TCR_Public/020522.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

             Wednesday, May 22, 2002, Vol. 6, No. 100     

                          Headlines

ANC RENTAL: Wins Approval to Enter Master Lease Pacts with SPEs
APW LTD: Files Prepack. Chapter 11 Plan and Disclosure Statement
ACCUHEALTH: Mark Tulis Appointed as Interim Chapter 7 Trustee
ADELPHIA BUSINESS: BellSouth Wants $5MM 2-Month Security Deposit
AIMGLOBAL TECH: Closes $9.6MM Financing with New Bank Lender

AMERICAN ENERGY: Continues Debt Workout Talks with Noteholder
AMES DEPARTMENT: Resolves Claims Dispute with Assistant Managers
ARDENT: PCCW Unit Will Purchase US Network Infrastructure Assets
ARMSTRONG HOLDINGS: Court Okays Reed Smith as Corporate Counsel
ASIACONTENT.COM: Falls Below Nasdaq Continued Listing Standards

ATLAS AIR: Fitch Downgrades Class C EET Certs. to Low-B Level
ATLAS AIR: Fitch Hatchets B-Rated Unsecured Debt Down One Notch
AVITAR INC: Accountants Raise Doubt About Ability to Continue
CAPTEC LOAN: Fitch Cuts Several Ratings On Weak Pool Performance
CITICORP MORTGAGE: S&P Further Junks 2 Classes of Series 1990-5

COMDISCO INC: Court Approves Settlement Agreement with CIT Group
COVANTA ENERGY: Wants Lease Decision Period Stretched to Nov. 27
CRIIMI MAE: Taps Friedman Billings to Evaluate Strategic Options
DA CONSULTING: Falls Short of Nasdaq Minimum Listing Standards
ENRON CORP: Judge Gonzalez Extends ENA Cash Freeze Permanently

FLAG TELECOM: Wins Court Nod to Obtain Super-Priority Financing
GLOBAL CROSSING: Seeks Exclusivity Extension Until September 30
GLOBAL CROSSING: Denies New York Times Report Re Deal with Enron
GLOBAL TIRE: Indenture Trustee Issues Updates to Bondholders
GREYVEST CAPITAL: Defaults on $11.7 Million Secured Loan

HA-LO: Wants Plan Filing Exclusivity Further Extended to July 2
HARBISON-WALKER: Stay Against Halliburton Extended Until June 4
ICG COMMS: Will Slash Workforce by 10 to 15% in Second Quarter
IT GROUP: Must Decide on 3 Contracts with South Florida Water
KAISER ALUMINUM: Taps Yantek for Contract Consulting Services

KAISER ALUMINUM: First Quarter 2002 Net Loss Tops $64 Million
KELLSTROM INDUSTRIES: Court Okays Asset Sale to Inverness Entity
KMART: Salton Asks Court to Determine Classification of Claim
LANDSTAR: Expects Net Loss to Slide-Up to $1.3M in March Quarter
MAXXAM INC: Q1 2002 Results Swing-Down to $54 Million Net Loss

MAYOR'S JEWELERS: Reaches $11MM Investment Pact with Henry Birks
METROCALL: Negotiating Prepackaged Chapter 11 with Creditors
METROMEDIA FIBER: Case Summary & 50 Largest Unsecured Creditors
NATIONAL STEEL: Comerica Pushing for Prompt Decision on 2 Pacts
NAVIDEC INC: Fails to Comply with Nasdaq Listing Requirements

NETIA HOLDINGS: Warsaw Court Opens Arrangement Process for Unit
NOMURA CBO: S&P Puts BB+-Rated 1997-2 A-3 Note on Watch Negative
OCCAM NETWORKS: Fails to Meet Initial Nasdaq Listing Criteria
OSE USA: March 31, 2002 Balance Sheet Upside-Down by $27 Million
ONVIA.COM INC: Brings-In Ken Hansen as Supplier Sales Director

PACIFIC GAS: Will Make Interest Payment on Unsecured Fin'l Debt
PHILIP SERVICES: Receives Nasdaq Non-Compliance Determination
PINNACLE HOLDINGS: Fails to Meet Nasdaq Min. Bid Price Standard
PINNACLE HOLDINGS: Registers $200M 5.5% Conv. Sub Notes with SEC
PINNACLE HOLDINGS: Files Pre-Negotiated Chapter 11 in New York

PINNACLE HOLDINGS: Case Summary & Largest Unsecured Creditors
POLAROID CORP: Intends to File Disclosure Statement -- Later
STANSBURY HOLDINGS: Mar. 31 Working Capital Deficit Tops $8.4MM
STAR MULTI CARE: Nasdaq Delisting Stayed Pending Hearing Outcome
TELEGLOBE INC: Ontario Court Grants CCAA Creditor Protection

TELEGLOBE INC: Commences Reorganization with CCAA Protection
TELETOUCH COMMS: Completes Renegotiation of Senior Debt Facility
TRENWICK GROUP: Fitch Maintains Credit Ratings' Evolving Outlook
TRISM INC: Hires Peisner Johnson to Hunt for Tax Refunds
U.S. AGGREGATES: Wins Approval to Sell All Assets to Oldcastle

US DIAGNOSTIC: Eyeing Bankruptcy Protection to Restructure Debts
USG CORP: Brings-In Deloitte & Touche to Replace Arthur Andersen
WARNACO GROUP: Court Okays Increase in FTI's Compensation Limit
WHEELING-PITTSBURGH: Delays Form 10-Q Filing with SEC
WILLIAMS COMMS: Committee Wants to Commence Rule 2004 Inquiry

YOUBET.COM: Falls Below Nasdaq Minimum Bid Price Requirements
YOUNG BROADCASTING: S&P Puts Credit Ratings on Watch Negative

* Meetings, Conferences and Seminars

                          *********

ANC RENTAL: Wins Approval to Enter Master Lease Pacts with SPEs
---------------------------------------------------------------
In connection with a new Securities Transaction that has been
entered into with Deutsche Bank Alex Brown, ANC Rental
Corporation and its debtor-affiliates sought and obtained Court
approval to:

A. Enter into new Master Lease Agreements with Non-Debtor lessor
   SPEs, composed of Alamo Financing LP, National Car Rental
   Financing Limited Partnership and CarTemps Financing LP or
   other special-purpose subsidiaries that are to be formed;

B. Guarantee the obligations of the Debtors' operating
   subsidiaries, including Alamo Rent-A-Car LLC, National Car
   Rental System and Spirit Rent-A-Car, d/b/a Alamo Local, under
   each new Master Lease Agreement;

C. Pay certain fees associated with the New Securities
   Transaction with DB Alex Brown; and

D. Enter into other agreements and documents necessary to
   consummate the transaction.

Bonnie Glantz Fatell, Esq., Blank Rome Comisky & Mc Cauley LLP
in Wilmington, Delaware, tells the Court the new Securities
Transaction is necessary to enable the Debtors to meet their
increased fleet needs and the fleet ramp-up necessary for the
Debtors' seasonally strong summer period. The Debtors
specifically require incremental financing to be in place
starting in the latter half of April at $200,000,000, peaking in
October at $750,000,000 and decreasing to $425,000,000 by the
end of the year.

Ms. Fatell explains that the new Securities Transaction relates
to the issuance of Series 2002 Variable Funding Note (VFN) and
the Series 2002 Medium Term Note (MTN), collateralized by a
portion of the rental car fleet of ANC Rental Corporation. In
this transaction, DB Alex will act as the structuring agent,
placement agent, and book-runner in connection with placement of
the Series 2002 MTN. DB Alex will also act as financial advisor
to structure the securities and obtain ratings on them from
rating agencies.  This will include Moody's Investors Service,
Standard & Poor's and, as applicable, Fitch Inc.

The total notional amount of the Series 2002 MTN is expected to
equal $750,000,000. The total notional amount of the Series 2002
VFN, meanwhile, is expected to equal $250,000,000.

For its efforts, DB Alex will be paid a structuring fee equal
to:

A. After closing of the Series 2002 VFN, 0.50% of the MTN
   Notional Amount; and

B. Upon closing of the issuance of the Series 2002 MTN, or other
   financings where DB Alex acts as structuring or placement
   agent in excess of $375,000,000, 1.00% of the notional amount
   of such Subsequent Financings in excess of $375,000,000.

A commitment fee (calculated on an actual/360 day basis), in an
amount equal to 1.00% per annum times the VFN Notional Amount,
will begin to accrue on delivery of a commitment letter from DB
Alex to ANC with respect to the Series 2002 VFN. This commitment
fee will be payable by ANC to DB Alex, for the benefit of the
Series 2002 VFN purchasers, both prior to the Issuance Date and
after the Issuance Date.

Ms. Fatell states that under the circumstances, the fees
provided for in the Term Sheet are reasonable for the size of
this particular engagement and are necessary to induce Deutsche
Bank to facilitate the incremental financing critical to the
seasonal fleet ramp-up.

With the new Securities Transaction, ARG Funding Corp. will
issue the 2002-1 VFN to an affiliate of DB Alex Brown in amount
of $250,000,000 and the 2002 MTN in amount up to $750,000,000.
Concurrent with the issuance of the 2002-1 VFN Note, the lessor
SPEs will enter into new master lease agreements with the
Debtors' operating companies and ANC.

Each lessor SPE will issue a segregated series of variable
funding notes to ARG as collateral for the Series 2002-1 VFN
and, ultimately, the Series 2002-2 MTN. The lessor SPEs will
then borrow funds from ARG to finance the purchase of vehicles
that are to be leased to the Operating Companies under the New
Master Lease Agreements. The new notes will be secured by the
vehicles leased under the New Master Lease Agreements as well as
the lessor SPE's rights to receive payments under the New Master
Lease Agreements. (ANC Rental Bankruptcy News, Issue No. 13;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


APW LTD: Files Prepack. Chapter 11 Plan and Disclosure Statement
----------------------------------------------------------------
APW Ltd. and its debtor-affiliate, Vero Electronics, Inc. filed
their prepackage chapter 11 Plan and Disclosure Statement
together with their chapter 11 petition.  The Debtors are now
soliciting acceptances of the Joint Plan of Reorganization.
Full-text copy of the Debtors' Chapter 11 Plan and Disclosure
Statement are available at:

   http://www.researcharchives.com/bin/download?id=020520033955

   http://www.researcharchives.com/bin/download?id=020520034139

The Debtors relate that they commenced solicitation after
extensive discussions with a working group of the Senior Lenders
who hold all of the Debtors' outstanding obligations under the
Senior Credit Facilities (approximately $685 million).

The Debtors believe that by conducting solicitation in advance
to obtain sufficient votes, the pendency of the cases will be
considerably shortened and administration will be simplified and
less costly.

Pursuant to the Plan, the Debtors' proposed capital structure
following the Effective Date is expected to include the New
Working Capital Facility in the aggregate amount of $110 million
and the issuance of New Senior Notes under the New Secured Loan
Agreement in an aggregate principal amount of $100 million.

In addition to the 40,810,170 APW Common Shares currently
outstanding, APW will issue 200 million APW Common Shares, APW
Warrants to purchase 40,569,359,830 APW Common Shares, DIP
Facility Warrants to purchase 12,366,718,182 APW Common Shares
and New Warrants to purchase 2,473,343,636 APW Common Shares.
Existing warrants to purchase 6,110,047 APW Common Shares and
options to purchase 6,234,749 APW Common Shares issued pursuant
to APW's existing stock option plans will be terminated.

APW, a publicly-held, Bermuda company, operates as a holding
company whose principal assets are the shares of stock of its
worldwide operating subsidiaries. APW's operations consist
solely of providing financial, accounting and legal services to
its foreign and domestic direct and indirect subsidiaries. The
Company filed for chapter 11 protection on May 16, 2002 in the
U.S. Bankruptcy Court for the Southern District of New York.
Richard P. Krasnow, Esq. at Weil, Gotshal & Manges represents
the Debtors in their restructuring efforts. When the Company
fled for protection from its creditors, it listed $797,104,000
in total assets and $899,751,000 in total debts.


ACCUHEALTH: Mark Tulis Appointed as Interim Chapter 7 Trustee
-------------------------------------------------------------
In connection to the conversion of Accuhealth, Inc.'s chapter 11
cases to chapter 7 Liquidation of the Bankruptcy Code, Mr. Mark
Tulis has been selected to serve as the chapter 7 interim
trustee for the bankruptcy cases of the Debtors. Mr. Tulis'
address is:

          Oxman Tulis Kirkpatrick et al.
          120 Bloomingdale Road
          White Plains, New York 10605
          Tel: 914 422-3900
          Fax: 914 422-3636

Before filing for chapter 11 protection, Accuhealth, Inc. were
engaged in the business of providing home health care services
in the New York metropolitan area. Gerard Sylvester Catalanello,
Esq., James J. Vincequerra, Esq. at Brown Raysman Millstein
Felder & Steiner and Martin A. Mooney, Esq. at Deily, Dautel &
Mooney, LLP represent the Debtors as they wind-up their
financial affairs.


ADELPHIA BUSINESS: BellSouth Wants $5MM 2-Month Security Deposit
----------------------------------------------------------------
Paul M. Rosenblatt, Esq., at Kilpatrick Stockton LLP in Atlanta,
Georgia, tells the Court that Adelphia Business Solutions,
Inc.'s adequate assurance proposal raises questions as to
whether these cases are exceptional cases.  He asks if these
cases are cases where adequate assurance can be satisfied by
providing nothing more than what the Bankruptcy Code already
provides to BellSouth. This is an administrative expense claim
for post-petition services with promises of the Debtors to
timely pay for those post-petition services. The Debtors argue
that these are in fact such cases. BellSouth disagrees, and
argues that something more than what is already required under
the Bankruptcy Code is required to provide BellSouth with
adequate assurance pursuant to Section 366.

The Debtors propose to provide adequate assurance to BellSouth
in the form of the Debtors' agreement to pay for services
rendered post-petition, and that such services will be
administrative expenses. Mr. Rosenblatt submits that this
proposal is nothing more than what is provided for in the
Bankruptcy Code, and is less than what was provided in Caldor.
Although the Debtors propose to allow BellSouth to seek
additional adequate assurance, such a proposal does not provide
any adequate assurance to BellSouth, and rewrites the provisions
of Section 366.

Mr. Rosenblatt notes that the Caldor court did not unequivocally
hold that an administrative expense priority claim is equal to
adequate assurance.  It did not hold that a timely pre-petition
payment history was sufficient as the only factor to warrant
adequate assurance in the form of an administrative expense
claim. Rather, the Caldor court arrived at its conclusion after
analyzing the specific facts in the case. Only after conducting
an evidentiary hearing and finding that the Caldor debtors
exhibited various qualities, did the Caldor court arrive at its
conclusion.

In the case at bar, the Debtors make no representation either in
the Motion or in the Affidavit of Edward E. Babcock Pursuant to
Local Bankruptcy Rule 1007-2 about having significant cash on
hand. The Debtors are currently seeking approval of a proposed
debtor-in-possession loan in the amount of $125 million.
However, Mr. Rosenblatt believes that the Proposed DIP Loan
should not be counted as a supporting factor in determining
adequate assurance for BellSouth, particularly considering the
multitude of potential defaults thereunder. The Debtors are
absolutely dependent upon the Proposed DIP Loan to fund their
operations and restructuring costs. In fact, "An immediate and
critical need exists for the Debtors to obtain funds in order to
continue the operation of their businesses. Without such funds
the Debtors will not be able to pay their employees and other
critical operating expenses, resulting in an immediate cessation
of the Debtor's businesses and causing irreparable harm to the
Debtors' estates. The ability of the Debtors to finance their
operations and the availability to them of sufficient working
capital and liquidity through the incurrence of new indebtedness
for borrowed money, and other financial accommodations, are
essential to the confidence of the Debtors' vendors and
suppliers and their customers and to the preservation and
maintenance of the going concern value of the Debtors' estates."
In addition, the Adelphia Debtors were unable to obtain a credit
facility on an unsecured basis.

Mr. Rosenblatt observes that the Adelphia Debtors are relying
exclusively upon their Proposed DIP Loan to pay BellSouth for
post-petition services. The Proposed DIP Loan has over 13
categories of conditions, 10 categories of representation and
warranties, eight reporting covenants, 11 affirmative covenants
and seven negative covenants. In fact, there are 17 categories
of defaults, making the Proposed DIP Loan a potential mine
field. Should the Adelphia Debtors default under the Proposed
DIP Loan, based upon findings already made by this Court,
BellSouth can be assured that its post-petition invoices will
not be paid. Such a precarious situation cannot be the basis of
an adequate assurance representation to BellSouth.

The Caldor debtors presented "significantly less risk than other
customers of the Utilities." However, this is not the case with
the Adelphia Debtors. In fact, Mr. Rosenblatt believes that the
Debtors present significantly more risk to BellSouth than other
customers of BellSouth. This is vividly illustrated in that the
Debtors were past due on pre-petition invoices at the time of
the Chapter 11 filings. The Debtors, however, are certainly not
BellSouth's best risk customer. Even before the Debtors filed
their Chapter 11 petitions, BellSouth identified risk in payment
of the Debtors' outstanding obligations owed to BellSouth as the
Debtors failed to maintain an established credit rating with
BellSouth.

Another factor in determining that the utility companies had
adequate assurance in Caldor was the utilities' greater ability
to monitor the financial strength of the Caldor debtors. The
Adelphia Debtors do not contend in their Motion that BellSouth
or any other utility has any greater ability than other
creditors to monitor the Adelphia Debtors' financial strength.
The Adelphia Debtors fail to propose any type of enhanced
financial reporting to BellSouth for adequate assurance
purposes.

In Caldor, the bankruptcy court specifically determined that the
Caldor debtors were solvent and were "operating out of the
proceeds of their operations." On the other hand, Mr. Rosenblatt
points out that the Adelphia Debtors appear to be insolvent,
based upon the representations in the Babcock Affidavit that
"[a]s of December 31, 2001, the Debtors' unaudited combined
financial statements reflected assets of approximately $944.75
million and liabilities of approximately $1.44 billion." The
Babcock Affidavit also discloses that the Adelphia Debtors
anticipate significant negative cash flow during the 30-day
period following the Chapter 11 filings, estimating cash
disbursements of $31.8 million and cash receipts of $14.1
million during that period. Furthermore, the Adelphia Debtors
are wholly dependent upon their Proposed DIP Loan. Thus, the
Adelphia Debtors will not be "operating out of the proceeds of
their operations."

The Caldor debtors had a "solid pre-petition payment history."
In their Motion, the Adelphia Debtors contend that they "timely
paid their utility bills prior to the commencement of their
chapter 11 cases" and that they have an "excellent pre-petition
payment history with the Utility Companies." Mr. Rosenblatt
asserts that these contentions are incorrect with respect to
BellSouth. The Debtors were consistently delinquent in paying
their bills to BellSouth at the time of the Chapter 11 filings.
On average, the Debtors were 30 or more days past due on paying
BellSouth's pre-petition invoices. That explains why BellSouth
has a pre-petition claim in the amount of $8 million,
representing approximately $2.5 million in monthly charges.  
These charges are for (i) the month of invoices for which the
Debtors were past due (January 2002), (ii) the month of invoices
for which the Debtors were not past due (February 2002), and
(iii) the month of invoices which had not yet been billed (March
2002).

In Caldor, the bankruptcy court found that the utilities
generally had not required deposits from the Caldor debtors in
the past. Unlike the Caldor debtors, Mr. Rosenblatt avers that
BellSouth had specifically requested on multiple occasions prior
to the Chapter 11 filings, dating back to early 2001, that the
Debtors and non-debtor affiliates post a pre-petition deposit.
The Debtors and non-debtor affiliates consistently and
vigorously contested that they should post a pre-petition
deposit. The pre-petition deposit dispute resulted in the filing
by BellSouth of a specific public service commission proceeding
to resolve the issue. The Debtors and non-debtors affiliates
never paid the requested pre-petition deposit. Despite the
Debtors' contentions that BellSouth did not need a deposit to
protect its interests with respect to the Debtors, time has now
shown that BellSouth was in fact correct is seeking a pre-
petition deposit.

The Adelphia Debtors support their adequate assurance proposal
with four factors. However, none of these four factors support
their proposal of providing adequate assurance to BellSouth.
Each of the four factors are addressed below:

A. Adelphia Factor One - The Debtors state that they have "an
   excellent pre-petition payment history with [BellSouth]."
   BellSouth disputes this contention and addresses this issue.
   In sum, the Adelphia Debtors were on average 30 or more days
   past due on paying pre-petition invoices.

B. Adelphia Factor Two - The Adelphia Debtors state that there
   are no significant defaults or arrearages with respect to
   BellSouth, other than payment interruptions caused by the
   Chapter 11 filings. BellSouth disputes this contention. In
   sum, because of the Adelphia Debtors' pre-petition payment
   history, BellSouth is owed approximately $8,000,000 as of the
   petition date, including approximately $2,500,000 in past due
   amounts.

C. Adelphia Factor Three - The Adelphia Debtors will pay all
   undisputed post-petition obligations as billed and when due.
   Because of the Adelphia Debtors' lack of unencumbered
   resources, the fact that they are balance sheet insolvent,
   that they are cash flow negative, and that they are wholly
   dependent on a precarious post-petition financing
   arrangement to satisfy monthly cash flow requirements, the
   Debtors' promise to pay does not amount to adequate
   assurance. Under this scenario, BellSouth could be exposed to
   at a minimum several months of unpaid post-petition invoices,
   in addition to the several month of unpaid pre-petition
   invoices. Even if the Debtors changed their pre-petition
   payment practice and timely paid post-petition invoices on 30
   days terms, BellSouth will be exposed to two month of  
   service, or $5 million at any one time. Couple that with the
   time it would take to notice a default and terminate service,
   BellSouth has exposure for over four months of post-petition
   service, or an additional $10 million.

D. Adelphia Factor Four - The Debtors "have obtained interim
   Post-petition financing in the aggregate amount of $125
   million, which should constitute adequate assurance for
   [BellSouth and the other utilities] . . . ." BellSouth
   disputes this contention and addresses this issue under
   Caldor Factor One above.

The Debtors' adequate assurance proposal includes a provision by
which BellSouth and other utilities can request "additional
assurance" in the form of deposits or other security. In the
case of BellSouth, Mr. Rosenblatt argues that the Debtors'
adequate assurance proposal fails to provide any adequate
assurance, so the use of the phrase "additional assurance" is
misleading. The proposed procedure is also unfair and is at odds
with Section 366(b). The proposal would require utilities to
request adequate assurance from the Debtors within 25 days of
entry of a utilities order, or presumably such request would be
denied. The proposal fails to take into consideration that
circumstances governing adequate assurance may change in the
future. The proposal could be read to prohibit utilities from
seeking to modify their adequate assurance at a later date
should circumstances change, a procedure which is directly
contrary to the language of Section 366(b) which says (". . .
after notice and a hearing, the court may order reasonable
modification . . . [of the] adequate assurance . . .").

Mr. Rosenblatt adds that the procedure is also unfair in that it
would place control of adequate assurance issues not with the
utility, or even with the Court, but with the Debtors, contrary
to the explicit language of Section 366(b). Not only would the
Debtors be the only party authorized to file an adequate
assurance motion, but the Debtors would not have to do so until
after a presumably lengthy negotiation process, which would
likely take months from the time the utility requested
"additional assurance" under the proposed procedures. This
provision is inappropriate, and fails to take into consideration
the exigencies that occur in bankruptcy cases. Section 366
adequate assurance issues need to be addressed now in these
cases, not several months from now.

Under the proposed procedures, Mr. Rosenblatt fears that it
could be several months or more into the Debtors' bankruptcy
cases before a final order is entered by the Court granting
BellSouth "additional assurance." At that point, BellSouth will
have provided $10 million or more of post-petition services to
the Debtors while BellSouth will be prohibited from
discontinuing service on account of adequate assurance issues.
Prohibiting utilities from altering or disconnecting service
based on adequate assurance issues where the Debtors and not the
utility has selected the terms of adequate assurance is contrary
to the specific language in Section 366(b), and fails to provide
an incentive to the Debtors to expeditiously resolve adequate
assurance issues.

Mr. Rosenblatt asserts that adequate assurance is not satisfied
in these cases through the Debtors' mere promise to pay coupled
with an administrative expense claim. The only form of "adequate
assurance" the Debtors are providing to BellSouth is the
Debtors' promise to pay for post-petition services. Since
BellSouth is being treated no differently than any other
potential administrative claimant, and the Debtors are proposing
nothing to differentiate any other administrative claimant from
BellSouth, the Debtors are arguing that there is essentially no
risk of non-payment for any administrative claimant in these
cases.

The Debtors specifically reference various bankruptcy cases in
which the adequate assurance proposals sought in these cases
were granted in other cases. Most Chapter 11 cases are commenced
with the best of intentions, Mr. Rosenblatt explains.  However,
he continues, it is too early in these cases to know whether
they will be administratively solvent, or a situation where the
Debtors have a successful Chapter 11 outcome. Mr. Rosenblatt
cites another major telecommunications Chapter 11 case pending
in the Southern District of New York.  In this case an
administrative expense priority claim was on the first day
deemed sufficient for adequate assurance to utilities.  However,
this case may now be administratively insolvent.  As a result,
BellSouth and other utility and non-utility vendors have not yet
received, and may not receive, payment for services provided
post-petition to the debtor.

Critical in these cases is the time it will take BellSouth to
effect a termination of services to the Debtors. Because of the
complexity of the services provided by BellSouth to the Adelphia
Debtors, and governance by public service commissions, Mr.
Rosenblatt informs the Court that it will take BellSouth over
two months to complete a termination of the services provided to
the Debtors under standard termination procedures. The FCC and
state public service commissions often vigorously oppose any
type of accelerated termination proceedings. Even with a two-
month deposit, BellSouth could still suffer an additional two
months of post-petition exposure upon a termination of services.
BellSouth is at risk for over $10,000,000 on a post-petition
basis alone, and when combined with the existing pre-petition
balances, BellSouth is at risk for close to $18,000,000.

Based on the specific facts of these cases, BellSouth does not
believe that adequate assurance provisions short of a 2-month
deposit will provide BellSouth with adequate assurance. Mr.
Rosenblatt contends that BellSouth's deposit request is
supported by the facts of these cases, case law, Section 366 of
the Bankruptcy Code and tariffs governing the provision of
services by BellSouth to the Adelphia Debtors. BellSouth
requests that the Court order and direct the Debtors to provide
to them with a cash or equivalent deposit for $5 million.  This
deposit will be held and applied to unpaid post-petition
services, which amount represents approximately two months of
BellSouth services to the Debtors.

Should the Court deny BellSouth's deposit request, in the
alternative to a two-month deposit, adequate assurance may be
achievable in these cases through a combination of setoff or
"netoff" rights.  These would be combined with bi-weekly or
monthly pre-payments further coupled with an expedited
termination proceeding that would allow for the termination of
services to be accomplished on an expedited basis. Based upon
experience in other cases, BellSouth believes that the expedited
termination of services could occur no earlier than upon 31 days
notice. (Adelphia Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


AIMGLOBAL TECH: Closes $9.6MM Financing with New Bank Lender
------------------------------------------------------------
AimGlobal Technologies Company Inc. (TSE/AMEX : AGT) announced
that an Indianapolis based merchant bank has acquired the
Company's outstanding indebtedness to the Canadian Imperial Bank
of Commerce including all security and agreements outstanding
under the CIBC operating facilities. The Company's loan, in
default with CIBC, had expired on June 30, 2001. AimGlobal has
been operating under a forbearance agreement with
CIBC. The Company reported that its new lender is currently
reviewing the Company's business plan with the expectation of
amending the loan agreements in the near future. The Company
commented that their new merchant bank will be providing
additional working capital to the Company in keeping with
completing its operational and financial restructuring.

