TCR_Public/020306.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, March 6, 2002, Vol. 6, No. 46     

                          Headlines

360NETWORKS: Says There's No Basis for Committee to Probe
AES CORP: Fitch Says Latin American Units Unaffected by Woes
ADVANTICA RESTAURANT: Senior Notes Exchange Offer Expires Today
AMERCO: Fails to Meet Nasdaq Continued Listing Requirements
ANC RENTAL: Tiny Creditor Holds Documents Hostage & Gets Paid

APPLIED DIGITAL: Inks 3-Year Debt Workout Pact with IBM Credit
ARMSTRONG HOLDINGS: Seeks Third Extension of Exclusive Periods
BANYAN STRATEGIC: Selling Alabama Property to USBC LLC for $8.5M
BE INC: Will File Certificate of Dissolution on March 15 in Del.
BETHLEHEM STEEL: Public Affairs VP Stephen Donches Retires

BIG V SUPERMARKETS: Stop & Shop Prepares Joint Liquidating Plan
BIG V SUPERMARKERTS: Pathmark to Acquire Nine Stores for $71MM
CJF HOLDINGS: Chapter 7 Trustee Engages Bayard Firm as Counsel
CALICO COMMERCE: Arthur Knapp Discloses 10.1% Equity Stake
CARIBBEAN PETROLEUM: Committee Taps MCC as Financial Advisors

CHELL GROUP: Acquires All Wareforce.com's Preferred Shares
CHINA ENTERPRISES: Fails to Comply with NYSE's Listing Standards
CHIQUITA BRANDS: Obtains Open-Ended Extension of Removal Period
COLUMBIA LABORATORIES: Offering 278K Shares to Acqua for $1MM
CORELLA ELECTRIC: Belden's Actions May Force Bankruptcy Filing

CORRECTIONAL SERVICES: Names Thomas Rapone as Exec. VP & COO
CROWN CORK: HSBC-Backed Company Intends to Acquire Risdon Pharma
CRYOCON: Working Capital Deficit Tops $3.3MM at Dec. 31, 2001
CYBEAR GROUP: Falls Short of Nasdaq Continued Listing Standards
E-SYNERGIES: Xceed Unit Files for Chapter 11 Relief in L.A.

ESYNERGIES XCEED: Case Summary & 20 Largest Unsecured Creditors
E2 COMMUNICATIONS: Chapter 11 Involuntary Case Summary
ENRON CORP: Asks Court to Set Wind Assets Auction for April 2
FEDERAL-MOGUL: Court Approves De Minimis Asset Sale Procedures
FIBERNET TELECOM: Posts Improved EBITDA Results in 4th Quarter

FORMICA CORP: Files for Chapter 11 Reorganization in New York
FORMICA CORP: Case Summary & 20 Largest Unsecured Creditors
GENESIS WORLDWIDE: Shoos-Away PricewaterhouseCoopers as Auditors
GLOBAL CROSSING: Signs-Up Freshfields as International Counsel
GLOBAL CROSSING: Legere Resigns from Asia Global Crossing Board

GLOBIX CORP: Seeks Approval to Pay Vendors' Prepetition Claims
GLOBIX CORP: Proceeds with Pre-Packaged Plan in Delaware
GREY-DON L.L.C.: Chapter 11 Case Summary
HAYES LEMMERZ: Panel Members Want to Continue Securities Trading
HEGCO CANADA: Appoints J. Stephens Allan as US Unit's President

HUNTSMAN POLYMERS: Chapter 7 Involuntary Case Summary
IT GROUP: Roy Weston Inc. Wants Prompt Decision on Contract
INTEGRATED HEALTH: Court OKs BTCM as Premier Panel's Co-Counsel
INTRATEX GAS: Case Summary & Largest Unsecured Creditors
KAISER ALUMINUM: Brings-In Lazard Freres as Financial Advisors

KMART: Comerica Bank Wants to Set-Off $911K Prepetition Balance
KMART CORP: Continuing Five Major Brand License Agreements
LTV CORP: US Trustee Amends Noteholders' Committee Membership
MBC HOLDING: Case Summary & 20 Largest Unsecured Creditors
MCCOOK METALS: UST & GECC Decline Michigan Ave.'s Bid for Assets

MED-EMERG INT'L: HSBC Bank Agrees to Forbear through April 30
METALS USA: Pres. & COO Singer Retires & Kirskey Assumes Post
NEVADA BOB'S: Assets Sold & CCAA Protection Ends
NEXTWAVE: U.S. Supreme Court Will Review FCC License Seizure
NEXTWAVE: Says Its Disappointed Supreme Court Granted Certiorari

OWENS CORNING: Wants to Promptly Pay Allowed Reclamation Claims
PW EAGLE: Fourth Quarter Net Loss Down by 36% to $5.6 Million
PACIFIC GAS: Files Joint Statement of Intentions Re Preemption
PARK PLACE: Appoints Kim Sinatra as EVP & Chief Legal Officer
PELORUS NAVIGATION: Restructures Terms of Convertible Debentures

PENN SPECIALTY: Exclusive Period Extended to April 8
PEOPLEPC INC: Benny Alagem Discloses 10.9% Equity Stake
PILLOWTEX CORP: Gets Approval to Enter into Exit Financing Pacts
RESPONSE BIOMEDICAL: Will Raise $1MM For Initiating RAMP System
RICA FOODS: Fitch Rates Costa Rican Units' Foreign Debts at BB

SWAN TRANSPORTATION: Panel Taps Stutsman and WM&M as Counsel
VECTOUR INC: Court Okays Exclusivity Extension through May 17
W.R. GRACE: Court Extends Lease Decision Period Until October 1
WEBLINK WIRELESS: Appoints Dennis McClain to Board of Directors
WILLIAMS CONTROLS: Posts Improved Results in December Quarter

WILLIAMS CONTROLS: AIP Inks Pact to Bring-In $10MM New Capital
WINSTAR COMMS: Trustee Engages Kaye Scholer as Chapter 7 Counsel
WOLD NURSERY: Taps Hilco Merchant to Conduct Store GOB Sales
ZAP: Files for Voluntary Chapter 11 Reorganization in Santa Rosa
ZAP: Chapter 11 Case Summary

* Meetings, Conferences and Seminars

                          *********

360NETWORKS: Says There's No Basis for Committee to Probe
---------------------------------------------------------
"The [Committee's] Motion [to conduct Rule 2004 Exam] is yet
another example of the Committee's working assumption for
virtually every matter in these cases, that [360networks inc.,
and its debtor-affiliates] are either incompetent or sinister,"
Alan J. Lipkin, Esq., at Willkie Farr & Gallagher, in New York,
tells the Court.  While the Debtors' pre-petition lenders
generally have deferred to the Debtors' business and legal
judgments, Mr. Lipkin says, "the Committee has wasted enormous
time and money dissecting every motion and raising illusionary
issues without generating any tangible benefits."

As to the Committee's allegations regarding pre-petition
transactions between the Debtors' Canadian affiliates and Greg
Maffei, Mr. Lipkin says, there is no basis for investigation.
Contrary to the Committee's suggestion, the Committee was given
a copy of Mr. Maffei's employment agreement both because it is a
public document and because it was willingly offered by the
Debtors to the Committee.  Mr. Lipkin explains that in
connection to that agreement, Mr. Maffei received a loan
purchase stock of the Canadian Parent in exchange for his
limited recourse note. "While the Committee suggests that the
arrangement was highly complex and unusual, it is in fact common
for senior executives to receive employment contracts and
company loans," Mr. Lipkin adds.

Mr. Lipkin explains that Mr. Maffei's limited recourse note was
transferred to Worldwide Fiber Holdings, which is an affiliate
of Ledcor, in exchange for a full recourse note in the same
amount. "This transaction was publicly recorded; but the
Committee seeks to overcome its lack of standing by trashing Mr.
Maffei and Ledcor through unfounded suggestions of wrongdoing,"
Mr. Lipkin points out.

Furthermore, Mr. Lipkin informs Judge Gropper that long before
the Committee filed their Motion, the Debtors have provided the
Committee with copies of all Ledcor contracts. The Debtors also
advised the Committee that it could review the Debtors' payments
to Ledcor entities once the debtors' preliminary preference
analysis was completed.  "What the Debtors do not acknowledge is
the Committee's request that the Debtors provide them with every
document concerning every transaction between Ledcor and the
Debtors' Canadian affiliates," Mr. Lipkin explains.  According
to Mr. Lipkin, the Debtors are not a party to the questioned
transactions, which are the subject of the Canadian entities
CCAA proceedings.  Mr. Lipkin reminds the Court that the Court
has already appointed a Monitor that fulfills the role of the
Committee in the U.S.  Moreover, Mr. Lipkin adds, Judge Tysoe
recently ruled in the CCAA proceedings that the Committee had no
standing on an application in the CCAA proceedings.

Another area being questioned by the Committee involves the
Debtors' potential avoidance actions and challenges to the pre-
petition lenders' claims and liens.  Mr. Lipkin asserts that the
Debtors have been cooperative and the only problem is that the
Debtors have not jumped high enough and fast enough to satisfy
the Committee.

"None of these circumstances warrant the exorbitant cost of the
Debtors' compliance with the Committee's 2004 request," Mr.
Lipkin asserts.  Thus, the Debtors ask Judge Gropper to deny the
Committee's motion with the understanding that the Debtors will
honor their representations regarding future cooperation with
the Committee on avoidance actions and pre-petition lender
issues.

                       Committee Reacts

Norman N. Kinel, Esq., at Sidley Austin Brown & Wood, in New
York, acknowledges that the Debtors have produced certain
documents responsive to the Committee's request since the filing
of the 2004 Motion.  Thus, Mr. Kinel notes, part of the 2004
Motion is now moot.

However, with regard to the documents still not produced, Mr.
Kinel observes that the Debtors have opposed the Committee's
efforts, rather than assist the Committee in its efforts to
investigate potential claims and causes of action.  "The Debtors
refuse to comply with the Committee's requests because they have
apparently concluded that no claims or causes of action exist
against their senior management, insiders and bankruptcy
professionals -- the very parties that control the information
requested," Mr. Kinel notes.

Mr. Kinel explains that to the extent the Committee's requests
implicate the Canadian Debtors, all requests relate solely to
insiders.  The Committee has never sought to examine
transactions of the Canadian Debtors except to the extent they
relate to insiders of the US Debtors, Mr. Kinel clarifies.

According to Mr. Kinel, the Committee still requires copies of
any shareholder agreements that exist with the Debtors and its
Canadian Parent.  In particular, Mr. Kinels says, the Committee
requests a copy of Maffei's 1999, 2000 and 2001 W-2s from the US
Debtors.  According to Mr. Kinel, the Maffei transactions are
being questioned by the Committee due to:

  (i) the magnitude of the Canadian Parent's loan - $77,500,000
      - which is the largest among such loans by companies to
      their executives;

(ii) in April 2000, Maffei and the Canadian Parent changed the
      terms of his repayment obligations under the $77,500,000
      note from limited recourse to non-recourse; and,

(iii) less than 2 business days notice, the Canadian Parent
      further restructured this transaction as part of a
      transaction for the acquisition of assets of Urbanlink.

Furthermore, Mr. Kinel tells the Court that the Committee has no
interest in involving itself in Canadian matters that have no
connection to US creditors.  "All of the Committee's requests
relate to matters involving US creditors thus, are completely
appropriate for the Committee to investigate," Mr. Kinel
emphasizes.

As to the Debtors statement that they have always kept all
transactions with Ledcor public, Mr. Kinel asserts that the full
scope of the relationship among Ledcor, the Debtors and its
Canadian Parent remains unknown and cannot be ascertained from
publicly available documents.  Mr. Kinel relates that the
Debtors have refused to make all documents with respect to
insider transactions available for the Committee's review.  The
Committee has properly requested that the Debtors produce only
those agreements with Ledcor that is among their books and
records or within their control.  Again, the Debtors have only
produced a few and refused to produce the remaining balance.

In addition, Mr. Kinel lists down the questioned transfers made
by the Debtors to insiders and professionals as:

      Insider/Professional         Total Amount of Transfers
      --------------------         -------------------------
      Gregory Maffei                       $387,555
      Jimmy Byrd                          3,739,881
      Vanessa Wittman                       628,160
      Ledcor                              4,151,812
      Other Insiders                      1,418,422
      Lazard Freres                       1,650,000
      Willkie Farr & Gallagher            1,600,438
                                       -------------
                        Total           $13,576,265

Mr. Kinel states that the Committee requested for a written
explanation for each transfer identified.  However, the Debtors
refused to produce such documents and indicated that they were
undertaking the same analysis themselves.  Mr. Kinel asserts
that the Committee had communicated with the Debtors in writing
on several occasions thus, the Debtors argument that the
Committee filed without warning is erroneous.  Accordingly, the
Committee requests that the Debtors make production of the
outstanding documents by a certain date.

Thus, the Committee re-affirms its request for Rule 2004
production of documents regarding all remaining outstanding
documents not produced by the Debtors. (360 Bankruptcy News,
Issue No. 19; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


AES CORP: Fitch Says Latin American Units Unaffected by Woes
------------------------------------------------------------
Despite investor concerns over AES' exposure to Latin America,
its subsidiaries continue to operate normally and have not been
affected by the credit pressures on AES. Fitch Ratings recently
reduced ratings on AES' debt, citing concerns about high parent
debt leverage and tight liquidity position. Fitch's analysis
also pointed out AES' concentrated exposure to Latin America and
the volatility inherent in these markets. The rating
action incorporated Fitch's detailed evaluation of AES' largest
Latin American subsidiaries and their expected cash flow.
Particular emphasis is placed on Venezuela, Brazil, Chile, and
Argentina. In an effort to add clarity to the picture of AES'
investments in Latin America, Fitch is providing a brief update
of the credit quality of these companies.

Fitch provides international credit ratings on a number of AES
larger investment in Latin America. Those AES subsidiaries rated
by Fitch, their countries and current ratings are as follows:

Company/Locale           Currency Rating/Foreign Currency Rating

Eletropaulo Metropolitana (Brazil)  'BBB-'/'BB-'.
AES Tiete (Brazil)                  'BBB-' Rating Watch
                                      Negative/'BB-'.
C.A. La Electricidad de Caracas
  (Venezuela)                        'BB+'/'B+'.

AES Gener (Chile)                   'BBB'/'BBB'.
AES Clesa (El Salvador)             'BBB-'/BB+.
AES Panama (Panama)                 'BBB-'/'BBB-'.

The ratings of AES' Latin American subsidiaries are based on the
stand-alone credit quality of each company and reflect the non-
recourse nature to AES of their respective debt obligations.
Thus, the credit ratings have not been affected by the recent
downgrade of the senior unsecured rating of AES to 'BB' from
'BB+'. The ratings generally reflect the dominant positions of
these companies in their respective countries, as well as their
efficient, low cost operations. Further factored into the
ratings are the exposure of these companies to currency,
political, regulatory and economic risks in Latin America, and
these companies' positive track record in responding to these
risks.

The ratings of the subsidiaries also take into consideration the
ring-fencing and insulation these companies enjoy through local
laws and regulations, which significantly limit the ability of
any foreign proceedings to attach assets domiciled abroad.
Additionally, in some cases, such as in Brazil where the company
has acquired a concession, regulations generally prevent the
impairment of credit quality for the sake of increased equity
distributions.

The structural insulation of these companies is supportive in
assigning a stand-alone credit rating to AES' subsidiaries, and
limits the AES' flexibility to receive extraordinary cash flows
from subsidiaries. Importantly, Fitch's current ratings of AES
incorporate these issues and have not changed since the rating
action on Feb. 15, 2002.

In Venezuela, Electricidad de Caracas (EDC) has been recently
affected by the devaluation of the Bolivar, which has fallen
30%-40% since year-end 2001. While the electricity law calls for
semi-annual tariff adjustments that reflect changes in the
exchange rate and inflation and monthly fuel prices, it may be
difficult for EDC to realize the full increase in 2002 given the
political impact of such an action. In lieu of direct tariff
increases, other forms of compensation are possible, and may be
more likely. Additionally, EDC has already identified some
expense and capital expenditure reductions to help offset the
impact of the devaluation. EDC's local currency rating is
supported by solid credit-protection measures, which can absorb
the effects of a devaluation and/or a lack of full increase in
tariffs and continue servicing debt. Nevertheless, without some
sort of tariff adjustment or other compensation, earnings and
cash flow for 2002 would be reduced, which may pressure credit
quality. Dividends to AES a re based on retained earnings from
the previous periods, which Fitch estimates should approximate
$100-$135 million for all of 2002. The ownership by AES has
added benefits by its implementation of best practices that has
and should continue to improve EDC's efficiency and cash flow.
EDC's foreign currency rating was recently downgraded following
Fitch's downgrade of the Bolivarian Republic of Venezuela's
long-term foreign currency debt rating to 'B+' from 'BB-'.

In Brazil, Eletropaulo and Tiete should benefit from an end to
rationing and the government's constructive resolution to
restore lost revenue related to the rationing program.
Eletropaulo will receive the cash component of its margin
recovery of revenues lost from the rationing program (booked in
2001 for accounting purposes). The end of rationing and an
expected tariff adjustment in July should stabilize the
company's revenues and cash flow. Eletropaulo's rating remains
on Negative Rating Outlook primarily due to the company's
sizable debt refinancings. However, the company continues to
exhibit good access to the local capital markets and local and
international bank markets. Holding company debt with BNDES at
AES ELPA and AES Transgas is expected to be refinanced upon
maturity, as dividends from Eletropaulo should flow unencumbered
up to AES. These investments could require additional financial
contribution from AES if the BNDES debt can not be refinanced.

For AES Tiete, the end of rationing means a return to normal
operations, with revenues collected based on its take-or-pay
supply contracts and electricity supply supported by the total
amount of electricity produced by the hydroelectric system. Debt
service is manageable with operating cash flow. The Rating Watch
status is expected to be resolved in the near term following a
review of the financial condition from 2001 and reflecting an
end to rationing.

The credit quality of Gener, AES' Chilean investment, is
supported by the company's strong position in the Chilean
electricity market, its portfolio of thermal generating plants,
its strategy of focusing on core electricity generation in
Chile, conservative financial policies and experienced
management. The credit rating also factors in the soundly
administered regulatory system in Chile, as well as an
economically strong and growing service area. The pending sale
of Itabo, a power plant in the Dominican Republic, should be
completed during the first quarter of 2002. Current credit
protection measures are low for the rating category but are
expected to improve to the levels reflective of the 'BBB' rating
in the near term as a result of the restructuring.

In Argentina, the financial impact of peso's devaluation impact
on AES' investments has been significant. Most of Argentina's
electricity companies have balance sheets loaded with external
debt denominated in foreign currencies, principally US dollars.
As a result, the peso's adjustment immediately increased
corporate debt burden, reduced value from corporate entities,
increased financial costs and pressured the free cash flow
generation ability of many of the segment's participants. This
combination has formally closed external financing options, as
well as the desire for new investments. Fitch expects that AES
and its subsidiaries will try to negotiate long-term plans to
recapture some of the lost economic value of their enterprises.
However, given the established timetable for negotiations of
concessions and tariffs, any improvement in earnings and equity
values will likely be delayed for at least four to six more
months. While AES is not expected to contribute additional funds
to the country, dividend flows from Argentine investments should
not be expected.

Located in the Republic of Panama, AES Panama is primarily a
hydroelectric generation company. Its credit rating reflects the
company's portfolio of existing assets and strong project
economics and financial position. Credit risks that constrain
the rating are AES Panama's exposure to hydrological conditions,
commodity price risks, a relatively new and untested regulatory
framework, and competitive pressures for new supply contracts.
The rating of AES Panama does not rely on additional financial
contribution from AES.

In El Salvador, AES Clesa's credit quality (as well as that of
CAESS, EEO, and Deusem) is supported by an operating environment
similar to the other Latin American countries in which AES
operates.

As an electricity distributor in El Salvador, AES Clesa benefits
from a constructive regulatory framework that provides for
regulated tariffs for distributors. The company has a manageable
debt service schedule and credit protection measures, while
pressured recently, are expected to remain acceptable for the
current rating. Strong sector fundamentals and continued demand
growth should support revenues and cash flow for AES Clesa over
the medium to long term.

DebtTraders reports that AES Corporation's 10.250% bonds due
2006 (AES06USR1) are trading between 43 and 46. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=AES06USR1for  
real-time bond pricing.


ADVANTICA RESTAURANT: Senior Notes Exchange Offer Expires Today
---------------------------------------------------------------
Advantica Restaurant Group, Inc. (OTCBB: DINE), announced that
it has extended to 5:00 p.m., New York City time, on March 6,
2002, its offer to exchange up to $204.1 million of registered
12.75% senior notes due 2007 to be jointly issued by Denny's
Holdings, Inc. and Advantica for up to $265.0 million of
Advantica's 11.25% senior notes due 2008, of which $529.6
million aggregate principal amount is currently outstanding. The
exchange offer was scheduled to expire at 5:00 p.m., New York
City time, on March 1, 2002. Except for the extension of the
expiration date, all other terms and provisions of the exchange
offer remain as set forth in the exchange offer prospectus
previously furnished to the holders of the Old Notes.

To date, an aggregate of approximately $63.9 million Old Notes
have been tendered for exchange.

Advantica Restaurant Group, Inc., is one of the largest
restaurant companies in the United States, operating over 2,300
moderately priced restaurants in the mid-scale dining segment.
Advantica owns and operates the Denny's, Coco's and Carrows
restaurant brands. FRD Acquisition Co., the parent company of
Coco's and Carrows and a wholly owned subsidiary of Advantica,
is classified as a discontinued operation for financial
reporting purposes and is currently under the protection of
Chapter 11 of the United States Bankruptcy Code effective as of
February 14, 2001. For further information on the Company,
including news releases, links to SEC filings and other
financial information, please visit Advantica's Web site at
http://www.advantica-dine.com

DebtTraders reports that Advantica Restaurant Group's 11.250%
bonds due 2008 (DINE08USR1) are trading between 73 and 76. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=DINE08USR1
for real-time bond pricing.


AMERCO: Fails to Meet Nasdaq Continued Listing Requirements
-----------------------------------------------------------
AMERCO (Nasdaq: UHALE) announced that it received a Nasdaq Staff
Determination on February 25, 2002 indicating that the Company
failed to comply with Rule 10-01 (d) under regulation S-X
(interim financial information).  As disclosed in the Company's
most recent Form 10-Q filed February 15, 2002, this review has
not been timely completed by PricewaterhouseCoopers.  Therefore,
the Company does not comply with Marketplace rule 4310(c)(14)
and its common stock is subject to delisting.

The Company has requested a hearing before a Nasdaq Listing
Qualification Panel to review the Staff Determination.  There
can be no assurance the Panel will grant the Company's request
for continued listing.  The Company and PricewaterhouseCoopers
are working as expeditiously as possible to comply with
Marketplace Rule 4310(c)(14).  The Company expects to comply
with rule 4310(c)(14).

No hearing date has been scheduled.  During this time, the
Company's common stock will continue to be listed on Nasdaq.  In
addition, as a result of the filing delinquency, the fifth
character "E" was appended to the AMERCO trading symbol, which
was changed temporarily from UHAL to UHALE.



ANC RENTAL: Tiny Creditor Holds Documents Hostage & Gets Paid
-------------------------------------------------------------
ANC Rental asks the Court to approve a Settlement Agreement
between National Car Rental System Inc. and Business Data
Records Services.

Bonnie Glantz Fatell, Esq., at Blank Rome Comisky & McCauley LLP
in Wilmington, Delaware, relates that Business Data Records has
in its possession certain documents owned by the Debtors that
are stored in New Brighton, Minnesota, pursuant to a Business
Record Storage Agreement with the Debtor.  The Debtors owe
Business Data Records approximately $7,564 for pre-petition
storage services, and the firm has a valid and perfected
possessory lien on the records under the laws of the State of
Minnesota.

Ms. Fatell explains that due to the Debtors' failure to pay the
pre-petition obligations and its validly perfected possessory
lien, Business Data Records refused to let the Debtors take the
records offsite and will only give them access at the location
in Minnesota.  Since the Petition Date, Business Data Records
also has insisted that all payments for document retrieval and
other services be in cash.  The Debtors need off-site access to
certain records in order to comply with, among others, airport
requests for bids, discovery obligations in certain unrelated
litigations and other business reasons.

Ms. Fatell explains that although Business Data Records' actions
are in violation of the automatic stay, the Debtors see that a
Settlement Agreement allowing them access and the ability to
review the records off-site is preferable to the costs of
initiating and litigating a turnover proceeding before the
Bankruptcy Court.

Under the terms of the Settlement Agreement, Ms. Fatell informs
the Court that the Debtors agree to pay all outstanding
post-petition charges, and to file this motion for permission to
pay the pre-petition amounts outstanding.  Business Data
Records, in turn, will stop refusing to allow the Debtors to
take the Records off-site and Business Data Records will
reinstate the prior credit terms, allowing the Debtors to pay
for document retrieval and other services on credit.  BDR will
also release its possessory lien on the records.

Although Business Data Records is required by the automatic stay
to release the Debtors' records despite its valid possessory
lien, Ms. Fatell believes that the amount outstanding is de
minimis and it would be far more costly for the Debtors to file
an adversary proceeding and then engage in the contest over
adequate protection of the firm's possessory lien.


APPLIED DIGITAL: Inks 3-Year Debt Workout Pact with IBM Credit
--------------------------------------------------------------
Applied Digital Solutions, Inc. (Nasdaq: ADSX), an advanced
technology development company, announced that it has executed
the Third Amended and Restated Term Credit Agreement, a three
year formal restructuring agreement of its Credit Facility with
its senior lender, IBM Credit Corporation.

Upon the closing of the proposed merger of Digital Angel
Corporation with Medical Advisory Systems, Inc. (AMEX:DOC), the
Agreement will take effect.

Commenting on the Restructuring Agreement, Richard J. Sullivan,
Chairman and CEO stated: "We are very pleased with the terms of
the Restructuring as it clearly recognizes the value in the
'new' Digital Angel Corporation. With Digital Angel as the first
proof statement of our new business plan as an advanced
technology development company, senior management is confident
that VeriChip(TM), Thermo Life(TM) and other technologies will
follow. We are now poised to once again deliver shareholder
value."

