TCR_Public/030310.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, March 10, 2003, Vol. 7, No. 48    

                          Headlines

ACANDS: Asbestos Committee Hires L. Tersigni as Fin'l Advisor
ADVANCED ENERGY: Names Craig Jeffries as Chief Marketing Officer
ALLEGHENY ENERGY: Alan J. Noia to Retire as Chairman and CEO
AMI SEMICONDUCTOR: Dec. 31 Net Capital Deficit Balloons to $240M
ANC RENTAL: Wants Continued Access to Lenders' Cash Collateral

APPLIED DIGITAL: Tries to Force IBM to Restructure Agreement  
ARMSTRONG: Liberty Mutual Asks Judge Newsome to Recuse Himself
ATLAS AIR WORLDWIDE: John Blue Replaces Richard Shuyler as CEO
BASIS100: Completes Sale of EFA Group Assets to Computershare
BUDGET GROUP: Lazard Obtains Court Nod for $4.4M Transaction Fee

BURLINGTON INDUSTRIES: Begins Accepting Bids for Sale of Assets
CASCADES INC: Acquires Greenfield's De-Inked Pulp Mill in France
CHARMING SHOPPES: Sustains 14% Total Sales Decline in February
CNH GLOBAL: Issuing $2 Bill. Preferred Shares to Repay Fiat Loan
COMMUNICATION DYNAMICS: Has Until March 21, 2003 to File Plan

CONSECO INC: Court OK's Fried Frank & Mayer Brown for Committee
CRESCENT OPERATING: Shareholders Approve Bankruptcy Plan
CTC COMMUNICATIONS: Delaware Court Fixes May 16, 2003 Bar Date
DDI CORP: S&P Slashes Junk Corporate Credit Rating to SD
DIAMETRICS MEDICAL: Dec. 31 Working Capital Deficit Tops $1 Mil.

EASYLINK SERVICES: Wins Favorable Judgment on Brokerage Fee Suit
EL PASO CORP: Agrees to Sell Interest in Enerplus for $32 Mill.
ENCOMPASS SERVICES: Will Continue Use of Cash Management System
ENUCLEUS INC: Withdrawing SEC Form SB-2 Registration Statement
FEDERAL-MOGUL: Files Chapter 11 Reorganization Plan in Delaware

FOAMEX INT'L: Appoints Henry Tang to Company Board of Directors
FREEPORT-MCMORAN: Commences Tender Offers for 7.2% & 7.5% Notes
GAP INC: February 2003 Sales Climb 14% to $818 Million
GILAT SATELLITE: Israeli Court Clears Debt Restructuring Pact
GLOBAL CROSSING: Reports Performance & Business Goals for 2003

GRANITE PARTNERS: Merrill Lynch Will Write a $5,850,000 Check
GROUP MANAGEMENT: Hires Lamar Sinkfield as Technology Consultant
HEARME INC: Initiating Dissolution & Winding-Down Proceedings
HEARME: Suing 7 Ex-Officers to Recover about $1MM of Unpaid Dues
HOMESTORE INC: Dec. 31 Working Capital Deficit Widens to $80MM

HOUSE OF LLOYD: Taps Keen Realty to Market 2 Kansas Facilities
HOVNANIAN ENT.: S&P Revises Outlook on Low-B Ratings to Positive
HUGHES ELECTRONICS: Completes $3BB Financing Deals with DIRECTV
HUGHES ELECTRONICS: Terminates Strategic Alliance with DIRECTV
HUGHES: Restates Reports & Operating Loss Balloons to $399 Mill.

INTEGRATED HEALTH: Asks Court to Quash Subpoenas Served by THI
INTERPUBLIC: Earns Potential Default Waivers Under Credit Pact
IPCS INC: Seeking Approval to Use Lenders' Cash Collateral
KAISER ALUMINUM: Committee Brings-In Bates White as Consultant
KMART CORP: NM Workers Group Demands Payment of Indemnity Claims

KNITWORK PRODUCTIONS: Hires Gleich Siegel as Litigation Counsel
LIBERTY MEDIA: Issuing Q4 Supplemental Financial Info by Mar. 28
MAXXIM MEDICAL: Appoints Bankruptcy Services as Claims Agent
MERRY-GO-ROUND: Judge Derby Approves 30% Interim Distribution
M/I SCHOTTENSTEIN: Good Performance Spurs S&P's Positive Outlook

MITEC TELECOM: Q3 Financial Results Reflect Slight Improvement
MOBILE TOOL: Exclusive Plan Filing Period Extended to April 30
MOTOROLA: Reaches Out-Of-Court Settlement with Chase Manhattan
NATIONAL AIRLINES: Judge Riegle Appoints a Chapter 11 Trustee
NATIONAL CENTURY: Subsidiary Selling Six Dublin Properties

NEXTEL COMMS: Appoints Stephanie Shern to Board of Directors
NORTHPOINT COMMS: Resolves Claims Dispute with Copper Mountain
OMEGA HEALTHCARE: Pulls Plug on Contracts & Debt Pact with IHS
O'SULLIVAN INDUSTRIES: S&P Further Cuts Low-B Credit Rating to B
OWENS CORNING: Wants Court to Approve Sierra Pacific Agreement  

PEREGRINE: Wants Legal Standards to Replace La Bella as Counsel
PHOTOELECTRON: Chapter 11 Filing Likely to Pursue Asset Sale
PLAINS ALL AMERICAN: Caps Price of 2.3-Million Share Offering
PLAYBOY ENTERPRISES: Caps $115-Million Sr. Note Offering Price
POLYMER GROUP: Successfully Emerges from Bankruptcy Proceeding

SALOMON BROTHERS: Fitch Upgrades 1996-C1 Class G Notes to B+
SERVICE MERCHANDISE: Files Chapter 11 Plan in Nashville
SHEFFIELD PHARMA: Consummates $500K Debt Financing Transaction
SILVERADO GOLD: Auditor Morgan & Co. Airs Going Concern Doubt
SLATER STEEL: Reports Weaker Results for Fiscal 2002 and Q4

SOLECTRON CORP: Will Publish Fiscal Q2 Results on Mar. 20, 2003
TENFOLD CORP: Executes Pact to Retire Equipment Leasing Debt
THERMOVIEW IND.: Court Judgment Favors Plaintiff Nelson Clemmens
TYCO INT'L: New Ten-Member Board Elected at Annual Meeting
UNIROYAL: Retirees' Committee Turns to Exec. Sounding for Advice

UNITED AIRLINES: February 2003 Load Factor Climbs to 70.2%
UNITED AIRLINES: U.S. Bank Wants to Exercise Remedies as Trustee
WALTER INDUSTRIES: S&P Assigns BB Corporate Credit Rating
WHEELING-PITTSBURGH: Committees' Kroll Zolfo Engagement Approved
WORKFLOW MANAGEMENT: Will Publish Q3 Earnings on Thursday

WORLD HEART: December Balance Sheet Upside Down by C$47 Million

* Kramer Levin Brings-In R. Gilden and E. Weschler as Partners
* LeBoeuf Augments Calif. Offices with 3 Bankruptcy Attorneys
* Matt Judson Joins Lane Berry as Managing Director

* Weiss Ratings Flags 13 Companies Vulnerable to Market Declines

* BOND PRICING: For the week of March 10 - 14, 2003

                          *********

ACANDS: Asbestos Committee Hires L. Tersigni as Fin'l Advisor
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave its
nod of approval to a request raise by the Official Committee of
Asbestos Personal Injury Claimants of ACandS, Inc., to hire L.
Tersigni Consulting PC as its Accountant and Financial Advisor.

Tersigni provides expert services regarding accounting,
financial and valuation matters in bankruptcy and litigation
related matters.  In this engagement, Tersigni will provide:

     a. development of oversight methods and procedures so as to
        enable the Committee to fulfill its responsibilities to
        monitor the Debtors' financial affairs;

     b. interpretation and analysis of financial materials,
        including accounting, tax, statistical, financial and
        economic data, regarding the Debtors and other relevant
        parties;

     c. analysis and advice regarding additional accounting,
        financial, valuation and related issues that may arise
        in connection with plan negotiations and otherwise in
        the course of these proceedings; and

     d. analysis and valuation of prepetition transactions,
        solvency analysis and preparation of valuations of the
        Debtor at the time of prepetition transfers.

Loreto T. Tersigni will lead the team in this engagement. His
current hourly billing rate is $425.

AcandS, Inc. was an insulation contracting company, primarily
engaged in the installation of thermal and mechanical
insulation. In later years, Debtor also performed a significant
amount of asbestos abatement and other environmental
remediation work. The Company filed for chapter 11 protection on
September 16, 2002 (Bankr. Del. Case No. 02-12687).  Laura Davis
Jones, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub
represents the Debtor in its restructuring efforts.  When the
Company filed for protection from its creditors, it listed
estimated debts and assets of over $100 million.


ADVANCED ENERGY: Names Craig Jeffries as Chief Marketing Officer
----------------------------------------------------------------
Advanced Energy Industries, Inc. (Nasdaq: AEIS), a leading
global provider of critical solutions used in the production of
semiconductors, flat panel displays, data storage products and
other advanced applications, announced the appointment of Craig
Jeffries, 43, as executive vice president and chief marketing
officer, reporting to Doug Schatz, chairman and chief executive
officer. He will join Advanced Energy by mid-April.

Mr. Jeffries will lead all corporate marketing activities at
Advanced Energy. He brings over 20 years of marketing leadership
experience in business planning and strategy development,
product marketing, business development, and e-business for
global technology firms. Prior to joining Advanced Energy, Mr.
Jeffries held roles as President and founder of Ensenyo
Software, as Chief Marketing Officer at Exostar, LLC, and as
Vice President of Marketing and e-Business at Honeywell
International.  Previously, Mr. Jeffries held various marketing
and product development roles over a fifteen year career at
Hewlett Packard Company. He holds a B.S. in Electrical
Engineering from the University of California, Irvine and an
M.S. in Finance from the University of Denver.

Mr. Schatz said, "Craig brings key strategic marketing expertise
to the Advanced Energy team. He will work with me and our
product group marketing executives as we continue to build upon
our comprehensive portfolio.  This portfolio includes integrated
power, flow, source, and thermal technology solutions.  These
products are used in the manufacture of semiconductors, data
storage products, flat panel displays, and architectural glass.
While the industries that we serve offer us tremendous growth
potential, they are also going through significant
transformation, especially the semiconductor capital equipment
market.  Craig's leadership will be instrumental as we develop
new opportunities to leverage Advanced Energy's extensive
technology platforms into current and new industry segments."

Advanced Energy is a global leader in the development and
support of process-centered technologies critical to plasma-
based manufacturing processes used in the production of
semiconductors, flat panel displays, data storage products,
compact discs, digital video discs, architectural glass, and
other advanced product applications.

Leveraging a diverse product portfolio and technology
leadership, AE creates solutions that maximize process impact,
improve productivity and lower cost of ownership for its
customers. This portfolio includes a comprehensive line of
technology solutions in power, flow and thermal management,
plasma and ion beam sources, and integrated process monitoring
and control for original equipment manufacturers and end-users
around the world.

AE operates globally from regional centers in North America,
Asia and Europe, offering global sales and support through
direct offices, representatives and distributors. Founded in
1981, AE is a publicly-held company traded on Nasdaq National
Market under the symbol AEIS. For more information, please visit
its corporate Web site: http://www.advanced-energy.com

                         *    *    *

As reported in Troubled Company Reporter's December 20, 2002
edition, Standard & Poor's assigned its 'B+' corporate credit
and 'B-' subordinated debt ratings to Advanced Energy Industries
Inc.  The outlook is negative.

The company had total debt outstanding at September 30, 2002, of
$251 million, including capitalized operating leases.


ALLEGHENY ENERGY: Alan J. Noia to Retire as Chairman and CEO
------------------------------------------------------------
Allegheny Energy, Inc., (NYSE: AYE) announced that Alan J. Noia,
Chairman, President, and Chief Executive Officer of the Company,
has informed the Board of Directors of his decision to retire.  
At the request of the Board, Mr. Noia has agreed to remain with
the Company until a successor is found.  The Board's Management
Review and Director Affairs Committee, consisting solely of
independent directors, is selecting a prominent executive search
firm to identify qualified candidates to lead the Company.

Mr. Noia said, "During my 34-year career with Allegheny, I have
had the honor of working with thousands of talented employees at
all levels of the Company.  Allegheny Energy is a business with
solid underlying value, great employees, and tremendous
potential.  Over the past year, we have made significant strides
in refocusing on our core businesses and addressing the
challenges facing the industry and our Company, positioning us
to deliver value to our shareholders.  Having recently
successfully refinanced our credit facilities, it is the right
time for me to retire.  I am confident that the Company will
continue to successfully and reliably serve its customers."

Frank A. Metz, Jr., Chairman of the Management Review and
Director Affairs Committee of the Allegheny Energy Board of
Directors, said, "Under Al's guidance, Allegheny Energy has
grown steadily from a small, regional utility to a diversified
energy company that is highly regarded in our industry.  The
challenges have been greater than anyone could have expected,
but Al has risen to meet those challenges and successfully
positioned the Company for future growth and profitability.  We
thank Al for his service and appreciate that he will continue to
lead Allegheny until a new Chief Executive Officer is
appointed."

Mr. Noia was named Chairman, President, and Chief Executive
Officer of Allegheny Energy in 1996.  He began his career with
the Company in 1966 as a summer intern working as a member of a
survey crew for one of the Company's subsidiaries, The Potomac
Edison Company.  Since joining Allegheny Energy in 1969, Mr.
Noia has held a wide variety of positions, including Vice
President of Bulk Power Supply, Chief Financial Officer, and
Chief Operating Officer. Mr. Noia is a member of the Board of
Directors of the Edison Electric Institute, Southeastern
Electric Exchange, Ohio Valley Electric Corporation, Maryland
Symphony Orchestra, and the Board of Trustees of the Community
Foundation of Washington County.  He received a Bachelor of
Science degree in Electrical Engineering from the University of
Virginia.  Mr. Noia grew up in Winchester, Virginia.  He and his
wife, the former Cynthia D. Rathman, reside in the Hagerstown,
Md. area.

With headquarters in Hagerstown, Md., Allegheny Energy is an
integrated energy company with a balanced portfolio of
businesses, including Allegheny Energy Supply, which owns and
operates electric generating facilities and supplies energy and
energy-related commodities in selected domestic retail and
wholesale markets; Allegheny Power, which delivers low-cost,
reliable electric and natural gas service to about three million
people in Maryland, Ohio, Pennsylvania, Virginia, and West
Virginia; and a business offering fiber-optic and data services.  
More information about the Company is available at
http://www.alleghenyenergy.com

As reported in Troubled Company Reporter's February 28, 2003
edition, Fitch reported its ratings of the Allegheny group are
as follows:

         Allegheny Energy, Inc.

             -- Senior unsecured debt 'B+'.

         West Penn Power Company

             -- Medium-term notes 'BB+'.

         Potomac Edison Company

             -- First mortgage bonds 'BBB-';

             -- Senior unsecured notes 'BB'.

         Monongahela Power Company

             -- First mortgage bonds 'BBB-';

             -- Medium-term notes/pollution control revenue
                bonds (unsecured) 'BB';

             -- Preferred stocks 'BB-'.

         Allegheny Energy Supply Company LLC

             -- Senior unsecured notes 'B'.

         Allegheny Generating Company

             -- Senior unsecured debentures 'B'.

         Allegheny Energy Supply Statutory Trust 2001

             -- Senior secured notes 'B'.

     -- All ratings listed above remain on Rating Watch
        Negative.


AMI SEMICONDUCTOR: Dec. 31 Net Capital Deficit Balloons to $240M
----------------------------------------------------------------
AMI Semiconductor, a leader in the design and manufacture of
application-specific integrated circuits, reported results for
the fourth quarter ended December 31, 2002.

At December 31, 2002, the Company's balance sheet shows that
total liabilities exceeded total assets by about $240 million,
as compared to $188 million recorded a year ago.

"The addition of the mixed-signal business of Alcatel has proven
to be a great advantage as we strive to provide a total ASIC
solution to the automotive, industrial, medical, and
communication markets," said Christine King, president and CEO
of AMI Semiconductor. "The acquisition definitely enhanced our
ability to serve our customers worldwide and significantly
heightened our European and global presence."

"During 2002 we made tremendous progress in our cost
reductions," said Brent Jensen, chief financial officer of AMIS.
"Our cost reduction plan will continue into 2003 as we complete
our acquisition integration efforts. Our cash position and our
balance sheet strength improved during the year and from a
financial perspective we are well positioned to accomplish our
strategic goals."

AMI Semiconductor is a world leader in the design and
manufacture of application-specific integrated circuits (ASICs).
As a widely recognized innovator in state-of-the-art mixed-
signal technologies and mid-range digital ASICs including ASIC
conversion services, AMIS is committed to providing customers
with the optimum cost, quickest time-to-market ASIC solutions.
Offering unparalleled manufacturing flexibility and dedication
to customer service, AMI Semiconductor operates globally with
headquarters in Pocatello, Idaho, European corporate offices in
Oudenaarde, Belgium, and a network of sales and design centers
located in the key markets of the United States, Europe and the
Asia Pacific region. For more information, please visit the AMIS
Web site at http://www.amis.com  


ANC RENTAL: Wants Continued Access to Lenders' Cash Collateral
--------------------------------------------------------------
ANC Rental Corporation, and its debtor-affiliates need to use
their Lenders' Cash Collateral to maintain their business
operations and continue their reorganization efforts in
accordance with Chapter 11 of the Bankruptcy Code.  Moreover,
the Debtors' use of Cash Collateral in their cases has been
instrumental to the implementation of the Debtors' business plan
that will result in the streamlining of their businesses and
successfully emerging from Chapter 11 as a viable company.

Mark J. Packel, Esq., at Blank Rome LLP, in Wilmington,
Delaware, tells the Court that during the period before
confirmation of a plan of reorganization, the value of the liens
held by the Secured Creditors may decline as a result of the
Priming Liens granted to DaimlerChrysler Corporation in
connection with the Chrysler Financing Agreement.  The Debtors
have utilized the Cash Collateral of the Secured Creditors
throughout their Chapter 11 cases.  In that regard, the Debtors
have provided the Secured Creditors with adequate protection, in
accordance with this Court's Orders, to compensate them for any
diminution in the value of their liens.  The Debtors assert that
the Adequate Protection that has been granted to the Secured
Creditors in connection with the Debtors' continued use of cash
collateral would adequately protect the Secured Creditors from
any diminution in the value of their liens.

Pursuant to the Cash Collateral Orders, this Adequate Protection
consists of:

    A. valid, binding and enforceable security interests in and
       liens of the same validity and priority as they enjoyed
       prepetition in all currently owned and hereafter acquired
       assets of the Debtors, including:

       -- all Accounts;

       -- all Chattel Paper;

       -- the Collateral Account and all cash, money and
          instruments at any time on deposit in the Collateral
          Account, all investments made and interest earned in
          respect of the cash and monies and all proceeds of any
          of the foregoing;

       -- the Concentration Account and all cash, money and
          instruments at any time on deposit in the
          Concentration Account, all investments made and
          interest earned in respect of the cash and monies and
          all proceeds of any of the foregoing;

       -- all Contracts, except Excluded Assets;

       -- all Deposit Accounts;

       -- all Documents;

       -- all Equipment;

       -- all General Intangibles, except Excluded Assets;

       -- all Instruments;

       -- all Intellectual Property;

       -- all Investment Property;

       -- all Vehicles, except Excluded Vehicles;

       -- all other goods and property;

       -- all books and records pertaining to the Corporate
          Collateral; and

       -- to the extent not otherwise included, all Proceeds and
          products of any and all of the foregoing and all
          collateral security and guarantees given by any Person
          with respect to all of the foregoing, wherever
          located; which Replacement Liens will be subject to
          the Fee Carve Out and will secure an amount of the
          Prepetition Obligations equal to the aggregate
          diminution, if any, whether by use, sale, lease,  
          depreciation, decline in market price or otherwise of
          the prepetition collateral or the imposition of the
          automatic stay; and

    B. to pay when due or reimburse to Congress all fees, costs
       and charges owing under the Borrowing Base Facility and
       all reasonable legal fees incurred by Congress in its
       capacity as a secured creditor;

    C. to provide Liberty with:

       -- the payments set forth in the Liberty Order; and

       -- the reimbursement of certain fees and expenses
          provided for under the General Agreements of
          Indemnity, Commercial Surety, in Liberty's favor and
          executed by the Company, as Indemnitor, dated August
          4, 2000 and October 31, 2000, as modified by the
          Liberty Order and the related term sheet; and

    C. to provide LCPI with adequate protection payments equal
       to:

       -- the amount of non-default interest accrued from time
          to time on, and any commitment, agent's or other
          financing fees payable from time to time in respect of
          the $40,000,000 principal amount of term loans under
          the Credit Agreement, the payments to be made as and
          when the interest and fees come due under the terms of
          the Credit Agreement during the period to and
          including March 19, 2003; and

       -- $250,000 monthly cash payments by the Debtors to
          Lehman on account of reasonable professional fees and
          expenses incurred in its capacity of secured creditor,
          the cash payments to be paid on the last day of each
          calendar month, through and including March 19, 2003.

Pursuant to the Current Cash Collateral Order, the Debtors are
authorized to use Cash Collateral through and including
March 19, 2003.  The failure to obtain authorization for the
continued use of Cash Collateral would seriously undermine the
Debtors' reorganization efforts and would be disastrous to their
creditors, equity holders and employees.

Mr. Packel reports that the Debtors fund their working capital
needs through cash generated from their business operations.
Except for certain contingent letters of credit, the Debtors do
not rely on any credit facility to meet their regular working
capital needs.

The Debtors seek the Court's authority to continue to use the
Cash Collateral for the duration of these Chapter 11 cases or
the other time as this Court deems appropriate, on the same
terms and conditions as set forth in the Current Cash Collateral
Order, in order to continue the operation of their business and
to fund the payment of all operating expenses.

Mr. Packel relates that the expenses of the business include
postpetition costs relating to the maintenance of the various
vehicles used by the Debtors and the payment of rent, taxes,
utilities, salaries and wages, employee benefits and necessary
capital expenditures.  In addition, the Debtors seek the Court's
permission to use the Cash Collateral to pay certain obligations
set forth in the various motions filed with this Court during
the pendency of these Chapter 11 cases.  Finally, the most
significant use of Cash Collateral is for the financing and
purchase of the automobiles that are rented by the Debtors.  
This use of cash does not diminish the value of the collateral
held by the Secured Creditors.

In the ordinary course of the Debtors' business, Mr. Packel
admits that the Debtors may, from time to time, provide
liquidity to certain of their non-debtor foreign subsidiaries on
an "as needed" basis to cover working capital shortfalls at
certain times of the year.  These foreign subsidiaries represent
important assets of the Debtors and are critical to the Debtors'
ability to provide their customers with complete service.  The
use of Cash Collateral to continue this practice, in the
ordinary course, would enable the Debtors to maintain and
preserve the substantial value that these foreign subsidiaries
bring to the Debtors.

In addition, Mr. Packel relates, the Debtors seek to use Cash
Collateral to fund other administrative expenses they incurred
during the pendency of their Chapter 11 cases, including:

    A. professional fees and expenses allowed by the Bankruptcy
       Court pursuant to Sections 330 and 331 of the Bankruptcy
       Code;

    B. reimbursement of allowed expenses incurred by the members
       of any official committee appointed by the Office of the
       United States Trustee in the Debtors' cases;

    C. fees payable under Section 1930 of the Judiciary
       Procedures Code and related costs; and

    D. other charges incurred in administering the Debtors'
       Chapter 11 cases. (ANC Rental Bankruptcy News, Issue No.
       28; Bankruptcy Creditors' Service, Inc., 609/392-0900)


APPLIED DIGITAL: Tries to Force IBM to Restructure Agreement  
------------------------------------------------------------
Under the terms of the Third Amended and Restated Term Credit
Agreement with IBM Credit Corporation, Applied Digital
Solutions, Inc. was required to repay IBM Credit Corporation
$29.8 million of the $77.2 million outstanding principal balance
currently owed to them, plus $16.4 million of accrued interest
and expenses (totaling approximately $46.2 million), on or
before February 28, 2003.

The Company did not make the payment by February 28, 2003, and
IBM Credit Corporation notified the Company that it must make
the payment on or prior to March 6, 2003.  Applied Digital
didn't make the payment in that 7-day grace period.  Instead,
Applied Digital filed suit against IBM Credit LLC and IBM
Corporation in Florida state court.  That lawsuit charges IBM
with improperly attempting to takeover the company, conspiracy
to commit RICO violations, fraud, breach of good faith and fair
dealing, and breach of the Florida Uniform Trade Secrets
Protection Act.  

Unless Applied Digital wins its lawsuit or the IBM Agreement is
restructured, Applied Digital says it is likely its business
will end.

Applied Digital Solutions (Nasdaq: ADSX) is an advanced
technology development company that focuses on a range of life-
enhancing, personal safeguard technologies, early warning alert
systems, miniaturized power sources and security monitoring
systems combined with the comprehensive data management services
required to support them. Through its Advanced Technology Group,
the Company specializes in security-related data collection,
value-added data intelligence and complex data delivery systems
for a wide variety of end users including commercial operations,
government agencies and consumers.  Applied Digital Solutions is
the beneficial owner of a majority position in Digital Angel
Corporation (AMEX: DOC). For more information, visit the
Company's website at http://www.adsx.com


ARMSTRONG: Liberty Mutual Asks Judge Newsome to Recuse Himself
--------------------------------------------------------------
Liberty Mutual Insurance Company, represented by Charlene D.
Davis, Esq., and Ashley B. Stitzer, Esq., at The Bayard Firm, in
Wilmington, Delaware, ask Visiting Judge Randall J. Newsome to
recuse himself in the Chapter 11 cases of Armstrong Holdings,
Inc., and its debtor-affiliates because while he was employed as
an associate with the Cincinnati law firm of Dinsmore Shohl
Coates & Deupree, he once represented Liberty Mutual Insurance
Co. against Armstrong World Industries regarding asbestos
issues.

Before being appointed to the United States Bankruptcy Court for
the Southern District of Ohio, Judge Newsome was an associate at
Dinsmore, where he practiced for four years.  For over a year
immediately preceding his appointment to the bench, Judge
Newsome worked with Gerald V. Weigle, Jr., a partner in
Dinsmore, on numerous insurance coverage issues for Liberty
Mutual.  Judge Newsome's responsibilities included the
representation of Liberty Mutual in an insurance coverage
action captioned "Armstrong World Industries, Inc. v. Aetna
Casualty & Surety Co." in the Los Angeles Superior Court.  This
litigation was coordinated with several similar insurance
coverage actions pending in California under the name "In re
Coordinated Asbestos Insurance Coverage Cases."

Trials took place in the 1980s, culminating in appeals that
concluded in 1996.  Dinsmore and Mr. Weigle represented Liberty
Mutual throughout these proceedings and now serve as co-counsel
to Liberty Mutual in connection with Armstrong's Chapter 11
case.

The Coordinated Litigation and the "Armstrong v. Aetna" case
concerned numerous insurance coverage disputes arising from
asbestos bodily injury claims filed against Armstrong beginning
in 1970.  The Disclosure Statement, Plan and the Voting Rights
Motion involve those same insurance policies.

While in private practice at Dinsmore, Judge Newsome was
responsible for a wide range of work in representing Liberty
Mutual on these insurance coverage issues, like preparing
written discovery, research on insurance coverage and procedural
issues, reviewing documents for production to Armstrong and
preparing deposition books for witnesses. Judge Newsome worked
closely with Mr. Weigle, other lawyers at Dinsmore, and numerous
in-house lawyers and employees of Liberty Mutual and was privy
to privileged attorney-client information.

In July 2002, AWI commenced coverage litigation against Liberty
Mutual in the United States District Court of the Eastern
District of Pennsylvania in an action styled, "Armstrong World
Industries Inc. v. Liberty Mutual Ins. Co.".  In this action,
AWI is seeking declarations regarding certain CGL policies
issued by Liberty Mutual to Armstrong, which Armstrong alleges
provide coverage for asbestos-related claims. Liberty has
answered this suit and has asked for stay relief to file
counterclaims in the Pennsylvania action.

Judge Newsome has already recused himself from the lift stay
motion because of his prior representation of Liberty Mutual,
his relationship with Mr. Weigle, and his prior employment.  
Now, the Debtors are seeking to establish procedures for
solicitation and tabulation of votes, and Liberty has made an
objection to the Disclosure Statement.

Ms. Davis asserts that Judge Newsome's recusal is mandated by
Section 455(b)(2) of the Bankruptcy Code, which prohibits a
judge from presiding over a proceeding, where he worked in
private practice either:

      (a) as an attorney on the same matter in controversy; or

      (b) with an attorney who worked on the same matter in
          controversy.

Judge Newsome's relationship with Dinsmore and Mr. Weigle
creates at least an appearance of impropriety, thereby
warranting discretionary recusal.

Liberty, therefore, asks Judge Newsome to recuse himself from
determining the Debtors' Voting Rights Motion, approval of the
Disclosure Statement, and confirmation of the Plan. (Armstrong
Bankruptcy News, Issue No. 37; Bankruptcy Creditors' Service,
Inc., 609/392-0900)   

DebtTraders reports that Armstrong Holdings Inc.'s 9.000% bonds
due 2004 (ACKH04USR1) are trading at 58 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=ACKH04USR1
for real-time bond pricing.


ATLAS AIR WORLDWIDE: John Blue Replaces Richard Shuyler as CEO
--------------------------------------------------------------
Atlas Air Worldwide Holdings has replaced chief executive
officer Richard Shuyler with John Blue, who served as the
President of Atlas Air, Inc., from the company's inception in
1992 through 1995, and who is currently a Director of the
Company.

Blue will serve as CEO on an interim basis; a search for a new
CEO has begun. Shuyler had been CEO of both Atlas Air, Inc., and
Atlas Air Worldwide Holdings since the death of the company's
founder in January 2001. Shuyler has also resigned as Director
of the company and its subsidiaries.

In addition, Jeffrey H. Erickson, who has been serving as acting
President of Atlas Air Worldwide Holdings, has become President
of the holding company and has joined the Company's Board of
Directors.

The Company also announced, effective March 6, 2003, the
departure of the following senior officers: Thomas G. Scott,
senior vice president and general counsel; Fred L. deLeeuw,
senior vice president of strategic planning; and Stanley G.
Wraight, senior vice president of marketing and commercial
strategy. John W. Dietrich, currently deputy general counsel,
will become acting general counsel. Wake Smith will assume
responsibility for strategic planning. Atlas Air's sales and
marketing department will continue to be led by Robert van de
Weg; Polar Air Cargo's sales and marketing department will
continue to be led by Ron Lane.

"This leadership change is an extremely difficult measure to
take, but it is necessary at this time," Erickson said. "Rick
Shuyler led Atlas through the most challenging chapter of the
company's history, taking over the leadership of the company in
early 2001, just as the U.S. economy was heading into the worst
recession the aviation industry has ever seen. We wish him the
best in his future endeavors."

Atlas Air Worldwide Holdings, Inc., is the parent company of
Atlas Air, Inc. and of Polar Air Cargo, Inc.  Atlas Air offers
its customers a complete line of freighter services,
specializing in ACMI (Aircraft, Crew, Maintenance, and
Insurance) contracts, utilizing its fleet of B747 aircraft.
Polar's fleet of Boeing 747 freighter aircraft specializes in
time-definite, cost-effective, airport-to-airport scheduled
airfreight service.

                          *    *    *

As reported in Troubled Company Reporter's January 27, 2003
edition, Standard & Poor's lowered its ratings on Atlas Air
Worldwide Holdings Inc., and subsidiary Atlas Air Inc.,
following news of a payment default on an operating lease
obligation. Ratings on both entities remain on CreditWatch with
negative implications, where they were placed on October 17,
2002.

Standard & Poor's lowered the corporate credit rating to 'CCC-'
from 'B-' and senior unsecured debt to 'CC' from 'CCC'. Pass-
through certificates Series 1998-1, Class A were lowered to 'BB'
from 'BBB', Class B to 'B-' from 'BB-', and Class C to 'CCC+'
from 'B+'. In addition, Series 1999-1, Class A-1 were lowered to
'BB' from 'BBB', Class A-2 to 'BB' from 'BBB', Class B to 'B+'
from 'BB+', and Class C to 'CCC+' from 'B+'. Finally, Series
2000-1, Class A were lowered to 'BB+' from 'BBB+', Class B to
'B+' from 'BB+', and Class C to 'B-' from 'BB-'. The downgrades
of the enhanced equipment trust certificates reflect the
downgrade of Atlas Air Inc.


BASIS100: Completes Sale of EFA Group Assets to Computershare
-------------------------------------------------------------
Basis100 (TSX:BAS), a business services provider to the
financial services industry, said that the sale of certain
assets of the EFA Group to Computershare Investor Services Inc.,
a global technology solutions provider to the securities
industry, has been completed. Deloitte & Touche Inc., in its
capacity as Interim Receiver, confirmed that the transaction had
proceeded as planned and verified receipt of the proceeds of the
sale of CDN$6.25 million.

Basis100 Inc., is a business services provider to the financial
services industry, which enables companies to build, distribute,
buy and sell products and services in more efficient and
innovative ways. Basis100's lines of business include: Lending
Solutions for consumer credit, mortgage origination and
processing; Data Warehousing and Analytics Solutions for
automated property valuations, property data-warehousing, data
products and analytics support; and Capital Markets Solutions
for fixed income trading. For more information about Basis100,
visit http://www.Basis100.com

Computershare Limited is a leading financial services and
technology provider for the global securities industry,
providing services and solutions to listed companies, investors,
employees, exchanges and other financial institutions. It is the
largest and only global share registry, managing more than 68
million shareholder accounts for over 7,500 corporations in ten
countries on five continents, and it provides sophisticated
trading and surveillance technology to financial markets in
fourteen countries across each major time zone. Founded in
Australia in 1978 and headquartered in Melbourne, Computershare
employs more than 5,000 people worldwide. For more information
visit the company Web site http://www.Computershare.com

At December 31, 2002, the Company's balance sheet shows a
working capital deficit of about $2.4 million. The Company's
total shareholders' equity has further diminished to about $11
million, from about $40 million recorded a year earlier.