As part of its restructuring, the Company has entered into an
agreement to sell its West Coast operations. The transaction is
scheduled for completion later this month. The Company also
reported on making considerable progress towards securing a
cooperative creditor compromise agreement with creditors
who supplied AimGlobal with parts and material in connection
with manufacturing equipment for Cell-Loc Corporation, a former
customer who defaulted on its contracts with the Company leading
to an inventory write down in excess of $33 million in the
fiscal year ended March 31, 2001. The Company is continuing the
pursuit of their $46 million lawsuit against Cell-Loc and
Mr. M. Fattouche.

The new operating loan, subject to shareholder and TSE approval,
provides for its conversion into 13,100,322 common shares of
AimGlobal at $.933 per share, an 87% premium for 8,400,322
shares and $.375 per share for 4,700,000 shares. Fully
converted, the new lender will acquire approximately 42% of the
fully diluted, newly-issued and outstanding shares. In the event
that the requisite approvals are not obtained, the new lender
will be entitled to a break-up fee of $1,000,000.

Steven A. W. deJaray, Chairman of AimGlobal stated, "This is an
extremely progressive step in the continuing improvement of our
business. And as a major shareholder, I look forward to
supporting the conversion of this loan."

In relation to the Company's new financing, AimGlobal reported
it has expanded the number and breadth of its board of
directors. The board will increase from three to four directors.
Joining Mr. DeJaray, as Chairman of the Board, are new
directors, Mr. Warren H. Feder, Senior Managing Director of
Carl Marks Capital Advisors LLC, a New York based investment
bank, Mr. Daniel Klausner, Senior Vice President of UBS
PaineWebber, Inc. and Mr. Bruce N. Lemons, a Salt Lake City
based business attorney, who will also serve as Company
secretary. Mr. Bernard M. Joyce and Mr. Ron McMahan have
resigned from the board. The Company wishes to express its
sincere thanks to the Messrs. Joyce and McMahan for their
lengthy and invaluable service to AimGlobal.

Mr. deJaray further stated that, "As our efforts continue and
are gradually realized towards perfecting the business and
shifting from a model of rapid growth to profitability, working
with Carl Marks, who served as the Company's investment banker
in connection with the financing, has proven immeasurably
beneficial in reaching our goals. We are fortunate to be
associated with them."


AMERICAN ENERGY: Continues Debt Workout Talks with Noteholder
-------------------------------------------------------------
The American Energy Group Ltd. (OTCBB:AMEL) announced its
financial results for the third quarter of fiscal year 2002 in
its Form 10Q filed with the Securities and Exchange Commission.

Oil revenues for the quarter decreased by 42% to $262,484 as
compared to $452,872 in the prior fiscal year's quarter ended
March 31, 2001. The company attributes this decrease to the
decline in oil prices, of 28% ($19.76 March 2002 and $27.32
March 2001), which we attribute primarily to the events of
September 11, 2001. The decline resulted in a reduction in
monthly gross revenues from production. The resulting decline in
overall revenues also materially impaired our ability to
schedule and complete maintenance, reworking and new drilling
operations, causing a decline in monthly gross production
volumes.

The net loss in March 31, 2001 was due to the substantial
increase of the Depreciation and Amortization Expense. This
increase was the result of writing off dry hole cost in Pakistan
of approximately 5.4 million USD.

The company also announced that its negotiations to date with
the holder of the $1,500,000 note secured by the company's
Texas-based oil and gas leases, which matured on March 17, 2002,
are continuing in an attempt to restructure the debt or to
extend it until such time as the company completes its ongoing
efforts to achieve a capital infusion from investment and
lending sources. The company previously announced that it
expected to pay the matured note from the proceeds of an
investment by a German investor which included both loan and
stock purchase proceeds. The prospective investment has not been
consummated as anticipated, although discussions with the
investor are proceeding to determine with certainty whether a
near-term closing of the transaction will occur. In anticipation
of a closing of this investment into the company and the
resulting payment of the note, the holder of the note previously
agreed to refrain from any collection activity on the note until
June 2002, and in connection with such agreement, scheduled a
sale of the oil and gas leases securing the note for June 4,
2002 in the event that the note is not paid by such date. There
can be no assurance that the investment transaction will be
consummated or that continued negotiations with the holder of
the matured note for further forbearance will be successful. The
company will be exploring and pursuing financing alternatives in
the event that the German investment transaction is not
consummated. There can be no assurance that the company will be
successful in obtaining alternative financing should the
proposed German investment fail to be completed.

The company also announced that the previously announced Special
Meeting of Shareholders scheduled for June 1, 2002 has been
postponed indefinitely at the request of the shareholders
originally requesting the meeting.

The company also announced that it has completed as a producing
oil well the C-55 well drilled on its Blue Ridge Field Blakely
lease. It will take several weeks for the daily production
levels from this new well to stabilize, so the Railroad
Commission can determine a daily allowable.

The American Energy Group Ltd. is an independent oil and gas
exploration, drilling and production company currently based in
Houston and engaged in international exploration projects.


AMES DEPARTMENT: Resolves Claims Dispute with Assistant Managers
----------------------------------------------------------------
Ames Department Stores, Inc., and its debtor-affiliates believe
that it is in their interests to resolve the Motion and the
District Court Litigation and liquidate the Claimants' claim.
They obtained court approval of their stipulation with Edmund
Smoot, III and Yousuf S.A. Sayeed, individually and on behalf of
a Class of Ames Assistant Managers. Under this stipulation:

1. The Motion for relief from stay is withdrawn;

2. The automatic stay will be modified only to the extent and
   for the sole purpose of permitting the Parties to resolve the
   Fair Labor Standards Act (FLSA) Issue pursuant to the terms
   of the District Court Stipulation as modified;

3. The Debtors agree to remove the District Court Litigation to
   the New York District Court;

4. The Parties consent to the New York District Court referring
   the District Court Litigation to the Bankruptcy Court to hear
   and determine the FLSA Issue through a limited evidentiary
   hearing;

5. If for any reason the Bankruptcy Court does not conduct a
   limited evidentiary hearing as contemplated, the Debtors
   have the option of selecting a different forum for the
   determination of the FLSA Issue, the selection to be from
   among the District Court, a judge magistrate, or an
   alternative dispute resolution mechanism;

6. If the Determining Court finds that Ames's assistant
   managers are properly classified as exempt under the FLSA,
   the Claimants, as a class, will have an allowed pre-petition
   general unsecured claim in the Debtors' Chapter 11 cases.  
   The amount of this claim is $1,000,000.  It will include any
   and all attorneys' fees and expenses to be awarded Claimants'
   counsel;

7. If the Determining Court determines that Ames's assistant
   managers are not exempt under the FLSA, the Claimants, as a
   class, will have an allowed pre-petition general unsecured
   claim in the Debtors' Chapter 11 cases in the amount of
   $3,000,000 plus an additional amount agreed to by the Parties
   for reasonable attorneys' fees and expenses to be awarded
   Claimants' counsel;

8. The Claimants' claim will be treated pursuant to the terms of
   a Chapter 11 plan confirmed by the Bankruptcy Court in the
   Debtors' Chapter 11 cases and will be distributed among the
   Claimants in accordance with the terms and conditions of the
   District Court Stipulation. (AMES Bankruptcy News, Issue No.
   17; Bankruptcy Creditors' Service, Inc., 609/392-0900)


ARDENT: PCCW Unit Will Purchase US Network Infrastructure Assets
----------------------------------------------------------------
Beyond the Network, Inc., an IP-based end-to-end global
communications solutions provider, announced its purchase of the
network infrastructure assets of Ardent, Inc. and Ardent
Communications, Inc.  

Founded in Virginia in 1993, Ardent offers broadband access
solutions and next-generation data communications services to
more than 1,000 ISP and business customers in the U.S. Ardent
has been operating under Chapter 11 bankruptcy protection since
October 10, 2001.

BtN, a wholly owned subsidiary of Hong Kong-based PCCW,
successfully bid in an auction through the U.S. Bankruptcy Court
to acquire the Ardent network infrastructure assets.

Under the asset purchase agreement, BtN, based in Reston, Va.,
will acquire certain customers, and network equipment of Ardent.

BtN plans to offer Ardent's existing customers continued
communications services through Ardent's MPLS-enabled network
featuring 29 points of presence (POPs) and serving more than 38
major metropolitan areas.  Its main POPs include Boston,
Chicago, Los Angeles, New York, San Diego, Seattle, and
Washington DC.

"Given the strategic deployment of BtN's legacy-free IP backbone
in Asia, North America and Europe, this acquisition of Ardent's
network infrastructure assets will enable BtN to expand our MPLS
service offering and strengthen our ability to provide regional
ISPs and carriers worldwide with access to content," said BtN's
President and Chief Operating Officer Braham Singh.

"Through the purchase of Ardent's tier-one network
infrastructure, we are not only able to accelerate the
implementation of our business strategy of providing reliable
and competitive services to wholesale customers around the
globe, but we have also achieved it at a fraction of the costs
otherwise required for backbone build-out," he said.

BtN's acquisition will be funded by internal resources.

BtN's Chief Network Officer Bret Rehart said: "We selectively
chose Ardent assets from among a range of those available in the
market on the basis of their similarity with our own native IP
MPLS-enabled backbone.  The synergy brought forth from this
acquisition includes seamless integration of the acquired assets
into our infrastructure, uninterrupted services and continued
support of current and future customers."

The closing date for the purchase of Ardent's assets will occur
in accordance with the terms of the asset purchase agreement
approved by the Bankruptcy Court earlier Monday.

Beyond the Network (BtN) is a legacy-free Internet backbone
provider, offering IP-based end-to-end communications solutions
over its own global native IP Multi Protocol Label Switching
(MPLS)-enabled network.  Launched in early 2001, BtN is a wholly
owned subsidiary of Hong Kong-based PCCW.

With offices and direct network access points located in Asia,
North America, Europe and the Middle East, BtN delivers a
comprehensive suite of wholesale products, including Internet
access (IP Transit), MPLS-enabled virtual circuit connectivity
(VPN), Voice over IP (VoIP), through its BtN Multi-Service IP
Port.

Unlike traditional legacy networks, where the "one port -- one
product" rule prevails, the BtN Multi-Service IP Port allows
wholesale customers to purchase products through one single
port, thereby increasing their cost-efficiency, scalability and
competitiveness.

BtN's customers include emerging carriers, ISPs, Internet
content providers and application-service providers.

To learn more about PCCW-BtN, visit http://www.pccwbtn.com  

To learn more about MPLSVPN.net(TM), visit
http://www.mplsvpn.net  

Pacific Century CyberWorks Limited (SEHK: 0008, ADR-NYSE: PCW),
the Hong Kong-listed flagship of the Pacific Century Group, is
one of Asia's leading integrated communications companies. From
its market-leading position in Hong Kong, PCCW is focused on
building shareholder value by leveraging synergies between its
core businesses and partners, and by delivering total solutions
to customers throughout Asia. PCCW provides key services in the
areas of: integrated telecommunications; broadband solutions;
mobility and connectivity; narrowband and interactive broadband
(Internet Services); business e- solutions; data centers and
related infrastructure.

To learn more about PCCW, visit http://www.pccw.com


ARMSTRONG HOLDINGS: Court Okays Reed Smith as Corporate Counsel
---------------------------------------------------------------
Nitram Liquidators, Inc., Armstrong World Industries, Inc., and
Desseaux Corporation of North America obtained Judge Newsome's
approval to employ Reed Smith LLP as special corporate
and Pennsylvania counsel to the Debtors, nunc pro tunc to
February 8, 2001.

The employment of JoEllen Lyons Dillon, Esq., now at Reed Smith,
was first described in the Debtors' application to employ
Buchanan Ingersoll in December 2000.  Ms. Dillon has represented
the Debtors for 14 years with respect to corporate and
securities matters, including strategic advice, legal analyses,
representation in negotiations, alternative dispute resolution
proceedings, litigation, and other general corporate work,
including the majority of the Debtors' acquisition, merger and
divestiture work.  The Debtors now ask Judge Newsome to approve
her continued employment through her new firm, Reed Smith, for
the same services.

The Debtors list as examples of the professionals and
paraprofessionals who will be employed in these cases as:

              Name                          Hourly Rate
              ----                          -----------
       James Restivo                         $475
       Leo Hitt                              $455
       Paul Singer                           $425
       Frank Guadagnino                      $420
       Stephen Johnson                       $390
       Arlie Nogay                           $375
       James Barnes                          $360
       Hannah Thompson                       $290
       JoEllen Dillon                        $275
       Dave Franklin                         $270
       John Chapas                           $240
       Jonathan Lushko                       $160
       Linda Patten                          $120

Ms. Dillon states that her normal billing rate is $335; however,
she has discounted her rate to $275 for all professional
services provided to the Debtors.  Reed Smith's normal billing
rates for attorneys ranges from $160 to $545 per hour, and
paralegal rates range from $110 to $240 per hour, based on
experience.

The Debtors have not paid Reed Smith any monies during the year
prior to the Petition Date, nor is the firm owed any payments
with respect to prepetition fees or expenses. (Armstrong
Bankruptcy News, Issue No. 22; Bankruptcy Creditors' Service,
Inc., 609/392-0900)   


ASIACONTENT.COM: Falls Below Nasdaq Continued Listing Standards
---------------------------------------------------------------
Asiacontent.com Ltd. (Nasdaq: IASIA) has received a Nasdaq Staff
Determination Letter stating that the Company has failed to
maintain a minimum market value of publicly held shares of
$5,000,000 and a minimum bid price per share of $1.00 as
required by Marketplace Rules 4450(a)(2) and 4450(a)(5),
respectively, for continued listing and that the Company's
securities are, therefore, subject to delisting from the Nasdaq
National Market.

The Company will appeal the Nasdaq Staff Determination and
request a hearing before Nasdaq's Listing Qualifications Panel,
which will be scheduled within 45 days of the Company's appeal.  
The Company will continue to trade on the Nasdaq National Market
under the symbol "IASIA" pending the outcome of these
proceedings.

On May 10, 2002, the Nasdaq Staff also notified the Company that
it did not meet the audit committee requirement for continued
listing under Marketplace Rule 4350(d)(2).  The Company must
provide the Nasdaq Staff on or before May 24, 2002 with the
Company's specific plan and timetable to achieve compliance with
the audit committee requirement.  At this time, the Company does
not expect that it will satisfy the audit committee requirement,
which may subject the Company's securities to delisting from the
Nasdaq National Market.

There is no assurance that the Company will be successful in its
appeal on the issues raised in the May 16, 2002 Staff
Determination Letter or with respect to the audit committee
deficiency.  If the Company's common stock should ultimately be
delisted from the Nasdaq National Market, it is currently
eligible to be quoted on the electronic bulletin board.

Asiacontent.com delivers targeted online advertising solutions
through its DoubleClick Media Asia advertising network in Korea,
China, Hong Kong, Taiwan and Singapore.  In partnership with MTV
Networks, Asiacontent.com produces local-language music news,
information and promotions targeting high-value youth in Korea,
China, Taiwan, Southeast Asia and India.


ATLAS AIR: Fitch Downgrades Class C EET Certs. to Low-B Level
-------------------------------------------------------------
Fitch Ratings downgrades Atlas Air, Inc.'s enhanced equipment
trust certificates (EETCs), series 2000-1, 1999-1 and 1998-1 as
outlined below. All three series, with a combined current
outstanding balance of $1.1 billion, are also removed from
Rating Watch Negative.

These rating actions mark the end of Fitch's EETC review
process. The review process was initiated by the events of Sept.
11. On Sept. 20, 2001, Fitch placed all EETC transactions on
Rating Watch Negative. Reviews of other rated EETCs were
completed in the 1st quarter of 2002 (see March 4, 2002 press
release). At that time the Atlas EETCs remained on Rating Watch
Negative, pending receipt of further information.

Fitch's EETC rating criteria relies on the credit quality of the
underlying obligor and the loan to value of the aircraft
collateral backstopping the transaction. EETC ratings are linked
to the underlying obligor's credit quality. Today's rating
actions reflect assessments of Atlas Air Inc.'s credit quality
and the collateral.

The rating actions reflect first Fitch's downgrade of Atlas Air,
Inc.'s unsecured debt from 'B+' to 'B'. Atlas is a wholly owned
subsidiary of Atlas Air Worldwide Holdings, and is a provider of
cargo capacity to major passenger airlines worldwide. For more
information on the Atlas unsecured downgrade, see Fitch's press
release dated May 17, 2002.

The rating actions also reflect Fitch's conclusion that the long
term value of the Boeing 747-400F aircraft that support all
three series has likely been impaired. During the last eight
months, Fitch has reviewed the unprecedented imbalance of
aircraft supply/demand, the resulting declines in aircraft
values and determined that a change has occurred in the
fundamental prospects for many aircraft types, including the
Boeing 747-400F.

Ratings downgraded are outlined below:

                         Atlas Air 2000-1

          --Class A downgraded to 'A' from 'AA-';

          --Class B downgraded to 'BBB' from A-';

          --Class C downgraded to 'BB+' from 'BBB-';

          --All classes removed from Ratings Watch Negative.

                         Atlas Air 1999-1

          --Class A-1 downgraded to 'A' from 'AA-';

          --Class A-2 downgraded to 'A' from 'AA-';

          --Class B downgraded to 'BBB' from 'A-';

          --Class C downgraded to 'BB-' from 'BBB-';

          --All classes removed from Ratings Watch Negative.

                         Atlas Air 1998-1

          --Class A downgraded to 'A' from 'AA-';

          --Class B downgraded to 'BBB' from A-';

          --Class C downgraded to 'BB' from 'BBB-';

          --All classes removed from Ratings Watch Negative.


ATLAS AIR: Fitch Hatchets B-Rated Unsecured Debt Down One Notch
---------------------------------------------------------------
Fitch Ratings has downgraded the unsecured debt of Atlas Air,
Inc. to 'B' from 'B+'. The rating change affects all of Atlas'
outstanding senior unsecured notes. Concurrently, Fitch is
issuing a rating of 'B+' on Atlas' secured bank debt. The Rating
Outlook for Atlas is Negative.

The downgrade reflects the ongoing impact of a sharp decline in
global air cargo demand on Atlas' ability to generate strong
operating cash flow from its core ACMI (aircraft, crew,
maintenance, and insurance) contract business. Relative to its
high level of fixed financing obligations (both debt service and
aircraft lease payments), Atlas' cash flow generation outlook
remains uncertain. After enduring the effects of a year-long
downturn in global air cargo demand (particularly in trans-
Pacific markets that Atlas aircraft have served extensively),
the company is looking ahead to a gradual build-up in demand
during the seasonally-strong second half of the year. Still,
Fitch believes that uncertainties related to a significant
change in Atlas' product mix, together with the need to finance
three new Boeing 747-400 freighters in late 2002, will weaken
the company's credit profile over the next several quarters.

Atlas has made it clear in recent months that high levels of
aircraft utilization and revenue growth can only be realized if
the company embarks upon a strategy to supplement its
traditional ACMI (wet lease) product. Responding to the changing
needs of major airline customers for a more flexible cargo lift
product, Atlas is rolling out so-called fractional and partial
ACMI contracts that allow customers to fill only part of a
contracted aircraft, or use an entire aircraft on a less regular
basis. Along with Polar Air Cargo, Atlas' sister company
acquired by Atlas Air Worldwide Holdings (AAWH) in November
2001, Atlas has also developed a network of hubs (Miami, Liege,
Belgium, and a future hub in Anchorage) to optimize service
levels and aircraft utilization. While Fitch believes that the
strategy opens up new opportunities for Atlas to grow its
customer base and diversify revenue sources over the long term,
Fitch also recognizes the short-term risks associated with the
transition to a new product and a possible shortfall in block
hour utilization as the program ramps up.

Recent operating results for Atlas demonstrate the degree to
which a poor demand environment can affect the performance of a
company with very high levels of financial and operating
leverage. During 2001, Atlas was able to downsize its operation
through crew furloughs and the parking of six older Boeing 747
(B747) freighters. However, given its relatively fixed cost
structure, Atlas swung to a net loss of $68.5 million (vs. net
income of $85.3 million in 2000). Total Atlas operating revenues
(excluding Polar) fell by 13% in 2001 to $687.3 million. Weak
demand has carried over into first quarter 2002 results. Atlas'
revenues declined by 16% to $151.0 million in the first quarter,
and the company reported a net loss of $11.1 million. This
compares with a net profit of $1.6 million in the first quarter
of 2001. Poor operating performance and scheduled aircraft lease
payments translated into a net use of $47.5 million in cash for
operating activities in the first quarter.

Some of the weakness in ACMI contract services has been offset
by strong demand for military charter cargo lift in support of
broadened U.S. military activities overseas. Participation in
the U.S. Air Force's Air Mobility Command (AMC) contract program
will provide support for Atlas in its effort to rebuild the
revenue base through the remainder of this year. Charter revenue
grew to $40.1 million, or 27% of total Atlas revenue, in the
quarter that ended March 31.

Under its aircraft purchase agreement with Boeing, Atlas is
currently required to take delivery of three new B747-400
freighters in the second half of this year. A fourth freighter
will be delivered in late 2003. Although the company is pursuing
alternative sources of financing for these new aircraft, it
appears likely that Atlas will negotiate operating leases with
the manufacturer. As part of this financing deal, some of the
new aircraft delivery dates may be extended. In light of the
weak revenue environment and the incremental ownership costs
associated with the new aircraft, any extension of the delivery
dates could limit operating cash outflow and improve the
company's credit outlook.

Besides the uncertain timing of a rebound in worldwide cargo
demand and the new product roll-out, Atlas faces a continuing
labor dispute with its pilots over a new contract. After a
tentative agreement was reached in January, the Air Line Pilots
Association (ALPA) membership failed to ratify the new contract.
Atlas management appears optimistic that a deal can be reached,
and discussions are set to resume during the week of May 20.

With regard to liquidity and capital structure, Atlas Air, Inc.
finished the March quarter with an estimated $236 million in
cash and short-term investments, down from $312 million at year-
end 2001. Beyond the effects of weak operating results in the
first quarter, the change in cash reflected scheduled debt and
lease payments that are higher in the first quarter. Atlas
successfully amended its bank agreement covenants in late 2001
to reflect the changed operating environment. Management noted
on last week's earnings call that they are most concerned about
a minimum liquidity requirement of $200 million that may have to
be waived or amended if revenues fall short of expectations in
the second and third quarters. Of its $891 million in long-term
debt and capital lease obligations on the balance sheet at March
31, about $437 million represents unsecured obligations maturing
between 2005 and 2008. The company's aircraft credit facility
matures in April 2003 with a two-year term-out provision to
April 2005. Atlas' bank facilities are secured by Boeing 747
freighter aircraft and engines.

In a separate but related rating action today, Fitch has lowered
the ratings of three series of Atlas' enhanced equipment trust
certificate (EETC) debt obligations. Those changes reflect not
only the changes in corporate credit quality but also the
reduced values of the B747-400 freighter aircraft that
collateralize all three Atlas EETC transactions.

Atlas Air, Inc. is a wholly owned subsidiary of Atlas Air
Worldwide Holdings (NYSE: CGO), and is a provider of cargo
capacity to major passenger airlines worldwide. Together with
Polar Air Cargo, the holding company's other subsidiary, Atlas
offers a range of ACMI (aircraft, crew, maintenance and
insurance) contract services, charter, and scheduled freighter
operations through a global route network. Atlas is based in
Purchase, New York.

Atlas Air Inc.'s 10.75% bonds due 2005 (CGO05USR1), DebtTraders
reports, are quoted at a price of 87. For real-time bond pricing
see http://www.debttraders.com/price.cfm?dt_sec_ticker=CGO05USR1


AVITAR INC: Accountants Raise Doubt About Ability to Continue
-------------------------------------------------------------
Avitar, Inc., through its wholly-owned subsidiaries, Avitar
Technologies Inc., United States Drug Testing Laboratories,
Inc., and BJR Security, Inc. designs, develops, manufactures,
markets and provides diagnostic test products and services as
well as contraband detection and  education services.  Avitar
sells these products and services to large medical supply
companies,  employers, diagnostic distributors, schools and
governmental agencies.  During Fiscal Year 2001 and the first
half of Fiscal Year 2002, the Company continued the development
and marketing of ORALscreen(TM), innovative point of care oral
fluid  drugs of abuse tests that use the Company's foam as the
means for collecting the oral fluid sample.

The Company has suffered recurring losses from operations and
has working capital of $201,659 as of March 31, 2002.  The
Company raised net proceeds aggregating approximately $5,288,000
during the fiscal year ended September 30, 2001 from the sale of
stock and the exercise of options and warrants.  During the six
months ended March 31, 2002, the Company raised approximately
$2,563,000 from the sale of stock and the exercise of options
and warrants.  Based upon cash flow projections,  the Company
believes the anticipated cash flow from operations and proceeds
from future equity financings will be sufficient to finance the
Company's operating needs until the operations achieve
profitability. There can be no assurances that forecasted
results will be achieved or that  additional financing will be
obtained.  If cash flow and equity sales projections fall short
of Company needs, and the Company finds no suitable alternate
financing, the Company may be unable to continue as a going
concern.

Sales for the three months ended March 31, 2002 increased
$1,001,541, or approximately 81%, to $2,231,119 from $1,229,578
for the corresponding period of the prior year.  For the six
months  ended March 31, 2002, sales increased $3,074,619, or
approximately 128%, to $5,473,533 from $2,398,914. The change
for the three and six months ended March 31, 2002 primarily
reflects the increase in sales of its ORALscreen(TM) products
which included sales to one major customer of $200,000 and
$1,978,000, respectively.

The Company had a net loss of $1,245,185, $ .03 per basic and
diluted share, for the quarter ended March 31, 2002, as compared
to a net loss of $1,607,640, $0.09 per basic and diluted share,
for the quarter ended March 31, 2001.  For the six months ended
March 31, 2002, the Company had a net loss of $1,623,591, $.04
per basic and diluted share, versus a net loss of $3,218,157,
$.18 per basic  and diluted share, for the six months ended
March 31, 2001.

At March 31, 2002 and September 30, 2001 the Company had working
capital deficiency of $201,659 and working capital deficiency
$958,293, respectively, and cash and cash equivalents of
$930,383 and $245,409, respectively.  Net cash used in operating
activities during the six months ended March 31, 2002 amounted
to  $1,794,552 resulting primarily from a net loss of
$1,623,591, a gain from the sale on an equity  investment and
equipment of $18,943, an increase in inventories of $19,982, a
decrease in accounts  payable and accrued expenses of $181,558
and a decrease in deferred income of $385,000; partially  offset
by depreciation and amortization of $107,729, amortization of
goodwill of $154,996, a payment of common stock for services of
$26,900, an increase in the provision for losses on accounts
receivable of $12,132, a decrease in accounts receivable of
$113,003, a decrease in prepaid expenses and other current
assets of $1,535 and a decrease in other assets of $18,227.  Net
cash provided by  financing and investing activities during the
six months ended March 31, 2002 amounted to $2,479,526 which
included proceeds from the sale of an equity investment and
equipment of $31,891, proceeds  from the sale of common stock
and warrants of $1,306,000, proceeds from the exercise of
warrants and stock options of $1,257,423, and a decrease in
stock subscription receivable of $35,000; offset in part by the
repayment of notes payable and long term debt of $36,745 and
purchases of property and equipment of $114,043.