The Company will file a form 8-K disclosing the full terms of
the Agreement.

Applied Digital Solutions is an advanced technology development
company that focuses on a range of early warning alert,
miniaturized power sources and security monitoring systems
combined with the comprehensive data management services
required to support them. The Company specializes in security-
related data collection, value-added data intelligence and
complex data delivery systems for a wide variety of end users
including commercial operations, government agencies and
consumers. For more information, visit the company's Web site at
http://www.adsx.com  

Digital Angel represents the first-ever combination of advanced
biosensor technology and Web-enabled wireless telecommunications
linked to Global Positioning Systems (GPS). By utilizing
advanced biosensor capabilities, Digital Angel will be able to
monitor key body functions - such as temperature and pulse - and
transmit that data, along with accurate location information, to
a ground station or monitoring facility. Applied Digital
Solutions is exploring a wide range of potential applications
for Digital Angel, including: monitoring the location and
medical condition of at-risk patients; locating lost or missing
individuals; locating missing or stolen household pets;
monitoring the location of certain parolees; managing livestock
and other farm-related animals; pinpointing the location of
valuable stolen property; managing the commodity supply chain;
preventing the unauthorized use of firearms; and providing a
tamper-proof means of identification for enhanced e-commerce
security. Digital Angel Corporation has announced a proposed
merger with Medical Advisory Systems. For more information on
Digital Angel, visit http://www.digitalangel.net  

Medical Advisory Systems, Inc. is a global leader in
telemedicine that has operated a 24/7, physician-staffed call
center in Owings, MD for nearly 20 years. Through a worldwide
telecommunications network, MAS provides health care to ships-
at-sea and other remote locations, one-on-one "chats" with a
physician via the Internet or telephone, as well as medical and
non-medical services for the travel industry. MAS owns a 12%
equity interest in Paris-based CORIS Group, which provides it
with the ability to offer its services in over 30 countries
worldwide. For additional information, visit http://www.mas1.com


ARMSTRONG HOLDINGS: Seeks Third Extension of Exclusive Periods
--------------------------------------------------------------
Armstrong Holdings, Inc., and its debtor-affiliates seek an
order from Judge Randall Newsome further extending deadlines by
which the Company has the exclusive right to propose and file a
plan of reorganization and solicit acceptances of that plan. The
Debtors ask that their Exclusive Plan Filing Period be extended
through October 4, 2002, and that their Exclusive Solicitation
Period be extended through December 3, 2002, without prejudice
to their right to request further extensions.

These are extremely large and complex cases involving literally
tens of thousands of claims and a multinational business
enterprise that employs in excess of 10,000 people throughout
the world, Stephen Karotkin, Esq., at Weil, Gotshal & Manges
LLP, tells Judge Newsome. During the initial period of these
cases, the Debtors focused on stabilizing the businesses and
addressing the multitude of concerns raised by customers,
vendors, employees and other business partners to assure that
the value of the enterprise is maximized and the dislocations
necessarily attendant to any chapter 11 filing are minimized.  
These undertakings, Mr. Karotkin says, have been "extremely
successful."

Subsequent to the stabilization effort and during the last
several months, the Debtors have turned their attention to the
plan of reorganization process.  In this regard, the Debtors
have been engaged in substantive negotiations with the Unsecured
Creditors' Committee and the Asbestos PI Committee, the
committees which the Debtors believe represent the principal
creditor constituencies in these chapter 11 cases, and,
accordingly, the entities with which the plan negotiation
process should necessarily commence.  The Debtors believe they
are making substantial progress in these negotiations with
respect to the principal elements of a plan.  These negotiations
are ongoing and it is the Debtors' view that the maintenance of
status quo through a further extension of the exclusive periods
is critical to maintaining the delicate balance that will
maximize the potential that these negotiations reach a
successful conclusion.

Further, these cases have recently been transferred to new
judges, both of whom are first becoming familiar with the
material issues in these cases that must be addressed.  
Consideration of many of these issues was deferred pending the
transfer of these cases and these circumstances alone justify
the extension of the exclusivity periods in these cases.

Lastly, even if a consensus is reached among the Debtors, the
Unsecured Creditors' Committee, and the Asbestos PI Committee,
certain issues must be addressed before any realistic plan can
be proposed.  Some of these key issues are the asbestos property
damage issues, the claims reconciliation process, and
determination of whether to appoint a futures representative.  
The Court has indicated its intent to address these matters
expeditiously, but nevertheless they will take some period of
time.  Moreover, if, as it appears now, an estimation hearing
with respect to asbestos property damage claims will be
necessary, any such hearing will have to await the establishment
of a final bar date for the filing of such claims.

In view of these points, the Debtors believe that more than
ample cause exists for the requested extension of the
exclusivity periods. (Armstrong Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 609/392-0900)   


BANYAN STRATEGIC: Selling Alabama Property to USBC LLC for $8.5M
----------------------------------------------------------------
Banyan Strategic Realty Trust (Nasdaq: BSRTS) announced that it
has signed a contract to sell its Huntsville, Alabama property,
known as University Square Business Center, for a gross purchase
price of $8.45 million.  The purchaser is USBC, LLC, an Alabama
limited liability company, whose principals include Alan C.
Jenkins and Joel L. Teglia.  Mr. Jenkins is a principal in
InterSouth Properties, Inc., the current manager of the
property, and Mr. Teglia is the executive vice-president and
chief financial officer of Banyan.

University Square is a six-building office complex containing
184,738 rentable square feet on 19 acres located in western
Huntsville, Alabama.  It is currently ninety percent (90%)
leased to 48 tenants.

The purchase contract contains no inspection period and is
contingent only upon the purchaser obtaining the approval of
Wells Fargo Bank, N.A. to assume the existing first mortgage
debt that encumbers the property, which has an approximate
principal balance of $4.65 million.  In the alternative, the
purchaser may elect to obtain conventional financing, in which
event the transaction is not contingent upon financing and the
purchaser must pay the Trust's prepayment penalty to Wells Fargo
(approximately $900,000 - $950,000 depending upon prevailing
interest rates at the time of payoff).

Closing is scheduled to occur on or before May 15, 2002, unless
an extension is required to complete the debt assumption
process.  In the event Wells Fargo fails to approve the
assumption, and the purchaser has not elected to avail itself of
alternative financing, the contract will be terminated without
penalty to the purchaser.

If the transaction closes, the Trust expects to utilize the
proceeds to retire (or in the event of an assumption, credit to
the purchaser) the existing University Square debt ($4.65
million) and to pay related closing costs and prorations
(approximately $0.15 million), thus realizing net proceeds of
approximately $3.65 million, or approximately $0.23 per share.

The Trust emphasized that it intends to continue its policy of
making liquidating distributions to its shareholders when, and
as often as, conditions warrant, including as soon as is
practical after a closing.  The Trust added that it now has two
of its three remaining properties under contract, and it
continues to market for sale the Northlake Tower Festival Mall
in Atlanta, Georgia.  The Trust also noted that pursuit of the
pending litigation between the Trust and its suspended president
Leonard G. Levine continues to be the primary focus of the
Trust's litigation strategy going forward.

Banyan Strategic Realty Trust is an equity Real Estate
Investment Trust (REIT) that, on January 5, 2001, adopted a Plan
of Termination and Liquidation.  On May 17, 2001, the Trust sold
approximately 85% of its portfolio in a single transaction and
now owns interests in three (3) real estate properties located
in Atlanta, Georgia; Huntsville, Alabama (the subject matter of
this release); and Louisville, Kentucky (which is the subject
matter of the Trust's press release of February 21, 2002).  As
of this date, the Trust has 15,496,806 shares of beneficial
interest outstanding.


BE INC: Will File Certificate of Dissolution on March 15 in Del.
----------------------------------------------------------------
Be Incorporated (Nasdaq:BEOS) announced, that on March 15, 2002,
it plans to file a certificate of dissolution with the Delaware
Secretary of State in accordance with the plan of dissolution
approved by stockholders on November 12, 2001 and as set forth
in the Definitive Proxy Statement filed on October 9, 2001. As
of the close of business on the day Be files the certificate of
dissolution, Be will set the record date as that day for
purposes of determining the stockholders that will be eligible
to participate in the final distribution of Be's assets, if any.
Also on that day, Be will close its stock transfer books and
cease recording transfers of shares of its common stock. Be will
then voluntarily delist from the Nasdaq National Market and Be
shares will no longer be traded on the Nasdaq beginning the next
trading day after the certificate of dissolution is filed.

Pursuant to Delaware law, Be will continue to exist for three
years after the dissolution becomes effective or for such longer
period as the Delaware Court of Chancery shall direct, solely
for the purposes of prosecuting and defending lawsuits
(including but not limited to pursuing its antitrust case
against Microsoft), settling and closing its business in an
orderly manner, disposing of any remaining property, discharging
its liabilities and distributing to its stockholders any
remaining assets, but not for the purpose of continuing any
business. In accordance with the plan of dissolution, after
payment in full of all claims finally determined to be due, Be
will make distributions of any remaining assets (including
assets acquired after the record date), if any, only to
stockholders of record as of the record date. The timing and
amounts of any such distributions will be determined by Be's
Board of Directors in accordance with the plan of dissolution.
Be may also establish a liquidating trust for the purpose of
pursuing the antitrust litigation against Microsoft, liquidating
the remaining assets of Be, paying or providing for the payment
of Be's remaining liabilities and obligations, and making
distributions to Be's stockholders. If a liquidating trust is
established, stockholders will receive beneficial interests in
the assets transferred to the liquidating trust in proportion to
the number of Be's shares owned by such stockholders as of the
record date.

On November 12, 2001, Be stockholders approved the sale of
substantially all of Be's intellectual property and other
technology assets to a subsidiary of Palm, Inc., and the
subsequent dissolution of the company in accordance with the
plan of dissolution. Pursuant to the terms of the asset purchase
agreement with Palm, Be retained certain rights, assets and
liabilities in connection with the transaction, including its
cash and cash equivalents, receivables, certain contractual
liabilities under in-licensing agreements, and rights to assert
and bring certain claims and causes of action, including under
the antitrust laws. On November 13, 2001, Be completed the sale
of its assets to the Palm subsidiary. Be's headquarters have
moved to Mountain View, California and it can be reached at P.O.
Box 391420, Mountain View, CA 94041. It is currently publicly
traded on the Nasdaq National Market under the symbol BEOS. Be
can be found on the Web at http://www.beincorporated.com


BETHLEHEM STEEL: Public Affairs VP Stephen Donches Retires
----------------------------------------------------------
The retirement, effective February 28, 2002, of Stephen G.
Donches, vice president, Public Affairs, Bethlehem Steel
Corporation, was announced by Robert S. Miller, Jr., chairman
and chief executive officer.

In announcing Mr. Donches' retirement, Mr. Miller said, "Steve
Donches has been on the front lines for Bethlehem in his public
affairs' role for almost 30 years, and has brought significant
recognition to our Corporation in government and public affairs
and, in recent years, to our brownfield development at Bethlehem
Works and Bethlehem Commerce Center. His commitment, expertise
and full devotion to Bethlehem will be sorely missed."

Simultaneously, Mr. Donches announced that he has accepted an
offer to become the president and chief executive officer of the
National Museum of Industrial History, which is an affiliate of
the Smithsonian Institution. "I have thoroughly enjoyed
representing Bethlehem Steel before our many publics because it
has been a leader in the steel industry and a great company for
almost 100 years. Now, I am anxious to devote myself to the full
development of the National Museum of Industrial History. Our
nation and our community have such a rich industrial heritage,
and I am honored and thrilled to play a role in helping to see
that story told here in Bethlehem, Pennsylvania, at the historic
site of the Bethlehem Plant."

A native of Bethlehem, Mr. Donches received his bachelor of
science degree in accounting from St. Joseph's College in
Philadelphia, in 1967, and joined Bethlehem as a member of that
year's Loop Course management training program. His initial
assignment was in the tax division of the accounting department.

Mr. Donches took a military leave of absence and served with the
U. S. Army from 1968 to 1970 in California and Germany. He
returned to the tax division until 1973, when he transferred to
the public affairs department. A series of promotions led to his
being named manager of state government affairs in 1982 and
three years later he assumed responsibility for the
corporation's corporate support programs and community
relations.

In 1987, he was appointed vice president, state and community
affairs, and was elected vice president, public affairs,
effective November 1, 1992, where he has had responsibility for
all government affairs at the federal, state and local levels,
corporate communications, including media relations, video
communication and the Schwab Corporate Library, community
affairs and corporate support programs, and, in recent years,
the development of the Bethlehem Works and Bethlehem Commerce
Center, Bethlehem Steel's nationally recognized brownfield
development.

Mr. Donches is also president of the Bethlehem Steel Foundation
and chairman of the company's political action committee, the
Bethlehem Steel Good Government Committee.

He was a graduate of the first class of the Public Affairs
Council's Public Affairs Institute, and completed the Advanced
Management Program at Harvard University's Graduate School of
Business Administration in 1992.

Mr. Donches is a member of the American Iron and Steel Institute
and has served as a Steel Fellow of the Institute. He is a
trustee of Moravian College and also serves on the boards of
the Pennsylvania Chamber of Business and Industry,
Pennsylvanians for Effective Government, the Lehigh Valley
Partnership, Lehigh Valley Economic Development Corporation and
the Bethlehem Area Chamber of Commerce.

He serves on the International Iron and Steel Institute's Public
Relations Committee and is past chairman of its PR/Image
Committee.

He also is a member of the board of directors of the National
Museum of Industrial History, which is an affiliate of the
Smithsonian Institution.

Mr. Donches is a former director of the United Way of the
Greater Lehigh Valley, Boys Club of Bethlehem and of Historic
Bethlehem, Inc., and has served on the Ben Franklin Advisory
Board at Lehigh University. He completed twenty years as a   
member of the Bethlehem Water Authority, having served as its
chairman.

Mr. Donches and his wife, Sally, will remain in the Bethlehem
area. They are the parents of two children, Stephen and Cara,
and have one grandchild. (Bethlehem Bankruptcy News, Issue No.
11; Bankruptcy Creditors' Service, Inc., 609/392-0900)


BIG V SUPERMARKETS: Stop & Shop Prepares Joint Liquidating Plan
---------------------------------------------------------------
The Stop & Shop Supermarket Company and representatives of
certain creditors of Big V have filed a Joint Liquidating Plan
of Reorganization that provides for the purchase of 26 Big V
Supermarkets by Stop & Shop pursuant to an Asset Purchase
Agreement, the form of which was previously filed with the
Bankruptcy Court.

Separately, Stop & Shop has entered into an agreement with
Pathmark Stores under which Pathmark would join with the Stop &
Shop transaction and acquire 9 of the 26 stores.

The acquisition is subject to approval by the Bankruptcy Court
and the Big V creditors as well as regulatory approval.  Because
of the nature of the bankruptcy process, there can be no
assurances that Stop & Shop will be successful.

The Stop & Shop Supermarket Company, based in Quincy,
Massachusetts, operates 320 stores in Massachusetts, Rhode
Island, Connecticut, New York and New Jersey, and employs more
than 56,000 associates.


BIG V SUPERMARKERTS: Pathmark to Acquire Nine Stores for $71MM
--------------------------------------------------------------
Pathmark Stores, Inc. (Nasdaq: PTMK), announced that it has
signed an agreement with The Stop & Shop Supermarket Company to
acquire nine Big V Shop-Rite supermarkets in conjunction with
Stop & Shop's proposal to acquire substantially all of the Big V
Shop-Rite supermarkets pursuant to a Plan of Reorganization to
be filed by Stop & Shop and certain creditors of Big V with the
Bankruptcy Court in the Big V bankruptcy case. Big V is already
the subject of a competing plan previously filed by Wakefern
Food Corp. and Big V.

Under the terms of the agreement, Pathmark would pay $71
million, plus an amount for inventory, for the nine Big V
stores. Four of the stores are in Mercer County, New Jersey,
four are in Westchester County, New York and one is in Orange
County, New York.

Pathmark's acquisition of these stores is subject to a number of
conditions, including the approval of the Pathmark Board of
Directors, the satisfaction of the closing conditions of Stop &
Shop's asset purchase and sale agreement, the confirmation of
the Stop & Shop Plan of Reorganization by the Bankruptcy Court
and the approval of the applicable antitrust authorities.

Because of the nature of the bankruptcy process and the
existence of a competing Plan of Reorganization for Big V, there
can be no assurances that Pathmark will be successful in
acquiring the nine stores.

Pathmark Stores, Inc., is a regional supermarket company
currently operating 142 supermarkets in the New York-New Jersey
and Philadelphia metropolitan areas. Additional information
about Pathmark is available at http://www.pathmark.com


CJF HOLDINGS: Chapter 7 Trustee Engages Bayard Firm as Counsel
--------------------------------------------------------------
Mr. Michael B. Joseph, the Chapter 7 Trustee for CJF Holdings,
Inc. and its debtor-affiliates, is seeking authority from the
U.S. Bankruptcy Court for the District of Delaware to employ The
Bayard firm as his Counsel, nunc pro tunc to February 13, 2002.

The Chapter 7 Trustee will look to The Bayard Firm for:

     a) providing legal advice with respect to the Chapter 7
        Trustee's powers and duties under the Bankruptcy Code;

     b) assisting in the investigation of the Debtors' acts,
        conducts, assets, liabilities, and financial condition,
        the operation of the Debtors' businesses, and may other
        matters relevant to the case or to the orderly
        liquidation of the estates' assets;

     c) preparing, on behalf of the Chapter 7 Trustee, necessary
        applications, motions, complaints, answers, orders,
        agreements and other legal papers;

     d) reviewing, analyzing and responding to all pleadings
        filed in these chapter 7 cases and appearing in court to
        present necessary motions, applications and pleadings
        and to otherwise protect the interest of the Chapter 7
        Trustee and the Debtors' estates; and

     e) performing all other legal services for the Chapter 7
        Trustee that may be necessary and proper in these
        proceedings.

The Bayard Firm will bill at its customary hourly rates:

     Directors               $335 to $440 per hour
     Associates              $190 to $300 per hour
     Paralegals and          $80 to $125 per hour
     Paralegal Assistants

CJF Holdings, Inc. filed for voluntary chapter 11 protection on
November 28, 2001 and received Court approval to convert its
case to a chapter 7 liquidation on February 8, 2002. Donna L.
Harris, Esq. at Morris, Nichols, Arsht & Tunnell, represents the
Company.  When CJF filed for protection from its creditors, it
listed an estimated assets and debts of $10 million to $50
million.


CALICO COMMERCE: Arthur Knapp Discloses 10.1% Equity Stake
----------------------------------------------------------
As of February 28, 2002, Arthur F. Knapp beneficially owned an
aggregate of 3,591,071 shares of the common stock of Calico
Commerce, Inc., which represents approximately 10.1% of the
35,414,504 shares of common stock outstanding on January 31,
2002.  Mr. Knapp has the sole power to vote, and to dispose of,
the 3,591,071 shares of common stock.

The aggregate amount of funds required to purchase the 3,591,071
shares of Common Stock was approximately $2,946,244, which was
paid out of Mr. Knapp's personal funds.

Calico Commerce, Inc., (OTCBB:CLIC) is a provider of interactive
selling software for organizations selling complex products or
services.


CARIBBEAN PETROLEUM: Committee Taps MCC as Financial Advisors
-------------------------------------------------------------
The Official Committee of Unsecured Creditors in the chapter 11
cases of Caribbean Petroleum LP, et al., seeks permission from
the U.S. Bankruptcy Court for the District of Delaware to employ
Mahoney Cohen & Company, CPA, PC, as its accountants and
financial advisors, nunc pro tunc to January 8, 2002.

The Committee seeks to retain MCC because the Firm is
particularly well-suited for the type of representation required
by the Committee.  MCC has its offices in New York, and has
experience in all aspects of accounting and finance that may
arise in these chapter 11 cases.  In particular, MCC has
substantial reorganization and insolvency expertise with respect
to the retail and fuel industries.

The Committee expects MCC to:

    a) analyze the financial operations of the corporation from
       the date of the filing of the petition under chapter 11;

    b) analyze the financial information of the corporation
       prior to the date of the filing of the petition under
       Chapter 11;

    c) prepare and submit a report to the Committee of Creditors
       to aid them in evaluating any proposed plan of
       reorganization;

    d) verification of the physical inventory of merchandise,
       supplies, and equipment and other material assets and
       liabilities, if necessary;

    e) assist the Committee in its review of monthly operating
       reports;

    f) assist the Committee in its evaluation of cash flow or
       other projections prepared by Debtors;

    g) review and analyze cash disbursements on an ongoing basis
       for the period subsequent to the Petition Date;

    h) analyze transactions with insiders, related/affiliated
       companies;

    i) analyze transactions with Debtor's financing
       institutions;

    j) assist the Committee in its review of the financial
       aspects of a plan of reorganization, or in arriving at a
       proposed plan of reorganization;

    k) attend meetings of creditors and confer with
       representatives of the creditor groups and their counsel;
       and

    l) perform all other services for the Committee which may be
       necessary and proper in these cases.

MCC will bill at its customary hourly rates:

     Partners and Principals          $265 to $420 per hour
     Managers and Senior Managers     $180 to $340 per hour
     Senior Accountants and Staff     $105 to $190 per hour

The MCC professionals who will be primarily responsible for
these cases are:

     Mr. Herman Serrano, $285 per hour; and
     Mr. Jeffrey T. Sutton, $420 per hour.

Caribbean Petroleum L.P. distributes petroleum products and
owns/leases real property on which service stations selling
petroleum products are stored and sold to retail customers. The
Company filed for chapter 11 protection on December 17, 2001.
Michael Lastowski, Esq., and William Kevin Harrington, Esq., at
Duane, Morris & Heckscher LLP, represent the Debtors in their
restructuring efforts.


CHELL GROUP: Acquires All Wareforce.com's Preferred Shares
----------------------------------------------------------
Wareforce.com, Inc. (OTCBB:WFRCE) (Wareforce) announces that the
Chell Group Corporation (Nasdaq:CHEL) has notified Wareforce
that Chell has acquired all of Wareforce's issued and
outstanding Series A preferred shares.

The Series A preferred carry a 6% coupon payable semi-annually
and are convertible to common shares based on a series of
formulas at the lesser of 150% of the common stock average bid
price on the closing date or 95% to 107% of the bid price at the
time of conversion depending on the time held. Wareforce has the
right to redeem the preferred shares at $10 per share, or $4.5
million, plus the payment of all accrued and unpaid dividends
provided that the market price of the common stock is less than
200% of the common stock price on the date the preferred shares
were issued.

On May 3, 2000, the common share price fell below the 200
percent level and continues to be below this level. If not
redeemed earlier, the Series A preferred must be converted to
common shares in May 2003.

Wareforce believes that Chell may convert a portion of its
Series A preferred into up to 10% of Wareforce's common shares
in the near future. In addition, should current market
conditions for Wareforce's common shares continue until May 2003
and the Series A preferred be converted to Wareforce common,
Chell would own at that time the majority of Wareforce's common
shares. However, under the terms of the preferred shares
issuance agreement, the holder of the preferred shares may not
hold, depending on the circumstances, more than 5% or 10% of the
Registrant's common shares such that the holder would be subject
to being classified a "beneficial holder" as that term is
defined in the Securities Exchange Act of 1934. Additionally,
the holder, under other circumstances, may not hold more than
20% of the Registrant's common shares. In such instance, the
Registrant would be required to redeem for cash, depending on
the circumstances, at up to 125% of the stated value of the
preferred shares any amounts in excess of the five, ten or
twenty percents converted into common shares of the Registrant.

"We're pleased to have the Chell Group as the Preferred
Shareholder of our organization," said Wareforce Chairman Orie
Rechtman. "Given their knowledge of our industry and financial
expertise we welcome Chell's involvement and look forward to
working with them as we complete the restructuring of our
business."

Chell Group Corporation (Nasdaq:CHEL) is a technology holding
company seeking to create value by acquiring and growing
undervalued technology companies. Chell Group's portfolio
includes NTN Interactive Network Inc., www.ntnc.com; Magic
Lantern Communications Ltd., www.magiclantern.ca; GalaVu
Entertainment Network Inc., www.galavu.com; Engyro Inc.
(investment subsidiary), www.engyro.com; and cDemo Inc.
(investment subsidiary), www.cdemo.com. At November 30, 2001,
Chell Group had a working capital deficit of $3.2 million, and
is currently subject to delisting from Nasdaq for failing to
comply with minimum net tangible assets and minimum
shareholders' equity listing requirements.

For more information on the Chell Group, visit
http://www.chell.com   

Founded in 1989, Wareforce is a high value-added technology
solutions provider, offering a wide range of technical products
and support services to Fortune 1000 and mid-sized corporations
as well as to educational and governmental institutions. In
addition, Wareforce provides product fulfillment and work flow
management via the company's proprietary OpsTRACKr technology
that streamlines supply chain management and permits Wareforce
customers immediate access to online inventories of more than
140,000 IT products from 900 manufacturers. The company offers
enterprise systems technologies and support through certified
partnerships with such manufacturers as Compaq, Cisco, Hewlett
Packard, IBM and Microsoft. Wareforce has headquarters in El
Segundo, in the greater Los Angeles area. For more information,
please visit http://www.wareforce.com


CHINA ENTERPRISES: Fails to Comply with NYSE's Listing Standards
----------------------------------------------------------------
China Enterprises Limited (NYSE: CSH) announced that it has
received notification from the New York Stock Exchange that the
Company's current total market capitalization does not comply
with the NYSE's continued listing standards.  Under the
applicable continued listing standard, the Company must maintain
over a consecutive 30 trading-day period a total average market
capitalization of not less than $15 million.

The Company intends to submit a business plan to the NYSE
demonstrating how it plans to reestablish its market
capitalization and to come into conformity with the NYSE
continued listing standards within 18 months.  If the NYSE
accepts the Company's plan, the Company will be subject to
quarterly monitoring by the NYSE for compliance with the plan
during the 18-month period.  If the NYSE does not accept the
plan, the Company will be subject to NYSE trading suspension and
delisting.  If the Company's shares cease to be listed on the
NYSE, the Company is confident that an alternative trading venue
will be available.

