TCR_Public/020319.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, March 19, 2002, Vol. 6, No. 55     

                          Headlines

ANC RENTAL: Seeks Okay to Hire Brown Brothers as Inv. Bankers
ADVANCED LIGHTING: Bear Stearns Ends Hellman Stock Forced Sales
AIR CANADA: Appoints Three New Executives to Support Strategies
AMERICAN AIRLINES: S&P Places BB Rated LA Bonds on Watch Neg.
AMRESCO: S&P Drops Class B-1F Certificates Junk Rating to D

ANCHOR GLASS: Two Weeks to Cerberus-Backed Chapter 11 Prepack
AREMISSOFT CORPORATION: Voluntary Chapter 11 Case Summary
AVAYA INC: S&P Assigns BB- Rating to Proposed $300MM Debt Issues
BANYAN STRATEGIC: Acquires Partner's Interest in Northlake Tower
BE INCORPORATED: Files Certificate of Dissolution in Delaware

BORDEN CHEMICALS: Court Okays PVC Plant Sale Bidding Protocol
BURLINGTON: Asks Court to Extend Exclusive Period to Sept. 16
CALL-NET: Names 3 Additional Appointees to Board of Directors
CHELL GROUP: Will Hold Annual Shareholders' Meeting this Month
CLAXSON INTERACTIVE: May Take Steps to Restructure Units' Debts

COMDISCO INC: Intends to Implement Claims Settlement Procedures
CONOCO CANADA: Completes $8.2M Senior Note Consent Solicitation
CONSECO FINANCE: Limited Financial Flexibility Concerns Fitch
CORAM HEALTHCARE: Court Appoints Arlin Adams as Chap. 11 Trustee
CROWN CORK: DebtTraders Sees Significant Value in Bonds

DOMAN INDUSTRIES: Dec. 31 Balance Sheet Upside-Down by $241MM
DOMAN INDUSTRIES: Misses Semi-Annual Payment on 8-3/4% Sr. Notes
DOMAN INDUSTRIES: S&P Junks Rating On Ongoing Liquidity Concerns
EVTC INC: Restructures Innovative Waste Tech. Asset Purchase
ENRON: Energy Debtor Intends to Sell Contracts to Constellation

ENTREPORT CORP: Fails to Meet AMEX Continued Listing Standards
EXODUS COMMS: MGE UPS Systems Wants Prompt Decision on Contract
FEDERAL-MOGUL: Wants Lease Decision Deadline Moved to October 1
GIMBEL VISION: Bob McInnes Resigns as Director Effective Mar. 13
GLOBAL CROSSING: Ray L. Olofson Sues Officers & Directors

GRAHAM PACKAGING: Selling 2 Italian Operations to Serioplast
GUILFORD MILLS: Wins Court Nod to Employ Togut Segal as Counsel
HQ GLOBAL: Seeks Approval to Obtain $30 Million DIP Facility
HAYES LEMMERZ: Gets OK to Hire Lazard Freres as Fin'l Advisors
HICKMAN EQUIPMENT: Court Taps PricewaterhouseCoopers as Receiver

ICG COMMS: Enters Bond & Letter of Credit Pact with Wells Fargo
IFCO SYSTEMS: Won't Make Interest Payment on 10-5/8% Sr. Notes
IT GROUP: Committee Signs-Up The Bayard Firm as Co-Counsel
IASIAWORKS INC: PricewaterhouseCoopers Bows-Out as Accountants
INTEGRATED HEALTH: Seeks Okay to Transfer Indianapolis Facility

INT'L FIBERCOM: Employing Gerard Klauer as Financial Advisor
KAISER ALUMINUM: Gains OK to Continue Workers' Compensation Plan
KAISER CENTER: Case Summary & 20 Largest Unsecured Creditors
KEYSTONE CONSOLIDATED: Exchange Offer for 9-5/8% Notes Expires
KMART CORP: Court Okays Rockwood Gemini as Real Estate Advisors

KMART CORP: Store Closure Drags GMAC Certificates Ratings Down
KMART CORP: Fitch Keeping Watch on Morgan Stanley Transactions
KMART CORP: Fitch Concerned About Impact on CSFB Transactions
KMART CORP: Deutsche Bank Alex. Brown Offering 25% for Claims
LERNOUT & HAUSPIE: Court Confirms Dictaphone's 3rd Amended Plan

LUMINANT WORLDWIDE: Plan of Reorganization Expected on April 6
MARINER POST-ACUTE: Court Okays CDL, P.C. as Debtor's Co-Counsel
MISSION RESOURCES: S&P Concerned About Deteriorating Liquidity
NATIONAL STEEL: Brings-In Lazard Freres as Investment Bankers
NATIONSRENT INC: Look for Schedules & Statements on March 19

NEOMEDIA TECH.: Violates Nasdaq Continued Listing Standards
PACIFIC GAS: Argues over Sovereign Immunity in 2nd Amended Plan
PENTON MEDIA: S&P Assigns B- Rating to $50M Senior Secured Notes
PINNACLE HOLDINGS: Fails to Make Payment on 5.5% Conv. Notes
POLYMER GROUP: Commences Fin'l Workout to Reduce Debt by $550MM+

SHARON STEEL: Today Should be the End of an Eight-Year Case
SILVERLEAF RESORTS: Defaults on 10.5% Senior Subordinated Notes
STARTEC GLOBAL: UK Unit Enters into Voluntary Administration
STRATUS SERVICES: Sets Annual Shareholders' Meeting for Mar. 28
TECSTAR: Wins Court Nod to Employ Donlin Recano as Claims Agent

TELENETICS CORP: Annual Shareholders' Meeting Set for May 15
TOWER AUTOMOTIVE: S&P Downgrades Corporate Credit Rating to BB
TWINLAB CORP: Receives Amendment to Revolving Credit Facility
USG: Prudential Seeks Stay Relief to Pursue Appeal vs. Debtors
W.R. GRACE: Seeks Court Approval of Proposed Litigation Protocol

WILLIAMS SCOTSMAN: S&P Rates $500M & $200M Secured Loans at BB-
WOLVERINE TUBE: S&P Concerned About Weakening Cash Flow Measures

* Full-Day Asbestos Seminar in New York City on March 26

                          *********

ANC RENTAL: Seeks Okay to Hire Brown Brothers as Inv. Bankers
-------------------------------------------------------------
ANC Rental Corporation, and its debtor-affiliates ask the Court
for permission to employ and retain Brown Brothers Harriman &
Co. as investment bankers, nunc pro tunc to December 27, 2001.

Wayne Moor, the Debtors' Senior Vice President and Chief
Financial Officer, tells the Court that ANC selected Brown
Brothers, with the support of the Official Committee of
Unsecured Creditors, because the Firm specializes in financial
advisory work in corporate restructurings and distressed
situations including assets sales, mergers and dispositions.  
Moreover, Brown Brothers is a recognized leader in restructuring
because of its innovative solutions to complex financial
restructurings.  In addition, Brown Brothers has acquired
knowledge and understanding of the Debtors' businesses in the
short time span they've been working with the Debtors.

Mr. Moor informs the Court that Brown Brothers:

A. To the extent it deems necessary, appropriate and feasible,
       familiarize itself with the business operations,
       properties, financial condition and prospects of the
       Debtors;

B. Analyze the Debtors' financial liquidity and financing
       requirements;

C. Evaluate the Debtors' debt capacity and alternative capital
       structures;

D. Advise the Debtors and provide strategic financial analysis
       with respect to their alternatives, including the
       formulation of and implementation of a restructuring or
       sale;

E. Advise and assist the Debtors in developing, identifying and
       evaluating any proposed restructuring, financing or sale;

F. Advise and assist the Debtors in obtaining DIP financing and
       its attendant amendments and extensions;

G. Assist the Debtors in the preparation of marketing materials
       including offering memoranda, management presentations to
       assist potential investors or acquirers in a business and
       financial evaluation of the Debtors or their assets;

H. Assist the Debtors' management in preparing for and engaging
       in direct discussions with potential investors and
       acquirers concerning the business and financial
       performance and prospects of the Debtors;

I. If the Debtors determine to consider or undertake a
       restructuring and financing, advise and assist the
       Debtors in structuring and effecting such a transaction
       or transactions;

J. Advise with respect to the value and terms of securities
       offered by the Debtors in connections with a
       restructuring or financing;

K. Assist in the development of a negotiating strategy and if
       requested by the Debtors, assist in negotiations with the
       Debtors' creditors and other interested parties with
       respect to a potential restructuring, financing or sale;

L. Advise and assist in the formulation of an effective strategy
       and means for effecting a restructuring plan or financing
       on an advantageous basis, including assistance in the
       selection of one or more placement agents with respect to
       the placement of asset-backed debt financing;

M. If the Debtors determine to consider a sale, provide
       financial advise and assistance to the Debtors in
       connection with any proposed or potential sale, including
       identifying potential acquirers, and at the Debtors'
       request, contacting such potential acquirers;

N. Advise as to the probable valuation range obtainable from any
       sale under current market conditions;

O. Assist the Debtors in assessing the respective interest of
       potential investors or acquirers in consummating a
       financing or sale involving the Debtors;

P. Assist the Debtors in preparing various supplementary
       material that potential investors or acquirers might
       reasonably request in connection with a financing or
       sale;

Q. If requested, prepare and deliver to the Debtors customary
       fairness opinions in connection with any proposed or
       potential sale; and

R. Provide such other advisory services as are customarily
       provided in connection with the analysis and negotiation
       of a restructuring plan, financing or sale as reasonably
       requested by the Debtors.

John P. Molner, General Partner and head of the Corporate
Finance/Mergers & Acquisitions Department at Brown Brothers
Harriman & Co., relates that Brown Brothers will receive a
monthly advisory fee of $200,000 per month from December 27,
2001 through April 26, 2002 and $150,000 per month from April
27, 2002 until the engagement terminates.

Brown Brothers will also be entitled to a Transaction Fee in the
event of either a sale or restructuring.

In the event of a Sale, Mr. Molner discloses that a Transaction
Fee will be equal to:

   2.000% of the first $75,000,000 of aggregate value
                       (for a maximum of $1,500,000), plus

   1.500% of aggregate value between $500,000,000 and
                        $600,000,000
                       (for a maximum of $1,500,000), plus

   1.125% of aggregate value between $600,000,000 and
                        $955,000,000
                       (for a maximum of $4,000,000).

In the event of a Restructuring, the Transaction Fee will be
equal to $1,500,000.

Mr. Molner assures the Court the firm does not have any
relationships with parties-in-interest in these cases that are
adverse to the Debtors.  However, Mr. Molner discloses that
Brown Brothers and its affiliates previously provided investment
services unrelated to the Debtors to Federal Express, Lucent
Technologies, Michelin America, Northwest Airlines, United
Airlines, US Airways, Hewlett Packard, Amerada Hess, AT&T,
Arthur Andersen, Lexington Insurance, Lumbermans Mutual
Casualty, Allianiz Insurance Company, Continental Causality,
Commerce and Industry Insurance, Walt Disney Co., General
Motors, Star Excess Liability Insurance, Liberty Mutual Fire
Insurance, New Hampshire Insurance Co., Paul Hastings Janofsky &
Walker. The firm also previously maintained, or may from time to
time maintain, wholesale banking relationships, including
foreign exchange, letters of credit and nostro accounts, with
AMBAC, Bank of Austria Creditanstalt, Bank of Montreal, Bank of
New York, Bank of Nova Scotia, Bank of Tokyo Mitsubishi, Bank of
Brussels Lambert, BNP Paribas, Capital Bank, Chase Manhattan,
Credit Industriel et Commercial, Citibank, Congress Financial,
Credit Agricole, Credit Suisse First Boston, Deutsche Banc,
First Union National Bank, Fleet Bank, General Motors, Heller
Financial, Lehman Brothers, Lombard (now World Bank of
Scotland), MBIA, Natwest (now World Bank of Scotland), Nesbitt
Burns, Provident, Rabobank, RZB Finance LLC (Raiffenissen
Zenitralbank Ossterreich AG), Summit, Textron, and United
Dominion Trust. Brown Brothers and its affiliates may from time
to time provide, or previously provided, Portfolio Management
services to Lawrence J. Ramaekers, Continental Life Insurance
and Essex and General Insurance Co. Ltd. (ANC Rental Bankruptcy
News, Issue No. 10; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


ADVANCED LIGHTING: Bear Stearns Ends Hellman Stock Forced Sales
---------------------------------------------------------------
Advanced Lighting Technologies, Inc. (Nasdaq: ADLT) announced
the end of forced sales of ADLT common stock to satisfy margin
loans of Wayne R. Hellman, the Company's Chairman and CEO.  The
Company has been informed by Bear Stearns that the entire
outstanding amount of the only remaining margin loans secured by
Mr. Hellman's stock has been paid.  Bear Stearns also stated
that it had made forced sales of 106,400 shares of Mr. Hellman's
stock from February 28, 2002, the date of Mr. Hellman's latest
report to the SEC, through March 13, 2002. As a result of these
sales, Mr. Hellman owns approximately 601,500 shares
individually, and has the power to vote a total of approximately
1,995,900 shares (or 7.5% of the voting power of the Company).  
Although no report is due to be filed with the Securities and
Exchange Commission until April 10, the Company expects that Mr.
Hellman will report these sales as soon as practicable.

Mr. John Breen, Chairman of the Executive Committee of the ADLT
Board, commented, "It is very unfortunate that Bear Stearns felt
it necessary to liquidate so many of Mr. Hellman's shares at
distressed prices.  However, the Board and Mr. Hellman believe
that the end of these forced sales will be good for the Company
and its shareholders.  Mr. Hellman has agreed not to obtain
margin loans secured by his ADLT stock without the consent of
the Board, so we do not expect the situation to arise again."

Advanced Lighting Technologies, Inc. is an innovation-driven
designer, manufacturer, and marketer of metal halide lighting
products, including materials, system components, systems and
equipment.  The Company also develops, manufactures and markets
passive optical telecommunications devices, components and
equipment based on the optical coating technology of its wholly
owned subsidiary, Deposition Sciences, Inc.

                          *   *   *

As reported in the Feb. 15, 2002, edition of Troubled Company
Reporter, Standard & Poor's lowered its corporate credit rating
on Advanced Lighting Technologies Inc., a designer,
manufacturer, and marketer of metal halide lighting products, to
triple-'C'-plus from single-'B' due to increased financial risk.
At the same time, all ratings were removed from CreditWatch
where they were placed December 19, 2001. The Solon, Ohio-based
company has about $135 million in debt. The outlook is negative.

"The downgrade is based on ADLT's weaker-than-expected operating
performance, significantly deteriorating credit protection
measures, a heavy debt burden, and very constrained liquidity,"
said Standard & Poor's credit analyst Brian Janiak.


AIR CANADA: Appoints Three New Executives to Support Strategies
---------------------------------------------------------------
Air Canada President and Chief Executive Officer, Robert Milton,
announced three key executive appointments designed to support
the airline's strategic business objectives.

Commenting on the appointments, Milton said: "We are extremely
pleased to welcome aboard three individuals who have proven
track records in their respective fields. I am confident they
will strengthen our team as we move forward with our strategy
and continue to respond to the changing marketplace." Air
Canada's focus has been to strengthen and diversify the
various products, services and brands within the company's
portfolio. Air Canada has recently launched several new
initiatives including Tango, Air Canada Jetz and destina.ca
while continuing to strengthen its existing businesses that
include the mainline airline, Air Canada Regional, Aeroplan,
Air Canada Technical Services and Air Canada Vacations.

Montie Brewer, formerly Senior Vice President Planning at United
Airlines, joins Air Canada as Executive Vice President,
Commercial. He will be responsible for all commercial aspects of
Air Canada including Tango, Air Canada Jetz, Air Canada
Vacations, as well as new businesses, and will oversee network
planning, marketing and scheduling. Brewer brings more than 20
years of aviation experience, during which time he planned and
developed over 20 hub operations worldwide, managed low cost
airline operations as president of United Shuttle and
successfully restructured the route networks of three carriers.
His appointment is effective April 1, 2002. He will be located
at the airline's Montreal headquarters.

Allister Paterson, formerly Executive General Manager Commercial
at Air New Zealand, joins Air Canada as President and Chief
Operating Officer of the airline's wholly owned subsidiary, Air
Canada Vacations, a major Canadian tour operator. Prior to
assuming overall commercial responsibilities for Air New
Zealand, including network and product development, marketing,
sales and alliances, Paterson held the position of Vice
President Sales North America for Canadian Airlines for 7 years.
His appointment is effective April 1, 2002. He will be based in
Toronto.

Kevin Howlett joins Air Canada as Vice President Labour
Relations. Previously, he was Vice President Labour Relations at
the airline's wholly owned regional airline subsidiary, Air
Canada Regional, where he was responsible for all aspects of
human resources, labour relations and corporate safety. Prior to
this, Howlett held the position of Vice President Labour
Relations with Canadian Airlines for 12 years. His appointment
is effective immediately.

Canada is the national anthem; Air Canada, the national airline.
The dominant carrier in Canada, it directly serves about 150
destinations, mainly in Canada and the US, with a fleet of more
than 240 planes and about 135 regional aircraft. It expanded in
2000 with the acquisition of Canadian Airlines, which had been
its main domestic rival. Air Canada has combined its three
regional airlines -- Air Nova, Air Ontario, and AirBC -- into a
single subsidiary, Air Canada Regional. Through the Star
Alliance, led by UAL's United Air Lines, Air Canada reaches more
than 800 destinations in 130 countries. The company has
announced plans to cut 7,500 jobs in response to higher fuel
costs and a slowdown in business travel resulting from terrorist
attacks in the US.

As reported in the December 4, 2001, edition of Troubled Company
Reporter, Standard & Poor's downgraded its senior unsecured debt
rating for Air Canada to 'B' from 'B+', reflecting reduced asset
protection for unsecured creditors and application of revised
criteria for "notching" down of such debt ratings based on the
proportion of secured debt in a company's capital structure.

According to the report, the rating actions did not indicate a
changed estimate of default risk, but rather poorer prospects
for recovery on senior unsecured obligations if the affected
airline were to become insolvent.


AMERICAN AIRLINES: S&P Places BB Rated LA Bonds on Watch Neg.
-------------------------------------------------------------
Standard & Poor's said it assigned its double-'B' rating to the
$298.2 million Regional Airports Improvement Corporation
Facilities Sublease Revenue Bonds, series 2002A-1, 2002B, and
2002C, financing American Airlines Inc.'s (BB/Watch Neg/--)
Terminal 4 project at Los Angeles International Airport, and
placed the ratings on CreditWatch with negative implications.

"The rating is equivalent to American Airlines' corporate credit
rating, because American is obligated under a lease to pay
rentals that will cover bond principal and interest," said
Standard & Poor's credit analyst Philip Baggaley. The rating is
placed on CreditWatch because the ratings for American are
currently on CreditWatch. The bonds benefit also from a guaranty
by American's parent AMR Corp. (BB/Watch Neg/--), but this is
not viewed as the primary source of credit support, as a
guaranty is a senior unsecured obligation and AMR's senior
unsecured debt is rated double-'B'-minus. The bonds refinance
$33.5 million debt issued in connection with a 1984 project and
fund new projects at American's Los Angeles International
Airport Terminal 4.

Ratings of AMR Corp., and its principal operating subsidiary,
American Airlines Inc., remain on CreditWatch with negative
implications, where they were placed September 13, 2001 (along
with those of other U.S. airlines). The corporate credit ratings
of each were downgraded to current levels September 20, 2001.
Ratings are supported by a solid competitive position, an eroded
but still better-than-average balance sheet, and satisfactory
financial flexibility in the form of cash, bank lines, and
unsecured assets. These positives are more than offset by
substantial financial damage and ongoing risks relating to the
industrywide crisis since September 11, 2001, and fairly high
operating costs that could increase further with an upcoming
pilot contract likely to be negotiated later in 2002. American,
with the April 2001 acquisition of the assets of Trans World
Airlines Inc., surpassed United Air Lines Inc. as the world's
largest airline. American has an extensive route network: the
largest in the U.S. domestic market, by far the largest in Latin
America, and one of the largest on routes to Europe, though with
a more limited presence in the Asia/Pacific region.

AMR reported a substantial fourth-quarter 2001 net loss ($734
million before federal cash grants and other special items; $798
million including such items). The fourth-quarter loss brought
AMR's full-year deficit to $1.4 billion before special items
($1.8 billion after such items). However, as at other U.S.
airlines, revenue generation is gradually improving from a
September 2001 low point. AMR's daily cash operating loss, which
averaged $8.5 million to $9 million during the fourth quarter,
had declined to an average of $6 million by December. Liquidity
remains satisfactory, with a year-end cash balance of $3
billion, an undrawn $1 billion bank line arranged in January
2002, and $6 billion of unsecured aircraft. Ongoing cash drain
and liquidity initiatives have lifted total debt to about $20
billion, from $14 billion at year-end 2000. Lease-adjusted net
debt to capital is about 76% as of December 31, 2001 (versus 66%
a year earlier), still one of the industry's better leverage
ratios.


AMRESCO: S&P Drops Class B-1F Certificates Junk Rating to D
-----------------------------------------------------------
Standard & Poor's lowered its rating on AMRESCO Residential
Securities Corp. Mortgage Loan Trust 1998-1's class B-1F
mortgage loan pass-through certificates to 'D' from triple-'C'.
Class B-1F is part of the fixed-rate loan group in this
transaction. Concurrently, ratings are affirmed on all other
classes of AMRESCO 1998-1.

The lowered rating on the class B-1F certificates reflects the
fact that the class has suffered principal write-downs of
$441,309.53 as of February 2002. The class B-1F certificates
were protected from losses by excess interest cash flow and
overcollateralization. Currently the overcollateralization has
been exhausted, and monthly excess interest cash flow, currently
$362,365 and declining, has not been sufficient to cover
realized losses. Monthly losses averaged $607,264 during the
past three months. It is anticipated that future potential
losses will be realized from the $13.4 million in foreclosure
and REO volume reported in the February 2002 distribution
report.

The affirmed ratings on all of the other AMRESCO 1998-1
certificates reflect the adequate credit support provided to
each of the classes, despite the pool's poor performance. In
each case, the credit support for each class has increased from
its original percentage. The more senior certificates are
benefiting from the shifting interest support feature in this
transaction. The subordinate certificates continue to represent
a larger portion of the transaction, resulting in greater
support percentages for the rated certificates. Class M-2F, the
next class senior to class B-1F, enjoys credit support of
$15,672,771 in subordination and $3,538,935 in 12-month
projected excess interest, which Standard & Poor's believes is
presently adequate to protect the certificate holders from
future losses. Currently, approximately 20.90% of the unpaid
pool principal balance is delinquent, with approximately 16.49%
seriously delinquent (that is, 90-plus days, foreclosure, and
REO). Cumulative realized losses total approximately 5.66% of
the issued amount.

At issuance, the mortgage collateral backing all of the AMRESCO
1998-1 certificates consisted of 15- to 30-year, fixed-rate,
subprime loans secured by first liens on owner-occupied, single-
family detached residential properties.

                    Rating Lowered

     AMRESCO Residential Securities Corp. Mtg. Loan Tr 1998-1
               Mortgage loan pass-thru certs

                                   Rating
                     Class    To        From
                     B-1F     D         CCC

                   Ratings Affirmed

     AMRESCO Residential Securities Corp. Mtg. Loan Tr 1998-1
               Mortgage loan pass-thru certs

                    Class   Rating
                    A-3     AAA
                    A-4     AAA
                    A-5     AAA
                    A-6     AAA
                    M-1F    AA
                    M-2F    A
                    M-1A    AAA
                    M-2A    A
                    B-1A    BBB-
               
DebtTraders reports that Amresco Inc.'s 10% bonds due 2004
(AMMB04USR1) are trading between 23 and 26.5. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=AMMB04USR1
for real-time bond pricing.


ANCHOR GLASS: Two Weeks to Cerberus-Backed Chapter 11 Prepack
-------------------------------------------------------------
Anchor Glass Container Corporation announced that it had entered
into a definitive agreement with Cerberus Capital Management
L.P. pursuant to which Cerberus will invest $100 million of new
capital in Anchor ($80 million of which will be in the form of
equity capital) and Anchor will effect a significant
restructuring of its existing debt and equity securities.  

The proposed plan of reorganization will result in Anchor's
existing senior bank facility being replaced in its entirety by
a new $100 million credit facility, Anchor's first mortgage
notes remaining outstanding and being paid an amount to
compensate them for their waiver of certain change of control
provisions, Anchor's unsecured notes being repaid in cash at
100% of their principal amount, Anchor's Series A Preferred
Stock (which has a current accrued liquidation value of
approximately $82 million) receiving a cash distribution of
$22.5 million and Anchor's Series B Preferred Stock (which has a
current accrued liquidation value of approximately $106 million)
receiving a cash distribution of $3.0 million.   All of Anchor's
other unaffiliated creditors, including trade creditors, will be
unimpaired and be paid in full in the ordinary course.  Anchor's
outstanding Common Stock will be cancelled and receive no
distribution under the plan.

The plan will be effected through a "pre-arranged" case under
Chapter 11 of the Bankruptcy Code.  It is anticipated that
Anchor will commence the formal bankruptcy proceeding within the
next two weeks.

The closing of the transactions is subject to a number of
conditions, including the confirmation of a plan of
reorganization by the United States Bankruptcy Court, the
absence of any material adverse change in the business of
Anchor, the settlement of a shareholder derivative action
currently pending in Delaware Chancery Court, receipt of any
required governmental approvals and third party consents and
other closing conditions.

In connection with the proposed plan, Anchor will not make the
interest payment on its senior unsecured notes due March 15 or
the interest payment on its first mortgage notes due April 1,
although all accrued interest on the first mortgage notes will
be paid upon confirmation of the plan.

Rick Deneau, the President and Chief Operating Officer of
Anchor, stated that "the Cerberus agreement is an important
milestone for Anchor and will allow us to complete the
significant financial restructuring that was necessary for
Anchor.  The transaction will remove a significant amount of
indebtedness from Anchor's balance sheet and will put Anchor on
a solid financial footing to continue as one of the leading
glass manufacturers in the United States.  The management of
Anchor is delighted to have Cerberus as our new equity owner and
to remove the uncertainty that has been associated with Anchor
over the past twelve months."

Merrill Lynch & Co. acted as exclusive financial advisor to
Anchor in connection with the proposed transaction.


AREMISSOFT CORPORATION: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: AremisSoft Corporation
        dba Juno Acquisitions, Inc.
        Two Meridian Crossings, Suite 800
        Minneapolis, Minneapolis 55423

Bankruptcy Case No.: 02-32621

Type of Business: The Debtor develops enterprise resource
                  planning (ERP) software for midsized
                  companies in the manufacturing (35% of
                  sales), health care, hospitality, and
                  construction industries. Its ERP applications
                  automate and manage such processes as
                  accounting, customer service, and sales and
                  marketing for BAE SYSTEMS, Regal Hotel
                  International, Ericsson, and other customers.

Chapter 11 Petition Date: March 15, 2002

Court: District of New Jersey (Newark)

Judge: Rosemary Gambardella

Debtors' Counsel: Paul R. DeFilippo, Esq.
                  Gibbons, DelDeo, Dolan, Griffinger et al
                  One Riverfront Plaza
                  Newark, New Jersey 07102-5497
                  973-596-4500


AVAYA INC: S&P Assigns BB- Rating to Proposed $300MM Debt Issues
----------------------------------------------------------------
On March 15, Standard & Poor's assigned a `BB-` rating to Avaya
Inc.'s proposed $300 million senior secured notes due 2009.
Proceeds of the notes will be used to fully repay all amounts
outstanding in the company's revolving credit agreement, with
the remaining proceeds used for general corporate purposes.

The notes are secured by a second priority security interest in
the stock of most of the company's domestic subsidiaries, 65% of
the stock of a foreign subsidiary which holds the company's
foreign intellectual property rights, and substantially all of
the company's domestic non-real property assets. The security
interest in the collateral securing the notes will be
subordinated to the security interest in the collateral securing
the company's obligations to the lenders under its credit
agreement.

The company has about $1.5 billion in debt and capitalized
operating leases outstanding.

At the same time, Standard & Poor's affirmed its other ratings
on Basking Ridge, New Jersey-based Avaya, the leading supplier
of enterprise voice communications equipment. The outlook is
negative.

Ratings continue to reflect the company's good position in the
enterprise voice networking industry, ongoing maintenance
revenues from its large installed base, and the company's
conservative financial practices, as well as industry trends
toward an open, combined voice- and data-communications
architecture.

Avaya anticipates that revenues for the March 2002 quarter will
decline about 4% sequentially and will be about 33% below the
year-ago period. Weak revenues are likely to persist over the
intermediate term as the company's enterprise customer base
continues to defer the largely discretionary purchase of new
communications equipment. Avaya's cost structure entails
substantial field support operations, which are necessary to
maintain customer satisfaction, as well as high R&D expenditures
essential to the development of successor product lines.

