise value would be sufficient to cover the
entire loan facility.

                         Outlook: Stable

Upside rating potential is likely to be limited by acquisitions
and growth initiatives over the near to intermediate term.
Reduced debt levels and management's commitment to maintain a
disciplined approach to growth initiatives should limit downside
risk.


ALLIED RISER: Special Shareholders' Meeting Set for January 31
--------------------------------------------------------------
A special meeting of stockholders of Allied Riser Communications
Corporation will be held at the offices of Allied Riser located
at 1700 Pacific Avenue, Suite 400, Dallas, Texas 75201, on
January 31, 2002, at 9:00 a.m., local time, for the purposes of
considering and voting on the following matters:

     The adoption of the merger agreement dated August 28, 2001,
as amended on October 13, 2001, between Allied Riser, Cogent
Communications Group, Inc., and a wholly owned subsidiary of
Cogent, and approval of the merger, pursuant to which the wholly
owned subsidiary of Cogent will be merged with and into Allied
Riser and all of the outstanding shares of common stock,
options, and warrants of Allied Riser will be converted into the
right to receive a number of shares of Cogent common stock or
options or warrants to purchase Cogent common stock, as
applicable, based on the exchange ratio defined in the merger
agreement.

     Holders of record of Allied Riser common stock at the close
of business on January 4, 2002 will be entitled to notice of and
to vote at the special meeting and any adjournments or
postponements thereof.

     The merger cannot be completed unless the holders of a
majority of the outstanding shares of Allied Riser common stock
entitled to vote adopt the merger agreement and approve the
merger.

Allied Riser Communications, headquartered in Dallas, is a
provider of datacommunications services in commercial office
buildings across the United States and in Canada. However, with
the demand for data services falling below expectations, ARC is
exiting the retail telecom services business. Before it agreed
to be acquired by Cogent, ARC had planned to sell capacity on
its in-building networks to other telecom companies. It had also
announced plans to cut its workforce by more than 80%. As at
June 30, 2001, the company's balance was upside-down, reporting
a total shareholders' equity deficit of about $7 million.


AMERICA WEST: S&P Maintains Watch But Implications Now Positive
---------------------------------------------------------------
Standard & Poor's revised its CreditWatch implications on
America West Holdings Corp. and subsidiary America West Airlines
Inc. to positive from developing. This action does not apply to
enhanced equipment trust certificates that are insured by
triple-'A'-rated Ambac Assurance Corp., which are not on
CreditWatch.

The revision is based on the January 14, 2002, announcement by
the Air Transportation Stabilization Board that America West has
satisfied all conditions necessary for approval of approximately
$380 million in federal loan guarantees. This will enable
America West to receive $429 million in loan proceeds, expected
to be funded by the end of the week. Without the proceeds, the
company's lack of liquidity would have likely forced it to file
for Chapter 11 bankruptcy protection. Following receipt of the
proceeds, Standard & Poor's will likely raise the ratings,
pending evaluation of the company's future strategy.

      Ratings Remaining on CreditWatch with Implications
             Revised to Positive from Developing

     America West Holdings Corp.                         Ratings
       Corporate credit rating                           CCC-

     America West Airlines Inc.
       Corporate credit rating                           CCC-
       Senior unsecured debt                             C

     Equipment trust certificate issues (pass-thru)
       $99.5 mil. 6.85% class A series 1996-1 due 2011   BB+
       $37.1 mil. 6.93% class B series 1996-1 due 2009   B+
       $37.7 mil. 6.86% class C series 1996-1 due 2006   B-
       $29.6 mil. 8.16% class D series 1996-1 due 2002   CCC
       $14.5 mil. 10.5% class E series 1996-1 due 2004   CCC
       $45.8 mil. 7.33% class A series 1997-1 due 2008   BB+
       $17 mil. 7.4% class B series 1997-1 due 2005      B
       $17.1 mil. 7.53% class C series 1997-1 due 2004   CCC
       $131.67 mil. 6.87% series 1998-1A due 2017        BB+
       $41.154 mil. 7.12% series 1998-1B due 2017        B+
       $17.705 mil. 7.84% series 1998-1C due 2010        B-
       $20.158 mil. 8.54% series 1999-1G due 2006        B
       $20.429 mil. 9.244% series 2000-1C due 2008       B
       $57.021 mil. 8.37% series 2001-C due 2007         B
       $45 mil. floating rate series 2001-D due 2005     CCC
     

AMERICA WEST: Fails to Make $49MM Aircraft Lease Payments
---------------------------------------------------------
America West Airlines (NYSE: AWA) said it did not make deferred
aircraft lease payments of approximately $49 million within the
applicable grace period that expired Tuesday, but plans to make
the payments simultaneously with the closing of a $429 million
loan, anticipated later this week.  The airline added it was
confident that, prior to the anticipated loan closing, it would
suffer no materially adverse legal or financial consequences as
the result of the lease payment deferrals.

On December 28, 2001, America West announced that the Air
Transportation Stabilization Board (ATSB) had conditionally
approved the airline's application for approximately $380
million in loan guarantees under the Air Transportation Safety
and System Stabilization Act of 2001.  On January 14, 2002,
America West announced that the ATSB had advised that the
company had satisfied the two primary conditions to the approval
of that application. America West expects to close and fund a
loan in the amount of $429 million, supported by the ATSB
guarantee and more than $600 million in concessions, financing
and additional financial assistance, by the end of this week.


BETHLEHEM STEEL: Greenhill's Engagement Hearing Set for Feb. 5
--------------------------------------------------------------
In a supplemental order, Judge Lifland rules that subject to the
Court's determination of any timely objection, the fees to be
paid to Greenhill by Bethlehem Steel Corporation, and its
debtor-affiliates shall be subject to the standard of review
provided in section 328(a) of the Bankruptcy Code and not
subject to any other standard of review under section 330 of the
Bankruptcy Code; provided, however, that any Restructuring Fee
or Sale Transaction Fee in excess of $8,000,000 shall be subject
to review under section 330 of the Bankruptcy Code.

The Court emphasizes that the Office of the United States
Trustee retains all rights to object to Greenhill's interim and
final fee applications (including expense reimbursement) on any
basis it deems appropriate including, but not limited to, the
reasonableness standard provided for in section 330 of the
Bankruptcy Code.

Subject to the Court's determination of any timely objection,
Judge Lifland further rules that the indemnification provisions
of Greenhill's Retention Letter are approved, subject to:

  (a) all requests of Greenhill for payment of indemnity,
      contribution or otherwise pursuant to the indemnification
      provisions of the Retention Letter shall be made by means
      of an application (interim or final, as the case may be)
      and shall be subject to review by the Court to ensure that
      such payment conforms to the terms of the revised
      Retention Letter and is reasonable based upon the
      circumstances of the litigation or settlement in respect
      of which indemnity is requested; provided, however, that
      in no event shall Greenhill be indemnified or receive
      contribution if it is determined that it acted in bad-
      faith, engaged in self-dealing, or breached its fiduciary
      duty, if any, or committed gross negligence, or willful
      misconduct;

  (b) in no event shall Greenhill be indemnified or receive
      contribution or other payment under the indemnification
      provisions of the Retention Letter if the Debtors, the
      estates, or the statutory committee of unsecured
      creditors, asserts a claim for, and the Court determines
      by final order that such claim arose out of, Greenhill's
      own bad faith, self-dealing, breach of fiduciary duty, if
      any, gross negligence, or willful misconduct;

  (c) in the event Greenhill seeks reimbursement for attorneys'
      fees from the Debtors pursuant to the Retention Letter,
      the invoices and supporting time records for such
      attorneys shall be included in Greenhill's own
      applications (both interim and final), and such invoices
      and time records shall be subject to the United States
      Trustee's guidelines for compensation and reimbursement of
      expenses and the approval of the Bankruptcy Court, under
      the standards of sections 330 and 331 of the Bankruptcy
      Code without regard to whether such attorneys have been
      retained under section 327 of the Bankruptcy Code; and

  (d) to the extent this order is inconsistent with the
      Retention Letter, the terms of this order shall govern.

If objections are filed, the Court will convene a final hearing
on February 5, 2002 at 10:00 a.m.  Objections must be filed with
the Court by no later than January 31st, 2002 at 4:00 p.m. and
served on the Office of the United States Trustee, 300 Whitehall
Street, 21st Floor, New York, New York 10004, Attention: Carolyn
Schwartz, Esq., and Weil, Gotshal & Manges LLP, Attorneys for
the Debtors, 767 Fifth Avenue, New York, New York 10153,
Attention: George A. Davis, Esq. so as to be actually received
by such filing deadline.

But if no objections are timely filed, served, and received,
Judge Lifland states that this Order shall be deemed a final
order without further notice or hearing and Greenhill's
retention shall be effective nunc pro tunc to Petition Date.
(Bethlehem Bankruptcy News, Issue No. 8; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


BRIDGE INFO: Telerate Will Pay McGraw-Hill About $1M for Q2 2001
----------------------------------------------------------------
Noting that Bridge Information Systems, Inc., and its debtor-
affiliates and the McGraw-Hill Entities appear to have reached
an agreement regarding McGraw-Hill's motion, Judge McDonald
orders that:

    (1) Telerate shall pay the sum of:

        (a) $1,079,251 to MMS for the second quarter of 2001,

        (b) $130,000 (estimate) to Platts for the month of
            September 2001,

        (c) $67,187 to Standard & Poor's Retail, and

        (d) $138,531 to CUSIP; and

    (2) Platts is authorized to recoup the amounts due to it
        from Telerate from the sums Platt owes Telerate under
        the Optional Service Delivery Agreement between Platts
        and Telerate dated July 1993. (Bridge Bankruptcy News,
        Issue No. 24; Bankruptcy Creditors' Service, Inc.,
        609/392-0900)   


BRUSH ENGINEERED: S&P Slashes Ratings Over End-Market Erosion
-------------------------------------------------------------
Standard & Poor's lowered its ratings Brush Engineered Materials
Inc., and removed them from CreditWatch where they were placed
with negative implications on December 7, 2001. The current
outlook is negative.

The downgrade reflects erosion in the company's end-use markets
for many of its beryllium and beryllium alloy-based products and
the adverse impact this has had on the company's financial
performance. Brush's products are used in a variety of high-
performance engineered materials and electronics-based
applications with demand tied to the highly cyclical
telecommunications, computer, automotive electronics, aerospace,
and industrial components industries.

Brush has continued to experience declining demand from the
telecommunications and computer markets, which accounted for 50%
of its 2000 revenue. Standard & Poor's expects these markets to
remain weak and expects further weakness from original equipment
manufactures in the automotive and aerospace industries. Non-
U.S. sales are also expected to decline given the pessimistic
outlook for the overall global economy. Over the past several
years, Brush has maintained reasonably stable pricing despite
the constant threat of product substitution. Nevertheless, in
light of the current recession, the company's margins are
expected to come under increasing pressure as many of the
company's key customers will look for price reductions.

Brush has mostly completed its $117 million capital expansion
program that upgraded and expanded its alloy strip capabilities
at its Elmore, Ohio facility. The program aims to reduce
production costs, cycle times, and delivery lead times, as well
as improve working-capital use and product expansion into a
higher-volume, lower-price segment of the market. Although the
company resolved many of its start-up problems at the facility,
the mill has fallen short of intended performance objectives.
Moreover, reduced production rates have continued to absorb much
of the cost reductions anticipated from the program.

Consequently, for the third quarter ending September 28, 2001,
Brush reported an operating loss of $10 million versus an
operating profit of $4.4 million during the same period last
year. The company's key cash flow measures, treating operating
leases and the $60 million of synthetic leases (used to finance
the company's expansion project) as debt, are expected to remain
weak for the rating category. For the third quarter, the
company's fixed-charge ratio of EBITDAR to interest plus certain
lease obligations was negative. Hence, Brush recently received
covenant amendments under its revolving credit facility to its
fixed-charge and funded debt to EBITDAR ratios in exchange for a
security interest in the company's U.S. assets. Availability
under the company's revolving credit facility is approximately
$20 million. In response Brush has suspended its annual $8
million common dividend and is targeting approximately $30
million to $40 million in annual cost saving for next year
through headcount reductions, benefit changes, and wage freezes.

                      Outlook: Negative

Continued weak performance or further deterioration in the
company's key end markets could result in ratings being lowered.

            Ratings Lowered and Removed From CreditWatch

                                            Ratings
Brush Engineered Materials Inc.    To                   From
   Corporate credit rating         BB-                  BBB
   Senior unsecured debt           B+                   BBB


BURLINGTON INDUSTRIES: Committee Hires Akin Gump as Co-Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Burlington
Industries, Inc., and its debtor-affiliates asks the Court  for
authority to retain Akin, Gump, Strauss, Hauer & Feld, LLP as
its co-counsel, nunc pro tunc to November 27, 2001.

Committee Chair Pamela K. Wilson, from WLR Recovery Fund,
relates that Akin Gump possesses extensive knowledge and
expertise in the areas of law relevant to their cases.  "Akin
Gump is well qualified to represent the Committee," Ms. Wilson
asserts.

Specifically, Akin Gump will:

  (i) advise the Committee with respect to its rights, duties
      and powers in their cases;

(ii) assist and advise the Committee in its consultations with
      the Debtors relative to the administration of their cases;

(iii) assist the Committee in analyzing the claims of the
      Debtors' creditors and the Debtors' capital structure and
      in negotiating with holders of claims and equity
      interests;

(iv) assist the Committee in its investigation of the acts,
      conduct, assets, liabilities and financial condition of
      the Debtors and of the operation of the Debtors'
      businesses;

  (v) assist the Committee in its analysis of and
      negotiations with the Debtors or any third party
      concerning matters related to, among other things, the
      assumption or rejection of certain leases of non-
      residential real property and executory contracts, asset
      dispositions, financing of other transactions and the
      terms of a plan of reorganization for the Debtors;

(vi) assist and advise to the Committee as to its
      communications to the general creditor body regarding
      significant matters in their cases;

(vii) represent the Committee at all hearings and other
      proceedings;

(viii) analyze and review all applications, orders, statements
      of operations and schedules filed with the Court and
      advise the Committee as to their propriety;

(ix) assist the Committee in preparing pleadings and
      applications as may be necessary in furtherance of the
      Committee's interests and objectives; and

  (x) perform any other legal services as may be required and
      are deemed to be in the interests of the Committee in
      accordance with the Committee's powers and duties as set
      forth in the Bankruptcy Code.

The Committee tells the Court that Akin Gump will bill for its
professionals' services at the Firm's customary hourly rates:

          Partners                         $360-$615
          Associates & Counsel             $185-$425
          Paraprofessionals                $60-$150

As of January 1, 2002, Akin Gumps' hourly rates are adjusted so
that their Associates and Counsel will be charging $200-$450 an
hour already.  "The rest of the rates will remain as is," Ms.
Wilson notes.