The closing price of the Company's common stock has increased
since January 1, 2002, as compared with the stock's closing
prices during the latter part of 2001, which helps bring the
Company toward compliance with the NYSE's listing standard for
total average market capitalization.  During the past ten
trading days, the average closing price has been returned to
approximately $1.60. The closing price as of 27 February 2002 is
$1.70 making the total market capitalization of $15,329,427.

The Company, formerly known as China Tire e-commerce.com Ltd.,
is a holding company for a number of Sino-foreign equity joint
venture enterprises and two other international joint ventures,
which manufacture and market tires in China and other countries
abroad.  A critical component of the plan the Company intends to
submit to the NYSE is the diversification of the Company's
business to include sectors outside of the tire industry.  As
part of this diversification strategy, on February 1, 2002, the
Company signed a subscription agreement to acquire, through a
wholly-owned subsidiary, 34.6% of the outstanding share capital
of Ananda Wing On Travel (Holdings) Limited, a Hong Kong Stock
Exchange listed company.  Based in Hong Kong, Ananda is one of
the leading travel industry operators in South East Asia.  The
closing of the transaction is dependent on the satisfaction of
several external conditions which must be satisfied by March 31,
2002.  For more details of the pending transaction, see the
Company's press release dated February 11, 2002.


CHIQUITA BRANDS: Obtains Open-Ended Extension of Removal Period
---------------------------------------------------------------
To retain the highest degree of flexibility in making decisions
about removal of any prepetition lawsuit from a remote court to
the Southern District of Ohio for continued litigation, Chiquita
Brands International, Inc., and its debtor-affiliates sought and
obtained an extension of the deadline imposed under Rule 9027 of
the Federal Rules of Bankruptcy Procedure through the Effective
Date of the Plan. (Chiquita Bankruptcy News, Issue No. 7;
Bankruptcy Creditors' Service, Inc., 609/392-0900)   


COLUMBIA LABORATORIES: Offering 278K Shares to Acqua for $1MM
-------------------------------------------------------------
Columbia Laboratories, Inc., is offering 277,778 shares of its
common stock directly to Acqua Wellington North American
Equities Fund, Ltd. pursuant to a prospectus supplement at a
price of $3.60 per share. The Company is selling these shares to
Acqua Wellington under the stock purchase agreement described in
the "Plan of Distribution" section of the prospectus. Columbia
Laboratories will receive gross proceeds of $1,000,000 before
deducting expenses of the offering.

Acqua Wellington is an "underwriter" within the meaning of the
Securities Act of 1933, as amended, and any profits on the sale
of the shares of the Company's common stock by Acqua Wellington
and any discounts, commissions or concessions received by Acqua
Wellington may be deemed to be underwriting discounts and
commissions under the Securities Act.

Acqua Wellington has informed Columbia Laboratories that it
intends to use Carlin Equities Corp. as the broker-dealer for
sales of shares of common stock on the American Stock Exchange.
Carlin Equities Corp. is an "underwriter" within the meaning of
the Securities Act.

Columbia Laboratories' common stock trades on the American Stock
Exchange under the symbol COB. On February 27, 2002, the last
reported sale price of the common stock on the AMEX was $3.79
per share.

Columbia Laboratories, Inc., is a U.S.-based international
pharmaceutical company dedicated to research and development of
women's health care and endocrinology products, including those
intended to treat infertility, dysmenorrhea, endometriosis and
hormonal deficiencies. Columbia is also developing hormonal
products for men and a buccal delivery system for peptides.
Columbia's products primarily utilize the company's patented
bioadhesive delivery technology. At September 30, 2001, the
company reported a total shareholders' equity deficit of around
$2 million.


CORELLA ELECTRIC: Belden's Actions May Force Bankruptcy Filing
--------------------------------------------------------------
For nearly 10 years Corella Electric Wire and Cable Inc., has
been Arizona's largest Minority Business Enterprise, a
significant employer of minority employees, and a contributor of
financial support to the community.

During that time CEWC manufactured and supplied
telecommunication cable to AT&T and its successors Cable Systems
International and Belden Inc.  Belden is a NYSE publicly traded
company (ticker "BWC"), whose chairman, president and CEO is
Baker Cunningham.

AT&T originally chose CEWC for this strategic alliance from 97
candidates, following a notice of the program by AT&T in the
Wall Street Journal. AT&T initiated the program so that it could
sell telecommunications cable to Pacific Telesis, which was
obligated by California law to obtain product with minority
content. Belden assumed CEWC's contracts in 1999.

The relationship between AT&T and CEWC was the subject of a
Sept. 30, 1993, Harvard Business School case study by Professor
J. Gregory Dees to establish the significance and importance of
Fortune 100 companies using MWBEs to enhance productivity and
profitability.

According to that case study:

CEWC was a Hispanic-owned and controlled company located in
Phoenix. Its president had grown up in the barrios of Phoenix
and eventually founded his own electrical contracting business
that, over its 16-year history, became one of the fastest-
growing Hispanic-owned businesses in the United States. For his
accomplishments, he had recently received the 1992 Arizona
Minority Small Businessperson of the Year Award from the U.S.
Department of Commerce. In order to form CEWC and win this
contract, he joined forces with a team of four young
entrepreneurs who brought graduate business school training, a
high level of energy, strategic planning skills and a diversity
of experience (manufacturing, technical, and financial) to the
venture. Two of these entrepreneurs were also Hispanic, with
roots in the Phoenix area.

Peter Woog (Vice President of AT&T's Copper Cable Products
business) was optimistic that CEWC and AT&T would enjoy a good
and productive relationship. There were many possibilities for
expansion of Opportunity Park and Woog hoped that other ventures
of this type would be created in the near future. Al Riggin,
purchasing manager AT&T Phoenix, was pleased with the impact
CEWC would have on the percentage of purchases from MWBEs. "In
1992, the Phoenix Works paid more than $170 million to suppliers
-- and yet less than 3% went to MWBEs. In CEWC's first year of
operation, they will have a business that will manufacture more
than six billion conductor feet of wire on an annual basis. That
will just about triple our MWBE payments."

Since the relevant contracts prohibit CEWC from selling cable to
any other entity, each of Belden and its predecessors has been
CEWC's sole customer and sole source of revenue. During this
time AT&T, CSI and Belden generated significant revenue and
received significant tax benefits from the business relationship
with CEWC because of CEWC's status as a MWBE.

Belden has refused to pay CEWC the amounts due under its MWBE
contracts with CEWC. In order to enforce its rights, CEWC has
commenced litigation against Belden in Arizona Superior Court,
Cause No. CV-2001-022535, seeking over $8,000,000 in damages
resulting from Belden's actions. CEWC also attempted to
negotiate an agreement with Belden that would allow it to stay
in business, but Belden refused to enter into such an agreement.

According to John Corella, CEWC's president and CEO, "Belden's
refusal to comply with the terms of our contracts forced CEWC to
terminate its manufacturing activities, and left the company
with no viable course except to proceed with litigation against
Belden to recover its damages."

Following the termination of its manufacturing activities, CEWC
made its completed cable and remaining product available to
Belden for purchase. Following weeks of inspections by Belden's
representatives and discussions between the parties, on Friday,
March 1, 2002, Belden sent CEWC a written notice that Belden
will not purchase any of the product, and further purported to
terminate CEWC's lease at the facility as of March 6, 2002.

According to Mr. Corella: "Belden's precipitous action and
refusal to purchase the remaining product may force CEWC into
bankruptcy."

Because of the pendency of the lawsuit, Mr. Corella has referred
all questions regarding these subjects to CEWC's attorneys at
Brown & Bain, P.A., Phoenix, AZ (602/351-8000).

CEWC anticipates that all of its creditors will be paid in full.
CEWC deeply regrets the loss of employment resulting from the
shutdown and its effects upon its former employees.


CORRECTIONAL SERVICES: Names Thomas Rapone as Exec. VP & COO
------------------------------------------------------------
Correctional Services Corporation (Nasdaq:CSCQ) announced the
hiring of Thomas C. Rapone as Executive Vice President and Chief
Operating Officer.  Mr. Rapone replaces Michael Garretson who
retired in January.  Mr. Rapone will assume his duties April
15th and will be responsible for the day to day operation of the
company.

Mr. Rapone has spent the last 25 years serving in various
capacities within the corrections' marketplace. Most recently,
he was Vice President of Government Relations for a leading
prison healthcare services firm. Prior to that position he was
Chief Operating Officer of a private corrections/treatment firm
with over 5000 individuals in its care. Mr. Rapone's experience
also includes holding the positions of U.S. Marshal for Eastern
District of Philadelphia, Commissioner of Corrections and
Cabinet Secretary for Public Safety for the state of
Massachusetts.

"We are very excited to have Tom join our team," stated James F.
Slattery President and CEO. "His combination of public and
private sector corrections experience will greatly assist the
Company as we reposition ourselves in the changing market in
which we operate. His extensive knowledge of treatment programs
will allow us to take advantage of the growing opportunities in
this area."

"I am looking forward to the opportunity to enhance the
Company's business model and bring new opportunities for
growth," stated Mr. Rapone. "Correctional Services Corporation
has an excellent reputation and sound programs from which to
build upon. I am anxious to assist Jim complete the Company's
restructuring plan and position it for sold growth."

Through its Youth Services International subsidiary, the Company
is the nation's leading private provider of juvenile programs
for adjudicated youths with 24 facilities and 3,800 juveniles in
its care. In addition, the Company is a leading developer and
operator of adult correctional facilities operating 11
facilities representing approximately 4,300 beds. On a combined
basis, the Company provides services in 14 states and Puerto
Rico, representing approximately 8,100 beds including aftercare
services. At September 30, 2001, the company reported a working
capital deficit of $9 million.


CROWN CORK: HSBC-Backed Company Intends to Acquire Risdon Pharma
----------------------------------------------------------------
DebtTraders reports that Crown Cork & Seal announced Monday its
intention to sell Risdon Pharma, its pharmaceutical packaging
business to a company backed by HSBC Private Equity Limited. The
sale, however, is still subject to regulatory approval.

According to the report, the total proceeds is expected not to
exceed $40 million. "Although a positive, this sale will not be
sufficient on its own to satisfy Crown Cork & Seal's liquidity
needs for 2002," DebtTraders says.

DebtTraders analysts Daniel Fan, CFA, and Blythe Berselli, CFA,
continue to recommend Crown Cork & Seal's 7.125% bonds due 2002
and the 6.75% Bonds due 2003 -- the first being currently traded
between 84 and 85.5, and the latter between 72 and 74. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=CCK3and  
http://www.debttraders.com/price.cfm?dt_sec_ticker=CCK1for  
real-time bond pricing.


CRYOCON: Working Capital Deficit Tops $3.3MM at Dec. 31, 2001
-------------------------------------------------------------
Cryocon's business direction over the next twelve months is to
develop and expand its customer base.  The Company plans to
apply industry specific processes to different materials and
develop more efficient cryogenic processors and custom, portable
processing technology that can be implemented on the customer's
site to meet the customer's size, dimensional and quantity
requirements.  It will also conduct research and apply its
technology to the medical field and file patents for successful
applications, as well as obtaining trademark, copyright and
other intellectual property protections, as appropriate.

During the fiscal year 2000, Cryocon Inc. operated under the
name ISO Block Products USA, Inc., a Colorado Corporation.  ISO
Block reported the following during fiscal year 2000: (a)
$118,460 of revenues from operations comprised primarily of
asset sales and residential construction; (b) $55,370 of net
income from operations; (c) $86,378 of net gains on sales; and
(d) $141,748 of total net income.   ISO Block discontinued
operations in August of 1999.  On August 16, 2000, ISO Block
acquired Cryocon of Utah.

The Company's fiscal year 2001 losses are $6,609,229.  Its
losses are primarily attributable to start-up and operational
costs, market development penetration, costs incurred in capital
acquisition and asset expenditures. Its high capital outlays
include the following approximate expenditures: (a) $265,000 for
shop equipment; (b) $435,000 for land and building; (c) $313,274
for computer and printer equipment; (d) $275,000 for the
purchase of the Cryo-Accurizing patent and related equipment;
and (e) $282,937 for advertising.

Cryocon Utah commenced operations on January 3, 2000.  Since the
start of operations, it has had $194,101 in gross sales and
$30,191 in accounts receivable.  Gross sales for the quarter
ended December 31, 2001 is $3,791.  Cumulative operating loss
through December 31, 2001 is $11,111,349.  This loss is
partially attributable to pre-organizational, start-up and
operating costs of the subsidiary, Cryocon Utah, and costs
incurred in financing efforts, including $1,248,110 assessed for
options granted below market value, $2,393,411 assessed for the
issuance of common stock for services, and $514,050 assessed as
additional expenses on convertible debentures.

Operations have consumed substantial cash amounts.  As of
December 31, 2001, the Company had a working capital deficit of
$3,306,954, which includes the current portion of all notes
payable, including the debt on its building purchase.  Since
inception, net cash loss from operations is $3,686,899.

Cryocon anticipates that losses may increase in the foreseeable
future. The consumption of capital during the start-up phase
included $700,000 for a building purchase, equipment purchases
of $313,274, and a patent purchase of $275,000. The rate at
which resources are expended is variable and may
accelerate, depending on many factors, including the:

  *  continued progress, or lack thereof, of Cryocon's research
     and development of new process applications;

  *  cost, the timing, and outcome of further regulatory
     approvals;

  *  expenses of establishing a sales and marketing force;

  *  timing and cost of establishing or procuring additional
     requisite production and other manufacturing capacities,

  *  cost, if any, of preparing, filing, prosecuting,
     maintaining, defending and enforcing patent claims; and

  *  status of competitive products and the availability of
     other financing.


CYBEAR GROUP: Falls Short of Nasdaq Continued Listing Standards
---------------------------------------------------------------
Andrx Corporation's Cybear Group (Nasdaq:CYBA) announced that it
has received notification from Nasdaq Stock Market that, for the
last 30 consecutive trading days, Cybear Group common stock has
not maintained a minimum market value of publicly held shares of
$5,000,000 and a minimum bid price per share of $1.00 as
required for continued inclusion under Nasdaq's Marketplace
Rules 4450(a)(2) and 4450(a)(5), respectively. Cybear Group has
been given 90 calendar days, or until May 23, 2002, to regain a
MVPHS of at least $5,000,000 as well as a bid price of at least
$1.00 per share, at the market close, for a minimum of 10
consecutive trading days. If Cybear Group does not meet these
criteria by May 23, 2002, Nasdaq will provide written
notification that Cybear Group's securities are subject to
delisting. At that time, Andrx Corporation may appeal Nasdaq's
determination as it relates to the Cybear Group to a listing
qualifications panel or apply for a transfer of its securities
to the Nasdaq Small Cap Market. If Andrx Corporation applies for
an appeal or transfer for Cybear Group, there is no assurance
that either action would be granted.

Nasdaq's notification regarding Cybear Group's listing does not
affect Andrx Corporation-Andrx Group Common Stock (Nasdaq:ADRX).

The Cybear Group includes Cybear Inc., Cybear Acquisition
Corporation, formerly certain assets of AHT Corporation, and
Mediconsult.com, Inc., and its subsidiaries. Headquartered in
Boca Raton, Florida, the Cybear Group's products and technology
are designed to allow the Internet to be used to improve the
efficiency of clinical, administrative and communications tasks
in the healthcare industry. The Cybear Group uses multiple
networks, including its own secure private network, to provide
access to the Internet, email, and productivity applications
that are available on a transaction or subscription basis to
physicians, physician organizations and hospitals. Product
offerings also include a variety of healthcare products
available to physicians through the Internet, online
applications such as the Physicians' Online Web portal, business
tools for hospital messaging, lab orders and results,
streamlined purchasing, prescription writing, claims processing,
eligibility verification, formulary-compliance, credentialing,
and physician-patient communications via the Internet. Through
Cybearclub LC, Cybear Group's joint venture with Andrx
Corporation, Cybear Group sells and distributes healthcare
products to physicians through the Internet.


E-SYNERGIES: Xceed Unit Files for Chapter 11 Relief in L.A.
-----------------------------------------------------------
On February 14, 2002, the e-Synergies' wholly owned subsidiary,
e2 Communications, Inc., consented to an involuntary petition
for relief under Chapter 11 of the Bankruptcy Code with the
United States Bankruptcy Court for the Northern District of
Texas, Dallas Division.  Pursuant to the Bankruptcy Code, e2
continues to operate its business and manage its assets as a
debtor-in-possession.

On February 22, 2002, the Company's wholly owned subsidiary,
eSynergies Xceed, Inc., filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code with the United States
Bankruptcy Court for the Central District of California in Los
Angeles.  Pursuant to the Bankruptcy Code, Xceed continues to
operate its business and manage its assets as a debtor-in-
possession.

e-Synergies provides technology-based e-marketing services that
enable companies to deliver customized online marketing
messages. e-Synergies provides marketers with an Application
Service Provider (ASP) e-marketing solution that is fully
integrated, affordable and user friendly to help clients grow
market share, increase customer revenue and improve customer
retention.


ESYNERGIES XCEED: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: ESynergies Xceed, Inc.
        11755 Wilshire Bl 19th Flr
        Los Angeles, CA 90049

Bankruptcy Case No.: 02-15280

Chapter 11 Petition Date: February 22, 2002

Court: Central District of California

Judge: Vincent P. Zurzolo

Debtors' Counsel: Lloyd M Segal, Esq.
                  Segal & Sablowsky
                  12400 Wilshire Blvd, 15th Floor
                  Los Angeles, CA 90025-1030
                  310-207-7777

Total Assets: $5,872,000

Total Debts: $4,277,237

Debtor's 20 Largest Unsecured Creditors:

Entity                                            Claim Amount
------                                            ------------
Scribcor, Inc.                                       $306,350
P.O. Box 809209
Chicago, IL 60680

Prudential Insurance Group                           $128,766

United Healthcare                                    $122,484

Southside on Lamar                                    $43,571

Rapidigm, Inc.                                        $36,720

Savant Consulting Group                               $36,180

The Witron Group LLC                                  $34,213

Techspace                                             $28,758

Exodus Communications                                 $26,720

Pacific Coast Premium Finance                         $15,209

Mercury Interactive                                   $12,324

McCollister                                           $11,770

Vertzon California                                     $9,723

Sprint                                                 $9,000

Hasset Moving & Storage                                $8,016

Global Crossing Telecommunications                     $5,987

Cobra Services                                         $4,903

Farmers Insurance                                      $4,833

First Rehabilitation Life Insurance                    $4,816

Pacific Coast Premium Finance                          $3,943


E2 COMMUNICATIONS: Chapter 11 Involuntary Case Summary
------------------------------------------------------
Alleged Debtor: E2 Communications, Inc.
                aka
                e2 Software Corporation
                6404 International Pkwy, Suite 1200
                Plano, TX 75093

Involuntary Petition Date: February 25, 2002

Case Number: 02-30574             Chapter: 11

Court: Northern District of       Judge: Harold C. Abramson
        Texas (Dallas)

Petitioner's Counsel: Dane Scott Field, Esq.
                      Goins, Underkofler, Crawford & Langdon
                      1201 Elm St., Suite 4800
                      Dallas, TX 75270
                      214-969-5454

                      and

                      Franklin L. Broyles, Esq.
                      Goins, Underkofler, Crawford & Langdon
                      1201 Elm St., Suite 4800
                      Dallas, TX 75270
                      214-969-5454

Petitioners: Tim Jowers
             305 Wrotham Lane
             Allen, TX 75013

             Liz Bross
             805 Singing Hills Dr.
             Garland, TX 75044

             Lashunda Rundles
             115 N. Hampton
             Dallas, TX 75208

             Jeff Cantwell
             9900 Prestmont Pl.
             Frisco, TX 75035

             Cathy Rentzel
             4221 Purdue
             Dallas, TX 75225


ENRON CORP: Asks Court to Set Wind Assets Auction for April 2
-------------------------------------------------------------
Enron Corporation, and its debtor-affiliates ask the Court for
an order:

    (a) authorizing and scheduling an Auction; and

    (b) approving the terms and conditions of such Auction.

In order to maximize the value of the Enron Wind Assets, the
Debtors seek to implement a competitive bidding process typical
for transactions of this size and nature.

Competing bids for the Transferred Assets will be governed by
these procedures:

  a. Any entity that wishes to make a bid for the Transferred
     Assets associated with the Enron Wind Business must provide
     Enron with sufficient and adequate information to
     demonstrate, to their sole and absolute satisfaction that
     the competing bidder:

        (i) has the financial wherewithal and ability to
            consummate the sale including evidence of adequate
            financing, and including a financial guaranty, if
            appropriate, and

       (ii) can provide all non-debtor contracting parties to
            the Assumed Contracts with adequate assurance of
            future performance as contemplated by section 365 of
            the Bankruptcy Code.

  b. Enron will only entertain Competing Offers on
     substantially the same terms and conditions as those
     terms in the GE Agreement and the related documents.

  c. Competing Offers must:

     (a) be in writing, and

     (b) be received by:

            (i) Enron Corp.,
                1400 Smith Street,
                Houston, Texas, 77002,
                Attention: Mark Metts,

           (ii) Weil, Gotshal & Manges LLP,
                100 Crescent Court, Suite 1300,
                Dallas, Texas 75201,
                Attention: Martin A. Sosland, Esq.
                Facsimile: 214-746-7700,
                Attorneys for the Enron Debtor Sellers

          (iii) Paul, Hastings, Janofsky & Walker LLP,
                555 South Flower Street, Twenty-Third Floor,
                Los Angeles CA 90071,
                Attention: Carl Anderson, Esq.
                Facsimile: 213-627-0705,
                Attorneys for General Electric

           (iv) Davis, Polk & Wardwell,
                450 Lexington Avenue, New York, New York 10017,
                Attention: Donald S. Bernstein, Esq.
                Facsimile: 212-450-3800,
                Attorneys for JP Morgan Chase Bank, as Agent,

            (v) Shearman & Sterling,
                599 Lexington Avenue, New York, New York 10022,
                Attention: Fredric Sosnick, Esq.
                Facsimile: 212-848-7179,
                Attorneys for Citicorp, as Agent, and

           (vi) Milbank, Tweed, Hadley & McCloy LLP,
                One Chase Manhattan Plaza,
                New York, New York 10005,
                Attention: Luc A. Despins, Esq.
                Facsimile: 212-530-5219,
                Attorneys for the Creditors' Committee,

     so that such bid is received by such parties no later than
     March 27, 2002, at 4:00 p.m. (EST).  Parties not submitting
     Competing Offers by the Bid Deadline shall not be permitted
     to participate at the Auction.

  d. All Competing Offers shall be considered at an Auction to
     be held at Weil, Gotshal & Manges LLP, 767 Fifth Avenue,
     New York, New York 10153, or in such manner and at such
     alternative location as Enron may determine or the
     Court may direct, on April 2, 2002 commencing at 10:00 a.m.
     (EST).

  e. Any Competing Offer must be presented under a contract
     substantially similar to the GE Agreement, marked to show
     any modifications made, and such bid must not
     be subject to due diligence review or obtaining financing.

  f. Enron will, after the Bid Deadline and prior to the
     Auction, evaluate all bids received, and determine which
     bid reflects the highest or best offer for the portion of
     the Enron Wind Business. Enron will announce its
     determination at the commencement of the Auction.

  g. Initial overbids must be in an amount that is at least
     $9,375,000 greater than the amount of the Preliminary
     Purchase Price.

  h. Subsequent bids must be in an amount that is at least
     $2,000,000 more than the prior bid. If in connection with
     the auction the successful bidder is any Person other than
     GE, then the successful bidder must pay to the U.S.
     Asset Sellers an amount equal to the agreed purchase price
     plus a $5,625,000 break-up fee.

  i. The Auction shall be conducted by not later than April 15,
     2002.

  j. The Auction will be conducted before all of the bidders
     jointly, Enron will announce the identity of all of
     the bidders and the amount of their bids at the outset of
     the Auction, Enron will announce the amount of each
     subsequent bid and the identity of the bidders submitting
     such bid promptly following submission of same, and a court
     reporter will be present to transcribe the Auction
     proceedings.

  k. In the event a competing bidder is the winning bidder (as
     determined by Enron and accepted by the Court), and
     that winning bidder fails to consummate the proposed
     transaction by the Closing Date, Enron will be free
     to consummate the proposed transaction with the next
     highest bidder at the final price bid by such bidder at the
     Auction (or, if that bidder is unable to consummate the
     transaction at that price, Enron may consummate the
     transaction with the next higher bidder, and so forth)
     without the need for an additional hearing or Court order.

  l. All bids for the purchase of the Transferred Assets shall
     be subject to approval of the Bankruptcy Court.

  m. No bids shall be considered by Enron or the
     Bankruptcy Court unless a party submitted a Competing Offer
     in accordance with the Auction Terms and participated in
     the Auction. Enron, in its sole and absolute
     discretion, may reject any Competing Offers not in
     conformity with the requirements of the Bankruptcy Code,
     the Bankruptcy Rules or the Local Bankruptcy Rules of the
     Court, or contrary to the best interests of the Debtor
     Sellers and parties in interest.

  n. All bids are irrevocable until the earlier to occur of:

          (i) the closing of the sale, or

         (ii) 30 days following the last date of the Auction (as
              may be adjourned).

  o. All bids are subject to such other terms and conditions as
     are announced by the Movants at the outset of the Auction.

The Debtors assert that these bidding procedures provide a fair
and reasonable means of ensuring that the Transferred Assets are
sold for the highest or best offer obtainable. (Enron Bankruptcy
News, Issue No. 15; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


FEDERAL-MOGUL: Court Approves De Minimis Asset Sale Procedures
--------------------------------------------------------------
Federal-Mogul Corporation obtained Court approval of these
procedures for each Sale of a non-core Asset of relatively de
Minimis value:

A. The Debtors will provide notice to the following parties of a
     proposed Sale once the Debtors have secured a buyer for one
     or more of the De Minimis Assets held by the Debtors that
     offers an amount, including the amount of any assumed
     liabilities, in excess of $1,000,000:

       a. the United States Trustee;

       b. counsel to the DIP Lender;

       c. counsel to The Chase Manhattan Bank, as agent for the
          Debtors' pre-petition lenders;

       d. counsel to each of the Committees; and

       e. any creditors known by the Debtors to be asserting a
          Lien on any of the De Minimis Asset(s) to be sold.