As business conditions weakened in 2001, the company undertook
cost-reduction actions. While EBITDA was $212 million in the
strong March 2001 quarter, profitability dwindled thereafter, to
only $39 million in the December quarter. EBITDA for calendar
year 2001 was $565 million. Pro forma debt (including $538
million capitalized operating leases and $200 million
securitized trade receivables) to EBITDA was about 2.7 times for
the year.

EBITDA for the March 2002 quarter is expected to be $30 million
to $50 million, as weak conditions persist. Covenants in the
revolving credit agreement call for minimum EBITDA of $20
million for the quarter ending March 31, 2002; $80 million for
the two quarters ending June 30, 2002; $180 million for the
three quarters ending Sept. 30, 2002; $300 million for calendar
2002, and $400 million for each four-quarter period thereafter.
The company had announced plans in January to reduce annualized
costs $180 million to $200 million to help meet these
requirements, even if revenues do not grow materially. Still,
further revenue declines could affect the company's ability to
meet these financial covenants. EBITDA calculations exclude
certain restructuring charges.

Operating cash flows were negative $92 million in the December
quarter. Avaya retains sufficient intermediate term financial
flexibility, with $452 million cash pro forma for a new sale of
common stock to Warburg Pincus Equity Partners and a planned
public equity offering and nearly $1 billion available in its
recently renegotiated $1.25 billion revolving credit agreement
at Dec. 31, 2001. The company intends to divest its connectivity
solutions business, whose revenues were $1.3 billion in the
fiscal year ended September 30, 2001. The unit's revenues and
profitability have also been substantially affected by economic
conditions. Nevertheless, sale of the connectivity business is
expected to generate significant proceeds, further bolstering
Avaya's balance sheet, although the size of the revolving credit
agreement would be somewhat reduced.

Consistent with Standard & Poor's non-investment-grade notching
practices, the company's outstanding senior unsecured debt is
rated two notches below the secured revolving credit agreement.

                            Outlook

If Avaya does not materially strengthen its operating
profitability, ratings could be lowered in the next few
quarters.


BANYAN STRATEGIC: Acquires Partner's Interest in Northlake Tower
----------------------------------------------------------------
Banyan Strategic Realty Trust (Nasdaq: BSRTS) announced that it
has acquired the interests of its partner, M & J Wilkow, Ltd.,
in the Northlake Tower Festival Mall in Atlanta, Georgia.  The
shopping center was previously owned by Banyan and affiliates of
Wilkow in a joint venture.  In addition, Banyan announced that
the property manager has been changed from M & J Wilkow, Ltd. to
Spectrum Cauble Management, LLC of Atlanta, Georgia.

The purchase price paid to Wilkow by Banyan was $1.3 million,
adjusted by certain prorations and credits.  Wilkow had an
approximate 20% interest in the property's cash flow and an
approximate 30% interest in its capital proceeds.

The Northlake Tower Festival Mall is a 304,000 square foot power
center located in the northeast Atlanta suburb of Tucker.  It is
occupied by 41 retail tenants including Toys R Us, AMC Theaters,
PetSmart and Office Max. The center is currently 97 % leased.

Commenting upon the acquisition, Banyan's Interim President and
Chief Executive Officer, L.G. Schafran, said, "In keeping with
the Trust's Plan of Termination and Liquidation adopted in
January of 2001, we have acquired full control over our
Northlake Property.  We believe this acquisition will allow us
to better position the asset for sale.  We have had a long and
prosperous relationship with M & J Wilkow and are grateful for
their contribution to the success of this asset."

Banyan noted that its other two assets, 6901 Riverport Drive in
Louisville, Kentucky and University Square in Huntsville,
Alabama, remain under separate contracts of sale to third
parties.  The closings on those two properties, if the contracts
are not terminated pursuant to various purchaser rights, are
scheduled to occur in the second calendar quarter.

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 (the subject matter of this Press Release);
Huntsville, Alabama (which is the subject matter of  the Trust's
press release of March 4, 2002); 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 INCORPORATED: Files Certificate of Dissolution in Delaware
-------------------------------------------------------------
Be Incorporated (Nasdaq:BEOS) announced that it has voluntarily
delisted from, and will no longer be traded on, the Nasdaq
National Market. Also, Be filed 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. The record date, for purposes of determining the
stockholders that will be eligible to participate in the final
distribution of Be's assets, if any, was set as March 15, 2002.
Be's stock transfer books were closed as of the end of trading
on March 15, 2002, and it has ceased recording transfers of
shares of its common stock.

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 at the time of closure of its stock
transfer books on the record date, March 15, 2002.

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. Be can be found on the Web
at http://www.beincorporated.com


BORDEN CHEMICALS: Court Okays PVC Plant Sale Bidding Protocol
-------------------------------------------------------------
Borden Chemicals and Plastics Operating Limited Partnership
(BCP) announced that the United States Bankruptcy Court for the
District of Delaware has approved the bidding process for BCP's
polyvinyl chloride (PVC) plant in Illiopolis, Illinois. As
previously announced, BCP has executed an asset purchase
agreement with Formosa Plastics Corporation, Delaware (Formosa)
for the assets and operations of the plant.

Under the approved bid procedures and auction process, other
interested parties may submit competing bids by 4:00 p.m., March
21, 2002, through BCP's investment banker, Taylor Strategic
Divestitures, Washington DC. If competing bids are determined to
be fully binding commitments that comply with the court-approved
procedures, an auction will be held for qualified bidders on
March 25, 2002. A hearing will follow on March 27, 2002, to
obtain court approval of the highest and best offer.

BCP and its subsidiary, BCP Finance Corporation, filed voluntary
petitions for protection under Chapter 11 of the U.S. Bankruptcy
Code on April 3, 2001. BCP Management, Inc. (BCPM), the general
partner of BCP, and Borden Chemicals and Plastics Limited
Partnership (BCPLP), the limited partner of BCP, were not
included in the Chapter 11 filings.

DebtTraders reports that Borden Chemical & Plastics' 9.500%
bonds due 2005 (BCPU05USR1) (an issue in default) are quoted at
a price of 5. For real-time bond pricing, see
http://www.debttraders.com/price.cfm?dt_sec_ticker=BCPU05USR1


BURLINGTON: Asks Court to Extend Exclusive Period to Sept. 16
-------------------------------------------------------------
Burlington Industries, Inc., and its debtor-affiliates seek the
Court's approval to:

  (i) extend the period during which the Debtors have the
      exclusive right to file a plan or plans of reorganization
      by approximately six months, through and including
      September 16, 2002; and,

(ii) extend the period during which the Debtors have the
      exclusive right to solicit acceptances through and
      including November 15, 2002.

Paul N. Heath, Esq., at Richards, Layton & Finger, in
Wilmington, Delaware, reports that the Debtors have faced
increasing financial stress prior to the Petition Date --
despite their integrated operations, diverse product lines,
valuable brand names, strong market presence and proactive pre-
petition restructuring efforts.  Since the Petition Date, Mr.
Heath relates that majority of the Debtors' time and efforts
have been devoted to stabilizing their business operations and
completing the transition to operations in chapter 11.  The
Debtors have been working diligently to achieve these tasks
through:

  (i) the implementation of the various forms of relief granted
      by this Court on the Petition Date to allow the Debtors to
      maintain business as usual to the fullest extent possible;

(ii) the retention of professionals necessary to the Debtors'
      reorganization efforts;

(iii) the negotiation, documentation and approval of the
      Debtors' post-petition financing facility and the
      resolution of related issues with certain of the DIP
      Facility lenders;

(iv) the approval and implementation of a key employee
      retention program to stabilize the Debtors' workforce;
      and

  (v) the completion of the complex and time-consuming process
      of preparing and filing the Debtors' schedules of assets
      and liabilities and statements of financial affairs.

Mr. Heath further reports about the Debtors' development of a
business model designed to strengthen their core business
operations and overall profitability going forward.  "This new
business model forms the basis of the Strategic Business Plan,"
Mr. Heath adds.

Mr. Heath asserts that in light of the Debtors' substantial
progress on the Strategic Business Plan and other key issues, an
extension of the Exclusive Periods is warranted.  "Such an
extension is necessary to provide the Debtors' key
constituencies with an opportunity to evaluate the assumptions
and projections contained in the Strategic Business Plan," Mr.
Heath says.  The extension will also provide the Debtors with an
opportunity to finalize, implement and validate the Strategic
Business Plan.

In addition, Mr. Heath tells the Court that the Debtors also
need to complete a number of tasks including their review of
executory contracts and unexpired leases and the establishment
of a general claims bar date and related claims administration
procedures. "Only after these important steps are completed will
the Debtors be in a position to develop their plan of
reorganization," Mr. Heath states.  Counsel to the Creditors'
Committee and the Debtors' pre-petition secured lenders have
informed the Debtors that their constituencies support the six-
month extension requested.  "The size and complexity of the
Debtors' case alone may constitute cause for the extension of
the exclusive periods," Mr. Heath notes.

Furthermore, Mr. Heath adds that a claims bar date has not yet
been established.  The Debtors believe that finalizing,
implementing and validating the Strategic Business Plan and
participating in discussions with their various constituencies
regarding the reorganization process, together with the day-to-
day tasks of operating their businesses, will consume the bulk
of their time and efforts in the coming months.

Mr. Heath relates that an extension of the exclusive periods is
justified by progress in the resolution of issues facing the
Debtors' creditors and estates.  The Debtors' achievements in
resolving key restructuring issues to date include:

  (i) negotiating, documenting and obtaining Court approval of
      the DIP Facility, which has addressed the Debtors' current
      liquidity needs;

(ii) developing an initial Strategic Business Plan, which once
      finalized, implemented, validated and updated, likely will
      serve as the basis for the Plan;

(iii) implementing certain aspects of the Strategic Business
      Plan to reduce costs and strengthen the Debtors' core
      businesses;

(iv) negotiating and implementing the Key Employee Retention
      Program to stabilize the Debtors' workforce and provide
      necessary incentives to the Debtors' key employees to
      remain in the Debtors' employ during the pendency of these
      chapter 11 cases and devote their efforts to the Debtors'
      successful reorganization;

  (v) implementing the various forms of relief granted by the
      Court on the Petition Date to preserve the Debtors'
      relationships with critical customers, vendors and service
      providers;

(vi) completing the complex and time-consuming process of
      preparing and filing the Schedules;

(vii) developing and obtaining Court approval of miscellaneous
      asset sale procedures to facilitate the efficient
      disposition of non-core assets, including surplus
      equipment and property;

(viii) beginning to review and analyze the hundreds of executory
      contracts and unexpired leases to which one or more of the
      Debtors are parties; and,

(ix) establishing effective lines of communication with the
      Creditors' Committee, the DIP Lenders, the Debtors' pre-
      petition secured lenders and other parties in interest.

Accordingly, Mr. Heath assures the Court that the extension
requested will not harm the Debtors' creditors or other parties
in interest.  "The relief requested will not result in a delay
of the plan process; rather, it will permit the process to move
forward in an orderly fashion," Mr. Heath adds. (Burlington
Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service,
Inc., 609/392-0900)   


CALL-NET: Names 3 Additional Appointees to Board of Directors
-------------------------------------------------------------
Call-Net Enterprises Inc. (TSE: CN, CN.B) announced the names of
three additional proposed independent appointees to the
company's Board of Directors, pursuant to its previously
announced comprehensive recapitalization by way of a Plan of
Arrangement. The Board will be appointed as part of the Plan of
Arrangement to be approved at the noteholder and shareholder
meetings on April 3, 2002. The three additional proposed
directors are Robert Franklin, Wendy Leaney and Barry Campbell.

The Management Proxy Circular dated February 22 set out that, as
part of the Plan of Arrangement, Call-Net's Board of Directors
will be enlarged to 11 and named eight proposed appointees to
the Board. A supplement to the Management Proxy Circular will be
distributed to Call-Net's securityholders shortly that will
provide further information about the three additional proposed
appointees announced Thursday.

Mr. Franklin is Chairman of Placer Dome Inc., ClubLink
Corporation, and ELI Eco Logic Inc. and also serves as a
director of Toromont Industries Ltd.

Ms. Leaney is President of Wyoming Associates Ltd., a Toronto
private investment and consulting firm, and was formerly
Managing Director of the Communications Group at TD Securities
Inc. She is a director of Canadian Western Bank and Corus
Entertainment Inc.

Mr. Campbell is a Senior Counselor of APCO Worldwide, a public
affairs and strategic communications firm, former Chairman and
CEO of its Canadian operations, and President of Barry R.
Campbell Strategies Inc. He was previously a Member of
Parliament and Parliamentary Secretary to the Minister of
Finance.  Mr. Campbell is also a director of the Toronto
International Film Festival Group.

The other proposed appointees to Call-Net's Board of Directors,
pursuant to the Plan of Arrangement, are: Call-Net Chairman
Lawrence Tapp, Dean, Richard Ivey School of Business; William
Linton, the company's President and Chief Executive Officer;
Dennis Belcher, Executive Vice President, Bank of Nova Scotia;
Robert Gillespie, Chairman and CEO, General Electric Canada
Inc.; Arthur Krause, Executive Vice President, Sprint
Corporation; Keith Paglusch, President, Sprint E/Solutions;
David Rattee, Chairman, President and CEO, CIGL Holdings Ltd.;
and Joseph Wright, a director of a number of Canadian companies.

Call-Net Enterprises Inc. is a leading Canadian integrated
communications solutions provider of local and long distance
voice services as well as data, networking solutions and online
services to businesses and households primarily through its
wholly-owned subsidiary Sprint Canada Inc. Call-Net,
headquartered in Toronto, owns and operates an extensive
national fibre network and has over 100 co-locations in nine
Canadian metropolitan markets. For more information, visit the
Company's Web sites at http://www.callnet.caand  
http://www.sprint.ca

DebtTraders reports that Call-Net Enterprises Inc.'s 9.375%
bonds due 2009 (CN09CAR1) are quoted at a price of 29. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=CN09CAR1for  
real-time bond pricing.


CHELL GROUP: Will Hold Annual Shareholders' Meeting this Month
--------------------------------------------------------------
As soon as a date is determined the Chell Group Corporation will
be sending notice to its shareholders of the upcoming Annual
Meeting. The Annual Meeting of the Company, a New York
corporation, will be held at 10:00 a.m., local time, on March
__, 2002, (date yet to be determined) at the offices of the
Company, 14 Meteor Drive, Toronto, Ontario, Canada M9W 1A4, for
the following purposes:

      (A)   To elect an eight member Board of Directors to serve
until the next Annual Meeting of Shareholders of the Company or
until their successors are duly elected and qualified;

      (B)   To authorize the issuance of shares of the Company's
common stock upon the conversion of notes issued pursuant to a
private offering being conducted by the Company;

      (C)   To authorize the issuance of shares of the Company's
common stock pursuant to a Share Purchase Agreement dated
December 13, 2001 by and among the Company, Chell Merchant
Capital Group, Inc., Logicorp Data Systems Ltd., Logicorp
Service Group Ltd., and the individuals and entities which own
all of the issued and outstanding shares of Logicorp Data and
Logicorp Group and ratify the transaction contemplated by the
Share Purchase Agreement;

      (D)   To authorize the issuance of shares of the Company's
common stock upon the conversion of shares of the Company's
Preferred Stock issued pursuant to a Securities Exchange
Agreement dated February 6, 2002 by and between the Company and
The Shaar Fund Ltd.;

      (E)   To authorize the issuance of shares of the Company's
common stock upon the conversion of shares of the Company's
Preferred Stock issued pursuant to a Securities Exchange
Agreement dated February 6, 2002 by and between the Company and
Triton Private Equities Fund, L.P.;

      (F)   To authorize the increase in the number of common
shares authorized for issuance by the Company from 50,000,000 to
75,000,0000;

      (G)   To ratify the Board of Directors' selection of Lazar
Levine & Felix LLP as the auditors for the Company for the 2002
fiscal year; and

      (H)   To consider and transact such other business as may
properly come before the Annual Meeting and any adjournments
thereof.

In accordance with the provisions of the Company's By-laws, the
Board of Directors has fixed the close of business on February
6, 2002 as the date for determining the shareholders of record
entitled to receive notice of, and to vote at, the Annual
Meeting and any adjournments thereof.

Chell Group Corporation (NASDAQ Small Cap: CHEL) is a technology
holding company seeking to create value by acquiring and growing
undervalued technology companies.  The company, which is
considered for delisting from Nasdaq due to noncompliance of
listing requirements, reported a working capital deficit of
about $3.2 million as of November 30, 2001.


CLAXSON INTERACTIVE: May Take Steps to Restructure Units' Debts
---------------------------------------------------------------
Claxson Interactive Group, Inc. (Nasdaq: XSON), a multimedia
provider of branded entertainment content to Spanish and
Portuguese speakers around the world, reported financial results
for the three and twelve months ended December 31, 2001.

Claxson was formed on September 21, 2001 in a merger transaction
which combined El Sitio, Inc., media assets contributed by
Ibero-American Media Partners II, Ltd., and other media assets
contributed by members of the Cisneros Group of Companies.  Pro
forma combined financial results for the twelve months ended
December 31, 2000 and 2001 are presented as if the merger
transaction had been effected on January 1 of each of the
reported years. Consolidated financial results for the twelve
months ended December 31, 2001 are also provided. Historical
information for IAMP, El Sitio and the other assets comprising
Claxson is provided in Claxson's registration statement on Form
F-4 as filed with the U.S. Securities and Exchange Commission,
which became effective on August 15, 2001.

Claxson's full year 2001 pro forma combined results reflect
$18.1 million in merger expenses and severance costs, resulting
from the merger transaction and other post-merger restructuring
and integration initiatives. These expenses have increased
Claxson's operating losses and negative cash flows, which have
also been negatively affected by the recent devaluation and
economic situation in Argentina where Claxson has significant
operations.

Claxson is evaluating a number of alternatives and taking
certain steps including, among others, the possible
restructuring of some of its subsidiaries' debt including
renegotiation of applicable covenants, as well as other
commitments. Claxson believes that if these steps are not
successfully completed in a timely manner, it is likely that its
auditors will express a "going concern" opinion in connection
with Claxson's annual report on Form 20- F to be filed with the
Securities and Exchange Commission in June 2002. In June 2001,
the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 142, Goodwill and Other
Intangible Assets which requires an initial impairment test for
goodwill and intangible assets. Claxson has not yet determined
if any impairment charge will result from the adoption of this
statement.

Net revenues for the three months ended December 31, 2001
totaled $28.9 million. Pro forma net revenues for the twelve
months ended December 31, 2001 totaled $113.8 million,
decreasing 11.3% from pro forma net revenues of $128.3 million
in the year 2000, due primarily to a decline in Internet
advertising revenues.

Claxson's pro forma combined results reflect the aggregate
performance of its business lines: pay television; broadcast
radio and television; and Internet and broadband. Business line
performance highlights are provided as a supplement to this
press release. Claxson also holds an 80.1% equity interest in
Playboy TV International (PTVI), a joint venture with Playboy
Enterprises, Inc. (NYSE: PLA). Claxson does not control PTVI and
therefore its interest in PTVI is not consolidated for reporting
purposes.

Subscriber-based fees for the three-month period ended December
31, 2001 totaled $15.0 million. For the twelve months ended
December 31, 2001, pro forma subscriber-based fees totaled $62.4
million, which comprised approximately 55% of total pro forma
net revenues and represented a 5.2% increase from pro forma
subscriber-based fees of $59.3 million in the year 2000.
Claxson's basic package of owned and represented channels
reached a total of approximately 54 million aggregate
subscribers at December 31, 2001.

Advertising revenues for the three-month period ended December
31, 2001 were $11.3 million. For the twelve months ended
December 31, 2001, pro forma advertising revenues were $42.7
million, which comprised approximately 38% of Claxson's total
pro forma net revenues and represented a 32.6% decrease from pro
forma advertising revenues of $63.4 million in the year 2000.
This decrease in advertising revenues in 2001 was due primarily
to the decrease in Internet advertising revenues from $21.4
million in 2000 to $5.9 million in 2001, reflecting the scaling
down of the Internet operations during 2001.

During the fourth quarter, Claxson secured distribution and
sales rights for the Fashion TV pay television franchise in
Latin America; completed the acquisition of the El Metropolitano
newspaper in Chile; completed the sale of its DeCompras e-
commerce business in Mexico and continued the process of
divesting its connectivity services assets in Brazil. Terms of
these transactions have not been disclosed.

Operating expenses for the three months ended December 31, 2001
were $40.0 million. Pro forma operating expenses for the twelve
months ended December 31, 2001 totaled $174.4 million,
decreasing 15.7% from pro forma operating expenses of $206.9
million for the year 2000, due primarily to a decrease in
Internet marketing expenses.

Net loss for the three months ended December 31, 2001 was $62.1
million. This loss included a charge of $29.8 million due
primarily to a foreign exchange loss on certain U.S. dollar
denominated debt held by Claxson's Argentine subsidiary as a
result of the Argentine currency devaluation which, for
accounting purposes, was effective as of December 31, 2001.
Subsequent to December 31, 2001, the Argentine currency has
continued to devalue resulting in further exchange rate losses.
Pro forma net loss for the twelve months ended December 31, 2001
and December 31, 2000 were $167.0 million, and $121.1 million,
respectively.

As of December 31, 2001, Claxson had a balance of cash and cash
equivalents of $15.2 million and $113.0 million in debt.

                    Playboy TV International

For the three months ended December 31, 2001, and for the twelve
months ended December 31, 2001, Playboy TV International (PTVI)
and its affiliated companies recorded combined pro forma net
revenue of $10.7 million and $40.5 million, respectively. The
loss for the three months ended December 31, 2001 included
charges of $11.6 million for the reductions in value of certain
programming rights, share based compensation under a Phantom
Stock Option Plan and severance. PTVI and its affiliated
companies ended the period with 25 international television
networks in 53 countries. PTVI has incurred net losses and
working capital deficiencies. Unless PTVI's financial
obligations can be restructured, PTVI will remain primarily
dependent on capital contributions from Claxson to fund
shortfalls. Claxson is in the process of taking certain steps to
restructure its capital structure, however, there can be no
assurance that Claxson will be successful in doing so. These
steps are not expected to be completed prior to the time the
audit of the PTVI financials is completed. As a result, it is
expected that PTVI's auditors will express a going concern
opinion on the financial statements for the year ended December
31, 2001.

                         Nasdaq Update

On February 14, 2002, Claxson received notification from Nasdaq
that its common shares had failed to maintain a minimum market
value of publicly held shares (MVPHS) of $5.0 million for 30
consecutive trading days as required by Nasdaq rules, and that
Claxson would have until May 15, 2002 to regain compliance with
Nasdaq's continued listing requirements.

In addition, on February 28, 2002, Claxson received a
notification from Nasdaq that its common shares had failed to
maintain a minimum bid price of $1.00 for 30 consecutive trading
days required by Nasdaq rules, and that Claxson would have until
May 29, 2002 to regain compliance with Nasdaq's continued
listing requirements.

Claxson is evaluating several options in case it cannot regain
compliance within the set period, including filing an
application for transferring its securities to The Nasdaq
SmallCap Market and applying for quotation on the OTC Bulletin
Board.

Claxson (Nasdaq: XSON) is a multimedia company providing branded
entertainment content targeted to Spanish and Portuguese
speakers around the world. The company has a portfolio of
popular entertainment brands that are distributed over multiple
platforms through Claxson's assets in pay television, broadcast
television, radio and the Internet. Claxson was formed through
the merger of El Sitio and assets contributed by members of the
Cisneros Group of Companies and funds affiliated with Hicks,
Muse, Tate & Furst Inc. Headquartered in Buenos Aires,
Argentina, and Miami Beach, Florida, Claxson has a presence in
all key Ibero-American countries and in the United States.


COMDISCO INC: Intends to Implement Claims Settlement Procedures
---------------------------------------------------------------
Comdisco, Inc., and its debtor-affiliates seek the Court's
authority to implement an informal claims reconciliation program
-- the Settlement Procedures -- to settle and allow certain
claims against their estates.

Felicia Gerber Perlman, Esq., at Skadden, Arps, Slate, Meagher &
Flom, in Chicago, Illinois, relates that approximately 4,300
claims -- totaling $11,000,000,000 -- have been scheduled and
filed against the Debtors to date.  "There are about 2,600
unsecured claims totaling $16,700,000 asserted against the
Debtors," Ms. Perlman adds . . . and many of these claims are
ripe for settlement.  Thus, the Debtors seek to establish the
Settlement Procedures in order to facilitate the reconciliation
of such claims in an efficient manner.

"Given the large number of claims and the relatively small
amount claimed by the majority of the claims, the potential
benefit of utilizing the proposed Settlement Procedures are
evident," Ms. Perlman notes.  To individually seek Court
approval to reconcile a large number of settlements would be
burdensome on the Court and an unnecessary drain on the time and
other resources of the Debtors.

Thus, for the sake of both judicial efficiency as well as
maximizing the Debtors' estates, the Debtors propose that:

  -- under the Settlement Procedures, the Debtors would
     communicate informally with the appropriate holders of
     claims in an attempt to reach a consensus on the amount and
     treatment of such claims.  The Debtors would solicit
     agreements to allow the affected claims in reduced amounts,
     representing a compromise between the amounts reflected on
     the Debtors' and the creditors' books.

  -- to assist in the implementation of an informal
     reconciliation program, the Debtors seek the Court's
     authority to settle the claims within these established
     parameters:

     (a) for claims where the allowed amount is under $100,000,
         the Debtors request authority to allow such claims in
         amounts that the Debtors determine in their business
         judgment to be in the best interests of their estates,
         without need for Court approval or further notice;

     (b) except as set forth in the next provision, for claims
         where the allowed amount is above $100,000, the Debtors
         request authority to allow such claims in amounts that
         the Debtors determine in their business judgment to be
         in the best interests of their estates, subject to the
         notice and approval procedures;

     (c) for claims where the discrepancy between the allowed
         amount and the claimed amount does not exceed 10%, the
         Debtors request authority to allow such claims in
         amounts that the Debtors determine in their business
         judgment to be in the best interests of their estates,
         provided, however, that where such 10% or less
         discrepancy exceeds $100,000, prior to making such a
         compromise, the Debtors will be subject to the notice
         and approval procedures in the next provision;

     (d) Notice and Approval Procedures.  The Debtors shall
         notify counsel to the Creditors' Committee, the Equity
         Committee, and the United States Trustee of the terms
         of all settlement agreements with respect to the claims
         described in the preceding two provisions.  If each of
         the Notice Parties indicates its approval in writing or
         none of the Notice Parties provide counsel for the
         Debtors with written notice of an objection to the
         respective settlement agreement within ten days after
         the date the notice is mailed, the Debtors shall be
         authorized to accept and consummate the settlement
         agreement and record an allowed claim in the settled
         amount.  If any of the Notice Parties object to the
         settlement, the Debtors will file a motion to approve
         the proposed compromise.  The Debtors will submit
         quarterly status reports to the Notice Parties
         indicating the claims settled.

"The principal objective of the proposed Settlement Procedures
is the settlement of affected claims as quickly and cost-
effectively as possible by streamlining the procedures for
obtaining approval of settlements and by permitting certain
holders of claims to pursue payment from third parties instead
of from the Debtors' estates," Ms. Perlman explains.

Furthermore, Ms. Perlman informs the Court that the proposed
procedures for resolving the claims will not apply to
settlements that involve an "insider" as defined in section
101(31) of the Bankruptcy Code. (Comdisco Bankruptcy News, Issue
No. 22; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


CONOCO CANADA: Completes $8.2M Senior Note Consent Solicitation
---------------------------------------------------------------
Conoco Canada Resources Limited, a subsidiary of Conoco Inc.
(NYSE: COC), successfully completed its consent solicitation
with respect to its US$8.2 million in outstanding 8.25 percent
senior notes due 2017, effectively eliminating the Corporation's
financial reporting obligations under these notes.

As a result of this solicitation, and the previously announced
successful completion of the solicitations with respect to its
senior notes due 2005 and 2006, the Corporation will no longer
be required under these notes and the trust indentures under
which they were issued to file periodic reports with the Alberta
Securities Commission or provide equivalent financial
information to the noteholders. As previously announced, Conoco
Inc. has irrevocably guaranteed the Corporation's payment
obligations on the notes and has agreed to provide the trustee
for the notes copies of Conoco's required U.S. SEC filings.

Conoco Canada Resources Limited is a Canadian-based exploration
and production company with primary operations in Western
Canada, Indonesia, the Netherlands and Ecuador. Conoco Inc. is a
major, integrated energy company active in more than 40
countries.


CONSECO FINANCE: Limited Financial Flexibility Concerns Fitch
-------------------------------------------------------------
Fitch Ratings announced that the ABS Group has completed the
initial phase of the Conseco Finance Corp. (CFC) securitization
review originally announced on Feb. 5, 2002. The review is
intended to determine, across all asset types, if performance
has deteriorated outside of the ranges anticipated by the
current ratings. The ABS group's review included transactions
backed by the following asset types: Recreational Vehicle loans,
Credit Card receivables, Equipment leases, Truck loans and
Dealer Floorplan loans.