BUDGET GROUP: Lazard Obtains Court Nod for $4.4M Transaction Fee
----------------------------------------------------------------
Lazard Freres & Co., LLC sought and obtained the U.S. Bankruptcy
Court for the District of Delaware's approval of its petitioned
$4,453,333 sale transaction fee for its assistance to Budget
Group Inc. and its debtor-affiliates in the negotiation and
implementation of the Asset and Stock Purchase Agreement with
Cherokee Acquisition Corp.

According to the Court-approved engagement letter, Lazard is
entitled to compensation in the form of a $200,000 monthly
financial advisory fee, and either a $4,800,000 Restructuring
Transaction Fee or a $4,800,000 Sale Transaction Fee.  Lazard
believes that the sale of substantially all of the Debtors'
assets to Cherokee Acquisition Corp. constitutes a Sale
Transaction.

Mr. Millstein tells the Court that Lazard agreed to credit the
monthly financial advisory fees beginning as of October 1, 2002
and continuing until either consummation of a Restructuring
Transaction or a Sale Transaction.  Accordingly, Lazard is
crediting, and thereby reducing, the $4,800,000 Sale Transaction
Fee by $346,667 to a net amount of $4,453,333.  This reduction
reflects the $200,000 monthly advisory fee for October and
$146,667 pro-rated for 22 days of November through the closing
date of the Asset and Stock Purchase Agreement. (Budget Group
Bankruptcy News, Issue No. 16; Bankruptcy Creditors' Service,
Inc., 609/392-0900)    


BURLINGTON INDUSTRIES: Begins Accepting Bids for Sale of Assets
---------------------------------------------------------------
Burlington Industries, Inc., (OTC Bulletin Board: BRLG) said
that, in accordance with a Bankruptcy Court ruling yesterday,
Burlington has initiated a process to solicit proposals from
qualified bidders for the sale of the Company. Burlington's
objective is to emerge from Chapter 11 reorganization
proceedings by this summer.

Potential qualified bidders are encouraged to contact Charles
Peters, Burlington's Chief Financial Officer, at (888) 318-7649.

With operations in the United States, Mexico and India and a
global manufacturing and product development network based in
Hong Kong, Burlington Industries is one of the world's most
diversified marketers and manufacturers of softgoods for apparel
and interior furnishings.


CASCADES INC: Acquires Greenfield's De-Inked Pulp Mill in France
----------------------------------------------------------------
Cascades Inc., (CAS-TSX) announces that "Le tribunal du Commerce
de Soissons" (France) accepted, the offer of Dalum Papir A/S to
which Cascades had parted itself, to purchase the assets of La
Societe Greenfield S.A.. Greenfield, the most important European
producer of de-inked pulp located in Chateau-Thierry, near
Paris, France, was operating under French bankruptcy proceedings
since December 4, 2002. The transaction includes the purchase of
the plant and some other assets under the form of a joint
venture with Dalum, a leading European producer of recycled fine
paper. The terms of the transaction were not disclosed, however
the investments required to make the acquisition were not
material.

Greenfield, established in 1997 is the first plant in Europe
producing market pulp from recovered paper. Its products are
sold to fine paper, packaging and tissue producers throughout
Europe and overseas. It has a capacity of approximately 150,000
metric tons of air-dried de-inked pulp, but the full potential
of the mill was never achieved given technical and financial
difficulties.

Commenting this transaction on behalf of Cascades, Mario
Plourde, President of the Speciality Products Group stated: "The
Greenfield purchase represents our first de-inked pulp venture
in Europe, a market where demand traditionally outweighs supply.
This mill is strategically located in the Paris area and will
give us access to premium fibre.

"This acquisition will also allow us to avoid certain capital
investments we had planned for our de-inking unit at our
Blendecques (Boxboard) mill, while allowing further integration
with Cascades' unit in La Rochette and with the unit of our
joint venture company Norampac Inc. in Avot-Vallee, France.
Because of our know-how as a turnaround operator and our
expertise in recovery and de-inking, (Cascades operates nine de-
inking units world-wide), we anticipate to be in a position to
increase productivity and profits by bringing certain changes to
equipments and manufacturing process. The equipments are in good
shape and the required capital expenditures will be minimal
given the quality of the assets, whose initial cost amounted 150
million euros."

Cascades Inc., is a leader in the manufacturing of packaging
products, tissue paper and specialized fine papers.
Internationally, Cascades employs more than 14,000 people and
operates close to 140 modern and versatile operating facilities
located in Canada, the United States, Mexico, France, England,
Germany and Sweden. Cascades' recycling operations allow it to
recycle more than two million tons of paper and board, which
satisfy a majority of its fiber requirements. Leading edge
de-inking technology, sustained research and development, and 38
years experience in recycling are all distinctive strengths that
enable Cascades to manufacture innovative value- added products.
Cascades' common shares are traded on the Toronto Stock Exchange
under the ticker symbol CAS.

                         *    *    *

As reported in Troubled Company Reporter's February 7, 2003
edition, Standard & Poor's Ratings Services raised its rating on
Cascades Inc.'s US$450 million senior unsecured notes to 'BB+'
from 'BB'. At the same time, the 'BB+' long-term corporate
credit rating and 'BBB-' senior secured debt rating on the
diversified paper and packaging producer were affirmed. The
outlook is stable.

The rating change stems from the redemption of the US$125
million 8.375% senior notes outstanding of Cascades' operating
subsidiary, Cascades Boxboard Group Inc. This redemption will be
financed by the senior unsecured notes offering, which was
increased to US$450 million from the proposed US$325 million.


CHARMING SHOPPES: Sustains 14% Total Sales Decline in February
--------------------------------------------------------------
Charming Shoppes, Inc., (Nasdaq: CHRS), the retail apparel chain
specializing in women's plus-size apparel, reported that total
sales for the four weeks ended March 1, 2003 decreased 14% to
$150,300,000 from $175,100,000 for the four weeks ended March 2,
2002.  Comparable store sales for Charming Shoppes, Inc.
decreased 9% for the four weeks ended March 1, 2003.

The Company currently operates 2,242 stores, versus 2,440 stores
one year ago.  During the four weeks ended March 1, 2003, the
Company opened 2, relocated 3, and closed 8 stores.

Comparable sales by chain for the four-week period ended
March 1, 2003 were as follows:

    Lane Bryant Stores        (15)%
    Fashion Bug Stores        (5)%
    Catherines Stores         (5)%
    Total Corporation         (9)%

Commenting on sales, Dorrit J. Bern, Chairman, CEO and President
of Charming Shoppes, Inc., said, "The performance at our Lane
Bryant chain continues to be challenging.  Severe winter weather
hampered our Spring sales performance during the month, however,
it did have a positive impact on our Fall clearance efforts."

For more detailed information on monthly sales, please call
1-866-CHRS-NEWS (1-866-247-7639) to listen to Charming Shoppes,
Inc.'s prerecorded monthly sales commentary.  This recording
will be available until March 10, 2003.

Charming Shoppes, Inc., whose $130 million Senior Unsecured
Notes are currently rated by Standard & Poor's at 'BB-',
operates 2,248 stores in 48 states under the names LANE
BRYANT(R), FASHION BUG(R), FASHION BUG PLUS(R), CATHERINE'S PLUS
SIZES(R), MONSOON and ACCESSORIZE. Monsoon and Accessorize are
registered trademarks of Monsoon Accessorize Ltd.  Please visit
http://www.charmingshoppes.comfor additional information about
Charming Shoppes, Inc.


CNH GLOBAL: Issuing $2 Bill. Preferred Shares to Repay Fiat Loan
----------------------------------------------------------------
CNH Global N.V. (BB/Stable/-) announced that it will issue $2
billion of convertible preferred shares to Italy-based parent
company Fiat SpA (BB+/Negative/B) to repay $2 billion owed in
intercompany loans to Fiat. CNH will not pay dividends on the
preferred shares until 2005 and will save about $100 million in
interest expense in 2003 and 2004.

Standard & Poor's Ratings Services said that this action would
not affect its ratings or outlook on CNH Global. The transaction
is further evidence of Fiat's strong commitment to CNH Global,
an important determinant in the ratings on CNH Global. As a
stand-alone entity, ratings on CNH Global would likely be
significantly lower.

Currently, Fiat is an 85% owner of CNH Global, guarantees or is
a joint borrower of CNH Global's bank lines, and will still have
about $1.8 billion of outstanding intercompany loans following
completion of the equity for debt swap. CNH still has a weak
financial profile, but over the next two to three years credit
measures should strengthen to levels compatible with the 'BB'
rating, as the firm benefits from continued cost reduction and
gradual recovery of its markets.


COMMUNICATION DYNAMICS: Has Until March 21, 2003 to File Plan
-------------------------------------------------------------
By order of the U.S. Bankruptcy Court for the District of
Delaware, Communication Dynamics, Inc., and its debtor-
affiliates obtained an extension of their exclusive periods.  
The Court gives the Debtors, until March 21, 2003, the exclusive
right to file their plan of reorganization and until May 20,
2003, to solicit acceptances of that Plan from creditors.

Communication Dynamics, Inc., together with its Debtor and non-
Debtor affiliates, is one of the largest multinational suppliers
of infrastructure equipment to the broadband communications
industry. The Debtors filed for chapter 11 protection on
September 23, 2002 (Bankr. Del. Case No. 02-12753).  Jeffrey M.
Schlerf, Esq., at The Bayard Firm represents the Debtors in
their restructuring efforts.  When the Company filed for
protection from its creditors, it listed more than $100 million
both in estimated assets and debts.


CONSECO INC: Court OK's Fried Frank & Mayer Brown for Committee
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Conseco Inc.,
sought and obtained Court's authority to retain Fried Frank and
Mayer Brown as its counsels nunc pro tunc to January 3, 2003.

                            Fried Frank

Fried Frank is expected to:

   a) provide legal advice to the Committee and aid in review of
      a plan of reorganization and related corporate documents;

   b) respond on the Committee's behalf to all applications,
      motions, answers, orders, reports and other pleadings; and

   c) perform other legal services requested by the Committee.

Fried Frank's hourly rates for professional services rendered by
bankruptcy and restructuring partners, "of counsel" and "special
counsel" in non-bankruptcy court authorized and approved
engagements are higher than the hourly rates charged by like
professionals in connection with Section 328 engagements.  This
is because Fried Frank's professionals have only one hourly rate
for all engagements.  This hourly fee structure applies for
these cases:

     Partners          $535 - 885
     Of Counsel         495 - 685
     Special Counsel    480 - 515
     Associates         255 - 440
     Assistants         130 - 195

                       Mayer Brown

Mayer Brown is a full service, international commercial law firm
with extensive experience and knowledge in the fields of debtors
and creditors' rights and reorganizations under Chapter 11.
Mayer Brown has expertise in representing parties-in-interest
before the Illinois Northern District Bankruptcy Court and is
familiar with the local practice and local rules.

As counsel, Mayer Brown will:

   a) provide legal advice to the Committee and aid in review of
      a plan of reorganization and related corporate documents;

   b) respond on the Committee's behalf to all applications,
      motions, answers, orders, reports and other pleadings; and

   c) perform other legal services requested by the Committee.

Compensation will be payable on an hourly basis plus
reimbursement of actual and necessary expenses.  Mayer Brown's
standard hourly rates for the professionals expected to have
primary responsibility in these cases are:

           Thomas S. Kiriakos       $575
           Craig E. Reimer           450
           Alex P. Montz             375
           Maurita Cain-Lyle         150

Additionally, it is expected that John R. Schmidt, Esq., a
partner of the firm with over 30 years experience in corporate
and securities law matters and a former U.S. Associate Attorney
General, will be involved in any investigation as well as advice
given to the Committee.  Mr. Schmidt's current rate is $700 per
hour. (Conseco Bankruptcy News, Issue No. 11; Bankruptcy
Creditors' Service, Inc., 609/392-0900)    


CRESCENT OPERATING: Shareholders Approve Bankruptcy Plan
--------------------------------------------------------
Stockholders of Crescent Operating, Inc., (OTCBB:COPI.OB) at a
special stockholders' meeting approved a proposed bankruptcy
plan of Crescent Operating pursuant to which the Company would
be liquidated under Chapter 11 of the United States Bankruptcy
Code.

Approximately 79.07% of the outstanding shares of Crescent
Operating common stock were voted at the special meeting (of the
shares present or represented by proxy at the meeting,
approximately 99.72% voted in favor of the plan). The Company
intends to file its bankruptcy petition with the bankruptcy
court in the next few days.

Crescent Operating is a diversified management company which
through various subsidiaries and affiliates, owns, leases or
operates a portfolio of assets consisting primarily of an
interest in a temperature controlled logistics operating company
and an equipment sales and leasing business.


CTC COMMUNICATIONS: Delaware Court Fixes May 16, 2003 Bar Date
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware fixes the
Bar Date by which creditors of CTC Communications Group, Inc.,
who wish to assert a claim against the Debtors' estates, must
file their proofs of claim or be forever barred from asserting
that claim.

The Court schedules 4:00 p.m. prevailing Eastern Standard Time,
on May 16, 2003, as the deadline for all creditors to file their
proofs of claim.

Creditors do not need to file proofs of claim for:

     a. claims not listed in the Schedules as "contingent,"
        "unliquidated," or "disputed";

     b. claims already properly filed with the Clerk of the
        Court or BSI;

     c. administrative claims of professionals retained by the
        Debtors or the Committee;

     d. claims of any individual Debtor entity against any other
        Debtor entity; and

     e. claims allowed by order of this Court entered on or
        before the Bar Date or claims arising from the rejection      
        of an executory contract or unexpired lease.

To be deemed timely-filed, all claims must be received on or
before the Claims Bar Date by:

          Bankruptcy Services LLC
          P.O. Box 5112 FDR Station
          New York, NY 10150-5112
          Attn: CTC Communications Claims

                    or

          CTC Communications Group, Inc.
          c/o Bankruptcy Services LLC
          70 East 55th Street, Heron Tower
          6th Floor New York, NY 10022

CTC Communications Group, Inc., a source provider of voice,
data, and Internet Communications services to medium and larger
sized business customers, filed for chapter 11 protection on
October 3, 2002. Pauline K. Morgan, Esq., at Young, Conaway,
Stargatt & Taylor represents the Debtors in their restructuring
efforts. When the Company filed for protection from its
creditors, it listed $306,857,985 in total assets and
$394,059,938 in total debts.


DDI CORP: S&P Slashes Junk Corporate Credit Rating to SD
--------------------------------------------------------  
Standard & Poor's Ratings Services said today that it lowered
its corporate credit rating on circuit-board maker DDi Corp. to
'SD' from 'CCC+', the senior secured bank loan rating to 'CCC-'
from 'CCC+', and the 6.25% convertible subordinated note to 'C'
from 'CCC-'. Standard & Poor's also lowered the corporate credit
rating on Details Capital Corp., a ratings family member, to
'SD' from 'CCC+' and its 12.5% senior discount note ratings to
'C' from 'CCC-'.

The ratings on these issues were placed on CreditWatch with
negative implications.

The actions were taken because the company failed to pay
interest on its 5.25% convertible subordinated note due on March
1, 2003. The rating on this security was lowered to 'D' from
'CCC-'.

The Anaheim, California-based company has total debt outstanding
of about $318 million.

DDi failed to meet the bank debt covenant for minimum EBITDA in
the fourth quarter of 2002, thereby restricting its ability to
make the subordinated debt interest payments on the 5.25% notes,
which were due on March 1, 2003, and the 6.25% notes scheduled
in April 2003.

"The rating on the 6.25% notes will be lowered to 'D' in April
if the payment is missed, as anticipated," said Standard &
Poor's credit analyst Andrew Watt.

DDi has entered a forbearance agreement with its senior lenders
that is intended to facilitate the restructuring of all of its
debt obligations. The agreement is scheduled to expire on March
25, 2003, but may be extended until May 9, 2003, under certain
conditions.

Management has engaged a financial advisor and started
negotiations with lenders and bondholders to restructure its
obligations with an aim of de-leveraging the company. The $68.5
million credit facility balance is now classified as a current
liability, and the company expects a qualified "going concern"
opinion from its auditors.

Standard & Poor's will monitor future interest payments, the
status of the forbearance agreement, and debt restructuring
efforts.


DIAMETRICS MEDICAL: Dec. 31 Working Capital Deficit Tops $1 Mil.
----------------------------------------------------------------
Diametrics Medical, Inc., (Nasdaq:DMED) announced financial
results for the fourth quarter and fiscal year ended
December 31, 2002.

For the fourth quarter ended December 31, 2002, net sales
totaled $1.9 million, compared with sales of $6.4 million, for
the comparable three-month period last year. Revenue for the
quarter was comprised of 76% intermittent testing products and
24% continuous monitoring products. Disposable products
represented 67% of revenue, including approximately 320,000
intermittent testing cartridges and 800 continuous monitoring
sensors. Hardware sales included 67 IRMA analyzers, 24 Portal
systems and 10 TrendCare monitors.

The decline in fourth quarter sales was primarily the result of
the termination of Diametrics' exclusive distribution agreement
with Philips Medical Systems on November 1, 2002, and the
subsequent and ongoing transition to Diametrics' new
distribution and direct sales force channel model.

The Company's net loss for the fourth quarter was $3.2 million
versus a net loss of $796,000 in the fourth quarter of the prior
year.

For the 12 months ended December 31, 2002, net sales were $18.7
million, versus $24.5 million, for the comparable period a year
ago. The net loss for the 12-month period was $7.5 million
versus a net loss of $3.9 million in 2001. Excluding
restructuring and other charges in 2002, the net loss was $6.6
million.

Diametrics' cash balance at December 31, 2002 was approximately
$4.0 million, and reflected receipt of a $2.7 million payment
from Philips made in lieu of minimum product purchases, which
was recorded as revenue by the Company in the third quarter of
2002.

Diametrics Medical's December 31, 2002 balance sheet shows that
its total current liabilities exceeded its total current assets
by about $1 million. Moreover, its net capital is further
depleted as shareholders' equity shrank to about $670,000 from
over $9 million a year ago.

David B. Kaysen, President and Chief Executive Officer, stated,
"We have a strategic plan in place to address the areas of our
business that hold the greatest potential for rapid expansion.
Specifically, we are focusing our resources on the significant
opportunity for Diametrics' continuous monitoring technology
platform in the areas of neonatal intensive care and ventilation
management. In addition, our efforts continue with menu
expansion and cost reductions in the IRMA intermittent testing
product line. We now have implemented sales, marketing, and
product development programs that support this growth strategy."

"We firmly believe that the growing appreciation for the
heightened quality of patient care that can be achieved using
our point-of-care diagnostics products, coupled with the
improvements we have made to our product platforms in the last
few years, are now converging, providing us with a greater
opportunity to make meaningful strides in penetrating target
markets in the coming months and beyond," said Kaysen.

Progress made during the fourth quarter of 2002 to execute on
this strategy included:

     -- Naming David B. Kaysen President and Chief Executive
Officer of Diametrics. Kaysen has more than 25 years of
executive management, sales and marketing experience in the
medical products and services industry, most recently as
president, chief executive officer and director of Rehabilicare
Inc., now Compex Technologies, Inc. (Nasdaq: COMPX).

     -- Establishing a direct sales and support organization and
its expansion to 24 members since November 2002. To date, the
sales team is comprised of 13 highly trained and experienced
direct sales and clinical application specialists and 11
customer service, technical support and marketing professionals,
with continued expansion planned in key geographic regions.

     -- Naming Steve Emery to the newly created post of Senior
VP of Worldwide Sales, Marketing and Business Development. Emery
has more than 26 years of industry experience with Hewlett-
Packard Medical Systems and most recently with Philips Medical
Systems as the Director of Marketing in the Cardiac and
Monitoring Systems' Point-of-Care Diagnostics group.

     -- Expanding Diametrics' distributor network in key
geographic areas, appointing 15 new highly focused distributors,
who are experienced in selling Diametrics' key applications.

     -- Filing a 510(k) application with the U.S. Food and Drug
Administration for a creatinine test for use with the IRMAr SL
Blood Analysis System. Measuring creatinine aids clinicians in
the diagnosis and treatment of renal diseases and in monitoring
the renal status of patients in intensive care units. The
commercial release of this test and the pending lactate test in
early 2004 will further expand the broad applicability of, and
opportunity for, the IRMA system's low-cost, high-quality
electrochemical thick film platform.

     -- Undertaking cost-cutting measures in which expenses have
been reduced across all areas of the Company's operations,
including personnel, facilities and capital expenditures. These
reductions help fund the ramp up of sales and marketing efforts
in support of Diametrics' intermittent and continuous monitoring
product lines.

                       Financial Guidance

The Company expects first quarter 2003 revenues to be at similar
levels to fourth quarter 2002 revenues, with the net loss for
the quarter estimated to be 17-22% greater than the fourth
quarter 2002, reflecting the increased investment in the
Company's new sales organization. The quarterly revenues and net
loss performance are expected to progressively improve
throughout 2003, as the newly created sales capabilities begin
to show positive results.

Total revenues for 2003 are expected to be lower than in 2002
and the net loss is expected to be greater than 2002. These
levels are dependent upon the timing and nature of new strategic
alliances intended to be consummated during the year and the
success rate of the Company's new sales organization.

                       Business Update

The Company has engaged The Seidler Companies to assist in its
efforts to secure partners for strategic alliances and to raise
additional capital. The Company is continuing its discussions
with Philips Medical Systems regarding a new relationship post
termination of the prior exclusive agreement on November 1,
2002. Discussions also continue for renegotiation of the terms
of its existing convertible notes.

Diametrics Medical is a leader in critical care technology. The
Company is dedicated to creating solutions that improve the
quality of healthcare delivery through products and services
that provide immediate, accurate and cost-effective time
critical blood and tissue diagnostics. Primary products include
the IRMA(R)SL point-of-care blood analysis system; the
TrendCare(R) continuous blood gas monitoring system, including
Paratrend(R) and Neotrend(R) for use with adult, pediatric and
neonatal patients; the Neurotrend(R) cerebral tissue monitoring
system; and the Integrated Data Management System. Additional
information is available at the Company's Web site,
http://www.diametrics.com  


EASYLINK SERVICES: Wins Favorable Judgment on Brokerage Fee Suit
----------------------------------------------------------------
As previously announced, in connection with the termination of
an agreement to sell the portal operations of EasyLink Services
Corporation's discontinued India.com business, the Company
brought suit against a broker that it had engaged in connection
with the proposed sale of the portal operations alleging, among
other things, breach of contract and misrepresentation. The
broker brought a counterclaim against the Company for a
brokerage fee that would have been payable on the closing of the
proposed sale.  The court entered a judgment in the amount of
$931,000 against the Company.  In response to the judgment, the
Company filed a motion to alter the judgment in which the
Company, among other things, requested that the Court vacate the
judgment or reduce the amount of damages. On February 20, 2003,
the Court vacated the original judgment and entered a
declaratory judgment in EasyLink's favor that EasyLink does not
owe the broker any fee or other compensation arising from the
failed sale of the portal operations.

                        *   *   *

As previously reported, EasyLink Services said it was seeking to
restructure substantially all of approximately $86.2 million of
outstanding indebtedness, including approximately $10.7 million
of capitalized future interest obligations. The Company is
currently in discussions with holders of its debt relating to
the proposed restructuring. To date, the holders of
approximately 70% of this debt have expressed interest in
completing a restructuring on the terms discussed.

Management seeks to restructure substantially all of the debt.
If all of the debt were successfully eliminated on the currently
proposed terms, the Company would pay approximately $2.0 million
in cash and issue up to 35 million shares of its Class A common
stock, including the shares issued to fund the cash payment. The
number of shares to be exchanged for each class of debt was
determined based on a deemed per share price of between $2.00
and $3.00.


EL PASO CORP: Agrees to Sell Interest in Enerplus for $32 Mill.
---------------------------------------------------------------
El Paso Corporation (NYSE: EP) agreed to sell all of the
outstanding shares in Enerplus Global Energy Management Company
to Enerplus Resources Fund (NYSE: ERF; Toronto: ERF.UN) for
approximately US$32 million, subject to customary adjustments.  
Enerplus is Canada's oldest and largest public conventional oil
and gas income fund.

This sale supports El Paso's previously announced 2003 five-
point business plan, which includes exiting non-core businesses
quickly but prudently, and strengthening and simplifying the
balance sheet while maximizing liquidity. The transaction is
subject to Enerplus Resources Fund unitholder approval and is
expected to close in the second quarter 2003.

El Paso Corporation is the leading provider of natural gas
services and the largest pipeline company in North America.  The
company has core businesses in production, pipelines, midstream
services, and power.  El Paso Corporation, rich in assets and
fully integrated across the natural gas value chain, is
committed to developing new supplies and technologies to deliver
energy.  For more information, visit http://www.elpaso.com

As reported in Troubled Company Reporter's February 11, 2003
edition, Standard & Poor's lowered its long-term corporate
credit rating on energy company El Paso Corp., and its
subsidiaries to 'B+' from 'BB'.

Standard & Poor's also lowered its senior unsecured debt rating
at the pipeline operating companies to 'B+' from 'BB' and the
senior unsecured rating on El Paso to 'B' from 'BB-', reflecting
structural subordination relative to the operating companies.
All ratings on El Paso and its subsidiaries were removed from
CreditWatch, where they were placed Sept. 23, 2002. The outlook
is negative.


ENCOMPASS SERVICES: Will Continue Use of Cash Management System
---------------------------------------------------------------
Judge William Greendyke of the U.S. Bankruptcy Court for the
Southern District of Texas gave final approval to Encompass
Services Corporation and its debtor-affiliates' use of their
current Cash Management System in a manner consistent with their
prepetition practices. The Debtors, are required to maintain
strict records with respect to all transfers whether by check,
wire transfers, ACH transfers, intra-bank transfers, electronic
funds transfers or other debits so that all transactions will be
adequately and promptly documented in, and readily ascertainable
from their books and records.

The Debtors' current Cash Management System has been in place
since the merger of Group Maintenance America Corporation and
Building One Services Corporation in 2000.  The Cash Management
System provides significant benefits to the Debtors including,
among other things, the ability to:

  (i)  efficiently collect and disburse funds, including payroll
       obligations to employees and accounts payable obligations
       to vendors;

(ii)  invest idle funds to maximize interest income with
       minimal risk; and

(iii)  ensure maximum availability of the funds for each of the
       Debtors' business units. (Encompass Bankruptcy News,
       Issue No. 8; Bankruptcy Creditors' Service, Inc.,
       609/392-0900)


ENUCLEUS INC: Withdrawing SEC Form SB-2 Registration Statement
--------------------------------------------------------------
Pursuant to Rule 477 of Regulation C of the Securities Act of
1933, eNucleus, Inc., has requested that its Registration
Statement filed on November 7, 2002, on Form SB-2 be withdrawn
effective immediately.

The Company is withdrawing the Registration Statement because
the equity line of credit under which the securities were to
have been issued has been terminated.  No sales of securities
were made in connection therewith.

                        *   *   *

As previously reported, the Company's continued existence is
dependent on its ability to achieve future profitable operations
and its ability to obtain financial support. The satisfaction of
the Company's cash requirements hereafter will depend in large
part on its ability to successfully generate revenues from
operations and raise capital to fund operations. There can,
however, be no assurance that sufficient cash will be generated
from operations or that unanticipated events requiring the
expenditure of funds within its existing operations will not  
occur. Management is aggressively pursuing additional sources of
funds, the form of which will vary depending upon prevailing
market and other conditions and may include high-yield financing
vehicles, short or long-term borrowings or the issuance of
equity securities. There can be no assurances that management's
efforts in these regards will be successful. Under any of these
scenarios, management believes that the Company's common stock
would likely be subject to substantial dilution to existing
shareholders. The uncertainty related to these matters and the
Company's bankruptcy status raise substantial doubt about its
ability to continue as a going concern.


FEDERAL-MOGUL: Files Chapter 11 Reorganization Plan in Delaware
---------------------------------------------------------------
Federal-Mogul Corporation (OTC Bulletin Board: FDMLQ) has filed
a Plan of Reorganization with the U.S. Bankruptcy Court in
Delaware in its Chapter 11 reorganization case. The filing
represents a critical step forward in the company's effort to
resolve its asbestos liabilities, de-leverage its balance sheet
and emerge a much stronger company. The Plan will only become
effective after a vote of various classes of creditors and the
approval of the Court.

Key elements of the Plan provide for:

     * Creation of a 524(g) trust for the benefit of present and
       future asbestos personal injury claimants, which will
       assume all of the company's obligations to those
       claimants;

     * The distribution of new common shares of the reorganized
       company to the trust (50.1%) and to the noteholders
       (49.9%);

     * The access by the trust to insurance coverage of the
       company;

     * One or more distributions to U.S. and U.K. trade
       creditors of which the percentage ratio has not been
       determined;

     * The restructuring of approximately $1.6 billion in claims
       of the Pre-Petition Senior Secured Lenders into a
       combination of 6.5-year maturity Senior Secured Term
       Loans and 11-year maturity Junior Secured PIK Notes;

The Plan contemplates, among other things, that noteholders and
asbestos claimants will convert all claims, which total in the
billions, into equity in the reorganized company. Specifically,
49.9% of the new common stock will be distributed to noteholders
and 50.1% will be distributed to a trust established pursuant to
Section 524(g) of the Bankruptcy Code for the benefit of
existing and future asbestos claimants. A number of matters
remain outstanding. The company remains actively engaged in
their resolution.

The Plan will soon be available on the company's Web site,
http://www.federal-mogul.com where additional information will  
also be posted, as it becomes available. Federal-Mogul will file
with the Bankruptcy Court a proposed Disclosure Statement. The
required Bankruptcy Court hearing on the Disclosure Statement
has been currently set for June 11, 2003. Votes on the Plan may
not be solicited until the Court approves the Disclosure
Statement. Federal-Mogul will also be filing a U.K. Scheme of
Arrangements to keep the U.K. Administration process in parallel
with the U.S. Bankruptcy process.

Federal-Mogul is a global supplier of automotive components and
sub- systems serving the world's original equipment
manufacturers and the aftermarket. The company utilizes its
engineering and materials expertise, proprietary technology,
manufacturing skill, distribution flexibility and marketing
power to deliver products, brands and services of value to its
customers. Federal-Mogul is focused on the globalization of its
teams, products and processes to bring greater opportunities for
its customers and employees, and value to its constituents.
Headquartered in Southfield, Michigan, Federal-Mogul was founded
in Detroit in 1899 and today employs 47,000 people in 24
countries. For more information on Federal-Mogul, visit the
company's Web site at http://www.federal-mogul.com

Federal-Mogul Corp.'s 8.800% bonds due 2007 (FDML07USR1) are
trading at about 14 cents-on-the-dollar, says DebtTraders. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=FDML07USR1
for real-time bond pricing.


FOAMEX INT'L: Appoints Henry Tang to Company Board of Directors
---------------------------------------------------------------
Foamex International Inc. (NASDAQ: FMXI), the leading
manufacturer of flexible polyurethane and advanced polymer foam
products in North America, has named Henry Tang to the Foamex
Board of Directors.

Marshall S. Cogan, chairman and founder of Foamex, said, "We are
very pleased to have Henry join our Board of Directors. His
extensive intellectual property, patents and technology
licensing experience will be very beneficial to Foamex as we
continue to develop and market quality flexible polyurethane and
advanced polymer foam products to industrial, technology and
consumer markets."

Henry Tang said, "I am delighted to be joining the Foamex Board
and I look forward to assisting in the company in its global
pursuits."

Mr. Tang, 62, is a partner at Baker Botts LLP, where he
specializes in intellectual property, patents, technology
licensing and technology solutions. From 1982 to 1997 he was at
the law firm of Brumbaugh, Graves, Donohue and Raymond, where he
was a named partner in 1986.

Mr. Tang received his bachelor's degree in electrical
engineering from New York University and his master's and
doctorate degrees in electrical engineering from Columbia
University.  Mr. Tang also has a J.D. from Fordham University.

Mr. Tang is a member of the New York State Bar Association,
where he serves on the Executive Committee of Section on
International Law and Practice, and is Chairman of the Committee
on Asian Pacific Law. He is also a member of the American Bar
Association, and a member of the ABA's Sections on Patents and
on Litigation. Mr. Tang is a member of the Association of the
Bar of the City of New York. In addition, Mr. Tang is the
founder and a director of the American Friends of the Shanghai
Museum.

Foamex, headquartered in Linwood, PA, is the world's leading
producer of comfort cushioning for bedding, furniture, carpet
cushion and automotive markets. The Company also manufactures
high-performance polymers for diverse applications in the
industrial, aerospace, defense, electronics and computer
industries as well as filtration and acoustical applications for
the home. For more information visit the Foamex Web site at
http://www.foamex.com  

At September 29, 2002, Foamex's balance sheet shows a total
shareholders' equity deficit of about $157 million, as compared
to a deficit of about $181 million at December 31, 2001.


FREEPORT-MCMORAN: Commences Tender Offers for 7.2% & 7.5% Notes
---------------------------------------------------------------
Freeport-McMoRan Copper & Gold Inc., (NYSE:FCX) has commenced
tender offers to purchase any and all of its outstanding 7.20%
Senior Notes due 2026 (puttable in November 2003) at a price of
$1,010 per $1,000 in principal amount plus accrued and unpaid
interest, and any and all of its outstanding 7.50% Senior Notes
due 2006 at a price of $1,010 per $1,000 in principal amount
plus accrued and unpaid interest. Assuming all of the
outstanding notes are tendered, the aggregate amount of cash to
purchase the tendered notes is estimated to be approximately
$455 million. As a result of FCX's previously reported recent
financing transactions, FCX's current cash position approximates
$800 million.

Each tender offer commences on Thursday, March 6, 2003 and will
expire at 5:00 p.m. New York City time on Thursday, April 3,
2003, unless extended or terminated. The tender offers are being
made only on the terms and subject to the conditions described
in the Offer to Purchase and related documents, dated March 6,
2003, which will be distributed to the holders of the notes.
Each tender offer is being made independently of the other. The
completion of each tender offer is not conditioned on a minimum
amount of notes being tendered.

J.P. Morgan Securities Inc., will serve as dealer manager and
Georgeson Shareholder Communications Inc. will serve as
information agent for the tender offers. Holders of notes with
questions about the tender offers should call Georgeson toll-
free at 866-775-2735, or J.P. Morgan toll-free at 800-245-8812.
Holders who want copies of the Offer to Purchase and related
documents should call Georgeson.

FCX explores for, develops, mines and processes ore containing
copper, gold and silver in Indonesia, and smelts and refines
copper concentrates in Spain and Indonesia.

