TCR_Public/020830.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, August 30, 2002, Vol. 6, No. 172

                           Headlines

ABRAXAS PETROLEUM: Peter S. Lynch Discloses 6.14% Equity Stake
ACCESS FINANCIAL: Fitch Junks Rating on Class B-2 Debt Issues
ADELPHIA COMMS: Court Okays Boies Schiller for Legal Services
ALLIED PRODUCTS: Sept. 10 Hearing on Insurance Policy Buy-Back
ANC RENTAL: Selling St. Louis Facilities to Enterprise Leasing

AT HOME CORP: Calif. Court Confirms Joint Plan of Liquidation
AT&T CANADA: Appoints Jeffrey M. Blidner to Board of Directors
BALDWINS INDUSTRIAL SERVICES: Voluntary Chapter 11 Case Summary
BALDWINS LEASING: Voluntary Chapter 11 Case Summary
BANYAN STRATEGIC: Seeks "No Action" Relief re Year-End Wind-Up

BIRMINGHAM STEEL: Court to Consider Chapter 11 Plan on Sept. 12
BRILL MEDIA: Sells Newspaper Assets to 21st Century Newspapers
BUDGET GROUP: US Trustee Appoints Unsecured Creditors' Committee
BURLINGTON: Brings-In Eli Cohen to Market North Bergen Property
CALPINE: Will Expense Future Stock Options Starting Jan. 1, 2003

CARIBBEAN PETROLEUM: Exclusive Period Extended Until October 17
CHASE COMMERCIAL: Fitch Affirms Low-B Ratings on Classes G to L
CONTOUR ENERGY: Asks Court to Approve Thomas Leger's Retention
CORAM: Trustee Intends to Pursue Price Waterhouse Litigation
COVANTA ENERGY: Court Okays Yellostone's Engagement as Broker

DEVON CONVENIENCE: Court Fixes Sept. 30 Admin Claims Bar Date
ENRON CORP: Craig Dean, et al., Obtain Okay to Retain Dyer Ellis
ENRON CORP: Court Approves Settlement with Employee Committee
EXIDE TECHNOLOGIES: Gets Court Approval to Hire PwC as Auditors
FEDERAL-MOGUL: Court Okays Uniform Decoma Sale & Bid Procedures

FISCHER IMAGING: Hasn't Set Date to Publish Q2 Results
GALEY & LORD: New York Court Fixes Oct. 1, 2002 Claims Bar Date
GENTEK INC: Pursuing Debt Restructuring Talks with Creditors
GLOBAL CROSSING: Asks Court to Approve Settlement with Hitachi
HAYES LEMMERZ: Court Okays Deloitte & Touche as Consultants

ICG COMMS: Obtains Approval of Settlement with Sun Equipment
INTERPLAY ENTERTAINMENT: Sets Shareholders' Meeting for Sept. 17
IT GROUP: Wants Plan Filing Exclusivity Stretched to October 14
J.P. MORGAN: Fitch Ups Ratings on 2000-FL1 Classes B Through F
KMART CORP: Inks Agreement with TBWA to Settle Claim Disputes

LA PETITE: Seeks Permanent Waiver of Financial Covenant Breach
LADISH CO.: Fails to Comply with Nasdaq Listing Requirements
MALAN REALTY: Shareholders Approve Plan of Complete Liquidation
MEASUREMENT SPECIALTIES: Fails to Meet AMEX Listing Guidelines
METALS USA: Proposed Plan's Classification & Treatment of Claims

MGI PROPERTIES: Completes Sale of Remaining Property for $2.8MM
MILESTONE SCIENTIFIC: AMEX Accepts Plan to Meet Listing Criteria
MORGAN STANLEY: S&P Cuts Ratings on 4 Classes of 1998-CF1 Certs.
MOTO PHOTO: Shoos-Away Andersen as Independent Accountants
NATIONAL STEEL: Continuing Evaluation of Strategic Alternatives

NCI BUILDING: Expects New $250MM Facility In-Place by Mid-Sept.
NCS HEALTHCARE: Files Amended Statement with SEC re Tender Offer
NEXELL THERAPEUTICS: Falls Short of Nasdaq Listing Standards
NUEVO ENERGY: Will Strike Remaining Outsouring Pacts with Torch
OCWEN RESIDENTIAL: Fitch Takes Rating Actions on P-T Securities

ORALABS HOLDING: Has Until Feb. 24, 2003 to Meet Nasdaq Criteria
PACIFIC GAS: Seeks Okay to Incur $6.3MM IT Consultancy Expenses
PACIFIC GAS: Completes Gas Transmission Line Expansion Project
PENNSYLVANIA DENTAL: S&P Ratchets Counterparty Rating Down to BB
PFC THERAPEUTICS: Default Spurs Alliance to End License Contract

PORTA SYSTEMS: Continues to Violate AMEX Continued Listing Rules
RELIANCE GROUP: Will File Delayed Form 10-Q for Second Quarter
REXHALL INDUSTRIES: Fails to Comply with Nasdaq Requirements
SAFETY-KLEEN: Wants to Restructure Canadian Loan to SK Services
SHELBOURNE PROPERTIES: Will Begin Marketing Properties for Sale

TEMPLETON VIETNAM: Shareholders Okay Complete Liquidation Plan
TICE TECHNOLOGY: Negotiating to Sell Two More Subsidiaries
TIMCO AVIATION: Reports Improved Results for Second Quarter 2002
TIMMINCO LIMITED: Auditors Doubt Ability to Continue Operations
TTR TECHNOLOGIES: Shareholders Ratify New Board of Directors

UNIFAB INT'L: Ernst & Young Bows Out as Independent Auditors
US AIRWAYS: Wants to Continue Honoring Service Agreements
VIADOR INC: Form 10-Q for Second Quarter 2002 will be Late
VIALINK COMPANY: Appoints Robert I. Noe as Interim CEO
WINSTAR COMMS: Ch. 7 Trustee Hires Herrick as Special Counsel

WORLDCOM INC: Wants to Hire Lawler Metzger as Regulatory Counsel
XCEL ENERGY: Will Pay Dividends on Preferred Shares on Oct. 15

* BOOK REVIEW: A Legal History of Money in the United States,
                1774-1970

                           *********

ABRAXAS PETROLEUM: Peter S. Lynch Discloses 6.14% Equity Stake
--------------------------------------------------------------
As of August 20, 2002, Peter S. Lynch beneficially owns 6.14% of
the outstanding common stock of Abraxas Petroleum Corporation by
virtue of the ownership of 1,840,000 shares of the common stock
of that Corporation.  Mr. Lynch holds sole voting and
dispositive power over 630,500 such shares, and shares voting
and dispositive powers over the remaining 1,209,500 shares.

The shares identified include shares beneficially owned by Mr.
Lynch's wife (Mrs. Lynch's powers to vote or dispose are treated
as if they belonged to Mr. Lynch), shares beneficially owned  in
two  charitable lead trusts and a charitable remainder trust,
shares beneficially owned in trust for members of Mr. Lynch's
family and shares beneficially owned by a charitable foundation
of which Mr. Lynch is a trustee.

Abraxas Petroleum Corporation is a San Antonio-based crude oil
and natural gas exploitation and production company that also
processes natural gas. The Company operates in Texas, Wyoming
and western Canada. Please visit http://www.abraxaspetroleum.com
for the most current and updated information. The Web site is
updated daily to comply with the SEC Regulation FD (Fair
Disclosure).

At March 31, 2002, Abraxas Petroleum reported a total
shareholders' equity deficit of close to $40 million.


ACCESS FINANCIAL: Fitch Junks Rating on Class B-2 Debt Issues
-------------------------------------------------------------
Fitch Ratings downgrades the following Manufactured Housing
mortgage-backed securitization:

     Access Financial Manufactured Housing Contract Trust,
                     series 1996-1

-- Class B-2 ($9,573,000 outstanding as of Aug. 25, 2002)
    downgraded to 'CCC' from 'BB+'.

This action is the result of a review of the level of losses
expected and incurred to date and the current high delinquencies
relative to the applicable credit support levels. As of the Aug.
25, 2002 distribution:

Access Financial Manufactured Housing Contract Trust, series
1996-1 remittance information indicates that approximately 2.70%
of the pool is currently in repossession inventory, and
cumulative losses are $32,285,915 or 19.93% of the initial pool
balance as of the cut-off date. The average monthly loss since
the June 25, 2002 distribution is $428,192. Class B-2 currently
has 0.54% of credit support provided by overcollateralization.

As of June of 1998, Vanderbilt Mortgage & Finance Inc., has been
servicing the Access Financial portfolio.


ADELPHIA COMMS: Court Okays Boies Schiller for Legal Services
-------------------------------------------------------------
Adelphia Communications and its debtor-affiliates obtained
permission from the Court to employ and retain the firm of
Boies, Schiller & Flexner, LLP as special counsel for the ACOM
Debtors under a general retainer to perform the legal services.

The ACOM Debtors seek to retain Boies Schiller as special
litigation counsel to represent them in matters relating to:

A. financial filings and accounting issues;

B. pending securities class actions and similar litigation that
    may be commenced;

C. pending derivative litigation and similar litigation that may
    be commenced;

D. investigations and any related proceedings or litigation
    involving the United States Attorney for the Southern
    District of New York and the United States Attorney for the
    Middle District of Pennsylvania, the United States Congress,
    the Securities and Exchange Commission and the Nasdaq Stock
    Market;

E. the sale of certain assets;

F. actions that may be commenced on behalf of the Debtors
    against former officers, directors, agents and contractors;

G. other matters as may be assigned by the Court.

Boies Schiller will be paid its standard hourly rates:

        Partners                  $350 to $720
        Associates                $230 to $350
        Legal Assistants          $ 90 to $110
(Adelphia Bankruptcy News, Issue No. 15; Bankruptcy Creditors'
Service, Inc., 609/392-0900)

Adelphia Communications' 9.50% bonds due 2005 (ADEL05USR1),
DebtTraders reports, are trading at 31 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=ADEL05USR1
for real-time bond pricing.


ALLIED PRODUCTS: Sept. 10 Hearing on Insurance Policy Buy-Back
--------------------------------------------------------------
On July 18, 2002, Allied Products Corporation filed a motion in
the United States Bankruptcy Court for the Northern District of
Illinois, Eastern division, seeking the authority to:

       (i) sell and the Insurers to buy back any and all
           insurance policies which were issued to Allied and
           which name Allied as an additional insured, or under
           which Allied might assert a right of coverage except
           for the worker's compensation coverage parts of any
           policy for $3.5 million,

      (ii) approve the settlement and release of all claims
           except for claims under the worker's compensation
           coverage parts,

     (iii) obtain injunctive relief prohibiting creditors from
           prosecuting any claims against the insurers, and

      (iv) request related and supplemental relief.

The Policies were issued by the Travelers Indemnity Company and
its affiliated entities, and Century Indemnity Company, as
successor to the Insurance Company of North America, and all of
its affiliated entities, except for ACE American Insurance
Company. Allied has a pending suit against the Insurers in the
Circuit Court of Cook County, Illinois (Case No. 99 CH 16396).
The Coverage Action will be dismissed, with prejudice, and the
Claims released if the Sale Motion is granted.

A hearing to consider the Sale Motion will be held before the
Honorable Eugene R. Wedoff on September 10, 2002 at 10:00 a.m.

Any person, entity or government unit that has a lien or other
interest in the Policies to be sold or their proceeds, or the
Claims sought to be settled, must file an appropriate statement
of such lien or other interest and serve that statement on:

       a) Allied Products Corporation
          c/o Steven B. Towbin, Esq., D'Ancona & Pflaum LLC
          111 East Wacker Drive, Suite 2800
          Chicago, Illinois 60601

               and

          Michael S. Mostow, Esq., Quarles & Brady, LLC
          500 W. Madison Street, Suite 3700
          Chicago, Illinois 60661

       b) Allied Products Corporation Creditor's Committee
          c/o Scott R. Clar, Esq., Dannen Crane Heyman & Simon
          135 South LaSalle Street, Suite 1540
          Chicago, IL 60603

       c) Travelers
          c/o Robert B. Millner, Esq., Sonnenschein Nath &
          Rosenthal
          8000 Sears Tower
          Chicago, IL 60606

       d) INA
          c/o Leonard Goldberger, Esq., White & Williams, LLP
          1800 One Liberty Place, Suite 1800
          1650 Market Street,
          Philadelphia, PA 19103-7395

               and

          Michael J. Baughman, Esq., Cohn & Baughman
          525 West Monroe Street, Suite 550
          Chicago, IL 60661

       e) Office of the U.S. Trustee
          c/o Kathryn Marie Gleason
          227 West Monroe Street, Suite 3350
          Chicago, IL 60606

It is Allied's intention that the cash proceeds to be derived
from the Sale of the Policies and Settlement of the Coverage
Action shall become property of Allied's estate subject to the
claims or all of the Debtor's creditors and the proceeds shall
not be set aside, segregated or escrowed for the exclusive
benefit of those creditors that have or allege to have a claim
or claims covered by the policies.

Allied filed for Chapter 11 protection on October 2, 2000.
Steven B. Towbin, Esq., at D'Ancona & Pflaum LLC and Michael S.
Mostow, Esq., at Quarles & Brady, LLC represent the debtor in
its restructuring efforts.


ANC RENTAL: Selling St. Louis Facilities to Enterprise Leasing
--------------------------------------------------------------
ANC Rental Corporation and its debtor-affiliates intend to sell
its rental facilities at 9305 Natural Bridge Road in St. Louis,
Missouri to Enterprise Leasing Company of St. Louis.  National
Car Rental System owns the facilities. The Debtors want the
Court to approve the sale free and clear of all liens, claims,
encumbrances and interests and exempted from any stamp,
transfer, recording or similar tax.

Mark J. Packel, Esq., at Blank Rome Comisky & McCauley LLP,
in Wilmington, Delaware, informs the Court that, as part of the
Debtors' airport consolidation program, the property will be
vacated in September 2002.  National's car rental operation will
move on to the expanded Alamo site.  The Court had previously
approved two leases for the property adjacent to the existing
Alamo facility in St. Louis.

Mr. Packel relates the Debtors will receive $1,800,000 from
Enterprise for the property.  The Debtors marketed the property
with the assistance of Coldwell Banker Commercial CRA LLC.  The
Debtors believe that the purchase price represents the highest
and best offer for the property.  The Debtors, however, reserve
their right to accept any higher and better offer for the
Property in order to maximize its value.

Mr. Packel explains that the Purchase Agreement for the property
gives Enterprise a 45-day Inspection Period to perform due
diligence with respect to the transaction.  During the
Inspection Period, Enterprise, at its sole discretion, will have
the right to terminate the Agreement.  The Closing will occur 15
days following the completion of the Inspection Period.

Mr. Packel assures the Court that the sale of the property was
negotiated in good faith with Enterprise.  The sale of the
property will allow the Debtors to realize considerable value
from a parcel of real property that the Debtors have no
intention of using. (ANC Rental Bankruptcy News, Issue No. 18;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


AT HOME CORP: Calif. Court Confirms Joint Plan of Liquidation
-------------------------------------------------------------
On August 15, 2002, the United States Bankruptcy Court for the
Northern District of California (the Honorable Thomas E.
Carlson, Bankruptcy Judge) entered its Order confirming the
Joint Plan of Liquidation dated May 1, 2002, as modified, and
the First Amendment thereto of At Home Corporation  and its
affiliated debtor entities. In accordance with the Court's order
entered on June 18, 2002, the Debtors solicited votes on the
Plan between June 21, 2002 and July 25, 2002. All voting classes
voted overwhelmingly to accept the Plan, with more than 98% of
all timely-received valid votes cast in favor of the Plan.
Pursuant to the Confirmation Order, the Debtors mailed a Notice
of (1) Entry of Order Confirming the Debtors' Joint Chapter 11
Plan of Liquidation Dated May 1, 2002, as Modified, and the
First Amendment Thereto and (2) Final Administrative Claims Bar
Date to the parties specified in Bankruptcy Rule 2002(f), (i),
(j) and (k) on August 21, 2002 to all known parties-in-interest.

Under the Plan, all Senior Claims, including Allowed
Administrative, Priority, Priority Tax and Secured Claims, are
unimpaired and will be paid in full, and the Plan also provides
payment in full of a class of convenience claims consisting of
unsecured claims of $2,500 or less or those claims reduced
to $2,500 by their holders. All other assets and property of the
Debtors, as well as all of the Debtors' rights of action against
third parties, are split under the Plan between the two primary
creditor constituencies in the cases: the holders of the
Debtors' subordinated bonds and the Debtors' general unsecured
creditors. The assets will be distributed to and administered by
three liquidating trusts which will be charged with liquidating
the Debtors' assets and pursuing any remaining litigation.

The Plan furthers and incorporates an agreement reached through
mediation before the Honorable Randall J. Newsome, Bankruptcy
Judge by the Debtors and the official committees appointed in
the cases to represent the Debtors' unsecured creditors.

In response to objections, the Plan was amended to provide that
if the assets distributed to the liquidating trusts under the
Plan yield more than the amount required to pay all unsecured
creditors in full (including interest), such excess will be
distributed first to the Debtors' subordinated claims (if any)
until paid in full and then to the holders of equity interests
and interest related claims. In accordance with the terms of the
Committee Settlement and the Plan, and as provided in the
Confirmation Order, the Bondholders shall be entitled to retain
the proceeds from their distribution (if any) necessary not only
to satisfy their own claims in full (including interest) but
also to satisfy the deficiencies of the General Unsecured
Creditors in the event the assets distributed to the General
Unsecured Creditors are insufficient to satisfy such creditors
in full (including interest). In the event the assets
distributed to the General Unsecured Creditors are more than
sufficient to satisfy such creditors in full (including
interest), the Bankruptcy Court will determine the proper
disposition of such excess. The plan amendment also effected an
agreement between the Debtors, the Bondholders and two
investment funds managed by Promethean Asset Management, L.L.C.
to settle the claims of the funds against the Debtors.

Pursuant to the Confirmation Order, any person asserting damages
arising from the rejection of executory contracts or unexpired
leases rejected under the Plan must submit a proof of claim for
such damages so that such Rejection Claim is actually received
on or before September 16, 2002 at 4:00 p.m. Pacific Daylight
Time by At Home Corporation c/o Robert L. Berger & Associates
LLC, PMB 1010, 10351 Santa Monica Boulevard, Suite 101A, Los
Angeles, California 90025.

Pursuant to the Confirmation Order, any person alleging
entitlement to payment on a Claim for payment of costs or
expenses of administration specified in sections 503(b) and
507(a) of the Bankruptcy Code, including, without limitation,
(a) any post-petition taxes subject to administrative treatment
and (b) fees and charges assessed against the Debtors or their
estates pursuant to 28 U.S.C. ss. 1930 (but excluding Fee
Claims, for which the bar date is September 30, 2002, as
indicated in the Final Bar Date Notice) for the period from
April 1, 2002 through August 15, 2002, must file with the
Bankruptcy Court and serve on counsel for the Debtors a motion
requesting payment so that such Administrative Claim Request is
actually received not later than September 16, 2002 at 4:00 p.m.
Pacific Daylight Time. The addresses for filing and service of
Administrative Claim Requests are set forth in the Final Bar
Date Notice.

Pursuant to the Confirmation Order, parties asserting claims for
reimbursement of professional fees and expenses under sections
330(a), 331, or 503 of the Bankruptcy Code must file with the
Bankruptcy Court and serve on counsel for the Debtors an
application for payment so that such Fee Claim is actually
received not later than September 30, 2002 at 4:00 p.m. Pacific
Daylight Time. Again, the addresses for filing and service of
Fee Claims are set forth in the Final Bar Date Notice.

Pursuant to the Confirmation Order, all proofs of claim,
applications and requests for payment of Rejection Claims,
Administrative Claims and Fee Claims must comply with the
Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the
Local Rules of Bankruptcy Procedure and any applicable orders on
file in the Debtors' Chapter 11 Cases. Any party not asserting
such Rejection Claims, Administrative Claims and Fee Claims
within the applicable period as set forth above will be forever
barred from asserting such claims against the Debtors, the
Creditors' Committees or any entity created under or pursuant to
the Plan.

As of August 20, 2002, according to the OTC Bulletin Board,
there were 324,097,000 shares of the Company's common stock
issued and outstanding. Under the Plan, the entry of the
Confirmation Order approved and effected the cancellation of all
the capital stock and all options or other rights to acquire the
capital stock outstanding immediately prior to the effective
date of the Plan without any conversion thereof or distribution
with respect thereto, other than as set forth in Article 12.N of
the Plan.


AT&T CANADA: Appoints Jeffrey M. Blidner to Board of Directors
--------------------------------------------------------------
AT&T Canada Inc. (NASDAQ: ATTC) and (TSX: TEL.B), Canada's
largest competitor to the incumbent telecom companies, announced
the appointment of Jeffrey M. Blidner to the Board of Directors
of the Company.

Mr. Blidner is Vice Chairman of Brascan Financial Corporation
and is responsible for Brascan's merchant banking and asset
management activities including the Tricap Restructuring Fund.
Prior to joining Brascan, Mr. Blidner was a senior partner at
Goodman and Carr LLP, a Toronto law firm. Called to the Bar in
Ontario in 1974, Mr. Blidner has been recognized by The Canadian
Legal LEXPERT(TM) Directory as a leading practitioner in the
area of corporate finance and securities.

"We are very pleased to welcome Jeff to our Board of Directors,"
said Purdy Crawford, Chairman of the Board, AT&T Canada. "He is
a highly respected lawyer both in Canada and internationally,
and has extensive expertise and knowledge in corporate finance
which will be a great asset to the Board and our company."

The Company also announced that Marc Fortier has resigned his
position as Director. The Board has accepted Mr. Fortier's offer
to resign in order for him to focus on his new mandate as CEO of
Van Houtte Inc. The vacancy created by Mr. Fortier's resignation
is being filled by Mr. Blidner.

"We would like to thank Marc for the significant contributions
that he has made to the Board over the past several years. We
thank him for his efforts and wish him the best in his new
endeavours," said Mr. Crawford.

AT&T Canada is the country's largest competitor to the incumbent
telecom companies. With over 18,700 route kilometers of local
and long haul broadband fiber optic network, world class managed
service offerings in data, Internet, voice and IT Services, AT&T
Canada provides a full range of integrated communications
products and services to help Canadian businesses communicate
locally, nationally and globally. AT&T Canada Inc., is a public
company with its stock traded on the Toronto Stock Exchange
under the symbol TEL.B and on the NASDAQ National Market System
under the symbol ATTC. Visit AT&T Canada's Web site,
http://www.attcanada.comfor more information about the company.

AT&T Canada Inc.'s 10.75% bonds due 2007 (ATTC07CAR1) are
trading at 11 cents-on-the-dollar, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=ATTC07CAR1
for real-time bond pricing.


BALDWINS INDUSTRIAL SERVICES: Voluntary Chapter 11 Case Summary
---------------------------------------------------------------
Debtor: Baldwins Industrial Services Inc.
         925 South Loop West
         Houston, TX 77054
         dba Phillips Crane & Rigging

Bankruptcy Case No.: 02-39582

Chapter 11 Petition Date: August 26, 2002

Court: Southern District of Texas (Houston)

Judge: William R. Greendyke

Debtors' Counsel: Jack M. Partain, Jr, Esq.
                   Fulbright & Jaworksi
                   300 Convent Street
                   Suite 2200
                   San Antonio, TX 78205
                   210-224-5575

Estimated Assets: $1 to $10 Million

Estimated Debts: $10 to $50 Million


BALDWINS LEASING: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Baldwins Leasing LP
         925 South Loop West
         Houston, TX 77054

Bankruptcy Case No.: 02-39583

Chapter 11 Petition Date: August 26, 2002

Court: Southern District of Texas (Houston)

Judge: William R. Greendyke

Debtors' Counsel: Jack M. Partain, Jr, Esq.
                   Fulbright & Jaworksi
                   300 Convent Street
                   Suite 2200
                   San Antonio, TX 78205
                   210-224-5575

Estimated Assets: $10 to $50 Million

Estimated Debts: $10 to $50 Million


BANYAN STRATEGIC: Seeks "No Action" Relief re Year-End Wind-Up
--------------------------------------------------------------
Banyan Strategic Realty Trust (OTC Bulletin Board: BSRTS)
expects to dissolve the Trust on December 31, 2002 and to
transfer all of its then remaining assets and liabilities into a
liquidating trust, in an effort to reduce the costs and expenses
associated with running the company.  Banyan's Plan of
Termination and Liquidation authorizes its Board of Trustees to
create a liquidating trust to facilitate dissolution if, in the
Trustees' judgment, it appears that Banyan will not be able to
satisfy all of its legal obligations within two years of the
adoption of the Plan.  At a Board meeting held on August 26,
2002, the Board determined that it is unlikely that all such
obligations will be discharged on or before January 5, 2003.

To help ensure the expected cost savings associated with
operating as a liquidating trust, Banyan has submitted a written
request for "no-action" relief to the Securities and Exchange
Commission.  Banyan requested relief from, among other things,
the following: (i) registration of the issuance of the
beneficial interests of the liquidating trust under the
Securities Act of 1933, as amended; and (ii) the requirement of
the liquidating trust to file current reports and audited
financial statements under the Securities Exchange Act of 1934,
as amended.  There can be no assurance that the Commission will
grant all, or any portion of, the relief requested, nor can
Banyan estimate when such relief will be granted by the
Commission, if at all.  Failure of Banyan to obtain all of the
relief requested in the "no-action" request in a timely manner,
may result in the Board re-assessing its initial decision to
transfer Banyan's assets and liabilities into a liquidating
trust.

If the requested "no action" relief is granted, all of Banyan's
remaining assets and liabilities will be transferred to a
liquidating trust on December 31, 2002 and trading in Banyan's
common shares of beneficial interest will cease.  Current
shareholders of Banyan will, without any required action on
their part, receive an equivalent interest in the liquidating
trust upon its formation, and Banyan will simultaneously cease
its existence.  Beneficial interests in the liquidating trust
will not be represented by certificates and will be non-
transferable, except by death or operation of law.

Banyan expects that the liquidating trust will be administered
by one or two liquidating trustees who are currently affiliated
with the company. Banyan expects that the liquidating trust will
have a three-year term, subject to extension, if necessary,
depending upon the status of the assets of the trust at the end
of the three years.  If all of the assets are liquidated prior
to the end of the three-year period, the liquidating trust will
immediately terminate and make a final distribution to its
beneficiaries.

Banyan is currently a party to a lawsuit pending in the Circuit
Court of Cook County, Illinois against Banyan's suspended
president, Leonard G. Levine. In the lawsuit, Banyan seeks
recovery of certain payments to or for the account of Mr. Levine
as expense reimbursements, as well as damages for breach of
fiduciary duties, disgorgement of salary and other benefits paid
to Mr. Levine, punitive damages and attorney's fees.  In the
same lawsuit, Mr. Levine seeks recovery of amounts allegedly due
to him pursuant to one or more of his employment contracts.
This case will be transferred into the liquidating trust if it
is not resolved prior to year end.  Alternatively, if this
litigation is resolved before year end, the liquidating trust
may not be necessary.