Based on that review, the class B tranches of the 1996 B, C, D;
1997 A, B, C, D and 1998-A Green Tree Recreational, Equipment
and Consumer Trust transactions are rated 'B' and are removed
from Rating Watch Negative where they were placed on Dec. 3,
2001. The class B tranches of these transactions are guaranteed
by CFC and normally carry a rating equivalent to CFC's senior
unsecured rating, currently 'CCC'. The class B tranches were
placed on Rating Watch while Fitch determined if the excess
spread, which is also available to cover losses, was sufficient
to maintain ratings higher than CFC's rating. Credit enhancement
for the class B tranches was deemed to be consistent with the
current ratings based on losses experienced to date and future
loss expectations.

Ratings on the Conseco Finance Vehicle Trust 2000-B truck
transaction are downgraded as listed below and remain on Rating
Watch Negative. The downgrades reflect continued deterioration
in CFC's truck portfolio well outside of Fitch's original
expectations. This transaction was originally placed on Rating
Watch on Aug. 30, 2001 and initially downgraded on Dec. 13, 2001
due to a slowing economy, volatile fuel prices, and a decrease
in transport traffic, which contributed to an increase in
delinquencies and loss frequency. Cash flow from vehicle
liquidation at the time had fallen short of expectations
resulting from a weakening wholesale market and slower
disposition timelines. Since then, loss frequency has remained
high and recovery rates have shown little improvement. Fitch
does not expect these conditions to improve in the near future.

Fitch Ratings remains concerned with the limited financial
flexibility of CFC as reflected by Fitch's current senior
unsecured rating of 'CCC'. It is unclear at this point, what
impact further deterioration in CFC's financial profile might
have on the quality of the company's servicing operations. Fitch
will continue to closely monitor CFC's various securitizations
with particular emphasis on the truck and credit card portfolios
as these portfolios are longer term loans (trucks) or are of a
more recent vintage (credit cards).

     Green Tree Recreational, Equipment and Consumer Trust

          -- Series 1996 B class B 'B';
     
          -- Series 1996 C class B 'B';

          -- Series 1996 D class B 'B';

          -- Series 1997 A class B 'B';

          -- Series 1997 B class B 'B';

          -- Series 1997 C class B 'B';

          -- Series 1997 D class B 'B';

          -- Series 1998 A class B-C, B-H 'B';

          *All classes are removed from Rating Watch Negative.

               Conseco Finance Vehicle Trust 2000-B

          -- Class A-2 to 'BBB+' from 'AAA';

          -- Class A-3 to 'BBB' from 'AAA';

          -- Class M-1 to 'BB' from 'A';

          -- Class M-2 to 'B' from 'BBB';

          -- Class B from to 'CCC' from 'BBB-';

          *All classes remain on Rating Watch Negative.

DebtTraders reports that Conseco Finance's 8.796% bonds due 2027
(CNC10) are trading between 22 and 25. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=CNC10for  
real-time bond pricing.


CORAM HEALTHCARE: Court Appoints Arlin Adams as Chap. 11 Trustee
----------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware has approved the appointment of Arlin M.
Adams, Esq., as the Chapter 11 Trustee for Coram Healthcare
Corporation (OTCBB:CRHEQ) and Coram, Inc.

Judge Adams is retired from the U.S. Court of Appeals for the
Third Circuit and is of counsel to the law firm of Schnader,
Harrison, Segal & Lewis in Philadelphia.

"Coram's Board of Directors and management welcome the
appointment of Judge Adams as Chapter 11 trustee," said Daniel
D. Crowley, Coram's Chairman, President and CEO.  "We believe
this is the best way to complete an equitable and timely
resolution of this reorganization while Coram continues to
provide quality care and service to patients and customers."

Coram filed voluntary petitions under Chapter 11 of the U.S.
Bankruptcy Code on August 8, 2000 with the support of the
lenders holding Coram, Inc.'s principal debt. The Company's
operating subsidiaries have continued to maintain normal patient
services and business operations, paying trade creditors
currently throughout the process.

Denver-based Coram Healthcare Corporation, through its
subsidiaries, including all branch offices, is a national leader
in providing specialty infusion therapies and support for
clinical trials.


CROWN CORK: DebtTraders Sees Significant Value in Bonds
-------------------------------------------------------
DebtTraders reports that on February 14, Crown Cork & Seal held
a conference call to discuss fourth quarter and full-year 2001
results. DebtTraders analyst Matthew Breckenridge, CFA, says,
"Despite what we would consider weak operating results and a
lukewarm management call, we still continue to believe that
there is significant value in Crown Cork & Seal, but we now find
the later maturities a more attractive alternative to the
earlier maturities."

He continues, "Due to a significant increase in price, we
recommend switching out of the 7.125% Notes due '02 and the
6.75% Notes due April 15, 2003 into later notes that have
significantly lower prices. We believe that this is a prudent
measure considering that we believe that management will attempt
a debt restructuring that would most likely result in a partial
debt-for-equity swap. We believe that the swap would result in
limited upside for the near-term notes, while significant risks
remain."

"Following the public conference call, we had a chance to
discuss with management its plan for a difficult debt
amortization schedule. We have included some of the key points
of that call below," Mr. Breckenridge adds. He added that with
the CCK's impending sale of two pharmaceutical packaging
manufacturing facilities, as announced on March 4, DebtTraders
"believe[d] that the net proceeds from the sale w[ould] likely
range from $55 to $65 million, or 6.0 times to 7.0 times [their]
estimated $9 million in EBITDA generated from the assets."

"Based upon the Company's results and our discussion with
management," the DebtTraders analyst explains, "we now believe
that there is significant value in later maturities, as we are
now confident that the Company will not declare bankruptcy
because we believe that management is working to extend the
earlier maturities and extend the bank loan."

Thus, a bankruptcy filing or an out-of-court restructuring
proceedings would be futile, and would not be beneficial to any
of the concerned parties. Mr. Breckenridge elucidates, "Because
the Company is not tremendously levered (LTM debt-to-EBITDA is
6.3 times, LTM debt-to-EBITDA minus asbestos payments is 7.4
times), we believe that Crown Cork is a viable company that has
an aggressive debt amortization schedule. We believe that if
management can successfully negotiate a debt extension, much of
the risk in the later bonds will be eliminated."

According to DebtTraders, Crown Cork & Seal's 8.375% bonds due
2005 (CCK7) are trading between 69 and 71. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=CCK7for  
real-time bond pricing.


DOMAN INDUSTRIES: Dec. 31 Balance Sheet Upside-Down by $241MM
------------------------------------------------------------
Rick Doman, President of Doman Industries Limited, released the
Company's fourth quarter and 2001 results. These results include
a write-down of capital assets, as well as a charge related to
the early adoption of a new accounting standard for foreign
currency translation of long-term debt, which are described in
more detail below.

                          Sales

Sales for the year ended December 31, 2001 were $770.0 million
compared to $955.4 million in 2000. Sales in the fourth quarter
of 2001 decreased to $161.2 million from $228.4 million in the
same quarter of 2000.

Sales in the solid wood segment were $532.0 million for the year
ended December 31, 2001 compared to $573.9 million in 2000.
Solid wood sales in the fourth quarter of 2001 decreased to
$118.4 million from $147.3 million in the same period of 2000,
mainly as a result of lower sales realizations and volumes for
lumber.

Pulp sales for the year ended December 31, 2001 were $238.0
million, compared to $381.5 million in 2000. Pulp sales in the
fourth quarter of 2001 decreased to $42.8 million from $81.1
million in the same period of 2000, as a result of lower sales
volumes and prices.

                          EBITDA

EBITDA for the year ended December 31, 2001 decreased to $11.9
million from $166.8 million for the year ended December 31,
2000.

In the fourth quarter of 2001, EBITDA was (negative) $13.0
million compared to $0.6 million in the immediately preceding
quarter and $38.7 million in the fourth quarter of 2000. EBITDA
for the solid wood segment in the fourth quarter of 2001 was
(negative)$8.7 million compared to $18.1 million in the third
quarter of 2001 and $26.9 million in the fourth quarter of 2000.
Results for the fourth quarter of 2001 were adversely impacted
by a $7.5 million pre-tax provision for countervailing and
antidumping duties imposed by the U.S. Department of Commerce on
shipments of softwood lumber to the United States in the fourth
quarter. In the absence of a negotiated settlement, the final
amount of duty that will apply, if any, will depend on
determinations yet to be made by the United States government
and by any reviewing courts, NAFTA or WTO panels. As a result of
the softwood lumber dispute and in order to manage its inventory
levels, the Company took extensive downtime at both its sawmill
and logging operations in the fourth quarter of 2001. The
average lumber price, net of the provision for duties, was $510
per mfbm in the fourth quarter of 2001 compared to $548 per mfbm
in the previous quarter and $604 per mfbm in the fourth quarter
of 2000.

EBITDA for the pulp segment in the fourth quarter of 2001 was
(negative)$2.4 million compared to $(16.3) million in the
immediately preceding quarter and $13.6 million in the fourth
quarter of 2000. After taking shutdown for the full third
quarter, our Squamish NBSK pulp mill operated and produced
48,389 ADMT in the fourth quarter before taking market shutdown
in early December as a result of continuing weak pulp markets.
Our Port Alice dissolving sulphite pulp mill produced 22,097
ADMT in the fourth quarter compared to 17,588 ADMT in the third
quarter but took downtime for the last six weeks of the year.

Cash flow from operations for the year ended December 31, 2001,
before changes in non-cash working capital was (negative)$104.3
million compared to $64.1 million for the year ended December
31, 2001. After changes in non-cash working capital, cash
provided by operations was $30.5 million in 2001 compared to
$27.0 million in 2000.

Cash flow from operations in the fourth quarter of 2001, before
changes in non-cash working capital was (negative) $52.0 million
compared to $12.4 million in the fourth quarter of 2000. After
changes in non-cash working capital, cash provided by operations
was $24.1 million in the fourth quarter of 2001, the same as the
fourth quarter of 2000.

           Write-down of Capital Assets and Adoption
                 of New Accounting Standard
  
During the past year, the Company has reviewed the carrying
value of its capital assets, including its pulp mills assets,
and determined that, based on economic conditions and operating
plans, carrying values should be written down. As a result, as
at December 3, 2001, the Company recorded a $291.7 million
charge to write-down capital assets to their estimated net
recoverable amounts.

The Company adopted the Canadian Institute of Chartered
Accountants new standard for foreign currency translation of
long-term debt in the fourth quarter and restated prior quarter
and prior year results to give effect to the new standard. The
new standard requires that unrealized foreign exchange gains and
losses on long-term debt be included in earnings in the period
incurred whereas the previous standard required that unrealized
foreign exchange gains or losses on long-term debt be amortized
to earnings over the remaining life of the long-term debt. Prior
year and quarter numbers included in this Press Release have
been restated to reflect this new accounting standard. Full
footnotes to the Company's financial statements will be included
in the Company's Annual Statutory Report.
                        
                        Earnings

The net loss before capital asset write-downs for the year ended
December 31, 2001 was $143.6 million and after write-downs was
$412.9 million, compared to a net loss of $39.8 million for the
year 2000.

The net loss before capital asset write-downs for the fourth
quarter of 2001 was $53.4 million and after write-downs was
$322.6 million, compared to a net loss of $2.6 million for the
fourth quarter of 2000.

                  Market and Operations Review

Lumber prices in the U.S. as measured by SPF 2 x 4 lumber,
averaged approximately US$221 per mfbm in the fourth quarter of
2001 compared to US$199 per mfbm in the same period of 2000 and
US$287 per mfbm in the third quarter of 2001. The current price
of approximately $290 per mfbm reflects a strong U.S. housing
market with January starts at a seasonably adjusted annual rate
of 1,678,000. Lumber prices in Japan improved in the fourth
quarter but continuing economic problems and currency weakness
remain a concern.

The uncertainty created by the on-going softwood lumber dispute
has resulted in major disruptions to the Company's lumber and
logging operations. Recognizing that a permanent resolution may
take some time, the Company supports current Canadian
governmental discussions to implement an interim border tax to
be levied on Canadian lumber shipped to the U.S. that sells
below a threshold level. The interim measures respond to U.S.
claims that low-priced commodity grade lumber from Canada
competes unfairly with U.S. production and excludes high-value
products that are not produced in significant quantities in the
U.S. The proposals assume a resolution of softwood issues at the
earliest possible date and removal of the interim border tax at
that time.

If a negotiated settlement is not achieved, the U.S. Department
of Commerce is scheduled to deliver its final determination in
both the countervail and antidumping cases in late March. In the
event of affirmative rulings by the U.S. trade authorities,
Canadian shippers would be required to make duty payments in
cash after the end of May. The Company is unable to predict if
and when the outstanding softwood trade issue will be settled or
interim measures adopted or the terms thereof.

NBSK pulp markets remained weak in the fourth quarter and
although list prices to Europe increased marginally by US$20 per
ADMT to US$470 per ADMT in December, prices have since fallen
back to US$440 to US$450 per ADMT. Norscan inventories increased
from 1.5 million tonnes at the end of September to 1.7 million
tonnes at year end. Prices are predicted to remain depressed in
the first half of 2002.

                          Closing

The Company continues to face adverse market conditions in its
pulp segment. In its solid wood segment, market conditions are
very unsettled as a result of the current softwood trade issue
with the United States.

Doman Industries Limited is a British Columbia based coastal
integrated forest products company engaged in timber harvesting,
sawmilling, value-added lumber re-manufacturing and the
production of dissolving sulphite and kraft pulp. The Company
has an annual allowable cut of approximately 4.2 million cubic
metres. The Company's manufacturing plants consist of nine
sawmills with a combined annual production capacity of 1.2
billion board feet, two pulp mills with an annual production
capacity of 260,000 tonnes of NBSK pulp and 160,000 tonnes of
dissolving sulphite pulp, a log merchandising plant, and a
value added lumber re-manufacturing plant with an annual drying
and production capacity of approximately 80 million board feet.

At December 31, 2001, Doman Industries reported a total
shareholders' equity deficit of $241 million.


DOMAN INDUSTRIES: Misses Semi-Annual Payment on 8-3/4% Sr. Notes
----------------------------------------------------------------
Doman Industries Limited announces that, as a result of current
industry, financial and market circumstances, including the
uncertainty surrounding any settlement or interim resolution
relating to the softwood lumber tariff trade dispute and
depressed pulp prices, it did not make its scheduled March 15,
2002 semi-annual interest payment on its outstanding 8.75%
US$388 million senior unsecured notes maturing 2004.

Pursuant to the terms of the notes, the Company has 30 days to
make the requisite payments, prior to it constituting an event
of default. The Company will continue its ongoing operations and
monitor trade and other developments closely. A further
announcement will be made as required.


DOMAN INDUSTRIES: S&P Junks Rating On Ongoing Liquidity Concerns
----------------------------------------------------------------
Standard & Poor's lowered its ratings on Doman Industries Ltd.
to `CCC' on March 14, 2002. The rating is still on CreditWatch
Negative.

The downgrade stems from ongoing liquidity concerns,
particularly regarding the company's upcoming C$26 million
interest payment due March 15, 2002, on the 8.75% senior
unsecured notes outstanding.

Although Doman managed to increase liquidity during the fourth
quarter of 2001, operations continue to drain cash flow as the
company's funds from operations for the period were
substantially more negative than during the third quarter.

The company's ability to generate cash during the first quarter
of 2002 remains unclear, as continuing weak demand, compounded
by duties imposed pursuant to the Canada-U.S. softwood lumber
dispute, has led to extensive downtime.

Furthermore, the first quarter is typically a period of cash
drain for forest products companies as they harvest logs and
increase their receivables and inventories in expectation of the
approaching building season.

During fourth-quarter 2001, Doman's lumber mills operated at
about 36% of capacity, while its pulp mills operated at 67% of
capacity. On average through 2001, the company's lumber and pulp
mills operated at around 46% and 67% of capacity, respectively.

DebtTraders reports that Doman Industries Ltd.'s 12% bonds due
2004 (DOM2) are trading between 19 and 24. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=DOM2for  
real-time bond pricing.


EVTC INC: Restructures Innovative Waste Tech. Asset Purchase
------------------------------------------------------------
EVTC, Inc. (Nasdaq: EVTC) announced revisions in its acquisition
of the assets of Innovative Waste Technologies, LLC.  The
transaction will now consist of the acquisition of all of the
ownership interests of IWT in exchange for a package of EVTC
common stock and options to purchase EVTC common stock.  The
transaction will be subject to approval by the stockholders of
EVTC. Management began conducting business operations as an
integrated company, effective as of March 1, 2002.

In a related action by EVTC's board, each of Guy Harrell and
Gary Tipton, the Chief Executive Officer and Vice President of
IWT, respectively, have joined the board of EVTC.

In accordance with its recently announced strategic plan, EVTC
has agreed in principle for the sale of its Ballast and EMC
subsidiaries. Upon completion of such sales, EVTC will have
substantially reduced its outstanding debt obligations.  Any
such transactions are subject to execution of definitive
purchase documents and the approval by certain of EVTC's
lenders.

Full Circle, as the remaining operational division of EVTC after
the sale of Ballast and EMC, plans to introduce new technologies
during the current quarterly period and, in the coming weeks, to
re-staff its personnel after new management is fully in place.

Innovative Waste Technologies (IWT) holds patents and patent
applications on technologies for wastewater, water treatment and
soil remediation.  These technologies provide for treating of
contaminated wastewater through an electrical process and are
believed to be more economical and safe than other methods
presently available in a market having an estimated value of
over 60 billion dollars annually.  Industries to be targeted by
EVTC following the acquisition of IWT are expected to include
oil and gas production facilities, oil and gas refineries, major
port facilities, industrial shipping companies, industrial waste
water and environmental remediation projects, as well as other
applicable industries.

                            *   *   *

As reported in the March 14, 2002 edition of Troubled Company
Reporter, EVTC, Inc. (Nasdaq: EVTC) is no longer in compliance
with the market capitalization requirements for continued
inclusion of its  securities with The Nasdaq Stock Market under
Marketplace Rules 4310(C)(2)(B).

As disclosed in its public filings made with the Securities and
Exchange Commission during February of 2002, the staff granted
the Company's request for an oral hearing before a Nasdaq
Listing Qualifications Panel to hear the Company's opposition to
any delisting of its securities.  By its March 4th letter, the
staff advised the Company that the Panel would consider
additional submissions from the Company regarding its
noncompliance with the market capitalization requirements when
rendering a decision following the March 1, 2002 panel hearing
with respect to the previously disclosed deficiencies.


ENRON: Energy Debtor Intends to Sell Contracts to Constellation
---------------------------------------------------------------
Irene M. Goldstein, Esq., at LeBoeuf, Lamb, Greene & MacRae LLP,
in New York, relates that Enron Energy Services, Inc., contacted
12 companies who it thought would be interested in acquiring its
Retail Contracts to supply power to customers located in Texas,
Maine and Massachusetts.

Constellation Power Source, Inc., presented the Debtors with the
best offer.  Enron Energy wasted no time and quickly entered
into an agreement with Constellation.  Under a definitive
Purchase and Sale Agreement, the Debtors will assign, sell,
transfer, set over and deliver to Constellation all of its
right, title, benefit, privileges and interest in and to the
Retail Contracts.

Among the principal terms of the Purchase and Sale Agreement
are:

Purchase Price: The base purchase price for the Retail                
                Contracts:

                 (i) shall be equal to the sum of the base mid-
                     market purchase price and the base mass-
                     market purchase price, and

                (ii) shall be determined by the parties at the
                     time of execution of the Purchase and Sale
                     Agreement by reference to then current
                     market prices.

               Based on market prices as of February 28, 2002,
               the Base Purchase Price would equal $57,000,000
               in the aggregate and would consist of a Base Mid-
               Market Purchase Price of $30,200,000, which
               equals the sum of:

                 (A) $7,000,000 for Texas,
                 (B) $20,000,000 for Maine, and
                 (C) $3,200,000 for Massachusetts, and

               a Base Mass-Market Purchase Price of $26,800,000,
               which equals the sum of:

                 (A) $24,000,000 for Texas, and
                 (B) $2,800,000 for Massachusetts

               (there are no Mass-Market Contracts in Maine). At
               the closing, the Base Mid-Market Purchase Price
               and the Base Mass-Market Purchase Price shall
               each be subject to an adjustment for the Retail
               Contracts terminated prior to closing and an
               index price adjustment based on the market value
               of the non-terminated Retail Contracts at
               closing.

               At the closing, Buyer shall pay:

               (a) an amount equal to the Closing Mid-Market
                   Purchase Price less $1,000,000 to the Seller,

               (b) $1,000,000 to an indemnification escrow
                   account, and

               (c) the Closing Mass-Market Purchase Price to a
                   purchase price escrow account.

               The Base Mass-Market Purchase Price shall be
               subject to further adjustment 150 days following
               closing to reflect Retail Contracts terminated by
               customers or deemed terminated for customer non-
               payment during this 150 day adjustment period.

Closing Date:  The closing of the transactions contemplated
               under the Purchase and Sale Agreement will take
               place on the later of:

                 (i) the second business day following the
                     expiration of the ten day period following
                     the entry by the Bankruptcy Court of the
                     Bankruptcy Court Order,

                (ii) if applicable, the date of termination or
                     expiration of all waiting periods under the
                     Hart-Scott Rodino Act, and

               (iii) the satisfaction and waiver of all closing
                     conditions.

Post-Closing
Indemnity:     Constellation and the Debtors agree to indemnify
               each other for certain claims arising out of,
               among other things, any inaccuracy or breach of a
               representation or warranty contained in the
               Purchase and Sale Agreement, and any breach of,
               or default in the performance of, any covenant,
               agreement or obligation to be performed pursuant
               to the Purchase and Sale Agreement.

               In no event shall either party's aggregate
               liability under the Purchase and Sale Agreement
               exceed an amount equal to $1,000,000.

Ms. Goldstein emphasizes that the sale of the Retail Contracts
to Constellation is subject to higher and better offers -- and
the Debtors would be delighted to receive superior offers.
(Enron Bankruptcy News, Issue No. 16; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


ENTREPORT CORP: Fails to Meet AMEX Continued Listing Standards
--------------------------------------------------------------
EntrePort Corp. (AMEX: ENP), announced that the company signed a
formal ACQUISITION AGREEMENT with Advanced Communications
Technologies (Australia) Pty Ltd., for ENP to acquire a minority
equity interest in the Australian based company and for ACT to
acquire a majority interest in ENP, with funding to ENP.

Full details of the transaction will be announced within the
next 10 days. The agreement is subject to certain closing
conditions, including but not limited to, shareholder approval,
the approval of the American Stock Exchange, and the companies'
completion of satisfactory due diligence.

ACT is in the business of developing leading edge communications
equipment technology for the wireless communications industry,
and during the last four years in Australia has developed and
filed several patent applications regarding a revolutionary new
Software Defined Radio multiple protocol wireless base station
technology known as SpectruCell.

EntrePort received a notice from the American Stock Exchange
that it intended to file an application with the Securities and
Exchange Commission to strike the company's common stock from
listing and registration on the Exchange. The American Stock
Exchange staff stated that the company's financial condition
and/or operating results appear to be unsatisfactory in that the
company has incurred net losses of $1.9 million and $4.9 million
in its past two fiscal years ended Dec. 31, 2000, as well as
$8.0 million for the nine months ended Sept. 30, 2001. (Section
1002(b).)

In addition, the American Stock Exchange staff stated that the
company's operating results are unsatisfactory and its financial
condition is impaired, raising questions about whether it will
be able to continue operations or meet its financial obligations
as they mature (Section 1003(a)(iv)).

The staff also expressed concern about the company's stock price
of 6 cents per share at March 7, 2002 (Section 1003(f)(v).) The
staff further stated that the company had failed to comply with
Section 132(e) in failing to furnish the Exchange with
information concerning the company's progress in obtaining
additional cash to fund operations and/or entering into any
other arrangement that would allow the company to comply with
the Exchange guidelines.

Concurrent with the signing of the definitive agreement with ACT
Australia, the company has appealed this determination and
requested a hearing before a committee of the Exchange. There
can be no assurance the company's request for continued listing
will be granted.

EntrePort Corp. (Amex: ENP) develops and distributes a
proprietary learning management system that combines off-line
and online measurable productivity training and education and
delivers it six ways in order to teach people the way they learn
best. By combining proven off-line training and the traditional
ASP model to professional education and "learning style"
research, EntrePort has created the "Learning Service Provider"
(LSP) model.


EXODUS COMMS: MGE UPS Systems Wants Prompt Decision on Contract
---------------------------------------------------------------
Noel C. Burnham, Esq., at Montgomery McCracken Walker & Rhoads
LLP in Wilmington, Delaware, informs the Court that MGE UPS
Systems, Inc., is a party to various service agreements with
Exodus Communications, Inc., and its debtor-affiliates.  Under
those Agreements, MGE maintains and services a variety of
equipment in the Debtor's data centers.  In connection with the
sale of the Debtor's assets to Cable & Wireless, the Debtors
informed MGE that these service agreements would be assigned to
the Purchaser and that a cure amount of approximately $1,100,000
would be paid to MGE. At or around the time of the sale, the
Debtors or the Purchaser withdrew the service agreements from
the list of contracts to be assigned, but the Debtor nonetheless
agreed with the Purchaser that it would provide the benefit of
the service agreements to the Purchaser.

Mr. Burnham believes that this 'arrangement' serves no purpose
other than to postpone or avoid the cure payment that the Debtor
has previously admitted is owing to MGE. This 'arrangement' is
also completely inconsistent with the practical realities of the
post-sale relationship between MGE and the Purchaser.  The
equipment that MGE services and the data centers in which the
equipment is located are owned by the Purchaser.  When this
equipment needs to be serviced, it is the Purchaser (not the
Debtors) that requests the service.

Mr. Burnham points out that the Purchaser has even gone so far
as to inform MGE that its agreements have been assigned to the
Purchaser and has proposed new terms and conditions. There is
nothing in the Bankruptcy Code that provides that a debtor may,
instead of assuming and assigning a contract to a purchaser,
require the contract party (i.e., MGE) to provide services under
the contract for the purchaser of the debtor's assets. Finally,
the Debtor's 'arrangement' puts MGE in a legally uncomfortable
position because it is unclear what the parties' rights are
vis-a-vis one another.  For example, if the Purchaser believes
it has a claim against MGE on account of MGE's work, does the
Debtor assert that claim against MGE on the Purchaser's behalf
or does the Purchaser assert it directly against MGE?  And, is
the Purchaser bound by any limitations on damages in the
contracts between MGE and the Debtor?

Mr. Burnham submits that there is no valid reason for delaying
the decision to assume or reject these service agreements. The
Debtor and the Purchaser should not be allowed to consummate the
sale of the Debtor's assets on the back of MGE. The MGE service
agreements need to be immediately assumed or rejected, and, if
assumed, the cure amounts that the Debtor has admitted are owing
thereunder need to be paid.

Mr. Burnham notes that not only is MGE in doubt as to the status
of the MGE Agreements vis-a-vis the Debtor's estate, but the
Debtor's actions with respect to the MGE Agreements have no
basis in reality and appear to be designed solely to postpone or
avoid the payment of a cure amount to MGE that the Debtor has
admitted is owing to MGE. The Debtor's actions are not
sanctioned by the Bankruptcy Code; the Code is clear that in
order for a contract to be assigned to a purchaser, the debtor
must assume it and then assign it; the debtor cannot sell the
assets to which the contract relates and then agree to make the
benefits of the contract available to the purchaser and avoid
the cure payment thereunder.

Mr. Burnham tells the Court that it is unfair for the Debtor to
seek, through a legal fiction that has no basis in reality, to
evade its responsibilities under the Bankruptcy Code and to
deprive MGE of a cure payment, which it is owed. Also, the
Debtor's actions have increased MGE's risk because the parties
are in an uncertain legal relationship vis-a-vis one another.
MGE requests therefore, that this Court enter an Order pursuant
to Sec. 365(d)(2) of the Bankruptcy Code compelling the Debtor
to immediately assume or reject the MGE Agreements. (Exodus
Bankruptcy News, Issue No. 15; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


FEDERAL-MOGUL: Wants Lease Decision Deadline Moved to October 1
---------------------------------------------------------------
Federal-Mogul Corporation, and its debtor-affiliates request the
entry of an order, pursuant to section 365(d)(4) of the
Bankruptcy Code, granting a further extension of the period in
which they may elect to assume, assume and assign, or reject
non-residential real property leases.  The Debtors ask for an
extension through and including October 1, 2002, without
prejudice to their right to request a further extension.