As reported in Troubled Company Reporter's February 10, 2003
edition, Standard & Poor's assigned its 'B-' rating to Freeport-
McMoRan Copper & Gold Inc.'s $500 million of senior convertible
notes due 2011.

Standard & Poor's also affirmed its ratings, including its 'B'
corporate credit rating, on the New Orleans, Louisiana-based
company.

Proceeds from the offering will be used to repay all outstanding
borrowings under the company's bank facilities, which it intends
to replace with a new bank credit facility.


GAP INC: February 2003 Sales Climb 14% to $818 Million
------------------------------------------------------
Gap Inc., (NYSE:GPS) reported sales of $818 million for the
four-week period ended March 1, 2003, which represents a 14
percent increase compared with net sales of $720 million for the
same period ended March 2, 2002. The company's comparable store
sales for February 2003 increased 8 percent, compared with a 17
percent decrease in February 2002.

Comparable sales by division for February 2003 were as follows:

     --  Gap U.S: positive 10 percent versus negative 24 percent
         last year  

     --  Gap International: positive 17 percent versus negative
         22 percent last year  

     --  Banana Republic: negative 3 percent versus negative 10
         percent last year  

     --  Old Navy: positive 8 percent versus negative 12 percent
         last year  

"Given low consumer confidence levels and the extreme weather
conditions, we are pleased that the company's February
comparable store sales were up 8 percent," said Sabrina Simmons,
vice president, treasury and investor relations. "Gap and Old
Navy posted positive comparable store sales for the fifth
consecutive month, reflecting continued improvement in product
assortments."

"While our merchandise margins were slightly lower than last
year, our markdown margins were significantly better," said Ms.
Simmons.

As of March 1, 2003, Gap Inc. operated 4,249 store concepts
compared to 4,176 store concepts last year, which represents an
increase of two percent. The number of stores by location
totaled 3,114 compared to 3,101 by location last year, which is
flat to last year.

As previously reported, the outlook on Gap Inc., was revised to
negative from stable. The 'BB+' long-term and 'B' short-term
corporate credit ratings on the company were also affirmed. The
outlook revision was based on continuing negative sales
trends in the company's Old Navy and Gap divisions.

The ratings on the San Francisco, California-based company
reflect management's challenge to improve business fundamentals
in its three brands in an industry that will continue to
experience intense competition, and to improve its weakened
credit protection measures. These factors are partially offset
by the company's strong business position in casual apparel, its
geographic diversity, and strong cash flow before capital
expenditures.


GILAT SATELLITE: Israeli Court Clears Debt Restructuring Pact
-------------------------------------------------------------
Gilat Satellite Networks Ltd., (NASDAQ:GILTF) announced that the
Israeli District Court in Tel Aviv approved the terms of Gilat's
arrangement with its bank lenders, the holders of its 4.25%
Convertible Subordinated Notes due 2005, and certain other
creditors.

The Courts approval of the plan, allowing the Company to
restructure its principal debt obligations, is the final
approval required for the Company's debt restructuring process.
The Company expects to close the process within a period of one
to two weeks.

The plan of arrangement includes an issuance by the Company of a
combination of 4.00% Convertible Notes due 2012 and its ordinary
shares in exchange for all the Notes and a portion of bank debt.
As a result, the Company expects to reduce its principal debt by
approximately US$300 million. The plan of arrangement also
includes the restructuring of the terms of its bank debt. The
approved plan significantly strengthens the Company's balance
sheet and reduces its financing costs.

"The Israeli Court's approval is the final step in our debt
restructuring process and marks a new era for Gilat," said Yoel
Gat, Gilat's Chairman and CEO. "The successful conclusion of
this process has further strengthened the Company's position and
has set the stage for future growth," he added.

Shortly after the closing, the Company also plans to distribute
a proxy statement relating to a shareholders meeting that it
expects to hold in April of this year, to approve, among other
things (i) an increase the Company's share capital, (ii) the
implementation of an 20-for-1 reverse stock split and (iii) the
election of a slate of directors.

Gilat Satellite Networks Ltd., with its global subsidiaries
Spacenet Inc., Gilat Latin America, Inc. and rStar Corporation,
is a leading provider of telecommunications solutions based on
Very Small Aperture Terminal (VSAT) satellite network technology
- with nearly 400,000 VSATs shipped worldwide. Gilat markets the
Skystar Advantage, DialAw@y IP, FaraWay, 360E and SkyBlaster 360
VSAT products in more than 70 countries around the world. The
Company provides satellite-based, end-to-end enterprise
networking and rural telephony solutions to customers across six
continents, and markets interactive broadband data services. The
Company is a joint venture partner in SATLYNX, a provider of
two-way satellite broadband services in Europe with SES GLOBAL.
Skystar Advantage(R), DialAw@y IP(TM) and FaraWay(TM) are
trademarks or registered trademarks of Gilat Satellite Networks
Ltd., or its subsidiaries. Visit Gilat at http://www.gilat.com  


GLOBAL CROSSING: Reports Performance & Business Goals for 2003
--------------------------------------------------------------
Global Crossing said that it reached several significant
corporate milestones in 2002 and is poised to capture market
share as it finalizes its restructuring and emerges as a
revitalized, healthy business. Global Crossing reported
achieving key financial, operational, network, customer and
service milestones, while offering an outlook for 2003.

"We've dramatically streamlined the business, while keeping the
capabilities and reach of the network, our customer base and our
management team intact -- all in the midst of a turbulent
telecom industry and economy," said John Legere, Global
Crossing's chief executive officer. "Due to the efforts of the
entire Global Crossing team, Global Crossing is positioned today
as a strong competitor in the telecom marketplace."

        Financial Results and Operational Streamlining

Global Crossing's makeover has been marked by a greatly improved
financial performance in a difficult environment. Global
Crossing met performance targets in 2002 for cash in bank
accounts, Service Revenue, Service EBITDA and maintenance and
operating expenses. The performance targets were established for
Global Crossing (excluding Asia Global Crossing) in the
operating plan presented to its creditors in March 2002. These
financial results are preliminary and unaudited.

Achievements include:

     -- A healthy cash position throughout 2002. Global Crossing
        ended the year with $782 million of cash in bank
        accounts, well above the $611 million targeted in its
        operating plan. Approximately $393 million of the
        December 2002 cash in bank accounts was unrestricted
        cash.

     -- Service Revenue of $2,878 million in 2002, $160 million
        over the operating plan.

     -- Service EBITDA for 2002 at $(243) million, an
        improvement of $12 million on the operating plan.

     -- Operating expenses, including third-party maintenance
        costs, of $1,074 million for the year, an improvement of
        $8 million relative to operating plan targets.

"Since commencing with our streamlining initiatives in late
2001, we have made marked progress in instituting greater
financial discipline to strengthen our business model," noted
John Legere. "We significantly reduced capital and operating
expenses and increased Service EBITDA, while maintaining our
Service Revenues."

Other key financial and operational milestones include:

     -- A significant reduction in operating expenses, excluding
        third party maintenance, from an estimated $1.5 billion
        in 2001 to $916 million in 2002.

     -- An even more dramatic reduction in cash paid for capital
        expenses, from approximately $3.2 billion spent in 2001
        to an estimated $89 million for new commitments in 2002.

     -- Workforce reductions in 2002 that saved Global Crossing
        an estimated $215 million in payroll. Global Crossing
        ended the year with approximately 4,300 employees,
        compared to approximately 8,000 employees in January
        2002.

     -- Closure and consolidation of 279 facilities during the
        year, shedding more than four million square feet for an
        annualized cost savings of $130 million.

                      Network Achievements

"Our global, IP-based network, connecting 200 cities in 27
countries, truly differentiates us in the telecommunications
landscape," said John Legere. "Even as we reduced operating and
capital expenditures throughout our organization, we
successfully increased the performance of our network to operate
at peak levels, carrying record levels of traffic and setting
speed records."

Key 2002 network milestones include:

     -- Network availability remained at 99.999 percent, the
        highest industry standard.

     -- Global Crossing's VoIP (Voice over IP) platform,
        considered the largest in the world, steadily broke its
        own records, carrying a total of 8.2 billion minutes for
        the year.

     -- The amount of traffic running over Global Crossing's IP
        network, excluding VoIP, grew 200 percent for the year.

     -- IP traffic volume increased from 10 Gbps to 30 Gbps.

     -- Global Crossing helped set a new Internet speed record
        by transferring 625 Mbps of data 7,800 miles in 13
        seconds -- 7,000 times fast than dial-up -- in May 2002.

     -- Global Crossing's advanced network enables customers in
        Europe, Asia and North America to implement IPv6, the
        next generation of IP protocol.

     -- Global Crossing was ranked among the industry's most
        innovative IT users by InformationWeek magazine.

                        Customers

Global Crossing focused on customer retention throughout 2002,
while bringing new customers onto the network. In 2002, Global
Crossing served more than 75,000 customers worldwide, including
approximately 40 percent of Fortune 1,000 companies, and the
majority of the world's largest telecommunications carriers. Six
thousand of those customers engaged Global Crossing for IP
services.

2002 customer milestones include:

     -- More than 2,000 new and renewal customer contracts were
        signed in 2002 totaling nearly $1 billion of total
        revenue over the lives of the contracts. These sales
        results helped to stabilize revenues at near-2001
        levels.

     -- Mean satisfaction scores improved steadily throughout
        the year in an ongoing independent survey of enterprise
        customers.

     -- Global Crossing signed contracts with a wide range of
        carrier and enterprise customers, including TMC
        Communications, DSCI Corporation, Premier Sourcing
        Partners, Spartan Equities, Serpronet and Virgin Trains.

     -- Global Crossing launched a program uniquely targeted to
        the needs of research and educational networks,
        resulting in significant customer wins such as FAPESP,
        DANTE, SurfNET and HEAnet.

     -- Global Crossing's European enterprise division, geared
        towards business customers, achieved a revenue growth
        rate of 15 percent, signing contracts totaling more than
        $450 million over the lives of the contracts.

     -- Global Crossing's Latin American enterprise segment grew
        recurring revenues more than six fold from January 2002
        to January 2003 and held the customer attrition rate to
        zero in 2002. The region's carrier segment experienced a
        growth rate of approximately 70 percent in service
        revenue in 2002 over 2001.

                   Products and Services

Throughout 2002, Global Crossing continued to offer new products
and services designed to support businesses' critical
communications needs over its advanced IP infrastructure.

New products, services and milestones include:

     -- The launch of Videoconferencing over IP, which leverages
        the SmartRoute IP VPN(TM) for fast, reliable video
        transmission.

     -- Market-leading Ready-Access(R) audio conferencing
        service was enhanced to enable recording of automated
        audio conferences on demand.

     -- The introduction of Global Crossing's globally available
        Remote Access Service for its IP VPN service, and global
        roaming capabilities on Internet Dial service to support
        RAS.

     -- Layer-2 IP VPN as an option for Global Crossing's IP VPN
        service offering.

     -- The introduction of Direct Dial Services to seamlessly
        connect businesses around the globe with high-quality
        international and national long distance capabilities.

     -- Diversity and Customer Specified Routing (DACSR), a
        Private Line (PL) service option that enables customers
        to select PL routing for enhanced network resiliency.

                        2003 Outlook

Having successfully met many challenges in 2002, Global Crossing
is now firmly focused on emerging from bankruptcy, growing its
business and increasing revenues while sticking to its newly
streamlined cost structure, and continuing to leverage its next-
generation global network. Upon emergence, Global Crossing will
have a substantially reduced long-term debt load.

"This is the new Global Crossing -- a company that is committed
to growing its business and reaching its goals in a strategic
manner," said John Legere. "We're defining our future and
dedicating our energies to gaining market share in the
telecommunications industry. We believe our enhanced service
offerings and streamlined cost structure will enable us to
actively compete on a global landscape."

Some major goals for Global Crossing in 2003 include:

     -- Build on Global Crossing's proven track record as a
        leading provider of voice and data services in the
        wholesale market, while pursuing opportunities for
        growth and expansion to further solidify this market
        position.

     -- Continue to leverage the state-of-the-art, facilities-
        based, IP/data network -- unique in the industry for its
        global scale and reach -- to deliver simplified and
        highly reliable solutions to enterprise customers,
        increasing Global Crossing's market share in this
        customer segment.

     -- Realize the differentiated efficiencies of Global
        Crossing's streamlined operating model in delivering
        unrivaled value to customers.

     -- Maintain an unyielding focus on customer retention,
        redoubling the effort to increase customer satisfaction
        across all categories.

     -- Significantly increase the rate of new customer
        acquisitions, growing the sales force by approximately
        150 sales professionals by the end of April, for a total
        projected sales force of more than 900 (carrier,
        enterprise, and conferencing).

     -- Continue to develop innovative voice and data/IP
        services, ensuring that customers can migrate onto the
        highest performing and most cost-effective solutions.

     -- Pursue further growth in VoIP traffic, by utilizing
        Global Crossing's leading-edge network, increasing the
        proportion of VoIP traffic to 25 percent of total
        traffic by year-end 2003, compared to 15 percent of
        total traffic running over the VoIP platform in December
        2002.

     -- Sustain triple-digit rate of growth in IP network
        traffic, targeting an increase of more than 100 percent
        during 2003.

Global Crossing provides telecommunications solutions over the
world's first integrated global IP-based network, which reaches
27 countries and more than 200 major cities around the globe.
Global Crossing serves many of the world's largest corporations,
providing a full range of managed data and voice products and
services.

Commencing January 28, 2002, Global Crossing Ltd., and certain
of its subsidiaries (excluding Asia Global Crossing and its
subsidiaries) instituted consolidated Chapter 11 cases in the
United States Bankruptcy Court for the Southern District of New
York (Bankruptcy Court) and coordinated proceedings in the
Supreme Court of Bermuda (Bermuda Court). The Bermuda Court has
appointed joint provisional liquidators with the power to
oversee the continuation and reorganization of the Bermuda-
incorporated companies' businesses under the control of their
boards of directors and under the supervision of the Bankruptcy
Court and the Bermuda Court. Global Crossing's Plan of
Reorganization, which was confirmed by the Bankruptcy Court on
December 26, 2002, includes a capital structure in which
existing common and preferred equity will retain no value.
Global Crossing expects to emerge from bankruptcy in the first
half of 2003.

On November 18, 2002, Asia Global Crossing Ltd., a majority-
owned subsidiary of Global Crossing, and its subsidiary, Asia
Global Crossing Development Co., commenced Chapter 11 cases in
the United States Bankruptcy Court for the Southern District of
New York and coordinated proceedings in the Supreme Court of
Bermuda, both of which are separate from the cases of Global
Crossing. Asia Global Crossing has announced that no recovery is
expected for Asia Global Crossing's shareholders.

Please visit http://www.globalcrossing.comfor more information  
about Global Crossing.


GRANITE PARTNERS: Merrill Lynch Will Write a $5,850,000 Check
-------------------------------------------------------------
Merrill Lynch, Pierce, Fenner & Smith Incorporated will pay
$5,850,000 to settle all claims and causes of action brought
against it by Granite Partners, L.P., Granite Corporation and
Quartz Hedge Fund, by and through a Litigation Advisory Board
established under the Funds' chapter 11 plan.  The Funds charged
that Merrill Lynch breached contracts when it made margin calls
and violated the covenant of good faith and fair dealing and an
obligation under the Uniform Commercial Code to act in a
commercially reasonable manner when it liquidated the Funds'
accounts.

On April 7, 1994, the Funds filed for chapter 11 protection in
the U.S. Bankruptcy Court for the Southern District of New York
(Bankr. Case Nos. 94 B 41683 through 94 B 41685).  On May 27,
1994, Judge Bernstein appointed Harrison J. Goldin to serve as
the Chapter 11 Trustee for the Debtors' estates.  In 1996, Mr.
Goldin commenced an adversary proceeding (Bankr. S.D.N.Y. Adv.
Pro. No. 96/9034A).  On March 3, 1997, Judge Bernstein entered
an order confirming the Trustee's Third Amended Joint Plan of
Liquidation.  A litigation trust established under that Plan
picked up the adversary proceeding filed against Merrill Lynch
and asked the U.S. District Court to withdraw the reference of
the case from the Bankruptcy Court.  The District Court obliged
and the lawsuit landed before Judge Sweet (Case No. 96 Civ.
7874).  The other defendants settled.  Merrill Lynch opted to
let the case go to a jury trial in May 2002 before Judge Sweet.  
Following that jury trial, the District Court entered judgment
for the Funds on the breach of contract claim and ordered a
second trial on the issue of damages.  The Funds' claims for
tortuous interference with contract, violation of the Sherman
and Donnelly Acts, breach of duties and fraud were dismissed by
Judge Sweet but preserved for appeal.

To bring a final resolution to all of the Funds' claims against
it, Merrill Lynch agrees to write a $5,850,000 check in exchange
for a full release and dismissal of the District Court lawsuit.

Eric Seiler, Esq., at Friedman Kaplan Seiler & Adelman LLP, and
Steven E. Greenbaum, Esq., at Brown Rudnick Berlack Israels LLP,
representing the Litigation Advisory Board, tell Judge Sweet
that this settlement is a good deal, is in the best interests of
the Funds and its creditors, and is a reasonable compromise.  
Far from falling at or below the lowest point in the range of
reasonableness, Messrs. Seiler and Greenbaum argue, the $5.85
million settlement falls well within the range of potential
outcomes of a second trial that will involve conflicting expert
testimony about valuing complex derivative securities, will
bring an end to mounting professional fees, and will eliminate
uncertainty.

Judge Sweet is scheduled to review this compromise and
settlement at a hearing at 12:00 noon on March 19, 2003.

The settlement documents filed with the District Court indicate
that the money Merrill pays will be allocated 50% to Granite
Corporation, 41% to Granite Partners, L.P., and 9% to Quartz
Hedge Fund.


GROUP MANAGEMENT: Hires Lamar Sinkfield as Technology Consultant
----------------------------------------------------------------
Group Management Corp., (OTC BB: GPMT) announced the hiring of
Lamar Sinkfield as a consultant in the area of technology
development for its technology unit.  Mr. Sinkfield has many
years experience in technology and is Cisco certified in network
administration.  Mr. Sinkfield will evaluate technologies for
acquisition by GPMT.

                       Wi-Fi Technology

Mr. Ware announced that GPMT was evaluating several advanced
technologies for acquisition. We are very impressed with the new
technology of Wi-Fi. We see this new technology as the natural
progression to Internet access. According to a recent Wall
Street Journal article, seamless roaming Wi-Fi, is equivalent to
the roaming capabilities of wireless cell phones. Upon the
successful implementation of Wi-Fi, the industry is valued in
the billions of dollars.

We see Wi-Fi as an excellent opportunity to gain traction in a
developing industry.

                  Shareholder Enhancement Plan

Beginning on January 1, 2003, to the present date, GPMT has
traded more than 10 million shares in volume and the price has
ranged from under $0.01 to $0.15. We feel we are progressing on
providing a vehicle for growth for the patient investor, and
they will be rewarded over the long term. The patient long-term
investor once the restructuring is completed, will have an
investment capable of outperforming the market in returns. GPMT
will continue to seek out opportunities for growth and sources
to fund this growth.

                         *   *   *

As previously reported, Group Management Corp (OTCBB:GPMT)
disclosed that holders of a $1.1 million convertible note filed
a complaint in United States District Court for the Southern
District of New York against, the Company and Elorian Landers,
the Company's Chief Executive Officer.

In their complaint, the note holders allege, among other things,
fraud in connection with the sale of the notes and breach of
contract on the notes. The note holders are seeking monetary
damages in excess of $1.1 million and certain injunctive relief
in connection with the registration of the common stock
underlying the notes, conversion of the notes into Company
common stock and transfer of Company common stock pledged as
collateral in connection with a related financing transaction
surrounding the notes. The note holders had previously declared
the Company in default on the notes and demanded payment
thereon.


HEARME INC: Initiating Dissolution & Winding-Down Proceedings
-------------------------------------------------------------
On August 14, 2001, HearMe's common stock was delisted from the
Nasdaq National Market due to its low trading per share, which
may materially impair the ability of stockholders to buy and
sell shares. On November 26, 2001, the Company filed its
Certificate of Dissolution with the Secretary of State of the
State of Delaware and closed its stock transfer books and
discontinued recording transfers of its common stock.

Accordingly, certificates representing shares of common stock of
the Company are not transferable except by will, intestate
succession or operation of law. For any other trades subsequent
to November 26, 2001, the seller and purchaser of the stock will
need to negotiate and rely on "due bill" contractual obligations
between themselves with respect to the allocation of proceeds,
if any, resulting from ownership of the shares. To the Company's
knowledge, over-the-counter trading of the Company's shares on a
due bill basis is currently quoted by Pink Sheets LLC under the
symbol "HEARZ.PK."

The Board of Directors has not established a firm timetable for
future distributions to stockholders, if any, although the
Company does not currently expect to make more than a single
liquidating distribution at or near the end of the three-year
wind-down period mandated under Delaware law, which terminates
in November 2004. The Board of Directors is, however, currently
unable to predict the precise nature, amount or timing
of any potential future distributions in connection with the
Company's wind down. The actual nature, amount and timing of any
distributions will be determined by the Board of Directors, in
its sole discretion. An initial cash distribution of $0.18 per
share totaling approximately $5,113,000 was made to stockholders
of record as of the final record date on or about March 12,
2002. The proportionate interests of all of the stockholders of
the Company have been fixed on the basis of their respective
stock holdings at the close of business on the final record
date, November 26, 2001, and after such date, any distributions
made by the Company shall be made solely to stockholders of
record on the close of business on the final record date, except
to reflect permitted transfers.  The number of outstanding
shares of the Company's common stock outstanding on November 26,
2001, the date on which the Company closed its stock transfer
books and discontinued recording transfers, was 28,402,908.

As of December 31, 2002, the Company's material assets consisted
of approximately $2,136,000 in cash and cash equivalents.  The
Company had previously written-down the employee notes
receivable to $60,000. Although these notes have a face value in
excess of $1,350,000 (including accrued interest) and the
Company is aggressively pursuing collection of these notes, the
outcome of these collection efforts is uncertain. The Company's
estimated future cost of liquidation, consisting of the reserves
established by the Company for costs to be incurred and
potential claims, liabilities and contingencies during the
liquidation period, at March 31, 2002 was $2,234,000. The
estimated future cost of liquidation as at December 31, 2002 was
approximately $1,418,000.


HEARME: Suing 7 Ex-Officers to Recover about $1MM of Unpaid Dues
----------------------------------------------------------------
On October 29, 2002, HearMe filed complaints in the Superior
Court of California in the County of Santa Clara against seven
individuals (including certain former officers and directors of
the Company), seeking payment of an aggregate of $1,243,795.77
in outstanding principal and interest under promissory notes
held by the Company from the Debtors, as well as certain
additional interest payments and reimbursement of costs and
expenses of collection, including attorneys' fees.

The Notes are all past due, and the Debtors are in default
thereunder. The Notes were executed and delivered by the Debtors
as of various dates ranging from January 1998 to April 1999 as
consideration for the purchase from the Company of shares of the
Company's common stock.  On February 6, 2003, the Company was
served with answers to its complaint from five of these
defendants, each of whom also filed a cross-complaint against
HearMe.  The Company was served with an answer and cross-
complaint from a sixth defendant on February 24, 2003.  In the
cross-complaints, the defendants assert various causes of
action, including breach of contract, securities fraud, illegal
sale of securities, intentional misrepresentation and negligent
misrepresentation, among others, and allege, among other things,
that (i) such defendants were coerced by the Company into buying
the Shares, (ii) such defendants were informed by the Company
that the Notes would be forgiven if the Company did not succeed,
(iii) the Shares were sold without registration or qualification
under federal and state securities laws, or a valid exemption
therefrom, and (iv) such defendants were coerced by the Company
into not selling the Shares.

Each of these defendants asserts approximate damages in excess
of $216,000, plus costs and punitive damages, as well as
rescission of the purchase of the Shares.  The Company
anticipates that the remaining Debtor will file a similar answer
and cross-complaint.  Although the Company believes that its
claims are valid and that the counterclaims of the Debtors are
wholly without merit, the outcome of litigation is inherently
uncertain. In addition, even if the Company is successful in
obtaining judgments against the Debtors, there can be no
assurance that such judgments will be collectible.

The Company also has other outstanding promissory notes due and
payable from other former employees, which promissory notes also
related to the purchase of shares of the Company's common stock,
consisting of an aggregate of approximately $107,000 in  
principal and accrued interest as of December 31, 2002. The
Company continues to pursue the collection of the amounts
outstanding under these notes and to evaluate its alternatives
in this regard.


HOMESTORE INC: Dec. 31 Working Capital Deficit Widens to $80MM
--------------------------------------------------------------
Real estate media and technology supplier Homestore, Inc.
(NASDAQ:HOMS) reported its financial results for the quarter and
year ended December 31, 2002.

           Fourth Quarter Over Third Quarter Results

Homestore reported fourth quarter revenue from continuing
operations of $60.8 million, down 5 percent from revenue of
$63.8 million for the third quarter of 2002. The decline in
revenue of $3.0 million from the third quarter is a result of
both the normal seasonality in the offline advertising segment
and the transition of a major product in the software segment
from a one-time license sale to a recurring monthly subscription
fee offset by an increase in Media Services revenue. Despite the
decline in revenue, the gross profit margin remained constant
compared to the third quarter at 72 percent.

The loss from continuing operations for the fourth quarter was
$37.6 million compared to a loss from continuing operations of
$40.4 million in the third quarter of 2002. The net loss for the
quarter was $36.6 million compared to $39.8 million for the
third quarter of 2002. Fourth quarter results included an
impairment charge of $7.3 million for the write down of certain
intangible assets. Third quarter results reflected a
restructuring charge of $10.7 million.

Non-cash expenses included in operating results, consisting of
stock-based charges, depreciation and amortization, were $25.8
million in the fourth quarter compared to $29.6 million in the
third quarter of 2002. Excluding these non-cash expenses and the
non-recurring impairment and restructuring charges outlined
above, the Company's loss from operations was $0.4 million in
the fourth quarter of 2002 compared to income from operations of
$0.7 million in the third quarter of 2002. This information is
provided because management uses it to monitor and assess the
Company's performance and believes it is helpful to investors in
understanding the Company's business.

At December 31, 2002, Homestore had $80.5 million in
unrestricted cash and cash equivalents available to fund
operations, compared to $87.8 million at September 30, 2002.

Homestore's CEO, Mike Long, commented, "We are encouraged by our
progress during the past year. We strengthened our management
team, regained regulatory compliance, stabilized our balance
sheet, reduced our cost structure to a sustainable level and
settled our AOL dispute. Each of these steps has positioned us
to better serve our customers in the years ahead. We are pleased
to be well-positioned to make the continued investments in our
market-leading products and services that are enhancing the
productivity and profitability of real estate professionals."

                       Recent Developments

In early January, Homestore announced that it had settled a
dispute with America Online, and entered into a new distribution
and content agreement. Pursuant to the settlement, the company
paid AOL $7.5 million in January 2003 to terminate the previous
agreement, and allowed AOL to fully draw on a $90 million letter
of credit secured by Homestore's restricted cash. This
settlement enabled Homestore to avoid a make-whole payment in
July 2003 that could have been approximately $57 million in
excess of the $90 million letter of credit. The new agreement
will result in a quarterly expense of $5.1 million for the next
six quarters, compared to a quarterly expense of $14 million
under the previous agreement. It also extends Homestore's rights
to provide AOL with real estate listing and other content
through June 2004. As a result of this settlement, Homestore
will record a one-time non-cash gain in the first quarter of
2003 of approximately $104 million.

Subsequent to the end of 2002, Homestore also completed the sale
of the operating assets of The Hessel Group. The sale reflected
management's belief that software and tax preparation services
for the corporate relocation sector was not strategic to the
Company's core business model. The sale proceeds from four
separate transactions were approximately $1.5 million. During
the fourth quarter, Hessel's operations were approximately
breakeven, however, the Company recorded a charge of $1.2
million in the fourth quarter to reflect the costs of disposing
of these operations.

                       Full Year Results

For the year ended December 31, 2002, Homestore's revenue was
$264.6 million, down 13 percent from revenue of $303.8 million
for 2001. The loss from continuing operations was $176.1 million
compared to a loss of $1,470.4 million for 2001. The net loss
for the full year was $163.4 million compared to a net loss of
$1,465.6 million for the same period in 2001. The 2002 results
included an impairment charge of $7.3 million to reflect the
fair market value of its long-lived assets. Results for 2001
reflected an impairment charge of $925.1 million.

      Fourth Quarter 2002 over Fourth Quarter 2001 Results

Compared to the year ago results, Homestore's fourth quarter
revenue declined 25 percent from revenue of $81.5 million for
the fourth quarter of 2001. The loss from continuing operations
was $37.6 million compared to a loss of $1,112.0 million for the
fourth quarter of 2001. The net loss for the quarter was $36.6
million compared to a net loss of $1,106.6 million for the
fourth quarter 2001. The fourth quarter of 2002 results included
the impairment charge of $7.3 million compared to the $925.1
million charge in the comparable period of the prior year.

At December 31, 2002, Homestore had $80.5 million in
unrestricted cash and cash equivalents available to fund
operations compared to $52.5 million at December 31, 2001. Also
at the same date, the Company's total current liabilities
exceeded its total current assets by about $80 million, while
total shareholders' equity dropped to about $38 million from
about $183 million a year ago.

Homestore(R) (NASDAQ:HOMS) is the real estate industry's leading
media and technology supplier. The Company operates the No. 1
network of home and real estate Web sites including flagship
site REALTOR.com(R), the official Web site of the National
Association of REALTORS(R); HomeBuilder.com(TM), the official
new homes site of the National Association of Home Builders;
Homestore.com(TM) Apartments & Rentals; and Homestore.com(R), a
home information resource. Other Homestore advertising divisions
are HomeStyles(TM) and Welcome Wagon(R). Homestore's
professional software divisions include Computers for
Tracts(TM), Top Producer(R) Systems and WyldFyre(TM)
Technologies. For more information visit
http://homestore.com/corporateinfo  


HOUSE OF LLOYD: Taps Keen Realty to Market 2 Kansas Facilities
--------------------------------------------------------------
House of Lloyd Sales, LLC, Inc., has retained Keen Realty, LLC
to market and auction two of the company's distribution
facilities in Kansas City, Missouri.

An auction has been scheduled for May 7, 2003, with a qualifying
bid deadline of May 2, 2003. House of Lloyd Sales, LLC filed for
Chapter 11 protection in January, 2002 in the United States
Bankruptcy Court Western District of Missouri (Kansas City).

"This auction is an excellent opportunity for users and
investors to buy two quality distribution facilities," said
Harold Bordwin, Keen Realty's President. "We are encouraging
prospective buyers to complete their due diligence and submit
their bid as the bid deadline will be upon us soon," Bordwin
added. "More over, there is the opportunity to make a preemptive
offer prior to the auction."

Available to users and investors are two well maintained
distribution facilities in Kansas City, Missouri. The first is
on Grandview Road and consists of a 699,425+/- sq. ft. building
situated on 45+/- acres of land with 77,000+/- sq. ft. of office
space. The building has ceiling clearance of 25 to 40 ft. and 60
high dock loading doors. The second is located on Botts Road and
consists of a 524,800+/- sq. ft. building situated on 125+/-
acres of land with 34,800+/- sq. ft. of office space. The
building has ceiling clearance of 40 ft. and 60 high dock
loading doors. Both buildings have good access to major
transportation routes.

For over 20 years, Keen Consultants has had extensive experience
solving complex problems and evaluating and selling real estate,
leases and businesses in bankruptcies, workouts and
restructurings. Keen Consultants, a leader in identifying
strategic investors and partners for businesses, has consulted
with over 130 clients nationwide and evaluated and disposed of
over 200 million square feet of properties.

Keen Realty has sold industrial properties for: Graham-field
Health Products, CMI Industries, Innovative Home Products,
Service Merchandise, FOL Liquidation Trust, Keen also provides
consulting services to creditors, including CIBC, Citibank, and
JP Morgan Chase.

For more information regarding the auction of the facilities for
House of Lloyd Sales, LLC, please contact Keen Realty, LLC, 60
Cutter Mill Road, Suite 407, Great Neck, NY 11021, Telephone:
516-482-2700, Fax: 516-482-5764, e-mail:
krc1@keenconsultants.com Attn: Chris Mahoney.


HOVNANIAN ENT.: S&P Revises Outlook on Low-B Ratings to Positive
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its ratings outlook
for Hovnanian Enterprises and its affiliates to positive from
stable. At the same time, ratings are affirmed.

The ratings and outlook acknowledge Hovnanian's enhanced
geographic diversity, successful integration of acquired
companies, and consistent improvement to its financial risk
profile.

Red Bank, New Jersey-based Hovnanian offers a wide range of
housing products ranging from entry-level, move-up, luxury, and
active adult homes. The company maintains a solid position in
the Northeast (27% of revenues), as one of the largest builders
in New Jersey and eastern Pennsylvania. However, during the past
several years, Hovnanian has also pursued selective geographic
expansion and currently maintains operations in North Carolina,
Washington, D.C., Southern California, and Texas. Growth has
been dramatic during the past few years, with homebuilding
revenues reaching $2.5 billion in fiscal year 2002, as the
company successfully completed select builder acquisitions,
while achieving good organic growth. In addition to strong
volume gains (deliveries more than doubled during the past two
years), Hovnanian has been able to steadily increase
prices, as demand for homes has remained particularly strong in
more highly regulated markets such as the Northeast and
Washington, D.C., where Hovnanian maintains very attractive land
positions. The acquisitions of unrated Washington Homes (in late
2000) and unrated Forecast Homes (in January 2001) were not
aggressively financed and the integration of these companies has
gone smoothly, with key personnel retained. Further, these
acquisitions provided Hovnanian with solid positions in the
Washington, D.C., North Carolina, northern California and
southern California markets, which significantly improved its
geographic balance as its Northeast concentration favorably
declined from 51% of revenues in fiscal year 2000 to just 23% in
the most recent quarter.  

The company's financial measures have been consistently strong
and improving. The company's homebuilding gross margin for the
first quarter 2003, excluding land sales, was up 400 basis
points from first quarter 2002, to a solid 24.7% due mainly to
higher home prices and improved operating efficiencies. This led
to material EBITDA growth (up 90%), and solid coverage, with
EBITDA covering interest incurred at 5.8x. Leverage at quarter
end stood at 53% debt-to-book capitalization (or 50% net of
cash balances), with debt to EBITDA hovering in the 2.0x to 3.0x
range (closer to 2.0x). The company does control about 75% of
its land lot position through options, the bulk of which are
nonperformance based, and also has invested in a few joint
ventures (less than $50 million total assets). Hovnanian's near-
term debt maturity schedule is very manageable, and its weighted
average debt maturity (roughly seven years) appropriately
supports its controlled land position (roughly four years, based
on a conservative five-year average deliveries).  