B. The Debtors shall be authorized to proceed with a Sale of De
     Minimis Assets for consideration less than or equal to the
     Floor Value without providing any notice to interested
     parties and without the need to seek further approval of
     the Court, so long as:

       a. such a Sale is consistent with the terms of the
          proposed DIP Facility and any order of this Court
          approving thereof, and

       b. in the case of a Sale involving the assets of an
          English Debtor, the Administrators have consented to
          such a Sale;

C. Any Notice of a proposed Sale shall set forth in reasonable
     detail a description of the De Minimis Asset(s) to be sold,
     the marketing efforts undertaken to sell the De Minimis
     Asset(s), the proposed sale price of each such De Minimis
     Asset and the basis for the Debtors' conclusion that the
     proposed Sale is in the best interests of their estates;

D. Any Original Offer for the Sale of De Minimis Asset(s) shall
     be subject to a bid by those prepetition secured creditors
     of the Debtors, if any, holding an undisputed Lien on the
     De Minimis Asset(s) being sold. Any such Alternative Offer
     must be received by the Debtors' counsel and the Sale
     Notice Parties within 3 days after transmittal of the
     Notice by facsimile by the Debtors to the Sale Notice
     Parties or within 7 days after mailing of the Notice by the
     Debtors to the Sale Notice Parties; provided, that any such
     Alternative Offer must materially exceed the dollar amount
     of the Original Offer and must contain terms that are
     otherwise equivalent or superior to the terms of the
     Original Offer, including the proposed date of closing;

E. A Sale Notice Party may object to an Original Offer or an
     Alternative Offer, as the case may be, by making such
     objection in writing and serving the same on the other Sale
     Notice Parties and on the Debtors' counsel within 10
     business days of the transmittal of the Notice of such
     Original Offer or Alternative Offer, as the case may be;

F. If, with respect to each proposed Sale, none of the Sale
     Notice Parties object to the Original Offer in accordance
     with the Sale Procedures set forth herein and if no
     Alternative Offer(s) are received by the Debtors in
     accordance with the Sale Procedures, then the Debtors shall
     be authorized to proceed with such Sale without the need to
     seek further approval of the Court, so long as:

     a. such a Sale is consistent with the terms of the proposed
        DIP Facility and any order of this Court approving
        thereof, and

     b. in the case of a Sale involving the assets of an English
        Debtor, the Administrators have consented to such a
        Sale;

G. If the Debtors receive any Alternative Offer(s) and if no
     Sale Notice Party objects to such Alternative Offer in
     accordance with the Sale Procedures set forth herein, the
     Debtors shall be authorized to proceed with the Sale with
     the Alternative Bidder without further order of the Court;

H. If any of the Sale Notice Parties object to any Original
     Offer within 10 business days of the Debtors' transmittal
     of the Notice of such proposed Sale, or if any of the Sale
     Notice Parties objects to any Alternative Offer(s) within
     10 business days of the Alternative Bidder's transmittal of
     the Alternative Offer, the Sale of the De Minimis Asset(s)
     shall not proceed except upon resolution of the objection
     by the parties in question or further order of the Court
     after a hearing; and

I. Any proposed sale of assets for consideration exceeding the
     De Minimis Value will be authorized only upon a separate
     order of this Court after notice and after an opportunity
     for a hearing.

The Debtors anticipate selling various De Minimis Assets to:

A. third parties during the course of these chapter 11 cases
     because such De Minimis Assets may no longer be necessary
     for the operation of their businesses or their
     rehabilitation efforts, and

B. to affiliates of the Debtors in order to maximize the value
     of such De Minimis Assets in accordance with the Debtors'
     overall business plans.

These De Minimis Assets may include improved and unimproved real
estate, fixtures and excess or obsolete equipment. Given the
monetary value of such De Minimis Assets in relation to the
magnitude of the Debtors' overall operations, it would not be an
efficient use of resources to seek Court approval each time the
Debtors have an opportunity to sell such assets. Ms. Jones
points out that the Sale Procedures will also defray any
carrying, maintenance, storage or additional costs the Debtors
may incur which are associated with the De Minimis Assets.
Additionally, the Debtors believe that the Sale Procedures are
consistent with the terms of the proposed DIP Facility and that
the lenders thereunder will consent to the Sales Procedures.
(Federal-Mogul Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


FIBERNET TELECOM: Posts Improved EBITDA Results in 4th Quarter
--------------------------------------------------------------
FiberNet Telecom Group, Inc. (Nasdaq: FTGX), a leading provider
of metropolitan optical connectivity, announced financial
results for the fourth quarter and the full year ended December
31, 2001 that are in line with the guidance provided by the
Company in September 2001.  The Company's fourth quarter
performance was highlighted by generating positive EBITDA for
the month of December 2001.

Fourth quarter revenues increased to $8.0 million up from $7.7
million for the third quarter of 2001, an increase of 4.1%, and
up from $6.8 million in the fourth quarter of 2000, an increase
of 18.4%.  Revenues for the full year were $31.2 million, a
137.8% increase over $13.1 million in 2000.  As of December 31,
2001 the Company had 88 customers and 114 interconnection
agreements, compared to 80 customers and 98 interconnection
agreements as of September 30, 2001.  At the end of 2000,
FiberNet had 45 customers and 69 interconnection agreements.

"Emerging telecommunications companies, as well as established
industry bellwethers, are being closely scrutinized by the
capital markets," said Michael S. Liss, president and chief
executive officer of FiberNet.  "Numerous bankruptcies and
overall financial distress, as well as decreased macroeconomic
activity, continue to depress our entire industry.  Our goal is
to make FiberNet a survivor in this absolutely brutal
environment.  We are succeeding.  As conditions improve, the
market will reward those companies that successfully navigate
these treacherous waters.

"FiberNet successfully continues to improve the quality and
diversity of its revenue base.  The Company now counts three of
the four Baby Bells as its customers, as well as a significant
number of established domestic carriers and foreign PTTs.  As of
December 31, 2001, 24% of the Company's customers were rated
investment grade by Moody's Investors Service, and those
customers represented 56% of the Company's net accounts
receivable.  FiberNet also achieved days sales outstanding of 30
days at the end of 2001, as a result of the Company's emphasis
on collections and the value of its services to its customers."

EBITDA for the fourth quarter of 2001 was $0.4 million, improved
significantly from $4.2 million in the third quarter of 2001 and
$6.7 million in the fourth quarter of 2000.  Most importantly,
FiberNet generated positive EBITDA for the month of December
2001.  The marked improvement was a result of the Company's
aggressive cost savings initiatives to rightsize its cost
structure that were implemented in the third and fourth quarters
of 2001.

"We quickly responded to the rash of bankruptcies plaguing our
customers by cutting costs and reducing headcount to bring our
cost structure in line with our revised expectations for new
business," added Mr. Liss.  "Without a sacrifice in provisioning
intervals, we were able to streamline our operations and
maintain our consistent levels of superior customer service."

The net loss applicable to common stockholders for the fourth
quarter of 2001, excluding a non-recurring charge for the
impairment of property, plant and equipment of $51.8 million,
was $9.0 million compared to $11.5 million for the third quarter
of 2001 and $16.6 million for the fourth quarter of 2000.  The
Company recorded an impairment of property, plant and equipment
in accordance with Statement of Financial Accounting Standards
No. 121 "Accounting for the Impairment of Long-Lived Assets and
for Long-Lived Assets to be Disposed Of."  The Company also
recorded a non-recurring, non-cash beneficial conversion charge
in connection with its issuance of series J preferred stock in
December 2001.  Including these charges, the Company reported a
net loss applicable to common stockholders for the fourth
quarter of 2001 of $60.8 million.

For the full year 2001, the net loss applicable to common
stockholders, excluding non-recurring charges, was $39.3 million
compared to $49.2 million for 2000.  Including non-recurring
charges, the Company reported a net loss applicable to common
stockholders for 2001 of $178.2 million, compared to $77.0
million for 2000.

Direct costs for the fourth quarter of 2001 were $3.3 million,
compared to $3.7 million for the third quarter of 2001 and $2.4
million for the fourth quarter of 2000.  The reduction of direct
costs from the third quarter to the fourth quarter was achieved
through the renegotiation of certain building agreements and the
termination of leases for facilities that the Company determined
to be no longer economically viable.  As a result, gross margin,
defined as revenues less direct costs as a percentage of
revenues, was 58.6% in the fourth quarter of 2001 compared to
51.6% for the third quarter of 2001 and 63.7% in the fourth
quarter of 2000.

Selling, general and administrative expenses for the fourth
quarter of 2001 were $5.0 million, compared to $8.2 million in
the third quarter of 2001 and $11.0 million in the fourth
quarter of 2000.  The significant reduction in selling, general
and administrative expenses was the result of the Company's
aggressive cost savings initiatives to reduce all categories of
corporate overhead.  The greatest savings were achieved in
personnel costs, as the Company reduced its headcount from 194
at the beginning of 2001 to 108 at the end of the year.

Capital expenditures for the fourth quarter of 2001 were $3.1
million, and capital spending for the full year totaled $46.7
million.  As of December 31, 2001, the Company was operating
fiber optic transport infrastructure in 14 major carrier hotels
in New York City, Chicago and Los Angeles and FiberNet In-
building Networks (FINs) in 20 commercial office properties in
New York City and Chicago.  The Company has also completed the
construction of the Meet-Me-Room at 60 Hudson Street in New York
City, and began providing services in this facility in January
2002.  FiberNet does not expect to develop any additional
facilities in 2002.  Consequently, capital spending will
primarily be a result of the implementation of customer specific
orders.

As of December 30, 2001, FiberNet had total assets of $136.6
million and total stockholders' equity of $24.3 million.  The
Company had $89.4 million of long-term debt, consisting
primarily of borrowings under its senior secured credit
facility.  The Company was in full compliance with all of the
covenants of its credit facility and had access to the full
availability of the facility.  In addition, the Company had 61.6
million shares of common stock outstanding, or 120.7 million
shares of common stock outstanding, assuming the exercise of all
outstanding options and warrants and the conversion of all
convertible securities.

Moreover, as of the same date, the company FiberNet recorded a
working capital deficit of $16 million.

As presented in its annual report on Form 10-K for the year
ended December 31, 2001, the Company restated its consolidated
financial statements for the year ended December 31, 1999 to
record a beneficial conversion feature of $7.9 million in
connection with the issuance of senior secured convertible notes
on May 7, 1999 and to reduce the beneficial conversion feature
of $49.2 million on the conversion of the series D, E and F
preferred stock that the Company previously recorded to zero.  
In 1999, the Company was a development-stage company and did not
record any revenue.  Other than with respect to the consolidated
financial statements for the year ended December 31, 1999, this
restatement has no impact on the Company's assets or total
stockholders' equity and it resulted in a corresponding increase
to additional paid-in-capital and a decrease in preferred stock
and accumulated deficit.  As a result of this restatement, for
the fiscal year ended December 31, 1999 the Company increased
net loss by $7.9 million and decreased net loss applicable to
common stockholders by $41.2 million.  These changes decreased
net loss applicable to common stockholders per share by $2.45.  
The change has no impact on the Company's cash flows.  The
Company originally did not record a beneficial conversion
relating to the issuance of the senior secured convertible notes
in 1999, assuming a $1.50 market value per share. Also, the
Company incorrectly recorded a beneficial conversion of $49.2
million on the subsequent conversion of the Company's senior
secured convertible notes issued during 1999 into preferred
stock.  The restated financial statements include the correction
of these errors.  The restatement assumes a $4.94 market value
per share.

FiberNet will hold a teleconference for the financial community,
Thursday, March 28, at 11:00 a.m. EST.  Additional information
will be provided one week prior to the date of the
teleconference.

FiberNet Telecom Group, Inc. enables carriers to connect
directly with one another with unprecedented speed and
simplicity over its 100% fiber optic networks.  FiberNet manages
high-density short-haul networks between carrier hubs within
major metropolitan areas.  By using FiberNet's next-generation
infrastructure, carriers can quickly and efficiently deliver the
full potential of their high bandwidth data, voice and video
services directly to their customers.

FiberNet has lit multiple strands of fiber on a redundant and
diversely routed SONET ring and IP architecture throughout New
York City, Chicago and Los Angeles.  FiberNet sets a new
standard for the fastest local loop delivery and connectivity in
carrier hubs and Class A commercial buildings, at speeds up to
OC-192 SONET and Gigabit Ethernet.  For more information on
FiberNet, please visit the Company's Web site at
http://www.ftgx.com  


FORMICA CORP: Files for Chapter 11 Reorganization in New York
-------------------------------------------------------------
Formica Corporation announced that it has reached agreement with
its secured lender bank group on a credit facility to support
the ongoing business operations of the Company.

Under the terms of the agreement, the secured lender bank group
will provide a debtor-in-possession (DIP), senior secured super
priority credit facility for $77,850,000 in the form of a
revolving credit loan and letters of credit to provide for the
capital and business needs of the Company. This credit facility
augments the Company's cash on hand of approximately $22,000,000
for working capital, capital improvements and restructuring
expenses of the Company and its international affiliates.

To facilitate the restructuring, the Company and its U.S.
subsidiaries and parent companies filed voluntary petitions for
reorganization under Chapter 11 of the U.S. Bankruptcy Code in
the United States Bankruptcy Court for the Southern District of
New York. The Company's subsidiaries outside of the United
States are not part of the filing and it is not anticipated that
they will be affected by the filing.

Credit Suisse First Boston Private Equity, the majority
shareholder of Formica Corporation's parent company, Laminates
Acquisition Co., has proposed a restructuring plan to the
secured lender bank group under which it would invest an
additional $51,000,000 as part of a proposed $100,000,000
investment proposal to pay down the senior secured credit
facility. Under the terms of this proposal, secured debt and
trade claims would be substantially unimpaired. However, no
provision will be made for distribution to senior subordinated
notes, preferred stock or common stock holders under the
restructuring. The secured lender bank group is considering the
proposed restructuring plan.

Frank A. Riddick, III, President and Chief Executive Officer of
Formica, noted that the Company's operations will continue as
usual, without interruption, during the restructuring process.

"The restructuring will have no impact on our ability to fulfill
our obligations to our employees or to our customers. During the
restructuring period and beyond, we will continue to deliver the
highest quality products to our customers, on time, to invest in
new product and technology, and develop new business," he said.
"Our vendors will be paid in the ordinary course for all goods
furnished and services rendered subsequent to the filing."

Mr. Riddick, who joined the Company as President and Chief
Executive Officer in January of this year, emphasized that the
Company's operations outside the United States have been
excluded from the filing, and thus, there will be no impact on
their ability to continue to manufacture product and meet the
needs of customers, employees and suppliers.

"Like many other companies, Formica has been confronted with
serious external and internal challenges due to the recession
and the aftershocks of the September 11th tragedy," he said. "We
have made significant progress in this difficult environment to
strengthen the Company, and the important action we have taken
today will enable us to reduce our Company's burdensome loan
obligations and related interest expense, strengthen our balance
sheet, invest more of the Company's resources in growing and
improving the business and compete more effectively. We are
confident that Formica will emerge from this process as an
improved business."

Mr. Riddick continued, "Formica has a brand that is truly an
American icon, and it has the designs, innovative products and
dedicated employees to propel its growth. In the brief period
that I have been at the helm, my initial impression has been
confirmed repeatedly that we have a great company with strong
prospects. The action announced [Tues]day will allow us to focus
on our strategic initiatives and expand our ability to provide
our customers with the best products in the marketplace."

The Company noted that during the restructuring period, no
principal will be paid on its prepetition credit facility and no
interest will be paid on its 10.875% Senior Subordinated Notes
until its reorganization plan defining the payment terms has
been approved by the Bankruptcy Court.

The entities included in the filing are: Laminates Acquisition
Co., FM Holdings, Inc., Formica Corporation, STEL Industries,
Inc., Wildon Corporation, Wildon Industries, Inc., Design
Communications International, Inc., The Diller Corporation,
Formica International Corporation (U.S.A.), and Unidur, Inc.
(U.S.A.).

Excluded entities are all foreign operating and holding
companies in Canada, Mexico, Brazil, Europe and Asia.

Formica Corporation, whose owners include Credit Suisse First
Boston Private Equity, Citicorp Venture Capital, Ltd. and CVC
Capital Partners Limited, was founded in 1913, and is a
prominent worldwide manufacturer and marketer of decorative
surfacing materials, including high pressure laminate, Ligna(R),
DecoMetal(R), Surell(R) and Fountainhead(R) solid surfacing
materials, and laminate flooring.

DebtTraders reports that Formica Corp.'s 10.875% bonds due 2009
(FORMICA1) are trading between 20 and 25. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=FORMICA1for  
real-time bond pricing.


FORMICA CORP: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Lead Debtor: Formica Corporation
             15 Independence Blvd.
             Warren, NJ 07059
             Fka FM DS Holdings, Inc.
             fka DS Holding, Inc.
             fka Formica Technology

Bankruptcy Case No.: 02-10969

Debtor affiliates filing separate chapter 11 petitions:

     Entity                                     Case No.
     ------                                     --------
     The Diller Corporation                     02-10977
     Laminates Acquisition Company              02-10970
     FM Holdings, Inc.                          02-10971
     Design Communications Int'l Inc.           02-10968
     STEL Industries, Inc.                      02-10973
     Wildon Corporation                         02-10976    
     Wildon Industries, Inc.                    02-10974
     Unidur, Inc. (U.S.)                        02-10976
     Formica International Corp.                02-10972

Chapter 11 Petition Date: March 5, 2002

Court: Southern District of New York (Manhattan)

Judge: Burton R. Lifland

Debtors' Counsel: Alan B. Miller, Esq.
                  Weil, Gotshal & Manges, LLP
                  767 Fifth Avenue
                  New York, NY 10153
                  (212) 310-8272

                  and

                  Stephen Karotkin, Esq.
                  Weil, Gotshal & Manges LLP
                  767 Fifth Avenue
                  New York, NY 10153
                  (212) 310-8350

Total Assets: $858,600,000 (SEC Form 10-Q filing for the
                           quarter ended September 21, 2001)

Total Debts: $816,500,000 (SEC Form 10-Q filing for the quarter
                          ended September 21, 2001)

Debtor's 20 Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Bank of New York 10-7/8%    Senior Subordinated   $226,690,000
Marie Trimboli,             Notes due 2009
as Indenture Trustee
Bank of New York
8 Penn. Plaza
New York, NY 10001

United States of America    Environmental           $5,086,021
Mr. Richard Boice           Liability Claim
Remedial Project Manager
USEPA Region V
Mail Code Sr-6J
77 W. Jackson Blvd.
Chicago, IL 60604

United States Department
of Justice
Environmental &
Natural Resources Division
Department of Justice
Washington, D.C. 20044

David Schneider             Employment Claim       $3,190,000
71 Woodmont Drive                                  
Woodcliff Lake, NJ 07675
Phone: 201-930-0470
Fax: 201-782-9784

Vincent Langone             Contract Claim         $2,717,000
62 Philhower Road
Lebanon, NJ 08833
Phone: 908-832-0550
Fax: 908-832-0650

United States of America    Environmental            $702,070
Sherry L. Estes            Liability Claim
Craig Melodia
C-14J
USEPA Region V
77 West Jackson Boulevard
Chicago, IL 60604-3507

Environment and Natural
Resources Division
P.O. Box 4390, Ben
Franklin Station
U.S. Dept. of Justice
Washington, D.C. 20044-4390
Attn.: Annette Lang
Phone: 202-514-4213
Fax: 202-616-6584

Dynea Overlays              Trade Debt               $686,351
Contact: Mike Bunn
144 Welcome Center Court
PO Box 2109
Welcome, NC 27374-2109
Phone: 253-572-5600
Fax: 336-731-1433

United States of America    Customs Claim            $681,000
  Yvonne Jefferson
US Customs Service
6747 Engle Road
Middleburg Heights, OH 44130
Phone: 440-891-3807
Fax: 440-891-2579

International Paper         Trade Debt               $404,720
  Jim Piette
1201 West Lathrop Ave.
Savannah, GA 31415
Phone: 800-238-6399
Extension 6386
Fax: 912-238-6376

Penske Logistics            Fleet Lease              $389,243
  Mark Dewer
12222 William Street
Perrysburg, OH 43551
Phone: 419-873-1912
Fax: 419-873-1905

Toppan InterAmerica         Trade Debt               $345,826
  Connie Elrod
1131 Highway 155 South
McDonough, GA 31415
Phone: 770-957-5060
Fax: 770-957-6447

City of Cincinnati, Ohio    Environmental            $250,000
Richard Cogen, Assistant    Liability Claim
City Solicitor
Room 214 City Hall
801 Plum Street
Cincinnati, OH 45202
Phone: 513-469-6744
Fax: 513-469-6755

Toppan Printing Co, Ltd.    Trade Debt               $217,377

West Fraser Intl.           Trade Debt               $196,290
Limited

Mead Specialty Paper        Trade Debt               $189,918

Sigcorp Energy Services     Trade Debt               $184,656

Georgia Pacific Resins      Trade Debt               $183,028
Inc.

Interprint Inc.             Trade Debt               $166,786

DSM Melamine Americas       Trade Debt               $162,329

J.M. Huber Corp.-Solem Div. Trade Debt               $150,814

SBCL/DNP (America), Inc.    Trade Debt               $147,823


GENESIS WORLDWIDE: Shoos-Away PricewaterhouseCoopers as Auditors
----------------------------------------------------------------
On September 17, 2001, Genesis Worldwide Inc., and ten of its
subsidiaries filed voluntary petitions for reorganization under
Chapter 11 of the United States Bankruptcy Code. On November 14,
2001, the United States Bankruptcy Court for the Southern
District of Ohio approved the sale of substantially all of the
domestic operating assets and businesses of Genesis and its
subsidiaries to Genesis Worldwide II, Inc., an unrelated party.
Genesis completed the Sale on December 12, 2001.

On February 28, 2002, Genesis dismissed PricewaterhouseCoopers
LLP as its independent auditors, since its services were no
longer required following completion of the Sale. The report of
PricewaterhouseCoopers LLP on the consolidated financial
statements of Genesis for the fiscal year  2000 contained an
explanatory paragraph concerning the existence of substantial
doubt about Genesis' ability to continue as a going concern.

Following completion of the Sale, all of the directors of
Genesis except for one (who remained for the purpose of winding
up Genesis' affairs) resigned their positions and, therefore,
the dismissal of PricewaterhouseCoopers LLC was not recommended
or approved by the Board of Directors or the Audit Committee.


GLOBAL CROSSING: Signs-Up Freshfields as International Counsel
--------------------------------------------------------------
Global Crossing Ltd., and debtor-affiliates seek to employ and
retain Freshfields Bruckhaus Deringer as their special
international counsel.  The Debtors seek authorization for
Freshfields to advise and co-ordinate advice for their senior
management and directors with respect to the insolvency and
other laws of Europe, provide ongoing service regarding
construction of the Network and general corporate matters in
Europe, and represent the Debtors in foreign insolvency
proceedings, to the extent they are required.

Mitchell C. Sussis, the Debtors' Corporate Secretary, relates
that since 1997, Freshfields and certain of its members and
associates have rendered legal services to the Debtors in
connection with various matters. Freshfields' services have
primarily related to counseling the Debtors throughout Europe as
their lead attorneys for all corporate and regulatory matters
and other related issues pertaining to the construction of the
Debtors' Network.

As a consequence of the breadth of their representation of the
Debtors for the past five years, Mr. Sussis contends that
Freshfields is intimately familiar with the complex legal issues
that have arisen and are likely to arise in connection with the
Debtors' business and operations, their restructuring, and their
strategic and transactional goals. The Debtors believe that both
the interruption and the duplicative cost involved in obtaining
substitute counsel to replace Freshfields' unique role at this
juncture would be extremely harmful to the Debtors and their
estates and creditors. Were the Debtors required to retain
counsel other than Freshfields in connection with the specific
and limited matters upon which Freshfields' advice is sought,
the Debtors, their estates and all parties in interest would be
unduly prejudiced by the time and expense necessary to replicate
Freshfields' ready familiarity with the intricacies of the
Debtors' business operations, corporate and capital structure,
and strategic prospects.

The Debtors submit that Freshfields is well qualified and
uniquely able to provide the specialized advice sought by the
Debtors on a going forward basis. As a leading international law
firm with hundreds of lawyers in 27 international offices, the
Debtors believe Freshfields will be an efficient provider of
legal services with respect to matters of foreign law.

As a global telecommunications provider, Mr. Sussis tells the
Court that the Debtors have assets, operations and employees
throughout the Americas, Europe, Africa, and the Asia/Pacific
region. A bankruptcy filing in the United States will require an
ongoing review and analysis of various laws in a number of
countries. Therefore, the Debtors will need counsel well versed
in the local laws of the countries where the Debtors' assets,
operations and employees are located. The Debtors seek to retain
Freshfields to advise and co-ordinate advice for the Debtors'
senior management and directors with respect to the insolvency
and other laws of Europe, provide ongoing service regarding
construction of the Network and general corporate matters in
Europe, and represent the Debtors in foreign insolvency
proceedings, to the extent they are required.