Banyan does not currently anticipate making any further
distributions to shareholders prior to the formation of the
liquidating trust.  Banyan noted that in view of the uncertainty
of the length of the Levine litigation (no trial date has yet
been established), the more prudent strategy is to retain all of
the Trust's assets and to transfer them to the liquidating
trust, in order to provide the best opportunity to resolve the
pending litigation.  Upon termination of the liquidating trust,
all remaining assets (including all cash) will be distributed to
the beneficiaries.

Banyan anticipates realizing significant operational savings
following year end in conjunction with the adoption of this
strategy.  For example, in addition to savings associated with
reduced reporting obligations and savings of directors and
officers' insurance premiums, Banyan's staff, currently
consisting of four full time and four part-time employees, will
be reduced to one or two trustees.  Banyan's current office
space will likely be vacated and other expenses will also be
curtailed.

In a related matter, Banyan's board ratified the Fourth
Amendment to the Northlake sale contract executed on August 19,
2002.  While not altering the anticipated closing date, the
Fourth Amendment extends to September 17, 2002, the time period
within which the purchaser may obtain approval from the
underlying first mortgage lender to assume the Trust's first
mortgage loan.  A conditional approval has been granted, subject
to the fulfillment of certain requirements at or before the
closing.  In the absence of a final approval, the purchaser may
terminate the contract without penalty.

Banyan Strategic Realty Trust is an equity Real Estate
Investment Trust that adopted a Plan of Termination and
Liquidation on January 5, 2001. On May 17, 2001, the Trust sold
approximately 85% of its portfolio in a single transaction.
Other properties were sold on April 1, 2002 and May 1, 2002.
Banyan now owns a leasehold interest in one (1) real estate
property located in Atlanta, Georgia, representing approximately
9% of its original portfolio. This property is subject to a
contract of sale, currently scheduled to close on September 17,
2002.  Since adopting the Plan of Termination and Liquidation,
Banyan has made liquidating distributions totaling $5.45 per
share.  As of this date, the Trust has 15,496,806 shares of
beneficial interest outstanding.


BIRMINGHAM STEEL: Court to Consider Chapter 11 Plan on Sept. 12
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
consider whether to confirm the Joint Plan of Reorganization of
Birmingham Steel Corporation and its debtor-affiliates.  The
Confirmation Hearing will commence before the Honorable Ronald
S. Barliant on September 12, 2002, at 9:30 a.m., prevailing
Eastern Time, or as soon thereafter as counsel can be heard.

To be deemed timely filed, written objections to the
confirmation of the plan must be received by the Clerk of the
Bankruptcy Court before 4:00 p.m., prevailing Eastern Time on
September 3, 2002, and copies of those objections must be served
on:

       (i) Bradley Arant Rose & White LLP
           One Federal Place
           1819 Fifth Avenue North
           Birmingham, AL 35203
           Attn: John P. Whittington, Esq.
                 Patrick Darby, Esq.

      (ii) Young Conaway Stargatt & Taylor, LLP
           The Brandywine Building
           1000 West Street, 17th Floor
           Wilmington, Delaware 19801
           Attn: James L. Patton, Esq.
                 Michael R. Nestor, Esq.

     (iii) Winstead Sechrest & Minick P.C.
           5400 Renaissance Tower
           120 Elm Street
           Dallas, Texas 75270
           Attn: Mike Farquhar, Esq.
                 Phillip L. Lamberson, Esq.

      (iv) Bingham McCutchen L.L.P.
           One State Street,
           Hartford, CT 06103
           Attn: F. Mark Fucci, Esq.

       (v) O'Sullivan L.L.P.
           30 Rockefeller Plaza,
           New York, New York 10112
           Attn: Stewart A. Kagan, Esq.

      (vi) Reed Smith, L.L.P.
           2500 One Liberty Place,
           Philadelphia, PA 19103-7301
           Attn: Claudia Z. Springer, Esq.
                 Derek Baker, Esq.

Birmingham Steel Corporation manufactures and distribute steel.
The Debtors produce steel reinforcing bar (rebar) for the
construction industry and merchant steel products for
fabricators and distributors across North America.  The Company
filed for chapter 11 protection on June 3, 2002.  James L.
Patton, Esq., Michael R. Nestor, Esq., and Sharon M Zieg, Esq.,
at Young Conaway Stargatt & Taylor, LLP and John Whittington,
Esq., and Patrick Darby, Esq., at Bradley Arant Rose & White LLP
represent the Debtors in their restructuring efforts.  When the
Company filed for protection from its creditors, it listed
$487,485,834 in assets and $681,860,489 in total debts.


BRILL MEDIA: Sells Newspaper Assets to 21st Century Newspapers
--------------------------------------------------------------
21st Century Newspapers, Inc., a Michigan-based publisher of
three daily newspapers and 74 non-daily publications, announced
its acquisition of the newspaper assets of Brill Media Company
headquartered in Mt. Pleasant, Mich., including the Morning Sun
daily newspaper and newspapers in Traverse City, Charlevoix,
Gaylord and Tawas City as well as many communities in central
and northern Michigan.

With this acquisition, 21st Century now operates Michigan's
largest cluster of newspapers/publications and has the broadest
geographic representation of any newspaper group in the state.
21st Century also is one of the largest newspaper groups in the
Midwest and among the largest in the United States.

21st Century's holdings now will consist of four daily
newspapers and 97 weekly newspapers and shopping guides with a
total circulation of more than two million in northern, eastern
and southeastern Michigan.  The newspaper group's publications
will reach 47 of the 68 counties in Michigan's Lower Peninsula -
- more than 69 percent.

The terms of the transaction were not disclosed.  The newspaper
assets of the Brill Media Company were acquired through an
auction held under Chapter 11 of the U.S. Bankruptcy Code.  21st
Century's winning bid at the auction was authorized and approved
by the U.S. Bankruptcy Court for the Southern District of
Indiana.

"Acquiring Brill's newspaper assets substantially enhances 21st
Century's newspaper clusters and is consistent with our
corporate strategy to take advantage of clustering opportunities
within the suburban newspaper industry," said Frank Shepherd,
president and chief executive officer of 21st Century
Newspapers.  "In addition, this will enable our Gorilla
Newspaper Networks to present advertisers with a very large
portion of the state of Michigan with 'one order, one rate, one
bill' service.

"We are very proud to welcome the staff and management of the
Morning Sun daily newspaper, 23 weekly newspapers and two real
estate guides to the family of 21st Century Newspapers,"
Shepherd said.  "These publications are like gaining a soul mate
-- they perfectly mirror and complement our existing network of
dailies, non-daily newspapers, shoppers and printing plants
while expanding our reach into important northern Michigan
markets.  And most importantly, we are joining up with a great
group of talented managers and dedicated employees who really
make a good company great."

Since the company was formed seven years ago, 21st Century
Newspapers has assembled a portfolio of newspapers covering a
significant demographic area, including some of the fastest
growing and most affluent in the United States. This clustering
of daily and weekly newspapers in contiguous markets has
successfully allowed 21st Century to use its strength of
resources, printing facilities and people to assist the company
in crafting new products and marketing ideas.  In addition,
clustering in a geographical area allows employees to increase
their job skills and opportunities.

"21st Century will continue to target newspapers, such as the
Brill newspapers, that have strong, established positions and
local brand appeal in growing communities," Shepherd said.  "The
close proximity of our properties provides comprehensive
coverage without significant overlap and enables us to build
regional content and to link advertiser relationships among our
papers."

21st Century Newspapers' national advertising company, the
Gorilla Newspaper Networks including the Greater Detroit
Newspaper Network, provides "one order, one rate, one bill"
service to its regional and national advertisers to maximize
reach while minimizing the paperwork.  It is anticipated that
the recently acquired Brill Media newspapers will become part of
21st Century's consolidated sales and delivery operations while
operating as a separate, wholly owned subsidiary.

21st Century Newspapers, Inc., was formed in 1995 by Frank
Shepherd, Goldman Sachs Capital Partners II, L.P., and Kelso &
Company to capitalize on clustering opportunities within the
suburban newspaper industry in Michigan. 21st Century now
operates Michigan's largest cluster of newspapers/publications
and has the broadest geographic representation of any newspaper
group in the state.  The company has implemented its clustering
strategy through a number of successful acquisitions including
The Oakland Press (June 1997), The Macomb Daily and The Daily
Tribune of Royal Oak (July 1997), the Voice Newspapers (July
1999) and the Heritage Newspapers of Southgate (March 2002).
21st Century owns and operates a diverse portfolio of daily,
weekly and specialty publications including The Oakland Press,
the fifth largest daily newspaper in Michigan, The Macomb Daily,
which has the highest weekday readership in Macomb County, and
The Daily Tribune in Royal Oak.  The privately held company's
four dailies, 97 weekly newspapers and shopping guides have a
total circulation of more than two million in northern, eastern
and southeastern Michigan.  21st Century Newspapers is
headquartered in Pontiac, Mich., and now has nearly 1,600
employees statewide.  For more information, visit the company's
Web site at http://www.21stcenturynewspapers.com


BUDGET GROUP: US Trustee Appoints Unsecured Creditors' Committee
----------------------------------------------------------------
Pursuant to Section 1102(a)(1) of the Bankruptcy Code, the
United States Trustee appoints these seven creditors of Budget
Group Inc., and its debtor-affiliates, to serve on the Official
Committee of Unsecured Creditors effective August 8, 2002:

   A. Wells Fargo Bank Minnesota, as Indenture Trustee,
      Attn: Lisa A. Miller
      Sixth Street & Marquette Avenue, Minneapolis, MN
      Tel: (612) 667-1916
      Fax: (612) 667-9825

   B. R Investments, LDC
      Attn: Scott McCarty
      c/o Amalgamated Gadget LP, 301 Commerce St., Fort Worth, TX
      Tel: (817) 332-9500
      Fax: (817) 332-9606

   C. Delaware Investments
      Attn: Carl Mabry
      2005 Market Street, Philadelphia, PA
      Tel: (215) 255-1667
      Fax: (215) 255-1296

   D. Wilmington Trust Company, as Indenture Trustee
      Attn: Steven M. Cimalore
      Rodney Square North, 1100 Market Street, Wilmington, DE
      Tel: (302) 636-6058
      Fax: (302) 651-8882

   E. JP Morgan Chase Bank, as Indenture Trustee
      Attn: Francis J. Grippo, Vice President
      15th Floor, 450 West 33th Street, New York, NY
      Tel: (212) 946-3358
      Fax: (212) 946-8430

   F. BT North America Inc.
      Attn: Jan Vinokour,
      350 Madison Avenue, New York, NY
      Tel: (212) 490-7130
      Fax: (646) 487-3999

   G. Safelite Glass Corp.
      Attn: Douglas A. Herron
      2400 Farmers Drive, Columbus, OH
      Tel: (614) 210-9199
      Fax: (614) 210-9197
(Budget Group Bankruptcy News, Issue No. 5; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


BURLINGTON: Brings-In Eli Cohen to Market North Bergen Property
---------------------------------------------------------------
Burlington Industries, Inc., plans to dispose two acres of land
known as Block 452A, Lots 1A & 2A in North Bergen, New Jersey.

Accordingly, Burlington seeks the Court's authority to employ,
as ordinary course professionals, Eli Cohen Real Estate LLC as
its real estate agent and broker, nunc pro tunc to June 15,
2002.

Burlington believes Eli Cohen is well suited to market the New
Jersey Land.  Paul N. Heath, Esq., at Richards, Layton & Finger,
in Wilmington, Delaware, relates that Eli Cohen has been engaged
in regional commercial and industrial real estate brokerage, in
New Jersey and New York for more than 40 years.  During that
time, the firm has been actively involved in negotiations, sales
and leasing of commercial and industrial properties as well as
land and land development.  Eli Cohen has also provided real
estate brokerage to companies or entities like IKEA, Reynolds
Metals, Volkswagon USA, Subaru of America, National Mobile
Television, Port Authority NY-NJ, Halsey Drug, Koloman-Handler,
Teac America, Wizard Press, Celtic Sheet Metal, Chromalloy
America and Church of Jehovah's Witness.

According to Mr. Heath, Burlington and Eli Cohen signed an
exclusive letter agreement that grants the real estate firm
exclusive rights to market the New Jersey Land to its clients
and to solicit bids for a period of six months.  After that, if
Eli Cohen were unsuccessful in its marketing efforts, Burlington
would be free to allow other real estate agents to do the
marketing.

For its part, Eli Cohen agrees to:

       (i) advertise the New Jersey Land through promotional and
           marketing activities;

      (ii) distribute a standard brokerage flyer; and

     (iii) contact potential purchasers or lessors of the New
           Jersey Land regarding a potential sale.

The Letter Agreement also entitles Eli Cohen to a Broker's Fee
but only in the event that its customer becomes the eventual
purchaser of the New Jersey Land.  The Broker's Fee includes a
6% commission of the gross sales price of the New Jersey Land.
However, if the sale of the property is consummated with the
cooperation and assistance of an additional real estate broker,
the total Broker's Fee will be 7-1/2%.  Eli Cohen and that other
broker will split the Fee.  As of August 8, 2002, Eli Cohen has
not yet located a buyer.

Mr. Heath contends that it is appropriate to retain Eli Cohen as
Ordinary Course Professionals because the firm is not involved
in any material way in the administration of the Debtors'
estates. Eli Cohen's only involvement the Debtors' cases is in
its services with respect to the New Jersey Land, which is a
non-core asset.  Moreover, its Broker's Fee will be within the
four-month cap not to exceed $50,000.

Additionally, Jack Cohen, the firm's Executive Vice President,
assures the Court that Eli Cohen has no interest adverse to the
Debtors or their estates.  Also, Eli Cohen is not connected with
interested parties in matters related or unrelated to the
Debtors' cases.

In the event the Court finds that Eli Cohen cannot be employed
as Ordinary Course Professionals, Burlington asks the Court
allow Eli Cohen's retention under Section 327(a) of the
Bankruptcy Code. (Burlington Bankruptcy News, Issue No. 17;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


CALPINE: Will Expense Future Stock Options Starting Jan. 1, 2003
----------------------------------------------------------------
Calpine Corporation (NYSE: CPN), the nation's leading
independent power company, will begin expensing the cost of all
stock options granted on or after January 1, 2003.  Calpine is
the first major U.S. independent power company to elect to
expense the cost of all stock option grants.

"Calpine is committed to maintaining the highest level of
integrity in every aspect of our business.  We continue to
refine and expand upon our disclosure practices to ensure that
we present our investors with a clear and concise financial
valuation of our company and an in-depth understanding of our
business," said Peter Cartwright, Calpine's chairman, chief
executive officer and president.  "By expensing the cost of
options, our financial statements will more clearly reflect
Calpine's total compensation expense."

Beginning January 1, 2003, the company will expense all stock
options under the Statement of Financial Accounting Standards
No. 123, "Accounting for Stock-Based Compensation".  All future
Calpine stock options will be expensed over the vesting period
of the grants (generally a four-year period) based on the Black-
Scholes fair-value at the date the options are granted.  Based
on current forecasts, the company does not expect that the
adoption of SFAS No. 123 will have a material financial impact.

Calpine Corporation is an independent power company that is
dedicated to providing customers with clean, efficient, natural
gas-fired power generation. It generates and markets power
through plants it develops, owns and operates in 23 states in
the United States, three provinces in Canada and in the United
Kingdom.  Calpine also is the world's largest producer of
renewable geothermal energy, and it owns 1.2 trillion cubic feet
equivalent of proved natural gas reserves in Canada and the
United States.  The company was founded in 1984 and is publicly
traded on the New York Stock Exchange under the symbol CPN.  For
more information about Calpine, visit its Web site at
http://www.calpine.com

Calpine Corp.'s 8.75% bonds due 2007 (CPN07USN1), DebtTraders
reports, are trading at 60 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=CPN07USN1for
real-time bond pricing.


CARIBBEAN PETROLEUM: Exclusive Period Extended Until October 17
---------------------------------------------------------------
By order of the U.S. Bankruptcy Court for the District of
Delaware, Caribbean Petroleum LP and its debtor-affiliates
obtained an extension of their exclusive periods.  The Court
gives the Debtors, until October 17, 2002, the exclusive right
to file their plan of reorganization.  The Court also rules that
the time within which the Debtors may solicit acceptances of
that plan from their creditors is extended to the 90th day from
the date of a continued hearing on the adequacy of the
Disclosure Statement.

The Debtors have filed their plan of reorganization and
accompanying disclosure statement with the Court.  Presently, no
date for the continued hearing on the Disclosure Statement has
been set.

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


CHASE COMMERCIAL: Fitch Affirms Low-B Ratings on Classes G to L
---------------------------------------------------------------
Fitch Ratings affirms Chase Commercial Mortgage Securities
Corp., commercial mortgage pass-through certificates, series
1999-2, $87.4 million class A-1, $469.3 million, class A-2 and
interest-only class X at 'AAA'. In addition, Fitch affirms the
following classes: $41.1 million class B at 'AA', $37.2 million
class C at 'A', $11.7 million class D at 'A-', $27.4 million
class E at 'BBB', $11.7 million class F at 'BBB-', $27.4 million
class G at 'BB+', $7.8 million class H at 'BB', $6.8 million
class I at 'BB-', $8.8 million class J at 'B+', $6.8 million
class K at 'B' and $5.9 million class L at 'B-'. The $14.7
million class M is not rated by Fitch. The rating affirmations
follow Fitch's annual review of this transaction, which closed
in November 1999.

The affirmations reflect stable performance since issuance. The
pool characteristics are similar to when it was issued. As of
the August 2002 distribution date, the transaction's principal
balance was reduced by 2.4% to $764.2 million from $782.7
million at issuance. The certificates are currently
collateralized by 92 multifamily and commercial loans. The
properties are located in 25 states with the highest
concentration in California (35.6%). By outstanding balance, 28%
of the pool is multifamily, 26.4% retail, 27.1% office, and 7.4%
hotel. The majority of the loans (92%) mature in 2009.

GEMSA Loan Services, as master servicer, collected year-end 2001
financials for 86.3% of the pool. The weighted averaged debt
service coverage ratio for year-end 2001 increased to 1.41 times
from 1.38x at year-end 2000 and 1.30x at issuance. Only one
loan, representing 2.14% of the pool has a DSCR below 1.0x. The
transaction benefits from a low amount of delinquent loans.
Currently there are no delinquent loans and only one loan,
representing 0.22% of the pool, is at the special servicer.
There are 22 loans, representing 32.3% of the pool, on the
master servicer's watchlist. Fitch reviewed these loans and only
identified two as a concern.

The top five loans account for 23.1% of the pool. The DSCR for
four of the top five loans that reported year-end 2001
financials decreased slightly to 1.38x from 1.41x at year-end
2000, but was still an increase from 1.25x at issuance.

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


CONTOUR ENERGY: Asks Court to Approve Thomas Leger's Retention
--------------------------------------------------------------
Contour Energy Co., and its debtor-affiliates want to retain
Thomas Leger & Co., LLP as Tax Consultants.  The Debtors tell
the U.S. Bankruptcy Court for the Southern District of Texas
that they need the continued services of tax consultants during
the course of their chapter 11 cases.

Thomas Leger is a Texas limited liability partnership of, among
others, experienced public accountants.  Thomas Leger has
provided tax and business advisory services to the Debtors since
1985.  This has afforded Thomas Leger extensive familiarity with
the Debtors' accounting system and practices, business
operations and the tax issues confronting the Debtors.

The professional services that Thomas Leger will render to the
Debtors include:

      a) preparation of consolidated federal tax return for
         Contour and its subsidiaries, and various state tax
         returns for Contour and each of its subsidiaries;

      b) preparation of partnership returns for several
         partnerships managed by Contour's subsidiaries;

      c) tax advice as requested by management;

      d) preparation of tax estimates and other tax related
         information needed by management for tax decisions;

      e) accumulation of tax information for joint ventures
         managed by one of Contour's subsidiaries; and

      f) assisting Contour's personnel in determination of tax
         information necessary for preparation of Contour's
         consolidated tax return and partnership tax returns such
         as dry hole cost, abandoned equipment and leasehold, and
         other supplemental tax information required.

Thomas Leger's customary hourly rates are:

           Partners               $175 to $202
           Managers               $125 to $135
           Senior and Staff       $100 to $125

Contour Energy Co., a company engaged in the exploration,
development acquisition and production of oil and natural gas
primarily in south and north Louisiana, the Gulf of Mexico and
South Texas, filed for chapter 11 protection on July 15, 2002.
John F. Higgins, IV, Esq., at Porter & Hedges, LLP represents
the Debtors in their restructuring efforts.  When the Company
filed for protection from its creditors, it listed $153,634,032
in assets and $272,097,004 in debts.


CORAM: Trustee Intends to Pursue Price Waterhouse Litigation
------------------------------------------------------------
Arlin M. Adams, the Chapter 11 Trustee for Coram Healthcare
Corp., wants to continue employing Michael J. Koenigsknecht &
Associates, LLC, to continue prosecuting a lawsuit pending in
the Circuit Court of Cook County in Chicago, Illinois, styled
Coram Healthcare Corporation v. Price Waterhouse LLP,
No. 97 L 14456.  The Trustee asks that the Law Firm's employment
be effective April 1, 2002.

Coram, the Trustee explains, is the Plaintiff in the Price
Waterhouse Action.  Mr. Koenigsknecht was engaged by the Debtors
to prosecute the Price Waterhouse Action. The Trustee believes
that Mr. Koenigsknecht's continued role in the Price Waterhouse
Action will conserve costs and allow an uninterrupted
prosecution of the Price Waterhouse Action.

The firm's services may include:

      a. litigating all aspects of the Price Waterhouse Action;

      b. preparing on behalf of the Trustee all necessary
         pleadings, discovery requests, and other legal papers in
         the Price Waterhouse Action;

      c. appearing in court to represent the interest of the
         Trustee in the Price Waterhouse Action, and matters
         related thereto; and

      d. performing any other legal services related to the Price
         Waterhouse Action.

The principal attorneys designated to represent the Trustee and
their current hourly rates ate:

           a) Michael J. Koenigsknecht    $415 per hour
           b) Kenneth M. Sullivan         $330 per hour
           c) Eric R. Lifvendahl          $275 per hour
           d) Gina Beltramo               $225 per hour
           e) Erin H. Walz                $205 per hour

Other Firm professionals will bill for services at their current
hourly rates:

           Partners and of counsel        $330 to $450
           Associates                     $205 to $300
           Paralegals                     $100 to $150

Coram Healthcare, a provider of home infusion-therapy services,
filed for Chapter 11 bankruptcy protection on August 8, 2000.
Kenneth E. Aaron, Esq., at Weir & Partners LLP and Barry E.
Bressler, Esq., at Schnader Harrison Segal & Lewis LLP represent
the Trustee in these proceedings.


COVANTA ENERGY: Court Okays Yellostone's Engagement as Broker
-------------------------------------------------------------
Judge Gonzalez approves Yellowstone Realty LLC's retention as
Covanta Energy Corp.'s broker for the sale of its entire
interest in an undeveloped real property located at at
commercial building lots five, six, seven and eight of the
Grizzly Park Addition to the Town of West Yellowstone, Montana.
Yellowstone's retention is deemed effective August 16, 2002.

As Broker, Yellowstone will:

     (a) act as exclusive agent for the sale of the Assets for
         three months, commencing on the date of the Court Order
         of this Application;

     (b) advertise the sale of the Assets pursuant to Local Rule
         6004-1(h);

     (c) identify potential buyers for the Assets; and

     (d) coordinate the sale of the Assets.

As compensation for the sale of the Assets, Yellowstone will be
entitled to a 6% commission calculated based upon the gross
proceeds of the sale.  The commission will be payable only upon
a closing of the sale of the Assets, consistent with the
Miscellaneous Assets Order.  At the closing of the sale of the
Assets, Yellowstone will deduct its commission and will forward
all remaining amounts within five days by certified check to
Covanta.  (Covanta Bankruptcy News, Issue No. 12; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


DEVON CONVENIENCE: Court Fixes Sept. 30 Admin Claims Bar Date
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware fixes
September 30, 2002, as the Claims Bar Date for administrative
expense creditors of Devon Convenience Holdings, Inc., and its
debtor-affiliates to file their claims or be forever barred from
asserting that claim.

Proofs of Claim are deemed timely filed only if they are
actually received before 5:00 p.m., Eastern Time, on the Claims
Bar Date.  All claims must be filed by mail, hand delivery or
overnight courier, with:

       Devon Convenience Holdings, et al.,
       c/o Robert L. Berger & Associates, LLC
       10351 Santa Monica Boulevard, Suite 101A, PMB1022
       Los Angeles, California 90025

Five categories of claimants are excluded from the
Administrative Claims Bar Date:

       (i) Entities that have already properly filed with the
           Bankruptcy Court a request for payment of an
           administrative expense or proof of such Claim;

      (ii) Entities with administrative claims arising under
           11 U.S.C. Sec. 327, 330 or 331 for allowance of
           professional fees and/or reimbursement of expenses;

     (iii) Entities whose claim is not listed as disputed,
           contingent or unliquidated in the Debtors' Schedules;

      (iv) Entities whose claim has been previously allowed by,
           or paid pursuant to an Order of the Court; or

       (v) the Office of the United States Trustee for quarterly
           fees pursuant to 28 U.S.C. Sec. 1930.

Devon Convenience Holdings, Inc., and its debtor-affiliates
filed for Chapter 11 protection on November 20, 2000. Perry L.
Landsberg, Esq., and Kristen E. Richner, Esq., at Sidley Austin
Brown & Wood, LLP and Joel A. Waite, Esq., and Edward J.
Kosmowski, Esq., at Young Conaway Stargatt & Taylor, LLP
represent the Debtors in their restructuring efforts.


ENRON CORP: Craig Dean, et al., Obtain Okay to Retain Dyer Ellis
----------------------------------------------------------------
About 20 Managers, Directors, Traders and Specialists currently
employed by Enron Corporation, and its debtor-affiliates, or by
UBS Warburg Energy LLC, obtained permission from the Court to
retain Jane F. Barrett, Esq., a shareholder in Dyer Ellis &
Joseph PC.

Dyer Ellis & Joseph will represent the officers in connection
with the ongoing Investigations, nunc pro tunc to May 1, 2002.

The Officers are: Craig Dean, Phillip Allen, Robert Badeer, Sean
Crandall, Frank Ermis, Mark Fischer, Randall Gay, Jeff Gray,
Keith Holst, Tori Kuykendall, Matthew Lenhart, Matthew Motley,
James W. Reitmeyer, Diana Scholtes, Hunter Shively, Ryan M.
Slinger, Steve South, Michael J. Swerzbin, Jane Tholt and Jason
Wolfe.

