TCR_Public/030404.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

               Friday, April 4, 2003, Vol. 7, No. 67

                           Headlines

ADELPHIA COMMS: Balks at Sprint's Request for $7MM Claim Payment
AES: Completes Consent Solicitations to Amend Debt Indentures
AIR CANADA: Jazz Pilots Discuss 'New Model' in House of Commons
AIR CANADA: Reports "Business as Usual" Following CCAA Filing
AIRLINE TRAINING: Secures Financing to Satisfy Short Term Needs

ANC RENTAL: Continuing Cash Collateral Use Until July 19, 2003
ARMSTRONG: Court Sets Non-Current Administrative Claims Deadline
ASARCO: Fitch Withdraws DDD Rating after $100M Principal Payment
ATLAS AIR: Fails to Beat Form 10-K Filing Deadline
AVIANCA: US Trustee Names 7-Member Official Creditors' Committee

BIOTRANSPLANT INC: Settles Issues to Preserve MEDI-507 License
BOWATER INC: Appoints Gordon D. Giffin to Board of Directors
CENTENNIAL HEALTHCARE: Lease Decision Period Extended to May 19
COMDISCO: Completes Partial Redemption of $75-Mill. of 11% Notes
CONSECO: Thomas Lee Notifies Court of Substantial Equity Holding

CUMULUS MEDIA: S&P Rates Planned $325M Senior Secured Loan at B+
CUMULUS MEDIA: Commences Tender Offer for 10-3/8% Notes Due 2008
DIRECTV LATIN: US Trustee Names Unsecured Creditors' Committee
DNA SCIENCES: Chapter 11 Case Summary
DTI DENTAL: December 2002 Net Capital Deficit Balloons to $2MM

DTI DENTAL: Issues 54,847 Shares to BCMC Capital Entities
DYNEGY INC: Completes $1.66 Billion Bank Refinancing Transaction
EASYLINK SERVICES: Takes Action to Enjoin AT&T from Selling Note
EDAC TECHNOLOGIES: Refinances Debts Owed to Former Lender
EDAC TECHNOLOGIES: Fourth Quarter 2002 Net Loss Tops $1 Million

ENRON CORP: Wants Approval of Contract Sale Bidding Procedures
ETHYL CORPORATION: S&P Assigns B+ Corporate Credit Rating
EUROTECH LTD: Carey Naddell Replaces Don Hahnfeldt as New Chair
FAO INC: Taps KPMG to Provide Accounting & Tax Advisory Services
FEDERAL-MOGUL: Court Clears Sale of OE Lighting Assets to Decoma

FLEMING COMPANIES: Receives $50-Mill. Interim Funding Commitment
GENUITY INC: Proposes Collection Settlement Procedures to Court
GLOBAL CROSSING: Settles Claim Disputes with Asia Global
GOODYEAR TIRE: S&P Cuts Certain Sr. Unsecured Debt Ratings to B+
HASBRO INC: Defaults on Licensing Agreement with Go Goddess!

HAUSER INC: Voluntary Chapter 11 Case Summary
HAWAIIAN AIRLINES: Garden City Appointed as Court Noticing Agent
HEALTHSOUTH: S&P Drops Credit Ratings to D After Missed Payment
HOLLINGER INT'L: Red Ink Continues to Flow in Full-Year 2002
JSC NORTH-WEST: S&P Raises Long-Term Ratings to B- from CCC

JSC SOUTHERN: Rating Raised to B- Due to Consolidation Process
KAISER ALUMINUM: Wants Approval for Release Pact with Maxxam
KMART CORP: Wants to Dispose of Liability Insurance Proceeds
LERNOUT: Committee Wants Court to Set Confirmation Hearing Date
LOOMIS SAYLES: S&P Puts BB Class C Note Rating on Watch Negative

MAGELLAN HEALTH: Will Honor & Pay Prepetition Provider Claims
MOLECULAR DIAGNOSTICS: Makes Final Payment to Round Valley Cap.
NANOPIERCE TECHNOLOGIES: Executes Major Financial Restructuring
NATIONAL CENTURY: Court Okays Ruscilli as Real Estate Broker
NATIONAL SERVICE: Selling Company to California Investment Unit

NATIONSRENT: Gets Okay to Pay Exit Financing Lender's Work Fee
NAVISITE INC: Completes Acquisition of Conxion Corp. for $2 Mil.
NEFF CORP: Potential Debt Default Spurs Ratings Cut & Neg. Watch
ON COMMAND: December 31 Balance Sheet Upside-Down by $17 Million
OXFORD HEALTH: S&P Affirms BB+ Rating over Sustained Earnings

PACIFIC GAS: Judge Montali Stays Confirmation Trial Until May
PCD INC: Bringing-In Day Berry as Special Bankruptcy Counsel
POLAROID CORP: Wants Plan Filing Exclusivity Extended to July 18
RELIANT RESOURCES: Refinancing Spurs S&P to Ratchet Up Ratings
RESOLUTION PERFORMANCE: S&P Pulls Corp. Credit Rating Down to B+

SERVICE MERCHANDISE: Disclosure Statement to be Considered Today
SOUTHWEST ROYALTIES: S&P Further Junks Corporate Credit Rating
SPIEGEL: Wants Approval of Proposed Reclamation Claims Protocol
TRENWICK: S&P Drops Ratings to D over Default on Senior Note
UNITED AIRLINES: Sues U.S. Gov't to Recover $50MM in Tax Refunds

VARI-L COMPANY: Special Shareholders' Meeting Set for April 28
VENTAS INC: Will Publish First Quarter 2003 Results on April 29
WARNACO: Stipulation Determining GE Capital Claim Amount Okayed
WORLDCOM: Church Group Cries for State Regulatory Action
W.R. GRACE: Judge Fitzgerald OKs Modified & Amended DIP Facility

WYNDHAM INTL: Defaults on Rents Due Hospitality Properties Trust

* Robert M. Miller Joins Morgan Joseph's Restructuring Group

BOOK REVIEW: AS WE FORGIVE OUR DEBTORS: Bankruptcy and Consumer
              Credit in America

                           *********

ADELPHIA COMMS: Balks at Sprint's Request for $7MM Claim Payment
----------------------------------------------------------------
The Adelphia Communications Debtors object to Sprint's request
to the extent that the amounts asserted as owed to Sprint:

     -- are obligations of the ABIZ Debtors;

     -- have been paid or otherwise are disputed by the ACOM
        Debtors;

     -- are prepetition claims with respect to the ACOM Debtors;
        and

     -- may be offset by amounts owed by Sprint to or are subject
        to other defenses held by the ACOM Debtors.

Paul Shalhoub, Esq., at Willkie Farr & Gallagher, in New York,
recounts that on December 23, 2002, this Court approved the ACOM
Debtors' retention of Collective Infrastructure Technology,
Inc., as telecommunications consultants.  As many of the
telecommunications services provided to the ACOM Debtors in
connection with their CLEC and certain other operations are
pursuant to agreements with the ABIZ Debtors, and because the
ABIZ Debtors have managed certain elements of
payables/receivables and other aspects of the relationships the
ACOM Debtors have with providers of these services, the ACOM
Debtors retained CIT to analyze the invoices and other records
that document the ACOM Debtors' overall relationship with Sprint
and other telecommunication providers.

Mr. Shalhoub tells the Court that the ACOM Debtors maintain
their own records with respect to the ACOM Agreements and are
current on their postpetition undisputed obligations to Sprint
under those Agreements with the exception of BAN#921317704
amounting to $206,641.42.  To respond to Sprint's requests for
payment under the ABIZ Agreements and BAN#921317704, however,
the ACOM Debtors needed to obtain billing, payment and other
records from the ABIZ Debtors to permit the ACOM Debtors and CIT
to verify what amounts may be owed in respect of services that
benefited the ACOM Debtors under these Agreements and
BAN#921317704.  Up until as recently as February 17, 2003, the
ABIZ Debtors were still providing the ACOM Debtors with
additional data needed to verify what obligations and defenses -
- i.e., potential offsets and other defenses -- the ACOM Debtors
may have with respect to the services provided to them under the
ABIZ Agreements and BAN#921317704. (Adelphia Bankruptcy News,
Issue No. 31; Bankruptcy Creditors' Service, Inc., 609/392-0900)


AES: Completes Consent Solicitations to Amend Debt Indentures
-------------------------------------------------------------
The AES Corporation (NYSE:AES) successfully completed its
consent solicitations launched on March 14 and March 26, 2003
associated with twelve issues of debt securities representing
approximately $4.1 billion in parent-level debt.

Pursuant to the completion of the consent solicitations, the
indentures governing these debt securities will be amended to
conform the definition of "Material Subsidiary" and certain
events of default contained therein to those contained in the
indenture governing its recently issued senior secured notes due
2005.

As a result of these conforming changes, no subsidiaries of The
AES Corporation currently classify as "Material Subsidiaries"
for purposes of the subsidiary bankruptcy event of default under
the indentures governing these debt securities.

Paul Hanrahan, President and Chief Executive Officer of AES,
commented, "The success of these consent solicitations provides
AES with increased operating and financial flexibility. We
appreciate the continued strong show of support from our
bondholders."

Each of the consent solicitations expired at 5:00 p.m., New York
City time, on Tuesday, April 1, 2003. The AES Corporation
received the requisite consents for each consent solicitation
and has accepted for payment all valid consents received prior
to the expiration time.

The consents relate to the following debt securities: 8.00%
Senior Notes, Series A, Due 2008, 8.75% Senior Notes, Series G,
Due 2008, 9.50% Senior Notes, Series B, Due 2009, 9.375% Senior
Notes, Series C, Due 2010, 8.875% Senior Notes, Series E, Due
2011, 8.375% Senior Notes, Series F, Due 2011, 7.375%
Remarketable or Redeemable Securities Due 2013, 10.25% Senior
Subordinated Notes Due 2006, 8.375% Senior Subordinated Notes
Due 2007, 8.50% Senior Subordinated Notes Due 2007, 8.875%
Senior Subordinated Notes Due 2027, and 4.50% Convertible Junior
Subordinated Debentures Due 2005.

Salomon Smith Barney acted as solicitation agent with respect to
each of the consent solicitations. Questions concerning the
consent solicitations should be directed to the solicitation
agent: Salomon Smith Barney, 390 Greenwich Street, New York, New
York 10013, Attn: Liability Management Group. The solicitation
agent can also be reached at 212/723-6106 or 800/558-3745 (toll
free).

AES Corporation's 10.250% bonds due 2006 (AES06USR1) are trading
at about 74 cents-on-the-dollar, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=AES06USR1for
real-time bond pricing.


AIR CANADA: Jazz Pilots Discuss 'New Model' in House of Commons
---------------------------------------------------------------
Representatives of the 1,400 Air Canada Jazz pilots, represented
by the Air Line Pilots Association, International, appeared
yesterday before the House of Commons Standing Committee on
Transport to discuss the involvement of their carrier, a wholly
owned subsidiary of Air Canada, Inc., in the parent
corporation's bankruptcy filing announced Monday. Air Canada
management informed the Jazz pilots' leaders that it plans to
operate the business as usual throughout the duration of the
bankruptcy proceedings.

"We have pursued a campaign of 'constructive engagement' with
Jazz management for more than a month, exploring innovative
solutions to Air Canada's broken business model," said Capt.
Nick DiCintio, chairman of the Air Canada Jazz pilots' unit of
ALPA. "Jazz management has responded well to our ideas, which
include overall 40 to 60 percent productivity gains as well as
23 to 30 percent pilot unit cost savings. We hope Air Canada
corporate management will share our vision," he added.

ALPA's address to the Transport Committee will begin with a
presentation from the international union's officials on
industrywide issues and on all airlines' need for relief from
fees, taxes, and surcharges. Additionally, a representative of
the Jazz pilots will be available to discuss their proposal for
a "New Model" at Air Canada and Jazz.

"Although we had hoped the airline could adopt our
recommendations and other restructuring measures in time to
avoid bankruptcy, we are nonetheless optimistic that our
proposals can substantially contribute to the carrier's
reorganization, restoration of competitive strength, and
emergence from the Court's protection," he said.

According to DiCintio, the "New Model" proposal would better
exploit Jazz's cost structure and strong domestic network in the
overall corporate air-service scheme. Under the proposal, the
Jazz pilots would agree to defer scheduled pay raises and
provide productivity enhancements through a relaxation of some
crew-scheduling rules.

As a condition of this contractual relief, the airline would
commit to an expansion of Jazz's fleet and services. "To
meaningfully improve the corporation's cost-versus-revenue
formula, Air Canada must provide Jazz the tools and the
opportunity to enhance its role," DiCintio said.

"Our proposal is consistent with Air Canada's announcement of
fleet- renewal plans involving the introduction of additional
50- and 90-seat small jets," DiCintio said. "The Jazz carrier's
ability to seamlessly incorporate those acquisitions into its
existing fleet and its simplified, cost-effective pay structure
for crews makes the placement of those aircraft with Jazz a
sound decision," he added.

"This would require a loosening of the restrictions on Jazz's
small-jet fleet -- a matter that would require the participation
of the Air Canada pilots, whose contract governs those
restrictions," DiCintio said. "Given the gravity of the
corporation's competitive atrophy, we believe we can work with
the involved parties in our common interest -- and the interests
of creditors, shareholders, and the communities we serve -- to
revitalize Air Canada and Jazz," he added.

ALPA's appeared before the Transport Committee in the Centre
Block Building.

ALPA, the world's oldest and largest union of airline pilots,
represents 66,000 pilots at 42 carriers in Canada and the U.S.
Air Canada Jazz provides service to more communities in Canada
than any other airline. Visit the ALPA Web site:
http://www.alpa.org


AIR CANADA: Reports "Business as Usual" Following CCAA Filing
-------------------------------------------------------------
Air Canada reported business as usual systemwide during its
first full day of operations since announcing a corporate
restructuring through a filing under the Canadian Companies'
Creditors Arrangement Act.

Over 1400 Air Canada, Air Canada Jazz, Tango and ZIP flights
operated on schedule in the last 24 hours. The airline's
reservations centers reported a minimal increase of ten per cent
in call volumes, with all calls answered within two minutes on
average. Call volumes to Aeroplan call centers increased by
seven per cent with calls answered on average within two and a
half minutes. Future booking patterns were normal at both Air
Canada and at Aeroplan.

"Our customers are experiencing business as usual at Air Canada
as our operations continue to run smoothly both around the world
and around the clock," said Robert Milton, President and Chief
Executive Officer.

"A normal day of operations after an announcement such as we
made yesterday clearly shows that our customers and business
partners have confidence in Air Canada's future and that our
employees are focused on continuing to deliver the safe,
reliable and top-flight service for which Air Canada is
renowned," he concluded.


AIRLINE TRAINING: Secures Financing to Satisfy Short Term Needs
---------------------------------------------------------------
Airline Training International Ltd., (TSX VENTURE EXCHANGE:ATS)
has agreed to enter into a series of loan transactions to raise
$162,500 to satisfy short term financial needs of the company.
The company has agreed to enter into two term loans, the first
loan in the amount of $62,500 and the second loan in the amount
of $100,000.

The First Loan is from a group of related parties to the
company, comprising of David Lewis (as to $10,000), Robert
Gilson, (as to $22,5000) James Essex (as to $15,000) and Anthony
Wilshere (as to $15,000), all of whom are directors of the
company.  Mr. Gilson, Essex and Wilshere are also officers of
the company. The First Loan is to be evidenced by a promissory
note from the company to the related parties. The promissory
note is unsecured, and bears interest at the rate of 24% per
annum, calculated monthly, not in advance, payable interest only
monthly, and with the principal balance due six months from the
date of advance. Funds are scheduled to be advanced pursuant to
the First Loan on April 2, 2003.

The Second Loan is from a group comprising of Aviation Equities
Limited (as to $65,000) and Aspen PharmaTech, Inc. (as to
$35,000). Aspen PharmaTech, Inc. is a related party to the
company, in that Robert Gilson, the principal shareholder of
Aspen PharmaTech, Inc. is an officer and director of the
company.

The Second Loan is to be evidenced by a promissory note from the
company. The Second Loan bears interest at the rate of 24% per
annum, calculated monthly, not in advance, payable interest only
monthly for the first four months of the loan, and principal
payments of $12,500.00 per month plus accrued interest for the
last eight months of the loan with the remaining principal
balance due twelve months from the date of advance. Funds are
scheduled to be advanced pursuant to the Second Loan on April 2,
2003.

It is also a provision of the Second Loan that the principal
amount of the Second Loan shall be immediately due and payable,
at the option of the Lenders, on the closing date of any loan or
Private Placement of Equity Shares or Convertible Securities
arranged or obtained by the company prior to April 1, 2004,
wherein the principal amount of the loan, or the cash
consideration received by the company pursuant to the Private
Placement of Equity Shares or Convertible Securities exceed the
sum of Three Hundred Thousand Dollars ($300,000).

As security for the Second Loan, the company has agreed to
provide collateral security for the Second Loan in the form of a
General Security Agreement over partnership units owned by the
company in ATI Limited Partnership I, a limited partnership
registered in Ontario. ATILPI is the owner of a Cessna 172R
aircraft which is leased to A.T.R. Seminars Inc., a wholly owned
subsidiary of the company. There are currently 9,352 outstanding
limited partnership units, of which 6,128 are owned by the
company. The company acquired its partnership units for
$75,000.00 from the previous owner of the partnership units in a
transaction that closed on April 1, 2003.

In addition ATR has agreed to provide collateral security for
the Second Loan in the form of a General Security Agreement over
two aircraft owned by ATR., which will be in second position to
an existing first security agreement in favor of the Canadian
Imperial Bank of Commerce. The approximate value of the aircraft
is $370,000. The General Security Agreement will also be
secured against an outstanding shareholder loan owed to ATR by
Carlos Monsalve, a Director of the company, and ATR's parts
inventory.

ATR has also agreed to grant to the Second Loan Group
an option to purchase the two aircraft to be pledged at the
appraised value of the aircraft, which option expires on August
31, 2003. In the event the option is exercised, the Second Loan
Group has agreed to lease back the aircraft to ATR for a three
year period.

In consideration of the risks jointly taken by the Lenders in
granting the First Loan and the Second Loan to the company, the
Company has agreed, subject to the company obtaining necessary
regulatory approval, and any other approvals as may be required
by law, to use its best efforts to issue to the Lenders under
the First Loan a bonus in the form of Two Hundred Fifty Thousand
(250,000) non-transferrable warrants to purchase common shares
in the capital of the Borrower, said warrants to be issued to
each of the Lenders in proportion to their Pro-Rata Interest in
the First Loan, and to issue to the Lenders under the Second
Loan a bonus in the form of Four Hundred Thousand (400,000) non-
transferrable warrants to purchase common shares in the capital
of the Borrower, said warrants to be issued to each of the
Lenders in proportion to their Pro-Rata Interest in the Second
Loan.

If necessary regulatory approvals are received the warrants
issued with respect to each of the loans will be exercisable at
a price of $0.10 per warrant exercised, due and payable at the
date the warrant is exercised. The warrants shall be exercisable
on or before the earlier of that date which is (a) April 1,
2005, and (b) the date on which the principal amount of the loan
is paid in full. Any warrants not exercised on or before the
Expiry Time shall expire on the Expiry Time. The number of
warrants will be reduced or cancelled on a pro rata basis if the
loans are reduced or paid out in the first year before the
warrants expire. The reduction or cancellation shall take place
within 30 days after the reduction or paying out of the loans.
In the event that the company does not obtain necessary
regulatory approval to issue the Second Loan Warrants, or having
obtained approval, does not issue the Second Warrants on or
before August 1, 2003, the company has agreed to pay to the
Second Loan Lenders on the 1st day of April, 2004, an interest
bonus equal to the sum of Ten Thousand Dollars ($10,000).

The Loan transactions were approved by the Board of Directors of
the company, and by independent Directors of the company, on the
basis that the company is in serious financial difficulty, the
transactions were designed to improve the financial position of
the company , and that the terms of the transactions are
reasonable in the circumstances of the company. The company is
relying upon the financial hardship exemption of section 5.8 to
OSC Policy 61-501 with respect to the obtaining of minority
approval for the related party transactions referred to herein.

Robert Gilson, President of the company stated: "Substantial
increases in insurance premiums for the company's fleet of
aircraft, adverse weather conditions during the months of
December, January and February which restricted customers and
students from flying and unanticipated increases in fuel
expenses have resulted in the company requiring short term
financing that was not available to the company through
institutional lenders. The Lenders under the First Loan and the
Second Loan were not willing to grant the loans to the company
without the company agreeing to use its best efforts to obtain
the necessary regulatory approvals to issue warrants to the
Lenders. This financing will allow the company to continue its
operations at this time. We expect that anticipated increases in
enrollment in the company's pilot training programs will enable
the company to return to profitability in the fourth quarter
ending June 30, 2003 and meet its obligations under these loans.
It was necessary for the company to proceed with these loan
transactions on an expedited basis, as it was essential for the
company to obtain the required short term financing to meet
current obligations that had become due. Accordingly, the
company was unable to give advance notice of the loan
transactions."

The company is a public company trading under the symbol ATS on
the TSX Venture Exchange. The company is Canada's first publicly
traded company dedicated to pilot training and plans to grow by
serving the needs of consumers as private pilots and career
oriented pilots. The company seeks to expand by developing
strategic alliances and increasing its market share through
internal growth and acquisition, and embracing technological
advancements in computer-based training, distance education
through the Internet, and use of simulators.


ANC RENTAL: Continuing Cash Collateral Use Until July 19, 2003
--------------------------------------------------------------
Judge Walrath approves ANC Rental Corporation, and its debtor-
affiliates' use of the Secured Creditors' cash collateral until
July 19, 2003.

As previously reported, the Debtors 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. (ANC Rental Bankruptcy
News, Issue No. 29; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


ARMSTRONG: Court Sets Non-Current Administrative Claims Deadline
----------------------------------------------------------------
The bar date is set as five days after the date scheduled for
the commencement of the hearing on confirmation of Armstrong
World Industries' proposed Plan.  No facsimile transmission will
be accepted.

                          *    *    *

Under the Plan, AWI may reserve from Available Cash a reasonable
estimate of Administrative Expenses that may become allowed as
of the last day of the month immediately preceding the Effective
Date, other than professional fees.  To properly estimate the
amount of this reserve, it is important for AWI to understand
what administrative expenses, other than those of a type
reflected in AWI's normal payables records, exist.

Because the amount of specified administrative expense claims
asserted against AWI must be factored in the calculation of
Available Cash under the Plan, and because the Plan seeks to
discharge all claims against AWI arising before the Effective
Date, it is essential that AWI be able to ascertain the amount
of administrative expenses before consummation of the Plan.

The Court Order does not require that all holders of
administrative expenses file a proof of claim by this deadline.
Only those persons or entities asserting any of these types of
administrative expenses must file proof of the expense by the
Administrative Expense Bar Date:

         (a)  Any administrative expense representing personal
              injury, property damage, or other tort claims
              against AWI, excluding Asbestos Personal Injury
              Claims;

         (b) Any administrative expense for breach of an
             obligation - contractual, statutory or otherwise --
             by AWI, including any environmental liability (but
             other than any environmental liability with respect
             to property that is currently owned and operated by
             AWI;

         (c) Any administrative expense for amounts incurred by
             AWI after the Petition Date in the ordinary course
             of AWI's business if payment for such amounts is
             alleged to be overdue by at least 60 days as of the
             Confirmation Date;

         (d) Any administrative expense incurred by AWI outside
             the ordinary course of its business or on other than
             ordinary business terms, except to the extent the
             incurrence of the administrative expense claim was
             approved by the Bankruptcy Code (e.g., the DIP
             Credit Facility Claim, the postpetition COLI loans
             or any claims under any hedging agreement entered
             into postpetition), or represents fees and expenses
             of professionals;

         (e) Any administrative expense that would not ordinarily
             be reflected as a payable on AWI's books and records
             or as a liability on AWI's financial statements; and

         (f) Any administrative expense representing an employee
             claim against AWI, other than (i) a claim for wages,
             benefits, pension or retirement benefits or expense
             reimbursement by an employee who is employed by
             AWI as of the Administrative Expense Bar Date; or
             (ii) a grievance claim under any collective
             bargaining agreement to which AWI is a party.
             (Armstrong Bankruptcy News, Issue No. 38; Bankruptcy
             Creditors' Service, Inc., 609/392-0900)


ASARCO: Fitch Withdraws DDD Rating after $100M Principal Payment
----------------------------------------------------------------
Fitch Ratings has withdrawn the 'DDD' rating of Asarco Inc.'s
notes due in 2003. This rating action is a result of the
company's $100 million principal payment on March 31, 2003 on
the notes that was originally due February 3, 2003.
Asarco has also repaid a $450 million bank loan that was due in
November 2002. These two payments were made from the proceeds
Asarco received from the sale of its 54% stake in Southern Peru
Copper Corporation to its parent company, Americas Mining
Corporation, a subsidiary of Grupo Mexico S.A. de C.V.  In
addition to principal, Asarco also paid in full all accrued
interest and the associated fees for each obligation.

Fitch maintains the 'C' ratings for Asarco's bonds due in 2013
and 2025 but has changed the Rating Outlook to Stable from
Rating Watch Negative.


ATLAS AIR: Fails to Beat Form 10-K Filing Deadline
--------------------------------------------------
Due to the ongoing re-audit of past financial statements for
2000 and 2001, Atlas Air Worldwide Holdings, Inc. (NYSE: CGO)
was unable to file its Annual Report on Form 10-K for 2002 on a
timely basis.

This inability to file is due primarily to difficulties
encountered in obtaining the necessary historical records and
data to enable the Company's accountants, Ernst & Young, to re-
audit 2000 and 2001 results, which were previously audited by
Arthur Andersen. The Company currently anticipates completing
its audit for fiscal 2002 during the first half of 2003, but is
unable to predict when, or if, Ernst & Young will be in a
position to finish the re-audit of the 2000 and 2001 results.

The Company's inability to file its Annual Report on Form 10-K
for 2002 creates a default under some of its debt and lease
obligations. As the Company disclosed last week, however, it is
already in negotiations with creditors and lessors regarding the
restructuring of its outstanding debt and lease obligations, and
the Company has deferred making payments on its bank debt,
senior notes and leased aircraft while those negotiations are
ongoing. One of the leased aircraft for which the Company had
previously suspended payment has now been returned to its
lessor, although negotiations are continuing. While negotiations
are continuing, the lessor has initiated legal action against
the Company, seeking to recover damages under the lease.

In addition, on March 21st, the Company received notification
from the New York Stock Exchange that its common share price had
fallen below the minimum one dollar price required for continued
listing on the Exchange. As a result, the Company has six months
from receipt of notification to bring its share price, and its
average share price measured over the last 30 trading days of
the six-month period, back above one dollar or be subject to
suspension and de-listing procedures. The Company has notified
the Exchange that it intends to take action to rectify the
problem within the designated time frame.

As part of an ongoing effort to reduce costs, Atlas Air Inc, a
wholly owned subsidiary of the Company, announced today that it
is reducing its ground staff by approximately 30 percent,
including open positions that will not be filled. The majority
of the reductions have been implemented today, and the
reductions in the aggregate are expected to save the Company $14
million on an annualized run-rate basis. The reductions affect
ground staff employees at Atlas Air, Inc.'s Purchase, New York
and Miami, Florida facilities.

Atlas Air, Inc., is a part of Atlas Air Worldwide Holdings,
Inc., and specializes in ACMI (Aircraft, Crew, Maintenance and
Insurance) contracts and charter services, utilizing its fleet
of Boeing 747 freighter aircraft.

Atlas Air Inc.'s 10.750% bonds due 2005 (CGO05USR1) are trading
at about 15 cents-on-the-dollar, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=CGO05USR1for
real-time bond pricing.


AVIANCA: US Trustee Names 7-Member Official Creditors' Committee
----------------------------------------------------------------
Carolyn S. Schwartz, the United States Trustee for Region 2
appointed a seven-member Official Committee of Unsecured
Creditors in Aerovias Nacionales De Colombia S.A. Avianca and
Avianca, Inc.'s Chapter 11 cases:

        1. debis AirFinance B.V.
           Attn: Martin Wills
           Evert van de Beekstraat 312
           1118 Cx Schipol Airport
           Amsterdam, The Netherlands
           Telephone No.: 011-3120-655-9655

        2. Banco De Bogota-Colombia
           Attn: Alejandro Figueroa, President
           Calle 36 No. 7-47 Piso 14
           Bogota, Colombia
           Telephone No.: 011-057-1-3383405

        3. United Aerospace Corporation, Inc.
           Attn: John P. Yurgealitis, President
           9800 Premier Parkway
           Miramar, Florida 33025
           Telephone No.: (954) 364-0085

        4. Caja de Auxilios y Prestaciones de Acdac
           Attn: Monica Romero, President CAXDAC
           Carrera 10A No. 90-35
           Bogota, Colombia
           Telephone No.: 011-57-1-6180287

        5. Monumental Life Insurance Company
           (f/k/a Peoples Security Life Insurance Company)
           Attn: Mary T. Pech, Vice-President
           4333 Edgewood Rd., N.E.
           Cedar Rapids, Iowa 52499-5335
           Telephone No.:(319) 398-8062

        6. Pegasus Aviation Inc.
           4 Embarcadero Center
           Suite 3550
           San Francisco, CA 94111
           Telephone No.: (415) 743-0257

        7. Asociacion Colombiana de Aviadores Civiles
           Attn: Capitan Alberto Padilla Henao
           Calle 94 No. 23-16
           Bogota D.C. - Colombia
           Telephone No.: 011-57-1-621-6380 or 011-57-1-621-6398

Official creditors' committees have the right to employ legal
and accounting professionals and financial advisors, at the
Debtors' expense. They may investigate the Debtors' business and
financial affairs. Importantly, official committees serve as
fiduciaries to the general population of creditors they
represent. Those committees will also attempt to negotiate the
terms of a consensual chapter 11 plan -- almost always subject
to the terms of strict confidentiality agreements with the
Debtors and other core parties-in-interest. If negotiations
break down, the Committee may ask the Bankruptcy Court to
replace management with an independent trustee. If the Committee
concludes reorganization of the Debtors is impossible, the
Committee will urge the Bankruptcy Court to convert the Chapter
11 cases to a liquidation proceeding.