As a result of the Company's recurring losses from operations
and working capital deficit, the report of its independent
certified public accountants relating to the financial
statements for Fiscal 2001 contains an explanatory paragraph
stating substantial doubt about the Company's ability to
continue as a going concern. Such report states that the
ultimate outcome of this matter could not be determined as the
date of such report (November 20, 2001). There are no assurances
that management's  endeavors to overcome these difficulties will
be successful or sufficient.


CAPTEC LOAN: Fitch Cuts Several Ratings On Weak Pool Performance
----------------------------------------------------------------
Fitch Ratings downgrades Captec Loan Receivables Trust 1996-A
class A to 'CCC' from 'BBB', class B to 'CC' from 'B' and class
C to 'D' from 'CCC'. Classes A and B remain on Rating Watch
Negative. The actions are a result of continued deterioration in
collateral quality and a significant amount of missed interest
payments on classes C and D. Currently class C has accumulated
interest shortfalls of $283,361 while class D has accumulated
$139,838. Total impaired assets account for $16.3 million, or
approximately 25% of the pool.

Fitch downgrades Franchise Loan Trust 1998-1 class C to 'CCC'
from 'BB' and class D to 'D' from 'CCC'. The downgrade is a
direct result of deteriorating pool performance as losses have
climbed over $37 million and total impaired assets are at $40.4
million ($1.13 million in delinquencies and $39.2 million in
defaults). The erosion of available collateral has also resulted
in a significantly reduced level of credit enhancement available
to provide credit support to remaining classes of notes. Fitch
believes the rating actions are necessary to reflect the current
credit risk of the transaction. Additionally, all classes are
placed on Rating Watch Negative.

Fitch downgrades Captec Grantor Trust 2000-1 class D to 'B' from
'BB', class E to 'CCC' from 'B', and class F to 'CC' from 'CCC',
with all classes remaining on Rating Watch Negative. The actions
are a result of further deterioration in collateral quality,
missed interest payments, and a significant amount of impaired
assets in the trust. Missed interest payments have affected
classes D, E, and F since January 2002. Class D has a total
missed interest payment of $70,951, while classes E and F have
accumulated interest shortfalls of $78,716 each. Currently,
total losses account for 2.76% of the pool while total
delinquent and defaulted assets are at $38 million, or 22.2% of
the pool. The erosion of available collateral has also resulted
in a significantly reduced level of credit enhancement available
to provide credit support to remaining classes of notes. Fitch
believes the rating actions are necessary to reflect the current
credit risk of the transaction.


CITICORP MORTGAGE: S&P Further Junks 2 Classes of Series 1990-5
---------------------------------------------------------------
Standard & Poor's lowered its ratings on classes A-4 and A-7 of
Citicorp Mortgage Securities Inc.'s REMIC pass-through
certificates series 1990-5 to double-'C' from triple-'C'.

The lowered ratings reflect the continuing deterioration in the
performance of the mortgage pool. Recently, the spread account
balance was reduced to $9,250. The spread account is the only
remaining form of credit support, as the subordinate class had
been previously completely eroded. There is one loan currently
in foreclosure with an outstanding principal balance of
$181,996. When the losses resulting from the foreclosure process
exceed that month's spread amount plus current credit support,
then the certificates will default. This series will continue to
be monitored closely as future losses are realized.

                         Ratings Lowered

               Citicorp Mortgage Securities Inc.

              REMIC pass-thru certs series 1990-5

                              Rating

               Class        To        From

               A-4, A-7     CC        CCC


COMDISCO INC: Court Approves Settlement Agreement with CIT Group
----------------------------------------------------------------
The Official Committee of Equity Security Holders of Comdisco,
Inc., and its debtor-affiliates contends that the Settlement
Motion should be denied because the Debtors failed to articulate
why the settlement is justified, fair and reasonable, and in the
best interest of their estates.

David F. Heroy, Esq., at Bell, Boyd & Lloyd, in Chicago,
Illinois, asserts that the Debtors must provide sufficient facts
for the Bankruptcy Court to make its own independent judgment of
the merits of the proposed settlement.  In addition, Mr. Heroy
states that one issue that was questioned was how the Debtors
resolve the $50,000,000 claim.  "This deal was brokered in a
matter of minutes without any serious consideration of the
underlying merits," Mr. Heroy notes.  Indeed, the Debtors
accepted CIT Group's first Settlement proposal and settled this
issue in three brief telephone calls.

Moreover, Mr. Heroy continues, the Debtors have accused CIT
Group of having acted in "bad faith" by withdrawing its bid
before the deadline.  Presumably, Mr. Heroy says, if a Court
were to find that CIT Group did, act in bad faith, it would
forfeit its "good Faith" deposit, irrespective of the Debtors'
actual damages. However, Mr. Heroy observes that the Debtors did
not even pursue this possibility.

Instead, the Debtors attempted to cut a quick deal so as not to
inconvenience their management.

Although the Debtors assert that litigation over the subject of
good faith deposit would be costly, the results uncertain and
that the settlement provided a reasonable recoupment of the
costs associated with CIT Group's bid, Mr. Heroy insists that
the Debtors still failed to provide a sufficient factual and
legal support.  "The Court could not make an informed and
independent determination as to why the Debtors compromised the
$50,000,000 claim for just $1,000,000," Mr. Heroy states.

                        Debtors Respond

"Contrary to the Equity Committee's objection, the Debtors have
provided the Committee with ample opportunity to receive
information and even to litigate the return of the deposit,"
David N. Missner, Esq., at Piper Marbury Rudnick & Wolfe, in
Chicago, Illinois, states.

The Debtors further relates that in a meeting with the Equity
Committee, the Debtors discussed the CIT Group deposit and a
possible settlement.  The Debtors also informed the Equity
Committee that based on their initial review of the legal and
practical issues related to CIT Group's deposit, the Debtors did
not believe that it would be beneficial for them to pursuer the
retention of the deposit through litigation.  "The Debtors
provided the Equity Committee with the opportunity to ask
questions and raise issues," Mr. Missner adds.  However, the
Equity Committee was silent.  In addition, when the Debtors
inquired the Equity Committee if they wished to pursue
litigation against CIT Group with respect to the deposit, the
Equity Committee declined.  As a result, the Debtors informed
the Equity Committee that they would pursue a settlement.

Mr. Missner tells the Court that despite being aware of the
Debtors' settlement negotiations with CIT Group, the Equity
Committee did not request information with respect to the
parameters of the settlement and did not inquire into the nature
of the Debtors' analysis in determining a fair settlement.

Furthermore, Mr. Missner relates that upon reaching the
Settlement, the Debtors provided a letter agreement to the
Equity Committee and requested their approval.  "The Equity
Committee and the Debtors discussed the Settlement; however,
they declined to agree to the Settlement, so the Debtors filed
the Settlement Motion," Mr. Missner says.

Mr. Missner asserts that any claim by the Equity Committee that
they were not provided with sufficient notice or information is
without merit.  "The Equity Committee has been fully informed
with respect to the Settlement at every step along the way and
the Debtors have appropriately responded to the Equity
Committee's requests," Mr. Missner states.

The Debtors also reviewed the issues in connection with the Bid
and the Deposit and concluded that any outcome from litigation
would be uncertain.  "Even if the Debtors prevail in litigation,
the extent of a damages claim may be limited to costs associated
with their review and analysis of the Bid," Mr. Missner adds.
Thus, the Debtors pursued and obtained the Settlement in the
amount of $1,000,000, which they believe, is sufficient to cover
the Debtors' costs associated with evaluating the Bid.  While
the Debtors had selected the Bid as the highest and the best,
they did not agree to a definitive agreement based on it.  The
Debtors did not accept the Bid but instead selected it as the
best and proceeded to negotiate a variety of points through
which they hoped to enhance the Bid.

Mr. Missner further explains that the Bid constituted a binding
letter of intent on the part of CIT Group to negotiate in good
faith, and that the withdrawal of the Bid constituted a breach
of the implied duty of good faith and fair dealing.  "The
damages that the Debtors would have likely obtained are those
that they did obtain -- the costs associated with evaluating the
Bid and negotiating a purchase agreement," Mr. Missner adds.  
Having obtained a settlement to recoup these costs, the Debtors
determined that litigation was not warranted and that the
pursuit of litigation would waste valuable resources of their
estates.

Additionally, Mr. Missner explains to Judge Barliant that the
question of damages was far from certain.  One likely measure of
damages would be the differences between the value of keeping
the IT Leasing assets and the sale price in the Bid.  "The
Committee itself has repeatedly stated that CIT Group's Bid was
not at full value," Mr. Missner says.  Yet the Equity Committee
would now have the Debtors demonstrate damages for CIT Group's
withdrawal wherein the Committee did not support the sale in the
first place.  Thus, the Debtors believe that the Committee's
objection to the Settlement lacks credibility.

Therefore, the Debtors ask the Court to overrule the Equity
Committee's objection.

                          *   *   *

After due deliberation, Judge Barliant authorizes the parties to
execute the Settlement Agreement under which the Debtors shall
retain $1,000,000 and shall return the remainder of the deposit,
plus accrued interest, to CIT Group.  In addition, the
Settlement Agreement shall also provide for a mutual release to
the Debtors and CIT Group. (Comdisco Bankruptcy News, Issue No.
28; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


COVANTA ENERGY: Wants Lease Decision Period Stretched to Nov. 27
----------------------------------------------------------------
James L. Bromley, Esq., at Cleary, Gottlieb states that Covanta
Energy Corporation and its debtor-affiliates want to extend
their lease decision period under Section 365(d)(4) of the
Bankruptcy Code.  This is in relation to their un-expired
nonresidential real property leases.  The leases include some
instruments that are not true leases, and the Debtors want to
avoid their rejection at the 60-day deadline if they are found
to be true leases.

He explains that Debtors have approximately 320 un-expired
leases of non-residential real property. Approximately 290 of
the un-expired leases relate to leases of surface and mineral
rights in California, which produce geothermal fluid from the
ground used to generate electricity. Another 25 of the un-
expired leases relate to leases of power generation facilities
and/or the land upon which those facilities are located. The
remaining un-expired Leases are leases for office space. The
Debtors intend to pay post-petition obligations under the un-
expired leases as they become due.

Under Section 365(d)(4) of the Bankruptcy Code, Mr. Bromley
submits, a debtor's un-expired leases of nonresidential real
property may be deemed rejected unless they are assumed
within the initial 60 days of a Chapter 11 case or are the
subject of a motion to extend the statutory period. At these
early stages of these complex Chapter 11 cases, rejection would
harm the Debtors' estates by causing loss of one or more leases
of real property that may be essential to the Debtors'
reorganization. Likewise, premature assumption of real property
leases would harm the estates by causing the Debtors to be
required to cure pre-petition claims and to elevate landlord
claims to administrative expense status before an informed
decision can be made and a reorganization ensured.

The Debtors' initial Section 365(d)(4) period expires on May 31,
2002. The Debtors will be unable to make reasoned decisions by
that time as to whether to assume or reject all of the un-
expired
leases.

Accordingly, by this Motion, the Debtors request that the Court
extend the date by which the Debtors must assume or reject un-
expired Leases by 180 days, to November 27, 2002.  This should
be without prejudice to the Debtors' right to seek further
extension of specific leases.

Mr. Bromley asserts that a multitude of operational issues that
have arisen during the initial stages of the Debtors' Chapter 11
cases.  These issues have required the full and immediate
attention of the Debtors' management.  It is virtually
impossible for the Debtors to devote the resources necessary to
complete their analysis of the un-expired leases and make
informed decisions about all the leases to date. Given the
numerous business and administrative emergencies that typically
are attendant to the commencement of large Chapter 11 cases, the
Debtors submit that they will not have adequate opportunity to
carefully review and analyze each of the un-expired leases.  In
the normal statutory 60-day period, the Debtors would have to
analyze (i) the economics of each un-expired lease, (ii) the
benefits or burdens of each un-expired lease to the Debtors'
estates, and (iii) whether each un-expired lease is necessary in
connection with the Debtors' ongoing business operations. He
contends that these factors render the statutory 60-day period
insufficient in the Debtors' Chapter 11 cases.

The Debtors submit that the relief requested herein will (i)
avert the statutory forfeiture of valuable assets, (ii) promote
the Debtors' ability to maximize the value of their Chapter 11
estates, and (iii) avoid needless administrative expenses by
minimizing the likelihood of inadvertent rejections of valuable
leases or premature and uninformed assumptions of leases.
(Covanta Bankruptcy News, Issue No. 5; Bankruptcy Creditors'
Service, Inc., 609/392-0900)   


CRIIMI MAE: Taps Friedman Billings to Evaluate Strategic Options
----------------------------------------------------------------
The Board of Directors of CRIIMI MAE Inc. (NYSE: CMM) has hired
investment banking firm Friedman, Billings, Ramsey and Co., Inc.
(NYSE: FBR) to assist the Board with an evaluation of strategic
alternatives designed to maximize shareholder value. FBR will
help the Board analyze opportunities concerning refinancing of
the Company's existing debt and other strategic alternatives,
including the possible sale of assets or the Company.

CRIIMI MAE Chairman William B. Dockser said, "We have been
committed to maximizing shareholder value since CRIIMI MAE was
founded in 1989.  Since emerging from Chapter 11 in April 2001,
the Company has been pursuing strategies for replacing its exit
financing.  This exit financing permitted CRIIMI MAE to pay off
its creditors in full and successfully emerge from bankruptcy.  
However, it contains restrictions that limit the Company's
financial flexibility.  This, we believe, has resulted in the
value of CRIIMI MAE's shares trading below the Company's book
value per share.  Given what we believe to be a stabilizing
trend in commercial real estate mortgage loans, we believe this
is the right time to hire FBR.  The Board will look to FBR for
assistance in exploring possible ways of achieving improved
financial flexibility and other strategic alternatives to
maximize shareholder value."

The Company also announced that it believes that the $7.00 per
share offer received on May 8, 2002 is inadequate and not in the
best interest of the shareholders.

CRIIMI MAE Inc. (NYSE: CMM) is a commercial mortgage company
based in Rockville-Md.  CRIIMI MAE holds a significant portfolio
of commercial mortgage-related assets and performs, through its
servicing subsidiary, mortgage servicing functions for $18.8
billion of commercial mortgage loans.

As of March 31, 2002, shareholders' equity was approximately
$238 million or $13.81 per diluted share.

For further information, see CRIIMI MAE's Web site:
http://www.criimimaeinc.com Shareholders and securities brokers  
should contact Shareholder Services at (301) 816-2300, e-mail
shareholder@criimimaeinc.com, and news media should contact
James Pastore, Pastore Communications Group LLC, at (202) 546-
6451, e-mail pastore@ix.netcom.com  

Friedman, Billings, Ramsey Group, Inc. (NYSE: FBR) is a
financial holding company for businesses that provide investment
banking, institutional brokerage, specialized asset management,
and banking products and services. FBR provides capital and
financial expertise throughout a company's lifecycle and affords
investors access to a range of proprietary financial products
and services. Headquartered in the Washington metropolitan area,
FBR has offices in Arlington, Va., and Bethesda, Md., and in
Atlanta, Boston, Charlotte, Cleveland, Dallas, Denver, Irvine,
Ca., New York City, Portland, Seattle, London, and Vienna. Bank
products and services are offered by FBR National Bank & Trust,
member FDIC and an Equal Housing Lender.


DA CONSULTING: Falls Short of Nasdaq Minimum Listing Standards
--------------------------------------------------------------
DA Consulting Group (Nasdaq: DACG), a global consulting firm
specializing in corporate knowledge services, said that The
Nasdaq Stock Market, Inc., has notified the Company its common
stock will be delisted from the Nasdaq National Market because
the Company did not meet the minimum market value of publicly
held shares of $5,000,000 and a minimum closing bid price per
share of $1.00 over the previous 30 consecutive trading days
and, as a result, did not comply with Marketplace Rules
4450(a)(2) and 4450(a)(5) as required by the Nasdaq National
Market.  DA Consulting Group has requested a hearing before a
Nasdaq Listing Qualifications Panel to review the Staff
Determination.  The hearing request will defer the delisting of
the Company's securities pending the Panel's decision.  There
can be no assurance the Panel will grant the Company's request
for continued listing.

In the event the Panel does not grant the Company's request and
the Company's common stock is delisted from the Nasdaq National
Market, the Company will consider submitting a transfer
application and applicable listing fees to transfer its common
stock to The Nasdaq SmallCap Market prior to the delisting.  If
the Company submits a transfer application, it will then have
until August 13, 2002 to meet the $1.00 minimum bid price
requirement.  Based solely on the Company's review of The Nasdaq
SmallCap Market listing criteria, the Company has no reason to
believe that an application for listing its common stock on The
Nasdaq SmallCap Market would not receive a favorable
determination by Nasdaq.


ENRON CORP: Judge Gonzalez Extends ENA Cash Freeze Permanently
--------------------------------------------------------------
Judge Gonzalez is prompted to reconcile concerns arising from
certain findings in the interim cash management report from
Harrison J. Goldin, the Enron North America Corp. Examiner.
These concerns were raised in related pleadings filed by parties
seeking to appoint additional examiners, trustees and committees
in the Chapter 11 cases.  Accordingly, Judge Gonzalez orders
that:

  (1) The ENA Cash Freeze is extended permanently subject to the
      right of ENA to apply to terminate the ENA Cash Freeze
      with at least 20 day's notice to the ENA Examiner and
      other parties in interest;

  (2) Through the Freeze Period, the Examiner is to meet with
      the parties to discuss a follow-up report regarding a
      proposed methodology for repayment of the Net Intercompany
      Receivable and whether repayment may occur in connection
      with the treatment of pre-petition inter-company claims
      between Enron Corp. and ENA in a Chapter 11 plan;

  (3) Through the Freeze Period, the Examiner file a follow-up
      report regarding inter-company advances:

      -- between ENA and its subsidiaries and Enron Corp. and

      -- between ENA and its subsidiaries, if any, and their
         impact on the individual ENA entities and on repayment
         of the Net Intercompany Receivable;

  (4) The Examiner continue to monitor the Bankruptcy
      Transaction Review Committee with respect to Enron's
      credit valuation and other procedures regarding transfers
      to Debtors and non-Debtors;

  (5) The Examiner report on his assessment of the Debtors'
      proposed overhead cost allocation and, if necessary or
      appropriate, recommend amendments on or before July 22,
      2002 as long as the Debtors propose their overhead
      allocation methods on or before July 8, 2002;

  (6) The Examiner investigate and file a follow-up report on
      cash sweeps from ENA's subsidiaries to ENA and payments
      from ENA to its subsidiaries, including a recommendation
      as to whether such transactions should continue and
      whether a Cash Freeze should apply to those sweeps;

  (7) In the event the Court approves a modification to the
      Debtors' DIP financing, the Examiner file a supplemental
      report addressing how the modification affects:

      -- ENA, and

      -- the recommendations included in the Report and in any
         subsequent report;

  (8) With ENA in the process of winding down the Trading Book
      and selling its other assets, the ENA Examiner will work
      with the Debtors, the statutory creditors' committee, and
      other parties in interest to facilitate the Chapter 11
      plan process for ENA and its subsidiaries as expeditiously
      as possible;

  (9) This Order is without prejudice to the rights of any party
      in interest raising substantive consolidation claims in
      respect of any Debtor;

(10) The Examiner investigate inter-company claims and/or
      transfers between ENA and Enron Natural Gas Marketing
      Corp. and ENGMC and other affiliates of Enron, and
      consideration, if any, for same;

(11) Prior to resolution by trial or otherwise of the action
      entitled JPMorgan Chase Bank v. Liberty Mutual Ins. Co.,
      et al., 01 Civ. 11523 (JSR) pending in the United States
      District Court for the Southern District of New York, the
      Examiner, unless otherwise ordered by the Court, will not
      conduct any discovery regarding any matter relating to
      Mahonia Limited or Mahonia Natural Gas Limited, including,
      without limitation, transactions between Mahonia and
      either of ENA or ENGMC, as the case may be, relating to
      forward contracts involving the sale and delivery of oil
      and natural gas and the proceeds of the transactions.
      This is provided however, that the Examiner may request
      from parties to the Surety Litigation copies of documents
      produced in discovery in the Surety Litigation and the
      transcripts of depositions conducted in the Surety
      Litigation, to the extent that they pertain to the inter-
      company claims or transfers or to the consideration
      therefore, in accordance with and subject to any
      protective order obtained in the Surety Litigation and any
      other appropriate confidentiality protections;

(12) The Examiner and any examiner appointed for Enron Corp.
      must consult with one another to avoid duplication of
      efforts regarding the scope of any investigation to be
      conducted.  They should endeavor not to create situations
      in which both Examiners are requesting potentially
      overlapping discovery from any third party witness;

(13) The Examiner, to the extent possible, must avoid
      duplication of effort of the Debtors and any official
      Committee in connection with investigations to be pursued;

(14) The Examiner must, on or before August 15, 2002 file a
      written report regarding the status of his investigations;

(15) Upon entry of two orders memorializing the Court's prior
      rulings on the Debtors' requests to extend exclusivity and
      to implement a key employee retention plan, the scope of
      the Examiner's duties will be further expanded;

(16) entry of this Order is without prejudice to the rights of
      the parties who requested, or joined in the requests for:

      (a) appointment of a Chapter 11 trustee for ENA,

      (b) appointment of a separate creditors' committee, or

      (c) permanent separation of ENA from the cash management
          system,

      to pursue hearings and final rulings on such matters, and
      without prejudice to the rights of ENA and other parties
      in interest to oppose those requests and to contend the
      Examiner's duties, in whole or in part, are cause to deny
      those requests. (Enron Bankruptcy News, Issue No. 29;
      Bankruptcy Creditors' Service, Inc., 609/392-0900)


FLAG TELECOM: Wins Court Nod to Obtain Super-Priority Financing
---------------------------------------------------------------
FLAG Telecom Holdings Ltd.'s continued use of the Lenders' cash
collateral is approved and Judge Allan L. Gropper issues a
second interim Order granting certain Debtors emergency post-
petition financing on these revised terms.

The Lender: FLAG Telecom Holdings Ltd.

Debtor-Borrowers: FLAG Limited, FLAG Telecom Group Services
      Limited and FLAG Asia Limited as debtors in possession in
      cases under Chapter 11 of the Bankruptcy Code.

The Non-Debtor Subsidiaries: FLAG Telecom Ireland Limited and
      FLAG Telecom Development Limited.

The Borrowers The Debtor-Borrowers and the Non-Debtor
Subsidiaries are referred to herein collectively as the
Borrowers and individually as a Borrower.

Use of Cash of FTHL: The Borrowers are authorized to use the
      cash of FTHL to pay actual expenses incurred in the
      ordinary course of business as consistent with past
      practice and of the types and in the amounts set forth in
      the monthly budget, pursuant to inter-company loans on
      borrowing terms consistent with past practice.  This is
      provided, however, that the amount of the Debtors'
      disbursements does not exceed 110% of the total amount set
      forth in the budget without consent of a majority of the
      Official Committee or Committees of Unsecured Creditors.  
      If no Creditors' Committee has been duly appointed, then
      by consent of a majority of a committee composed of the
      bondholders of FTHL willing to serve, the bondholders of
      FLAG Limited willing to serve, Alcatel Submarine Networks
      (if willing to serve) and Reach Ltd. (if willing to
      serve).

      The Debtors will provide the Creditors' Committee, or the
      Steering Committee if Creditors' Committee has not been
      duly appointed, with a proposed monthly budget 10 days
      prior to the end of each month for the next month's
      expenses.

      The Creditors Committee, or the Steering Committee if a
      Creditors' Committee has not been duly appointed, will
      have five days to object by written notice to counsel to
      the Debtors to the proposed budget. If no written
      objection is given, then the monthly budget will become an
      approved budget. If written objection is given, then if
      the Creditors' Committee, or the Steering Committee if no
      Creditors' Committee has been duly appointed, seeks to
      prohibit the use of cash, it must file an objection with
      the Court objecting to the Borrower's continued use of
      FTHL's cash. The authority of the Borrowers to use the
      FTHL cash in accordance with the proposed budget will  
      continue until the Court has issued an order, upon which
      the Borrowers' right to use FTHL's cash will be determined
      by the Court's order.

      Nothing herein restricts the ability of the Borrowers
      and/or FTHL to move the Court for additional use of FTHL's
      cash. If an order for use of additional cash is granted,
      the use of the additional cash will be governed by the
      Court's order.

Disclosure of Use of Cash: The Debtors will disclose to the
      Creditors' Committee, or the Steering Committee if a
      Creditors' Committee has not been duly appointed, the use
      of the FTHL cash on a rolling weekly basis for each week.
      The disclosure of each week's cash use will be transmitted
      to counsel to the Creditors' Committee, or if no
      Creditors' Committee has been duly appointed, then to
      Kasowitz, Benson, Torres & Friedman LLP (counsel to the ad
      hoc FTHL bondholders' committee), Proskauer Rose LLP
      (counsel to Alcatel) and Akin, Gump, Strauss, Hauer & Feld
      (counsel to the ad hoc FLAG Limited bondholders'
      committee) within seven days after the end of each weekly
      period.

Adequate Protection by Debtor-Borrowers for Use of Cash: As
      adequate protection for the use of the FTHL's cash, FTHL
      will be granted a super-priority administrative claim,
      subject only to (i) a $6.9 million carve-out for
      professionals authorized to be paid from the Debtors'
      estates, (ii) a $100,000 carve-out for expenses of the
      trustee in the event of a conversion to a case under
      Chapter 7 of the Bankruptcy Code and (iii) a carve-out for
      statutory amounts owed to the United States Trustee,
      pursuant to Section 364(c)(1) against each Debtor-Borrower
      receiving cash, in the amount of cash received by the
      Debtor-Borrower that has not be repaid to FTHL.  There
      will also be a lien on the Debtor-Borrower's inter-company
      accounts receivable.

Borrowing by Non-Debtor Subsidiaries: Any disbursement of FTHL
      cash to a Non-Debtor Subsidiary (which may occur through
      direct or indirect funding by FTHL) will be deemed to be
      an inter-company loan to the Non-Debtor Subsidiary. Such
      inter-company loans will be secured by a lien on the
      inter-company account receivable of the Non-Debtor
      Subsidiary receiving FTHL cash.

Borrowing by FLAG Atlantic: If the financial institutions
      that lent money to FLAG Atlantic Limited pursuant to that
      certain Credit Agreement dated as of October 8, 1999
      consent (consent will be communicated to the Debtors
      and the Court by the agent), then FTHL's cash will be lent
      to FLAG Atlantic pursuant to an approved budget in
      accordance with the provisions regarding Use of Cash of
      FTHL and Disclosure of Use of Cash, above.

Adequate Protection for Borrowing by FLAG Atlantic: As adequate
      protection for the use of FTHL's cash to FLAG Atlantic,
      FTHL will receive a priming lien on all assets of FLAG
      Atlantic, its wholly-owned subsidiaries and FLAG Atlantic
      Holdings Limited pursuant to Section 364(d), and a
      priority administrative expense claim pursuant to Section
      364(c) in the amount of FTHL cash received by FLAG
      Atlantic.

Events of Default and Remedy: If the Borrowers (i) fail to
      provide a monthly budget five days prior to the end of
      each month for the next month's expenses or (ii) in any
      month, use cash in an amount that exceeds 110% of the
      total amount set forth in the budget for that month
      without the consent of the Creditors' Committee, or the
      Steering Committee if no Creditors' Committee is duly
      appointed, in accordance with the provisions regarding Use
      of Cash of FTHL, above, then after the end of the period
      covered by the monthly budget, the cash use order and the
      Borrowers' and FLAG Atlantic's authority to use the cash
      of FTHL will terminate at the end of the period covered by
      the latest budget.