At present, Ms. Wilson enumerates the names, positions and
standard hourly rates of the Akin Gump professionals presently
expected to have primary responsibility for providing services
to the Committee as:

   Partners & Associates           2001          2002
   ---------------------           ----          ----
   Charles R. Gibbs (Partner)     $500/hour    $500/hour
   Fred S. Hodara (Partner)       $550/hour    $600/hour
   David F. Staber (Sr. Associate)$400/hour    $450/hour
   Keith M. Aurzada (Associate)   $275/hour    $325/hour
   Philip C. Dublin (Associate)   $275/hour    $305/hour
   Kevin D. Rice (Associate)      $185/hour    $230/hour
   Sara J. Wahl (Associate)       $185/hour    $230/hour
   Randell J. Gartin (Associate)  $185/hour    $200/hour
   Sarah A. Schultz (Associate)   $185/hour    $200/hour

Charles R. Gibbs, Esq., a member of the firm of Akin, Gump,
Strauss, Hauer & Feld, assures the Court that Akin Gump does not
represent and does not hold any interest adverse to the Debtors'
estates or their creditors.  However, Mr. Gibbs states that Akin
Gump is a large firm and may represent or may have represented
certain of the Debtors' creditors, equity holders, affiliates or
other parties in matters unrelated to the Debtors cases.  Mr.
Gibbs asserts that Akin Gump is a "disinterested person" within
the meaning of the Bankruptcy Code. (Burlington Bankruptcy News,
Issue No. 6; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


CARIBBEAN PETROLEUM: Final Cash Collateral Hearing Set for Today
----------------------------------------------------------------
By order of the U.S. Bankruptcy Court for the District of
Delaware, Caribbean Petroleum and its Debtor-Affiliates are
authorized to use Firstbank Puerto Rico's cash collateral on an
interim basis through January 18, 2002.

The Court directs Firstbank to immediately turnover and make
available to Caribbean Petroleum Refining any cash collateral in
its possession, custody and/or control and any post-petition
collections of accounts receivable.

Firstbank will receive a replacement liens on the same types of
post-petition cash collateral.  The Firstbank Replacement Liens
shall maintain the same priority, validity, and enforceability
as Firstbank's liens on the Firstbank Prepetition Collateral.

A hearing regarding the continued use of cash collateral is
scheduled for January 18, 2002 at 2:00 p.m.


CAVU INC: Receives Valid Bid for Assets from Undisclosed Buyer
--------------------------------------------------------------
CAVU, Inc., the leading provider of affordable 100 Mbps Internet
access under the registered service name e-xpedient(SM),
announced that it submitted for Judicial approval a valid bid
from an entity interested in purchasing the e-xpedient customer
base and assets necessary to continue to offer e-xpedient 100
Mbps Internet service. Other perspective buyers have indicated
an interest in the purchase of the Property and Assignment of
Contracts and would like an opportunity to bid at the hearing.
Bankruptcy Court Honorable Judge Jennemann will evaluate the
initial bid and all other offers at 9:30 a.m., January 24, 2002.
"We have one valid bid and multiple prospective buyers who
have indicated an interest in the assets and would like an
opportunity to bid at the hearing," says John Campbell,
registered agent of and counsel for CAVU, Inc. "We believe that
it is reasonable that there are others who will want to
capitalize on this opportunity to bid on a company that has
achieved so much." e-xpedient is the brand name of the 100 Mbps
Internet service CAVU, Inc. offers to businesses in four
markets. Under that brand name CAVU, Inc. has achieved revenue
and site acquisition objectives never reached by any competitor
in this field. The company's goals have always been
profitability in year four of operation, with an understanding
it would need additional financing in year two.

From the company's entree into its first market, Salt Lake City,
UT, each market has been achieving sustainable revenues.
Buildings deployed on any and all e-xpedient networks operate
with average revenues of $3,000 per building across all markets.

e-xpedient/CAVU, Inc. also excels in the volume of commercial
property space it both currently serves and has secured for
service for the continued growth of existing markets and the
opening of new Tier 1 markets. Rather than negotiating blanket
portfolio deals with commercial property owners and Real Estate
Investment Trust groups that would include buildings the company
would not be able to service, e-xpedient/CAVU, Inc. only pays
site access fees in buildings that further the company's revenue
goals, realizing that each building on a network must achieve
profitability as a single entity to build a profitable company.
Plans for expansion would include adding lower-revenue-potential
buildings from these commercial groups' portfolios at such time
as the company was profitable on a building, market and
corporate level; with costs driven down to such a level as to
make these additional buildings profitable.

Having secured over $74 million, the company spent the last year
continuing to service existing markets, doing the pre-planning
efforts to launch such new markets as Chicago, IL and New York,
NY while simultaneously working to secure additional funding to
enable the launch of these markets that would further the
company's profitability goals. At the time it filed for Chapter
11 protection, CAVU, Inc. was in the final stages of securing
such funding with a private International investor who had
signed a binding term sheet. Unfortunately, the investor did
not, in the time required to keep the company functioning as
CAVU, Inc., secure all components of a deal designed to supply
the company with the funds needed to reach profitability, in
part due to the events of September 11, 2001 and the continued
negative perception of both the telecommunications and Internet
industries in U.S. markets.

In a debtor's emergency motion before the Court, CAVU, Inc. has
agreed to sell assets that have no known liens, claims  
encumbrances or interest. The company asserts that the sale of
these assets is in the best interest of the estate as the assets
have value only as long as the company is continuing to provide
service to its customers. Qualified bidders must have 10% of the
purchase price in certified funds in hand in order to bid at the
auction hearing. The closing will be twenty-four (24) hours
after the Court's Order is entered approving the sale. It is the
responsibility of any potential bidder to review the purchasable
assets for completeness, accuracy and the ability to maintain
continued operation of any services the bidder deems prudent for
the ongoing operation of business.

CAVU, Inc., is the first to deliver affordable e-xpedient(SM)
100 Mbps high-speed Internet access to business users of all
levels. The e-xpedient network is altogether independent of any
Regional Bell Operating Company (RBOC), any Incumbent Local
Exchange Carrier (ILEC), or any Competitive Local Exchange
Carrier (CLEC). The company delivers true broadband to end-user
business, a service that is instantly available and affordable
for each and every size customer, with standard pricing packages
ranging from $100 - $5,500 per month.


DELTA FINANCIAL: Expects to Release Year-End Results by March
-------------------------------------------------------------
Delta Financial Corporation (OTCBB:DLTO) announced preliminary
results for its fourth quarter and year-end December 31, 2001.

As previously announced, for the fourth quarter ended December
31, 2001, the Company expects to earn an after-tax profit of
approximately $0.20 per share. For the year ended December 31,
2001, the Company also expects to incur a loss before
extraordinary item of approximately $5.08 per share (the
extraordinary item was incurred in the third quarter of 2001).

"We are extremely pleased with the way in which we have emerged
from our corporate and debt restructuring in 2001, and, as
expected, returned the Company to profitability in the fourth
quarter of 2001," said Hugh Miller, CEO.

The Company anticipates releasing year-end results by early
March 2002.

Founded in 1982, Delta Financial Corporation is a Woodbury, New
York-based specialty consumer finance company engaged in
originating, securitizing and selling (and until May 2001,
servicing) non-conforming home equity loans. Delta's loans are
primarily secured by first mortgages on one- to four-family
residential properties. Delta originates home equity loans
primarily in 20 states. Loans are originated through a network
of approximately 1,500 brokers and the Company's retail offices.
Prior to July 1, 2000, loans were also purchased through a
network of approximately 120 correspondents. Since 1991, Delta
has sold approximately $6.9 billion of its mortgages through 30
AAA rated securitizations.


DOSKOCIL: Reduces Outstanding Debt to $58MM After Restructuring
---------------------------------------------------------------
Doskocil Manufacturing Company, Inc., announced that it has
reached agreement with its bondholders to significantly reduce
the amount of its outstanding debt. The transaction, which was
finalized on December 21, 2001, reduced the Company's debt from
$176 million to $58 million. Doskocil now operates as a private
company.

Doskocil's holders of 10-1/8 percent notes due 2007 voted
unanimously to exchange debt for minority ownership in the
Company. The agreement also provided for the majority owner,
Westar Capital to make an additional investment in the Company.
Further, Doskocil revised its senior credit facility in
cooperation with its existing eleven-member bank group led by
Bank of America (Dallas).

"The conclusion of Doskocil's financial restructuring initiative
puts the Company on strong financial footing for the future,"
said Larry Rembold, Doskocil's President and Chief Executive
Officer. "We have successfully improved our operations and
customer service and maintain an on-going commitment to the
established record of accurate and on-time delivery." The
Company is committed to being the most efficient and customer
focused company in our industry. Recent financial results beat
company targets and generated considerable cash to support the
final restructuring initiative.

With the reduced debt and improvement in profitability, Doskocil
has more than ample working capital to support aggressive
reinvestment in its business for continued growth and
efficiency. "We are now focused on accelerated investments in
new products with more than 40 significantly redesigned or
totally new products to be introduced in 2002 that are in final
design or fabrication. Continued operational excellence,
combined with our new capital structure, will ensure that we
maintain our leadership position in our industry," Rembold said.

"We thank those people who were instrumental in this effort and
our customers who faithfully supported us during our financial
restructuring process. Most of all, we want to thank our
employees. The results of their commitment and determination
during the last two years have dramatically improved operational
efficiency which gave our lenders and investors the confidence
to agree to a new financial structure for our future success".

Doskocil's financial advisor for its financial restructuring
transaction was Chanin Capital Partners (Santa Monica, CA and
New York, NY). The restructuring counsel to the Company was
Jones, Day, Reavis and Pogue (Dallas).

Doskocil Manufacturing Company, Inc. is a leading supplier of
pet and sporting goods products in the United States. The
Company markets its products through multiple distribution
channels.


EB2B COMMERCE: 1-for-15 Reverse Stock Split Effective January 10
----------------------------------------------------------------
On January 3, 2002, the Board of Directors of eB2B Commerce,
Inc., approved a one-for-fifteen (1:15) reverse stock split of
the Company's common stock. The reverse stock split became
effective on January 10, 2002.

At the Company's annual meeting of stockholders held on October
17, 2001, the stockholders granted the Board authority to effect
a reverse stock split of the Company's common stock in either a
one-for-five (1:5), one-for-seven (1:7), one-for-ten (1:10),
one-for-twelve (1:12) or one-for-fifteen (1:15) ratio. The Board
approved a one-for-fifteen (1:15) reverse stock split in order
to maintain compliance with Nasdaq's $1.00 minimum bid price
requirement for continued listing on the Nasdaq SmallCap Market
and to also attract new investors to the Company.

As a result of the reverse stock split, each 15 issued and
outstanding shares of common stock will be exchanged for one new
share of common stock. The shares of common stock underlying the
Company's Preferred Stock and other derivative securities will
be similarly adjusted. All fractional shares resulting from the
reverse stock split will be aggregated per stockholder and
rounded up to the next number of whole shares of common stock.

eB2B Commerce (formerly DynamicWeb Enterprises) is a provider of
business-to-business (B2B) e-commerce services and software for
facilitating buyer-supplier transactions took its present form
when investor Commonwealth Associates engineered a reverse
acquisition between two B2B e-commerce companies with histories
of losses -- privately held eB2B Commerce and publicly traded
DynamicWeb Enterprises. eB2B creates electronic marketplaces for
specific vertical industries, including sporting goods and drug
stores. The company's customers include retailers Rite Aid, Best
Buy, and Linens & Things. Chairman Peter Fiorillo owns about 35%
of the company. As at September 30, 2001, the company's
liquidity was strained, with a working capital deficiency of
about $1.3 million.


ENRON CORP: Engages Kelley Drye as Special Regulatory Counsel
-------------------------------------------------------------
Enron Corporation, and its debtor-affiliates want to employ and
retain Kelley Drye & Warren LLP as special regulatory counsel,
nunc pro tunc to the Petition Date in connection with these
regulatory issues:

  (a) Completion of the consent decree currently being
      negotiated with the Federal Communications Commission,
      including putting on file all associated Federal
      Communications Commission applications for transfer of
      control, assignment of license, cancellation and call sign
      replacement authorizations to clear title to, and
      eliminate any enforcement action on, all of the Enron
      Corporation, and operating subsidiary radio facility
      licenses.

  (b) Preparation and submission of all required
      applications/notifications to the Federal Communications
      Commission and pertinent state regulatory authorities
      regarding the involuntary transfer of control of all
      licenses by virtue of the chapter 11 proceedings.

  (c) Preparation and filing of all applications for Federal
      Communications Commission approval of the transfer of
      control of all Portland General Electric licenses to
      Northwest Natural Transmission Company.

As compensation for these services, Melanie Gray, Esq., at Weil,
Gotshal & Manges LLP, in New York, New York, relates that the
Debtors will pay pursuant to the firm's standard hourly rates
and normal policies for reimbursement of disbursements.

The firm's regular hourly rates range from:

            $310 to $425 for partners
            $145 to $290 for associates
            $105 to $130 for paraprofessionals

Ms. Gray informs Judge Gonzalez that Kelley Drye adjusts its
rates from time to time.  In addition, Ms. Gray continues, the
firm regularly charges for reimbursement of out-of-pocket
expenses including secretarial overtime, travel, copying ($0.20
per page), outgoing facsimiles ($1.00 per page), document
processing, court fees, transcript fees, long distance phone
calls, postage, messengers, overtime meals and transportation.

Ms. Gray explains that the Kelley Drye has represented the
Debtors in the Federal Communications Commission Matters prior
to Petition Date.  Therefore, Ms. Gray says, the firm is
obviously qualified to represent the Debtors in those matters.
Accordingly, the Debtors believe that Kelley Drye's retention is
the most efficient and cost-effective method by which the
Federal Communications Commission matters may be concluded.

Aileen A. Pisciotta, Esq., a partner of Kelley Drye & Warren,
LLP, admits that the firm currently represents certain creditors
of the Debtors' estates such as JPMorgan Chase Bank and various
BP Amoco entities.  However, Ms. Pisciotta asserts, those
representations are not related in any way to the Federal
Communications Commission Matters.  Nevertheless, Ms. Pisciotta
says, Kelley Drye will institute strict procedures and
mechanisms governing the management and staffing of these
concurrent representations in order to avoid any potential
conflict or appearance of impropriety that may arise by virtue
of the firm's representation of these creditors and Kelley
Drye's continued representation of the Debtors in connection
with the Federal Communications Commission Matters.