James E. O'Neill, Esq., at Pachulski Stang Ziehl Young & Jones
P.C. in Wilmington, Delaware, informs the Court that the
approximately 90 leases to which the Debtors are parties cover a
number of the Debtors' significant facilities. Moreover,
immediately after the Petition Date, the Debtors' management and
professionals were consumed with effecting a smooth transition
to the chapter 11 environment, including responding to
information requests and concerns of the Committees and various
creditor constituencies, handling the typical business
emergencies that occur immediately following the commencement of
a chapter 11 case of a large operating company, and addressing
the Debtors' initial reporting requirements. During the first
extension period granted by the Court, the Debtors' management
and professionals have expended considerable energies on
employee retention issues, addressing the transfer litigation
pending before Judge Wolin, resolving issues raised by numerous
parties-in-interest, and commencing negotiations aimed at the
formulation of a consensual plan of reorganization in these
cases.

Mr. O'Neill points out that the Debtors' management and
professionals have also been able to turn their attention to
moving forward with the Debtors' reorganization business plan
during the First Extension Period. In particular, as part of the
Debtors' reorganization business plan, the Debtors are in the
process of:

A. consolidating their facilities to eliminate redundancies and
       inefficiencies, and

B. shifting certain manufacturing efforts to portions of the
       country and the world more suitable to the Debtors'
       businesses.

Mr. O'Neill adds that the Debtors are in the process of
evaluating each and every leased facility and the surrounding
market for alternative space to determine whether it would be
beneficial to move from any of their leased facilities and/or
whether there would be an opportunity to obtain modifications to
the terms of existing leases with their landlords. The Debtors
anticipate that the foregoing process will fake at least an
additional 6 months beyond April 1, 2002.

Pending the Debtors' election to assume or reject the Real
Property Leases, Mr. O'Neill assures the Court that the Debtors
will perform all of their obligations arising from and after the
Petition Date in a timely fashion, including payment of
postpetition rent due, as required by section 365(d)(3) of the
Bankruptcy Code. As a result, there should be little or no
prejudice to the Lessors as a result of the requested extension.
(Federal-Mogul Bankruptcy News, Issue No. 13; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


GIMBEL VISION: Bob McInnes Resigns as Director Effective Mar. 13
----------------------------------------------------------------
Gimbel Vision International Inc. announced today that Mr. Bob
McInnes has resigned as a director of GVI effective March 13,
2002. A director of GVI since 1995, Mr. McInnes has resigned to
attend to other business commitments.  

"On behalf of the board, I would like to thank Mr. McInnes for
his service and dedication and extend our best wishes to him in
the future," said Clifford James, Chairman of the Board of
Directors. "During the seven years that Mr. McInnes served on
the board, he made many valuable contributions to GVI."

Gimbel Vision International Inc. is a public Corporation that
owns or is partnered with refractive vision correction centres
in Canada, the United States, Thailand and China.  To date,
GVI's surgeons have performed over 80,000 refractive eye
surgeries.  Gimbel Vision International Inc. shares are listed
on the Canadian Venture Exchange and trade under the symbol
"GBV".

                         *   *   *

As reported in the Dec. 5, 2001 edition of Troubled Company
Reporter, Gimbel Vision's Eugene, Oregon, USA laser eye surgery
centre defaulted under its lease agreement with Hillside
Financial International LLC with respect to the lease of a
surgical laser. The default resulted from declining financial
results of the centre and, as a consequence of the declining
results, delinquent lease payments. Among other effects of the
default, the lessor has the right to declare the remaining
approximate $445,000 balance of the lease, for which the
Corporation is a guarantor, immediately due and payable. The
Corporation is in discussion with the lessor in an attempt to
remedy this situation.

Under terms of the aforementioned lease, the Corporation could
be in cross-default of other agreements with certain other of
its creditors. The future success of the Corporation depends on
the continued support of these and other creditors.


GLOBAL CROSSING: Ray L. Olofson Sues Officers & Directors
---------------------------------------------------------
Ray L. Olofson filed a lawsuit against Gary C. Winnick, Joseph
P. Perrone, Dan J. Cohrs, and Thomas Casey of Global Crossing
Ltd., in the United States District Court for the Central
District of California.  Mr. Olofson asserts five causes of
action for:

      A. Violation of ERISA;
      B. Defamation;
      C. Intentional interference with contract;
      D. Negligent interference with contract;
      E. Intentional interference with prospective economic
         advantage;
      F. Negligent interference with prospective economic
         advantage;

Brian C. Lysaght, Esq., at O'Neill Lysaght & Sun LLP in Santa
Monica, California, explains that this case is about attempts by
the defendants to artificially prop up the price of defendant
Global Crossing Ltd.'s stock by engaging in misleading
transactions and accounting methods which gave the appearance
that Global Crossing Ltd. was generating hundreds of millions of
dollars in sales and cash revenues that did not actually exist.
After plaintiff learned of the misleading transactions and
accounting methods, he confronted defendants and their response
was shocking. Fearful that their scheme to artificially prop up
the price of the stock would be revealed to the public,
defendants first attempted to force plaintiff to participate in
actions, which could have been interpreted as implicating him in
the conspiracy. When plaintiff refused, Mr. Lysaght claims that
defendants caused plaintiff to be fired. Further, after
defendants' scheme was made public, plaintiff was publicly
accused of extortion. Plaintiff has therefore suffered damage in
numerous ways, including general, special and presumed damages
for defamation, and damages arising from defendants'
interference with contract and interference with prospective
economic relations, and a substantial reduction in the value of
Plaintiff's retirement savings plan which has been rendered
largely worthless as a consequence of defendants' scheme.

In addition to their other fiduciary duties, Mr. Lysaght submits
that ERISA fiduciaries have a duty not to mislead participants,
and a duty to voluntarily disclose truthful information in order
to ensure that participants have all information needed to
exercise rights under the Savings Plan. The defendants
repeatedly breached the fiduciary duties they owed Plaintiff
when they:

A. offered Global Crossing Ltd. stock as an investment option
       for employee contributions to the Savings Plan;

B. encouraged and induced employees to invest their plan
       contributions and Global Crossing Ltd. stock including a
       matching program that, as of January 1, 2001, was limited
       to Global Crossing Ltd. stock; and

C. made both intentional and negligent misrepresentations
       regarding the value of the stock, the prospects of Global
       Crossing Ltd., and in particular misrepresentations and
       omissions regarding the purpose and value of various
       transactions as herein alleged, which had the effect of
       overstating "Cash Revenues" and "Adjusted EBITDA."

As a consequence, Global Crossing Ltd. stock was not a prudent
investment and defendants knew that.

Mr. Lysaght tells the Court that each of the defendants
knowingly participated in these fiduciary breaches, enabled
their co-fiduciaries to commit such fiduciary breaches by their
own failure to comply with the provisions of 29 U.S.C.  1104(a).
Each defendant had knowledge of the breaches of their co-
fiduciaries and failed to make reasonable efforts to remedy such
breaches. The breaches of fiduciary duty give rise to the
presumption that, but for the breaches of fiduciary duty, the
participants and beneficiaries in the Savings Plan including
Plaintiff would not have maintained their investment in Global
Crossing Ltd. and would have instead moved their plan assets to
the most profitable alternative investment available. As a
direct and proximate result of the defendants' wrongful conduct
as herein alleged, Plaintiff has been damaged in the form of
lost value of his Global Crossing Ltd. stock in the Savings
Plan.

Mr. Lysaght contends that on February 15, 2002, Global Crossing
Ltd. convened a "town hall" meeting at its offices in Beverly
Hills. In attendance were approximately 60-70 employees who
worked at the Beverly Hills offices of Global Crossing Ltd. and
Global Crossing Development Company. During that meeting,
defendant Winnick publicly accused Plaintiff of extortion by
stating in sum or substance that, "The definition of an
extortionist is Roy Olofson." This statement is false,
defamatory and constitutes slander per se.

As a direct and proximate result of the above-described
slanderous statement, Mr. Lysaght relates that Plaintiff has
suffered harm to his reputation, shame, mortification and hurt
feelings all to his general and specific damage in an amount to
be proven at trial. The conduct was done with the intent to
deprive Plaintiff of his legal rights and property, and to
otherwise cause injury to Plaintiff, all of which constitutes
despicable conduct, which subjected Plaintiff to cruel and
unjust hardship in conscious disregard of his rights. This
malicious and oppressive conduct warrants the imposition of
exemplary and punitive damages.

On April 14, 1998, Mr. Lysaght states that Plaintiff and Global
Crossing Development Company entered into a written contract of
employment. Beginning on or after Plaintiff's conversation on
June 1, 2001 with Perrone and continuing through December 2001,
defendants intentionally interfered with the Employment Contract
by, inter alia, falsely advising management that Plaintiff's
allegation was unjustified and had been raised for an improper
purpose. Defendants' intentional interference with the
Employment Contract was done to facilitate their plan and scheme
to keep the price of Global Crossing Ltd.'s stock artificially
high and with the knowledge and intent that their actions would
actually interfere with Plaintiff's Employment Contract.

According to Mr. Lysaght, beginning on or about April 14, 1998,
Plaintiff and Global Crossing Development Company entered into
an economic relationship, which economic relationship had the
probability of future economic benefits to Plaintiff. Defendants
had knowledge of the existence of the foregoing economic
relationship. Beginning on or after Plaintiff's conversation on
June 1, 2001 with Perrone and continuing through December 2001,
defendants intentionally attempted to disrupt the economic
relationship between Plaintiff and Global Crossing Development
Company in the manner hereinabove alleged. Defendants' actions
were independently wrongful because they were false and
fraudulent, constituted securities fraud, and otherwise
constituted unfair competition in violation of Business and
Professions Code section 17200, et seq.

In December 2001, Mr. Lysaght relates that defendants succeeded
in actually disrupting the economic relationship alleged above
by causing Plaintiff to be terminated retroactive to November
30, 2001. This disruption was a direct and proximate result of
defendants' intentional interference as herein alleged. As a
direct and proximate result of defendants' intentional
interference, Plaintiff has been damaged in the form of lost
salary, lost bonuses, and other lost employment benefits, the
full value of which will be determined at trial. The
aforementioned conduct was done with the intent to deprive
Plaintiff of his legal rights and property, and to otherwise
cause injury to Plaintiff, all of which constitutes despicable
conduct which subjected Plaintiff to cruel and unjust hardship
in conscious disregard of his rights. Mr. Lysaght contends that
this malicious and oppressive conduct warrants the imposition of
exemplary and punitive damages. Unless restrained, defendants
threaten to continue to disrupt Plaintiff's business
relationships with Global Crossing Development Company and with
other prospective employers to Plaintiff's great and irreparable
injury, for which damages would not afford adequate relief, in
that they would not completely compensate for the injury to
Plaintiff's business reputation and goodwill. (Global Crossing
Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


GRAHAM PACKAGING: Selling 2 Italian Operations to Serioplast
------------------------------------------------------------
As part of a continuing restructuring of its European business,
Graham Packaging Company, L.P., announced it has signed an
agreement to sell two Italian manufacturing operations, the
Societa Imballaggi Plastici S.r.l. in Campochiaro and Graham
Packaging Italy S.r.l. in Sovico, to Serioplast S.P.A.  Terms of
the sale were not disclosed.

Graham Packaging, a global producer of customized blow-molded
plastic containers for branded food and beverage products,
household and personal-care products, and automotive lubricants,
has owned and operated the facilities in Campochiaro and Sovico
since 1992.

"We are pleased that Serioplast, a well-known Italian blow-
molding company, is acquiring the plants and that they will
continue to produce blow- molded bottles for the household and
personal-care markets," said Ashok Sudan, vice president and
general manager of Graham Packaging Europe.  "We appreciate the
fine effort the employees have given us over the last decade and
wish them much success in the future."

Over the past two years Graham Packaging has strengthened its
management team in Europe, invested approximately (US) $50
million in European locations, and focused its most productive
technology on key strategic customers.  The company opened new
plants in Poland and Spain and expanded a plant in Belgium in
2001, and plans to open a new plant in France later this year.  
It is in the process of closing a manufacturing plant in
Wrexham, Wales.

"As a natural and necessary part of global business, there will
always be facilities opening and closing in various places
around the world," said Philip R. Yates, chief executive officer
of Graham Packaging.  "As we go forward, Graham Packaging will
continue to focus on doing business with major, strategic
customers, those who value the capabilities of a global
supplier. In order to achieve a competitive advantage for our
customers, we will continue to focus on plants using the latest,
high-output technologies and will locate these plants on site
with our customers wherever possible."

Graham Packaging employs approximately 4,000 people at nearly 60
plants throughout North America, Europe, and Latin America and
produces more than six billion containers per year.  Worldwide
sales for the 12 months ending in September 2001 were
approximately $900 million. At July 1, 2001, the company
reported that its total liabilities eclipsed its total assets by
about $400 million.


GUILFORD MILLS: Wins Court Nod to Employ Togut Segal as Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approves the retention and employment of Togut, Segal & Segal
LLP, under a general retainer, as bankruptcy counsel for
Guilford Mills, Inc., and its chapter 11 debtor-affiliates.

As Counsel to the Debtors, Togut will be:

     a) assisting in the preparation of financial statements,
        schedules of assets and liabilities, statement of
        financial affairs, and other reports and documentation
        required by the Bankruptcy Code;

     b) representing the Debtors at hearings on matters
        pertaining to their affairs as debtors-in-possession;

     c) prosecuting and defending litigated matters that may
        arise during these chapter 11 cases;

     d) negotiating, formulating, and confirming a plan or plans
        of reorganization for the Debtors;

     e) counseling and representing the Debtors concerning the
        assumption or rejection of executory contracts and
        leases, administration of claims, and numerous other
        bankruptcy related matters arising from these cases;

     f) performing such other bankruptcy services that are
        desirable and necessary for the efficient and economic
        administration of these chapter 11 cases.

Togut will charge the Debtors for services at its customary
hourly rates: $510 to $625 per hour for partners and $100 to
$425 per hour for paralegals and associates.

Guilford Mills, Inc., a world-wide producer and seller of warp
knit, circular knit, flat-woven and woven velour fabric filed
for chapter 11 protection on March 13, 2002.  Albert Togut, Esq.
at Togut, Segal & Segal LLP, represents the Debtors in their
restructuring efforts. When the Company filed for protection
from its creditors, it listed $551,064,000 in total assets and
$409,555,000 in total debts.


HQ GLOBAL: Seeks Approval to Obtain $30 Million DIP Facility
------------------------------------------------------------
HQ Global Holdings Inc. and its debtor-subsidiaries ask the U.S.
Bankruptcy Court for the District of Delaware for authority to
tap into a $30,000,000 DIP Facility on an interim basis and
schedule a final hearing with respect to the DIP Facility to
give them access to the full amount to fund on-going working
capital needs.

The Debtors argue that obtaining access to postpetition
financing to service their customers is important to continue
their ordinary course business operations.  Immediate access to
postpetition financing will gain public confidence that the
Debtors have more than sufficient resources available to
maintain their operations. The Debtors also mention that the
financing facility will afford them to achieve certain strategic
business decisions to maximize the value of their estates for
all stakeholders.

Under the Debtor in Possession Revolving Credit Agreement, by
and among HQ Global, as borrower, HQ Holdings and the other
Debtors, as guarantors, and BNP Paribas, for itself, as
administrative agent, the Debtors intend to borrow $30,000,000
as postpetition credit facility. Pending a DIP Facility final
hearing, the Debtors wants the Court to authorize them to obtain
interim loans under the DIP Facility in an amount not to exceed
$10,000,000.

HQ Global Holdings Inc., one of the largest providers of
flexible office solutions in the world, filed for chapter 11
protection on March 13, 2002. Daniel J. DeFranceschi, Esq. at
Richards, Layton & Finger, P.A. and Corinne Ball, Esq. at Jones,
Day, Rtavis & Pogue represent the Debtors in their restructuring
efforts. When the Company filed for protection from its
creditors, it listed an estimated assets of more than $100
million.


HAYES LEMMERZ: Gets OK to Hire Lazard Freres as Fin'l Advisors
--------------------------------------------------------------
Hayes Lemmerz International, Inc., and its debtor-affiliates
obtained a Court order authorizing their employment and
retention of Lazard Freres & Co. LLC as financial advisors and
investment bankers, nunc pro tunc to the Petition Date.

The professional services that Lazard will render to the Debtors
as reasonably requested are expected to include:

A. Review and analyze the Debtors' business, operations and
         financial projections;

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

C. Assist in the determination of an appropriate capital
         structure for the Debtors;

D. Assist in the determination of a range of values for the
         Debtors' on a going concern and liquidation basis;

E. Advise the Debtors on tactics and strategies for negotiating
         with its various groups of Creditors and/or other
         stakeholders;

F. Render financial advice to the Debtors and participate in
         meetings or negotiations with Creditors and/or other
         stakeholders in connection with any Restructuring
         Transaction;

G. Advise the Debtors on the timing, nature, and terms of any
         new securities, other consideration or other
         inducements to be offered to its Creditors and/or other
         stakeholders in connection with any Restructuring
         Transaction;

H. Assist the Debtors in preparing any documentation required in
         connection with the implementation of a Restructuring
         Transaction;

I. Provide financial advice and assistance to the Debtors in
         developing and obtaining confirmation of a plan of
         reorganization, as the same may be modified from time
         to time;

J. Assist the Debtors with respect to any potential sale of any
         subsidiaries, divisions or assets to a third party
         resulting in a Business Combination, including
         assistance and advice with respect to the structure of
         and negotiations relating to the Sale Transaction and
         participation in any solicitation and marketing efforts
         that may be undertaken by the Debtors related to the
         Sale Transaction, including preparation of solicitation
         materials or similar documents and contact with third
         parties in connection with the Debtors' marketing
         efforts;

K. Assist in arranging financing for the Debtors;

L. Advise and attend meetings of the Debtors' Board of Directors
         and committees;

M. Provide testimony, including expert testimony where
         warranted, in any proceeding in any judicial forum; and

N. Provide the Debtors with other customary general
         restructuring advice.

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

A. Monthly Advisory Fees - The Debtors shall pay Lazard a
        monthly financial advisory fee of $200,000 in cash for
        each month during Lazard's engagement. Monthly Advisory
        Fees paid or payable during the first 12 months of
        Lazard's engagement under the Engagement Letter shall be
        credited against the Restructuring Transaction Fee.
        Monthly Advisory Fees incurred after the first 12 months
        of Lazard's engagement under the Engagement Letter shall
        not be credited against any fee payable under the
        Engagement Letter;

B. Restructuring Transaction Fee. In the event the Debtors
        consummate a Restructuring Transaction, the Debtors
        shall pay Lazard a Restructuring Transaction fee in the
        amount of $8,800,000 in cash, payable promptly upon
        closing of such Restructuring Transaction;

C. Sale Transaction Fees:

        a. If, whether in connection with the consummation of a
           Restructuring Transaction or otherwise, the Debtors
           consummate a Sale Transaction incorporating all or
           substantially all of their assets of the majority of
           the Debtors' equity interests, Lazard shall act as
           the investment banker in connection therewith.
           Lazard's compensation for such services shall be the
           Monthly Advisory Fees and the Restructuring
           Transaction Fee.

        b. In the event that the Debtors consummate a Sale
           Transaction relating to certain of the Debtors'
           business lines, divisions or operating groups, the
           Debtors shall pay Lazard a fee in cash based on the
           Aggregate Consideration. Any Limited Sale Transaction
           in which Lazard does not act as the investment banker
           will not result in a cash fee payable to Lazard. One-
           half of any Limited Sale Transaction Fee shall be
           credited against any subsequently payable
           Restructuring Transaction Fee; and

        c. Any fee described above shall be paid upon closing of
           the applicable Sale Transaction, provided that Lazard
           recognizes that is must comply with any applicable
           provisions of the Bankruptcy Code.

Barry W. Ridings, Managing Director of Lazard Freres & Co. LLC,
states that the Firm also will seek reimbursement for reasonable
out-of-pocket expenses, and other fees and expenses, including
reasonable expenses of counsel, if any. Lazard will follow its
customary expense reimbursement guidelines and practices in
seeking expense reimbursement from the Debtors. As part of the
overall compensation payable to Lazard under the terms of the
Engagement Letter, the Debtors have agreed to certain
indemnification and contribution obligations. Lazard and the
Debtors believe that such provisions are customary and
reasonable for financial advisory and investment banking
engagements, both out-of-court and in chapter 11. (Hayes Lemmerz
Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


HICKMAN EQUIPMENT: Court Taps PricewaterhouseCoopers as Receiver
----------------------------------------------------------------
Effective, immediately, PricewaterhouseCoopers Inc. is the
Receiver of Hickman Equipment (1985) Limited having been
appointed by the Supreme Court of Newfoundland and Labrador. The
Receiver will take possession of the assets of the Company and
will determine the optimal means of liquidating its property in
the best interests of creditors. A stay of proceedings remains
in effect so that the work of the Receiver can occur in an
orderly manner.

On February 7, 2002, the Company obtained an order under the
Companies' Creditors Arrangement Act. The CCAA order gave the
Company the flexibility it needed to try to reorganize its
affairs. Since that time the Company has arranged for Ontrac
Equipment Services Inc. to establish itself as the John Deere
dealer for Newfoundland and Labrador in the former Company
locations at Mount Pearl, Grand Falls, Corner Brook and Goose
Bay.

Said Hubert Hunt, Executive Vice-President of the Company; "We
are pleased that since February 7 a John Deere dealership has
been re-established in Newfoundland and Labrador. Many former
employees have been rehired and our customers are obtaining the
service that they require. Now we have decided that the best
means of completing the liquidation of the Company's assets is
through a Court-appointed Receiver; accordingly, we applied to
the Court for the appointment of the Receiver. We will work with
PricewaterhouseCoopers to ensure that creditors receive the
maximum return possible."

The Company is separate and distinct from other Hickman
companies in Newfoundland and Labrador. Albert Hickman, Chairman
of the Hickman Group of Companies, said: "Our other companies
are unaffected by this action. For Hickman Motors, Hickman
Saturn Saab Isuzu, Hickman Leasing and Terra Rent-A-Car, it is
business as usual."


ICG COMMS: Enters Bond & Letter of Credit Pact with Wells Fargo
---------------------------------------------------------------
ICG Communications, Inc. and its subsidiaries and affiliates,
Debtors, represented by Marion M. Quirk, Esq., at Skadden Arps
Slate Meager & Flom LLP, ask Judge Walsh for approval and
authorization (i) to enter into a performance bond and letter of
credit agreement, and (ii) for relief from stay to permit future
setoff.

On or about March 2, 2002, Debtor ICG Telecom Group, Inc.
entered into a network services agreement with a large Internet
Service Provider. Due to "certain confidentiality provisions"
the Debtors refuse to name the particular ISP in this Motion.
Pursuant to the ISP Agreement, ISP will purchase certain
telecommunications services from Telecom on a monthly basis.
Under the ISP Agreement, the Debtors are required to
obtain a performance bond in the amount of $2.4 million, which
represents the Debtors' anticipated monthly revenue under the
ISP Agreement.  While the Debtors believe that entering into the
ISP Agreement constitutes an ordinary course of business
transaction and thus that court approval of such agreement is
not required, the Debtors tell Judge Walsh they bring this
Motion from an abundance of caution.

Accordingly, the Debtors negotiated the terms and conditions of
a performance bond in the amount of $2.4 million with Principal
and Travelers Casualty and Surety Company.  The Debtors
regularly execute performance bonds in the ordinary course of
business. However, out of an abundance of caution, the Debtors
ask Judge Walsh's authority to enter into the Performance Bond.

As a condition to executing the Performance Bond, Travelers
required the Debtors to obtain a letter of credit to secure the
Debtors' payment obligation with respect to such bond.
Accordingly, the Debtors negotiated the terms and conditions of
an irrevocable standby letter of credit with Wells Fargo Bank.  
As security for the Letter of Credit, the Debtors were required
to pledge approximately $2.4 million of Debtor ICG Holdings,
Inc.'s cash collateral.  Accordingly, in order to comply with
Travelers' conditions for providing the Performance Bond, the
Debtors seek this Court's authority to execute the Letter of
Credit. In addition, the Debtors seek relief from the automatic
stay to permit Wells Fargo to offset any future advances made on
the Letter of Credit against the Security.

The Debtors are unable to procure a performance bond without
posting a letter of credit to support the bond and securing the
letter of credit with cash.  The Debtors have negotiated the
Performance Bond at arm's length and pursuant to their business
judgment, which is to be accorded so long as it does not run
afoul of the provisions of and policies underlying the
Bankruptcy Code.

The Performance Bond and Letter of Credit clearly satisfy the
business judgment standard. The ISP Agreement is highly
beneficial to the Debtors. The ISP Agreement, among other
things, expands the Debtors' telecommunications network,
increases the Debtors' revenues, and establishes the Debtors'
relationship with one of the largest Internet Service Providers.
The ISP would not enter into the ISP Agreement unless the
Debtors obtained a performance bond. Likewise, Travelers
would not provide a performance bond unless the Debtors obtained
a letter of credit. In addition, the Performance Bond and Letter
of Credit are the product of arms' length negotiation between
the Debtors and Travelers and Wells Fargo, respectively.
Accordingly, the Debtors believe that entering into the
Performance Bond and executing the Letter of Credit are in the
best interests of the Debtors' estates, creditors and other
parties in interest.

The Debtors further argue that relief from the automatic stay to
allow Wells Fargo to offset any future advances made on the
Letters of Credit against the Security is appropriate under
section 362(d)(i) because, until the Letter of Credit expires,
there is no available equity in the Security for the benefit of
the Debtors. In addition, unless and until the pledged Security
becomes available to the Debtors, such security is not necessary
for the Debtors' effective reorganization.

Finally, Wells Fargo will not execute the Letter of Creditor,
which is critical to the Debtors' ability to obtain the
Performance Bond, and, therefore, to perform its obligations
under the ISP Agreement, absent the grant of such relief. (ICG
Communications Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service, Inc., 609/392-0900)  


IFCO SYSTEMS: Won't Make Interest Payment on 10-5/8% Sr. Notes
--------------------------------------------------------------
IFCO Systems N.V. (Nasdaq:IFCO)(Frankfurt:IFE) announced that it
will not make an interest payment of EUR10.625 million on its
10-5/8% Senior Subordinated Notes due 2010. This interest
payment is due on March 15, 2002. IFCO has taken this step in
light of the commencement of discussions with its bondholders
concerning a consensual reorganization of the Company's balance
sheet to reduce its debt and interest burdens.

Under the indenture governing the notes, IFCO has 30 calendar
days to make the interest payment before an "event of default"
under the indenture will have occurred. IFCO has previously
announced that it has retained ING Barings Limited as its
exclusive financial advisor concerning the EUR200 million, 10-
5/8% Senior Subordinated Notes due 2010. Together with ING
Barings Limited, its financial advisor, the Company intends to
explore with its bondholders various options to reduce its total
debt burden as well as its interest payment obligations. IFCO
intends to operate its business and satisfy its obligations
consistent with its normal business practices.


IT GROUP: Committee Signs-Up The Bayard Firm as Co-Counsel
----------------------------------------------------------
The Official Committee of Unsecured Creditors, in the chapter 11
cases of The IT Group, Inc., and its debtor-affiliates, seeks to
appoint and retain The Bayard Firm, P.A. as its co-counsel.

John J. Hale, Committee Co-Chair, tells the Court that the
Committee's selection of Bayard is based on the firm's
experience and knowledge and because of the absence of any
conflict of interest.

The Committee expects Bayard to:

A. provide legal advice with respect to the Committee's powers
     and duties;

B. assist in the investigation of the Debtors' acts, conduct,
     assets, liabilities, and financial condition, the operation
     of the Debtors' businesses, and any other maters relevant
     to the case or to the formulation of a plan of
     reorganization or liquidation;

C. prepare, on behalf of the Committee, necessary applications,
     motions, complaints, answers, orders, agreements and other
     legal papers;

D. review, analyze, and respond to all pleadings filed by the
     Debtors and appear in the court to represent necessary
     motions, applications and pleadings and to otherwise
     protect the interest of the Committee; and,

E. perform all other legal services for the Committee that may
     be necessary  and proper in these cases.

The primary attorneys and paralegals expected to represent the
Committee and their corresponding rates are:

            Professional                  Rate
            --------------------      ------------
            Jeffrey M. Schlerf          $350/hr
            Eric M. Sutty               $225/hr
            Anthony M. Saccullo         $190/hr
            Pamela Polack (paralegal)   $125/hr

Bayard advised the Committee that the firm may have previously
represented or opposed, may currently or in the future represent
or oppose, in matters totally unrelated to these chapter 11
cases, entities that are claimants of the Debtors or other
parties in interest. The Bayard Firm's past and current clients
in matters unrelated to the Debtors' Chapter 11 cases are the
following: Allstate Life Insurance Company, The Bank of New
York, Bank of  Nova Scotia, Citicorp, Comerica Bank, Credit
Lyonnais, Fluor Daniel Environmental Services, First Union Bank,
Goldman Sachs & Company, Merrill Lynch, Societe Generale.In
addition, the firm's past and current parties that Bayard may be
currently, or in the past may have been, adverse to in matters
unrelated to the Debtors' Chapter 11 cases, include: the Bank of
New York, First Union Bank, Merrill Lynch and affiliates, Xerox
Corp., Stone & Webster. (IT Group Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., 609/392-0900)  


IASIAWORKS INC: PricewaterhouseCoopers Bows-Out as Accountants
--------------------------------------------------------------
On March 7, 2002, PricewaterhouseCoopers LLP resigned as
independent accountants of iAsiaWorks, Inc.