                           LIQUIDITY

Hovnanian's prudent inventory management (inventory turns
trending in the 2.0 area) and strengthened profit margins should
continue to support good internal cash flow. In addition to
roughly $80 million cash-on-hand, the company has access to a
$505 million unsecured bank credit facility due 2005 that was
fully available at the end of the first quarter
(Jan. 31, 2003). Hovnanian also has a separate $150 million
warehouse line due June 2003, which supports mortgage
originations. The company has four issues totaling roughly $550
million in outstanding senior ($400 million) and subordinated
notes ($150 million), which mature roughly every other year
beginning in 2007. The average cost of these securities is
somewhat above average at roughly 9%, representing a potential
future refinancing opportunity. Standard & Poor's estimates that
Hovnanian's existing homebuilding inventory (which includes some
land positions that would be difficult to replicate) presently
covers net debt outstanding by a comfortable 2.0x.  
      
                       OUTLOOK: POSITIVE

Hovnanian has performed well in the past few years, achieving
strengthened margins while improving geographic diversity. As a
positive sign of expected, continued strong performance, net
contracts rose nearly 50% in the first quarter 2003 versus first
quarter 2002, and backlog was up 28%. These figures are only
moderately enhanced by late 2002 builder acquisitions in the
Houston market. Should Hovnanian continue to post strong
profitability measures, while maintaining a conservative
financial profile, a one-notch upgrade would be warranted.  
   
          RATINGS AFFIRMED AND OUTLOOK REVISED

      Hovnanian Enterprises Inc./ K. Hovnanian Enterprises Inc.
      
                                             Rating
                                        To             From
Corporate credit                     BB-/Positive   BB-/Stable
$400 mil. sr unsec. notes               BB-
$150 mil. sub notes                      B


HUGHES ELECTRONICS: Completes $3BB Financing Deals with DIRECTV
---------------------------------------------------------------
Hughes Electronics Corporation (NYSE: GMH) completed the
previously announced DIRECTV Holdings LLC senior secured credit
facilities.  The size of the facilities was increased to $1.675
billion from the previously announced $1.55 billion.  In
addition to the senior secured credit facilities, DIRECTV
closed a $1.4 billion senior notes offering on February 28,
2003.

The senior secured credit facilities consist of a $250 million
five-year revolving credit facility, a $375 million five-year
Term A loan and a $1.05 billion seven-year Term B loan.  The
facilities are secured by substantially all of DIRECTV's assets
and are guaranteed by all of DIRECTV's domestic subsidiaries.  
The $1.4 billion senior notes were offered in a Rule 144(A) /
Regulation S private placement and bear interest at an 8.375
percent annual rate, payable semi-annually.  The notes will
mature on March 15, 2013 and are callable on or after March 15,
2008.  The notes are guaranteed by all of DIRECTV's domestic
subsidiaries.  After consideration of the undrawn revolving
credit facility and payment of transaction fees, approximately
$2.75 billion of the proceeds from the financing will be paid to
HUGHES in a distribution that will be used to repay $506 million
of outstanding short-term debt, fund HUGHES' business plan
through projected cash flow breakeven and for HUGHES' other
corporate purposes.

"This financing was very well received by the market and we are
pleased with its successful completion," said Michael J. Gaines,
HUGHES' chief financial officer.  "Due to DIRECTV's strong
financial results and outlook, there was significant demand for
our offering from a broad group of investors. These two
transactions provide HUGHES with significant long-term
incremental liquidity and complement the long-term financing
completed at PanAmSat this time last year.  In addition, we have
strengthened our financial position by extending the average
maturity of our debt to more than seven years at what we
consider to be very attractive interest rates."

HUGHES, a unit of General Motors Corporation, is a world-leading
provider of digital television entertainment, satellite-based
private business networks, and global video data broadcasting.  
The earnings of HUGHES are used to calculate the earnings
attributable to General Motors Class H common stock (NYSE: GMH).

DIRECTV is the nation's leading digital satellite television
service provider with more than 11 million customers.  DIRECTV
and the Cyclone Design logo are registered trademarks of
DIRECTV, Inc., a unit of Hughes Electronics Corporation.  HUGHES
is a unit of General Motors Corporation.  The earnings of HUGHES
are used to calculate the earnings attributable to the General
Motors Class H common stock (NYSE: GMH).

As reported in Troubled Company Reporter's December 13, 2002
edition, Standard & Poor's revised its CreditWatch implications
for its 'B+' corporate credit ratings on Hughes Electronics
Corp., and 81%-owned subsidiary PanAmSat Corp., to developing
from negative, following Hughes' and EchoStar Communications
Corp.'s termination of their merger deal.

As part of a negotiated resolution, EchoStar will pay Hughes a
$600 million cash breakup fee, but will not be purchasing
Hughes' PanAmSat stake as originally agreed.


HUGHES ELECTRONICS: Terminates Strategic Alliance with DIRECTV
--------------------------------------------------------------
On February 24, 2003, Hughes Electronics Corporation and its
wholly-owned subsidiaries, DIRECTV, Inc., and Hughes Network
Systems, Inc., and America Online, Inc., entered into an
agreement terminating their entire strategic alliance, which the
companies had entered into in June 1999. In connection with the
termination of the alliance, Hughes and its subsidiaries were
released from the commitment to spend up to approximately $1.0
billion in additional sales, marketing, development and
promotion efforts in support of certain specified joint products
and services. As a result of the agreement, a $23.0 million pre-
tax charge will be recorded in the consolidated financial
statements included in the Hughes Annual Report for the year
ended December 31, 2002.

Under the terms of the agreement, HNS will continue to provide
Internet by satellite services to current bundled AOL Broadband
subscribers, as the companies develop a transition plan to an
unbundled service. In addition, DIRECTV, HNS and AOL agreed to
explore the possibility of new business relationships in the
future. The agreement also included mutual releases of claims
and the termination of all agreements entered into in 1999,
including all agreements between AOL and General Motors
Corporation related to AOL's purchase of GM securities. In
January 2003, AOL completed its sale of the GM Class H common
shares which it had acquired in connection with the strategic
alliance.

HUGHES, a world-leading provider of digital television
entertainment, broadband services, satellite-based private
business networks, and global video and data broadcasting, is a
unit of General Motors Corporation.  The earnings of HUGHES are
used to calculate the earnings attributable to the General
Motors Class H common stock (NYSE: GMH).

                        *     *     *

As reported in Troubled Company Reporter's December 13, 2002
edition, Standard & Poor's revised its CreditWatch implications
for its 'B+' corporate credit ratings on Hughes Electronics
Corp., and 81%-owned subsidiary PanAmSat Corp., to developing
from negative, following Hughes' and EchoStar Communications
Corp.'s termination of their merger deal.

As part of a negotiated resolution, EchoStar will pay Hughes a
$600 million cash breakup fee, but will not be purchasing
Hughes' PanAmSat stake as originally agreed.


HUGHES: Restates Reports & Operating Loss Balloons to $399 Mill.
----------------------------------------------------------------
Hughes Electronics had previously announced on January 15, 2003,
that it had recorded a fourth quarter 2002 pre-tax charge of
$111.4 million relating to the expected costs associated with
the planned shutdown of DIRECTV Broadband, Inc.'s operations. As
a result of the favorable resolution of various liabilities
relating to the shutdown, Hughes will reduce the pre-tax charge
associated with the planned shutdown by $18.6 million to $92.8
million in the consolidated financial statements included in the
Hughes Annual Report for the year ended December 31, 2002.

After giving effect to the charge associated with the agreement
with AOL, and the reduction of the charge related to the planned
shutdown of DIRECTV Broadband's operations, Hughes' previously
reported EBITDA for the year ended December 31, 2002 has been
reduced from $672.4 million to $668.0 million. In addition,
Hughes' previously reported operating loss for the year ended
December 31, 2002 has been increased from $394.7 million to
$399.1 million.


INTEGRATED HEALTH: Asks Court to Quash Subpoenas Served by THI
--------------------------------------------------------------
THI Holdings LLC served subpoenas on Integrated Health Services,
Inc., and its debtor-affiliates, Brad Bennett, Guy Sansone, Bill
Johnsen, and J. Soren Reynertson on February 19, 2003.  Those
subpoenas seek the production of documents from IHS and the
depositions of three IHS officers and the production of
documents and the deposition of an employee of UBS Warburg LLC,
IHS' financial advisor, in advance of the hearing in which the
Debtors seek Court approval of the proposed sale by IHS to Abe
Briarwood Corp. of all of the capital stock of IHS Long Term
Care, Inc., and IHS Therapy Care, Inc., pursuant to the terms of
the Stock Purchase Agreement, dated as of January 28, 2003,
between Briarwood and IHS.

Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware, tells the Court that each of the
subpoenas should be quashed in its entirety for two fundamental
reasons. First, as a disgruntled bidder, THI lacks standing to
object to the Sale.  Since THI has no standing to object to the
Sale, it has no standing to request any pre-hearing discovery in
connection with the Debtors' request to approve the Sale.  
Second, even if THI did have standing to object to the Sale, the
subpoenas should be quashed because they:

    -- are an impermissible attempt by THI to use the
       adjournments of the Sale hearing as a basis to obtain
       discovery when it did not seek discovery prior to
       January 29 -- the initial date set for the Sale hearing
       -- and the Court's adjournments of the Sale hearing did
       not provide for any such discovery;

    -- violate the notice requirements of the Federal Rules of
       Civil Procedure and the Local Rules for the District of
       Delaware for the service of document requests and
       depositions; and

    -- unduly burden the IHS Parties, when THI already has been
       given copies of all of the documents that IHS intends to
       offer at the adjourned Sale hearing and knows the nature
       of the testimony that will be offered at the hearing as
       set forth by the Debtors at the January 22nd auction, and
       in the Debtors' responses to THI and other objector's
       objections filed over three weeks ago.

Mr. Brady contends that THI's untimely, unnecessary and overly
burdensome discovery is a thinly veiled attempt to "muddy the
waters" of the February 26th Sale hearing.  The Court should not
countenance this litigation tactic.  The Sale Hearing is
critical to the Debtors and it would be highly detrimental to
the estates if the Sale hearing was not conducted and a ruling
on approving the Sale not made by the Court.  Stated
differently, any further adjournment of the Sale bearing which
was originally scheduled for January 29 to allow THI the
opportunity to take discovery would be highly prejudicial to the
Debtors.  Mr. Brady is concerned that a delay would jeopardize
the Debtors' ability to conduct a plan solicitation process,
hold the confirmation hearing, and consummate the Sale to
Briarwood in accordance with the terms of the Briarwood
Agreement on a timely basis.  This delay increases the risk of a
purchase price adjustment in the event that the Debtors are
unable to meet the minimum levels of EBITDA required under the
Briarwood Agreement on a 12-month trailing basis.  Since the
Debtors' performance in 2003 has not been as favorable as in
2002, the more months included in the EBITDA calculation in
2003, the higher the risk that these minimum levels are not
achieved and potentially the greater the reduction of the
Briarwood purchase price or, in the worst case, that Briarwood
would have the right not to consummate the Sale.

Mr. Brady insists that THI's allegations do not confer on it
standing to challenge the Sale.   While conclusorily objecting
to the "intrinsic fairness" of the Sale, a fair reading of THI's
objections demonstrates that none of THI's allegations rises to
the level of bad faith, collusion, fraud, mistake or similar
grounds questioning the intrinsic fairness or structure of the
Sale to warrant it standing.  While THI vaguely asserts that the
Sale was fundamentally unfair, its objections are nothing more
than a compilation of reasons why the Debtors should have chosen
it as the winning bidder instead of Briarwood.  Thus, THI
alleges that:

    -- the Briarwood bid was not a qualified bid;

    -- the Debtors were not entitled to negotiate a $2,000,000
       liquidated damages provision; and

    -- Briarwood failed to provide proof of managerial capacity
       sufficient to consummate the Sale.

Mr. Brady notes that these objections are not allegations that
the sale was unfair, collusive or fraudulent, but are merely
attacks on the business judgment exercised by the Debtors in
choosing Briarwood as the highest and best bid as opposed to
THI.  None of these allegations confers standing on THI to
object to the Sale. Accordingly, because THI lacks standing to
challenge the approval of the Sale, it has no basis to engage in
any pre-hearing discovery, and each of its subpoenas should be
quashed in its entirety. (Integrated Health Bankruptcy News,
Issue No. 53; Bankruptcy Creditors' Service, Inc., 609/392-0900)   


INTERPUBLIC: Earns Potential Default Waivers Under Credit Pact
--------------------------------------------------------------
The Interpublic Group of Companies, Inc. (NYSE: IPG) reported
net income of $20.3 million compared to $96.4 million in the
fourth quarter of 2001.  Results reflect higher expenses and a
severe drop in profitability at McCann-Erickson WorldGroup, the
company's largest operating unit, and at Octagon Motor Sports.

Organic revenue performance continued to improve sequentially,
declining 4.9% in the quarter, compared to a 7.7% decline for
full-year 2002. Strong fourth quarter net new business of $852
million drove 2002 total to $3.2 billion of net billings won.
Net income for 2002 was $99.5 million compared to a loss of
$534.5 million in 2001.

                    Debt and Liquidity

     -- Year-end debt declined to $2.6 billion, from $2.9
billion a year earlier, due to improved cash and working capital
management disciplines. Cash balance at year-end was $933
million.

     -- NFO WorldGroup sale process continues to progress. In
2002, NFO generated revenue of $466 million.

     -- The company intends to access the capital markets in the
near term.

                         Restatement

     -- In the fourth quarter, the company identified $135.8
million of pre-tax charges, primarily non-cash, relating to
asset impairments and other operating expenses at Octagon Motor
Sports. Because the events that triggered the impairment
occurred in the third quarter, charges of $132.1 million were
appropriately recorded by restating the third quarter of 2002.
The remaining $3.7 million of charges relate to prior periods
from 2001 and 2002.

     -- As part of the company's broad-based review of its
balance sheet, $29.9 million of pre-tax charges not related to
Octagon Motor Sports were identified and recorded in prior
periods in the years 1997-2002, principally reflecting
adjustments to intangible asset amortization, purchase
accounting and other items. While not material to any individual
prior period, these charges would have been material in the
aggregate if recognized in the fourth quarter of 2002 due to
abnormally low earnings in the quarter.

"We have major work ahead of us. The company has made strides in
improving its balance sheet and liquidity. These will remain
significant priorities for me, as will a commitment to achieving
financial reliability and accountability, both at the holding
company and within our operating units. New business in 2002 was
strong, which attests to the vitality of our brands. We must
build on this progress by making the aggressive pursuit of
organic growth and margin improvement a top priority.

"In spite of difficult circumstances, I am confident that this
year will see us successfully lay the groundwork for
predictable, sustainable growth," says David Bell, Chairman and
CEO of The Interpublic Group.

                   Results from Operations

Fourth quarter 2002 revenue declined 3.8% to $1,668.7 million,
compared to $1,734.5 million a year ago, reflecting continuing
softness in worldwide demand for advertising and marketing
services. On a constant currency basis, revenue fell 4.8%.
Organic revenue declined 4.9% in the quarter and 7.7% for the
full year.

Operating profit for the quarter was $119.3 million, compared to
$219.7 million in the 2001 period, primarily as a result of a
severe drop in profitability at McCann-Erickson, disappointing
results at Octagon Motor Sports, and a widespread decline in
project-based businesses.

In an ongoing effort to align expenses with declining revenue,
the company continued to reduce its worldwide headcount in 2002.
Salaries and related expenses in the fourth quarter decreased
only slightly, despite a significant decline in headcount, as
the company incurred $26.3 million of severance expense, a $13.4
million increase in severance versus the fourth quarter of 2001.
At year-end, the company employed 50,800, compared to 54,100 a
year earlier.

Office and general expenses increased 13.4% to $609.8 million,
including higher bad debt expense and professional fees, which
together represented $37.9 million of the increase. In addition,
Interpublic recognized an $8.4 million asset impairment charge
in the fourth quarter.

                          New Business

Interpublic's agencies posted strong new business results in the
fourth quarter of 2002, with $852 million of net business won,
including major new or additional assignments for Bank of
America, Burger King, Club Med, Levi Strauss, and Novartis.
Other significant new assignments won during the quarter
included: Astra Zeneca's Symbicort, the Internal Revenue
Service, Merck's Ezetrik and Qwest.

For the full year 2002, annualized net new business totaled
$3.18 billion, including wins of $4.44 billion and losses of
$1.26 billion.

                          Revenue Mix

Domestic revenue, which constitutes 56% of the company's
portfolio, increased 0.4% in the fourth quarter to $940.4
million. Organic revenue in the U.S. fell 4.6% in the quarter.
U.S. advertising and media revenue increased 1.4% to $543.6
million, while other marketing and communications services
declined 0.9% to $396.8 million.

International revenue fell 8.8% to $728.3 million, as market
weakness in Japan and certain Latin American markets was
tempered by stronger international currencies. On a constant
currency basis, international revenue declined 10.9%.
International organic revenue was 5.2% lower in the fourth
quarter. International advertising and media revenues fell 8.7%
to $461 million, while marketing and communications services
declined 8.8% to $267.3 million.

                      Octagon Motor Sports

In the fourth quarter, Octagon management completed an in-depth
cash flow analysis of its motor sports assets and concluded that
the book value of Octagon Motor Sports significantly exceeded
its estimated fair market value. Accordingly, the company
identified $135.8 million of primarily non-cash charges to
reflect the impaired value of the assets and other adjustments.
Because the events that triggered the impairment occurred in the
third quarter, charges of $132.1 million were appropriately
recorded by restating the third quarter of 2002. As a result,
the company expects to file restated reports with the Securities
and Exchange Commission for the appropriate periods.

Interpublic's new management has retained independent advisors
to evaluate exit strategies relative to its motor sports assets.
The remaining book value of long-lived assets relating to
Octagon Motor Sports is approximately $70 million at
December 31, 2002. This amount, as well as other substantial
contractual obligations, may not be fully recoverable depending
on the exit strategy the company ultimately chooses to pursue.

                  Additional Restatement Charges

In addition, Interpublic will restate its financial statements
to include charges totaling $29.9 million for the years 1997-
2002, principally reflecting adjustments to intangible asset
amortization, purchase accounting and other items. Although the
charges were immaterial to any individual prior period, they
would have been material in the aggregate if recognized in the
fourth quarter of 2002 because the level of earnings in the
quarter was abnormally low. An appendix to this release details
the adjustments posted to the appropriate prior periods.

                 Non-Operating Expenses and Taxes

Interest expense declined to $36.7 million in the fourth
quarter, from $38.8 million in the prior year, reflecting lower
average debt balances and lower average rates.

The company's tax rate increased to 52.9% for the full year
2002, reflecting a higher proportion of earnings derived from
the U.S., where it is taxed at higher rates. Through the first
nine months of 2002, Interpublic had provided taxes at a 49.1%
rate. To provide for the full year tax liability, it was
necessary to increase the fourth quarter tax provision
significantly. As a result, the tax provision in the fourth
quarter increased to 62.8%.

                         Full Year 2002
          
Operating revenue declined 8.7% to $6,203.6 million in 2002, as
the advertising and marketing industries experienced a second
consecutive year of weakness. In addition, the company
experienced significant difficulties at Octagon Motor Sports and
McCann-Erickson WorldGroup. Net income for 2002 was $99.5
million or $.26 cents per share, compared to a loss of $1.45 per
share, or $534.5 million, in 2001.

                       Debt and Liquidity

On December 31, 2002, Interpublic's total debt was $2.6 billion,
compared to $2.9 billion at the end of 2001, reflecting the
company's efforts to reduce its borrowings with cash flow from
operations.

On December 31, 2002, the company's committed liquidity was
approximately $1.9 billion, comprised of $980 million of
borrowing capacity and cash of $933 million. On February 10,
Interpublic agreed with its major lenders to suspend its
dividend, reduce acquisitions and capital spending, restrict the
company's ability to extend the maturity date of its 364 day
facility and limit certain other activities. Certain of these
limitations will be modified at such times as Interpublic raises
$400 million through asset sales or a capital markets
transaction.

The company has obtained waivers relating to potential defaults
under its revolving credit facilities and its note purchase
agreements with The Prudential Insurance Company of America
relating to the Octagon restatement.

As previously announced, Interpublic has received from UBS AG a
commitment for an interim credit facility providing for $500
million, maturing by July 31, 2004, and available beginning May
15, 2003. This commitment will terminate at such time as the
company is in receipt of net cash proceeds of at least $400
million from asset sales or one or more offerings of securities.

The commitment has been amended to take into account the charges
announced today. As amended, the commitment can be withdrawn in
the event of materially adverse conditions, including: market
events or hostilities that could affect the company's debt and
changes in the securities lending market for the company's
equity securities. The commitment is also subject to compliance
by the company with undertakings to raise proceeds from a
capital markets transaction. Pursuant to these undertakings, the
company expects to access the capital markets in the near term.

                      Outlook and Guidance

Interpublic's operating plans for 2003 anticipate continuing
weakness in demand for advertising and marketing services, which
may produce negative revenue comparisons through the first half
of the year.

New management expects that 2003 revenue will decline one to
four percent from the 2002 level, adjusted for any potential
divestitures. The company indicated that it expects to generate
2003 earnings of $.68-.72 per share.

The Interpublic Group is among the world's largest advertising
and marketing organizations. Its global operating groups are the
McCann-Erickson WorldGroup, the Partnership, FCB Group, and
Interpublic Sports and Entertainment Group. Major brands include
Draft Worldwide, Foote Cone & Belding Worldwide, Golin/Harris,
NFO WorldGroup, Initiative Media, Lowe & Partners Worldwide,
McCann-Erickson, Octagon, Universal McCann and Weber Shandwick.

                         *     *     *

As reported in Troubled Company Reporter's December 16, 2002
edition, Fitch Ratings downgraded the following debt ratings for
The Interpublic Group of Companies, Inc.: senior unsecured debt
to 'BBB-' from 'BBB', multi-currency bank credit facility to
'BBB-' from 'BBB', convertible subordinated notes to 'BB+' from
'BBB-' and the short-term debt rating to 'F3' from 'F2'. The
Rating Outlook remains Negative. Approximately $3.0 billion of
debt is affected by this action.

Weak revenue trends and lower than expected operating results
have heightened uncertainties about the ability of IPG to
improve credit measures to a level consistent with the previous
'BBB' senior debt rating, with debt/EBITDA now expected to
operate in a range between 3.0 times and 3.5x and adjusted
debt/EBITDAR in a range between 4.5x and 5.0x, as compared with
Fitch's previous expectations of 2.5x-3.0x and 4.0x-4.5x,
respectively.


IPCS INC: Seeking Approval to Use Lenders' Cash Collateral
----------------------------------------------------------
iPCS, Inc., and its debtor-affiliates ask for interim and final
approval from the U.S. Bankruptcy Court for the Northern
District of Georgia to use their lenders' Cash Collateral to
fund post-petition operating expenses in their on-going chapter
11 cases.  

iPCS' business is based entirely on its relationship with Sprint
PCS and iPCS is completely dependent upon revenue generated
through its relationship with Sprint PCS to service the secured
indebtedness and the $300 million aggregate face amount of
senior discount notes, the vast majority of which was incurred
to finance iPCS' construction of the network in its service area
and to satisfy the other costs associated with its operations.
iPCS Wireless is fully drawn and in default under its $130
million secured credit facility with a syndicate of lenders for
whom Toronto Dominion (TEXAS), Inc., is the administrative
agent.

In the normal course of business operations, the Debtors incur
recurring operating expenses, including, without limitation,
withholding, excise, and sales taxes, inventory, office,
transmission tower, and retail store rent, utilities, insurance,
and other necessary expenses of operation.

Survival of the Debtors' business, preservation of asset value,
and the prospects for successful reorganization are dependent
upon Debtors' access to sufficient cash to continue to meet
ordinary and necessary operating expenses.

To avoid irreparable harm to the estates, the Debtors want the
Court to give them authority to use their lenders cash
collateral pursuant to these this Weekly Cash Forecast:

                         7-Mar       14-Mar       21-Mar
                         -----       ------       ------   
   Credit           2,481,457    2,470,457    2,471,957
   Debit           (2,576,954)  (3,980,475)  (2,331,200)
   Book Balance    11,530,671   10,020,653   10,161,410

                        28-Mar        4-Apr       11-Apr
                        ------        -----       ------    
   Credit           2,510,457    2,409,607    2,398,607
   Debit           (2,626,011)    (782,970)  (3,349,236)
   Book Balance    10,045,856   11,672,493   10,721,864

                        18-Apr       25-Apr        2-May
                        ------       ------        -----   
   Credit           2,400,107    2,438,607    2,348,124
   Debit           (2,137,900)  (1,346,311)  (2,208,970)
   Book Balance    10,984,071   12,076,367   12,215,521

                         9-May       16-May       23-May
                         -----       ------       ------   
   Credit           2,337,124    2,338,624    2,377,124
   Debit           (3,081,396)  (1,787,900)    (790,211)
   Book Balance    11,471,249   12,021,973   13,608,886

The Debtors propose to grant to Toronto Dominion, as agent for
the lending group, a replacement lien on postpetition property
of the same kind and nature as Toronto Dominion's prepetition
collateral to secure any use of cash collateral in which Toronto
Dominion holds a valid and perfected interest.  

In the absence of granting the Debtors authority to use cash
collateral, the Debtors will be unable to pay their normal
operating expenses and will be unable to reorganize.  

iPCS, Inc., provider of wireless personal communication
services, filed for chapter 11 protection together with two of
its affiliates on February 23, 2003 (Bankr. N.D. Ga. Case No.
03-62695).  Gregory D. Ellis, Esq., at Lamberth, Cifelli, Stokes
& Stout, PA represents the Debtors in their restructuring
efforts.  When the Company filed for protection from its
creditors, it listed $253,458,000 in total assets and
$378,433,000 in total debts.

IPCS Inc.'s 14.000% bonds due 2010 (IPCS10USR1) are trading at 5
cents-on-the-dollar. For real-time bond pricing, see
http://www.debttraders.com/price.cfm?dt_sec_ticker=IPCS10USR1


KAISER ALUMINUM: Committee Brings-In Bates White as Consultant
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Kaiser Aluminum Corporation and its debtor-affiliates
sought and obtained the Court's authority to retain Bates White
& Ballentine, LLC as its consultant.

Bates White is expected to:

    (a) advise the Creditors' Committee with respect to matters
        involving asbestos claims against the Debtors;

    (b) perform due diligence regarding the Debtors' potential
        asbestos liability;

    (c) create statistical models to forecast asbestos-related
        disease incidence, claim filings against the Debtors and
        the Debtors' potential financial liability;

    (d) assess the potential range of the Debtors' overall
        asbestos liability under multiple scenarios involving
        alternative assumptions regarding future business risks;

    (e) evaluate the potential coverage of the Debtors' overall
        asbestos liability by the Debtors' insurers;

    (f) estimate the Debtors' net asbestos liability after
        considering all factors;

    (g) assess potential fraudulent conveyance actions involving
        asbestos defendants;

    (h) assist the Creditors' Committee's negotiations and
        discussions with the Debtors regarding the Debtors' net
        asbestos liability;

    (i) calculate the approximate size of a trust to pay
        potential asbestos claims; and

    (j) provide expert testimony regarding the Debtors' net
        asbestos liability.

According to Committee Chairman Nick Tell, Bates White is a
national consulting firm specializing in business analytics,
economics, and transfer pricing, business and market strategy,
and litigation, financial and taxation services in a variety of
industries.

"[Bates White's] unique approach combines sophisticated
quantitative analysis and proprietary technologies with
extensive industry experience to provide its clients with
comprehensive, innovative and practical solutions," Mr. Tell
says. Bates White has developed a specialty in consulting on
matters involving potential asbestos liability.  The firm has
developed comprehensive databases with information about
asbestos-related disease incidence and claims with data from
multiple sources that includes:

    (A) * the number of people exposed to asbestos by industry;

        * occupation and year;

        * the amount of exposure; and

        * each person's age at the time of exposure;

    (B) detailed demographic and medical information on
        asbestos-related claims; and

    (C) verdicts and damage awards from state and federal
        courts.

Charles E. Bates, Ph.D., President and Senior Partner of Bates
White has evaluated asbestos liability issues in In re Federal-
Mogul and In re National Gypsum, in the firm's representation of
bank and trade creditors.

Bates White will be compensated pursuant to its ordinary and
customary hourly rates and reimbursed for all services rendered.
The firm's hourly rates are:

                          $660     Senior Partner
                     350 - 450     Partner
                     275 - 325     Managers
                     165 - 250     Consultants
                     110 - 150     Project assistants

The professionals who will have primary responsibility for
providing services to the Creditors' Committee and their hourly
rates are:

             Charles E. Bates, Ph.D.           $660
             Benjamin A. Sacks (Partner)       $385

Mr. Bates assures the Court that Bates White is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code. (Kaiser Bankruptcy News, Issue No. 23;
Bankruptcy Creditors' Service, Inc., 609/392-0900)   


KMART CORP: NM Workers Group Demands Payment of Indemnity Claims
----------------------------------------------------------------
The State of New Mexico Workers' Compensation Administration and
the Self-Insurers' Guarantee Fund ask the U.S. Bankruptcy Court
for the Northern District of Illinois to compel Kmart
Corporation and its debtor-affiliates to pay the indemnity and
medical benefits of injured New Mexico workers in the ordinary
course of the Debtors' operations while under bankruptcy
administration.

The Debtors have ceased paying workers compensation claims to
New Mexico workers who were injured during the Debtors' tenure
as a self-insurer in February 2002.  Although they are
authorized by the Bankruptcy Court to continue paying the claims
of injured workers as the claims become due, the Debtors have
refused to make the payments.

Additionally, the Workers' Compensation Administration and the
Guarantee Fund demand that the Debtors reimburse the
Compensation Administration for the payments it made to the
injured workers. They also want the Debtors to place additional
security for the payment of workers' compensation obligations in
the hands of the Compensation Administration.  The Compensation
Administration and the Guaranty Fund allege that the Debtors
prevented a $250,000 letter of credit from being issued by The
Bank of New York in favor of the Compensation Administration.  
The Compensation Administration had requested the amount to
provide additional security for the Debtors' insured
obligations.

William F. Davis, Esq., the Compensation Administration's
Special Counsel, relates that the Debtors were self-insured in
New Mexico for their business operations in the state.  The
Debtors received a Director's Certificate of Insurance effective
September 1, 1994.  Hartford Fire Insurance Company provided the
bond required for the Debtors to be self-insured.  Hartford,
however, cancelled the bond in February 2002.

As a result, according to Mr. Davis, the Compensation
Administration subsequently demanded Hartford for the $772,000
full bonded amount.  The Compensation Administration later
cancelled the Debtors' self-insurance status for failure to
maintain the statutory requirements.

After the cancellation, the Debtors purchased insurance through
Mountain States Insurance as an insurance carrier for the New
Mexico assigned risk pool.  Mountain States provided coverage
for worker injuries that occurred between February 15, 2002 and
March 4, 2002.  The Debtors are currently insured for their
workers' compensation liability by Pacific Employer's Insurance
Company.

Mr. Davis tells the Court that the Debtors are not compliant
with New Mexico law and the regulations of the workers
compensation administration, both by failing to maintain
adequate security for its claims and failing to pay its claims
as they become due. This comes as a surprise since the Debtors
have been current on paying workers compensation claims in other
states in which the Debtors were previously self-insured.  Mr.
Davis reports that the amount bonded under the Hartford self-
insurance bond is insufficient to pay anticipated workers
claims.  Hartford bonded and has paid to the Compensation
Administration $772,000.  But the Kmart actuarial report of New
Mexico workers' compensation liabilities dated December 31, 2002
calculated $1,045,000 in required gross total undiscounted
reserves.

Under New Mexico law, Mr. Davis notes that, even though there is
a bond under the self-insurance program, the self-insured is not
released from paying obligations to workers and third-party
providers as those obligations become due.  The bond is
considered the surety for the ultimate performance of the self-
insured obligations and is not primarily for making payments as
they become due. (Kmart Bankruptcy News, Issue No. 49;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


KNITWORK PRODUCTIONS: Hires Gleich Siegel as Litigation Counsel
---------------------------------------------------------------
Knitwork Production Corp., seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Gleich Siegel & Farkas as its corporate and litigation counsel.

Prior to the Chapter 11 filing, the law firm of Gleich Siegel &
Farkas served as general corporate and litigation counsel for
Knitwork.  Gleich Siegel handled all corporate and litigation
requirements of the company and its affiliates pre-petition.

The Debtor desires to retain Gleich Siegel's continued services
as corporate and litigation counsel during the course of the
Chapter 11 case.  The Debtors anticipate that Gleich Siegel
will:

     a) identify business and corporate legal strategies to aid
        in the reorganization process;

     b) assist in negotiating agreements with creditors,
        lenders, and others;

     c) consult with Knitwork on all aspects of its business;

     d) participate in preparing such administrative and
        procedural applications and motions as may be required;

     e) prosecute and defend litigation or participate in
        litigation that may arise during the course of the case;

     f) participate in the review and objection to claims;

     g) participate in the analysis and prosecution of any
        causes of action created under the Bankruptcy Code;

     h) take all steps necessary and appropriate to bring the
        potential case to a conclusion; and

     i) perform the full range of legal, but not financial,
        services normally associated with such matters, in
        conjunction with lead Bankruptcy Counsel, as applicable
        under the circumstances.

Stephan B. Gleich, Esq., the senior member of the firm, will
lead this engagement.  During the past year, the Debtor
discloses it paid Gleich Siegel $13,021 for legal services.
At the time of the Chapter 11 filing, Gleich Siegel was owed the
sum of $36,794 by the Debtors for prepetition legal services,
which claim Gleich Siegel has agreed to waive as a condition of
its retention.  The Debtor does not disclose Gleich Siegel's
hourly rates at which it will be billed.  

Knitwork Productions Corp., a private label sweater
manufacturer, filed for chapter 11 protection on February 24,
2003 (Bankr. S.D.N.Y. Case No. 03-11040).  Burton S. Weston,
Esq., at Garfunkel, Wild & Travis, P.C., represents the Debtors
in its restructuring efforts.  When the Company filed for
protection from its creditors, it listed debts and assets of
over $10 million each.