Specifically, Ms. Pisciotta explains, the firm has and will take
all precautions and make whatever reasonable efforts necessary
to demarcate a "firewall" that prevents communications between
personnel working for Debtors and personnel working for JPMorgan
or BP Amoco regarding their respective matters.  According to
Ms. Pisciotta, Kelley Drye has circulated a memo to all its
attorneys, legal assistants and secretaries involved in the
respective representations of the Debtors, JPMorgan and BP
Amoco, identifying which attorneys and legal assistants are
working on Kelley Drye's representation of the Debtors, the
firm's representation of JPMorgan, and the firm's representation
of BP Amoco. "The Firewall memo makes clear that members of a
particular "Team" may not have any conversations, exchange of
documents, or communications of any kind concerning the Debtors'
bankruptcy cases with any members of any other Team," Ms.
Pisciotta informs Judge Gonzalez. Furthermore, Ms. Pisciotta
continues, no members of any Team shall access any of Kelley
Drye's files or other documents, or computer data regarding any
other Team. As new members are added to a Team, Ms. Pisciotta
says, the Firewall memo is updated and redistributed to all
members of each Team.  Additionally, Ms. Pisciotta remarks, it
should be noted that the "Firewall" between Kelley Drye's
personnel working for the Debtors and personnel working for
JPMorgan and BP Amoco is further enhanced as the firm's
representation of the Debtors will be handled out of Kelley
Drye's Washington, D.C. and Virginia offices, while the firm's
representation of JPMorgan and BP Amoco is being handled
primarily out of Kelley Drye's New York office, with support
from the firm's Los Angeles office.

Moreover, Ms. Pisciotta relates, the Debtors and Kelley Drye
have agreed that that should an actual conflict arise from the
firm's representation of both the Debtors and JPMorgan, Kelley
Drye will immediately cease all work being performed for the
Debtors and will immediately resign from the representation of
the Debtors, but may continue to represent JPMorgan.  "The
Debtors and Kelley Drye have also agreed that such resignation
shall not affect the firm's right to payment of the fees and
expenses incurred through the date of such resignation," Ms.
Pisciotta adds.

Ms. Pisciotta assures the Court that Kelley Drye does not
represent or hold any interest adverse to the Debtors or the
Debtors' estate with respect to the Federal Communications
Commission Matters.  Ms. Pisciotta promises to file supplemental
affidavit if additional information becomes available.

But to the extent that the Debtors should find themselves in a
position adverse to any of the parties with whom Kelley Drye has
a relationship unrelated to these cases, Ms. Pisciotta has
advised the Debtors they may need to retain separate counsel to
pursue any adverse action against such parties.

Within the year prior to Petition Date, Ms. Pisciotta tells
Judge Gonzalez that the firm has received payment from the
Debtors of and their affiliated non-debtor entities in the
approximate amount of $240,000 for professional services
rendered and expenses incurred by Kelley Drye prior to December
28, 2001, including payments within 90 days of the date of the
filing of the petitions.

Furthermore, Ms. Pisciotta advises the Court that Kelley Drye
intends to apply for compensation for professional services
rendered in connection with the Federal Communications
Commission Matters and for reimbursement of actual and necessary
expenses incurred, in accordance with the provisions of the
Bankruptcy Code, the Bankruptcy Rules, and the Bankruptcy Local
Rules and orders of the Court. (Enron Bankruptcy News, Issue No.
8; Bankruptcy Creditors' Service, Inc., 609/392-0900)


ENRON BROADBAND: Case Summary & Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Enron Broadband Services, L.P.
        1400 Smith Street
        Houston, Texas 77002

Bankruptcy Case No.: 01-16483-ajg

Type of Business: The Debtor is involved in the trading of
                  telecommunications products.

Chapter 11 Petition Date: December 24, 2001

Court: Southern District of New York (Manhattan)

Judge: Arthur J. Gonzalez

Debtor's Counsel: Melanie Gray, Esq.
                  Weil, Gotshal & Manges LLP
                  700 Louisiana, Suite 1600
                  Houston, Texas 77002
                  Telephone: (713) 546-5000

                          -and-

                  Brian S. Rosen, Esq.
                  Weil, Gotshal & Manges LLP
                  767 Fifth Avenue
                  New York, New York 10153
                  Telephone: (212) 310-8000

Total Assets: estimated at $64,535,021

Total Debts: estimated at $63,666,035

Debtor's Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Global Crossing             Trade Debt               $660,935
Bandwidth, Inc.
30300 Telegraph Road
Bingham Farms, MI 48025
Attn: Shannon Smades
20 Oak Hollow Ste 300
Southfield, MI 48034-7406
Phone: 248-386-8546
Fax: 248-386-5625

MCI Worldcom                Trade Debt               $403,400
Communications Japan Ltd.
Attn: Henry Lyden
Marunouchi Mitsui Bldg.
2F, 2-2-2 Maruncouchi,
Chiyoda-Ku,
Tokyo 100-0005 Japan
Phone: 03-5539-4573
Fax: 03-5539-4539

Broadwing Communications    Trade Debt              $236,905
Services Inc

Fibernet                    Trade Debt               $98,113

Genuity Telecom, Inc.       Trade Debt               $90,549

TFS Energy, LLC             Trade Debt               $43,856

Progress Telecom            Trade Debt               $27,274

Ameritech Advanced Data     Trade Debt               $18,915
Services

Southwestern Bell           Trade Debt               $12,160

OnFiber Communications,     Trade Debt                $7,500
Inc.

Uecomm Limited              Trade Debt                $7,243

Pac West Telecomm, Inc.     Trade Debt                $7,027

Universal Service           Trade Debt                $6,171
Administrative Company

ImpSat USA, Inc.            Trade Debt                $4,200

Sphera Optical Networks,    Trade Debt                $3,913
Inc.

Metcom , Inc.               Trade Debt                $3,650

LighTrade, Inc.             Trade Debt                $1,637

Intercontinental            Trade Debt                $1,039
Broadband Services

ANG & Partners              Trade Debt                   $39

Wisconsin Dept of Revenue   Trade Debt                   $20


EXODUS COMMS: Court Approves Sale of Assets to Cable & Wireless
---------------------------------------------------------------
Exodus Communications, Inc., a world leader in Internet
outsourcing, announced that the U.S. Bankruptcy Court for the
District of Delaware has approved the definitive sale agreement
under which Exodus will sell a substantial portion of its
business and assets to Cable and Wireless plc, the global
telecommunications group.

Under the agreement, announced November 30, 2001, Cable &
Wireless, and certain of its wholly-owned subsidiaries have
agreed to acquire substantially all of Exodus' assets and
businesses, including customer contracts, employees, selected
corporate and Internet Data Centers (IDC) and related assets,
intellectual property, including the Exodus brand, and other
resources required to support customers and grow the business.

Exodus and Cable & Wireless expect to close the sale and
purchase of the U.S. based assets covered by the agreement in
late January or early February 2002. Pursuant to separate sale
and purchase agreements currently being negotiated, Exodus
expects to sell to Cable & Wireless and its subsidiaries certain
international assets located in the United Kingdom and Germany
and a subsidiary located in Japan. Completion of the
transactions is subject to satisfactory completion of customary
closing conditions.

Exodus Communications, Inc. is a world leader in Internet
outsourcing, offering the industry's most flexible,
comprehensive and secure suite of solutions to enterprise
customers worldwide. As a pioneer in web hosting, Exodus
manages, monitors and secures the most sophisticated Internet
operations while ensuring that its customers receive the highest
quality of service and support.   Exodus filed a voluntary
petition for relief under Chapter 11 of Title 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Delaware on September 26, 2001.  More information about Exodus
can be found at http://www.exodus.net  


FOSTER WHEELER: S&P Drops Preferred Trust Securities Rating to D
----------------------------------------------------------------
Standard & Poor's lowered its rating on FW Preferred Capital
Trust I's $175 million preferred trust securities to 'D' from
single-'B'-minus. FW Preferred Capital Trust I is a 100%-owned
finance subsidiary of Foster Wheeler Ltd.

At the same time, Standard & Poor's placed its ratings on Foster
Wheeler on CreditWatch with negative implications.

The downgrade of FW Preferred Capital Trust I's preferred trust
securities follows the company's announcement that it will defer
the Jan. 15, 2002, dividend payment on the preferred stock for
one quarterly period. Should the company resume paying the
dividend payment on the issue but remain in arrears with respect
to skipped payments, this rating would be raised to
single-'C'.

The CreditWatch listing on Foster Wheeler affects $682 million
of corporate debt outstanding (at September 30, 2001), and
reflects Standard & Poor's heightened concerns regarding the
firm's liquidity position and the potential for near-term bank
covenant violations. Foster Wheeler had about $168 million of
cash and equivalents, and was in compliance with its fixed
charge and leverage covenants under its bank revolving credit
facility as of September 30, 2001. Because the deferred interest
payment on the trust preferred issuance was just about $4
million, the deferral may imply that liquidity has weakened or
that the company could be in violation of its bank covenants at
Dec. 31, 2001, and may be preparing for a challenging
negotiation with its senior lenders.

Standard & Poor's will meet with management in the near term to
discuss the reasons behind the deferred payment, as well as its
strategic operational and financial plans to strengthen
liquidity and improve cash flow generation, before taking a
further rating action.

                       Rating Lowered

     FW Preferred Capital Trust I            TO    FROM
       Preferred stock
   (Guaranteed by Foster Wheeler Ltd.)  D     B-

       Ratings Placed on CreditWatch with Negative Implications

Foster Wheeler Ltd.                           RATING
  Corporate credit rating                     BB-
  Senior unsecured debt                       BB-
  Subordinated debt                           B
  415 shelf registration:
   Senior unsecured               preliminary BB-
         Subordinated                   preliminary B

DebtTraders reports that Foster Wheeler Corporation's 6.750%
bonds due 2005 (FWC) currently trade in the low 80s. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=FWC


GLOBAL TELESYSTEMS: KPNQwest Gets Approval to Purchase Assets
-------------------------------------------------------------
KPNQwest (Nasdaq: KQIP), the leading pan-European data
communications and hosting company, announced that the European
Commission has approved KPNQwest's acquisition of the Ebone and
Central Europe assets of Global TeleSystems Inc (OTC Bulletin
Board: GTLS). The European Commission confirmed that the
acquisition would not lead to the creation or strengthening of a
dominant position in any relevant telecommunications market.

Commenting on the European Commission's decision, Jack McMaster,
President and CEO of KPNQwest said: "[Wednes]day's decision
marks a significant milestone in our acquisition of Ebone and
GTS Central Europe. It also marks an inflection point in the
consolidation of European telecommunications services. At the
same time, it confirms our belief that the combined company will
offer a competitive pan-European set of products and services in
the data communications and hosting market, which continues to
be identified as a growth area in Europe. We are committed to
realizing the full synergy benefits of the acquisition and
delivering next generation data and Internet services to
European businesses. This is great news for our customers, our
shareholders, our partners and our employees."

On 18 October KPNQwest announced its intention to acquire the
GTS assets in a pre-negotiated bankruptcy proceeding for Euro
645 million (net of cash). KPNQwest will issue approximately
Euro 210 million in 10-year convertible notes to GTS bondholders
in exchange for GTS bonds of Euro 1.9 billion (face value) and
will assume the GTS credit facility of approximately Euro 210
million and GTS capital leases of approximately Euro 250 million
at the date of closing. GTS will have approximately Euro 25
million in cash at closing. KPNQwest and the GTS credit facility
banks have agreed to replace the current GTS facility with a
Euro 500 million facility (in the aggregate).

The GTS acquisition will contribute significantly to KPNQwest's
revenue and earnings before interest, taxes, depreciation and
amortization (EBITDA). After the acquisition, KPNQwest expects
pro forma revenues of Euro 1.3 - 1.4 billion in 2002, pro forma
revenue and earnings before interest, taxes, depreciation and
amortization (EBITDA) of Euro 175-200 million in 2002. With the
increased EBITDA and credit facility, KPNQwest expects that it
is fully funded through the time it becomes free cash flow
positive in the fourth quarter of 2003.

KPNQwest (Nasdaq: KQIP), the leading pan-European data
communications and hosting company, delivers a full range of
carrier and corporate networking solutions, hosting and Internet
services across a 15 country European footprint with seamless
connectivity to a 180,000km global network. The company owns and
operates the EuroRings?, the fastest, most advanced fibre- optic
backbone in Europe, which connects 50 cities and a network of
ultra- secure hosting facilities, the KPNQwest CyberCentres?. On
October 18, 2001, KPNQwest announced its intention to acquire
the Ebone and Central Europe divisions from GTS. Subject to the
successful closure of this acquisition, KPNQwest will offer a
25,000km fibre-optic network, connecting

60 cities with 14 metro area networks and a total of 55,000m2 of
hosting space. For more information please visit the KPNQwest
website at http://www.kpnqwest.com   


HARVARD INDUSTRIES: Chapter 11 Case Summary
-------------------------------------------
Lead Debtor: Harvard Industries, Inc.
             ta Harvard Interiors Manufacturing Company
             ta Harvard Electronics
             ta ESNA Fasteners, Inc.
             ta Elastic Stop Nut Division
             ta 177192 Canada, Inc.
             ta Les Attaches ESNA, Inc.
             3 Werner Way
             Lebanon, NJ 08833

Bankruptcy Case No.: 02-50586

Debtor affiliates filing separate chapter 11 petitions:

             Entity                            Case Nos.
             ------                            --------
             Harvard Transportation, Inc.      02-50584
             Hayes Albion Corporation          02-50585

Debtor affiliates filing chapter 7 petitions:

              Entity                           Case Nos.
              ------                           ---------
              Doehler Jarvis, Inc.             02-50575
              Harman Automotive, Inc.          02-50576
              Doehler Jarvis Greeneville, Inc. 02-50579
              KWCI Liquidating, Inc.           02-50580
              Doehler Jarvis Toledo, Inc.      02-50581
              Pottstown Precision Casting,
                 Inc.                          02-50582
              Harvard Industries Risk
                 Management, Inc.              02-50583

Type of Business: The company, which includes subsidiaries
                  Hayes-Albion and Pottstown Precision Casting,
                  makes rubber glass-run channels, rubber door
                  and trunk seals, aluminum castings, and metal
                  products such as transmission components for
                  North American car and truck manufacturers.

Chapter 11 Petition Date: January 15, 2002

Court: District of New Jersey (Trenton)

Judge: Kathryn C. Ferguson

Debtors' Counsel: Bruce Gordon, Esq.
                  Dale & Gordon LLP
                  Polygon Plaza
                  2050 Center Ave.
                  Fort Lee, NJ 07024
                  201-585-2600


HAYES LEMMERZ: Seeks Confirmation of Admin. Expense Status
----------------------------------------------------------
In order to obtain and ensure delivery from their suppliers and
vendors of raw materials, supplies, goods, products and related
items represented by numerous pre-petition purchase orders
outstanding on the Petition Date, Hayes Lemmerz International,
Inc., and its debtor-affiliates seek entry of an order
confirming that the suppliers and vendors will have
administrative expense priority claims for those undisputed
obligations arising from the Outstanding Orders relating to
shipments of Goods received and accepted by the Debtors on or
subsequent to the Petition Date.

In addition, the Debtors request that the Court establish
procedures for addressing reclamation claims likely to be
asserted against the Debtors by numerous vendors. The Debtors
believe that such procedures will simplify the process of
addressing such claims while adequately safeguarding the
reclamation rights of the creditors asserting them. The Debtors
further request that the Court enter an order prohibiting
Vendors and other third parties from taking steps to physically
reclaim or prevent delivery of goods or products to the Debtors
and confirming that third parties are stayed and prohibited from
interfering with the delivery of goods and products to the
Debtors.