Enforceability: The Creditors' Committee, or the Steering
      Committee if no Creditors' Committee is duly appointed,
      will be entitled to enforce the rights contained herein.
      (Flag Telecom Bankruptcy News, Issue No. 8; Bankruptcy
      Creditors' Service, Inc., 609/392-0900)


GLOBAL CROSSING: Seeks Exclusivity Extension Until September 30
---------------------------------------------------------------
Global Crossing Ltd., and its debtor-affiliates request a 125-
day extension of their exclusive periods during which to propose
and file a plan of reorganization and solicit creditors'
acceptance of that plan.  The Debtors ask the Court for an
extension of their Exclusive Plan Filing Period to September 30,
2002 and their Exclusive Solicitation Period through November
29, 2002.  The Debtors make it clear that this request, pursuant
to Section 1121(d) of the Bankruptcy Code, is without prejudice
to their rights to seek additional extensions thereof.

According to Michael F. Walsh, Esq., at Weil Gotshal & Manges
LLP in New York, New York, the Exclusive Periods afford the
Debtors full and fair opportunity to propose a consensual plan
and to solicit acceptance of the plan. The primary objective of
a Chapter 11 case is the formulation, confirmation, and
consummation of a consensual Chapter 11 plan. It is the Debtors'
intention to achieve this objective without undue delay. To
terminate the Exclusive Periods in these Chapter 11 cases before
the process of plan negotiation has begun is to defeat the very
purpose of Section 1121 of the Bankruptcy Code.

By any reasonable measure, Mr. Walsh contends, the Debtors'
Chapter 11 cases are sufficiently large and complex to warrant
the requested extension of the Exclusive Periods. It has been
widely reported that these Chapter 11 cases are among the
largest such cases in history. In just the first 80 days of
these cases, there are over 960 docket entries, amounting to an
average of 14 docket entries per business day since these cases
were filed. To date, six adversary proceedings have been filed
in relation to these Chapter 11 cases. The Debtors have also had
to respond to over 400 requests for additional adequate
assurance filed by utility companies and telecommunications
providers. These numbers evidence the sheer size of these cases
and the flurry of near constant activity on a daily basis with
which the Debtors must contend.

In terms of complexity, Mr. Walsh points out that these cases
involve 56 Debtors located throughout the world, approximately
141 non-debtor foreign subsidiaries, thousands of employees,
approximately 35,000 creditors, and approximately $15 billion of
invested capital. The Debtors, collectively, are party to over
270,000 executory contracts. The Debtors are currently preparing
their schedules of assets and liabilities, schedules of current
income and expenditures, schedules of executory contracts and
un-expired leases, and their statement of financial affairs, and
will file 56 separate Schedules and Statements. The Debtors have
had to respond to numerous creditor-initiated legal proceedings,
including several motions to compel, orders to show cause, and
motions to lift the automatic stay. The global nature of the
Debtors' businesses adds an additional layer of complexity, as
does the overlay of coincident extraterritorial proceedings
involving the Bermuda Group and the appointment of the JPLs.

As with other large and complex reorganization cases, Mr. Walsh
believes that the Debtors' initial Exclusive Periods do not
provide adequate time to develop a consensual Chapter 11 plan.
The sheer size and complexity of the Debtors' Chapter 11 cases,
standing alone, constitutes sufficient cause to extend the
Exclusive Periods. The Debtors' cases are of the size and
complexity that Congress and the courts have envisioned and
recognized as warranting an extension of the Exclusive Periods.

Courts considering an extension of the debtor's Exclusive
Periods may also assess the Debtors' progress during the initial
stages of a case towards rehabilitation and development of a
consensual plan. Mr. Walsh submits that the Debtors have taken
significant strides to establish a framework to effectuate the
Debtors' rehabilitation and the development of a plan of
reorganization, including negotiating with the Creditors'
Committee, establishing Auction Procedures, implementing
expenditure reductions, Assets Analysis, rejecting Leases and
Executory Contracts, and Key Vendor Negotiations. These
activities are but a sampling of the multitude of critical
components of the Chapter 11 cases that will affect the Debtors'
reorganization and the scope and contours of a Chapter 11 plan.
It is manifest that the Debtors have taken all necessary steps
during the first 80 days of these bankruptcies toward
rehabilitation and development of a consensual plan.

Courts may also assess whether a debtor's motives for requesting
an extension of the Exclusive Periods are proper. During the
first 80 days of the Chapter 11 cases, Mr. Walsh claims that the
Debtors have behaved in a manner consistent with their fiduciary
obligations to their creditor constituencies, evidencing proper
motive in seeking an extension of the Exclusive Periods. The
Debtors have demonstrated good faith in their efforts to
negotiate with all relevant parties at this critical stage of
the reorganization. The Debtors have recognized the need to deal
with all parties in interest in these cases, and have
consistently conferred with these constituencies on all major
substantive and administrative matters, often reaching an
agreement or a compromise.

Mr. Walsh assures the Court that granting an extension of the
Exclusivity Periods in this instance would not give the Debtors
unfair bargaining leverage over creditor constituencies. Instead
of prejudicing any party in interest, such an extension will
afford the Debtors an opportunity to propose a realistic and
viable Chapter 11 plan. Thus, failure to extend the Exclusive
Periods as requested would defeat the very purpose of Section
1121 of the Bankruptcy Code.  The purpose of Section 1121 is to
provide the debtor with a reasonable opportunity to negotiate
with creditors and other parties in interest and propose a
confirmable Chapter 11 plan.

Courts considering an extension of the debtor's Exclusive
Periods may consider the existence of unresolved contingencies,
the resolution of which will impact the debtor's ability to
formulate a confirmable plan. Mr. Walsh informs the Court that
there are a number of unresolved contingencies which, when
resolved, will determine the contours of the any viable plan of
reorganization, including:

A. The results of the Auction will determine the framework for
   any plan of reorganization in these cases. Until the
   conclusion of the Auction, it would be manifestly impossible
   to draft, let alone negotiate, the terms of any such plan.
   Assuming the results of the Auction are confirmed by the
   Court on July 11, 2002, the Debtors must thereafter first
   prepare for and consummate the transaction approved by the
   Court. Only after the approved transaction closes can the
   Debtors commence to formulate and draft their plan of
   reorganization. Once drafted, the plan must be circulated to
   the Debtors' constituent creditor groups. It is only at that
   point that plan negotiations can commence in earnest. The
   Auction timetable itself - which was approved by the Court,
   the Creditors' Committee, and the Senior Secured Lenders -
   necessitates that the Exclusive Periods be extended for the
   Debtors to have a realistic opportunity to formulate a
   confirmable plan.

B. Further, as a result of the sheer magnitude and complexity of
   their cases, the Debtors have been constrained to seek a
   further extension of time - until May 31, 2002 - to file
   their Schedules and Statements. Thereafter, the Debtors will
   seek an order fixing a bar date for filing claims in these
   cases. It is indisputable that any meaningful Chapter 11 plan
   must consider the nature and extent of all claims. It is
   highly unlikely that a confirmable plan could be proposed in
   these cases before the Debtors have had an adequate
   opportunity to assess the full nature, validity, and extent
   of the claims that will be asserted against them. Any Chapter
   11 plan proposed by the Debtors prior to the bar date and
   prior to a meaningful analysis of the claims ultimately filed
   would be premature. For the same reason, no other party in
   interest in these cases would be in a position to file a
   confirmable plan.

C. The Debtors need additional time to continue their
   negotiations with the Creditors' Committee and the Senior
   Secured Lenders. Such negotiations are necessary to establish
   the parameters of a Chapter 11 plan and the terms and
   conditions for the formulation of a confirmable plan. These
   discussions are in their preliminary stages and much more
   time and resources will have to be devoted by the parties in
   furtherance thereof.

Courts considering an extension of a debtor's exclusive period
may also assess its liquidity and solvency. Mr. Walsh maintains
that the Debtors have sufficient liquidity to pay - and are
paying - their post-petition bills as they come due. Since the
Commencement Date, the Debtors have taken many affirmative and
effective steps towards stabilizing their businesses. Through
prudent business decisions and cash management, the Debtors have
sufficient resources to meet all projected post-petition payment
obligations. The Debtors have $780 million in cash and, based on
projected cash outflows, anticipated new financing, and asset
sales, have sufficient cash to fund its Chapter 11 cases. The
Debtors are in the process of disposing of non-profitable and
non-core assets to raise cash and reduce expenses. Thus, the
Debtors are managing their businesses effectively and are
preserving - indeed, enhancing - the value of their assets for
the benefit of creditors.

A hearing on the motion is scheduled on June 3, 2002. (Global
Crossing Bankruptcy News, Issue No. 10; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


GLOBAL CROSSING: Denies New York Times Report Re Deal with Enron
----------------------------------------------------------------
Global Crossing issued a statement responding to a report in The
New York Times May 19, 2002 edition regarding a transaction
among Global Crossing, Enron and Reliant Resources.  Global
Crossing stated that, contrary to assertions in the Times
article, the transaction in question did not increase Adjusted
EBITDA, and was properly recorded as a liability on the balance
sheet.

Global Crossing confirmed that it entered into the transaction,
which included an agreement to purchase approximately $17
million of network services from Enron to be paid over eight
years, and an agreement to sell $17 million of network services
to Enron, to be paid immediately upon completion of the
transaction.  Global Crossing recorded the $17 million owed to
Enron as a liability.  The $17 million of services sold to Enron
was being recognized by Global Crossing as revenue over the life
of the contract, and the cash received was not recorded as
either Cash Revenue or Adjusted EBITDA.

Global Crossing provides telecommunications solutions over the
world's first integrated global IP-based network, which reaches
27 countries and more than 200 major cities around the globe.
Global Crossing serves many of the world's largest corporations,
providing a full range of managed data and voice products and
services.  Global Crossing operates throughout the Americas and
Europe, and provides services in Asia through its subsidiary,
Asia Global Crossing.  On January 28, 2002, Global Crossing and
certain of its affiliates (excluding Asia Global Crossing and
its subsidiaries) commenced Chapter 11 cases in the United
States Bankruptcy Court for the Southern District of New York
and coordinated proceedings in the Supreme Court of Bermuda.  On
the same date, the Bermuda Court granted an order appointing
joint provisional liquidators with the power to oversee the
continuation and reorganization of the Bermuda-incorporated
companies' businesses under the control of their boards of
directors and under the supervision of the U.S. Bankruptcy Court
and the Supreme Court of Bermuda.  On April 23, 2002, Global
Crossing commenced a Chapter 11 case in the United States
Bankruptcy Court for the Southern District of New York for its
affiliate, GT UK, Ltd.  Please visit
http://www.globalcrossing.comor  
http://www.asiaglobalcrossing.comfor more information about  
Global Crossing and Asia Global Crossing.

Global Crossing Holdings Ltd.'s 9.625% bonds due 2008 (GBLX3),
says DebtTraders, are quoted at a price of 2.125. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=GBLX3for  
real-time bond pricing.


GLOBAL TIRE: Indenture Trustee Issues Updates to Bondholders
------------------------------------------------------------
The Bank of New York, as indenture trustee to the holders of the
$9.25 million Sumter County Industrial Development Authority
Revenue Bonds, Series 1997 reports that, Global Tire Recycling
of Sumter County, the Borrower, filed a chapter 11 bankruptcy
protection on December 21, 2001 in the Middle District of
Florida.  As a result of this bankruptcy filing, the Trustee is
stayed from commencing any collection or other remedial action
against the Borrower.

The Trustee, on behalf of the holders of the Bonds, holds liens
on certain of the Borrower's property (including certain Cash
Collateral).  The Debtor sought authorization from the
Bankruptcy Court to use the Cash Collateral to remain in
operation. The Trustee clarify that it did not oppose the
Borrower's use of Cash Collateral, but it did file a limited
objection stating that the Borrower failed to provide a budget
suitable for governing expenditures under a cash collateral
order and satisfactory to the Trustee.

The Court authorized the Debtor to use the Cash Collateral
through June 5, 2002 and granted the Trustee postpetition
replacement liens in which the Trustee held a perfected security
interest with such postpetition liens having the same priority,
validity, and extent as the prepetition liens.

The Trustee relates that the Official Committee of Bondholders
sought authority from the Court to employ counsel in connection
to the Borrower's bankruptcy case, and requested that the
Borrower disburse $15,000 of the Cash Collateral to its counsel
as a retainer. The Committee also asked the Court for an
unlimited use of the Cash Collateral to pay the fees and
expenses of its counsel, other professionals proposed to be
retained and other expenses of the Committee.

The Trustee points out that the Borrower is near administrative
insolvency and that the Committee's expenses will only drain the
Cash Collateral available for reorganization. The Court later
ordered that the Committee can retain its counsel but cannot use
the Cash Collateral to compensate its counsel.

The Trustee added that it has filed a proof of claim on behalf
of all holders of Bonds and that the individual holders of Bonds
need not file individual proofs of claim relating to the Bonds.
The Trustee gives no assurance to the Bondholders as to the
amount or time of payment but assures the bondholder that it
will continue to monitor and provide updates as information
becomes available.

As of April 24, 2002, the Trustee held trust funds in connection
with the Bonds:

     Debt Service Reserve Fund     $151,459
     Interest Account              $47
     Principal Account             $435

Global Tire Recycling of Sumter County, doing business as Global
Tire Recycling filed for chapter 11 bankruptcy protection in the
U.S. Bankruptcy Court for the Middle District of Florida in
Orlando. Peter N. Hill, Esq. at Wolff, Hill, McFarlin & Herron,
P.A. represents the Debtor in its restructuring efforts.


GREYVEST CAPITAL: Defaults on $11.7 Million Secured Loan
--------------------------------------------------------
Greyvest Capital Inc.(TSE:GFI) said that it has been
unsuccessful in negotiating a further extension required with
respect to an $11.7 million secured loan that matured in June
2001.  Consequently, the lender has declared the loan in default
and all amounts outstanding under the loan are now due and
payable immediately.

The lender also notified the Company that it is enforcing its
security interest and rights with respect to its general
security agreement and collateral and Greyvest Capital Inc. is
not contesting these proceedings.  All directors and officers
resigned effective May 16, 2002.


HA-LO: Wants Plan Filing Exclusivity Further Extended to July 2
---------------------------------------------------------------
Ha-Lo Industries and its affiliated debtors ask the U.S.
Bankruptcy Court for the Northern District of Illinois to
further extend their exclusive periods to file a plan and to
solicit acceptances of the plan. The Debtors want the Court to
enlarge their exclusive plan filing period to run through July
2, 2002 and to solicit acceptances of that plan through August
30, 2002.

The Debtors assert that they have accomplished several important
goals essential to their reorganization and emergence from
bankruptcy:

     a) negotiation of a court-approved $31 million DIP Facility
        to assure that the Debtors would be able to meet their
        ongoing obligations to vendors, employees and sales
        representatives;

     b) development and implementation of a court-authorized
        vendor retention program to maintain or restore vendor
        confidence, as well as to improve the Debtors'
        liquidity;

     c) development and implementation of a court-authorized
        vendor retention program to maintain or restore vendor
        confidence, as well as to improve the Debtors'
        liquidity;

     c) development and implementation of a court-authorized
        employee retention program;

     d) development and implementation of a court-authorized
        sales representative program;

     e) analysis and rejection of approximately 100 executory
        contracts and unexpired leases to reduce or eliminate
        expenses and eliminate non-economic business
        units/contracts;

     f) development and implementation of a business
        consolidation program. Pursuant to which Ha-Lo rejected
        the highly expensive lease of its worldwide headquarters
        and consolidated its administrative operations with
        those of Lee Wayne in Sterling, Illinois, thereby
        reducing annual occupancy and personnel expenses by an
        aggregate amount in excess of $20 million;

     g) sale of Ha-Lo's Detroit division for approximately $8
        million;

     h) sale of Halo's Canadian subsidiary for approximately $2
        million;

     i) pending sale of certain assets if Ha-Lo Sports, Inc., a
        subsidiary of Ha-Lo, for approximately $450,000 in cash
        and credit; and

     j) radical restructuring of the business model described in
        Ha-Lo's recent motion to reject certain unexpired non-
        residential real estate leases and related executory
        contracts.

The Debtors relate that with their efforts, they have achieved
permanent elimination of some $30 million of recurrent annual
expenses and the elimination of some $4 million in negative
EBITDA.

The Debtors continue to work with their major constituencies to
rehabilitate their businesses and develop a viable plan of
reorganization.

HA-LO Industries, Inc. provides full service, innovative brand
marketing in the custom and promotional products industry. The
Company filed for chapter 11 protection on July 30, 2001. Adam
G. Landis, Eric Lopez Schnabel, Mary Caloway at Klett Rooney
Lieber & Schorling represent the Debtors in their restructuring
efforts.


HARBISON-WALKER: Stay Against Halliburton Extended Until June 4
---------------------------------------------------------------
Halliburton Company (NYSE: HAL) has reached agreement with
Harbison-Walker Refractories Company and the Official Committee
of Asbestos Creditors in the Harbison-Walker bankruptcy to
consensually extend the period of the stay contained in the
Bankruptcy Court's temporary restraining order until
June 4, 2002.  The Court's temporary restraining order, which
was originally entered on February 14, 2002, stays more than
200,000 pending asbestos claims against Halliburton's subsidiary
Dresser Industries, Inc.  For more details on the stay entered
by the Court on February 14, and extended on February 21 and
April 4, Halliburton refers to its earlier press releases of
February 22, 2002 and February 14, 2002.

Halliburton, founded in 1919, is one of the world's largest
providers of products and services to the petroleum and energy
industries.  The company serves its customers with a broad range
of products and services through its Energy Services Group and
Engineering and Construction Group business segments.  The
company's World Wide Web site can be accessed at
http://www.halliburton.com


ICG COMMS: Will Slash Workforce by 10 to 15% in Second Quarter
--------------------------------------------------------------
ICG Communications Inc. will release approximately 10 percent to
15 percent of its 1,382 nationwide workforce in second quarter
2002. Employees were notified via a conference call with the
company's Chief Executive Officer Randall E. Curran, although
details of the plan are expected within the month.

"Taking decisive action now positions ICG to thrive upon its
emergence," said Curran. "ICG employees have demonstrated
tremendous strength of character having turned the company
around over the past 18 months, and at this time, we must act
proactively to address near-term market realities." ICG
anticipates emerging from bankruptcy protection later this month
with approximately $248 million in funded debt, $160 million
equity value and $99 million in cash. The company recently
received Court approval of its Plan of Reorganization outlining
a $65 million exit-financing package, which will serve to re-
capitalize ICG.

"ICG will have one the strongest balance sheets in the industry
and combined with our nationwide and local footprint, the
company is poised to deliver for our customers," said Curran.

Curran joined ICG in September 2000 and has successfully led
ICG's turnaround both operationally and financially over the
past 18 months in which the company nearly doubled the traffic
on its network and recorded approximately $40 million in EBITDA
in 2001. ICG is expected to complete its financial restructuring
in the late spring of 2002. (ICG Communications Bankruptcy News,
Issue No. 23; Bankruptcy Creditors' Service, Inc., 609/392-0900)  


IT GROUP: Must Decide on 3 Contracts with South Florida Water
-------------------------------------------------------------
South Florida Water Management District asks the Court for
relief from the automatic stay to proceed with claims against
third parties.

Matthew G. Zaleski, III, Esq., at Campbell & Levine, LLC in
Wilmington, Delaware, assures the Court that South Florida Water
does not seek to prohibit The IT Group, Inc., and its debtor-
affiliates from completing the job nor from losing their right
to profit. They do ask that an objective review of the Contracts
be made immediately to determine the Debtors' ability to
complete the work before the contracted deadlines. Pursuant to a
1988 lawsuit by US Government against South Florida Water and as
mandated by the Florida Court, South Florida Water is made to
comply with the Government's demand to restore, preserve and
protect the Everglades National Park and the Arthur R. Marshal
Loxahatchee National Wildlife Refuge and engage in an effort to
eliminate phosphorous, specifically with the creation of 5 Storm
Water Treatment Areas (STAs). The STAs must be completed on or
before established deadlines pursuant to the attached agreement
that is incorporated by the mandate of the Florida Court as well
as the Everglades Forever Act (EFA). Four of the five STAs have
been constructed and their respective contracts have been paid
while the last STA to be constructed is STA 3/4.

On May 3, 2001, Mr. Zaleski continues, South Florida Water
solicited bids for the construction of STA 3/4. IT Corporation
was the successful bidder for the construction of STA 3/4 which
consists of three contracts:

1. The C-E301 Contract: Requires the construction of a supply
   canal, is approximately 75% complete and entitles the Debtors
   to receive $9,259,584. Performance and payment bond is
   provided by Travelers Casualty and Insurance Company of
   America et al;

2. The C-E302 Contract: Requires the enlargement of an existing
   canal, is approximately 80% complete and entitles the Debtors
   to receive $4,198,000. Performance and payment bond is
   provided by Travelers Casualty and Insurance Company of
   America et al; and,

3. The C-E307 Contract: requires the construction of STA 3/4
   works, is only approximately 12% complete and entitles the
   Debtors to receive $31,457,700. Performance and payment bond
   is provided by Company of Hartford et al.

Mr. Zaleski submits that the subcontractors of each of the
contracts have abandoned work on the contracts because they have
not been paid for many months. Currently, the only labor on the
project premises is provided by the Debtors' employees. It is
believed the Debtors can complete the work on C-E301 with their
own labor before the deadline of April 20, 2003 and the work on
C-E302 before the deadline of August 30, 2002.

However, Mr. Zaleski believes that at the current rate of
production, the completion of C-E307 will take 25 years. Unless
production is increased substantially, the construction of STA
3/4 will not be completed by the October 1, 2003 deadline. The
C-E307 Contract requires the building of an STA, canals and
levies and providing a method for the waters from becoming laden
with phosphorous in the future. Before the levies and canals can
be built, however, IT must continue blasting but the blasting
subcontractor left the job months ago because of nonpayment.

Mr. Zaleski states that, because the time is limited for
completing the C-E307 job, and the amount of work necessary to
complete the C-E307 job before the deadline is rather severe,
South Florida Water will most likely need to proceed with claims
against the payment and performance bonds. The request upon the
sureties or bonds is merely an act by third parties to enforce
the terms and conditions of their contract which is neither
property of the estate as defined Section 541 of the Bankruptcy
Code nor a request by a creditor seeking enforcement of a pre-
petition debt against the debtor in violation of Section 362(a).

Mr. Zaleski adds that because of the time constraints, the
District needs for IT to either commit in completing the jobs,
assign the jobs, or terminate the Contracts. In any of the three
events, the commitment must be made in the near future as any
ability for the bonds to find substituted performance will
diminish in the near future as the possibility of performance
will become less probable.

                          *   *   *

The Court directs the Debtors to decide whether to assume or
terminate the Contracts and to notify South Florida Water
Management District in writing of their election. (IT Group
Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service,
Inc., 609/392-0900)  


KAISER ALUMINUM: Taps Yantek for Contract Consulting Services
-------------------------------------------------------------
Kaiser Aluminum Corporation and its debtor-affiliates ask for
the Court's permission to allow them to retain and employ Yantek
Consulting Group, Inc. as Contract Consultants for their
executory contract and un-expired leases in the Chapter 11
cases. The Debtors and Yantek have previously structured a
consulting agreement on April 6, 2002.  In the agreement, Yantek
would perform, among others, these services:

a. the designing and maintaining of an executory contract
   database;

b. the education of operational parties of Kasier Aluminum
   Corporation;

c. the collection of the data;

d. assistance with the assumption or rejection of priority
   contracts;

e. the linking of scheduled and claimed items to specific
   executory contracts;

f. the reconciliation of cure payments and the sending of cure
   notices;

g. the reconciliation of cure objections and rejection damage
   claim objections;

h. the negotiation of settlements with various creditors
   relating to executory contracts and leases;

i. the analysis and re-characterization of lease agreements;

j. estimation of payments under plan of reorganization; and,

k. other further services as the Debtors may request in the
   Chapter 11 cases.

Patrick M. Leathem, Esq., at Richards, Layton & Finger in
Wilmington, Delaware, asserts that the Debtors require qualified
professionals to render these essential professional services.
In particular, the Debtors have determined that they require the
assistance of such consultants to determine the appropriate
treatment of numerous contracts and leases in these cases and
minimize claims arising from the assumption and rejection of
these contracts and leases.

Mr. Leathem claims that Yantek is particularly well-suited to
serve as the Debtors' Contract Consultants. Yantek has extensive
experience with the administration and evaluation of executory
contracts and un-expired leases in bankruptcy and the
negotiation of issues regarding these contracts and leases. In
particular, Yantek's professionals have provided services to
debtors in numerous Chapter 11 cases, including those of
Burlington Industries, Inc., Pillowtex, Inc,. Purina Mills,
Inc., The Elder-Beerman Stores Corp., Federated Department
Stores, Inc., and Allied Stores Corporation, Montgomery Ward &
Co., Incorporated, R.H. Macy & Co., Inc., and Wang Laboratories.

In addition, Mr. Leathem says that, as a preliminary work
performed prior to the date of this application, Yantek is
familiar with the general scope and nature of the Debtors'
contracts and leases and related financial systems. Accordingly,
Yantek has developed relevant experience and expertise regarding
the Debtors that will assist it in providing effective and
efficient services in these cases.

Pursuant to the terms and conditions of the Consulting Agreement
and subject to the approval of the Court, Yantek will be
recompensed at an hourly basis for its professional services
plus reimbursement of actual and necessary out-of-pocket
expenses. According to Mr. Leathem, Frank Yantek, President of
Yantek Consulting, bills $190 an hour for his services while all
other professionals employed by Yantek charge a maximum of $175
per hour for their services.

Mr. Yantek ascertains that Yantek has not been, and is not
currently employed by any interested parties in matters related
or unrelated to these Chapter 11 cases. Accordingly, Yantek
stands as a "disinterested person" in these cases. (Kaiser
Bankruptcy News, Issue No. 8; Bankruptcy Creditors' Service,
Inc., 609/392-0900)   


KAISER ALUMINUM: First Quarter 2002 Net Loss Tops $64 Million
-------------------------------------------------------------
Kaiser Aluminum Corporation reported a net loss of $64.1 million
for the first quarter of 2002, compared to net income of $119.6
million for the first quarter of 2001. The year-ago period
included a number of special items and adjustments; excluding
those items, the company had a net loss of $9.1 million for the
first quarter of 2001.

Net sales in the first quarter of 2002 were $370.6 million,
compared to $480.3 million in the year-ago period.

Commenting on the company's first-quarter performance, Kaiser
President and Chief Executive Officer Jack A. Hockema said,
"Excluding non-recurring items and adjustments from both
periods, our results were below those of the year-ago quarter
due largely to sharply higher costs for pension funding,
postretirement medical benefits, and other benefit costs -- and
a 50% decline in shipments of flat-rolled products, which
reflected weak demand for aerospace and general engineering
products. Additional factors in the quarterly operating results
were lower realized prices and shipments in our primary aluminum
business unit. Partially offsetting these unfavorable factors
were improved cost performance at the Gramercy, Louisiana,
alumina refinery and the 49%-owned Kaiser Jamaica Bauxite
Company; improved results in the Engineered Products segment;
and amortization of deferred income from metal hedging contracts
closed during the quarter."

"We were pleased to see clear signs of improvement in our
Engineered Products and Bauxite & Alumina business units," said
Hockema. "Our Engineered Products business unit reported its
best segment operating income since the third quarter of 2000;
in particular, operating income increased by 18% relative to the
year-ago period as a result of reduced energy and overhead costs
even though shipments declined modestly. Separately, the Bauxite
& Alumina business unit reported a significant reduction in its
operating loss in relation to that of the year-ago period due
largely to planned reductions in operating costs at Gramercy,
which now is consistently operating at just below 100% of its
new annual rated capacity of 1.25 million metric tonnes and is
steadily progressing toward its efficiency targets.