LIBERTY MEDIA: Issuing Q4 Supplemental Financial Info by Mar. 28
----------------------------------------------------------------
Liberty Media Corporation (NYSE: L, LMC.B) will release Fourth
Quarter 2002 Supplemental Financial Information on Friday,
March 28, 2003. You are invited to participate in Liberty's
conference call, which will begin at 11:00 a.m. (ET). Robert
Bennett, Liberty Media's President and CEO, will host the call.

Please call Premiere Conferencing at (719) 457-2662 at least 10
minutes prior to the call so that we can start promptly at 11:00
a.m. (ET). You will need to be on a touch-tone telephone to ask
questions. The conference administrator will give you
instructions on how to use the polling feature. Questions will
be registered automatically and queued in the proper sequence.

Replays of the conference call can be accessed from 2:00 p.m.
(ET) on March 28, 2003 through 5:00 p.m. (ET) April 4, 2003, by
dialing (719) 457-0820 plus the pass code 747549#.

In addition, the conference call will be broadcast live across
the Internet. All interested persons should visit Liberty
Media's Web site at
http://www.libertymedia.com/investor_relations/default.htmto  
register for the web cast. Links to the press release will also
be available on the Liberty Media web site.

Liberty Media Corporation (NYSE: L, LMC.B) owns interests in a
broad range of video programming, broadband distribution,
interactive technology services and communications businesses.
Liberty Media and its affiliated companies operate in the United
States, Europe, South America and Asia with some of the world's
most recognized and respected brands, including Encore, STARZ!,
Discovery, QVC and Court TV.

Liberty Media Corp.'s 4.000% bonds due 2029 are presently
trading at about 56 cents-on-the-dollar.


MAXXIM MEDICAL: Appoints Bankruptcy Services as Claims Agent
------------------------------------------------------------
The Honorable Judge Peter J. Walsh approved Maxim Medical Group,
Inc.'s request to retain Bankruptcy Services LLC as the official
noticing, claims and balloting agent in the Company's chapter 11
proceedings.  As notice, claims, and ballot agent BSI will:

  a) assist the Debtors with all required notices in these cases      
     including:

     -- a notice of commencement of these chapter 11 cases and
        the initial meeting of creditors under section 341 (a)
        of the Bankruptcy Code

     -- notice of claims bar dates;

     -- notice of objections to claims;

     -- notices of any hearings on the Debtors' disclosure
        statement and confirmation of the Debtors' chapter 11
        plans; and

     -- such other miscellaneous notices as the Debtors or the
        Court may deem necessary or appropriate for the orderly
        administration of these chapter 11 cases;

  b) within 5 days of the service of a particular notice, file
     with the Clerk's Office a certificate or affidavit of
     service that includes:

       (i) a copy of the notice served;

      (ii) a list of persons upon whom the notice was served
           along with their addresses; and

     (iii) the date and manner of service;

  c) receive, examine and maintain copies of all proofs of claim
     and proofs of interest filed in these cases; maintain
     official claims registers in each of the Debtors' cases by
     docketing all proofs of claim and proofs of interest in the
     applicable claims database that includes the following
     information for each such claim or interest asserted:

     -- the name and address of the claimant or interest holder
        and any agent thereof, if the proof of claim or proof of
        interest was filed by an agent;

     -- the date the proof of claim or proof of interest was
        received by BSI and/or the Court;

     -- the claim number assigned to the proof of claim or proof
        of interest; the asserted amount and classification of
        the claim; and

     -- the applicable Debtor against which the claim or
        interest is asserted;

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

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

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

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

  i) record all transfers of claims pursuant to Bankruptcy Rule
     3001(e) and provide notice of the transfers as required by
     Bankruptcy Rule 3001(e);

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

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

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

  m) oversee the distribution of the applicable solicitation
     material to each holder of a claim against or interest in
     the Debtors;

  n) respond to mechanical and technical distribution and
     solicitation inquiries;

  o) receive, review and tabulate the ballots cast, and make
     determinations with respect to each ballot as to its
     timeliness, compliance with the Bankruptcy Code, Bankruptcy
     Rules and procedures ordered by this Court subject, if
     necessary, to review and ultimate determination by the
     Court;

  p) certify the results of the balloting to the Court; and

  q) perform such other related plan-solicitation set-vices as
     may be requested by the Debtors

The Debtors have in excess of 1,000 creditors and other parties
in interest in these cases.  The Debtors believe that the
employment of BSI will greatly reduce the burdens imposed upon
the Court and the Office of the Clerk of the United States
Bankruptcy Court for the District of Delaware.

BSI's professional hourly rates are:

          Katy Gerber               $210 per hour
          Senior Consultants        $185 per hour
          Programmer                $130 - $160 per hour
          Associate                 $135 per hour
          Data Entry/Clerical       $10 - $60 per hour
          Schedule Preparation      $225 per hour

Maxxim Medical Group, Inc., a leading suppliers of custom-
procedure trays, nonlatex examination gloves and other single-
use products, filed for chapter 11 protection on February 11,
2003 (Bankr. Del. Case No. 03-10438).  Brendan Linehan Shannon,
Esq., Edward J. Kosmowski, Esq., Matthew Barry Lunn, Esq., at
Young, Conaway, Stargatt & Taylor and Myron Treppor, Esq.,
Michael J. Kelly, Esq., at Wilkie Farr & Gallagher represent the
Debtors in their restructuring efforts.  When the Company filed
for protection from its creditors, it listed both debts and
assets of over $100 million.


MERRY-GO-ROUND: Judge Derby Approves 30% Interim Distribution
-------------------------------------------------------------
Judge Derby approved a request by Deborah H. Devan, the
Chapter 7 Trustee overseeing Merry-Go-Round Enterprises, Inc.'s
liquidation, to make a 30% interim distribution to pre-petition
unsecured creditors -- seven years after the retailer filed for
bankruptcy protection.

Judge Derby orders that creditors must cash their distribution
checks within 90 days and creditors must refund any amount paid
in error.  Ms. Devan's Distribution Report is available on-line
at http://www.mgre.net

Merry-Go-Round filed chapter 11 bankruptcy protection in 1994
(Bankr. Md. Case No. 94-5-0161-SD).  Following a couple of
failed attempts to find its place on the retail landscape, the
case converted to a chapter 7 liquidation in early 1996.  Since
that time, Ms. Devan has worked on winding-up the Debtors'
estates.

To date, Ms. Devan has collected approximately $270 million, of
which $115 million remains.  Ms. Devan proposes to distribute
$78,000,000 to Merry-Go-Round's prepetition unsecured creditors
-- about 30-cents-on-the-dollar.  After the Distribution, Ms.
Devan will continue to hold approximately $37 million in cash.  
The major inflow of cash came from Ernst & Young's $185 million
settlement of the Trustee's turnaround malpractice lawsuit.  The
major expense the Trustee incurred was the contingency fee to
her lawyers in the E&Y litigation. Ms. Devan has accounted for
all chapter 7 administrative claims and paid some 2,500 chapter
11 administrative claims totaling $21.4 million.  Some money's
been recovered on account of preference claims and the estate is
looking for a Federal tax refund.  Ms. Devan intends to pay all
unsecured priority claims in full and assures Judge Derby that
she will establish appropriate reserves to pay any currently
disputed claim that becomes an allowed claim against the estate.

Jonathan W. Lipshire, Esq., at Neuberger, Quinn, Gielen, Rubin &
Gibber, P.A., represents Ms. Devan.


M/I SCHOTTENSTEIN: Good Performance Spurs S&P's Positive Outlook
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on M/I
Schottenstein Homes Inc., to positive from stable. The 'BB-'
corporate credit rating is affirmed.     

The outlook revision in driven by this established homebuilder's
consistent performance and above-average financial measures. The
rating is supported by M/I's good market position, conservative
business profile, solid margins, and consistently conservative
financial profile. Sales and profitability remain concentrated
in the Midwest, primarily Ohio; management, however, has
prudently grown the company beyond its largest market and
profitability has become more dispersed.

M/I has long been the dominant builder in Columbus, Ohio (50% of
home closings), where the Schottenstein cousins began their
homebuilding business in the mid-1970s. M/I has steadily grown
its homebuilding operations, and in 2002, homebuilding revenues
were nearly $1 billion, which was generated from 4,140 home
closings at an average price of $238,000. Growth has been modest
yet steady (five-year CAGR of 9%), which reflects management's
focus on profits over volume and internal growth versus
acquisitions. Within the industry, competitors acknowledge M/I's
entrenched position in its core market and its successful focus
on customer service and product quality.

M/I is expected to continue conservatively managing its
homebuilding operations and growth pursuits. Growth will be
derived primarily through organic means, with emphasis on
increasing its penetration in the Columbus, Indianapolis, Tampa,
Orlando, and Charlotte divisions, while strengthening its
Maryland/Virginia, Cincinnati, Raleigh, and West Palm Beach
divisions. The company will remain geographically concentrated,
with Columbus accounting for a significant portion of revenues
and profits; however, M/I has operated in this market for more
than 25 years and maintains a solid market share. While M/I
relies on the Columbus market, the profit contribution from its
other divisions, primarily its Florida and Maryland/Virginia
divisions, has been steadily growing.

For 2002, home closings were down 2%, partly due to the closing
of its Arizona division and weaker sales in the Charlotte and
Maryland/Virginia divisions; however, this was offset by a 6.7%
increase in overall average home price. Backlog, however,
remains healthy at 2,321 homes and $567 million in contract
value. The company prudently manages its inventory position,
maintaining a four-year supply of land, which is evenly balanced
between lots owned versus optioned. Speculative inventory as
well as models owned remains comparatively low at 1.3 per
community.  

M/I's financial profile is very strong for the rating. Higher
average home prices, operating efficiencies, and stable overhead
as a percent of revenues combine to produce solid overall
homebuilding gross margins of 24% and operating margins of 11%.
At year-end, debt-to-book capital was slightly more than 20%,
and debt-to-EBITDA was less than 1x. Leverage benefited from
modest line usage throughout 2002 and a growing equity base
due to strong retained earnings. The $315 million revolving
credit facility was unused at year-end 2002; however, line usage
should increase to the 30% to 40% range in 2003 as management
steps up its investment in land. As a result, leverage is
expected to increase into the 30% range, which is still
considered conservative. Strong margins and lower debt levels
contribute to solid cash flow and have produced above-average
current EBITDA/interest coverage of more than 9x; this compares
to a strong five-year average of just under 5x.

                          LIQUIDITY

M/I's liquidity position is sound. Consistent inventory turns of
1.6x and strong operating margins should continue to support
good internal cash flow. The company's revolving corporate
credit facility provides the lesser of $315 million, or a
borrowing base tied to inventories and matures in 2006. Pricing
of the facility is tied to the company's debt ratings and debt-
to-capital ratio. Despite greater expected future usage, the
company should be left with ample capacity to pursue moderate
growth goals. Notably, M/I's conservative growth platform has,
for the most part, been internally financed and has not required
substantial use of external capital beyond its credit facility.
(The company has no publicly rated securities outstanding and no
near-term debt maturities other than the noted revolvers.) M/I
maintains a small $30 million warehouse line, due May 2003 and
guaranteed by the parent, which finances originated loans on
company built homes. The loans are eventually sold, with the
exception of a small servicing portfolio that is retained. The
company also has modest investments (less than 5% of
homebuilding assets) in several off-balance sheet ventures and
limited liability companies. These entities are engaged in land
development activities and are primarily equity financed.

                       OUTLOOK: POSITIVE

M/I has conservatively grown its homebuilding operations, while
improving profitability. Management has also continued to
steadily improve the company's geographic diversity. M/I's solid
financial measures may moderate in a less robust housing
environment. However, if M/I maintains its conservative finance
profile, while continuing to strengthen the diversity of its
cash flow stream, an upgrade would be warranted.


MITEC TELECOM: Q3 Financial Results Reflect Slight Improvement
--------------------------------------------------------------
Mitec Telecom Inc. (TSX: MTM), a leading designer and provider
of wireless network products for the telecommunications
industry, reported its results for the third quarter and nine
months ended January 31, 2003. (All amounts are expressed in
Canadian dollars, unless specified otherwise). Total sales for
the period increased by 1.3% to $23.7 million, compared to $23.4
million for the same period last year. For the nine-month
period, total sales decreased by 17.1% to $75.7 million,
compared to the $91.3 million reported for the corresponding
period in fiscal 2002. The year-over-year decline in sales comes
as a result of the severely curtailed capital spending by
original equipment manufacturers and service providers as the
industry struggles to recover from a protracted slowdown.

Gross profit for the third quarter reached $2.7 million, a
significant increase over the $0.1 million reported a year
earlier. Gross profit for the nine-month period declined 44.5%
to $8.6 million as compared to $15.6 million in the previous
period.

Net loss for the third quarter was reduced to $4.9 million after
goodwill amortization, compared to the net loss of $7.4 million
after goodwill amortization in the corresponding period last
year. This decrease is mainly attributable to an improvement in
gross margins in the Satcom and Microwave segments. For the
nine-month period, the net loss increased to $16.4 million after
goodwill amortization, as compared to a net loss of $7.2 million
after goodwill amortization, a year earlier. The increase in net
loss resulted from the reduction in the Company's sales and
margins, as well as increases in foreign exchange losses and
selling and administrative expenses compared to the same period
last year.

In addition, the Company completed its transitional goodwill
impairment test of the Swedish reporting unit and as a result
has written down its goodwill by $5.1 million through a charge
to the deficit as of May 1, 2002.

Mitec's ongoing strategy to restructure its operations and
streamline its global activities has contributed to a
significant year-over-year reduction in its operating
expenditures, from $6.7 million in the third quarter of fiscal
2002 to $5.8 million in the corresponding period this year.
Operating expenditures have consistently decreased, contributing
to the Company's bottom- line improvement.

Mitec Telecom's January 31, 2003 balance sheet shows a working
capital deficit of about C$17 million, while total shareholders'
equity is down to $26 million from about $48 million recorded at
April 30, 2002.

"I am pleased that the restructuring program for Mitec Telecom
is continuing as planned despite the continuing slowdown in the
telecom industry," said Rajiv Pancholy, Mitec's President and
CEO. While there has been modest decline in our revenues due to
seasonal factors, our bottom line and balance sheet continue to
improve quarter-over-quarter as we successfully execute our
recovery plan. I am confident that this positive trend will
continue in the next quarter as well. The developments of the
past few weeks have also improved our financial position
considerably. The changes we are making will allow Mitec to
reassert its position as a dynamic global player in the telecom
sector."

                       Financing Update

Keith Findlay, Mitec's Executive Vice President, Finance and
CFO, stated that the Company has made considerable progress in
its ongoing effort to improve its financial position. In
December, Mitec successfully renegotiated key conditions
relating to its banking credit facility. The revised credit
facilities include the suspension or modification of financial
covenants until October 31, 2003, and have enabled the Company
to proceed with new fundraising activities.

Mr. Findlay also said that, subsequent to quarter-end, the
Company closed a successful private placement and public unit
offering. The aggregate proceeds raised from these two offerings
amounted to $6.1 million. Following the completion of these
offerings, Mitec also secured an additional $5 million in
financing, in the form of a loan and a loan guarantee, from La
Financiere du Quebec, a subsidiary of Investissement Quebec.

"These events are particularly gratifying, as they very clearly
demonstrate the support of our investors and lenders, as well as
their ongoing confidence in Mitec's business plan," stated Mr.
Findlay.

                       New Contract Wins

Subsequent to quarter-end, the Company announced two significant
new contracts. The first is from a major network provider and
calls for the Company to supply 800 MHz CDMA IS95 BTS micro base
stations for supply to China and South America. The value of the
contract is estimated at $8 million, and deliveries have
commenced.

Mitec was also awarded a supply agreement by Huawei, China's
leading telecommunications infrastructure provider, which calls
for the Company to provide RF conditioning products for use in
wireless base stations. Valued at $5 million, the supply
agreement win is especially significant as it highlights the
deepening relationship between the Company and Huawei.
Deliveries are scheduled to be completed by July 31, 2003.

                    Recent Important Events

     - Subsequent to quarter-end, the Company announced that it
is closing its manufacturing facility in Lostwithiel U.K. as
part of its ongoing corporate strategy to restructure and
streamline its global operations. Most of the products
manufactured at the Lostwithiel facility will now be supplied
out of Mitec's state-of-the-art facility in Montreal. The
Company's UK operations will be concentrated in Dunstable, which
will become the system sales and support center for European
customers, as well as the center of excellence in key
technologies.

"We expect that this plant closing will result in an increase in
profitability as we consolidate our Satcom manufacturing in one
location," Mr. Findlay said. "The restructuring costs will be
approximately $300,000, and the synergies realized should be in
the range of $1 million to $1.5 million going forward."

     - Also subsequent to quarter-end, Mitec announced it had
initiated the restructuring of its Swedish subsidiary, another
key component in its strategy to streamline its global
operations. BEVE has filed a request with Swedish authorities
for a Stoppage of Payments order, which will allow BEVE 90 days
in which to restructure its operations as well as give it the
ability to carry out normal business operations. The initiative
has no effect on Mitec's other operations worldwide.

"The customers of our Swedish subsidiary have given this
initiative their full support, which will permit BEVE to ship
its $5.9 million backlog. The restructuring of BEVE's operations
will further strengthen our financial position," stated Mr.
Pancholy.

           Outlook: Fourth Quarter Revenues Stable;
               Focus On Bottom-Line Performance

"Looking ahead, we are seeing a relatively stable revenue line,
with an increased emphasis on the more profitable Satcom
business. This change in revenue mix, coupled with a continued
emphasis on costs and margins, is expected to move Mitec much
closer to profitability," Mr. Pancholy stated. "We are emerging
from this re-organization as a leaner, more manageable company
going forward. This gives us the ability to actively seek
opportunities to diversify our wireless revenue base. At the
same time, we are assessing our product offerings to the market,
and we are prepared to introduce new technology or products into
our portfolio."

Mitec Telecom is a leading designer and provider of products for
the telecommunications industry. The Company sells its products
worldwide to network equipment providers for incorporation into
high-performing wireless networks used in voice and
data/Internet communications. Additionally, the Company provides
value-added services from design to final assembly and maintains
test facilities covering a range from DC to 60 GHz.
Headquartered in Montreal, Canada, the Company also operates
facilities in the United States, Sweden, the United Kingdom,
China and Thailand.

Mitec Telecom Inc., is listed on the Toronto Stock Exchange
under the symbol MTM. On-line information about Mitec is
available at http://mitectelecom.com  
    

MOBILE TOOL: Exclusive Plan Filing Period Extended to April 30
--------------------------------------------------------------
By order of the U.S. Bankruptcy Court for the District of
Delaware, Mobile Tool International, Inc., and its debtor-
affiliates obtained an extension of their exclusive periods.  
The Court gives the Debtors, until April 30, 2003, the exclusive
right to file their plan of reorganization and until June 30,
2003, to solicit acceptances of that Plan from creditors.

Mobile Tool International, Inc., is an employee owned
manufacturer and distributor of equipment, including aerial
lifts, digger derricks and pressurization and monitoring
systems, for the telecommunications, CATV, electric utility and
construction industries. The Company filed for chapter 11
protection on September 30, 2002 (Bankr. Del. Case No.
02-12826).  Steven M. Yoder, Esq., and Christopher A. Ward,
Esq., at The Bayard Firm represent the Debtors in their
restructuring efforts. When the Debtors filed for protection
from its creditors, it listed $65,250,000 in total assets and
$46,580,000 in total debts.


MOTOROLA: Reaches Out-Of-Court Settlement with Chase Manhattan
--------------------------------------------------------------
Motorola, Inc., (NYSE: MOT) has reached an agreement to settle
out-of-court all remaining lawsuits filed against the company by
Chase Manhattan Bank relating to the Old Iridium satellite
communications company, Iridium LLC. Under the agreement,
Motorola will pay Chase and Iridium's secured lenders an
additional amount of approximately $12 million to resolve five
remaining legal disputes with the lenders.

Covered under the agreement were pending claims filed by Chase,
as agent for Old Iridium's secured lenders, and also by Motorola
with respect to the Old Iridium's $800 million Senior Secured
Credit Agreement. The five claims include:

     1: The lenders' claim for a $300 million guarantee, filed
        in federal court in New York. That case led to a
        judgment against Motorola in early 2002, which was still
        subject to appeal by Motorola. As part of Thursday's
        agreement, Motorola will not pursue an appeal of that
        judgment. The judgment, which totaled $371 million
        including interest, was paid by Motorola in April 2002;

     2: Motorola's $260 million counterclaim against Chase in
        that same proceeding. Under the agreement, Motorola will
        not pursue its counterclaim against Chase;

Also resolved were:

     3: Claims against Motorola in a $50 million reserve capital
        call complaint filed in federal court in Delaware;

     4: A new case the lenders had recently filed against
        Motorola Canada in federal court in Delaware over an
        Agreement of Indirect Owner that allegedly obligated
        Motorola Canada to guarantee a portion of the capital
        call liability of Iridium Canada; and

     5: A case filed in a New York state court alleging that
        Motorola and Old Iridium had "fraudulently induced"
        Chase and 17 other lenders of Old Iridium to enter into
        the Senior Secured Credit Agreement, an allegation that
        was strongly denied by Motorola. That case sought the
        entire unpaid balance of the $800 million loan plus
        interest and expenses.

The settlement does not impact a separate lawsuit filed in U.S.
Bankruptcy Court in July 2001 by the Official Committee of
Unsecured Creditors seeking damages in excess of $4 billion from
Motorola. Motorola believes it has strong defenses to the
Committee's claims and continues to defend that case. The
settlement also does not impact Motorola's pending challenge to
a settlement agreement between the secured lender group and that
committee.

The Old Iridium satellite communications system was launched in
November 1998 but failed to attract a sufficient number of
subscribers to remain in business. The company filed for
protection from its creditors in U.S. Bankruptcy Court in August
1999. The company's assets were purchased by the New Iridium
Company in December 2000.

Motorola, Inc., (NYSE: MOT) is a global leader in providing
integrated communications and embedded electronic solutions.
Sales in 2002 were $26.7 billion. Motorola is a global corporate
citizen dedicated to ethical business practices and pioneering
important technologies that make things smarter and life better
for people, honored traditions that began when the company was
founded 75 years ago this year. For more information, please
visit: http://www.motorola.com


NATIONAL AIRLINES: Judge Riegle Appoints a Chapter 11 Trustee
-------------------------------------------------------------
Judge Linda B. Reigle directs that a chapter 11 trustee will
take charge of National Airlines, Inc.'s chapter 11 case and
it'll be up to that trustee to decide how to best wind-up the
failed carrier's business affairs.  The individual filling the
Chapter 11 Trustee role is:

          Tom Grimmett
          2275 Corporate Circle, Suite 120
          Henderson, NV 89074

Last month, the Office of the United States Trustee filed a
motion with the U.S. Bankruptcy Court for the District of Nevada
urging that National Airlines' chapter 11 case be dismissed or
converted to a chapter 7 liquidation proceeding.  Craig D.
Hansen, Esq., at Squire, Sanders & Dempsey L.L.P., in Phoenix,
counsel to National Airlines, and Blaine F. Bates, Esq., at
Haynes and Boone, L.L.P., representing the Official Committee of
Unsecured Creditors appointed in the Debtor's case, opposed
that drastic remedy.

National Airlines halted operations and dismissed most of its
1,500 employees in early November 2002. The Las Vegas-based
carrier couldn't close on a multi-million dollar financing
package necessary to emerge from chapter 11 as a reorganized
company and was unable to rustle-up an outside equity
investment.  In mid-2002, The ASTB declined to provide National
with any form of loan guarantee.  National, 48% owned by
Harrah's Entertainment Corp., served Chicago Midway, Chicago
O'Hare, Dallas/Ft. Worth, Los Angeles, Miami, Newark, New York
JFK, Philadelphia and San Francisco with nonstop flights to and
from its Las Vegas hub.  When the Company filed for chapter 11
protection in 2001 (Bankr. Nev. Case No. BK-S-00-19258 LBR), it
listed $103,464,700 in assets and debts totaling $119,506,900.


NATIONAL CENTURY: Subsidiary Selling Six Dublin Properties
----------------------------------------------------------
National Century Financial Enterprises, Inc.'s debtor-affiliate,
Memorial Drive Office Complex asks the Court to authorize
the:

    -- sale of six pieces of real property under six separate
       real estate purchase contracts, free and clear of all
       liens, claims and encumbrances; and

    -- payment of certain real estate commissions.

Joseph M. Witalec, Esq., at Jones, Day, Reavis & Pogue, in
Columbus, Ohio, relates that MDOC owns an office complex in
Dublin, Ohio.  A portion of the office complex is used as the
Debtors' headquarters while other parts of the office complex
are leased to tenants unrelated to the Debtors.

In the process of consolidating and downsizing their operations,
Mr. Witalec discloses that the Debtors no longer have a need for
a substantial portion of the existing space at their
headquarters.

The Memorial Drive Properties are located in Dublin, Ohio and
comprise approximately 40,340 square feet.  MDOC approached
Ruscilli Real Estate Services to assist them in finding
potential purchasers for the properties known as:

    (1) Building #2 -- 6035 Memorial Drive,
    (2) Building #3 -- 6051 Memorial Drive,
    (3) Building #4 -- 6075 Memorial Drive,
    (4) Building #6 -- 6105 Memorial Drive,
    (5) Building #8 -- 6179-6189 Memorial Drive, and
    (6) Building #9 -- 6135 and 6155 Memorial Drive.

According to Mr. Witalec, Ruscilli has successfully found six
parties that expressed interest in purchasing the Memorial Drive
Properties and have entered into real estate purchase contracts
to purchase the Properties.

The parties with whom MDOC has entered into real estate purchase
contracts and the properties they are interested in are:

    Buyers                           Contract Date  Property
    ------                           -------------  --------
    Hand-In-Hand Pediatrics, Inc.    Dec. 11, 2002  Building #3

    William James Fanning            Dec. 17, 2002  Building #4

    Dr. John Fanning                 Dec. 10, 2002  Building #6

    Roy Johnson                      Dec. 24, 2002  Building #8

    Vouli Partners                   Jan. 13, 2003  Building #2

    Meeder Financial Corp.           Jan. 24, 2003  Building #7

The Purchase Contracts and the contemplated purchase price of
the particular Memorial Drive Property are summarized as:

    Purchase Contract        Property            Purchase Price
    -----------------        --------            --------------
    HIH Purchase Contract    Building #3           $478,895
                             -- 5,041 sq. ft.

    WJF Purchase Contract    Building #4            428,485
                             -- 5,041 sq. ft.

    JFF Purchase Contract    Building #6            370,000
                             -- 4,402 sq. ft.

    RJ Purchase Contract     Building #8            463,772
                             -- 5,041 sq. ft.

    VP Purchase Contract     Building #2            400,000
                             -- 5,041 sq. ft.

    MF Purchase Contract     Building #7          1,613,925
                             -- 21,519 sq. ft.

In connection with the sale of Building #7, Meeder will acquire
all of the furniture in Building #7 and certain computer
equipment currently located in Building #7.  Meeder will be
entitled to a credit against the purchase price equal to the
lesser of $3,000 or half of the cost of removing the existing
hallway between Building #5 and Building #7 of the Memorial
Drive Office Complex.

The Meeder Purchase Contract also provides that the Debtors will
continue to have use of the accounting area in Building #7 from
the date of closing of the sale of Building #7 until August 31,
2003.  If the Debtors are unable to vacate the Accounting Area
at that time, they will have the right to continue to occupy the
Accounting Area on a month-to-month basis through March 31,
2004. During the period from September 1, 2003 until the end of
the Debtors' month-to-month lease of the Accounting Area, the
monthly rent for the Accounting Area will be $1 per square foot.

Each of the Purchase Contracts provides that the purchase price
is payable at closing in cash or other immediately available
funds.

Mr. Witalec notes that all of the Purchase Contracts contain
standard terms and conditions for sales of commercial property,
including the payment of taxes, payment of closing and
conveyance costs, environmental disclosures, proration of
rentals and other operation fees, evidence of title and the
payment of brokers' fees.

In addition, Meeder's obligations under the Meeder Purchaser
Contract are contingent upon Meeder obtaining satisfactory
evidence that:

    (a) Meeder's proposed use of Building #7 complies with the
        parking regulations of the City of Dublin;

    (b) Building #7 constitutes a separate legal and
        transferable tax parcel; and

    (c) satisfactory arrangements have been made for the
        maintenance of the common areas at the Memorial Drive
        Office Complex.

According to Mr. Witalec, the Purchase Contracts also provide
for the payment of brokerage commission representing a
percentage of the purchase price to be shared by interested
parties.  The commissions are summarized as:

    Purchase Contract  Percentage   Amount    Recipient
    -----------------  ----------   ------    ---------
    Hand-In-Hand          6%       $28,733    Ruscilli and Rj
                                                 Boll Realty

    William Fanning       6%        25,709    Ruscilli

    John Fanning          4%        14,800    Ruscilli

    Roy Johnson           6%        27,826    Ruscilli and
                                                 Capitol City
                                                 Brokerage

    Vouli Partners        6%        24,000    Ruscilli and
                                                 Continental
                                                 Realty

    Meeder Financial      6%        96,835    Ruscilli

Mr. Witalec asserts that the Debtors' request is warranted
because:

    (a) the sale of the Properties to the Buyers will enable the
        Debtors to divest themselves of office space and real
        property that they no longer need or use;

    (b) the notice of the proposed sale of the Property pursuant
        to this motion that has been provided is adequate and
        reasonable;

    (c) the purchase price under each of the proposed Purchase
        Contracts is fair and reasonable.  MDOC is receiving a
        purchase price equal to or slightly less than the asking
        price of $95 per sq. ft. for the Properties.  Based on
        market research performed by MDOC and Ruscilli,
        comparable properties are selling for amounts similar to
        the dollar amount per square foot that will be received
        for the Properties under the Purchase Contracts; and

    (d) the proposed Purchase Contracts are the result of arm's-
        length negotiations between MDOC and each of the Buyers
        and have been entered into by the parties in good faith.

MDOC seeks the Court's authority to pay the required brokerage
commissions to Ruscilli, Rj Boll Realty, Ltd., Capitol City
Brokerage, Ltd., and Continental Realty under the Purchase
Contracts.  The Commissions are owed to Ruscilli, Rj Boll,
Capital City Brokerage and Continental Realty for their roles in
finding a purchaser for the Properties and otherwise assisting
in the negotiation and consummation of the Purchase Contracts.  
"The Commissions are well within the range of commissions
charged by real property transactions of this size and type,"
Mr. Witalec maintains.

In addition, MDOC seeks authority to sell the Properties to the
Buyers free and clear of any and all liens, claims and other
encumbrances.  Provident Bank has a mortgage on certain of the
buildings comprising the Memorial Drive Office Complex,
including certain of the Properties to be sold.  Mr. Witalec
informs the Court that MDOC intends to seek Provident Bank's
consent to the sale of the Properties prior to the hearing on
this request.

Moreover, Provident Bank could be compelled to accept a monetary
satisfaction of its existing mortgage.  The Debtors intend, to
the extent necessary, to use the net proceeds of the sale of the
Properties to satisfy Provident Bank's outstanding mortgage.  In
this regard, the Debtors reserve all of their claims, defenses
and objections with respect to the amount, validity or priority
of the existing liens and the underlying liabilities. (National
Century Bankruptcy News, Issue No. 11; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


NEXTEL COMMS: Appoints Stephanie Shern to Board of Directors
------------------------------------------------------------
Nextel Communications Inc., (NASDAQ:NXTL) announced the
appointment of Stephanie Shern, former vice chairman and partner
of Ernst & Young, to serve on Nextel's Board of Directors.

In addition, the company has revised agreements with Digital
Radio and Craig O. McCaw.

"Nextel will benefit from Stephanie's 30 years of experience in
auditing and managing global practices at Ernst & Young," said
Nextel Chairman of the Board of Directors William E. Conway.
"She's very talented, brings tremendous business acumen, and is
a great addition to our board."

Nextel, Digital Radio and Mr. McCaw also made modifications to
their original securities purchase agreement. In 1995 Digital
Radio and Mr. McCaw received specified board representation
rights in connection with their original investment in Nextel,
provided they maintained at least five percent ownership of the
company.

Nextel expects Digital Radio and Mr. McCaw will drop somewhat
below the five percent threshold shortly. Under a new revised
agreement, Digital Radio and Mr. McCaw will no longer have
preferred rights to three board seats, nor will they have rights
to appoint board members to serve on the audit, compensation,
nominating or corporate governance committees.

Nextel's shareholders will be asked to ratify the appointment of
Craig McCaw and Dennis Weibling, of Eagle River, to serve their
existing terms as members of the board at Nextel's annual
shareholder meeting in May. If ratified Mr. McCaw's term would
expire in 2004 and Mr. Weibling's term would expire in 2005. Tim
Bryan, also of Eagle River, will serve on the board until his
term expires in May of 2003.

"Craig has been a significant contributor to our success and has
helped us become a major force in the wireless industry," said
Nextel President and CEO Tim Donahue. "We are pleased Nextel
will continue to benefit from his leadership and insight in his
role as board member."

"I strongly believe in Nextel's strategic vision, management's
track record of execution, and the company's ability to deliver
wireless products and services that no competitor can match,"
said Craig McCaw, chairman and CEO of Eagle River.

Nextel Communications, a Fortune 300 company based in Reston,
Va., is a leading provider of fully integrated wireless
communications services and has built the largest guaranteed
all-digital wireless network in the country covering thousands
of communities across the United States. Nextel and Nextel
Partners, Inc., currently serve 197 of the top 200 U.S. markets.

Through recent market launches, Nextel and Nextel Partners
service is available today in areas of the U.S. where
approximately 240 million people live or work.

                           *   *   *

As reported in the November 18, 2002, edition of the Troubled
Company Reporter, Fitch Ratings has revised the Rating Outlook
on Nextel Communications Inc., to Stable from Negative. The
Stable Rating Outlook applies to Nextel's senior unsecured note
rating of 'B+', the senior secured bank facility of 'BB' and the
preferred stock rating of 'B-'.