Mark S. Chehi, Esq., at Skadden Arps Slate Meagher & Flom LLP in
Wilmington, Delaware, relates that in the ordinary course of the
Debtors' business, numerous Vendors provide the Debtors with
Goods on a daily basis. As of the Petition Date, certain of such
Goods may have been in transit to the Debtors' facilities, or
the subject of Outstanding Orders not yet filled by the Vendors.
As a result of the filing of these Chapter 11 cases, the Debtors
believe that certain Vendors may be concerned that delivery or
shipment of Goods after the Petition Date pursuant to an
Outstanding Order will render such Vendors unsecured creditors
of the Debtors' estates. Accordingly, Mr. Chehi fears that
Vendors may decline to ship, or may instruct their shippers not
to deliver Goods destined for the Debtors unless the Debtors
issue substitute purchase orders post-petition or obtain an
order confirming that all obligations of the Debtors arising
from Outstanding Orders, delivery of which occurs post-petition,
are to be granted administrative expense status.

Although the Debtors believe that they therefore have the
authority to make payment for Goods received post-petition,
confirmation of that authority is, in the Debtors' view, highly
desirable. Mr. Chehi explains that the Debtors' relationships
with the Vendors are so essential that it is important to
provide them the utmost reassurance that their valid claims for
Goods delivered post-petition will be given administrative
expense priority status and be paid by the Debtors in the
ordinary course of business. (Hayes Lemmerz Bankruptcy News,
Issue No. 4; Bankruptcy Creditors' Service, Inc., 609/392-0900)


HEILIG-MEYERS: Dismisses Deloitte & Touche as Accountants
---------------------------------------------------------
On August 16, 2000, Heilig-Meyers Company and certain of its
subsidiaries filed voluntary petitions for relief under Chapter
11, Title 11 of the United States Bankruptcy Code with the
United States  Bankruptcy Court for the Eastern District of
Virginia, procedurally consolidated case number 00-34533.   In
connection with the on-going administration of its Chapter 11
cases, on January 2,  2002, the Company dismissed Deloitte &
Touche LLP as its independent accountant.  The Company's  
decision was recommended and approved by the Company's Board of
Directors.

Certain shareholders of the Company have instituted legal
proceedings against Deloitte, and the Company is currently
reviewing its legal options regarding Deloitte. However, there
were no disagreements between the Company and Deloitte regarding
any matters of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures which, if
not resolved to Deloitte's satisfaction, would have caused them
to make reference in their report to the matter.  Deloitte has
not issued an audit report on any of the Company's financial
statements since February 29, 2000.


IMPSAT FIBER: Fails to Make Interest Payment on 12-3/8% Notes
-------------------------------------------------------------
IMPSAT Fiber Networks, Inc. (NASDAQ:IMPT), a leading provider of
integrated broadband data, Internet and voice telecommunications
services in Latin America, announced that the applicable 30-day
grace period for payment of interest on its $225 million 12-3/8%
Senior Notes due 2008 expired and the Company did not make the
interest payment.

The Company also did not make a $7.6 million interest payment
due Tuesday on its $125 million 12-1/8% Senior Guaranteed Notes
due 2003. Under the terms of the Notes due 2003, IMPSAT has
another 30 days to make the payment in order to avoid default
consequences.

The Company also stated that previously-announced waivers
originally granted in October 2001 by the Company's principal
equipment suppliers, had expired on January 11, 2002. As of
December 31, 2001, the Company's aggregate outstanding balance
under its financing agreements with these Vendor Financing
Creditors totals $261.1 million plus accrued and unpaid
interest.

As previously announced, the Company has been engaged in
negotiations with representatives of the holders of its senior
notes (the Notes due 2008, Notes due 2003, and $300 million 13-
3/4% Senior Notes due 2005) and with the Vendor Financing
Creditors regarding the terms of a consensual restructuring of
its financial obligations and balance sheet, and has retained
Houlihan Lokey Howard & Zukin Capital to assist it in connection
with these negotiations. The Company stated that significant
progress has been made in these negotiations.

IMPSAT Fiber Networks, Inc. is a leading provider of fully
integrated broadband data, Internet and voice telecommunications
services in Latin America. IMPSAT has recently launched an
extensive pan-Latin American high capacity broadband network in
Brazil, Argentina, Chile, Peru and Colombia using advanced
technologies, including IP/ATM switching, DWDM, and non-zero
dispersion fiber optics. The Company has also deployed fourteen
facilities to provide hosting services. IMPSAT currently
provides services to over 3,000 national and multinational
companies, government entities and wholesale services to
carriers, ISPs and other service providers throughout the
region. The Company has local operations in Argentina, Colombia,
Venezuela, Ecuador, Mexico, Brazil, the United States, Chile and
Peru. Visit us at http://www.impsat.com


INDESCO INT'L: Judge Gerber Confirms Plan Proposed by Committee
---------------------------------------------------------------
Bankruptcy Judge Robert E. Gerber confirmed the plan of
reorganization proposed by the Official Committee of Unsecured
Creditors of Indesco International, Inc., and its subsidiaries,
AFA Products, Inc., and Continental Sprayers International, Inc.
Indesco, a manufacturer of liquid dispensing devices, including
trigger sprayers and lotion pumps, will emerge from Chapter 11
by February 15, 2002.

Steven Bowsher, Chief Executive Officer of reorganized Indesco
said, "We are excited about Indesco's future business prospects
and look forward to working closely with customers, vendors,
employees and other constituents. The plan provides Indesco with
a substantially stronger capital structure that will help
Indesco maintain its position as a market leader."

The plan will eliminate over $153 million in debt from Indesco's
balance sheet and will provide for up to $8 million in new
equity capital through a rights offering subscribed to by
Indesco's former bondholders. Trade creditors will receive a
100% cash distribution and former bondholders will become the
new equity owners of reorganized Indesco.

Kasowitz Benson Torres and Friedman was counsel to the
Committee.  Loeb Partners Corporation was the Committee's
financial advisor.


INFORMATION MANAGEMENT: Confirmed Plan Declared Effective Jan. 8
----------------------------------------------------------------
On July 24, 2000, Information Management Associates, Inc., filed
a voluntary petition for protection under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy
Court for the District of Connecticut.  On December 28, 2001,
the Bankruptcy Court entered an order confirming the Plan of
Reorganization of the Company, as amended by the First Amendment
filed on December 21, 2001 and by the Second Amendment filed on
December 26, 2001. The confirmed Plan became effective on
January 8, 2002.

The following is a summary of the material features of the Plan.
It does not purport to be a complete summary and is qualified in
its entirety by reference to the Plan itself.

        The Plan provides for the complete liquidation of the
Company and payment in full to all creditors with the balance of
funds, after all creditors and costs of administration and post-
confirmation costs related to the liquidation are paid, to be
distributed to shareholders.

        On August 10, 2001, the Company entered into an Asset
Purchase Agreement with AIT (USA), Inc., a corporation organized
under the laws of Ohio, and AIT Group plc, a corporation
organized under the laws of England, whereby AIT agreed to
purchase substantially all of the Company's assets for an
aggregate purchase price of $16,500,000, of which $10,000,000
was paid in cash at the closing of the transaction effective
September 17, 2001 and the remaining $6,500,000 will be paid
pursuant to a promissory note under which $3,000,000 is due on
March 17, 2002 and the balance is due on June 17, 2002, subject
to certain adjustments to the purchase price. To date, after
consideration for certain adjustments to the purchase price,
$5,332,000 remains due from AIT. After all allowed claims are
paid in full, the Company estimates that up to approximately
$4,000,000 in the aggregate will be available for distribution
to common shareholders pro-rata. This estimate is not a minimum
or guaranteed amount and depends on many variables and certain
assumptions, including, but not limited to (i) that AIT pays the
balance of the purchase price in a timely manner without any
adverse claim or offset; (ii) that the allowed claims against
the estate will be in the amounts currently estimated by the
Company; and (iii) that the costs of liquidation will be in the
amounts estimated by the Company. The amount of the actual
distributions to common shareholders, if any, may be materially
less than the estimated amount.

        Except for the right to receive distributions in
accordance with the Plan, all rights and interests of the
shareholders, including their right to approve the dissolution
of the Company as set forth in Section 33-881 of the Connecticut
Business Corporation Act, terminated upon the entry of the
Order, and any certificates or book entries previously
evidencing the ownership of shares of stock of the Company
became null and void. Pursuant to the Plan, only the
shareholders of record on the close of business on December 24,
2001, as determined by the records of the Company's transfer
agent, are entitled to distributions under the Plan, however,
the Company filed a proposed amendment to the Plan to change the
record date from December 24, 2001 to January 8, 2002. The
Company shall file a Certificate of Dissolution with the
Secretary of State of Connecticut as soon as practicable after
the filing of such certificate is authorized by the Board of
Directors of the Company, but in any event, no later than the
60th day after final distribution to the shareholders. After
such filing, the Company shall continue its corporate existence
solely for the purpose of winding up and liquidating its
business and affairs, as authorized by the Connecticut Business
Corporation Act.

        As of August 16, 2001, there were approximately
9,834,312 shares of common stock and no shares of preferred
stock issued and outstanding.


JACOBSON STORES: Nasdaq Halts Trading & Requests More Info
----------------------------------------------------------
The Nasdaq Stock Market(R) announced that the trading halt
status in Jacobson Stores, Inc., (Nasdaq: JCBS) was changed to
"additional information requested" from the company.  Trading
in the company was halted Tuesday at 9:39 a.m. Eastern Time for
News Pending at a last sale price of .46.  Trading will remain
halted until Jacobson Stores, Inc. has fully satisfied Nasdaq's
request for additional information.

For news and additional information about the company, please
contact the company directly or check under the company's symbol
using InfoQuotes(SM) on the Nasdaq Web site.

For more information about The Nasdaq Stock Market, visit the
Nasdaq Web site at http://www.nasdaq.comor the Nasdaq  
Newsroom(SM) at http://www.nasdaqnews.com


KMART CORP: S&P Junks 14 Kmart-Related Credit Lease Transactions
----------------------------------------------------------------
Standard & Poor's lowered its ratings on 14 Kmart Corp.-related
credit lease transactions.  At the same time, the ratings remain
on CreditWatch with negative implications, where they were
placed on Jan. 15, 2002.  This rating action is in conjunction
with Standard & Poor's lowering of Kmart Corp.'s issuer credit
rating to triple-'C'-minus from single-'B'-minus on Jan. 16,
2002.

This is the second downgrade on these transactions in the last
two days, both of which followed an initial downgrade on Kmart
Corp. that was made on Jan. 14, 2002.

      Ratings Lowered And Remain On Creditwatch Negative

    DR Structured Finance Corp. 1993 K-1
                             Rating
    Class            To                  From
    A-1,A-2          CCC-/Watch Neg      B-/Watch Neg

    DR Structured Finance Corp. 1994 K-1
                             Rating
    Class            To                  From
    A-1,A-2,A-3      CCC-/Watch Neg      B-/Watch Neg

    DR Structured Finance Corp. 1994 K-2
                             Rating
    Class            To                  From
    A1,A2            CCC-/Watch Neg      B-/Watch Neg

    Kmart Corp.
                             Rating
    Series           To                  From
    1995-K1          CCC-/Watch Neg      B-/Watch Neg
    1995-K2          CCC-/Watch Neg      B-/Watch Neg
    1995-K3          CCC-/Watch Neg      B-/Watch Neg
    1995-K4          CCC-/Watch Neg      B-/Watch Neg

    Kmart Fund Corp.
    Secured Lease Bonds
                             Rating
    Series           To                  From
    F                CCC-/Watch Neg      B-/Watch Neg
    G                CCC-/Watch Neg      B-/Watch Neg

    Mortgage Pass-Through Certificates Series 1994A-1
                             Rating
                     To                  From
                     CCC-/Watch Neg      B-/Watch Neg

    Mortgage Pass-Through Certificates Series 1994A-2
                             Rating
                     To                  From
                     CCC-/Watch Neg      B-/Watch Neg

    Mortgage Pass-Through Certificates Series 1994A-3
                             Rating
                     To                  From
                     CCC-/Watch Neg      B-/Watch Neg

    Mortgage Pass-Through Certificates Series 1994A-4
                             Rating
                     To                  From
                     CCC-/Watch Neg      B-/Watch Neg

    Mortgage Pass-Through Certificates Series 1994A-5
                             Rating
                     To                  From
                     CCC-/Watch Neg      B-/Watch Neg


KMART CORP: Fitch Junks Ratings & Says Chapter 11 Filing Likely
---------------------------------------------------------------
Fitch lowered its ratings of Kmart Corporation as follows: its
bank facility to 'CCC' from 'BB-'; its notes and debentures to
'CCC' from 'B+'; its lease certificates to 'CCC' from 'B+'; and
its convertible preferred securities to 'CC' from 'B-'.

Approximately $3.8 billion of debt securities and $890 million
of preferred securities are affected by the downgrades. The
company's securities are on Rating Watch Negative.

The downgrades reflect the company's tenuous financial position
and the rapid decline in confidence in the marketplace,
including significant concerns on the part of Kmart's vendor
base. As reported this morning, a number of vendors are
currently withholding shipments to the company.

In addition, there is continuing uncertainty as to Kmart's
current financial strategy in the absence of any communication
from the company. It appears increasingly likely that Kmart will
choose to file Chapter 11, in part as a means to eliminate
undesirable leased store locations.

There is a possibility that the company could obtain a new bank
credit facility that would permit it to continue to operate over
the near term. However, weak holiday sales have brought into
question the company's ability to restore its competitive
position. Significantly reduced levels of cash flow and limited
access to external sources of capital will severely constrain
the company's ability to reinvest in its business. In addition,
the company will continue to be challenged as it attempts to
execute its turnaround strategies in the face of the continued
rapid growth of Wal-Mart and Target, among others.

DebtTraders reports that K Mart Corp.'s 8.800% bonds due 2010
(KMART8) are trading between 47.5 and 50.5. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=KMART8for  
real-time bond pricing.


KMART CORP.: Bankruptcy-Pro James B. Adamson Named New Chairman
---------------------------------------------------------------
Kmart Corporation (NYSE: KM) announced that James B. Adamson has
been elected non-executive Chairman of the Board of Directors
effective immediately, and will serve as the principal liaison
between the Board and the Company's senior management as Kmart
continues to address its current financial and operational
challenges.  Charles C. Conaway will continue as Chief Executive
Officer of the Company.

Kmart also announced today that effective immediately, Mark S.
Schwartz is no longer with the Company.  He most recently served
as President and Chief Operating Officer and joined the Company
in September 2000.

Kmart is continuing to review its current and prospective
liquidity position and business plans for the 2002 and 2003
fiscal years.  The company is also continuing discussions with
its lenders regarding existing and possible supplemental
financing facilities.