Lawrence S. Sher, Esq., at Dyer Ellis & Joseph PC, in
Washington, D.C., emphasizes that the firm will not represent
any Officer who becomes the target of an Investigation.  Mr.
Sher also clarifies that while the Debtors pay the bills, Dyer
Ellis' ethical obligations run directly and solely to the
Officers.

Dyer Ellis' hourly rates currently range from:

              $275 to $450 for partners
              $225 to $335 for counsel
              $140 to $240 for associates
               $90 to $135 for legal assistants

The firm will also charge for reimbursement of out-of-pocket
expenses including photocopying, telephone and telecopier, toll
and other charges, travel expenses, expenses for "working
meals", computerized research, transcription costs, and non-
ordinary overhead expenses like secretarial and other overtime.
(Enron Bankruptcy News, Issue No. 40; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


ENRON CORP: Court Approves Settlement with Employee Committee
-------------------------------------------------------------
A settlement negotiated by the Enron Employment-Related Issues
Committee, the AFL-CIO and the Rainbow Push Coalition with Enron
was approved by United States Bankruptcy Court of the Southern
District of New York.  The settlement provides for additional
severance pay for eligible severed Enron employees, and
authorizes the Employee Committee to investigate and potentially
recover sizable bonuses paid to select Enron employees prior to
the company's filing for bankruptcy in December, 2001.

"This is a historic decision by a bankruptcy court that provides
immediate and real relief for severed Enron employees," said
Richard D. Rathvon, co- chair of the Employee Committee.  "This
decision ends the uncertainty faced by severed Enron employees
who otherwise might have endured years of litigation with no
guarantee of victory.  Severed employees walk away from the
decision today not only with a concrete decision in their favor
but with real cash in their hands. On some days the little guy
wins.  This was one of those days."

The settlement also authorizes the committee to investigate the
"90-day retention bonuses," which were lump sum payments made to
certain employees less than a month before Enron filed for
bankruptcy on December 2, 2001.  Some of the retention bonuses
were made within 48 hours of the bankruptcy filing. The purpose
of the bonuses was to retain Enron employees as the company
reorganized under Chapter 11.  The Settlement authorizes the
Committee to investigate and potentially recover the bonuses
paid to Enron employees who accepted the bonuses and who are now
no longer employed by the company.  The Committee estimates the
amount of these retention bonuses to exceed $80 million.

"Approval of the Settlement gives the Committee the green light
to begin the investigative phase during which we will be looking
closely at retention bonuses paid to a select privileged few
Enron employees who took the money and ran," said Rathvon.  "We
will proceed carefully.  It is likely that not all the retention
payments were wrongful or recoverable under bankruptcy or other
law, and we will be looking at each payment on a case by case
basis. This will take time.  The Committee will diligently
pursue the bonuses paid wrongfully to get that money back into
the hands of those severed employees who opted into the
settlement agreement."

Under the terms of the Settlement, individuals whose employment
was severed by Enron (or its affiliated debtors) in the period
between December 3, 2001 and February 28, 2002 who opted-in to
the Settlement are eligible to receive up to $13,500 in
severance (less any severance already paid). Employees who
voluntarily opted-in waive all claims arising out of their
severance from Enron, but retain the right to pursue other non-
severance claims they may have, such as those regarding their
401-K plans, deferred compensation, earned but unpaid
commissions, etc.  The Settlement with Enron was negotiated by
the Employee Committee, the Rainbow Push Coalition and the AFL-
CIO.

For more details of the Settlement agreement, visit
http://www.employeecommittee.com

The Employee Committee is an official committee appointed by the
United States Trustee charged with representing the collective
interests of all current, former and retired employees of Enron
in Enron's bankruptcy case. The Employee Committee serves as a
strong advocate for the interests of former and current Enron
employees during the bankruptcy process. Members of the
committee were selected by the trustee and the make-up of the
committee was designed to reflect the broad diversity of Enron's
current and former workforce. The Committee is working to
provide employees with timely, accurate information on the
status of the bankruptcy case.

Enron Corp.'s 9.125% bonds due 2003 (ENRN03USR1), DebtTraders
reports, are trading at 11.5 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=ENRN03USR1
for real-time bond pricing.


EXIDE TECHNOLOGIES: Gets Court Approval to Hire PwC as Auditors
---------------------------------------------------------------
Exide Technologies and its debtor-affiliates obtained permission
from the Court to employ and retain PricewaterhouseCoopers
pursuant to Section 327(a) of the Bankruptcy Code to perform
accounting, auditing and tax advisory services for the Debtors
in these Chapter 11 Cases.

PwC will provide accounting, auditing, and tax advisory services
as PwC and the Debtors shall deem appropriate and feasible in
order to advise the Debtors in the course of the Chapter 11
Cases, including, but not limited to, the following:

A. audits of the financial statements of the Debtors as may be
    required from time to time, and advice and assistance in the
    preparation and filing of financial statements and disclosure
    documents required by the Securities and Exchange Commission
    including Forms 10-K as required by applicable law or as
    requested by the Debtors;

B. audits of any benefit plans as may be required by the
    Department of Labor or the Employee Retirement Income
    Security Act, as amended;

C. review of the unaudited quarterly financial statements of the
    Debtors as required by applicable law or as requested by the
    Debtors;

D. review of and assistance in the preparation and filing of any
    tax returns;

E. performance of other related accounting services for the
    Debtors as may be necessary or desirable;

F. review of and assistance in the preparation and filing of
    bankruptcy-related schedules and documents like the Statement
    of Financial Affairs (SOFA) and Statement of Assets and
    Liabilities (SOAL) schedules;

G. advice and assistance regarding tax planning issues,
    including calculating net operating loss carry forwards and
    the tax consequences of any proposed plans of reorganization,
    and assistance in the preparation of any Internal Revenue
    Service (IRS) ruling requests regarding the future tax
    consequences of alternative reorganization structures;

H. assistance regarding existing and future IRS examinations;
    and

I. any and all other tax assistance as may be requested from
    time to time.

PwC, at the Debtors' request, may provide additional accounting,
auditing, and tax advisory services deemed appropriate and
necessary to the benefit of the estates.

PwC will seek payment for compensation on an hourly basis, plus
reimbursement of actual and necessary expenses incurred. PwC's
customary hourly rates as charged to both bankruptcy and
non-bankruptcy matters of this type by the professionals
assigned to this engagement are:

        Partners                             $595-665 per hour
        Managers/Directors                   $325-590 per hour
        Associates/Senior Associates         $170-380 per hour
        Administration/Paraprofessionals     $ 95-100 per hour

PwC has agreed to an annual audit fee of $2,363,000, consisting
of:

     US audit fees (excluding quarterly reviews)    $ 1,095,000
     US quarterly review fees                           140,000
     Foreign audit fees                               1,128,000
                                                    -----------
     Total audit fees (including quarterly reviews) $ 2,363,000

This base fee is subject to:

A. appropriate cooperation from the Company's personnel,
    including timely preparation of necessary schedules,

B. timely responses to inquiries, and

C. timely communication of all significant accounting and
    financial reporting matters. (Exide Bankruptcy News, Issue
    No. 9; Bankruptcy Creditors' Service, Inc., 609/392-0900)


FEDERAL-MOGUL: Court Okays Uniform Decoma Sale & Bid Procedures
---------------------------------------------------------------
In order to maximize the likelihood that competitive bidding
would result in the highest and best offer for its Wagner
Original Equipment Lighting Products unit, Federal-Mogul
Corporation and its debtor-affiliates required Decoma
International, Inc., to subject its offer to these bidding
procedures:

A. Overbid Requirements:  Any entity may submit an Overbid, so
    long as that Overbid:

    (a) will be made in writing;

    (b) will be accompanied by evidence that the proposal
        constitutes a Qualifying Competing Proposal;

    (c) will be delivered to the Debtors' counsel, Decoma, and
        the Creditors' Representatives, the Prepetition Lenders
        and the Postpetition Lenders; and

    (d) filed with the bankruptcy court no later than 10 days
        prior to the Sale Hearing;

B. Requirements for Qualified Competing Proposals:  A "Qualified
    Competing Proposal" must:

    (a) provide for a total purchase price, all of which is
        payable in cash at the Closing, that exceeds the amount
        that the Debtors value of the sale of the Wagner Assets
        based upon the provision of the Definitive Agreement by
        at least $100,000 plus the Break-up Fee;

    (b) contain other terms and provisions that are at least as
        favorable to the Debtors' estates as those set forth in
        the Definitive Agreement including items like purchase
        price adjustments for inventory, excluded assets, assumed
        liabilities, the timing of the closing, and the closing
        not being conditioned upon obtaining financing;

    (c) contain a mark-up of the Definitive Agreement showing any
        proposed changes therefrom;

    (d) be made by an entity or entities providing evidence that
        they are financially qualified to consummate the
        Competing Proposal on a timely basis; and

    (e) be accompanied by a $200,000 deposit in immediately
        available funds, to be held in an interest bearing trust
        account pending the outcome of the Sale Hearing.  The
        deposit plus any accrued interest will not be considered
        the property of the Debtors' estates and will be either
        applied to the purchase price if the bidder is the
        successful bidder or refunded to the bidder if it is not
        the successful bidder;

C. Written Recommendations:  The Debtors will file
    recommendations regarding any Overbids within three days
    before the Sale Hearing.  Copies will be delivered to Decoma
    and to all entities that have made the Overbid, the Unsecured
    Creditors' Representatives, the Prepetition Lenders and the
    Postpetition Lenders.  The recommendations shall address, the
    aggregate consideration offered, the bidders' ability to
    timely close the sale transaction and an analysis of which
    offer is most favorable to the Debtors' estates.  Other
    parties-in-interest can file similar recommendations;

D. Lodging of Definitive Agreement: Copy of the Definitive
    Agreement will be lodged with the Bankruptcy Court at least
    20 days before the Sale Hearing.  Likewise, notice of the
    lodging of the Agreement will be sent to parties who have
    sent an overbid;

E. Counterbidding Procedures:  If there is one or more Overbids,
    Decoma will be permitted to make a Counterbid at or before
    the Sale Hearing.  The Counterbid will be $100,000 greater
    than the highest Overbid, payable in cash at the closing.
    Thereafter, any entity that has made an Overbid will be
    permitted to make on or more Counterbids, provided that:

    (a) each Counterbid will provide for purchase price
        consideration that is $100,000 greater than the highest
        previous Counterbid; and

    (b) the entire increase in the purchase price consideration
        will be payable at the Closing;

F. Additional Procedures:  In the event the Court approves the
    bid by a party other than Decoma, during the hearing, the
    parties will present recommendations and the Court will
    establish:

    (a) procedures and deadlines governing the execution of the
        sale agreement, obtaining an order approving the sale
        agreement;

    (b) the prompt closing of the sale transaction, which will
        occur no later than 10 days after the Sale Hearing; and

    (c) if Decoma elects, provision for a "back-up" sale
        agreement between the Debtors and Decoma should the non-
        Decoma bid or sale agreement relating thereto not
        approved by the Court or if the resultant sale
        transaction is not consummated with reasonable time
        periods; and

G. Sale Hearing: September 25, 2002 or on any subsequent date as
    the Court may allow.  If the Sale Hearing occurs as scheduled
    on September 25, 2002, then the last day to submit all bids,
    including Overbids, is September 13, 2002.

Wednesday, Judge Newsome approved these bidding procedures.

James E. O'Neill, Esq., at Pachulski, Stang, Ziehl, Young &
Jones, PC, in Wilmington, Delaware, explains that the proposed
bidding procedures were designed to strike a balance between
inviting competing bids and enabling the Debtors to close a sale
within a reasonable time frame.  The initial overbid increment
represents only 1% of Decoma's $28,000,000 to $31,000,000 offer.
(Federal-Mogul Bankruptcy News, Issue No. 22; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


FISCHER IMAGING: Hasn't Set Date to Publish Q2 Results
------------------------------------------------------
Fischer Imaging Corporation (Nasdaq:FIMGE) announced revenue and
other income for its second quarter ended June 30, 2002.

The Company is releasing its second quarter revenue and other
income information although Ernst & Young LLP, Fischer's current
auditor, has not been able to complete its SAS-71 review
procedures due to an inability to review the work papers of the
Company's previous auditor, Arthur Andersen LLP, in compliance
with professional accounting standards. The revenue and other
income reported by the Company are subject to revision when
Ernst & Young LLP concludes its SAS-71 review procedures.

Revenue for the quarter was approximately $9.1 million,
excluding a one-time other income item due to a favorable
settlement of a patent infringement lawsuit, as compared to
revenue of $12.8 million for the same quarter last year.

During the quarter ended June 30, 2002, Fischer Imaging entered
into a favorable settlement agreement of a patent infringement
lawsuit filed by Fischer against Trex Medical. The settlement
totaled $32.2 million. Of the $32.2 million settlement, Fischer
received $25 million in cash from Trex Medical in Quarter 2,
2002, and will receive $7.2 million to be paid in equal annual
installments over the next eight years. Fischer will recognize
the $32.2 million settlement over the original patent life of 17
years, resulting in a one-time other income item of $19.2
million in the second quarter of 2002 and future license revenue
of $1.9 million per year through 2009 attributable to the
remaining life of the underlying patents. Revenue for the second
quarter 2002 includes $300,000 of license revenue.

During the quarter ended June 30, 2002, Fischer decided to
create a new division for the Company's non-core digital
radiography, electrophysiology and specialty x-ray product
lines. The Company is currently evaluating whether any
restructuring charges will apply in connection with the creation
of this new division. In addition, with the transition to new
leadership and a resulting reassessment by management of all
elements of the business, in the second quarter 2002 the Company
began a review of inventory levels in all divisions of the
organization. A significant write-down of inventory is
anticipated as a result of this review.

Fischer is currently unable to predict the date by which it will
report its second quarter results of operations or file its
report on Form 10-Q.

Fischer Imaging Corporation designs, manufactures, and markets
specialty digital mammography and general-purpose x-ray imaging
systems for the diagnosis and treatment of disease. The
Company's principal product lines are directed toward medical
specialties in which minimally invasive techniques are replacing
open surgical procedures. For more information visit
http://www.fischerimaging.com

                               *    *    *

As reported in Troubled Company Reporter's August 27, 2002
edition, Fischer Imaging received a Nasdaq Staff Determination
on August 21, 2002 indicating that the Company's failure to
comply with the Form 10-Q filing requirement for the quarter
ended June 30, 2002 violates Marketplace Rule 4310(C)(14) and
that the Company's securities are subject to delisting from the
Nasdaq SmallCap Market.


GALEY & LORD: New York Court Fixes Oct. 1, 2002 Claims Bar Date
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
fixes a final date for Galey & Lord, Inc.'s creditors to file
their proofs of claims against the Debtors' estates, or be
forever barred from asserting that claim.  The Court gives the
Debtors' creditors until October 1, 2002 to prepare and deliver
their proofs of claim to:

           Clerk of the United States Bankruptcy Court
           Southern District of New York
           P.O. Box 5026
           New York, New York 10274-5026
                Attn: Galey & Lord Claims Processing

                         or

           Clerk of the United States Bankruptcy Court
           Southern District of New York
           One Bowling Green, Room 534
           New York, New York 10004-1408
                Attn: Galey & Lord Claims Processing

All claims must be received on or before 5:00 p.m. on the Claims
Bar Date.

The trustee for the Debtor's 9-1/8% Senior Subordinated Notes
due 2008, may file one proof of claim on behalf of all holders
of each such note.

Creditors who hold:

      i) claims previously allowed by order of the Court;

     ii) claims not listed as "disputed", contingent" or
        "unliquidated" in the Debtors' schedules; and

    iii) claims for expenses of administration allowable under
         Sec. 503(b) and Sec. 507(a)(1) of the Bankruptcy Code

need not file proofs of claim on the Bar Date.

Claims arising from the rejection of leases or executory
contracts shall be filed by the later of 30 days from the date
of the rejection order or the Bar Date, or as provided in any
order rejecting a specific contract or lease.

G&L, a leading global manufacturer of textiles for sportswear,
including cotton casuals, denim, and corduroy, and is a major
international manufacturer of workwear fabrics, filed for
chapter 11 protection on February 19, 2002 together with its
affiliates.  When the Company filed for protection from its
creditors, it listed $694,362,000 in total assets and
$715,093,000 in total debts.

Galey & Lord Inc.'s 9.125% bonds due 2008 (GYLD08USR1),
DebtTraders reports, are trading at 14 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=GYLD08USR1
for real-time bond pricing.


GENTEK INC: Pursuing Debt Restructuring Talks with Creditors
------------------------------------------------------------
GenTek Inc. (OTC Bulletin Board: GNKI), a technology-driven
manufacturer of telecommunications and other industrial
products, is in discussions relating to a potential
restructuring plan with its senior bank lenders and an ad hoc
committee of holders of its 11 percent Senior Subordinated
Notes. As previously disclosed, the Company is in default under
both its senior credit facility and its Senior Subordinated
Notes. Holders representing approximately 66 percent of the
Senior Subordinated Notes have agreed to take no action relating
to the default for a period of 60 days, while discussions
continue.

Like many other companies in the telecom sector, GenTek has been
affected by a severe and prolonged downturn in capital spending
by telecom carriers and OEMs (original equipment manufacturers).
The Company is considering various restructuring alternatives.
GenTek stated that the liquidity provided by its substantial
cash balances and its cash flow from operations will permit it
to continue normal business operations.


GLOBAL CROSSING: Asks Court to Approve Settlement with Hitachi
--------------------------------------------------------------
Michael F. Walsh, Esq., at Weil Gotshal & Manges LLP, in New
York, informs the Court that pursuant to the Standard Supply
Agreement, dated February 26, 1999, between Global Crossing
North American Networks, Inc., and Hitachi Telecom (USA) Inc.,
Hitachi provides Dense Wave Division Multiplexer-based fiber
optic capacity and other related products and services to GC
North American Networks.  Due to the Debtors' use of DWDM
deployed by Hitachi in the western half of the Debtors' fiber
optic network as well as the fact that all of GC North American
Networks' Synchronous Optical Network products are based on
Hitachi's OC192 platform, the Debtors regard Hitachi as a
strategic vendor going forward.

Mr. Walsh relates that Hitachi asserts claims against the
Debtors for $1,600,000 in the aggregate, including
administrative expense claims and secured claims for nonpayment
for prepetition equipment and services as well as claims
concerning title and software license revocation.  In addition,
the Debtors have potential future obligations to Hitachi for up
to $180,000,000 as additional wavelengths were activated.  The
Debtors dispute the existence, amount, extent and priority of
the Hitachi claims.

Prior to entering into the Hitachi Settlement Agreement, Mr.
Walsh recounts that Hitachi threatened to:

     -- terminate its agreement with the Debtors,
     -- revoke software licenses granted to the Debtors, and
     -- demand the return of deployed equipment.

These actions could have had serious consequences for the
Debtors' telecommunications network.

The salient terms of the Hitachi Settlement Agreement are:

A. Parties:  GC North American Networks; Global Crossing
    Bandwidth, Inc.; Global Crossing Telecom, Inc.; Global
    Crossing Holdings Ltd.; and Hitachi USA;

B. Payments Under DWDM Addendum for Remaining Red Band Capacity:
    $8,000,000 for the purchase of the remaining capacity in the
    Red Band for the AMN6100 DWDMs in accordance with this
    schedule:

    -- $1,000,000 each of the first 4 quarters beginning
       September 15, 2002 and

    -- $2,000,000 each of the next 2 quarters beginning August
       15, 2003;

C. Payments Under DWDM Addendum for Spare Parts:  $1,260,000 for
    certain DWDM-related spare parts, in 4 quarterly installments
    of $315,000 each beginning September 15, 2002 and ending May
    15, 2003;

D. Payments for Maintenance Support Services:  $3,000,000
    annually for certain maintenance support services to be
    provided by Hitachi, due and owing on the first day of each
    technical support year, but payable quarterly in installments
    of $750,000 beginning on September 15, 2002;

E. Software Upgrades:  Hitachi will provide, at no additional
    charge, software upgrades relating to DWDM products purchased
    by GC North American Networks;

F. Title Transfers:  With respect to certain Transponders
    delivered by Hitachi to GC North American Networks on
    consignment for use in connection with the Red Band, title
    will transfer to GC North American Networks upon receipt by
    Hitachi of the full purchase price.  Title to the Red Band
    and Transponders for which GC North American Networks has
    already paid the full purchase price will pass to GC North
    American Networks upon receipt by Hitachi of the first Red
    Band Installment.  Title to the DWDM-related spare parts
    being purchased by GC North American Networks will transfer
    to GC North American Networks upon receipt by Hitachi of the
    first Spare Parts Installment;

G. Claims for Services:  The $300,000 previously paid by Hitachi
    in respect of certain telecommunications services to be
    provided by GC Bandwidth and GC Telecom will be deemed to be
    payment for all services through and including December 31,
    2001 and GC Bandwidth will be entitled to retain the amount
    by which said $300,000 exceeds the cost of the services
    actually provided to Hitachi;

H. Change in Term of Supply Agreement:  The Supply Agreement
    will continue in force until December 31, 2003; provided
    that, upon proper request of either party, both parties will
    negotiate in good faith toward the extension of the term of
    the Supply Agreement;

I. Global Crossing Release:  As of the Effective Date, the
    Debtors release Hitachi from any and all claims;

J. Hitachi Release:  As of the Effective Date, Hitachi releases
    the Debtors from any and all claims, other than certain
    limited exceptions; and

K. Assumption of Executory Contracts:  The Debtors will assume
    the Hitachi Agreement, as provided in the Hitachi Settlement
    Agreement, provided that no payments will be required in
    connection with the assumption. (Global Crossing Bankruptcy
    News, Issue No. 19; Bankruptcy Creditors' Service, Inc.,
    609/392-0900)


HAYES LEMMERZ: Court Okays Deloitte & Touche as Consultants
-----------------------------------------------------------
Judge Walrath authorizes Hayes Lemmerz International, Inc., and
its debtor-affiliates to employ and retain Deloitte & Touche as
their employee compensation consultant effective May 8, 2002 and
as their expatriate tax consultant effective March 1, 2002.  The
indemnification provisions are also approved subject to these
changes:

A. The Debtors are authorized to indemnify and will indemnify
    Deloitte in accordance with the Engagement Letters for any
    claim arising from, related to, or in connection with the
    postpetition services provided for in the Engagement Letters,
    but not for any claim arising from, related to, or in
    connection with Deloitte's postpetition performance of any
    other services unless these postpetition services and
    indemnification provisions are approved by the Court;

B. Notwithstanding any provisions of the Engagement Letters to
    the contrary, the Debtors will have no obligation to
    indemnify Deloitte or provide contribution or reimbursement
    to Deloitte for any claim or expense that is either:

    -- judicially determined to have arisen solely form
       Deloitte's gross negligence or willful misconduct; or

    -- settled prior to a judicial determination as to Deloitte's
       gross negligence or willful misconduct, but determined by
       the Court, after notice and hearing to be a claim or
       expense for which Deloitte should not receive indemnity,
       contribution or reimbursement under the terms of the
       Engagement Letters, as modified by this Order;

C. If, before the earlier of:

    -- the entry of an order confirming a chapter 11 plan in
       these cases; and

    -- entry of an order closing these chapter 11 cases;

    Deloitte believes that it is entitled to Payment of any
    amounts by the Debtors on account of the Debtors'
    indemnification, contribution and reimbursement obligations
    under the Engagement Letters, including, without limitation,
    the advancement of defense costs, Deloitte must file an
    application therefore in this Court and the Debtors may not
    pay any amounts to Deloitte before the entry of an order by
    the Court approving the payment.  This subparagraph is
    intended only to specify the period of time during which the
    Court will have jurisdiction over any request for
    compensation and expenses by Deloitte for indemnification,
    contribution or reimbursement and not a provision limiting
    the duration of the Debtors' obligation to indemnify
    Deloitte; and

D. The U.S. Trustee, the Committee of Unsecured Creditors, and
    the Debtors' Lenders and only the reserved parties will have
    the right to object to the indemnification provisions
    approved if, during the Debtors' cases, the U.S. Court of
    Appeals for the Third Circuit issues a ruling with respect to
    the appeal from the decision of the U.S. District Court for
    the District of Delaware with respect to the indemnification
    rights In re United Artist Theatre Company, et al., Case No.
    00-3514 (SLR); provided that any of the Reserved Parties will
    be required to file any objection within 60 days after the
    date the U.S. Court of Appeals for the Third Circuit issues a
    ruling.

Pursuant to the Employee Compensation Engagement Letter,
Deloitte & Touche will:

A. assist in the design of a retention bonus program for
    executives and key employees;

B. compare the proposed retention program to competitive
    practice;

C. assist in the formulation of a communications strategy
    regarding any new or revised compensation programs;

D. provide compensation consulting services as requested, and

E. provide expert testimony as required.

Pursuant to the Tax Services Engagement Letter, Deloitte &
Touche is expected to:

1. prepare Federal and state income tax returns and host country
    income tax returns for eligible expatriate employees of the
    Debtors;

2. provide tax briefings to eligible expatriate employees;

3. calculate tax equalization calculations for eligible
    expatriate employees;

4. provide services on miscellaneous compliance matters that may
    arise; and

5. provide general advisory services upon the Debtors' request.

Deloitte & Touche's compensation will be based on its customary
hourly rates.  The firm will also seek reimbursement for
reasonable and necessary out-of-pocket expenses.

With respect to employee compensation consulting services, the
firm's hourly rates range from:

        Partners                $400 - 600
        Managers                 300 - 400
        Senior Associates        200 - 250
        Associates               125 - 200

The professional fees that Deloitte will charge for the Tax
Services Engagement will be based on a fixed fee, plus
reimbursement of for reasonable and necessary out-of-pocket
expenses.  The current fees that Deloitte will charge the
Debtors are:

    Product/Service                                    Fees
    ---------------------------------------------      ----
    U.S. Federal Income Tax Return
       U.S. Outbound                                 $2,500
       U.S. Inbound Transfer Year                     2,100
       U.S. Inbound                                   1,800
    U.S. State & Local Income Tax Return                350
    U.S. Federal & State Filing Extensions
       No estimated tax calculation required            200
       Estimated tax calculation required               360
    Annual Tax Equalization                             450
    Exit Tax Orientation                                600
    Annual Hypothetical Tax Calculation                 450
    Entrance Tax Orientation (Host)                     750
    Preparation of Host Tax Returns                     600 -
                                                      1,900
    Preparation of Federal & State Est. Tax Payments    350
    W-7 (ITIN) Processing                               450
    US Certificate of Coverage Application              250
(Hayes Lemmerz Bankruptcy News, Issue No. 16; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


ICG COMMS: Obtains Approval of Settlement with Sun Equipment
------------------------------------------------------------
ICG Communications, Inc., and its subsidiaries and affiliates,
debtors and debtors-in-possession, represented by Marion M.
Quirk, Esq., with the Wilmington office of Skadden, Arps, Slate,
Meagher & Flom LLP, obtained authorization from Judge Peter J.
Walsh to enter into a settlement agreement with Sun
Microsystems, Inc.