"The company continues to focus on meeting the needs of its
customers and in making continuous improvement in its
operational performance," said Hockema. "While our Chapter 11
case proceeds as expected -- with routine Court hearings and
committee meetings -- it has had virtually no effect on our
operations. Moreover, Kaiser Aluminum's liquidity remains
strong. As of April 30, 2002, the company had approximately $140
million of cash and cash equivalents -- with no borrowings and
only $41 million of letters of credit outstanding under its
Debtor-in-Possession credit facility."

Kaiser Aluminum Corporation (OTCBB:KLUCQ) is a leading producer
of alumina, primary aluminum, and fabricated aluminum products.

DebtTraders reports that Kaiser Aluminum & Chemicals' 12.750%
bonds due 2003 (KAISER2) are trading at about 21. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=KAISER2for  
real-time bond pricing.


KELLSTROM INDUSTRIES: Court Okays Asset Sale to Inverness Entity
----------------------------------------------------------------
Kellstrom Industries, Inc. said that Judge Mary Walrath of the
United States Bankruptcy Court for the District of Delaware
approved the proposed sale of Kellstrom's aviation inventory
management business to KIAC, Inc., an entity controlled by
Inverness Management LLC.

KIAC increased its original bid by $5 million to $55 million in
cash, and was approved as the successful bidder at the section
363 sale hearing by the United States Bankruptcy Court for the
District of Delaware. The cash payment will be funded with
equity from Inverness and other investors and a senior secured
debt facility agented by GE Capital.

Inverness is a privately held investment firm, based in
Greenwich, Connecticut, which provides equity for acquisitions,
recapitalizations and companies seeking additional capital.
Inverness invests primarily in out-of-favor industries and has
experience investing in the aviation services industry.
Inverness manages private equity funds with over $350 million of
committed capital, provided primarily by large institutional
investors.

James C. Comis, III, Managing Director of Inverness, stated,
"Upon our purchase of Kellstrom's aviation inventory management
business, the company will be one of the most strongly
capitalized competitors in the industry. We believe that the
sound financial footing of the company will enable its customers
and vendors to trade with us with confidence."

Yoav Stern, Chairman of the Board of Kellstrom stated, "With
[Mon]day's announcement, the sale is moving forward. Our
business plan, as originally envisioned and frequently shared
with our customers and vendors, is on schedule. We expect the
transaction to close shortly. As previously reported, KIAC will
retain substantially all of the management and employees of
Kellstrom. The sale of Kellstrom's other non-operational assets,
primarily real estate, will be accomplished through confirmation
of a plan to maximize recovery to creditors."

Zivi R. Nedivi, President and CEO, noted, "During the sale
process, we remained focused on our core business, value-added
inventory management services for the aviation after-market. We
have all of the resources in terms of access to capital, talent,
inventory and technology to serve our 1200 commercial and
defense oriented customers worldwide."

Kellstrom is a leading aviation inventory management company.
Its principal business is the purchasing, overhauling (through
subcontractors), reselling and leasing of aircraft parts,
aircraft engines and engine parts. Headquartered in Miramar,
Florida, Kellstrom specializes in providing: engines and engine
parts for large turbo fan engines manufactured by CFM
International, General Electric, Pratt & Whitney and Rolls
Royce; aircraft parts and turbojet engines and engine parts for
large transport aircraft and helicopters; and aircraft
components including flight data recorders, electrical and
mechanical equipment and radar and navigation equipment.


KMART: Salton Asks Court to Determine Classification of Claim
-------------------------------------------------------------
According to Dennis E. Quaid, Esq., at Fagelhaber LLC, in
Chicago, Illinois, Salton Inc. is a supply to Kmart Corporation  
and its debtor-affiliates of certain good and merchandise.  
Salton does business under the names, "Salton", "Salton/Maxim",
"Toastmaster", and Ingraham Clocks".  Mr. Quaid relates that
those goods and merchandise shipped to the Debtors pre-petition
included electronic and household products bearing the trade
names White-Westinghouse, George Foreman, and Toastmaster, among
others.

As of the Petition Date, Mr. Quaid reports, the open invoices
for all White-Westinghouse, Toastmaster, Ingraham Clocks and
George Foreman merchandise shipped to the Debtors totaled in
excess of $3,927,724.

Mr. Quaid notes that the Debtors have never questioned the
validity or disputed the amounts of any of the invoices.
However, Kmart's Schedules reflect the amount owed to Salton is
$3,927,724 and is "contingent".  Salton contends this is an
incorrect characterization of the debt.  "There is no basis to
characterize such valid and uncontested pre-petition debts as
contingent," Mr. Quaid argues.

Mr. Quaid explains that the characterization of the debts as
"contingent" has serious ramifications to Salton's business.
"Salton's ability to increase the liquidity of its working
capital position through the sale of its claim is greatly
diminished by the erroneous listing of its claims as
'contingent'," Mr. Quaid informs Judge Sonderby.  In addition,
Mr. Quaid continues, the Debtors' actions cast doubt on the
ability of Salton to continue to supply the Debtors in the post-
petition period with White-Westinghouse and George Foreman
products.  "It is unreasonable to expect Salton to continue to
ship products in the post-petition period when it remains
uncertain whether post-petition invoices for the very same type
of goods will similarly be disputed as "contingent" for
inexplicable reasons," Mr. Quaid says.

Thus, Salton asks the Court to fix and determine that the debt
owed to them for pre-petition goods and merchandise shipped is
not contingent. (Kmart Bankruptcy News, Issue No. 22; Bankruptcy
Creditors' Service, Inc., 609/392-0900)   


LANDSTAR: Expects Net Loss to Slide-Up to $1.3M in March Quarter
----------------------------------------------------------------
LandStar, Inc. has accumulated the necessary information for
filing of its current financial statements with the SEC.  There
has been a delay in such filing as the external auditors have
the information and are completing the paperwork.  Once filed
the results of operations for the quarter ended March 31, 2002
will differ significantly from those results of the prior year.  
In the prior year, the Company's only source of revenue was the
management fees earned from managing the company they
subsequently purchased.  On February 28, 2002, the Company
purchased a manufacturing plant and consolidated the results of
that operation for the month of March 2002. The Company will
report both sales, which it has previously never had, as well as
management fees. Net loss will approximate $1.3 million for the
three months ended March 31, 2002 compared to $988,188 for the
same period of the prior year.  

LandStar is an industry leading polymer redeployment and polymer
reactivation company. It is aggressively expanding through
acquisition and through the development of proprietary
technologies and applications. With its recent acquisition of
PolyTek Rubber & Recycling, Inc., LandStar is the world's
largest producer of crumb rubber, the basic material used in the
manufacture of recycled rubber products and applications.

As reported in the May 9, 2002 edition of Troubled Company
Reporter, LandStar, Inc. has incurred significant losses since
inception and will require additional funding to fully implement
its business plan.  These factors raise substantial doubt about
the Company's ability to continue as a going concern.  The
ability of the Company to continue as a going concern and carry
out its business plan is dependent on the Company raising
capital and achieving projections of sales and earnings
reflected in the business plan.  The Company intends to raise
capital through debt and equity financing, but there is no
assurance that the Company will be successful in raising
additional capital by these means.


MAXXAM INC: Q1 2002 Results Swing-Down to $54 Million Net Loss
--------------------------------------------------------------
MAXXAM Inc. (AMEX:MXM) reported a net loss of $54.2 million for
the first quarter of 2002, compared to net income of $65.3
million for the first quarter of 2001.

Net sales for the first quarter of 2002 totaled $240.3 million,
compared to $544.4 million in the same period of 2001. The
difference is primarily attributable to the deconsolidation of
Kaiser Aluminum discussed below.

Excluding aluminum operations, MAXXAM recorded net sales of
$72.8 million for the first quarter of 2002 compared to $64.1
million for the comparable period of 2001.

MAXXAM reported an operating loss of $20.4 million for the first
quarter of 2002 compared to operating income of $209.3 million
for the comparable period of 2001. The difference is primarily
attributable to power sales made by Kaiser Aluminum during the
first quarter of 2001.

Excluding aluminum operations, MAXXAM had operating income of
$3.2 million for the first quarter of 2002 compared to an
operating loss of $7.6 million for the first quarter of 2001.

     Impact Of Kaiser Aluminum's Chapter 11 Reorganization

MAXXAM holds 62% of Kaiser Aluminum. On Feb. 12, 2002, Kaiser
Aluminum filed for Chapter 11 reorganization. In accordance with
generally accepted accounting principles (GAAP), this Chapter 11
filing resulted in MAXXAM's decision to deconsolidate Kaiser's
financial results beginning Feb. 12, 2002. MAXXAM previously
reported its expectation to adjust the book carrying amount of
its Kaiser investment from negative $450.2 million to $0 during
the first quarter of 2002. The company now believes that it
should consider this adjustment when Kaiser's bankruptcy is
resolved or the company disposes of its shares of Kaiser common
stock.

Kaiser Aluminum's decision to file for Chapter 11 reorganization
has not had, nor is it expected to have, an effect on the
employees, vendors, or customers of MAXXAM's forest products,
real estate or racing operations.

                  Forest Products Operations

Net sales for the first quarter of 2002 increased from the first
quarter of 2001, reflecting increased shipments of common grade
redwood lumber. This improvement in shipments more than offset
the impact of a 15% decline in prices for redwood lumber and
lower shipments of Douglas-fir lumber versus the first quarter
of 2001. Operating results improved as a result of the increase
in net sales, in addition to benefits realized as a result of
the segment's ongoing performance improvement initiatives, which
have emphasized more cost-efficient milling and logging
operations.

                    Real Estate Operations

Net sales for the first quarter of 2002 increased from the same
period of a year ago, reflecting increased acreage sales at the
company's Palmas Del Mar development project, in addition to
rental income from the Lake Pointe Plaza office complex, which
was acquired in June 2001. The segment had operating income for
the first quarter of 2002 compared to an operating loss for the
same period of the prior year, primarily due to the increase in
net sales.

                     Racing Operations

Net sales for the racing segment increased in the first quarter
of 2002 compared to the first quarter of 2001. Increases in
average daily attendance and net pari-mutuel commissions at Sam
Houston Race Park, in addition to a higher number of live race
days, contributed to the increase. Operating income decreased
slightly versus the year ago period due to increases in
marketing and administrative expenses.

                         Corporate

As previously announced in prior earnings statements, MAXXAM may
from time to time purchase shares of its common stock on
national exchanges or in privately negotiated transactions.

                         *   *   *

As previously reported in Troubled Company Reporter, Standard &
Poor's ratings on Maxxam Inc. and Pacific Lumber Co. remain on
CreditWatch with negative implications where they were placed
January 15, 2002. Maxxam Inc. guarantees the 12% senior secured
notes due Aug. 1, 2003, at its Maxxam Group Holdings Inc. (MGHI)
subsidiary. The actions on MAXXAM and Pacific Lumber reflect
concerns regarding Kaiser as well as issues affecting the wood
products business. Wood product market conditions are weak, with
oversupply and soft demand resulting in volatile pricing for
lumber and logs. In addition, the company has not always been
able to harvest at desired levels because the governmental
approval process has been slow, although it has reportedly
improved recently. Still, recent cost cutting measures and a
focus on unit cost optimization, should improve cash flow and
earnings coverages.

Although cash balances of $129 million at Maxxam Inc. and $36
million at MGHI as of September 30, 2001, are more than the
current outstandings of the MGHI notes and could be earmarked to
meet the August 1, 2003, maturity, heightened uncertainty exists
over whether these funds will be made available to meet the
maturity as well as a possible bankruptcy filing by Kaiser and
the ability of Kaiser's creditors to drag Maxxam into any
bankruptcy proceedings. In resolving its CreditWatch, Standard &
Poor's will review the operating conditions and financial
profile of Pacific Lumber and its ability to service the MGHI
debt as well as the aforementioned issues.

               Ratings Remaining on CreditWatch
                       with Negative Implications

     MAXXAM Inc.                                     Ratings
        Corporate credit rating                        B
        Senior secured debt                            CCC+

     Pacific Lumber Co.
        Corporate credit rating                        B

     Maxxam Group Holdings Inc.
        Senior secured debt                            CCC+
        (gtd. by MAXXAM Inc.)


MAYOR'S JEWELERS: Reaches $11MM Investment Pact with Henry Birks
----------------------------------------------------------------
Mayor's Jewelers, Inc. (AMEX:MYR) has reached an agreement in
principle with Henry Birks & Sons Holdings Inc. of Canada, a
leading designer, manufacturer and retailer of fine jewelry in
Canada, to make a substantial investment in Mayor's.

The Agreement provides for Birks to invest in or cause to be
provided to Mayor's $11.5 million in cash. Upon completion of
the transaction, Birks will receive Preferred Stock that will be
convertible into Common Stock of Mayor's representing 58% of the
Common Stock on a fully diluted basis. Prior to conversion,
Birks will be able to elect a majority of the Board of Directors
of Mayor's. Birks will also receive warrants to purchase an
additional 10% of the Common Stock (on a fully diluted basis) at
an exercise price of $.50 per share.

Mayor's and Birks will enter into a series of agreements through
which Birks will provide management, merchandising and sales
support to Mayor's. Completion of the transaction is subject to
certain conditions, including without limitation, execution of
definitive agreements (which the parties hope to accomplish in
June) and the affirmative vote of the stockholders of Mayor's at
a meeting of stockholders to be held as soon as practicable.

Joe Cicio, Chief Executive Officer of Mayor's, said, "We are
delighted to have reached an agreement with Birks, a company
that will not only bring us much needed liquidity (in time to
prepare for the Holiday season), but also offers us the
opportunity to work with the management and resources of
Canada's leading luxury jeweler. We have been searching for
strategic alternatives for over a year without acceptable
results and we believe that our arrangement with Birks gives us
the best opportunity to enhance shareholder value when compared
to other alternatives we have explored." The transaction with
Birks was unanimously approved by the Directors of Mayor's.

Mayor's continues to proceed with other aspects of its
previously announced restructuring plan, including the closing
of various stores and its assessment of its lending facilities.
Mayor's will discuss the Agreement with its financial lenders to
assess the impact this Agreement might have on Mayor's
financing.

Thomas A. Andruskevich, Chief Executive Officer of Birks, noted,
"We are excited about our new relationship with Mayor's. It
brings to us the opportunity to participate in the U.S. market
and to build on the strong luxury franchise and reputation for
quality that Mayor's has built over 90 years."


METROCALL: Negotiating Prepackaged Chapter 11 with Creditors
------------------------------------------------------------
Metrocall, Inc., (OTCBB:MCLLQ), one of the nation's largest
wireless data and messaging companies, released its first
quarter, 2002 operating results. Metrocall's subscriber base
finished the quarter at approximately 5 million paging, advanced
messaging, data and PCS subscribers. Quarterly net revenue
decline rates were cut almost in half as net revenues of $107.2
million represented a 4% loss from the prior quarter as compared
to an over 7% loss for the previous period. Net revenue for
advanced messaging also showed great improvement with growth
rates doubling from 7.1% in the fourth quarter of 2001 to 15.5%
in the first quarter of 2002. Traditional paging net revenues
also showed improvement losing 6.7% for the first quarter of
2002 as compared to a loss of 8.8% for the previous quarter.
Earnings before interest, taxes, depreciation and amortization
were $21.8 million.

As expected, in the first quarter of 2002, Metrocall's
traditional paging subscribers decreased by approximately
463,000 units. However, approximately 80% of this decline was in
indirect (reseller wholesale) channels of distribution
characterized by lower average revenue per unit statistics,
resulting in less revenue erosion for Metrocall than that
experienced by other competitors.

In recent quarters, the paging industry has experienced a
reduction in demand for traditional numeric and alphanumeric
paging services. Metrocall has taken actions to combat the
decline in demand for traditional paging services and subscriber
attrition with a continued focus on customer service and
retention initiatives of existing direct distribution business,
medical and government accounts. Additionally, Metrocall has
focused on adding higher cost two-way advanced messaging
products where revenue growth potential existed. As a result,
Metrocall has outperformed its paging company competitors with
respect to subscriber and revenue results in the first quarter
of 2002 and throughout 2001.

In addition to one-way and short-messaging services (SMS),
Metrocall product offerings also include the distribution of
other advanced messaging communication products such as
eLink(SM) and Blackberry(TM) for those subscribers preferring an
extension of their desktop e-mail. The company also offers
cellular and PCS phone offerings under alliance relationships
with AT&T Wireless, Inc., Nextel Communications, Inc. and other
companies for subscribers seeking alternative or complimentary
messaging and voice products. Metrocall is currently in
discussions with several mobile telephony providers about
offering advanced wireless data products and applications across
these broadband networks. Metrocall believes that its network
agnostic strategy of providing advanced messaging products and
services will help position it to take advantage of its strong
sales and distribution attributes, while mitigating risk
associated with capital intensive and highly competitive
wireless networks and wireless data product offerings.
Currently, approximately 237,000 subscribers buy advanced
messaging products and data services through Metrocall.

Metrocall believes the industry acceptance of advanced messaging
products using the narrowband Reflex(TM) protocol has slowed in
recent months due to the onslaught or anticipated entrance of
new wireless data devices using other broadband based
technologies and the lack of a committed viable product device
manufacturer due to Motorola's recent exit announcement.
However, Metrocall intends to continue to support the placement
of advanced messaging devices supported by the Reflex(TM)
protocol and believes it has sufficient quantity of such devices
in its inventory to serve demand through at least the end of
2002.

During the first quarter the company continued its focus on
operating expense and capital expenditure reductions. In the
first quarter of 2002, operating expenses, which include
service, rent and maintenance; selling and marketing; and
general and administrative expenses decreased approximately $1.4
million (1.7%) and $15.4 million (15.2%) from the fourth and
first quarters of 2001, respectively. This is a reduction of
over $60.0 million on an annual basis since the first quarter of
2001. Metrocall expects to achieve significant additional
annualized savings over the remainder of 2002 as a result of
other scheduled cost containment and reduction initiatives. The
company expects to continue to maintain its present high quality
customer service and network airtime service standards
throughout these containment efforts.

Capital expenditures for the period were $14.0 million including
amounts for messaging devices of $11.9 million and $2.1 million
for infrastructure and other equipment requirements. During the
quarter, Metrocall placed and prepaid last time buy order
commitments for advanced messaging devices from Motorola. Late
in 2001, Motorola announced that they would no longer
manufacturer traditional paging devices and advanced messaging
devices that utilize the Reflex(TM) protocol after June 2002.
Metrocall has alternative suppliers for traditional paging
equipment. Currently there are no other suppliers that
manufacture Reflex(TM) devices at the quantity and quality
levels previously attained by Motorola and no manufacturers are
expected to be able to deliver such products until late in 2002.

Metrocall has been operating its business without access to
equity or debt financing for the past five quarters. Its present
operations are free cash flow positive before debt service
requirements. The recurring nature of its airtime service
subscriptions and the cost containment and reduction initiatives
have provided it with the positive cash flow from operations to
fund its business plan and capital expenditure requirements over
the past several quarters. Metrocall is currently in
negotiations with its senior bank lenders and an Unofficial
Committee of holders of a significant portion of its senior
subordinated notes regarding the terms of a consensual pre-
negotiated plan of reorganization. The plan proposed to its
creditors includes the following objectives:

--  Deleveraging Metrocall to provide a viable capital structure
    in light of declining traditional revenues and competitive
    pressures;

--  Restructuring existing debt obligations in exchange for
    significantly less debt and the majority of the equity in
    reorganized Metrocall; and

--  Extinguishing all current preferred and common stock claims.

While there can be no assurances that the Company will be
successful in negotiating a "pre-packaged" plan, Metrocall
believes that a consensual plan will be confirmed through a plan
of reorganization under Chapter 11 of the Bankruptcy Code and
expects to commence such proceedings by June 30, 2002. Metrocall
further expects that its nationwide business operations will
continue to operate without interruption or disruption during
its reorganization process.

Metrocall, Inc. headquartered in Alexandria, Virginia, is one of
the largest wireless data and messaging companies in the United
States providing both products and services to nearly five
million business and individual subscribers. Metrocall was
founded in 1965 and currently employs more than 2,300 people
nationwide. The Company currently offers two-way interactive
messaging, wireless e-mail and Internet connectivity, cellular
and digital PCS phones, as well as one-way messaging services.
Metrocall operates on many nationwide, regional and local
networks and can supply a wide variety of customizable Internet-
based information content services. Also, Metrocall offers
totally integrated resource management systems and
communications solutions for business and campus environments.
Metrocall's wireless networks operate in the top 1,000 markets
across the nation and the Company has offices in more than forty
states. Metrocall is the largest equity-owner of Inciscent, an
independent business-to-business enterprise, that is a national
full-service "wired-to-wireless" Application Service Provider.
For more information on Metrocall please visit our Web site and
on-line store at http://www.Metrocall.comor call 800-800-2337.  

DebtTraders says that Metrocall Inc.'s 10.375% bonds due 2007
(MCALL2) are quoted at a price of 4. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=MCALL2for  
real-time bond pricing.


METROMEDIA FIBER: Case Summary & 50 Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: Metromedia Fiber Network, Inc.
             360 Hamilton Avenue
             White Plains, New York 10601
             aka MFN
             aka AboveNet Communications Inc.
             aka SiteSmith, Inc.
             aka PAIX. net, Inc.

Bankruptcy Case No.: 02-22736

Debtor affiliates filing separate chapter 11 petitions:

     Entity                                     Case No.
     ------                                     --------
     Metromedia Fiber Network Services, Inc.    02-22737
     AboveNet Communications, Inc.              02-22738
     SiteSmith, Inc.                            02-22739
     PAIX.net, Inc.                             02-22740
     Metromedia Fiber Network of Illinois, Inc. 02-22741
     MFN Purchasing, Inc.                       02-22742
     Metromedia Fiber Network of New Jersey,    02-22744
      Inc.
     MFN of Utah, L.L.C.                        02-22745
     MFN of Virginia, L.L.C.                    02-22746
     Metromedia Fiber National Network, Inc.    02-22747
     Metromedia Fiber Network International,    02-22751
      Inc.
     MFN International, L.L.C.                  02-22752
     MFN Japan Backhaul, Inc.                   02-22753
     MFN Europe Finance, Inc.                   02-22754
     
Type of Business: Metromedia Fiber Network (MFN) builds urban
                  fiber-optic networks distinguished by the
                  sheer quantity of fiber available -- its 864
                  fibers per cable is up to nine times the
                  industry norm -- and sells the dark fiber to
                  telecommunications service providers. MFN
                  supplies fiber to all types of telecom
                  carriers as well as to other businesses. It
                  has networks under construction in big cities
                  across the US, has created intercity links by
                  swapping fiber, and has begun operating in
                  Europe. The company, which has expanded by
                  buying AboveNet and SiteSmith, also provides
                  Internet infrastructure management services,
                  including Web hosting.

Chapter 11 Petition Date: May 20, 2002

Court: Southern District of New York (White Plains)

Judge: Adlai S. Hardin Jr.

Debtors' Counsel: James A. Beldner, Esq.
                  Lawrence C. Gottlieb, Esq.
                  Kronish Lieb Weiner & Hellman, LLP
                  1114 Avenue of the Americas
                  New York, New York 10036
                  (212) 479-6086
                  Fax : (212) 479-6195

Total Assets: $7,024,208,000

Total Debts: $4,262,086,000

Debtor's 50 Largest Unsecured Creditors:

Entity                     Nature of Claim        Claim Amount
------                     ---------------        ------------
The Bank of New York       Bond Debt          $641,690,000 and
Ming Shiang                                   Euro 229,000,000
101 Barclay Street
New York, NY 10286
Tel. 212-896-7197
Fax. 212-896-7298

IBJ Schroder Bank &        Bond Debt              $633,810,000
Trust Company
Ming Shiang
One State Street
New York, NY 10004
Tel. 212-896-7197
Fax. 212-896-7298

Verizon Investments, Inc.  Convertible Debt       $500,000,000
3900 Washington Street
2nd Floor
Wilmington, Delaware 19802

Audrey Prashker
1095 Avenue of the
Americas, 38th Floor
New York, NY 10036
Tel. 212-395-0039
Fax. 212-764-2432

-and-

Rick Sandell
U.S. Bank Trust
National Association
180 East Fifth Street, Suite 200
St. Paul, MN 55101
Tel. 651-244-0713
Fax. 651-244-5847

Verizon Investments, Inc.  Convertible Debt       $475,281,000
3900 Washington Street
2nd Floor
Wilmington, DE 19802

Audrey Prashker
1095 Avenue of the
Americas, 38th Floor
New York, NY 10036
Tel. 212-395-0039
Fax. 212-764-2432

-and-

Rick Sandell
U.S. Bank Trust
National Association
180 East Fifth Street,
Suite 200
St. Paul, MN 55101
Tel. 651-244-0713
Fax. 651-244-5847

AT&T                       Trade Debt               $9,650,283
Albert Uchaker
1200 Peachtree Street
Atlanta, GA 30309
(404) 810-4602

CBP of China               Trade Debt               $9,049,530
Telecom
Director, Central
Billing Party
340 Mt. Kemble Avenue
Room N100
Morristown, NJ 07960

EMCOR Technologies, Inc.   Trade Debt               $8,153,511
Jeffrey Levy
101 Merritt Seven
Norwalk, CT 06851

Williams Communications,   Trade Debt               $6,863,667
LLC
21864 Network Place
Chicago, IL 60673-1218
Tel. 888-465-9516

360 Networks               Trade Debt               $4,298,980
12101 Airport Way
Broomfield, CO 80021

Adesta Communications      Trade Debt               $4,131,475
Jay Jorgenson
1200 Landmark Center
Suite 1300
Omaha, NE 68102  
Tel. 402-233-7687

Verizon                    Trade Debt               $3,990,890
3900 Washington
Street, 2nd Floor
Wilmington, DE
19802

Audrey Prashker
1095 Avenue of the
Americas, 38th Floor
New York, NY 10036
Tel. 212-395-0039
Fax. 212-764-2432

Credit Suisse First        Trade Debt               $3,741,722
Boston, Inc.
Accounts Receivable
11 Madison Avenue,
9th Floor
New York, NY 10010

Hylan Datacom              Trade Debt               $3,334,422
Robert DiLeo
2878 Gulf Avenue
Staten Island, NY 10303
718-273-9141

Enron Broadband Services   Trade Debt               $3,171,923
Attn: Contracts
Administration
1400 Smith Street
Houston, TX 77002

Comdisco Inc.              Trade Debt               $2,612,925
Linda Hayes
P.O. Box 91744
Chicago, IL 60693
Tel. 847-518-5238
Fax. 847-518-7889

Washington Metropolitan Area   Trade Debt           $2,232,253
Transit Authority
Kathleen V. Smith, Comptroller
Office of the Treasurer
600 5th Street, NW
Washington, DC 20001
Tel. 202-962-1567

Global Crossing            Trade Debt               $2,007,634
Bandwidth, Inc.
20 Oak Hollow
Suite 300
Southfield, MI 48034-7406

CSX Railroad               Trade Debt               $1,896,000
Stephen Crosby
500 Water St., J180
Jacksonville, FL 32202

(904) 633-4550

N to N Fiber Inc.          Trade Debt               $1,744,365
Stephen M. Noone
8754 Virginia
Meadows Drive
Manassas, VA 20109
703-331-3884

20 Storage Way             Trade Debt               $1,566,602
Andy Brinch
3501 West Warren Ave.
Fremont, CA 94538
(510) 360-5746

Fishel Company             Trade Debt               $1,464,710
Eric Smith
1810 Arlingate Lane
Columbus, OH 43228
614-274-8100