Michael Haidinger a partner of the firm of Freshfields Bruckhaus
Deringer, assures the Court that the firm does not represent or
hold any interest adverse to the Debtors and their estates with
respect to the matters on which Freshfields is to be employed
and has no connection to the Debtors, their creditors or their
related parties. The firm, however, represented several parties-
in-interests in matters unrelated to these cases including:

A. Professionals: The Pacific Capital Group, Appleby, Spurling &
     Kempe (Bermuda), Simpson, Thacher & Bartlett, The
     Blackstone Group L.P., Arthur Andersen, KPMG, Willkie, Farr
     & Gallagher, and Swidler Berlin Shereff Friedman, LLP;

B. Strategic Partners: CISCO Systems Inc., affiliate of EMC
     Corporation, Nortel Networks, Exodus Communications,
     Hitachi, Lucent Technologies, Swift;

C. Secured Creditors: ABN Amro Bank N.V., Aegon USA, Inc.,
     Alliance Capital Management, Allstate Insurance, American
     Express Asset Management, Apollo Advisors, Bain Capital,
     Inc., Bank of America, Bank of China, Bank of Hawaii, Bank
     of Montreal, Bank of New York, Bank of Nova Scotia, Bank of
     Scotland, Bank of Tokyo Mitsubishi, Bank One, Bank United,
     Barclays, Bayerische Landesbank Giro, BHF, Caravelle
     Advisors LLC, CIBC Oppenheimer, Citibank, City National
     Bank, Credit Lyonnais, Credit Suisse Asset Management,
     Deutsche Bank, Dai Ichi Kangyo Bank Ltd, Dresdner Kleinwort
     Wasserstein, Equitable Life Assurance Society of the USA,
     Erste Bank, First Union, Fuji Bank Ltd, General Electric
     Capital Corporation, General Reinsurance - New England
     Asset Management, Goldman Sachs & Co., Gulf International
     Bank, Hypo Vereinsbank, Industrial Bank of Japan, IKB
     Deutsche Industriebank AG/IICB, Fonds GmbH, Indosuez, ING
     Capital Advisors, Invesco, JP Morgan Chase, KBC Bank,
     Kreditanstalt Fur Wierderaufbau, Merrill Lynch 'Mercury'
     Asset Management, Merrill Lynch, Mitsubishi Trust & Banking
     Corp., Monument, Morgan Stanley Dean Witter, Mountain
     Capital LLC, Oppenheimer & Co/Oppenheimer International
     Ltd, Rabobank Nederland, Royal Bank of Canada, Scudder
     Investments, Stein Roe Farnham, Inc., Sumitomo Trust &
     Banking Co., TCW, Textron Financial Corporation, Toronto
     Dominion Bank/Toronto Dominion (S.East Asia) Ltd, UBS
     Warburg, and WestLB;

D. Other Creditors: Chase Manhattan Bank, Credit Suisse First
     Boston, Wachovia Bank, Westdeutsche Landesbank, and Zurich
     Scudder Investments;

E. Vendor Creditors: AIB companies, Alcatel, Allstat, American
     Express, Amex, Antalis, Cisco, Comsat, Corning, Equant,
     Falck, Harcourt Publishers Ltd/Harcourt General
     Inc/Harcourt, Brace, Richard Ellis, KPN, Louis Dreyfus,
     Lucent technologies, Matra Nortel Communications, Migros,
     MK - Intertec, Nordisk, Nortel Networks, Pacific Century
     Group, Regus, France Reseaux, Rugas, Siemens, Sodexho,
     Stadtwerke Munchen GmbH, Suter, Swisscom AG, Telenor,
     Telia, Tesco, TNT Norge, and Versatel Telecom International
     NV;

F. Indenture Trustees of Bonds: United States Trust Company of
     New York, Manufacturers Hanover Trust Company, and Chase
     Manhattan Bank;

G. Underwriters and Agents: Deutsche Bank AG, CIBC Inc.,
     Canadian Imperial Bank of Commerce, Citicorp Inc/Citicorp
     North America Inc, Merrill Lynch Capital Markets, Salomon
     Smith Barney, Inc., CIBC World Markets Corp., Deutsche Bank
     Securities, Inc., Chase Securities Japan, and WestLB;

H. Significant Stockholders: Pacific Capital Group, Inc.,
     Microsoft Corp., and Softbank Limited (UK);

Subject to Court approval under section 330(a) of the Bankruptcy
Code, Mr. Haidinger states that compensation will be payable to
Freshfields on an hourly basis, plus reimbursement of actual,
necessary expenses and other charges incurred by Freshfields.
The current hourly rates charged by Freshfields are:

      Partners        Euro 640-720 per hour
      Associates      Euro 296-624 per hour
      Paralegals      Euro 160-240 per hour

Prior to the date on which the Debtors filed their chapter 11
cases, Mr. Haidinger informs the Court that the Debtors have
paid Freshfields approximately Euro 383,000 for prepetition
services rendered since December 21, 2001. Freshfields is
holding Euro 500,000 as a retainer for postpetition services to
be rendered to the Debtors and for postpetition expenses to be
incurred for such services. (Global Crossing Bankruptcy News,
Issue No. 4; Bankruptcy Creditors' Service, Inc., 609/392-0900)


GLOBAL CROSSING: Legere Resigns from Asia Global Crossing Board
---------------------------------------------------------------
DebtTraders reports that Global Crossing Ltd. Chief Executive
Officer John Legere resigned Monday from the board of its
subsidiary, Asia Global Crossing Ltd. The move was said to be
part of the attempts to further spin off the Asian unit.

In addition, the report says, speculation arose that AT&T or
Gores Technology, a technology acquisition company, may be
submitting bids for Global Crossing. DebtTraders analysts Daniel
Fan, CFA, and Blythe Berselli, CFA, relate, "We believe that any
bids will not be substantially higher than the
Hutchison/SingTech bid. If any bids other than the SingTech bid
are made, there will be an auction on May 13." They further
advise that Global Crossing Holdings Ltd's 9.125% bonds due 2006
is one of DebtTraders' Actives, and are trading between 3.5 and
4.5. For real-time bond pricing, see
http://www.debttraders.com/price.cfm?dt_sec_ticker=GBLX1


GLOBIX CORP: Seeks Approval to Pay Vendors' Prepetition Claims
--------------------------------------------------------------
Globix Corporation and its debtor-subsidiaries wants the U.S.
Bankruptcy Court for the District of Delaware to give them
authority to pay prepetition claims held by all goods and
services providers.  This includes utility providers and other
creditors included within the class of general unsecured
creditors who agree to continue provide their goods and services
on the customary credit terms that existed prior to the Petition
Date.

In the ordinary course of the Debtors' business, the Debtors
explain, numerous suppliers, vendors and distributors and other
parties provide the Debtors with goods and services, including
computer and communication services, utility services, and
payroll services, that are critical to the Debtors' businesses.

As a result of long-standing business relationships with these
vendors, the Debtors receive credit or other unique terms or
benefits that are not readily available from other providers of
similar goods and services.

Some of the Suppliers may be reluctant to continue doing
business with the Debtors, or may not provide the debtors with
acceptable credit term, if they are not paid their prepetition
claims in a timely manner. Additionally, the delays associated
with finding substitute suppliers of goods or services could
irreparably harm the Debtors' operations and threaten the
successful reorganization of the Debtors.

The Debtors believe that the proposed payments of Prepetition
Claims will:

  -- ensure that there is no disruption in the Debtors' ability
     to obtain goods and services necessary to the operation of
     their businesses on favorable terms and conditions,

  -- ease the administrative burden in the Debtors' estates, and

  -- facilitate the successful implementation of the pre-
     packaged consensual restructuring contemplated by the Plan.

Based on the Debtors' books and record, the Debtors estimate
that the total amount of Prepetition Claims to be paid to the
Suppliers will be approximately $8,200,000.

Globix Corporation, a leading full-service provider of Internet
solutions to businesses, filed for chapter 11 protection on
March 1, 2002.  Jay Goffman, Esq., and Gregg M. Galardi, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP represent the
Debtors in their restructuring efforts.  When the Company filed
for protection from its creditors, it listed $524,149,000 in
total assets and $715,681,000 in total debts.


GLOBIX CORP: Proceeds with Pre-Packaged Plan in Delaware
--------------------------------------------------------
Globix Corporation (Nasdaq: GBIX) announced that the Company and
two of its wholly owned domestic subsidiaries have filed Chapter
11 petitions in the United States Bankruptcy Court for the
District of Delaware. The Company is proceeding with its
previously announced pre-packaged plan of reorganization that
has received the overwhelming support of its bondholders and
preferred shareholders.

The Company intends to continue operating in Chapter 11 in the
ordinary course of business.  It intends to seek the necessary
relief from the Bankruptcy Court to pay its employees, trade,
and certain other creditors in full and on time, regardless of
whether such claims arise prior to or after the Chapter 11
filing. Due in large part to the overwhelming support of its
bondholders and preferred shareholders, the Company expects to
emerge from bankruptcy by early April 2002, or as soon as
practicable thereafter.

As previously announced, pursuant to and following consummation
of the plan, the Company's bondholders will exchange the
currently outstanding $600 million principal amount of senior
notes for $120 million in new senior secured notes and
approximately 85% of the reorganized Company's new common stock.
Current holders of the Company's preferred stock will receive
approximately 14% of the new common stock. Current holders of
the Company's common stock will receive approximately 1% of the
new common stock. All currently existing securities of the
Company will be cancelled upon consummation of the plan.

The previously announced discussions with the landlord of the
Company's Globix House property in London are progressing with
the intention to cut the Company's overhead costs by
surrendering a portion of space while preserving its ability to
service current and new customers. It is anticipated that a
portion of the Company's rent deposit may have to be forfeited
in connection with any such agreement. Any such agreement would
be subject to a number of conditions including the approval of
the boards of directors of the Company and the landlord.
Additionally, there can be no assurance that these discussions
will lead to an agreement with the landlord or that such an
agreement, if reached, would prove to be beneficial to the
Company.

Peter Herzig, Chief Executive Officer, said, "We are pleased
with the support we have received from our bondholders and
preferred shareholders. [Mon]day's actions are the next steps in
a larger plan aimed at ensuring a promising future for Globix.
With the alleviation of such a significant debt burden from the
Company's balance sheet, we will be able to focus on the strong
value proposition Globix offers its customers. I am confident we
will quickly emerge from these proceedings a stronger
organization with one primary goal, solidifying Globix's
position as the premier provider of complex hosting services for
businesses."

Globix is a leading provider of advanced Internet hosting,
network and applications solutions for business. Globix delivers
services via its secure state-of-the-art Internet Data Centers,
its high-performance global backbone and content delivery
network, and its world-class technical professionals. Globix
provides businesses with cutting-edge Internet resources and the
ability to deploy, manage and scale mission-critical Internet
operations for optimum performance and cost efficiency.


GREY-DON L.L.C.: Chapter 11 Case Summary
----------------------------------------
Debtor: Grey-Don L.L.C.
        aka
        Layton Big O Tires
        235 North Main
        Layton, UT 84041

Bankruptcy Case No.: 02-23249

Chapter 11 Petition Date: February 28, 2002

Court: District of Utah (Salt Lake City)

Judge: Glen E. Clark

Debtors' Counsel: David M. Cook, Esq.
                  211 East 300 South
                  Suite 216
                  Salt Lake City, UT 84111
                  (801) 364-2009
                  Fax : (801) 364-1871


HAYES LEMMERZ: Panel Members Want to Continue Securities Trading
----------------------------------------------------------------
Teresa K.D. Currier, Esq., at Klett, Rooney, Lieber, & Schorling
in Wilmington, Delaware, tells the Court that some of the
Committee's members in the chapter 11 cases of Hayes Lemmerz
International, Inc., and its debtor-affiliates provide
investment advisory to institutional, mutual fund and high net-
worth clients.  Those members have a fiduciary duty to maximize
returns for their clients through the buying and selling of
securities.  But as members of the Official Committee of
Unsecured Creditors, these securities firms and their affiliates
also owe a fiduciary duty to other creditors not to divulge any
confidential or inside information regarding the Debtors.  Ms.
Currier believes that, if a securities firm is barred from
trading in the Debtors' securities during the pendency of these
cases because of the firm's duties to other creditors, then that
firm risks the loss of a beneficial investment opportunity for
its clients.  On the other hand, if that securities firm resigns
from the Creditors' Committee, the interests of its shareholders
may be compromised because that firm will now take less active
role in Hayes Lemmerz' reorganization process.

To solve this dilemma, the Committee proposes that securities
firms who serve on the Creditors' Committee be allowed to adopt
screening wall procedures that will allow them to trade in the
Debtors' securities and at the same time remain as productive
committee members, without violating their fiduciary duty to
either constituency.

The Committee asks the Court to determine that those committee
members, acting in any capacity, engaged in the trading of
securities as a regular part of their business, can trade in the
Debtors' stock, Notes, Bank Debt, and Synthetic Lease Debt
obligations, or any other claim or interest against the Debtors'
estates, without violating their duties as committee members.
The members, therefore, will not subject their claims to
possible disallowance, subordination, or other adverse treatment
by engaging in any trading activities.

A screening wall, Ms. Currier explains, refers to a procedure
established by an institution to isolate its trading activities
from its activities as a member of the Creditors' Committee in a
chapter 11 case.  This screening wall includes features such as
the employment of different personnel to perform each function
and physical separation of office and file space.  Ms. Currier
stresses that the Securities Firms must establish and
effectively implement information blocking policies and
procedures to prevent the misuse of non-public information
obtained through their activities as Committee members.

The Committee asks the Court to give its blessing to these
policies and procedures to implement an effective screening wall
for the Securities Firms to use:

A. Each person employed by a securities firm involved in
     committee matters shall execute a letter acknowledging that
     they may receive non-public information regarding the
     Debtors and that they are aware of the information blocking
     procedures which are in effect with respect to the non-
     public information and the securities;

B. The employee of that firm shall not directly share any non-
     public information concerning these cases with other
     employees of that securities firm, except for regulators,
     auditors and legal personnel who will render legal advice
     to such employees and who will not share such non-public
     information;

C. Each of the firm's employee shall maintain all files
     containing non-public information received in connection
     with or generated from committee activities in places that
     are not accessible to other employees of the securities
     firm;

D. Each of the firm's employees shall not receive any
     information regarding the firm's trades in the securities
     in advance of the execution of such trades, except the
     usual and customary internal and public reports showing
     such securities firm's purchases and sales and the amount
     and class of securities owned by such securities firm,
     including the securities; and,

E. The securities firm's compliance department shall, from time
     to time, review the screening wall procedures to ensure
     compliance therewith and shall maintain records of such
     review.

Ms. Currier contends that the policies and procedures indicated
are meant to exemplify common steps taken to establish a
screening wall.  These policies are not designed to be exclusive
of other measures and do not necessarily represent the precise
procedures that any particular securities firm will institute.
(Hayes Lemmerz Bankruptcy News, Issue No. 7; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


HEGCO CANADA: Appoints J. Stephens Allan as US Unit's President
---------------------------------------------------------------
The board of directors of Hegco Canada, Inc., has appointed J.
Stephens Allan as President of Hegco Inc., Hegco Canada's
wholly-owned U.S. subsidiary.  Mr. Allan is a partner with
Richter, Allan & Taylor Inc., receiver-manager of Hegco Canada,
Inc. and Red Leaf Energy Inc. In connection with his role as
receiver-manager of the Company and Red Leaf Energy, the
Company's wholly-owned Alberta subsidiary, Mr. Allan will
oversee the management and operation of Hegco Inc.'s U.S. oil
and gas assets.  

In addition, the directors of Hegco Canada have agreed to
provide $500,000 in financing to the receiver-manager to assist
in the company's financial restructuring. Over the past several
months, the directors have provided in excess of $2.0 million in
financing to Hegco Canada.

Hegco Canada, Inc., is a public oil and gas company listed on
the Canadian Venture Exchange under the symbol "HEG". The
company recently petitioned the Court of Queens Bench of Alberta
for authority to appoint a receiver-manager for Hegco Canada and
Red Leaf Energy. The receivership order was granted on February
21, 2002, thereby allowing the company to begin the process of
restructuring its financial affairs.


HUNTSMAN POLYMERS: Chapter 7 Involuntary Case Summary
-----------------------------------------------------
Alleged Debtor: Huntsman Polymers Corporation
                500 Huntsman Way
                Salt Lake City, UT 84108

Involuntary Petition Date: February 27, 2002

Case Number: 02-10605             Chapter: 7

Court: District of Delaware       Judge: Peter J. Walsh

Petitioner's Counsel: Christopher S. Sontchi, Esq.
                      Ricardo Palacio, Esq
                      Ashby & Geddes
                      222 Delaware Avenue
                      17th Floor
                      Wilmington, DE 19899
                      302 654-1888
                      Fax : 302-654-2067

Petitioner: Costa Brava Partnership III, L.P.,
            Iggy, L.L.C. and
            Western Financial Company

Petitioning Creditors:

Entity                    Nature Of Claim       Claim Amount
------                    ---------------       ------------
Costa Brava Partnership   Senior Notes             $996,000
III, L.P.                11-3/4% Due
68 Harvard Street         12/01/2004
Brookline, MA 02445

Western Financial         Senior Notes             $400,000
Company                  11-3/4% due
2684 Hillsden Drive       12/01/2004
Salt Lake City, Utah  
84117

Iggy, L.L.C.              Senior Notes             $200,000
10724 South Trail Ridge   11-3/4% due
Circle                   12/01/2004
Sandy, Utah 84092


IT GROUP: Roy Weston Inc. Wants Prompt Decision on Contract
-----------------------------------------------------------
Roy Weston, Inc. asks the Court to compel The IT Group, Inc.,
and debtor-affiliates decision to either reject or assume an
executory contract or, in the alternative, be permitted to cease
its performance until the debtor has made their decision
regarding the agreement . . . and whether the Debtors will pay
administrative expense claims.

Without any action from the debtors, Henry J. DeWerth-Jaffe,
Esq., at Pepper Hamilton LLP in Philadelphia, Pennsylvania,
submits that Weston is incurring setbacks in a "lose-lose"
proposition under its Subcontract. The company is incurring up
to $750,000 a month in costs under the contract with no
reasonable prospect that its substantial administrative clams
will be paid because the Debtors does not appear to be in a
position to pay its bills.  In order to be reimbursed by the
owner of the project, the Debtors must settle all of its pre-
petition claims by listing Weston on their Critical Vendor list
which, however, the debtors have not done and are not intending
to. (IT Group Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., 609/392-0900)  


INTEGRATED HEALTH: Court OKs BTCM as Premier Panel's Co-Counsel
---------------------------------------------------------------
The Court orders that the Premiere Committee is authorized and
empowered to employ Blanco Tackabery Combs & Matamoros, P.A. as
its co-counsel in the Integrated Health Services, Inc.'s chapter
11 cases, nunc pro nunc to January 4, 2002, to, at this time:

Provide legal advice to the Premiere Committee and assist
in the investigation of the Premiere Committee with respect to:

(1) Reviewing the business and legal relationships between
     Debtors and the Premiere Group Debtors and their
     bankruptcy estates for the purpose of determining the
     advisability of substantive consolidation; the potential
     for, and cost/benefits of, an action to avoid the Premiere
     Group's guaranty of the Revolving Credit and Term Loan
     Agreement dated as of September 15, 1997 and the stock
     pledge agreements associated therewith (the "Bank
     Guaranty); commencement of an action to avoid the Bank
     Guaranty (the "Avoidance Actions") upon authorization by
     the Court and any appeal by the Debtors or defendants
     thereof; assisting the Premiere Committee in analyzing the
     cost/benefits and probable success of actions against the
     Directors and Officers of the Premiere Group; and
     commencement of actions on behalf of the Premiere Group
     Debtors and their bankruptcy estates against the Directors
     and Officers of the Premiere Group (the "Directors and
     Officers Actions") pursuant to the Court's order entered
     in open Court on January 24, 2002, and, upon further
     authorization by the Court, prosecution of the Directors
     and Officers Actions, and any appeal by the Debtors or
     Defendants thereof;

(2) Valuation of the Premiere Group Debtors' businesses for
     purposes of the Avoidance Actions, the Directors and
     Officers Actions, and substantive consolidation of the
     Debtors' cases;

(3) Review of claims filed or asserted against the Premiere
     Group Debtors and their bankruptcy estates, with the
     exception of claims filed or asserted against the Premiere
     Group Debtors by former clients of Blanco Tackabery Combs
     & Matamoros P.A. (BTCM) with BTCM's assistance, (the
     Claims) and upon further authorization of the Court,
     objections to the Claims;

(4) Review of any and all debtor-in-possession financing or
     exit financing solely as it relates to the Premiere Group
     Debtors and their bankruptcy estates, including objections
     thereto;

(5) Participate in the formulation of a plan or plans of
     reorganization or liquidation relating to the Premiere
     Group Debtors (but not to file any such plans without
     further authorization of the Court);

(6) Prepare on behalf of the Premiere Committee necessary
     applications, motions, answers, orders, complaints,
     objections, reports, and other legal papers relating to
     the foregoing;

(7) Review, analyze and respond to pleadings to determine
     whether such pleadings pertain to the Premiere Group
     Debtors, and appear in court to present necessary motions,
     applications, objections, and pleadings and otherwise
     represent the interests of the Premiere Committee to the
     extent such pleadings pertain to the Premiere Group
     Debtors; and

(8) Engage in meetings, negotiations, discussions, and
     communications with Debtors, any Official Committee
     appointed in Debtors' cases, the Bank Group and other
     parties in interest, relating solely to the foregoing.

If services are contemplated outside the scope indicated, BTCM
will submit a supplemental application to the Court, upon notice
to the Debtors, the Committee, counsel for the so-called Bank
Group, and the U.S. Trustee, seeking the Court's permission to
expand the scope of the engagement.

The Court also makes it clear that Debtors and the IHS Committee
reserve the right to seek the Court's permission, upon
application after notice to BTCM and other parties in interest,
to allocate the charges of Blanco Tackabery Combs & Matamoros,
PA. among Debtors and the Premiere Group Debtors. (Integrated
Health Bankruptcy News, Issue No. 30; Bankruptcy Creditors'
Service, Inc., 609/392-0900)   


INTRATEX GAS: Case Summary & Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Intratex Gas Company
        1400 Smith Street
        Houston, TX 77002

Bankruptcy Case No.: 02-10939

Type of Business: Intratex Gas Company, an Enron affiliate, was
                  formed to buy long term dedicated gas in West
                  Texas for sale to HPL, another Enron
                  affiliate.

Chapter 11 Petition Date: March 1, 2002

Court: Southern District of New York (Manhattan)

Judge: Arthur J. Gonzalez

Debtors' Counsel: Brian S. Rosen, Esq.
                  Weil, Gotshal & Manges LLP
                  767 Fifth Avenue
                  New York, NY 10153
                  212-310-8602
                  Fax : 212-310-8007
                   
                         and

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

Total Assets: $2,771,802

Total Debts: $38,405,823

Intratex is a dormant corporation named as a defendant in two
lawsuits:

     * Richard Beeson, et al. vs. Intratex Gas Company, case No.
       95-7388-A, in the 80th Judicial District Court of Harris
       County, Texas and

     * RSM Production Corporation on behalf of The County of
       Zapata, State of Texas, and The Zapata County Independent
       School District, Plaintiffs v. El Paso, et al., Cause No.
       4512, in the 49th Judicial District in the District Court
       of Zapata County Texas.


KAISER ALUMINUM: Brings-In Lazard Freres as Financial Advisors
--------------------------------------------------------------
Kaiser Aluminum Corporation, and its debtor-affiliates seek
entry of an order authorizing the employment and retention of
Lazard Freres & Co. LLC as their financial advisors and
investment bankers, nunc pro tunc to the Petition Date, in
accordance with the terms of an engagement letter between the
Debtors and Lazard, dated January 31, 2002.

Joseph Bonn, the Debtors' Executive Vice President, explains
that the Debtors seek to retain Lazard as their financial
advisors and investment bankers because Lazard and its senior
professionals have an excellent reputation for providing high
quality financial advisory and investment banking services to
debtors and creditors in bankruptcy reorganizations and other
debt restructures, and extensive knowledge of the Debtors'
financial and business operations. Specifically, in its capacity
as the Debtors' pre-petition financial advisor and investment
banker, Lazard has developed knowledge of the Debtors' financial
and business operations and worked with the Debtors on numerous
matters.

In addition to Lazard's understanding of the Debtors' financial
history and business operations and the industry in which the
Debtors operate, Lazard and its senior professionals have
extensive experience in the reorganization and restructuring of
troubled companies, both out-of-court and in Chapter 11
proceedings. Mr. Bonn states that Lazard's employees have
advised debtors, creditors, equity constituencies and government
agencies in many complex financial reorganizations involving
over 100 restructurings representing over $150,000,000,000 in
restructured debt. The professionals of Lazard have been
employed as financial advisors and investment bankers in a
number of troubled company situations, including the Chapter 11
cases in the District of Delaware of Owens Corning, Fruit of the
Loom, Vlasic Foods International, Armstrong Worldwide
Industries, Fine Host, Master Graphics, American Pad & Paper,
Stone & Webster, Wireless One, Sun Healthcare Group, Safety-
Kleen, Inc., among others.

Mr. Bonn contends that Lazard is familiar with the Debtors'
business and financial affairs and is well-qualified to provide
the services required by the Debtors. Prior to the Petition
Date, the Debtors engaged Lazard to provide advice in connection
with the Debtors' attempts to complete a strategic
restructuring, reorganization and/or recapitalization and to
prepare for the commencement of these cases. In providing
prepetition services to the Debtors in connection with these
matters, Lazard's professionals have worked closely with the
Debtors' management and other professionals and have become
well-acquainted with the Debtors' operations, debt structure,
business and operations and related matters. Accordingly, Lazard
has developed significant relevant experience and expertise
regarding the Debtors that will assist it in providing effective
and efficient services in these cases.

Mr. Bonn believes that the resources, capabilities, and
experience of Lazard in advising the Debtors are crucial to the
Debtors' successful restructuring. An experienced financial
advisor and investment banker such as Lazard fulfills a critical
need that complements the services offered by the Debtors' other
restructuring professionals. Broadly speaking, Lazard will
concentrate its efforts on formulating strategic alternatives,
negotiating with the Debtors' banks, bondholders, and other
creditor constituencies, and assisting the Debtors to formulate
and implement a viable Chapter 11 reorganization plan. Neither
law- firms nor accounting firms have the experience or resources
to do this kind of work.

Prior to retaining Lazard, Mr. Bonn tells the Court that the
Debtors' senior management interviewed senior personnel of, and
considered proposals from, other financial advisory and
investment banking firms. The Debtors evaluated each firth on a
number of criteria, including: the overall restructuring
experience of each firm and their professionals; the overall
financial advisory and investment banking capabilities of such
firm; the firm's experience in advising large companies in
Chapter 11; the likely attention of the senior personnel of the
firm; and the compensation to be charged. After due
consideration of the above and as an exercise of their business
judgment, the Debtors concluded that Lazard was best qualified
to provide financial advisory and investment banking services to
the Debtors at a reasonable level of compensation.