"We appreciate the loyalty Kmart has received from our customers
and the continuing support shown by many of our vendors and
other business partners," Conaway said.

Adamson, 53, has been a member of the Kmart Board since 1996,
serving on the Board's Audit and Finance Committees.

"Along with the other Kmart Directors, I am pleased that Jim
Adamson has agreed to provide his counsel and unique perspective
at this critical time," Conaway continued.  "His extensive
experience in retail and in managing change at companies
undergoing massive transformation is a resource that we believe
will be invaluable to our senior management team.  We are
looking forward to working closely with him."

Adamson is the former Chairman, President and Chief Executive
Officer of Advantica Restaurant Group, Inc. (known as Flagstar
Corp. when it was in chapter 11), one of the largest restaurant
companies in the United States.  Advantica owns and operates
approximately 2,400 moderately priced restaurants in the mid-
scale dining segment, including the Denny's, CoCo's, and
Carrow's brands.

He joined Advantica in 1995 as President and CEO from Burger
King Corporation where he had served as CEO from 1993 to 1995.  
He previously served as Executive Vice President, Marketing, of
Revco Inc.; as a senior executive at Target Corporation.

"It has been my privilege to serve on the Kmart Board since
1996, and during that time I have developed high regard for the
Company's loyal and hard-working people, who remain among its
most valuable assets," Adamson said. "I am looking forward to
working with them, and contributing what I have learned through
my past experiences, as we take steps to address the Company's
current financial and operational issues."


KAISER ALUMINUM: Will Begin Restructuring Talks with Noteholders
----------------------------------------------------------------
Kaiser Aluminum (NYSE:KLU), as previously announced, is working
with its financial advisors to review its options for addressing
its near-term debt maturities and overall capital structure. As
a result, the company announced that it will begin discussions
within the next few weeks with its note holders regarding
potential restructuring of its 9-7/8% Senior Notes of 2002 ($174
million outstanding), 10-7/8% Senior Notes of 2006 ($225 million
outstanding) and 12-3/4% Senior Subordinated Notes of 2003 ($400
million outstanding) in light of current and anticipated
business and capital market conditions.

As the company previously discussed, most recently in its Form
10-Q report for the period ended Sept. 30, 2001 and in its Dec.
20, 2001 press release, a variety of unfavorable issues
including weak market demand exacerbated by the events of
September 11 and low aluminum prices, coupled with significant
ongoing legacy obligations and near-term debt maturities,
continue to have adverse effects on the company's earnings and
cash flow.

DebtTraders reports that Kaiser Aluminum & Chemicals' 12.750%
bonds due 2003 (KAISER2) are now trading between 74 and 76. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=KAISER2for  
real-time bond pricing.


KENTUCKY ELECTRIC: Will Delay Form 10-Q Filing By A Fortnight
-------------------------------------------------------------
Kentucky Electric Steel, Inc., has advised the Securities and
Exchange Commission that it is unable to file its current
financial information for its fiscal year ended September 29,
2001 within the required period without unreasonable effort and
expense because of the substantial commitment of time and
resources by the Company's management, including its Chief
Executive Officer and Chief Financial Officer, to efforts to
restructure all of the major financing arrangements of the
Company, the restructuring of which will have a significant
impact on certain classifications and disclosures required in
the Company's financials and other portions of its financial
statements.  The Company indicates that it will file the
required information by the 15th calendar day following its
prescribed due date.

Kentucky Electric Steel, Inc., is anticipating a significant
reduction in results in the 2001 fiscal year from that of fiscal
year 2000.  The Company operates in the steel industry,
primarily as a mini-mill producer of bar flats.  As the Company
reported for the quarterly period ended June 30, 2001,
its products were negatively impacted by soft market conditions,
depressed prices, and steel imports in its fiscal year.  
Consequently, the results for the first nine months of fiscal
year 2001 were significantly worse than for the comparable
period in the prior fiscal year.  For example, net sales for the
nine months ended June 30, 2001 decreased to $56.0 million, as
compared to $89.1 million for the nine months ended July 1,
2000, and gross profit for the nine months ended June 30, 2001
decreased to $0.8 million as compared to $7.9 million for the
nine months ended July 1, 2000.  Therefore, the Company does
anticipate that its results as of the end of its fiscal year
2001 will be likewise significantly worse than those reported
for its fiscal year 2000.


LERNOUT & HAUSPIE: Dictaphone Engages Bristows as IP Counsel
------------------------------------------------------------
Dictaphone Corporation asks Judge Wizmur to authorize and
approve the company's employment of Bristows, an English law
partnership, to provide legal advice regarding the patent claim
brought by AllVoice Computing plc and to function as special
English intellectual property counsel to Dictaphone.

On October 22, 2001, Gregory W. Werkheiser, Esq., at Morris,
Nichols, Arscht & Tunnell, relates, Dictaphone asked Bristows to
perform certain limited tasks relating to English patent law
issues arising in connection with Dictaphone's litigative
matters with AllVoice. Therefore, Dictaphone asks Judge Wizmur
to approve this employment retroactive to October 22, 2001.

Although Dictaphone has employed Milbank Tweed as their primary
attorneys in this chapter 11 case, Bristows is intimately
familiar with English intellectual property laws, rules and
practices and is therefore able to immediately and knowledgeably
assist Milbank in representing Dictaphone with respect to the
AllVoice claim.

The professional services to be rendered by Bristows include
providing legal advice regarding English intellectual property
law as it impacts on the controversies and proposed settlement
with AllVoice.

The hourly rates charged by Bristows professionals differ based
on, among other things, the professional's level of experience.  
Bristow's attorneys representing Dictaphone in this case will
charge standard hourly rates ranging from between GBP174 ($255)
to GBP425 ($615).

Mr. Werkheiser assures Judge Wizmur that special counsel for
English intellectual property issues, such as Bristows, need not
be a "disinterested" person under the Bankruptcy Code.  To
qualify for her approval, such special counsel need only verify
that it neither holds nor represents any interest adverse to the
Debtors or their estates in the matters for which approval of
employment is sought.  Ian Judge, on behalf of Bristows, avers
to Judge Wizmur that Bristows meets this standard.

Finding that Bristows meets the required standard, Judge Wizmur
promptly enters the Order authorizing this employment.
(L&H/Dictaphone Bankruptcy News, Issue No. 17; Bankruptcy
Creditors' Service, Inc., 609/392-0900)  


LODGIAN INC: Court Okays Chilmark Partners as Investment Bankers
----------------------------------------------------------------
Lodgian, Inc., and its debtor-affiliates sought and obtained an
order from the Court authorizing their employment and retention
of Chilmark Partners LLC as their investment bankers in these
cases.

Adam C. Rogoff, Esq., at Cadwalader Wickersham & Taft in New
York, New York, relates that Chilmark has a wealth of experience
in providing investment banking services in reorganization
proceedings and has an excellent reputation for the services it
has rendered in chapter 11 cases on behalf of debtors and
creditors throughout the United States. Chilmark's services are
necessary to enable the Debtors to maximize the value of their
estates and to reorganize successfully. The Debtors believe that
Chilmark is well qualified to represent the Debtors in a cost-
effective, efficient, and timely manner.

According to Matt Rosenberg, a member of Chilmark Partners LLC,
over the past several years, Chilmark, or employees of Chilmark
have represented debtors, creditors and various other parties-
in-interest in both in-court and out-of-court restructurings,
including: ContiGroup Companies, Inc.; Global Marine, Inc.;
Fruit of the Loom, Inc.; Genesis Health Ventures, Inc./The
Multicare Companies, Inc.; MTS, Inc./Tower Records; MobileMedia
Communications, Inc.; Long John Silver's Restaurants, Inc.;
Iridium Operating LLC; Revco D.S., Inc.; Zapata Corporation;
Bruno's Inc.; USG Corporation; Resorts International; and SI
Corporation.

Chilmark will provide such investment banking services as
Chilmark and the Debtors shall deem appropriate and feasible in
order to advise the Debtors in the course of these chapter 11
cases, including:

A. providing financial advisory services in connection with any
     merger or acquisition activity involving any significant
     acquisition, recapitalization, stock repurchase or joint
     venture in which the Debtors are a participant or sale,
     divestiture, or spin-off of all or substantially all of the
     stock or assets of the Debtors;

B. evaluating, structuring, negotiating and implementing any
     complete or partial acquisition, refinancing,
     recapitalization, repurchase, restructuring or amendment or
     modification to, any long term liabilities of the Debtors;
     and

C. providing financial advisory services in connection with the
     Debtors' chapter 11 proceedings and their reorganization
     before the United States Bankruptcy Court for the Southern
     District of New York.

Mr. Rosenberg adds that Chilmark has agreed to assist the
Debtors, as and when needed, to prepare and present testimony
relating to financial matters; including, the feasibility of a
plan of reorganization, the value of any reorganization
securities to be issued thereunder, and other matters described
above or as such matters arise.

As compensation for its services, the Debtors agree to pay
Chilmark:

A. A non-refundable retainer of $450,000 due upon signing to
     cover the period October 15, 2001 through January 14, 2002
     and a monthly advisory fee in the amount of $150,000 per
     month payable on January 15, 2002 and on the 15th of each
     subsequent month prior to termination of the agreement.

B. Upon either a successful restructuring or disposition, an
     additional fee equal to $4,500,000.

C. reimbursement of Chilmark's reasonable out-of-pocket
     expenses.

Since executing the Engagement Letter, Mr. Rosenberg informs the
Court that Chilmark has received retainer payments totaling
$821,149.86 and approximately $400,000 has been applied to pre-
petition services and expenses.

Chilmark requests that the indemnification provisions of the
Engagement Letter be approved, subject to the following:

A. All requests by Chilmark for payment of indemnity pursuant to
     the Engagement Letter shall be made by means of an
     application and shall be subject to review by the Court to
     ensure that payment of such indemnity conforms to the terms
     of the Engagement Letter and is reasonable based upon the
     circumstances of the litigation or settlement in respect of
     which indemnity is sought; provided, however, that in no
     event shall Chilmark be indemnified in the case of its own
     bad-faith, self-dealing, breach of fiduciary duty, gross
     negligence, reckless or willful misconduct, or malpractice
     arising from the foregoing.

B. In no event shall Chilmark be indemnified if the Debtors, the
     estates, or the official committee of unsecured creditors,
     assert a claim for, and a court determines by final order
     that such claim arose out of Chilmark's own bad-faith,
     self-dealing, breach of fiduciary duty, gross negligence,
     reckless or willful misconduct, or malpractice arising from
     the foregoing.

Mr. Rosenberg contends that Chilmark is a "disinterested person"
within the meaning of the Bankruptcy Code and holds no interest
adverse to the Debtors and their estates for the matters for
which Chilmark is to be employed; and has no connection to the
Debtors, their creditors or their related parties herein. The
firm however, rendered services to several parties-in-interest
in wholly unrelated matters, including:

A. Current Representations: Bank One N.A., Chase Manhattan Bank,
     Chase Securities.

B. Prior Representations: Highland Capital, KZH Sterling, DLJ,
     First Chicago, Merrill Lynch, Morgan Stanley Senior
     Funding, Lehman Commercial, and CIBC. (Lodgian Bankruptcy
     News, Issue No. 3; Bankruptcy Creditors' Service, Inc.,  
     609/392-0900)  


NATIONSRENT INC: Engages Zolfo Cooper as Bankruptcy Consultants
---------------------------------------------------------------
NationsRent Inc., and its debtor-affiliates seek the Court's
approval to retain and employ Zolfo Cooper, LLC as bankruptcy
consultants and management advisors in these chapter 11 cases
and approval of Zolfo Cooper's proposed fee structure.

According to Joseph I. Izhakoff, the Debtors' Vice-President and
General Counsel, the Debtors have selected Zolfo Cooper because
of the firm's national experience in matters of this character,
coupled with its exemplary qualifications to perform the quality
and type of services required in this case. Zolfo Cooper is well
qualified to serve as bankruptcy consultants and management
advisors to the Debtors as it specializes in assisting and
advising debtors, creditors, investors and court-appointed
officials in bankruptcy proceedings and out-of-court workouts.
Zolfo Cooper has been retained in numerous nationally prominent
bankruptcy proceedings for services including assistance in
developing, analyzing, evaluating, negotiating and confirming
plans of reorganization and has also testified in a number of
instances regarding debt restructuring, plan feasibility and
other relevant plan-related issues.  Mr. Izhakoff submits that
Zolfo Cooper is also familiar with the Debtors' business,
management and financial affairs and is thus well qualified to
provide the services required by the Debtors having been engaged
by Debtors on October 9, 2001 to provide restructuring-related
services.

Kevin M. Golmont, a principal at Zolfo Cooper LLC, relates that
the firm has agreed to provide services to the Debtors in
accordance with the terms and conditions that are set forth in
the Affidavit and the Engagement Letter. It is presently
anticipated that the firm will provide these services:

A. advise and assist management in organizing the Debtors'
     resources and activities so as to effectively and
     efficiently plan, coordinate and manage the chapter 11
     process and communicate with customers, lenders, suppliers,
     employees, shareholders and other parties in interest;

B. assist management in designing and implementing programs to
     manage or divest assets, improve operations, reduce costs
     and restructure as necessary with the objective of
     rehabilitating the business;

C. advise the Debtors concerning interfacing with any statutory
     committees appointed in these cases, pre-petition secured
     lenders and proposed post-petition lenders, other
     constituencies and their professionals, including the
     preparation of financial and operating information required
     by such parties or the Court;

D. advise and assist management in the development of a plan or
     plans of reorganization and the underlying business plan,
     including the related assumptions and rationale, along with
     other information to be included in the disclosure
     statement;

E. advise and assist the Debtors in forecasting, planning,
     controlling and other aspects of managing cash and, if
     necessary, obtaining debtor in possession and exit
     financing;

F. advise the Debtors with respect to resolving disputes and
     otherwise managing the claims process;

G. advise and assist the Debtors in negotiating a plan or plans
     of reorganization with the various creditor and other
     constituencies;

H. as requested, render expert testimony concerning the
     feasibility of a plan or plans of reorganization and other
     matters that may arise in the case; and

I. provide such other services as may be required by the
     Debtors.

Mr. Golmont informs the Court that as compensation for its
services, Zolfo Cooper charges fees based on actual hours
expended to perform its services at standard hourly rates
established for each principal and employee plus reasonably
incurred, out-of-pocket expenses associated with an assignment.
The current hourly billing rates for professionals who may be
assigned to this engagement in effect as of July 1, 2001, are as
follows:

      Principals             $475 - $625
      Professional Staff     $150 - $475
      Support Personnel      $ 75 - $200

In addition, Zolfo Cooper intends to charge a onetime
consummation fee of $2,500,000 if the Debtors succeed in
obtaining:

A. a consensual restructuring, compromise and/or extinguishment
     of a substantial amount of its existing indebtedness;

B. a final judicial order approving a plan or plans of
     reorganization under chapter 11; or

C. a sale of substantially all of the Debtors assets.

In accordance with the Engagement Letter, the Debtors further
propose that any Consummation Fee will be paid to Zolfo Cooper
at the time of the closing of the applicable transaction,
provided that:

A. the Consummation Fee and the Hourly Fees and Expenses
     described herein and in the Engagement Letter in all cases
     will be subject to the approval of the Court upon proper
     application by Zolfo Cooper;

B. the Hourly Fees and the Expenses that are in addition to any
     Consummation Fee will be paid to Zolfo Cooper only upon
     Court approval or in accordance with any other procedures
     for the compensation of professionals established by the
     Court in these cases; and

C. any fees or expenses paid to Zolfo Cooper but not approved by
     the Court will be promptly returned by Zolfo Cooper to the
     Debtors.