Aerovias Nacionales de Colombia S.A. Avianca, the oldest airline
in the Western Hemisphere, operates a domestic (Colombia) and
international airline passenger business, but it also carries
mail and freight cargo on its domestic and international routes,
filed for chapter 11 protection on March 21, 2003 (Bankr.
S.D.N.Y. Case No. 03-11678).  Ronald E. Barab, Esq., at Smith,
Gambrell & Russell, LLP and Howard D. Ressler, Esq., at
Anderson, Kill & Olick, P.C., 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 each.


BIOTRANSPLANT INC: Settles Issues to Preserve MEDI-507 License
--------------------------------------------------------------
BioTransplant, Inc., (OTC Bulletin Board: BTRNQ.OB) reported
several developments that are expected to help position the
Company to execute on its strategic objective of maximizing the
value of its key assets through divestiture, licensing and
partnering arrangements. In particular, the Company announced
that it has reached a settlement agreement with the Catholic
University of Louvain preserving BioTransplant's exclusive
license to MEDI-507 and implemented several measures intended to
further reduce the Company's operating expenses.

As previously announced, on February 27, 2003, the Company and
Eligix, Inc., its wholly-owned subsidiary, filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code in
the United States Bankruptcy Court in Boston Massachusetts.

"I believe that we have made key strides over the past twenty-
four business days since we filed for bankruptcy. We have moved
forward toward achieving our overarching mission - preserving
and maximizing the value of our key intellectual property assets
- and we expect that the developments reported today will
contribute to positioning the Company to realize the value of
these assets over the long term," stated Donald Hawthorne,
President and Chief Executive Officer of BioTransplant. "In
addition, we are committed to moving quickly through bankruptcy
proceedings with the objective of emerging as a stronger company
capable of accomplishing that mission."

The progress reported includes:

* Resolution of Disputes with the Catholic University of Louvain

      The Company reached a resolution of its disputes with the
Catholic University of Louvain relating to UCL's license to
BioTransplant of the BTI-322 rodent antibody and its human
analogue, MEDI-507. As part of the agreement, the Company will
retain its exclusive rights to develop and commercialize BTI-322
and MEDI-507. BioTransplant had previously announced that UCL
was seeking to terminate the license. The Company has
sublicensed BTI-322 and MEDI-507 to MedImmune, Inc., and
MedImmune is currently conducting Phase II clinical trials with
MEDI-507 for the treatment of psoriasis. MEDI-507 is also an
important component of the AlloMune(TM) Systems and
BioTransplant has sublicensed its rights to develop MEDI-507 to
Immerge Biotherapeutics, its xenotransplantation joint venture
with Novartis.

* Termination of Facility Lease Obligations

      The Company announced that it has successfully terminated
its lease obligation for its Charlestown, Massachusetts
facility. BioTransplant has also reached an agreement in
principle for the termination of its lease obligation for its
Medford, Massachusetts facility.

* Partnering Discussions

      The Company continues to actively pursue partnering and
licensing agreements for its currently unlicensed assets, the
Eligix(TM) HDM Cell Separation System and the AlloMune(TM)
Systems.

* Form 10-K Update

      The Company has filed a Form 12b-25, Notification of Late
Filing, as required by the Securities and Exchange Commission in
connection with a delay in the filing of its Annual Report on
Form 10-K for its fiscal year ended December 31, 2002. As a
result of the demands of the bankruptcy process and the need to
have the application to retain independent auditors approved by
the Bankruptcy Court, the Company has not been able to complete
the Form 10-K disclosures or obtain an audit report in the time
required. The Company expects to file its Form 10-K promptly
upon completing the required disclosures and receiving the audit
report.

The Company expects that the net loss per share for the year
ending December 31, 2002 will be significantly larger than the
net loss per share in the same period of 2001. The change in net
loss per share may reflect an additional write-down, or total
write-off, of the remaining goodwill and intangible assets of
the Eligix business as well as the carrying value of its
facility-related property and equipment at December 31, 2002.
The Company is not able to estimate the expected change in
operating results resulting from the impairment of these non-
cash assets as the audit of its financial statements has not yet
been completed.

BioTransplant Incorporated, a Delaware corporation located in
Medford, Massachusetts, is a life science company whose primary
assets are intellectual property rights that it has exclusively
licensed or seeks to exclusively license to third parties. On
February 27, 2003, the Company and Eligix, Inc., its wholly-
owned subsidiary, filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code in the United States
Bankruptcy Court in Boston Massachusetts. The Company's strategy
is to maximize the potential future value of its licensed
intellectual property rights. The Company has exclusively
licensed Siplizumab (MEDI-507), a monoclonal antibody product,
to MedImmune, Inc. Siplizumab is in Phase II clinical trials for
the treatment of psoriasis. The Company's assets also include
the AlloMune System technologies, which are intended to treat a
variety of hematologic malignancies and improve outcomes for
solid organ transplants, and the Eligix HDM Cell Separation
Systems, which use monoclonal antibodies to remove unwanted
cells from bone marrow, peripheral blood stem cell and donor
leukocyte grafts used in transplant procedures. BioTransplant
also has an interest in Immerge BioTherapeutics, Inc., a joint
venture with Novartis, to further develop both companies'
individual technology bases in xenotransplantation.


BOWATER INC: Appoints Gordon D. Giffin to Board of Directors
------------------------------------------------------------
The Board of Directors of Bowater Incorporated (NYSE:BOW)
appointed Gordon D. Giffin to the company's board effective
April 2, 2003.

Mr. Giffin, 53, is co-chair of the Public Policy and Regulatory
Affairs practice for McKenna Long & Aldridge LLP with offices in
Washington, DC and Atlanta, Georgia.

His law practice is focused on international transactions and
trade matters, government procurement, federal and state
regulatory matters and public policy.

Mr. Giffin served as U.S. Ambassador to Canada from August 1997
to April 2001.

He currently serves on the boards of Canadian Imperial Bank of
Commerce, Canadian National Railway Company, Canadian Natural
Resources Limited and TransAlta Corporation. He is also a member
of the Board of Counselors for Kissinger - McLarty Associates,
the Council on Foreign Relations and the Board of Trustees of
the Carter Center.

Bowater Incorporated, headquartered in Greenville, SC, is a
leading producer of newsprint and coated groundwood papers. In
addition, the company makes uncoated groundwood papers, bleached
kraft pulp and lumber products. The company has 12 pulp and
paper mills in the United States, Canada and South Korea and 12
North American sawmills that produce softwood and hardwood
lumber. Bowater also operates two facilities that convert a
groundwood base sheet to coated products. Bowater's operations
are supported by approximately 1.5 million acres of timberlands
owned or leased in the United States and Canada and 32 million
acres of timber cutting rights in Canada. Bowater is one of the
world's largest consumers of recycled newspapers and magazines.
Bowater common stock is listed on the New York Stock Exchange,
the Pacific Exchange and the London Stock Exchange. A special
class of stock exchangeable into Bowater common stock is listed
on the Toronto Stock Exchange (TSE: BWX).

As reported in the Trouble Company Reporter's February 24, 2003
edition, Standard & Poor's Ratings Services lowered its
corporate credit ratings on the two largest North American
newsprint producers, Bowater Inc., and Abitibi-Consolidated
Inc., to non-investment-grade 'BB+' from 'BBB-'. The downgrades
reflect expectations that over an industry cycle credit measures
for the companies are unlikely to reach average levels strong
enough to support the previous ratings.


CENTENNIAL HEALTHCARE: Lease Decision Period Extended to May 19
---------------------------------------------------------------
By order of the U.S. Bankruptcy Court for the Northern District
of Georgia, Centennial Healthcare Corporation, and its debtor-
affiliates obtained an extension of their lease decision period.
The Court gives the Debtors until May 19, 2003, to determine
whether to assume, assume and assign, or reject unexpired
nonresidential real property leases.

Centennial HealthCare Corporation, which operates and manages 86
nursing homes in 19 states, filed for Chapter 11 petition on
December 20, 2002 (Bankr. N.D. Ga. Case No. 02-74974).  Brian C.
Walsh, Esq., and Sarah Robinson Borders, Esq., at King &
Spalding represent the Debtors in their restructuring efforts.
When the Company filed for protection from its creditors, it
listed estimated debts and assets of over $100 million each.


COMDISCO: Completes Partial Redemption of $75-Mill. of 11% Notes
----------------------------------------------------------------
Comdisco Holding Company, Inc., (OTC:CDCO), as previously
announced on March 14, 2003, it has completed a partial
redemption of its 11% Subordinated Secured Notes (due 2005) in
the principal amount of $75 million. The outstanding principal
amount of the Subordinated Secured Notes after this redemption
is $85 million.

The Subordinated Secured Notes were redeemed at a price equal to
100% of their principal amount ($75 million) plus accrued and
unpaid interest to the redemption date. Comdisco previously
partially redeemed its 11% Subordinated Secured Notes in the
principal amounts of $65 million, $200 million, $100 million,
$50 million and $75 million on November 14, 2002, December 23,
2002, January 9, 2003, February 10, 2003, and March 3, 2003,
respectively.

The purpose of reorganized Comdisco is to sell, collect or
otherwise reduce to money the remaining assets of the
corporation in an orderly manner. Rosemont, IL-based Comdisco --
http://www.comdisco.com-- provided equipment leasing and
technology services to help its customers maximize technology
functionality and predictability, while freeing them from the
complexity of managing their technology. Through its former
Ventures division, Comdisco provided equipment leasing and other
financing and services to venture capital backed companies.


CONSECO: Thomas Lee Notifies Court of Substantial Equity Holding
----------------------------------------------------------------
Thomas H. Lee Equity Fund IV, L.P. and affiliated investors
notify the Court that they hold a substantial amount of equity
in Conseco Inc.  As of February 28, 2003, the Fund beneficially
owned 2,684,172.15 shares of the Series F Common-Linked
Convertible Preferred Stock of Conseco Inc. (Conseco Bankruptcy
News, Issue No. 13; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


CUMULUS MEDIA: S&P Rates Planned $325M Senior Secured Loan at B+
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' rating to
Cumulus Media, Inc.'s proposed $325 million senior secured term
loan C due 2008. Proceeds are expected to be used to refinance
existing debt and fund the company's tender offer for its
10.375% senior subordinated notes due 2008.

At the same time, Standard & Poor's affirmed its 'B+' corporate
credit rating on the company. The outlook is stable. Atlanta,
Ga.-based radio operator Cumulus had total debt outstanding of
approximately $433.7 million at Dec. 31, 2002. The company owns
268 radio stations in 55 small- and mid-size markets, pro forma
for all announced pending acquisitions and divestitures.

"The proposed refinancing is expected to lower Cumulus's cost of
capital, but it does not reduce aggregate debt levels," said
Standard & Poor's credit analyst Alyse Michaelson.

Radio advertising enjoyed positive momentum throughout most of
2002, and favorable trends have been expected to continue into
2003. Rising ad demand across a broad range of categories has
fueled double-digit national revenue increases and low single-
digit local increases. However, near-term visibility is limited
because advertising is vulnerable to escalating geopolitical
tensions and ongoing economic softness. Given the potential for
contracting ad demand, adherence to a de-leveraging financial
policy will be important for maintaining the current credit
profile. Cumulus is likely to continue consolidating new and
existing radio markets, and is expected to use equity financing
to help temper potential financial risk.

The stable outlook incorporates the expectation that Cumulus
will maintain its market positions, key credit ratios, and
covenant cushion despite advertising cycles. Debt-financed
acquisition activity or a material reversal in operating
momentum could destabilize the ratings.


CUMULUS MEDIA: Commences Tender Offer for 10-3/8% Notes Due 2008
----------------------------------------------------------------
Cumulus Media Inc., (Nasdaq:CMLS) has commenced a tender offer
for any and all of its outstanding 10-3/8% Senior Subordinated
Notes due 2008.

In conjunction with the offer, Cumulus is soliciting consents to
eliminate substantially all of the restrictive covenants and
certain default provisions in the indenture under which the
Notes were issued, other than the covenants to pay interest on
and principal of the Notes and the related default provisions.

Tendering holders who validly tender their Notes (and do not
withdraw them) and deliver consents by the Consent Expiration
Date will receive the total consideration of $1,067.50 per
$1,000 principal amount of Notes, which includes a consent
payment of $20.00 per $1,000 principal amount.

Holders who validly tender their Notes (and do not withdraw
them) after the Consent Expiration Date but prior to the Tender
Offer Expiration Date will receive as payment for their Notes
the total consideration minus the consent payment.

The offer will expire at 12:01 a.m., New York City time, on
April 30, 2003, unless extended. Consents may be revoked at any
time on or prior to 5:00 p.m., New York City time, on April 15,
2003, unless extended. Tendered Notes may be withdrawn at any
time prior to the Tender Offer Expiration Date.

The offer is conditioned on, among other things, the receipt of
consents from the holders of at least a majority in principal
amount of the Notes and the completion of an amendment to
Cumulus' credit facility. The exact terms and conditions of the
tender offer and consent solicitation are specified in, and are
qualified in their entirety by, the Offer to Purchase and
Consent Solicitation Statement and related materials that are
being distributed to holders of the Notes. Holders who tender
their Notes in the offer are required to consent to the proposed
amendments to the indenture.

For additional information regarding the pricing, tender and
delivery procedures and conditions to the offer and consent
solicitation, reference is made to the Offer to Purchase and
Consent Solicitation Statement and the related transmittal
documents, copies of which may be obtained from MacKenzie
Partners, Inc., the information agent for the offer and the
solicitation, and J.P. Morgan Securities Inc., the dealer
manager for the offer and the solicitation agent for the
solicitation.

Cumulus Media Inc., is the second-largest radio company in the
United States based on station count. Giving effect to the
completion of all announced pending acquisitions and
divestitures, Cumulus Media will own and operate 268 radio
stations in 55 mid-size U.S. media markets. The company's
headquarters are in Atlanta, Georgia, and its Web site is
http://www.cumulus.com


DIRECTV LATIN: US Trustee Names Unsecured Creditors' Committee
--------------------------------------------------------------
Pursuant to Sections 1102(a)(1) and 1102(b)(1) of the Bankruptcy
Code, Acting United States Trustee for the District of Delaware
Roberta A. DeAngelis appoints these five creditors of DirecTV
Latin America LLC to serve on the Official Committee of
Unsecured Creditors in the Debtor's Chapter 11 case:

     1. HBO Latin America Media Services
          Attn: Jose Sariego, Senior Vice President
          1 Alhambra Plaza, Penthouse, Coral Gables
          Florida 33134

     2. Buena Vista International, Inc.
          Attn: Alec M. Lipkind
          350 S. Buena Vista Street, Burbank
          California 91521

     3. Music Choice
          Attn: Kim Murphy, Esq.
          300 Welsh Road, #200, Horsham
          Pennsylvania 19044

     4. Infront Sports & Media AG f/k/a Kirch Media AG
          Attn: Michael Francombe, Esq.
          Grafenavweg 2, P.O. Box 4442, 6304 Zug
          Switzerland

     5. Thomson Inc.
          Attn: Nickolas R. Talsma
          10330 N. Meridian Street, Indianapolis
          Indiana 46290
(DirecTV Latin America Bankruptcy News, Issue No. 3; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


DNA SCIENCES: Chapter 11 Case Summary
-------------------------------------
Debtor: DNA SCIENCES, INC.
         aka Genetic Information Systems
         aka Kiva Geneticis, Inc.
         6540 Kaiser Dr.
         Fremont, CA 94555

Type of Business: DNA Sciences, Inc., is a privately held
                   applied genetics company focused on developing
                   DNA diagnostics for critical medical and
                   therapeutic decisions.

Bankruptcy Case No.: 03-41843

Chapter 11 Petition Date: March 31, 2003

Court: Northern District of California (Oakland)

Judge: Randall J. Newsome

Debtor's Counsel: J. Michael Kelly, Esq.
                   Law Offices of Cooley Godward
                   1 Maritime Plaza 20th Fl.
                   San Francisco, CA 94111-3580
                   415-693-2000


DTI DENTAL: December 2002 Net Capital Deficit Balloons to $2MM
--------------------------------------------------------------
DTI Dental Technologies Inc., (TSX: DTI) announced financial
results for the year ended December 31, 2002. Some highlights:

- Sales for the year ended December 31, 2002 amounted to $22.5
   million, an increase in sales of 90.5% over the same period in
   2001.

- Internal same lab growth led to a 27.7% increase in sales.

- The full year impact of sales from labs acquired in 2001 and
   acquisitions in 2002 led to a 62.8% increase in sales

- Lab income increased 58.1% to $4.7 million in 2002.

- DTI generated EBITDA of $1.7 million or 7.7% of sales compared
   to $1.0 million or 7.6% of sales in 2001.

- Net loss of $2.3 million in 2002 ($0.33 per share) compared to
   $0.9 million ($0.13 per share) in 2001.

"We are pleased with our expansion for 2002. We exceeded our
internal growth objectives for the year and completed the
acquisition of two more labs in the U.S." said Paolo Kalaw, the
Company's Chief executive Officer. "The acquisitions expand our
presence to five states in the U.S. and three provinces in
Canada."

Sales for the year ended December 31, 2002 amounted to $22.5
million compared to $13.2 million for the fourteen-month period
in 2001. The increase in sales was 90.5% after adjusting the
fourteen-month period for 2001to exclude $1.2 million of sales
arising in the two months ended December 31, 2000. Of this
increase 62.8% related to acquisitions. Internal same lab growth
was responsible for the remaining 27.7% increase in sales.

Lab income, which in management's opinion is one of the key
operating measures for the dental labs, increased 58.1% to $4.7
million in 2002 from $3.0 million for the fourteen-month period
in 2001. As a percentage of sales, the lab income amounted to
21.0% compared to 22.6% in 2001. The two labs acquired during
the year generated lab income equal to 16.3% of sales from those
labs and excluding those results the lab income was 21.8% of
sales, a level which is more representative of management's on
going expectations.

"Laboratory performance during the year demonstrated what can be
achieved when we focus on improvement in the operations." said
Mr. Kalaw. "One of the expectations for 2003 is improved
profitability at the labs acquired in 2002. Both labs have very
competent personnel, are located in attractive market areas and
will be significant contributors to the future."

After acquisition, finance and corporate expenses the company
generated operating income before amortization, interest and
taxes (EBITDA) of $1.7 million or 7.7% of sales compared to $1.0
million or 7.6% of sales in 2001.

Amortization expense for the year amounted to $0.7 million
compared to $0.8 million for the fourteen-month period ended
December 31, 2001. Changes in accounting rules resulted in the
Company discontinuing the amortization of goodwill part way
through 2001. Amortization of goodwill in 2001 amounted to $0.2
million.

Interest and financing costs on long-term debt amounted to $2.5
million for the year, $0.5 million of which represents
non-recurring costs of a financing proposal that did not
complete. The remaining $2.0 million reflects interest costs and
the impact of the $13.4 million increase in long-term debt
during the year.

"The strong lab operating income of the Company allowed us to
raise $13.0 million in non-dilutive debt in 2002," said Mr.
Kalaw. "We raised capital primarily for acquisitions and
completed two acquisitions in the summer. We are currently
looking at several attractive opportunities and expect to
complete further acquisitions in the near term."

Non-cash expense arising from the acquisition structure amounted
to $1.0 million in 2002 and $0.6 million in 2001. The net loss
of the company increased from $0.9 million in 2001 to $2.3
million in 2002.

The Company generated operating cash flows of $1.1 million in
2002, $1.3 million of which was provided by changes in working
capital compared to a requirement of $0.3 million in 2001 of
which $0.7 million was required by changes in working capital.

As of December 31, 2002, DTI Dental Technologies Inc.'s total
shareholders' deficiency stands at $2,462,401 compared to
$147,022 in 2001.

DTI is a multi-site operator of premium quality dental
laboratories, with eleven labs in five U.S. states and three
Canadian provinces. DTI's laboratories design and manufacture
custom dental prosthetics including crowns, bridges and
orthodontic appliances. DTI's experienced management team is
committed to building shareholder value by increasing market
share, revenue and cash flow through carefully targeted
acquisitions and improved marketing, training, and business
processes. DTI is well positioned to capitalize on growing
demand by our aging population for high quality cosmetic and
restorative dental products.


DTI DENTAL: Issues 54,847 Shares to BCMC Capital Entities
---------------------------------------------------------
DTI Dental Technologies Inc., whose December 31, 2002 balance
sheet shows a total shareholders' equity deficit of about $2.4
million, has issued 31,055 common shares at a deemed issue price
of $1.45 per share and 23,792 common shares at a deemed issue
price of $1.71 per share in accordance with the terms of
convertible debentures previously issued to BCMC Capital Limited
Partnership, BCMC Capital II Limited Partnership and Banyan
Capital Partners Limited Partnership. The 54,847 common shares
represent the payment of a portion of the interest due on the
debentures and are subject to a 12 month hold period which
expires on March 31, 2004.

DTI is a multi-site operator of premium quality dental
laboratories, with eleven labs in five U.S. states and three
Canadian provinces. DTI's laboratories design and manufacture
custom dental prosthetics including crowns, bridges and
orthodontic appliances. DTI's experienced management team is
committed to building shareholder value by increasing market
share, revenue and cash flow through carefully targeted
acquisitions and improved marketing, training, and business
processes. DTI is well positioned to capitalize on growing
demand by our aging population for high quality cosmetic and
restorative dental products.


DYNEGY INC: Completes $1.66 Billion Bank Refinancing Transaction
----------------------------------------------------------------
Dynegy Inc., (NYSE:DYN) announced that its subsidiary, Dynegy
Holdings Inc., has entered into a new $1.66 billion bank credit
facility consisting of:

-- A $1.1 billion secured revolving credit facility that matures
    on Feb. 15, 2005;

-- A $200 million secured term loan that also matures on
    Feb. 15, 2005; and

-- A $360 million secured term loan that matures on Dec. 15,
    2005.

This new credit facility replaces DHI's existing $900 million
and $400 million revolving credit facilities that were scheduled
to mature on April 28 and May 27, 2003, respectively, and a $360
million communications lease, which was scheduled to mature in
December 2005. The new facility, which requires no scheduled
amortization of principal, will provide funding for the ongoing
collateral needs of existing businesses and general corporate
purposes. The facility also preserves the commitments of the 21
lenders in the former DHI revolvers and communications lease
financings.

"[Wednes]day's announcement is more than a significant milestone
that solidifies our ability to serve and deliver value to our
stakeholders for the long-term. These bank facilities represent
the defining point where we transition from building a new
Dynegy to operating as the new Dynegy," said Bruce A.
Williamson, president and chief executive officer of Dynegy Inc.

"We are extremely pleased that, with the full support of our
bank team, we were able to complete our refinancing arrangements
on acceptable terms well in advance of the maturity dates.
Importantly, these new facilities preserve our substantial
liquidity, allow us to continue to restore confidence with our
employees, customers and suppliers, and provide us with
flexibility to build shareholder value," he added.

As detailed in the attachments to this news release, the
restructured debt is secured by a substantial portion of the
available assets and stock of the company's direct and indirect
subsidiaries, excluding Illinois Power and Dynegy Global
Communications. Other key terms and conditions of the credit
facility, including pricing and covenants, are also outlined in
the attachments. The credit agreement will be filed in its
entirety as an exhibit in Dynegy's 2002 Form 10-K filing. In
addition, Dynegy filed a Form 8-K Wednesday that includes the
discussion from the 10-K related to the credit agreement.

Credit Suisse First Boston, Morgan Stanley and Greenhill &
Company were financial advisors to the company. Co-lead
arrangers for the lenders were Salomon Smith Barney Inc., Banc
of America Securities LLC, and Bank One, NA.

                          2003 Guidance

Interest costs for 2003 are expected to increase above the
company's previous estimate of $417 million due to a combination
of higher than anticipated interest costs associated with the
new facility and an increase in collateral requirements for
existing businesses, resulting from the rise in commodity
prices. Dynegy's new interest estimate ranges from $450 to $465
million. Despite this increase in interest expense, Dynegy is
not revising its previous earnings guidance of $0.08 to $0.15
per share or cash flow guidance of $1.2 to $1.3 billion from its
generation, natural gas liquids and regulated energy delivery
segments, as the company expects earnings from these businesses
to offset the incremental costs due to a favorable pricing
environment.

                     First Quarter 2003 Results

Dynegy will announce first quarter 2003 results on Tuesday,
April 29, 2003, prior to the opening of the New York Stock
Exchange. The company will host an analyst conference call to
review first quarter results during the morning of April 29.

Dynegy Inc., owns operating divisions engaged in power
generation, natural gas liquids and regulated energy delivery.
Through these business units, the company serves customers by
delivering value-added solutions to meet their energy needs.

Dynegy Holdings Inc.'s 8.750% bonds due 2012 (DYN12USR1) are
trading at about 74 cents-on-the-dollar, says DebtTraders. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=DYN12USR1for
real-time bond pricing.


EASYLINK SERVICES: Takes Action to Enjoin AT&T from Selling Note
----------------------------------------------------------------
On March 17, 2003, EasyLink Services Corporation commenced an
action against AT&T Corp., PTEK Holdings, Inc. and Xpedite
Systems, Inc. The suit seeks, among other things, to enjoin AT&T
from selling an EasyLink promissory note held by AT&T to PTEK,
to compel AT&T to participate in EasyLink's current debt
restructuring and to enjoin Xpedite and PTEK from making false
statements to EasyLink's customers and creditors regarding
EasyLink and its financial position.

EasyLink commenced this action in response to PTEK's February
28, 2003 announcement that it had entered into an agreement with
AT&T to purchase 1,423,980 shares of outstanding Class A common
stock of EasyLink held by AT&T and a promissory note of EasyLink
held by AT&T. The promissory note, with a principal amount of
$10,000,000, represents approximately 13% of the aggregate
principal amount of debt that EasyLink has been seeking to
restructure pursuant to its debt restructuring plan. EasyLink
believes that if the sale of the note to PTEK is permitted to
occur, EasyLink's current debt restructuring may be at
substantial risk.

                         *   *   *

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.


EDAC TECHNOLOGIES: Refinances Debts Owed to Former Lender
---------------------------------------------------------
EDAC Technologies Corporation (OTC Bulletin Board: EDAC.OB), a
designer and manufacturer of tools, fixtures, jet engine
components, injection molds and spindles, reported a refinancing
of its existing obligations to the Company's former lender.
Prior to the refinancing described below, the Company had
recorded outstanding obligations to its former lender, under an
Amended and Restated Term Note dated September 29, 2000, in the
amount of $9,728,000, including principal, interest and late
fees. On April 1, 2003, the Company's former lender agreed to
cancel the Original Note in exchange for (i) a new promissory
note in the principal amount of $1,325,000 and (ii) a new
contingent promissory note in the principal amount of
$1,000,000. The $1,325,000 note bears interest at a rate of
seven percent, is payable in eighteen equal monthly
installments, has a maturity date of October 1, 2004, and is
subordinate to the Company's obligations to the Company's
primary lender. The $1,000,000 note does not bear interest, is
payable only upon the occurrence of certain events on or before
March 31, 2005, including a change in control, sale of the
Company or liquidation, and is subordinate to other existing and
future ordinary course obligations of the Company. All other
amounts due under the Original Note have been forgiven by the
Company's former lender. The Company's former lender has sold
all of its interest in the $1,325,000 note to an unrelated third
party.

Commenting on the refinancing, Dominick A. Pagano, the Company's
Chief Executive Officer said, "The successful restructuring of
our bank loans, together with the consolidation of our four
operating divisions, we believe will allow us to be in a better
position to compete and grow our business when the machine tool
and aerospace industries start to rebound."

The Company's Gros-Ite Industries primarily offers design and
manufacturing services for the aerospace industry in such areas
as jet engine parts, special tooling, equipment and gauges and
components used in the manufacture, assembly and inspection of
jet engines. Gros-Ite Spindle specializes in the design,
manufacture and repair of precision spindles, which are an
integral part of numerous machine tools, which are found in
virtually any type of manufacturing environment. Apex Machine
Tool Company is a diversified manufacturing company specializing
in high-precision fixtures, gauges, dies and molds.


EDAC TECHNOLOGIES: Fourth Quarter 2002 Net Loss Tops $1 Million
---------------------------------------------------------------
EDAC Technologies Corporation (OTC Bulletin Board: EDAC.OB), a
designer and manufacturer of tools, fixtures, jet engine
components, injection molds and spindles, reported results for
the fourth quarter of 2002.

Fourth quarter 2002 net loss was $1,192,000 versus net income of
$1,338,000 for the fourth quarter of 2001. Sales for the fourth
quarter 2002 were $6,046,000 versus $10,549,000 for the fourth
quarter 2001.

The fiscal year 2002 net loss was $13,407,000 versus net income
of $5,413,000 for fiscal year 2001. Sales for 2002 were
$25,850,000 versus $44,911,000 for 2001.