The reports of PricewaterhouseCoopers LLP on the financial
statements for the past two fiscal years contained no adverse
opinion or disclaimer and were not qualified or modified as to
uncertainty, audit scope or accounting principle.

iAsiaWorks has not yet engaged new independent accountants.

iAsiaWorks works for businesses that want to work in Asia. The
company provides data center services to businesses that include
Digital Island and DoubleClick, targeting customers that are
establishing or extending their operations within the
Asia/Pacific region, primarily in Hong Kong and Taiwan. It also
serves Asian businesses looking to move into US markets.
Formerly AUNET, the company has expanded through acquisitions,
including AT&T EasyLink Services Hong Kong, Silicon Valley-based
Web Professionals, and Australia's Cyberhost. Newbridge Capital
Group and Institutional Venture Partners are among the firm's
investors. In 2001 the company divested all operations in Korea.
At June 30, 2001, the company had a working capital deficit of
about $33 million.


INTEGRATED HEALTH: Seeks Okay to Transfer Indianapolis Facility
---------------------------------------------------------------
Integrated Health Services, Inc., and its debtor-affiliates,
including Cambridge Group of Indiana, Inc., move the Court,
pursuant to sections 105(a), 363(b), and 365(a) and (b) of the
Bankruptcy Code, and Rules 6004 and 6006 of the Bankruptcy
Rules, for authority to divest of a facility known as
"Integrated Health Services of Indianapolis at Cambridge" which
is located at 8530 Township Line Road, Indianapolis, IN 46260,
and to transfer it to Cambridge Manor, L.L.C.

Specifically, the Debtors seek approval of

(1) a Transfer Agreement, by and among the Transferor, Cambridge
    Manor, L.L.C., and Mediplex of Indiana, Inc., the Landlord;

(2) a Stipulation and Order Among Debtors, the United States of
    America, and Cambridge Manor, L.L.C. regarding the transfer
    of the Facility (the Medicare Stipulation); and

(3) the Debtors' assumption and assignment of the Transferor's
    Medicare provider number and provider reimbursement
    agreement to the New Operator.

The Facility's projected year 2002 EBITDAR is $596,143. After
payment of rent in the amount of $1,777,787, however, the
Facility would have pro-forma EBITDA of negative $1,181,644.
Moreover, in light of the magnitude of the negative EBITDA for
this Facility, Debtors believe that it is not feasible to bring
this Facility into profitability by means of rent concessions or
any other means. Therefore, the Debtors concluded that the
Facility was of little or no value to the Debtors' estates.

The Debtors previously sought to reject the Facility Lease. The
Landlord filed a Limited Opposition to the Debtors' Rejection
Motion. Thereafter, the Debtors, the Landlord and the New
Operator, successfully concluded an arms-length negotiation of
the terms of the Transfer Agreement, pursuant to which, (among
other things), (i) New Operator agreed to assume operational
responsibility for the Facility, and (ii) the parties agreed to
terminate the Facility Lease.

New Operator has elected to accept an assignment of the
Transferor's Medicare provider number, and together with the
Transferor, entered into the Medicare Stipulation with the
United States and the Debtors which provides for the Debtors'
assumption and assignment of the Transferor's Medicare provider
number to New Operator.

                     The Transfer Agreement

The Transfer Agreement governs the transition of the Facility to
New Operator in accordance with applicable state and federal
law, and provides for the termination of the Facility Lease.
With respect to IHS' Guaranty of the obligations of the
Transferor, the Landlord and the FINOVA Capital Corp. have
agreed to release IHS from any and all rights, claims, demands,
causes of action and judgments which they may have against IHS
arising from or related to the agreements.

The Transfer Agreement provides for: (i) the transfer to New
Operator of all resident lists and records (to the extent
transferable in accordance with applicable law) as the same
shall exist at the Effective Time, and originals or copies of
all of Transferor's books and records (but excluding data on
computer software, other than resident records) pertaining
solely to the foregoing; (ii) the transfer of Resident Trust
Funds; (iii) the employment of Transferor's employees; (iv) the
disposition of unpaid accounts receivable; (v) access to the
Transferor's records; (vi) the rejection, and the assumption and
assignment of vendor, service and other agreements to which
Transferor or IHS is a party; (vii) the use of leased personal
property located at the Facility; and (viii) and the preparation
and filing by the Transferor of final Medicare and Medicaid cost
reports.

The Transfer Agreement grants New Operator the option of
assuming the Transferor's Medicare provider number and provider
reimbursement agreement (the Medicare Provider Agreement) and
Medicaid provider number and provider reimbursement agreement
(the Medicaid Provider Agreement). In the event that New
Operator makes such an election, and the Transferor assumes and
assigns the Medicare Provider Agreement to the New Operator, the
New Operator must assume and satisfy those obligations and
liabilities under said Medicare Provider Agreement which arise
after the Effective Time. If any payments are required in order
to cure any defaults as a condition to New Operator's assumption
of the Medicare Provider Agreement, then New Operator is
required to pay those sums.

In this case, New Operator has elected to accept an assignment
of the Transferor's Medicare Provider Agreement, and the United
States has calculated that no Cure Payment is required. New
Operator has assumed responsibility for obtaining its own
Medicaid Provider Agreement.

New Operator assumes all risk arising out of failure to obtain
new Medicare and/or Medicaid provider numbers or agreements with
respect to the Facility. New Operator has agreed not to
discharge or cause the discharge of any Medicare or Medicaid
beneficiaries who are residents or patients of the Facility
immediately prior to the Effective Time by reason of New
Operator's inability to bill Medicare or Medicaid with respect
to such residents or patients. New Operator further agrees to
indemnify Transferor and IHS from and against all damages,
claims, losses, penalties, liabilities, actions, fines, costs
and expenses incurred by Transferor which arise out of New
Operator's failure to accept assignment of the Medicare and/or
Medicaid Provider numbers or agreements, including, but not
limited to, the discharge from the Facility of any Medicare or
Medicaid beneficiary who was, immediately prior to the Effective
Time, a resident or patient of the Facility, and New Operator's
failure to deliver adequate or timely notice of the rejection of
the Provider Agreements in accordance with applicable state and
federal laws.

                    The Medicare Stipulation

The Medicare Stipulation provides for the Debtors' assumption
and assignment of the Medicare Provider Agreement to the New
Operator. No Cure Payment is required, and all claims under the
Medicare Provider Agreement that CMS has against Debtors and/or
New Operator for monetary liability arising under the Medicare
Provider Agreement before the Effective Date are satisfied,
discharged and released upon the Effective Date.

The Debtors submit that the transfers of property, and the
actions which are described in the Transfer Agreement, are
prudent and appropriate, and that entering into the Transfer
Agreement represents an exercise of sound business judgment
which should be approved and authorized by the Court. Integrated
Health Bankruptcy News, Issue No. 31; Bankruptcy Creditors'
Service, Inc., 609/392-0900)   


INT'L FIBERCOM: Employing Gerard Klauer as Financial Advisor
------------------------------------------------------------
International Fibercom, Inc. and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Arizona to employ the investment banking firm of Gerard Klauer
Mattison & Co., Inc. as their exclusive financial advisor.

The will look to Gerard for help in:

     -- analyzing, structuring, negotiating and effecting of a
        business combination, restructuring of indebtedness or
        other transactions; and

     -- such other activities as may be reasonable and proper
        for the Debtors to undertake relating to such
        transactions.

The Debtors believe that Gerard Klauer has the experience,
expertise, and resources to provide the multi-faceted financial
advisory services they needed in these cases. Particularly,
Gerard Klauer intends to advise the Debtors on:

     a) alternatives with regard to the sale of the entire
        company;

     b) select assets or operating divisions or other
        transactions that could cause change of control of the
        Debtors;

     c) assist the Debtors in valuation analysis of assets to be
        sold;

     d) assist prospective purchasers in conducting due
        diligence investigations of the Debtors;

     e) counsel the Debtors as to strategy and tactics for
        discussions and negotiations with potential purchasers
        and, if requested by the company, participate in such
        discussions and negotiations;

     f) advise the Debtors as to the structure and form of
        proposed transactions;

     g) assist the Debtors in evaluating bids and negotiating
        final terms;

     h) prepare pro forma financial projections and valuation
        analyses related to combining the Debtors;

     i) select assets or operating divisions with other entities           
        in the context of business combinations;

     j) provide fairness opinions;

     k) if necessary, assist the IFCI Entities in negotiating
        and executing definitive agreements and filing
        regulatory documents; and

     l) assist the IFCI Entities in its negotiations with
        creditors.

The Debtors intend to pay Gerard Klauer a transaction fee
payable in cash upon any closing of any business combination and
a portion of the purchase price, based upon the purchase price,
subject to a minimum transaction fee of $750,000, determined as:

     1) 2% on the first $50 million of the purchase price; plus
     2) 1.5% on the next $100 million of the purchase price;
        plus
     3) 1% on any additional amounts of the purchase price in
        excess of $150 million.

The Debtors paid a non-refundable retainer of $50,000 to Gerard
Klauer which will be credited against any transaction fees
payable to Gerard Klauer in connection with any business
combination.

International Fibercom, Inc. resells used, refurbished
communications equipment, including fiber-optic cables. The
Company filed for chapter 11 protection on February 13, 2002.
Robert J. Miller, Esq. at Bryan Cave, LLP represents the Debtors
in their restructuring efforts.


KAISER ALUMINUM: Gains OK to Continue Workers' Compensation Plan
----------------------------------------------------------------
Kaiser Aluminum Corporation, and its debtor-affiliates sought
and obtained authority to continue all current workers'
compensation programs and pay related prepetition claims and
expenses.  In addition, the Court authorizes the Debtors to make
payments on account of prepetition workers' compensation claims
arising under self-insured workers' compensation programs
formerly maintained by certain of the Debtors.

Daniel J. DeFranceschi, Esq., at Richards Layton & Finger in
Wilmington, Delaware, relates that for Longshore Workers and
employees in 19 states, the Debtors maintain a high-deductible
workers' compensation program with Old Republic Insurance
Company, under which:

A. insurance coverage is provided for workers' compensation
     claims for losses up to the applicable statutory workers'
     compensation liability limit, with a $1,000,000 deductible
     per occurrence and

B. the Debtors are obligated to pay an annual premium of
     $339,856.

To secure the Debtors' obligations under the Insured Program,
the Debtors have posted collateral, in the form of an
irrevocable $3,320,000 letter of credit for the benefit of Old
Republic.  As of the Petition Date, the aggregate amount of
outstanding claims under the Insured Program was approximately
$1,600,000.

Mr. DeFranceschi states that the Debtors currently operate as
self-insured employers in the states of Louisiana, Ohio and
Washington and maintain self-insured workers' compensation
programs in those states.  To cover part of the Debtors'
exposure under the Self-Insured Programs, the Debtors maintain a
separate high-retention excess workers' compensation program
with Old Republic, under which:

A. after a per occurrence retention of $1,000,000, insurance
     coverage is provided for losses up to the applicable
     statutory workers' compensation liability limit; and

B. the Debtors are obligated to pay an $80,394 annual premium.

To secure the Debtors' obligations under the Self-Insured
Programs, the Debtors were required to:

A. establish a cash escrow account in the State of Washington,
     which currently has a balance of $17,070,350;

B. post a $1,100,000 irrevocable letter of credit for the
     benefit of Louisiana; and

C. post a $10,000 irrevocable letter of credit for the benefit
     of Ohio.

The Debtors estimate that the aggregate amount of claims accrued
but not yet paid as of the Petition Date was approximately
$7,925,032 for Washington, $2,953,449 for Louisiana and $662,820
for Ohio.

Mr. DeFranceschi tells the Court that the Debtors operated
self-insured workers' compensation programs for employees
located in nine states and for Longshore Workers, under which,
the Debtors paid claims directly through claims agents. Because
workers' compensation claims typically have a long payout
period, the Debtors face ongoing liability for the outstanding
claims under the Former Self-Insured Programs. The Debtors
estimate that the aggregate amount of claims accrued under the
Former Self-Insured Programs but not yet paid as of the Petition
Date was approximately $13,175,264, the substantial majority of
which are claims asserted by former employees residing in West
Virginia. To secure the Debtors' obligations under the Former
Self insured Programs, the Debtor were required to post
irrevocable letters of credit with four of the nine states:

A. a $1,000,000 letter of credit for the benefit of West
       Virginia,

B. a $402,967 letter of credit for the benefit of California,

C. a $455,000 letter of credit for the benefit of Florida and

D. a $300,000 letter of credit for the benefit of Oklahoma.

Claims in all states except West Virginia are handled and
processed for the Debtors by a third party administrator, RskCo,
which charges a fee of $250,000 per policy year for its
services, which is paid quarterly. In addition to this annual
fee, RskCo charges separate handling fees for ongoing, open
claims, generally less than $15,000 per quarter. The third party
administrator for West Virginia claims is Acordia, which charges
a flat fee of $15,000 per year.

Mr. DeFranceschi contends that it is critical that the Debtors
be permitted to continue the Insured Programs and the Self-
Insured Programs and ensure that any Current Programs Claims are
paid. If the Insured Program and Self-Insured Programs are not
maintained, the Debtors would be required to make alternative
arrangements for workers' compensation coverage -- almost
certainly at a much higher cost-because such coverage is
required under many state laws, with Draconian remedies if an
employer fails to comply with such laws. In fact, if workers
compensation coverage is not maintained as required by those
laws, employees could bring lawsuits for potentially unlimited
damages, the Debtors' ongoing business operations in certain
states could be enjoined and the Debtors' officers could be
subject to criminal prosecution.

Furthermore, the Debtors believe that any delay in the timely
payment of the Current Programs Claims would have a negative
impact on the morale of the Debtors' current employees at a time
when the support of such employees is most critical. In
contrast, Mr. DeFranceschi points out that the payment of the
Current Programs Claims will permit the Debtors to continue
their operations in the states in which they currently have
employees without interruption.

The Debtors are also authorized, in their sole discretion, to
pay prepetition claims that become payable postpetition under
the Former Self-Insured Programs in all states with letters of
credit other than West Virginia. Although the Debtors do not
currently have employees in these states, Mr. DeFranceschi
submits that each of these states holds a letter of credit in an
amount that is more than sufficient or close to sufficient to
satisfy the outstanding claims in that state. If the Debtors do
not continue to pay the Secured Former Programs Claims, the
applicable state agency will draw down its letter of credit.
Because draws under the letters of credit will be treated as
borrowings under the Debtors' postpetition financing facility, s
the amount of those letters of credit immediately would become
postpetition loans. In contrast, by continuing to pay the
Secured Former Programs Claims, Mr. DeFranceschi notes that the
Debtors would only be required to make periodic payments over
the life of those claims. It is therefore advantageous to
continue paying Secured Former Programs Claims as they come due,
rather than immediately incur a postpetition interest-bearing
obligation in the full amount applicable letter of credit.

With respect to the Former Self-Insured Programs for former
Longshore Workers, West Virginia and states without letters of
credit (Illinois, Maryland, Missouri, Pennsylvania and Rhode
Island), the Debtors are permitted to waive, in their sole
discretion, the protections granted by the automatic stay to the
extent necessary to permit the applicable federal or state
workers' compensation agency to take such actions as are
necessary to pay the workers' compensation claims under those
Former Self-Insured Programs. The Debtors propose assisting
holders of Unsecured Former Programs Claims to seek payment of
those claims from the appropriate state or federal agency. The
Debtors anticipate that a transition period, not to exceed 90
days, will be required until this new approach to Unsecured
Former Programs Claims is implemented. To insure coverage during
the Transition Period, the Debtors request authority, in their
sole discretion, to pay Unsecured Former Programs Claims that
become due and payable during the Transition Period, regardless
of whether such claims are payable from another source.

In addition, the Debtors are authorized, in their sole
discretion, to pay all costs incident to the Insured Programs,
Self-Insured Programs and Secured Former Programs Claims, such
as processing fees and accrued but unpaid charges for the
administration of these programs and claims. Mr. DeFranceschi
explains that payment of the Prepetition Processing Costs is
justified because the failure to pay any such amounts might
disrupt services of third-party providers with respect to these
programs and claims. By paying the Prepetition Processing Costs,
the Debtors may avoid even a temporary disruption of such
services and thereby ensure that their current and fonner
employees obtain all workers' compensation benefits without
interruption and they remain in compliance with applicable state
law at all times. In addition, the Debtors represent that they
have sufficient cash reserves, together with anticipated access
to sufficient debtor in possession financing, to pay the amounts
described herein in the ordinary course of their businesses.

Finally, the Court orders that all applicable banks and other
financial institutions be authorized and directed to receive,
process, honor and pay any and all checks drawn on the Debtors'
accounts to pay the Current Programs Claims, Secured Former
Programs Claims and Prepetition Processing Costs, whether the
checks were presented prior to or after the Petition Date,
provided that sufficient funds are available in the applicable
accounts to make the payments. Mr. DeFranceschi asserts that
each of these checks can be readily identified as relating
directly to the authorized payment of the Current Programs
Claims, Secured Former Programs Claims and Prepetition
Processing Costs. Accordingly, the Debtors believe that checks
other than those relating to authorized payments will not be
honored inadvertently. (Kaiser Bankruptcy News, Issue No. 3;
Bankruptcy Creditors' Service, Inc., 609/392-0900)   


KAISER CENTER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Kaiser Center, Inc.
             300 Lakeside Drive, Suite 130
             Oakland, California 94612-3524

Bankruptcy Case No.: 02-10819

Debtor affiliates filing separate chapter 11 petitions:

     Entity                                     Case No.
     ------                                     --------
     Alwis Leasing, LLC                         02-10818   

Chapter 11 Petition Date: March 15, 2002

Court: District of Delaware (Delaware)

Debtors' Counsel: Paul Noble Heath, Esq.
                  Daniel J. DeFranceschi, Esq.
                  Richards, Layton & Finger
                  One Rodney Square
                  P.O. Box 551
                  Wilmington, Delaware 19899
                  Phone: 302-651-7700
                  Fax : 302-651-7701
                  
                         and

                  Corinne Ball, Esq.
                  Jones, Day, Reavis & Pogue
                  599 Lexington Avenue, 32nd Floor
                  New York, New York 10022
                  Phone: 212/326-3939

Estimated Assets: $10 to $50 Million

Total Debts: $1 to $10 Million

Debtor's 20 Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Alameda County Tax Collector   Tax Debt               $723,000
1221 Oak Street
Oakland, California 94612

City of Oakland                Tax Debt               $300,000
Business Tax Section
250 Frank Ogawa Plaza
Suite 1320
Oakland, California 94161    

Pacific Gas & Electric         Trade Debt             $340,000
Company
1919 Webster Street
Oakland, California 94612

William D White                Trade Debt             $196,000
Company Inc.

DMS Janitorial Company         Trade Debt              $22,000

Stuart Dean Company            Trade Debt              $37,000

City of Oakland Parking Tax    Tax Debt                $25,000

Onyx Environmental             Trade Debt              $16,000
Services, LLC

Dan Foss Graham                Trade Debt              $11,000

Precision Balancing Service    Trade Debt               $7,000

Simpson Gumpertz & Heger       Trade Debt               $6,000

East Bay MUD                   Trade Debt               $5,000

Waste Management               Trade Debt               $4,000

Biagini Waste Reduction Inc.   Trade Debt               $2,000

Bank of America                Trade Debt               $1,000

IHI Environmental Services     Trade Debt               $1,000

Valley Building Maintenance    Trade Debt               $1,000

MCI Worldcom Telephone Bill    Trade Debt               $1,000

Consolidated Lock, Inc.        Trade Debt               $1,000

IOS Capital                    Trade Debt               $1,000       


KEYSTONE CONSOLIDATED: Exchange Offer for 9-5/8% Notes Expires
--------------------------------------------------------------
Keystone Consolidated Industries, Inc. (OTC Bulletin Board:
KESN) announced that its exchange offer to holders of its $100
million 9-5/8% Senior Secured Notes expired at 5:00 p.m., New
York City time on March 14, 2002, with $93,850,000 aggregate
principal amount of the Senior Secured Notes having been
properly tendered for exchange.  All other conditions of the
exchange offer have been satisfied or waived by the Company, and
on March 15, 2002, the Company notified the trustee for the
Senior Secured Notes that it has accepted the $93,850,000
aggregate principal amount tendered for exchange.

The Company also announced that documents related to the $10
million subordinated loan from the County of Peoria, Illinois,
to the Company have been executed and the funds are being held
in escrow by a bank in Peoria, Illinois, pending completion of
certain other documentation.

Keystone Consolidated Industries, Inc. is headquartered in
Dallas, Texas. The Company is a leading manufacturer and
distributor of fencing and wire products, carbon steel rod,
industrial wire, nails and construction products for the
agricultural, industrial, construction, and original equipment
markets and the retail consumer.  Keystone is traded on the
OTCBB under the symbol KESN.


KMART CORP: Court Okays Rockwood Gemini as Real Estate Advisors
---------------------------------------------------------------
Judge Sonderby granted Kmart Corporation and its debtor-
affiliates the authority to hire Rockwood Gemini Advisors to
help assist them in evaluating their real estate properties.

Rockwood Gemini Advisors is a joint venture consisting of
Rockwood Realty Associates LLC and Gemini Realty Advisors LLC.
Rockwood Realty is a real estate investment banking firm
specializing in providing real estate advisory and transactional
services to distressed corporations and their real estate
departments, insurance companies, real estate investment trusts,
pension fund advisors, foundations, lenders and private
investors.

Gemini Realty, on the other hand, is a real estate consulting
firm experience in advising distressed operating companies.  Its
activities include but are not limited to advising companies in
complex restructuring assignments concerning the reduction of
real estate operating and occupancy costs, and most efficient
operation and use of real estate assets, and advising companies
on all real estate matters during bankruptcy proceedings and
reorganization or liquidation efforts.

Moreover, Judge Sonderby rules that all compensation and
reimbursement of expenses (including expenses arising from
indemnity claims) to be paid to Rockwood Gemini shall be subject
to prior approval of the Court.  However, Judge Sonderby notes
that in the light to Rockwood Gemini's flat fee arrangement:

   (i) monthly invoices required pursuant to the interim
       compensation order entered in these cases need only
       consist of a brief narrative of the services provided
       during the previous month (redacted to protect
       confidential information but otherwise sufficient to
       describe the services provided) and the amount of any
       expenses for which reimbursement is sought, and

  (ii) in interim and final fee applications, a listing of time
       spent by day by individual Rockwood Gemini personnel and
       a description of the services provided by Rockwood
       Gemini during the application period (redacted to
       protect confidential information but otherwise
       sufficient to describe the services provided) may be
       substituted for detailed individual time entries.

Furthermore, the Court mandates that all requests of Rockwood
Gemini for payment of indemnity pursuant to the Retention
Agreement arising during the pendency of these Chapter 11 cases
shall be made by means of an application and shall be subject to
review by the Court to ensure that payment for such indemnity
conforms to the terms of the Retention Agreement and is
reasonable based upon circumstances of the litigation or
settlement in respect of which indemnity is sought.

Judge Sonderby further modifies the Retention Agreement to
provide that in no event shall Rockwood Gemini be indemnified if
the Debtors or a representative of their estates assert a claim
which is determined by a final order of a court of competent
jurisdiction to have arisen out of Rockwood Gemini's own bad-
faith, self-dealing, reckless and willful misconduct or
negligence.

In the event that Rockwood Gemini seeks reimbursement for
attorney's fees from the Debtors pursuant to the Retention
Agreement, Judge Sonderby emphasizes that the invoices and
supporting time records from such attorneys shall be included in
Rockwood Gemini's own applications.  "Such invoices and time
records shall be subject to the United States Trustee's
guidelines for compensation and reimbursement of expenses as
well as Court approval," Judge Sonderby adds.

Under the terms of a Retention Agreement, Rockwood Gemini will:

(a) Prepare a proprietary financial model for the purpose of
    valuing the Debtors' portfolio of fee-hold and leasehold
    interests and calculate their value on a property-by-
    property basis in the current marketplace;

(b) Conduct in-depth meetings with key personnel of the Debtors
    to discuss valuation potentials and define any operational
    issues that may affect the valuation of the Debtors' real
    estate interests;

(c) Work with the Debtors to identify and, where possible,
    resolve or quantify any unresolved issues or detriments to
    value.  An important component of the initial evaluation of
    the real estate interests is the minimization of such
    issues, such as the effect of any new governmental zoning
    or environmental regulations;

(d) Review and analyze all pertinent and available documentation
    and data regarding the Debtors real estate assets,
    including, but not limited to, leases, lease amendments,
    etc.;

(e) Conduct in-depth market analyses utilizing proprietary
    databases, public records, GIS systems, Internet databases
    and interaction with local real estate professionals;

(f) Physically inspect, where necessary, the Debtors' real
    estate interests, including any improvements to the real
    estate, in order to evaluate location, site, physical
    condition and market appeal and constraints compared with
    competitive properties or future sites in the market area;

(g) Determine the maximum additional development potential for
    each parcel, if appropriate, and the potential impact on
    the value of existing improvements;

(h) To the extent deemed necessary and, with the prior approval
    of the Debtors, engage and supervise outside consultants
    including engineers, environmental consultants, architects,
    and zoning experts, to assist in specific critical areas
    that might include, but not necessarily be limited to:

        (i) analyzing the condition of the existing physical
            improvements,

       (ii) evaluating any environmental issues,

      (iii) summarizing existing zoning regulations, and

       (iv) ascertaining a "hard" price for any such work which
            might be required to realize the best value for the
            particular real estate interest;

(i) Determine if any development land or competing improved real
    property will be coming on the market and if there are any
    new developments contemplated or possible given the
    availability of suitable sites, and, if so, what impact
    they may have on the Debtors' real estate interest;

(j) Based largely upon the information obtained during the
    initial stages of the Assignment, prepare detailed
    financial models for the Debtors' real estate interests
    including a detailed discussion regarding the underlying
    assumptions utilized in developing the financial models;

(k) Based on due diligence, analysis and valuation, prepare a
    strategic action plan that:

        (i) clearly identifies and quantifies complex issues;

       (ii) assesses and values alternative courses of actions;

      (iii) provides for the most effective means of achieving
            the Debtors' objectives;

(l) Prepare a comprehensive written report for the Debtors' real
    estate interests, which will include thorough descriptive
    information, market data, area information, and all other
    information necessary for the Debtors to effectively
    evaluate the real estate interests in the marketplace;

(m) Prepare a portfolio database of the Debtors' real estate
    interests in Excel form for confidential internal use by
    the Debtors' management and its legal and other advisors;

(n) Work directly with the Debtors' management, staff, its
    counsel, its outside brokers and other advisors in their
    review of the Debtors' real estate interests, and the
    competitive marketplace for such assets; and

(o) Prepare and present regular and thorough status reports to
    the Debtors regarding the execution of the Assignment and
    attend regular Comdisco staff meetings with the Debtors
    regarding current real estate issues.

As compensation for the services, the Debtors will pay Rockwood
Gemini a flat monthly fee of $150,000.  The Debtors will also
pay Rockwood Gemini an additional $75,000 per month at such time
that Rockwood Gemini begins to assist the Debtors with any real
estate disposition matters.

Furthermore, the Debtors will reimburse Rockwood Gemini for the
actual and reasonable out-of-pocket expenses incurred such as
costs associated with preparation of written reports, all
travel-related expenses, outside printing costs, database and
licensing fees, and other administrative expenses.

Upon execution of the Retention Agreement, Rockwood Gemini
received a due diligence fee of $300,000 together with $116,129
representing Rockwood Gemini's monthly fee prorated for the
period of January 8, 2002 through January 31, 2002. (Kmart
Bankruptcy News, Issue No. 6; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


KMART CORP: Store Closure Drags GMAC Certificates Ratings Down
--------------------------------------------------------------
Standard & Poor's placed its ratings on the class K and L
commercial mortgage pass-through certificates of GMAC Commercial
Mortgage Securities Inc.'s series 2000-C2 on CreditWatch with
negative implications.

The CreditWatch placement reflects Kmart Corp.'s ('D' rating)
March 8, 2002 announcement of the closure of 284 underperforming
stores. Standard & Poor's has identified two loans with a
combined balance of $14.7 million, or 1.92% of the pool, that
have been slated for closure. Both loans are secured by
properties solely occupied by Kmart and are located in Illinois,
one in Chicago, and one in Aurora. This is in addition to four
delinquent loans totaling $12.6 million, or 1.65% of the pool,
one of which is in special servicing.

The ratings will remain on CreditWatch negative until the impact
of these six loans on the certificates can be determined. At
this point no other rated certificates are affected.