Prior to the Petition Date, Sun and Debtor ICG Equipment entered
into a lease for certain telecommunications equipment. With
respect to the Lease, after the Petition Date, Sun filed (i) a
motion with this Court on January 24, 2001 wherein Sun asserted
that it was entitled to adequate protection, and (ii) a proof of
claim wherein Sun asserted administrative and unsecured claims
against Equipment. During the past year, the parties have been
negotiating resolution of these issues.

Toward that end, on or about February 24, 2001, the parties
entered into a Provisional Stipulation and Agreed Order for
Adequate Protection of Sun Microsystems, which was approved by
the Court. Pursuant to the Prior Order, provisional adequate
protection payments were made by the Debtors to Sun in an
aggregate amount of $1,836,529.75. The Prior Order preserved all
parties' rights with respect to the subject matter of the Sun
Motion, including, without limitation, whether the underlying
equipment leases between Sun and the Debtors are true leases or
secured financings, and whether Sun is entitled to greater or
lesser adequate protection than was provided pursuant to the
Prior Order.

The salient terms and conditions of the Sun Settlement Agreement
are:

     (1) Allowed Claims.  Sun will have an allowed administrative
         claim against Equipment in the amount of $3,435,530 and
         an additional allowed unsecured claim against Equipment
         in the amount of $16,000,000.  Of the allowed
         administrative claim, $1,835,530 will be deemed paid by
         the interim payments received by Sun to date, leaving a
         remaining unpaid administrative expense claim of
         $1,600,000. All the claims and payments will be final
         and will not be subject to alteration, offset, or
         challenge by any party in interest.

     (2) Payment of Allowed Claims.  The allowed unsecured claim
         of $16,000,000 against Equipment will be treated in
         accordance with the Debtors' Second Amended Joint Plan
         of Reorganization. The remaining unpaid portion of the
         allowed administrative claim ($1,600,000) will be paid
         to Sun by Equipment (or after the effective date of the
         Plan, by reorganized Equipment), in 12 equal monthly
         installments without interest, with the first payment
         due on the earlier of (i) June 30, 2002 or (ii) the
         effective date of the Plan.

     (3) Equipment Return.  All equipment returned to Sun by the
         Debtors to date will be deemed final and Debtors
         acknowledge that they have no interest in the equipment.
         The Lease is deemed rejected as of the effective date of
         the Plan.

     (4) Mutual Releases. Sun and the Debtors release each other
         from any and all debts, demands, liabilities and claims
         related in any way to the Lease or communications under
         this Agreement. (ICG Communications Bankruptcy News,
         Issue No. 29; Bankruptcy Creditors' Service, Inc.,
         609/392-0900)


INTERPLAY ENTERTAINMENT: Sets Shareholders' Meeting for Sept. 17
----------------------------------------------------------------
Interplay Entertainment Corporation will hold its Annual Meeting
of Stockholders at 10:00 A.M. Pacific Time on Tuesday, September
17, 2002, at The Sutton Place Hotel, 4500 MacArthur Boulevard,
Newport Beach, California 92660.  Items on the agenda to be
considered by stockholders:

      (1) To elect 7 members of the Board of Directors for one-
year terms.

      (2) To amend the Company's 1997 Stock Incentive Plan to
increase the number of authorized shares by 6,000,000.

      (3) To amend the Company's Amended and Restated Certificate
of Incorporation to effect a one- for-ten reverse stock split of
shares of the Company's common stock, par value $0.001 per
share.

     (4) To transact such other business as may properly come
before the Meeting and any adjournment or postponement.

Stockholders may vote if, at the close of business on August 15,
2002, they were a stockholder of the Company.

Interplay Entertainment makes PC and console video games with
such serene titles as Dungeon Master II, Redneck Rampage, and
Torment. Among the subsidiaries and divisions under the
Interplay umbrella are 14 Degrees East (strategy and puzzle
games), Black Isle (role playing games), Shiny Entertainment
(cartoon animation), Tantrum (action games), and Digital Mayhem.
Struggling to rebound from financial problems, Interplay is
putting more focus on its console games.

As of June 30, 2002, Interplay's balance sheet shows a working
capital deficit of about $10 million, and a total shareholders'
equity deficit of about $7 million.


IT GROUP: Wants Plan Filing Exclusivity Stretched to October 14
---------------------------------------------------------------
For the second time, The IT Group, Inc., and its debtor-
affiliates ask the Court for more time to file a chapter 11
plan.  The Debtors make it clear they'll be filing a plan to
liquidate the company's assets rather than reorganize.  The
Debtors ask the Court to extend their exclusive plan filing
period to October 14, 2002 and their exclusive solicitation
period to December 13, 2002.

Marion M. Quirk, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in Wilmington, Delaware, asserts that a 60-day extension of
the Exclusive Periods is warranted because:

A. The Debtors Have Made Substantial Progress in Their Cases

    The Debtors, with the assistance of their advisors,
    diligently marketed and negotiated the sale of substantially
    all of their assets.  Since the Sale, the Debtors have, among
    other things:

    (a) addressed issues relating to their business operations at
        the Northern California sites;

    (b) worked on a consensual budget with the Prepetition
        Lenders regarding the use of cash collateral; and

    (c) monetized remaining assets.

    The Debtors have also responded to the operational and
    administrative demands of these Chapter 11 cases and have
    worked diligently to advance the reorganization process and
    facilitate negotiations concerning key issues in the cases;

B. The Modest Extension Will Advance The Debtors' Reorganization
    And Will Not Harm Any Party

    An extension of the Exclusive Periods will give the Debtors a
    reasonable opportunity to negotiate a consensual plan or
    plans of reorganization with the Committee and the
    Prepetition Lenders without prejudicing any party-in-
    interest.  Absent this proposed extension, a protracted and
    process would only serve to increase the administrative
    expenses and decrease recoveries to the Debtors' creditors,
    significantly delaying, if not undermining, the Debtors'
    reorganization efforts.

C. The Debtors' Cases Are Large And Complex

    Certain substantial issues remain unresolved, including the
    resolution of insurance and environmental issues relating to
    the Debtors' business operations at the Northern California
    sites.

The Official Committee of Unsecured Creditors supports the
requested extension.

The Bankruptcy Court will convene a hearing on the Motion on
September 10, 2002.  By application of Local Bankruptcy Rule
9006-2, the plan-filing deadline is automatically extended
through the conclusion of that hearing. (IT Group Bankruptcy
News, Issue No. 16; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


J.P. MORGAN: Fitch Ups Ratings on 2000-FL1 Classes B Through F
--------------------------------------------------------------
J.P. Morgan Commercial Mortgage Finance Corp.'s mortgage pass-
through certificates, series 2000-FL1 are upgraded by Fitch
Ratings as follows: $25.4 million class B to 'AA+' from 'AA',
$28.5 million class C to 'A+' from 'A', $27.5 million class D to
'BBB+' from 'BBB', $8.5 million class E to 'BBB' from 'BBB-',
and $10.6 million class F to 'BBB-' from 'BB+'. Fitch affirms
the following certificates: $188.7 million class A and interest-
only class X2 at 'AAA', $15.8 million class G at 'BB', $16.9
million class H at 'B' and $6.3 million class J at 'B-'. The
$10.6 million class NR certificates are not rated by Fitch. The
rating actions follow Fitch's annual review of the transaction,
which closed in June 2000.

The upgrades reflect increases in subordination levels due to
loan payoffs and amortization. As of the August 2002
distribution date, the pool's aggregate principal balance has
been reduced by approximately 46% to $338.7 million, from $622.2
million at issuance. In addition, one specially serviced loan
($4.4 million, or 1.3% of the pool) has paid off since the last
distribution date. The certificates are currently collateralized
by 24 floating-rate mortgage loans, consisting primarily of
retail (29% by balance), office (19%), and hotel (15%)
properties, with significant concentrations in Virginia (23%),
Texas (18%), and Illinois (11%). No loans have realized losses
so far.

ORIX Real Estate Capital Markets, LLC, the master servicer,
collected year-end 2001 property operating statements for 99% of
the pool. The YE-2001 weighted average net cash flow for these
loans increased by 13% since issuance. The YE-2001 weighted
average debt service coverage ratio was 2.74 times. No loans
reported YE-2001 DSCR below 1.00x and 87% of the pool reported
YE-2001 DSCRs above 2.00x. Seventeen loans (70% by balance) are
currently on ORIX's watchlist due to upcoming maturities, as 98%
of pool matures within one year.

Four loans (15%) are currently being specially serviced,
including a new real estate owned loan ($1.7 million, or 0.5% of
pool). The largest specially serviced loan (8%) is secured by an
office property in Dallas. After several tenants had vacated
occupancy dropped to 78%. Although current occupancy is 85%, the
loan still does not meet the loan to value test (70%) for
extending the maturity date. The borrower has requested a two-
year extension with no LTV test. The special servicer is
reviewing the borrower's request and considering alternative
options. The REO loan is secured by a retail property in Yeadon,
MD. The special servicer executed a deed in lieu settlement with
the borrower and took the title in August 2002. The property
will be marketed for sale and the special servicer is expecting
a minimal loss on the property. The property is currently 85%
leased and 50% occupied.

The deal is concentrated with the largest loan representing 14%
of the pool and the top five loans representing 34% of the pool.
The largest loan is secured by a full-service hotel in
Arlington, VA. The property's YE-2001 net cash flow increased
42% from closing, although it was down from YE-2000. The 2001
occupancy was 67%, compared to 72% at closing.

Fitch applied various hypothetical stress scenarios taking into
consideration all of the above concerns. Even under these stress
scenarios, subordination levels were sufficient to upgrade
ratings. Fitch will continue to monitor this transaction, as
surveillance is ongoing.


KMART CORP: Inks Agreement with TBWA to Settle Claim Disputes
-------------------------------------------------------------
According to Mark A. McDermott, Esq., at Skadden, Arps, Slate,
Meagher & Flom, in Chicago, Illinois, before the Petition Date,
Kmart engaged TBWA Worldwide, Inc., d/b/a TBWA\Chiat\Day to
provide advertising services to Kmart Corporation, including the
creation of advertising and the placing, soliciting and buying
of advertising media.  TBWA incurred certain obligations in
favor of third party media and other vendors on behalf of Kmart
where TBWA charged Kmart for these obligations pursuant to the
parties' agreement.

TBWA claims that Kmart owe $6,447,867 in respect of prepetition
invoices issued by TBWA.  However, Kmart asserts that the
prepetition payments it has made to TBWA in respect of certain
Third Party Obligations exceeded the amount of TBWA's assertion
by $5,436,477.  In addition, Mr. McDermott asserts that certain
media vendors have issued and may in the future issue credits to
TBWA in connection with the prepetition advertising TBWA placed
on behalf of Kmart, which was cancelled or otherwise did not air
as planned.

"TBWA has asserted setoff and recoupment rights against Kmart
with respect to the TBWA Debt.  However, the parties' agreement
does not clearly entitle TBWA to setoff and recoup the Excess
Payment and Media Credits against the Kmart Debt," Mr. McDermott
tells Judge Sonderby.  Hence, the Debtors defied TBWA's asserted
setoff and recoupment rights, which would otherwise provide TBWA
with a substantial recovery on its prepetition claim.  The
Debtors further demand that TBWA pay Krnart the TBWA Debt.

But in order to avoid unnecessary and costly litigation
concerning the alleged setoff and recoupment rights, the Debtors
now ask the Court to approve a Settlement Agreement with TBWA.

Pursuant to the Settlement Agreement:

(a) TBWA agrees to pay $2,718,239 to Kmart, which represents 50%
     of the Excess Payment;

(b) TBWA will be permitted to set off against --- and thereby
     reduce --- the Kmart Debt by $2,718,239, which represents
     the portion of the Excess Payment remaining after TBWA's
     payment;

(c) TBWA will also be permitted to set off against the Kmart
     Debt up to $2,000,000 in Media Credits.  In the event the
     aggregate amount of Media Credits materially exceeds that
     sum, the parties will negotiate in good faith an allocation
     of the excess, and any amount determined by the parties to
     be allocated to and retained by TBWA will reduce the amount
     of TBWA's proof of claim;

(d) The parties agree that after giving effect to the
     transactions contemplated in the Settlement Agreement, TBWA
     will hold a $1,729,628 general unsecured prepetition claim
     against Kmart;

(e) Within 5 business days after the Court approves the
     Settlement Agreement, TBWA will amend its previously-filed
     proof of claim so that it equals the amount of the
     Liquidated Claim; provide that TBWA may further amend and
     increase the proof of claim to the extent the aggregate
     amount of Media Credits is less than $2,000,000;

(f) TBWA releases and discharges forever Kmart and all its
     officers, directors, agents, accountants and attorneys, from
     any and all claims, defenses and causes of action, of any
     nature or type, whether known or unknown, that TBWA has or
     may have against Kmart with respect to matters relating to
     Kmart advertising arising or accruing prepetition; provided,
     however, that TBWA does not release the Liquidated Claim;
     and

(g) Kmart releases and discharges forever TBWA, and all its
     officers, directors, agents, accountants and attorneys, from
     any and all claims, defenses and causes of action, of any
     nature or type, whether known or unknown, that Kmart has or
     may have against TBWA with respect to matters relating to
     Kmart advertising arising or accruing prepetition. (Kmart
     Bankruptcy News, Issue No. 31; Bankruptcy Creditors'
     Service, Inc., 609/392-0900)


LA PETITE: Seeks Permanent Waiver of Financial Covenant Breach
--------------------------------------------------------------
As previously disclosed in the Quarterly Report for the quarter
ended April 6, 2002, La Petite Academy was not in compliance
with certain of the financial covenants contained in the Credit
Agreement for that quarterly period and had received on May 20,
2002 a limited waiver through the period ended August 15, 2002.

On August 15, 2002, the Company and its parent, LPA Holding
Corp., obtained another limited waiver of non-compliance with
those financial covenants for that quarter from the requisite
lenders under the Credit Agreement. The limited waiver received
on August 15 provides that the lenders will not exercise their
rights and remedies under the Credit Agreement with respect to
such financial covenant non-compliance during the period through
September 30, 2002.

Consistent with its prior disclosure, the Company continues to
expect that it will not be able to comply with certain of the
financial covenants contained in the Credit Agreement for the
fourth quarter of fiscal 2002. The Company and LPA Holding Corp.
expect to continue discussions with the lenders under the Credit
Agreement (a) to obtain a permanent waiver of the financial
covenant non-compliance for the quarterly period ending April 6,
2002 and (b) to amend its financial covenants, commencing with
the quarterly period ending on June 29, 2002, based on the
Company's current operating conditions and projections. There
can be no assurance that the Company and LPA Holding Corp., will
be able to obtain such a permanent waiver and/or amendment to
the Credit Agreement. The failure to do so would have a material
adverse effect on the Company and LPA Holding Corp.

The company is the nation's #2 for-profit operator of preschool
and childcare facilities, behind KinderCare Learning Centers. La
Petite Academy operates about 725 centers that enroll some
70,000 children ranging in age from six-week-old infants to 12-
year-olds. The academies are located across the country in 36
states and Washington, DC.  Founded in 1968, La Petite provides
both full- and part-time childcare, educational and
developmental programs, workplace childcare, and Montessori
schools. J.P. Morgan Partners owns a controlling interest in the
company.


LADISH CO.: Fails to Comply with Nasdaq Listing Requirements
------------------------------------------------------------
Ladish Co., Inc. (Nasdaq: LDSH) -- http://www.ladishco.com--
received a NASDAQ Staff Determination on August 27, 2002
relating to its recently filed Form 10-Q.  As disclosed in prior
press releases, the Company, its Audit Committee and the
Company's former auditors, Deloitte & Touche LLP were not able
to come to agreement on the preferred accounting treatment for
net operating loss carryforwards prior to the filing deadline
for the Company's second quarter 10-Q.  The Company disclosed in
its Form 10-Q for the second quarter and further discussed in
its press release dated August 27, 2002 that its former
auditors, D&T, did not concur with the position of the Company
and its previous auditors, Arthur Andersen LLP, on the
recognition of net operating loss carryforwards as deferred tax
assets.  D&T's inability to determine which prior years'
earnings it believed the Company should restate allegedly
prevented D&T from completing their quarterly review.

Without D&T's completed review, NASDAQ has indicated in its
Staff Determination that it believes the Company's 10-Q was not
in compliance with the requirements of a timely 10-Q filing.
The Company and its Audit Committee are in the process of
retaining a new firm of independent auditors and fully intend to
file an amended Form 10-Q(a) that will contain the necessary
auditor review and thereby fully address the issue raised in the
Staff Determination. While the Company presently is subject to
delisting, the Company has requested a hearing before a NASDAQ
Listing Qualifications Panel and intends to vigorously pursue
continued listing.  The Company is confident that once its
amended 10-Q(a) is filed, it will meet all listing standards.

The Company received a NASDAQ Staff Determination on August 27,
2002 indicating the Company fails to comply with the timely
filing requirement(s) for continued listing set forth in
Marketplace Rule 4310(C)(14), and that its securities are,
therefore, subject to delisting from the NASDAQ National Market.
The Company has requested a hearing before a NASDAQ Listing
Qualifications Panel to review the Staff Determination.  There
can be no assurance the Panel will grant the Company's request
for continued listing.

Ladish Co., Inc., is a leading producer of highly engineered,
technically advanced components for the jet engine, aerospace
and general industrial markets.  Ladish is headquartered in
Cudahy, Wisconsin with operations in Wisconsin, Oregon and
Connecticut.  Ladish common stock trades on Nasdaq under the
symbol LDSH.


MALAN REALTY: Shareholders Approve Plan of Complete Liquidation
---------------------------------------------------------------
Malan Realty Investors, Inc. (NYSE: MAL), a self-administered
real estate investment trust, announced that shareholders
approved a plan of complete liquidation of the company at
Wednesday's annual meeting.

The plan, which was approved by the board in July 2002, provides
for the orderly sale of assets for cash or such other form of
consideration as may be conveniently distributed to
shareholders, payment of or establishing reserves for the
payment of liabilities and expenses, distribution of net
proceeds of the liquidation to common shareholders, and wind up
of operations and dissolution of the company.  The board
believes that net proceeds to shareholders will range from $4.75
to $8.50 per share, dependent upon successful execution of the
plan.

The liquidation plan is expected to take up to 24 months to
complete, although it could take longer.  The per-share range
includes estimated proceeds from the sale of properties,
repayment of debt, income expected to be earned from properties
during the liquidation process and expenses including selling
costs and advisory fees.  During 2002, Malan has sold six
properties totaling approximately 822,220 square feet of gross
leasable area for a total of $29.9 million before debt
repayment.

The company also announced that Paul Gray, Jill Holup, John P.
Kramer, Jeffrey D. Lewis and Edward Russell III have been
reelected to the board of the directors.  The board of directors
has been reduced from seven to five, as Edward T. Boutrous and
Andrew Miller did not stand for reelection.

Malan Realty Investors, Inc., owns and manages properties that
are leased primarily to national and regional retail companies.
The company owns a portfolio of 52 properties located in nine
states that contains an aggregate of approximately 4.6 million
square feet of gross leasable area.


MEASUREMENT SPECIALTIES: Fails to Meet AMEX Listing Guidelines
--------------------------------------------------------------
Measurement Specialties (Amex: MSS) on August 21, 2002, received
notice from the American Stock Exchange Staff indicating that
the Company no longer complies with the Exchange's listing
guidelines due to the Company's failure to furnish certain
reports and information to shareholders, including its Annual
Report for its fiscal year ended March 31, 2002, and its
quarterly earnings release for its fiscal quarter ended June 30,
2002, and that its securities are, therefore, subject to being
delisted from the Exchange.  The Exchange's continued listing
standards and the Company's listing agreement include the
requirement that listed companies furnish shareholders with
annual reports and release quarterly sales and earnings,
pursuant to Sections 132 and 1003(d) of the Exchange's Company
Guide.  The Company has appealed this determination and
requested a hearing before a committee of the Exchange.  There
can be no assurance, however, that the Company's request for
continued listing will be granted.

As previously announced by the Company, the Company's inability
to make its required filings and releases of information has
related to delays in its audit process, owing to the need to
resolve complex accounting issues involving inventory valuation
and the evaluation of capitalized overhead.  On August 21, 2002,
following its resolution of these accounting issues, the Company
announced its determination to restate earnings for the 2001
fiscal year and the 2002 fiscal quarters.  The Company, along
with its auditors, is aggressively trying to complete all
required filings prior to the conclusion of the delisting
process, but cannot assure that it will succeed in doing so.

In the event that the Company's request for continued listing is
denied by the Exchange and that delisting of the Company's
common stock occurs, the Company may seek sponsorship of its
common stock for quotation in the Pink Sheets, but has not yet
determined to do so.

Measurement Specialties is a designer and manufacturer of
sensors, and sensor-based consumer products.  Measurement
Specialties produces a wide variety of sensors that use advanced
technologies to measure precise ranges of physical
characteristics, including pressure, motion, force,
displacement, angle, flow, and distance.  Measurement
Specialties uses multiple advanced technologies, including
piezoresistive, application specific integrated circuits, micro-
electromechanical systems, piezopolymers, and strain gages to
allow their sensors to operate precisely and cost effectively.


METALS USA: Proposed Plan's Classification & Treatment of Claims
----------------------------------------------------------------
Metals USA, Inc., and its debtor-affiliates' proposed Plan of
Reorganization filed with the U.S. Bankruptcy Court for the
Southern District of Texas outlines how the Debtors intend to
classify and treat stakeholders' claims:

Class Description                  Estimate     Treatment
----- -----------                  --------     ---------
N/A  Administrative Claims       $8,700,000  100% in Cash on the
                                              Effective Date

N/A  Priority Tax Claims           $600,000  100% in Cash on the
                                              Effective Date or
                                              payment over a six-
                                              year period with
                                              interest at the
                                              federal judgment
                                              rate

N/A Debtor-in-Possession      $100,000,000  100% in Cash on
     Loan Claim                     to       the Effective Date
                               $125,000,000

  1  Priority Claims               $100,000  100% in Cash on
                                             the Effective Date

   2  Secured Claims             $16,500,000  At the Debtors'
                                              option:

                                              (a) pay Cash on the
                                                  Effective Date,

                                              (b) return the
                                                  Collateral to
                                                  the Creditor,

                                              (c) reinstate the
                                                  obligation, or

                                              (d) provided for
                                                  payment over
                                                  time after the
                                                  Effective Date

3  Other Secured Claims        $__________  A Note providing for
                                             payment over time
                                             after the Effective
                                             Date for what's owed

4  General Unsecured Claims   $378,500,000  Each holder of an
                                             Unsecured Claim will
                                             receive a pro rata
                                             share of 20 million
                                             shares of New Common
                                             Stock in the
                                             Reorganized Parent
                                             Company, returning
                                             an estimated 52.6%
                                             dividend

5  Convenience Claims           $1,500,000  50% in Cash on the
    (Unsecured Claims of                     Effective Date
     $1,000 or less)

6  Interests of Holders of          N/A     New Warrants to
    Existing Common Stock                    purchase 3.56
                                             million shares of
                                             New Common Stock.
(Metals USA Bankruptcy News, Issue No. 18; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


MGI PROPERTIES: Completes Sale of Remaining Property for $2.8MM
---------------------------------------------------------------
MGI Properties Liquidating Trust recently completed the sale of
its sole remaining property and received net proceeds of
approximately $2,867,000.  Accordingly, MGI's Board of Trustees
has declared a final liquidating distribution of $.455 per unit
payable on September 17, 2002 to unit holders.

On or about September 17, 2002 the Trust expects to mail to unit
holders final relevant tax information pertaining to their
beneficial interests in the Trust.

The Trust will terminate on September 17, 2002 immediately
following the final distribution and 2002 Federal income tax
information mailings.


MILESTONE SCIENTIFIC: AMEX Accepts Plan to Meet Listing Criteria
----------------------------------------------------------------
Milestone Scientific Inc., (AMEX: MS) announced that the
American Stock Exchange had completed its review of Milestone's
plan for regaining compliance with the Amex's shareholders'
equity requirements for continued listing and had determined
that the plan makes a reasonable demonstration of Milestone's
ability to regain compliance by the conclusion of the plan
period at the end of 2003.

By letter dated May 2, 2002 the Amex had notified Milestone
that, based on its losses during the three years ended December
31, 2002, it had fallen below the Amex's $4 million minimum
shareholders' equity standard for continued listing, as set
forth in Section 1003 of the Amex Company Guide. At June 30,
2002, Milestone had a shareholder deficiency of $4,945,355. In
accepting Milestone's plan for regaining compliance with the
minimum shareholders' equity requirement, the Staff advised
Milestone that it will be subject to periodic review by the
Exchange Staff during the plan period. Failure to make progress
consistent with the plan or to regain compliance with continuing
listing standards by the end of the plan period could still
result in being delisted.

According to Stuart J. Wildhorn, Senior Vice President,
Milestone is pleased that the Amex has chosen to continue to
provide a marketplace for Milestone's common stock and that the
Amex has determined that our plan makes a reasonable
demonstration of our ability to regain compliance with its
minimum equity standard. Milestone's plans are based upon
prospective improvements in operations during the plan period,
the satisfaction of existing funded and other debt through the
issuance of equity securities pursuant to existing arrangements
and the issuance of equity securities pursuant to other existing
arrangements.

Milestone Scientific is the developer, manufacturer and marketer
of CompuMed(TM) and CompuDent(TM) computer controlled local
anesthetic delivery systems. These systems comprise a
microprocessor controlled drive unit as well as The Wand(R)
handpiece, a single patient use product that is held in a pen
like manner for injections. In 2001, Milestone Scientific
received broad United States patent protection on
"CompuFlo(TM)", an enabling technology for computer controlled,
pressure sensitive infusion, perfusion, suffusion and
aspiration, which provides real time displays of pressures,
fluid densities and flow rates, that advances the delivery and
removal of a wide array of fluids. Milestone Scientific recently
received United States patent protection on a safety engineered
sharps technology, which allows for fully automated true single-
handed activation with needle anti-deflection and force-
reduction capability.


MORGAN STANLEY: S&P Cuts Ratings on 4 Classes of 1998-CF1 Certs.
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
classes D, E, F, and G of Morgan Stanley Capital I Inc.'s
commercial mortgage pass-through certificates series 1998-CF1.
In addition, the ratings on classes D and E are placed on
CreditWatch with negative implications.

The rating actions are in response to the significant amount of
outstanding nonrecoverable advances that will be recovered from
the transaction over time. These NRA recoveries, in addition to
the existing ongoing interest shortfalls from appraisal
reductions, will cause classes F and below to not receive
interest for an extended period, as well as an uncertain
repayment. Classes D and E will be shorted interest for the next
couple of months and should be paid back during the next several
months, provided nothing else happens in the pool to cause
greater interest shortfalls. The ratings on classes D and E will
remain on CreditWatch negative until the interest on the classes
is repaid. Should the expected shortfall and repayment period
take longer than expected, a further downgrade of these classes
may be warranted.