During 2002, the Company completed the initial impairment
testing of the goodwill balance as of December 30, 2001 related
to the acquisition of Apex Machine Tool in 1998. The test
indicated that the goodwill related to such acquisition, was
entirely impaired. The Company recorded an impairment charge of
$10,381,000 as a cumulative effect of a change in accounting
principle in the Company's first quarter of 2002 results.

Commenting on the 2002 net loss, Dominick A. Pagano, President
and Chief Executive Officer, said, "The fourth quarter concluded
one of the most difficult years in the Company's history. The
significant downturn in the machine tool industry accompanied by
a rapid decline in the commercial jet engine market led to
customer schedule changes, shipping delays and reduced orders,
and resulted in continued losses. This was further compounded by
defaults on certain loan agreements."

"But, it was also a time when, having reassessed our position as
a manufacturing company, we initiated our "get well" plan by
consolidating our four operating divisions into one. This
consolidation, which was completed in the first quarter of 2003,
we believe, will allow us to reduce overhead, improve operating
efficiencies and share resources more effectively. The
consolidation together with the successful restructuring of our
bank loans, we believe will allow us to be in a better position
to compete and grow our business when the aerospace industry
starts to rebound."

EDAC Technologies Corporation's Gros-Ite Industries primarily
offers design and manufacturing services for the aerospace
industry in such areas as jet engine parts, special tooling,
equipment and gauges and components used in the manufacture,
assembly and inspection of jet engines. Gros-Ite Spindle
specializes in the design, manufacture and repair of precision
spindles, which are an integral part of numerous machine tools
found in virtually every manufacturing environment. Apex Machine
Tool Company is a diversified manufacturing company specializing
in high-precision fixtures, gauges, dies and molds.

As previously reported, EDAC Technologies' September 28, 2002
balance sheet shows a total shareholders' equity deficit of
about $2 million.


ENRON CORP: Wants Approval of Contract Sale Bidding Procedures
--------------------------------------------------------------
Pursuant to the proposed sale of the Cash Flow Interest
Agreement and the Gas Sales Agreement to Arctas-Paragon
Investments LLC, Enron North America Corporation asks the Court
to:

     (i) schedule May 5, 2003, at 10:00 a.m. as the date and
         time to hold an auction at which ENA will solicit higher
         or better bids for the sale of the Cash Flow Interest
         Agreement the Amended and Restated Gas Sales Agreement,
         and certain related assets;

    (ii) approve the procedures to be used in connection with
         the Auction;

   (iii) approve procedures to determine the amounts, if any, to
         cure any defaults under the Contracts, if and prior to
         any Contracts being assumed by ENA and assigned to
         Arctas;

    (iv) approve the payment of a termination fee to Arctas; and

     (v) schedule a hearing on the sale of the Assets free and
         clear of liens, claims, interests, encumbrances, and
         rights of setoff, recoupment, netting and deduction.

Martin A. Sosland, Esq., at Weil, Gotshal & Manges LLP, in New
York, outlines the Bidding Procedures:

A. Auction Date and Time.  The Auction will be held on May 5,
    2003, commencing at 10:00 a.m. New York Time at the offices
    of Weil, Gotshal & Manges, 767 Fifth Avenue, New York, New
    York 10153 for consideration of qualifying offers that may be
    presented to ENA, or at a time and date as ENA may determine,
    upon prior consultation with the Creditors' Committee.
    Notice of any changes in the Auction date or time will be
    filed with the Court and provided to any party known by ENA
    to have indicated a desire to participate in the Auction as
    soon as practicable;

B. Qualification as Bidder.  Any entity that wishes to make a
    bid for the Assets must provide ENA with sufficient and
    adequate information to demonstrate, to the satisfaction of
    ENA, upon consultation with the Creditors' Committee, that
    it has the financial wherewithal and ability to consummate
    the sale including evidence of adequate financing, and
    including a financial guaranty or irrevocable letter of
    credit, if deemed appropriate, each in a form agreed by ENA,
    in consultation with the Creditors' Committee;

C. Bid Requirements.

    -- ENA, upon consultation with the Creditors' Committee, will
       entertain bids that are on substantially the same terms
       and conditions as those terms set forth in the Purchase
       Agreement with Arctas;

    -- Bids must be accompanied by a cash deposit at least equal
       to 10% of the Competing Bid -- the "Earnest Money
       Deposit";

    -- Prior to the Bid Deadline, the Earnest Money Deposit is to
       be wire transferred to:

        JP Morgan Chase Bank
        500 Stanton Christiana Road
        Newark, DE 19713
        ABA# 021000021
        For Credit To: Weil, Gotshal & Manges LLP Special Account
        Acct# 0158-37-474
        Reference: 43889.0003 M. Sosland -- Onondaga Deposit

    -- Upon the closing of the Asset Sale, the Earnest Money
       Deposit is to be applied toward the purchase price,
       in accordance with the terms of the Purchase Agreement, if
       ENA, in consultation with the Creditors' Committee,
       accepts the Competing Bid as the highest or best offer at
       the conclusion of the Auction and the sale of the Assets
       to that entity is approved by the Court;

    -- If one or more bidders, other than Arctas, are not the
       Winning Bidder, their Earnest Money Deposits will be
       returned to them as soon as reasonably practicable upon
       the earlier of:

        (a) the closing of the sale of the Assets to the Winning
            Bidder; or

        (b) at such time as the bids are no longer binding
            pursuant to the Bidding Procedures as approved by
            the Court;

    -- Competing Bids must be in writing, signed by an
       individual authorized to bind the prospective purchaser
       and received no later than 4:00 p.m. New York Time on
       May 2, 2003 -- the "Bid Deadline" -- by:

       (a) Enron, 1400 Smith Street, Houston, Texas 77002,
           Attention: Maria E. Grannen, maria.e.grannen@enron.com
           or Facsimile: 713-646-3253,

       (b) Weil, Gotshal & Manges LLP, 100 Crescent Court,
           Dallas, Texas 75201, Attention: Martin A. Sosland,
           Esq., martin.sosland@weil.com or and Facsimile:
           214-746-7777), Attorneys for the Debtor, and

       (c) Squire, Sanders & Dempsey L.L.P., 312 Walnut Street,
           Suite 3500, Cincinnati, Ohio 45202, Attention: Stephen
           D. Lerner, Esq., (slerner@ssd.com or Facsimile: 513-
           361-1201), Attorneys for the Creditors' Committee;

    -- Any Competing Bid must be presented under a contract
       substantially similar to the Purchase Agreement, marked to
       show any modifications made to the Purchase Agreement,
       including the amount of consideration, name of purchaser,
       and other conforming changes that must be made to reflect
       the purchaser and its bid, and the bid must not be
       subject to due diligence review, board approval obtaining
       financing, or the receipt of any non-governmental
       consents;

    -- Initial Overbids.  The initial overbid must be at least
       $228,000 greater than the $4,050,000 Purchase Price in the
       Purchase Agreement;

    -- Parties not submitting competing Bids by the Bid Deadline
       may not be permitted to participate at the Auction; and

    -- All bids for the purchase of the Assets will be subject to
       Bankruptcy Court approval;

D. Due Diligence and Questions Prior to Submitting Bids.  To
    conduct due diligence regarding the Assets, documents
    relating to the Assets will be available for viewing at 1400
    Smith Street, Houston, Texas or via electronic format.
    Contact Maria E. Grannen at 713-345-4395 to schedule a time
    to review the contents of the due diligence room or to
    receive a copy of relevant documents via electronic format.
    The due diligence room will be available from April 11, 2003
    to May 2, 2003.  To access the documents, if not previously
    executed, parties must sign the Confidentiality Agreements
    with ENA;

E. Auction.

    -- Evaluation of Highest or Best Offer.  ENA will, after the
       Bid Deadline and prior to the Auction, upon consultation
       with the Creditors' Committee:

      (a) evaluate all Competing bids received,

      (b) invite certain parties to participate in the Auction,
          and

      (c) determine, which Competing Bid reflects the highest or
          best offer for the Assets -- the "Initial Bid".  ENA
          will inform each bidder of the determination during
          the Auction;

    -- ENA, in consultation with the Creditors' Committee may
       reject any Competing Bid not in conformity with the
       requirements of the Bankruptcy Code, the Bankruptcy Rules,
       the Local Rules of the Court, the Procedures Order or
       that is contrary to the best interests of ENA, its estate
       or creditors;

    -- Adjournment of Auction.  The Auction may be adjourned as
       ENA, upon consultation with the Creditors' Committee,
       deems appropriate.  Reasonable notice of the adjournment
       and the time and place for the resumption of the Auction
       will be given to Arctas, all entities submitting Competing
       Bids, and the Creditors' Committee;

    -- Subsequent Bids.  Subsequent bids at the Auction must be
       in an amount that is at least $40,000 more than the
       Initial Overbid and each subsequent bid;

    -- Other Terms.  All Competing Bids are subject to other
       terms and conditions as are announced by ENA, in
       consultation with the Creditors' Committee.  The Bidding
       Procedures may be modified by ENA, in consultation with
       the Creditors' Committee, as maybe determined to be in the
       best interests of its estate or creditors;

F. Failure to Close.  In the event a qualified bidder other than
    Arctas is the Winning Bidder, and the Winning Bidder fails to
    consummate the proposed transaction by the Closing Date
    for any reason, ENA will:

    -- retain the bidder's Deposit, but not as liquidated
       damages, and ENA reserves the right to pursue all
       available remedies, whether legal or equitable,
       available to it, and

    -- upon consultation with the Creditors' Committee, will be
       free to consummate the proposed transaction with the next
       highest bidder at the highest price bid by such bidder at
       the Auction without the need for an additional hearing or
       Court order;

G. Non-Conforming Bids.  Notwithstanding anything to the
    contrary, ENA, in consultation with the Creditors'
    Committee, will have the right to entertain non-conforming
    bids for the Assets;

H. Modifications.  In its business judgment and sole and
    absolute discretion, upon consultation with the Creditors'
    Committee, ENA may reject any bid at any time before entry of
    an order by the Bankruptcy Court approving a bid, including,
    but not limited to those that are:

    -- not in conformity with the requirements of the Bankruptcy
       Code, the Bankruptcy Rules or the Local Bankruptcy Rules
       of the Court,

    -- contrary to the best interests of ENA, its estate and
       creditors, and parties in interest, or

    -- otherwise inadequate or insufficient.

    No bids will be considered by ENA unless a party submitted an
    offer in accordance with these Bidding Procedures and
    participated in the Auction;

I. Bids are Irrevocable.  All bids are irrevocable until the
    earlier to occur of:

    -- the closing of the sale of the Assets, or

    -- 30 days after the last date of the Auction;

J. Non-Solicitation of Third Parties.  Buyer, any bidder, or any
    Of its respective directors, officers, employees, accountants
    or other agents or representatives will not directly, or
    indirectly, solicit a bid from a third party to purchase the
    Assets or engage in or continue any discussion or
    negotiations with any party that has made or who may bid for
    the Assets; and

K. Expenses.  Any bidders presenting bids will bear their own
    expenses in connection with the sale of the Assets, whether
    or not the sale is ultimately approved.

Pursuant to the Agreement, in the event that the Purchase
Agreement is terminated and an Alternative Transaction closes,
ENA has agreed to pay to Arctas, as a priority administrative
claim, within two business days after the closing of the
Alternative Transaction, an amount equal to the greater of
$120,000 and 3% of the price at which the Assets are sold
pursuant to an Alternative Transaction -- the Termination Fee;
provided, however, in no event will the Termination Fee
exceed $200,000.

Mr. Sosland asserts that the Bidding Procedures should be
approved because:

    (a) it provides a fair and reasonable means of ensuring that
        the Assets are sold for the highest or best offer
        attainable;

    (b) it provides flexibility so as to enable a party
        interested in bidding an offer to modify the terms of the
        Agreement and submit a greater purchase price as a result
        thereof, so long as the offer is on substantially the
        same terms and conditions as those set forth in the
        Agreement;

    (c) the time frame allows ENA to consider and evaluate any
        offer so as to ensure that the offer satisfies the
        requirements for Auction participation; and

    (d) the Termination Fee is fair and reasonable and will
        initiate an overbid process at a floor that is desirable
        for ENA's estate, will foster competitive bidding for the
        Assets, and will confer a benefit to ENA, its estate and
        creditors.

                      Cure Amount Procedures

Even though ENA believes that no Cure Amounts are due under the
Contracts, ENA propose that the Cure Amounts, if any, will be
established by these procedures:

   (a) ENA will provide notice of the Cure Amounts to all
       non-debtor parties to the Contracts on or before
       April 11, 2003.  If a party disagrees with the Cure Amount
       proposed by ENA, it must file a written response with the
       Bankruptcy Court with supporting documentation and serve
       a copy on:

            (i) Enron North America Corp.
                1400 Smith Street, Houston, Texas, 77002
                Attention: Maria E. Grannen

           (ii) Weil, Gotshal & Manges LLP
                700 Louisiana, Suite 1600, Houston, Texas 77002
                Attention: Martin Sosland, Esq.

          (iii) Squire, Sanders & Dempsey L.L.P.
                312 Walnut Street, Suite 3500
                Cincinnati, Ohio, 45202
                Attention: Stephen D. Lerner, Esq.

       The objection should be actually received by the persons
       No later than May 2, 2003, at 5:00 p.m. New York Time;
       and

   (b) If a Cure Amount cannot be resolved consensually and
       ENA proceeds with the assumption and assignment of
       the relevant Contract to Arctas, the disputed portion of
       the Cure Amount will be escrowed pending a determination
       by the Court of the amount upon notice of a hearing in
       accordance with the Case Management Order.

Mr. Sosland contends that the proposed Cure Amount Procedures
provide a fair and reasonable means of ensuring that non-debtor
parties to the Contracts receive notice of the assumption and
assignment of their Contracts without paying a Cure Amount.
(Enron Bankruptcy News, Issue No. 61; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


ETHYL CORPORATION: S&P Assigns B+ Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'B+'
corporate credit rating to specialty chemical manufacturer Ethyl
Corp. The outlook is stable.

At the same time, Standard & Poor's assigned its 'B+' bank loan
rating to the company's proposed $50 million senior secured
revolving credit facility and $115 million term loan, and its
'B' rating to the company's proposed $150 million senior
unsecured notes, based on preliminary terms and conditions. Pro
forma for the refinancing, the Richmond, Va.-based, company will
have approximately $270 million of debt outstanding.

"The rating actions are based on Ethyl's improved financial
profile following the proposed transactions offset by a below-
average business profile that reflects the highly competitive
nature of the global petroleum additives industry and exposure
to volatile raw material costs and the vagaries of economic
cycles," said Standard & Poor's credit analyst Franco DiMartino.

Standard & Poor's said that the ratings are supported by the
likelihood of additional, material debt reduction over the next
two years, as well as Ethyl's recent success in stabilizing
operating results in the still-challenging engine oils sector of
the petroleum additives market. These positives should help to
offset any near-term increase in raw material costs or a greater
than expected reduction in the profitability contribution from
lead-based fuel additives.


EUROTECH LTD: Carey Naddell Replaces Don Hahnfeldt as New Chair
---------------------------------------------------------------
Eurotech, Ltd., (OTC Pink Sheets:EUOT) announced that Mr. Carey
Naddell, has been appointed Chairman of the Board of the Company
to replace Don Hahnfeldt, who will continue to serve as a
director.

Mr. Naddell has served as an independent Director of Eurotech
since March 2002, and been chairman of Eurotech's Audit
Committee. Hahnfeldt said that Mr. Naddell has been selected as
a key member of the Company's new management team and will serve
as Chief Operating Officer through a transition period up to
three months, after which he will become Eurotech's next
President and CEO.

Mr. Naddell brings a wealth of business experience including
over twenty years on Wall Street.

Mr. Naddell stated, "I feel that new perspectives and new
strategies are needed to guide Eurotech in its forthcoming
restructured operations." He went on to say that while he is
pleased with the additional assets that recent activities have
added to the company's books, he is disappointed with the way
the Company's stock has performed. He said with careful
restructuring, "I hope to be able to improve the company's
outlook and performance. The Company will keep its shareholders
informed through news releases with concrete reports and
progress updates." He said, "Our job will be to do our best to
see that the Company's investments and future acquisitions
perform to their maximum potential."

During this transition period, Mr. Naddell will be seeking
additional new talent for Eurotech's management team and its
Board of Directors. In the meantime, Mr. Chad A. Verdi, the
Company's Vice Chairman, will step down as a director on April
5th and has volunteered to continue as an advisor to the Company
on a month-by-month basis as needed.

Mr. Verdi had planned to step down early last year but was
unable to, due to unexpected management changes in the Company.
Naddell looks forward to working with past-president, Dr.
Randolph Graves, Jr., for his scientific know-how and technical
support. He also appreciates Mr. Verdi's and Mr. Hahnfeldt's
dedication and continued support to the Company.

Eurotech is a corporate asset manager seeking to acquire,
integrate and optimize a diversified portfolio of technological
assets and properties.

Eurotech's mission is to build value in our emerging
technologies and to add to and broaden the Company's asset base
through licensing, joint ventures, and spin-offs, which will
provide each asset, technology or property with the resources it
needs to realize its strategic business potential.

For additional information about Eurotech and its technologies
please visit the Company Web site at http://www.eurotechltd.com

At September 30, 2002, Eurotech's balance sheet shows that total
current liabilities exceeded total current assets by about $2
million.

The Company's unaudited condensed consolidated financial
statements for the period ended September 30, 2002, have been
prepared in conformity with accounting principles generally
accepted in the United States of America, which contemplate
continuation of the Company as a going concern. However, for the
nine months ended September 30, 2002, the Company incurred a net
loss of $7,182,138 and had a working capital deficiency of
$2,079,064. The Company has limited finances and requires
additional funding in order to market and license its products.
There is no assurance that the Company can reverse its operating
losses, or that it can raise additional capital to allow it to
continue its planned operations. These factors raise substantial
doubt about the Company's ability to continue as a going
concern.


FAO INC: Taps KPMG to Provide Accounting & Tax Advisory Services
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave its
nod of approval to FAO, Inc., and its debtor-affiliates' request
to retain and employ KPMG LLP as their accountants and tax
advisors, nunc pro tunc to January 13, 2003.

The Debtors need KPMG to provide accounting and tax advisory
services that will be necessary in the retailer's chapter 11
proceedings.  Specifically, KPMG will provide:

   (A) Accounting and Auditing Services

          i) audit and review examinations of the financial
             statements of the Debtors as may be required from
             time to time;

         ii) analysis of accounting issues and advice to the
             Debtors' management regarding the proper accounting
             treatment of events;

        iii) assistance in the preparation and filing of the
             Debtor's financial statements and disclosure
             documents required by the Securities and Exchange
             Commission;

         iv) assistance in the preparation and filing of the
             Debtor's registration statements required by the
             Securities and Exchange Commission in relation to
             debt and equity offerings; and

          v) performance of other accounting services for the
             Debtors as may be necessary or desirable.

   (B) Tax Advisory Services

          i) review of and assistance in the preparation and
             filing of any tax returns;

         ii) advice and assistance to the Debtors regarding tax
             planning issues, including assistance in estimating
             net operating loss carryforwards, international
             taxes, and state and local taxes;

        iii) assistance regarding transaction taxes, state and
             local sales and use taxes;

         iv) assistance regarding tax matters related to the
             Debtor' pension plans;

          v) assistance regarding real and personal property tax
             matters, including review of real and personal
             property tax records, negotiation of value with
             appraisal authorities, preparation and presentation
             of appeals to local taxing jurisdictions and
             assistance in litigation of property tax appeals;

         vi) assistance regarding any existing or future IRS,
             state and local tax examinations; and

        vii) other consulting, advice, research, planning or
             analysis regarding tax issues as may be requested
             from time to time.

KPMG will bill the Debtors at their customary hourly rates,
which are:

           Partners                     $500 to $550 per hour
           Directors/Senior Managers/   $630 to $500 per hour
             Managers
           Senior/Staff Accountants     $160 to $360 per hour

FAO, Inc., along with its wholly-owned subsidiaries, is a
specialty retailer of high-quality, developmental, educational
and care products for infants and children and high quality
toys, games, books and multimedia products for kids through age
12. The Company filed for Chapter 11 protection on January 13,
2003 (Bankr. Del. Case No. 03-10119). Rebecca L. Booth, Esq.,
Mark D. Collins, Esq., and Daniel J. DeFranceschi, Esq., at
Richards, Layton & Finger, P.A. and David W. Levene, Esq., and
Anne E. Wells, Esq., at Levene, Neale, Bender, Rankin & Brill
represent the Debtors in their restructuring efforts.  When the
Company filed for protection from its creditors, it listed
$257,400,000 in total assets and $238,374,000 in total debts.


FEDERAL-MOGUL: Court Clears Sale of OE Lighting Assets to Decoma
----------------------------------------------------------------
The U.S. Bankruptcy Court in Wilmington, Delaware, has approved
an agreement under which Federal-Mogul Corporation (OTC Bulletin
Board: FDMLQ) would sell certain original equipment lighting
assembly operations to Decoma International Inc. (Nasdaq: DECA;
TSX: DEC.A;). Decoma International is based in Concord, Ontario,
Canada.

The two companies signed the agreement March 12. The sale is
expected to close on April 14, 2003. The transaction, including
the value of inventory sold to Decoma and assets retained by
Federal-Mogul, will generate approximately US$19 million for
Federal-Mogul.

Under the sale agreement, Decoma International would acquire
Federal-Mogul's original equipment lighting manufacturing
facility in Matamoros, Mexico; a distribution center in
Brownsville, Texas; and an assembly operation in Toledo, Ohio.
Decoma International would also acquire customer contracts and
supporting manufacturing equipment at the Federal-Mogul lighting
facility in Hampton, Virginia. The facilities produce mainly
forward lighting modules for cars and trucks.

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


FLEMING COMPANIES: Receives $50-Mill. Interim Funding Commitment
----------------------------------------------------------------
Fleming Companies, Inc., (NYSE: FLM) announced that in
connection with the company's Chapter 11 filing it has received
a $50 million interim debtor-in-possession (DIP) financing
commitment from its existing lenders as a bridge to a permanent
$150 million DIP financing package.

"This interim financing represents an important first
achievement in our reorganization process," said Peter Willmott,
Fleming's Interim President and Chief Executive Officer. "With
this financing and the support of our vendors, we can deliver on
our commitment to provide Fleming's customers with the goods
they need, when they need them. To that end, we are developing,
in connection with the permanent DIP facility, a vendor support
program that will provide important financial assurances to our
trade partners.

"We are pleased to have the support of our lenders at this
critical time for Fleming. We believe the permanent DIP
financing package and vendor support program will provide
Fleming with the financing it needs to successfully operate in
and exit from Chapter 11. With the anticipated DIP financing
package in place and the protection of the court process, we
expect to achieve these goals and emerge as a strong
competitor."

The interim DIP commitment is subject to approval of the
Bankruptcy Court, the pledge to the existing lenders of the
company's unencumbered assets and other conditions. Under this
arrangement, the company will have the right to use cash
collateral and the interim DIP prior to the effectiveness of the
permanent DIP financing. Motions to approve the interim DIP
commitment and use of cash collateral are expected to be heard
by the Court on Thursday, April 3, 2003.

Fleming and its lenders are in the process of finalizing the
permanent $150 million DIP facility which will be subject to a
borrowing base. This DIP facility is expected to provide the
company with necessary financing throughout the Chapter 11
process. Initial borrowing under this DIP facility would be
subject to certain conditions, including the completion of
certain due diligence, execution of definitive documentation and
receipt of Bankruptcy Court approval.

The permanent DIP facility would permit Fleming to establish a
vendor support program, including a junior lien on the company's
assets in favor of the company's vendors. Participation in the
vendor support program, which is subject to Bankruptcy Court
approval, would be open to vendors who contractually agree to
ship goods on normal trade terms through the pendency of the
Chapter 11 proceedings.

Fleming is a leading supplier of consumer package goods to
retailers of all sizes and formats in the United States. Fleming
serves a wide range of retail locations across the country,
including supermarkets, convenience stores, discount stores,
concessions, limited assortment, drug, supercenters, specialty,
casinos, gift shops, military commissaries and exchanges and
more. To learn more about Fleming, visit its Web site at
http://www.fleming.com


GENUITY INC: Proposes Collection Settlement Procedures to Court
---------------------------------------------------------------
William F. McCarthy, Esq., at Ropes & Gray, in Boston,
Massachusetts, tells the Court that since the Closing Date,
Genuity Inc., and its debtor-affiliates have turned their
efforts to winding up their businesses and liquidating their
remaining assets in orderly fashion.  To accomplish the Wind-Up
efficiently, and thereby maximize the value of the estates for
the benefit of their creditors, the Debtors must seek the
highest possible recovery on the collection of their accounts
receivable, at the lowest possible cost.

The Debtors have outstanding accounts receivable with thousands
of customers.  Were the Debtors required to seek Court approval
for the compromise of each of these accounts, the costs of
filing pleadings, holding hearings and sending notice of each
compromise to all the creditors and parties-in-interest entitled
to receive notice in these cases would counteract the very
purpose of the settlements.

Accordingly, the Debtors seek the Court's authority to settle:

   -- most receivables without any further notice or hearing,
      provided that the settlements are above a certain threshold
      recovery or are in the ordinary course of business of
      dealings with collections agencies; and

   -- most other receivables with notice only to the Creditors'
      Committee.

The proposed procedures to be implemented are:

   A. Outside Collections Agencies: The Debtors' current use of
      outside collection agencies for any receivables referred to
      these agencies prior to the Closing will be approved.  The
      Debtors will also be authorized to pay each collection
      agency from the proceeds of receivables collected by the
      agency, without further court approval.  The Debtors may
      refer any additional receivables to collection agencies:

      -- without further notice to any person if these
         receivables with a customer are, in the aggregate, less
         than $100,000; and

      -- for any other receivables, only after giving five
         business days' written notice to the Creditors'
         Committee;

      provided, however, that if the Creditors' Committee informs
      the Debtors in writing of its objection to a referral, then
      the Debtors will not refer this matter without order of the
      court or agreement from the Creditors' Committee;

   B. De Minimis Receivables: The Debtors also want to settle
      without notice, a hearing or further court approval of any
      kind the receivables with any customer whose aggregate
      receivable with the Debtors is $100,000 or less.

   C. Minor Receivables: The Debtors intend to settle without
      notice, a hearing or further court approval of any kind,
      any receivables with customers whose Total Receivables
      exceed $100,000 but are less than or equal to $300,000,
      except Excluded Customers, provided that the compromise
      results in receipt by the Debtors of an amount equal to or
      greater than 2/3 of the Total Receivables for the customer.

   D. Major Receivables: The Debtors want to settle without
      notice, a hearing or further court approval of any kind,
      any receivables with customers whose Total Receivables
      exceed $300,000 but are less than or equal to $1,000,000,
      except Excluded Customers, provided that the compromise
      results in receipt by the Debtors of an amount equal to or
      greater than the face amount of the receivables minus
      $100,000.

In addition, the Debtors seek Judge Beatty's permission to
settle without notice, a hearing or further court approval of
any kind, except notice to the Creditors' Committee, any:

   A. Minor Receivables for an amount less than the Qualifying
      Minor Receivables Settlement Threshold;

   B. Major Receivables for an amount less than the Qualifying
      Major Receivables Settlement Threshold; and

   C. any receivables with customers whose Total Receivables
      exceeds $1,000,000 in any other manner, except with
      Excluded Customers.

In any case where these procedures require notice only to the
Creditors' Committee, these procedures should govern the notice:

   A. The Debtors will deliver notice of a proposed Non-
      Qualifying Receivables Settlement to the Creditors'
      Committee.  Each Receivables Settlement Notice will
      include:

        (i) a description of the account;

       (ii) the amount of the proposed Non-Qualifying Receivables
            Settlement;

      (iii) copies of the relevant invoices;

       (iv) an explanation as to why the Debtors believe a
            settlement cannot be reached at the Qualifying
            Receivable Settlement Threshold; and

        (v) a copy of any proposed settlement agreement.

   B. The Creditors' Committee will have five business days from
      the date of receipt of the Receivables Settlement Notice to
      approve or object to the proposed Non-Qualifying
      Receivables Settlement.  If, at the end of the Receivables
      Notice Period, the Creditors' Committee has failed to
      communicate in writing to the Debtors and their counsel
      their approval of or objection to the proposed Non-
      Qualifying Receivables Settlement, the settlement will be
      deemed approved and no further notice or authorization of
      the settlement will be required.

   C. If the Creditors' Committee timely objects to a proposed
      Non-Qualifying Receivables Settlement, the Debtors may file
      a motion with the Court seeking approval of the proposed
      Non-Qualifying Receivables Settlement.  The Debtors will be
      authorized to schedule a hearing to consider the motion on
      shortened notice as early as five business days following
      the filing of the motion.  The only party entitled to
      object to the Non-Qualifying Receivables Settlement will be
      the Creditors' Committee.

These procedures would not apply to any settlements with either
America Online and its affiliates or Verizon Communications Inc.
and its affiliates.

The Debtors have agreed to cooperate with the Creditors
Committee's review of the calculation of the face amounts of
receivables.  The Debtors submit that the Collections Settlement
Procedures will lead to cost-effective collections of accounts
receivable that will inure to the benefit of all their
creditors.