The Stable Rating Outlook reflects Fitch's view that favorable
financial trends will continue over Nextel's current rating
horizon based on the positive momentum created from the
accelerated improvement in operating performance, significant
reduction in debt and associated obligations and strong cost
containment despite a somewhat unfavorable climate within the
wireless industry and weak economic environment. Fitch believes
Nextel's operating performance, improvement to its capital
structure and remaining liquidity offsets existing credit risk
leaving a margin of safety consistent with a stable 'B+' rated
credit. Expectations are for Nextel to further strengthen credit
protection measures in 2003 to 4.0 times debt-to-(LTM) EBITDA or
less. The improving cash flows should lead to at least a free
cash flow neutral position for 2003. Nextel may also benefit
from further potential debt reduction.


NORTHPOINT COMMS: Resolves Claims Dispute with Copper Mountain
--------------------------------------------------------------
Copper Mountain Networks, Inc. (Nasdaq:CMTN), a leading provider
of intelligent broadband access solutions, announced that it has
reached an agreement with E. Lynn Schoenmann, Chapter 7 Trustee
of NorthPoint Communications, Inc., to settle a preference claim
brought by NorthPoint.

The terms of the settlement include a payment of $900,000 which
Copper Mountain expects to make to the Trustee later this month.
Taking into account this payment, Copper Mountain reaffirmed the
$6 million to $8 million cash burn guidance the Company issued
for the quarter ending March 31, 2003 in its most recent
investor conference call on February 5, 2003. Aside from this
matter, Copper Mountain has no other preference claims pending.

In its response to the Trustee's claim, Copper Mountain denied
that any of the payments constituted preference payments under
U.S. bankruptcy law and vigorously contested the claim. Copper
Mountain agreed to settle the matter to avoid the uncertainty,
distraction and expense of protracted litigation of this matter.

The terms of this settlement are subject to certain conditions,
including but not limited to bankruptcy court approval. The
Trustee will hold the aforementioned payment in trust pending
bankruptcy court approval; if no such court approval is granted
the payment will be returned to Copper Mountain.

Copper Mountain and the Trustee reached this settlement on
February 27, 2003; therefore, it was not reflected in Copper
Mountain's financial press release dated February 5, 2003. In
accordance with Generally Accepted Accounting Principles (GAAP),
Copper Mountain will record a $900,000 charge (and the
associated balance sheet entries) for the fourth quarter and
year ending December 31, 2002. Copper Mountain believes that
this charge is the only material impact this settlement will
have on its 2002 results. Moreover, assuming the bankruptcy
court approves the settlement, aside from the payment Copper
Mountain expects to make during the current calendar quarter the
Company believes that this settlement will have no material
impact on its results in 2003 or thereafter.

"We are pleased to have settled this matter on favorable terms
without altering our Q1 cash burn guidance," said Rick Gilbert,
Chairman and CEO of Copper Mountain.

Copper Mountain Networks, Inc., (Nasdaq:CMTN) is a leading
provider of intelligent broadband access solutions. The company
offers a broad set of subscriber access and broadband services
concentration equipment for ILECs, IXCs, PTTs, CLECs, IOCs, and
other facilities-based carrier networks worldwide. These
products enable efficient and scalable deployment of advanced
voice, video, and data services while leveraging existing
network infrastructures and reducing both capital and
operational costs. Copper Mountain's products have been proven
in some of the world's largest broadband network deployments.
For more information, please visit the company's World Wide Web
site at http://www.coppermountain.com


OMEGA HEALTHCARE: Pulls Plug on Contracts & Debt Pact with IHS
--------------------------------------------------------------
Omega Healthcare Investors, Inc., (NYSE:OHI) has terminated
substantially all remaining contractual and debt relationships
with Integrated Health Services, Inc.  In an unrelated matter,
Omega also announced it received $3.2 million to settle a
lawsuit it had brought against a title company.

As of March 1, 2003, the Company successfully re-leased or sold
ten facilities formerly operated by IHS. Accordingly, nine
skilled nursing facilities which the Company held mortgages on
and one SNF which the Company leased to IHS have been re-leased
or sold to various unaffiliated third parties. Title to the nine
properties, which the Company held mortgages on, has been
transferred to the Company or the Company's designee by Deeds in
Lieu of Foreclosure.

Specifically, on March 1, 2003, the Company leased eight skilled
nursing facilities to three operators as part of three separate
transactions. Each of the eight facilities had formerly been
operated by subsidiaries of IHS. The three transactions
included: (i) a Master Lease of five skilled nursing facilities
in Florida representing 600 beds to affiliates of Seacrest
Healthcare Management, LLC. The ten year lease has an initial
annual rent of $2.5 million; (ii) a month to month lease
(following a minimum four month term) on two skilled nursing
facilities in Georgia representing 304 beds to subsidiaries of
Triad Health Management of Georgia, LLC. The month-to-month
structure is the result of Georgia Medicaid rate cuts (effective
February 1, 2003) and the potential for future Georgia
reimbursement changes. The annualized rent is $660,000; and
(iii) an eight year lease on one skilled nursing facility in
Washington State representing 159 beds to a subsidiary of Sun
Healthcare Group, Inc. The lease has an initial annual rent of
$500,000.

Previously, effective February 1, 2003, the Company leased one
skilled nursing facility in Texas, representing 130 beds, to an
affiliate of Senior Management Services of America, Inc. The ten
year lease has various rent step-ups, reaching $384,000 by year
three. Thereafter, the annual lease amount increases by the
lesser of CPI or 2.5%. The Texas facility had also been
previously operated by a subsidiary of IHS.

Further, on December 1, 2002, the Company sold a 120 bed SNF in
Texas, formerly mortgaged by IHS to the Company, for $2.0
million. Net cash proceeds of $1.9 million were remitted to the
Company.

The total combined lease payments associated with the above
transactions are $337,000 per month (not including proceeds from
the Texas SNF sale) versus recorded monthly revenue during the
fourth quarter of 2002 of $452,000.

Closure of these leases and sale transactions terminates
substantially all remaining contractual and debt relationships
with IHS.

Unrelated to our portfolio restructurings, in December 2000, the
Company filed suit against a title company (later adding a law
firm as a defendant), seeking damages based on claims of breach
of contract and negligence, among other things, as a result of
the alleged failure to file certain UCC financing statements in
the Company's favor. The Company filed a subsequent suit seeking
recovery under title insurance policies written by the title
company. The defendants denied the allegations made in the
lawsuits. In settlement of the Company's claims against the
defendants, the Company has received a lump sum cash payment of
$3.2 million.

Omega is a Real Estate Investment Trust investing in and
providing financing to the long-term care industry. At December
31, 2002, the Company owned or held mortgages on 222 skilled
nursing and assisted living facilities with approximately 22,500
beds located in 28 states and operated by 34 third-party
healthcare operating companies.

As reported in Troubled Company Reporter's Friday Edition,
Standard & Poor's Ratings Services revised its ratings outlook
for Omega Healthcare Investors Inc., to stable from positive. At
the same time, the ratings are affirmed.

The outlook revision follows Omega's recently announced
restructuring negotiations with its largest operator, Sun
Healthcare, and to less of an extent, its negotiations with
Alterra. These negotiations are likely to result in a reduction
of current rents, which may, in turn, stem the previous
improvement in Omega's operating cash flow and may defer the
planned reinstatement of the trust's preferred and common
dividend payments. Omega does face a bank loan maturity in
December of this year, but appears to have adequate collateral
available to refinance this loan, without tripping debt
covenants related to its remaining unsecured public notes.

                         LIQUIDITY

Omega's new management team (and major investor) has achieved
success in restoring Omega's liquidity position through its
releasing efforts of the company's owned and operated portfolio,
using proceeds from asset sales and suspended dividends to
reduce outstanding debt. This, coupled, with extensive core
portfolio restructuring and a rights offering and private
placement in 2002, enabled the company to meet maturing debt
obligations, achieve an extension on its bank line, and reduce
leverage from 48% debt-to-book capitalization at fiscal year-end
2001 to 39% at fiscal year-end 2002. Debt coverage measures have
also been favorably impacted, increasing from 1.3x debt service
in 2001 to roughly 2x in 2002. The company currently has $112
million outstanding under its $160 million secured bank revolver
that expires December 31, 2003. Management is in the process of
negotiating an extension of the facility and/or arranging a new
bank financing to refinance the outstanding balance. The company
will have to work around covenants within Omega's public
unsecured notes ($100 mil. remaining), which require unsecured
asset coverage of 2x. With roughly $550 million in owned assets
(depreciated basis) and an additional $211 million in mortgage
and other investments, there appears to be sufficient room to
accommodate the expected refinancing. Unrestricted cash balances
have grown modestly throughout 2002, and currently stand at
roughly $15 million.

                        OUTLOOK REVISED

Omega Healthcare Investors Inc.
                                               Rating
                                            To        From
Corporate credit                         B/Stable    B/Positive

                        RATINGS AFFIRMED

Omega Healthcare Investors Inc.
                                                  Rating
$100 mil. 6.95% senior notes due 2007             CCC+
$57.5 mil. 9.25% cum pref stk ser A               D
$50 mil. 8.625% cum pref stk ser B                D


O'SULLIVAN INDUSTRIES: S&P Further Cuts Low-B Credit Rating to B
----------------------------------------------------------------  
Standard & Poor's Ratings Services lowered its corporate credit
and bank loan ratings on O'Sullivan Industries Holdings Inc., as
well as the ratings on wholly owned subsidiary O'Sullivan
Industries Inc., to 'B' from 'B+'. Standard & Poor's also
lowered the subsidiary company's subordinated debt ratings to
'CCC+' from 'B-'.

The outlook is negative. O'Sullivan's total debt as of
December 31, 2002, was $230.3 million.

"The downgrade reflects challenging industry conditions in the
ready-to-assemble furniture market and expectations for weaker
cash flow at the company, which does business as O'Sullivan
Furniture," said Standard & Poor's credit analyst Martin S.
Kounitz. "If cash flow statistics decline, the ratings could be
lowered."

Standard & Poor's expects the market for ready-to-assemble
furniture to contract and competition to intensify. Shipments
are expected to decline about 10% in 2003.

While O'Sullivan Furniture has defended its market share against
major competition, products from Southeast Asia are gaining
consumer acceptance. These products now account for about 20% of
shipments--market share that has been gained only in the past
few years. Further intensifying competition are the bankruptcies
of retailers such as Kmart Corp. and Service Merchandise. With
the threat of war in Iraq and high consumer debt, Standard &
Poor's expects a soft market for the rest of 2003 that
will likely result in a further reduction in company sales and
cash flow.

The ratings on O'Sullivan Furniture are based on the firm's
highly leveraged financial profile, resulting from its 1999
leveraged buyout, the volatile nature of the residential and
office furniture industry, and customer concentration. These
factors are somewhat offset by the company's solid market
position in the office superstore and mass merchandiser
channels.

Lamar, Missouri-based O'Sullivan is a leading designer,
manufacturer, and distributor of ready-to-assemble furniture
products, selling primarily to the home office and home
entertainment markets. With an approximately 18% share of the
market, O'Sullivan is the second-largest RTA furniture
manufacturer in the U.S. The competitive environment has
heightened, however, with the recent entry of Asian
manufacturers offering innovative designs and lower cost
structures. O'Sullivan does not appear to have kept its designs
current with changes in market preferences, which have recently
leaned toward steel and glass designs. This is likely to
continue to have a negative effect on sales.

DebtTraders reports that O'Sullivan Industries' 13.375% bonds
due 2009 (OSU09USR1) are trading between 95 and 97. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=OSU09USR1for  
real-time bond pricing.    


OWENS CORNING: Wants Court to Approve Sierra Pacific Agreement  
--------------------------------------------------------------
Owens Corning and its debtor-affiliates ask the Court to approve
their stipulation with Sierra Pacific Industries.  The parties
stipulate and agree that:

    A. Sierra Pacific's Amended Claim against Fibreboard
       Corporation, Proof No. 12226, filed on November 25, 2002,
       will be allowed for $2,284,969; and

    B. Sierra Pacific withdraws its claims against Owens
       Corning, Proof Nos. 7427, 11841, and 12227 filed on
       April 12, April 16 and November 25, 2002. (Owens Corning
       Bankruptcy News, Issue No. 47; Bankruptcy Creditors'
       Service, Inc., 609/392-0900)   


PEREGRINE: Wants Legal Standards to Replace La Bella as Counsel
---------------------------------------------------------------
Peregrine Systems, Inc., and its affiliated debtor Peregrine
Remedy, Inc., ask the U.S. Bankruptcy Court for the District of
Delaware for permission to employ Legal Strategies Group as its
Special Litigation counsel with regard to the litigation and
resolution of coverage issues with respect to the Debtors'
prepetition director and officer insurance policies.

The Debtors remind the Court that it directed the Debtors to
find replacement Special Litigation counsel for La Bella &
McNamara LLP with respect to:

     a) the litigation in the case filed by the Debtors against
        Arthur Andersen, LLP, Arthur Andersen Worldwide, Arthur
        Andersen Germany and Daniel Stulac (originally San Diego
        Superior Court Case No. GIC 796594, now pending as
        U.S.D.C., Southern District Case No. 02 CV870-J(RBB));
        and

     b) the investigation and prosecution of any actions against
        other professionals and/or individuals.

Consequently, the Debtors want to retain the firm of Legal
Strategies Group as their Special Litigation counsel to replace
LaBella & McNamara LLP effective as of February 4, 2003.

The Debtors express their concern and need for ongoing
representation in the Andersen Litigation.  Additionally, legal
representation is also needed for the Debtors to investigate and
pursue (if determined meritorious) potential claims against
other professionals or individuals, which claims may be lost if
not promptly investigated and timely asserted.

The principal attorneys and paralegals presently designated to
represent the Debtors and its current standard hourly rates are:

          Peter H. Goldsmith      $375 per hour
          Gregory S. Gilchrist    $375 per hour
          Maureen A. Sheehy       $300 per hour
          Gregory P. Farnham      $265 per hour
          Holly Gaudreau          $175 per hour
          Thomas Brunemeyer       $100 per hour

Peregrine Systems, Inc., the leading global provider of
Infrastructure Management software, filed for chapter 11
protection on September 22, 2002 (Bankr. Del. Case No. 02-
12740).  Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl
Young Jones & Weintraub represents the Debtors in their
restructuring efforts.  When the Company filed for protection
from its creditors, it listed estimated debts and assets of more
than $100 million.


PHOTOELECTRON: Chapter 11 Filing Likely to Pursue Asset Sale
------------------------------------------------------------
Photoelectron Corporation (Amex: PHX) said that its previously
announced efforts to obtain long-term financing for its business
have been unsuccessful to date.

Accordingly, the Board of Directors of the Company has decided
to seek a buyer for the Company's assets in a sale process to
commence immediately. The Company may not be able to find a
buyer on acceptable terms, if at all. The Company anticipates
that it is unlikely that the proceeds of any sale will be
sufficient to pay the Company's creditors and that, as a result,
minimal value, if any, will be available to the Company's
stockholders. If a buyer is identified, the Company intends to
complete the sale as part of a Chapter 11 bankruptcy filing. The
Company had previously retained an investment banking firm, as
its exclusive financial advisor to advise the Company with
respect to strategic financing alternatives, including a
possible sale of the Company. That firm has agreed to continue
to assist the Company in its efforts to find a buyer.

PYC Corporation, the Company's single largest stockholder which
is owned by adult members of the family of Mr. Peter M. Nomikos,
has provided the Company with a term sheet to provide up to
$400,000 in additional secured funding under an existing line of
credit arrangement to finance Photoelectron's efforts to find a
buyer for the Company's assets.

The Company also announced that Mr. Peter M. Nomikos, the
Company's Chairman and Chief Executive Officer, has resigned
from all positions with the Company.

Established in 1989 and based in North Billerica, Massachusetts,
Photoelectron markets and sells miniature x-ray systems for
multiple medical and industrial market applications.


PLAINS ALL AMERICAN: Caps Price of 2.3-Million Share Offering
-------------------------------------------------------------
Plains All American Pipeline, L.P., (NYSE: PAA) announced the
issuance and sale by the Partnership of 2,300,000 Common Units
at a public offering price of $24.80 per unit. Goldman, Sachs &
Co., is serving as book-running lead manager for the offering
with A.G. Edwards & Sons, Inc., as co-lead manager.

Excluding the underwriters' over-allotment option, net proceeds
from the offering, including the general partner's proportionate
capital contribution and expenses associated with the offering,
will be approximately $55.5 million.  Such proceeds will be used
to reduce indebtedness under the Partnership's revolving credit
facilities.  Approximately $43 million of such indebtedness is
attributable to the Partnership's two recently announced
acquisitions.  The underwriters were also granted an option to
purchase up to an additional 345,000 Common Units.

Copies of the final prospectus relating to these securities may
be obtained from Goldman, Sachs & Co., 85 Broad Street, New
York, New York 10004. Any offering shall be made only by means
of a final prospectus.  This press release shall not constitute
an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.

Except for the historical information contained herein, the
matters discussed in this news release are forward-looking
statements that involve certain risks and uncertainties.
    
Plains All American Pipeline, L.P., is engaged in interstate and
intrastate crude oil transportation, terminalling and storage,
as well as crude oil gathering and marketing activities,
primarily in Texas, Oklahoma, California, Louisiana and the
Canadian Provinces of Alberta and Saskatchewan.  The
Partnership's Common Units are traded on the New York Stock
Exchange under the symbol "PAA".  The Partnership is
headquartered in Houston, Texas.

                        *     *     *

As previously reported, Standard & Poor's Ratings Services
raised its corporate credit rating to 'BBB-' from 'BB+' on
midstream oil and gas master limited partnership Plains All
American Pipeline L.P., and removed the ratings from CreditWatch
where they were placed on June 26, 2002, following an
announcement by minority owner Plains Resources Inc., that
through a series of actions it would provide much greater
separation between its oil and gas subsidiary and its general
partner interest in Plains All American. That process is
complete and as a result, the ratings on PAA now reflect its
stand-alone creditworthiness. The senior unsecured debt rating
was raised to 'BB+' from 'BB'. The outlook is stable.


PLAYBOY ENTERPRISES: Caps $115-Million Sr. Note Offering Price
--------------------------------------------------------------
Playboy Enterprises, Inc., (NYSE: PLA, PLAA) announced the
pricing of a private offering of $115 million in aggregate
principal amount of senior secured notes by PEI Holdings, Inc.,
a wholly-owned subsidiary of Playboy. The notes will bear
interest at 11.0% per annum and mature on March 15, 2010. The
notes will be guaranteed by Playboy and most of its other
domestic wholly-owned subsidiaries and secured by the assets of
Playboy, PEI Holdings and the subsidiary guarantors. The net
proceeds from the note offering will be used to repay all of the
outstanding indebtedness under PEI's existing bank credit
facility, to pay the portion of the deferred purchase price for
the Califa acquisition due in 2003 and for general corporate
purposes. In connection with the note offering, PEI will enter
into a new three-year $20 million revolving credit facility that
will replace the old facility. The note offering is expected to
close on or about March 11, 2003.

The note offering will be made in the United States only to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended, and potentially to certain
persons in offshore transactions in reliance on Regulation S
under the Securities Act.

The senior secured notes being offered will not be registered
under the Securities Act and will not be offered or sold in the
United States absent registration or an applicable exemption
from registration requirements.

Playboy Enterprises is a brand-driven, international multimedia
entertainment company that publishes editions of Playboy
magazine around the world; operates Playboy and Spice television
networks and distributes programming via home video and DVD
globally; licenses the Playboy and Spice trademarks
internationally for a range of consumer products and services;
and operates Playboy.com, a leading men's lifestyle and
entertainment Web site.

As reported in Troubled Company Reporter's Friday Edition,
Standard & Poor's Ratings Service assigned its 'B' corporate
credit rating to Playboy Enterprises, Inc.

At the same time, Standard  & Poor's assigned its 'B' rating to
the proposed $110 million senior secured notes due 2010, issued
by PEI Holdings. PEI Holdings is the holding company through
which Playboy owns all of its operating subsidiaries. Net
proceeds will be used to repay the existing credit facility and
acquisition liabilities. Chicago, Illinois-based Playboy had
total debt outstanding of $144.2 million, including $43.1
million in acquisition liabilities, on September 30, 2002. The
outlook is stable.

"The ratings on Playboy reflect the company's significant
presence in the non-cyclical adult entertainment industry,
strong brand recognition, and good direct-to-home satellite TV
coverage," said Standard & Poor's credit analyst Andy Liu. He
added, "These factors are balanced by the proliferation of free
adult materials online, declining newsstand sales of the
magazine, weak cable TV distribution due to the narrow audience
for paid adult content, and high financial risk."


POLYMER GROUP: Successfully Emerges from Bankruptcy Proceeding
--------------------------------------------------------------
Polymer Group, Inc., (OTC Bulletin Board: PMGPQ) announced that
its previously confirmed plan of reorganization became effective
on March 5, 2003. The Company also announced that all shares of
Polymer Group's existing stock have been cancelled and the
Company has issued new stock. With 96% of the New Common Stock
distributed to creditors and the remaining 4% distributed to
existing stockholders pro rata.

Emerging from Bankruptcy, Polymer Group, Inc., now has total
debt of approximately $500 million, down from approximately $1.1
billion when it entered the proceedings. Virtually all of the
Company's continuing suppliers with pre-bankruptcy claims are
being paid in full.

Polymer Group will initially have two publicly traded classes of
Common Stock consisting of approximately 9.6 million shares of
Class A New Common Stock being issued to the creditors and
400,000 shares of Class B New Common Stock being issued to
existing shareholders. Both classes have similar rights with the
exception of certain limited anti-dilution provisions for the
Class B Common Stock. Both classes of stock will trade on the
OTC Bulletin Board. The Class A Common Stock will trade on a
"when issued basis" with the symbol POLGV while the Class B
Common Stock will trade on a "when issued basis" with the ticker
symbol POLBV. The Company is also issuing $50 million aggregate
principal amount of 10% Convertible Subordinated Notes due 2007,
which are initially convertible into shares of Class A Common
Stock representing approximately 40% of the outstanding equity
securities of the Company.

The record date under the plan of reorganization for determining
the existing common stockholders who are entitled to receive
shares of New Class B Common Stock was the close of business on
February 12, 2003. Shares of New Class B Common Stock will be
issued to record holders at a ratio of approximately one new
share for each 80.01 shares of Old Common Stock. No fractional
shares of New Common Stock, or cash in lieu thereof, will be
issued. Instead, fractions of one-half share or greater will be
rounded to the next higher whole number and fractions of less
than one-half share will be rounded to the next lower whole
number. In addition, existing stockholders will be receiving
Class A and Class B Warrants, which are exercisable in certain
limited circumstances for shares of Class D and Class E Common
Stock, respectively, allowing the holders to participate in
certain distributions in excess of certain thresholds.

Commenting on the Company's emergence, Polymer Group's Chairman,
President & CEO, Jerry Zucker, stated, "We are very pleased to
have this difficult period behind us. We have emerged as a
stronger company with a solid future ahead of us."

Polymer Group, Inc., the world's third largest producer of
nonwovens, is a global, technology-driven developer, producer
and marketer of engineered materials. With the broadest range of
process technologies in the nonwovens industry, PGI is a global
supplier to leading consumer and industrial product
manufacturers. The Company employs approximately 4,000 people
and operates 25 manufacturing facilities throughout the world.


SALOMON BROTHERS: Fitch Upgrades 1996-C1 Class G Notes to B+
------------------------------------------------------------
Salomon Brothers Mortgage Securities VII, Inc.'s mortgage pass-
through certificates, series 1996-C1, $9.5 million class D is
upgraded by Fitch Ratings to 'AA+' from 'AA-'. In addition, the
following classes are affirmed by Fitch: $14.6 million class B,
$14.8 million class C, and interest-only class IO at 'AAA',
$21.2 million class E at 'BBB-', and $11.1 million class F at
'B+'. Fitch does not rate the $4.5 million class G certificates.
The rating actions follow Fitch's annual review of the
transaction, which closed in February 1996.

The upgrade reflects the increased subordination levels due to
loan amortization and payoffs. As of the February 2002
distribution date, the pool's aggregate certificate balance has
been reduced by 64% to $75.8 million from $212 million at
issuance. A total of 30 loans have paid off since issuance,
including five loans since the previous review. The certificates
are collateralized by 13 mortgage loans consisting of office
(34% by balance), hotel (27%), retail (27%), and multifamily
(13%) properties, with significant concentrations in Washington
(34%), Georgia (14%), and New Jersey (12%).

Midland provided year-end 2001 financials for 96% of the pool
balance. The YE 2001 weighted-average debt service coverage
ratio for the pool increased to 1.51 times from 1.37x at
issuance.

One loan (4%), secured by a multifamily property in Greenville,
SC, is currently over 90 days delinquent and is specially
serviced by J.E. Robert Company, Inc. The property performance
has deteriorated significantly due to increased expenses,
although occupancy remains at 91%. The YE 2002 DSCR was 0.43x. A
foreclosure complaint is being prepared by J.E. Robert.

Realized losses in the pool total $5.9 million, or 3% of the
original principal balance.

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


SERVICE MERCHANDISE: Files Chapter 11 Plan in Nashville
-------------------------------------------------------
Service Merchandise Company, Inc., and 31 of its affiliates
delivered a Joint Chapter 11 Plan and Disclosure Statement to
the U.S. Bankruptcy Court for the Middle District of Tennessee
on Wednesday, March 5, 2003.  

The Chapter 11 Plan lines-up Service Merchandise's creditors,
owed roughly $726 million in the aggregate, in order of their
statutory priority and distributes $90-plus million of cash plus
the proceeds of the sale of the Debtors' headquarters and other
property and equipment to settle those claims for pennies on the
dollar.  

Copies of the Joint Plan should be available this week on the
Clerk's Web site at:

     http://pacer.tnmb.uscourts.gov/pdf/832899-02649.pdf

and the Disclosure Statement should be posted at:

     http://pacer.tnmb.uscourts.gov/pdf/832999-02649.pdf

The Honorable George C. Paine II will convene a hearing on the
adequacy of the Debtors' Disclosure Statement at 9:30 a.m.,
Central Time, on April 4, 2003.  Objections, if any, to the
Disclosure Statement must be filed and served so they are
received by 4:00 p.m. on March 31.  

John Wm. Butler, Jr., at Skadden, Arps, Slate, Meagher & Flom,
serves as lead counsel to Service Merchandise.  Glenn B. Rice,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.,
represents the failed retailer's unsecured creditors' committee.  
Service Merchandise filed for chapter 11 protection in 1996
(Bankr. M.D. Tenn. Case No. 399-02649).  On January 4, 2002, the
Company announced that it would cease continuing business
operations.  


SHEFFIELD PHARMA: Consummates $500K Debt Financing Transaction
--------------------------------------------------------------
Sheffield Pharmaceuticals, Inc., (Amex: SHM) has completed a
secured debt financing of up to $.5 million with various
shareholders of the Company and a third party.

The promissory note with the third party provides up to $.45
million of financing which the Company, at its option, can draw
down in three equal installments.  The Company received the
first installment on February 25, 2003, with additional equal
installments available on or before March 25, 2003 and April 25,
2003. The note provides for interest at the rate of 9% per annum
and matures on the closing of a licensing transaction for the
Unit Dose NanoCrystal(TM) Budesonide drug product being
developed through Respiratory Steroid Development Ltd., the
Company's joint venture with Elan Corporation. The promissory
note will be secured by a priority claim on the Company's
interest in the Unit Dose Budesonide product.  Upon maturity,
the Company will repay principal and accrued interest on the
note, a premium of 100% of the outstanding balance of the note,
and a warrant to purchase the number of shares of Sheffield
common stock equal to the principal amount of the note drawn
down by the Company.  Any warrants to be issued under the note
arrangement will have an exercise price of $.20 per share.

The promissory notes with certain of the shareholders provide an
additional $.05 million of financing received upon signing of
the notes. These notes include essentially the same terms and
conditions as the aforementioned notes with certain parties.

"The funds from this transaction, together with available cash
balances, will allow the Company additional time to continue to
evaluate and pursue various financing alternatives currently
being considered by the Company. Sheffield continues its on-
going third party feasibility work on the Tempo(TM) Inhaler and
is progressing licensing opportunities and other forms of
strategic alliances with a number of companies.  The steps taken
enhance our ability to achieve critical value drivers which are
crucial for Sheffield," commented Thomas M. Fitzgerald, the
Company's President & CEO.

In addition, in a realignment of management responsibility,
Scott A. Hoffmann has stepped down as vice president finance and
administration and chief financial officer of the Company to
pursue other interests effective immediately. Mr. Hoffmann's
responsibilities will be allocated to other members of
Sheffield's management in the near term.  Also, Mr. Andrew
Ferrara has resigned from the board of directors.  Mr.
Fitzgerald said, "I want to thank both Scott and Andy for their
contributions to Sheffield."

Sheffield Pharmaceuticals, Inc. provides innovative, cost-
effective pharmaceutical therapies by combining state-of-the-art
pulmonary drug delivery technologies with existing and emerging
therapeutic agents.  Sheffield is developing a range of products
to treat respiratory and systemic diseases using pressurized
metered dose, solution-based and dry powder inhaler and
formulation technologies, including its proprietary Premaire(R)
Delivery System and Tempo(TM) Inhaler.  Sheffield focuses on
improving clinical outcomes with patient-friendly alternatives
to inconvenient or sub-optimal methods of drug administration.  
Investors can learn more about Sheffield Pharmaceuticals on its
Web site at http://www.sheffieldpharm.com

                           *    *    *

At September 30, 2002, the Company's balance sheet shows a total
shareholders equity deficit of about $14 million, as compared to
a deficit of $9 million recorded at December 31, 2001.

As of November 14, 2002, the Company had cash and equivalents of
approximately $.7 million and accounts payable and accrued
liabilities of $2.9 million. Unless the Company is able to raise
significant capital ($1 million to $2.5 million) within the next
60 days, management believes that it is unlikely that the
Company will be able to meet its obligations as they become due
and to continue as a going concern. To meet this capital
requirement, the Company is evaluating various financing
alternatives including private offerings of the Company's
securities, other debt financings, collaboration and licensing
arrangements with other companies, and the sale of non-strategic
assets and/or technologies to third parties. Should the Company
be unable to meet its capital requirement through one or more of
the above-mentioned financing alternatives, the Company may file
for bankruptcy or similar protection under the 1978 Bankruptcy
Code.


SILVERADO GOLD: Auditor Morgan & Co. Airs Going Concern Doubt
-------------------------------------------------------------
Silverado Gold Mines Ltd., is engaged in the acquisition,
exploration and development of mineral properties in the State
of Alaska.  Silverado is currently actively engaged in mining
and development activities at its Nolan Gold Project.  The
Company's plan of operations is to commence gold extraction in
the summer of 2003 from ore that is currently being mined.  The
Company also plans to conduct further exploration of its Nolan
properties in 2003.  The Company is also seeking financing to
enable it to proceed with the construction of a commercial test
facility to establish the viability of the production of low-
rank coal-water fuel as a replacement for oil fired boilers and
utility generators.

Silverado was incorporated under the laws of British Columbia,
Canada, in June 1963.  Silverado operates  in the United States
through its wholly owned subsidiary, Silverado Green Fuel Inc.,
(formerly Silverado Gold Mines Inc.). Silverado Green Fuel Inc.
was incorporated in the State of Alaska in 1981.

Silverado's exploration and development activities are managed
and conducted by affiliated companies, Tri-Con Mining Ltd., Tri-
Con Mining Inc. and Tri-Con Mining Alaska Inc. pursuant to
written operating agreements. Each of Tri-Con, Tri-Con Mining
Inc. and Tri-Con Mining Alaska Inc. are privately owned
corporations controlled by Garry L. Anselmo, who is the
president, chief executive officer, chief  financial officer,
chairman and a director of Silverado.  

Revenue from gold sales decreased to $991 for the year ended
November 30, 2002, from $7,657 for the year  ended November 30,
2001.  Revenue in 2002 was attributable to sales of existing
gold inventory.

The Company anticipates that significant revenues will not be
achieved until the Company is able extract gold from current
production at the Nolan Gold Project. Revenues are planned to be
generated from gold extracted from the ore that is currently
being mined at the Nolan Gold Project. Extraction activities
will not commence until summer 2003 when available melt water
will allow the processing of ore to separate gold.  Revenues are
not anticipated to be realized until the Company's third quarter
at the earliest.  The Company cannot give forecasts to investors
as to the revenues that will be realized from gold recoveries
during fiscal 2003 due to the uncertainties of gold mining.  

The Company anticipates that it will not realize revenues during
the current fiscal year from the low-rank  coal-water fuel
component of its plan of operations.  The Company will not be
able to realize revenues from this business until the Company
has been able to proceed with the construction and operation of
a  commercial-scale demonstration facility for the low-rank
coal-water fuel technology.  There is no assurance that the
Company will be able to secure the financing necessary to
proceed with construction of this demonstration facility and,
or, that the demonstration facility will prove the commercial
viability of
the process.

Silverado's loss increased to $3,755,401 for the year ended
November 30, 2002 compared to $1,677,974 for  the year ended
November 30, 2001 representing an increase of $2,077,427, or
124%.  This increase in the  Company's loss was primarily
attributable to the increases in the Company's other expenses.  
The Company anticipates that it will continue to incur a loss
until such time as it can achieve significant revenues from
sales of gold processed from the Nolan Gold Project's gold sales
later in 2003.  While increase  revenues are anticipated in the
current fiscal year, revenues from the Nolan Gold Project will
be offset by mining and processing expenses that will be
triggered once the Company enters production at the Nolan Gold
Project.

Silverado had cash of $905,000 as of November 30, 2002, compared
to cash of $17,093 as of November 30, 2001.  The Company had a
working capital deficiency of $604,458 as of November 30, 2002,
compared to a working capital deficiency of $2,096,793 as of
November 30, 2001.  The decrease in the Company's working
capital deficiency was primarily the result of equity financings
completed during 2002.

The Company will require additional financing during the current
fiscal year due to the Company's current working capital
deficiency, its plan of operations for the Nolan Gold Project,
its planned exploration activities and its plan to re-submit a
grant application to the Department of Energy.  The Company is
able to proceed with its plan of operations for approximately
six months based on its current cash reserves.  While financing
requirements will be off-set by revenues generated from gold
sales, these revenues are not anticipated to cover all financing
requirements.  In addition, revenues will be subject to the
quantity of  gold recovered.

In an explanatory paragraph to the Auditors Report of Morgan and
Company, Chartered Accountants in Vancouver, Canada, dated
January 31, 2003, added for the benefit of readers in the United
States, the auditing firm said:  "In the United States,
reporting standards for auditors require the addition of
an explanatory paragraph (following the opinion paragraph) when
the financial statements are affected by conditions and events
that cast substantial doubt on the Company's ability to continue
as a going concern, such as those described in note 2(a) to the
financial statements. Our report to the shareholders dated
January 31, 2003, is expressed in accordance with Canadian
reporting standards which do not permit a reference to such
events and conditions in the auditor's report when these are
adequately disclosed in the  financial statements."