On a cumulative basis, interest shortfalls for the pool,
affecting both rated and unrated classes, total approximately
$6.8 million. Most of the shortfalls resulted from appraisal
reductions, which currently stand at approximately $28 million
from delinquent mortgages and REO properties. Of the NRA, which
already totals $2.7 million, $1.4 million has been recovered
from the transaction, and $1.3 million will be recovered from
the transaction.

The largest of the NRA came in the July remittance report, which
included a NRA of $1.8 million. In order to not disrupt the
higher investment-grade classes, the NRA will be recovered at
$300,000 per month. The NRA is related to an $8.2 million
mortgage (0.8% of the pool), secured by nine congregate care
facilities. Eight out of nine health care facilities have been
sold. The eight properties, totaling an allocated loan balance
of approximately $7.6 million, plus $4.9 million in advances
(total exposure of $12.5 million), have been sold at a price of
approximately $3.2 million, resulting in an NRA of $1.8 million.

The August remittance report includes the recovery of a $700,000
NRA from CapMark Services L.P., the master servicer. The
recovery is related to a $4.2-million health care loan, which
has accrued $2.2 million in advances. One of the two properties
securing the $4.2 mortgage lost its license to operate. Recently
re-appraised, the two properties were re-valued at $1.7 million,
well below the outstanding mortgage amount. Therefore, pursuant
to the PSA, $700,000 of advances was deemed as NRA.

As of August 2002, specially serviced mortgages for the pool
total $105.5 million (10.4% of the pool). Of these, there are 12
mortgages categorized as REO, totaling $45.4 million. Eight of
the mortgages, totaling $34.9 million, are cross-collateralized
and cross-defaulted. The eight mortgages are secured by health
care facilities located in the South and Southwest that are
operated by Home Quality Management, a regional operator.
Similar to many nursing homes, these properties are suffering
from increased expenses and reduced Medicare/Medicaid funding.

There are appraisal reductions of approximately $26.4 million on
the REO properties.

There are 11 delinquent mortgages that total $60.1 million. Of
these, four mortgages, totaling $7.4 million, are secured by car
wash facilities, and have accrued appraisal reductions of
$910,000. The remaining seven mortgages, totaling $52.7 million,
are secured by a variety of properties located in a variety of
locations, although two of the mortgages (totaling $8.2 million)
are secured by care facilities. The health care facilities have
realized appraisal reductions of $601,000.

Standard & Poor's will continue to monitor the performance of
the mortgages in this pool, and is prepared to take further
rating actions if necessary.

                       RATINGS LOWERED

                 Morgan Stanley Capital I Inc.
        Commercial mortgage pass-thru certs series 1998-CF1

                          Rating
         Class       To           From
         F           D            BB
         G           D            CCC

          RATINGS LOWERED AND PLACED ON CREDITWATCH NEGATIVE

                 Morgan Stanley Capital I Inc.
        Commercial mortgage pass-thru certs series 1998-CF1

                         Rating
         Class       To                   From
         D           BB+/Watch Neg        BBB
         E           BB/Watch Neg         BBB-


MOTO PHOTO: Shoos-Away Andersen as Independent Accountants
----------------------------------------------------------
Moto Photo, Inc., (OTCBB:MOTO) announced that its loss for the
second quarter ended June 30, 2002 was $548,546 compared to
income of $110,406 in second quarter 2001.

The year-to-date loss through the first six months ended June
30, 2002 was $855,600 as compared to a loss of $512,053 for the
same period in 2001. Included in the second quarter and year-to-
date results for 2002 is a non-cash restructuring charge of
$894,568 for additional write-downs of company store assets held
for sale, additional lease termination liabilities and changes
in management's estimates of future obligations related to
company stores held for sale. The Company had previously
announced its plan to exit substantially all of its company-
owned stores and had recorded a restructuring charge of
approximately $6.6 million during the fourth quarter of 2001.
The additional write-down reflects the Company's current
estimate of values of the stores to be sold based on current
market conditions.

The Company dismissed its independent accountant, Arthur
Andersen LLP, and has not retained an independent accountant at
this time. Accordingly, the Company did not obtain a review of
these interim financial statements by an independent accountant
using professional standards and procedures, although that
review is required by the S.E.C. for the Form 10-Q. The Company
has not changed any accounting practices during the quarter and
believes it has prepared these financial statements according to
generally accepted accounting principles. The Company filed its
Form 10-Q on August 26, 2002 and this report contains more
detailed information about the 2nd quarter and six month
results. The Form is available at the SEC Edgar website.

Larry Destro, President and CEO commented, "While we are
disappointed with the comparable store sales performance year-
to-date, Moto Photo as a franchise system is performing better
than the industry. The economic factors such as reduced air
travel coupled with the digital void created by consumers buying
digital cameras and not turning those images into pictures has
caused a reduction in rolls processed at many of Moto Photo's
stores. However, we are seeing signs of improvement in our
stores that have transitioned to digital processing.
Additionally, we are having very favorable results with our one-
hour digital portrait studios and we are rolling this concept
out into more stores in our system. The one-hour portrait
concept provides a customized portrait product using digital
technology, with the convenience of one-hour processing. The
resulting product has been very positively accepted by our
customers."

Moto Photo, Inc., is a Dayton, Ohio based franchisor and
operator of 307 one-hour photofinishing stores and portrait
studios in the U.S. and Canada. Further information is available
at http://www.motophoto.com

At June 30, 2002, Moto Photo's balance sheet shows a total
shareholders' equity deficit of about $7 million. Also, it
recorded a working capital deficit of about $8 million.


NATIONAL STEEL: Continuing Evaluation of Strategic Alternatives
---------------------------------------------------------------
National Steel Corporation (OTC Bulletin Board: NSTLB) filed its
petition for Chapter 11 bankruptcy protection on March 6, 2002.
Since that time the Company has been working diligently with its
advisors to prepare a plan of reorganization that will allow
National Steel to emerge from Chapter 11 as quickly as possible.
Hisashi Tanaka, chairman and chief executive officer said, "We
have been very focused on our restructuring efforts and
stabilizing our operations.  It is now time to give everyone an
update on our progress."

The Company has been working on a number of strategic
initiatives since the bankruptcy filing.  Ongoing discussions
have occurred with suppliers and vendors to review and
renegotiate unfavorable contracts and improve payment terms.  In
many cases this activity has allowed the Company to reduce costs
and extend payment terms to a more normal cycle, which has
improved overall cash flow.  "Our suppliers and vendors have
been very supportive throughout this process.  Their willingness
to work with us has allowed us to stabilize our business in a
most expeditious manner," Mr. Tanaka said.

In addition to these steps, National has made customer service a
priority. "I have made it clear to our employees that their
attention must be on solid operating practices which translates
to good customer service.  We must make sure our customers are
continuing to receive a quality product, on time," said Mr.
Tanaka.

Mr. Tanaka stated, "In spite of the distraction our March 6
filing created, our production facilities have been very focused
on stabilizing operations.  They have done a good job of
reducing production costs and improving quality.  These actions
have had a very positive effect on our bottom line."  This,
along with improved economic conditions in the markets National
serves, has resulted in improving financial results since March.

The Company, along with its advisors, is developing a long-term
business plan which would form the basis for a stand-alone plan
of reorganization.  In addition, the Company and its advisors
are looking at potential merger or acquisition opportunities for
the Company.  "Our goal is to look at all options to ensure the
long-term viability of the Company while at the same time
focusing on emerging from bankruptcy as soon as possible," said
Mr. Tanaka.  "In the meantime our business continues to improve
and our strong liquidity position should allow us the proper
time to analyze all options," he concluded.

On August 23, 2002, the Company filed a Form 8-K reporting its
July 2002 financial results.  For the month of July, the Company
reported a net loss of $4.0 million, an improvement of $7.7
million compared to June 2002, on revenues of $211 million.
Operating income was slightly negative at $0.5 million, however
EBITDA was positive at $7 million.  Total available liquidity,
which includes cash balances plus available borrowing capacity
under the DIP facility, net of reserves, was $209 million at the
end of July 2002.

"July is traditionally a difficult month due to the two week
shutdown at automotive production facilities for model
changeovers.  Nevertheless, our results were better than
forecasted and an improvement over June, reflecting the impact
of our actions to reduce costs and streamline operations, as
well as the positive impacts that the steel tariffs have had on
spot market pricing," said John Maczuzak, President and Chief
Operating Officer.  "We have improved our overall position,
including liquidity, in part due to better selling prices, but
also by renegotiating vendor agreements, reducing costs and
lowering inventories.  These factors, along with the support of
our customers, vendors and employees, have all contributed to
the progress thus far achieved in our reorganization," he
concluded.

Headquartered in Mishawaka, Indiana, National Steel Corporation
is one of the nation's largest producers of carbon flat-rolled
steel products, with annual shipments of approximately six
million tons.  National Steel employs approximately 8,200
employees.  Please visit the Company's Web site at
http://www.nationalsteel.comfor more information on the Company
and its products and facilities.

National Steel Corp.'s 9.875% bonds due 2009 (NSTL09USR1) are
trading at 38 cents-on-the-dollar, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=NSTL09USR1
for real-time bond pricing.


NCI BUILDING: Expects New $250MM Facility In-Place by Mid-Sept.
---------------------------------------------------------------
NCI Building Systems, Inc. (NYSE: NCS), announced a gain in
earnings to $0.67 per diluted share for the third quarter of its
2002 fiscal year compared with $0.39 per diluted share in the
year-earlier period.  The results for the third period were
consistent with the guidance previously provided by NCI.

Sales for the three months ended August 3, 2002 amounted to
$257.8 million compared with $259.1 million in the year-earlier
period.  Net income for the quarter was $12.6 million, up from
$7.1 million in the year-earlier period.  The earnings for the
third quarter of fiscal 2002 included a gain of $0.03 per
diluted share from the sale of certain real estate and equipment
and $0.15 per diluted share from the elimination of amortization
of goodwill as a result of the adoption of the new accounting
standard SFAS 142.

"Achieving increased earnings for the third quarter represents
an outstanding performance by NCI," said Johnie Schulte, Jr.,
President and Chief Executive Officer.  "Conditions within the
metal construction industry remain very challenging, and we are
confident that by any competitive measure, NCI ranks extremely
high.  Reports suggest a decline of more than 10% in non-
residential construction spending through the first half of
calendar 2002. Our gain of 2% in sales through the nine months
decidedly contrasts with that industrywide trend.  The emphasis
of our sales programs this year has been on capitalizing on the
breadth of our product line and low cost operating structure to
broaden our customer base.  We believe that the progress
realized positions NCI well to show an even stronger rebound
once the overall trend in capital spending improves."

A.R. Ginn, Chairman of the Board, remarked, "NCI's results thus
far in fiscal 2002 affirm the fundamental opportunities for
growth in the metal construction industry.  Although overall
commercial building activity is down due to the uncertainty
about the course of the economy, spending on repair and
renovation projects typically increases during slowdowns in the
pace of new construction.  The inherent advantages of metal
construction techniques over conventional building processes
also become more apparent when there is a greater emphasis on
reducing construction and occupancy costs.  We recognize the
hesitancy resulting from the uncertain near-term outlook for
capital spending but are confident about the longer-term
potential for NCI to achieve a full recovery in margins with
growth outpacing the industry.

"We are benefiting from the steps we took last year to realign
our manufacturing resources and operate more efficiently.  We
are also being aided by a substantial, positive cash flow that
has enabled us to reduce our debt by $73.6 million through the
first nine months and still make the necessary ongoing
improvements in our equipment and systems.  Our sustained
profitability contrasts sharply with the results of many other
suppliers of metal building components and systems.  We expect
to extend this strong relative performance through the fourth
fiscal quarter, but it is clear from our current backlog and
rate of incoming orders that we are going to face another very
competitive period.  At this time, we expect earnings for the
fourth quarter that will match outside estimates of
approximately $0.58 per diluted share versus $0.39 per diluted
share a year ago, before a restructuring charge in the fourth
quarter of fiscal 2001.  Achieving that level of profitability
in the final period would result in higher earnings for fiscal
2002 as a whole and provide solid momentum for further recovery
in fiscal 2003."

NCI also announced that it expects to complete a $250 million
senior, secured credit facility within the next two weeks.  The
new facility is expected to consist of a six-year, $125 million
term loan B and a five-year, $125 million revolver, each of
which will be secured by receivables, inventory, machinery and
equipment.  NCI said that due to market uncertainties, it has
dropped plans at this time to issue an additional $50 million of
its 9-1/4% senior subordinated notes due 2009 and instead,
increase the revolver portion of the proposed new credit
facility from $100 million to $125 million.  NCI accordingly has
classified its existing bank debt, which matures in July 2003,
in accordance with the repayment terms of the new, proposed
facility.  If the refinancing is not completed, NCI would be
required to classify its existing bank debt as a current
liability.

NCI Building Systems, Inc., is one of North America's largest
integrated manufacturers of metal products for the non-
residential building industry. The Company operates
manufacturing and distribution facilities located in 16 states
and Mexico.

NCI Building Systems Inc.'s 9.25% bonds due 2009 (NCS09USR1),
DebtTraders says, are trading at 98 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=NCS09USR1for
real-time bond pricing.


NCS HEALTHCARE: Files Amended Statement with SEC re Tender Offer
----------------------------------------------------------------
NCS HealthCare, Inc., has filed an amendment to the
Solicitation/Recommendation Statement with the SEC relating to
the tender offer by NCS Acquisition Corp., a Delaware
corporation and a wholly owned subsidiary of Omnicare, Inc., a
Delaware corporation, for all of the outstanding shares of Class
A common stock, par value $0.01 per share, of NCS HealthCare,
Inc., a Delaware corporation and Class B common stock, par value
$0.01 per share, of NCS at a price of $3.50 per Share, net to
the seller in cash. The offer is being made upon the terms and
subject to the conditions set forth in the Offeror's offer to
purchase, dated August 8, 2002, and in the related letter of
transmittal. The consideration offered per Share, together with
all of the terms and conditions of the Offeror's tender offer,
is referred to herein as the "Offer."

Item 8(b) is hereby amended by adding the following paragraph
under "Litigation":

On August 20, 2002, the Company filed a complaint against
Omnicare in the United States District Court for the Northern
District of Ohio, titled NCS Healthcare, Inc. v. Omnicare, Inc.,
Case No. 1:02CV1635 (Maita, J.), and, on August 21, 2002, the
Company amended the complaint. The complaint, as amended,
alleges, among other things, that Omnicare's disclosure on
Schedule TO, filed on August 8, 2002 in connection with the
Offer, contains materially false and misleading disclosures in
violation of Section 14(e) of the Securities Exchange Act of
1934.

NCS HealthCare, Inc., is a leading provider of pharmaceutical
and related services to long-term care facilities, including
skilled nursing centers, assisted living facilities and
hospitals. NCS serves approximately 206,000 residents of long-
term care facilities in 33 states and manages hospital
pharmacies in 14 states.

NCS HealthCare's June 30, 2002 balance sheet shows a total
shareholders' equity deficit of about $108 million.


NEXELL THERAPEUTICS: Falls Short of Nasdaq Listing Standards
------------------------------------------------------------
Nexell Therapeutics Inc., (Nasdaq:NEXL) received a letter dated
August 23, 2002 from The Nasdaq Stock Market indicating that the
Company fails to comply with the $1.00 minimum bid price and
$5,000,000 market value of publicly-held shares requirements for
continued listing set forth in Marketplace Rules 4450(a)(5) and
4450(a)(2), and, as a result, the Company's securities --
consisting of its common stock and its publicly-traded warrants
(Nasdaq:NEXLW) -- will be delisted from The Nasdaq National
Market at the opening of business on September 3, 2002. The
failure of the common stock to meet the minimum bid price was
first announced by the Company on May 23, 2002.

The Company believes it meets the eligibility criteria to have
its securities quoted on the OTC Bulletin Board, and the
securities may be quoted on the OTCBB following delisting from
the Nasdaq National Market. The OTCBB is a regulated quotation
service that displays real-time quotes, last-sale prices, and
volume information in over-the-counter securities. Information
regarding the OTCBB can be found on the internet at
http://www.otcbb.com

Located in Irvine, California, Nexell Therapeutics Inc.
(Nasdaq:NEXL) is a biotechnology company that was focused on the
modification or enhancement of human immune function and blood
cell formation utilizing adult hematopoietic (blood-forming)
stem cells and other specially prepared cell populations. Nexell
was developing proprietary cell-based therapies that address
major unmet medical needs, including treatments for genetic
blood disorders, autoimmune diseases, and cancer. The Company is
currently in the process of winding down operations.


NUEVO ENERGY: Will Strike Remaining Outsouring Pacts with Torch
---------------------------------------------------------------
Nuevo Energy Company (NYSE:NEV) will eliminate the remaining
outsourcing contracts with Torch Energy Advisors, or its
subsidiaries, at or before year-end. The administrative contract
which primarily covers accounting and land administration
functions will be cancelled effective September 16, 2002. The
crude oil marketing contract will expire on December 31, 2002
and will not be renewed. No termination fees will be incurred by
Nuevo in connection with canceling these contracts.

Upon termination of these contracts, all administrative and
crude oil marketing functions will be brought in-house. At the
same time, Nuevo has entered into a five-year application
hosting agreement with Novistar. This hosting agreement provides
Nuevo with hardware infrastructure, technical expertise and
application software to support its business activity.

"The elimination of these outsourcing contracts as well as those
terminated earlier this year will enable Nuevo to exercise
greater control over financial and operational functions,"
commented Jim Payne, Chairman, President and CEO. "This will
also permit Nuevo to streamline its business as well as
facilitate the integration of future acquisitions or joint
ventures. In addition to these benefits, we will realize net
annual cost savings of approximately $3 million from these most
recent transactions."

Nuevo Energy Company is a Houston, Texas-based company primarily
engaged in the acquisition, exploitation, development,
production, and exploration of crude oil and natural gas.
Nuevo's domestic properties are located onshore and offshore
California. Nuevo is the largest independent producer of oil and
gas in California. The Company's international properties are
located offshore the Republic of Congo in West Africa and
onshore the Republic of Tunisia in North Africa. To learn more
about Nuevo, please refer to the Company's internet site at
http://www.nuevoenergy.com

Nuevo Energy's total current liabilities exceeded its total
current assets by about $17 million, at June 30, 2002.


OCWEN RESIDENTIAL: Fitch Takes Rating Actions on P-T Securities
---------------------------------------------------------------
Fitch Ratings has taken rating actions on the Ocwen Residential
MBS issues:

                     Series 1998-R3

        -- Class B-3 downgraded to 'D' from 'B';

        -- Class B-2 downgraded to 'BBB' from 'A'.

                  Series 1999-R1 Group F

        -- Class B-5F downgraded to 'D' from 'B'.

                    Series 1998-OFS1

        -- Class B affirmed at 'BBB' and removed from Rating
           Watch Negative.

                    Series 1998-OFS3

        -- Class B affirmed at 'BBB' and removed from Rating
           Watch Negative.

Ocwen 1998-R3: The rating action is the result of a review of
the high level of losses incurred in the last six months and the
current high delinquencies relative to the applicable credit
support levels. As of the Aug. 25,2002 distribution 27.83% of
the pool is over 90 days delinquent, and cumulative losses are
$45,748,810 or 17.74% of the initial pool. Class B4 & B5
currently has 0.00% of credit support. The mortgage loans were
acquired in 1996 and 1997 primarily from the United States
Department of Housing and Urban Development. Each of the
mortgage loans had previously defaulted and had been assigned to
HUD.

Ocwen 1999-R1 Group F: The rating action is the result of a
review of the high level of losses incurred in the last six
months and the current high delinquencies relative to the
applicable credit support levels. As of the Aug. 25,2002
distribution 49.16% of the pool is over 90 days delinquent, and
cumulative losses are $3,638,545 or 4.45% of the initial pool.
Class B6-F currently has 0.00% of credit support.

Additionally, all other ratings have been affirmed because of
adequate credit enhancement.


ORALABS HOLDING: Has Until Feb. 24, 2003 to Meet Nasdaq Criteria
----------------------------------------------------------------
OraLabs Holding Corp., (NASDAQ:OLAB) received notification from
NASDAQ on August 26, 2002, that for the prior 30 consecutive
trading days, the price of the Company's common stock closed
below the minimum one dollar per share requirement for continued
inclusion under Marketplace Rule 4310(C)(4).

The Company has a period of 180 calendar days or until February
24, 2003, to regain compliance. If at any time before that date,
the bid price of the Company's common stock closes at one dollar
per share or more for a minimum of ten consecutive trading days,
NASDAQ will provide notification that the Company complies with
the Rule. Under certain circumstances, to ensure that the
Company can sustain long-term compliance, NASDAQ may require
that the closing bid price equals $1.00 or more per share for
more than ten consecutive trading days before determining that
the Company complies.

The Company was also notified that if compliance with the Rule
is not demonstrated by February 24, 2003, NASDAQ will determine
whether the Company meets the initial listing criteria for the
NASDAQ SmallCap Market under Marketplace Rule 4310(C)(2)(A). If
the Company meets the initial listing criteria, then NASDAQ will
notify the Company that it has been granted an additional 180-
day grace period to demonstrate compliance. Otherwise NASDAQ
will provide written notification that the Company's securities
will be delisted, at which time the Company may appeal to a
NASDAQ Listing Qualifications Panel.

OraLabs, Inc., manufactures Ice Drops(R) brand oral care
products, Lip Rageous(R), Lip Naturals(TM), Chap Ice(R),
Essential Lip Moisturizer(TM), and brands of lip balm. The
product line includes breath drops, breath sprays, sour drops
and sprays, lip balms and a variety of private label products.
The Company's products are sold through more than 50,000 retail
outlets in the United States and in over 35 foreign markets.
Additionally, OraLabs supplies products to various airlines.


PACIFIC GAS: Seeks Okay to Incur $6.3MM IT Consultancy Expenses
---------------------------------------------------------------
Pacific Gas and Electric Company seeks the Court's authority to
incur expenses related to Information Technology Consulting Work
for implementation of the proposed Plan, outside of the ordinary
course of business pursuant to Bankruptcy Code Section
363(b)(l).

The total estimated cost for this consulting work is $6,310,400.

The Court previously authorized PG&E to acquire IT Equipment for
the New Entities.

Specifically, PG&E seeks the Court's approval to:

     (a) utilize an IT consultant to provide project management
         for the design, installation, configuration and testing
         of the IT Equipment for the New Entities -- the IT
         Equipment Project;

     (b) hire IT consultants to implement specialized business
         software that performs customized functions for the
         business operations of the New Entities -- the IT
         Applications Project;

     (c) lease office space on a month-to-month basis at a cost
         of $76,700 per month, to be utilized for the IT
         Equipment Project and IT Applications Project.

               Breakdown of Estimated IT Consultancy Costs

1. IT Equipment Project                                 $210,000

2. IT Applications Project - Shared Applications
     a. Business Analysts                                $486,000
     b. Content Coordinator and Content Migrators        $325,000
     c. Content Developers                               $258,000
     d. Project Manager for Miscellaneous Applications   $125,000
     e. Senior Project Manager and
        Project Support Analysts                         $300,000
     f. Systems Analysts                               $1,229,000
     g. Web Administrator and Security Specialists       $110,000
     h. Technical Writer                                  $50,000
     i. Administrative Assistant                          $48,000
     j. Business Analyst                                  $65,000
     k. Project Manager                                  $120,000
     1. Business Analysts                                $350,000

3. IT Consultants for Gen Application Projects
     a. Application Developers and Technical Writers     $649,000
     b. Telecommunications Engineer                       $25,000

4. IT Consultants for ETrans Application Projects       $928,000

5. IT Consultants for GTrans Application Projects
     a. Systems Analysts/Programmers                     $350,000
     b. Business Analyst                                 $250,000
     c. Systems Analyst                                  $100,000
     d. Programmers                                      $200,000
     e. Application Developers                           $100,000

6. IT Consultants for PG&E Application Projects          $32,400
                                                       ----------
                                                       $6,310,400
                                                       ==========

As the actual resources required to complete each project may
differ from the estimates, PG&E seeks the Court's approval to
incur up to the Estimated Cost for the various projects, and be
allowed to have the flexibility to transfer resources between
the various projects.

                     Description of Consultants

PG&E intends to utilize various types of IT consultants on a
temporary basis through staffing agencies and consulting firms:
Corestaff Services, Inc.; Tom Walsh, Inc.; Churchill Benefit,
dba Yurcor; AG Consulting, a division of ADP, Inc.; Millennium
Consulting; Federal Signal Corporation; Blackstone Technology
Group; TMP, Worldwide; Resource Connection; Thinknicity; and
Software Consulting Group.

1. IT Equipment Project -- $210,000

    A senior project manager will be hired through Millennium
    Consulting, a consulting firm specializing in IT projects, to
    coordinate, supervise, and track the IT Equipment Project.

2. IT Applications Project -- Shared Applications

    a. Business Analysts -- $486,000

       Seven business analysts will be hired through Corestaff
       Services, Inc., a staffing agency, to study and define the
       New Entities' business requirements, and to describe the
       computer codes and business rules that will be necessary
       to meet these requirements.

    b. Content Coordinator and Content Migrators -- $325,000

       A content coordinator and six content migrators will be
       hired through Corestaff to help provide the content for
       the New Entities' Internet site and Intranet.  These
       consultants will study PG&E's existing Internet site and
       Intranet, determine what portions of the existing content
       be used by the New Entities, arrange for migration of data
       to the New Entities and document remaining content to be
       obtained.

    c. Content Developers -- $258,000

       Three content developers will be hired through Corestaff
       to work with the content coordinator and migrators to
       develop the necessary content structure for the New
       Entities' Internet site and intranet, using programming
       tools HTML and java script etc.  These consultants will
       also be responsible for data migration and intranet
       testing and support.

    d. Project Manager for Miscellaneous Applications -- $125,000

       A project manager will be hired through Corestaff to
       manage the replication, development and implementation of
       the accounting, environmental and other shared
       applications needed by the New Entities, including related
       business and technical analysis.

    e. Senior Project Manager and Project Support Analysts --
       $300,000

       A senior project manager and two project support analysts
       will be hired through Corestaff.  The senior project
       manager will coordinate, track and report with respect to
       applications: Internet, Intranet, human resources,
       building and land services, and Safety, Health and Claims.
       The project support analysts will support the senior
       project manager.

    f. Systems Analysts -- $1,229,000

       Fourteen systems analysts will be hired through Corestaff
       to perform a variety of tasks needed as part of the IT
       Applications Project, including designing technical
       solutions, developing computer interfaces, replicating
       applications as needed by the New Entities, migrating data
       to the New Entities and modifying and testing
       applications. The systems analysts will also develop web-
       based applications and computer interfaces for the SAP
       system -- the system that includes accounting and
       purchasing functions.  The systems analysts will also
       develop a new franchise fee system for the New Entities.

    g. Web Administrator and Security Specialists -- $110,000

       Three specialists in web administration and web security
       will be hired through Corestaff and will work on the
       Internet site and Intranet, in the specific areas of
       hardware and software analysis, setup and configuration,
       web security and graphic and multimedia design.

    h. Technical Writer -- $50,000

       A technical writer will be hired through Corestaff and
       will provide the technical documentation for the IT
       Applications Project.

    i. Administrative Assistant -- $48,000

       An administrative assistant will be hired through
       Corestaff to provide administrative assistance in the area
       of human resources, including the PeopleSoft-related work.

    j. Business Analyst -- $65,000

       A business analyst will be hired through Tom Walsh, Inc.,
       A staffing agency that specializes in Safety, Health and
       Claims work, to provide support specifically with the SH&C
       application project, including research regarding SH&C
       requirements and ASPs available to provide SH&C
       applications to the New Entities, and assistance with the
       selection of a SH&C vendor.

    k. Project Manager -- $120,000

       A project manager will be hired through Yurcor, a staffing
       agency specializing in accounting applications, to manage
       the work related to the capital accounting applications.