With respect to the Collection Agency Receivables, Mr. McCarthy
informs the Court that in the ordinary course of business, the
Debtors referred certain accounts receivable to outside
collection agencies.  The receivables given to collections
agencies were typically those deemed uncollectible and were
typically "written-down" on the Debtors' books.  As of the
Closing, these receivables totaled $13,300,000 in face amount.
The Debtors submit that their proposed procedures propose a
continuation of the ordinary course of business, and use of Rule
9019(b) of the Federal Rules of Bankruptcy Procedure to remove
the need for further court approval of these compromises is in
the best interests of the estates and their creditors.  As part
of this ordinary-course process, the Debtors authorized these
collection agencies to settle the receivables without the
Debtors' prior approval and that these collection agencies could
take their fees from amounts recovered.  Although these were
ordinary-course practices and, therefore, require no further
approval under Section 363 of the Bankruptcy Code, they may be
considered settlements or compromises requiring court approval
under Bankruptcy Rule 9019.  However, imposing the formal
bankruptcy approval process, even in a limited form, on the
collection-agency process will not be cost-effective as it will
prevent collection agencies from maximizing recoveries.
Furthermore, the collection-agency receivables represent a
relatively small amount of the Debtors' total receivables.  The
Debtors also seek the Court's authority to refer new matters to
collection agencies to the extent that the Debtors could settle
these receivables without further notice or court approval.

With respect to De Minimis Receivables, Mr. McCarthy states that
the Debtors require the flexibility to resole those matters
quickly and efficiently.  De Minimis Receivables involve 3,000
customers, with receivables totaling $30,000,000.  A major
remaining estate expense is employee salaries, and a significant
part of the Debtors' remaining employees are dedicated to
receivables collection.  It is the Debtors' intention to try to
collect receivables rapidly and then to release these employees.
The Debtors have already established an incentive program for
collections-personnel, approved by the Creditors Committee, to
promote rapid collections.  With incentives aligned, burdening
the settlement process of De Minimis Receivables with notice and
hearing requirements serves no useful purpose.

With respect to Minor Receivables being settled above the
Qualifying Minor Receivables Settlement Threshold and Major
Receivables being settled above the Qualifying Major Receivables
Settlement Threshold, the same principles apply.  According to
Mr. McCarthy, Minor Receivables involve 80 customers with an
aggregate face amount totaling $14,000,000.  Major Receivables
involve 30 customers with an aggregate face amount equal to
$49,800,000.  With incentives aligned, there is no need to
further burden the receivables collection process so long as a
particular Minor Receivables customer is paying at least two-
thirds of the receivable.  Similarly, the threshold for Major
Receivables gives the Debtors some latitude in settling those
receivables, but in no case will the compromise exceed one-third
of the face amount of the receivable.  In the case of Non-
Qualifying Receivable Settlements, notice to the Creditors'
Committee, with the Committee able to require a court hearing,
provides creditor protection for any comparatively low
settlements while permitting an expedited hearing process
without large costs of notice that would reduce the de facto
recovery. For settlements with customers whose Total Receivables
exceed $1,000,000, the Debtors will provide notice to the
Creditors' Committee of any proposed receivables settlement.
(Genuity Bankruptcy News, Issue No. 9; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


GLOBAL CROSSING: Settles Claim Disputes with Asia Global
--------------------------------------------------------
The Global Crossing Debtors ask the Court to approve an overall
settlement that resolves all claims with the Asia Global
Crossing Debtors, provides transition services for the AGX
Debtors' businesses to facilitate the sale of assets to Asia
Netcom, extends and revises certain undersea cable maintenance
agreements between the parties, and establishes the terms for a
continuing telecommunications business relationship.

Paul M. Basta, Esq., at Weil Gotshal & Manges LLP, in New York,
informs the Court that Global Crossing owns 58.5% of the common
stock of Asia Global Crossing Ltd.  Global Crossing and AGX have
a long-standing commercial relationship.  In particular, Global
Crossing uses AGX's pan-Asian telecommunications network to
terminate traffic for its customers and AGX uses Global
Crossing's network throughout the rest of the world to terminate
telecommunications traffic for its own customers.  Global
Crossing also maintains the AGX network and provides numerous
back office services, including billing and accounting
functions.

AGX has asserted over $1,000,000,000 in prepetition claims
against Global Crossing and Global Crossing is prepared to prove
that it has over $330,000,000 of claims against certain of AGX's
non-debtor subsidiaries.  Over the last several months, Global
Crossing and AGX have been negotiating to resolve all claims
against one another and their subsidiaries and establish the
contractual basis for a continuing commercial relationship.

The Settlement Agreement has two phases, namely:

   -- In phase 1, the parties will mutually release their claims
      and terminate all exclusivity, non-compete and non-
      solicitation restrictions contained in their agreements.
      AGX will pay Global Crossing $2,500,000, and the parties
      will continue to provide services to each other.

   -- In Phase 2, the parties will execute definitive agreements
      concerning the provision of services to each other and AGX
      will pay an additional $2,000,000 to Global Crossing,
      $1,000,000 of which will be paid after execution of the
      documents and $1,000,000 after meeting certain milestones.

The salient terms of the settlement agreement are:

   A. Access to the Network: As part of the Transition Services,
      Global Crossing will continue to allow AGX to access
      certain of Global Crossing's systems until the later of the
      mutually agreed on time specified in the Settlement
      Agreement and April 15, 2003.  Thereafter, if AGX
      transition is not complete, Global Crossing will continue
      to provide information and services to AGX until the
      transition is complete provided that AGX cooperates in, and
      is capable of, receiving this information, and will
      reasonably cooperate and assist AGX to ensure that all
      information and services are complete, accurate, and in a
      format reasonably accessible to AGX.

   B. Interim Services: Global Crossing will continue to provide
      network services to AGX, including billing and financial
      support services, and maintain insurance for AGX, until the
      earlier of:

      -- the date on which AGX can provide these services for
         itself; and

      -- July 31, 2003.

      For the months of November and December 2002, the cost of
      the interim services will be $460,000 per month, plus an
      additional $40,000 per month in reimbursement of insurance
      premiums.  Beginning in January, the agreed charge for
      interim services will depend on AGX's actual usage of these
      services, but will be no more than $460,000 and no less
      than $350,000.  To the extent that the charges in any month
      are less than $460,000, up to $110,000 can be used by AGX
      as a credit for access services on Global Crossing's
      Network.  Similarly, once AGX has its own insurance, up to
      an additional $40,000 per month can be used by AGX as a
      credit for access services on Global Crossing's Network.
      The maximum monthly amount of this credit, however, cannot
      exceed $150,000.  Global Crossing will cooperate with AGX
      to enable AGX to operate its own financial and billing
      systems.

   C. Telecommunications Services: AGX and Global Crossing agree
      to provide telecommunications services to each other until
      December 31, 2003.  Any new circuits purchased by either
      party could have up to a 12-month term.  Each party will
      pay for these telecommunication services 30 days in advance
      and provide a 90-day security deposit for all services
      provided through third-party providers.  After either party
      emerging from bankruptcy, mutually agreed market-based
      payment terms will apply to services purchased.

   D. Existing Services: As of January 1, 2003, Global Crossing
      and AGX will begin invoicing each other for all existing
      services.  Charges for services provided prior to
      January 1, 2003 are mutually released under the Settlement
      Agreement.

   E. Non-Compete and Exclusivity: The parties will mutually
      release all non-compete and exclusivity conditions, subject
      to AGX and Global Crossing continuing to honor their
      confidentiality obligations.

   F. The Maintenance Agreement with Global Marine Systems Ltd.:
      AGX agrees to continue to purchase maintenance services
      from Global Marine Systems Ltd. pursuant to that certain
      Marine and Maintenance Services Agreement between East Asia
      Crossing and Global Marine Systems Ltd., dated July 22,
      2002, for a one-year term effective March 1, 2003.  The
      payments for the contract term will be $9,000,000 plus a
      $2,500,000 deferral payment payable, under certain
      circumstances, at the end of the contract term.  In
      addition, Global Marine Systems Ltd. will have a right of
      first refusal to extend the agreement for a second year at
      market price.  AGX will cooperate with Global Marine
      Systems Ltd. to obtain a maintenance contract with Pacific
      Crossing Ltd.

   G. EAC Credits: AGX will provide Global Crossing with a
      $3,000,000 credit and a 30% discount, up to $10,000,000, on
      market based prices for services on East Asia Crossing's
      subsea network.  This credit and discount will be available
      to Global Crossing after substantial completion of the
      transition and separation of AGX.

   H. The Definitive Agreements: The parties will negotiate in
      good faith to enter into definitive agreements, including a
      Master Services Agreement, a Carrier Service Agreement, an
      Amendment to the Maintenance Agreement, a Capacity Purchase
      Agreement, and a Transition and Separation Agreement, to
      carry out the terms of the Settlement within four weeks of
      the order approving this Settlement Agreement becoming a
      final order.

   I. Intellectual Property Issues: Global Crossing agrees that,
      for a period of three years, it will not use, enter into
      any agreement or license, with any other person or entity
      that would provide the person or entity the right to use,
      the name "Asia Global Crossing Limited."  AGX may continue
      to use the name or mark "Asia Global Crossing Limited"
      until June 30, 2003, and will, thereafter be precluded from
      using this name or mark or similar or related name or mark.
      In addition, AGX agrees to a disclaimer for 180 days after
      June 30, 2003 to be inserted on any formal contracts and
      sales or marketing materials to the effect that AGX is not
      affiliated with Global Crossing or its subsidiaries or
      affiliates.  AGX may also use letterhead and business cards
      with the "Asia Global Crossing Limited" name through
      August 1, 2003, for so long as AGX continues to use
      reasonable commercial efforts to remove these materials.

   J. Assignment: Either party may assign the Settlement
      Agreement to its investors or an entity created in
      connection with its purchase agreement for so long as its
      investors have executed an Investor Letter Agreement and
      the entity is capable of and assumes all of the obligations
      of the assignor.  Either party may also assign the
      Settlement Agreement to a third party so long as they
      obtain prior written consent from the other, which consent
      will not be unreasonably withheld, delayed or conditioned.
      Notwithstanding an assignment of the Settlement Agreement,
      both the assignor and the assignee will be bound by the
      terms of the "Mutual Limited Release of Claims" of the
      Settlement Agreement.

   K. Releases: Pursuant to the Settlement Agreement, Global
      Crossing and AGX, on behalf of their Chapter 11 estates and
      past and current subsidiaries and its and their past and
      current subsidiaries, successors and assigns agree to fully
      and finally release, acquit, and forever discharge the
      other, including the other's Chapter 11 estate and its
      subsidiaries, successors and assigns from any and all
      claims, demands, obligations, actions, causes of action,
      debts, liabilities, costs, expenses, losses, promises,
      agreements, controversies, rights and damages arising from
      facts, circumstances, or events existing or occurring at
      any time prior to or on the date of the Settlement
      Agreement, in each case under any legal theory, including
      under law, contract, tort, equity, or otherwise, and of
      every kind and nature whatsoever, whether currently known
      or unknown, foreseen or unforeseen, suspected or
      unsuspected, or asserted or unasserted.  Moreover, both
      parties agree, after the Final Effective Date, to withdraw
      any default notices, proof of claim, and payment requests
      previously issued through the date of the Settlement
      Agreement.

Mr. Basta insists that the Settlement Agreement is fair and
equitable and falls well within the range of reasonableness as
it provides significant benefits to Global Crossing, including:

   -- It provides the terms for an ongoing commercial
      relationship with AGX.  Global Crossing will receive
      credits and discounts for future telecommunications
      services;

   -- It will result in the payment of over $4,500,000 to Global
      Crossing;

   -- Global Crossing will continue to provide undersea cable
      maintenance through its wholly owned subsidiary, Global
      Marine Systems, which will result in at least $9,000,000 of
      revenue;

   -- The Settlement Agreement will avoid lengthy litigation
      concerning the validity of Global Crossing's claims against
      AGX's non-debtor subsidiaries; and

   -- The Settlement Agreement will result in the elimination of
      over $1,000,000,000 of prepetition unsecured claims against
      Global Crossing and terminate exclusivity, non-compete, and
      non-solicitation provisions in the agreements between the
      parties.

Mr. Basta asserts that the Settlement Agreement also provides
significant benefits to AGX as it provides the terms for an
ongoing commercial relationship.  As a result, AGX's customers
will continue to communicate throughout the world.  In addition,
the Settlement Agreement resolves claims against AGX's non-
debtor subsidiaries, which could complicate the sale to Asia
Netcom. Finally, it provides for transition services to AGX so
that Asia Netcom will be able to develop its own back office
systems over a reasonable period of time. (Global Crossing
Bankruptcy News, Issue No. 37; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


GOODYEAR TIRE: S&P Cuts Certain Sr. Unsecured Debt Ratings to B+
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
certain senior unsecured debt of Goodyear Tire & Rubber Co., to
'B+' from 'BB-' and removed the ratings from CreditWatch, where
they were placed March 7, 2003.

At the same time, Standard & Poor's affirmed its 'BB-' corporate
credit rating and negative outlook on Goodyear.

The downgrade on the senior unsecured notes reflects Goodyear's
announcement that it closed on $3.3 billion in secured credit
facilities, resulting in a significant increase in the
proportion of secured debt in the company's balance sheet.

The Akron, Ohio-based tire company has about $5 billion of total
debt outstanding.

The new, secured facilities effectively rank senior to the
unsecured notes. The unsecured notes are now rated one notch
below the corporate credit rating, based on the proportion of
secured debt.

One unsecured issue, the approximately $100 million of Swiss
franc-denominated bonds, became secured upon closing of the
secured credit facilities, sharing liens on certain U.S.
manufacturing facilities. As a result, the rating on this one
issue is being affirmed at the equivalent of the 'BB-' corporate
credit rating, rather than being lowered with the other
unsecured debt. At the same time, Standard & Poor's withdrew its
'BB-' rating on the company's $800 million senior unsecured term
loan, which was replaced with the new secured facilities.

"We are concerned that material improvement in financial
performance could be delayed and that financial flexibility will
erode if management's turnaround plan fails to make substantial
progress over the next year," said Standard & Poor's credit
analyst Martin King. "The ratings could be lowered if the
company is unable to demonstrate progress toward achieving and
maintaining satisfactory credit protection measures or if
liquidity erodes significantly."


GOODYEAR: Says S&P's Action Consistent with Mar. 20 Announcement
----------------------------------------------------------------
The Goodyear Tire & Rubber Company (NYSE: GT) said the ratings
announcement issued Wednesday by Standard & Poor's Ratings
Services is consistent with the agency's March 20 announcement.

In its announcement, S&P said its action was the result of the
increase in the amount of Goodyear's secured debt following the
April 1 completion of a restructuring of the company's credit
facilities.

Goodyear said the new credit agreements will provide the company
with additional flexibility and liquidity as it executes a
turnaround of its North American Tire business.

Goodyear is the world's largest tire company. The company
manufactures tires, engineered rubber products and chemicals in
more than 90 facilities in 28 countries around the world.
Goodyear employs about 92,000 people worldwide.

Goodyear Tire & Rubber's 8.50% bonds due 2007 (GT07USR1) are
trading at about 76 cents-on-the-dollar, says DebtTraders. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=GT07USR1for
real-time bond pricing.


HASBRO INC: Defaults on Licensing Agreement with Go Goddess!
------------------------------------------------------------
The creators of the Go Goddess! board game are suing Hasbro Inc.
(NYSE:HAS), the world's premiere game manufacturer, for
defaulting on a five-year licensing agreement that was
established in March 2002. The agreement provides Hasbro with an
exclusive right and license to make, distribute and sell the Go
Goddess! board game throughout the United States and Canada.

The Go Goddess! game is based on the positive experiences of its
Miami-based creators, Elaine Berkowitz, Ruth Robles and Kelley
Werner, who first organized a meditation group for women called
the "Goddess Group" in 1991. The group, which met every other
week to participate in exercises and discussions about women's
issues, developed into a strong support system that led to
tremendous gains in personal growth, insight and positive
transformations of character for the women. The Go Goddess
principles designed the game, in 1997, to assist others in
recreating the Goddess Group experience.

Prior to entering into discussions with Hasbro in early 2000, Go
Goddess independently launched the Go Goddess! game in October
1999 through select Saks Fifth Avenue, Neiman Marcus, Fred Segal
and Henri Bendel retail locations. The game enjoyed instant
success, receiving extensive national media coverage from
broadcast and print outlets.

According to the lawsuit filed by attorneys Abbey L. Kaplan and
Michael Chesal with Florida-based Kluger, Peretz, Kaplan &
Berlin, PL, Hasbro's commitment included manufacturing,
advertising and promoting the board game, resulting in
guaranteed minimum royalties of $454,185.00 for the term of the
agreement. The suit claims that Hasbro failed to meet several
contractual obligations, including paying the minimum royalties
for 2002 and using its best efforts to advertise and promote the
Go Goddess! game. Hasbro's delays in the manufacturing and
delivery of the game resulted in the loss of substantial orders.
The suit also claims Hasbro improperly designed and manufactured
modifications to the Go Goddess! game, ultimately harming the
sales, reputation and future licensing opportunities of the Go
Goddess! brand.

"It has been heartbreaking for my client to see their creation
falter due to lack of action on the part of the 'game experts'
at Hasbro," said Kaplan, co-chair of the Litigation & Dispute
Resolution Group at Kluger, Peretz, Kaplan, & Berlin. "Despite
Hasbro's promises about advertising, promotion and sales, Hasbro
utterly failed to fulfill any of its contractual duties. Our
hope is that Hasbro will recognize their obligations and embrace
the full potential of the Go Goddess! game."

Five counts were included in the complaint filed in the Circuit
Court of the Eleventh Judicial Circuit in Miami-Dade County.
They are: (1) breach of contract, (2) anticipatory breach of
contract, (3) negligent inducement, (4) breach of fiduciary
duty, and (5) declaratory relief.

Kluger, Peretz, Kaplan & Berlin, P.L. -- http://www.kpkb.com--
engages principally in the practice of commercial litigation and
dispute resolution, bankruptcy and creditors rights issues,
intellectual property litigation and transactions, and corporate
and real estate transactions. The firm's headquarters are
located at The Miami Center, Seventeenth Floor, 201 S. Biscayne
Blvd., Miami, FL 33131. The phone number is 305/379-9000.


HAUSER INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Lead Debtor: Hauser Inc.
              840 Apollo Street
              Suite 209
              El Segundo, CA 90245

Bankruptcy Case No.: 03-18795

Debtor affiliates filing separate chapter 11 petitions:

      Entity                             Case No.
      ------
      Botanicals International Extra     03-18788
      Hauser Technical Services          03-18798
      Zetapharm Inc                      03-18802

Type of Business: Hauser is a leading supplier of herbal
                   extracts and nutritional supplements. Hauser
                   also provides chemical engineering services
                   and contract research and development.

Chapter 11 Petition Date: April 1, 2003

Court: Central District of California (Los Angeles)

Judge: The Honorable Sheri Bluebond

Debtors' Counsel: Christine M. Pajak, Esq.
                   3699 Wilshire Blvd., Suite 900
                   Los Angeles, CA 90010
                   213-251-5100


HAWAIIAN AIRLINES: Garden City Appointed as Court Noticing Agent
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Hawaii gave its
stamp of approval to Hawaiian Airlines, Inc.'s application to
appoint Garden City Group, Inc., as the official Claims and
Noticing Agent in the carrier's chapter 11 case.

Utilizing Garden City as the claims and noticing agent will
allow the Debtor avoid duplication of effort in claims
administration and in providing notices to its creditors.
Additionally, the large number of creditors and other parties in
interest involved in the Debtor's chapter 11 case may impose
heavy administrative and other burdens upon the Court and the
Office of the Clerk of the Court.  To relieve the Court and the
Clerk's Office of these burdens, Garden City will:

   a) prepare and serve certain required notices in this
      chapter 11 case, including:

        (i) notice of the commencement of this chapter 11 case
            and the initial meeting of creditors under section
            341 (a) of the Bankruptcy Code;

       (ii) notice of the claims bar date;

      (iii) notice of objections to claims;

       (iv) notice of any hearings on a disclosure statement and
            confirmation of a plan of reorganization; and

        (v) other miscellaneous notices to such entities as the
            Debtor or the Court may deem necessary or appropriate
            for an orderly administration of this chapter 11
            case;

   b) within 10 days after the mailing of a particular notice,
      file with the Clerk's Office a certificate or affidavit of
      service that includes a copy of the notice involved in a
      format acceptable to the Clerk's Office, a list of persons
      to whom the notice was mailed (in alphabetical order) and
      the date of mailing;

   c) maintain an official copy of the Debtor's schedules of
      assets and liabilities and statement of financial affairs,
      listing the Debtor's known creditors and the amounts owed
      thereto;

   d) notify all potential creditors of the existence and the
      amount of their respective claims as evidenced by the
      Debtor's books and records and as set forth in the
      Schedules;

   e) maintain copies of all proofs of claim and proofs of
      interest filed;

   f) maintain official claims registers by docketing all proofs
      of claim and proofs of interest on claims registers,
      including the following information:

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

       (ii) the date filed;

      (iii) the claim number assigned; and

       (iv) the asserted amount and classification of the claim;

   g) image the proofs of claim or proofs of interest and provide
      both the claims docket and the image of each proofs of
      claim or proofs of interest on the Website, as defined
      below;

   h) make changes in the claims registers pursuant to Court
      orders;

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

   j) transmit to the Clerk's Office a copy of the claims
      registers in a format acceptable to the Clerk's Office and
      as frequently as requested by the Clerk's Office;

   k) maintain the official mailing list for all entities that
      have filed a proof of claim or proof of interest, which
      list shall be available upon request of a party in interest
      or the Clerk's Office;

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

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

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

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

   p) assist with:

        (i) the preparation of amendments to the master creditor
            list,

       (ii) the reconciliation and resolution of claims, and

      (iii) the preparation, mailing and tabulation of ballots
            for the purpose of voting to accept or reject a plan
            of reorganization;

   q) 30 days prior to the close of this chapter 11 case, an
      order dismissing Garden City shall be submitted terminating
      the services of Garden City upon completion of its duties
      and responsibilities in this chapter 11 case; and

   r) at the close of the case, box and transport all original
      documents in proper format, as provided by the Clerk's
      Office, to the Federal Records Center or to the Clerk's
      Office, as directed by the Court.

Garden City's hourly rates are:

           Set-Up Creditor File
             Manual Entry                 $45 per hour
             Produce Schedules            $125 to $250 per hour
           Claims Processing & Docketing  $60 per hour
           Document Management            $35 to $75 per hour
           System Support
             Programmer                   $125 to $150 per hour
             Senior Programmer            $150 to $175 per hour
           General Project Management
             Clerical                     $40 to $60 per hour
             Supervisor                   $75 to $95 per hour
             Senior Supervisor/           $95 per hour
              Bankruptcy Paralegal/
              Project Manager
            Director                      $175 per hour
            Quality Assurance             $165 per hour
            Senior VP Systems and         $250 per hour
              Managing Director

Hawaiian Airlines Incorporated provides primarily scheduled
transportation of passengers, cargo and mail. Flights operate
within the South Pacific and to points on the west coast as well
as Las Vegas.  The Company filed for chapter 11 protection on
March 21, 2003 (Bankr. Hawaii Case No. 03-00817).  Lisa G.
Beckerman, Esq., at Akin Gump Strauss Hauer & Feld LLP represent
the Debtor in its restructuring efforts.  When the Company filed
for protection from its creditors, it listed debts and assets of
more than $100 million each.


HEALTHSOUTH: S&P Drops Credit Ratings to D After Missed Payment
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit and senior unsecured ratings on HEALTHSOUTH
Corp., to 'D' from 'CCC-'. At the same time, HEALTHSOUTH's
subordinated rating has been lowered to 'D' from 'CC'.
The ratings are no longer on CreditWatch, where they were
originally placed on Aug. 27, 2002. HEALTHSOUTH, based in
Birmingham, Ala., had about $3.2 billion of debt outstanding as
of Dec. 31, 2002.

The downgrade reflects the company's failure to make its
required principal and interest payments on about $345 million
of subordinated convertible bonds due April 1.

"HEALTHSOUTH's bank group determined late last week that the
company is in default under the terms of its credit facility,"
said Standard & Poor's credit analyst David Peknay. "Therefore,
the company was given a notice of payment blockage, which
precludes any payment of principal and interest on the
convertible bonds."

HEALTHSOUTH, the largest U.S. provider of rehabilitative health
care services, outpatient surgery, and diagnostic imaging with
nearly 1,700 facilities, has been accused of massive accounting
fraud.


HOLLINGER INT'L: Red Ink Continues to Flow in Full-Year 2002
------------------------------------------------------------
Hollinger International Inc., (NYSE: HLR) announces a net loss
for the year ended December 31, 2002 of $238.8 million compared
with a restated net loss of $335.1 million in 2001.  Fourth
quarter net loss was $99.6 million in 2002 compared with a
restated net loss of $181.3 million in 2001.

                       Operating Revenue

Operating revenue for the fourth quarter of 2002 was $264.0
million, a $13.7 million or 5.5% increase over the fourth
quarter of 2001.  Of that increase, $13.4 million is
attributable to the U.K. Newspaper Group and $3.8 million to the
Chicago Group partially offset by declines in revenue at the
Canadian Newspaper Group and the Community Group.  For the year
ended December 31, 2002, operating revenue of $1,006.2
represented a decrease of $140.1 million or 12.2% from $1,146.3
million in 2001, primarily as a consequence of the disposition
of certain Canadian publishing assets in 2001 including the
Company's remaining 50% interest in the National Post and a drop
in advertising revenue in the U.K. due in large part to a slow-
down in advertising activity particularly in certain of the
higher rate categories, with a partial offset upon translation
of the results into U.S. dollars reflecting the strengthening of
the British pound against the U.S. dollar. For the year ended
December 31, 2002, operating revenue at the Chicago Group of
$441.8 million was virtually unchanged from the prior year and
at the U.K. Newspaper Group, operating revenue for the year
ended December 31, 2002 decreased by $4.9 million or 1.0% to
$481.5 million from $486.4 million in 2001.

                     Operating Income (Loss)

Operating income in the fourth quarter was $14.4 million in 2002
compared to a restated operating loss of $9.8 million in 2001,
an improvement of $24.2 million.  For the year ended December
31, 2002, operating income was $57.2 million compared to a
restated* operating loss of $36.0 million in 2001, an
improvement of $93.2 million.

The $93.2 million improvement in operating income for the full
year 2002 compared with 2001 is primarily attributable to a
$30.7 million improvement at the Chicago Group, a $20.2 million
improvement at the U.K. Newspaper Group and a $43.8 million
improvement at the Canadian Newspaper Group.  The Chicago Group
and U.K. Newspaper Group improvements result mainly from lower
newsprint unit costs, reductions in compensation and other
operating expenses including reductions in infrequent items,
decreased amortization expense and a strengthening of the
British pound against the U.S. dollar.  The Canadian Newspaper
Group improvement mainly arises as a consequence of the disposal
of publishing properties in 2001.  In particular, the Company's
remaining 50% interest in the National Post, which incurred a
significant operating loss in 2001, was disposed of in the third
quarter of 2001.  The impact of shedding those losses was
partially offset by the disposition of other Canadian operations
in 2001 which generated net earnings.  In addition to the above,
operating income showed year over year improvement as the
operating loss in 2001 was adversely impacted by $21.7 million
of infrequent items, primarily pension and post retirement plan
liability adjustments.  Infrequent items in 2002 were only $1.0
million.  Further, as noted later in the release, adoption of
SFAS No. 142, "Goodwill and Other Intangible Assets" resulted in
a substantial decrease in amortization expense in 2002.

The $24.2 million improvement in operating income in the fourth
quarter of 2002 compared with 2001 results largely from a $6.1
million improvement in operating income at the Chicago Group, a
$9.7 million improvement at the U.K. Newspaper Group and a $7.8
million improvement at the Canadian Newspaper Group.  The
improved fourth quarter results at both the Chicago Group and
the U.K. Newspaper Group are a consequence of both increased
operating revenues and lower operating costs.  The improved
fourth quarter operating income at the Canadian Newspaper Group
relates almost entirely to an infrequent item of $12.4 million
incurred in 2001, being the post retirement pension plan
liability adjustment referred to above.  Increased operating
costs in the Canadian Group partially offset the impact of
having no comparable post retirement pension plan liability
adjustment in 2002.

Amortization in the fourth quarter of 2002 was $5.4 million
compared with $8.2 million in 2001, and for the year ended
December 31, 2002, was $17.2 million compared with $35.7 million
in 2001, decreases of $2.8 million and $18.5 million,
respectively. These decreases reflect primarily the adoption,
effective January 1, 2002, of SFAS No. 142 - Goodwill and Other
Intangible Assets as well as the sale of publishing operations
during 2001. The new standard requires that goodwill and
intangible assets with indefinite useful lives no longer be
amortized but instead be tested for impairment, at least
annually. This change in accounting policy cannot be applied
retroactively and the related amounts of amortization presented
for 2001 have not been restated for the change.  Goodwill and
intangible assets with indefinite useful lives have not been
amortized subsequent to December 31, 2001.

Cash provided by operating activities in the fourth quarter of
2002 was $63.0 million compared with cash used in operating
activities of $50.4 million in 2001.  For the year, cash
provided by operating activities was $58.4 million in 2002
compared with cash used in operating activities of $134.2
million in 2001.

EBITDA likewise improved substantially in the quarter ended and
the year ended December 31, 2002 increasing by $21.9 million to
$30.0 million in the fourth quarter of 2002 from $8.1 million in
2001.  For the year, EBITDA increased by $73.7 million to $111.4
million in 2002 from $37.7 million in 2001.  EBITDA was affected
by all the operating income items discussed above except for the
impact of SFAS No. 142.