            Ratings Placed On Creditwatch Negative

           GMAC Commercial Mortgage Securities Inc.
           Pass-through certificates series 2000-C2

                          Rating
          Class     To              From      Credit Enhancement
          K         B+/Watch Neg    B+        2.65%
          L         B/Watch Neg     B         2.15%

                 Other Currently Rated Classes

           GMAC Commercial Mortgage Securities Inc.
           Pass-through certificates series 2000-C2

          Class     Rating      Credit Enhancement
          A-1       AAA         21.49%
          A-2       AAA         21.49%
          B         AA          17.44%
          C         A           13.78%
          D         A-          12.39%
          E         BBB         9.86%
          F         BBB-        8.60%
          G         BB+         5.31%
          H         BB          4.55%
          J         BB-         3.79%
     

KMART CORP: Fitch Keeping Watch on Morgan Stanley Transactions
--------------------------------------------------------------
Fitch Ratings places the $7.7 million class J of Morgan Stanley
Capital I Inc.'s commercial mortgage pass-through certificates,
series 1997-HF1 at 'B-' on Rating Watch Negative. The remaining
classes are affirmed as follows: $63.4 million class A-1, $215.5
million class A-2 and interest-only class X at 'AAA', $55.7
million class B at 'AA+', $34 million class C at 'A+', $27.8
million class D at 'BBB+', $9.3 million class E at 'BBB', $41.7
million class F at 'BB', $4.6 million class G at 'BB-' and $10.8
million class H at 'B'. The $6.2 million class K is not rated by
Fitch.

The Rating Watch reflects the weakening of the transaction due
to the number of loans of concern in the transaction, including
a loan with Kmart exposure. There is one loan, which has Kmart
as a tenant with a 1.9% exposure by loan balance. Kmart has
decided to close this store pending bankruptcy court approval.

Fitch has also identified eleven other loans of concern (10.5%)
in the pool. There is one loan (0.2%) in special servicing which
as of the February distribution date is current on its payments.
In addition to the specially serviced loan, there are ten other
loans with DSCRs below 1.0x (10.3%) based on trailing-twelve-
month (TTM) financials.

Fitch will continue to monitor the progress of the Kmart
bankruptcy and the impact on the ratings in this transaction.


KMART CORP: Fitch Concerned About Impact on CSFB Transactions
-------------------------------------------------------------
Fitch Ratings places these classes on Rating Watch Negative of
Credit Suisse First Boston Mortgage Securities Corp., commercial
mortgage pass-through certificates, series 1997-C2: $73.3
million class F currently rated 'BB' and $14.7 million class G
at 'BB-'.

The following two classes are downgraded: $29.3 million class H
to 'CCC' from 'B', and $14.7 million class I to 'CCC' from 'B-'.
The remaining classes are affirmed as follows: $79.1 million
class A-1, $322.3 million class A-2, $523.3 million class A-3
and interest-only class A-X are affirmed at 'AAA', $95.3 million
class B at 'AA', $80.6 million class C at 'A', AND $95.3 million
class D at 'BBB-'. The $26.7 million class E and $40.4 million
class J certificates are not rated by Fitch.

The rating actions reflect the weakening of the transaction due
to the number of loans of concern in the deal including the
loans with Kmart exposure. There are nine loans, which have
Kmart as a tenant totaling 6.8% exposure by loan balance. Of
these loans, Kmart has rejected five of the leases thus far.
Fitch will continue to monitor the progress of the Kmart
bankruptcy for further lease rejections and the impact on the
ratings in this transaction.

Fitch has also identified several other loans of concern (9.5%)
in the pool. There are twenty-one loans in special servicing,
five of which are real estate owned (REO) loans (1.13%). Of the
five REO loans, three (0.9%) are credit tenant lease (CTL) loans
guaranteed by Furrs. The remaining two loans are secured by an
Oregon storage facility and a Comfort Inn located in Garland,
TX, respectively. All five REO loans have suffered from vacancy
issues due to bankruptcies of tenants or a weak hotel market.

Fitch Ratings will continue to monitor this transaction as
surveillance is ongoing.


KMART CORP: Deutsche Bank Alex. Brown Offering 25% for Claims
-------------------------------------------------------------
Deutsche Bank Alex. Brown Inc. is offering creditors 25 cents-
on-the-dollar for their claims against Kmart Corporation. Among
other contingencies, including the "right not to accept any
claims presented and the right to increase or decrease our offer
level depending on market conditions," Vice President Duane
Massicci and Director Matt Doheny say in a letter circulated to
Kmart's creditors earlier this month, "[a]ll claims must be
supported by invoice documentation and an officer in the company
must attest to the validity of the claim and the claim amount."
Messrs. Masucci and Doheny can be reached in New York at (212)
469-5389.


LERNOUT & HAUSPIE: Court Confirms Dictaphone's 3rd Amended Plan
---------------------------------------------------------------
Following the withdrawal of all confirmation objection,
Dictaphone's Third Amended Plan, including the Plan Supplement,
which Judge Wizmur finds to be a technical or non-material
change, is confirmed by Judge Judith H. Wizmur.  Judge Wizmur
enters an Order making the required findings of fact and law to
support confirmation, based in part on the hearing testimony of
Tim S. Ledwick, Dhruv Narain, and Joseph D'Amico of Dictaphone.

Judge Wizmur finds that Dictaphone's plan adequately and
properly identifies and classifies all claims and classes, and
is in compliance with the Bankruptcy Code.  She also finds that
adequate and sufficient notice was provided to all parties
entitled to receive the same of the Plan, as amended and
supplemented.

Judge Wizmur finds that the Plan as amended and supplement is
proposed by Dictaphone in good faith and not by any means
forbidden by law, and that any payment made or to be made by
Dictaphone or a person issuing securities or acquiring property
under the Plan for services or for costs and expenses, or in
connection with these cases or the Plan, has been approved by,
or is subject to approval by, the Court.  In particular, Judge
Wizmur finds that the fees and expenses described in
the exit facility are reasonable.

As to the "best interests of creditors" test for confirmation,
Judge Wizmur finds that:

       (1) The liquidation analyses contained in the Disclosure
Statement and in other evidence at the confirmation hearing have
not been controverted by other evidence.  The methodology used
and assumptions made in connection with the liquidation
analysis, as supplemented by other evidence at the confirmation
hearing, are reasonable.

       (2) Each holder of a claim or equity interest in each
impaired class either has accepted the plan or will likely
receive or retain under the plan on account of such claim or
equity interest property of a value, as of the Effective Date,
that is not less than the amount that such holder would receive
or retain if Dictaphone were liquidated under chapter 7 of the
Bankruptcy Code on such date.

No class made any election under Bankruptcy Code section
1111(b)(2).

The treatment of administrative expenses and priority tax claims
under the Plan satisfies the Code's requirements, respectively,
for those types of claims.  The fees paid and to be made to the
United States Trustee have been made timely and in full, or will
be paid as administrative claims.

Based on the record, the Plan and Dictaphone meet the
feasibility test. Judge Wizmur finds that reasonable prospects
exist that Reorganized Dictaphone may achieve financial
stability and success.  Judge Wizmur finds that, based on the
record, the best chance for Dictaphone's "continued
profitability" is its prompt emergence from chapter 11.  The
evidence at the hearing showed, to Judge Wizmur's satisfaction,
that Dictaphone can make the payments promised under the Plan
and will be able to perform its post-confirmation obligations.  
Consequently, confirmation of the plan is not likely to be
followed by the liquidation, or the need for further financial
reorganization, of Dictaphone or any successor to Dictaphone.  
She further finds that the principal purpose of the Plan is not
the avoidance of taxes or the avoidance of Section 5 of the
Securities Act of 1933, and no governmental unit has requested
that Judge Wizmur not confirm the Plan for this reason.

The Plan makes provision for the continuation of retiree
benefits at the level established by the Bankruptcy Code prior
to confirmation of the Plan for the duration of the period
during which Dictaphone is obligated to make such payments.

                     The Need for Cram-Down

With the exception of Classes 9 and 10, each class of claims or
equity interests entitled to vote accepted the plan or is not
impaired under the plan.  Since not all impaired classes of
claims or equity interests have accepted the Plan, the
requirements of the Bankruptcy Code have not been met, thus
requiring resort to the "cram-down" provisions of the Code.

At least one class of impaired claims has accepted the Plan,
determined without including any acceptance of the Plan by any
insider of Dictaphone holding a claim in the class, and
satisfying this prong of the test.

Judge Wizmur finds that the Plan is "fair and equitable" and
does not discriminate unfairly against the rejecting Classes 9
and 10. Specifically, Judge Wizmur finds that, as to the
rejecting classes:

       (1) The holder of any claim or equity interest that is
junior to the claim or equity interest of the rejecting classes
will not receive or retain under the plan, on account of such
junior claim or equity interest, any property, and

       (2) With respect to the claims or equity interests, the
claims and equity interests in the rejecting classes have no
value.

Thus, Judge Wizmur concludes that the Plan satisfies the cram-
down requirements as to each of the rejecting classes.

                        The Exit Facility

Judge Wizmur finds that GMAC has signed and delivered the exit
facility commitment letter, and she authorizes Dictaphone to
enter into the commitment facility on the terms and conditions
described in the letter.

                    The Securities Exemption

To the extent, if any, that they constitute "securities", Judge
Wizmur finds that the issuance and distribution of (i) the
Dictaphone New Common Stock, (ii) Dictaphone New Warrants (and
any Dictaphone Common Stock issued upon exercise of the
Dictaphone New Warrants), and (iii) the Litigation Trust
Beneficial Interests, under the Plan have been duly authorized
and, when issued as provided in the Plan, will be validly
issued, fully paid, and nonassessable.  The offer and sale of
these properties is in exchange for claims, or principally in
exchange for claims and party for cash and property, within the
Bankruptcy Code.

To the extent that any of these items constitute securities, the
offering of such items is exempt and the issuance and
distribution of such items will be exempt from Section 5 of the
Securities Act of 1933 and any state or local law requiring
registration prior to the offering, issuance, distribution or
sale of securities, and all of these items will be freely
tradable by the recipients, subject to the Code's definition of
an underwriter and compliance with any rules or regulations of
the SEC, if any, applicable at the time of any future transfer
of such securities or instruments, and any applicable
restrictions on transferability.

                  Assumed Contracts and Leases

Subject to the payment of cure amounts as appropriate, the
contracts and leases described by Dictaphone to be assumed are
found to be valid and existing contracts or unexpired lease
interests in the property subject to the leases.  None of
Dictaphone's rights have been or shall be released or waived
through the assumption of these contracts and leases as assumed,
and none of the contracts and leases will be terminated by the
assumption.  Judge Wizmur finds there is no default in any of
these leases and contracts, nor will there exist any event or
condition that, with the passage of time, shall constitute such
a default.  She finds that Reorganized Dictaphone has provided
adequate assurance of its future performance of its obligations
under these leases and contracts.  Judge Wizmur therefore
approves the assumption of these contracts and leases, and their
assignment to Reorganized Dictaphone.

                       The Intercompany and
                     Intercreditor Settlements

By confirming the Plan, Judge Wizmur approves these settlements
and grants the Debtors' Motion, described below, for the same.
(L&H/Dictaphone Bankruptcy News, Issue No. 20; Bankruptcy
Creditors' Service, Inc., 609/392-0900)  

                           *    *     *

     Dictaphone Corporation, one of the oldest brands in America
and a leader in dictation, speech recognition and communications
recording solutions for medical and commercial applications,
announced that its chapter 11 plan of reorganization was
confirmed on March 13, 2002 by the United States Bankruptcy
Court for the District of Delaware. The company expects to
emerge from chapter 11 by the end of this month as a standalone
entity and not as a subsidiary of Lernout &Hauspie (L&H), its
current parent. Upon emergence, Dictaphone's unsecured creditors
will own 100% of the common stock of the company, prior to
customary dilution for the company's incentive program. Under
the plan of reorganization, certain creditors will also receive
warrants for the rights to acquire additional shares, and
certain other creditors will receive, in the aggregate, $27.3
million of subordinated notes to be newly issued by the company.

"With the blanket of chapter 11 lifted and in light of recent
R&D investment and key technology acquisitions, we are well
positioned for growth in our multiple businesses. My positive
view of Dictaphone's future is also reflected in the Dictaphone
creditors' overwhelming support of our plan and in their desire
to participate in our company vision and value appreciation as
equity owners," said Rob Schwager, Dictaphone President and
Chief Executive Officer.

Dictaphone was acquired by Lernout and Hauspie (L&H), a Belgium-
based speech and language company, in May 2000. Within months
of the acquisition, L&H and certain of its U.S. subsidiaries,
including Dictaphone, filed for chapter 11 protection. During
the bankruptcy case, Dictaphone entered into a long term
licensing arrangement for what was L&H's award winning speech
recognition engine, language data and natural language software
development tools. Additionally, Dictaphone acquired from L&H
(and certain of its affiliates) its PowerScribe(R) product, the
healthcare industry's leading speech recognition system.

As the leader in large-scale dictation systems for the
healthcare market, Dictaphone has recently introduced the
EXSpeech system, which allows its hospital and clinic customers
to reduce transcription costs by approximately 30%. The
transcription labor costs for hospitals in the United States are
over $6 billion annually, presenting Dictaphone with a
significant growth opportunity as it pioneers this new market.
Looking to the future, Schwager said "Over the course of the
last 5 years, Dictaphone has gone through a dramatic
transformation from being a longtime provider of hardware based
products to become a leading developer and supplier of software
based systems in the healthcare, public safety and call center
markets. While the past 16 months of bankruptcy have certainly
presented challenges, the acquisition of advanced speech
technology, the substantially increased investments in our R&D,
the reduction of debt to less than 20% of pre-bankruptcy levels
and the heightened determination of our employees have resulted,
we believe, in a newly energized, better equipped and more
valuable Dictaphone which is now poised for growth."  

The company has also received a $30 million commitment from GMAC
Business Credit, LLC under a revolving credit facility to meet
its ongoing working capital needs. "Dictaphone will emerge from
chapter 11 with a stronger balance sheet and with dramatically
reduced debt, allowing us to more effectively manage and make
necessary investments in our business. I'm also pleased to
report that during 2001, despite the highly unusual corporate
circumstances and a challenging economy, Dictaphone was able to
meet its annual performance goals and to establish momentum
going into 2002." Schwager said.

Schwager concluded, "We are very appreciative for all of the
support provided by our customers, suppliers, employees and
advisors during this critical time. That support will enable the
company to emerge from chapter 11 on an accelerated timetable.
We believe we will be able to demonstrate that such support was
warranted by continuing to provide to our customers superior
technology and services and also present an increasing value to
our new shareholders."

Dictaphone is a leader in the development, manufacture,
marketing, service and support of highly scalable communications
recording and dictation systems which incorporate advanced
speech and natural language technology focused upon the
healthcare, public safety and call center markets. Dictaphone
also owns and operates an electronics manufacturing facility in  
Melbourne, Florida, which produces complex electronics products
and components for Dictaphone and third-party customers.
Dictaphone is headquartered in Stratford, Connecticut, and has
worldwide marketing, sales, service and support organizations
throughout United States, the United Kingdom, Canada and Europe.


LUMINANT WORLDWIDE: Plan of Reorganization Expected on April 6
--------------------------------------------------------------
As previously reported, on December 7, 2001, Luminant Worldwide
Corporation and certain of its direct and indirect subsidiaries
filed a voluntary petition for reorganization relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas,
Houston Division, under jointly administered Case No. 43445-H3-
11. The purpose of the Chapter 11 Proceeding is currently to
facilitate the sale of all of the Debtors' assets.

On January 2, 2002, the Bankruptcy Court declared that Lante
Corporation had submitted the highest and best bid and approved
the sale of substantially all of the Debtors' assets to Lante.
On January 7, 2002, Luminant and Lante entered into an Amended
and Restated Asset Purchase Agreement,   memorializing the terms
of the sale as presented in the successful bid at the auction
held in open court. Under the Amended Agreement, in exchange for
substantially all of Debtors' assets, Lante agreed to (i) assume
certain liabilities involving contracts assigned to Lante, (ii)
pay to Lante at the closing $5.2 million in cash, (iii) pay to
Luminant an amount in cash equal to 75 percent of accounts
receivable not more than 90 days old as of the closing date and
unbilled work-in-progress related to professional consulting
services as of the closing date which would be billed in the
ordinary course of business but for the sale of assets; and (iv)
make payment to Luminant with respect to accrued vacation and
other paid leave obligations of Luminant arising prior to the
closing date.

The closing date of the sale of the assets to Lante pursuant to
the Amended Agreement was January 8, 2002. Lante paid $5.2
million in cash for Luminant's client contracts and
relationships, intellectual property, software assets and
certain tangible assets. In addition, Lante paid approximately
$2.6 million for the accounts receivable not more than 90 days
old as of the closing date and unbilled work-in-progress related
to professional consulting services as of the closing date which
would be billed in the ordinary course of business but for the
sale of assets.

Luminant currently has no ongoing operations.  On February 15,
2002, the Bankruptcy Court entered an order authorizing the
appointment of H. Malcolm Lovett, Jr. as president and sole
director of each of the Debtors. All other officers and
directors of the Debtors were terminated or resigned at or prior
to this time.

The Debtors and the Official Committee of Unsecured Creditors
expect to file a plan of reorganization pursuant to the
Bankruptcy Code. The exclusive period in which the Debtors must
file the Plan or by which the Debtors must seek an extension is
April 6, 2002. Luminant currently expects to file the Plan prior
to this date or to seek an extension to file the Plan soon
thereafter.

The monthly operating report of Luminant for January 2002 shows
total assets of $11,806,116 and total liabilities of
$43,345,632. Based on its review of the remaining assets,
Luminant believes that the remaining liabilities of the Debtors
are greater than the value of their assets. The Debtors are
currently in the process of liquidating all of their assets.
Accordingly, Luminant expects that any Plan will result in the
cancellation of all equity interests in Luminant.

Because Luminant has significantly limited resources, has no
ongoing business and expects to emerge from the Chapter 11
proceeding with a cancellation of all equity interests, Luminant
does not plan to complete any audit for the fiscal year ended
December 31, 2001 or to file an annual report on Form 10-K or
any subsequent quarterly reports on Form 10-Q unless otherwise
required by the Bankruptcy Court or the U.S. Securities and
Exchange Commission.


MARINER POST-ACUTE: Court Okays CDL, P.C. as Debtor's Co-Counsel
----------------------------------------------------------------
Mariner Post-Acute Network, Inc., and its debtor-affiliates
obtained Court approval to employ the law firm of Christopher D.
Loizides, P.C. in Wilmington, Delaware as bankruptcy co-counsel
in connection with the commencement and prosecution of a limited
number of adversary proceedings the Debtors intend to file
seeking to recover preferences, fraudulent conveyances and other
turnover actions.

The Debtors, subject to the provisions of the Bankruptcy Code,
the Bankruptcy Rules and the Local Rules, will compensate CDL,
P.C. at its customary hourly rates in effect from time to time.
The current standard hourly rates of the principal professionals
and paraprofessionals designated to represent the Debtors are as
follows:

         Christopher D. Loizides     $185.00 per hour
         Magdalen Braden             $145.00 per hour
(Mariner Bankruptcy News, Issue No. 26; Bankruptcy Creditors'
Service, Inc., 609/392-0900)  


MISSION RESOURCES: S&P Concerned About Deteriorating Liquidity
--------------------------------------------------------------
The 'B+' ratings for Mission Resources Corp., have been placed
on CreditWatch with negative implications. The CreditWatch
listing reflects Standard & Poor's heightened concerns regarding
the potential deterioration in Mission's liquidity stemming from
possible violations of financial covenants in the company's $200
million bank credit facility and the upcoming redetermination of
that facility's borrowing base. The borrowing base of Mission's
bank credit facility is $125 million and Mission currently has
about $35 million drawn down, leaving incremental available
borrowing capacity of $90 million.

Standard & Poor's is concerned that, depending on the duration
and magnitude of lower commodity prices, availability under
Mission's bank facility may be reduced at a time of diminished
cash flows. Depending on the magnitude of the borrowing base
reduction and the outcome of negotiations with Mission's bankers
regarding its financial covenants (which would affect the
company's financial flexibility), Standard & Poor's could either
affirm or lower Mission's ratings.

Standard & Poor's does not expect that the borrowing base will
be dropped below the level of outstanding borrowings, because of
the low utilization of the facility, the asset protection
afforded by Mission's reserves, and management's recently
announced initiatives to improve near-term financial
performance, including operating expense reduction, asset sales
that could realize $10 million to $15 million, and possible
merger combinations that would deleverage the company. Mission
also has pledged to internally finance capital expenditures, and
has cut its budget for 2002 to $27 million; however, Mission's
capital expenditure cut could adversely affect the company's
near-term production profile.

While Mission is not in violation of any financial covenants
under its credit agreement, the company could breach certain
covenants as early as the end of the first quarter of 2002 if
oil and gas prices were to fall. The current credit agreement
requires that Mission maintain EBITDA interest coverage of more
than 2.5 times and debt to EBITDA of less than 3.5x.


NATIONAL STEEL: Brings-In Lazard Freres as Investment Bankers
-------------------------------------------------------------
National Steel Corporation and its debtor-affiliates seek the
Court's approval to employ and retain Lazard Freres as their
investment bankers, effective as of the Petition Date.

Ronald J. Werhnyak, National Steel's Vice President, General
Counsel and Secretary, relates that the Debtors selected Lazard
Freres because they believe the firm is uniquely qualified for
the task.  "Lazard Freres has substantial expertise in advising
financially-troubled companies in connection with in and out of
court reorganizations and is experienced in debt restructuring,
merger and acquisition advisory and related issues," Mr.
Werhnyak notes.  Specifically, in its capacity as the Debtors'
pre-petition investment bankers, Lazard Freres has developed
knowledge of the Debtors' financial and business operations and
worked with the Debtors on numerous matters.

Lazard Freres has provided and will provide services for the
Debtors such as:

  (a) assisting the Debtors in negotiating with the agent banks
      and other members of the Debtors' bank credit facility
      with respect to various matters;

  (b) acting on the Debtors' behalf in arranging the proposed
      debtor-in-possession financing;

  (c) assisting in developing the communications strategy for
      employees, vendors and customers;

  (d) advising management and the board of directors with
      respect to various financial matters;

  (e) meeting with the lenders and their advisors in connection
      with the restructuring process;

  (f) assisting the Debtors and their consultants and counsel in
      evaluating its businesses, assets and operations;

  (g) assisting the Debtors in developing a proposed employee
      retention and severance program; and

  (h) advising and attending meetings of National Steel's Board
      of Directors and its committees.

Furthermore, Mr. Werhnyak lists additional services expected of
Lazard Freres:

  (a) a review and analysis of the Debtors' business, operations
      and financial projections;

  (b) advising and assisting the Debtors in securing Debtor-in-
      possession financing, if required;

  (c) evaluating the Debtors' debt capacity in light of its
      projected cash flows;

  (d) assisting in the determination of an appropriate capital
      structure for the Debtors; determining a range of values
      for the Debtors on a going-concern basis;

  (e) advising the Debtors on tactics and strategies for
      negotiating with the Stakeholders and other appropriate
      parties;

  (f) rendering financial advice to the Debtors and
      participating in meetings or negotiations with the
      Stakeholders and other appropriate parties in connection
      with the Debtors' restructuring;

  (g) assisting the Debtors in preparing documentation required
      in connection with the Debtors' restructuring;

  (h) advising and attending meetings of the Debtors' Board of
      Directors and its committees;

  (i) providing testimony, as necessary, in any proceeding
      before the Bankruptcy Court; and

  (j) providing the Debtors with other appropriate general
      restructuring advice.

Frank A. Savage, Managing Director at Lazard Freres, tells the
Court that Lazard Freres will bill $200,000 per month and
request reimbursement for its actual and necessary expenses.  In
addition, Mr. Savage reports that the firm will also receive a
cash fee equal to $6,000,000 upon the completion of a
Restructuring.  Certain broad "Indemnification Provisions are
considered a part of the compensation payable to Lazard Freres,"
Mr. Savage adds.

Mr. Savage explains that the compensation structure reflects the
difficulty of the extensive assignments Lazard Freres expects to
undertake and the potential for failure.

Mr. Savage informs Judge Squires that during the period prior to
the Petition Date, the Debtors paid Lazard Freres $600,000 for
pre-petition services rendered and $37,098 for out-of-pocket
expenses.  The pre-petition payments include monthly financial
advisory fees for the months of January and February 2002 plus a
$200,000 retainer.  The expense payments reflect reimbursement
of expenses billed for January and February 2002 plus a $25,000
expense advance.

The Debtors and Lazard Freres agree that the engagement may be
terminated following 10 days written notice at any time without
liability or continuing obligation.

To the best of the Debtors' knowledge, the officers and
employees of Lazard Freres does not have any connection with the
Debtors, their creditors or any other parties in interest.  Mr.
Savage admits that Lazard Freres may have worked for pre-
petition lenders of the Debtors, post-petition creditors, the
Debtors counsel and other parties in interest in the past;
however, its relationship to these firms is not related to these
cases.  Thus, Lazard Freres is a "disinterested person" as
defined under Section 101(14) of the Bankruptcy Code.  Mr.
Savage assures the Court that Lazard Freres do not have an
interest materially adverse to the interests of the estates or
of any class of creditors or interest holders of the Debtors.
(National Steel Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


NATIONSRENT INC: Look for Schedules & Statements on March 19
------------------------------------------------------------
NationsRent Inc., and its debtor-affiliates ask the Court to
extend the time within which the Debtors must file the schedules
and Statements by an additional 14 days -- from March 5, 2002,
through and including March 19, 2002.

Michael J. Merchant, Esq., at Richards Layton & Finger P.A. in
Wilmington, Delaware, submits that to date, the Debtors have
made substantial progress toward the completion of the Schedules
and Statements.  The Debtors, however, believe that they will
not be in a position to complete and file the Schedules and
Statements by March 5, 2002, the date required by the Court in
the Extension Order. Nevertheless, recognizing the importance of
the schedules and Statements in these chapter 11 cases, the
Debtors intend to complete the Schedules and Statements as
quickly as possible under the circumstances. The substantial
size and complexity of these cases, coupled with the volume of
material that must be compiled and reviewed by the Debtors'
limited staff to complete the Schedules and Statements for all
of the Debtors continues to provide ample "cause " for
justifying, if not compelling, the requested extension.

A hearing on the motion is scheduled on April 2, 2002, and by
application of Local Rule 9006-2, the deadline is automatically
extended to that date. (NationsRent Bankruptcy News, Issue No.
7; Bankruptcy Creditors' Service, Inc., 609/392-0900)


NEOMEDIA TECH.: Violates Nasdaq Continued Listing Standards
-----------------------------------------------------------
NeoMedia Technologies, Inc. (NASDAQ: NEOM) said that it has
requested a hearing before a NASDAQ Listing Qualifications Panel
to review a NASDAQ Staff Determination received earlier this
week.

Charles T. Jensen, NeoMedia's CFO, vice president and treasurer,
said the Staff Determination (received March 11) indicated that
as of December 31, 2001, NeoMedia did not comply with either the
minimum $2,000,000 net tangible assets or the minimum $2,500,000
stockholders' equity requirement for continued listing set forth
in Marketplace Rule 4310(C)(2)(B), and that NeoMedia securities
were, therefore, subject to delisting.

Jensen said NeoMedia immediately responded by requesting a
hearing before a NASDAQ Listing Qualifications Panel to review
the Staff Determination, noting that while there can be no
assurance the Panel will grant NeoMedia's request for continued
listing, the request by NeoMedia for a hearing will stay the
delisting pending the Panel's decision.

Jensen also said that should NeoMedia not reach a successful
conclusion with regard to continued listing on The NASDAQ
SmallCap Market, it intends for its stock to be traded via the
OTC Bulletin Board(R) (OTCBB).

       Relationship with SBI E2-Capital/SOFTBANK is Key

Charles W. Fritz, NeoMedia's chairman and CEO, said his
company's relationship with SBI E2-Capital (USA) Inc., ("SBI E2-
Capital USA") SOFTBANK Investment Group Japan's U.S. investment
banking arm, as its investment banker, "is an important step in
implementing our new strategic initiative, stabilizing and
solidifying NeoMedia now and in the future." He said SBI E-2 has
placed a majority (51.5% of outstanding shares) ownership of
NeoMedia since the relationship was announced late last year
(see "NeoMedia Engages SBI E2-Capital (USA) Inc., SOFTBANK
Investment Group Japan's U.S. Investment Banking Arm," Business
Wire, September 26, 2001).

On February 14, 2002, NeoMedia issued 19,000,000 shares of its
common stock at a price of $0.17 per share through SBI E-2
Capital. The shares were issued in exchange for limited recourse
promissory notes maturing at the earlier of 90 days from the
date of issuance, or 30 days from the date of registration of
the shares. The gross proceeds of this transaction will be
approximately $3,230,000 upon maturity of the notes, including a
payment of $190,000 made to NeoMedia by the investors.