If this Application is approved, the professional services that
Lazard will render to the Debtors as reasonably requested are
expected to include:

A. Reviewing and analyzing the Debtors' business, operations and
     financial projections;

B. Evaluating the Debtors' potential debt capacity in light of
     its projected cash flows;

C. Assisting in the determination of an appropriate capital
     structure for the Debtors:

D. Determining a range of values for the Debtors in a going
     concern basis;

E. Advising the Debtors on tactics and strategies for
     negotiating with the Stakeholders;

F. Rendering financial advice to the Debtors and participating
     in meetings or negotiations with the Stakeholders and/or
     rating agencies or other appropriate parties in connection
     with any Restructuring of the Debtors' Existing
     Obligations;

G. Advising the Debtors on the timing, nature, and terms of new
     securities, other consideration or other inducements to be
     offered pursuant to the Restructuring;

H. Advising and assisting the Debtors in evaluating potential
     capital markets transactions of public or private debt or
     equity offerings by the Debtors, and, on behalf of the
     Debtors, evaluating and contacting potential sources of
     capital as the Debtors may designate and assisting the
     Debtors in negotiating such a transaction;

I. Assisting the Debtors in preparing documentation within our
     area of expertise in connection with the restructuring of
     the Existing Obligations;

J. Assisting the Debtors in identifying and evaluating
     candidates for a potential merger of the Debtors or the
     acquisition of all or a significant portion of the Debtors
     or its assets, equity, or other interests in connection
     with the Restructuring, advising the Debtors in connection
     with negotiations and aiding in the consummation of a
     Business Combination;

K. Advising and attending meetings of the Debtors' core
     management team, counsel, Board of Directors, and its Board
     committees;

L. Providing testimony, as necessary, in any proceeding before
     the Bankruptcy Court;

M. Providing financial advice and assistance to the Debtors in
     developing and obtaining approval, if necessary, of a plan
     of reorganization, and as the same may be modified from
     time to time under Chapter 11;

N. Assisting the Debtors in arranging financing; and

O. Providing the Debtors with other general restructuring
     advice.

Frank A. Savage, Managing Director of the firm of Lazard Freres
& Co., asserts that neither Lazard nor any professional employee
of Lazard has any connection with or holds any interest adverse
to, the Debtors, their significant creditors, or any other party
in interest, or their respective attorneys or accountants, or
the Office of the United States Trustee or any person employed
in the Office of the United States Trustee, in the matters for
which Lazard is proposed to be retained and is a "disinterested
person", as such term is defined in the Bankruptcy Code. The
firm, however, currently represents or in the past has
represented several parties-in-interests in matters unrelated to
these cases including Flour Corp., Arthur Andersen LLP, Richards
Layton & Finger, Chase Manhattan Bank, The CIT Group, Abbott
Laboratories, Bank of America, Dexia, First Union National Bank,
Putnam Investments, Royal Bank of Canada, Swiss Re New Markets,
Bank One, and Morgan Lewis & Bockius.

The Debtors have been advised that fees for the services
rendered in these cases will be as follows:

A. A monthly fee of $225,000, payable within 2 business days
     after the execution of this letter agreement, and on the
     22nd day of each month thereafter until the earlier of the
     completion of the Restructuring or the termination of
     Lazard's engagement. All fees paid for the first 12 months
     of Lazard's engagement under this Section shall be credited
     against any fees payable under Section (b) and Section (c)
     below;

B. A fee equal to $8,500,000 payable upon the completion of a
     Restructuring approved by the Debtors' Board of Directors
     and, if applicable, the relevant Bankruptcy Court;

C. If, whether in connection with the consummation of a
     Restructuring or otherwise, the Company consummates a
     Business Combination, Lazard shall receive a Business
     Combination Fee, subject to a $500,000 floor, based on the
     Aggregate Consideration:

              Aggregate                          Percentage of
            Consideration                          Aggregate
              Involved               Amount      Consideration
           ---------------           ------      -------------
               $50,000,000         $1,000,000        2.000%
              $100,000,000         $1,500,000        1.500%
              $200,000,000         $2,400,000        1.200%
              $300,000,000         $3,000,000        1.000%
              $400,000,000         $3,600,000        0.900%
              $500,000,000         $4,000,000        0.800%
              $600,000,000         $4,500,000        0.750%
              $700,000,000         $4,900,000        0.700%
              $800,000,000         $5,200,000        0.650%
              $900,000,000         $5,625,000        0.625%
            $1,000,000,000         $6,000,000        0.600%
            $2,000,000,000         $9,000,000        0.450%
            $3,000,000,000        $12,000,000        0.400%

D. If both a Restructuring Fee and a Business Combination Fee
     are payable to Lazard, the lesser of such fees shall be
     credited against the greater of such fees so that the total
     fees paid to Lazard pursuant to clauses (b) and (c) above
     shall be the greater of such fees.

Mr. Savage submits that the overall compensation structure
described above is comparable to compensation generally charged
by financial advisory and investment banking firms of similar
stature to Lazard and for comparable engagements, both in and
out of court. Lazard also will seek reimbursement for reasonable
out-of-pocket expenses, and other fees and expenses, including
reasonable expenses of counsel, in accordance with its customary
expense reimbursement guidelines and practices.

The Debtors acknowledge and agree that Lazard's restructuring
expertise, as well as its capital markets knowledge, financing
skills and mergers and acquisitions capabilities, some or all of
which may be required by the Debtors during the term of Lazard's
engagement, were important factors in determining the amount the
Monthly Advisory Fees, Restructuring Fee and Business
Combination Fee and that the ultimate benefit to the Debtors of
Lazard's services likely could not be measured merely by
reference to the number of hours to be expended by Lazard's
professionals in the performance of such services.

Mr. Savage states that the contingent Restructuring Fee has been
agreed upon by the parties in anticipation that a substantial
commitment of professional time and effort will be required of
Lazard and its professionals, and in light of the fact that such
commitment may foreclose other opportunities for Lazard and that
the actual time and commitment required of Lazard and its
professionals to perform services hereunder may vary
substantially from week to week or month to month, creating
"peak load" issues for the firm. Given the numerous issues which
Lazard may be required to address in the performance of its
services hereunder, Lazard's commitment to the variable level of
time and effort necessary to address all such issues as they
arise, and the market prices for Lazard's services for
engagements of this nature in an out-of-court context, as well
as in Chapter 11, the Debtors agree that the fee arrangements in
the Engagement Letter are reasonable under the standards set
forth in 11 U.S.C. Sec. 328(a).

Pursuant to the Engagement Letter, Mr. Savage informs the Court
that the Debtors paid $225,000 to Lazard, as part of the Monthly
Financial Advisory Fee and also paid Lazard a $450,000 retainer
which is to be credited against any unpaid prepetition invoices
and unbilled fees, charges and disbursements, it being agreed
and understood that the unused portion of the Retainer shall be
held by Lazard and applied against any of the fee applications
filed and approved by the court. (Kaiser Bankruptcy News, Issue
No. 2; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


KMART: Comerica Bank Wants to Set-Off $911K Prepetition Balance
---------------------------------------------------------------
Prior to the Petition Date, Kmart Corporation and certain of its
debtor and non-debtor affiliates obtained approximately
$1,100,000,000 of credit pursuant to:

  (1) that certain Three Year Credit Agreement dated December 6,
      1999 among Kmart, certain financial institutions, Bank of
      America as "Syndication Agent", Bank Boston N.A. and Bank
      of New York as "Co-Documentation Agents", Chase Securities
      as "Lead Arranger and Book Manager", and The Chase
      Manhattan Bank as "Administrative Agent"; and

  (2) that certain 364 Day Credit Agreement dated November 13,
      2001 among Kmart, subsidiaries of Kmart as "Borrowers",
      certain banks, Credit Suisse First Boston, Fleet National
      Bank and The Bank of New York as "Co-Syndication Agents",
      The Chase Manhattan Bank as "Administrative Bank, and JP
      Morgan Securities Inc. as "Advisor, Arranger and
      Bookrunner".

According to Kurt M. Carlson, Esq., at Tishler & Wald Ltd., in
Chicago, Illinois, Comerica Bank is a signatory to both Credit
Agreements.  Kmart of Michigan Inc. guaranteed the obligations
of the 364 Day Credit Agreement and the Three Year Credit
Agreement.

Under the Credit Agreements, Mr. Carlson explains that the
filing of a petition under Chapter 11 of the Bankruptcy Code
constitutes as an event of default.  "All outstanding
obligations under the Credit Agreements are automatically
accelerated and become immediately due and payable," Mr. Carlson
adds.  As of the Petition Date, Mr. Carlson reports that Kmart
owes in excess of $52,000,000 to Comerica Bank under the terms
of the Credit Agreements.

Mr. Carlson tells the Court that Kmart of Michigan, one of the
debtors in these cases, has a store deposit account with
Comerica Bank that had a pre-petition balance of $911,190.

By this motion, Comerica Bank asks the Court for relief from the
automatic stay in order to setoff the Bank Account against the
$52,000,000 in debt due and owing under the Credit Agreements.

Because the debt became due and owing as a result of the chapter
11 filing, Mr. Carlson asserts, the Debtors have no equity in
these funds.  And because the funds are currently in Comerica's
hands, Mr. Carlson notes that Comerica's interest will be
compromised should Comerica pay the Debtors the pre-petition
balance of the Bank Account without applying a setoff or
receiving adequate protection.  And since Kmart currently has
$2,000,000,000 in cash, Mr. Carlson says, the Debtors' ability
to reorganize effectively will not be compromised by a $911,190
setoff. (Kmart Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., 609/392-0900)   


KMART CORP: Continuing Five Major Brand License Agreements
----------------------------------------------------------
Kmart Corporation and its debtor-affiliates seek the Court's
authority to assume five license agreements with:

   (1) Kathy Ireland World Wide LLC,

   (2) G.H. Productions, Inc.,

   (3) MSO IP Holdings, Inc.,

   (4) Disney Enterprises, Inc., and

   (5) Joe Boxer Licensing LLC.

                  Kathy Ireland License Agreement

Under the Kathy Ireland License Agreement, Kmart holds a three-
year license of the Kathy Ireland trademark, together with right
to use Kathy Ireland's name, likeness, visual representation,
service marks, logo, and design on bodywear, swimwear, hosiery,
lingerie, activewear, sportswear, ladies fashion accessories and
heavy exercise equipment.  

In exchange, J. Eric Ivester, Esq., at Skadden, Arps, Slate,
Meagher & Flom, in Chicago, Illinois relates, Kmart pays a
minimum annual guaranteed royalty each year.  If the Court
permits the Debtors to assume the Kathy Ireland License
Agreement, Mr. Ivester says, the Debtors will promptly pay
$131,735 for outstanding royalties -- covering the period
November 1, 2001 to January 30, 2002.  

Mr. Ivester relates that the Kathy Ireland line of products is
important to the Debtors' overall inventory mix and particularly
its sportswear line.  "Kmart and Kathy Ireland have built a
business worth hundreds of millions of dollars," Mr. Ivester
says.  Accordingly, sales of Kathy Ireland products account for
a large percentage of Kmart's overall ladies' wear sales.  
"These sales enhance Kmart's liquidity and its opportunity for a
successful reorganization," Mr. Ivester asserts.

In addition to the cure amount, Mr. Ivester says, the Debtors
will also pay de minimis amounts -- under $175,000 -- owing to
Kathy Ireland's photographer in connection with advertising and
marketing required by the License Agreement.

                 G.H. Holdings License Agreement

Under the G.H. Holdings License Agreement, Kmart holds a license
to use the JACLYN SMITH trademark, together with Jaclyn Smith's
name, likeness, voice, signatures, initials, trade names, and
service marks, in connection with the sale of ladies' wear and
fashion accessories.  

According to Mr. Ivester, Kmart pays an annual guarantees
royalty payment in four consecutive quarterly installments.  

If the Court allows the Debtors to assume this License
Agreement, Mr. Ivester informs Judge Sonderby that the Debtors
will immediately pay the outstanding royalty of $1,093,227.  Mr.
Ivester emphasizes that the Jaclyn Smith line of products is
integral to the Debtors' ongoing business since it is Kmart's
premier ladies sportswear brand.

In addition to the cure amount, Mr. Ivester says, the Debtors
will also pay de minimis amounts -- under $150,000 -- owing to
Jaclyn Smith's photographer in connection with advertising and
marketing required by the License Agreement.

                 MSO IP Holdings License Agreement

Under the MSO IP Holdings License Agreement, Kmart holds a six-
year exclusive license of the trademark MARTHA STEWART EVERYDAY,
together with the name, likeness, voice and signature of Martha
Stewart for use in connection with the sale of home, garden,
seasonal and houseware products.  

In return, Mr. Ivester tells the Court that Kmart pays a minimum
royalty for each product category to Martha Stewart.  "The
minimum royalty amount is based on projected sales of the
Licensed products," Mr. Ivester explains.  

If the Court authorizes the Debtors to assume this License
Agreement, Mr. Ivester assures the Court the Debtors will
promptly pay the cure amount of $12,296,322 -- covering the
period from November 1, 2001 to January 30, 2002.

According to Mr. Ivester, Martha Stewart Licensed Products
consistently produce high sales volume.  For example, Mr.
Ivester illustrates, the sale of Martha Stewart bedding, window
coverings, bath accessories and other textile accounts for
approximately 60% of Kmart's sales of these products.  
Furthermore, Mr. Ivester relates, Kmart and Martha Stewart are
currently working together to develop additional products for
sale in the 2002 holiday season.

                    Disney License Agreement

Under the Disney License Agreement, Kmart holds a two-year non-
exclusive license of the DISNEY brandname and logo as well as
Disney-designated characters, depiction, still scenes and design
elements for use in connection with the sale of certain product
categories.  According to Mr. Ivester, certain apparel,
including sportswear, layette, sleepwear and activewear shall
utilize the licensed character artwork and shall be manufactured
for newborn, infant, toddler, children, junior, adult and plus
sizes.  

Kmart pays Disney royalties on a monthly basis based on Kmart's
cumulative sales of the Licensed Products.  The Debtors want to
continue this Agreement considering that the sales potential for
the Disney brand is estimated to be more than $100,000,000
annually.  Moreover, Mr. Ivester notes, the Disney Licensed
Products attract a wide customer base.

                    Joe Boxer License Agreement

The Joe Boxer License Agreement grants Kmart a six-year
exclusive license of the trademark JOE BOXER for use in
connection with the sale of certain product categories,
including men's, women's and children's apparel and accessories,
footwear, cosmetics and home furnishings.  In exchange, Mr.
Ivester says, Kmart pays royalties based on a percentage of the
actual sales of the Licensed Products.

According to Mr. Ivester, Kmart anticipates that Joe Boxer will
be a lifestyle brand at Kmart and the range of License Products
is expected to expand.  "Joe Boxer has a superior quality image
among consumers due to its history of only being available in
department stores," Mr. Ivester notes.  Furthermore, Mr. Ivester
adds, Joe Boxer has substantial brand awareness and attracts a
diverse customer base.

"The Debtors believe that focusing its merchandising and
marketing approach on quality name brands will build customer
loyalty and increase shopping frequency," Mr. Ivester informs
Judge Sonderby.  That's why, Mr. Ivester explains, the Debtors
are assume these License Agreements with popular brands.  The
Debtors are also hopeful that this strategy will help them dig
their way out of bankruptcy.  (Kmart Bankruptcy News, Issue No.
8; Bankruptcy Creditors' Service, Inc., 609/392-0900)

                         *   *   *

Kmart Corporation (NYSE: KM) announced that it has filed a
series of motions in the United States Bankruptcy Court for the
Northern District of Illinois seeking approval to continue its
successful business relationships with several key brand
partners.  These motions are scheduled to be heard on March 20,
2002.

In these motions, Kmart seeks to assume its license agreements
with Martha Stewart Living Omnimedia, Inc. (NYSE: MSO) for
Martha Stewart Everyday(R) home, garden, housewares and seasonal
products; Jaclyn Smith G.H. Production, Inc. for Jaclyn Smith
women's apparel, jewelry and accessories; Kathy Ireland World
Wide, Inc. for Kathy Ireland women's apparel, accessories and
exercise equipment; Disney (NYSE: DIS) for Disney apparel for
infants and children; and JOE BOXER for JOE BOXER apparel,
accessories and home furnishings.

Charles C. Conaway, Chief Executive Officer of Kmart, said: "We
are very pleased to move forward with our plan to assume our
license agreements with these key brand partners, who will play
an important role in the future success of the company.  A key
part of our business strategy is to build customer loyalty and
increase shopping frequency by providing our customers with
exclusive quality brands in merchandise categories that are
important to them.  Our license agreements are the foundation of
this strategy and we are eager to continue to implement our
extensive merchandising and marketing initiatives for each of
our exclusive brands."

Conaway continued, "We are particularly grateful for the support
we have received since the Chapter 11 filing from all of our
existing brands, including Martha Stewart, Jaclyn Smith and
Kathy Ireland, as well as our new relationships with Disney and
JOE BOXER.  Their statements and actions have sent a clear
message to our customers, associates and suppliers that Kmart is
moving forward with the support of a wide variety of people
across America."

Kmart Corporation is a $37 billion company that serves America
with more than 2,100 Kmart and Kmart SuperCenter retail outlets
and through its e-commerce shopping site,
http://www.bluelight.com  

DebtTraders reports that KMart Corp.'s 12.500% bonds due 2005
(KMART9) are trading between 43.5 and 45.5. See
http://www.debttraders.com/price.cfm?DT_SEC_TICKER=kmart9for  
real-time bond pricing.


LTV CORP: US Trustee Amends Noteholders' Committee Membership
-------------------------------------------------------------
Ira Bodenstein, the United States Trustee for Ohio/Michigan
Region 9, has further revised the appointments of members to the
Official Committee of Unsecured Noteholders in the chapter 11
cases of The LTV Corporation and its debtor-affiliates to take
account of further resignations, including the resignation of
PPM-America, and the appointment of Equity Securities in its
stead.

The members of the current panel are:

                     HSBC Bank USA
                     c/o Russ Paladino
                     140 Broadway
                     New York, New York 10005-1180
                     Tel: (212) 658-6041
                     Fax: (212) 808-7897

                     U.S. Bank Trust National Association
                     c/o Scott Strodthoff
                     180 East Fifth Street
                     St. Paul, Minnesota 55101
                     Tel: (651) 244-0707
                     Fax: (651) 244-5847

                     Equity Securities Investments, Inc.
                     C/o Edward S. Adams
                     701 Xenia Avenue South
                     Suite 130
                     Golden Valley, Minnesota 55416
                     Tel: (763) 923-2266
                     Fax: (763) 923-2267
(LTV Bankruptcy News, Issue No. 26; Bankruptcy Creditors'
Service, Inc., 609/392-00900)


MBC HOLDING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: MBC Holding Company
        882 West Seventh Street
        St Paul MN 55102

Bankruptcy Case No.: 02-40721

Type of Business: The Debtor operates a full scale brewery in
                  St. Paul, Minnesota

Chapter 11 Petition Date: February 21, 2002

Court: District of Minnesota (Minneapolis)

Judge: Robert J Kressel

Debtors' Counsel: Michael F. McGrath, Esq.
                  Ravich Meyer Kirkman McGrath & Nauman PA
                  80 South 8th Street Suite 4545
                  Minneapolis, MN  55102

Total Assets: $16,154,876

Total Debts: $17,230,642

Debtor's 20 Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Xcel Energy                 Utilities               $1,021,429  
Lee Gabler
414 Nicolett Mall
Minneapolis MN
55401-1993

Saint Paul Water Utility    Utilities                 $565,919
8 4th St E #200
St Paul MN 55101-1007

Riverwood International     Goods and Services        $486,775
Corp.
Cecil Harp
Dept CH 10633
Palatine IL 60055-0633

Virginia Surety Company     Goods and Services        $303,000
Inc.
Chris Holbrook
200 E Randolf #1800
Chicago IL 60601

Crown Cork & Seal           Goods and Services        $285,513
Ed Renerei
Atlanta Regional Lockbox
Dept AT40026
1640 Phoenix Blvd #110
Atlanta GA 31192-0026

Rexam Beverage Can          Goods and Services        $277,790
Bruce Bialy
Americas
Lockbox 73136 - 7th Flr
Mailroom
526 W Monroe St
Chicago IL 60661-3136

Lovegreen Industrial        Goods and Services        $239,017
Services

Ramco Systems               Goods and Services        $237,323

Gamer Packaging Inc         Goods and Services        $228,771

CPMCP Sweeteners            Goods and Services        $191,118

Metro Council Environ       Goods and Services        $160,101
SVCS

Health Partners             Goods and Services        $149,733

Elliot Constructing Corp    Goods and Services        $124,639

First Insurance Funding     Goods and Services        $105,596
Corp     

Weber Electric              Goods and Services         $99,670

Messer MG Industries        Goods and Services         $97,116

Saint-Gobain Containers     Goods and Services         $87,786

Odyssey Business            Goods and Services         $83,441
Solutions

Everbrite Inc               Goods and Services         $83,074

Viking Pallet               Goods and Services         $75,579


MCCOOK METALS: UST & GECC Decline Michigan Ave.'s Bid for Assets
----------------------------------------------------------------
Officials at Michigan Avenue confirmed Monday afternoon that
G.E. Capital and U.S. Trustee Joseph Baldi have refused to
entertain their bid for the repurchase of aluminum plate company
McCook Metals in federal court yesterday.

The southwest suburban Chicago aluminum plate company has been
under voluntary Chapter 11 bankruptcy protection since August
2001.  Since that time, McCook Metals has gradually scaled back
operations under the direction of the court-appointed trustee as
its assets were positioned for sale in order to repay all
creditors.

"The repercussions of (U.S. Trustee) Baldi and G.E. Capital's
refusal to consider our bid will be felt by the loss of jobs to
our 550 employees and throughout the region's economy," said
Lynch.  "We are especially disappointed by this unconventional
and unprecedented action since we believe that our repurchase
bid was the only one offered with the intent to operate McCook
Metals as an ongoing concern."

In September, Michael Lynch, chairman of McCook Metals L.L.C.,
resigned his position announcing his intent to pursue a bid to
repurchase the company, following Michigan Avenue Partners'
conversations with numerous potential buyers and joint venture
partners.

Lynch stressed the negative impact of ongoing monopolistic
behavior by the industry's largest multinational competitor
Alcoa, adding that McCook Metals was also victimized by G.E.
Capital's dominance as a leading source of financing in the
industry.

When the merger of the United States aluminum industry's number
one and number three companies (Alcoa and Reynolds) was first
proposed in August of 1999, Lynch was one of the few to publicly
echo concerns from industry analysts that the merger would be
bad for competition, consumers and U.S. manufacturing jobs, and
result in higher prices and less innovation.

"Independent, entrepreneurial companies like McCook Metals were
the industry's only hope of preserving the little market
integrity that remained," said Lynch.  "We did everything we
could to save this company and protect these U.S. manufacturing
jobs," said Lynch, adding that Michigan Avenue Partners' bid had
the full support of United States Steelworkers.

McCook Metals, the second largest aluminum plate company in
North America, is one of just a few Illinois defense contractors
and produces specialty products for aircraft, aerospace and
defense industries, such as the aluminum lithium alloy plate for
NASA's Space Shuttle Program and for military aircraft.

Michigan Avenue Partners is a Chicago-based investment group
whose aluminum industry holdings include McCook Metals L.L.C.,
Scottsboro Aluminum L.L.C. and Longview Aluminum L.L.C.


MED-EMERG INT'L: HSBC Bank Agrees to Forbear through April 30
-------------------------------------------------------------
Med-Emerg International Inc. (NASDAQ:MDER)(NASDAQ:MDERW) is
pleased to announce that a forbearance agreement has been
reached with HSBC Bank Canada wherein the bank will continue to
work with the company through to April 30, 2002.

Med-Emerg International is emerging as a player in Canada's
medical industry. Through its Physician Management Services
division, the company operates more than 20 clinics that offer
such specialties as family practice, urgent care, chiropractic
care, massage therapy, pediatrics, and family counseling. The
company's Physician and Nurse Recruitment Services division
provides short-term physician and nurse staffing and
administrative support to emergency departments and hospitals.
Med-Emerg is divesting its HealthyConnect.com Internet portal,
which was designed to link patients, physicians, and service
providers. CEO Ramesh Zacharias owns about a quarter of the
company. At March 31, 2001, the company reported a working
capital deficit of $2.4 million.


METALS USA: Pres. & COO Singer Retires & Kirskey Assumes Post
-------------------------------------------------------------
Metals USA, Inc. reported that Richard A. Singer, President and
COO, has announced his intention to retire after 35 years in the
metals industry.

The Company also announced the appointment of Lester G. Peterson
as Senior Vice President of Corporate Development.  Mr.
Peterson's responsibilities will include the management of on-
going asset sales, facility rationalization, product strategy
and trade relations.  J. Michael Kirksey, Chairman and Chief
Executive Officer, resumes the additional title of President.

"Mr. Singer became President and Chief Operating Officer of
Metals USA in February 2001 having served previously as Senior
Vice President since July 1997," stated Mr. Kirksey. "Since
1972, he served as Chief Executive Officer of one of the
Company's original founding subsidiaries. While we will miss
Richard's significant contributions to our Company, he believes,
when considering some recent health concerns, this decision was
in the best interests of the Company, himself and his family. We
wish him the very best in his retirement. Mr. Singer will serve
in an advisory role during an organizational transition period."

Mr. Peterson had been President since early 2001 of the
Company's Plates and Shapes Group. Prior to assuming that
position Mr. Peterson also served as President of one of the
Company's original founding subsidiaries. The Company's plates
and shapes operations will continue to function as regional
businesses led by seasoned regional executives with overall
coordination as appropriate.