EBITDA is calculated as operating income (loss) plus
depreciation and amortization.  EBITDA is a measure commonly
used in the industry to assist the understanding of operating
results.  The Company uses EBITDA to evaluate its operating
results. EBITDA does not, however, have a standardized meaning
under GAAP and is not necessarily comparable to similar measures
disclosed by other issuers.  Accordingly, it is not intended to
replace income (loss) from operations, net income (loss), cash
flows or other measures of financial performance and liquidity
reported in accordance with GAAP.

                      Interest Expense

Interest expense in the fourth quarter of 2002 amounted to $16.3
million compared with $19.1 million in the fourth quarter of
2001.  For the year ended December 31, 2002, interest expense
was $58.8 million compared with $78.6 million in 2001.  The
decrease is largely a consequence of the retirement of a portion
of long-term debt in 2001 and a partial repayment of the
Company's 8.625% senior notes in March 2002.

                  Interest and Dividend Income

Interest and dividend income in the fourth quarter of 2002
amounted to $4.7 million compared with $0.6 million in 2001, an
increase of $4.1 million. In the year ended December 31, 2002,
interest and dividend income amounted to $18.8 million compared
with $64.9 million in 2001, a decrease of $46.1 million.
Interest and dividend income in the year ended December 31, 2001
included interest on debentures issued by a subsidiary of
CanWest Global Communications Corp. and a dividend on CanWest
shares. In the latter part of 2001, all of the CanWest shares
were sold and participation interests were sold in respect of
all but approximately $50 million of the CanWest debentures,
resulting in significantly lower interest and dividend income in
2002. Most of the proceeds from the disposal of the CanWest
investments were retained as short-term investments at low rates
of interest until the end of the first quarter of 2002 when a
substantial portion of the Company's long-term debt was retired.
The increase in interest and dividend income of $4.1 million in
the fourth quarter of 2002 over that in the fourth quarter of
2001 relates primarily to a year-to-date adjustment made in the
fourth quarter of 2001 to reflect the fair value of interest
received in the form of additional CanWest debentures during the
course of the year.

                    Foreign Currency Losses

Net foreign currency losses were relatively insignificant in the
fourth quarter of 2002 and 2001 at $1.0 million and $1.3
million, respectively.  For the year ended December 31, 2002,
foreign currency losses were $86.8 million compared to $1.3
million in 2001, an increase of $85.5 million.  The increase is
primarily attributable to the realization of foreign exchange
losses of $78.2 million upon the substantial liquidation of the
Company's investment in the Canadian Newspaper Group and the
related distribution of substantial Canadian dollar cash
balances held by the Canadian Newspaper Group to the Company in
March 2002.  The foreign currency losses arose in prior years as
a result of declines in the Canadian dollar and, until realized,
were provided for in the accumulated other comprehensive loss
component of stockholders' equity.

                       Other Expense, Net

Other expense, net decreased by $105.5 million in the fourth
quarter to $27.4 million in 2002 from $132.9 million in 2001.
For the years ended December 31, other expense, net decreased by
$242.7 million to $53.2 million in 2002 from $295.9 million in
2001.

                    Income Taxes (Recovery)

Income tax expense for the year ended December 31, 2002 was
$67.0 million compared to a recovery of $8.3 million for the
year ended December 31, 2001. Income taxes for the fourth
quarter of 2002 were $72.0 million compared to $22.9 million in
2001.  The tax expense in 2002 differed from the computed
"expected" tax recovery of  $44.9 million on a 2002 pre-tax loss
for the year of  $128.4 million primarily due to the after tax
impact of: non-deductible expenses for tax purposes of $11.1
million; the non-deductible portion of the aforementioned
foreign currency losses on the substantial liquidation of our
investment in the Canadian Newspaper Group of $31.3 million;
and, the recording of a valuation allowance in respect of
Canadian deferred tax assets of $38.8 million.

                        Minority Interest

Minority interest in the fourth quarter of 2002 totaled $0.7
million compared to a recovery of $7.3 million in 2001 and for
the year ended December 31, 2002, totaled $2.2 million compared
to a recovery of $13.8 million in 2001. Minority interest in
2001 included the minority's share of National Post losses until
the sale of the Company's remaining 50% interest in the National
Post effective August 31, 2001.  The minority interest recovery
in the fourth quarter of 2001 related primarily to minority
interest recoveries on the loss on the sale of CanWest shares
and on the sale of participations in the CanWest debentures.

                       Extraordinary Item

The extraordinary item of $21.3 million represents the after tax
cost of retiring a portion of the Company's 8.625% senior notes
in March 2002 including premiums paid on early redemption and
the write-off of related deferred financing charges.

     Cumulative Effect of Change in Accounting Principle

The transitional provisions of SFAS No. 142 required the Company
to assess whether goodwill was impaired as of January 1, 2002.
As a result of this transitional impairment test, the Company
has determined that the carrying amount of the Jerusalem Post
properties was in excess of the properties' estimated fair
value.  Accordingly, the value of goodwill attributable to the
Jerusalem Post has been written down in its entirety.  The
writedown of $20.1 million (net of tax of nil) has been
reflected in the consolidated statement of operations as of
January 1, 2002 as a cumulative effect of a change in accounting
principle.

                        Long-Term Debt

As announced in late December 2002, the Company's wholly owned
subsidiary, Hollinger International Publishing Inc., completed
the private placement of $300 million of 9% senior notes due
2010 generating net proceeds of $291.7 million before expenses
associated with the offering.  Contemporaneously with that
placement, HIPI closed an amended $310 million senior secured
credit facility consisting of a $45 million revolving credit
facility and a $45 million term loan both maturing September 30,
2008 as well as a $220 million term loan maturing September 30,
2009.  The Company has not drawn down any amounts under the $45
million revolving credit facility.  The proceeds from the 9%
Senior Note offering and $265 million borrowed as term loans
under the senior secured credit facility, along with
cash on hand, have been used, in part, to repay all amounts owed
by the Company under its loan facility with Trilon International
Inc., to retire its remaining Total Return Equity Swaps, thus
canceling seven million Class A common shares, and on January
22, 2003, to redeem the existing senior subordinated notes of
HIPI due 2006 and 2007.  With the share cancellation on the
retirement of the Total Return Equity Swaps, the Company has
reduced the number of shares outstanding other than treasury
shares by about 21% in the last four years.  Excluding treasury
shares, shares of Class A Common Stock outstanding at December
31, 2002 were 74.7 million compared to 94.2 million at December
31, 1998.  As noted below, the Company repurchased for
cancellation a further 2.0 million shares of Class A Common
Stock on March 10, 2003 and redeemed 93,206 shares of Series E
Preferred Stock.

Long-term debt, including the current portion, has increased by
$271.7 million from $812.7 million at December 31, 2001 to
$1,084.4 million at December 31, 2002.  The increase arises as
the proceeds from the December 2002 refinancing were held in
escrow at year-end and only applied to the repayment of the HIPI
notes and related early redemption premium and accrued interest
in January 2003. Application of those funds to repayment on
January 22, 2003 reduced indebtedness by $504.9 million to
$579.5 million.  With this repayment, debt has been reduced by
almost 70% since the third quarter of 2000.

As of December 31, 2002, the company incurred a working capital
deficit, posting total current assets of $893,715,000 against
total current liabilities of $1,085,618,000.

On December 31, 2002 there were 89.7 million Class A and B
common shares outstanding.  If at December 31, 2002, all
potentially dilutive instruments excluding stock options are
considered, the total Class A and B common shares outstanding
would increase to 90.3 million as set out above.  Stock options
not exercised at December 31, 2002 totaled approximately 10.4
million of which approximately 4.7 million had vested.

As noted, in conjunction with the Company's financing activities
in December 2002, the Company redeemed approximately 7.0 million
shares of its Class A Common Stock.  As previously announced, on
March 10, 2003 the Company repurchased for cancellation from a
wholly owned subsidiary of Hollinger Inc., 2.0 million shares of
its Class A Common Stock at $8.25 per share.  The Company also
redeemed pursuant to a redemption request from that same
subsidiary all of the Company's 93,206 outstanding shares of
Series E Preferred Stock at the fixed redemption price of Cdn
$146.63 per share for a total of $9.3 million.  The subsidiary
of Hollinger Inc. used the related proceeds to reduce amounts
due by it to the Company.  As a result, there was no net impact
on the cash balances and cash equivalents held by the Company.
After reflecting the above repurchase and redemption, the
aggregate Class A and Class B common shares outstanding totaled
87.7 million.

         Restatement of 2002 Interim Period Results

In October 2002, the Emerging Issues Task Force issued EITF
Issue No. 02-17 "Recognition of Customer Relationship Intangible
Assets Acquired in a Business Combination", which provides
guidance as to customer-related intangible assets which must be
recognized apart from goodwill.  As a result of the new
guidance, the Company re-evaluated whether certain of its
identifiable assets which existed as of January 1, 2002,
totaling $468.5 million, were appropriately reclassified to
goodwill at that date.  As a consequence of that review, the
Company determined that $117.3 million classified as goodwill at
January 1, 2002 should be classified as identifiable intangible
assets.  The effect of this reclassification is to reduce
operating income reported for the nine months ended September
30, 2002 by $3.4 million before tax and to increase the net loss
after tax by $2.1 million.

                      SEGMENT RESULTS

Chicago Group

Operating revenues for the Chicago Group were $113.1 million in
the fourth quarter of 2002 compared with $109.3 million in 2001,
an increase of $3.8 million or 3.5%.  For the year, operating
revenue was virtually unchanged from the prior year at $441.8
million in 2002 compared to $442.9 million in 2001.  Advertising
revenue in fourth quarter 2002 was $88.4 million compared with
$84.1 million in 2001, an increase of $4.3 million or 5.1%.  The
increase results from improved retail, national and classified
advertising revenues. Increases in retail and national revenues
relate primarily to increases in the home improvement, travel &
tourism and department store sectors.  Increased classified
advertising revenue in the real estate and personal sectors
offset lower revenues from recruitment advertising.  Year over
year, advertising revenue increased by $2.8 million or 0.8% from
$338.5 million in 2001 to $341.3 million in 2002.

Circulation revenue in the fourth quarter of 2002 was $21.6
million compared to $23.1 million in 2001, a decrease of $1.5
million or 6.5%. Circulation revenue for 2002 was $89.4 million
compared with $92.7 million in 2001, a decrease of $3.3 million
or 3.6%. The decrease for the quarter and for the year ended
December 31, 2002 was principally the result of price
discounting.  Printing and other revenue for the fourth quarter
and full year 2002 was $3.1 million and $11.1 million,
respectively, compared with $2.1 million and $11.7 million,
respectively in 2001.

Newsprint expense in the fourth quarter of 2002 was $14.8
million compared with $18.7 million in 2001, and for the year
was $63.1 million in 2002 compared with $76.4 million in 2001.
Newsprint consumption in the year increased approximately 4%
compared with 2001, but the average cost per tonne of newsprint
in 2002 was approximately 21% lower than in 2001.

Compensation costs in 2002 were $170.9 million compared with
$178.7 million in 2001, a decrease of $7.8 million or 4.4%. The
decrease is primarily a consequence of staff reductions which
took effect during 2002 and the full year impact of reductions
implemented in 2001.

Operating income in 2002 was $35.7 million compared with $5.0
million in 2001, an increase of $30.7 million. The increase
results from lower unit costs of newsprint, lower compensation
costs and general cost reductions across other areas.

U.K. Newspaper Group

Operating revenues for the U.K. Newspaper Group were $128.6
million in the fourth quarter of 2002 compared with $115.2
million in 2001, an increase of $13.4 million or 11.6%.

In pounds sterling, operating revenues in the fourth quarter of
2002 were 81.9 million pounds sterling compared with 79.9
million pounds sterling in 2001, an increase of 2.0 million
pounds sterling or 2.5%.  For the year, operating revenues
totaled 320.9 million pounds sterling compared to 337.5 million
pounds sterling in 2001, a decrease of 16.6 million pounds
sterling or 4.9%. Advertising revenue was 53.0 million pounds
sterling in fourth quarter 2002 compared with 51.9 million
pounds sterling in 2001, an increase of 1.1 million pounds
sterling or 2.1%. Year over year, there was a reduction in
advertising revenue of 17.7 million pounds sterling or 7.7% from
228.7 million pounds sterling in 2001 to 211.0 million pounds
sterling in 2002.  The year over year decline in advertising
revenue mainly resulted from a 7.3% decrease in display
advertising and a 29.8% decrease in revenues in the recruitment
area. In the fourth quarter of 2002, display advertising was up
by 8.6% over the prior year quarter and the rate of reduction in
recruitment advertising had substantially slowed to only 4.4%
below the fourth quarter of 2001. Notwithstanding the operating
revenue decline, The Daily Telegraph's market share of national
quality newspaper advertising revenue actually increased in 2002
by approximately 1.0%.

Circulation revenue was 93.6 million pounds sterling in 2002
compared with 94.5 million pounds sterling in 2001, a decrease
of 0.9 million pounds sterling or 1.0%. Lower revenue from the
change in the mix of sales between newsstand and subscribers has
been partly offset by increased revenue resulting from increases
to the price of The Daily Telegraph implemented in September of
both 2001 and 2002.  In October 2002, the U.K. Newspaper Group
significantly reduced the number of newspapers distributed as
part of bulk sampling exercises and foreign sales which is
expected to reduce costs of bulk and foreign distribution by
about 7 million pounds sterling per year with little impact on
either advertising or subscription revenue.

Newsprint costs for 2002 were 53.8 million pounds sterling
compared with 64.7 million pounds sterling in 2001, a decrease
of 10.9 million pounds sterling or 16.8%. The decrease results
from a 7.8% reduction in consumption due to lower pagination as
a result of lower advertising revenue, and a 9.9% reduction in
the average price per tonne of newsprint.

Compensation costs for 2002 were 62.6 million pounds sterling
compared with 64.9 million pounds sterling in 2001, a decrease
of 2.3 million pounds sterling or 3.5%.  Lower compensation
costs in 2002 resulted primarily from reduced staff levels which
occurred at the end of 2001 and sustained by a general salary
level freeze for 2002.

Other operating expenses, in local currency, were 163.1 million
pounds sterling in 2002 compared with 172.8 million pounds
sterling in 2001, a reduction of 9.7 million pounds sterling or
5.6%. The lower costs result from savings in editorial and
production, as well as marketing costs at the Internet division.

Operating income was 32.6 million pounds sterling in 2002
compared with 19.1 million pounds sterling in 2001, an increase
of 13.5 million pounds sterling, which was primarily the result
of savings in newsprint, compensation and other operating
expenses offset by lower advertising and circulation revenue.

Amortization in 2001 was 6.3 million pounds sterling. As a
result of the adoption of SFAS No. 142 with effect from
January 1, 2002, amortization was not recorded in 2002.

Canadian Newspaper Group

Operating revenues in the Canadian Newspaper Group in the fourth
quarter of 2002 were $19.2 million compared with $21.8 million
in 2001.  Operating income was $0.1 million in the fourth
quarter of 2002 compared with an operating loss of $7.6 million
in 2001. For the full year, 2002 operating revenues and
operating loss were $69.6 million and $2.1 million,
respectively, versus operating revenue and an operating loss of
$197.9 million and $46.0 million, respectively, in 2001.  The
results for fiscal 2001 included the National Post and other
Canadian newspaper properties which were sold during 2001 prior
to the fourth quarter. The sales of these newspapers accounted
for the majority of the decrease in year over year operating
revenue. The net reduction in year over year operating loss also
reflects the sales of newspaper properties.

Community Group

Operating revenue and operating loss for the Community Group was
$3.1 million and $2.0 million in fourth quarter 2002 compared
with $4.0 million and $2.0 million in 2001. For the year,
revenue and operating loss were $13.2 million and $5.2 million
compared to $19.1 million and $4.5 million in the prior year.
The results for 2001 include the results of the one remaining
U.S. Community Group newspaper for the period to August 2001
when it was sold.

Investment and Corporate Group

Operating loss of the Investment and Corporate Group was $5.1
million in the fourth quarter of 2002 compared with $5.8 million
in 2001.  The operating loss for all of 2002 was $19.2 compared
to $18.4 million in 2001.

                      Outlook for 2003

Hollinger's Chairman and Chief Executive Officer, Lord Black,
comments that "At the time we announced our earnings last year,
we were looking for an improvement in operating income before
charges for depreciation and amortization and absent the number
and quantum of infrequent and unusual charges incurred in 2001.
We were intent on making the Company as simple, transparent,
efficient and debt free as practical.  The proceeds from the
private placement of our 9% Senior Notes and the amended senior
secured bank facility have been applied to that end.  The Total
Return Equity Swaps, which have been an irritant over the past
few years, have now been retired.  With the exception of a
relatively small amount of notes due in 2005 and a similar
amount of miscellaneous other debt, we have retired all of the
notes maturing during the period 2005 to 2007, simplified our
borrowing covenants and extended by several years our average
term to maturity of long term debt while materially reducing our
overall rate of interest on debt.  Further, in spite of a
continuing industry wide pall over the advertising market, we
have increased operating income by $93 million to $57 million.
We expect operating income to continue to improve as the impact
of a September price increase at the Telegraph manifests itself
and as the full year impact of aggressive cost reduction
measures take hold.  Similarly, the retirement of our senior
subordinated notes and Total Return Equity Swaps will result in
lower interest costs in 2003.

Although a turnaround is expected in advertising revenues for
the industry, the timing is uncertain and it is too soon to have
confidence in any recent encouraging news on that front.
Accordingly, we continue to rely on our cost reduction
initiatives as a significant source of improved operating
results.  Rising operating profits in a declining advertising
economy indicate the very high quality of our market leading
assets.

The outlook for 2003 may be tempered by two significant issues.
Clearly, the impact of overt action against Iraq will be felt
although the degree to which such action may affect results is
impossible to assess.  Further, newsprint prices were at
historically low levels during 2002.  The newsprint industry has
recently pressed for price increases in the U.S., but the extent
and timing of increases, although expected to be moderate,
cannot be ascertained in light of a continuing perceived
overcapacity in the industry. In the U.K., we anticipate a
reduction of about 7% in unit costs of newsprint as a
consequence of contracts negotiated for the year. Absent a major
disruption from activities in the Middle East and assuming no
newsprint price increases of consequence, operating income is
expected to be in the range of $65 million to $75 million which
would equate to EBITDA of approximately $120 million to $130
million. Any resurgence in advertising during the year would
clearly have a favorable impact on such an increase but has not
been factored into our expectations."

Hollinger International Inc., owns and operates English-language
newspapers in the United States, the United Kingdom, Canada and
Israel.  The Company's principal assets are the Chicago Sun-
Times, which has the second highest circulation and the highest
readership of any newspaper in the Chicago metropolitan area,
more than 100 titles in the greater Chicago metropolitan area,
and The Daily Telegraph, the highest circulation broadsheet
daily newspaper in the United Kingdom and in Europe, and its
related publications in the United Kingdom.  The Company also
owns The Jerusalem Post in Israel.   In addition, Hollinger has
a number of minority investments in various Internet and media-
related public and private companies.

For more information on Hollinger International Inc., visit
http://www.hollinger.com


JSC NORTH-WEST: S&P Raises Long-Term Ratings to B- from CCC
-----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit ratings on Russia-based telecommunications
services provider JSC North-West Telecom to 'B-' from 'CCC'.

At the same time, Standard & Poor's raised its Russian national
scale ratings on NWT and the company's Russian ruble 300 million
($10 million) senior unsecured bond issue to ruBBB from ruBB.
The rating action reflects the net benefits of the merger of NWT
with eight other fixed-line incumbents in the North-West federal
region, all of which are controlled by the state-owned holding
Svyazinvest. The merger results in a stronger overall
competitive position and improved business profile for the
company. The outlook is stable.

"Compared with the rated predecessor of the same name, the new
company--which, pro forma, had about double NWT's revenues of
$316 million in 2002--should benefit from its larger scale by
receiving better terms from vendors of telecommunications
equipment and other economies of scale. The merger will also
give it a stronger market position that is less vulnerable to
weaknesses in a particular area or customer segment, and easier
access to capital markets," said Standard & Poor's credit
analyst Michael O'Brien. "Offsetting these gains, to some
extent, is the fact that the enlarged service area is weaker and
will require integration work and additional investments to
reconcile and improve network characteristics to a more uniform
level across the whole area."

      The revised ratings are constrained by:

      -- Regulatory control of tariffs of core revenue streams;
      -- Risks involved in consolidating operations of nine newly
         united units and the continuing need for capital
         expenditure to upgrade and modernize the network
         infrastructure;
      -- NWT's weak competitive position in terms of provision of
         services to the more lucrative business segment; and
      -- Increasing competition for more profitable, value-added
         services.

      The ratings are supported by NWT's:

      -- Relatively attractive service area;
      -- Dominant market share in terms of subscribers in the
         North-West region fixed telephony market;
      -- Generation of moderate free operating cash flow in 2002;
         and
      -- NWT's plan to refinance maturing foreign denominated
         debt with rubles, thereby reducing foreign exchange
         risk.

The stable outlook on NWT reflects Standard & Poor's expectation
that the company will continue with structural reorganization,
management improvement, and network modernization, and that it
will operate without materially weakening its financial profile.


JSC SOUTHERN: Rating Raised to B- Due to Consolidation Process
--------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on Russia-based fixed-line
telecommunications service provider JSC Southern
Telecommunications Co., to 'B-' from 'CCC+'. The rating action
reflects the net benefits of the merger of Southern Telecom with
nine other fixed-line incumbents in the southern region of
Russia that are controlled by the state-owned holding
Svyazinvest. The outlook is stable.

The merger has resulted in a stronger competitive position and
improved business profile for the company.

"Compared with the rated predecessor of the same name, the new
company--which had approximately 3x greater revenues of about
$331 million in 2002 (calculated if the merger had taken place
at the beginning of 2002)--should benefit from its larger scale
by receiving better terms from vendors of telecoms equipment and
other economies of scale," said Standard & Poor's credit analyst
Michael O'Brien. "The merger will also give it a stronger market
position that is less vulnerable to weaknesses in a particular
area or customer segment, and make it easier to access capital
markets."

Offsetting these gains to some extent is the fact that the
enlarged service area has marginally less attractive average
market characteristics and will require integration work and
additional investments to reconcile and improve network
characteristics to a more uniform level across the whole area.

"It is expected that Southern Telecom will continue with its
structural reorganization, management improvement, and network
modernization, and that it will execute its business plan
without materially weakening its financial profile and ability
to service its debt obligations," said Mr. O'Brien.

A manageable increase in debt is already factored into the
rating on Southern Telecom. The rating assumes, however, that
operating cash flow will be sufficient to service debt in the
short-term and that the company can return to free operating
cash flow generation in the medium term as network investments
are completed.


KAISER ALUMINUM: Wants Approval for Release Pact with Maxxam
------------------------------------------------------------
In December 2002, Kaiser Alumina Australia Corporation advised
the Court that it has reached an agreement with the Australian
Taxation Office to settle all remaining issues relating to a
formal audit the ATO initiated in 1998.  Based on the ATO
Settlement, the Kaiser Aluminum Debtors and MAXXAM Inc. analyzed
the potential additional amount that each might owe under a tax
allocation agreement.  MAXXAM believed that it was entitled to a
payment from the Debtors as a result of the ATO Settlement.  But
the Debtors reached a different conclusion.

The Tax Allocation Agreement established a method for allocating
MAXXAM's consolidated federal income tax liability to the Kaiser
and its U.S. subsidiaries, which MAXXAM acquired through a
merger in 1988.  The Tax Allocation Agreement also established
procedures for the Kaiser subgroup's payment of estimated and
actual taxes to MAXXAM in respect of the consolidated tax
liability attributable to the Kaiser subgroup.  Pursuant to the
Tax Allocation Agreement, the Debtors paid MAXXAM generally what
the Kaiser subgroup would have paid the Internal Revenue
Services had the Kaiser subgroup filed separate consolidated
income tax returns and had the Kaiser subgroup never been
affiliated with MAXXAM.  The Tax Allocation Agreement applied
only to U.S. income taxes.  Foreign tax liabilities were
generally paid directly to the foreign taxing authorities.

MAXXAM also filed an adversary proceeding asking the Bankruptcy
Court to determine that it has no further obligations under the
Tax Allocation Agreements.

On January 3, 2003, the Debtors and MAXXAM engaged in a dispute
resolution procedure, which culminated in a settlement of all
claims with respect to the Tax Allocation Agreement and the
Adversary Proceeding.  As approved by the Court, the parties
agree to simply waive and release all claims against the other
party under the Tax Allocation Agreement.  In light with Kaiser
Australia's settlement with the ATO, the Debtors and MAXXAM will
mutually release each other from all present and future claims
or obligations arising from or under the Tax Allocation
Agreement. MAXXAM will also dismiss the Adversary Proceeding.

The Debtors note that there can be no assurance that they would
be able to establish that MAXXAM owes a refund under the Tax
Allocation Agreement.  The disputed tax issues are complex and
subject to varying interpretations.  The Debtors would also have
to overcome MAXXAM's allegations that the Tax Allocation
Agreement is no longer enforceable.  While they believe that
they would prevail in this argument, the Debtors are aware that
there is no guarantee that they would, and substantial
litigation expenses would likely be incurred. (Kaiser Bankruptcy
News, Issue No. 24; Bankruptcy Creditors' Service, Inc.,
609/392-0900)


KMART CORP: Wants to Dispose of Liability Insurance Proceeds
------------------------------------------------------------
Kmart Corporation and its debtor-affiliates ask the Court to
approve to the disposition of certain liability insurance
proceeds in accordance with their stipulation with National
Union Fire Insurance Company of Pittsburgh, PA and Liberty
Mutual Insurance Company.

Under the Stipulation, National Union would pay $25,000,000 to
Liberty Mutual pursuant to a certain Commercial Umbrella Policy
by which Kmart is a named insured for personal injuries suffered
by Messrs. Stanley Kolodziey and Richard Luczak and Mrs.
Stanislawa Luczak.

Kmart is an insured under a Commercial Umbrella Policy from
National Union, effective for policy period January 1, 1993 to
January 1, 1994.  The limits of liability for the Commercial
Umbrella Policy are $25,000,000 in excess of a $2,000,000
retained amount, subject to an endorsement under the Policy
affording coverage in addition to the limits under specified
circumstances.

On May 11, 1993, Messrs. Kolodziey and Luczak sustained personal
injuries while performing electrical work on a switch panel
located on the premises owned by Westwood Equity, a facility
adjacent to the premises Kmart occupied.  A week later, Messrs.
Kolodziey and Luczak brought an action before the Los Angeles
Superior Court for personal injury claims, naming Kmart as one
of the defendants.

In January 1999, a $26,000,000 judgment was entered against
Kmart in the lawsuit.  The amount was later increased due to
accrued interest.  Kmart filed an appeal in May 1999 and
obtained a $38,858,896 bond from Liberty Mutual to prevent the
execution on the Judgment while the case was on appeal.  In
December 2001, the California Supreme Court declined to review
the decision.

With the Bankruptcy Court's approval, on March 26, 2002, the
Debtors entered into an agreement with Mr. Kolodziey and the
Luczaks partially lifting the automatic stay so the Claimants
can enforce the Judgment under the National Union Policy.  The
Debtors and Liberty Mutual have alleged that National Union was,
and continues to be obligated to pay the entire amount of the
Final Judgment plus accrued interest, less the retained amount.
National Union has disputed the claim.  National Union insisted
that it is not obligated to pay anything over the $25,000,000
liability limit of the Commercial Umbrella Policy.

In April 2002, National Union filed a lawsuit before the Los
Angeles County Superior Court against the Claimants and Liberty
Mutual seeking a judicial determination that it need not pay the
Judgment under the Policy.  Consequently, Liberty Mutual has
amended its complaint while the Debtors have filed a complaint-
in-intervention.  These actions are still pending before the
California Court.

On June 28, 2002, Liberty Mutual paid $34,670,186 to the
Claimants for the Judgment, including accrued interest.  Liberty
Mutual paid the amount pursuant to the terms of Kmart's appeal
bond.  Liberty Mutual also received an assignment of the
Claimants' rights under the Judgment.

To facilitate the $25,000,000 payment, under the Stipulation,
the Debtors and Liberty Mutual will provide National Union with
a limited release under the Policy to the extent of the payment.
However, the Debtors and Liberty Mutual will reserve the right
to litigate the issues relating to the remaining amounts that
they believe are owed over and above the liability limits.  The
Stipulation will not be deemed as a release by any party, and
will not act as estoppel on any party's part with respect to any
position, claim or defense that any party has asserted or may
assert in the Action. (Kmart Bankruptcy News, Issue No. 51;
Bankruptcy Creditors' Service, Inc., 609/392-0900)

DebtTraders reports that Kmart Corp.'s 9.000% bonds due 2003
(KM03USR6) are trading at about 16 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=KM03USR6for
real-time bond pricing.


LERNOUT: Committee Wants Court to Set Confirmation Hearing Date
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Lernout &
Hauspie Speech Products, NV, represented by Frances A. Monaco,
Esq., and Joseph J. Bodnar, Esq., at Monzack & Monaco PA, ask
Judge Wizmur to:

         (1) approve the Committee's Disclosure Statement;

         (2) set a date for the confirmation hearing;

         (3) set a deadline by which any objections to
             confirmation must be filed;

         (4) set a date by which motions for temporary
             allowance of claims for voting purposes under
             Rule 3018 of the Federal Rules of Bankruptcy
             Procedure must be filed;

         (5) determine the treatment of certain
             unliquidated, contingent or disputed claims for
             notice, voting and distribution purposes only;

         (6) establish the Record Date for the mailing of
             materials and for voting purposes;

         (7) approve the form of notice of the hearing on
             plan confirmation and the publication notice;

         (8) approve the procedures for distribution of
             solicitation packages and the solicitation of
             votes on the Plan;

         (9) approve the contents of the solicitation
             packages;

        (10) approve the form of Ballot;

        (11) set the voting deadline for receipt of the ballots;

        (12) establish the procedures for tabulating the votes;
             and

        (13) establish procedures relating to executory contracts
             and unexpired leases.