    1. Business Analysts -- $350,000

       Five business analysts will be hired through AG
       Consulting, a staffing agency specializing in human
       resource work, to gather, define and document specific
       human resources applications requirements for the New
       Entities. These consultants will prepare reports on job
       bidding and bargaining unit requirements as well as
       requirements for the Benefits Service Center.

3. IT Consultants for Gen Application Projects.

    a. Application Developers and Technical Writers -- $649,000

       Six application developers and/or technical writers will
       be hired through Corestaff to develop applications,
       develop test plans, perform quality assurance, document
       programming codes and prepare user manuals related to the
       Master Power Purchase and Sale Agreement.

    b. Telecommunications Engineer -- $25,000

       A telecommunications engineer will be hired through
       Federal Signal Corporation, a company specializing in
       emergency warning siren control systems, to provide
       engineering support for the Early Warning System Backup
       System.

4. IT Consultants for ETrans Application Projects -- $928,000

    PG&E will hire seven application and/or database developers
    and an associate director who will supervise their work
    through Blackstone Technology Group, an IT consulting firm
    specializing in the utility business. The application and
    database developers will design and develop customer
    information, billing and settlement systems.

    Certain Blackstone consultants began work on this project in
    June 2002 to assist PG&E in determining the scope of work to
    be performed. No payments have been made to Blackstone for
    this work pending Court approval.

5. IT Consultants for GTrans Application Projects.

    a. Systems Analysts/Programmers -- $350,000

       Three systems analysts and programmers will be hired
       through Corestaff to define and develop technical
       specifications for applications that support data
       retrieval, bill calculation, bill presentment, collection,
       Electronic Data Interchange protocols for billing and
       payment processing and revenue reporting. This work will
       enable PG&E to provide the gas billing services to GTrans
       during the transition period while GTrans develops its
       separate billing system.

    b. Business Analyst -- $250,000

       A business analyst and a systems analyst will be hired
       through TMP, Worldwide, a staffing agency specializing in
       IT functions. These analysts will define and document
       business requirements and describe functional
       specifications for programming requirements related to gas
       billing services. These analysts will also perform quality
       assurance and evaluate programming changes to ensure that
       business specifications have been met.

    c. Systems Analyst -- $100,000

       A systems analyst will be hired through Resource
       Connection, a staffing agency specializing in IT
       functions, to define the requirements for data interfaces
       -- transmittal of data between IT systems -- used for gas
       billing and gas revenue reporting and to describe and
       document the business rules that will be necessary to meet
       these requirements.

    d. Programmers -- $200,000

       Two programmers will be hired, one through Thinknicity,
       LLC and one through Software Consulting Group, both
       staffing agencies specializing in IT functions. The
       programmers will develop, modify and test programming
       changes to various systems to support revenue reporting by
       PG&E and GTrans. Revenue reporting is one of the services
       that GTrans will provide to PG&E pursuant to the GTrans
       Agreement.

    e. Application Developers -- $100,000

       Two application developers will be hired through
       Blackstone Technology Group, an IT consulting firm
       specializing in the utility business, to make
       modifications to the GTS in order to track PG&E and
       GTrans' gas information and schedules separately.
       Additionally, the application developers will
       develop new reports of gas volumes and programming
       modifications for the data interfaces between GTS and
       other systems. This will enable GTrans to perform tracking
       and scheduling services for PG&E pursuant to the GTrans
       Agreement.

6. IT Consultants for PG&E Application Projects -- $32,400

    IT consultants including two technical writers and two
    programmer analysts will be hired through Corestaff. These IT
    Consultants will provide assistance related to the PG&E
    application projects. The technical writers will update and
    prepare documentation for changes to software applications,
    backup and restore procedures, and user manuals. The
    programmer analysts will install, configure and test servers
    and computers to run the various applications that will be
    migrated to PG&E.

                    Leased Space for the Projects

PG&E's affiliate, PG&E National Energy Group, leases several
floors at 345 California Street in San Francisco's core
financial district.  NEG no longer needs the 23rd floor.  PG&E
wants to sublease that 16,935 square foot space from NEG on a
month-to-month basis for the IT Equipment Project and IT
Applications Project.  PG&E will pay $76,700 per month, which
includes utilities, taxes and office furniture -- the same
amount NEG pays today.

The office space will be utilized by the various individuals
working on the Projects.  The IT Equipment will be installed in
this space as well.

Accordingly, PG&E seeks the Court's authority to incur the
monthly Sublease Expense beginning August 1, 2002 and continuing
to the Effective Date under the Plan.

PG&E estimates that it could take up to six months to complete
the work.  PG&E believes the work is necessary and must be
completed before the Effective Date under the Plan in order for
the New Entities to commence business operations.  However, PG&E
does not have sufficient capacity in-house to perform and
complete the work without the assistance of the IT consultants.
PG&E assures the Court that it has sufficient cash to pay the
expenses without causing any detriment to its creditors.  PG&E
further reminds the Court that its Monthly Operating Report
shows that the company held more than $4.2 billion in cash
reserves as of May 31, 2002. (Pacific Gas Bankruptcy News, Issue
No. 42; Bankruptcy Creditors' Service, Inc., 609/392-0900)


PACIFIC GAS: Completes Gas Transmission Line Expansion Project
--------------------------------------------------------------
Pacific Gas and Electric Company announced the completion of a
transmission line expansion project, which significantly
increases the capacity of natural gas available to California's
residents, businesses and power plants.

The $40 million expansion project, completed nearly a month
ahead of schedule, added 14.1 miles of new 42-inch transmission
pipeline to the existing Line 401 system.  The added
infrastructure increases the line's capacity by 180 million
cubic feet/day, enough natural gas to heat about one million
customer homes or power a 1,000 MW electric power plant.

The project increases firm pipeline capacity on Pacific Gas and
Electric Company's California Gas Transmission Redwood Path,
which transports primarily Canadian natural gas from Malin,
Oregon (California/Oregon border) to customers throughout
California.  The expansion is comprised of two new sections of
pipeline that were added in Shasta and Modoc counties in
Northern California.

Since 1998, the Redwood Path has, on average, been operating at
more than 95 percent of its rated firm capacity.  This strong
demand is driven by the path's access to Canadian gas supplies-
California's preferred source of lower priced natural gas.

The pipeline expansion project was approved as a capital
expenditure through the court adopted bankruptcy review process.

For more information about the Expansion project, visit the Pipe
Ranger on Pacific Gas and Electric Company's Web site at
http://www.pge.com/pipeline


PENNSYLVANIA DENTAL: S&P Ratchets Counterparty Rating Down to BB
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its counterparty
credit and financial strength ratings on Pennsylvania Dental
Service Corp., to double-'B' from triple-'B'-minus because of
DDP's continued weak capitalization and earnings performance as
well as its aggressive investment profile. The outlook is
negative.

Standard & Poor's also said that it lowered its financial
strength ratings on DDP's affiliates -- Delta Dental of New York
Inc., Delta Dental of Delaware Inc., Delta Dental of West
Virginia, and Delta Dental of District of Columbia -- to double-
'B' from triple-'B'-minus.

"DDP's market position is good and benefits from implicit
financial support recently received from Delta Dental Plan of
California," noted Standard & Poor's credit analyst Steven Ader.
Standard & Poor's does not consider DDP, which does business as
Delta Dental of Pennsylvania, strategically important to DDPC's
financial performance. However, DDPC provides implicit financial
support for DDP, most recently in the form of a $3 million
surplus note. In addition, DDPC has provided significant
financial support to develop the New York market and recently
expanded that to include Maryland and the District of Columbia.

The ratings on DDP's affiliates--DDNY, DDDE, DDWV, and DDDC--are
based on a guarantee by DDP.

Standard & Poor's expects DDP's net income to improve to about
$2 million in 2002. Capital adequacy is expected to improve in
2002 and 2003. Liquidity is expected to improve to a good level.
If DDP is not successful in improving profitability and
capitalization, Standard & Poor's will likely lower the ratings
further.


PFC THERAPEUTICS: Default Spurs Alliance to End License Contract
----------------------------------------------------------------
Alliance Pharmaceutical Corp., (Nasdaq: ALLP) has sent PFC
Therapeutics, LLC, a joint venture owned equally by Alliance and
Baxter Healthcare Corporation, a notice of intended termination
of the exclusive license Alliance granted to PFC Therapeutics in
May 2000 for commercialization of Oxygent(TM) (perflubron
emulsion), an intravascular oxygen carrier, in North America and
Europe.  The termination will result in the dissolution of PFC
Therapeutics, which has been responsible for the development of
Oxygent in the specified territories.  Alliance provided the
notice of intended termination on the grounds that PFC
Therapeutics failed to fulfill its obligations under the license
agreement.  All rights to Oxygent will revert to Alliance upon
the termination of the license due to default on the part of PFC
Therapeutics.

The delay in the Oxygent clinical activities will result in
Alliance restructuring its operations to focus primarily on the
launch and marketing of Imagent(R) (perflexane lipid
microspheres), its ultrasound contrast agent recently approved
for sale in the United States.  Accordingly, Alliance will
reduce its workforce by about 55 people.  The Company also
intends to seek partners to fund the continued development of
its other technologies.

Alliance granted the Oxygent license to PFC Therapeutics in May
2000, with PFC Therapeutics agreeing to use reasonable efforts
to commercialize the product in its territory.  Alliance agreed
with PFC Therapeutics that Alliance would use reasonable efforts
to develop the product in accordance with a specified clinical
development plan and a budget of approximately $42 million.

At the behest of Baxter, PFC Therapeutics was established as an
equally owned joint venture.  In connection with the license,
Baxter purchased $20 million of Alliance preferred stock, and
agreed to additional purchases of $15 million of Alliance
preferred stock in March 2001, and $15 million in September
2001.

In September 2000, Alliance announced the successful completion
of a Phase 3 clinical study conducted in Europe with general
surgery patients.  As presented at several scientific
conferences, the study achieved its primary endpoint by
demonstrating that the use of Oxygent decreased transfusion
requirements.  In January 2001, Alliance stopped enrollment in a
Phase 3 U.S. study with cardiac bypass patients after observing
an imbalance in side effects (primarily stroke) between the
treated and control patients.  On March 13, 2001, Alliance
announced that a preliminary analysis of the study safety data
showed that there was no evidence to link the product directly
to the imbalance, and that preparations were underway for the
continued development of Oxygent.  To reflect the timeline
revisions in the clinical and regulatory plans, the two
companies mutually agreed that the $15 million stock purchase
originally scheduled for March 15 would be delayed to May 1.
The companies also concurred that no further changes to the
original agreement were contemplated.

In May 2001, at Baxter's request, the May 1st $15 million stock
purchase obligation was converted to milestone payments, with
the agreement that the September purchase obligation would
remain in effect.  In August 2001, Baxter requested that the
September stock purchase obligation be converted to a milestone-
based scenario.  Through March 31, 2002, Baxter paid Alliance
$13 million (of the $30 million commitment) under the revised
schedule.

Oxygent development efforts have been directed by a joint
development team established by PFC Therapeutics and composed of
representatives from Baxter and Alliance.  The team recently
recommended a revised product development plan, the expected
cost of which exceeds both the budget anticipated in May 2000
and the aggregate of the payments received by Alliance from
Baxter to date, as well as those additional payments that are
currently scheduled.

PFC Therapeutics was the originator of the more costly revised
development plan.  Several weeks ago, Baxter, as a co-owner of
PFC Therapeutics, proposed to Alliance that it would review the
team's recommendation to determine if Baxter would provide the
funding for conducting the new studies being proposed in the
revised plan.  Baxter has now advised Alliance that it desires
to abide by the terms of the existing agreement, without
providing Alliance any financial assistance beyond the current
milestones.  Baxter is aware that Alliance does not presently
have the funds to proceed with the studies detailed in the
development plan.  At March 31, 2002, Alliance reported cash and
cash equivalents of approximately $7 million.  Since April 1,
2002, Baxter has paid $1,750,000 to Alliance as an advance for
partial fulfillment of certain milestones.  Requests from
Alliance to continue to advance sums against the remaining
$15,250,000 in preferred stock purchases have been denied by
Baxter.

Alliance has met with regulatory authorities in several European
countries regarding implementation of the revised clinical
development plan, and some clinical sites have received ethics
committee approval for the new Phase 3 protocol.  This plan
cannot be put into action, however, due to the current lack of
financial resources.  PFC Therapeutics is therefore unable to
proceed with the commercialization of Oxygent.

Alliance has served notice to PFC Therapeutics that the Oxygent
license is in default due to PFC Therapeutics' failure to
fulfill its obligations, and Alliance intends to terminate the
license agreement at the expiration of 90 days, unless adequate
commercialization steps are taken.  Alliance owns the Oxygent
raw materials and clinical supplies required to continue the
current clinical development of the product.  As mentioned
above, all rights to Oxygent addressed in the license agreement
will revert to Alliance if the license is terminated due to
default by PFC Therapeutics.

Alliance has invested more than $200 million in the development
of Oxygent.  Further development efforts will be delayed at
least during the 90-day notice period to terminate the PFC
Therapeutics license.  As a result, Alliance has reduced its
workforce by approximately 40%, primarily those who have been
involved with the postponed Oxygent activities.  The retained
employees include key personnel necessary for the marketing and
manufacturing of Imagent, and for activities associated with the
Company's other technologies.

Alliance Pharmaceutical Corp., is developing therapeutic and
diagnostic products based on its perfluorochemical and
surfactant technologies. Alliance's products are intended
primarily for use during acute care situations, including
surgical, cardiology, and respiratory applications. Imagent
(perflexane lipid microspheres) is an ultrasound imaging agent
being marketed by Alliance in partnership with Cardinal Health,
Inc.  Additional information about the Company is available on
Alliance's Web site at http://www.allp.com


PORTA SYSTEMS: Continues to Violate AMEX Continued Listing Rules
----------------------------------------------------------------
Porta Systems Corp., (ASE:PSI) has received a second notice from
the American Stock Exchange that it intends to delist the
Company's common stock.

This latest notice deals with the Company's failure to maintain
an aggregate market value of its shares of publicly held common
stock of more than $1,000,000 for more than 90 consecutive
trading days. Additionally, as previously reported, the Company
was not in compliance with several other American Stock Exchange
listing requirements.

Porta has requested a hearing; however, no assurance can be
given that the results of the hearing will change the view of
the Exchange. If its common stock is delisted from the American
Stock Exchange, Porta will seek to have its stock listed on the
OTC Bulletin Board.

Porta Systems Corp., designs, manufactures, markets and supports
communication equipment used in telecommunications, video and
data networks worldwide.


RELIANCE GROUP: Will File Delayed Form 10-Q for Second Quarter
--------------------------------------------------------------
Reliance Group Holdings advises the Securities and Exchange
Commission that it was not able to file its Form 10-Q for the
period ended June 30, 2002, on time.

RGH CEO and President Paul W. Zeller explains that due to
significant changes in the company's operational --
underwriting, claims; corporate -- systems, actuarial,
financial; and organizational structure and staffing, which
occurred within the last half of 2000 and early 2001 as a result
of its decision to discontinue its ongoing insurance business
and commence run-off operations, RGH's accountants -- Deloitte &
Touche LLP have been unable to complete the work necessary to
complete their audit for fiscal year 2000.  Until the audit is
completed, Mr. Zeller says, RGH will not be possible to prepare
a Form 10-Q for the quarter ended June 30, 2002."

According to Mr. Zeller, RGH have not also filed other periodic
reports required under Section 13 or 15(d) of the Securities and
Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for a shorter period.
These required reports are:

   -- Form 10-Q for the fiscal quarter ended September 30, 2001;
   -- Form 10-Q for the year ended December 31, 2001; and
   -- Form 10-Q for the fiscal quarter ended March 31, 2002.

Mr. Zeller relates that the Company does not anticipate any
significant change in results of operations from the
corresponding period for the last fiscal year. (Reliance
Bankruptcy News, Issue No. 28; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


REXHALL INDUSTRIES: Fails to Comply with Nasdaq Requirements
------------------------------------------------------------
Rexhall Industries, Inc., (NASDAQ:REXLE) has received official
notification from NASDAQ that the Company has yet to comply with
Martketplace Rule 4310(C)(14), which relates to the timely
filing of the Company's Form 10-Q, and that its securities are,
therefore, subject to delisting from the NASDAQ. The Company has
requested a hearing to explain in detail what has caused the
delay and what courses of action the Company is taking to remedy
this situation. NASDAQ changes all symbols of companies not in
compliance, which is why the ticker symbol has been temporarily
changed from "REXL" to "REXLE".

An accounting records concern was identified by Rexhall's
management, who then brought it to the attention of the Audit
Committee of the Board of Directors and KPMG, the Company's
independent auditors. The Company also announced that the Audit
Committee has retained independent legal counsel, O'Melveny &
Myers LLP, and independent accountants, PM KeyPoint LLC, to
evaluate accounting records for potential error in the Company's
financial statements for the first and second quarters of 2002.
KPMG has concurred with this course of action.

William J. Rex, President, Chairman and CEO, stated, "Management
concurs that prudent actions must be taken. We are proceeding as
expeditiously as possible, but our extra efforts now are the
first step in maintaining your confidence."


SAFETY-KLEEN: Wants to Restructure Canadian Loan to SK Services
---------------------------------------------------------------
Safety-Kleen Corp., and its debtor-affiliates seek the Court's
authority to restructure and reclassify the secured obligations
of Safety-Kleen Services Inc., under the Canadian loan
facilities established or contemplated under that certain
amended and restated credit agreement dated April 3, 1998, in
aid of consummation of the sale of substantially all of the
assets and certain equity interests of the Debtors' Chemical
Services Division to Clean Harbors, Inc.

                     Prepetition Credit Facilities

Safety-Kleen Services and Safety-Kleen Ltd., a non-debtor
Canadian subsidiary of Services, are parties to the Credit
Agreement, which established:

     -- the Canadian Facility under which SK Ltd. was the
        borrower, and

     -- the U.S. facility under which Services was the
        borrower and numerous of the Debtors were guarantors.

Pursuant to the Credit Agreement, Services guaranteed all of the
obligations of Safety-Kleen Ltd. under the Canadian Facility.

Under the Amended and Restated Guarantee and Collateral
Agreement, dated April 3, 1998, Services secured its obligations
under the Credit Agreement, including its obligations under the
Canadian Guaranty, by granting a lien on substantially all of
its assets for the benefit of the lenders under the Credit
Agreement.  As of the Petition Date, Services owed a secured
debt to the Lenders in the aggregate amount of the outstanding
obligations under the Canadian and the U.S. Facilities.

Services now want to restructure and reclassify its secured
obligations under the Canadian Facility.  Pursuant to the Clean
Harbors Sale, the equity interests in SK Ltd. will be
transferred to Clean Harbors and Services is require to cause,
on or before closing:

     -- the release of SK Ltd. from its primary obligation
        under the Canadian Facility;

     -- the release of each direct and indirect subsidiary
        of SK Ltd. from its respective guarantee obligation
        under the Canadian Facility; and

     -- the release of all security granted by SK Ltd. and
        each of the Canadian Subsidiaries to collateralize
        payment of the Canadian Facility.

                     The Proposed Restructuring

As a requirement to consummate the Sale, Services must satisfy
the Canadian Release Condition by restructuring the outstanding
obligations of SK Ltd. under the Canadian Facility so as to
relieve SK Ltd., of its obligations thereunder.

To satisfy the Canadian Release Condition, the Debtors propose
that:

     (1) Services would become the primary obligor to repay
         the obligations under the Canadian Facility in
         substitution for SK Ltd. -- obligations for which
         Services is already liable, and

     (2) these obligations would be allowed as an
         administrative expense claim, provided that the
         administrative expense claim would be satisfied
         solely through a distribution to the Lenders under
         the Canadian Facility of the same form of
         consideration that would be distributed to the
         Lenders under the U.S. Facility.

The consideration that would be received by the Canadian Lenders
on account of the administrative expense claim would have a
value equal to the amount of the outstanding obligations owed by
Services under the Canadian Facility.  The Debtors have assured
the Creditors' Committee that the allowance and payment of the
administrative expense claim would not increase the aggregate
consideration otherwise distributable to the U.S. Lenders and
Canadian Lenders on account of all existing claims under the
Credit Agreement.

The Debtors, with the assistance of their legal and financial
advisors, have reviewed various alternatives to satisfy the
Canadian Release Condition and believe that the proposed
structure is the most tax efficient and the most beneficial to
the Debtors' estates.  The Creditors' Committee has consented,
and the Debtors fully expect that the Lenders will consent, to
the implementation of the proposed structure.

Section 105(a) of the Bankruptcy Code permits this Court to
"issue any order, process, or judgment that is necessary or
appropriate to carry out the provisions of [the Bankruptcy
Code.]".  Under Section 105(a), the Court may authorize other
actions of the debtor-in-possession to effectuate a sale
pursuant to Section 363(b), such as the restructuring of
Services' obligations under the Canadian Facility.

In this case, there is more than adequate justification for the
Debtors' request:

     (1) The Debtors point out that the Court has already
         authorized them to take the necessary actions to
         consummate the Sale, and the restructure of the
         obligations under the Canadian Facility.  The
         transactions proposed in this Motion were clearly
         contemplated as a means to satisfy the Canadian
         Release Condition to effectuate the closing of
         the Sale;

     (2) It is contemplated that the Canadian Lenders
         would not receive a cash distribution under a
         plan of reorganization on account of their
         administrative expense claim against Services,
         but, rather, would receive a distribution in the
         same form of consideration as the U.S. Lenders
         with a value equal to the amount of their full
         claim; and

     (3) Because Services already owes a secured debt to
         the Canadian Lenders in the amount of the
         outstanding obligations under the Canadian
         Facility, the total amount of claims against
         Services would not change as a result of
         implementing the proposed restructuring --
         thereby causing no prejudice to the Debtors'
         estates or their creditors.

To avoid any further risks in connection with the Sale, the
Debtors are working intensively to close the Sale as early as
possible and currently anticipate that the closing will occur at
the end of August, provided that the Court to grant the Debtors'
request for restructuring.

D. J. Baker, Esq., and J. Gregory St. Clair, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, in New York, Gregg M. Galardi,
Esq., and Michael W. Yurkewicz, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, in Wilmington, Delaware, represent the
Debtors in these cases. (Safety-Kleen Bankruptcy News, Issue No.
44; Bankruptcy Creditors' Service, Inc., 609/392-0900)


SHELBOURNE PROPERTIES: Will Begin Marketing Properties for Sale
---------------------------------------------------------------
Shelbourne Properties I, Inc. (Amex: HXD), Shelbourne Properties
II, Inc. (Amex: HXE), and Shelbourne Properties III, Inc.
(Amex:HXF) are pleased to announce that, consistent with their
previously disclosed intentions, they intend to begin marketing
their properties for sale.

Final liquidation of the Shelbourne REITs is subject to adoption
of a plan of liquidation to be voted upon by shareholders.

The Shelbourne REITs collectively own fifteen properties
including nationally anchored shopping centers, office buildings
in the SoHo district of New York, San Diego and the Seattle
Central Business District and well positioned warehouse
facilities in Columbus, Ohio.

For additional information concerning the proposed liquidation
including information relating to the properties being sold
please contact Andy Feinberg at (617) 570-4620 or John Driscoll
at (617) 570-4609.


TEMPLETON VIETNAM: Shareholders Okay Complete Liquidation Plan
--------------------------------------------------------------
Templeton Vietnam and Southeast Asia Fund, Inc., (NYSE:TVF) a
closed-end management investment company, announced the final
results of voting at the Special Meeting of Shareholders held on
August 27, 2002.

Shareholders approved an Agreement and Plan of Acquisition
between the Fund and Templeton Developing Markets Trust, a
registered open-end management investment company, that provides
for the acquisition of substantially all of the assets of the
Fund by Developing Markets Trust in exchange solely for shares
of Developing Markets Trust-Advisor Class, the distribution of
these shares to the Fund's shareholders, and the complete
liquidation and dissolution of the Fund.

The transaction, which is expected to be a tax-free
reorganization, currently is anticipated to become effective on
or about September 26, 2002, or such later date as may be
determined by the Fund and Developing Markets Trust. As set
forth in the Plan of Acquisition, shareholders will receive
shares of Developing Markets Trust-Advisor Class having the same
aggregate net asset value as their shares of the Fund. The
exchange of shares will be based on each fund's relative net
asset value per share as of the close of business on the Closing
Date. For the six months after the reorganization, former Fund
shareholders who redeem Advisor Class shares of Developing
Markets Trust received in the reorganization, will pay a 2%
redemption fee. Fund shareholders will receive written materials
that will provide detailed information about the exchange.

The Fund also announced its final distribution from net
investment income of $0.02 per share, payable on September 13,
2002 to shareholders of record on September 9, 2002 (Ex-Dividend
Date: September 5, 2002). A portion of this distribution may be
reclassified as a nontaxable distribution (return-of-capital)
for tax purposes. In January 2003, shareholders will receive
Form 1099-DIV which will report the amount and character of the
Fund's distributions paid in calendar year 2002.

The Fund's investment adviser is Templeton Asset Management
Ltd., an indirect wholly owned subsidiary of Franklin Resources,
Inc. (NYSE:BEN), a global investment organization operating as
Franklin Templeton Investments. Franklin Templeton Investments
provides global and domestic investment management services
through its Franklin, Templeton, Mutual Series and Fiduciary
Trust subsidiaries. The San Mateo, CA-based company has over 50
years of investment experience and more than $257 billion in
assets under management as of July 31, 2002. For more
information, please call 1-800/DIAL BEN(R) (1-800-342-5236).