"As we look forward, the Company is focused on streamlining our
organization, reducing costs and generating cash from the sale
of select non- strategic assets," added Mr. Kirksey.  "Mr.
Peterson's new role is critical in this area as we operate the
business during our reorganization." (Metals USA Bankruptcy
News, Issue No. 8; Bankruptcy Creditors' Service, Inc., 609/392-
0900)


NEVADA BOB'S: Assets Sold & CCAA Protection Ends
------------------------------------------------
Nevada Bob's Golf Inc., and its United States and Canadian
subsidiaries announce that the sale of all of their
remaining assets to certain third party purchasers is now
complete.

The Company also announces that the stay of proceedings
previously granted in respect of the Company and its Canadian
subsidiaries by the Court of Queen's Bench of Alberta pursuant
to the Companies' Creditors Arrangement Act (Canada) expired as
of 4:30 p.m. (Calgary time) on February 28, 2002. This CCAA stay
order has not been extended and the Monitor has been discharged.
The proceedings respecting the creditor protection sought by the
Company's United States subsidiaries under Chapter 11 of the
United States Bankruptcy Code are continuing.

Further, Messrs. Richard Shannon and Lyle Edwards have resigned,
effective February 28, 2002, all positions they held in the
Company and all of its subsidiaries, including as directors of
the Company. Mr. Isadore Abrams has resigned, as of that date,
as a director and officer of the Company and its Canadian
subsidiaries.


NEXTWAVE: U.S. Supreme Court Will Review FCC License Seizure
------------------------------------------------------------
The United States Supreme Court will entertain the question of
whether Federal Communications Commission rules trump bankruptcy
the Bankruptcy Code or whether the Bankruptcy Code trumps FCC
regulations as it considers appeals in:

      * Federal Communications Commission v. NextWave Personal
        Communications Inc., et al., Case No. 01-653, on appeal
        from the United States Court of Appeals for the District
        of Columbia Circuit, and

      * Arctic Slope Regional Corporation, et al. v. NextWave
        Personal Communications Inc., et al., Case No. 01-657,
        on appeal from the United States Court of Appeals for
        the District of Columbia Circuit.

As widely reported, NextWave bought certain wireless spectrum
licenses at an FCC auction for $4+ billion, but defaulted on
payment.  NextWave then sought chapter 11 protection.  The FCC,
post-bankruptcy, seized the licenses and proceeded to re-
auctioned them for a whopping $16 billion.  Last year, the D.C.
Circuit ruled that the FCC's seizure improper and that it
violated the Bankruptcy Code's automatic stay provisions.  The
FCC appealed to the High Court.

Thomas G. Hungar, Esq., at Gibson Dunn & Crutcher, represents
NextWave and Jonathan Saul Franklin, Esq., at Hogan & Hartson
represents Arctic Slope before the U.S. Supreme Court.


NEXTWAVE: Says Its Disappointed Supreme Court Granted Certiorari
----------------------------------------------------------------
The United States Supreme Court announced that it has granted
requests that it review a June 2001 decision of the U.S. Court
of Appeals for the District of Columbia Circuit reversing a
Federal Communications Commission order concerning NextWave
Telecom's PCS licenses and reinstating those licenses to the
Company. The requests granted were filed by the FCC and by two
of NextWave's wireless competitors, Artic Slope Regional
Corporation and VoiceStream Communications (Nos. 01-653, 01-
657).

"We are disappointed that there will be additional litigation
and the accompanying delay to full commercial deployment of our
licenses," said Michael Wack, NextWave senior vice president.
"The Company is confident, however, that once the Court reviews
the merits of the case, it will reach the same conclusion as the
U.S. Court of Appeals in D.C. has done, and NextWave will
prevail. This has been an arduous process for our creditors and
shareholders, but we will continue moving ahead in the interim
and look forward to the day when we achieve finality."

NextWave Telecom Inc., was formed in 1995 to provide high-speed
wireless Internet access and voice communications services to
consumer and business markets. For more information about
NextWave, visit our Web site at http://www.nextwavetel.com


OWENS CORNING: Wants to Promptly Pay Allowed Reclamation Claims
---------------------------------------------------------------
Owens Corning and its debtor-affiliates request the Court to
grant administrative expense priority status for reconciled
reclamation claims in the amount deemed allowable by the Debtors
and that the Court authorize the Debtors to promptly pay those
valid Reclamation Claims.

J. Kate Stickles, Esq., at Saul Ewing LLP in Wilmington Delaware
states that Debtors received about 220 reclamation claims
amounting to $33,360,352.92.  The Debtors reviewed each of these
for compliance with the requirements of Section 546(c) of the
Bankruptcy Code and section 2-702 of the Uniform Commercial Code
as well as the Initial Reclamation Claims Procedures approved by
the Court.  The claims narrowed down to 163 after Debtors
finalized a reconciliation analysis based on whether:

A. The vendor seeking claim was a seller of "goods" as defined
     in Section 2-105 of the Uniform Commercial Code;

B. The claim was made timely and included sufficient information
     to allow the Debtor to determine the goods sought and to
     make suitable  reconciliation analysis;

D. The goods sought were identifiable at the time of demand; and

E. The goods to be reclaimed were available in the applicable
     Debtors' possession at the time the claim was made.

Ms. Stickles adds the Debtors also took into consideration
whether the goods in question were received by, and sold to, a
Debtor or non-Debtor affiliate before or after the Petition Date
and if the vendor asserting claim waived such claim or has been
compensated by this time by a separate Order from the Court.

Some of the reclamation claims were reduced in amount or
disallowed because:

A. The amounts included in Reclamation Claims were already paid
     by the Debtors because the goods subject to such claims
     were received after the Petition Date and the invoices were
     paid in the ordinary course in accordance with the Initial
     Reclamation Procedures Order;

B. The Reclamation Claims were not made within the proper time
     period, as set forth in Section 546(c)(2) of the Bankruptcy
     Code and Section 2-702 of the Uniform Commercial Code;

C. The Reclamation Claims were asserted on account of goods
     which were either wholly or partially consumed as of the
     date the applicable Reclamation Claim was made, or were on
     account of goods which were raw materials that had been
     disposed of by conversion into finished products as of the
     date the applicable Reclamation Claim was made. In either
     such event, such goods were not identifiable at the time
     the Reclamation Claim was made;

D. The Reclamation Claims contained insufficient information to
     permit the Debtors to analyze or evaluate such claim;

E. The Reclamation Claims were asserted on account of goods
     delivered to a non-Debtor entity, rather than to a Debtor;

F. The Reclamation Claims were asserted on account of goods
     never delivered or goods returned to the applicable vendor
     for credit; and

G. The Reclamation Claims were waived by the applicable vendor,
     paid or otherwise satisfied pursuant to Court Order.

The Debtors have ample cash resources -- more than a half-
billion dollars on hand -- to pay these claims and believe it is
a wise move at this stage of their chapter 11 cases. (Owens
Corning Bankruptcy News, Issue No. 28; Bankruptcy Creditors'
Service, Inc., 609/392-0900)   


PW EAGLE: Fourth Quarter Net Loss Down by 36% to $5.6 Million
-------------------------------------------------------------
PW Eagle, Inc. (Nasdaq:PWEI) reported its financial results for
the three months and full year ended December 31, 2001. A
summary of the unaudited results for the fourth quarter and for
the year ending December 31, 2001 and 2000 is set forth in the
following table:

                  Income Statement Information
          (In thousands, except for per share amounts)

                   Three months ended            Year ended
                   ------------------            ----------
                     December 31,              December 31,
                  2001         2000         2001        2000
                  ----         ----         ----        ----
Net sales        $48,312      $59,009     $246,130     $343,974
Gross profit      $2,511         $209      $26,471      $87,358
Net income (loss)$(5,641)     $(8,706)    $(12,856)     $18,218
Basic earnings
(loss)per share  $(0.84)      $(1.10)      $(1.80)       $2.34
Diluted earnings
(loss)per share $(0.84)      $(1.10)      $(1.80)       $1.72
EBITDA          $(2,725)     $(8,475)      $1,453      $51,862

Included in the reported net loss for the three months and year
ended December 31, 2001 is a non-cash inventory writedown with a
negative net after tax impact of $1.3 million and a non-cash
asset writedown with a negative net after tax impact of $255
thousand. The two writedowns have an approximate impact of $.24
and $.22 on diluted loss per share for the respective periods
and reduced EBITDA for the three months and year ended December
31, 2001 by approximately $2.1 million.

William H. Spell, PW Eagle CEO, stated: "While we are not
pleased with the our 2001 financial performance, we recognize
that our business is tied to economic cycles. A weak overall
economy with negligible growth in GDP resulted in continued
reduced demand in our markets and a reduction in price for our
products. Reduced product prices resulted in depressed gross
margins as well as a reduction in net sales as compared to the
prior year. However, we are encouraged by our fourth quarter
performance which is an improvement over the previous year's
fourth quarter ended December 31, 2000. These improvements are
largely the result of cost reduction measures implemented by the
Company in the third quarter of 2001 and some improvement in GDP
and the economy in the fourth quarter of 2001."

In a previous press release the Company announced that it had
entered into revised loan agreements with its senior and
subordinated lenders, completed a real estate sale and leaseback
transaction with certain of its properties and sold its
Hillsboro, Oregon facility which it had closed earlier. As a
result of these transactions, the Company has eliminated all
defaults under all of its loan agreements and dramatically
reduced its fixed charges (principal, interest, taxes and
capital expenditures). In November 2001, PW Eagle announced that
it was in default of certain covenants under its loan agreements
and that its goal was to reduce its annual fixed charges to a
level that would allow the Company to pay all of its fixed
charges, even should the unfavorable economic conditions that
existed in 2001 continue. The Company believes that this series
of transactions accomplishes that goal.

          Fourth Quarter 2001 Webcast & Conference Call

PW Eagle will hold its fourth quarter webcast and conference
call today, March 6, 2002 at 11 a.m. Central Time to discuss the
fourth quarter and 2001 results. The conference call will be
available live on the Internet at www.pweagleinc.com. The call
will also be archived at that location for one week following
its original webcast. The conference telephone number is 1-800-
946-0705, use 464267 as the confirmation code to access the
call.

PW Eagle, Inc. is a leading extruder of PVC pipe and
polyethylene tubing products. The Company operates eight
manufacturing facilities in the midwestern and western United
States. PW Eagle's common stock is traded on the Nasdaq National
Market under the symbol "PWEI".

At December 31, 2001, the company reported that its total
current liabilities exceeded its total current assets by about
$4 million.


PACIFIC GAS: Files Joint Statement of Intentions Re Preemption
--------------------------------------------------------------
Pursuant to the Memorandum Decision Regarding Preemption and
Sovereign Immunity, Pacific Gas and Electric Company and PG&E
Corporation (the Plan Proponents) delivered a statement to the
Court about their intentions as to the future of their plan and
the disclosure statement approval process in PG&E's chapter 11
case.

PG&E and its Corporate Parent intend to:

       (1) amend their Plan to eliminate express preemption
provisions and amend their Disclosure Statement to meet their
prima facie burden of disclosure and proceed to a confirmation
hearing where they intend to carry their burden to show implied
preemption of specified statutes is available under the
circumstances to confirm their Plan;

       (2) amend their Plan and Disclosure Statement to provide,
in the alternative, for declaratory and injunctive relief in the
event that the Court determines that the State of California and
the California Public Utilities Commission (CPUC) have waived
sovereign immunity;

       (3) amend the Disclosure Statement to state with
specificity the facts supporting a waiver of sovereign immunity
by the State and the CPUC; and

       (4) seek an expedited interlocutory appeal of an order
denying approval of their Disclosure Statement on the grounds
that the Court erred in its determination that express
preemption is not applicable to their Plan. Plan Proponents
intend to proceed with the solicitation of consents and
confirmation of their amended plan during the pendency of the
interlocutory appeal. (Pacific Gas Bankruptcy News, Issue No.
25; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


PARK PLACE: Appoints Kim Sinatra as EVP & Chief Legal Officer
-------------------------------------------------------------
Park Place Entertainment Corporation (NYSE:PPE) announced the
promotion of senior executive Kim Sinatra to the new post of
executive vice president and chief legal officer.

Sinatra replaces Clive S. Cummis, former executive vice
president for law and corporate affairs, who has retired.
(Cummis will remain a member of the company's board of directors
and its vice chairman.)

In her new role, Sinatra will lead the company's legal,
regulatory, security and compliance functions as well as project
development and acquisition activities. Since joining Park Place
last June as senior vice president and deputy general counsel,
Sinatra has been responsible for day-to-day operations of the
corporate legal department. In addition, during 2001, she led
the company's efforts to develop a casino resort in New York
State's Catskill Mountains in partnership with the Saint Regis
Mohawk Tribe.

"Kim Sinatra is an extraordinarily accomplished and experienced
lawyer and business executive," said Park Place President and
Chief Executive Officer Thomas E. Gallagher. "In the time that
she's been with us, she's made a tremendous contribution to our
company. We're delighted that she's now taking on added
responsibilities as a member of our executive committee. She
will be an important resource in our future growth and
development," Gallagher added.

"I'm proud to join the innovative and talented management team
that has come together at Park Place," Sinatra said. "We have a
great opportunity to create some terrific value in this company.
I'm pleased to have a part in that effort as we grow our
business and expand into new markets."

Before joining Park Place, Sinatra served as executive vice
president and general counsel of The Griffin Group, a hotel,
gaming and entertainment company owned by entertainer Merv
Griffin. She served as chief legal counsel for the investment
holding firm as well as the head of the company's legal, human
resources and construction and development groups. During her
tenure at The Griffin Group, Sinatra was directly involved in
the company's casino, riverboat gaming, hotel and television and
motion picture businesses.

Previously, she was a partner in the New York office of Gibson,
Dunn & Crutcher LLP, specializing in the acquisition,
disposition and financing of real estate and dealing with real
estate assets in major corporate mergers and acquisitions. She
also was a partner in the Miami office of Stearns, Weaver,
Miller, Weissler, Alhadeff & Sitterson, where she handled
matters related to real estate, bankruptcy and restructuring.

Born in Jamestown, NY, Sinatra graduated Phi Beta Kappa from
Wellesley College with a bachelor's degree in economics, and
earned her juris doctorate degree from the University of Chicago
Law School. Sinatra recently moved to Las Vegas, Nevada with her
husband and three sons.

Park Place Entertainment is the world's largest gaming company
and owns, manages or has an interest in 28 gaming properties
operating under the Bally's, Caesars, Flamingo, Grand Casinos
and Hilton brand names with a total of approximately 2 million
square feet of gaming space, over 28,000 hotel rooms and
approximately 55,000 employees worldwide.

For additional information about Park Place Entertainment visit
http://www.parkplace.com

                         *   *   *

As reported in the February 11, 2001, edition of the Troubled
Company Reporter, Fitch Ratings lowered the ratings on Park
Place Entertainment's (NYSE: PPE) $1.75 billion in senior
unsecured notes to 'BB+' from 'BBB-' and at the same time,
lowered the ratings on $1.65 billion of senior subordinated
notes to 'BB-' from 'BB+' and commercial paper to 'B' from 'F3'.
The ratings were then removed from Rating Watch Negative and
were assigned a Stable Rating Outlook.

According to S&P, the downgrade reflects the reduced cash flow
generated, principally at the company's Western region
properties, as a result of the events of September 11 and the
economic downturn and high leverage for the rating category. In
addition, cash flow from operations to total debt remains weak
and Fitch expects this trend to continue into 2002.


PELORUS NAVIGATION: Restructures Terms of Convertible Debentures
----------------------------------------------------------------
Pelorus Navigation Systems Inc., (CDNX: PN) announces that it
has agreed with the holders of the 6% Convertible Secured
Subordinated Debentures to extend and restructure the terms for
$1.6 million of the total principal amount of debentures
outstanding of $1.8 million, due March 25, 2002. It is expected
that the remaining debentures outstanding in the amount of
$200,000 will be repaid from working capital.

The coupon on the debentures will increase from 6% to 8%,
effective April 1, 2002. The term of the debentures will be
extended to September 25, 2004, with principal payments to
commence in September 2003, based upon a 36 month amortization.
At the option of the holders, the term of the debentures may be
extended by a further 6 months beyond the extended due date. 67%
of the principal amount of the debentures will become non-
convertible; the remaining 33% will continue to be convertible
into common shares of the Company at the amended conversion
price of $0.49. The subordinated security granted under the
original Trust Indenture will remain intact.

Founded in 1981, Pelorus Navigation Systems Inc. is a global
provider of products and services to facilitate safe, reliable
aircraft landings. Pelorus designs, manufactures, installs, and
maintains ground-based radio navigation systems and products and
markets its products and services through its own direct sales
force and a worldwide network of agents and strategic alliances.

Pelorus' head office is in Calgary, Alberta, with manufacturing
facilities in Calgary and Saskatoon, Saskatchewan. The company's
wholly owned subsidiaries, Pelorus AustralAsia Pty Limited and
Interscan International Pty Limited have offices in Sydney,
Australia, and Beijing, China.


PENN SPECIALTY: Exclusive Period Extended to April 8
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended
the exclusive periods for Penn Specialty Chemicals, Inc.  The
Debtor now has the exclusive right to propose and file a plan
through April 8, 2002 and has the exclusive right to solicit
acceptances of that plan through June 3, 2002.

Penn Specialty, one of the world's largest suppliers of
specialty chemicals THF and PTMEG, filed for chapter 11
protection on July 9, 2001.  Deborah E. Spivack, Esq., at
Richards, Layton & Finger, in Wilmington, Delaware, represents
the company in its restructuring effort.


PEOPLEPC INC: Benny Alagem Discloses 10.9% Equity Stake
-------------------------------------------------------
Benny Alagem beneficially owns 60,000,000 shares of the common
stock of PeoplePC, Inc., which represents 10.9% of the
outstanding common stock of PeoplePC.  Mr. Alagem has sole power
to vote, and sole power to dispose of, the total amount of stock
held.

The company sells three-year memberships for about $25 a month
and in return, customers receive a name-brand computer (replaced
every three years) with warranty, Internet access, and access to
its buyer's club, which offers discounts for other businesses
(such as E*TRADE and BUY.COM). The company also sells
memberships just to its buyer's club and has a program that
sells products to businesses' employees. Wholesale distributor
Ingram Micro supplies and distributes PeoplePC's computer
products and processes its orders. Formed in late 1999, PeoplePC
is about 31%-owned by SOFTBANK and its affiliates; co-founder,
chairman, and CEO Nick Grouf owns about 18%. At Sept. 30, 2001,
the company's balance sheet showed a total shareholders' equity
deficit of about $26 million.


PILLOWTEX CORP: Gets Approval to Enter into Exit Financing Pacts
----------------------------------------------------------------
Pillowtex Corporation, and its debtor-affiliates sought and
obtained Judge Robinson's permission to:

  (i) negotiate and enter into letters of intent or similar
      agreements; and,

(ii) pay up to an aggregate of $1,250,000 for lender costs and
      expenses and related fees up through any commitment for
      the Proposed Exit Financing Facility.

Eric D. Schwartz, Esq., at Morris, Nichols, Arsht & Tunnell, in
Wilmington, Delaware, relates that the Proposed Exit Financing
Facility is currently anticipated to consist of a senior secured
revolving credit facility in the anticipated amount of up to
$200,000,000, including a $60,000,000 letter of credit sub-
facility.

According to Mr. Schwartz, the Debtors intend to enter into the
Proposed Exit Financing Facility on the effective date of the
Plan.  "The receipt of a commitment for the Proposed Exit
Financing Facility in a form satisfactory to the Debtors is a
condition to the confirmation of the Plan," Mr. Schwartz says.

Mr. Schwartz emphasizes that the terms of the Proposed Exit
Financing Facility must be promptly performed, so that a
financing commitment can be obtained prior to confirmation of
the Plan.  The Plan contemplates that a term sheet regarding the
Proposed Exit Financing Facility will be filed no later than 10
days before the deadline to object to confirmation of the Plan,
Mr. Schwartz says.

Mr. Schwartz tells the Court that the Debtors have discussed the
potential provision of exit financing with several banks and
financial institutions.  The Debtors have narrowed down the
field of potential lenders to two or three most promising
candidates. Since the Debtors have made progress in negotiating
the potential terms of the Proposed Exit Financing Facility, Mr.
Schwartz notes that the Debtors are at the stage where they will
be required to enter into letters of intent or similar
agreements.  "The letters of intent likely will obligate the
Debtors to pay the out-of-pocket costs that the proposed lender
incurs in connection with undertaking due diligence relating to
the Proposed Exit Financing Facility," Mr. Schwartz explains.  
These due diligence costs may consist of reasonable legal,
environmental and other consultant and appraisal costs, fees and
disbursements incurred by the lenders, Mr. Schwartz adds.  At
the closing of the Proposed Exit Financing Facility, Mr.
Schwartz informs Judge Robinson that an additional facility fee
or closing fee will likely be required.

Furthermore, Mr. Schwartz relates, prospective lenders will
likely require an agreement to reimburse them for due diligence,
document preparation and related activities -- prior to entering
into any commitment for exit financing or conducting the
necessary due diligence to be in the position to commit to exit
financing.  Thus, the Debtors ask permission to enter into
letters of intent or similar agreements to pay such costs and
fees up to an aggregate of $1,250,000 on terms reasonable in
relation to other commercial lending transactions under similar
circumstances.  "Accordingly, the Debtors will require that any
letter of intent or similar agreement obligate the lender to
provide the Debtors with an accounting of the costs and expenses
incurred by the lender," Mr. Schwartz says.

Moreover, Mr. Schwartz asserts that the Debtors can best
negotiate favorable exit financing terms if they are able to
enter into a letter of intent with more than one proposed
lender. (Pillowtex Bankruptcy News, Issue No. 23; Bankruptcy
Creditors' Service, Inc., 609/392-0900)    


RESPONSE BIOMEDICAL: Will Raise $1MM For Initiating RAMP System
---------------------------------------------------------------
Response Biomedical Corp. (RBM: CDNX), developer of the RAMP(TM)
diagnostic system, announces that it is undertaking a non-
brokered private placement of 2,000,000 units at a price of
$0.50 per unit, each unit consisting of one common share and
one-half of one common share purchase warrant. Each whole
warrant shall entitle the holder thereof to purchase one common
share of the Company at a price of $0.60 per share for a period
of 12 months from the closing date of the private placement.

Proceeds of the financing will be used to initiate manufacturing
of RAMP Readers and Anthrax Tests, and advance late-stage
development of two additional cardiac tests (CK-MB and troponin
I), prior to launching cardiac panel in the first quarter of
2003. In addition, approximately $150,000 will be allocated for
a final payment to creditors, at which time the Company will
emerge from bankruptcy protection.

"With our ability to rapidly scale-up production of our RAMP
Anthrax Tests, we expect to generate revenue in the coming
months," stated Bill Radvak, President and CEO of Response
Biomedical Corp. "Having exceeded our performance
specifications, we anticipate becoming an industry leader in the
emerging market of environmental testing for bio-warfare
agents."  

Response Biomedical develops rapid and accurate diagnostic tests
for use with its proprietary RAMP Reader intended for use in
clinical, STAT-lab and point-of-care applications, as well as
on-site environmental tests for biological agents including
anthrax.  

On January 8, 2002, the U.S. Food and Drug Administration
provided marketing clearance for Response Biomedical's
proprietary RAMP Reader for general clinical use, and also the
Myoglobin Test - a cardiac marker used in the early diagnosis of
heart attack. Approval in Canada is pending, and two other
cardiac markers are in late-stage development.

The RAMP System consists of a portable fluorescence reader and
disposable test cartridges. In clinical applications, it is
designed for use by healthcare professionals at the point-of-
care including physicians' offices, medical clinics, hospital
emergency departments and laboratories worldwide. In the field
of environmental detection, RAMP will provide rapid and reliable
on-site testing capability to emergency response personnel in
government and public health institutions for anthrax and other
biological agents used in bioterrorism.

The RAMP System is easy-to-use and delivers accurate and
reliable results in less than fifteen minutes. The Company's
platform technology has the potential to be used with more than
250 medical and non-medical tests currently performed in
laboratories.  

Response Biomedical's shares are listed on the Canadian Venture
Exchange under the trading symbol "RBM". For further
information, visit the Company's Web site  at
http://www.responsebio.com  

In November 2001, Response Biomedical announced that one hundred
percent of the voting creditors of the Company voted to accept
the proposal filed with the British Columbia Supreme Court under
the Bankruptcy and Insolvency Act. The Company is now seeking
court approval and moves to fulfill the terms of the proposal to
the satisfaction of the trustee.


RICA FOODS: Fitch Rates Costa Rican Units' Foreign Debts at BB
--------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' foreign currency debt rating
on Corporacion Pipasa's senior notes due 2005 and Corporacion As
de Oros senior notes due 2005, jointly and severally guaranteed
by Rica Foods, Inc.  The Rating Outlook remains Stable.

Corporacion Pipasa and Corporacion As de Oros are wholly owned
subsidiaries of Rica Foods and operate in Costa Rica,
representing the vast majority of Rica Foods revenues and
EBITDA. On Jan. 16, 2001, Rica Foods assigned, transferred and
conveyed all of its former rights and obligations under the note
purchase agreement with Pacific Life Insurance Company (Pacific
Life) to Pipasa and As de Oros and provided a guarantee on a
joint and several basis.

The rating is supported by Pipasa and As de Oros leading market
position in the Costa Rica poultry industry, as well as in
animal feed and poultry by-products. The two companies combined
account for over 70% of the broiler chicken market in Costa Rica
and are also the leaders in the animal feed market with a 31%
market share. The companies own a strong distribution network
within Costa Rica. Through their fleet of 260 delivery trucks
they deliver products to over 44,000 points of sale, including
their own chain of 78 urban and retail outlets. Fitch believes
that the companies' broad distribution network and strong brand
recognition act as entry barriers to potential competitors. In
addition, consumer's preference for fresh chicken as opposed to
frozen chicken, coupled with tariff protections, restrict
imports of chicken into Costa Rica.