                 Approval of the Disclosure Statement

Mr. Bodnar notes that the Court has broad discretion to
determine whether the Committee's Disclosure Statement has
adequate information under the circumstances of L&H NV's case.
Mr. Bodnar assures Judge Wizmur that the content of the
Disclosure Statement meets the necessary standards, because it:

         (a) describes L&H NV's operations prior to the
             commencement of these cases;

         (b) describes the events leading up to the
             commencement of this Chapter 11 case and the
             Belgian insolvency proceeding;

         (c) describes the significant events in this
             case and the Belgian case, the various parties-
             in-interest, DIP financing, professional fees,
             claims against the estate, significant asset
             sales, material litigation, and employee issues;

         (d) contains a summary of the Plan;

         (e) outlines the voting procedures, requirements and
             deadlines; and

         (f) explains the consequences of confirmation, and
             the alternatives to confirmation.

                     Confirmation Hearing Date

The Committee asks Judge Wizmur to fix May 29, 2003, at 10:00
a.m. New York time as the date and time for the commencement of
the hearing on confirmation of the Committee's Plan.  The
Committee points out that this date provides more than the 25-
day notice period required.  The Committee also notes that the
confirmation hearing may be continued from time to time, and
seeks the Court's authority to modify the Plan before, during,
or as a result of the confirmation hearing without further
notice.

                Objections to Confirmation of the Plan

The Committee also asks Judge Wizmur to set May 19, 2003, at
4:00 p.m. New York time as the last date for filing and serving
objections to confirmation of the Plan.  Objections should be
served on each of co- counsel for the Committee, co-counsel for
L&H NV, and the United States Trustee.  Mr. Bodnar notes that
this date is ten calendar days prior to the proposed date for
the confirmation hearing, and 33 days after the proposed mailing
of solicitation packages.

        Deadline for Temporary Allowance of Claims For Voting

Certain claims are the subject of objections.  As a result,
these claims will not be deemed "allowed" for purposes of
voting, and are therefore not counted when determining whether
the requisite number of acceptances has been obtained for
confirmation purposes.  Therefore, the Committee asks Judge
Wizmur to set May 5, 2003, at 4:00 p.m. New York time as the
last date for filing and serving motions under Bankruptcy Rule
3018 for temporary allowance of objected-to claims for voting
purposes.  The Committee further asks Judge Wizmur to set May 9,
2003, at 10:00 a.m. New York time as the date and time on which
such motions can be determined if not previously resolved.  The
Committee asks the Court to consider only those motions, which
are timely filed and served by these dates.

Persons wishing to change their votes must file motions to that
effect by May 23, 2003 at noon New York time.

               Treatment of Certain Claims for Voting,
                      Noticing and Distribution

Any creditor whose claim is not scheduled by the Debtor, or is
scheduled and described as contingent, unliquidated or disputed
will not be treated as a creditor with respect to that claim for
purposes of voting and distribution unless the creditor timely
files a proof of claim.  Notwithstanding the Order previously
entered setting a deadline for the filing of proofs of claim, a
number of claimants whose claims were scheduled by the Debtor as
contingent, unliquidated or disputed failed to file timely
proofs of claim.  Thus, the Committee asks Judge Wizmur to
specifically order that any creditor in this situation will not
be treated as a creditor for the purpose of receiving
distributions under or voting on the Plan.  The Committee also
asks the Court not to treat these creditors as creditors for
purpose of receiving notices, other than by publication.

The Committee objects -- solely for voting purposes -- to any
claim that is:

         (1) classified in Class 3 Unsecured Claims, and that is

         (2) in an unliquidated amount or that purports to be
             contingent or disputed; and

         (3) that has not previously been the subject of an
             objection.

The Committee asks Judge Wizmur to temporarily allow these
claims for purposes of satisfying the "numerosity" requirement
for confirmation and, in essence, set the claim amount at zero
for the "amount" purposes of determining confirmation, subject
to each claimant's right to ask the Court to temporarily set a
dollar amount by motion.

The Committee asks Judge Wizmur to exercise her equitable
authority to order that:

         (1) the Class 3 Unsecured Claims are deemed to have
             been objected to by virtue of this Motion; and

         (2) service of the Notice of Confirmation Hearing, which
             will also describe the objection, constitutes
             adequate and sufficient notice of the objection.

Moreover, the Committee asks Judge Wizmur to order that, unless
the holder of a Class 3 claim brings a timely motion asking for
temporary allowance of the claim in an amount deemed proper by
the Court, any ballot cast by the claimholder will be counted in
the numerosity and amount requirements.

The Committee asks Judge Wizmur to expressly except from this
procedure any claim, whether classified as a Class 3 claim or
otherwise, as to which a separate objection other than the
objection in this Motion has been brought.

                         Record Date

The Committee asks Judge Wizmur to set March 14, 2003, as the
official record date by which the holders of stocks, bonds,
debentures, notes and other securities are determined, rather
than the date on which an order is entered approving the
Disclosure Statement as otherwise provided, for purposes of
determining the holders of claims entitled to receive
solicitation packages and holders of claims entitled to vote to
accept or reject the Plan.

                          Voting Agent

The Committee intends to retain Donlin Recano as its voting and
information agent for purposes of mailing solicitation packages
and receiving, tabulating and reporting on ballots cast for or
against the Plan by holders of claims.  As Voting Agent, Donlin
will be responsible for:

         (1) tabulating ballots and submitting appropriate voting
             reports and declarations; and

         (2) responding to inquiries from claimants and equity
             interest holders relating to the Plan, the
             Disclosure Statement, the Ballots, and related
             materials.

The Committee asks the Court to permit L&H NV to compensate and
reimburse Donlin Recano's expenses as Voting Agent without
further notice or separate application.

               Notices and Transmittal to Claimants

The Committee proposes to transmit to each claimant by mail
copies of:

         (1) the Notice of Confirmation Hearing;
         (2) the  Disclosure Statement;
         (3) the Plan;
         (4) the Disclosure Statement Approval Order; and
         (5) a customized ballot.

Claimants receiving these solicitation packages include:

         (a) claimants holding claims unimpaired by the Plan;

         (b) claimants holding administrative expense claims;

         (c) claimants holding claims entitled to vote; and

         (d) claimants holding claims not entitled to vote
             under the Plan, although impaired by it -- holders
             of Securities Laws claims.

Transmittal of these packages to the holders of public security
claims will be sent in a manner customary in the securities
industry.  This will include mailing of solicitation packages to
the holders of Old Convertible Notes no later than April 16,
2003.  As to PIERS claims, a single solicitation package will be
sent to Wilmington Trust Company as trustee.  No notices will be
sent to any entity to whom the notice of the filing deadline for
proofs of claim was returned as "undeliverable as addressed",
"moved -- left no forwarding address" or "forwarding order
expired".

Furthermore, the Committee does not intend to mail solicitation
packages to holders of Class 5 or Class 7 Equity Interests.
These interest holders will not receive any distribution under
the Plan and are not entitled to vote, but instead are deemed to
have rejected the Plan.  Given the number of Equity Interest
holders in L&H NV -- a company that formerly had a multi-billion
dollar market capitalization -- the Committee submits that
noticing all holders would be costly and unnecessarily deplete
the estate.

                       Publication Notice

The Committee seeks the Court's permission to give publication
notice of the voting deadline, the confirmation hearing date,
the record date, the confirmation objection deadline, and the
Bankruptcy Rule 3018 dates by causing these to be published no
later than May 2, 2003, in The Wall Street Journal.  The
Committee believes that this publication notice will be
sufficient to provide notice to all parties not otherwise
receiving notice.

                        Voting Deadline

To be counted, ballots must be received by May 19, 2003, at 4:00
p.m. New York Time -- this is 33 days after transmittal of the
solicitation packages.

                        Counting Ballots

The Committee proposes that any ballot timely received that
contains sufficient information to permit the identification of
the claimant and is cast as an acceptance of the Plan be
counted.  The Committee also suggests that these ballots not be
counted:

         (1) any ballot received after the Voting Deadline;

         (2) any ballot that is illegible or contains
             insufficient information to permit identification of
             the claimant;

         (3) any ballot timely received that indicates neither
             acceptance or rejection of the Plan;

         (4) any ballot cast by a creditor who has not timely
             filed a proof of claim with respect to the claim
             being voted, and whose claim is not scheduled, or is
             scheduled as contingent, unliquidated or disputed,
             or a creditor whose claim is the subject of a
             pending objection;

         (5) any ballot cast by a person who does not hold a
             claim in the class that is entitled to vote; and

         (6) any ballot timely received that indicates both
             acceptance and rejection of the Plan.

                         Changing Votes

Notwithstanding Bankruptcy Rule 3018, the Committee proposes
that whenever two or more ballots are cast voting the same claim
before the Voting Deadline, the last ballot received before the
Voting Deadline will be deemed to reflect the voter's intent and
will supersede any prior ballots.  This procedure will spare the
Court and the Committee the time and expense of responding to
motions brought under Bankruptcy Rule 3018 attempting to show
cause for changing votes.

                           Cure Costs

The Plan provides for the rejection, as of the Effective Date,
of all executory contracts and unexpired leases to which L&H NV
is a party except for those specifically listed in an Assumption
and Assignment Schedule yet to be filed.  The Committee promises
to file and serve on all parties to executory contracts or
unexpired leases a schedule setting out the amount of cure
payments to be made on those contracts and leases to be assumed.
(L&H/Dictaphone Bankruptcy News, Issue No. 39; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


LOOMIS SAYLES: S&P Puts BB Class C Note Rating on Watch Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on the
class B-1, B-2, and C notes issued by Loomis Sayles CBO II Ltd.,
a high-yield arbitrage CBO transaction managed by Loomis Sayles
& Co L.P., on CreditWatch with negative implications. At the
same time the ratings on the class A-1 and A-2 notes are
affirmed.

The CreditWatch placements reflect factors that have negatively
affected the credit enhancement available to support the notes
since the transaction closed in October 2001. These factors
include continuing par erosion of the collateral pool securing
the rated notes and a decline in the credit quality of the
performing assets in the collateral pool.

Since origination, the deal has recognized $25.3 million in
defaults. Standard & Poor's noted that as a result of asset
defaults, the overcollateralization ratios for this transaction
have suffered. As of the most recent available monthly trustee
report (March 18, 2003), the class A overcollateralization ratio
was at 137.4% compared to a ratio of 147.3% at the time of
closing; the class B overcollateralization ratio was at 112.3%,
compared to a ratio of 120.5% at the time of closing; and the
class C overcollaterization ratio was at 107.5%, compared to
115.3% at closing.

Standard & Poor's noted that its Trading Model test, a measure
of the ability of the credit quality in the portfolio to support
the rating on a given tranche, is out of compliance according to
the March trustee report.

Standard & Poor's will be reviewing the results of current cash
flow runs generated for Loomis Sayles CBO II Ltd. to determine
the level of future defaults the rated tranches can withstand
under various stressed default timing and interest rate
scenarios, while still paying all of the interest and principal
due on the notes. The results of these cash flow runs will be
compared to the projected default performance of the performing
assets in the collateral pool to determine whether the ratings
currently assigned to the notes remain consistent with the
credit enhancement available.

           Ratings Placed On Creditwatch Negative

                 Loomis Sayles CBO II Ltd.

                     Rating
      Class    To              From     Current Balance (mil. $)
      B-1      BBB/Watch Neg   BBB                         40.0
      B-2      BBB/Watch Neg   BBB                          5.0
      C        BB/Watch Neg    BB                          11.0

                     Ratings Affirmed

                Loomis Sayles CBO II Ltd.

           Class   Rating       Current Balance (mil. $)
           A-1     AAA                           180.00
           A-2     AA                             22.00


MAGELLAN HEALTH: Will Honor & Pay Prepetition Provider Claims
-------------------------------------------------------------
Magellan Health Services, Inc., and its debtor-affiliates sought
and obtained the Court's authority to satisfy all Provider
Claims and Physician Advisor Claims in the ordinary course of
their businesses.

Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New
York, informs the Court that the fundamental nature of the
Debtors' business is to provide, or assist in the coordination
of, care for their Members through a process of referring their
Members to appropriate behavioral health care providers.  The
Debtors utilize a number of different types of providers,
including, individual practitioners or group practices, i.e.
psychiatrists, psychologists, licensed clinical social workers,
marriage and family therapists, licensed clinical professional
counselors, employee assistance program counselors and other
behavioral healthcare professionals, and facilities like
inpatient psychiatric and substance abuse hospitals, intensive
outpatient facilities, partial hospitalization facilities, and
other intermediate care and alternative care facilities.  Of the
Providers used by the Debtors, 40% are under contract with the
Debtors and the remaining 60% are non-contract providers.

Mr. Karotkin explains that the Debtors pay Contract Providers
for their services rendered to Members based on the rates set
forth in the contract between the Provider and the applicable
Debtor, less amounts that the Member is responsible to pay to
the Provider directly.  With the exception of contracts with
Contract Providers in Massachusetts, which are terminable only
for cause, all of the Debtors' contracts with Contract Providers
are terminable by the Contract Providers for any reason after 60
or 90 days notice.

Substantially all of the Contract Providers are paid on a fee-
for-services basis.  Contract Providers generally submit an
invoice for services rendered after their services have been
provided to the Member.  On average, the Debtors process payment
for invoices in less than 30 days after receipt of the invoice
from the Contract Provider.  However, the time it takes for a
Contract Provider to submit an invoice can vary greatly.

Mr. Karotkin relates that a small portion of Contract Providers
are paid by the Debtors on a case-rate basis based on the rates
set forth in the contract between the Contract Provider and the
applicable Debtor.  A portion of these case-rate Contract
Providers are paid at the beginning of a month or quarter for
the estimated cases the Provider will encounter in that month or
quarter, as applicable.  In the event that this Contract
Provider actually encounters more cases than estimated for any
given month or quarter, the Debtors may be obligated to
reimburse this Contract Provider, after notification that there
has been an underpayment.  This reconciliation takes place the
following month or quarter, as applicable.

According to Mr. Karotkin, a small number of Contract Providers
are paid on a "capitated" basis.  In these cases, the Capitated
Providers agree to provide all necessary behavioral health
services to certain Members for a fixed per member per month
fee. However, a portion of the necessary services will be
provided by other Providers to which the Member is referred.  In
certain circumstances, the Debtors withhold a portion of the
Capitated Provider's fixed per member per month fee to use to
pay the other Providers.  In the event the amount withheld from
the Capitated Provider's fee is greater than the actual amount
owed to other Providers, the Debtors will pay the excess to the
Capitated Provider.  The Debtors reconcile the amounts owed to
Capitated Providers for excess withholds the following month or
quarter, as applicable.

In certain circumstances, Mr. Karotkin states that the Debtors
will refer their Members to, or their Members will seek care
from, Non-Contract Providers.  The Debtors pay Non-Contract
Providers on a fee-for-services basis based on either billed
charges, a negotiated rate or the usual and customary rate for
the services for that local area.  Non-Contract Providers
generally submit an invoice for services rendered after these
services have been provided to the Member.  On average, the
Debtors process payment for the invoices in less than 30 days
after receipt of the invoice from the Non-Contract Provider.
However, the time it takes for a Non-Contract Provider to submit
an invoice can vary greatly.

In all of these cases, the Debtors are responsible for payment
to Providers for services rendered.  Because the Debtors are not
aware of services rendered to Members until after an invoice is
presented by the Provider, which could be at any time after
service to the Member is rendered, the Debtors are not able to
ascertain with certainty the precise amount that is owed to
Providers at any given time.

Mr. Karotkin reports that the Debtors estimate the amount owed
to providers for financial statement purposes using accepted
actuarial methods.  These actuarial methods utilize past claims
payment experience, enrollment data, utilization statistics,
authorized healthcare services and other factors.  The nature of
the data and the actuarial methodologies is that estimates
included in the financial statements are usually completed 30 to
60 days after the end of the reported period.  Based on past
experience using these actuarial methodologies, the Debtors
estimate that, as of the Petition Date, their obligations to all
Providers aggregate $180,000,000.  These obligations typically
are paid over a period of three to four months, with historical
monthly payments to providers averaging about $40,000,000 to
$50,000,000.

As an integral part of assisting their Members in receiving
appropriate mental health care and managing that care, Mr.
Karotkin relates that the Debtors have contracts with a network
of individual mental health physicians whose primary purpose is
to evaluate treatment provided or proposed for Members and make
recommendations to the Debtors regarding the medical necessity
and appropriateness of that treatment.  In total, the Debtors
have contracts with 150 active Physician Advisors.  Without
qualified evaluators, the Debtors would not be able to
adequately determine the level or type of medical care necessary
and appropriate for their Members, nor would the Debtors be able
to maintain and control the cost of care.  Moreover, many state
utilization review statutes and regulation and accreditation
bodies require that only trained and experienced physicians make
adverse medical necessity determinations.  Additionally, those
same state agencies require that appeals of adverse medical
necessity decisions be conducted by independent third party
Physician Advisors.

Mr. Karotkin tells the Court that the Debtors' contracts with
the Physician Advisors are "at will" contracts and can be
terminated after notice by either party.  Pursuant to the terms
of these contracts, the Physician Advisors provide evaluations
on either an hourly or per case basis and bill the Debtors for
their services monthly in arrears.  Because the Debtors are
billed subsequent to when services are provided, they are unable
to determine precisely their obligations to the Physician
Advisors at any given time.  Based on past experience, the
Debtors estimate that, as of the Petition Date, their
obligations to the Physician Advisors aggregate $613,000.

Mr. Karotkin submits that the core component of the Debtors'
business operations is the management of the behavioral health
care services of their Members by providing them with access to
their network of Contract Providers and paying for a portion of
the cost of services provided by the Non-Contract Providers.
Consequently, the lifeblood of the Debtors' continued operations
is the ability of the Members to have access to Providers.  The
Debtors believe that failure to pay the prepetition claims of
the Providers would significantly impair their relationships
with their Providers and likely would result in the wholesale
termination by Contract Providers of their contracts with the
Debtors or the refusal of Contract Providers and Non-Contract
Providers to provide services to the Members or to conduct
business with the Debtors in the future.  Indeed, due to the
Debtors' financial condition and announcements regarding the
need to restructure their debts, prior to the Petition Date,
many of the Providers indicated their reluctance to provide
services to the Members and many of the Debtors' customers
expressed concern over the ability of the Debtors to maintain a
network of Providers in compliance with their contracts and to
arrange, and pay, for the services of their Members.  Thus,
failure to satisfy the Provider Claims on an ongoing basis would
have a Draconian affect on the Debtors' business and essentially
stop the reorganization effort in its tracks.  Simply stated, a
defection of Providers would render it impossible for the
Debtors to fulfill their obligations under contracts with
customers -- on which they are entirely dependent for revenue.

Moreover, Mr. Karotkin adds that the Debtors do not believe that
it would be at all feasible to find replacement Providers on a
timely basis to avoid the devastating loss in revenue that would
result in the absence of obtaining the relief.  The process of
obtaining qualified providers and credentialing these providers
in accordance with applicable law, contractual requirements and
sound business practice is a complex and time-consuming ordeal.
Indeed, a core asset of the Debtors is having a network of
qualified and credentialed Providers that is sufficient to
service the varying concentrations of Members in all geographic
areas and is broad enough to provide all specialties and levels
of care required by Members.  In the unlikely event that the
Debtors could find qualified replacement providers willing to
contract with the Debtors or provide service to Members, the
replacement providers nevertheless would be unable to properly
service their Members who have been utilizing the services of
existing Providers.  Furthermore, many of the Debtors' customers
would find it necessary, either under law, contract or good
business practice, to pay Providers for services that the
Debtors failed to pay, which would cause customers to terminate
their contracts with the Debtors.  Simply stated, unless all
payments are made to Providers in accordance with past
practices, the Debtors' business operations could come to a
standstill, a key asset of the Debtors would be impaired and the
reorganization effort will be completely jeopardized. (Magellan
Bankruptcy News, Issue No. 3: Bankruptcy Creditors' Service,
Inc., 609/392-0900)

Magellan Health Services' 9.375% bonds due 2007 (MGL07USA1) are
trading at about 83 cents-on-the-dollar, says DebtTraders. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=MGL07USA1for
real-time bond pricing.


MOLECULAR DIAGNOSTICS: Makes Final Payment to Round Valley Cap.
---------------------------------------------------------------
Molecular Diagnostics, Inc., (OTCBB:MCDG) has made the final
payment to Round Valley Capital, a preferred debt holder whose
position was secured by all of MDI's assets. The final closing
payment was made in conjunction with a $1,000,000 investment
from a current shareholder and company insider. Removal of RVC's
position is concurrent with their return of all shares initially
granted as part of the initial loan.

MDI is now free to develop, license, sell, or otherwise align
itself with strategic partners. As previously announced, a
number of prominent and mid-sized companies in or related to the
cytotechnology space have shown considerable interest in
entering into a strategic partnership, or acquiring all or
various components of the company's intellectual property.

According to Peter Gombrich, President and CEO of MDI, "We are
excited to have repaid this debt. This is a major milestone in
the company's restructuring. We can now proceed with our key
initiatives of establishing strategic alliances and
partnerships, as well as completing the clinical trials for
InPath Cocktail-CVX System."

Molecular Diagnostics develops cost-effective cancer screening
systems, which can be utilized in a laboratory or at the point-
of-care, to assist in the early detection of cervical,
gastrointestinal, and other cancers. The InPath(TM) System is
being developed to provide medical practitioners with a highly
accurate, low-cost, cervical cancer screening system that can be
integrated into existing medical models or at the point-of-care.
Other products include SAMBA(TM) Telemedicine software used for
medical image processing, database and multimedia case
management, telepathology and teleradiology. Molecular
Diagnostics also makes certain aspects of its technology
available to third parties for development of their own
screening systems.

Molecular Diagnostics' September 30, 2002 balance sheet shows a
working capital deficit of about $12 million, and a total
shareholders' equity deficit of about $4 million.


NANOPIERCE TECHNOLOGIES: Executes Major Financial Restructuring
---------------------------------------------------------------
NanoPierce Technologies, Inc., (OTCBB:NPCT) has implemented a
major financial restructuring of the Company and its
subsidiaries.

Responding to the continuing challenge presented by today's
business and economic environment, the Company and its
subsidiaries laid off 55% of its work force, implemented
additional salary reductions and eliminated or reduced leasehold
expenses in an effort to further reduce its overhead and cash
burn rate. The Company estimates that because of these and other
actions, consolidated overhead has been reduced by approximately
40% to 50%. The remaining employees are capable of carrying
forward the business activities of the Company and the core
competencies of the management and staff team have been
retained.

The conditions prevailing in the financial markets and the
global semiconductor market presented the Company with little
alternative but to implement cost-saving changes in order to
enhance its ability to weather the current environment.

As part of the changes implemented by the Company, NanoPierce
Card Technologies, GmbH, due to the requirements of German law,
was placed into receivership. The Company had contemplated the
possible dissolution of NanoPierce Card Technologies, GmbH as
part of a plan to simplify operations in Germany.

The Company intends to focus all activities in Germany into
NanoPierce's other German subsidiary, ExypnoTech GmbH, which
remains unaffected by the receivership of NanoPierce Card
Technologies, GmbH. However, expansion of these activities is
heavily dependent upon the Company or ExypnoTech obtaining
sufficient financing.

NanoPierce's U.S. subsidiary, NanoPierce Connection Systems,
Inc., will continue its pursuit of the WaferPierce(TM)
opportunity along with other, on-going efforts to commercialize
NCS(TM) with industry leaders. The subsidiary will also increase
the emphasis given to projects producing shorter-range revenue.
Certain former employees have agreed, on request, to assist the
Company on a consulting basis on these business activities.

The Company also continues to pursue financing for its business
operations.

Paul H. Metzinger, President and Chief Executive Officer of
NanoPierce Technologies Inc., stated: "Regrettably we had to
implement this financial restructuring but it was made necessary
by existing economic conditions. Tough as it might be, we
exercised the discipline required to better enhance the
prosperity of the Company."

NanoPierce Technologies, Inc., of Denver, Colorado, USA, is
traded on the NASDAQ stock market (OTCBB:NPCT) as well as on the
Frankfurt and Hamburg exchanges (OTC:NPI). In addition to the 12
patents it owns, NanoPierce has numerous applications pending,
others in preparation, and various other intellectual properties
related to NanoPierce's proprietary NCS(TM) (NanoPierce
Connection System). This advanced system is designed to provide
significant improvement over conventional electrical and
mechanical interconnection methods for high-density circuit
boards, components, sockets, connectors, semiconductor packaging
and electronic systems.

NanoPierce Connection Systems, Inc., is a 100% subsidiary of
NanoPierce Technologies, Inc., located in Colorado Springs,
Colorado. NanoPierce Connections Systems, Inc., has been
chartered to undertake high-volume production WaferPierce(TM), a
revolutionary and enabling semiconductor wafer treatment for
ultra-low cost flip-chip without the necessity of wire bonding,
conductive adhesives, or soldering. Typical end-use applications
of WaferPierce(TM) include Smart Labels, Smart Cards, and LED
arrays.

ExypnoTech GmbH is a 100% subsidiary of NanoPierce Technologies,
Inc., located in Rudolstadt, Germany. ExypnoTech develops,
produces and markets components for the RFID market worldwide.
In its production of smart inlays, the Company employs flip chip
processes based on NanoPierce Technologies patents. For further
information on ExypnoTech, log on to http://www.exypnotech.com


NATIONAL CENTURY: Court Okays Ruscilli as Real Estate Broker
------------------------------------------------------------
National Century Financial Enterprises, Inc., and its debtor-
affiliates obtained the Court's authority to employ Ruscilli
Real Estate Services, Inc., as real estate brokers to sell
Memorial Drive Office Complex's interest in certain of the
office complex buildings in Ohio, pursuant to Section 327 of the
Bankruptcy Code, nunc pro tunc to December 10, 2002.

The MDOC in Dublin, Ohio, is being used as the Debtors'
headquarters.

The Debtors and Ruscilli entered into an engagement letter with
respect to the sale of the Memorial Drive Properties as of
December 10, 2002 wherein Ruscilli would be retained to sell six
buildings in the office complex, including:

     -- Building #2 (6035 Memorial Drive),
     -- Building #3 (6051 Memorial Drive),
     -- Building #4 (6075 Memorial Drive),
     -- Building #6 (6015 Memorial Drive),
     -- Building #8 (6179-3189 Memorial Drive), and
     -- Building #9 (6135 Memorial Drive and 3155 Memorial
        Drive).

Pursuant to the Engagement Letter, Ruscilli will have the
exclusive right to sell the properties through December 31,
2003.

Under the Engagement Letter, Ruscilli will receive a 6%
commission of the sale price of any of the Memorial Drive
Properties in cash at closing, with the exceptions that:

     (a) Should RJ Boll Realty acting as buyer enter into a
         purchase contract and close on any of the properties
         within 30 days after the effective date of Ruscilli's
         engagement, Ruscilli will receive a 3% real estate
         commission, in cash at closing, and

     (b) Should Meeder Financial, Purcell & Scoot or Dr. Fanning,
         which are all current tenants of the Memorial Drive
         Properties, enter into a purchase contract and close on
         one or more of the properties within 90 days after
         the effective date of Ruscilli's engagement, Ruscilli
         will earn a 4% commission. (National Century Bankruptcy
         News, Issue No. 13; Bankruptcy Creditors' Service, Inc.,
         609/392-0900)


NATIONAL SERVICE: Selling Company to California Investment Unit
---------------------------------------------------------------
National Service Industries, Inc., (NYSE: NSI) has entered into
a definitive merger agreement providing for the acquisition of
NSI by an affiliate of California Investment Fund, LLC, a
private investment firm based in San Diego, California.

Pursuant to the agreement, each outstanding share of NSI common
stock will be converted into the right to receive $10.00 in
cash.

The transaction originated with an unsolicited offer to NSI by
California Investment Fund, LLC. The Board of Directors of NSI
has unanimously approved and adopted the merger agreement.
SunTrust Robinson Humphrey is serving as financial advisor to
NSI.

The closing of the transaction is subject to the approval of the
NSI stockholders, the receipt of certain financing, and other
customary conditions. Commitment letters have been obtained with
respect to all necessary financing in connection with the
transaction. The transaction is expected to close around midyear
in calendar year 2003. Prior to the closing of the transaction,
NSI is authorized under the terms of the merger agreement to
receive and consider any alternative third-party proposals with
respect to the acquisition of NSI.

NSI's businesses will continue to operate under the names
National Linen Service and Atlantic Envelope Company, and no
significant operational or management changes are expected at
the business-unit level. Brock A. Hattox, Chairman and Chief
Executive Officer of NSI, intends to make his previously
announced retirement effective upon consummation of the
transaction.

"Given the highly competitive industries in which we compete and
the escalating costs of operating a public company of our
relatively small size, management and the board of directors
believe strongly that this transaction represents an excellent
value for NSI stockholders," said Hattox, who became CEO
following the spin-off of NSI's lighting and specialty chemical
businesses to Acuity Brands, Inc. in December 2001. "It also
continues the operations of NSI's market-leading operating
companies in ways that should be seamless for employees,
suppliers and customers."

                     2nd Quarter Results

The Company also reported financial results for the second
quarter ended February 28, 2003. Second quarter revenues totaled
$121.4 million, down 8 percent from last year's $132.0 million.
Net loss for the quarter was $5.2 million, or $0.49 per diluted
share, compared to last year's break-even results.