NeoMedia Technologies, Inc. -- http://www.neom.com-- develops  
technologies that link physical information and objects to the
Internet, marketing services under the PaperClick(TM) trademark.
In addition, NeoMedia's Systems Integration Group specializes in
Open & Storage System solutions and automating print production
operations.


PACIFIC GAS: Argues over Sovereign Immunity in 2nd Amended Plan
---------------------------------------------------------------
The Plan Proponents, Pacific Gas and Electric Company and PG&E
Corporation, argue the State and the CPUC have waived their
ability to assert sovereign immunity in this Chapter 11 Case
through their extensive participation in the Debtor's chapter 11
proceedings because both the State and the CPUC have availed
themselves of the Bankruptcy Court's jurisdiction to:

(1) file claims in the Chapter 11 Case,

(2) appear on the merits in critical matters, and

(3) file a term sheet for a competing plan, which it filed on
    February 13, 2002.

The Proponents believe the cumulative effect of their
involvement and participation has been to surrender whatever
sovereign immunity the State or the CPUC might otherwise have
possessed.

(1) Claims

  To date, the State of California (through multiple agencies)
  has filed more than $1.2 billion in claims in the Chapter 11
  Case. The State's claims (at least fifty-five of them) embrace
  a wide range of matters.

(2) Appearances on the Merits.

  The State and the CPUC also have participated in the Chapter
  11 Case in many other significant ways that the Proponents
  believe individually, or in the aggregate, are a waiver of
  sovereign immunity. Among other things, the State has become
  the most active critic of the Plan.

(3) Term Sheet.

  In addition, on January 8, 2002, the CPUC filed an objection
  as "a creditor and party in interest in this chapter 11 case"
  urging the Bankruptcy Court to terminate the Debtor's period
  of exclusivity and to "permit the Commission to file and
  solicit acceptances to its Alternate Plan" of reorganization.
  In this objection, the CPUC characterized itself as "a
  critical player in this case" and indicated that "the
  Commission is prepared to describe the salient features of its
  Alternate Plan and, with this Court's permission, to file a
  plan and disclosure statement in short order." The Attorney
  General, on behalf of the State and eleven named agencies
  thereof, specifically joined in the CPUC's objection on
  January 9, 2002. The Bankruptcy Court sustained the objection
  in part and, by order dated February 3, 2002, granted the CPUC
  permission to file a term sheet setting forth the components
  of its proposed alternative plan. The CPUC filed its term
  sheet in accordance with the Bankruptcy Court's order on
  February 13, 2002. At a hearing on February 27, 2002, the
  Bankruptcy Court terminated the Debtor's exclusivity for the
  limited purpose of allowing the CPUC to file a competing plan.

The Proponents believe that, despite any disclaimers or
reservations of rights made by the State and/or its various
entities, the State's actions have waived any Eleventh Amendment
immunity with respect to the Debtor's entire bankruptcy
proceeding. The Proponents believe that a State or State agency
cannot invoke its immunity selectively, even if it repeatedly
claims that its actions are not meant to waive its Eleventh
Amendment immunity.

For these reasons, the Proponents believe that the CPUC and the
State have waived their sovereign immunity with respect to the
Plan, and seek relief in the Plan accordingly. However, if the
Bankruptcy Court determines that the State and the CPUC have not
waived their sovereign immunity with respect to the Plan, the
Proponents will amend the conditions to confirmation to
substitute findings of fact or conclusions of law for any
declaratory or injunctive relief presently sought against the
CPUC or the State. (Pacific Gas Bankruptcy News, Issue No. 26;
Bankruptcy Creditors' Service, Inc., 609/392-0900)   


PENTON MEDIA: S&P Assigns B- Rating to $50M Senior Secured Notes
----------------------------------------------------------------
On March 14, 2002, Standard & Poor's lowered its ratings on
Penton Media Inc. and removed them from CreditWatch. The current
outlook is developing.

Standard & Poor's also rated the company's proposed Rule 144A
$150 million senior secured notes due 2007 at 'B-'. Proceeds
from the notes and a $50 million preferred stock issue will be
used to repay approximately $180 million in existing bank term
debt and provide some modest near-term liquidity.

The downgrade reflected the significant deterioration of
Penton's credit profile as a result of the recession and post-
September 11 travel industry and advertising downturn.
Expectations are for additional weakness in the first half of
2002 and uncertainty exists about when key credit measures will
improve.

Penton, based in Cleveland, Ohio, is one of the leading trade
magazine publishers and event organizers in the U.S. with more
than 65 controlled circulation magazines and 135 trade shows and
conferences. Total debt following the proposed refinancing will
be $335 million.

Penton had an extremely difficult year in 2001 due to its heavy
exposure to the troubled technology and manufacturing sectors,
which represent about 75% of total revenue, and a severe decline
in profitability following the terrorist attacks in the U.S. The
sharp drop in revenue in the fourth quarter was particularly
harmful to Penton because it holds several of its largest and
most profitable events in this quarter. Fourth quarter EBITDA,
adjusted for restructuring charges, dropped almost 70% in 2001
compared with 2000 when it represented about 44% of the full
year's profit. In light of the difficult industry environment
and ongoing weakness in key sectors, Penton has taken
significant restructuring actions including laying off 23% of
its staff, closing 22 offices, and discontinuing numerous
unprofitable magazines and events. Still, profits in the first
half of 2002 are likely to decline and it is unclear when and by
how much they might rebound. In addition, with event renewal
rates and prepayments low, Penton is unlikely to benefit from
significant cancellation revenue this year after collecting more
than $20 million last year.

The proposed refinancing is crucial to restoring liquidity as it
will provide $26 million in excess cash and resolve financial
covenant violations under Penton's current bank loan. The
refinancing also includes a new $40 million secured borrowing
base revolving line of credit that will not have any financial
covenants, providing Penton with liquidity and access to capital
during this difficult period. Ratings incorporate no tolerance
for using cash to prepay subordinated debt, as allowed in
limited quantity under the secured notes indenture. Preserving
liquidity is critical, in Standard & Poor's opinion, until
profits and key credit ratios improve measurably. Leverage was
high with debt to EBITDA of 9.1 times at the end of 2001 and
EBITDA coverage of interest expense was thin at 1.3x. Both of
these measures are likely to deteriorate further for at least
the next two quarters.

                        Outlook

The ratings could be lowered further if Penton is unable to
improve its profitability by late 2002 or maintain adequate
liquidity to manage its business during this difficult period.
Conversely, ratings could be raised over the intermediate term
if improving industry conditions and Penton's substantial cost
reductions lead to a meaningful increase in profits and key
credit measures over the next several quarters.


PINNACLE HOLDINGS: Fails to Make Payment on 5.5% Conv. Notes
------------------------------------------------------------
As previously publicly disclosed, pursuant to a forbearance
agreement between Pinnacle Holdings Inc. (Nasdaq: BIGT), its
subsidiaries , including Pinnacle Towers Inc., and the lenders
under Pinnacle's senior credit facility, Pinnacle Tower's
current ability to distribute funds to Pinnacle Holdings to fund
the interest payable due March 15, 2002 to holders of Pinnacle
Holdings 5.5% Convertible Subordinated Notes as of March 1, 2002
is limited. Such interest payment was not made.

If such payment is not made within 30 days of when due, then,
subject to the terms of the governing indenture, the holders of
25% in principal amount of the Convertible Notes may be able to
declare the $200 million principal amount of the Convertible
Notes, together with accrued and unpaid interest, immediately
due and payable.  If the Convertible Note holders or, upon
expiration of the forbearance agreement, the bank lenders, were
to accelerate the maturity of amounts due under the Convertible
Notes or Pinnacle's senior credit facility, respectively,
Pinnacle's 10% Senior Discount Notes due 2008 may subsequently
become payable.  If any of such debt becomes payable, Pinnacle
Holdings and Pinnacle Towers would not have sufficient funds to
immediately repay the indebtedness of theirs that is so payable,
and one or both of them could have to seek to reorganize its
indebtedness under Chapter 11 of the Bankruptcy Code.

Pinnacle Holdings believes it will likely have to attract
additional capital in order to be able to address the financial
challenges it currently faces. Pinnacle Holdings has been
actively seeking additional capital and considering ways to
deleverage its capital structure with the assistance of its
advisors.  As previously disclosed, and based on the feedback
that Pinnacle Holdings has received in response to its capital
raising efforts to date, raising additional capital at this time
would likely not be possible without significantly restructuring
its indebtedness. Such restructuring can take significant time
to negotiate and implement and will likely have to be
implemented by means of a reorganization under chapter 11 of the
U.S. Bankruptcy Code.  Any such debt restructuring may result in
holders of Pinnacle Holding's common stock and Convertible Notes
receiving de minimus interests in Pinnacle Holdings, if any.
There can be no assurance that Pinnacle Holdings will in the
future make the interest payment due today or any other interest
or principal payments on the Convertible Notes.

Pinnacle is a leading provider of communication site rental
space in the United States and Canada. At December 31, 2001,
Pinnacle owned, managed, leased, or had rights to in excess of
4,400 sites. Pinnacle is headquartered in Sarasota, Florida. For
more information on Pinnacle visit its web site at
http://www.pinnacletowers.com

DebtTraders reports that Pinnacle Holdings Inc.'s 10% bonds due
2008 (BIGT1) are quoted at a price of 21. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=BIGT1for  
real-time bond pricing.


POLYMER GROUP: Commences Fin'l Workout to Reduce Debt by $550MM+
----------------------------------------------------------------
Polymer Group, Inc. (NYSE: PGI) announced details of a
comprehensive financial restructuring that upon completion will
result in the reduction of more than $550 million in debt.

Highlights of the restructuring include:

     * A major equity investment from CSFB Global Opportunities
Partners, L.P. (GOP).  The investment will include the
following:

          -- $50 million cash investment to be used to reduce
               senior indebtedness

          -- $25 million letter of credit to support certain
               amortizations of bank debt

          -- $394.4 million in PGI Senior Subordinated Notes
               owned by GOP (representing approximately 67% of
               all outstanding Notes) to be exchanged for equity

     * An offer to exchange all of PGI's remaining Senior
Subordinated Notes for new notes due 2008

     * A proposed 1-for -10 reverse stock split to be voted on
at a special shareholders meeting

The successful completion of the financial restructuring will
result in:

     * A reduction of more than $550 million in debt and an
increase of more than $550 million in shareholders equity

     * GOP will own 87.5% of the Company's equity

     * Existing shareholders will retain a 12.5% equity position

Under the terms of the exchange offer, PGI is offering to
exchange all of its 9% Senior Subordinated Notes due 2007 and
all of its 8.75% Senior Subordinated Notes due 2008 (other than
those notes owned by GOP) for, at the option of the holders,
either new 8.5% senior subordinated notes due 2008 or new 9.75%
senior subordinated discount notes due 2008.  For each $1000
principal amount outstanding of the existing Notes, the Company
is offering $300 of new senior subordinated notes or $375 of new
senior subordinated discount notes.  The new senior subordinated
discount notes at maturity will have a principal value of $678.  
The Company is not making any separate payment with respect to
the accrued but unpaid interest on the existing Notes tendered
for exchange.

The Company has also been in discussions with the Senior Secured
Lenders under the Company's existing Credit Facility with
respect to a possible amendment.  Based upon those discussions,
the Company believes that it will be able to reach an agreement
with the Senior Secured Lenders on the terms of the Amended
Credit Facility, although the Company has not received a final
commitment from any of the Lenders for the Amended Credit
Facility.

The exchange offering memorandum and consent solicitation
statement will be mailed to holders of the Notes.  The exchange
offer is scheduled to close on April 15, 2002 and is conditioned
upon, among other things, the acceptance of 95% of the Notes not
held by GOP and the Company entering into the Amended Credit
Facility.  The Company is also seeking consents from the Note
holders to amend restrictive covenants contained in the existing
indentures and allow PGI to not make certain accrued but unpaid
interest payments on any existing Notes not tendered for
exchange.

In order to consummate the comprehensive financial
restructuring, the Company will hold a special shareholders
meeting to approve a 1-for-10 reverse stock split, authorize the
issuance of 22.4 million new shares (post split) to GOP and
approve certain amendments to our restated certificate of
incorporation and bylaws.  If approved, GOP will own 87.5% of
all outstanding shares and existing shareholders will own 12.5%
of all outstanding shares.

Officers and directors of the Company, and their affiliated
entities, beneficially own, or report the beneficial ownership
of, approximately 46.8% of the Company's existing common stock.  
PGI has been advised that such persons plan to vote their shares
in favor of the reverse stock split, the issuance of the new
shares to GOP and the amendments to the restated certificate of
incorporation and bylaws.  Additional information about the
special shareholders meeting will be filed shortly with
Securities and Exchange Commission and mailed to all
shareholders.

Commenting on this announcement, Polymer Group Chairman,
President and CEO, Jerry Zucker, stated, "We are extremely
pleased to have structured a transaction with CSFB Global
Opportunities Partners.  This comprehensive financial
restructuring will reduce the Company's debt level by more than
$550 million and will provide PGI with a very solid capital
structure."

Polymer Group, Inc., the world's third largest producer of
nonwovens, is a global, technology-driven developer, producer
and marketer of engineered materials.  With the broadest range
of process technologies in the nonwovens industry, PGI is a
global supplier to leading consumer and industrial product
manufacturers.  The Company employs approximately 4,000 people
and operates 25 manufacturing facilities throughout the world.  
Polymer Group, Inc. is the exclusive manufacturer of Miratec(R)
fabrics, produced using the Company's proprietary advanced
APEX(R) laser and fabric forming technologies.  The Company
believes that Miratec(R) has the potential to replace
traditionally woven and knit textiles in a wide range of
applications.  APEX(R) and Miratec(R) are registered trademarks
of Polymer Group, Inc.

DebtTraders reports that Polymer Group Inc.'s 9.0% bonds due
2007 (PGI1) are quoted at a price of 27. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=PGI1for  
real-time bond pricing.


SHARON STEEL: Today Should be the End of an Eight-Year Case
-----------------------------------------------------------
The Honorable Warren W. Bentz will convene a telephonic hearing
at 11:00 a.m. this morning from his courtroom in Erie,
Pennsylvania, to consider Sharon Steel Corporation's motion to
dismiss its chapter 11 cases and transfer a substantial portion
of the estate's remaining assets to the Company's secured
lenders.

Sharon Steel and its debtor-affiliates filed for chapter 11
protection on November 30, 1992.  The Debtors disposed of
substantially all of their assets in the years that followed.  
The amount realized from the liquidation of the Debtors' assets
was sufficient to repay a substantial portion of the allowed
amount of the bank lenders' secured claims (as reduced by
agreement between the Debtors, the Creditors' Committee and the
lenders) and a portion of the Debtors' postpetition obligations.  
No monies are available to make distributions to prepetition
creditors.  Thus, the Debtors are unable to obtain confirmation
of a plan of reorganization.  Since there's no business to
reorganize and noting to fund a chapter 11 plan, the Debtors ask
Judge Bentz to dismiss the chapter 11 cases.

Herbert P. Minkel, Jr., Esq., (Telephone 212/218-6437)
represents Sharon Steel.


SILVERLEAF RESORTS: Defaults on 10.5% Senior Subordinated Notes
---------------------------------------------------------------
Silverleaf Resorts, Inc. announced updated information with
regard to its previously announced liquidity issues and other
operational matters.

In February 2001, the Company disclosed significant liquidity
issues arising primarily from its failure to close a new credit
facility with its largest secured creditor. Since then, the
Company and its financial advisors have attempted to develop and
implement a plan to return the Company to a more stable
financial condition. The Company has remained in default under
its credit facilities with its three principal secured lenders,
but they have each agreed to forebear taking any action as a
result of the Company's defaults and to continue funding so long
as the Company continues to comply with the terms of interim
arrangements with these lenders. Unless extended, these interim
arrangements expire on March 31, 2002. In addition, the Company
remains in default with its fourth secured lender, which has
tentatively extended its payment terms.

The Company is also in default with respect to $66.7 million of
its 10-1/2% senior subordinated notes due 2008. The Company will
immediately commence an exchange offer with the holders of these
existing notes. Under the terms of the exchange offer, holders
will be offered a combination of cash, new notes, and Silverleaf
common stock for their existing notes. The exchange offer may
not be consummated unless at least 80% in principal amount of
the existing notes are tendered. Additionally, under the terms
of the exchange offer, the indenture related to the existing
notes will be amended to waive existing defaults, eliminate
substantially all restrictive covenants, and subordinate the
existing notes to the new notes. If the exchange offer is
successful, holders of the existing notes will acquire 65% of
the Company's outstanding common stock. The principal amount of
each new note issued will be only 50% of the principal amount of
each existing note exchanged. The interest rate of the new notes
will be fixed between 5% and 8%, depending upon the actual
percentage of existing notes exchanged by the pricing date.

The Company has negotiated restructured two-year revolving
credit facilities with its three principal secured lenders as
well as a restructured revolving off-balance sheet facility with
another financing source. Funding under all of these facilities
is dependent upon successful completion of the exchange offer.
If Silverleaf is unable to consummate the exchange offer, there
can be no assurance that it will be able to obtain sufficient
financing to continue its operations.

The Company is reporting revenue of $285.8 million, a net loss
of $59.9 million for the year ended December 31, 2000, compared
to restated revenue of $230.4 million, restated net income of
$17.7 million for the year ended December 31, 1999. Amounts
reported for the quarter ended December 31, 2000 were revenue of
$68.5 million, a net loss of $45.3 million, compared to restated
revenue of $64.1 million, restated net income of $3.2 million
for the quarter ended December 31, 1999.

At December 31, 2000, due to its announced liquidity concerns
and related uncertainties, the Company incurred one-time charges
of $15.5 million to write-down inventories, $5.4 million to
record the impairment of land and land held for sale, $3.1
million to write-off unsold inventory of vacation intervals from
certain managed resorts, and $0.9 million to write-off
intangible assets established in connection with the acquisition
of these managed resorts. Additionally, the Company
substantially increased its provision for uncollectible notes in
2000 to provide for poorer performance in the Company's notes
receivable portfolio which resulted from a general downturn in
the economy and the elimination of programs that had been in
place to bring delinquent notes current. The additional amount
provided was approximately $85 million. In the fourth quarter of
2000, the Company also wrote-off its receivable from Silverleaf
Club and incurred a charge of $7.5 million.

The Company's independent auditors disclaimed an opinion on the
consolidated balance sheet of the Company and its consolidated
subsidiaries as of December 31, 2000 and the related
consolidated statements of operations, shareholders' equity, and
cash flows for the year ended December 31, 2000 because of
pervasive uncertainties regarding the Company's ability to
continue as a going concern.

The Company also announced that it would restate its
consolidated financial statements for 1998, 1999, and the first
three quarters of 2000 as a result of adjustments identified in
connection with finalizing its December 31, 2000 financial
statements. The adjustments recorded in the Company's restated
consolidated financial statements decrease the Company's
previously reported net income by $997,000 and $1.6 million for
the years ended December 31, 1998 and 1999, respectively. The
adjustments decrease the Company's previously reported total
assets by $1.0 million and $2.0 million as of December 31, 1998
and 1999, respectively. The adjustments to the Company's
previously announced quarterly results for 2000 decrease the
Company's previously reported net income by $311,000, $6.3
million, and $18.2 million for the quarters ended March 31,
2000, June 30, 2000, and September 30, 2000, respectively. The
adjustments decrease the Company's previously reported total
assets by $2.1 million, $9.5 million, and $37.2 million as of
March 31, 2000, June 30, 2000, and September 30, 2000,
respectively.

The specific items, that resulted in adjustments are summarized
as follows:

     --  The Company has significantly increased its provision
for uncollectible notes and the related allowance for the
quarters ended June 30, 2000 and September 30, 2000.

     --  Effective in the fourth quarter of 2000, the Company
adopted SAB No. 101 and modified its method of accounting for
sampler sales, which resulted in the adjustment of sampler sales
and the direct costs associated with these sales.

     --  The Company identified certain errors in accounting
that had occurred during the prior periods that resulted in the
Company either recognizing revenue that it had not yet earned or
failing to cancel sales that were properly rescinded by its
customers during the respective periods. These errors include
the failure in some cases to properly apply interest payments
and membership dues, and to properly reconcile debt balances and
lender lock box activity related to pledged notes receivable.

     --  The Company changed the treatment of the costs
associated with its prepaid marketing lists from a capitalized
cost amortized over its useful life to an expense. The Company
also corrected the classification of customer notes receivable
activity on its consolidated statement of cash flows from an
investing activity to an operating activity.

     --  Additional write-offs include litigation costs that the
Company originally believed would be covered under the Company's
insurance policies.

The Company has begun the process of preparing the amended
reports necessary to restate its previously released financial
statements. Silverleaf intends to file these amended reports
with the Securities and Exchange Commission as soon as is
practicable.

Based in Dallas, Texas, Silverleaf Resorts, Inc. currently owns
and/or operates 19 resorts in various stages of development.
Silverleaf Resorts offer a wide array of country club-like
amenities, such as golf, swimming, horseback riding, boating,
and many organized activities for children and adults.
Silverleaf has a managed ownership base of over 124,000.


STARTEC GLOBAL: UK Unit Enters into Voluntary Administration
-------------------------------------------------------------
Startec Global Communications Corporation (OTC Bulletin Board:
STGC.OB) announced that one of its subsidiaries, Startec Global
Communications U.K. Ltd., has filed, on a voluntary basis, for
management of its affairs, business and property by a Court
appointed administrator. The action by Startec U.K. has been
taken in order to enable the company to settle approximately
500,000 pounds Sterling ($690,000) in accounts payable while
continuing to operate in the U.K. Startec U.K. currently has
four employees, all of whom, it is intended, will remain.

A petition for management by an administrator was presented on
March 12, 2002 in the Chancery Division of the High Court of
Justice in London. The U.K. filing is equivalent to filing for
reorganization under Chapter 11 in the United States.

Startec U.K. has proposed the appointment of Smith & Williamson
as administrators of the Company. That appointment will take
place provided that an administration order is made, the hearing
of which is to be held on April 11, 2002.

Under the provisions of U.K. law, the administrators will manage
Startec U.K. with the intent of ensuring:

     *  the survival of Startec U.K., and the whole or any part
of its undertaking, as a going concern; or

     *  a more advantageous realization of Startec U.K.'s assets
than would be effected on a winding up of the company.

A Startec spokesperson stated that Startec U.K. anticipated
emerging from administration in four to six months.

Startec Global Communications is a facilities-based provider of
Internet Protocol communication services, including voice, data
and Internet access. Startec markets its services to ethnic
residential communities located in major metropolitan areas, and
to enterprises, international long-distance carriers and
Internet service providers transacting business in the world's
emerging economies. Startec, through its subsidiaries, provides
services through a flexible network of owned and leased
facilities, operating and termination agreements, and resale
arrangements. Startec has an extensive network of IP gateways,
domestic switches, and ownership in undersea fiber-optic cables.


STRATUS SERVICES: Sets Annual Shareholders' Meeting for Mar. 28
---------------------------------------------------------------
The Annual Meeting of the Stockholders of Stratus Services
Group, Inc. will be held on Thursday, March 28, 2002 at 500
Craig Road, Suite 201, Manalapan, New Jersey 07726 at 10:00
a.m., local time, for the following purposes:

    1. To consider and vote upon a proposal to sell the assets
of the Company's Engineering Services Division to SEA Consulting
Services Corporation, a Delaware corporation, pursuant to an
Asset Purchase Agreement among the Company, the Purchaser and
certain other parties.

    2. To elect a new Board of Directors of the Company.

    3. To consider and vote upon a proposal to adopt the
Company's 2002 Equity Incentive Plan.

    4. To consider and vote upon a proposal to approve the
issuance to the holders of the Company's Series A Convertible
Preferred Stock, $.01 par value per share, of the full number of
shares of common stock, $.01 par value per share, to which such
holders are entitled upon conversion of the Preferred Stock.

    5. To consider and vote upon a proposal to approve the
issuance to the holders of the Company's 6% Convertible
Debentures of the full number of shares of common stock to which
such holders are entitled upon conversion of the 6% Debentures.

    6. To consider and vote upon a proposal to approve the
issuance of up to 5,000,000 shares of common stock, or
securities convertible into up to 5,000,000 shares of common
stock, at prices which may be below the book and market value of
the common stock.

    7. To consider and vote upon a proposal to amend the
Company's Amended and Restated Certificate of Incorporation to
effect a reverse split of the outstanding shares of the
Company's common stock.

    8. To transact such other business as may properly come
before the meeting or any adjournment thereof.

Holders of common stock and Preferred Stock of record at the
close of business on March 5, 2002, are entitled to notice of
and to vote at the meeting.

Stratus is a national provider of business productivity
consulting and staffing services through a network of thirty-two
offices in eight states. Through its SMARTSolutions technology,
Stratus provides a structured program to monitor and reduce the
cost of a customer's labor resources. The Company has a
dedicated engineering services staff providing a broad range of
staffing and project consulting. Through its Stratus Technology
Services, LLC joint venture, the Company provides a broad range
of information technology staffing and project consulting. At
September 30, 2001, the company reported a working capital
deficiency of about $1.5 million, and currently, is subject to
delisting from Nasdaq due to noncompliance of certain continued
listing requirements.


TECSTAR: Wins Court Nod to Employ Donlin Recano as Claims Agent
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approves
the employment of Donlin, Recano & Company, Inc. as claims,
noticing and balloting agent for the chapter 11 cases of
Tecstar, Inc. and its affiliated debtors.

In their motion, the Debtors pointed out that there are
significantly more than 200 creditors and parties in interest to
whom certain notices must be sent. It is in this regard that the
Debtors saw the need to employ Donlin Recano as claims agent for
the Court in these chapter 11 cases.

As Claims Agent, Donlin Recano will:

     a) prepare and serve required notices in these chapter 11
        cases;

     b) within 5 business days after the service of a particular
        notice, file with the Clerk's Office an affidavit of
        service that includes a copy if the notice serves, a      
        list of persons to whom notice was served along with
        their addresses and the date and manner of service;

     c) maintain copies of all proofs of claim and proofs of
        interest filed in these cases;

     d) maintain official claims registers in these cases by
        docketing all proofs of claim and proofs of interest in
        a claims database;

     e) implement necessary security measures to ensure the
        completeness and integrity of the claims registers;

     f) transmit to the Clerk's Office a copy of the claims
        registers in a weekly basis, unless requested by the
        Clerk's Office on a more or less frequent basis;

     g) maintain a current mailing list for all entities that
        have filed proofs of claim or proofs of interest and
        make such list available to the Clerk's Office or any
        party-in-interest upon request;

     h) provide access to the public for examination of copies
        of the proofs of claim or proofs of interest files in
        these cases without charge during regular business
        hours;

     i) record all transfers of claims and provide notice of      
        such transfers as required;

     j) comply with applicable state, federal, municipal and
        local statutes, ordinances, rules, regulations, orders
        and other requirements;

     k) provide temporary employees to process claims, as
        necessary;

     l) promptly comply with such further conditions and
        requirements as the Clerk's Office or the Court may at
        any time prescribe;

     m) provide balloting and solicitation services, including
        preparing ballots, producing personalized ballots and
        tabulating creditor ballots on a daily basis; and

     n) provide such other claims processing, noticing,
        balloting and related administrative services as may be
        requested from time to time by the Debtors.

Donlin Recano will also assist the Debtors on data processing
and ministerial administrative functions including:

     a) the preparation of their schedules, statements of
        financial affairs and master creditor lists;

     b) if necessary, the reconciliation and resolution of
        claims; and

     c) acting as solicitation and disbursing agent in
        connection with the chapter 11 plan process.

The fees and expenses incurred by Donlin Recano will be treated
as an administrative expense of the Debtors' chapter 11 estates
and will be paid in the ordinary course of business. Donlin
Recano will submit to the U.S. Trustee, copies of invoices it
submits to the Debtors for services rendered. Specific rates of
Donlin Recano, however, are not disclosed.

Tecstar, Inc. manufactures high-efficiency solar cells that are
primarily used in the construction of spacecraft and satellite.
The Company filed for chapter 11 protection on February 07, 2002
in the U.S. Bankruptcy Court for the District of Delaware. Tobey
M. Daluz, Esq. at Reed Smith LLP and Jeffrey M. Reisner at Irell
& Manella LLP represent the Debtors in their restructuring
efforts. When the company filed for protection from its
creditors, it listed estimated assets of $10 million to $50
million and estimated debts of $50 million to $100 million.


TELENETICS CORP: Annual Shareholders' Meeting Set for May 15
------------------------------------------------------------
The 2002 Annual Meeting of Shareholders of Telenetics
Corporation, a California corporation, will be held at 9:30 a.m.
local time on May 15, 2002 at 25111 Arctic Ocean, Lake Forest,
California 92630 for the following purposes:

         1.   To elect six directors to the board of directors;

         2.   To consider and vote upon a proposal to approve an
amendment to the Restated and Amended Articles of Incorporation
to increase the authorized shares of common stock from
50,000,000 shares to 100,000,000 shares;

         3.   To ratify the selection of BDO Seidman, LLP as
independent certified public accountants to audit the financial
statements of Telenetics for the fiscal year beginning January
1, 2002; and

         4.   To transact such other business as may properly
come before the Annual Meeting or any adjournment or
adjournments thereof.