Costa Rica's poultry industry enjoys attractive and relatively
stable fundamentals. Per capita consumption of chicken has grown
from 15.7Kg in 1994 to 20.3Kg in 2000, driven by social-economic
factors such as an increasing participation of women in the
labor market and resulting demand for easy-to-prepare meals,
coupled with a change in eating habits to leaner and healthier
foods. Over the past several years, Costa Rica has enjoyed a
relatively stable economic and political environment, although
over the past year, economic growth has slowed down. GDP growth
decreased from 8.3% in 1999 to 2% in 2000 and 0.5% in 2001.

The economy slowdown has had a negative effect on the companies'
business and has led to certain strategic changes, which include
a reduction in prices, a shift in the product mix to include
lower priced products, and increased volume discounts. These
factors, in turn, have impacted EBITDA margins and credit
statistics. For the fiscal year period ended Sept. 30, 2001,
Rica Foods' revenues totaled $127.3 million and EBITDA (earnings
before interest, taxes, depreciation, and amortization) reached
$14.1 million, a growth of 3% and 2.4% respectively from the
1999 fiscal period. Rica Foods recorded export revenues of $4.4
million during fiscal 2001, primarily in connection with sales
of animal feed and chicken by-products to Central America and
the Caribbean. Rica Foods' financial profile remains consistent
with the rating category, with leverage at Sept. 30, 2001, of
3.3 times (total debt as a multiple of last 12 months EBITDA)
and a ratio of EBITDA-to-gross interest expense of 3.0x for the
fiscal year ended Sept. 30, 2001.

Last Dec. 28, 2001, Rica Foods announced that the company did
not meet certain negative covenants in its amended and restated
note purchase agreement between Rica Foods and Pacific Life.
These violations, of a technical nature, did not involve the
failure to pay any sums due to Pacific Life under the note
purchase agreement. Rica Foods has remained current on all
payments due to Pacific Life and all other creditors.
Subsequently, Rica Foods obtained from Pacific Life a waiver of
breaches of certain covenants contained in the note purchase
agreement.

On Jan. 8, 2002, a securities class action lawsuit was filed in
Florida on behalf of all persons who acquired Rica Foods' common
stock between Jan. 16, 2001, and Dec. 28, 2001, alleging Rica
Food's failure to disclose non-compliance with the note purchase
agreement. Fitch believes that the potential punitive damages to
Rica Foods in connection with the class action suit are limited
and would not impact significantly its credit quality.

Rica Foods is the largest poultry producer in Costa Rica. The
company produces and sells fresh and frozen poultry, processed
chicken products, commercial eggs and concentrate for livestock
and domestic animals mainly through its subsidiaries Pipasa and
As de Oros. The company has over 30 years of experience in the
poultry business and produces and markets over 600 different
products in the domestic and export markets. The company is
publicly traded in Amex.


SWAN TRANSPORTATION: Panel Taps Stutsman and WM&M as Counsel
------------------------------------------------------------
The Official Committee of Tort Claimants appointed in Swan
Transportation Company's chapter 11 case wants to employ the law
firms of Stutsman & Bromberg and Walsh, Monzack and Monaco as
its counsel, nunc pro tunc to December 20, 2001.

The Tort Claimants' Committee says it selected the firms because
they are both well qualified and have significant bankruptcy
experience.  

Stutzman & Bromberg and Walsh Monzack will:

     a) advise the Tort Claimants Creditors Committee regarding
        matters of bankruptcy law and proceeding and its
        statutory powers and duties to its constituents,
        including rights and remedies of the Tort Claimants
        Creditors Committee and its constituents with
        constituents with regard to the assets of, and claim
        against, the Debtor and other creditors of Debtor's
        estate;

     b) represent the Tort Claimants Committee at any
        proceeding or hearing before the Court and in any action
        in any other court where the Tort Claimants Creditors
        Committee's rights or interests may be litigated of
        affected;

     c) prepare any pleading, motions, answers, notices, orders
        and reports that are required for the Tort Claimants
        Creditors Committee to assist the Court in the orderly
        administration of the Debtor's estate;

     d) advise, consult with, and assist the Tort Claimants
        Creditors Committee in its investigation of the acts,
        conduct, assets, liabilities and financial condition of
        Debtor, the operation of Debtor's business and the
        desirability of the continuance of Debtor's business,
        and any other matter relevant to this case;

     e) assist the Tort Claimants Creditors Committee in the
        negotiation of or opposition to a plan or plans of
        reorganization; and

     f) render such other or necessary advice, legal services
        and legal research as the Tort Claimants Creditors
        Committee may require in connection with this case.

Stutzman & Bromberg and Walsh, Monzack will bill for services at
their customary hourly rates:

                       Stutzman & Bromberg

     Sander L. Esserman      Shareholder     $375 per hour
     Robert T. Brousseau     Shareholder     $300 per hour
     Van J. Hooker           Shareholder     $240 per hour
     David A. Klingler       Shareholder     $240 per hour
     Jo E. Hartwick          Associate       $225 per hour
     Terrie DePratt Khoshbin Associate       $210 per hour
     Douglas D. Gutsell      Associate       $175 per hour
     Kelle V. Kendrick       Associate       $125 per hour
     Cindy Jeffrey           Paralegal       $85 per hour

                         Walsh, Monzack

     Rachel B. Mersky        Member          $275 per hour
     Brian J. McLaughlin     Member          $245 per hour
     Kevin J. Mangan         Member          $240 per hour
     Heidi Sasso             Paralegal       $110 per hour
     Christine Sentman       Paralegal       $85 per hour

Stutzman and Bromberg received a pre-petition retainer from the
debtor when it represented the Ad Hoc Tort Claimants' Committee.
Stutzman and Bromberg has $59,621 in trust account remaining
from the retainer.

Swan Transportation Company filed for chapter 11 protection on
December 20, 2001. Tobey Marie Daluz, Esq., Kurt F. Gwynne, Esq.
at Reed Smith LLP and Samuel M. Stricklin, Esq. at Neligan,
Tarpley, Stricklin, Andrews & Folley, LLP represent the Debtor
in its restructuring efforts. When the Company filed for
protection from its creditors, it listed estimated assets and
Debts of more than $100 million.


VECTOUR INC: Court Okays Exclusivity Extension through May 17
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approves
an extension of the time period in which VecTour Inc. and its
affiliated debtors have the exclusive right to file a plan and
to solicit acceptances of that plan.  The Debtors have until May
17, 2002 to propose and file a plan and until July 16, 2002 to
solicit acceptances of that plan.

The Debtors tell the Court that they've undertaken the essential
prerequisites to the formulation and solicitation of confirmable
plans and analyzing optimal strategies to realize the highest
value for the Debtors' businesses.  The Debtors relate that they
have been conferring with the Bank Group and the Official
Committee of Unsecured Creditors to discuss the status of the
Company's operations and talked about proposed sales of the
Debtors' assets, equipment, vehicles, and real property.  

VecTour, Inc., is a leading nationwide provider of ground
transportation for sightseeing, tour, transit, specialized
transportation, entertainers on tour, airport transportation and
charter services. The Company filed for chapter 11 protection on
October 16, 2001. David B. Stratton, Esq. and David M. Fournier,
Esq. at Pepper Hamilton LLP represent the Debtors in their
restructuring effort.


W.R. GRACE: Court Extends Lease Decision Period Until October 1
---------------------------------------------------------------
W. R. Grace & Co., and its debtor-affiliates obtained from Judge
Fitzgerald further extension of the time period during which
they may decide to assume, assume and assign, or reject
unexpired leases to and including October 1, 2002. This
extension is without prejudice to (a) the rights of the
Debtors to request a further extension of time to assume, assume
and assign, or reject the unexpired leases and executory
contracts, and (b) the rights of any lessor to request that the
extension be shorted as to a particular lease. (W.R. Grace
Bankruptcy News, Issue No. 19; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


WEBLINK WIRELESS: Appoints Dennis McClain to Board of Directors
---------------------------------------------------------------
WebLink Wireless, Inc. (OTC Bulletin Board: WLNKA) announces the
election of Dennis McClain to its Board of Directors.  Mr.
McClain was elected to fill a directorship vacated by the
resignation of Guy de Chazal.

Mr. McClain is the CEO of Temerlin McClain, a $500 million
advertising agency based in Irving, Texas.  In 1986, McClain
joined Liener Temerlin to form Temerlin McClain.  Since that
time, they have led their agency over 15 years of dynamic
success.  Previously, McClain was President and Executive
Creative Director of the Bloom Agency-Dallas, a $110 million
agency that he joined in 1984.  He also held the position of
Executive Vice President and Executive Creative Director of
Leber Katz Partners in New York from 1978-1984. Throughout his
advertising career, McClain has contributed to the success of
some of the world's leading brands such as American Airlines,
Bank of America, IBM, Nationwide Insurance, Nortel Networks and
Verizon.

"We are happy to have Mr. McClain on our board," said N. Ross
Buckenham, president and CEO of WebLink Wireless.  "He will be a
great source of knowledge and experience as we redirect the
company and continue to lead the wireless data industry."

WebLink Wireless, Inc., a leader in the wireless data industry,
operates the largest ReFLEX network in the United States.  The
Dallas-based company provides 2way wireless messaging, wireless
email, mobile Internet information, customized wireless business
solutions, telemetry, and paging to more than 1.5 million
business and retail customers.  WebLink Wireless is the
preferred wireless data network provider for many of the largest
telecommunication companies in the U.S. who resell services
under their own brand names. WebLink's reliable multicast
network covers approximately 90 percent of the U.S. population
and, through roaming agreements, extends throughout most of
North America.  For more information on WebLink Wireless please
visit http://www.weblinkwireless.com


WILLIAMS CONTROLS: Posts Improved Results in December Quarter
-------------------------------------------------------------
Williams Controls, Inc. (OTC Bulletin Board: WMCO) announced its
results for the first quarter of fiscal 2002 ended December 31,
2001. Net sales for the first quarter decreased 24% to
$11,419,000 compared to $14,979,000 reported in the first
quarter of fiscal 2000. The net sales decline was partly the
result of the closure of the Company's plastic injection molding
subsidiary, Premier Plastics Technology (PPT) late in the second
quarter of fiscal 2001, and the sale of the Company's global
positioning subsidiary, GeoFocus, in the third quarter of fiscal
2001, both of which reduced sales 15.5%.  The remainder of the
sales decline was due to reduced volumes in the Company's
natural gas conversion kit subsidiary and a slight overall
reduction in sales volumes in the automotive and heavy truck
industries.

The net loss allocable to common shareholders was $906,000 in
the quarter ended December 31, 2001 compared to a net loss
allocable to common shareholders of $4,641,000 during the
comparable period one year ago.

Included in the fiscal 2002 first quarter results was a $417,000
gain from discontinued operations from an exchange of an
agricultural equipment segment building for debt.  Included in
the fiscal 2001 first quarter results was a $1,996,000 loss on
impairment of assets related to PPT.

Gross margins improved 14.3% to $2,691,000 in the first fiscal
quarter of 2002 over the corresponding period last year,
primarily due to the shut down of PPT.  Gross margins declined
slightly at the Company's Florida operations as a result of one-
time costs related to the consolidation of the Company's
Deerfield Beach, Florida production facility into its Sarasota,
Florida operations.  This consolidation of our Florida
operations will significantly reduce overhead costs and improve
production efficiencies.

Commenting on the quarter's results, Williams Controls'
President and CEO Thomas K. Ziegler said: "We have made
significant progress since this time last year by focusing on
the enhancement of our core business and eliminating those
operations that have been a drain on the Company's resources.  
Our primary business unit, heavy truck electronic throttle
controls, continues to be profitable in spite of the current
economic downturn."  Mr. Ziegler continued: "Although earnings
are still being adversely affected by costs incurred to
restructure the Company, and the expense of launching our new
automotive programs, these expenses have entered their final
phase and are scheduled to diminish as we continue into the
year.  The restructuring costs are already producing very
positive returns, and our investment in automotive electronic
throttle controls is on track to make a meaningful contribution
to earnings early next year."

Williams Controls is a designer, manufacturer and integrator of
sensors and controls for the transportation industry.  For more
information, you can find Williams Controls on the Internet at
http://www.wmco.com


WILLIAMS CONTROLS: AIP Inks Pact to Bring-In $10MM New Capital
--------------------------------------------------------------
Williams Controls, Inc. (OTC Bulletin Board: WMCO) announced
that it has signed a Letter of Intent (LOI) with American
Industrial Partners (together with its affiliates, AIP) which
provides for AIP to invest $10 million in the Company and for
Gene Goodson to join the Board of Directors as Chairman.  Gene
Goodson, a Director of AIP's Executive Officer Association and
Adjunct Professor in the University of Michigan Business School,
was formerly Chairman and CEO of Oshkosh Truck.

Pursuant to the LOI, the AIP investment will take the form of
convertible preferred securities with a non-cash accruing 15%
annual dividend.  The preferred securities will be convertible
into common shares at $0.85 per share.  Completion of the
proposed financing transaction is subject to a number of
conditions, including, without limitation, customary due
diligence and consent to the transaction by the holders of the
Company's outstanding convertible subordinated debt, secured
subordinated debt and Series A preferred stock.  Following
completion of a definitive agreement and upon closing of the
transaction, AIP will be entitled to hold a majority of seats on
the Company's Board of Directors.

Over the past 12 months, the Company has received numerous
letters of interest and offers to acquire or invest in its
various businesses.  After carefully considering the various
strategic alternatives available to the Company, the Company's
Board of Directors determined that its shareholders' interests
are best served by a financial restructuring of the Company, and
enabling the Company to continue the operations of its core
business.

Commenting on the proposed investment transaction, President and
CEO of Williams Controls, Thomas K. Ziegler said, "The Company
is delighted to have entered into this agreement with AIP.  Our
Board's decision to pursue this transaction is a departure from
the Company's previously announced plans to sell its remaining
businesses, and marks the first phase of a new financial
restructuring plan for the Company.  Our efforts to restructure
the operations of the Company during the past year have had a
dramatic effect on operating profits and cash flow, in spite of
difficult market conditions.  Our core business remains sound
and should improve as market conditions become more favorable.  
Our automotive operations are expected to achieve profitability
earlier than previously forecast, and we see a number of
opportunities for revenue growth in both our heavy duty truck
and automotive businesses."  Mr. Ziegler continued, "In addition
to the agreement with AIP, we have begun discussions with senior
bank lenders to obtain a fresh credit facility, and we have also
have opened discussions with the Company's existing preferred
shareholders and debenture holders in order to restructure our
debt obligations."  Ziegler added, "I expect that AIP's active
involvement in the Company will have a very positive effect on
the Company's operations and its prospects for future growth."

Kirk Ferguson, Managing Director of AIP stated, "This is a
classic AIP investment in a niche manufacturing business in an
industry known to us, where the expertise of our firm's
operating executives makes us an attractive partner for Williams
Controls.  We are impressed with Williams' market position in
its core truck electronic throttle control (ETC) business, and
are excited about the opportunities in off-highway and
automobile markets, which are beginning to convert from manual
to electronic throttle controls.  With Gene Goodson on board, we
look forward to helping the company streamline its corporate
strategy and focus its growth in areas that extend from its core
franchise."

Williams Controls is a designer, manufacturer and integrator of
sensors and controls for the transportation industry.  For more
information, you can find Williams Controls on the Internet at
http://www.wmco.com  

American Industrial Partners manages private equity funds that
have been investing in private and public companies since 1989.  
With over $1 billion in invested and committed capital in the
funds that it manages, AIP is actively investing its newly
raised third fund in middle market manufacturing and business
services companies, where it works collaboratively with
management teams to enhance operating performance and company
prospects.  AIP distinguishes itself from other private equity
funds through the deep operating expertise of its leadership
team made up of approximately twenty former Presidents and CEOs
of Fortune 200 companies, including such truck and automotive
related companies as Oshkosh Truck, Goodyear Tire and Rubber,
Tenneco Automotive and SANLUIS Corporacion.  For more
information, you can find American Industrial Partners on the
Internet at http://www.aipartners.com


WINSTAR COMMS: Trustee Engages Kaye Scholer as Chapter 7 Counsel
----------------------------------------------------------------
Christine C. Shubert, the chapter 7 trustee in the cases of
Winstar Communications, Inc., and its debtor-affiliates asks the
Court to approve her application to employ Kaye Scholer LLP as
her attorneys, nunc pro tunc to February 18, 2002.

The Trustee seeks to retain Kaye Scholer because the firm's
attorneys have extensive experience and knowledge in the field
of corporate reorganization and debtors' and creditors' rights.
Accordingly, the Trustee believes that Kaye Scholer is well
qualified to represent her in prosecuting these chapter 7 cases.
Kaye Scholer will provide counsel with respect to bankruptcy-
related issues and, to the extent required, will provide
services in other areas of law in which it has expertise.

Specifically, the Trustee will look to Kaye Scholer:

A. to provide legal advice with respect to the powers and duties
     of a trustee;

B. to prepare on behalf of trustee necessary applications,
     motions, answers, orders, reports, and other legal
     documents;

C. to analyze the Debtors financial condition in order to
     ascertain potential causes of action held by the Debtors'
     estates and whether such causes of action should be
     prosecuted by the Trustee;

D. to develop a strategy to maximize potential returns for the
     Debtors' estates and, in turn, their creditors;

E. to appear in court on behalf of the Trustee to prosecute the
     interests of the Trustee, the Debtors' estates and the
     creditors of the estates; and

F. to perform all other legal services required by the Trustee
     in these chapter 7 cases.

Sheldon L. Solow, Esq., a Kaye Scholer member, informs the Court
that the firm intends to apply for compensation for professional
services rendered in connection with these cases and for
reimbursement of actual and necessary expenses incurred, in
accordance with the applicable provisions of the Bankruptcy
Code, the Bankruptcy Rules, and the local rules and orders of
this Court. The attorneys presently designated to represent the
Trustee and their current standard hourly rates are:

      Sheldon L. Solow (Partner)           $590 per hour
      Richard G. Smolev (Partner)          $590 per hour
      Nicholas J. Cremona (Associate)      $335 per hour

Mr. Solow submits that other Kaye Scholer attorneys and
paraprofessionals will, from time to time, serve the Trustee in
connection with the matters herein described. The hourly rates
for Kaye Scholer attorneys and paraprofessionals are within the
following ranges:

      Partners                   $425 to $690
      Counsel                    $385 to $475
      Associates                 $215 to $430
      Paraprofessionals          $100 to $175

Kaye Scholer has also informed the Trustee that it is the firm's
policy to charge all of its clients for out-of-pocket expenses
incurred in connection with the client's case.

Mr. Solow assures the Court that Kaye Scholer:

A. does not hold or represent an interest adverse to the
     Debtors' estates;

B. is a "disinterested person" as defined by section 101(14) of
     the Bankruptcy Code; and

C. has no connection with the Debtors, their creditors or other
     parties-in-interest in these cases. (Winstar Bankruptcy
     News, Issue No. 24; Bankruptcy Creditors' Service, Inc.,
     609/392-0900)


WOLD NURSERY: Taps Hilco Merchant to Conduct Store GOB Sales
------------------------------------------------------------
Hilco Merchant Resources, a leading asset disposition company,
has been named as the consultant by the U.S. Bankruptcy Court in
the Western District of Texas to assist in the sale of
merchandise in eleven Wolfe Nursery stores located in Texas.
Sales are currently in process.

Wolfe Nursery, one of the largest independent nurseries in South
and Central Texas, cited competitive pressures, water
restrictions due to drought, the recession and the September 11
attack as circumstances that led to the Chapter 11 bankruptcy
filing.

"We are pleased to have been selected to help implement the
reorganization of Wolfe Nursery," stated Cory Lipoff, executive
vice president and principal of Hilco Merchant Resources. "We
look forward to a tremendous sale and to providing excellent
value to consumers."

Hilco Merchant Resources, LLC, is a leader in store closings and
the liquidation of retail merchandise. Over more than a quarter
century, the principals of Hilco Merchant Resources have closed
thousands of stores and disposed of retail inventories exceeding
$25 billion in value. Headquartered in Chicago, Hilco Merchant
Resources is part of the Hilco Trading Co. organization. Through
its operating units, Hilco provides a broad-spectrum of asset
repositioning services beyond retail liquidations, including
industrial inventory, machinery and equipment appraisals and
dispositions; retail and industrial real estate appraisals and
dispositions; accounts receivable portfolio acquisitions; bulk
acquisitions of wholesale inventory; and, debt and equity
financing. Hilco Trading Co. is also headquartered in Chicago
with offices in Boston, New York, Los Angeles, Miami, Detroit,
Toronto (through affiliate Danbury Sales) and London, England.
For information, visit http://www.hilcotrading.com  

List of the closing stores:

     Store Address                   City               State
     -------------                   ----               -----
     8701 Research Boulevard         Austin              TX
     901 Sam Bass Rd                 Round Rock          TX
     9455 IH-10 West                 San Antonio         TX
     3607 N. FM 1604 E.              San Antonio         TX
     3700 Broadway                   San Antonio         TX
     7007 San Pedro                  San Antonio         TX
     6714 South Flores               San Antonio         TX
     6214 N.W. Loop 410              San Antonio         TX
     1507 Ruiz                       San Antonio         TX
     4715 S. Lamar                   Sunset Valley       TX
     1134 Pat Booker Road            Universal City      TX


ZAP: Files for Voluntary Chapter 11 Reorganization in Santa Rosa
----------------------------------------------------------------
ZAP (Nasdaq:ZAPP) filed a voluntary petition for reorganization
under Chapter 11 of the U.S. Bankruptcy Code with the U.S.
Bankruptcy Court in Santa Rosa, California. The protection of
Chapter 11 allows ZAP to reorganize its business operations and
finances. The Company plans to use existing cash, revenue
generated from normal business activities, and the benefits of
relief opportunities provided by Chapter 11 to finance
operations through this period and to create new business
opportunities in 2002.

The Chapter 11 filing will be seamless to customers, who will
continue to receive products ordered without interruption. All
existing and future orders and warranties will be processed as
usual. Post-petition obligations to vendors will be paid
promptly in the normal course of business.

According to ZAP, "The decline in orders due to the current
economic situation coupled with the high cost associated with
protecting our patented technologies has taken a toll on our
business, and our current capital and expense structure cannot
absorb the shortfall without a restructuring. Due to the global
recession, foreign distributors have defaulted on payments and
order contracts. Furthermore, unforeseen delays from suppliers
hurt holiday sales. As a result, we are seeking the protection
and relief provided by Chapter 11 to allow us to continue to
serve customers while we stabilize the business and fully
explore other funding and business opportunities. This filing is
a proactive step for ZAP. We believe the filing is in the best
interests of the stakeholders of the Company. It provides the
opportunity to restructure our balance sheet, improve our
operations and position ourselves for the future while
continuing to serve customers with a full array of electric
vehicles.

"In recent months, ZAP has streamlined its employee workforce,
restructured its production and moved it to offshore contract
manufacturers in order to compete more effectively, and
developed new products and alliances. The opportunities afforded
ZAP through Chapter 11 give the Company the tools to accelerate
other components of its current restructuring plan, to decrease
its capital costs, and to greatly reduce its other costs of
operations. The Company is actively pursing two acquisitions
that if consummated, should provide growth and profits for the
Company."

The Company and its Board of Directors also announced the
appointment of Harry R. Kraatz as Chief Restructuring Officer, a
newly created position.  Mr. Kraatz, who is also a director, has
assisted the Company for the past few months with its efforts to
restructure its balance sheet, reduce costs and implement a
revised strategic plan. Mr. Kraatz also has experience in
the reorganization process and has served as the Responsible
Person, a Trustee, and a member of an unsecured creditor
committee.


ZAP: Chapter 11 Case Summary
----------------------------
Lead Debtor: ZAP
             aka
             ZapWorld.Com
             117 Morris St.
             Sebastopol, CA 95472

Bankruptcy Case No.: 02-10482

Type of Business: The Debtor makes electric bicycles,
                  tricycles, motorcycles, and motor scooters,
                  as well as kits for motorizing bikes and
                  trikes with battery power.

Chapter 11 Petition Date: March 01, 2002

Court: Northern District of California (Santa Rosa)

Judge: Alan Jaroslovsky

Debtors' Counsel: Michael C. Fallon, Esq.
                  Law Offices of Michael C. Fallon
                  100 E St. #220
                  Santa Rosa, CA 95404-4606
                  707-546-6770

Total Assets: $7,425,000 (as per SEC filing Form 10-QSB for the
               quarterly period ended September 30, 2001)  

Total Debts: $3,677,000 (as per SEC filing Form 10-QSB for the
              quarterly period ended September 30, 2001)


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

March 7-8, 2002
   RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
      Third Annual Conference on Healthcare Transactions
         The Millennium Knickerbocker Hotel, Chicago
            Contact: 1-800-726-2524 or ram@ballistic.com

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

March 14-15, 2002
   American Conference Institute
      Commercial Loan Workouts
         The New York Marriott Marquis in New York City
            Contact: 1-888-224-2480 or
                     www.americanconference.com

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

April 11-14, 2002
   NORTON INSTITUTES ON BANKRUPTCY LAW
      Norton Bankruptcy Litigation Institute II
         Flamingo Hilton, Las Vegas, Nevada
            Contact:  770-535-7722 or Nortoninst@aol.com

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

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

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

May 15-18, 2002
   Association of Insolvency and Restructuring Advisors
      18th Annual Bankruptcy and Restructuring Conference
         JW Marriott Hotel Lenox, Atlanta, GA
            Contact: (541) 858-1665 Fax (541) 858-9187 or
            aira@airacira.org

May 26-28, 2002
   International Bar Association
      International Insolvency 2002 Conference
         Dublin, Ireland
            Contact: Tel +44 207 629 1206 or member@int-bar.org
            or http://www.ibanet.org

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

June 20-21, 2002
   RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP
      Fifth Annual Conference on Corporate Reorganizations
         The Millennium Knickerbocker Hotel, Chicago
            Contact: 1-800-726-2524 or ram@ballistic.com

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

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

July 17-19, 2002
   Association of Insolvency and Restructuring Advisors
      Bankruptcy Taxation Conference
         Snow King Resort, Jackson Hole, WY
            Contact: (541) 858-1665 Fax (541) 858-9187 or
            aira@airacira.org

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

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

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

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

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

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

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

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

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

                          *********

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

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

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, Donnabel C. Salcedo, 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 $625 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 ***