The decrease from last year's results is primarily attributable
to lower direct mail and credit card solicitation envelope
volumes, pricing pressures and lower volumes in the textile
rental industry.

Textile Rental Segment

Textile rental segment second quarter revenues of $76.1 million
decreased 1.5 percent from last year's $77.3 million. The
reduction in revenues is primarily attributable to the sale of
the San Diego business in the first quarter and the
discontinuance of a significant health care segment customer at
the end of the fourth quarter last year. Additionally, volumes
per customer continue to be impacted by soft economic
conditions. Operating loss for the quarter was $1.5 million
compared to last year's reported profit of $1.3 million. Last
year's results included approximately $700 thousand of net gains
from a previously divested business and restructuring plans. The
decrease in operating results for 2003 is largely due to lower
revenues; increased employee benefits costs; one-time
restructuring gains in 2002; and unfavorable results from
several under-performing linen plants.

Envelope Segment

The envelope segment second quarter revenues of $45.3 million
represent a 17.2 percent decline from last year's $54.7 million
and an operating loss of $2.1 million compared to last year's
profit of $649 thousand. Operating results decreased largely as
a result of the volume reduction.

Corporate and Interest Costs

Corporate expenses were $4.0 million for the second quarter
compared to last year's $1.9 million due primarily to costs
associated with the previously announced retirement of the
Company's chairman.

For the Company's second fiscal quarter ended February 28, 2003,
the Company failed to comply with two financial covenants in the
Company's $40.0 million unsecured credit facility, which
resulted in an event of default under the credit agreement. The
covenants in question require the Company, as of the end of each
fiscal quarter, to maintain a minimum ratio of Income Available
For Fixed Charges to Fixed Charges for the preceding four
consecutive fiscal quarters and a minimum amount of
Stockholders' Equity (as such terms are defined in the credit
agreement). On March 28, 2003, the lender agreed to waive the
event of default pursuant to an agreement that will require the
Company to obtain the lender's approval of any additional
borrowings under the credit facility. As of February 28, 2003
and the date of this release, there were $11.4 million of
letters of credit issued under the credit facility, but no other
borrowings outstanding under the credit facility. The credit
facility is expected to be terminated upon consummation of the
proposed merger.

Additionally, during the quarter ended February 28, 2003, the
Company engaged external consulting economists to review the
Company's expected future asbestos claims liabilities. Based on
information supplied by this study and management's knowledge
and experience regarding its asbestos liabilities, the Company
concluded that an increase in its accrued liabilities for
asbestos related costs was necessary. The increase in the
liabilities resulting from this review process was a minimum
increase of $138.0 million to a maximum increase of $209.0
million. Management does not believe any amount in the range is
more probable than any other. Therefore, as of February 28,
2003, the Company increased its liabilities for asbestos related
costs by approximately $138.0 million, the low end of the range.
The Company also believes it has adequate insurance coverage
available to cover this increase in liabilities and therefore
recorded an additional insurance recovery asset of $138.0
million.

Management continues to monitor claims activity, credit
worthiness of insurers, the status of lawsuits (including
settlement initiatives), legislative developments and costs
incurred in order to ascertain whether an adjustment to the
existing accruals should be made to the extent that historical
experience may differ significantly from the Company's
underlying assumptions. As additional information becomes
available, the Company will reassess its liability and revise
estimates as appropriate.

"Conditions in our markets worsened since we reported our first
quarter results. Although Atlantic Envelope remains the
preferred vendor for a number of large financial services
companies, volumes have dropped significantly due to consumer
concerns over elevated personal debt levels and the uncertainty
of the general economy. Business travel has not recovered from
the pre-September 11th levels, placing significant pricing
pressure on the fine dining and lodging markets served by
National Linen Service. This pressure has limited the ability to
increase prices to offset the increased costs of labor,
benefits, insurance and fuel. In addition, the inclement weather
experienced during the quarter only made our challenges
greater," said Hattox. "Given this difficult operating
environment, we are continuing to focus our resources on
improving our selling efforts, resizing our operations,
implementing cost reductions and improving our operating
efficiency."

First Half Results

First half revenues of $241.5 million decreased 9.4 percent over
the same period a year ago. Net loss for the first six months of
the fiscal year was $7.1 million, or $0.68 per diluted share,
compared to a net loss of $28.8 million, or $2.80 per diluted
share, in the first six months of 2002. Excluding the loss from
discontinued operations of $7.5 million, or $0.73 per share, and
the cumulative effect of a change in accounting principle for
goodwill impairment of $17.6 million or $1.71 per share, loss
from continuing operations for the first half of fiscal 2002
totaled $3.7 million, or $0.36 per diluted share.

"In December, we estimated that, absent any further economic
deterioration, NSI would incur losses in the first half and
experience a profitable second half, resulting in estimated
full-year net earnings of between break-even and $3.0 million,"
Hattox said. "As we begin the stronger half of our fiscal year
we anticipate returning to profitability for the third and
fourth quarters. However, given the uncertainty of the general
economy, conditions are too cloudy at this time to affirm or
continue to furnish full-year guidance."

             Information on the Sale of the Company

NSI will file a copy of the definitive merger agreement with the
Securities and Exchange Commission as an exhibit to a Current
Report on Form 8-K.

In connection with NSI's solicitation of proxies with respect to
its special meeting of stockholders concerning the proposed
merger, NSI will file a proxy statement with the SEC and furnish
NSI stockholders with a copy of the proxy statement. NSI
stockholders will be able to obtain a free copy of the proxy
statement (when available) and other relevant documents filed
with the SEC from the SEC's Web site at http://www.sec.gov

NSI stockholders may also obtain a free copy of the proxy
statement and other documents (when available) by directing a
request by mail or telephone to National Service Industries,
Inc., 1420 Peachtree Street, Atlanta, Georgia 30309, Attention:
Investor Relations, Telephone: (404) 853-1228.

National Service Industries, Inc., with fiscal year 2002 sales
of $530 million, has two business segments -- textile rental and
envelopes.


NATIONSRENT: Gets Okay to Pay Exit Financing Lender's Work Fee
--------------------------------------------------------------
NationsRent Inc., and its debtor-affiliates obtained the Court's
authority to enter into a Letter Agreement with $250 million
secured credit facility lenders and implement its terms,
including the payment of the Work Fee without further Court
order.

The Letter Agreement will provide for:

     -- the payment of a $100,000 Work Fee before the
        commencement of any due diligence.  The reimbursement of
        expenses will be deducted from the Work Fee;

     -- the payment for all reasonable out-of-pocket costs and
        expenses, including the payment of legal fees or third
        party consulting fees, that the Lender incurred in
        connection with the Letter Agreement;

     -- the indemnification of the Lender, its affiliate and
        their officers, directors, employees and agents for any
        actions, suits, losses, claims, damages and liabilities
        arising out of the work performed pursuant to the Letter
        Agreement or otherwise in connection with the Exit
        Financing Facility. However, no party will be indemnified
        for any claims or actions to the extent determined by a
        final judgment to have resulted from its own gross
        negligence or willful misconduct; and

     -- non-binding terms and conditions of the Exit Financing
        Facility.  Any description of the Exit Financing Facility
        contained in the Letter Agreement will not be binding on
        the parties until the execution of a commitment letter
        and the payment of a commitment fee. (NationsRent
        Bankruptcy News, Issue No. 29; Bankruptcy Creditors'
        Service, Inc., 609/392-0900)


NAVISITE INC: Completes Acquisition of Conxion Corp. for $2 Mil.
----------------------------------------------------------------
NaviSite, Inc. (Nasdaq: NAVI), a leading provider of Application
and Infrastructure Management Services, has completed the
acquisition, first announced on March 27, 2003, of Conxion
Corporation, a Silicon Valley-based managed services provider.

Under the terms of the agreement, NaviSite will acquire Conxion
Corporation through the merger of a NaviSite wholly-owned
subsidiary into Conxion. In consideration for the acquisition of
Conxion, NaviSite will pay $1.925 million in cash at closing.
Concurrent with this transaction, NaviSite and Conxion have also
worked together to favorably restructure certain long-term
commitments and obligations.

Founded in 1995, Conxion brings to NaviSite software
distribution services and security expertise for over 195
customers, established channel relationships, and Internet
infrastructure throughout the United States and the United
Kingdom.

"Our customers want services - wrapped around technology - that
help them improve their business," said Arthur Becker, CEO of
NaviSite. "For nearly a decade Conxion has been recognized as
one of the most creative and innovative managed services
providers. The acquisition of Conxion is another important step
in the execution of NaviSite's mission to deliver an adaptable
set of application and infrastructure management services to our
expanding customer base."

NaviSite is a Service Company providing Application and
Infrastructure Management Services for online operations of mid-
sized enterprises, business units of larger companies and
government agencies. With a world-class group of experienced
professionals, NaviSite delivers excellence through a flexible,
customizable suite of engineered solutions. NaviSite balances
service-centric people and process with cost effective,
innovative technology in areas such as Managed Applications,
Application Development, Hosting, Security and Infrastructure.

NaviSite Application Management Services deliver application
development, integration and full-service management, at any of
our data centers, a customer's location or even a third-party
site. NaviSite manages critical online and enterprise
applications through proactive technology and services,
providing 24/7 application monitoring, management and
maintenance: relieving customers of day-to-day application
operations burdens.

NaviSite's Infrastructure Management Services provide secure,
reliable, high-performance hosting services at data centers
serving: Boston, Chicago, Dallas, Las Vegas, Los Angeles,
Milwaukee, New York, San Francisco, Syracuse (NY) and
Washington, DC. Services include a full array of managed hosting
to collocation, coupled with high-performance Internet access
and high-availability server management solutions through load
balancing, clustering, mirroring and storage services.

Founded in 1997, NaviSite, Inc., is publicly traded on Nasdaq as
NAVI. For more information, please visit http://www.NaviSite.com
NaviSite is headquartered at 400 Minuteman Road, Andover, MA
01810, USA.

Conxion Corporation -- http://www.conxion.com-- is one of the
reliability and performance leaders in electronic service
delivery, or eServices, from advanced hosting and network
services, through to content delivery. Featuring an integrated
Internet infrastructure that leverages its global IP network,
Conxion delivers fully managed solutions from strategically
located datacenters in the United States and Europe.
Headquartered in Silicon Valley (Santa Clara, Calif.), Conxion
is a privately held corporation.

                            *    *    *

                Liquidity and Going Concern Uncertainty

As of January 31, 2003, the Company had approximately $11.2
million of cash and cash equivalents, working capital of $2.9
million and had incurred losses since inception resulting in an
accumulated deficit of $366.9 million. NaviSite's operations
prior to September 11, 2002 had been funded primarily by CMGI
through the issuance of common stock, preferred stock and
convertible debt to strategic investors, the Company's initial
public offering during fiscal 2000 and related exercise of an
over-allotment option by the underwriters in November 1999.
Prior to the acquisition by NaviSite of CBTM on December 31,
2002, CBTM had been funded primarily by its parent company,
ClearBlue, through various private investors. For the year ended
July 31, 2002, consolidated cash flows used for operating
activities totaled $27 million and for the six months ended
January 31, 2003 and 2002 consolidated cash flows used for
operating activities totaled $5.1 million and $16.5 million,
respectively.

During the six months ended January 31, 2003, the Company's cash
and cash equivalents decreased by approximately $10.6 million.
Included in this change was approximately $6.8 million in net
cash expenditures that are non-recurring in nature. The $6.8
million in net non-recurring expenditures consists predominantly
of: 1) a $3.2 million payment to CMGI for the settlement of
intercompany balances reached in fiscal year 2002; 2) a $2.0
million purchase of a debt interest in Interliant, Inc.; 3) a
$1.3 million interest payment to ClearBlue related to the $65
million of convertible notes then outstanding (see note 8 for
ClearBlue waiver of interest from December 12, 2002 through
December 31, 2003); 4) a $770,000 payment to purchase directors
and officer's insurance for periods prior to September 11, 2002;
5) a $775,000 unsecured loan to ClearBlue for payroll related
costs; 6) $1.3 million in severance payments; 7) a $600,000
settlement payment with Level 3, Inc.; 8) a $490,000 prepayment
of directors' and officers' insurance; 9) $403,000 in bonuses
related to fiscal year 2002 and 10) a $100,000 payment on behalf
of ClearBlue for legal costs; partially offset by: 1) $2.5
million in customer receipts; 2) a $1.0 million receipt from
Engage Technologies, Inc. related to a fiscal year 2002
settlement; and 3) a $637,000 reduction in restricted cash due
to the decrease in our line of credit.

The Company currently anticipates that its available cash at
January 31, 2003 combined with the additional funds available,
at Atlantic's sole discretion, under the Loan and Security
Agreement between NaviSite and Atlantic, (approximately $5.3
million at February 28, 2003), will be sufficient to meet our
anticipated needs, barring unforeseen circumstances for working
capital and capital expenditures through the end of fiscal year
2003. However, based on our current projections for fiscal year
2004, we will have to raise additional funds to remain a going
concern. The Company's projections for cash usage for the
remainder of fiscal year 2003 are based on a number of
assumptions, including: (1) its ability to retain customers in
light of market uncertainties and the Company's uncertain
future; (2) its ability to collect accounts receivables in a
timely manner; (3) its ability to effectively integrate recent
acquisitions and realize forecasted cash-saving synergies and
(4) its ability to achieve expected cash expense reductions. In
addition, the Company is actively exploring the possibility of
additional business combinations with other unrelated and
related business entities. ClearBlue and its affiliates
collectively own a majority of the Company's outstanding common
stock and could unilaterally implement any such combinations.
The impact on the Company's cash resources of such business
combinations cannot be determined. Further, the projected use of
cash and business results could be affected by continued market
uncertainties, including delays or restrictions in IT spending
and any merger or acquisition activity.

To address these uncertainties, management is working to: (1)
quantify the potential impact on cash flows of its evolving
relationship with ClearBlue and its affiliates; (2) continue its
practice of managing costs; (3) aggressively pursue new revenue
through channel partners, direct sales and acquisitions and (4)
raise capital through third parties.

The Company may need to raise additional funds in order respond
to competitive and industry pressures, to respond to operational
cash shortfalls, to acquire complementary businesses, products
or technologies, or to develop new, or enhance existing,
services or products. In addition, on a long-term basis, the
Company may require additional external financing for working
capital and capital expenditures through credit facilities,
sales of additional equity or other financing vehicles. Its
ability to raise additional funds may be negatively impacted by:
(1) the uncertainty surrounding its ability to continue as a
going concern; (2) the potential de-listing of the Company's
common stock from NASDAQ; (3) its inability to transfer back to
the NASDAQ National Market in the future from the NASDAQ
SmallCap Market; and (4) restrictions imposed on the Company by
ClearBlue and its affiliates. Under our arrangement with
ClearBlue, the Company must obtain ClearBlue's consent in order
to issue debt securities or sell shares of its common stock to
affiliates, and ClearBlue might not give that consent. If
additional funds are raised through the issuance of equity or
convertible debt securities, the percentage ownership of the
Company's stockholders will be reduced and its stockholders may
experience additional dilution. There can be no assurance that
additional financing will be available on terms favorable to the
Company, if at all. If adequate funds are not available or are
not available on acceptable terms, the Company's ability to fund
its expansion, take advantage of unanticipated opportunities,
develop or enhance services or products or respond to
competitive pressures would be significantly limited and,
accordingly, the Company might not continue as a going concern.


NEFF CORP: Potential Debt Default Spurs Ratings Cut & Neg. Watch
----------------------------------------------------------------
Standard & Poor's Rating Services lowered its ratings on Neff
Corp., including its corporate credit and secured bank loan
rating, to 'CCC' from 'B-' and its subordinated debt rating to
'CC' from 'CCC', because of increased concern that Neff may not
be able to meet the interest payment on its subordinated debt
that is due on June 1, 2003. Ratings remain on CreditWatch with
negative implications where they were placed on Nov. 1, 2002.

Miami, Fla.-based Neff, a relatively modest-size equipment
rental company, has about $280 million of debt outstanding.

"Neff has experienced significant financial stress because of
the weakness in the equipment-rental business and its heavy debt
burden," said Standard & Poor's credit analyst John Sico.

Neff has been operating under a forbearance agreement that
prevents bank lenders from exercising remedies as a result of
Neff's leverage covenant violation. The agreement expires on
April 15, 2003, and the company has been negotiating with
lenders to remedy the violation, which could include a
restructuring of the bank line. Because of the company's bank
covenant violations and operating losses, auditors expressed
doubt about the company's ability to continue as a going
concern. The company has about $8 million in interest payments
due on June 1, 2003, for its two subordinated notes that have
$155 million outstanding.

Standard & Poor's will continue to monitor events, which may
result in further rating action.


ON COMMAND: December 31 Balance Sheet Upside-Down by $17 Million
----------------------------------------------------------------
On Command Corporation (OTC Bulletin Board: ONCO), a leading
provider of in-room interactive services, business information
and guest services for the lodging industry, announced its
financial results for the three months and year ended
December 31, 2002.

For the year ended December 31, 2002, the Company generated
positive free cash flow from operations of $5.9 million (cash
provided by operating activities of $61.7 million less cash used
in investing activities of $55.8 million).

On Command reported revenue for the fourth quarter and year
ended 2002 of $59.2 and $238.4 million respectively. Quarter
over quarter revenue increased 6.6% and was flat on a full year
basis compared to 2001. EBITDA (defined as revenue less direct
costs of revenue and other operating expenses, exclusive of
depreciation and amortization, asset impairments and other
charges, and relocation and restructuring charges) for the
quarter and year end was $16.0 and $65.9 million, respectively,
representing increases of 14.4% and 12.7%, respectively, from
the corresponding periods in 2001.

The Company reported a net loss attributed to common
stockholders of $50.8 million and $90.0 million for the twelve
months ended December 31, 2002 and 2001, a loss of $1.64 and
$2.92 per share, respectively.

Revenue per room for the fourth quarter increased to $21.95 from
$20.35 for the same period in 2001. A key factor that enabled
the company to achieve this increase was its continued strategy
of adding proven products to its existing room base to build
additional revenue per room while at the same time leveraging
capital. During the fourth quarter of 2002, the Company added
the digital music product to more than 38,000 rooms and TV
Internet service to more than 15,000 rooms.

Additional highlights for the fourth quarter include:

* Increased quarter over quarter EBITDA margin (defined as
   EBITDA divided by total revenue) to 27.0% from 25.2%.

* Installed Roommate digital platform in 7,600 rooms, bringing
   the total number of digital rooms to 291,000 or 33% of the
   total owned room base of 891,000.

* Installed a digital upgrade in more than 43,600 hotel rooms,
   delivering an average uplift in room revenue of 17% compared
   to tape-based systems without the upgrade.

At December 31, 2002, the Company's balance sheet shows a total
shareholders' equity deficit of about $17 million.

"We are pleased to have finished the year 2002 within our
established guidance that we communicated at the beginning of
the year," said Chris Sophinos, president and chief executive
officer of On Command. "Our solid performance in a weak economy
is evidence that our strategic direction bore positive results.
The modular upgrade program lowers our per room capital costs
while increasing services, which raises per room revenue."

                          Business Outlook

The Company will not be giving guidance for 2003.

On Command Corporation -- http://www.oncommand.com-- is a
leading provider of in-room entertainment technology to the
lodging and cruise ship industries. On Command is a majority-
owned subsidiary of Liberty Satellite & Technology, Inc. (OTC
Bulletin Board: LSTTA, LSTTB).

On Command entertainment services include: on-demand movies;
television Internet services using high-speed broadband
connectivity; television email; short form television features
covering drama, comedy, news and sports; PlayStation video
games; and music-on-demand services through Instant Media
Network, a majority-owned subsidiary of On Command Corporation
and the leading provider of digital on-demand music services to
the hotel industry. All On Command products are connected to
guest rooms and managed by leading edge video-on-demand
navigational controls and a state-of-the art guest user
interface system. The guest menu system can be customized by
hotel properties to create a robust platform that services the
needs of On Command hotel partners and the traveling public. On
Command and its distribution network services more than
1,000,000 guest rooms, which touch more than 300 million guests
annually.

On Command's direct served hotel properties are located in the
United States, Canada, Mexico, Spain, and Argentina. On Command
distributors serve cruise ships operating under the Royal
Caribbean, Costa and Carnival flags. On Command hotel properties
include more than 100 of the most prestigious hotel chains and
operators in the lodging industry: Accor, Adam's Mark Hotels &
Resorts, Fairmont, Four Seasons, Hilton Hotels Corporation,
Hyatt, Loews, Marriott (Courtyard, Renaissance, Fairfield Inn
and Residence Inn), Radisson, Ramada, Six Continents Hotels
(Inter-Continental, Crowne Plaza and Holiday Inn), Starwood
Hotels & Resorts (Westin, Sheraton, W Hotels and Four Points),
and Wyndham Hotels & Resorts.


OXFORD HEALTH: S&P Affirms BB+ Rating over Sustained Earnings
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'BB+' counterparty credit rating on Oxford Health Plans Inc.,
based on the company's sustained earnings and liquidity strength
as well as its good risk-adjusted capitalization, which are
partially offset by the competitive marketplace in which Oxford
operates and Oxford's geographic market concentration.

Standard & Poor's also said that it assigned its proposed 'BB+'
rating to Oxford's $400 million, six-year, fixed-rate term loan
facility. In addition, Standard & Poor's affirmed its 'BBB+'
counterparty credit and financial strength ratings on Oxford
Health Plans (NY) Inc., which is the lead company in the
operating subsidiary group. The outlook is stable.

For 2003, Standard & Poor's expects Oxford's enrollment to
improve modestly. The company's consolidated pretax GAAP
earnings are expected to remain extremely strong and in line
with recent levels. For 2003, parent-company liquidity is
expected to continue to improve, and capital adequacy is
expected to remain stable. In addition, for the year-ended
2003, financial leverage and interest coverage are expected to
remain extremely strong.

Oxford's pretax income was $387 million (including a $151
million legal settlement provision) for the year ended Dec. 31,
2002, compared with $485 million for the prior year. Standard &
Poor's believes Oxford's strengthened margins derive mostly from
a combination of a disciplined underwriting approach and
proactive management of the underlying drivers of medical cost.
A significant portion of the holding company's liquidity and
financial flexibility derives from dividends received from its
New York HMO subsidiary, and the ability to receive dividends
beyond an amount that would be payable without prior regulatory
approval could be significantly restricted if the company's
operating fundamentals were to deteriorate.

Oxford is very reliant on its presence in New York State, which
exposes it to adverse developments on the legislative,
regulatory, and economic fronts. These could include provider
contracting restrictions, pricing constraints, and deterioration
of general business conditions.


PACIFIC GAS: Judge Montali Stays Confirmation Trial Until May
-------------------------------------------------------------
At the Honorable Judge Randall J. Newsome's advice, Judge
Montali stays all proceedings in the Confirmation Trial of
Pacific Gas and Electric Company's reorganization plan for 60
days, effective immediately.

All proceedings, including discovery, relating to the
Confirmation Trial are stayed.  No discovery will be initiated
or answered.  Deadlines and hearings and "meet and confer"
conferences established by the Court are vacated.  The status
conference set on March 13 and 27, 2003 were canceled.  The
Court will withhold any ruling on pending discovery disputes.

The proceedings related to ordinary case motions, claims
objections, and certain other matters not related to the
Confirmation Trial are not stayed.

On March 10, 2003, PG&E, the California Public Utilities
Commission, and certain other parties attended a pre-settlement
conference meeting with Judge Newsome to assess whether Judge
Newsome would proceed with a judicially supervised settlement
conference at which the parties could explore the possibility of
resolving differences between PG&E's proposed reorganization
plan and the alternative proposed reorganization plan presented
by the CPUC and the Official Committee of Unsecured Creditors.

Judge Montali will conduct a status conference on May 12, 2003
at 1:30 p.m. to schedule further matters relating to discovery
and the resumption of the Confirmation Trial, if necessary.
(Pacific Gas Bankruptcy News, Issue No. 55; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


PCD INC: Bringing-In Day Berry as Special Bankruptcy Counsel
------------------------------------------------------------
PCD Inc., asks for permission from the U.S. Bankruptcy Court for
the District of Massachusetts to employ and retain the legal
services of Day, Berry & Howard LLP as Special Counsel in this
chapter 11 case.  The Debtor tells the Court that it needs the
services of Day Berry to assist with all the postpetition
corporate matters and provide administrative support to the
Debtor's bankruptcy counsel.

Day Berry's attorneys who are likely to represent the Debtor in
this case bill at standard hourly rates ranging from $185 to
$425 per hour and paralegals bill at $90 and $225 per hour.

PCD Inc., designs, manufactures and markets electronic
connectors for use in semiconductor burn-in testing interconnect
applications, industrial equipment, and avionics.  The Company
filed for chapter 11 protection on March 21, 2003 (Bankr. Mass.
Case No. 03-12310).  Charles R. Dougherty, Esq., and Anne L.
Showalter, Esq., represent the Debtor in its restructuring
efforts.  When the Company filed for protection from its
creditors, it listed $7,380,250 in assets and $43,722,812 in
debts.


POLAROID CORP: Wants Plan Filing Exclusivity Extended to July 18
----------------------------------------------------------------
Polaroid Corporation and its debtor-affiliates and the Official
Committee of Unsecured Creditors ask the Court to extend:

     (a) the exclusive period to file a Plan until July 18, 2003;
         and

     (b) the exclusive period to solicit acceptances of that plan
         to September 17, 2003.

Philip Dublin, Esq., at Akin, Gump, Strauss, Hauer & Feld LLP,
in New York, relates that the Debtors already filed an Amended
Plan that is predicated on the consummation of the Sale, post-
sale liquidation of the Debtors' remaining assets and the
distribution of the proceeds from the Sale and the other assets
in the Debtors' estates to the Debtors' creditors.  In fact, the
Sale has been consummated and the Debtors have begun to
liquidate their estates.  However, Mr. Dublin notes that the
Debtors and the Committee anticipate the need to revise the
Disclosure Statement accompanying the Amended Plan prior to
seeking approval of the solicitation procedures with respect to
the Amended Plan.

The Debtors and the Committee believe that they have resolved
their disputes with respect to the Plan and the Sale through the
Amended Plan.  In addition, the Debtors and the Committee
propose to settle all of the potential disputes with the
Debtors' Prepetition Lenders through the Amended Plan.

Moreover, both the Debtors and the Committee have spent
considerable time over the past few months responding to request
for the appointment of an examiner.  Since the entry of the
Examiner Order, the Debtors and the Committee have been
compelled to spend additional time preparing for and responding
to various information and document requests by the Examiner.
Mr. Dublin fears that this obligation may lead to additional,
unanticipated delay in connection with the eventual approval and
confirmation of the Amended Plan.  Also, this Court has
indicated that the examination itself might have some effect on
the schedule for confirming the Amended Plan.

Mr. Dublin reports that the Debtors and the Committee have made
substantial progress in these bankruptcy cases:

     -- the Sale Motion has been approved and closed;

     -- the Debtors have timely complied with the reporting
        requirements;

     -- the Debtors and the Committee have resolved or
        successfully prosecuted substantial disputes with the
        Debtors' Prepetition Lenders, the Retiree Committee,
        certain parties to major leases and executory contracts;

     -- the Debtors and the Committee have begun to make progress
        reconciling the thousands of proofs of claims that have
        been filed in these cases; and

     -- they have filed the Amended Plan.

Thus, given the Debtors and the Committee's substantial efforts
since the Petition Date, Mr. Dublin contends that they should be
given additional time to finalize the Disclosure Statement and
make any necessary amendments to the Amended Plan without the
distraction of competing plans filed by other parties-in-
interest.

Mr. Dublin further argues that the request is warranted because:

     (a) the Debtors' cases are large and complex and certain,
         substantial issues remain unresolved, including the
         issues being investigated by the Examiner;

     (b) the extension will save the Debtors and their estates
         the considerable expense and delay that the existence of
         competing plans would otherwise occasion; and

     (c) absent an extension, a protracted and contentious
         confirmation process might evolve that would only
         increase the administrative expenses and decrease
         recoveries to the creditors, significantly delay, if not
         undermining, the Debtors' reorganization efforts.

The Court will convene a hearing on April 15, 2003 to consider
the Debtors' request.  By application of Del.Bankr.LR 9006-2,
the current deadline is automatically extended through the
conclusion of that hearing. (Polaroid Bankruptcy News, Issue No.
35; Bankruptcy Creditors' Service, Inc., 609/392-0900)

Polaroid Corp.'s 11.500% bonds due 2006 (PRDC06USR1) are trading
at about 6 cents-on-the-dollar, DebtTraders reports. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=PRDC06USR1
for real-time bond pricing.


RELIANT RESOURCES: Refinancing Spurs S&P to Ratchet Up Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
ratings on electricity provider Reliant Resources Inc., and
three of its subsidiaries, Reliant Energy Mid-Atlantic Power
Holdings LLC, Orion Power Holdings Inc, and Reliant Energy
Capital (Europe) Inc., to 'B' from 'CCC'. The ratings on each of
these companies were placed on CreditWatch with developing
implications. In addition, Orion Power's senior unsecured rating
was raised to 'CCC+' from 'CC'.

The CreditWatch listing for Reliant Energy Power Generation
Benelux B.V., was revised to positive from developing.

Houston, Texas-based RRI's outstanding debt totaled $7.5
billion, including off balance sheet debt equivalents of $1.8
billion, as of Sept. 30, 2002.