Note 2(a) reads:

"At November 30, 2002, the Company has a working capital
deficiency of $604,459 down from $2,096,793 at November 30,
2001, primarily as a result of increased funding from issuances
of common stock and a significant reduction of its debt. The
Company is in arrears of required mineral claims and option
payments for certain of its mineral properties at November 30,
2002, in the amount of $140,000 (2001 - $316,500)  and
therefore, the Company's rights to these properties with a
carrying value of $315,000 may be adversely affected as a result
of these non-payments. The Company understands that it is not in
default of the  agreements in respect of these properties."

"These financial statements have been prepared on a going
concern basis, which assumes the realization of assets and
settlement of liabilities in the normal course of business.  The
application of the going concern concept and the recovery of
amounts recorded as mineral properties and the capital assets
are dependent on the Company's ability to obtain additional
financing to fund its operations and acquisition,  exploration
and development activities, the discovery of economically
recoverable ore on its properties, and the attainment of
profitable operations."


SLATER STEEL: Reports Weaker Results for Fiscal 2002 and Q4
-----------------------------------------------------------
Slater Steel Inc., reported net earnings of $487,000 for the
year ended December 31, 2002. This compares to net earnings of
$9.2 million in fiscal 2001. For fiscal 2002, the Company
recorded a loss from continuing operations of $2.6 million
versus earnings from continuing operations of $5.4 million in
the prior year.

"Although Slater's 2002 financial performance was negatively
impacted by the sluggish economy and high levels of imports, we
continued to take steps to strengthen the Company's long term
competitive position," said Paul A. Kelly, president and chief
executive officer, Slater Steel Inc. "We continued to
aggressively manage controllable costs and focus on optimizing
our core steel making assets which led to the divestiture of
Renown Steel, a non-core asset, and the acquisition of Slater
Lemont, which provides the Company with a strategic and cost
effective platform for growth."

For the three months ended December 31, 2002, Slater Steel
reported a loss of $6.9 million from continuing operations,
which includes a $4.3 million restructuring charge related to
the closure of the "10-1" bar mill at Atlas Specialty Steels. In
the corresponding quarter in 2001, net earnings from continuing
operations were $0.8 million.

Mr. Kelly stated that a steep decline in shipments in December,
together with increased production curtailments to align
inventory with market conditions which the Company previously
announced it would take contributed to the Company's weak
financial performance in the fourth quarter.

Fiscal 2002 earnings before special charges, interest, taxes,
depreciation and amortization and discontinued operations were
$24.4 million, compared to $38.7 million in the prior year. For
the three months just ended, earnings before special charges,
interest, taxes, depreciation and amortization and discontinued
operations were $1.8 million, versus $9.1 million in the prior
year period.

Consolidated sales for the 12 months ended December 31, 2002
were $691.9 million, compared to $705.3 million in the 12-month
period in 2001. For the quarter ended December 31, 2002,
consolidated sales were $162.6 million, compared to $166.1
million in the corresponding period a year earlier.

For the 12 months ended December 31, 2002, cash flow from
continuing operations, before changes in working capital,
totaled $5.5 million. An increase in working capital
requirements consumed $9.5 million, principally as a result of
rising nickel and scrap costs. In the comparable 12-month period
in 2001, cash flow from continuing operations, before changes in
working capital, was $2.2 million and working capital provided a
further $41.9 million.

At December 31, 2002, the Company's net debt was $164.7 million,
down from $168.5 million at the end of the third quarter in
2002. At the end of fiscal 2001, net debt was $210.4 million.

At the end of fiscal 2002, Slater's net debt to capitalization
was 38%, down from 51% a year earlier. At December 31, 2002, the
Company's available credit facilities totaled $191.0 million.

For the year ended December 31, 2002, the stainless segment
recorded earnings of $2.1 million, down from $22.9 million a
year earlier. In the fourth quarter of 2002, the segment posted
a loss of $3.4 million before special charges, compared to
earnings of $5.9 million in the comparable quarter a year
earlier. The segment's weak operating performance is
attributable to suppressed demand due to poor market conditions
and high levels of imports. In addition, the segment's fourth
quarter 2002 results were unfavourably affected by production
outages.

The shutdown of one of the two rolling mills at Atlas Specialty
Steels is part of the Company's ongoing rationalization program
targeted at improving operational efficiencies, optimizing
assets and reducing costs at its stainless steel bar facilities.
The closure will take place in the second quarter of 2003 and
will result in annualized savings at a run rate of $6.0 - $8.0
million by the end of fiscal 2003. On February 16, 2002,
production and maintenance workers at Atlas Specialty Steels
ratified an agreement extending their labour contract to
September 2006. The contract provides for added workforce
flexibility and a range of productivity improvements focused on
further lowering costs.

The specialty carbon steel group reported segmented earnings of
$11.5 million for fiscal 2002, compared to $5.9 million in the
12 months of 2001. Profitability in this segment in 2001 was
adversely affected by a 31-day work stoppage at Hamilton
Specialty Bar. For the three months ended December 31, 2002,
this segment recorded earnings of $2.6 million, down from $3.0
million in the corresponding quarter in 2001.

The rolling mill at Slater Lemont was recommissioned late in the
fourth quarter of 2002. Slater Lemont was acquired in the third
quarter of 2002 for US$7.0 million. The facility had been idle
since February 2001. In the first quarter of 2003, Slater
successfully commenced trials on various sizes and shapes of
specialty products.

Currently, rising commodity costs - specifically natural gas,
nickel, scrap and electricity, all key inputs in the steel
making process - are increasingly impacting Slater Steel's
liquidity. As previously disclosed, Slater Steel is in
negotiations with lenders regarding the refinancing of its debt.
To ensure its liquidity needs are addressed, the Company is
seeking to increase its available borrowing as part of such
negotiations.

Slater Steel Inc. common shares are listed on The Toronto Stock
Exchange and trade under the symbol SSI. At December 31, 2002,
Slater Steel reported 15,114,895 common shares outstanding.

Slater Steel is a mini mill producer of specialty steel
products. The Company manufactures and markets bar and flat
rolled stainless steels, carbon and low alloy steel bar
products, vacuum arc and electro slag remelted steels, mold,
tool and die steels and hollow drill and solid mining steels.
The Company's mini mills are located in Fort Wayne, Indiana;
Lemont, Illinois; Hamilton and Welland, Ontario; and Sorel-
Tracy, Quebec.

As reported in Troubled Company Reporter's February 4, 2003
edition, Slater Steel Inc., announced that on December 20,
2002 that it obtained a waiver of any default of its financial
covenants up to March 31, 2003, and was required to secure
binding commitments by January 31, 2003, to enable the Company
to repay a significant portion of its credit facilities.  The
Company also said in December that it was in advanced
negotiations with lenders to secure an asset-based working
capital facility of not less than $200 million and a term
facility of $50 million.

Slater Steel's bankers waived the requirement that the Company
secure binding commitments for new credit facilities by
January 31, 2003 to allow it time to complete negotiations with
lenders. In waiving this condition, the bankers require that
Slater Steel deliver a binding commitment letter providing for a
refinancing of the Company's credit facilities by March 31,
2003.

The Company stated that it continues in advanced negotiations
with lenders regarding the refinancing of its debt and that it
intends to, and believes that it will, satisfy this requirement
by securing new facilities to repay outstanding debt, or by
restructuring its current credit agreement with its existing
bankers.


SOLECTRON CORP: Will Publish Fiscal Q2 Results on Mar. 20, 2003
---------------------------------------------------------------
Solectron Corporation (NYSE:SLR), a leading provider of
electronics manufacturing and supply-chain management services,
will announce its second quarter fiscal 2003 earnings at 1:01
p.m. PT/4:01 p.m. ET on Mar. 20, immediately after the market
closes. You are invited to listen to the company's regularly
scheduled conference call live on the Internet.

The news release and market-specific information about the
company's earnings will be posted by 1:30 p.m. PT/4:30 p.m. ET
on the company's Web site at http://www.solectron.com/investor

What:        Solectron Corporation Q2 Fiscal 2003 Earnings
             Conference Call and Webcast

When:        Thursday, Mar. 20 - 1:30 p.m. PT/4:30 p.m. ET

Web address:
   http://www.corporate-ir.net/ireye/ir_site.zhtml?ticker=
             SLR&script=1010&item_id=720183

             (Due to the length of this URL, it may be necessary
             to copy and paste this hyperlink into your Internet
             browser's URL address field.)

How:         If you choose to listen live over the Internet, log
             on to the Web at the address above. You may
             register for the call on this Web site anytime
             prior to Thursday, Mar. 20 - 1:30 p.m. PT/4:30 p.m.
             ET.

Playback:    If you are unable to participate during the live
             Webcast, the call will be archived at
             http://www.solectron.com/investor

             A taped replay will also be available Mar. 20, one
             hour after the conclusion of the call, through
             Mar. 27. To access the replay, call (800) 642-1687
             from within the United States, or (706) 645-9291
             from outside the United States, and specify
             password "8374874."

Solectron -- http://www.solectron.com-- provides a full range  
of global manufacturing and supply-chain management services to
the world's premier high-tech electronics companies. Solectron's
offerings include new-product design and introduction services,
materials management, high-tech product manufacturing, and
product warranty and end-of-life support. Solectron, based in
Milpitas, Calif., is the first two-time winner of the Malcolm
Baldrige National Quality Award. The company had sales of $12.3
billion in fiscal 2002.

As reported in Troubled Company Reporter's February 17, 2003
edition, Fitch Ratings assigned a 'BB+' senior secured rating to
Solectron Corporation's new bank credit facility. Solectron's
'BB' senior unsecured debt and 'B+' Adjustable Conversion Rate
Equity Security Units are affirmed. The Rating Outlook remains
Negative.

Solectron recently announced a new $450 million senior secured
credit facility consisting of a $200 million 364-day revolver
facility and a $250 million multi-year facility due 2005. The
company's previous facility was $500 million. The new facility
is secured by the company's domestic assets and benefits from a
covenant package that limits excess leverage, protects against
ongoing operating losses, and requires a minimum liquidity
profile. Fitch's rating of the secured bank facility also
recognizes the senior position the facility has in the company's
capital structure and the large amount of capital junior to the
bank facility. If fully drawn, Fitch estimates the senior
secured credit facility would represent approximately 10% of the
company's capital structure.

The company's ratings continue to reflect the challenging demand
environment for technology, especially telecommunications,
pricing pressures for printed circuit board fabrication, lower
but improved capacity utilization levels, and event risk of
restructuring programs. The ratings also consider Solectron's
top-tier position in the electronic manufacturing services
industry, consistent operating cash flow and free cash flow,
diversity of end-markets and geographies, altered capital
structure, solid cash position, and recent working capital
improvements (mostly from increased inventory turns) albeit in
an industry downturn. The Negative Rating Outlook indicates that
if adverse market conditions persist, outsourcing contracts do
not materialize from new customers, the company makes
significant cash acquisitions, or if it is unsuccessful in
execution of announced restructurings, the ratings may be
negatively impacted.


TENFOLD CORP: Executes Pact to Retire Equipment Leasing Debt
------------------------------------------------------------
TenFold(R) Corporation (OTC Bulletin Board: TENF), provider of
the Universal Application(TM) platform for building and
implementing enterprise applications, recently executed
agreements with its two major equipment leasing vendors to buy
out and retire their equipment lease debt.

As a consequence of rapid growth during 1998 and 1999, TenFold
acquired substantial, but now unneeded, personal and server
computing assets under intermediate-term leases with a remaining
debt balance of approximately $2.9 million.  TenFold and its
lessors reached a confidential settlement for a cash payment
from TenFold to retire that debt.  As part of the settlement,
TenFold is also returning unused equipment.

"Retiring our equipment leasing debt is another huge step for
us," said Dr. Nancy Harvey, TenFold's President and CEO.  "These
agreements allow us to buy out our debt, return our inventory of
unused, excess equipment, and reduce our monthly expenses.  We
are grateful for the support of our IT lessors and are extremely
pleased to resolve these significant liabilities."

"This set of transactions is a resounding credit to Nancy and
her management team and to the professionalism of our lessors,"
said Rick Bennett, TenFold Board Member and Audit Committee
Chairman.  "Eliminating debt improves the balance sheet, reduces
monthly costs, frees management to run the business, and gives
our great lessors the best return possible in today's
environment.  It's just a big win all around."

TenFold (OTC: TENF.OB) licenses its breakthrough, patented
technology for applications development, the Universal
Application(TM), to organizations that face the daunting task of
replacing obsolete applications or building complex applications
systems.  Unlike traditional approaches, where business and
technology requirements create difficult IT bottlenecks,
Universal Application technology lets a small, business team
design, build, deploy, maintain, and upgrade new or replacement
applications with extraordinary speed and limited demand on
scarce IT resources.  For more information, call (800) TENFOLD
or visit http://www.10fold.com

                         *     *     *

On February 10, 2003, TenFold Corporation dismissed its
independent accountant, KPMG LLP, and engaged the services of
Tanner + Co., as the Company's new independent accountant for
its last fiscal year ending December 31, 2002 and its current
fiscal year ending December 31, 2003. The Audit Committee of the
Company's Board of Directors approved the dismissal of KPMG and
the appointment of Tanner as of February 10, 2003.

KPMG's audit report on such financial statements as of and for
the fiscal year ended December 31, 2001 contained a separate
paragraph stating, in relevant part:  "The accompanying
consolidated financial statements and related financial
statement schedule have been prepared assuming that the Company
will continue as a going concern. The Company suffered a
significant loss from operations during the year ended December
31, 2001, has a substantial deficit in working capital and
stockholder's equity at December 31, 2001, had negative cash
flow from operations for the year ended December 31, 2001 and is
involved in significant legal proceedings that raise substantial
doubt about its ability to continue as a going concern."


THERMOVIEW IND.: Court Judgment Favors Plaintiff Nelson Clemmens
----------------------------------------------------------------
On February 26, 2003, the Jefferson Circuit Court issued an
order of summary judgment in favor of the plaintiff, Nelson E.
Clemmens, in the civil action styled Nelson E. Clemmens v.
ThermoView Industries, Inc., Civil Action No. 01-CI-07901
(Jefferson Circuit Court, November 19, 2001).  This action
alleged claims against ThermoView in connection with the April
2000 amendment to ThermoView's previous bank debt with PNC Bank,
in which Stephen A. Hoffmann, Richard E. Bowlds, Nelson E.
Clemmens and Douglas I. Maxwell, III  guaranteed $3,000,000 of
ThermoView's PNC Bank debt.  In January 2001, PNC seized the
collateral pledged as security by the guarantors for the loan
guaranty.  Clemmens sought a judicial determination that
ThermoView's March 2001 assignment of the underlying debt
relieved him of a contractual obligation to refrain from
asserting a claim of repayment until the debt was ultimately
satisfied.

On September 30, 2002, the Jefferson Circuit Court issued an
order of summary judgment stating that Clemmens could not assert
a claim for repayment until the debt was ultimately satisfied.  
Clemmens filed a motion seeking to vacate the  September 30,
2002 ruling in ThermoView's favor. On February 26, 2003, the
Jefferson Circuit Court reversed the previous judgment granted
to ThermoView and awarded judgment to Clemmens against
ThermoView.  The February 26, 2003 judgment issued by the court
allows Clemmens to seek collection against ThermoView for the
loss of collateral in the amount of $500,000 plus interest at
the rate of 10% annually beginning May 1, 2000.  ThermoView
plans to seek an additional reconsideration with the Jefferson
Circuit Court of the February 26, 2003, ruling, and to seek a
reversal of this ruling on appeal, if necessary.  While the  
obligation to Clemmens is reflected on ThermoView's balance
sheet as a long term liability, an adverse final determination
of the Company's position regarding this matter could have a
material adverse effect on its cash flow.

Headquartered in Louisville, ThermoView Industries, Inc.,
reaches consumers in 16 states, from California to Ohio and
North Dakota to Missouri, and in major metropolitan areas
including Los Angeles, Chicago and St. Louis. The company
designs, manufactures, markets, and installs home improvements
in the $200 billion home improvement/renovation industry.

                           *    *    *

In its latest Form 10-Q delivered to the Securities and Exchange
Commission, the company states:

      Under our  financing  arrangements,  substantially  all of
      our  assets  are pledged as collateral.  We are required
      to maintain certain financial ratios and to comply with
      various other covenants and  restrictions  under the terms
      of the financing agreements,  including restrictions as to
      additional  financings,  the payment  of  dividends  and  
      the  incurrence  of  additional  indebtedness.   In      
      connection with waiving defaults at June 30, 2000, PNC
      Bank required us to repay $5 million of our $15 million
      credit facility with them by December 27, 2000. We were
      unable to make the required  December 27, 2000  payment,  
      violated  various other covenants, and were declared in
      default by PNC Bank in early January 2001. The declaration  
      of default by PNC Bank also served as a  condition  of
      default under the senior  subordinated  promissory  note
      to GE  Equity.  GE Equity and a group of our officers and
      directors in March 2001  purchased  the PNC note,  and
      all defaults relating to the GE Equity note and the
      purchased PNC Bank note were waived.

      If we default in the future under our debt  arrangements,  
      the lenders can, among other items,  accelerate  all
      amounts owed and increase  interest rates on our debt.  An
      event of  default  could  result  in the loss of our  
      subsidiaries because  of the  pledge  of our  ownership  
      in  all of our  subsidiaries  to the lenders.  As of
      September  30, 2002, we are not in default under any of
      our debt arrangements.

      We  believe  that our cash flow from  operations  will
      allow us to meet our anticipated needs during at least the
      next 12 months for:

           *    debt service requirements;

           *    working capital requirements;

           *    planned property and equipment capital
                expenditures.

           *    expanding our retail segment

           *    offering new technologically improved products
                to our customers

           *    integrating more thoroughly the advertising and
                marketing  programs of our regional subsidiaries
                into a national home-remodeling business

      We also believe in the longer term that cash will be
      sufficient to meet our needs.  However,  we do not expect
      to continue our acquisition  program soon. In October
      2002, we opened a new retail sales office in Phoenix,  
      Arizona,  and are working to open two new retail  offices  
      in  Nebraska  or Iowa and in a southern state in 2003.


TYCO INT'L: New Ten-Member Board Elected at Annual Meeting
----------------------------------------------------------    
Tyco International Ltd., (NYSE - TYC, BSX - TYC, LSE - TYI)
reported on the results of the Company's Annual General Meeting
of shareholders at which a new ten-member Board was elected and
a number of shareholder proposals were voted upon.

Chairman and CEO Ed Breen said, "I am extremely pleased with the
quality of Tyco's newly constituted Board.  This Board is
composed of world-class business leaders who are strategic
thinkers and people of integrity.  They represent the brighter
future that lies ahead for Tyco -- a future built on integrity,
credibility and a commitment to delivering shareholder value."

Mr. Breen continued, "Among the priority issues that will be
reviewed by the Board over the next year is the question of
whether Tyco should be reincorporated in the U.S.  I am
gratified that the majority of Tyco shareholders voted with
management's recommendations that the new Board be given the
time and responsibility to study this question seriously.  The
Board is committed to looking closely at Tyco's jurisdiction of
incorporation, and we will make a decision based on what is best
for overall shareholder value."

Mr. Breen added:  "We understand the concerns behind the vote in
support of the shareholder proposal to limit severance
agreements, and we agree with the spirit of the proposal. In the
year ahead, the new Board will carefully consider implementing a
new severance policy as part of its review of Tyco's governance
program."
    
                      Board of Directors      

Tyco's ten-member Board includes Mr. Breen, five existing
directors who were named to the Board since Mr. Breen's
appointment last July, and four new members who previously had
not served on the Board.
    
The four new members are:
    
    -- Dennis C. Blair, Retired Commander-in-Chief of the U.S.
       Pacific Command;

    -- H. Carl McCall, Former Comptroller of the State of New
       York;

    -- Brendan R. O'Neill, Chief Executive of Imperial Chemical
       Industries PLC;

    -- Sandra S. Wijnberg, Senior Vice President and Chief
       Financial Officer at Marsh & McLennan Companies, Inc.
    
In addition to Mr. Breen, the other Board members are:
    
    -- John A. Krol, Lead Director of Tyco and Former Chairman
and CEO of E. I. DuPont de Nemours and Company;

    -- George W. Buckley, Chairman and CEO of Brunswick
       Corporation;

    -- Bruce S. Gordon, President of Retail Markets at Verizon
       Communications;

    -- Mackey J. McDonald, Chairman, President and CEO of VF
       Corporation;

    -- Jerome B. York, Chairman, President and CEO of Micro
       Warehouse, Inc.
    
Voting Results

Approximately 87% of the company's outstanding common shares
were present, either in person or by proxy.  The results of the
votes cast at today's Annual General Meeting are as follows (all
percentages are approximate):
    
    -- Proposal Number One: To elect the nominated slate of
       candidates to the Board of Directors.  Each of the
       directors nominated for election was elected and received
       more than 94% of the votes cast.
    
    -- Proposal Number Two:  To appoint PricewaterhouseCoopers
       LLP as Tyco's independent auditors and authorize the
       Audit Committee of the Board of Directors to set the
       auditors' remuneration.

       For:  77.0%
       Against:  23.0%
    
    -- Proposal Number Three:  To increase the number of
       authorized common shares from 2,500,000,000 to
       4,000,000,000 and to amend Tyco's bye-laws to reflect
       such increase.

       For:  86.5%
       Against:  13.5%
    
    -- Proposal Number Four:  To institute a policy that would
       require Tyco to phase out production of PVC-containing
       and phthalate-containing medical products.

       For:  2.9%
       Against:  97.1%
    
    -- Proposal Number Five:  To require certain future
       severance agreements for executives to be approved by
       shareholder vote.

       For:  57.7%
       Against:  42.3%
    
    -- Proposal Number Six:  To require executive compensation
       stock options be linked to an industry peer group stock
       performance index.

       For:  11.1%
       Against:  88.9%
    
    -- Proposal Number Seven:  To require a change in Tyco's
jurisdiction of incorporation from Bermuda to Delaware.

       For:  26.4%
       Against:  73.6%
    
    -- Proposal Number Eight:  To amend the bye-laws to require
that an independent director who has not served as chief
       executive officer of the company shall serve as Chairman
of the Board of Directors.

For:  33.1%
       Against:  66.9%
    
    -- Proposal Number Nine:  To adopt a policy that in the
future Tyco's independent accountants will only supply
audit services and not supply any other services.

       For:  10.3%
       Against:  89.7%
    
Tyco International Ltd. is a diversified manufacturing and
service company.  Tyco is the world's largest manufacturer and
servicer of electrical and electronic components; the world's
largest designer, manufacturer, installer and servicer of
undersea telecommunications systems; the world's largest
manufacturer, installer and provider of fire protection systems
and electronic security services and the world's largest
manufacturer of specialty valves.  Tyco also holds strong
leadership positions in medical device products, and plastics
and adhesives.  Tyco operates in more than 100 countries and had
fiscal 2002 revenues from continuing operations of approximately
$36 billion.

Tyco International Ltd.'s December 31, 2002 balance sheet shows
a working capital deficit of about $3 billion.


UNIROYAL: Retirees' Committee Turns to Exec. Sounding for Advice
----------------------------------------------------------------
The Official Committee of Retirees of Uniroyal Technology
Corporation and its debtor-affiliates sought and obtained
approval from the U.S. Bankruptcy Court for the District of
Delaware to employ Executive Sounding Board Associates, Inc., as
its Financial Advisor, nunc pro tunc to December 9, 2002.    

Executive Sounding's hourly billing rates are:

     Managing Directors/Vice Presidents       $295 - $365
     Senior Consultants                       $250 - $315
     Associate Professional and Consultants   $75 - $250

The services that the Committee request Executive Sounding to
perform include:

     a) reviewing and analyzing the operational and financial
        condition of the Debtors' businesses and monitor the
        Debtors' financial performance;

     b) assisting the Committee in evaluating the impact the
        various transactions proposed by the Debtors will have
        on the retirees and if necessary, assist in preparing
        appropriate responses;

     c) valuing the business for use in support of negotiations
        of any proposed sale of assets or a plan of
        reorganization;

     d) assisting counsel in identifying and evaluating
        avoidance actions;

     e) developing and evaluating alternatives to maximize asset
        recoveries;

     f) participating in Court hearings and, if necessary,
        provide expert testimony in connection with any hearings
        before the Court; and

     g) providing such other services, as requested by the
        Committee or its counsel.

Uniroyal Technology Corporation and its subsidiaries are engaged
in the development, manufacture and sale of a broad range of
materials employing compound semiconductor technologies, plastic
vinyl coated fabrics and specialty chemicals used in the
production of consumer, commercial and industrial products.  The
Company filed for chapter 11 protection on August 25, 2002
(Bankr. Del. Case No. 02-12471).  Eric Michael Sutty, Esq., and
Jeffrey M. Schlerf, Esq., at The Bayard Firm represents the
Debtors in their restructuring efforts.  When the Debtors filed
for protection from its creditors, it listed $85,842,000 in
assets and $68,676,000 in debts.


UNITED AIRLINES: February 2003 Load Factor Climbs to 70.2%
----------------------------------------------------------
United Airlines' (NYSE: UAL) total scheduled revenue passenger
miles and passenger load factor rose slightly in February vs.
the comparable month in 2002, with the strongest performance
coming from its North American markets.  In addition, United
boarded over 4.8 million passengers in February 2003, up 2.6%
from the year before.

United Airlines was rated number one in on-time performance for
all of 2002 and for January 2003.

United operates more than 1,700 flights a day on a route network
that spans the globe.  News releases and other information about
United can be found at the company's Web site at
http://www.united.com


UNITED AIRLINES: U.S. Bank Wants to Exercise Remedies as Trustee
----------------------------------------------------------------
U.S. Bank, as Trustee, holds a security interest in Aircraft
Equipment leased to Air Wisconsin, Inc., a Debtor in the Chapter
11 cases of United Airlines Inc., and its debtor-affiliates. Air
Wisconsin subleases the Equipment to Air Wisconsin Airlines
Inc., a non-debtor.  Based on the terms of the subleases and
security documents, upon default by Air Wisconsin, the Trustee
has the right to direct AWAC to make rental payments under the
subleases directly to the Trustee.  However, since the Petition
Date, AWAC has made payments to Air Wisconsin, but Air Wisconsin
has not been forwarding them to the Trustee.  The Trustee has
not consented and the Court has not authorized the Debtors to
use these funds as cash collateral.  The Debtors have also
failed to provide adequate protection.

Accordingly, U.S. Bank asks the Court to:

    -- modify the automatic stay to direct sublease payments
       owing to Air Wisconsin be made directly to the Trustee,
       and

    -- require the Debtors to account for and turnover to the
       Trustee payments received under the sublease.

Ronald Barliant, Esq., at Goldberg, Kohn, Bell & Black, asserts
that cause exists to modify the automatic stay to permit the
Trustee to exercise its remedies.  In addition, the Debtors
should be required to account for and turnover all cash
collateral in their possession which the Trustee has an
interest. (United Airlines Bankruptcy News, Issue No. 11;
Bankruptcy Creditors' Service, Inc., 609/392-0900)   

United Airlines' 10.670% bond due 2004 (UAL04USR1), DebtTraders
says, are trading at 4 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=UAL04USR1for  
real-time bond pricing.


WALTER INDUSTRIES: S&P Assigns BB Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' corporate
credit rating to Walter Industries Inc., and its preliminary
'BB' rating to the company's proposed $500 million senior
secured credit facility. The outlook is stable.

Proceeds of the proposed credit facility will be used to
refinance approximately $300 million in existing bank debt and
to fund working capital needs.

The ratings reflect a financial profile that is conservative
relative to similarly rated industrial companies as well as the
varying degrees of competitive strength associated with several
of the company's core businesses. These core businesses have
historically produced positive free cash flow. However, several
of the company's non-core businesses produce commodity items
that are subject to cyclical swings in demand and face
competitive pricing pressures, lending a degree of volatility to
that positive free cash flow. Management's stated intention to
narrow the company's focus and grow fewer, more profitable
businesses should improve the company's business risk profile in
the longer term.

Tampa, Florida-based WLT is a diversified company with five
operating segments: homebuilding, financing, industrial
products, carbon and metals, and natural resources. In 2002,
revenues from the combined businesses totaled just more than
$1.9 billion. Historically, WLT had operated as a holding
company with disparate businesses, which generally did not enjoy
meaningful synergies or share a common corporate culture.
Following the death of founder Jim Walter in 2000, and the
subsequent retirement of his successor, the board of directors
revamped the senior management team, installing Don DeFosset as
chief executive officer. The new team acknowledges the
challenges presented by a relatively complex business profile
and a small market capitalization (approximately $427 million),
and is striving to streamline their business model, focusing
ultimately on the more profitable homebuilding, financing, and
U.S. Pipe businesses.

Jim Walter Homes Inc., and its related homebuilding subsidiaries
($270 million revenues, $22 million EBITDA, and 8% margin,
before consolidating adjustments) operate in a unique niche,
constructing 4,267 homes primarily on scattered customer-owned
lots in 2002. Competitive advantages include less-cyclical
demand for its affordable product (average price of $63,000);
limited competition from large, well-capitalized public
homebuilders; and materially lower capital requirements relative
to conventional subdivision developers. However, homebuilding
operating margins (approximately 7% in 2002) have historically
been low due to the considerable inefficiencies of "on-your-lot"
construction. More recently, the company has begun to leverage
its core expertise with modest amounts of speculative home
construction as well as an entr,e into traditional subdivision
development. Subdivisions will use land that WLT already owns.
Standard & Poor's acknowledges that this strategy requires a
relatively modest amount of incremental capital and should
improve efficiencies and operating margins, while modestly
broadening the customer base.

The financing segment ($241 million sales, $62 million EBITDA,
and 26% margin) was established in 1958 primarily to purchase
and service non-conforming mortgages originated by the
homebuilding group. Because most of JWH's customers do not
qualify for conventional mortgages, Mid-State Homes Inc. (MSH)
finances 92% of the company's homebuilding sales and currently
has approximately 54,000 portfolio customers and $1.7 billion of
installment notes receivable. Most of the financing segment's
profit is derived from the spread between the interest earned on
the installment notes receivable and the interest expense on
subsequently issued securities backed by these installment
notes. Competitive advantages for MSH include the high
collateral backing of its installment notes receivable and an
experienced servicing department. These attributes have resulted
in an impressive track record of relatively low delinquency
rates for the loan quality (7.6% total; 4.7% over 90 days) and
manageable net charge offs (0.7% or $12.4 million in 2002). In
support of JWH's subdivision and speculative home initiatives,
WLT established Walter Mortgage Co. in 2002, which provides
customers with the option of financing both land and the home,
and also provides existing portfolio customers with the option
of refinancing their mortgages. Initial returns for WMC should
be expected to be somewhat lower than those of MSH due to the
different borrower profile and greater competition from
traditional lenders.

Industrial products ($691 million sales, $77 million EBITDA, and
11% margin), operating primarily through the USP subsidiary,
produces ductile iron pipe, fire hydrants, valves, and fittings.
These businesses are modestly cyclical (as they are, to some
extent, tied to new commercial and industrial construction),
moderate in size (the pipe sector being the largest at $1.2
billion), and capital intensive. Although the pipe market,
which accounts for roughly 80% of USP's sales, is consolidated,
recent price competition has been fierce, which pressured
profitability in 2002. Competitive advantages for the firm
include its leading share (31%) of the pipe market, its good
distribution channels, and safety record relative to some of the
other leading players. Industrial products also include JW
Aluminum Co., a producer of niche products that may be subject
to cyclical swings in demand and highly competitive pricing.
Though profitable, management considers this a non-core
business.

Other non-core businesses include carbon and metals, which is
subject to a highly competitive and volatile pricing
environment; and the natural resources segment, which extracts
and markets coal and methane gas. Though profitable, management
intends to divest of these businesses when markets are more
favorable. These combined businesses account for roughly $750
million in sales, $63 million in EBITDA, and generate an 8%
margin).

WLT maintains a moderately conservative financial profile
relative to the overall rating. Total debt-to-EBITDA (after
adjusting for the captive finance subsidiary and operating lease
obligations) is 1.5x and should continue to strengthen as
expectations for moderate growth in earnings and modest debt
amortization enable a moderation in adjusted leverage (54%
debt/total capital). EBITDA/interest coverage measures have been
improving, benefiting from lower corporate debt levels and a
reduction in variable interest rates. These measures, after
adjusting for the captive finance subsidiary, have shown marked
improvement, rising from 3.9x in 2001 to 5.0x in 2002. Risks
associated with the variable interest rate nature of the
corporate debt should be offset by a continued modest reduction
in both absolute and relative amounts of that debt.

                          LIQUIDITY

Liquidity benefits from solid free cash flow, adequate bank line
capacity, and the company's history of successfully securitizing
its installment notes receivable. WLT has historically generated
positive free operating cash flow, after approximately $70
million to $90 million in annual capital expenditure
requirements (roughly 40% of which are in support of businesses,
which management hopes to eventually divest). This cash flow
($59 million in 2002) has been relatively healthy but somewhat
erratic, having been impacted in recent years by swings in
profitability of the non-core businesses. The company is
presently negotiating a new $500 million senior-secured credit
facility, which will refinance approximately $300 million of
outstanding bank debt (due October 2003) and fund working
capital needs.

                      OUTLOOK: STABLE

The present rating is supported by the company's well-seasoned
and competitively positioned core businesses. An improvement in
the existing ratings would be driven by the successful
implementation of the company's strategy to streamline its
business model. Progress towards these goals will be measured by
the company's ability to profitably reinvest proceeds from
divestitures into core businesses, while preserving its
relatively conservative financial profile.


WHEELING-PITTSBURGH: Committees' Kroll Zolfo Engagement Approved
----------------------------------------------------------------
The Official Committee of Unsecured Noteholders of Pittsburgh-
Canfield Corporation and the Official Committee of Unsecured
Trade Creditors of Pittsburgh-Canfield Corporation in the
Chapter 11 cases of Wheeling-Pittsburgh Steel Corp., and its
debtor-affiliates sought and obtained Judge Bodoh's approval of
an order authorizing their employment and retention, nunc pro
tunc to September 6, 2002, of Kroll Zolfo Cooper LLC, as
successors in interest to Zolfo Cooper LLC. Kroll will serve as
the Committees' bankruptcy consultants and special financial
advisors.