The Engagement Letter further provides that if at any time prior
to twelve months after the cessation of services performed by
Zolfo Cooper pursuant to the engagement contemplated herein, a
restructuring, reorganization or sale is consummated, whether or
not the Debtors have then engaged the services of another
professional, Zolfo Cooper will be entitled to payment in full
of the Consummation Fee. Mr. Golmont adds that the right to
receive the Consummation Fee for the period of twelve months
shall continue even if the Debtors have terminated the
engagement.

The Engagement Letter also provides that the Debtors agree to
indemnify and hold harmless Zolfo Cooper against any and all
losses, claims, damages, liabilities, penalties, judgments,
awards, costs, fees, expenses and disbursements including,
without limitation, the costs, fees, expenses and disbursements,
as and when incurred, of investigating, preparing or defending
any action, suit, proceeding or investigation, directly or
indirectly, caused by, relating to, based upon, arising out of
or in connection with the pre-petition engagement, pursuant to
the engagement letter dated October 9, 2001, of Zolfo Cooper by
the Debtor or any services rendered pursuant to such pre-
petition engagement. These indemnification provisions extend to
the principals, employees, representatives, agents and counsel
of Zolfo Cooper.

The Debtors also agree to indemnify Zolfo Cooper for any claim
arising from, related to or in connection with the services
described in the Engagement Letter, but not for any claim
arising from, related to, or in connection with Zolfo Cooper's
post-petition performance of any services other than the
services described in the Engagement Letter unless such other
post-petition services and indemnification therefore are
approved by the Court. The Debtors, however, shall have no
obligation to indemnify Zolfo Cooper, or to provide contribution
or reimbursement to Zolfo Cooper, for any claim or expense to
the extent any losses, claims, damages or liabilities are:

A. judicially determined by a court of competent jurisdiction to
     have resulted solely from the bad faith, gross negligence
     or willful misconduct of Zolfo Cooper; or

B. settled prior to a judicial determination as to Zolfo
     Cooper's bad faith, gross negligence or willful misconduct,
     but determined by the Court, after notice and hearing, to
     be a claim or expense for which Zolfo Cooper should not
     receive indemnity, contribution or reimbursement under the
     terms of this engagement.

Prior to the Petition Date, on October 9, 2001, Mr. Golmont
informs the Court that the Debtors paid $75,000 to the firm as a
retainer for services rendered or to be rendered for
reimbursement of expenses. In addition, on December 14, 2001,
the Debtors paid $425,000 to Zolfo Cooper as an additional
retainer for services rendered or to be rendered and for
reimbursement of the firm's expenses, which remained unapplied
as of petition date. In addition to providing Zolfo Cooper with
the Retainers, the Debtors made payments to the firm aggregating
$762,000 from October 9, 2001 through immediately preceding the
Petition Date. Accordingly, including the Retainers, Mr. Golmont
claims that the Debtors made payments to the firm aggregating
approximately $1,262,000 during the year immediately preceding
the Petition Date on account of fees and expenses on matters
relating to the Debtors.

Mr. Golmont tells the Court that Zolfo Cooper may represent or
have represented certain of the Debtors' creditors or other
parties in interest herein, or interests adverse to such
creditors or other parties in interest, in matters unrelated to
these cases, including:

A. Indenture Trustee: Bank of New York

B. Senior Subordinated Noteholder: Bankers Trust, Credit Suisse
     First Boston, and PPM America.

C. Secured Creditor: Bank of America, BNP, Citibank, Credit
     Lyonnais, Deutsche Bank, Erste Bank, Eaton Vance, First
     Bank, First Union National Bank, Fleet National Bank,
     Franklin Floating Rate Trust Mortgage Capital Corp.,
     General Electric Capital Corp., GMAC Business Credit LLC,
     Indosuez Capital, ING Capital Advisors Inc., JP Morgan
     Chase, LaSalle National Bank, Morgan Stanley Dean Witter,
     National City Bank, Merill Lynch, Prudential, Sun Trust,
     Toronto Dominion Bank, and Union Bank of California.

D. Lessor: Amsouth, Aon Risk Service, Bank One, Citicorp, CIT
     Group, Deutsche Bank, Ford Motor Credit, IBJ Witehall, Key
     Corporate Capital Inc., Mellon Leasing, Newcourt Leasing
     Corp., Sanwa Business Credit, Star Bank, and Transamerica
     Business Credit Corp.,

E. Professionals: Bingham Dana LLP, Ernst & Young, Logan & Co.,
     and Skadden Arps Slate Meagher & Flom LLP. (NationsRent
     Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
     Service, Inc., 609/392-0900)


OWENS-ILLINOIS: Taking Motion to Dismiss Murray Suit Up a Level
---------------------------------------------------------------
Owens-Illinois, Inc., (NYSE: OI) announced that it intends to
appeal the denial of its motion to dismiss by the Supreme Court
of the State of New York in the matter of Murray Capital
Management, Inc. vs. Owens-Illinois, Inc.

Murray Capital, an investor specializing in the acquisition of
distressed debt securities, sued Owens-Illinois and an affiliate
of one of its lead lenders under its bank credit facility,
Deutsche Bank AG, in March 2001 in connection with Murray
Capital's purchase in early 2001 of approximately $4.5 million
of Owens-Illinois' 7.85 % Senior Notes due 2004 and 8.10% Senior
Notes due 2007.  Murray's complaint asserts causes of action for
fraud, negligent misrepresentation, declaratory and equitable
relief, reformation and intentional fraudulent transfer.

Certain of Owens-Illinois' subsidiaries completed a refinancing
of Owens-Illinois' bank credit facility on a secured basis in
April 2001.  In its complaint, Murray Capital claims, among
other things, that Owens-Illinois' subsidiaries cannot grant
security interests to the lenders under the restructured credit
facility without securing the $1.7 billion of outstanding public
debt securities of Owens-Illinois on an equal and ratable basis.  
Owens believes that the lien covenant in the indentures in
question allows it to secure indebtedness of its subsidiaries
without equally and ratably securing the Owens-Illinois debt
securities.  In June 2001, with the permission of its lender
syndicate, Owens-Illinois secured the $1.7 billion of its
outstanding public debt securities, including the debt
securities owned by Murray Capital, on a second priority basis
with a portion of the collateral securing the obligations under
the secured credit agreement and had two of its principal
subsidiaries guarantee those debt securities on a subordinated
basis.

Owens-Illinois intends to appeal the decision of the Supreme
Court of the State of New York because it believes that the
claims are without merit and should be dismissed.  Owens-
Illinois believes that the terms of the indenture do not prevent
O-I's subsidiaries from securing their own debt.  In addition,
Murray Capital is barred from bringing the action under the
terms of the indenture.

Owens-Illinois expects to be successful in its appeal and to
have the claims dismissed.  If this order is not reversed upon
appeal, O-I intends to vigorously defend this lawsuit and
believes it should prevail at trial.

Owens-Illinois is the largest manufacturer of glass containers
in North America, South America, Australia and New Zealand, and
one of the largest in Europe.  O-I also is a worldwide
manufacturer of plastics packaging, with operations in North
America, South America, Europe, Australia and New Zealand.  
Plastics packaging products manufactured by O-I include
containers, closures, and prescription containers. For further
information, go to http://www.o-i.com

DebtTraders reports that Owens-Illinois Inc.'s 7.850% bonds due
2004 (OILL4) are trading below par between 96.5 and 97.5. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=OILL4for  
real-time bond pricing.


PACIFIC GAS: Court Cracks Door for CPUC to File Competing Plan
--------------------------------------------------------------
Pacific Gas and Electric Company issued the following statement
after the U.S. Bankruptcy Court extended the exclusivity period
for its plan of reorganization, but allowed the CPUC by February
13 to provide the Court with specific and credible evidence that
it can produce a viable alternative.  The Court also ordered
PG&E, the CPUC and the State to provide comments on January 25
whether a third party should be appointed to meet with those
parties to try and attempt to resolve conflicts relating to
PG&E's plan:

"[Wednes]day, the Court has extended the exclusivity period for
PG&E's plan of reorganization.  PG&E has worked diligently
toward a successful emergence from bankruptcy by developing a
plan of reorganization that pays all valid claims in full with
interest, without selling its assets or asking the Bankruptcy
Court to raise rates or the state for a bailout.  PG&E has been
moving forward on its consensual plan and has received support
of the Official Creditors' Committee, and many others.

"The CPUC has indicated it believes that it can prepare a plan
that meets the same standards, and the Court has granted it
until February 13 to provide the details of any such proposal.  
PG&E is pleased the Court made it clear that any plan outline
the CPUC files must be clearly credible and capable of being
confirmed, and will not result in merely additional delay in the
resolution of PG&E's bankruptcy.

"One year ago this week, PG&E's creditworthiness was eliminated
as a direct result of the CPUC's repeated and dramatic failure
to heed clear warnings from the financial community.  The CPUC
has had ample opportunity to resolve these problems, but has
failed to do so.  Since PG&E presented its plan of
reorganization, the CPUC has only attempted to delay and derail
the company's effort to emerge from bankruptcy.

"PG&E is skeptical that the CPUC would now become a constructive
party in trying to resolve the problems it has created and
allowed to continue.

"PG&E understands the concerns that led the Court to suggest
mediation as a possible approach to address the various areas of
conflict.  PG&E will be responding to the Court's proposal on
January 25th."


PAYLESS CASHWAYS: Morgan Stanley Discloses 11% Equity Holding
-------------------------------------------------------------
Morgan Stanley Dean Witter & Co. and Morgan Stanley & Co.
Incorporated, beneficially own 2,201,300 shares of the common
stock of Payless Cashways Inc., representing 11.00% of the
outstanding common stock of the Company.  The brokerage firms
share voting and dispositive powers over the 11.00% stock held.

Accounts managed on a discretionary basis by Morgan Stanley &
Co. Incorporated, a wholly owned subsidiary of Morgan Stanley
Dean Witter & Co., are known to have the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from, the sale of such securities. No such account holds more
than 5 percent of the class.

The building materials and home improvement products retailer,
Payless Cashways, operating under Chapter 11 bankruptcy
protection, has about 130 stores in 17 states in the Midwest,
Southwest, Pacific Coast, and Rocky Mountains. The stores target
professional contractors and institutional buyers (together
accounting for 57% of sales) and do-it-yourselfers. Operating
under the names Payless Cashways, Furrow, Lumberjack, Hugh M.
Woods, Knox Lumber, and Contractor Supply, the stores sell
lumber, roofing, flooring, electrical and plumbing products,
tools, and other hardware. Eight PCI Builders Resource centers
sell and deliver wholesale building materials to home builders'
job sites.


POLAROID CORP: Court Okays YCS&G as Committee's Local Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Polaroid
Corporation and its debtor-affiliates obtained Court approval to
retain and employ Young Conaway Stargatt & Taylor, LLP as
attorneys to perform services in connection with the Debtors'
chapter 11 cases.

According to Mr. Arbess, the professional services that Young
Conaway will render to the Committee include:

(a) providing legal advice with respect to the Committee's
     powers and duties;

(b) assisting the Committee in evaluating the legal basis for,
     and effect of, the various pleadings that will be filed by
     the Debtors and other parties in interest in these cases;

(c) investigating the acts, conduct, assets, liabilities, and
     financial condition of the Debtors;

(d) assisting the Committee in evaluating the Debtors' plan of
     reorganization and related disclosure statement;

(e) consulting with the Debtors, the United States Trustee and
     the Committee concerning administration of these cases;

(f) commencing and prosecuting any and all necessary and
     appropriate actions and/or proceedings on behalf of the
     Committee;

(g) appearing in Court to protect the interests of the
     unsecured creditors in these cases; and

(h) performing all other legal services for the Committee
     which may be necessary and proper in these chapter 11
     cases. (Polaroid Bankruptcy News, Issue No. 9; Bankruptcy
     Creditors' Service, Inc., 609/392-0900)


RICA FOODS: Gets Waiver of Likely Breaches Under Credit Pact
------------------------------------------------------------
Rica Foods, Inc., (Amex: RCF) announced that the Company has
obtained a waiver of certain possible breaches of various
covenants contained in an amended and restated note purchase
agreement, dated January 16, 2001, among the Company, its wholly
owned subsidiaries Corporacion Pipasa, S.A. and Corporacion As
de Oros, S.A., and Pacific Life Insurance Company.  As
previously announced by the Company, the breaches did not
involve any payment violation and, in fact, the Company is
current on all payments due to be paid to Pacific Life, as well
as all other payments currently due to be paid to other third
party creditors of the Company.  In addition, the Company
expects to make the next timely required payment under the
Credit Agreement in the amount of approximately US$4.9 million
during the first half of January 2002.  This will reduce the
principal amount outstanding under the Credit Agreement to US$12
million, from the original amount borrowed of US$20 million.

The Company will continue to make systematic and planned efforts
to improve its results of operation, increase sales and generate
efficiencies to cut down costs and expenses.  The Company also
believes that new measures recently taken by the Costa Rican
government, such as the lowering of interest rates, will
continue to serve as an effective stimulus for the Costa Rican
economy and will help the Company's performance.  "Indeed, the
Company's fundamentals remain unchanged, and we are confident
that the Company's financial results will show improvement from
previous quarterly periods," said Mrs. Monica Chaves, the
Company's Secretary.

"Our aim is to bring earnings and growth, as well as enhancement
of shareholder value, and we are back on track, Chaves
concluded."

Rica Foods, Inc., through its wholly owned subsidiaries, is the
largest poultry producer in Costa Rica.


SL INDUSTRIES: Starts Year with $54M Backlog As Orders Plunge
-------------------------------------------------------------
SL Industries, Inc. (NYSE:SL) (PHLX:SL) announced that net sales
from continuing operations for the fourth quarter ended December
31, 2001 were $34,437,000, compared to net sales from continuing
operations of $33,968,000 in the third quarter of 2001 and
$35,638,000 for the same period in 2000. The decrease from last
year is due entirely to the decline in telecommunications and
semiconductor business activity. SL Industries begins the new
year with a backlog of $54,855,000, as compared to a backlog of
$59,066,000 at December 31, 2000. This decrease of $4,211,000 is
also due to decreased orders for telecommunications and
semiconductor products, offset, in part, by increased orders for
aerospace, utilities, industrial and medical products.