Conti Enterprises, Inc.    Trade Debt               $1,459,082
Bill Picken
3001 S. Clinton Ave.
S. Plainfield, NJ 07080
908-561-8005

Structuretone Inc.         Trade Debt               $1,437,848
Ray Froimowits
1420 K Street NW
Suite # 700
Washington, DC 20005-2515
20005-2515

Sprint                    Trade Debt                $1,375,560
PO Box 219061
Kansas City, MO
64121-9061
64121-9061

R.E. Lamb Inc.            Trade Debt                $1,256,516
Joseph Sterchak
939 Jefferson Avenue
Norristown, PA 19403
(610)666-9200 ext 251

Cisco Systems             Trade Debt                $1,165,056
Christine Rossi
One Penn Plaza
New York, NY 10119
Tel. 212-714-4473
Fax. 212-714-4005

Consolidated Rail Corp.   Trade Debt                $1,145,618
John Enright
P.O. Box 281557
Atlanta, GA 30384-1557
(215) 209-5012

28 CenturyTel MI          Trade Debt                $1,132,450
Network LLC
Donald Antley
100 Century Park Drive
Monroe, LA 71203

Trizec-Hahn               Trade Debt                $1,092,686
1114 Ave. of Americas
31st Floor
New York, NY 10036
(212) 382-9300

WorldCom                  Trade Debt                  $973,328
2270 Lakeside Blvd.
Richardson, TX 75082

CORIO, Inc.               Trade Debt                  $963,893
Rachel Bairley
959 Skyway Road,
Suite 100
San Carlos, CA 94070
Tel. 650-232-3062
Fax. 650-232-3262

Orius Corporation         Trade Debt                  $900,000
John Naccarato
8331 Hoyle
Dallas, TX 75227
(214)914-9473

Winstar Broadband Services   Trade Debt               $870,391
4742 N. 24 Street
Phoenix, AZ 85016
(425) 455-3505

Dynamic Cable Construction   Trade Debt               $868,833
Mickey Redwine
591 VZ CR 4823
Ben Wheeler, TX 75754-9739
75754-9739

NTL                        Trade Debt                 $868,202
Douglas Muir
1 MacMillan Road
Alderstone Business Park
Livingston, UK EH547DF
Tel. 011-015-0604 1100
Fax. 011-015-0640 1111

J. Fletcher Creamer        Trade Debt                 $797,868
& Son Inc.
Richard McLaughlin
101 East Broadway
Hackensack, NJ 07601

Future Telecom             Trade Debt                 $789,802
Don Riggs
2624 Hyacinth Dr.
Mesquite, TX 75185-2728
(972) 222-9924

XO Communications          Trade Debt                 $720,160
105 Molloy Street
Suite 200
Nashville, TN 03720

P.E. Stone Inc.            Trade Debt                 $688,395
50 Watts Street
New York, NY 10013-1912
(212) 334-1113

CCG Facilities             Trade Debt                 $633,736
Integration, Inc.
Attn: Bruce Edwards
1401 S. Englewood
Baltimore, MD 21227
Tel: 410-525-0010

Acclaim Technology,        Trade Debt                $617,084
Inc.
Norman P. Schockley
55 South Market Street
Suite 1500
San Jose, CA 95113
(408) 918-8110

San Francisco Tax Collector   Trade Debt             $613,528
1 Dr. Carlton B.
Goodlet Place
City Hall Room 140
San Francisco, CA 94102-0917

180 Baldwin, LLC           Trade Debt                 $601,258
551 5th Avenue
34th Floor
New York, NY 10176

Pinkerton Systems          Trade Debt                 $595,264
Integration
Scott Long
4995 Avalon Ridge
Parkway Suite 100
Norcross, GA 30071
(678)533-3966

Danella Line Services      Trade Debt                 $554,668
Suite 2
Dennis Daly
1402 Conshohocken Road
Plymouth Meeting, PA 19462

John Caulfield Fiber       Trade Debt                 $552,303
Optic Services
Mike Kennedy
634 Route 303
West Nyack, NY 10913
(845)727-5015

Forest City                Trade Debt                 $549,325
Management, Inc.
Marisa Santos
150 S. 1st St. Ste 123
San Jose, CA 95113

Millennium Communications  Trade Debt                 $510,492
Group
Robert Ritchie
11 Melanie Place
Suite 13
East Hanover, NJ 07936

M&P Utilities              Trade Debt                 $500,444
Gary Thompson
500 Country Rd 37 East
Maple Lake, MN 55358
(320) 963-2400

Norfolk Southern           Trade Debt                 $453,171
Railroad
Three Commercial Place
Norfolk, VA 23510


NATIONAL STEEL: Comerica Pushing for Prompt Decision on 2 Pacts
---------------------------------------------------------------
Comerica Leasing, a Division of Comerica Bank, seeks the Court's
authority to compel National Steel Corporation and its debtor-
affiliates to immediately assume or reject two Lease Financing
Agreements.  In the alternative, Comerica asks the Court for
relief from the automatic stay.

Kurt M. Carlson, Esq., at Tishler & Wald, in Chicago, Illinois,
relates that the Debtors and Comerica are parties to a Lease
Financing Agreement wherein the Debtors agreed to pay Comerica
an aggregate of $8,154,485 by way of 60 monthly payments of
$135,908 each plus applicable sales and use taxes beginning May
15, 1999 until fully paid.  "The current balance owing under the
Agreement is $3,533,610 with the Debtors' arrears totaling
$271,816 plus late charges of $20,386," Mr. Carlson reports.

Furthermore, both parties entered into a second Lease Financing
Agreement wherein the Debtors agreed to pay Comerica an
aggregate of $4,568,171 by way of 60 monthly payments of $76,136
each plus applicable sales and use taxes beginning June 15, 1999
until fully paid.  The current balance owing under the second
agreement is $2,055,677 with the Debtors' arrears totaling
$152,272 plus late charges of $11,420.

Mr. Carlson tells the Court that the agreements were for the
Debtors' lease and use of:

    (i) New O[sic]&K Model Hydraulic Shovel and Auxiliary Crane,

   (ii) 3 New Caterpillar 6 speed Mining Haul Trucks, and

  (iii) 21 Wheel Assemblies and 21 Michelin Tires 40 x 57.

"The Debtors have defaulted with the terms and conditions of the
agreements by failure to make those payments due in March and
April, 2002," Mr. Carlson says.  Comerica believes that the
Debtors may have been in pre-petition default by failing to
adequately maintain and care for the Equipment, failing to
properly insure the Equipment, and may have violated the
representations of the agreements by allowing levies, liens,
charges or encumbrances to attach to the Equipment.

Thus, Comerica seeks the Court's authority to compel the Debtors
to assume or reject the agreements immediately.  "To allow the
Debtors to delay indefinitely its decision whether to assume or
reject the agreements will impose an unfair burden on Comerica,"
Mr. Carlson asserts.  In addition, in the event the Court
determines that the Debtors should not be compelled to decide on
the agreements now, Comerica seeks the Court's approval to lift
the automatic stay to terminate the agreements within 30 days
through May 26, 2002. Mr. Carlson asserts that cause to lift
stay is present because:

  (i) Comerica has an unfettered right, subject to the stay, to
      terminate the agreements upon default, which exists both
      pre-petition and post-petition; and

(ii) the Debtors have offered no adequate protection for its
      continued use of the Equipment, the value of which rapidly
      decreases over time and with use.

Furthermore, Mr. Carlson contends that the agreements are
executory because both parties have significant unperformed
obligations.  Comerica is required to lease the Equipment under
the agreements and the Debtors have agreed to take possession of
the Equipment so long as they pay the amounts due and fulfill
all other conditions to safeguard and protect the Equipment and
Comerica's interest in it.  "Comerica must be assured that the
Debtors will make payments, keep the Equipment insured and
provide assurances that the Equipment is being maintained," Mr.
Carlson asserts.  On the other hand, Mr. Carlson says, the
Debtors must also be assured that they will have the use and
benefit of the Equipment to assist them in their business
operations.

To date, Comerica has allowed the Debtors to retain the
equipment though the continued use of the Equipment is
diminishing the Equipment's value.  The Debtors owe Comerica in
excess of $455,895 in past due rent and late charges, exclusive
of use taxes and attorney fees.  Under the agreements, there
remains a balance of approximately $5,589,287.  Comerica also
believes that the Equipment's estimated value is approximately
$4,300,000, which equates to roughly 77% of the approximate
$5,589,287 balance remaining on the agreements.  "Therefore, the
Debtors lack equity in the Equipment," Mr. Carlson concludes.

                        Debtors Respond

The Debtors claim the Agreements are not executory contracts or
"true leases", but are disguised financing agreements for which
assumption or rejection is not appropriate.  Mark P. Naughton,
Esq., at Piper Rudnick, in Chicago, Illinois, notes that
Comerica has not made any factual allegations that:

  -- the Equipment is depreciating,

  -- the Equipment is unnecessary to an effective
     reorganization, or

  -- set forth any other basis for obtaining adequate protection
     or lifting the stay.

Mr. Naughton argues that the express terms of the Agreements
themselves demonstrate that they are not true leases but
disguised security devices.  In the event the Court believes
there are material factual issues remaining as to whether the
Agreements are true leases, the Debtors ask the Court to
schedule an evidentiary hearing on the issue after an
opportunity for the parties to take discovery.

Accordingly, the Debtors urge Judge Squires to deny the relief
requested by Comerica. (National Steel Bankruptcy News, Issue
No. 7; Bankruptcy Creditors' Service, Inc., 609/392-0900)


NAVIDEC INC: Fails to Comply with Nasdaq Listing Requirements
-------------------------------------------------------------
Navidec, Inc. (Nasdaq: NVDC), announced that on May 16, 2002 it
received a notification that its common stock has not maintained
a minimum market value of publicly held shares of $5,000,000 and
a minimum closing bid price per share of $1.00 over the previous
30 consecutive trading days and as a result did not comply with
Marketplace Rules 4450(a)(2) and 4450(a)(5) respectively.

By May 23, 2002, Navidec has the right to apply for a transfer
of its securities to The Nasdaq SmallCap Market or the Company
may appeal the Staff's determination of listing on Nasdaq
National Market, to the Listing Qualifications Panel set forth
in the Nasdaq Marketplace rule 4800 Series.

Navidec is a market-driven leader providing software solutions
and integration.  We combine best practices developed as a
pioneering e-business expert with best of breed software
products to create a unique approach to enterprise integration.  
Navidec draws upon thousands of hours of experience to provide
packaged solutions with well-defined expectations and results.
This innovative approach results in software and integration
solutions that lower the cost, delivery time and risk associated
with application integration initiatives.  For more information
on Navidec's enterprise solutions, visit http://www.navidec.com
or contact us at 303.222.1071.


NETIA HOLDINGS: Warsaw Court Opens Arrangement Process for Unit
---------------------------------------------------------------
Netia Holdings S.A. (Nasdaq: NTIAQ, WSE: NET), Poland's largest
alternative provider of fixed-line telecommunications services,
said that the court in Warsaw today opened an arrangement
proceeding with respect to Netia South Sp. z o.o., one of its
subsidiaries, with a deadline for verifying creditors' claims
set for July 16, 2002.

As previously announced, filings for opening of arrangement
proceedings had also been made by Netia Holdings S.A. and
another of its subsidiaries, Netia Telekom S.A. These two
arrangement proceedings were opened on May 15, 2002 and April
22, 2002 for Netia Holdings S.A. and Netia Telekom S.A.,
respectively.

The arrangement proceedings for Netia Holdings S.A., Netia
Telekom S.A. and Netia South Sp. z o.o. are occurring in the
context of the Restructuring Agreement reached on March 5, 2002
with Netia's bondholders and certain of its creditors.

Netia Holdings SA's 13.50% bonds due 2009 (NETH09PON2) are
trading at about 18, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=NETH09PON2
for real-time bond pricing.


NOMURA CBO: S&P Puts BB+-Rated 1997-2 A-3 Note on Watch Negative
----------------------------------------------------------------
Standard & Poor's placed its rating on the class A-3 notes
Nomura CBO 1997-2 Ltd., an arbitrage CBO transaction originated
in October of 1997, on CreditWatch with negative implications.
At the same time, the triple-'A' ratings on the class A-1 and A-
2 notes are affirmed based on the high level of
overcollateralization available to support the class A-1 and A-2
tranches.

The rating assigned to the class A-3 notes had previously been
lowered to double-'B'-plus from single-'A' on Dec. 18, 2001.

This CreditWatch placement reflects factors that have negatively
affected the credit enhancement available to support the notes
since the Dec. 18, 2001 rating action, including par erosion of
the collateral pool securing the rated notes and a downward
migration in the credit quality of the performing assets within
the pool.

As a result of asset defaults and credit risk sales at
distressed prices, the overcollateralization ratios for Nomura
CBO 1997-2 Ltd. have deteriorated. According to the most recent
monthly report (May 2, 2002), the class A overcollateralization
ratio was 106.33%, compared to a ratio of 111.92% as of the Dec.
2001 rating action, and substantially below the current minimum
required class A overcollateralization ratio of 121%. Currently,
$60.825 million (or 17.79%) of the assets in the collateral pool
come from defaulted obligors rated 'D' or 'SD' by Standard &
Poor's, and another $13.393 (or 3.93%) come from obligors rated
double-'C', considered highly vulnerable to default.

The credit quality of a number of the performing assets within
the collateral pool has also migrated downward in recent months.
According to the May 2, 2002 trustee report, 39.8% of the assets
within the collateral pool come from obligors rated single-'B'
or higher (compared with a minimum required percentage of 65%),
and 58.6% of the assets come from obligors rated single-'B'-
minus or higher (compared with a minimum required percentage of
95.00%).

Standard & Poor's will be reviewing the results of current cash
flow runs generated for Nomura CBO 1997-2 Ltd. to determine the
level of future defaults the rated tranches can withstand under
various stressed default timing scenarios while still paying all
of the rated interest and principal due on the notes. The
results of these cash flow runs will be compared with the
projected default performance of the current collateral pool to
determine if the ratings assigned remain consistent with the
level of credit enhancement available to support the rated
tranches.

               Rating Placed On Creditwatch Negative

                     Nomura CBO 1997-2 Ltd.

                           Rating

         Class     To                From       Current Balance

         A-3       BB+/Watch Neg     BB+        $105.3 million

                         Ratings Affirmed

                      Nomura CBO 1997-2 Ltd.

          Class   Rating     Current Balance

           A-1     AAA        $32.6 million

           A-2     AAA        $150.0 million


OCCAM NETWORKS: Fails to Meet Initial Nasdaq Listing Criteria
-------------------------------------------------------------
Occam Networks, Inc. (formerly Accelerated Networks, Inc.)
(Nasdaq:OCCM) has been notified by Nasdaq that its staff
believes that the merger of Accelerated Networks and Occam
Networks, announced Wednesday, May 15, 2002, constitutes a
"Reverse Merger" under Marketplace Rule 4330(f). The staff based
its conclusion on the change in ownership and voting power and
the changes in the company's management and Board of Directors
following the merger. Under Rule 4330(f), the post-transaction
company must meet all initial inclusion criteria on the Nasdaq
National Market, or if it had elected to move to the Nasdaq
SmallCap Market, the initial inclusion criteria of that market.
As of the closing of the merger, the post-transaction company
did not meet all initial inclusion criteria for either the
Nasdaq National Market and, therefore, is subject to delisting.

In addition, the staff has informed the company that it had not
regained compliance during the 90-day period previously provided
to the company to comply with the "Minimum Bid Price"
requirement under Marketplace Rules 4450(a)(5). The "Minimum Bid
Price" requirement mandates that a company must maintain a bid
price per share of over $1.00 or Nasdaq will initiate delisting
proceedings after 90 days. As a result, even were the merger not
a "Reverse Merger," the staff informed the company that it would
be subject to delisting in accordance with Marketplace Rule
4450(e)(2).

The company intends to appeal these staff decisions. There can
be no assurance that the appeal will be successful. The appeal
will stay the delisting of the company's securities pending the
decision by a Nasdaq Listing Qualifications Panel.

Occam Networks, Inc. develops and markets a suite of Broadband
Loop Carriers, innovative Ethernet and IP-based loop carrier
platforms that enable incumbent local exchange carriers to
profitably deliver a variety of traditional and packet voice,
broadband and IP services from a single, converged all-packet
access network and designs. The Company also markets a complete
line of Integrated Access Devices (IADs), customer premise
equipment that provides Local Area Network (LAN) and legacy
voice services to business customers from a converged access
network. Occam is headquartered in Santa Barbara, Calif.
Additional information about the company can be found at
http://www.occamnetworks.com


OSE USA: March 31, 2002 Balance Sheet Upside-Down by $27 Million
----------------------------------------------------------------
OSE, USA, Inc. (OTCBB:OSEE), reported its results for the first
quarter ended March 31, 2002.

Revenues for the three-month period ended March 31, 2002 was
$2,488,000, compared with revenues of $3,614,000 for the same
period one year ago. The Company reported a net loss applicable
to common stockholders of $2,373,000 for the first quarter of
2002, compared with a net loss applicable to common stockholders
of $2,239,000 for the first quarter of 2001.

Revenues for the three-month period ended March 31, 2002 for the
Company's manufacturing segment was $1.5 million, compared with
$2.5 million for the comparable period in the prior fiscal year.
Revenues for the three-month period ended March 31, 2002 for the
Company's distribution segment were $1.0 million, compared with
$1.1 million for the comparable period in the prior fiscal year.

The company's March 31, 2002 balance sheet shows that the
company has a total shareholders' equity deficit of about $27
million, and a working capital deficit of about $24 million.

Founded in 1992 and formerly known as Integrated Packaging
Assembly Corporation (IPAC), OSE USA, Inc. is the nation's
leading onshore advanced technology IC packaging foundry. In May
1999 Orient Semiconductor Electronics Limited (OSE), one of
Taiwan's top IC assembly and packaging services companies,
acquired controlling interest in IPAC, boosting its US expansion
efforts. The Company entered the distribution segment of the
market in October 1999 with the acquisition of OSE, Inc. In May
2001 IPAC changed its name to OSE USA, Inc. to reflect the
company's strategic reorganization.

San Jose-based OSE USA delivers competitive cost and quality in
moderate volumes with fast cycle times relative to its offshore
competitors. The company's close proximity to its customers
allows OSE USA to provide dynamic, quick-response, application-
specific packaging solutions to customers worldwide. The
company's latest services include Micro Lead frame, Flip Chip,
and Chip-Scale package assembly and manufacturing.

OSE USA offers these services to support its customers'
engineering, pre-production, low volume production and hot lot
requirements. The company will continue to develop and lead in
the areas of microelectronic packaging technology in the design,
packaging, and electrical testing industry. OSE USA's customers
include IC design houses, OEMs, and manufacturers. For more
information, visit OSE USA's Web site at: http://www.ose-usa.com
or contact Chris Ooi at 408/321-3629 about these services.


ONVIA.COM INC: Brings-In Ken Hansen as Supplier Sales Director
--------------------------------------------------------------
Onvia.com, Inc. (Nasdaq: ONVI) it hired Ken Hansen as Director
of Supplier Sales. Hansen oversees a team of 25 full-time sales
professionals that acquire subscribers for its government lead
notification service.  Onvia connects businesses to government
opportunities on-line.

Hansen was most recently Sales Manager for Qwest Wireless Direct
Sales, where he ranked as the top Sales Manager for both the 3rd
and 4th quarters of 2001.  Prior to Qwest, Hansen was Regional
Sales Manager for Staples Communications, a Nortel and Executone
reseller of telephony equipment.  At Staples Communications,
Hansen set new company sales records for the Washington
marketplace and increased the bottom line profit by 12% in one
year.  From 1993 to 1999, Hansen worked as a Sales
Representative and then Sales Manager for IKON Office Solutions
in both the Seattle and Portland marketplace where he
consistently exceeded revenue and profit goals.

"Ken brings direct business-to-business sales success that Onvia
will leverage to drive our subscriber metrics," shared Clayton
Lewis, President and Chief Operating Officer.  "A strength of
our business is our motivated and well-trained team of sales
professionals.  Ken has tremendous drive and is attracting some
of the region's top sales people to Onvia."

Onvia currently has 25,800 subscribing suppliers and is
projected to reach operating cash flow profitability in 2002,
pending the resolution of its idle lease facilities.

Onvia.com, Inc. helps businesses secure government contracts and
government agencies find suppliers online.  Onvia assists
businesses in identifying and responding to bid opportunities
from more than 50,000 government purchasing offices in the $600
billion federal, state, and local government marketplace.  Onvia
also manages the distribution and reporting of requests for
proposals and quotes from more than 400 government agencies
nationwide.  The size and strength of Onvia's network allows
suppliers and agencies to find better matches quickly, saving
time and money.

                              *   *   *

As previously reported (Troubled Company Reporter April 25, 2002
Edition), Onvia.com was advised by NASDAQ that it had begun
enforcing compliance with its minimum bid price requirement,
effective January 2, 2002. On February 14, 2002, the company
received an initial warning letter from NASDAQ that the price of
the company's common stock had closed below the minimum $1.00
per share listing requirement for 30 consecutive trading days
and that the 90-calendar day grace period had begun. On May 15,
2002, the company will enter the appeal phase of the delisting
process, which could take up to 90 days. The company also has
the option of applying for SmallCap listing. If approved, this
action could defer delisting into early 2003. Additionally,
Onvia's Board of Directors is considering other actions, such as
recommending to its shareholders a reverse stock split, in order
to maintain its NASDAQ listing.


PACIFIC GAS: Will Make Interest Payment on Unsecured Fin'l Debt
---------------------------------------------------------------
Pacific Gas and Electric Company will make interest payments on
May 31, 2002, for the month of March 2002 on certain of its
unsecured financial debt.

Pacific Gas and Electric Company requested and received
permission from U.S. Bankruptcy Court to pay unpaid interest to
certain unsecured financial creditors and to make quarterly
payments to such creditors on a going forward basis.

Pursuant to the court's March 27, 2002 order, the utility was
required to make an initial payment of pre- and post-petition
interest to holders of certain financial debt within ten days
after court approval of the utility's disclosure statement. The
court subsequently approved the disclosure statement on April
24, 2002, and Pacific Gas and Electric Company made an initial
interest payment to these creditors on May 6, 2002 for the
period ending February 28, 2002. The payment announced today is
for interest for the month ended March 31, 2002. The ex-interest
date for the interest payment is May 28, 2002, and the record
date for the interest payment is May 30, 2002.

Holders of the following unsecured financial debt will be
included in these payments: commercial paper, medium-term notes,
senior notes, floating rate notes, and Southern San Joaquin
Valley Power Authority bonds. Future payments on unsecured
financial debt will be made quarterly. The next interest payment
date will be July 1, 2002.  Information regarding the payment
amount per security will be posted on the PG&E Corporation Web
site -- http://www.pgecorp.com-- shortly.  

Pacific Gas and Electric Company also announced it will make an
interest payment on May 31, 2002, for the month ended March 31,
2002 on its 7.90 percent Deferrable Interest Subordinated
Debentures, Series A.  The ex- interest date for the interest
payment is May 28, 2002.  The record date for the interest
payment is May 30, 2002.  The interest payment per $25 security
is $.177976. The property trustee notified security holders on
April 24, 2002, that on May 24, 2002, the 7.90 percent
Deferrable Interest Subordinated Debentures, Series A, would
replace PG&E Capital I's 7.90 percent cumulative Quarterly
Income Preferred Securities, Series A. Future payments on these
debentures will be made quarterly. The next interest payment
date will be July 1, 2002.

The Bankruptcy Court's March 27, 2002 order also gave Pacific
Gas and Electric Company permission to pay interest to certain
other unsecured creditors, including vendors and service
providers. Pacific Gas and Electric Company plans to make the
first payment of interest to these creditors on or about July
30, 2002 and on a quarterly basis thereafter. The record date
for the interest payment is June 30, 2002.


PHILIP SERVICES: Receives Nasdaq Non-Compliance Determination
-------------------------------------------------------------
Philip Services Corporation (NASDAQ: PSCDE/ TSE: PSC) announced
that it has received a letter from the staff of the Nasdaq Stock
Market indicating that the Company is not in compliance with the
filing requirement for continued listing set forth in Nasdaq
Marketplace Rule 4310(c)(14). As previously reported by the
Company in its Form 8-K filed with the Securities and Exchange
Commission (the "SEC") on April 24, 2002 and its Form 10-Q filed
with the SEC on May 13, 2002, the Company's certifying
accountants resigned, and, because the Company has not yet
appointed new external auditors, the financial statements
contained in the Form 10-Q have not been reviewed by any outside
auditors. Because the Company's financial statements have not
yet been reviewed by an independent auditor, the staff of the
Nasdaq Stock Market has determined that the Company's Form 10-Q
does not fulfill its filing requirement for continued listing.

The Company has a right of appeal and has been granted an oral
hearing before a Listing Qualifications Panel to review the
staff's determination. Pending that hearing, which is scheduled
to occur on June 13, 2002, the Company's stock will continue to
trade on the Nasdaq National Market. There can be no assurance
as to the outcome of the hearing.

The Company's common stock is also listed on the Toronto Stock
Exchange.


PINNACLE HOLDINGS: Fails to Meet Nasdaq Min. Bid Price Standard
---------------------------------------------------------------
Pinnacle Holdings Inc. (Nasdaq: BIGT) received an anticipated
Nasdaq Staff Determination that the Company failed to comply
with the "Minimum Bid Price Rule" requirement for continued
listing set forth in Nasdaq Marketplace Rule 4450(a)(5), and
therefore, its common stock will be delisted from The Nasdaq
National Market at the opening of business on May 24, 2002.

On February 14, 2002, as previously disclosed, Nasdaq Staff
notified the Company that the bid price of its common stock had
closed at less than $1.00 per share over the previous 30
consecutive trading days, and, as a result, the Company was not
in compliance with the Minimum Bid Price Rule.  The Company was
provided 90 calendar days, or until May 15, 2002, to regain
compliance with the rule.  The Company has not regained
compliance with the rule.  The Company is entitled to appeal the
Staff's determination to a Nasdaq Listing Qualifications Panel.  
However, it does not anticipate doing so.

        Confirmation of Terms of Master Lease Agreement
     with Largest Customer -- Arch Wireless Holdings, Inc.

The Company also announced that the terms of an amended and
restated master lease agreement between it and Arch Wireless
Holdings, Inc., the operating subsidiary of Arch Wireless, Inc.
(OTC Bulletin Board: ARCHQ), were confirmed by the U.S.
Bankruptcy Court for the District of Massachusetts, Western
Division.  Arch Wireless, Inc. and certain of its subsidiaries,
including Arch, filed Chapter 11 petitions with the Bankruptcy
Court on December 6, 2001, and have been operating in the
ordinary course as debtors in possession.  The Debtors' plan of
reorganization was confirmed by the Bankruptcy Court on May 14,
2002, and they are expected to emerge from Chapter 11 by the end
of May.

The amended master lease agreement, once effective, provides
Arch with flexibility to rationalize its network while
guaranteeing the Company a minimum monthly rent, with
predetermined escalations, for a specified minimum site
commitment.  The master lease also contains certain incentives,
including relocation allowances, for Arch to relocate equipment
to Pinnacle sites as part of Arch's efforts to rationalize its
network.  To the extent Arch exceeds the minimum site
commitment, the agreement provides for additional rents.  The
anticipated net proceeds from the amended master lease agreement
are approximately $56 million in aggregate over three years.  As
of March 31, 2002 (without giving effect to the new terms), Arch
represented approximately 13% of Pinnacle's monthly run rate
revenue, or approximately $24 million annually.