TICE TECHNOLOGY: Negotiating to Sell Two More Subsidiaries
----------------------------------------------------------
Tice Technology, Inc., (Pink Sheets:TICE) reported a net loss
from continuing operations of $518,357 for the fiscal year ended
March 31, 2002, compared to a net loss from continuing
operations of $397,291 in the previous fiscal year. The Company
posted a net loss, including both continuing operations and
discontinued operations, of $5,293,423 for the fiscal year ended
March 31, 2002, compared to a net loss of $1,524,258 in the
previous fiscal year.

The Company closed the operations of its wholly owned
subsidiary, Tice Engineering and Sales, Inc., during the fiscal
year, resulting in a operating loss and a loss on disposal of
assets. Additionally, due to the Company's decision to pursue a
new business strategy through its previously announced
acquisition of A3 Technologies, Inc of Jacksonville, Florida,
the Company began negotiations to sell both of its other two
subsidiaries, LandOak Company and MidSouth Sign Company. This
resulted in the write off of goodwill of each subsidiary to
reflect the anticipated values of each, and the results of
operations and loss on disposal of assets of each subsidiary
were classified as discontinued operations.

In March 2002 the Company announced it had executed a letter of
intent for the acquisition of A3 Technologies, Inc., of
Jacksonville, Florida for the purposes of commercialization of a
patented atmospheric plasma technology developed in conjunction
with Atmospheric Glow Technologies, LLC, and the University of
Tennessee Research Center. Subsequent to that date, and while
the Company had taken steps to meet the requirements of the
letter of intent with A3, additional negotiations led to a
buyout of A3 interests in the transaction and allowed the
Company to negotiate directly with A-G Tech.

On July 3, 2002, the Company signed a new letter of intent with
A-G Tech. Subsequently, Tice, A-G Tech, A3 and other interested
parties completed a buyout and settlement arrangement. This new
agreement allows Tice to obtain the assets of A-G Tech by
merging the operations of the two businesses, subject to Tice
meeting most of the conditions that were existent in the
original A3 letter of intent. These include Tice meeting a
minimum threshold of $6.5 million in new funding, divesting
itself of both LandOak and MidSouth, obtaining the approval of
its shareholders for an increase the number of authorized
shares, completing a definitive purchase agreement with A-G Tech
by December 31, 2002, and other minor conditions. If this
transaction is successfully consummated, A-G Tech will receive
approximately 88 million Tice common shares and 500,000 Tice
Class B common shares.

On July 1, 2002, the Company's MidSouth Sign Company subsidiary
sold the assets and operations of its installation business to a
former manager of the subsidiary and signed an exclusive supply
agreement with the former manager to provide installation
services to MidSouth. On August 1, 2002, the former manager also
agreed to the purchase of 100% of the outstanding stock of
MidSouth, conditioned upon the approval of the shareholders of
Tice and the fulfillment of financial obligations by Tice
including the retirement of certain debts at MidSouth and
providing a working capital line of credit for MidSouth. Also,
on August 1, 2002, Tice's President and CEO, Charles R. West,
and an associate purchased the assets of MidSouth's National
Survey Associates division, resulting in a gain for MidSouth
Sign Company. All conditions of the purchases are expected to be
met by December 2002.

At the Company's LandOak subsidiary, the Company renegotiated
its senior debt with its primary lender. To meet the required
principal reductions under the loan modifications, LandOak began
closing its rental operations and liquidating its rental fleet
inventory. All rental stores have been closed, and the Company
continues to service its current lease and finance portfolios.
Two directors of Tice, who are also guarantors on LandOak's
various vehicle financings, loaned the Company $500,000 to meet
its obligations under the loan modification agreement with its
primary lender, and are expected to loan the Company an
additional $800,000 to satisfy additional terms of the loan
modification. The directors have the option of converting their
loans into Tice common shares. The two directors are also in
negotiations with the Company to purchase the remaining LandOak
business.

To meet the Company's cash flow needs during this time of
transition and to provide funds necessary to fulfill the letter
of intent with A-G Tech, the Company has secured $3.5 million of
bridge funding through the issuance of convertible 6% notes.
These funds are being used for operations, debt retirement, and
advances to A-G Tech for operational needs and for the buyout of
A3. Additionally, the Company plans to secure the remainder of
the funds needed to consummate the transaction with A-G Tech
through a private placement of the Company's common stock, by
issuing up to 64 million shares at an expected price of $0.20
per restricted share. Both the conversion of the bridge notes
and the private placement are subject to approval of the
shareholders of Tice Technology to authorize additional shares
of common stock.

Atmospheric Glow Technologies, LLC, is a Tennessee limited
liability company formed to advance the patented One Atmosphere
Uniform Glow Discharge Plasma (OAUGDP(TM)) technology and
develop related products for commercialization in multiple large
international markets. Management believes that the OAUGDP(TM)
is an exciting breakthrough technology offering capabilities
that other plasma technologies cannot provide. Because of its
proprietary unique features, OAUGDP(TM) costs less to generate
and therefore Tice management believes that its products will
prove viable in a number of markets where other plasma
technologies are too expensive and/or technologically
impracticable. Moreover, AG Tech's OAUGDP(TM) is expanding the
applicability of its technology and has targeted new market and
product opportunities to create additional value.

Tice is a publicly traded holding company with three wholly
owned subsidiaries:

MidSouth Sign Company, Inc., sells and produces metal and vinyl
signs, primarily in the east Tennessee area and extending
through surrounding states.

LandOak Company, Inc., until recently, an automobile and
equipment rental and leasing Company for individual and
commercial clients throughout the upper East Tennessee area.

Tice Engineering and Sales, Inc. (founded in 1965), until
recently, provided engineering and technical solutions for
specialized, industrial sewing equipment and is widely known in
the apparel industry for its patented Electronic Gearing
Technology. Recently Tice Engineering and Sales was awarded
another patent for its Electronic Gearing Technology, Inc. in
Mexico. The Company receives royalty income on this patented
technology through a license agreement with an international
sewing machine manufacturer.


TIMCO AVIATION: Reports Improved Results for Second Quarter 2002
----------------------------------------------------------------
TIMCO Aviation Services, Inc., (OTC Bulletin Board: TMAS)
announced its results of operations for the second quarter of
2002.  Revenues for the three and six month periods ended June
30, 2002 were $48.3 million and $105.8 million, compared to
revenues of $70.9 million and $152.5 million for the comparable
2001 periods.  For the 2001 three and six month periods, $10.8
million and $32.2 million in revenues was derived from the
operations of facilities that were closed or sold during 2001.

Net income for the 2002 second quarter was $0.2 million,
compared to a net loss of $54.1 million for the second quarter
of 2001.  Net income for the first six months of 2002 was $21.1
million, compared to a net loss of $69.3 million for the first
half of 2001.

Net income for the first half of 2002 included a $27.3 million
extraordinary gain associated with the Company's restructuring
(which was completed in the first quarter).  It also included a
$6.1 million non-cash charge relating to the Company's agreement
to settle the class action lawsuit and a $3.8 million tax
benefit associated with changes in U.S. federal tax laws.  Net
income for the three months ended June 30, 2002 included a $1.9
million gain to reduce the value of the securities being issued
in the class action settlement from their value at March 31,
2002 ($8.0 million) to their value at June 30, 2002 ($6.1
million).  Without the effects of these items, the Company would
have reported a net loss of $1.6 million and $3.9 million for
the second quarter and first half of 2002.

Roy T. Rimmer, Jr., the Company's Chairman and Chief Executive
Officer, stated: "During 2002 we have reached closure on a
significant number of our legacy issues.  In addition to the
restructuring of our capital base, which strengthened our
balance sheet and greatly reduced our future cash interest
requirements, we have also recently refinanced all of our senior
debt, completed the settlement of our outstanding disputes with
Kellstrom Industries, reached an agreement to settle our
outstanding class action litigation and completed the sale of
our Aerocell Structures operation. Resolution of these issues
allows management to focus all of its efforts on our core
business, which is the delivery of airframe heavy maintenance
services and other related services to our customers."

Gil West, the Company's President and Chief Operating Officer
stated: "Management's efforts are focused on meeting and
exceeding the expectations of our customers and continuing our
leadership position in the airframe heavy maintenance market,
marketing our services to our current and future customers and
continuing to operate our business in as efficient and cost
effective a manner as possible.  While our market continues to
be impacted by the economic conditions in the airline industry,
we believe that the results achieved in the first half of 2002
are reflective of our continuing progress in returning our
Company to profitability.  Additionally, for the second quarter
in a row, our operations generated positive cash flow,
aggregating $10.5 million for the first half of 2002."

TIMCO Aviation Services, Inc., is among the largest providers of
fully integrated aviation maintenance, repair and overhaul
(MR&O) services for major commercial airlines and maintenance
and repair facilities in the world.  The Company currently
operates four MR&O businesses: TIMCO, which, with its three
active locations, is one of the largest independent providers of
heavy aircraft maintenance services in North America; Aircraft
Interior Design, which specializes in the refurbishment of
aircraft interior components; TIMCO Engineered Systems, which
provides engineering services to our MR&O operations and our
customers; and TIMCO Engine Center, which refurbishes JT8D
engines.


TIMMINCO LIMITED: Auditors Doubt Ability to Continue Operations
---------------------------------------------------------------
Timminco Limited -- the world leader in manufacturing and
supplying engineered magnesium extrusions and an international
leader in the production and marketing of specialty magnesium,
calcium and strontium metals and alloys -- announced financial
results for the second quarter of 2002.

     Financial Results - Second Quarter and Year-to-Date

Sales in the second quarter of 2002 were 4% lower than in the
corresponding quarter of 2001, and year-to-date sales for 2002
were 8% lower than in 2001. Product areas with declines in
volume in the quarter and year-to-date resulting principally
from foreign pricing pressure were extruded magnesium products
and commodity grade magnesium ingots. The absence in 2002 of
natural gas surcharges imposed in the second quarter of 2001
accounted for 2% of the 2002-quarter's decline. While the second
quarter included a significant increase relative to the
corresponding quarter of 2001 in extruded magnesium-alloy
luggage components, the year-to-date sales for this product
group were still depressed. The noted declines were partially
offset by increases in market share in Mag-Cal and other
extruded magnesium shapes. Second quarter and year-to-date 2002
sales were respectively approximately 1% and 2% favorably
impacted relative to the corresponding period of 2001 as a
result of the translation of US dollar denominated sales into
Canadian currency.

Profits have improved. The gross profit of $6.8 million in the
second quarter of 2002 represented 23.5% of sales compared to
$6.2 million or 20.5% in the second quarter of 2001. The gross
profit of $14.5 million year-to-date 2002 represented 24.6% of
sales compared to $12.7 million or 19.8% in 2001. The
improvements in margin percentages were attributable in large
part to cost reductions from the operation of the casthouse, the
purchasing of commodity-grade magnesium, lower natural gas
prices, and improved operations at both the Haley and Aurora
plants. Purchases in US dollars had a minimal impact on the
quarter and increased cost-of-sales by roughly 1% year-to-date
relative to 2001.

Foreign exchange (gains) losses of $(0.3) million for each of
the second quarter and year-to-date 2002 and $(0.9) million and
$0.3 million in the corresponding periods of 2001 and are due
principally to the revaluation of US$ denominated working
capital and bank liabilities. The average Canadian/US exchange
rates for the second quarter and year-to-date 2002 were 1.55 and
1.57 versus 1.54 for the corresponding periods of 2001.

Selling and administration costs were $0.3 million higher than
in the second quarter of 2001 due largely to an accrual for
management compensation. Selling and administration costs were
little changed on a year-to-date basis, due to savings from the
implementation of the Corporation's previously announced
reorganization program offsetting this management compensation
accrual. The reorganization included the elimination of several
positions and the combination of others.

Amortization of capital assets was $0.3 million higher in the
first half of 2002 due largely to the fact that the casthouse
was not operating for most of the corresponding period in 2001
following the previously reported November 2000 fire.

Interest expense decreased by $0.3 million in the second quarter
and $0.7 million year-to-date relative to the corresponding
periods of 2001. The decreases in interest expense were
attributable to lower average balances and lower interest rates,
in part offset by increased lending spreads as a result of the
Corporation's failure to comply with certain provisions of its
credit agreement.

Expenses of $0.4 million and $1.0 million were incurred in the
second quarter and year-to-date 2002 in respect of the ongoing
financial restructuring. The financial restructuring is
described below under the activities of the "Special Committee"
and the expenses include related financing, consulting, legal
and other professional fees.

Casthouse start-up costs in 2002 relate to the development costs
for dual casting capabilities described below under "Capital
Expenditures". In 2001, casthouse start-up costs related to the
initial ramp-up of the casthouse.

Idle production equipment, previously written-off in 2000, was
sold in the first quarter of 2002, resulting in a gain on the
sale of $1.0 million.

On a year to date basis future income tax expense of
approximately $1,500,000 has been offset by a reduction in the
valuation allowance of the same amount as the Corporation
anticipates recovering a greater portion of its future income
tax assets.

                   Capital Expenditures

Second quarter and year-to-date 2002 cash outflows for capital
of $0.3 million and $0.6 million respectively were for varied
small projects and the development of dual casting capabilities
at the Haley casthouse. The capability to cast using different
methods is expected to enhance flexibility and productivity and
to allow the casting of more varied shapes. This will facilitate
increased casting capacity, reduced costs and new-business
development. The development of dual casting capability is
expected to cost approximately $1.7 million, including $1.2
million expended to date, and is presently scheduled to be
completed in the first half of 2003. Forecasted capital
expenditures for 2002 are projected to be $2.6 million.
Operating cash flows are forecasted to provide the funding for
the capital expenditures.

         Liquidity and Capital Resources including Working
            Capital, Bank Debt and  Future Operations

On December 13, 2001, the Corporation entered into a forbearance
agreement with its principal lender, the Bank of Nova Scotia.
Under the terms of the forbearance agreement, the Bank did not
enforce its rights arising from certain failures to comply with
the principal loan agreement while the Corporation pursued
strategic alternatives to maximize shareholder value. The
strategic alternatives considered included a direct investment,
strategic alliance, refinancing, or a sale of all or a part of
the Corporation's operations. Credit lines were maintained in
aggregate with the Bank providing revolving credit lines of
Canadian $2.0 million and US $5.0 million and non-revolving
lines aggregating US $24.9 million. In accordance with the
forbearance agreement, the credit lines were reduced by
June 30, 2002 by $4.9 million, $1.9 million resulting from the
sale of capital assets and $3.0 million resulting from "excess"
cash flows in 2001. At June 30, 2002, the lines of credit
extended approximated Canadian $42.4 million, an amount that
varies with the Canadian/US exchange rate. The Corporation's
bank indebtedness was $34.0 million at June 30, 2002 compared to
$44.1 million at year-end 2001.

The formal forbearance agreement remained in effect until April
30, 2002. The Corporation requested an extension of the formal
agreement, but as of this writing an agreement has not been
reached. Notwithstanding this situation and the continuation of
a working capital deficiency related to treating all of the bank
debt as a current liability, the Corporation's financial
statements for 2001 and 2002 have been prepared on the basis of
accounting principles applicable to a going concern. The ability
of the Corporation to continue as a going concern, realize full
value on its assets and discharge its liabilities in the normal
course of business, is dependent on its ability to negotiate and
maintain continued access to financing and to maintain
profitable operations.

Positive cash flows of $3.9 million were generated by operations
in the second quarter of 2002 compared to a positive $3.0
million in the second quarter of 2001. In addition to the cash
generated by operations, there was a positive $2.3 million from
non-cash working capital, permitting a reduction in bank debt of
$5.7 million in the second quarter, net of other expenditures.
Year-to-date 2002, operations generated $6.8 million in net cash
in-flows, and non-cash working capital decreased $3.4 million
permitting a year-to-date reduction in bank indebtedness of
$10.0 million net of other expenditures requiring cash.

At June 30, 2002 the Corporation's working capital efficiency,
$9.1 million, was significantly below the $15.9 million
deficiency at year-end 2001 due largely to the reduction in bank
debt. Inventories increased by $0.9 million since December 31,
2001, in part as a result of a planned increase in support of
dual casting process trials. Accounts receivable decreased by
$4.0 million since December 31, 2001 principally due to the
timing and lower level of sales but also due to a decrease of
approximately $1.0 million in past-due accounts and collection
of $0.5 million in business interruption insurance proceeds
related to the casthouse fire of 2000. Prepaid assets increased
$0.3 million in the second quarter due principally to the
payment of annual insurance premiums. Accounts payable and
accrued liabilities increased $0.4 million year-to-date;
principally due to an accrued fee for the forbearance agreement
that expired on April 30, 2002 offset in part by accelerated
payments to gain lower commodity-grade magnesium prices.

                      Special Committee

As previously reported, a Special Committee of the Board of
Directors of he Corporation was established on April 26, 2001.
The mandate of the Special ommittee, comprised of independent
directors, is to:

     - engage in discussions with the Corporation's bank lender;

     - consider all alternative financing proposals from third
       parties; and

     - solicit offers and review each and every reasonable offer
       that the Corporation may receive with respect to the
       purchase of assets of the Corporation.

CIBC World Markets Inc., was engaged on November 28, 2001 by the
Special Committee to act as the Corporation's financial advisor
in regard to the development of strategic alternatives in accord
with this mandate. As of this writing, alternatives currently
available to the Corporation have been presented to and reviewed
by the Special Committee. The Special Committee is in the
process of negotiating these alternatives.

                           Outlook

The Corporation anticipates that the contrasting pattern
registered in the first half of 2002 of relatively good cost
performance on the one hand but weaker revenues on the other
will be a feature of the year 2002 as a whole. On the revenue
side, besides the slow North American economy, the Corporation
is experiencing the results of increased competitive pressures
primarily from foreign suppliers in extruded magnesium-alloy
products and primary magnesium. A full year of cost reductions
from the casthouse operations, favorable purchasing contracts,
the prior noted reorganization, lower natural gas costs and
lower interest rates are anticipated to reduce the impact of
these revenue declines.

Some seasonality has been noted in the past with sales in the
second half of most recent years being below sales for the first
half, 8% below for 2001 and 12% below for 2000. In anticipation
of seasonally stronger sales in the first quarter of 2003, the
Corporation anticipates building and holding some extra raw
material and extruded finished-goods inventory in the fourth
quarter of 2002.

The ability of Timminco to continue as a going concern, realize
full value on its assets and discharge its liabilities in the
normal course of business, remains dependent on its ability to
successfully complete its financial restructuring and/or
successfully negotiate and maintain continued access to
financing.


TTR TECHNOLOGIES: Shareholders Ratify New Board of Directors
------------------------------------------------------------
TTR Technologies, Inc., (Nasdaq NM: TTRE) announced that on
August 26, 2002 its new Board of Director was ratified by its
shareholders.

Daniel C. Stein, TTR's Chief Executive Officer commented, "We
are excited to have such a high caliber and experienced Board of
Directors guiding TTR forward. We believe the board's
contributions can have a meaningful impact as we build TTR's
future."

The new independent Directors are as follows:

      Joel Schoenfeld

      Joel has been a private consultant engaged in the field of
business applications and international policy issues primarily
impacting e-commerce since April 2000. His clients include the
United States Copyright Office, Full Audio, BMG Music,
MusicMatch, Touchtunes, Hed Arzi, Orange Wireless (Israel) and
Comverse. From October 1989 through March 2000, Mr. Schoenfeld
served as General Counsel and Senior Vice President of BMG
Entertainment, the entertainment division of Bertelsmann AG,
with responsibility for all legal and business affairs of BMG
worldwide. At Bertelsman, Mr. Schoenfeld's duties included
negotiating and analyzing new and existing business ventures and
territorial expansion on a global level, international
intellectual policy issues, international antitrust and
competition matters and privacy and database protection
compliance. Since 1989, Mr. Schoenfeld served as an officer or
director or both for more than eighty Bertelsmann-related
companies in more than thirty-five countries. Since 1998 he has
served as a commissioner on the Industry Advisory Commission to
the World Intellectual Property Organization. He has also served
in various positions with IFPI, a private non-profit
organization representing the interest of the recording industry
worldwide. He was elected to IFPI's Board of Directors in 1991
and continued to serve until his resignation in 2001. Since
January 1999, he has served as chairman of the IFPI Council.

      Richard Gottehrer

      Richard co-founded The Orchard in June 1998, a leading
distributor of independent music in America. The Orchard spun
off a digital media company, OWIE, Inc. (Orchard Wireless &
Interactive Entertainment), of which Mr. Gottehrer is currently
Chief Executive Officer. OWIE is a one-stop digital media
company that acquires, provisions and delivers content to
authorized online music services. Prior to his association with
The Orchard, Mr. Gottehrer worked as an independent producer,
providing services primarily to major recording companies. Mr.
Gottehrer co-founded in 1968 and presided over through 1976,
Sire records, Inc., a private recording company whose roster of
artists included Madonna, Depeche Mode, the Pretenders, Talking
Heads and Ramones. Sire was ultimately acquired by Time Warner
Company. Mr. Gottherer possesses a wide range of experience and
broad overview of the music industry and has been a successful
songwriter, producer and music industry executive. His
songwriting career included the classics "My Boyfriend's Back",
"I Want Candy", "Sorrow" and "Nightime" and his creations have
been recorded by, among others, such artists as David Bowie,
George Thorogood, Aaron Carter and Jerry Lee Lewis. Mr.
Gottehrer is also responsible for the production of classics
such as "Hang on Sloopy" and the recording of the artists
Blondie, Joan Armatrading and the Go Go's.

      Neil Subin

      Neil founded and has been the Managing Director and
President of Trendex Capital Management, a private hedge fund,
since December 1991. Mr. Subin currently is a member of the
Board of Directors of Dynacore Holdings, a developer of e-
commerce and other Internet-related products, First Avenue
Networks, Inc. (formerly Advanced Radio Telecom Corp.), a
wireless communications company, Nucentrix Broadband Networks,
Inc, a wireless communications company and Komag Inc., a
manufacturer of thin-film disks for use in computer disk drives.
Mr. Subin has been actively involved in the formation of, and
has served on, official and ad hoc committees of debt and equity
security holders in restructuring of companies including The
Lionel Corporation, The Zale Corporation, R.H. Macy & Co.,
Interco, Inc., Hillsborough Holdings Corp./Jim Walter Corp.,
Morrison Knudsen Corp., Flagstar Cos., Anacomp, Inc., UDC Homes
Inc., Trans World Airlines Inc., Buenos Aires Embotteladora
S.A., Golden Books Family Entertainment, Inc., Boston Chicken,
Inc., Iridium LLC, Metricom, Inc. and The Federal Mogul
Corporation.

      Michael Paolucci

      Michael has since January 2001 been the President of
Telescope Society, Inc., a private company specializing in
connecting telescopes to the internet for amateur astronomers.
Prior to his association with the Telescope Society, from
January 1999 through December 2000, Mr. Paolucci was engaged in
the start-up of video related internet companies, including Javu
Technologies, Inc., a private company engaged in the licensing
of software and services to corporations that store, manage,
deliver or repurpose video assets. From January 1998 through
December 1998, Mr. Paolucci served as a director of 24/7 Media,
an internet advertising agency that was formed by the merger of
Interactive Imaginations, one of the first Internet-based
advertising sites that Mr. Paolucci founded in June 1993 and two
other Internet based advertising organizations, and whose stock
became quoted on the Nasdaq National Market in August 1998. From
the time of the founding of Interactive Imaginations in June
1993 through December 1997, Mr. Paolucci served as its Chief
Executive Officer and Director and in 1998 as Director. Within
Interactive Imaginations, Mr. Paolucci created ContentZone, the
first Internet - based advertising network.

TTR -- http://www.ttrtech.com-- designs, markets and sells
proprietary anti-piracy products. The company has developed and
commercialized products for the software and entertainment
industries and is expanding its product range and reach through
in-house development and joint ventures. In addition to
developing SAFEAUDIO(TM), TTR is investing in Digital Rights
Management Protection technologies as well as security solutions
for the DVD-ROM market. TTR has a joint development and
marketing agreement for music CD copy protection with
Macrovision Corporation (Nasdaq: MVSN - News). TTR's shares are
listed on the Nasdaq National Market (TTRE).

                           *    *    *

As reported in Troubled Company Reporter's July 16, 2002
edition, TTR Technologies was notified by The Nasdaq Stock
Market, Inc., that the Company's common stock will be delisted
from the Nasdaq National Market unless, at any time before
October 7, 2002, the Company's bid price with the minimum
requirement of $1.00 per share common stock for a minimum of 10
consecutive trading days.

The Company received notice because its common stock has closed
below the minimum $1.00 per share requirement for a period of 30
consecutive trading days. If compliance with the minimum $1.00
per share bid price cannot be demonstrated by October 7, 2002,
Nasdaq will provide the Company with written notification that
it is no longer in compliance with Nasdaq requirements for
inclusion in the Nasdaq National Market.

At that time, the Company may appeal the Nasdaq staff's
determination, or if the Company meets the requirements for
inclusion in the Nasdaq SmallCap Market and applies for transfer
to that Market before October 7, 2002, Nasdaq delisting
proceedings will be stayed pending review of the transfer
application. If the transfer application is approved, the
Company will have the SmallCap Market's grace period until
January 6, 2003 to regain compliance with the minimum $1.00 per
share bid price, and if it meets certain listing criteria may be
eligible for an additional 180 day grace period. If the
Company's bid price meets the $1.00 per share requirement for 30
consecutive trading days and the Company complies with the other
requirements for continued listing by or before July 30, 2003,
it may be eligible for transfer back to the Nasdaq National
Market.


UNIFAB INT'L: Ernst & Young Bows Out as Independent Auditors
------------------------------------------------------------
Ernst & Young LLP, the accounting firm that has been the
independent auditor of UNIFAB International, Inc. since its
initial public offering in 1997, has resigned from its
engagement with the Company, effective August 15, 2002. E&Y
notified the Company of its resignation on August 13, 2002.

In its report on the Company's audited financial statements for
the year ended December 31, 2001, E&Y modified its audit opinion
by noting that there was substantial doubt about the Company's
ability to continue as a going concern through the 2002 fiscal
year. This modification was the only qualification or
modification expressed by E&Y in their audit opinions during its
five-year engagement as the Company's independent auditor.


US AIRWAYS: Wants to Continue Honoring Service Agreements
---------------------------------------------------------
John Wm. Butler, Esq., at Skadden, Arps, Slate, Meagher & Flom,
explains that US Airways Group Inc., and its debtor-affiliates
need to take immediate steps to preserve its customer base and
relationships with tour operators, cargo agents, travel agents
and other airlines it may have relationships with.  "An airline
is a service business and goodwill is essential to success," Mr.
Butler says.  Accordingly, the Debtors must take action to
ensure that they continue operations in a manner unaffected by
these chapter 11 cases.

By this motion, the Debtors seek the Court's permission to
continue honoring the Service Agreements, the Computer
Reservation Systems Agreements, the Travel Agency Agreements,
the Online Fulfillment Agreement, the Cargo Agency Agreements,
the dividend Miles Agreements, the UATP Agreement and the ATPCO
Agreement.