The Company anticipates that income from continuing operations
in the fourth quarter of 2001 will be positive. Additionally,
the Company will be recording at least a $1,000,000 pre-tax
reduction in losses from discontinued operations in the fourth
quarter due to the reversal of charges previously taken on the
sale of SL Waber. This is due primarily to the disposition of
liabilities for less than their full amount.

Owen Farren, President and Chief Executive Officer, commented,
"Over the course of the last quarter, SL Industries experienced
greater stability in all of its served markets even in the
aftermath of September 11. With its restructuring plan almost
complete, we believe the Company is well positioned to move
forward, and we are optimistic that the Company will record
positive earnings throughout 2002 based upon the current level
of business activity. Substantially all of the charges incurred
in connection with the restructuring plan were recorded in
2001."

Farren continued, "We would like to briefly outline the actions
taken this year to effect the restructuring plan. The Company
closed two manufacturing plants (one by sale and one by
consolidation) and two engineering and administrative
facilities, all in the power electronics group. All of the
expenditures incurred in connection with these closings were
paid from operating cash flows. The Company continued to service
its debt and meet its financial obligations. In December, it
also amended its credit facility to be in compliance with its
financial ratios.

"Moreover, management has taken action to strengthen the
Company's balance sheet. As previously announced, the Company
has undertaken to sell non-operating assets to increase
liquidity. We expect to realize cash of approximately $14
million from these sales in the first quarter of 2002, a
significant portion of which will be used to pay down debt."

Farren concluded, "Our actions have made it possible to receive
indications of interest from several commercial lenders to
obtain a new line of credit. We are currently in negotiations to
enter into a long-term debt facility on favorable terms. If the
Company is successful in concluding a new line of credit, it
will significantly reduce the Company's interest rate as well as
enable it to reinvest in the business and fund other initiatives
that may enhance our ability to maximize shareholder value
through the sale process.

"As we previously announced, the Company received attractive
offers for two of its business units. Discussions have
progressed well with one of the potential purchasers for one of
its business units. We are hopeful that the Company will be able
to complete the sale of that unit in the near future. Consistent
with the Board's strategy, SL Industries will continue to
operate its business and strive to maximize value through the
timely sale of SL or its business units."

SL Industries, Inc. designs, manufactures and markets Power and
Data Quality (PDQ) equipment and systems for industrial,
medical, aerospace, telecommunications and consumer
applications. For more information about SL Industries, Inc. and
its products, please visit the Company's website at
http://www.slpdq.com


STILLWATER MINING: S&P Takes Low-B Ratings Off CreditWatch
----------------------------------------------------------
Standard & Poor's affirmed its ratings on Stillwater Mining Co.
and removed them from CreditWatch. The ratings had been lowered
and placed on CreditWatch with negative implications on October
29, 2001. The current outlook is stable.

The action follows the successful negotiation of financial
covenants under the company's credit facility, recent
improvement in platinum and palladium prices (PGM), and
clarification of the company's revised mine plan.

The ratings on Stillwater Mining Co. reflect the company's
supply contracts with auto manufacturers, its limited operating
diversity and high cost profile, low debt leverage, and
volatility of the platinum group metals. The company benefits
from supply contracts with General Motors Corp., Ford Motor
Co., and Mitsubishi Corp.--companies that require PGMs for use
in automobile emission converters. These contracts act as a
hedge to volatile PGM prices, reducing price risk through
minimum price realizations for the production of these metals.

Nevertheless, with only the Stillwater mine currently producing,
the company lacks operating diversity, heightening its exposure
to production disruptions and other unforeseen operating events.
To address the company's lack of operating diversity and
increase production, Stillwater has been in the midst of an
expansion and development program focusing on increasing
production at its Stillwater mine and developing the East
Boulder property. However, numerous unforeseen operating and
developmental problems have delayed production deadlines, led to
cost overruns, and forced the company to revise production as
well as cost objectives.

Indeed, the company's revised average total cash cost projection
of approximately $240 per ounce, is measurably higher than
Standard & Poor's original expectation and increases the
vulnerability of the company to the volatile PGM pricing cycles.
Renewed efforts to maximize the existing mine plan at the
Stillwater mine should lead to reductions in the company's cost
profile from the current $264 per ounce level generated in the
third quarter ending Sept. 30, 2001. These difficulties
underscore the numerous development and expansion risks inherent
in the metal mining industry. As a result of high cash costs,
lower PGM prices, and a focus on the preservation of capital,
Stillwater decided to forego the remaining capital outlays
necessary to achieve its revised production target of one
million ounces. Factoring a successful third quarter ramp-up of
the East Boulder mine and annual production from this mine of
140,000 to 170,000 ounces per year, management is now
forecasting annualized production of 700,000 ounces.

At the time of the October downgrade, palladium and platinum
prices were $318 per ounce and $428 per ounce respectively.
Adjusting for the company's third quarter results to reflect
current spot market prices and factoring in price support from
the supply contracts, the EBITDA to capitalized interest
ratio would have been a weak 2.1 times. Since then, prices for
palladium and platinum have meaningfully increased to $430 and
$481 per ounce respectively. Considering a successful increase
in production to 700,000 ounces, a lower interest rate
environment, and improved prices, meaningful improvement in cash
flow measures over the medium term is expected. Stillwater will
have $25 million available under its $250 million revolving
credit facility, subject to the company's ability to achieve
certain operating thresholds.

                     Outlook: Stable

During periods of robust PGM prices, financial performance may
be stronger than the company's rating category. However, the
company's lack of operating diversity and high cost profile are
rating constraints.

          Ratings Affirmed and Removed from CreditWatch

     Stillwater Mining Co.                     Ratings
        Corporate credit rating                BB-
        Senior secured bank loan rating        BB
        Senior unsecured debt                  B


TERAGLOBAL: Exploring Financing Options to Continue Operations
--------------------------------------------------------------
TeraGlobal Communications Corp. (OTCBB:TGCC) announced that it
is exploring alternatives for financing the company's ongoing
operations.

The company reported a need for additional capital in its third
quarter report to shareholders. The company also reported at
that time that it had entered into a term sheet with an
investment banker to provide additional capital through a
private placement of securities that was scheduled to commence
in January 2002.

On Dec. 21, 2001, the company announced that it had received
$750,000 in a bridge financing round. The funds were secured
through a private placement of convertible promissory notes and
warrants. The proceeds from that bridge financing were necessary
to fund the company's operations through the January financing
round.

The company has received notice that its investment banker is
withdrawing from the term sheet and the January financing round.
The company will require additional capital in order to continue
operations, but has no firm commitments for financing at this
time.

The investment banker's withdrawal from the term sheet has
caused certain Default Warrants issued in connection with the
bridge financing to vest, granting the bridge investors,
principally WallerSutton 2000, L.P., the right to purchase for
nominal value a number of newly issued shares of Common Stock
equal to 50 percent of the company's outstanding Common Stock.

The company is also in default under the terms of the bridge
notes, granting the bridge note holders the right to declare a
default. In the event a default is declared, the amount owed
under the bridge notes would become immediately due and payable.
The obligation to repay the bridge notes is secured by a first
lien on all of the company's assets.

The company will continue to pursue alternatives to provide the
capital necessary to fund anticipated operating expenses. The
company is currently discussing financing transactions to meet
its immediate capital obligations with a number of sources
including current investors. The company's Board of Directors
has also approved the retention of an investment banking entity
to further explore the company's financing options.

The company is continuing sales and marketing activities of its
TeraMedia(R) product with new pilot customers in the government,
education and media markets. Development of the previously
announced Session(TM) collaboration software, which operates on
the Windows(R) operating system, is scheduled for release in
February 2002.

TeraGlobal Communications Corp., develops software for real-time
collaboration and communication over computer networks.
TeraGlobal's TeraMedia(R) collaboration software is industry-
leading technology combining extensive collaboration tools with
integrated IP voice and video communications.

TeraGlobal's corporate office is in San Diego, with regional
field sales offices throughout the Unites States. TeraGlobal
stock is traded on the OTCBB under the symbol "TGCC."

TeraGlobal and TeraMedia are registered trademarks of TeraGlobal
Communications Corp. Other trademarks are properties of their
respective owners.


U.S. ONCOLOGY: S&P Assigns B+ to Proposed $175M Senior Sub Notes
----------------------------------------------------------------
Standard & Poor's assigned its double-'B' corporate credit
rating to U.S. Oncology Inc. At the same time, Standard & Poor's
assigned its single-'B'-plus subordinated debt rating to the
company's proposed offering of $175 million senior subordinated
notes due in 2012 offered under Rule 144A with registration
rights. Standard & Poor's also assigned its double-'B'-plus
secured bank loan rating to the company's proposed offering of
$100 million senior secured revolving credit facility due in
2006.

The outlook is stable.

The bank line is rated one notch higher than the corporate
credit rating. Under Standard & Poor's simulated default
scenario that stresses cash flow, there is reasonable confidence
of full recovery of the entire $100 million principal in the
event of a default.

The speculative-grade ratings on U.S. Oncology Inc. reflect its
premier position in the center-based oncology treatment
business, offset by concerns about the company's concentration
on a single disease and its transition away from its physician-
practice-management (PPM) business model.

Houston, Texas-based U.S. Oncology has a market-leading position
in the oncology treatment and research business that far exceeds
its nearest competitors. Indeed, U.S. Oncology is the nation's
largest provider devoted exclusively to cancer treatment and
research, with a network of 450 locations, including 77
outpatient cancer treatment centers and 870 affiliated
physicians in 27 states. U.S. Oncology's position in the $60
billion cancer market is bolstered by its full range of
services, encompassing diagnosis and treatment either with
chemotherapy and or through specialized equipment, including
radiation/IMRT, PET imaging, and other treatment modalities.

In addition to operating the cancer treatment facilities, U.S.
Oncology is one of the largest distributors of specialty
oncology pharmaceuticals to its network of practitioners. It
also provides integrated cancer research services.

Cancer is the second leading cause of death in the U.S.,
accounting for one in five deaths. The aging population and the
growing incidence are contributing to the demand for cancer
treatment. The trend is to treat more patients in an outpatient
setting. Meanwhile survival rates are increasing, through
advancements in diagnostic and treatment technology. Providing
care to more than 500,000 cancer patients each year, U.S.
Oncology will treat more than 15% of all newly diagnosed cancer
cases.

U.S. Oncology provides management and administrative services to
its affiliated practices under long-term contracts, referred to
as the PPM business model. The company is transitioning its
physician practices model to one that offers incentives to
physicians through a so-called service-line model. This approach
de-emphasizes practice ownership and capital investment
while concentrating on providing its three core services under
contracts of shorter duration. Over the next two years U.S.
Oncology is expected to gradually transition its practices to
the new model and will be taking largely non-cash charges of
$480 million, reflecting the impairment of goodwill on the
service agreements and transitional costs. This transition, U.S.
Oncology's concentration in a single disease state, and its
focus on site-based care present uncertainties. Vulnerability to
changing reimbursement and concentration on cancer drugs that
lose patent protection are particular risks. Moreover, there is
strong competition for a limited supply of oncologists.

Although these risks contribute to a below-average business
position, the company maintains good credit-protection measures
for the rating category. Interest coverage is expected to be in
the 4 times area, and funds from operations (FFO) to lease
adjusted debt is at about 30%. Financial flexibility is afforded
by the company's new bank facility and cash on hand resulting
from the new note offering.

                        Outlook: Stable

U.S. Oncology is expected to limit new capital investment, as it
faces uncertainty with its business model transition and
maintains credit measures that provide a cushion for unexpected
challenges.


VISUAL NETWORKS: Q4 2001 Balance Sheet Upside-Down by $28MM
-----------------------------------------------------------
Visual Networks, Inc. (Nasdaq: VNWK), a leading provider of
performance management solutions for communications networks and
services, announced financial results for the quarter ended
December 31, 2001.

Revenue for the quarter ended December 31, 2001 was $17.3
million, an increase of 13 percent over the previous year and in
line with the company's previous guidance of $17 - $19 million.  
The pro forma net loss for the quarter ended December 31, 2001
was $662,000, beating First Call estimates and an improvement of
$9.2 million from the previous year.

The pro forma financial results for the quarter ended December
31, 2001 exclude 1) an impairment charge of $3.9 million related
primarily to an investment acquired with the Avesta transaction,
2) the reversal of restructuring and other accruals of $1.2
million and 3) a restructuring charge of $385,000 related to
headcount reductions in October 2001.  The pro forma results for
the quarter ended December 31, 2001 also assume a 32 percent
effective tax rate.

"In every way imaginable, 2001 was a turbulent year for our
industry, for the technology community at large, and for our
nation as a whole.  Yet even in this challenging environment,
Visual Networks has delivered solid results.  In addition, we've
continued to significantly reduce the company's operating
expenses while signing new customers and delivering new products
to the market," said Elton King, president and chief executive
officer, Visual Networks.

"As we head into 2002, we will further solidify our leadership
position in the performance management space, leveraging our
tier-one customer base as we expand our product portfolio with
new solutions for private and public IP VPN networking
environments," continued King.  "We will continue to meet
service provider fundamental requirements of reducing costs and
driving revenue by providing products that improve the
utilization of their existing legacy network investment and
offer critical visibility into the network that will enable them
to transition to new IP services."

Fourth quarter highlights included:

     *  Tier-one service providers accounted for 74 percent of
        revenue;

     *  Gross margins improved to 65 percent of revenue;

     *  Operating expenses were reduced by more than 21 percent;

     *  Return to positive cash flow;

     *  Day sales outstanding were 40 days, an improvement of
        six days;

     *  EarthLink extended its use of Visual IP InSight to
        support its broadband services;

     *  Kentrox and Visual Networks delivered an integrated ATM
        service solution; and

     *  Visual IP InSight received Internet Telephony's 2001
        Product of the Year Award.

Visual Networks has the broadest suite of proven performance
management solutions for communications networks and services.  
In addition to Visual UpTime, the award winning frame relay and
ATM performance management solution used by more than 2,500
enterprises and the world's leading service providers, the
company's Visual IP InSight and Visual eWatcher services extend
the company's reach to new, fast-growing technologies such as
IP-VPNs, DSL, Wireless and Web-enabled services.  Predominantly
deployed at the edge of the network -- closest to the end-user -
- Visual Networks' products evaluate performance metrics and
measure the service experience from the customer's perspective.  
Using Visual Networks' solutions, service providers and
enterprise customers can increase network reliability,
dramatically reduce operational expenses, and lower their total
cost of ownership.  Visual Networks' customers include AT&T,
Cable & Wireless, Merrill Lynch, Prodigy, SBC, Sprint, Verizon,
and WorldCom.  Established in 1993, Visual Networks'
headquarters are located in Rockville, MD, with international
offices in Europe, Asia, and Canada.  For sales information in
the U.S., call 1-800-240- 4010 or visit
http://www.visualnetworks.com  

At the end of the 2001 fourth quarter, Visual Networks, Inc.'s  
balance sheet shows a total stockholders' equity deficit of
about $28 million.