The board of directors has fixed the close of business on March
25, 2002 as the record date for the determination of
shareholders entitled to notice of, and to vote, at the Annual
Meeting and all adjourned meetings thereof.

Telenetics is exploring the remote regions of data collection.
Shifting its focus from heavy-duty wireline modems to industrial
wireless monitoring and data collection systems, the company
makes systems that automate utility meter reading, oil and gas
monitoring, traffic management, and other remote monitoring
functions. In addition to its wireless systems, Telenetics
continues to offer industrial grade modems and fiber-optic line
drivers. The company has also licensed rights to manufacturer
Motorola networking products that it markets as its Sunrise
Series. Customers include United Parcel Service and General
Electric. Former CEO Michael Armani owns about 10% of
Telenetics.  At June 30, 2001, Telenetics recorded a working
capital deficit of $700,000.


TOWER AUTOMOTIVE: S&P Downgrades Corporate Credit Rating to BB
--------------------------------------------------------------
On March 14, 2002, Standard & Poor's lowered its long-term
corporate credit rating on Tower Automotive Inc. to `BB' and
removed the rating from CreditWatch where it was placed December
6, 2001. The Grand Rapids, Michigan-based Tower is a supplier of
automotive original equipment structural components and
assemblies. The credit rating outlook is negative.

The downgrade reflects the deterioration in Tower's financial
flexibility following a challenging year in which the company
has had to deal with declining automotive production,
significant launch activity, and delayed program launches by key
customers.

Standard & Poor's 's believes that 2002 will be another
challenging year for Tower and that the company's financial
profile will remain weaker than previously expected. The ratings
are based on the assumption that Tower will take steps to
bolster its financial flexibility over the near term and that
restructuring efforts underway will lead to a gradual
improvement in operating performance.

The ratings on Tower reflect its leading niche position (albeit
in a cyclical and highly competitive industry) offset by an
aggressive financial profile. Tower is a leading manufacturer of
modular vehicle structures and suspension systems for the
original equipment automotive industry. Specific products
include full-frame and engine cradles, upper-body structural
assemblies, suspension systems, mechanical assemblies, and
precision stampings.

Tower has been experiencing significant earnings pressure due to
the slowdown in the North American original equipment automotive
market; increased pricing pressures; market share losses by its
two largest customers, Ford Motor Co. and DaimlerChrysler; and
significant launch costs for new vehicle platforms.

These factors led to a significant deterioration in credit
protection measures during the past year. In 2001, the company
reported a net loss of $267.5 million (including a restructuring
and asset impairment charge of $383.7 million). Funds from
operations to debt, which was about 29% in 1999, is now
estimated to be in the mid- to upper-teen percentage area. Some
improvement is expected in credit protections measures this
year, although the magnitude will depend to some extent on the
market acceptance of several key new platforms.

As a result of earnings and cash flow pressures during the past
year, Tower faces very tight covenants. In addition, borrowing
capacity under its credit lines has been severely curtailed by
covenant limitations. The ratings incorporate the expectations
that Tower will retain access to credit lines and that it will
take steps to increase its borrowing capacity over the near
term.

The ratings are also based on an expectation that funds from
operations to debt (treating the trust preferred securities as
equity) will remain at or above current levels and improve such
that it will average in the low- to mid-20% area over the course
of the business cycle. Debt to EBITDA (adjusted for operating
leases and accounts receivable sales and treating the trust
preferred securities as equity) is currently about 3.6 times and
is expected to moderate to the 3.0x area.

                         Outlook

Failure to improve financial flexibility over the near term
could lead to further downgrades.


TWINLAB CORP: Receives Amendment to Revolving Credit Facility
-------------------------------------------------------------
Twinlab Corporation (NASDAQ:TWLB) announced that it has
completed an amendment to its Revolving Credit Facility.

The amendment, among other things, revised the financial
covenant relating to maintaining specified levels of earnings
from operations as measured before interest expense, income
taxes and depreciation and amortization expense ("EBITDA") for
the term of the facility (March 2004) and increased the interest
rate on borrowings by 0.25%.

Twinlab Corporation, headquartered in Hauppauge, N.Y., is a
leading manufacturer and marketer of high quality, science-
based, nutritional supplements, including a complete line of
vitamins, minerals, nutraceuticals, herbs and sports nutrition
products.


USG: Prudential Seeks Stay Relief to Pursue Appeal vs. Debtors
--------------------------------------------------------------
Karen C. Bifferato, Esq., at Connoly Bove Lodge & Hutz, LLP,
brings a Motion on behalf of Prudential Insurance Company of
America, and two of its subsidiaries, PIC Realty and 745
Property Investments.  Prudential and 745 ask Judge Newsome to
modify the automatic stay so they can pursue an appeal to the
United States Court of Appeals for the Third Circuit against
United States Gypsum Company.

Ms. Bifferato relates to Judge Newsome that in October 1987,
Prudential sued U.S. Gypsum and other former manufacturers of
asbestos containing materials in the United States District
Court for the District of New Jersey seeking damages caused by
U.S. Gypsum's products in real estate properties owned or
formerly owned by Prudential.

On June 20, 2001, after 14 years of litigation, and five days
before USG Corporation filed for Chapter 11 protection, the
Federal Court granted summary judgment in favor of U.S. Gypsum.
Prudential seeks a modification of the automatic stay so that it
can 1) request the New Jersey Federal Court to certify an Order
as a Final Judgment against U.S. Gypsum in accordance with Rule
54(b) of the Rules of Federal Civil Procedure if the United
States Court of Appeals for the Third Circuit holds that the
June 20, 2001 Order is not final pursuant to 28 U.S.C. Section
1291, and 2) appeal the June 20, 2001 Final Judgment to the
United States Court of Appeals for the  Third Circuit.

She offers that the Motion should be granted because it serves
the interest of judicial economy, will not prejudice the
bankrupt estates or Debtors, and will facilitate the resolution
of a long-standing and substantial claim.

The suit originated because Prudential wanted to recover the
hundreds of millions of dollars in costs resulting from the
presence of the Debtors' products in Prudential's owned or
formerly owned properties and the consequent ACM monitoring,
abatement and removal.

Prudential alleged in Federal Court that defendants, including
U.S. Gypsum, engaged in a pattern of racketeering activities in
violation of the RICO Act, 18 U.S.C. Section 1961, et seq.
Prudential also asserted various state-law claims, principally
product liability causes of action, against U.S. Gypsum and the
other defendants.

The Federal Court action was intensely litigated for the past 14
years. Pretrial discovery was completed in December 1996, the
Federal Court entered a Final Pretrial Order. Prior to the
Order's entry U.S. Gypsum and several other defendants filed a
series of summary judgment motions, including motions seeking:

    * summary judgment on certain of Prudential's claims arguing
      that those claims were barred by a 1996 settlement in a
      Pennsylvania State Court Class Action, and

    * summary judgment to dismiss Prudential's RICO claims and
      to dismiss from Federal Court the remaining state-law
      claims.

The Federal Court deferred action on all the motions while
Prudential pursued a Petition in the Pennsylvania State Court
seeking a declaration that Prudential had effectively opted out
of the Pennsylvania State Court Class Action, or alternatively
that Prudential should be allowed to opt out nun pro tunc.
Prudential's Petition in the Pennsylvania State Court was denied
was denied, as were its subsequent appeals, including a Petition
for Writ of Certiorari to the United Stated Supreme Court.

In March 2000, U.S. Gypsum and the other defendants refiled
their summary judgment motions in the Federal Court. The motions
were fully briefed and argued. On June 20, 2001, the Federal
Court issued its Opinion and Order Granting U.S. Gypsum's Motion
for summary judgment.

Specifically, the Federal Court 1)dismissed Prudential's RICO
claims as barred by the four-year limitations period, 2)granted
in part and denied in part U.S. Gypsum's Motion for partial
summary judgment dismissing certain of Prudential's claims,
finding that those claims had been resolved as part of a
settlement in the Pennsylvania State Court Class Action, and
3)dismissed Prudential's remaining state-law claims against U.S.
Gypsum from Federal Court without prejudice to be refiled in
state court because the Federal Court refused to continue to
exercise supplemental jurisdiction.

Prudential appealed the June 20, 2001 Order on July 18, 2001.
The United States Court of Appeals for the Third Circuit raised
the question whether the June 20, 2001 Order was an appealable
final order pursuant to 28 U.S.C. Section 1291 and required the
parties to brief the issue by August 13, 2001. The parties
briefed the issue and a decision from the Appeals Court is still
pending.

As a side note, Ms. Bifferato explains that, while not directly
relevant to this Motion, the Judge should be aware that all the
other defendants have sought either Chapter 11 protection under
the Bankruptcy Code or dissolved. When Prudential began its suit
in 1987, there were eight defendants;

      * U.S. Gypsum
      * United States Mineral Products
      * W.R. Grace & Co.-Conn
      * Asbestospray Corporation
      * National Gypsum Company
      * Celotex Corporation
      * Keene Corporation and
      * Pfizer

Pfizer was voluntarily dismissed from the case in 1991. National
Gypsum, Celotex and Keene each filed for Chapter 11 protection
in 1990 and 1991. The Action in Federal Court continued against
the non-bankrupt companies, U.S. Gypsum, USMP, Grace and
Asbestospray. In 1997 Asbestospray dissolved as a corporation,
its remaining insurance coverage was virtually exhausted and
counsel would no longer represent it. In April 2001, Grace filed
for Chapter 11 Bankruptcy protection.

USMP joined in U.S. Gypsum's summary judgment motion concerning
the RICO claims.  On July 13, 2001, the Federal Court entered a
separate Order, dismissing Prudential's RICO claims against USMP
and dismissing the remaining state-law claims against USMP for
lack of jurisdiction.  On July 23, 2001 USMP filed for Chapter
11 protection. Prudential is filing a separate motion, like this
one, in the USMP bankruptcy proceeding.

Ms. Bifferato states that the Court should modify the automatic
stay, as it has the authority and discretion to do so in
appropriate circumstances.  11 U.S.C. Section 362(d)(1) says:

    On request of a party of interest and after notice and a
    hearing, the court shall grant relief from the stay provided
    under subsection (a) of this section, such as by terminating
    annulling, modifying, or conditioning such stay -- (1) for
    cause. . . .

Though Section 362(d) does not define "cause", Ms. Bifferato
asserts that case law has established that "cause" is a fact
specific inquiry to be determined on a case by case basis.
Relief from the automatic stay can be, and often is, granted to
allow a pre-bankruptcy litigation in another forum to proceed.
COLLIER ON BANKRUPTCY par. 362.07[3][a] (15th ed. 2001).

A three part, balancing test is generally used to determine
whether cause exists to allow relief from the stay so that a
non-bankruptcy litigation can continue in another forum, says
Ms. Bifferato. See e.g., Continental Airlines, Inc. v. American
Airlines, 152 B.R. 420, 424 (D. Del. 1993).  The balancing test
considers:

    * Whether any great prejudice to either the bankrupt estate
      or the debtor will result from continuation of the civil
      suit;

    * Whether the hardship to the non-bankrupt party by
      maintenance of the stay considerably outweighs the
      hardship of the debtor; and

    * The probability of the creditor prevailing on the merits.

Ms. Bifferato states that applying the balancing test and the
factors identified in that test to the circumstances of
Prudential's litigation against U.S. Gypsum, the test strongly
supports modifying the stay. Allowing Prudential's appeal will
not prejudice the bankrupt estate or Debtor, as at the point of
appeal, the Third Circuit has stated:

         It is generally in the best interests of the Estate
         to allow an appeal to go forward. Borman, 946 F. 2d
         at 1037. See also Celotex, 128 B.R. at 482.

Prudential has the right to appeal, and it would be most
efficient to let it do so. If U.S. Gypsum prevails on appeal,
certain substantive claims will be resolved in favor of the
estate. The estate has nothing to lose by allowing the appeal to
go forward. U.S. Gypsum has already litigated the matter in
Federal Court, briefed the issues and is familiar with the law
and facts. It will not be prejudicial for U.S. Gypsum to brief
and argue the same issues on appeal.

The balance of hardship, as well as judicial economy, clearly
favors allowing Prudential' appeal to proceed. "Prudential spent
hundreds of millions of dollars removing and abating the hazards
posed by the ACM manufactured and sold by U.S. Gypsum," Ms.
Bifferato reminds Judge Newsome. Prudential has pursued claims
to recover those costs for 14 years, and has well-founded and
legitimate interests in resolving those long-standing claims.
Allowing the appeal now will advance those interests.

Prudential will appeal now if the stay is lifted. If it isn't,
Prudential will file its claim in the bankruptcy proceedings. If
some of those claims are denied by the Federal Court, Prudential
will appeal then. Either way, Prudential has a right to appeal,
and Ms. Bifferato offers that judicial economy favors lifting
the stay now.

Prudential has a strong probability of prevailing on the merits
of its appeal. The third prong of the test requires only a
"slight" showing of probability. The District Court's June 2001
decision is inconsistent with its earlier decision. The Federal
Court's finding in 2001, that Prudential knew, or should have
known, of its RICO claim at least four years before its claims
were asserted in 1987. Nine years earlier, however, Ms.
Bifferato recalls, on the identical record, the District Court
found that there were disputed issues of material fact
precluding summary judgment. The Prudential Ins. Co. et al. v.
United States Gypsum Co. et al., Civ. Action No. 87-4227 (D.N.J.
1993). (USG Bankruptcy News, Issue No. 20; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


W.R. GRACE: Seeks Court Approval of Proposed Litigation Protocol
----------------------------------------------------------------
W. R. Grace & Co., and its debtor-affiliates propose a
litigation protocol that, they say, is "focused, legally sound
and manageable."  This protocol will enable Judge Fitzgerald to
reach an early decisions on two threshold issues:

(A) A threshold issue common to every claim arising out of
    Grace's Zonolite attic insulation product is whether
    reliable scientific evidence demonstrates that this
    product is capable of causing disease. If the evidence
    proffered by the claimants on this general causation issue
    is insufficient to satisfy the standards established by the
    Supreme Court in Daubert v. Merrell Dow Pharms., 509 U.S.
    579 (1993), then all of the attic insulation claims against
    Grace (which may number in the tens of thousands) lack merit
    as a matter of law and must be dismissed.

(B) Similarly, a threshold issue common to all bodily injury
    claims is whether the Grace products to which claimants were
    exposed (e.g., Monokote-3, 4 and 5) are capable of causing
    disease. Absent reliable scientific evidence that these
    products cause disease, claims for exposure to these
    products must be dismissed.

If this Daubert proceeding resulted in a finding that ZAI
claimants lack such reliable scientific evidence, ZAI claims
would be precluded on several grounds, including the absence of
any product or design defect, lack of causation, and the
economic loss doctrine.

With respect to the traditional asbestos property damage claims
(primarily MK-3 claims), many claims may be barred by the
statute of limitations under the doctrine of constructive
notice, and there's a Daubert question about whether there is
reliable scientific evidence that MK-3 poses an unreasonable
risk to building occupants.

The Debtors say that, contrary to the PD Committee's assertion,
these issues are not too individual for common resolution; the
Debtors' reliance on Daubert summary judgment proceedings and,
if necessary, common-issue trials is neither novel nor
unprecedented, and the proposed appointment of a ZAI claimant
committee would not preclude other claimant counsel from
participating.

The Debtors claim that, rather than litigating these common
issues, the PD Committee would prefer that Judge Fitzgerald
simply assume the validity of the traditional property damage
claims through an estimation process that relies on statistical
extrapolation from Grace's prepetition settlements.  However,
the Federal Rules forbid the use of prior settlements to
establish liability, say the Debtors.  Nor would it be possible
to confirm a plan of reorganization in these cases without
addressing these disputed liability issues.  Grace's
shareholders are entitled to a finding of the actual value of
asserted asbestos claims, based on all available defenses,
before any conclusion can be reached by Judge Fitzgerald as to
whether a proposed plan provides for a distribution to asbestos
claimants greater than their claims merit.

The PD Committee is said by the Debtors to be also wrong when it
asserts that the Bankruptcy Code is the exclusive mechanism for
reorganizing companies with asbestos liabilities.  The Code
merely sets forth certain tests which, when satisfied, will
authorize a channeling injunction to protect the debtor and
other entities from present and future asbestos claims.  Nothing
in the Code limits or supersedes a court's authority to issue
injunctions or exercise other powers in connection with a plan
of reorganization outside the scope of the Code channeling
section. Nor is there anything in the language of that section
that restricts claims allowance and disallowance process prior
to confirmation of a chapter 11 plan.  To the contrary, the fact
that a Code trust requires the approval of at least 75% of those
claimants voting necessarily implies that the Debtors retain the
authority to move for allowance or disallowance of invalid
claims; otherwise the success or failure of the vote on the
trust could be decided by those with meritless claims.

The Debtors' proposed asbestos property damage litigation
protocol would proceed along two parallel tracks, one for ZAI
claims litigation, and one for traditional property damage
claims.  To implement this protocol, the Debtors ask that Judge
Fitzgerald adopt the Debtors' proposed case management schedule.

                     ZAI Litigation Track

       (1) The Debtors ask Judge Fitzgerald to schedule the
period from June 1, 2002, through November 29, 2002, for
discovery regarding whether ZAI poses an unreasonable threat of
harm. Unless good cause were shown to extend this discovery
period, no ZAI discovery with a response date of later than
November 29, 2002, would be allowed.

       (2) The Debtors will file omnibus objections, a
consolidation motion, and related Daubert/summary judgment
motions based on the absence of a reliable scientific basis for
the alleged risk of harm from ZAI.  The Debtors ask that Judge
Fitzgerald approve January 2, 2003, as the date for submission
of the Debtors' omnibus objections and Daubert/summary judgment
motions, February 3, 2003, as the date for the claimants'
response, and February 27, 2003, as the date for the Debtors'
reply.  The Debtors ask that a hearing on the summary judgment
motions be held shortly thereafter.  In the event that Judge
Fitzgerald finds material, disputed facts, the Debtors ask that
a common-issue bench trial be conducted early in 2003 to decide
the unresolved issues.

              Asbestos Property Damage Litigation Track

       (1) As part of its preliminary report, the Debtors will
identify, with respect to asbestos property damage claims, (i)
already pending cases that could continue to be litigated in
other courts, subject to regular reporting to Judge Fitzgerald;
(ii) claims subject to statute of limitations defenses; (iii)
claims subject to res judicata defenses; and (iv) claims subject
to a Daubert motion based on a lack of reliable scientific based
for the alleged product risk.

       (2) The Debtors ask that, with respect to asbestos
property damage claims, Judge Fitzgerald approve February 3,
2003, as the deadline for submission of the Debtors' summary
judgment motion with respect to the issue of the statute of
limitations under the constructive notice doctrine with respect
to res judicata issues, and that briefing be completed in time
for a hearing in April 2003.

       (3) The Debtors also ask that discovery concerning the
scientific support for the allegation of Monokote product risk
occur from February 2003 through September 2, 2003; and that the
Debtors file omnibus objections and related Daubert/summary
judgment motions on September 15, 2003.

       (4) After hearing on the Debtors' omnibus objections and
Daubert/summary judgment motions, any unresolved issues with
respect to asbestos property-damage claims will be set for a
bench trial beginning in the fourth quarter of 2003.  The trial
would resolve any remaining Daubert issues and any other
unresolved common issues, such as statute of limitations,
causation, the economic loss doctrine, and product risk. (W.R.
Grace Bankruptcy News, Issue No. 20; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


WILLIAMS SCOTSMAN: S&P Rates $500M & $200M Secured Loans at BB-
---------------------------------------------------------------
Standard & Poor's on March 13, 2002, assigned its 'BB-' rating
to Williams Scotsman Inc.'s $500 million secured revolving
credit facility and $200 million secured term loan, both of
which mature on December 31, 2006. At the same time, Standard &
Poor's placed its corporate credit rating of `B' for the mobile-
office lease company on CreditWatch with positive implications.
The CreditWatch placement is based on the company's improved
financial flexibility should the new facilities be successfully
placed, as well as the recent placement of $150 million of
unsecured notes. The ratings on the revolving credit facility
and term loan assume the successful placement of the notes.

The corporate credit rating reflects Williams Scotsman's strong
number-two position in the somewhat recession-resistant mobile-
office leasing business, offset by an aggressive financial
profile. The Baltimore, Maryland-based company's fleet consists
of close to 94,000 units leased through a North American network
of 88 locations. The company's market share is about 25%, second
to GE Capital Modular Space (approximate 28% market share), with
the third-largest competitor trailing at less than one-third of
Williams Scotsman's market share. Williams Scotsman and GE
Capital Modular Space are the only two national companies, with
the balance of the industry highly fragmented. Mobile-unit
leasing tends to be somewhat recession-resistant due to the wide
customer base that operates in approximately 470 industries,
including construction, education, healthcare, and retail.
Leasing mobile-office units for certain purposes offers
customers flexibility and lower costs over building permanent
facilities. In addition, Williams Scotsman has the flexibility
to redeploy assets to different geographic areas to fit supply
and demand. As a result, the company's utilization rates have
been relatively stable, in the low-to-mid 80% range, resulting
in predictable and stable cash flow.

Williams Scotsman's financial profile remains relatively weak
due to increasing levels of debt to expand its fleet. Pretax
interest coverage has averaged in the mid-1x area, EBITDA
coverage at around 2x, and funds from operations to debt at
around 10%. These are all adequate for the rating category, but
substantially below levels achieved by higher-rated
transportation equipment lessors. The company's debt to capital
is still in excess of 100%, due to negative equity as a result
of its recapitalization in 1997. However, the equity deficit is
narrowing and will likely turn positive in 2002. The company's
financial flexibility, adequate for the rating, is significantly
weaker than that of its major competitor, GE Capital Modular
Space, due to its privately held status, limited access to the
capital markets, and significant portion (approximately 39%) of
assets encumbered.

Continued strong demand for mobile-office units should result in
stable cash flow, with current ratings likely to support
increased capital spending or acquisitions if demand warrants.
However, if demand were to weaken, Williams Scotsman has the
ability to reduce capital spending to maintain its strong
utilization levels, as well as its credit ratios. Therefore, the
company's financial profile is expected to remain relatively
consistent over the next few years despite capital spending
levels.


WOLVERINE TUBE: S&P Concerned About Weakening Cash Flow Measures
----------------------------------------------------------------
On March 13, 2002, Standard & Poor's lowered its ratings to
'BB-' on Wolverine Tube Inc., reflecting the likelihood that
challenging market conditions will keep cash flow protection
measures at weak levels for several years. The ratings on
Wolverine remain on CreditWatch with negative implications,
pending outcome of the company's negotiations to refinance its
$200 million revolving credit agreement which expires April 30,
2002. About $100 million is outstanding under that facility. The
new corporate credit rating would be affirmed if Wolverine's
refinancing actions result in a satisfactory level of financial
flexibility and liquidity.

Wolverine's credit quality incorporates a business profile with
defensible positions in niche segments, offset by a narrow
product line, cyclical markets, significant customer
concentration, and a moderately aggressive use of debt.
Wolverine, a major manufacturer of custom engineered, value-
added copper and copper alloy tubing, holds leading market
shares in commercial products, which account for about 68% of
pounds shipped and roughly 80% of gross profits. The largest
market is the heating, ventilation, and air conditioning
industry, with a significant amount of activity related to the
ordinary replacement of unitary air conditioners. Sales of these
products are sensitive to cooling season weather patterns.
Wolverine also holds a large share of the global market for
copper technical tubing used to increase heat transfer in large
commercial chiller systems. Still, more than 55% of sales are
derived from consumer appliance, automotive, industrial and
heavy equipment, plumbing wholesalers, and other industries.
Maintenance of the company's competitive position should be
sustained by its technical expertise, breadth of product
offerings, long-established customer relationships, and an
expanding global presence.

Key business drivers include:

     * ongoing demand for environmentally friendly refrigerants
       and more energy-efficient equipment;

     * increasing demand for fabricated products because of the
       trend toward outsourcing by many of Wolverine's
       customers;

     * general economic conditions;

     * and further globalization of activities (25% to 30% of
       sales are outside the U.S.) at the request of North
       American customers.

Earnings in a number of markets were severely hurt by the U.S.
recession, especially large commercial air conditioning
equipment, and heavy industrial and general industrial
applications. Continuing economic weakness will probably prevent
results from experiencing any recovery this year. An earnings
rebound is expected in 2003, because of better economic
conditions with their beneficial impact on all product lines.
Operating margins have eroded in recent years to less than 9%,
reflecting in part lower volumes and pricing for technical
tubing. But on the plus side, a considerable portion of the cost
of goods sold reflects the cost of copper, which is generally
passed along to customers. Return on capital has experienced
sharp deterioration to about 6%, as a result of depressed
profitability and an elevated debt load.

Capital outlays for 2002 are likely to be much lower than the
$28 million of the previous year. Nevertheless, given the
current earnings environment, debt reduction from aggressive
levels will be difficult this year. Consequently, the funds from
operations to total debt ratio is expected to remain in the low
end of the 10% to 15% range over the near term. An economic
rebound should lift that measure to the appropriate 15% to 20%
range in the next few years. Total debt to EBITDA is also
expected to improve from the aggressive 5.0 times to a more
appropriate level of less than 3.5x.


* Full-Day Asbestos Seminar in New York City on March 26
--------------------------------------------------------
Claims Resolution Management Corporation (CRMC), a pioneer in
asbestos claims resolution, and Tillinghast-Towers Perrin, an
actuarial and management consulting firm for financial services
companies, announce a joint seminar entitled "The $200 Billion
Question: Understanding the Financial Impacts of Asbestos
Litigation" to be held on Tuesday, March 26, in New York City.

The seminar will educate financial analysts, insurers,
reinsurers and auditors on the growing financial asbestos
crisis, estimated at $200 billion in liabilities in the U.S.
alone.

"Asbestos litigation is one of the most critical issues facing
businesses today, and much more far-reaching than the Enron
bankruptcy, yet relatively few in the business community
understand the asbestos debate and how it will affect them
financially," said David Austern, President of CRMC. "With
decades of experience in asbestos litigation, bankruptcy, claims
processing and forecasting, we've assembled the country's
leading experts so that attendees can better understand this
complicated topic and its financial impact."

With the number of asbestos claims growing and an increasing
number of companies facing litigation and bankruptcy,
professionals within the financial and insurance industries must
understand the factors driving this growth, what companies are
likely to be affected, and the cost to companies, employees,
investors, and insurance and reinsurance companies.

Experts will discuss these topics in addition to examining the
history and current status of asbestos litigation, trends in
personal injury claims, forecasting, the status of existing
bankruptcies, how liabilities affect insurance companies,
legislative developments, as well as the effects of asbestos
litigation on the bottom line of a company.

This all-day seminar will also include a luncheon keynote
presentation from Tillinghast-Towers Perrin Principal David
Powell on the financial impact of the September 11 World Trade
Center tragedy.

For more information on this groundbreaking seminar, please
contact Angela A. Alexander at 623/856-5145 or
alexana@towers.com, or visit the Tillinghast-Towers Perrin Web
site at www.tillighast.com.

               About Tillinghast-Towers Perrin

Tillinghast-Towers Perrin provides management consulting to
financial services companies worldwide. In addition, its health
sector practice consults to organizations that finance and
manage health care risks. The company consultants help clients
improve business performance through quantitative analysis,
insight and execution.

Tillinghast-Towers Perrin is part of Towers Perrin, one of the
world's largest independent consulting firms, with nearly 9,000
employees and 78 offices in 74 cities worldwide. Additional
information is available at www.tillinghast.com.

       About Claims Resolution Management Corporation (CRMC)

Claims Resolution Management Corporation (CRMC), a pioneer in
asbestos claims processing, guides trusts and law firms through
all stages of the claims resolution process for asbestos and
other toxic tort personal injury claims, contribution claims,
and indemnity claims.

CRMC has processed more than a half-million claims and has paid
claimants over $2.7 billion. e-ClaimsT is the first interactive,
Web-based tool to provide business intelligence and electronic
claims handling services, which encompass everything from
litigation and structuring of a trust to injury categorizations,
claims forecasting and financial management.

CRMC was created in 1999 as a separate entity to handle claims
processing for the Manville Personal Injury Settlement Trust
(the Trust), formed in 1989 after the bankruptcy of the Johns-
Manville Corporation, the largest asbestos producer in the
United States.

Staffed by former Trust employees, CRMC provides clients such as
the PACOR, Eagle-Picher and UNR trusts with the knowledge,
expertise, extensive data and solutions gained from 14 years'
experience processing asbestos claims. CRMC's profits are
channeled back into the Trust and go to asbestos victims. For
more information, go to http://www.claimsres.com

                          *********

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 ***