1. Service Agreements

The Debtors have air service agreements with commuter and other
airlines, including Air Midwest, Inc., CCAir, Inc., Chautauqua
Airlines, Inc., Colgan Air, Inc., Mesa Airlines, Inc., Midway
Airlines Corp., Nevis Express Airlines, Shuttle America Corp.
and Trans States Airlines, Inc., whereby the airlines offer air
transportation of passengers and cargo between certain "feeder"
airports and the Debtors' hub airports.  In return, the Debtors
provide the Affiliate Airlines with marketing, ground support
and computer reservations services, which enable the Affiliate
Airlines to continue operations.

Continuing the Debtors' relationship with the Affiliate Airlines
is vital to operations for several reasons.  First, many of the
Affiliate Airlines utilize the Debtors' service marks and fly
under the "US Airways Express" name.  In fact, to the traveling
public, there is little or no distinction between the Affiliate
Airlines and the Debtors.  Because any diminution of the
Affiliate Airlines' flight operations or schedules would be seen
by the general public as a diminution of the Debtors'
operations, it is crucial to the restructuring and their public
communications efforts to maintain the services of the Affiliate
Airlines at or near the prepetition level.

The Affiliate Airlines are critical to the Debtors' operations
because they enable the traveling public to make convenient
connections at the Debtors' hubs for the Debtors' flights.
Without the connections, the Debtors would be unable to maintain
acceptable levels of passenger and cargo traffic.  Affiliate
Airline aircraft may be either Regional Jets or Turbo-Prop
Planes. Payments to the Affiliate Airlines depend on the
aircraft as well as the contract with the Affiliate Airline,
which may have either or both Regional Jets and Turbo-Prop
Planes.

Affiliate Airlines are generally paid a budgeted amount at the
beginning of each month for air service by Regional Jet, with a
true-up payment following an audit and reconciliation process
performed by either or both parties.  Payments to Affiliate
Airlines for Regional Jet service amount to $33,000,000 per
month.  Affiliate Airlines' service by Turbo-Prop Planes is paid
through ACH and the relationships are similar to the bilateral
agreements previously mentioned.  The Debtors sell and collect
for tickets on behalf of the Affiliate Airlines for Turbo-Prop
Plane service and settle with them in the following month via
ACH.  Clearinghouse payments are net of any fees that the
Debtors have paid on behalf of or been assessed for the
Affiliate Airlines.  Payments to Affiliate Airlines for air
service by Turbo-Prop Plane are subject to the same process of
invoicing, auditing and re-billing as are payments to other
carriers.  From July 2001 to June 2002, the Debtors made
Clearinghouse payments to the Affiliate Airlines for Turbo-Prop
Plane service for $14,000,000 per month.

2. Computer Reservation Systems Agreements

The Debtors use multiple computer reservations systems.  A CRS
is a computer system that operates through terminals located in
travel agencies and stores information about available passenger
air transportation.  The CRS enables the travel agents to accept
and record bookings from remote locations.  The CRSs also allow
travel agents to make and confirm reservations, print and issue
tickets automatically and perform the travel agency's internal
accounting tasks.  The CRSs are used extensively by online
travel agencies, such as Travelocity, Expedia and Orbitz, to
gather travel and flight information and are a key component to
maintaining the Debtors' competitive position in the online
travel market.  Carriers, including the Debtors, have agreements
pursuant to which their flight schedules, fare information and
seat availability are included in the CRSs' databases.

Sales made through travel agents comprise 65% of the Debtors'
air passenger transportation bookings.  Over 90% of all travel
agents in the United States employ CRSs.  The Debtors are
parties to CRS Agreements covering many major CRSs, including
Abacus, Amadeus Global Travel Distribution, Galileo, INFINI,
Official Airline Guides -- Electronic Edition, Sabre, System
One, Topas and Worldspan.  If an airline does not permit the use
of CRSs, travel agents must independently look up or have
specific knowledge of the flight, contact the airline, write the
ticket manually and complete the related accounting unassisted.
The amount of effort involved in completing a reservation makes
it unlikely that travel agents would use unlisted airlines.  As
a result, the continued use of CRSs is essential to the Debtors'
business operations.

3. Travel Agency Agreements

The continued support of travel agencies, including online
travel service providers, which sell the Debtors' services, is
essential to the Debtors' successful reorganization.  Travel
agencies are responsible for more than half of all the Debtors'
sales. The Debtors consistently are owed significantly more by
travel agencies than they owe to them.  The Debtors are parties
to numerous agreements related to their travel agency network.
Specifically, the Debtors are members of or parties to:

     (a) the ARC Agreements;
     (b) Bank Settlement Plans;
     (c) Backend Performance Agreements;
     (d) Commission Agreements;
     (e) Block Seat Agreements; and
     (f) GSA Agreements.

The BSPs, like the ARC, are essentially clearinghouses.  They
remit funds owed from travel agencies, which are offset for any
refund claims the travel agency is owed.  In addition, the BSPs
remit to travel agencies refund claims they are owed and bill
credit card transactions on behalf of the carriers. Consistent
with most other airlines, the Debtors sell their tickets
directly and through travel agents.  During 2001, 65% of the
Debtors' bookings were made through travel agents. In the past,
the Debtors incentivized travel agents primarily through a
commission-based system, whereby a travel agent would receive a
payment for each ticket sold based on a percentage of the ticket
price up to a pre-set maximum amount.  However, the Debtors have
attempted to move away from a commission-based incentive
structure and toward a system based upon backend performance-
based payments.  As of April 2002, substantially all travel
agents with which the Debtors have agreements have been switched
to incentive agreements providing for Backend Performance
Agreements.  This change is expected to result in significant
cost savings to the Debtors.

The Debtors maintain International Commission Arrangements with
travel agents located in Europe, Mexico and the Caribbean.
These agreements are of a similar nature, except they apply to
agents working out of international locales.

The Debtors incentivize certain travel agencies through unique,
soft-dollar arrangements called Agency Dividends.  These non-
contractual arrangements entitle the incentivized travel
agencies to benefits from the Debtors, such as travel
certificates, subject to a service charge, or US Airways Club
passes.  The Debtors estimate that the Agency Dividends will
produce incremental revenue of $102,000,000 during 2002, at a
cost of $28,000,000.  These are non-cash costs.

The Debtors have agreements, called Block Seat Agreements where
certain travel agencies and other parties have the right to sell
blocks of US Airways seats on certain flights.  These parties
fall into four general categories:

     (a) cruise line operators;
     (b) group travel providers;
     (c) European tour operators; and
     (d) charter flight groups.

The Block Seat Agreements with cruise line operators cover
flights to and from locations in Florida, and are generally for
flights on Fridays, Saturdays, Sundays and Mondays.  During the
prime cruise travel season, Block Seat Agreements with cruise
line operators account for a significant volume of the seats on
the Debtors' flights to and from Florida.  Under these Block
Seat Agreements, the cruise line operators do not pay up-front
and can cancel blocked seats up to 21 days prior to the date of
travel without penalty.  Therefore, the Debtors carry all of the
risk of cancellation until that date.

The Debtors also maintain Block Seat Agreements with certain
group travel providers.  The Agreements with these parties
provide the Debtors significantly more rights than those with
the cruise line operators.  Generally, the Block Seat Agreements
require the group travel provider to pay a deposit at the time
of the reservation.  These deposits are normally $40 per seat
for domestic travel and $100 per seat for transatlantic travel.

The Debtors' Block Seat Agreements with European tour operators
are similar to the Agreements with cruise line operators.  A
limited number of the Debtors' top European tour operators
account for a considerable amount of the passenger volume on
certain of the Debtors' transatlantic flights and it is
important for the Debtors to be permitted to maintain their
current arrangements with these parties.

Finally, the Debtors maintain Block Seat Agreements or similar
arrangements with parties who desire for the Debtors to provide
them with chartered flight services.  These arrangements, with
parties such as professional sports teams, normally require that
the Debtors fly a non-normally scheduled flight solely for the
members of the charter group.  In exchange, the chartering group
is pays a significant non-refundable deposit in advance.

4. General Sales Agent Agreements

The Debtors have agreements with persons and entities known as
general sales agents, which the Debtors have agreed to specially
incentivize for sales in a certain geographic region.  The
purpose of the GSA Agreements is to allow the Debtors to sell
tickets in foreign locations which are not normally serviced by
the Debtors.  The GSAs normally sell tickets on the Debtors'
flights to both travel agents and customers located within their
geographic location.  The services of the GSAs allow the Debtors
to realize ticket sales through the issuance of multi-carrier
itineraries.  Thus, the GSA Agreements are critical to the
Debtors' international marketing efforts.

5. Online Fulfillment Agreement

The Debtors have an Online Fulfillment Agreement with TRX, a
World Travel Partners Company, whereby TRX provides customer
support for the usairways.com Internet Site.  Pursuant to the
Online Fulfillment Agreement, TRX provides services including,
telephone support, refund/reissue support, help desk support,
documentation, confirmation and customer communications.
Payment to TRX is based upon transactional volume and is
$15,000,000 yearly.

6. Cargo Agency Agreements

The Debtors have agreements with cargo sales agents, similar to
their travel agents, to sell the Debtors' cargo services.  These
agents are entitled to a commission or similar compensation on
account of their services and sales are reported to Cargo
Network Services Corp., in the United States and internationally
through various Cargo Agency Settlement Systems, situated in a
number of foreign countries.  The Debtors also have agreements
with Air Cargo, Inc., whereby ACI acts as agent for the Debtors
and other air carriers for the procurement and administration of
ground transportation services for air cargo.  ACI's complete
air freight system includes pickup and delivery of regular air
freight shipments, expedited courier pickup and delivery
services, intercity hub service, publishing of Air Freight
Directory, air freight telemarketing services and computerized
air freight services.  ACI also provides a clearinghouse
function for these air carriers, including the Debtors, whereby
it settles certain charges between the air carriers and the
ground transportation service providers.

7. Dividend Miles Agreements

The Debtors are parties to and beneficiaries of joint agreements
related to their frequent flyer program, Dividend Miles, the
frequent flyer programs of other airlines and the loyalty
programs of other travel-related and non-travel-related vendors
-- Dividend Miles Agreements.  The continuation of the Dividend
Miles Agreements is important to the passenger transportation
component of the Debtors' business operations and critical to
the Debtors' continued operations.

8. UATP Agreement

The Universal Air Travel Plan is an aggregation of standard
contracts among airlines, which permit individuals to pay for
tickets purchased from a travel agent or airline using the
credit of the airline issuing a UATP card to the purchaser.  US
Airways Group is an authorized contractor for the UATP card.
UATP cards are issued to corporate employees who may purchase
air transportation on the Debtors or any other airline who is a
ticketor or contractor under the UATP Agreement.  Each Signatory
Airline is responsible for administering their UATP program --
including subscriber account approval, card issuance, billing,
servicing and collection of payments.  Information on tickets
purchased at travel agencies using UATP cards is processed
through the Air Travel Card Acquiring Network.  ATCAN
electronically gathers sales using the UATP card and
consolidates the information for reporting to the respective
card-issuing carriers.  For most travel agency charges made
against UATP accounts, there is a three-day lag between the
charge and the transmission of data on that charge
electronically to the Debtors' accounting department.  For less
than 5% of UATP travel agency charges, the process is manual and
can take 6 to 8 days for the Debtors to become aware that the
charge exists.

The Debtors collect funds for all transportation charges made on
the UATP cards they issue. The accounts of all Signatory
Airlines are settled by netting out charge purchases made on
their respective UATP cards.  Net trade receivables from UATP
sales for the first 4 months of 2002 were $88,500,000.  The
Company's participation as a Signatory Airline accounts for 6.5%
of the Debtors' sales paid for with credit cards.  Eighty
percent of UATP charges are originated by travel agents.  The
other 20% are created through the Debtors or other airline in-
house sales.

9. ATPCO Agreements

Airline Tariff Publishing Company publishes airline tariff
filings that are communicated by ATPCO to ticket vendors.  Under
multiple agreements with ATPCO, the Debtors rely on ATPCO to
publish and update vendor databases on pricing issues.  This
process is crucial to the Debtors' marketing and ticket sale
efforts. (US Airways Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


VIADOR INC: Form 10-Q for Second Quarter 2002 will be Late
----------------------------------------------------------
Viador, Inc., didn't file its latest Form 10-Q on time, and it
won't be filing its financial information for the quarter ending
June 30, 2002, with the SEC within the grace period that's
allowed.  Viador requires additional time to complete the
Auditor Review of its financial statements for the quarter ended
June 30, 2002.

Nathan Cammack resigned from his position as Chief Financial
Officer of Viador on July 6, 2002.  Viador has not appointed a
new chief financial officer.

On August 7, 2002, Teddy Kiang resigned from the Board of
Directors of Viador and Yifeng Yang was appointed to serve on
the Board.

Formerly known as Infospace, Viador makes software that
companies use to create portals for accessing information from
intranets and the Internet, and to develop information sharing
both internally and externally. Its E-Portal suite features a
browser-like interface, monitoring and security components, and
software for integrating enterprise software from companies such
as IBM, Oracle and Microsoft. Customers include 3Com,
Amazon.com, Boeing, Charles Schwab, and the US Department of
Defense. Reeling from the effects of a slowing economy and a
reduction in information technology spending, in 2001 Viador
slashed its workforce by more than one-third.

Viador Inc., also reported an upside-down March 31, 2002 balance
sheet, showing a total shareholders' equity deficit of $259,000.
Additionally, at the same date, the company reported a working
capital deficit of about $1 million.


VIALINK COMPANY: Appoints Robert I. Noe as Interim CEO
------------------------------------------------------
Robert I. Noe, President of The viaLink Company, is the
executive in charge at the company effective August 14, 2002. He
succeeds Warren D. Jones, who served as Interim Chief Executive
Officer of the Company from September 4, 2001 until August 13,
2002. The Company has no immediate plans to name anyone to the
Chief Executive Officer position and is not looking to fill that
position.

The viaLink Company (Nasdaq: VLNK) is the leading provider of
data synchronization and advanced e-commerce services to the
retail food industry. The viaLink Partner Package is a suite of
services that use synchronized data to give trading partners
visibility into product movement through the supply chain and
enable collaborative business processes. The company reported a
total shareholders' equity deficit of about $3 million as of
March 31, 2002.


WINSTAR COMMS: Ch. 7 Trustee Hires Herrick as Special Counsel
-------------------------------------------------------------
Winstar Communications, Inc.'s Chapter 7 Trustee Christine C.
Shubert seeks the Court's authority to employ and retain Herrick
Feinstein LLP as her special litigation counsel, effective July
1, 2002.

Sheldon K. Rennie, Esq., at Kaye Scholer LLP, in Wilmington,
Delaware, informs the Court that Herrick is representing the
Trustee in the pending lawsuit against Lucent Technologies Inc.
and is examining the possibility of asserting certain additional
causes of action or claims by the Trustee against Lucent.

Mr. Rennie explains that the Chapter 7 Trustee would like to
retain Herrick because it is a full service law firm of over 125
attorneys with offices in New York City, Newark and Princeton,
New Jersey and Albany, New York.  Feinstein has a 75-year
history of service as a strategic counselor, litigation risk
manager and originator of value added opportunities for its
clients.

The Trustee intends to compensate Herrick based on its current
customary hourly rates, subject to change from time to time:

                  Partners              $375 - 570
                  Counsel                350 - 600
                  Associates             175 - 350
                  Para-professionals     100 - 165

Herrick will also be reimbursed for reasonable out-of-pocket
expenses.

Mr. Rennie adds that when the cost of Herrick's services would
equal to $100,000 -- exclusive of disbursements, the Chapter 7
Trustee, Herrick and the Debtors' lenders will explore further
retention agreements, including the possibility of a contingency
retention of Herrick prior to the firm's rendering additional
services to the Chapter 7 Trustee.

Stephen M. Rathkopf, a partner at Herrick, Feinstein, assures
the Court that the firm's employment is permissible under
applicable law because it is a disinterested person as the term
is defined in Section 101(14) of the Bankruptcy Code.  Herrick
has no interest adverse to the Debtors, its creditors, any other
party-in-interest, their respective attorneys and accountants or
to the estate.  Herrick also has no relation to any bankruptcy
judge presiding in the district or to the United States Trustee
or any person employed in the Office of the United States
Trustee. (Winstar Bankruptcy News, Issue No. 32; Bankruptcy
Creditors' Service, Inc., 609/392-0900)

Winstar Communications' 12.50% bonds due 2008 (WCII08USR1) are
trading at less than a penny, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=WCII08USR1
for real-time bond pricing.


WORLDCOM INC: Wants to Hire Lawler Metzger as Regulatory Counsel
----------------------------------------------------------------
According to WorldCom Senior Vice President Susan Mayer, Lawler
Metzger has been serving as the Debtors' lead outside advocate
for Federal Communications Commission matters, with a particular
expertise in regulatory strategy for common carrier matters,
drawing on its members' experience as senior FCC officials.
Lawler Metzger has been advising and representing the Debtors in
connection with a wide variety of completed and pending
proceedings, including mergers, rulemakings and adjudicatory
proceedings.  Lawler Metzger, for example, currently represents
the Debtors in several rulemaking proceedings before the FCC
that concern implementation of core provisions of the
Telecommunications Act of 1996, which are critical to the
Debtors' ability to offer telecommunications services, including
local voice service and DSL.  In addition, Lawler Metzger
regularly provides advice and counsel to the Debtors on a wide
range of telecommunications and related regulatory issues,
including universal service, interstate access charges, and
transfers of FCC authorizations.

In view of Lawler Metzger's experience in representing the
Debtors, its knowledge and understanding of the Debtors'
regulatory matters, and its expertise in the field of
telecommunications law and regulation, the Debtors believe that
Lawler Metzger is well qualified to represent them in regulatory
matters.  By this application, the Debtors seek the Court's
authority to employ and retain Lawler Metzger as special counsel
to handle regulatory matters.  The Firm will advise and
represent the Debtors with respect to regulatory matters at the
Federal Communications Commission and other federal agencies and
to handle any other assignments as may be appropriate.

Ms. Mayer tells the Court that Lawler Metzger's work on behalf
of the Debtors may involve regulatory issues that arise as a
result of the Debtors' filing for bankruptcy protection as well
as matters in pending and future regulatory proceedings that may
affect the Debtors' interests.  Lawler Metzger is headed by
former senior FCC officials, who have extensive experience in
the field of telecommunications law, including:

-- A. Richard Metzger, Jr. (former chief, Common Carrier
    Bureau);
-- Regina M. Keeney (former chief, Common Carrier Bureau); and
-- Ruth M. Milkman (former deputy chief, Common Carrier Bureau
    now called the Wireline Competition Bureau).

Ms. Mayer relates that Lawler Metzger will work with Debtors'
other professionals and make every effort to ensure that there
is no unnecessary overlap or duplication of services among the
firms.  Specifically, the Debtors and Lawler Metzger will work
together to ensure that the regulatory matters on which Lawler
Metzger is working, and the work that Lawler Metzger is
performing, is different from the regulatory matters on which
Debtors' other special regulatory counsel will work.  For
example, because of Mr. Metzger and Ms. Milkman's the previous
employment at the FCC, Lawler Metzger takes the lead outside
counsel role at the FCC, representing the interests of the
Debtors in the FCC wireline regulatory proceedings, including ex
parte meetings and other regulatory lobbying activities, but
Lawler Metzger does not handle court litigation arising from
particular FCC decisions.

Ms. Mayer tells the Court that the firm of Jenner & Block is
retained primarily to be lead FCC regulatory litigation counsel,
which primarily involves representing the Debtors in matters
likely to result in federal court litigation, and then in that
court litigation.  These two firms have distinct areas of
expertise -- Lawler Metzger is expert in agency regulatory
matters while Jenner & Block is expert on litigation and
appellate matters.  Therefore, the Lawler Metzger's retention as
well as Debtors' other regulatory counsel will not be
unnecessarily duplicative.

A. Richard Metzger, a member of Lawler Metzger & Milkman LLC,
assures the Court that the Firm has no connection with the
Debtors, their creditors, any other parties-in-interest, or
their respective attorneys and accountants, or with the United
States Trustee or any person employed in the office of the
United States Trustee.  In addition, the attorneys at Lawler
Metzger are not relatives of any of the District Judges or
Bankruptcy Judges in this District, or of the United States
Trustee.  Lawler Metzger will conduct an ongoing review of its
files to ensure that no conflicts or other disqualifying
circumstances exist or arise, and that if any new facts or
relationships are discovered, Lawler Metzger will supplement its
disclosure to the Court.

The Debtors propose to compensate Lawler Metzger on an hourly
basis at rates consistent with the rates charged by Lawler
Metzger in non-bankruptcy matters of this type.  The hourly
rates proposed to be charged by Lawler Metzger in connection
with this representation range from:

        Partners              $250 - 400
        Associates             200 - 280
        Paralegals             110 - 160

Mr. Metzger informs the Court that the Firm has not received
payment for $27,500 in unbilled work done for the Debtors in
connection with regulatory matters. (Worldcom Bankruptcy News,
Issue No. 5; Bankruptcy Creditors' Service, Inc., 609/392-0900)


XCEL ENERGY: Will Pay Dividends on Preferred Shares on Oct. 15
--------------------------------------------------------------
Xcel Energy Inc., (NYSE:XEL) announced its board of directors
has deferred its decision on the company's common stock
dividend, pending further review of numerous factors, including
progress on the NRG restructuring program. The board said it
intends to make and announce its dividend decision at a Sept. 26
meeting. To comply with New York Stock Exchange notification
requirements, the common stock dividend record date will be set
at Oct. 7, five days later than previously announced. The
payment date will remain Oct. 20, as previously indicated.

The board declared regular quarterly dividends on all series of
outstanding preferred stock, which are payable on Oct. 15 to
shareholders of record on Sept. 30.

Xcel Energy is a major U.S. electricity and natural gas company
with regulated operations in 12 Western and Midwestern states.
Formed by the merger of Denver-based New Century Energies and
Minneapolis-based Northern States Power Co., Xcel Energy
provides a comprehensive portfolio of energy-related products
and services to 3.2 million electricity customers and 1.7
million natural gas customers through its regulated operating
companies. In terms of customers, it is the fourth-largest
combination natural gas and electricity company in the nation.
Company headquarters are located in Minneapolis. More
information is available at http://www.xcelenergy.com

                          *    *    *

As reported in Troubled Company Reporter's August 7, 2002
edition, Xcel Energy signed agreements with its lenders to
eliminate a cross-default provision in its two bank lines-of-
credit for which Bank of New York serves as agent.

These agreements remove a key provision that had constrained
Xcel Energy's ability to access capital markets due to NRG's
financial condition. Xcel Energy has access to about $200
million remaining on its lines of credit. These lines consist of
two bank facilities of $400 million each, one expiring in
November 2002 and the other in November 2005.

Xcel Energy renegotiated its $800 million bank credit facilities
when it appeared that NRG would be unable to meet cash
collateral demands in the event it were downgraded to below
investment grade. NRG's debt recently was downgraded to below
investment grade by three credit rating agencies.

Xcel Energy continues to focus on improving NRG's financial
strength. NRG is actively working with its lenders to modify the
cash collateral requirements in its current arrangements. Xcel
Energy's immediate goal is to obtain extensions of NRG's
collateral obligations in anticipation of asset sales and other
cash generating measures. As part of the agreements with its
lenders, the company has agreed that its board of directors will
review the company's dividend policy. While the board could
decide to alter the dividend, no decision has been made by the
board.


* BOOK REVIEW: A Legal History of Money in the United States,
                1774-1970
-------------------------------------------------------------
Author: James Willard Hurst
Publisher: Beard Books
Paperback: US$34.95
Review by Gail Owens Hoelscher
Order your personal copy today and one for a colleague at
http://amazon.com/exec/obidos/ASIN/1587980983/internetbankrupt

This book chronicles the legal elements of the history of the
system of money in the United States from 1774 to 1970.  It
originated as a series of lectures given by James Hurst at the
University of Nebraska in 1973.  Mr. Hurst is quick to say that
he , as a historian of the law, took care in this book not to
make his own judgments on matters outside the law.  Rather, he
conducted an exhaustive literature review of economics, economic
history, and banking to recount the development of law over the
operations of money.  He attempted to "borrow the opinions of
qualified specialists outside the law in order to provide a
meaningful context in which to appraise what the law has done or
failed to do."

Mr. Hurst define money, for the purposes of this books, as "a
distinct institutional instrument employed primarily in
allocating scarce economic resources, mainly through government
and market processes," and not shorthand for economic, social,
or political power held through command of economic assets."

From the beginning, public and legal policy in the U.S. centered
on the definition of legitimate uses of both law affecting
money, and allocation of power over money among official
agencies, both federal and state.  The foundations of monetary
policy were laid between 1774 and 1788.  Initially, individual
state legislatures and the Continental Congress issued paper
currency in the form of bills of credit.  The Constitutional
Convention later determined that ultimate control of the money
supply should be at the federal level.  Other issues were not
clearly defined and were left to be determined by events.

The author describes how law was used to create and maintain a
system of money capable of servicing the flow of resource
allocations in an economy of broadly dispersed public and
private decision making.  Law defined standard money units and
made those units acceptable for use in conducting transactions.
Over time, adjustment of the money supply was recognized as a
legitimate concern of law.  Private banks were delegated
expansive monetary action powers throughout the 1900s and
private markets for gold and silver were allowed to affect the
money supply until 1933-34.  Although the Federal Reserve Act
was not aimed clearly at managing money for goals of major
economic adjustment, it set precedents by devaluing the dollar
and restricting the use of gold.

Mr. Hurst devotes a large part of his book to key issues of
monetary policy involving the distribution of power over money
between the nation and the states, between legal and market
processes, and among major agencies of the government.  Until
about 1860, all major branches of government shared in making
monetary policy, with states playing a large role.  Between 1908
and 1970, monetary policy became firmly centralized at the
national level, and separation or powers questions arose between
the Federal Reserve Board, the White House (The Council of
Economic Advisors), and the Treasury.

The book was an enormous undertaking and its research
exhaustive.  It includes 18 pages of sources cited and 90 pages
of footnotes.  Each era of American legal history is treated
comprehensively.  The book makes fascinating reading for those
interested in the cause and effect relationship between legal
processes and economic processes and t hose concerned with
public administration and the separation of powers.

James Willard Hurst (1910-1997) is widely regarded as the
grandfather of American legal history.  He graduated from
Harvard Law School in 1935 and taught at the University of
Wisconsin-Madison for 44 years.

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices
are obtained by TCR editors from a variety of outside sources
during the prior week we think are reliable.  Those sources may
not, however, be complete or accurate.  The Monday Bond Pricing
table is compiled on the Friday prior to publication.  Prices
reported are not intended to reflect actual trades.  Prices for
actual trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy
or sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

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 ***