W.R. GRACE: Elects H. Furlong Baldwin to Board of Directors
-----------------------------------------------------------
W. R. Grace & Co., (NYSE: GRA) announced that H. Furlong Baldwin
was elected to its Board of Directors at a Board meeting
Wednesday. He becomes the sixth outside member of the Board of
Directors.

From 1976 to 2001, Baldwin was Chairman, President and CEO of
the Mercantile Bankshares Corporation. He continues to serve as
Chairman of the Board today.  He also serves on the Board of
Directors of CSX Corporation, The St. Paul Companies, and The
Wills Group.  He is a Governor of the National Association of
Security Dealers, Inc. and of the Nasdaq Stock Market, Inc. He
is past Chairman and Board Trustee of Johns Hopkins Medicine,
Board Trustee emeritus of Johns Hopkins University and is a
member of the Council on Foreign Relations.

"We are delighted that 'Baldy' has agreed to join the Grace
Board," said Paul J. Norris, Chairman, President and CEO of
Grace.  "His vast business experience and financial expertise
will be especially important to me and the other Board members
as we continue to refine Grace's growth and productivity
strategies and develop our reorganization plan to emerge from
Chapter 11."

Grace is a leading global supplier of catalysts and silica
products, specialty construction chemicals and building
materials, and container products. With annual sales of
approximately $1.6 billion, Grace has over 6,000 employees and
operations in nearly 40 countries. Visit the Grace Web site at
http://www.grace.com


WHEELING-PITTSBURGH: Names Steve Sorvold as Commercial Ops. Mgr.
----------------------------------------------------------------
Wheeling-Pittsburgh Steel Corporation named Steve Sorvold as
General Manager of Commercial Operations, with responsibility
for all Wheeling-Pittsburgh Steel's commercial operations.

Sorvold has more than 24 years of commercial and management
experience in the steel industry. Most recently he was General
Manager of Custom and Specialty Steel for Wheeling-Pittsburgh
Steel's Wheeling Corrugating Company division. Previously, he
was with Armco as General Manager, Sales and marketing, Coated
Products. In addition, Sorvold was with National Steel Service
Center and with U.S. Steel.

"Steve's accomplishments in the development of Wheeling
Corrugating's commercial operations and his experience in the
steel industry make him a valuable addition to our senior
management team," said James G. Bradley, President and CEO of
Wheeling-Pittsburgh Steel.

Sorvold holds a bachelor of arts degree from Long Island
University. He and his wife, Linda, currently reside with their
two children in Canton, OH.


WILLIAMS COMMS: Will Release Q4 2001 Financial Results on Feb. 6
----------------------------------------------------------------
Williams Communications Group (NYSE: WCG), a leading provider of
broadband services for bandwidth-centric customers, announced
that it will release its fourth quarter 2001 financial results
before the market opens on Wednesday, February 6. A conference
call will be held at 10:00 a.m. Eastern Time with Howard Janzen,
chairman and chief executive officer, and Scott Schubert,
executive vice president and chief financial officer, to discuss
fourth quarter financial results.

A live audio webcast of the conference call may be heard at
http://www.williamscommunications.com  Following the conclusion  
of the call, a replay will be available through end-of-day
Wednesday, February 13.  The replay number is 888-203-1112 for
domestic calls and 719-457-0820 for international calls.  ID
number is 593144.  An audio webcast replay will also be
available at http://www.williamscommunications.com

Based in Tulsa, Okla., Williams Communications Group, Inc., is a
leading broadband network services provider focused on the needs
of bandwidth-centric customers.  Williams Communications
operates the largest, most efficient, next-generation network in
North America.  Connecting 125 U.S. cities and reaching five
continents, Williams Communications provides customers with
unparalleled local-to-global connectivity.  By leveraging its
infrastructure, best-in-breed technology, connectivity and
network and broadband media expertise, Williams Communications
supports the bandwidth demands of leading communications
companies around the globe.  For more information, visit
http://www.williamscommunications.com


WILLIAMS COMMS: S&P Further Junks Ratings on Cash Flow Concerns
---------------------------------------------------------------
Standard & Poor's lowered its ratings on Williams Communications
Group Inc., (WCG) and placed the ratings on CreditWatch with
negative implications.

The downgrade and CreditWatch placement are based on Standard &
Poor's increased concerns that WCG may be challenged to
adequately fund its business plan beyond 2002. The company
requires substantial revenue and cash flow growth in order to
meet both its operating and heavy debt servicing needs.

However, growth has not met Standard & Poor's expectations due
to the ongoing impact of the weak economy and poor fundamentals
of the long-haul data business. Estimated cash and bank
availability of $1.5 billion at the end of 2001 will have to
fund operations and debt service into beyond 2002 because WCG is
unlikely to generate free cash flow in the near term. With debt
service and capital expenditures likely to require up to $1
billion in 2002, the company may have to follow through with
additional funding, asset sales, or expense reduction to improve
its cushion against execution risks and weak industry
fundamentals.

The CreditWatch placement also reflects Standard & Poor's
heightened concerns that WCG may be unable to comply with its
adjusted EBITDA-to-interest coverage bank covenant in 2002
without an additional amendment. Projected 2002 interest expense
of about $450 million may significantly exceed the company's
adjusted EBITDA for 2002 in the absence of significant cash
proceeds from sales of dark fiber or indefeasible rights of use.

WCG provides data transport, collocation, hosting, and broadcast
transmission services to service providers. These customers
include carriers (such as RBOCs and CLECs), data service
providers (i.e., application service providers, Web hosters, and
Internet services providers), and media companies. Services are
provided over a 33,000-route-mile intercity fiber-optic network
that connects 125 markets. The company was 100% spun off from
The Williams Companies Inc. (TWC) in early 2001. SBC
Communications Inc. has a strategic relationship with WCG and,
in addition to relying on WCG's network for meeting its long-
distance needs, owns about 4% of the company.

The rating on the senior unsecured notes is two notches below
the corporate credit rating because the concentration of bank
debt and accrued liabilities relative to Standard & Poor's
assessed realizable value of assets could exceed 30% on a
prospective basis. TWC is contingently liable for WCG's $1.4
billion 8.25% senior notes due 2004 issued under a complex
structure. Nevertheless, Standard & Poor's does not impute this
as support to WCG from TWC because this contingent liability
only benefits holders of these notes in the event of a WCG
default.

     Ratings Lowered and Placed On CreditWatch Negative

     Williams Communications Group Inc.     TO      FROM
       Corporate credit rating              CCC+    B
       Senior secured bank loan             CCC+    B
       Senior unsecured debt                CCC-    CCC+
       Preferred stock                      CC      CCC-

DebtTraders reports that Williams Communications Group Inc.'s
10.875% bonds due 2009 (WCG2) are trading between 37 and 40. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=WCG2for  
real-time bond pricing.


WINSTAR COMMS: Has Until Feb. 18 to Decide on Unexpired Leases
--------------------------------------------------------------
Judge Farnan rules that the time within which Winstar
Communications, Inc., and its debtor-affiliates must decide
whether to assume, assume and assign or reject unexpired leases
will run through  February 18, 2002, as to all Non-Objecting
Landlords.  Objections to the Debtors' second request for an
extension are continued sine die. (Winstar Bankruptcy News,
Issue No. 21; Bankruptcy Creditors' Service, Inc., 609/392-0900)  


WORLD ACCESS: Klayman Probing Into Brokers' Practice Violations
---------------------------------------------------------------
On Aril 24, 2001, World Access, Inc., (OTC Pink Sheets: WAXS)
and five of its subsidiaries filed voluntary petitions for
relief under Chapter 11 of Title 11 of the United States Code in
the United States Bankruptcy Court for the Northern District of
Illinois, Eastern Division. The cases have been assigned the
following case numbers: World Access, Inc. - Case No. 01-14633;
WA Telcom Products Co., Inc. - Case No. 01-14635; WorldxChange
Communications, Inc. - Case No. 01-14637; CTS North America,
Inc.- Case No. 01-14642; FaciliCom International, L.L.C. - Case
No. 01-14643; and World Access Telecommunications Group, Inc. -
Case No. 01-14645.

Klayman & Toskes, P.A. believes that most investors in World
Access, Inc., have incurred substantial losses on their
investment. Investors may be able to recover their losses from
the brokerage firms that sold World Access, Inc. investments to
its customers. This is because under NASD rules, investments
like World Access, Inc. should only have been sold to investors
who could afford the risks, including the risk of losing most or
all of their investment. Investors should know that they have
legal rights against the brokerage firm from whom they purchased
World Access, Inc.

The sole purpose of the law firm's release is to investigate, on
behalf of its clients, sales practice violations of licensed
brokers at major investment firms. The firm is investigating
securities violations including the misuse of margin, failure to
supervise, unsuitability claims, misrepresentation and material
admissions of fact, unauthorized transactions, and excessive
trading/churning of customers' accounts. We would greatly
appreciate any information from customers concerning the method
or process used by brokerage firms with regard to the handling
of their accounts.

Klayman & Toskes, has offices in California, Florida and New
York and represents investors throughout the nation. If you wish
to discuss this announcement and feel you have been a victim of
stockbroker misconduct, please contact Lawrence L. Klayman,
Esquire of Klayman & Toskes, P.A., 888-997-9956 or visit us on
the web at http://www.nasd-law.com


XO COMMS: Reaches Deal with Forstmann on $800MM Financing Terms
---------------------------------------------------------------
XO Communications, Inc. (OTCBB:XOXO), reached a definitive
agreement with Forstmann Little & Co. and Telefonos de Mexico
S.A. de C.V. (TELMEX) on the terms of their previously announced
intention to invest $400 million each in XO in exchange for new
equity in the company.

The agreement is subject to a number of conditions, including XO
successfully completing a restructuring of its existing balance
sheet and receipt of regulatory approvals.

The company is in discussions with the institutions that are
lenders under its secured credit facility regarding
modifications to that facility and with representatives of the
holders of its senior notes regarding a restructuring of that
debt, all in an effort to reach terms with those creditors that
satisfy the restructuring requirements contemplated by the
definitive agreement with Forstmann Little and TELMEX.

XO also announced it has reached a forbearance agreement with
the lenders under its secured credit facility in which the
lenders have agreed, subject to certain conditions, not to
exercise their remedies under the credit facility with respect
to certain cross default events and to the covenant in the
credit facility relating to XO's fourth quarter minimum
revenues.

The agreement contemplates that the lenders' forbearance will
continue until April 15, 2002 in order to provide the company
with an opportunity to reach agreement with its creditors
regarding the terms of the proposed balance sheet restructuring.

XO Communications is one of the nation's fastest growing
providers of broadband communications services offering a
complete set of communications services, including: local and
long distance voice, Internet access, Virtual Private Networking
(VPN), Ethernet, Wavelength, Web Hosting and Integrated voice
and data services.

XO has assembled an unrivaled set of facilities-based broadband
networks and Tier One Internet peering relationships in the
United States. XO currently offers facilities-based broadband
communications services in 63 markets throughout the United
States.

The Company is also one of North America's largest holders of
fixed broadband wireless spectrum, with licenses covering 95
percent of the population of the 30 largest U.S. cities.


* BOOK REVIEW: Ling: The Rise, Fall, and Return of a Texas Titan
----------------------------------------------------------------
Author: Stanley H. Brown
Publisher: Beard Books
Softcover: 309 Pages
List Price: $34.95
Review by Gail Owens Hoelscher
Buy a copy for yourself and one for a colleague on-line at:
http://amazon.com/exec/obidos/ASIN/1893122832/internetbankrupt  

Summed up neatly, this is Jim Ling, founder and CEO of Ling-
TemcO-Vought, once the fourteenth-largest corporation on the
Fortune 500 list:

That he was able to get control of -- and combine -- the sixth
largest steel company, the eighth largest airline, the eighth
largest defense contractor, the third largest meat packer, the
largest sporting-goods maker, and a string of other companies in
an almost random group of industries may well be the most
significant thing to be said about him. Or maybe it is the fact
that he performed all this from a base of little education, no
connections, no money, no status, no leverage of any kind, but
solely on the strength of what he discovered and created.

As fascinating as Ling was, this book offers so much more.
Stanley H. Brown presents a remarkable knowledge of and
intriguing insights into corporate history and institutional
behavior. He understands what makes organizations work, whether
corporate, religious, or military.

Although it has been more than 25 years since Jim Ling was on
top of the world, he and his story remain hard to beat. He was a
man of integrity. Faced with defeat, he conjured up innovative
solutions. He picked up the pieces and tried something else, and
even investors once burned went back for more. He believed in
himself and his ventures absolutely, so much so that he kept all
his own money and his children's money in LTV stock, and was
wiped out when it went bust.

Ling was born one of six children in Hugo, Oklahoma. A devout
Catholic in the fundamentalist Bible Belt, his father killed a
fellow worker in a rage after years of enduring anti-Catholic
torment and, although acquitted, was so racked with guilt he
left the family to live in a monastery. Ling's mother died when
he was eleven. He never finished high school. After a short
stint in the Navy during World War II, during which time he
became an electrician, he started Ling Electric in Dallas. Post-
war Dallas was good to bright men who worked hard. The company
grew exponentially. Ling discovered public investors and began
infusing them with his enthusiasm, enthusiasm that made them
hand over lots of money to him. And he began to acquire
companies at a dizzying pace, bigger and bigger companies:
meatpacker Wilson & Co., steelmaker Jones & Laughlin, Braniff
Airlines, LTV Aerospace, Wilson Sporting Goods, and many other,
smaller companies. He was a masterful financier with seemingly
endless ideas on making money work.

So where did it go wrong? Ling's over-conglomerated conglomerate
spun out of control. He was a micromanager extraordinaire and
kept too much decision-making power to himself. He was a victim
of his own success and overfed ego. He fought long and hard with
the Justice Department in an antitrust suit over Jones &
Laughlin, but the country's suspicion of conglomerates in the
late 1960s got the better of him. In the end, he was ousted by
his own people but, true to form, went on to try something new.

The author researched this book very thoroughly. He convinced
Ling to keep a journal during some critical moments and
interviewed all the major players. Read it for the story of
Ling, but also learn about what makes people tick.

* Stanley H Brown is a former writer and editor at Business
  Week, Fortune, and Forbes. His columns have appeared in
  numerous publications. He commutes between Manhattan and
  Detroit.

                          *********

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.

Bond pricing, appearing in each Thursday's edition of the TCR,
is provided by DebtTraders in New York. DebtTraders is a
specialist in global high yield securities, providing clients
unparalleled services in the identification, assessment, and
sourcing of attractive high yield debt investments. For more
information on institutional services, contact Scott Johnson at
1-212-247-5300. To view our research and find out about private
client accounts, contact Peter Fitzpatrick at 1-212-247-3800.
Real-time pricing available at http://www.debttraders.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. Yvonne L. Metzler, Bernadette
C. de Roda, Ronald P. Villavelez and Peter A. Chapman, Editors.

Copyright 2002.  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 240/629-3300.

                     *** End of Transmission ***