In January 2001 the Committees filed a joint application seeking
retention of Zolfo Cooper LLC to provide special financial
advisory and bankruptcy consulting services to the Committees,
which was granted.  Since December 27, 2000, Zolfo Cooper LLC
has been providing the Committees with advisory and consulting
services.

In September 2002, Zolfo Cooper LLC closed on a transaction
whereby all of the membership interests of Zolfo Cooper
Management LLC, and Zolfo Cooper Capital LLC, were transferred
to Zolfo Cooper LLC.  The members of Zolfo Cooper LLC then
transferred all of the membership interests in that company to
Kroll, Inc., a publicly traded Delaware corporation, as the
result of which Zolfo Cooper LLC is a wholly-owned, first-tier
subsidiary of Kroll, Inc. (Wheeling-Pittsburgh Bankruptcy News,
Issue No. 35; Bankruptcy Creditors' Service, Inc., 609/392-0900)  


WORKFLOW MANAGEMENT: Will Publish Q3 Earnings on Thursday
---------------------------------------------------------
Workflow Management Inc. (NASDAQ: WORK) will release its third
quarter earnings on Thursday, March 13, 2003 before the markets
open.

A conference call to discuss third quarter financial results
will be held at 11:00 EST that same day. Jerry Mahoney, Interim
Chief Executive Officer, and Mike Schmickle, Chief Financial
Officer, will host the call.

The call will be broadcast live over the Internet and can be
accessed at http://www.workflowmanagement.com To listen to the  
call, go to the web site at least 10 minutes before the call to
register and for instructions on how to access the broadcast.

The conference call number is (888) 694-4502; please call
approximately 5 minutes in advance to ensure that you are
connected prior to the presentation.

International callers should dial (973) 935-8511.

A replay of the conference call will be available approximately
one hour after the conclusion of the conference call. The replay
may be accessed by telephone by calling (877) 519-4471 for calls
originating within the United States or (973) 341-3080 for
international calls. The password is 3779501# and the replay
will be available through 5:00 p.m. EST, on April 4, 2003.

Workflow Management, Inc., is a leading provider of end-to-end
print outsourcing solutions. Workflow services, from production
of logo-imprinted promotional items to multi-color annual
reports, have a reputation for reliability and innovation.
Workflow's complete set of solutions includes document design
and production consulting; full-service print manufacturing;
warehousing and fulfillment; and iGetSmart(TM) - the industry's
most comprehensive e-procurement, management and logistics
system. Through custom combinations of these services, the
Company delivers substantial savings to its customers -
eliminating much of the hidden cost in the print supply chain.
By outsourcing print-related business processes to Workflow,
customers streamline their operations and focus on their core
business objectives. For more information, go to
http://www.workflowmanagement.com

                         *     *     *

As reported in Troubled Company Reporter's December 27, 2002
edition, the Company announced it was in the process of
finalizing a new long-term relationship with its lending group
and looks forward to completing that process by January 15,
2003, the end of the current waiver period. The goal was to
stabilize the Company's relationship with its lenders and
strengthen its balance sheet.


WORLD HEART: December Balance Sheet Upside Down by C$47 Million
---------------------------------------------------------------
World Heart Corporation (TSX: WHT, OTCBB: WHRTF) announced its
2002 year-end results. Revenues rose 22%, loss declined 24%, and
cash used in operations declined 47%.

WorldHeart is a global medical device company, focused on
delivery of pulsatile ventricular assist devices to support
patients suffering from end-stage heart failure. All revenues
for 2002 were generated by the sales of Novacor(R) LVAS (left
ventricular assist system) and related equipment. Sales of
Novacor(R) LVAS were slow in Europe during the first half, but
were strong during the second half after introduction of the
enhanced ePTFE inflow conduit. Sales in Canada and Japan were up
by 12 times 2001 levels, accounting for just less than 20% of
total sales.

In the U.S., Destination Therapy Premarket Approval (PMA) was
filed for Novacor(R) LVAS on November 22, 2002, with a decision
expected this year. A PMA Supplement for the enhanced ePTFE
conduit was submitted in June 2002, and approved in January
2003.  U.S. sales were down by approximately 2% for the
year, and are expected to show strength with availability of the
enhanced conduit in 2003.

Novacor PLUS enhancements, providing smaller, lighter and more
convenient external components for Novacor(R) LVAS, were
approved for sale in Europe. Shipments of equipment were not
substantially affected by the Novacor PLUS approval, which will
be felt in sales during 2003.

In August, the original HeartSaverVAD(TM) program was integrated
with technologies acquired with Novacor(R) LVAS and Novacor II
to create the next-generation HeartSaverVAD(TM).
HeartSaverVAD(TM) will be unique because it will be both small
(approximately 350 ml) and provide pulsatile blood flow. Like
WorldHeart's Novacor(R) LVAS, HeartSaverVAD(TM) will assume part
or all of the heart's pumping action, while leaving the heart in
place. The need to choose between a pulsatile flow and a small
device is removed. The HeartSaverVAD(TM) will deliver both.

HeartSaverVAD(TM) is designed to be fully implantable, remotely
powered and remotely monitored, without the need for a volume
compensator. No openings in the body are required following
implant, and placement of the device may be abdominal or
thoracic.

The pulsing action is delivered by direct magnetic activation of
a single pusher plate causing the blood to fill and be ejected
out of the blood chamber. No bearings or other mechanism is
required. These features are expected to enhance reliability and
durability, while reducing size and power requirements.

Production of HeartSaverVAD(TM) will be relatively simple,
resulting in lower manufacturing costs.

"The new HeartSaverVAD(TM) combines the strengths of the
Novacor(R) LVAS and HeartSaverVAD(TM) technologies to produce a
unique next-generation device," said Dr. Tofy Mussivand,
WorldHeart's Chairman and Chief Scientific Officer.
"HeartSaverVAD(TM) is intended to deliver comfortable, reliable
and long-lasting support for people who would otherwise die from
end-stage heart failure. The body's natural heart and pulse will
remain."

The next-generation HeartSaverVAD(TM) is expected to begin
preliminary in vivo trials this year, with clinical trials
beginning in 2005.

Revenues for the year were $10.1 million, compared with $8.3
million in 2001. Net loss was $49.8 million, or $2.80 per share,
compared with a net loss of $65.7 million, or $4.36 per share
last year. Cash consumed in operations was $21.6 million in
2002, compared with $40.6 million in 2001. At year-end, the
Corporation had $248,000 in cash and near cash resources,
compared to $22.2 million at December 31, 2001. Following year-
end, the Corporation added $13 million of gross cash resources
as previously announced. Additional capital is planned to be
added to the balance sheet during the second quarter of this
year.

World Heart Corporation's Dec. 31, 2003, balance sheet shows a
working capital deficit of about C$8 million and a total
shareholders equity deficit of C$47 million.

"2002 was uniquely challenging for WorldHeart. The integration
of next-generation technologies and reduction of staff by about
25% were painful actions. The next-generation HeartSaverVAD(TM),
and our reduced operational expense levels, will position the
Corporation well for the future. The Novacor(R) LVAS continued
to demonstrate highly reliable performance, and approval in
Japan as well as release of the enhanced ePTFE conduit in Europe
produced good sales results. We expect continued growth in
revenues from Novacor(R) LVAS through 2003 - 2005 and are
optimistic that Destination Therapy Indication will be approved
for the U.S. during 2003," Roderick M. Bryden, President and CEO
of WorldHeart, said.

WorldHeart's Novacor(R) LVAS is an electromagnetically driven
pump that provides circulatory support by taking over part or
all of the workload of the left ventricle. Novacor(R) LVAS is
approved in Europe without restrictions for use by heart failure
patients; and in the United States and Canada as a bridge to
heart transplantation. It is approved for use in Japan by
cardiac patients at risk of imminent death from non-reversible
left ventricular failure for which there is no alternative but a
heart transplant.

World Heart Corporation, a global medical device company based
in Ottawa, Ontario and Oakland, California, is currently focused
on the development and commercialization of pulsatile
ventricular assist devices. Its Novacor(R) LVAS (Left
Ventricular Assist System) is well established in the  
marketplace and its next-generation technology,
HeartSaverVAD(TM), is a fully implantable assist device intended
for long-term support of patients with end-stage heart failure.


* Kramer Levin Brings-In R. Gilden and E. Weschler as Partners
--------------------------------------------------------------
Kramer Levin Naftalis & Frankel LLP announced that Richard H.
Gilden and Ernest S. Wechsler have joined as partners in the
Corporate Department, focusing on business and technology. Mr.
Gilden had been managing partner in the New York office of
Brobeck, Phleger & Harrison LLP, where Mr. Wechsler was also a
partner. John Bessonette and Michelle Lung, two Brobeck
corporate associates who worked closely with Messrs. Gilden and
Wechsler, have also joined Kramer Levin.

"Rich Gilden and Ernie Wechsler's breadth of knowledge and
experience with companies in the technology sector will enhance
the depth of our corporate practice," said Kramer Levin Managing
Partner Paul Pearlman. "In addition to strong individual track
records, they have a long and successful collaborative history
that began when they practiced together at Fulbright & Jaworski
and carried over through their Brobeck years. We are pleased to
welcome them and their group to Kramer Levin."

Mr. Gilden has a significant international practice,
concentrating on representing foreign technology companies
raising capital in the United States and U.S. companies in
international joint ventures, with an emphasis on Israel-based
companies whose shares are traded in the United States. His
extensive experience in corporate and securities law includes a
focus on public equity offerings and mergers and acquisitions
transactions.

Formerly a senior partner with Fulbright & Jaworski, LLP, and a
partner with Gelberg & Abrams and Rosenman & Colin, Mr. Gilden
is a graduate of Cornell Law School, where he was managing
editor of The Cornell Law Review. He received his B.A. degree,
cum laude, from Lafayette College.

Mr. Wechsler represents technology companies, particularly in
the computer software, telecommunications hardware and software,
and Internet and information technology industries. He focuses
on public and private offerings of debt and equity, venture
capital financings, mergers and acquisitions, and general
business law matters, for both domestic and international
clients. Together with Mr. Gilden, he has an active practice
representing Israel- related companies.

Mr. Wechsler was previously a partner with Fulbright & Jaworski,
and had been an associate with the firm now known as Swidler
Berlin Shereff Friedman. He received his J.D. from Columbia Law
School, where he was a Harlan Fiske Stone Scholar, and his B.S.
degree, magna cum laude, from the Wharton School at the
University of Pennsylvania.

Kramer Levin Naftalis & Frankel LLP is a full-service law firm
with offices in New York and Paris, an alliance with UK-based
Berwin Leighton Paisner, and an affiliation with the Studio
Santa Maria firm in Italy. The firm represents more than 2000
clients worldwide, from Fortune 500 corporations and
multinational companies to entrepreneurial start-up concerns and
individuals. Kramer Levin's practice includes corporate
securities and finance, litigation, intellectual property,
bankruptcy and restructuring, real estate, tax, white collar
criminal defense, financial services, employee benefits,
employment and labor and individual clients, among many other
practice specialties. Additional information about the firm is
available on the firm's Web site: http://www.kramerlevin.com


* LeBoeuf Augments Calif. Offices with 3 Bankruptcy Attorneys
-------------------------------------------------------------
The international law firm of LeBoeuf, Lamb, Greene & MacRae,
L.L.P., has added two new partners, Neal L. Wolf and Todd L.
Padnos, and one associate, Brett J. Kitei, to the Firm's San
Francisco and Los Angeles offices.

"Through Neal, Todd and Brett, we have acquired one of the
nation's premier bankruptcy, restructuring and commercial
litigation practices," said James R. Woods, the Managing Partner
of LeBoeuf's San Francisco office. "These lawyers will
immediately expand our existing nationwide bankruptcy practice,
enhance our core strengths in insurance and energy and add to
our commercial litigation capability on the West Coast. We are
delighted that they have chosen LeBoeuf to practice law and
entrust their sizeable portfolio of clients."

"LeBoeuf is always looking to grow its national presence," said
Steven H. Davis, Co-Chairman of the Firm. "Neal, Todd and
Brett's arrival will add valuable experience to the Firm's Los
Angeles and San Francisco offices, bolstering the Firm's
capabilities on the West Coast."

Mr. Wolf, Mr. Padnos and Mr. Kitei join LeBoeuf from Orrick,
Herrington & Sutcliffe, L.L.P., where they focused primarily on
the areas of bankruptcy, business reorganizations, workouts and
commercial litigation.

Mr. Wolf has practiced for almost 30 years in these areas of
specialization. Before moving to California, he was a partner at
Winston & Strawn in Chicago, Illinois. He routinely represents
debtors, committees of creditors and equity security holders,
secured and unsecured creditors, lessors and licensors, and
purchasers in out of court workouts and bankruptcy
restructurings. In addition, he is a commercial and business
litigator, with substantial trial experience. He is a Fellow of
the American College of Bankruptcy, the author of numerous
articles on bankruptcy and commercial law topics, and a frequent
lecturer on those topics. For several years, he has been
recognized by San Jose magazine as one of the Best Lawyers in
Silicon Valley and, before moving to California from Chicago
four years ago, was listed among the best bankruptcy lawyers in
Chicago in every published edition of The Best Lawyers in
America.

Mr. Padnos has similarly devoted his career to these areas of
specialization. Before joining LeBoeuf, Mr. Padnos was a partner
at Orrick, Herrington & Sutcliffe based in Los Angeles and San
Francisco, and prior to that, he practiced at Schwartz, Cooper,
Greenberger & Krauss in Chicago. He routinely represents
debtors, creditors' committees, secured and unsecured creditors,
lessors and purchasers of assets in workouts and bankruptcy
restructurings throughout the country.

Mr. Wolf is a graduate of Princeton University (B.A./magna cum
laude) and University of Chicago (J.D.). Mr. Padnos is a
graduate of Emory University (B.A.) and Loyola University of
Chicago (J.D.). Mr. Kitei is a graduate of the University of
California, Santa Barbara (B.A./summa cum laude) and UCLA
(J.D.).

LeBoeuf, Lamb, Greene & MacRae, L.L.P. has more than 650 lawyers
practicing in 14 U.S. offices and in 10 countries overseas. Well
known as one of the preeminent legal services providers to the
insurance/financial services and energy and utilities
industries, the Firm has built upon these strengths to gain
prominence in corporate, information technology/intellectual
property, international, taxation, environmental, real estate,
bankruptcy and litigation practice.


* Matt Judson Joins Lane Berry as Managing Director
---------------------------------------------------
Lane, Berry & Co. International, LLC, a traditional investment
bank co-founded by former DLJers, announced that Matthew Judson
has joined the firm as a Managing Director.

Mr. Judson, 45, was previously with Robertson Stephens in London
where he co-headed that firm's European mergers and acquisition
group. Mr. Judson also spent two years with Roberson in Boston
where he completed acquisitions for technology and consumer
products clients.

At Lane Berry, Mr. Judson will focus on mergers and acquisitions
among U.S. companies, particularly those in the technology and
industrial sectors. He will be based in Lane Berry's Boston
headquarters.

Co-founders Frederick C. Lane and Robert M. Berry said, "We
welcome Matt to the firm and are confident that his 20-plus
years of experience and Lane Berry's strategic focus will make
for a particularly successful combination. Lane Berry was
founded on the premise that our clients can rely upon the fact
that the firm's most senior investment bankers work directly on
transactions."

Mr. Judson began his career in corporate finance in 1982 at
Bankers Trust Company in New York. Before joining Robertson
Stephens in 1998, he was associated with Societe General
Investment Banking (formerly The Lodestar Group) and with Three
Cities Research, a private investment fund specializing in
leveraged buyouts. Mr. Judson is a graduate of the University of
North Carolina. He and his family reside in the Boston area.

Lane Berry provides merger and acquisition advisory, equity and
debt capital placement, restructuring and board advisory
services to corporations, CEOs, their boards and special
committees of boards.

The firm's bankers have in-depth experience in serving clients
in a range of industries including industrial manufacturing,
media, communications, health care, technology, business
services, retailing and consumer products.

Lane, Berry & Co. International, LLC -- http://www.laneberry.com
-- is located at Exchange Place, 53 State Street, Boston, MA
02109, (617) 624-7000.


* Weiss Ratings Flags 13 Companies Vulnerable to Market Declines
----------------------------------------------------------------
Thirteen major North American corporations are considered
vulnerable to further market declines or even failure, according
to Weiss Ratings, Inc., the nation's leading independent
provider of ratings and analyses of financial services
companies, mutual funds, and stocks. The largest publicly
traded(1) stocks receiving a "weak" or "very weak" Weiss
Investment Rating were:

                                                        Weiss
                                                      Investment
Company                Headquarters    Sector           Rating
-------                ------------    ------         ----------
AMR Corp. (NYSE:AMR)   Fort Worth,      Airlines            D-
                         Texas

CKE Restaurants, Inc.  Santa Barbara,   Restaurants         D+
  (NYSE:CKR)             Calif.

Earthlink, Inc.        Atlanta, Ga.     Internet Software   D-
  (NDQ:ELNK)            

Gateway, Inc.          Poway, Calif.    Computer Hardware   E+
  (NYSE:GTW)           

Loral Space &          New York, N.Y.   Telecommunications  D
Communications
(NYSE:LOR)  

Lucent Technologies,   New Providence,  Telecommunications  E+
  Inc. (NYSE:LU)         N.J.

Nortel Networks Corp.  Brampton,        Telecommunications  E+
(NYSE:NT)               Ontario

Primedia, Inc.         New York, N.Y.   Publishing &        E+
  (NYSE:PRM)                              Printing

Rite Aid Corp.         Camp Hill, Pa.   Drug Retail         D-
  (NYSE:RAD)                         

Silicon Graphics, Inc. Mountain View,   Computer Hardware   E+
  (NYSE:SGI)             Calif.

Solectron Corp.        Milpitas, Calif. Electronic Equip.   D-
  (NYSE:SLR)

Sprint PCS Group       Kansas City, Mo. Wireless Telecomm.  D
(NYSE:PCS)                

United Global Comm.,   Denver, Colo.    Broadcasting/       D
  Inc. (NDQ:UCOMA)                        Cable TV

Weiss Investment Rating: A = Excellent; B =Good; C = Fair;
                         D = Weak; E = Very Weak

"Last year was a treacherous one for investors as they witnessed
a rash of bankruptcies among some of the nation's largest
corporations," stated Martin D. Weiss, Ph.D., chairman of Weiss
Ratings, Inc. "Unfortunately, we're not out of the woods yet due
to the large number of companies that are continuing to struggle
financially."

Of the 6,821 stocks rated by Weiss, only 17.7 percent, or 1,205,
adequately compensate investors for the amount of risk they are
taking, receiving Weiss Investment Ratings in the A
("Excellent") or B ("Good") categories. More than half, 51.4
percent, or 3,505, of U.S. publicly traded stocks harbor
excessive risk for investors, receiving Weiss Investment Ratings
of D ("Weak") or E ("Very Weak"), while 30.9 percent, or 2,111,
received a C ("Fair") rating.

"The overall investing environment today remains extremely
risky," continued Dr. Weiss. "And the impact from financially
troubled companies goes beyond just investors. Creditors,
employees, pensioners, and others with a financial tie to a
faltering corporation are likely to feel some pain as well."

The Weiss Investment Rating is a composite evaluation of both
risk and performance. By applying its conservative approach to
ratings and factoring in risk, Weiss effectively captures the
risk/reward trade-off of an investment.

Weiss reviews more than 9,000 stocks, including all those traded
on the New York Stock Exchange, the American Stock Exchange, and
Nasdaq. Weiss also issues investment ratings on more than 11,000
mutual funds, covering both equity and fixed income funds, and
provides financial safety ratings on more than 15,000 financial
institutions, such as banks, insurance companies, and brokerage
firms. Weiss Ratings is the only major rating agency that
receives no compensation from the companies it rates. Revenues
are derived strictly from sales of its products to consumers,
businesses, and libraries.


* BOND PRICING: For the week of March 10 - 14, 2003
---------------------------------------------------

Issuer                                Coupon  Maturity  Price
------                                ------  --------  -----
Abgenix Inc.                           3.500%  03/15/07    66
Adelphia Communications                3.250%  05/01/21     8
Adelphia Communications                6.000%  02/15/06     8
Adelphia Communications               10.875%  10/01/10    40
Advanced Energy                        5.250%  11/15/06    73
Advanced Micro Devices Inc.            4.750%  02/01/22    62
AES Corporation                        4.500%  08/15/05    61
AES Corporation                        8.000%  12/31/08    71
AES Corporation                        9.375%  09/15/10    72
AES Corporation                        9.500%  06/01/09    68
Ahold Finance USA Inc.                 6.875%  05/01/29    70
Akamai Technologies                    5.500%  07/01/07    44
Alaska Communications                  9.375%  05/15/09    72
Alexion Pharmaceuticals                5.750%  03/15/07    67
Allegheny Generating Company           6.875%  09/01/23    73
Alkermes Inc.                          3.750%  02/15/07    63
Alpharma Inc.                          3.000%  06/01/06    74
Amazon.com Inc.                        4.750%  02/01/09    73
American Tower Corp.                   5.000%  02/15/10    70
American Tower Corp.                   6.250%  10/15/09    74
American & Foreign Power               5.000%  03/01/30    62
Amkor Technology Inc.                  5.000%  03/15/07    60
AMR Corp.                              9.000%  09/15/16    27
AMR Corp.                              9.750%  08/15/21    23
AMR Corp.                              9.800%  10/01/21    23
AMR Corp.                             10.000%  04/15/21    23
AMR Corp.                             10.200%  03/15/20    24
AnnTaylor Stores                       0.550%  06/18/19    62
Applied Extrusion                     10.750%  07/01/11    63
Aquila Inc.                            6.625%  07/01/11    70
Argo-Tech Corp.                        8.625%  10/01/07    70
Aspen Technology                       5.250%  06/15/05    67
Bayou Steel Corp.                      9.500%  05/15/08    19
BE Aerospace Inc.                      8.875%  05/01/11    63
Best Buy Co. Inc.                      0.684%  06?27/21    70
Beverly Enterprises                    9.625%  04/15/09    75
Borden Inc.                            7.875%  02/15/23    57
Borden Inc.                            8.375%  04/15/16    58
Borden Inc.                            9.200%  03/15/21    59
Borden Inc.                            9.250%  06/15/19    66
Boston Celtics                         6.000%  06/30/38    65
Brocade Communication Systems          2.000%  01/01/07    74
Brooks-PRI Automation Inc.             4.750%  06/01/08    74
Building Materials Corp.               8.000%  10/15/07    75
Burlington Northern                    3.200%  01/01/45    55
Burlington Northern                    3.800%  01/01/20    74
Calair LLC/Capital                     8.125%  04/01/08    42
Calpine Corp.                          8.500%  02/15/11    48
Case Corp.                             7.250%  01/15/16    75
CD Radio Inc.                         14.500%  05/15/09    60
Cell Therapeutic                       5.750%  06/15/08    56
Centennial Cellular                   10.750%  12/15/08    53
Champion Enterprises                   7.625%  05/15/09    57
Charming Shoppes                       4.750%  06/01/12    70
Charter Communications, Inc.           4.750%  06/01/06    18
Charter Communications, Inc.           5.750%  10/15/05    23
Charter Communications Holdings        8.625%  04/01/09    48
Ciena Corporation                      3.750%  02/01/08    73
Cincinnati Bell Telephone (Broadwing)  6.300%  12/01/28    68
Cincinnati Bell Inc. (Broadwing)       7.250%  06/15/23    71
CNET Inc.                              5.000%  03/01/06    63
Comcast Corp.                          2.000%  10/15/29    25
Comforce Operating                    12.000%  12/01/07    46
Commscope Inc.                         4.000%  12/15/06    74
Conexant Systems                       4.000%  02/01/07    54
Conexant Systems                       4.250%  05/01/06    60
Conseco Inc.                           8.750%  02/09/04    15
Continental Airlines                   4.500%  02/01/07    40
Continental Airlines                   8.000%  12/15/05    50
Corning Inc.                           6.750%  09/15/13    74
Corning Inc.                           6.850%  03/01/29    60
Corning Glass                          8.875%  03/15/16    75
Cox Communications Inc.                0.348%  02/23/21    72
Cox Communications Inc.                2.000%  11/15/29    31
Cox Communications Inc.                3.000%  03/14/30    40
Crown Cork & Seal                      7.375%  12/15/26    72
Cubist Pharmacy                        5.500%  11/01/08    48
Cummins Engine                         5.650%  03/01/98    66
Curagen Corporation                    6.000%  02/02/07    66
CV Therapeutics                        4.750%  03/07/07    74
Dana Corp.                             7.000%  03/15/28    74
Dana Corp.                             7.000%  03/01/29    73
DDI Corp.                              6.250%  04/01/07    16
Delco Remy International              10.625%  08/01/06    55
Delta Air Lines                        7.700%  12/15/05    62
Delta Air Lines                        7.900%  12/15/09    62
Delta Air Lines                        8.300%  12/15/29    46
Delta Air Lines                        9.000%  05/15/16    55
Delta Air Lines                        9.250%  03/15/22    52
Delta Air Lines                        9.750%  05/15/21    55
Delta Air Lines                       10.125%  05/15/10    70
Delta Air Lines                       10.375%  02/01/11    69
Delta Air Lines                       10.375%  12/15/22    58
Dynegy Holdings Inc.                   6.875%  04/01/11    46
EOTT Energy Partner                   11.000%  10/01/09    67
Echostar Communications                4.875%  01/01/07    74
Echostar Communications                5.750%  05/15/08    73
Edison Mission                         9.875%  04/15/11    30
Edison Mission                        10.000%  08/15/08    37
El Paso Corp.                          7.000%  05/15/11    72
Emulex Corp.                           1.750%  02/01/07    72
Energy Corporation America             9.500%  05/15/07    62
Enron Corp.                            9.875%  06/15/03    16
Enzon Inc.                             4.500%  07/01/08    74
Equistar Chemicals                     7.550%  02/15/26    71
E*Trade Group                          6.000%  02/01/07    74
Finisar Corp.                          5.250%  10/15/08    45
Finova Group                           7.500%  11/15/09    35
Fleming Companies Inc.                 5.250%  03/15/09    26
Fleming Companies Inc.                 9.250%  06/15/10    65
Fleming Companies Inc.                10.125%  04/01/08    59
Foamex LP/Capital                     10.750%  04/01/09    72
Ford Motor Co.                         6.625%  02/15/28    74
Fort James Corp.                       7.750%  11/15/23    74
General Physics                        6.000%  06/30/04    51
Geo Specialty                         10.125%  08/01/08    59
Georgia-Pacific                        7.375%  12/01/25    71
Giant Industries                       9.000%  09/01/07    70
Goodyear Tire & Rubber                 6.375%  03/15/08    70
Goodyear Tire & Rubber                 7.000%  03/15/28    44
Goodyear Tire & Rubber                 7.875%  08/15/11    64
Great Atlantic                         9.125%  12/15/11    73
Great Atlantic & Pacific               7.750%  04/15/07    70
Gulf Mobile Ohio                       5.000%  12/01/56    63
Health Management Associates Inc.      0.250%  08/16/20    66
Human Genome                           3.750%  03/15/07    67
Human Genome                           5.000%  02/01/07    74
I2 Technologies                        5.250%  12/15/06    66
Ikon Office                            6.750%  12/01/25    65
Ikon Office                            7.300%  11/01/27    70
Imcera Group                           7.000%  12/15/13    75
Imclone Systems                        5.500%  03/01/05    72
Incyte Genomics                        5.500%  02/01/07    69
Inhale Therapeutic Systems Inc.        3.500%  10/17/07    54
Inhale Therapeutic Systems Inc.        5.000%  02/08/07    59
Inland Steel Co.                       7.900%  01/15/07    73
Internet Capital                       5.500%  12/21/04    49
Isis Pharmaceutical                    5.500%  05/01/09    65
Juniper Networks                       4.750%  03/15/07    73
Kmart Corporation                      9.375%  02/01/06    17
Kulicke & Soffa Industries Inc.        4.750%  12/15/06    61
LTX Corporation                        4.250%  08/15/06    66
Lehman Brothers Holding                8.000%  11/13/03    63
Level 3 Communications                 6.000%  09/15/09    48
Level 3 Communications                 6.000%  03/15/10    48
Level 3 Communications                 9.125%  05/01/08    72
Level 3 Communications                11.000%  03/15/08    66
Liberty Media                          3.500%  01/15/31    66
Liberty Media                          3.750%  02/15/30    53
Liberty Media                          4.000%  11/15/29    56
LTX Corp.                              4.250%  08/15/06    68
Lucent Technologies                    5.500%  11/15/08    73
Lucent Technologies                    6.450%  03/15/29    61
Lucent Technologies                    6.500%  01/15/28    61
Magellan Health                        9.000%  02/15/08    27
Mail-Well I Corp.                      8.750%  12/15/08    71
Manugistics Group Inc.                 5.000%  11/01/07    53
Mapco Inc.                             7.700%  03/01/27    68
Medarex Inc.                           4.500%  07/01/06    64
Metris Companies                      10.125%  07/15/06    40
Mikohn Gaming                         11.875%  08/15/08    74
Mirant Corp.                           2.500%  06/15/21    49
Mirant Corp.                           5.750%  07/15/07    46
Mirant Americas                        7.200%  10/01/08    51
Mirant Americas                        7.625%  05/01/06    68
Mirant Americas                        8.300%  05/01/11    45
Mirant Americas                        8.500%  10/01/21    37
Missouri Pacific Railroad              4.750%  01/01/30    72
Missouri Pacific Railroad              5.000%  01/01/45    63
Motorola Inc.                          5.220%  10/01/21    63
MSX International Inc.                11.375%  01/15/08    67
NTL Communications Corp.               7.000%  12/15/08    19
National Steel                         9.875%  03/01/09    56
National Vision                       12.000%  03/30/09    50
Natural Microsystems                   5.000%  10/15/05    63
Nextel Communications                  5.250%  01/15/10    72
Nextel Partners                       11.000%  03/15/10    67
NGC Corp.                              7.625%  10/15/26    56
Noram Energy                           6.000%  03/15/12    70
Northern Pacific Railway               3.000%  01/01/47    54
Northern Telephone Capital             7.875%  06/15/26    61
Northwest Airlines                     8.130%  02/01/14    64
NorthWestern Corporation               6.950%  11/15/28    73
Oak Industries                         4.875%  03/01/08    63
OM Group Inc.                          9.250%  12/15/11    69
ON Semiconductor                      12.000%  05/15/08    73
ONI Systems Corporation                5.000%  10/15/05    74
OSI Pharmaceuticals                    4.000%  02/01/09    70
Owens-Illinois Inc.                    7.800%  05/15/18    68
Pegasus Communications                 9.750%  12/01/06    57
PG&E Gas Transmission                  7.800%  06/01/25    61
Philipp Brothers                       9.875%  06/01/08    47
Providian Financial                    3.250%  08/15/05    74
Province Healthcare                    4.250%  10/10/08    74
PSEG Energy Holdings                   8.500%  06/15/11    75
Quanta Services                        4.000%  07/01/07    68
Qwest Capital Funding                  7.250%  02/15/11    68
RF Micro Devices                       3.750%  08/15/05    74
RF Micro Devices                       3.750%  08/15/05    74
Radiologix Inc.                       10.500%  12/15/08    74
Redback Networks                       5.000%  04/01/07    27
Revlon Consumer Products               8.625%  02/01/08    64
River Stone Networks Inc.              3.750%  12/01/06    68
Rural Cellular                         9.750%  01/15/10    61
Ryder System Inc.                      5.000%  02/25/21    73
SBA Communications                    10.250%  02/01/09    66
SC International Services              9.250%  09/01/07    56
Schuff Steel Co.                      10.500%  06/01/08    74
SCI Systems Inc.                       3.000%  03/15/07    74
Sepracor Inc.                          5.000%  02/15/07    72
Sepracor Inc.                          5.750%  11/15/06    75
Silicon Graphics                       5.250%  09/01/04    54
Solutia Inc.                           7.375%  10/15/27    61
Sotheby's Holdings                     6.875%  02/01/09    74
TCI Communications Inc.                7.125%  02/15/28    74
Talton Holdings                       11.000%  06/30/07    40
TECO Energy Inc.                       7.000%  05/01/12    73
Tenneco Inc.                          10.200%  03/15/08    70
Tenneco Inc.                          11.625%  10/15/09    75
Teradyne Inc.                          3.750%  10/15/06    72
Terayon Communications                 5.000%  08/01/07    67
Tesoro Petroleum Corp.                 9.000%  07/01/08    66
Time Warner Telecom                    9.750%  07/15/08    65
Time Warner                           10.125%  02/01/11    65
Transwitch Corp.                       4.500%  09/12/05    59
Tribune Company                        2.000%  05/15/29    74
Trump Atlantic                        11.250%  05/01/06    74
US Airways Passenger                   6.820%  01/30/14    74
United Airlines                       10.670%  05/01/04     5
United Airlines                       11.210%  05/01/14     5
Universal Health Services              0.426%  06/23/20    59
US Timberlands                         9.625%  11/15/07    66
Vector Group Ltd.                      6.250%  07/15/08    69
Veeco Instrument                       4.125%  12/21/08    72
Vertex Pharmaceuticals                 5.000%  09/19/07    75
Viropharma Inc.                        6.000%  03/01/07    46
Weirton Steel                         10.750%  06/01/05    40
Weirton Steel                         11.375%  07/01/04    60
Western Resources Inc.                 6.800%  07/15/18    75
Westpoint Stevens                      7.875%  06/15/08    30
Williams Companies                     7.625%  07/15/19    74
Williams Companies                     7.750%  06/15/31    68
Williams Companies                     7.875%  09/01/21    73
Witco Corp.                            6.875%  02/01/26    72
Worldcom Inc.                          7.375%  01/15/49    23
Xerox Corp.                            0.570%  04/21/18    64
XM Satellite Radio                     7.750%  03/01/06    60

                          *********

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.

Each Tuesday edition of the TCR contains a list of companies
with insolvent balance sheets whose shares trade higher than $3
per share in public markets.  At first glance, this list may
look like the definitive compilation of stocks that are ideal to
sell short.  Don't be fooled.  Assets, for example, reported at
historical cost net of depreciation may understate the true
value of a firm's assets.  A company may establish reserves on
its balance sheet for liabilities that may never materialize.  
The prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.

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 2003.  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 $675 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 ***