               Memorandum of Understanding to Settle
                  Purported Class Action Lawsuit

The Company also announced that it has entered into a memorandum
of understanding to settle the consolidated securities class
action lawsuit that is currently pending against Pinnacle, its
Chief Executive Officer, Steven R. Day, its former Chief
Financial Officer, Jeffrey J. Card, its former Chief Executive
Officer, Robert J. Wolsey, various current and former directors
of Pinnacle, Pinnacle's former accountants,
PricewaterhouseCoopers, LLP, and the underwriters of Pinnacle's
January 18, 2000 secondary offering.  The litigation related to
alleged misrepresentations contained in a prospectus for
Pinnacle's January 18, 2000 secondary stock offering and alleged
misleading statements contained in press releases and other
filings with the SEC relating to certain of Pinnacle's financial
statements, the acquisition of approximately 1,858
communications sites from Motorola, Inc., Pinnacle's
relationship with its former accountants and other matters.  The
settlement, which has been agreed to by all of the parties to
the litigation, provides that the claims against Pinnacle and
its current and former officers and directors will be dismissed.  
In agreeing to the proposed settlement, Pinnacle and its current
and former officers and directors specifically deny any
wrongdoing.

The settlement provides for a cash payment of approximately $8.2
million, all of which will be covered by Pinnacle's insurance.  
Of the $8.2 million payment, $4.1 million shall be deemed to
have been made on behalf of Pinnacle, and $4.1 million shall be
deemed to have been made on behalf of the individual defendants.  
In addition, the settlement provides for additional cash
payments of approximately $2.6 million by PricewaterhouseCoopers
and $200,000 by the underwriter defendants.  The settlement is
subject to certain customary conditions, including preliminary
and final approval by the bankruptcy court in which Pinnacle
files its Chapter 11 bankruptcy plan, the U.S. federal district
court in which the action is pending and notice to the class.  
Once the courts give preliminary approval to this settlement,
formal notices with the details of the settlement will be sent
to the purported class members who purchased Pinnacle common
stock during the period of June 29, 1999 to August 14, 2001.

"We are pleased to put this matter behind us," said Steven R.
Day, Pinnacle's Chief Executive Officer.  "This settlement will
enable Pinnacle to avoid further costly and protracted
litigation and to continue our commitment to serve our customers
and constituents."

                         Recapitalization

As previously announced on April 26, 2002, Pinnacle entered into
a Securities Purchase Agreement with Fortress Investment Group
and Greenhill Capital Partners LLP pursuant to which Pinnacle
will be recapitalized through a pre-negotiated bankruptcy plan
to be filed under Chapter 11 of the U.S. Bankruptcy Code.  
Pinnacle expects to file the Bankruptcy Plan during the month of
May.

It is contemplated that the Bankruptcy Plan will be funded by
two new sources of capital: (1) an equity investment made by the
Investors of up to $205.0 million, and (2) a new credit facility
of $340.0 million to be led by a syndicate arranged by Deutsche
Bank Securities Inc. with Bank of America, N.A., as evidenced by
the financing commitment letter previously filed with the SEC.  
The lenders that issued the Investors the financing commitment
letter have extended the date that Pinnacle is required to file
bankruptcy that is a condition to their financing commitment
from May 15, 2002 to May 22, 2002.  Holders of at least two-
thirds of the aggregate principal amount of the Company's 10%
Senior Discount Notes due 2008 have agreed to vote in favor of
the Bankruptcy Plan.  Under the terms of the transaction
documents, holders of approximately two-thirds of the aggregate
principal amount of the Senior Notes have agreed, for a period
of up to 60 days from April 25, 2002, not to exercise certain
rights such holders may have against Pinnacle under the terms of
the indenture governing the Senior Notes, including the right to
receive principal of, and interest on, the Senior Notes.

The proposed transaction with the Investors is subject to a
number of conditions, including customary regulatory approvals,
the requisite creditors' approvals in bankruptcy and
confirmation of the Bankruptcy Plan.  The Purchase Agreement
also contains customary terms and conditions, including certain
exclusivity rights and a termination fee of $12.0 million to be
paid by Pinnacle in certain circumstances to the Investors if
the Purchase Agreement is terminated and Pinnacle consummates an
alternative transaction.

During the bankruptcy process, Pinnacle anticipates operating in
the ordinary course of business, subject to the provisions of
the U.S. Bankruptcy Code, and does not currently expect that its
trade suppliers, unsecured trade creditors, employees and
customers will be materially impacted.

As of March 15, 2002, Pinnacle has not made the last interest
payment due on its 5-1/2% Convertible Subordinated Notes due
2007, which constitutes a default under the Convertible Notes
indenture and a cross default under Pinnacle's senior credit
facility.

Pinnacle is a 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 4,000 sites.  
Pinnacle is headquartered in Sarasota, Florida.  For more
information on Pinnacle visit its Web site at
http://www.pinnacletowers.com  


PINNACLE HOLDINGS: Registers $200M 5.5% Conv. Sub Notes with SEC
----------------------------------------------------------------
Pinnacle Holdings Inc. has filed a registration statement with
the SEC to register $200,000,000 aggregate principal amount of
Pinnacle Holdings Inc.'s 5.5% convertible subordinated notes due
2007 and 2,551,840 shares of Pinnacle Holdings Inc.'s common
stock, par value $0.001 per share, issuable upon conversion of
these convertible subordinated notes. The Registration Statement
covers resales of these convertible subordinated notes and such
shares by securityholders. Approximately $12,450,000 principal
amount of convertible subordinated notes had been converted into
approximately 158,851 shares of Pinnacle Holdings Inc. common
stock.

In addition, certain holders of the convertible subordinated
notes may have sold their notes pursuant to the Registration
Statement. The remaining principal amount of the convertible
subordinated notes and the shares of Pinnacle Holdings Inc.
common stock issuable upon conversion of those convertible
subordinated notes, which have not been sold pursuant to the
Registration Statement, are now eligible for resale pursuant to
Rule 144 of the Securities Act of 1933, as amended.

Accordingly, the Company's Post-Effective Amendment is filed to
deregister any unsold convertible subordinated notes and the
shares of Pinnacle Holdings Inc. common stock issuable upon
conversion of those unsold convertible subordinated notes.

Pinnacle Holdings Inc.'s 10% bonds due 2008 (BIGT1), says
DebtTraders, are quoted at a price of 26. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=BIGT1for  
real-time bond pricing.


PINNACLE HOLDINGS: Files Pre-Negotiated Chapter 11 in New York
--------------------------------------------------------------
Pinnacle Holdings Inc. (Nasdaq: BIGT), together with its wholly
owned subsidiaries, Pinnacle Towers Inc., Pinnacle Towers III
Inc. and Pinnacle San Antonio LLC, filed their anticipated
voluntary petitions for reorganization under Chapter 11 of the
U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the
Southern District of New York.  

As previously announced, Pinnacle's pre-negotiated bankruptcy
filing is being made to implement the recapitalization of
Pinnacle pursuant to the terms of the Securities Purchase
Agreement entered into as of April 25, 2002 with Fortress
Investment Group and Greenhill Capital Partners.  

Pinnacle currently expects to file a proposed plan of
reorganization and disclosure statement with the Bankruptcy
Court in the next few days.  Once the Bankruptcy Court approves
a form of disclosure statement, Pinnacle will distribute the
plan of reorganization and disclosure statement in connection
with its solicitation of votes from the holders of Pinnacle
Holding's 10% Senior Discount Notes due 2008, Pinnacle Holding's
5-1/2% Convertible Subordinated Notes due 2007 and outstanding
common stock. Holders of at least two-thirds of the aggregate
principal amount of the Senior Notes and holders of at least
two-thirds of the outstanding aggregate principal amount of the
Convertible Notes have agreed to vote in favor of a plan which
implements the Purchase Agreement.  

The Bankruptcy Plan will be funded by two new sources of
capital: (1) an equity investment made by the Investors of up to
$205.0 million, and (2) a new credit facility of
$340.0 million to be led by a syndicate arranged by Deutsche
Bank Securities Inc. with Bank of America, N.A.  Immediately
following confirmation of the Bankruptcy Plan, Pinnacle Holdings
would be merged into a newly formed Delaware corporation formed
by the Investors with New Pinnacle being the surviving
corporation.

Under the terms of the Purchase Agreement with the Investors,
Fortress will purchase up to approximately 13,735,000 shares of
common stock of New Pinnacle and Greenhill will purchase up to
approximately 6,765,000 shares of common stock of New Pinnacle.  
The Purchase Agreement provides for the cancellation of the
Senior Notes in exchange for up to $114.0 million (or $350.77
per $1,000 par value bond) in cash or, at the holder's election,
a combination of cash and up to 49.9% of New Pinnacle's
outstanding common stock.  The number of Investor Shares (and
hence their cash investment) will be proportionately decreased
by the number of shares purchased by holders of the Senior
Notes.

The Purchase Agreement also provides for the cancellation of the
Convertible Notes in exchange for up to $500,000 in cash and
five-year warrants to purchase up to approximately 205,000
shares of New Pinnacle's common stock at approximately two times
the price of the Investor Shares. Convertible Note holders can
double this amount to a total of $1.0 million in cash and
warrants to purchase 410,000 shares, representing approximately
2% of New Pinnacle's equity capitalization, if the Convertible
Note holders agree to give certain releases.  The Purchase
Agreement further provides for cancellation of the outstanding
shares of Pinnacle common stock.  Former stockholders and
plaintiffs in a stockholder class action shall receive five-year
warrants to purchase up to 102,500 shares of New Pinnacle common
stock (representing approximately 1/2% of New Pinnacle's equity
capitalization) at approximately two times the price of the
Investor Shares. This amount can be doubled to 205,000 shares,
representing approximately 1% of New Pinnacle's capitalization,
if the stockholders agree to give certain releases.  Trade and
other creditors will be paid in full in the ordinary course.

The Purchase Agreement contains customary terms and conditions,
including exclusivity provisions that generally prohibit
Pinnacle from discussing or negotiating an alternative
restructuring transaction, unless Pinnacle first receives an
unsolicited bona fide proposal regarding such an alternative
transaction.  Pinnacle cannot enter into any agreement providing
for an alternative transaction, except in certain circumstances
where Pinnacle's board of directors determines that the
alternative transaction would provide a higher value to Pinnacle
than the transaction contemplated by the Purchase Agreement.  If
Pinnacle consummates such an alternative transaction, under
certain circumstances, Pinnacle would be required to pay the
Investors a break-up fee of up to $12 million.

A syndicate of lenders, with Bank of America, N.A. as
administrative agent, has agreed to furnish Pinnacle with a
debtor-in-possession (DIP) revolving credit facility that will
provide Pinnacle with use of cash collateral and up to $15.0
million in financing during the pendency of the reorganization
proceeding.  The DIP Facility is subject to the approval of the
bankruptcy court.

Pinnacle expects to emerge from bankruptcy during the fall of
2002. During the reorganization process, Pinnacle anticipates
operating in the ordinary course of business, subject to the
provisions of the U.S. Bankruptcy Code, and does not currently
expect that its trade suppliers, unsecured trade creditors,
employees and customers will be materially impacted.  Pinnacle
filed a number of customary first day motions in the bankruptcy
court in New York to help maintain Pinnacle's business
operations without interruption, maintain vendor, customer,
employee and supplier confidence, and provide Pinnacle with
appropriate professionals to enable a successful reorganization.
The court filings include: (1) requests to pay pre-petition
wages, salaries, benefits and reimbursable expenses to
Pinnacle's employees and to continue existing employee policies
and to continue the workers' compensation program then in
effect; (2) determination of adequate assurance of payment for
future utility services; (3) maintenance of most existing bank
accounts and continued use of existing business forms and cash
management system; (4) retention of counsel, investment banker,
ordinary course professionals and a claims and balloting agent;
(5) approval of post-petition financing and use of cash
collateral; and (6) requests to obtain certain other relief.  
Pinnacle Holdings and its subsidiaries that filed the petitions
for voluntary relief have also filed a scheduling motion asking
for rapid hearings on their disclosure statement and
confirmation of the Bankruptcy Plan.

Steven R. Day, Pinnacle's Chief Executive Officer, said "We are
pleased to continue advancing toward our goal of implementing
our previously announced restructuring plan.  A reorganization
proceeding represents an effective vehicle for deleveraging
Pinnacle's balance sheet, while allowing the holders of the
Senior Notes to realize both a cash distribution and an
opportunity to participate as equity holders in a significantly
deleveraged company supported by dedicated sponsors.  Because
the holders of at least two-thirds of the aggregate principal
amount of the Senior Notes and the Convertible Notes have agreed
to the terms of the restructuring, we expect to emerge from the
bankruptcy process expeditiously.  I continue to be appreciative
of the cooperation and support or our employees, customers,
vendors and creditors."

                Amendment of Purchase Agreement

Pinnacle also announced that in connection with the bankruptcy
filing, Pinnacle has entered into an amendment and
acknowledgement of the Purchase Agreement with the other parties
to the Purchase Agreement and certain holders of its Senior
Notes and Convertible Notes.  The Amendment, among other items,
revises the forms of the New Pinnacle Certificate of
Incorporation and the Investor Agreement attached to the
Purchase Agreement as Exhibits A and B, respectively.  The
Amendment further reflects the parties' agreement that, as a
result of recent actions taken by Pinnacle and the Internal
Revenue Service with respect to certain previous elections that
as previously announced were not made by Pinnacle with respect
to prior year acquisitions of C Corporations, the condition to
closing in the Purchase Agreement that required Pinnacle to
obtain a Determination (as defined in the Purchase Agreement) is
deemed satisfied.  Pinnacle will not owe tax, interest or
penalties because such elections were not previously made.

Pinnacle is a 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 4,000 sites.
Pinnacle is headquartered in Sarasota, Florida. For more
information on Pinnacle visit its Web site at
http://www.pinnacletowers.com


PINNACLE HOLDINGS: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Pinnacle Holdings, Inc.
             301 North Cattleman Road, Suite 300
             Sarasota, FL 34232

Bankruptcy Case No.: 02-12482

Debtor affiliates filing separate chapter 11 petitions:

     Entity                        Case No.
     ------                        --------
     Pinnacle Towers III Inc.      02-12477
     Pinnacle Towers, Inc.         02-12483
     Pinnacle San Antonio LLC      02-12484

Type of Business: The Debtors are leading independent providers
                  of wireless communication site space in the
                  United States. Debtors' business primarily
                  focuses on renting space on communications
                  sites to providers of wireless communications
                  services, such as personal communications
                  services, cellular, paging, specialized
                  mobile radio, enhanced specialized mobile
                  radio, wireless data transmissions and radio
                  and television broadcasting.

Chapter 11 Petition Date: May 21, 2002

Court: Southern District of New York

Debtors' Counsel: Sandra E. Mayerson, Esq.
                  Holland & Knight
                  195 Broadway
                  New York, NY 10007
                  Tel: 212 513-3250
                  Fax: 212 385-9010

Total Assets: $1,002,675,000

Total Debts: $931,899,000


A. Pinnacle Towers III Inc.'s Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------

Radisson Waikiki            Trade Debt                  $1,850
   Prince Kuhio

Con Ed                      Trade Debt                  $1,294

Royal Lahaina Resort        Trade Debt                  $1,143

Locke Liddel & Sapp LLP     Professional Services         $703

SE&G                        Trade Debt                    $585

SAA Institutional Real      Trade Debt                    $549
   Estate Equities

Olliers, Turley,            Trade Debt                    $531  
   Martin & Tucker

WTEC                        Trade Debt                    $508

L&B Biscayne Tower          Trade Debt                    $460
   Group Trust  

United Service Co.          Trade Debt                    $426

Downtown North Sixty        Trade Debt                    $269
   Assoc Joint Venture

McBee Systems, Inc.         Trade Debt                    $155

Big Country Electric        Trade Debt                    $117
   Cooperative, Inc.

Southwestern Bell           Trade Debt                     $99

Total Comfort Service       Trade Debt                     $81
   Center, Inc.

LIPA                        Trade Debt                     $72

Taylor Telephone            Trade Debt                     $53
   Cooperative

Qwest BRI Property          Trade Debt                     $13
   Management


B. Pinnacle Holdings, Inc.'s Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Senior Discount Notes       Debt Securities       $297,751,000
   Notices c/o Bank of
   New York
Attn: Enrique Lopes
Corporate Trust Operations
15 Broad Street, 6th Floor
New York, NY 10007
Tel: 212 235-2360

Convertible Subordinated     Debt Securities      $187,550,000
   Notes Notices c/o Bank
   of New York
Attn: Enrique Lopes
Corporate Trust Operations
15 Broad Street, 6th Floor
New York, NY 10007
Tel: 212 235-2360

Deutsche Banc Alex Brown     Professional Services  $3,000,000
Global Corporate Finance
Attn: David Dunn
280 Park Avenue, 9th Floor
New York, NY 10017
Tel: 212 454-6500

The NASDAQ Stock             Annual Fee                $29,820
   Market Inc.


C. Pinnacle Towers, Inc.'s Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Motorola                    Purchase Agreement     $10,000,000
Jeff Moran
1307 E. Algonquin Rd.
Schaumberg, IL 60196
Tel: 847 576-3687

American Tower              Contract                  $500,000
Michelle Tedisco
116 Huntington Ave.
11th Floor
Boston, MA 02116
Tel: 617 375-7500

Locke Liddell & Sapp LLP    Professional Services    $159,058

Piper Rudnick               Professional Services     $94,975

Solomon Pearl Blum          Professional Services     $71,514
   Heyman & Stitch

Sky Tek Wireless            Trade Debt                $71,510
   Solution, Inc.

Honeywell, Inc.             Trade Debt                $39,110

Modern technical Service    Trade Debt                $28,750

Tribune Television          Trade Debt                $28,134
   Northwest

Trico Tower Service, Inc.   Trade Debt                $26,633

Button Communications, Inc. Trade Debt                $22,222


D. Pinnacle San Antonio LLC's Largest Unsecured Creditors:

Entity                      Nature Of Claim       Claim Amount
------                      ---------------       ------------
Corban Communications       Contract                $1,700,000
Attn: Hal Thomas
PO Box 703809
Dallas, TX 75370
Tel: 800 580-9075

Bexar County Tax            Tax                        $35,813
   Assessor-Collector

Bexar County Tax            Tax                        $13,437
   Assessor-Collector

Southwestern Bell           Trade Debt                  $1,136

City Public Service         Trade Debt                  $1,073


POLAROID CORP: Intends to File Disclosure Statement -- Later
------------------------------------------------------------
Pursuant to Bankruptcy Rule 3016(b), Polaroid Corporation and
its debtor-affiliates ask the Court's authority to:

  (a) waive the requirement to file a Disclosure Statement with
      the filing of plan of reorganization; and

  (b) fixing the 30th day after the consummation of the Sale
      as the time to file a disclosure statement.

Gregg M. Galardi, Esq., at Skadden, Arps, Slate, Meagher & Flom,
LLP, in Wilmington, Delaware, recalls that the Debtors filed the
plan of reorganization on April 29, 2002. The Plan, Mr. Galardi
explains, is premised on the consummation of the Sale with OEP
or another bidder -- the liquidation of the Debtors' remaining
assets and the distribution of the Sale proceeds and the
Debtors' other assets to the Debtors' creditor constituencies.

Hence, Mr. Galardi contends, it would be a greater benefit to
the creditors and the Debtors' estate to file the Disclosure
Statement later because:

    (a) the Debtors cannot determine the total consideration it
        will receive, including the full extend of the
        liabilities being assumed prior to the consummation of
        the sale;

    (b) there is a potential dispute between the Pre-petition
        Secured Lenders and the Debtors regarding the Amended
        and Restated Credit Agreement dated December 11, 1998,
        which the Debtors hope to resolve immediately.

Mr. Galardi notes that postponing the filing of the Disclosure
Statement will lessen the Debtors' administrative expense in the
preparation of the disclosure Statement which would most likely
be revised three months from now. (Polaroid Bankruptcy News,
Issue No. 17; Bankruptcy Creditors' Service, Inc., 609/392-0900)


STANSBURY HOLDINGS: Mar. 31 Working Capital Deficit Tops $8.4MM
---------------------------------------------------------------
Stansbury Holdings Corporation was incorporated in 1969 under
the name Stansbury Mining Corporation. In 1985, Stansbury
changed its name to Stansbury Holdings Corporation.

Stansbury, and its wholly owned subsidiaries, are:

Elk Creek Vermiculite, Inc.,
Dillon Vermiculite Limited LLC,
International Vermiculite (Montana), Inc.,
International Vermiculite (California), Inc., and
Sweetwater Garnet, Inc.,

The Company's business is the acquisition, exploration,
development and operations of industrial mineral properties,
particularly vermiculite and garnet mineral projects.

The Company emerged from Chapter 11 bankruptcy proceedings
during 1985, and was non-operating until June, 2000. At March
31, 2002, it's negative working capital was approximately $8.4
million, and accumulated deficit was approximately $17.1
million.

There can be no assurances that the Company will be successful
in obtaining the financing necessary to develop its mineral
reserves. Nor can there be any assurances that other sources of
funds can be obtained to cover general and administrative costs.

The Company's independent public accountants have included a
"going concern" emphasis paragraph in their audit report
accompanying the June 30, 2001, consolidated financial
statements reported in the Company's 10K-SB for that reporting
period. The paragraph states that the Company's recurring losses
and negative working capital raise substantial doubt about the
Company's ability to continue as a going concern.

The Company has been inactive and non-operating for most of its
30 years prior to the current fiscal year; consequently, it is
questionable as to whether or not it can remain a going concern.
The primary activity in the past few years has been to preserve
and maintain mineral leases and claims. Little actual mining has
occurred until the commenced its operation late in the Fiscal
Year ending June 30, 2000. The Company has had no income since
1991, until the fourth quarter of the Fiscal Year ending June
30, 2000, and has utilized proceeds of loans from shareholders
and the issuance of capital stock for meeting its operating
capital commitments, as well as four secured loans obtained in
the current fiscal year. The Company has had no income of
consequence since March 31, 2001.


STAR MULTI CARE: Nasdaq Delisting Stayed Pending Hearing Outcome
----------------------------------------------------------------
Star Multi Care Services, Inc. (Nasdaq: SMCS) announced that on
May 13, 2002, the Company received notification from The Nasdaq
Stock Market that it was not in compliance with Marketplace Rule
4310(C)(2)(B) that requires that the Company maintain a minimum
of $2 million of net tangible assets or $2.5 million in
stockholders equity.  Nasdaq notified the Company that its
common stock would be delisted from The Nasdaq Stock Market on
May 21, 2002.  However, the Company has appealed this decision
by requesting a hearing that will stay this delisting action
until a hearing is held and a final determination is made.

Star Multi Care Services, Inc. is a primary provider of
proprietary, long term care, and high-tech home health care
services and staffing to hospitals and other medical facilities
throughout Southeastern Florida, Ohio and Pennsylvania.  The
Company is headquartered in Huntington Station, New York.


TELEGLOBE INC: Ontario Court Grants CCAA Creditor Protection
------------------------------------------------------------
Teleglobe Inc. confirmed that the honorable Judge J.M. Farley of
the Ontario Superior Court of Justice has granted the Company an
Order providing creditor protection under the Companies'
Creditors Arrangement Act (CCAA). The Company will initiate
ancillary filings in the United States and United Kingdom. These
filings will provide the Company with time to complete its
previously announced reorganization plan.


TELEGLOBE INC: Commences Reorganization with CCAA Protection
------------------------------------------------------------
Teleglobe Inc. announced a major reorganization strategy to
renew its focus on its core voice and related data business to
maximize stakeholder value.

    Six elements support this reorganization strategy:

       -  The Company is exiting from its hosting business and
portions of its data transmission business to facilitate its
renewed focus on its core operations. By exiting these
businesses, Teleglobe will free itself from the high costs
associated with recently built infrastructure, primarily
developed to support the discontinued data and hosting
operations.

      -   To facilitate this process, Teleglobe is applying to
the Ontario Superior Court of Justice for an Order providing
creditor protection under the Companies' Creditors Arrangement
Act (CCAA). The Company will initiate ancillary filings in the
United States and United Kingdom.

      -   As part of the reorganization strategy, Teleglobe
reduced its workforce by 850 people. Approximately 950 jobs will
remain at the Company to support the core business and its
restructuring process. Fifty percent of  the job losses will
occur in the United States and 15 percent in Canada. Job losses
are across all organizational levels. These losses relate
primarily to the terminated data and hosting operations.

      -   John Brunette has been appointed Chief Executive
Officer to oversee the implementation of the overall strategy
and to lead the financial restructuring process and the sale of
non-strategic assets and businesses. Previously, he served as
Teleglobe's Executive Vice President and Chief Administrative
Officer. Executive Vice President of Voice, Serge Fortin, has
been appointed Chief Operating Officer with the mandate to lead
the operations of the core voice and related data business.
Teleglobe's board of directors has accepted the resignation of
Charles Childers, formerly the Company's president.

      -   Teleglobe has secured US$100 million of debtor-in-
possession (DIP) financing from BCE Inc. This financing will
support the continued operations of the core business, including
the servicing of customers and the payment of employee wages and
benefits.

      -   Teleglobe will ensure the orderly transition of
customers of  discontinued services to new service providers.

"Our primary objective is to maximize the value of the Company
for all stakeholders," said Mr. Brunette. "This strategy allows
us to be free of a financial burden and focus on our core
business, which has been built over a 50 year period."

               Returning to the Core Business

Teleglobe's key asset moving forward is its traditional
wholesale voice business, which provides voice and data services
to other telecom carriers in North America and around the world.
This business has a global base of longstanding customers and
generated approximately $750 million of the Company's US$1.3
billion in revenues last year.

"This strategy is good for our stakeholders and the customers of
our core business, who can expect to see no decline in the level
and quality of service as a result of today's developments. The
integrity of our services and customer relationships remain
intact. To these customers it is business as usual," added Mr.
Fortin.

Operating on a stand-alone basis, the Company's core business is
expected to generate free cash flow and be self-funding, once
freed from its current high cost structure. This business
employs approximately 600 people and will be headquartered in
Montreal.

       Immediate next steps for the Company include:

      -   Separation and sale of assets from discontinued data
and hosting businesses:
           --  Exit the hosting business immediately
           --  Rationalize  the GlobeSystem network
           --  Scale back the product suite, including
               enterprise services

      -   Maximization of stakeholder value through the
enhancement and potential sale of the core business:
           -  Continue discussions with potential buyers.
           -  Work closely with key customers to expand the
              Company's commercial agreements

      -   Immediately begin transition of customers of
discontinued services to new providers:
          -  Establish dedicated migration teams
          -  Develop tailored communication programs


          Fair and Equitable Treatment of Employees

Affected employees will receive separation benefits, including
severance pay and outplacement assistance. Approximately US$25
million of additional funding from BCE Inc. is intended for
employee retention and severance packages.

"The job losses are a difficult but necessary action to ensure
Teleglobe can focus its resources on operations that are
financially strong, including our core business," added Mr.
Brunette.


TELETOUCH COMMS: Completes Renegotiation of Senior Debt Facility
----------------------------------------------------------------
Teletouch Communications, Inc. (Amex: TLL) has completed the
renegotiation of its senior debt facility resulting in a
significant reduction in its debt. The transaction also
eliminated the Company's previous default under terms of its
credit agreements.  This arrangement has been the result of long
and arduous negotiations spanning many months.  Its successful
conclusion affords Teletouch the opportunity to develop and grow
its existing business and removes substantial impediments to the
growth of the Company.

"The negotiations regarding our senior debt were successful in
eliminating approximately $60 million in principal and interest
owed by Teletouch, saving approximately $1 million per quarter
in interest costs," stated J. Kernan Crotty, President of
Teletouch Communications, Inc.  "The net result for Teletouch
stockholders is a stronger balance sheet and improved cash flow.  
We appreciate the cooperation of our senior lenders in working
with us in a settlement that was satisfactory to all parties."

The transaction eliminated approximately $57.3 million in
principal and $2.7 million in accrued interest in senior debt
under its 1996 financing arrangements.  The former lenders
agreed to terminate and release Teletouch from its obligations
under the credit agreement that was secured by substantially all
of the assets of Teletouch and its subsidiaries.  Borrowings
under the credit agreement had required the principal be repaid
in escalating quarterly installments through November 2005.  In
order to complete the transaction, Teletouch entered into new or
amended credit agreements with First Community Financial
Corporation, ING PRIME RATE TRUST, and TLL Partners, L.L.C. (an
entity affiliated with Mr. Robert McMurrey, Chairman of
Teletouch) aggregating $7.2 million.  Proceeds from these
facilities combined with working capital from the Company were
used to fund the $12.5 million settlement.  Contemporaneous with
the reduction of the senior debt, TLL Partners, L.L.C. assisted
Teletouch in obtaining a forgiveness of approximately $25.3
million in junior subordinated debt owed to CIVC and certain
related parties.  Subsequent to the completion of the
transactions, the Company has a total of $7.2 million in
institutional and subordinated debt.

As a result of the transactions, Teletouch's stockholders equity
will increase by approximately $70 million.

"We have approximately $3 million in cash availability and
expect a significant improvement in cash flow following the
transaction," continued Mr. Crotty.  "During the past few years,
Teletouch was successful in generating positive cash flow, even
though our business was impacted by cellular phone technologies.  
We have successfully transitioned our business to include these
new products and believe our improved cash position will be an
important part in funding additional growth opportunities in
wireless communications services for Teletouch."

The transaction that is the subject of this release is extremely
complicated.  Readers should read closely a Current Report on
Form 8-K that Teletouch expects to file with the Securities and
Exchange Commission within the ten days following this press
release.

Teletouch Communications provides wireless messaging, cellular
and two-way radio communications services in Alabama, Arkansas,
Florida, Louisiana, Mississippi, Missouri, Oklahoma, Texas and
Tennessee.  The Company focuses on smaller metropolitan markets
where it believes there is less competition and more opportunity
for internal growth than in larger metropolitan areas.
Teletouch's common stock is traded on the American Stock
Exchange under the stock symbol TLL.

Additional financial information on Teletouch is available at
the Internet Web address:  http://www.irinfo.com/tll  

Teletouch Paging services are available at:  
http://www.teletouch.com


TRENWICK GROUP: Fitch Maintains Credit Ratings' Evolving Outlook
----------------------------------------------------------------
Fitch Ratings is maintaining its Evolving Rating Outlook on
Trenwick Group, Ltd. and its subsidiaries.

Fitch's action follows Trenwick's May 16 announcement that it
had sold the property catastrophe book of business of its
LaSalle Re, Limited subsidiary, to Specialty Insurance Ltd.
LaSalle Re is a wholly owned subsidiary of Trenwick.

The sale was effected through a 100% quota share under which
LaSalle Re sold its in-force property catastrophe book of
business as of April 1, 2002 in exchange for a 25% ceding
commission. LaSalle Re collected approximately $15 million
representing ceding commission and other benefits at the close
of the transaction.

Terms of the sale also call for LaSalle Re to receive additional
payments contingent on the business's profitability and renewal
rate.

Trenwick has also recently stated that it plans to pay off its
existing $195 million of bank debt using cash from dividends
that will be paid by LaSalle Re. The company has characterized
this dividend, as capital in excess of that required to support
LaSalle Re's remaining business in force.

Fitch considers this a reasonable characterization since
approximately 70% of LaSalle Re's gross premiums are from
relatively short-tail property catastrophe reinsurance and since
Trenwick recently exercised its right to raise $55 million of
preferred equity under a CAT-E-Put contract with Swiss Re, thus
providing a cushion against adverse loss development.

Fitch believes that Trenwick's financial profile and financial
flexibility will improve by paying down its bank debt. Fitch
estimates that after paying down the bank debt, Trenwick's debt-
plus-preferred to capital ratio will decline to 25% from 47%.
Fitch also believes that Trenwick removed a source of earnings
volatility by exiting the property catastrophe market.

From a financing perspective, Fitch believes that Trenwick's
next challenge is to obtain a replacement letter-of-credit
facility for its current $230 million facility that expires in
November 2002. This facility is used to support Trenwick's
underwriting operations at Lloyds. In 2001, these operations
generated approximately 30% of Trenwick's gross premiums
written. Trenwick's non-laddered debt structure and
corresponding refinancing risk were major factors impacting
Fitch's thinking when it assigned its rating and rating outlook
in January 2002.

                          Rating List:

     Trenwick Group, Ltd. --Long-term - 'BB-'/Evolving.

     Trenwick America Corp - --Long-term 'BB-'/Evolving.

     LaSalle Re Holdings, Ltd. --Long-term - 'BB-'/Evolving.

     Trenwick America Corp. --Senior debt - 'BB-'/Evolving.

     Trenwick Capital Trust I --Preferred capital sec -      
                         B+'/Evolving.

     LaSalle Re Holdings, Ltd. --Preferred stock - 'B'/Evolving.


TRISM INC: Hires Peisner Johnson to Hunt for Tax Refunds
--------------------------------------------------------
Trism, Inc., asks for authority from the U.S. Bankruptcy Court
for the Western District of Missouri to engage Peisner Johnson &
Company, LLP as Tax Consultants and Auditors for the purpose of
investigating, preparing and filing any claims for refunds due
and owing to the Debtors.

The Debtors assert that Peisner Johnson is an experienced tax
consulting and auditing firm with extensive experience in state
and local tax review for national and regional trucking
companies.

The services Peisner Johnson will perform for Debtors include:

     a) conducting a detailed review and analysis of Debtors'
        records, invoices and other documents to determine if
        Debtors are entitled to any tax refunds or credits or
        reductions in assessments, interest or penalties;

     b) researching all applicable issues and scheduling all
        items qualifying for refunds;

     c) providing Debtors with a detailed report of all areas of
        tax relief and documentation supporting the report;

     d) with Debtors' approval, preparing and filing all
        necessary and appropriate returns, claims, etc.; and

     e) negotiating any disputes and finalizing any compromises.

Debtors propose to compensate Peisner Johnson on a contingency
basis:

     a) Debtors will pay Peisner Johnson 50% of any refunds
        identified by Peisner Johnson and received by Debtors;

     b) To the extent that any refunds consist of tax credits,
        reduced assessments, or reduced interest or penalties,
        Debtors will pay 50% of the amount by which the taxes,
        interest or penalties is reduced;

     c) No fee will be owed to Peisner Johnson if no refunds are
        identified by Peisner Johnson and received by Debtors;

     d) All amounts owed to Peisner Johnson for any refunds
        received by Debtors will be due and payable upon the
        date of receipt by Debtors of said refund;

     e) All amounts owed to Peisner Johnson for any tax credits,
        reduced assessments, or reduced interest or penalties
        will be due and payable upon the date of distribution to
        the creditors in the bankruptcy cases;

     f) Peisner Johnson will be entitled to interest at the
        annual rate of 10% beginning 30 days after payment is
        due with said interest continuing to accrue until
        payment is received by Peisner Johnson; and

To the best of the Debtors' knowledge, information and belief,
Peisner Johnson has no connection with, and neither holds nor
represents any interest adverse to, the Debtors, their estate,
creditors or any other parties in interest.

Trism, Inc., the nation's largest trucking company that
specializes in the transportation of heavy and over-dimensional
freight and equipment, as well as material such as munitions,
explosives and radioactive and hazardous waste, filed for
chapter 11 protection on December 18, 2001 in Western District
of Missouri. Laurence M. Frazen, Esq. at Bryan Cave LLP
represents the Debtors in their restructuring efforts. When the
Company filed for protection from its creditors, it listed $155
million in assets and $149 million in debts.


U.S. AGGREGATES: Wins Approval to Sell All Assets to Oldcastle
--------------------------------------------------------------
As previously disclosed in a March 11 press release, U.S.
Aggregates announced its intention to sell substantially all of
the assets of U.S. Aggregates and its subsidiaries to Oldcastle
Materials under section 363 of the U.S. Bankruptcy Code.  On May
15, the Company received bankruptcy court approval to proceed
with this transaction. The sale is expected to close at the end
of May and U.S. Aggregates values the transaction at
approximately $140 million.  Oldcastle Materials is a subsidiary
of CRH plc (Nasdaq: CRHCY), one of the largest producers of
aggregates, asphalt and ready mix concrete in the U.S.

Founded in 1994, U.S. Aggregates, Inc. is a producer of
aggregates.  Aggregates consist of crushed stone, sand and
gravel.  The Company's products are used primarily for
construction and maintenance of highways and other
infrastructure projects as well as for commercial and
residential construction.  USAI serves local markets in nine
states in two regions of the United States, the Mountain states
and the Southeast.


US DIAGNOSTIC: Eyeing Bankruptcy Protection to Restructure Debts
----------------------------------------------------------------
US Diagnostic Inc. (OTCBB:USDL) reported its financial results
for the first quarter 2002. For the quarter ended March 31,
2002, the Company's net loss was $.9 million as compared to a
$1.2 million net loss for the quarter ended March 31, 2001. Net
revenue for the first quarter 2002 was $11.3 million versus
$17.0 million for the first quarter 2001. The reduction in
revenues was attributable to the impact of the Company's sale
and closure of 13 imaging centers in 2001.

The Company's financial condition continued to deteriorate
during 2001 and into 2002 despite efforts to improve operations
and its cash flow remains inadequate to support its operating
needs and to service its debt obligations. The Company is
substantially dependent upon the willingness of its primary
senior lenders to reduce their sweeps of the Company's available
cash which in part secures the Company's obligations under its
credit facilities with such lenders. If these forbearances were
terminated, the Company would likely be forced to seek immediate
protection in bankruptcy. In addition, the Company continues to
negotiate with its senior lenders and a committee of debenture
holders regarding a restructuring which would require the
Company to commence a voluntary case under Chapter 11 of the
Bankruptcy Code and pursuant to which an entity affiliated or
supported by the Company's senior lenders would acquire
substantially all of the Company's operating assets in exchange
for a cash payment that would be used to partially repay
creditors. In all likelihood there would be little or no value
remaining in the Company for its current stockholders. There can
be no assurance that a definitive agreement with respect to the
proposed sale will be entered into or that such agreement would
be approved by the bankruptcy court, nor can there be any
assurance as to the amount of funds that will be available to
pay the Company's creditors or the particular percentage of each
class of creditors' claims that could be repaid. For more
information, read the Company's Form 10-Q for the quarter ended
March 31, 2002 and the Annual Report on Form 10-K for the year
ended December 31, 2001 as filed with the Securities and
Exchange Commission and which can be found on the Securities and
Exchange Commission's Web site at http://www.sec.gov  

US Diagnostic Inc. is an independent provider of radiology
services with locations in 10 states and owns and operates 22
fixed site diagnostic imaging facilities.


USG CORP: Brings-In Deloitte & Touche to Replace Arthur Andersen
----------------------------------------------------------------
USG Corporation said that the Audit Committee of the Board of
Directors, after careful consideration, has selected Deloitte &
Touche LLP to replace Arthur Andersen LLP as its independent
public accountant. The selection follows a thorough review
process in which USG solicited proposals from several leading
accounting firms amid growing concern about the impact of recent
events on Andersen's ability to continue to meet USG's
requirements. "This decision should not be viewed as a
reflection on the quality of the work performed by Andersen, as
they have served us well for nearly 80 years," said USG
Corporation Chairman, President and CEO, William C. Foote.

"We are pleased with the selection of Deloitte & Touche to
serve as USG's auditor and are confident that the firm will
provide USG and its shareholders with outstanding service. Their
focus on quality and commitment to customer service is
consistent with our own values," Foote added.

USG Corporation is a Fortune 500 company with subsidiaries
that are market leaders in their key product groups: gypsum
wallboard, joint compound and related gypsum products; cement
board; gypsum fiber panels; ceiling panels and grid; and
building products distribution. For more information about USG
Corporation, visit the USG home page at http://www.usg.com(USG  
Bankruptcy News, Issue No. 24; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


WARNACO GROUP: Court Okays Increase in FTI's Compensation Limit
---------------------------------------------------------------
FTI Consulting, Inc., accountants of Dewey Ballantine -- Special
Counsel to The Warnaco Group, Inc., sought and obtained the
Court's authority to increase its compensation cap from $175,000
to $400,000.

Raymond T. Sloane, Managing Director of FTI, relates that the
Retention Order of FTI sets the compensation cap to $175,000.
This amount is established on the basis of "certain
understanding of facts and circumstances provided by the Debtors
that turned out to be incomplete."

As early as mid-November, 2001, Mr. Sloane says, FTI already
alerted special counsel, Dewey Ballantine, that FTI's fees would
likely breach the cap to finish the investigation. Upon Dewey's
information, the Audit Committee stand that the audit should be
"completed and that no short-cuts be taken." Thus, FTI continued
the work to meet the presentation deadline of the report to the
Audit Committee to curb:

    (a) a delay in providing the Audit Committee with the
        findings of the investigation to enable it to make any
        necessary action;

    (b) a delay in quantifying and reporting the Debtors'
        restatement of its prior year earnings;

    (c) a further delay in complying with the Securities and
        Exchange Commission's reporting requirements for past
        and current financial reports;

    (d) the inability to provide the Securities and Exchange
        Commission the timely information pertaining to the
        investigation; and

    (e) additional work to be performed and fees to be incurred
        by the Debtors' independent auditors.

Furthermore, Mr. Sloane adds, the Debtors requested FTI, as
additional services, "to meet with the Securities and Exchange
Commission and separately with the accounting firm, Deloitte &
Touche, LLP, to discuss the scope and substance of our work."

Accordingly, Mr. Sloane contends that the request is warranted
because, great benefit has been provided to the estate, given
that:

    (a) FTI has conducted an independent accounting
        investigation, as an objective third party, into the
        facts and circumstances leading to the need for the
        Debtors to restate its financial results reported for
        earlier periods, and in support of the Audit Committee's
        on-going oversight responsibility regarding the Debtors'
        financial statements;

    (b) FTI's prior involvement in similar accounting,
        investigative and expert financial services to various
        constituencies provides the Debtors with crucial
        credibility with the Debtors' creditors and the SEC; and

    (c) the level of services FTI provided to the Debtors were
        not duplicative of the efforts of any of the other
        professionals retained by the Debtors or other
        constituencies.

Finally, Mr. Sloane assures the Court that, pursuant to Section
101(14) of the Bankruptcy Code, FTI does not represent or hold
any interest adverse to the Debtors, its estate or their
creditors and equity security holders in the manners upon which
FTI has been engaged. (Warnaco Bankruptcy News, Issue No. 25;
Bankruptcy Creditors' Service, Inc., 609/392-0900)  


WHEELING-PITTSBURGH: Delays Form 10-Q Filing with SEC
-----------------------------------------------------
Wheeling-Pittsburgh Corporation has delayed the filing of its
information/financial statements with the SEC for the first
quarter ended March 31, 2002, due to difficulties in amassing
the necessary information for inclusion.  When filed, the Form
10-Q Results of Operation will reflect a net loss of
approximately $41.0 million for the quarter ended March 31,
2002, as compared to a net loss of approximately $60.0 million
for the quarter ended March 31, 2001. In addition, the Company  
expects to show an Operating Loss of approximately $38.2 million
for the first quarter of 2002 as compared to an Operating Loss
of approximately $53.0 million for the first quarter of 2001.

Wheeling-Pittsburgh Steel is the ninth largest domestic
integrated steel manufacturer. The Company filed for Chapter 11
reorganization on November 16, 2000 in the U.S. Bankruptcy Court
for the Northern District of Ohio.


WILLIAMS COMMS: Committee Wants to Commence Rule 2004 Inquiry
-------------------------------------------------------------
According to Michael A. Cohen, Esq., at Kirkland & Ellis in New
York, New York, the Official Committee of Unsecured Creditors of
Williams Communications Group, Inc., understands that The
Williams Companies, Inc. (TWC), the former parent of Williams
Communications Group (WCG), intend to assert approximately
$2,300,000,000 in claims against WCG. Because at least
$2,150,000,000 of these insider claims relate to TWC's guarantee
of WCG's obligations, and because the Debtors filed for
bankruptcy only one year after TWC spun it off to the public as
a supposedly viable entity, and for other reasons described
below, the Committee believes that an investigation of the
nature of TWC's claims -- and of its dealings with WCG -- is
necessary.

Specifically, Mr. Cohen relates that the Committee wishes to
investigate whether TWC's claims are subject to equitable re-
characterization, subordination, or other objection. Over the
last several years, TWC caused debtor WCG to enter into
numerous, complicated transactions, which continue to affect
WCG's finances and operations. The Committee believes that TWC
and its financial consultants have a substantial amount of
information concerning debtor WCG's assets and financial
affairs. Thus, to determine whether grounds exist to
subordinate, recharacterize as equity, or otherwise object to
TWC's claims, and to identify the assets and understand the
transactions involving WCG's estate, the Committee must take
discovery of TWC and its financial consultants.

Consequently, with this motion, the Committee seeks authority to
conduct Rule 2004 examinations of:

A. The Williams Companies, Inc.;

B. TWC officers who served on WCG's Board through the separation
   process, including Keith E. Bailey, James R. Herbster,
   Michael P. Johnson, Sr., Steven J. Malcolm, and Jack D.
   McCarthy;

C. Other TWC officers and employees who were involved in the
   decision to separate as well as the implementation of the
   decision, including William G. von Glahn and Tony Gehres;

D. TWC directors who approved the separation of the two
   companies, including Hugh M. Chapman, Glenn A. Cox, Thomas H.
   Cruikshank, William E. Green, Patricia L. Higgins, William R.
   Howell, James C. Lewis, Charles M. Lillis, George A. Lorch,
   Jack A. McAllister, Frank T. MacInnis, Peter C. Meinig,
   Gordon R. Parker, Janice D. Stoney, and Joseph H. Williams;
   and

E. Advisors to TWC and/or WCG with respect to the WCG's business
   and the separation, including the Boston Consulting Group,
   Lehman Brothers and J.P. Morgan.

Initially, the Committee will seek documents from each person or
entity listed above. Once the Committee receives responsive
documents, Mr. Cohen plans to schedule the depositions of each
person or entity, including depositions of corporate
representatives for the entities listed above.

Pursuant to 11 U.S.C. Sections 1103 and 1109(b) and Fed. R.
Bankr. P. 2004(b), Mr. Cohen tells the Court that the Committee
is a party in interest entitled to investigate, among other
things, matters related to the Debtors' liabilities and
financial condition, the administration of the Debtors' estate,
and any other matter relevant to this case or to the formulation
of a plan. A central issue in this case will be the treatment of
TWC's claims under a plan of reorganization. Was TWC's guarantee
of the $1,400,000,000 in Secured Notes effectively an equity
contribution that should be re-characterized as such? Did TWC
act inequitably by threatening WCG with an involuntary
proceeding or other litigation such that the $760,000,000 note
issued by WCG instead of equity should be subordinated pursuant
to Code Section 510?  More broadly, did TWC engage in misconduct
by spinning off a subsidiary that was over-leveraged and had no
reasonable chance to survive as a stand alone entity given its
capital structure? Mr. Cohen believes that these and other
similar questions will need to be answered in the weeks ahead.
However, they cannot be answered without discovery.

Moreover, given that the Debtors have agreed in their "lock-up"
agreement with TWC not to object to TWC's claims, Mr. Cohen
states that the investigation of any claims the estate may have
against TWC will have to be done by the Committee. Were the
assets that the Debtors transferred to TWC as part of the spin-
off transaction fraudulent transfers?  What about the office
building that was transferred from TWC to WCG, back to TWC, and
then leased to WCG? Did WCG receive reasonably equivalent value
with respect to each of these transactions?  Discovery will also
be needed to assess these potential claims.

However, discovery from TWC alone will not be sufficient. Mr.
Cohen submits that the Committee will also need discovery from
the individual TWC directors and officers who conceived,
approved, and implemented the separation of the two companies.
The professionals who advised the two companies, including the
Boston Consulting Group and J.P. Morgan, also have relevant
documents and information. (Williams Bankruptcy News, Issue No.
3; Bankruptcy Creditors' Service, Inc., 609/392-0900)


YOUBET.COM: Falls Below Nasdaq Minimum Bid Price Requirements
-------------------------------------------------------------
Youbet.com(R), Inc. (Nasdaq: UBET), the leading online live
event and wagering company, announced that, as expected, it
received a determination from the staff of The Nasdaq Stock
Market on May 16, 2002, that the Company has failed to comply
with the minimum bid price requirements for continued listing
set forth in Nasdaq's Marketplace Rule 4450(a)(5), and that its
securities are therefore subject to delisting from the Nasdaq
National Market.

The Company had previously announced, on March 7, 2002, that it
expected to receive the staff determination in the event that
the Youbet.com common stock did not trade on the Nasdaq National
Market with a minimum bid price of at least $1.00 for ten
consecutive trading days prior to May 15, 2002.

Youbet.com is requesting a hearing before a Nasdaq Listing
Qualifications Panel to review the determination. Youbet.com's
hearing request will stay the delisting of the Company's
securities pending the panel's decision.

"Youbet.com has made tremendous progress over the last 60 days,"
said David Marshall, Chief Executive Officer of Youbet.com. "Our
recent Board and management transitions, our co-marketing deals
with Churchill Downs and Maryland Jockey Club, our record
breaking handle, all show that Youbet is making important
strides aimed at increasing the Company's strength and
viability, and in turn increases the company's value," Marshall
concluded.

There can be no assurance that the Qualifications Panel will
grant the Company's request for continued listing. Should the
Qualifications Panel deny the Company's request for continued
listing on the Nasdaq National Market, the Company may move to
the Nasdaq SmallCap Market.

In the United States, Youbet.com provides network members the
ability to watch and, in most states, the ability to wager on a
wide selection of coast-to-coast thoroughbred and harness horse
races via its exclusive closed-loop network. Members have 24-
hour access to the Youbet Network's features including live
racing from a choice of over 80 racetracks representing all
major racetracks, in the U.S., Canada and Australia such as
Churchill Downs, Hollywood Park, Arlington, Pimlico, Oaklawn,
Del Mar, Belmont Park, Aqueduct, Saratoga, Santa Anita Park,
Gulfstream Park, Golden Gate Fields. Other Network features
include commingled track pools, live audio/video, up-to-the
minute track information, real time wagering information and
value-added handicapping products. Youbet Network customers
enjoy live coverage from and wagering accessibility to all major
racetracks in 40 states, representing virtually 100% of major
horse racing content.

Youbet.com is a patent and content licensee and maintains a
strategic relationship with TVG, a wholly owned subsidiary of
Gemstar-TV Guide International, Inc. (Nasdaq: GMST) and also
maintains a strategic relationship with MEC Pennsylvania Racing,
part of Magna Entertainment Corp. (Nasdaq: MIEC). Youbet.com is
an official online wagering platform of Churchill Downs
Incorporated and the Kentucky Derby. Youbet.com operates
Youbet.com TotalAccess(TM), an Oregon-based hub for the
acceptance and placement of wagers.


YOUNG BROADCASTING: S&P Puts Credit Ratings on Watch Negative
-------------------------------------------------------------
On May 16, 2002, Standard & Poor's placed its ratings, including
its single-'B'-plus corporate credit rating, on TV station
operator Young Broadcasting Inc. on CreditWatch with negative
implications. The action was based on very weak first quarter
2002 performance of Young's San Francisco station KRON-TV, and
the likelihood that credit measures could remain below the level
appropriate for the company at a single-'B-plus corporate credit
rating for an extended period. New York City-based Young had
about $1.2 billion debt outstanding on March 31, 2002.

The soft San Francisco ad market is hampering Young's efforts at
successfully running the newly-independent KRON. Even after
assuming all proceeds from the Los Angeles station divestiture
are used for debt repayment, Young's credit measures are weak.

KRON began operating as an independent station on January 1,
2002, following the termination of its affiliation with the NBC
Television Network. The station produced a first quarter cash
flow loss, representing a sharper than expected cash flow
decline following its change in affiliate status. Despite
relative audience ratings success, revenue has been slow to
develop at the station because of the very weak, competitive San
Francisco ad market, which hasn't shown the signs of recovery
seen in other markets.

Standard & Poor's will resolve the CreditWatch listing after
reviewing Young's operating prospects.

                             Ratings list:

                         Young Broadcasting Inc.

                    * Corporate credit rating B+

                    * Senior secured bank loan BB-

                    * Senior unsecured debt B

                    * Subordinated debt B-


* Meetings, Conferences and Seminars
------------------------------------
May 24-27, 2002
   COMMERCIAL LAW LEAGUE OF AMERICA
      54th Annual New England Meeting
         Cranwell Resort and Gold Club, Lenox, Massachusetts
            Contact: 312-781-2000 or clla@clla.org or
                    http://www.clla.org/

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

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

June 13-15, 2002
   ALI-ABA
      Partnerships, LLCs, and LLPs: Uniform Acts, Taxation,
               Drafting,
         Securities, and Bankruptcy
            Seaport Hotel, Boston
                  Contact: 1-800-CLE-NEWS or http://www.ali-
                    aba.org/aliaba/cg097.htm

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

June 27-29, 2002
   ALI-ABA
      Chapter 11 Business Reorganizations
         Fairmont Copley Plaza, Boston
            Contact: 1-800-CLE-NEWS or http://www.ali-aba.org

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

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

July 12-17, 2002
   COMMERCIAL LAW LEAGUE OF AMERICA
      108th Annual Convention
         Grand Summit Hotel, Park City, Utah
            Contact: 312-781-2000 or clla@clla.org or
                    http://www.clla.org/

July 17-19, 2002
   ASSOCIATION OF INSOLVENCY AND RESTRUCTURING ADVISORS
      Bankruptcy Taxation Conference
         Snow King Resort, Jackson Hole, WY
            Contact: (541) 858-1665 Fax (541) 858-9187 or
                   aira@airacira.org

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

September 26-27, 2002
   ALI-ABA
      Corporate Mergers and Acquisitions
         Marriott Marquis, New York
            Contact: 1-800-CLE-NEWS or http://www.ali-aba.org

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

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

November 21-24, 2002
   COMMERCIAL LAW LEAGUE OF AMERICA
      82nd Annual New York Conference
         Sheraton Hotel, New York City, New York
            Contact: 312-781-2000 or clla@clla.org or
                    http://www.clla.org/

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

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

May 1-3, 2003 (Tentative)
   ALI-ABA
      Chapter 11 Business Organizations
         New Orleans
            Contact: 1-800-CLE-NEWS or http://www.ali-aba.org

May 8-10, 2003 (Tentative)
   ALI-ABA
      Fundamentals of Bankruptcy Law
         Seattle
            Contact: 1-800-CLE-NEWS or http://www.ali-aba.org

July 10-12, 2003
   ALI-ABA
      Partnerships, LLCs, and LLPs: Uniform Acts, Taxation,
           Drafting,
         Securities, and Bankruptcy
            Eldorado Hotel, Santa Fe, New Mexico
               Contact: 1-800-CLE-NEWS or http://www.ali-aba.org

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

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

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

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

                          *********


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

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

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

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

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

                          *********

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

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

Copyright 2002.  All rights reserved.  ISSN: 1520-9474.

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

The TCR subscription rate is $625 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                     *** End of Transmission ***