The rating actions follow the completion of RRI's $6.2 billion
global bank refinancing, which eliminates the immediate threat
of insolvency by pushing off any substantial debt maturities to
May 2006, and provides RRI with an additional $300 million in
liquidity to support collateral postings. It also allows RRI to
exercise its option to purchase Texas GenCo Holdings Inc. if it
so desires.

The CreditWatch developing listing reflects the overhang of the
FERC's show cause order relating to power trading during the
California energy crisis. The penalty for this may be a
revocation of RRI's authority to sell power at market-based
rates. RRI has 21 days from the date of the order to show cause
as to why its authority should not be revoked. The alternative
for selling power at market-based rates is to sell at cost of
service-based rates. At this point, it is unclear what the
financial effect of such a penalty would be. RRI's ratings may
be raised, lowered, or affirmed depending on the resolution of
the show cause order and the ultimate effect on RRI's business
position.


RENAISSANCE CAPITAL: S&P Ups Rating to B- with Stable Outlook
-------------------------------------------------------------
Standard & Poor's Ratings Services has raised its long-term
counterparty credit rating on Bermuda-domiciled Russian broker-
dealer and advisory house Renaissance Capital Holdings Ltd., to
'B-' from 'CCC+'.

At the same time, the 'C' short-term counterparty credit rating
was affirmed. The outlook is stable.

"The rating action reflects RCHL's good commercial prospects,
driven by the continued positive development of the Russian
economy and capital markets, and the company's improved capital
base," said Irina Penkina, a Standard & Poor's credit analyst.

The ratings are also supported by the leading position of
Renaissance Capital group--of which RCHL is the holding company-
-in selling and trading Russian equities and bonds both in and
outside Russia, and its growing domestic franchise in investment
advisory services. These factors are offset by single-risk
concentrations arising from RenCap's investment banking
business, and the still volatile and concentrated Russian
securities markets.

"Standard & Poor's expects that RenCap will increase business
flows and improve the strength of its balance sheet as the
Russian economy continues to expand," added Ms. Penkina. "Future
ratings will be driven by changes in company's risk profile, in
particular with respect to single concentrations, and by
RenCap's success in controlling costs and managing liquidity.
The future development of the Russian securities markets will
also affect the ratings on the group."


RESOLUTION PERFORMANCE: S&P Pulls Corp. Credit Rating Down to B+
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Resolution Performance Products LLC to 'B+' from
'BB-', citing weak earnings and a subpar financial profile. The
current outlook is negative.

In addition, Standard & Poor's said that it has affirmed its
'BB-' bank loan rating on the company's senior secured bank loan
facilities. At the same time, Standard & Poor's also assigned
its 'B+' rating to the company's proposed $175 million senior
second secured notes due 2010, subject to preliminary terms and
conditions.

Houston, Texas-based Resolution is a leading producer of epoxy
resins and has more than $700 million of debt outstanding,
including payment-in-kind notes at the a holding company level.

"The downgrade reflects weakness in the company's operating
results and concerns that difficult business conditions will
further delay the expected improvement in the company's
financial profile," said Standard & Poor's credit analyst Peter
Kelly. Profitability and cash flow have been negatively affected
by continued soft demand and high raw material and energy costs.
Consequently, Resolution's financial profile will likely remain
subpar longer than had been expected, and recent operating
pressures have resulted in some deterioration to Resolution's
liquidity position. Standard & Poor's recognizes the company's
efforts to reduce costs and pay down debt during a difficult
operating environment, as well as the company's favorable debt
maturity profile.

Standard & Poor's said that it affirmed the bank loan rating
based on its anticipation that the proposed note issuance will
be successful and that a significant portion of outstanding bank
loans are prepaid with the proceeds. Said Mr. Kelly, "In
evaluating recovery prospects, Standard & Poor's employed its
enterprise value methodology. Cash flows were significantly
discounted to simulate a default scenario and capitalized at an
EBITDA multiple reflective of Resolution's peer group. Under
this simulated downside case, we expect that the collateral
package would retain sufficient value to cover the fully drawn
revolving credit, tranche A term loan and tranche B term loan
facilities."

Standard & Poor's said that its ratings on privately held
Resolution continue to reflect the company's decent business
position as a leading producer of epoxy resins, offset by high
financial risk.


SERVICE MERCHANDISE: Disclosure Statement to be Considered Today
----------------------------------------------------------------
On March 5, 2003, Service Merchandise Company, Inc., a Tennessee
corporation and 31 of its affiliates filed with the United
States Bankruptcy Court for the Middle District of Tennessee,
Nashville Division: (i) a Joint Plan of Service Merchandise
Company, Inc. and its Affiliate Debtors and (ii) a Disclosure
Statement with Respect to Joint Plan of Service Merchandise
Company, Inc. and its Affiliate Debtors.

Both the Plan and the Disclosure Statement are subject to
modification and alteration and approval of the Bankruptcy
Court. A hearing on approval of the Disclosure Statement, as it
may be amended or modified is currently scheduled for April 4,
2003. A hearing on confirmation of the Plan is currently
scheduled for May 12, 2003.

The Plan provides that, among other things, as of the effective
date of the Plan, all of the Company's existing securities,
including, among other securities, the 8-3/8% senior notes due
2001, the first mortgage secured notes due June 28, 2000, the 9%
senior subordinated debentures due 2004, the common stock, the
preferred stock, and all options, warrants, calls, rights, puts,
awards, commitments, or any other agreements to acquire such
common stock or preferred stock, shall be deemed canceled and of
no further force and effect. Further, the Plan provides no
recovery to the holders of common stock, preferred stock,
options, warrants, calls, rights, puts, awards, commitments, or
any other agreements to acquire such common stock or preferred
stock and the holders of these securities will receive no value
for their interests.


SOUTHWEST ROYALTIES: S&P Further Junks Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Southwest Royalties Inc., to 'CC'
from 'CCC-'. The rating remains on CreditWatch with negative
implications.

The downgrade reflects Standard & Poor's expectation that
Southwest Royalties will need to recapitalize in the near term,
either in or out of bankruptcy.

Midland, Texas-based Southwest Royalties is a small, privately-
held independent oil and gas company with about $140 million in
outstanding debt.

Southwest Royalties' $55 million bank credit facility, fully
drawn and secured by a first lien on all of the company's oil
and gas properties, matures in April 2004. In June 2004,
Southwest has a $75 million notes issue that comes due.

"With modest cash on its balance sheet and annual revenue of
perhaps $60 million under highly favorable commodity price
assumptions, it is extremely unlikely that the company will be
able to generate cash sufficient to repay both of these issues
on time, short of a complete liquidation. Prospects for
refinancing with full principal repayment are quite limited,"
said Standard & Poor's credit analyst John Thieroff.

The rating on Southwest Royalties reflects its very small,
concentrated reserve base, extremely poor asset coverage, and
its onerous debt maturity profile.


SPIEGEL: Wants Approval of Proposed Reclamation Claims Protocol
---------------------------------------------------------------
The Spiegel Inc., and its debtor-affiliates ask the Court to
establish a streamlined process for handling reclamation issues
at the outset of these Chapter 11 cases.

Pursuant to Section 546(c)(1) of the Bankruptcy Code, vendors
who have sold goods to the Debtors in the ordinary course of
business may be authorized to reclaim the goods.  Thus, it is
possible that the vendors may send reclamation demand notices
and file reclamation claims against the Debtors since the
Debtors receive inventory and supplies shipments at various
locations throughout the U.S. on a daily basis, Marc B. Hankin,
Esq., at Shearman & Sterling, in New York, says.

Mr. Hankin points out that the goods that these vendors provide
are essential to the Debtors' business operations.  The Debtors'
operations will be severely disrupted if the vendors were
allowed to reclaim the goods without a uniform procedure that is
fair and applicable to all parties.

Thus, the Debtors propose to establish that:

   (a) Any vendor asserting a claim for reclamation must satisfy
       all requirements entitling it to have a reclamation right
       under applicable state law and Bankruptcy Code Section
       546(c)(1);

   (b) After receipt of and an opportunity to review the
       reclamation demands, the Debtors will file a report, on
       notice to parties-in-interest, listing those valid
       reclamation claims, if any;

   (c) Absent further Court order, the Debtors will file the
       Reclamation Report within 90 days after the Court issues a
       final order establishing Reclamation Procedures;

   (d) If the Debtors fail to file the Reclamation Report within
       the required time period, any reclamation claim holder may
       bring a motion on its own behalf 90 days after the Final
       Reclamation Order is entered;

   (e) All parties-in-interest will have the right and
       opportunity to object to the inclusion or omission of any
       asserted reclamation claim in the Reclamation Report;

   (f) Any reclamation claim that is included in the Reclamation
       Report and is not the subject of an objection within 20
       days after service, will be deemed a valid reclamation
       claim allowed by this Court;

   (g) All allowed reclamation claims will be treated as
       administrative expenses of the Debtors' estates pursuant
       to Section 503(b) of the Bankruptcy Code, which the
       Debtors are authorized to pay before the confirmation of a
       reorganization plan; and

   (h) In the event that they determine that particular goods are
       not necessary for their business operations, the Debtors
       will make the goods available for pick-up by any
       reclaiming seller:

          (i) who timely demands in writing the reclamation of
              its goods;

         (ii) whose goods the Debtors have accepted for delivery;
              and

        (iii) who properly identifies the goods to be reclaimed.
(Spiegel Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


TRENWICK: S&P Drops Ratings to D over Default on Senior Note
------------------------------------------------------------
Standard & Poor's Ratings Services said that it removed from
CreditWatch its counterparty credit ratings on Trenwick Group
Ltd., Trenwick America Corp., and LaSalle Re Holdings Ltd., and
revised them to 'D' from 'CCC-' following the announced
non-payment of interest and principal on the $75 million senior
notes due April 1, 2003.

"Although there is an agreement in principal with the beneficial
holders of all the senior notes to waive the default and extend
the final maturity to Aug. 1, 2003, the prospect for significant
recoveries to the senior note holders is very low," said
Standard & Poor's credit analyst Karole Dill Barkley.

The 'CCC' counterparty credit and financial strength ratings on
Trenwick Group Ltd.'s operating subsidiaries remain on
CreditWatch with negative implications because of their weakened
condition and the possibility of regulatory action.


UNITED AIRLINES: Sues U.S. Gov't to Recover $50MM in Tax Refunds
----------------------------------------------------------------
United Airlines complains that the United States of America has
wrongfully refused to turnover millions of dollars in tax
refunds.

                               Count I

James H.M. Sprayregen, Esq., at Kirkland & Ellis, argues that,
"[t]he U.S. Government has no legal right to hold on to the
estates' property."  The U.S. Government claims that it may have
prepetition set-offs against the funds.  If so, it has the
burden -- in a timely fashion -- of specifically proving the
extent of that set-off.  Instead, the Government has refused to
provide documentation supporting its claim.  It has conditioned
any release of the estates' property on United granting the
Government rights to which it would not be entitled to under the
Bankruptcy Code.  For example, the Government has agreed that it
would remit over $50,000,000 if;

     (a) United would not seek the actual turnover until July 9,
         2003 -- 30 days after the Government Bar Date,

     (b) United waived its right to assert lack of mutuality as a
         defense, and

     (c) United authorized the Government to place an
         administrative freeze on additional amounts that may be
         due to protect the Government.

United offered to permit the Government to holdback $25,000,000
of the funds, which is over five times what the company believes
the maximum set-off to be, pending resolution of the set-off.
But the Government rejected this proposal.

                               Count II

Moreover, the Debtors argue that the Government is violating
Section 362 by withholding funds without properly obtaining
relief from the automatic stay.  The Government may argue that
this is an administrative freeze.  However, since it is open-
ended and excessive in scope, the action violates the stay of
Section 362.  Mr. Sprayregen argues that the Government is
exercising improper control and forbidden self-help over estate
property.

                               Summons

The United States of America, on behalf of the Internal Revenue
Service, is required to serve either a motion or answer to the
complaint, by April 3, 2003, to:

       Mark Kieselstein
       Kirkland & Ellis
       200 East Randolph Dr.
       Chicago, IL  60601

The Debtors ask the Court to expedite the legal process by
consenting to a calendar with all discovery concluded by
April 25, 2003.  An evidentiary hearing would be scheduled for
May 5, 2003.

"Given United's financial condition and its need for the Tax
Refunds, it is essential that this Court allow immediate
discovery, conduct an evidentiary hearing and adjudicate this
adversary proceeding on the most expedited timeframe possible
consistent with this Court's calendar," the Debtors explain.
United desperately needs the funds given the weak revenue
environment, increasing costs of jet fuel and the upcoming need
to meet its EBITDAR Covenants. (United Airlines Bankruptcy News,
Issue No. 14; Bankruptcy Creditors' Service, Inc., 609/392-0900)

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


VARI-L COMPANY: Special Shareholders' Meeting Set for April 28
--------------------------------------------------------------
Vari-L Company, Inc. (OTC Bulletin Board: VARL), a leading
provider of advanced components for the wireless
telecommunications industry, has scheduled a special meeting of
shareholders for April 28, 2003 at 2:00 p.m. at Vari-L's offices
at 4895 Peoria St., Denver, Colorado. The purpose of the special
meeting is to vote upon the sale of substantially all of
Vari-L's tangible and intangible assets to a wholly owned
subsidiary of Sirenza Microdevices, Inc., and the subsequent
dissolution of Vari-L.

The close of business on March 7, 2003 is the record date for
determining the holders of Vari-L's common stock entitled to
vote. Vari-L expects that it will mail proxy statements to all
shareholders of record on or about April 4, 2003 and encourages
shareholders to complete and return the enclosed proxy card
prior to the meeting date. Both the asset sale and the
dissolution of Vari-L require the approval of holders of a
majority of the common stock of Vari-L outstanding as of the
record date.

"We strongly encourage shareholders to carefully consider the
proposals described in the proxy statement and to cast their
vote on the enclosed proxy card whether or not they plan to
attend the special meeting," said Chuck Bland, CEO of Vari-L.
"If shareholders do not return their proxy cards or instruct
their brokers how to vote or vote in person at the meeting, then
the effect will be a vote against the asset sale."

On December 2, 2002, Vari-L announced a definitive agreement to
sell substantially all of its assets to Sirenza. The transaction
is subject to several closing conditions, including the approval
of Vari-L shareholders, who will vote at a special meeting of
shareholders on April 28, 2003. The boards of both companies
have approved the transaction.

Headquartered in Denver, Vari-L designs, manufactures and
markets wireless communications components that generate or
process radio frequency and microwave frequency signals. Vari-
L's products are used in commercial infrastructure equipment
(including GSM/cellular/PCS base stations and repeaters, fixed
terminal point to point/multi-point,) consumer subscriber
products (advanced cellular/PCS/satellite handsets), and
military/aerospace platforms (satellite
communications/telemetry, missile guidance, electronic warfare,
electronic countermeasures, battlefield communications). Vari-L
serves a diverse customer base of the world's leading technology
companies, including Agilent Technologies, Ericsson, Harris,
Hughes Network Systems, Lockheed Martin, Lucent Technologies,
Microwave Data Systems, Marconi, Motorola, Netro, Nokia,
Raytheon, Textron, Siemens, and Solectron.

As reported in Troubled Company Reporter's January 31, 2003
edition, the net operating loss covenant of the loan agreement
requires that Vari-L's cumulative operating loss not exceed a
specified amount in any rolling three-month period. The net
operating loss covenant is defined as net operating loss
excluding costs such as restructuring, severance benefits,
extraordinary non-cash charges and legal and accounting fees
incurred in connection with the proposed transaction with
Sirenza. The maximum permitted operating loss for the three-
month period ended December 31, 2002 was $1,585,000. Vari-L's
actual operating loss was $1,656,000. Under the terms of the
loan agreement, the default interest rate of 30% went into
effect on January 1, 2003. In addition, Sirenza has the right to
declare all amounts due on the loan immediately due and payable.
At this time Sirenza has not taken any action to accelerate the
loan, but has reserved the right to do so. Furthermore, Vari-L
contractually can draw additional funds under the loan agreement
as required to fund operations. As of December 31, 2002, Vari-L
has approximately $1,900,000 of remaining availability under the
loan agreement. If Sirenza were to exercise its right to declare
all amounts due under the loan, Vari-L would likely be required
to file for bankruptcy protection and would be unable to
consummate the proposed asset sale to Sirenza. Filing for
bankruptcy protection could have a material adverse effect on
the Company's relationships with its customers, suppliers and
employees.


VENTAS INC: Will Publish First Quarter 2003 Results on April 29
---------------------------------------------------------------
Ventas, Inc., (NYSE:VTR) will issue its first quarter 2003
earnings on Tuesday, April 29, 2003. A conference call to
discuss those earnings will be held that morning at 10:00 a.m.
Eastern Time (9:00 a.m. Central Time). The call will be webcast
live by CCBN and can be accessed at the Ventas Web site at
http://www.ventasreit.comor at http://www.companyboardroom.com

Ventas, Inc., whose December 31, 2002 balance sheet shows a
total shareholders' equity deficit of about $54 million, is a
healthcare real estate investment trust that owns 44 hospitals,
220 nursing facilities and nine other healthcare and senior
housing facilities in 37 states. The Company also has
investments in 25 additional healthcare and senior housing
facilities. More information about Ventas can be found on its
Web site at http://www.ventasreit.com


WARNACO: Stipulation Determining GE Capital Claim Amount Okayed
---------------------------------------------------------------
On June 12, 2002, the Court approved the Warnaco Group Debtors
and General Electric Capital Corporation's Settlement Agreement,
which, among other things, provided that GE Capital will have a
final unsecured claim in the Debtors' cases for $2,349,037,
minus any net rental payment and any net sale proceeds GE
Capital receives on account of the lease or sale of the
Helicopter.  The Parties have reached an agreement to determine
and settle the final amount of the Remaining Helicopter
Unsecured Claim.

In a Stipulation Judge Bohanon approved on March 17, 2003, the
Parties agree that:

A. GE Capital will have a final allowed general unsecured claim
    for $300,000 with respect to the Helicopter Lease.  The Claim
    will receive the same treatment as the allowed general
    unsecured claims under the Debtors' confirmed Plan of
    Reorganization;

B. Except as modified with respect to the Remaining Helicopter
    Unsecured Claim, nothing in this Stipulation will affect any
    of the provisions of the Settlement Agreement; and

C. Any monies previously, now or hereafter received by GE
    Capital for the lease or sale of the Helicopter will not
    reduce the amount of the allowed general unsecured claim for
    $300,000. (Warnaco Bankruptcy News, Issue No. 46; Bankruptcy
    Creditors' Service, Inc., 609/392-0900)


WORLDCOM: Church Group Cries for State Regulatory Action
--------------------------------------------------------
The March 31, 2003 admission by scandal-plagued WorldCom, Inc.,
that it has uncovered another $2 billion in falsely booked
profits makes it "all the more urgent that the state regulators
act now" to investigate WorldCom's qualifications to continue
operating as a carrier in their states, according to the Rev.
Robert Chase, director of the Office of Communication of the
United Church of Christ, Inc.

Chase said the latest revelations by WorldCom that its false
profits now total $11 billion (rather than $9 billion)
underscore the harm caused by the corporation's fraudulent
activities across the country. The UCC today released twelve
state-specific reports documenting the results from its
investigation into the serious impact of WorldCom's bankruptcy
on the citizens and workers of the targeted states. UCC's state-
by-state reports, which find national state pension funds losses
of $4.4 billion, can be found at
http://www.ucc.org/ocinc/character/reports.htm

The Rev. Chase said: "The new admissions by WorldCom make it all
the more important that state regulatory utility commissioners
initiate a statewide investigation into WorldCom's activities to
determine if they have violated the public interest. Last week,
the amount of false profits admitted to by WorldCom was $9
billion. This week, it is up to $11 billion and it could still
go higher. The WorldCom financial scandal profoundly impacted
both baby boomer and senior citizens' retirement investments in
all 50 states. We believe that WorldCom should be held
accountable by state officials for its actions."

Chase said that UCC members in the states are supportive of
efforts to better ensure that telecommunications companies are
above reproach and can be trusted to act in a responsible
manner. He also said that the effort in the states may take the
shape of a coalition involving the active support and
involvement of other non-church groups.

On March 12, 2003, UCC wrote to public utility regulators in all
50 states and urged that they acted to "prevent WorldCom style
fraud in the future" by taking the following two steps: "(1)
initiate a statewide investigation into the behavior of WorldCom
and other companies to determine if they have violated the
public interest, and if so, begin appropriate remedial
proceedings including revocation of WorldCom's license to
operate; and (2) strengthen rules on what constitutes 'minimum
corporate character' by adopting tougher corporate character
rules, including the elimination of opportunities and incentives
to misrepresent material facts before state utility
commissions."

The new UCC reports being released today find that, in addition
to national state pension fund losses adding up to $4.4 billion,
consumers also saw WorldCom's MCI division raise its long
distance rates numerous times, resulting in average household
monthly increases of $11-$23 per month for consumers.
Nationwide, investor losses exceed $176 billion. To date,
WorldCom has slashed 30,000 jobs, with more layoffs expected,
causing difficulties for American families. UCC's new state
reports are part of its "Character Counts" campaign kicked off
in October 2002, when the church group asked the Federal
Communications Commission to ensure that corporate offenders
that have the privilege and responsibility of running the
nation's telecommunications infrastructure are held to the
highest moral and ethical standards.

For more information about UCC's broader activity in relation to
the WorldCom scandal, go to
http://www.ucc.org/ocinc/character/index.html

The Office of Communication, United Church of Christ, Inc., is
the media advocacy arm of the United Church of Christ, a
mainline Protestant denomination of 1.4 million members in more
than 6,000 churches, 30 colleges and institutions of higher
education, 15 seminaries, and more than 340 health and human
service centers in every state and Puerto Rico. UCC pioneered
the requirement that broadcasters who use the public airwaves
have a responsibility to operate in the public interest. In the
1960s, the UCC earned its place in U.S. broadcasting history by
successfully challenging the license of WLBT-TV in Jackson,
Miss., for refusing to broadcast news and information about
African Americans. This action was taken by the Office of
Communication, established by the Rev. Everett C. Parker, to
protect the denomination from legal action when it took
prophetic risks in the name of justice. UCC continues to fight
for corporate responsibility and accountability to the public.

DebtTraders says that Worldcom Inc.'s 8.000% bonds due 2006
(WCOE06USR2) are trading at about 27 cents-on-the-dollar. See
http://www.debttraders.com/price.cfm?dt_sec_ticker=WCOE06USR2
for real-time bond pricing.


W.R. GRACE: Judge Fitzgerald OKs Modified & Amended DIP Facility
----------------------------------------------------------------
The W.R. Grace Debtors inform Judge Fitzgerald that the Debtors
have continued to engage in arm's-length negotiations with the
Agent and the Lenders regarding an amendment of the Post-
Petition Credit Agreement.

The key terms of the Amendment, as set out in this substantially
final form, are:

   -- The termination date of the Post-Petition Credit Agreement
      is extended from April 1, 2003, until the earlier of:

         (i) the Debtors' emergence from bankruptcy, or

        (ii) April 1, 2006.

   -- The maximum amount of Letters of Credit provided for the
      benefit of the Debtors' non-debtor subsidiaries permitted
      to be outstanding at any one time is increased from
      $15,000,000 to $25,000,000.

   -- The upfront fees for the Amendment are:

         (i) a $1,250,000 Facility Fee;

        (ii) a $375,000 Syndication Fee; and

       (iii) a $225,000 Administrative Fee.

   -- The definition of "Restricted Investment" under the Post-
      Petition Credit Agreement is modified so as to increase the
      amount of permitted Restricted Investments not otherwise
      permitted under the Post-Petition Credit Agreement from
      $15,000,000 to $20,000,000 net in the first year after the
      closing of the Amendment, $40,000,000 net in the aggregate
      during the first two years and $60,000,000 net in the
      aggregate during the three-year term.  Additionally, the
      Restricted Investments will be limited to a total of
      $22,500,000 of Restricted Investments without Bankruptcy
      Court approval.

   -- The Unused Line Fee is modified from 0.375% per annum to:

         (i) 0.375% per annum at all times that the Average Daily
             Outstanding Exposure is equal to or greater than
             $100,000,000;

        (ii) 0.50% per annum at all times that the Average Daily
             Outstanding Exposure is equal to or greater than
             $50,000,000 but less than $100,000,000; or

       (iii) 0.625% per annum at all times that the Average Daily
             Outstanding Exposure is less than $50,000,000.

Individual sections of the Post-Petition Credit Agreement have
been modified by the Amendment:

   (1) Section 1.7(c) has been modified to limit required
       reporting of the location of Collateral.

   (2) Section 1.7(h)(1) has been modified to exclude certain
       Intercompany Accounts that are not Eligible Accounts from
       the representation regarding the Borrowers' Accounts.

   (3) Section 1.7(i)(1) has been modified to:

          (i) exclude from the representation regarding Inventory
              certain goods which, in the ordinary course of
              business, are damaged or defective or that become
              obsolete or slow-moving;

         (ii) permit the Debtors to hold, on a consignment or
              similar basis, up to $7,500,000 of goods owned by
              another person; and

        (iii) exposure is equal to or greater than $100,000.

                            *     *     *

In the absence of any objections, Judge Fitzgerald approves the
modified financing, finding that the Debtors do not have
sufficient available sources of working capital and financing to
carry on the operation of their businesses without the loans and
other credit accommodations provided for in the loan agreement
as modified and supplemented. (W.R. Grace Bankruptcy News, Issue
No. 38; Bankruptcy Creditors' Service, Inc., 609/392-0900)


WYNDHAM INTL: Defaults on Rents Due Hospitality Properties Trust
----------------------------------------------------------------
Wyndham International, Inc., (AMEX: WBR) failed to pay the rent
due on April 1, 2003 to Hospitality Properties Trust (NYSE:HPT).

HPT owns 27 hotels that are leased to Wyndham under two
combination leases:

-- One lease for 15 Summerfield by Wyndham hotels requires
    minimum rent of $2,083,333/month.

-- A second lease for 12 Wyndham hotels requires minimum rent of
    $1,527,083/month.

HPT was holding security deposits for both leases totaling $33.3
million. The notice of default which HPT forwarded to Wyndham
earlier today announced that HPT will retain these deposits
against the damages it may incur under the leases for lost rent
or otherwise.

Each of the two leases from HPT is to a so called "bankruptcy
remote" subsidiary of Wyndham. The franchise and management
contracts for all 27 of these hotels are subordinated to
Wyndham's lease obligations to HPT. Accordingly, HPT has the
right to rebrand these hotels.

HPT stated that it is unclear at this time whether Wyndham has
decided to withhold the rents due HPT because it is unable to
pay or as a negotiating tactic in order to seek changes in the
lease terms.

Hospitality Properties Trust is a real estate investment trust
headquartered in Newton, Massachusetts which owns 251 hotels
located throughout the United States.


* Robert M. Miller Joins Morgan Joseph's Restructuring Group
------------------------------------------------------------
Morgan Joseph & Co. Inc., a full-service investment banking
firm, announced a major expansion of its bankruptcy and
corporate restructuring group with the addition of Robert M.
Miller, a nationally prominent expert in the field, and his
partner, H. Sean Mathis. Both will become Managing Directors.

Mr. Miller, 51, who will also head the firm's restructuring
group, has over 20 years experience advising a broad range of
companies, creditors and shareholders in bankruptcy and
restructuring situations. Mr. Miller previously had been
President of Financo Restructuring Group, a division of Financo,
Inc., since July 2001. From 1984-1995 Mr. Miller was the Senior
Partner of the New York law firm of Berlack, Israels & Liberman,
which he built into the one of the country's premier bankruptcy
firms.

Mr. Miller's restructuring experience includes numerous complex
debtor and creditor representations such as Horizon Natural
Resources, Macy's, Trump Taj Mahal, Days Inn, Continental
Airlines, Insilco, Tracor, Zales, FosterGrant, and Provell,
among dozens of other situations. On behalf of Macy's
bondholders, Mr. Miller was instrumental in facilitating the
sale of Macy's to Federated Department Stores. He also pioneered
the representation of institutional bondholders in
restructurings.

Also joining Morgan Joseph's restructuring group is H. Sean
Mathis, who since May 2002 has been a Special Advisor to Financo
Restructuring. Mr. Mathis, 55, started his career at Lehman
Brothers, and is former President and founder of Litchfield
Asset Holdings, Inc., an investment advisory company. Mr. Mathis
was Chairman of Allis Chalmers, Inc. from 1996 to 1999, and has
headed several other companies, including being President of
Ameriscribe Corp., a New York Stock Exchange listed company. Mr.
Mathis's restructuring experience includes A.H. Robins, Kasper
ASL Ltd., Uniroyal Technologies and Arch Wireless.

"Bob Miller's expertise and experience in the field of
bankruptcy and restructurings is legendary, and having him as a
member of Morgan Joseph will enable our firm to significantly
broaden our activities and capabilities in this important area,"
said John F. Sorte, President and Chief Executive Officer. "Seth
Lemler, who has been a Managing Director since July 2001, has
contributed importantly to establishing our firm in the
restructuring field. This latest move represents an expanded
commitment by our firm to provide advice and counseling to a
broad cross-section of the market we serve. Bob has enjoyed a
highly distinguished career and we are delighted to have him and
Sean join Seth in broadening our restructuring business."

"Morgan Joseph is an exciting, growing, full service investment
banking firm with a broad platform and first-class brand name,"
said Mr. Miller. "Sean and I are very enthusiastic about the
growth opportunities for our practice that will come from our
association with the firm and its senior bankers."

Mr. Miller received a B.S. degree cum laude from Boston
University and a J.D. from St. John's University, where he was
Editor of the Law Review. Mr. Mathis holds a B.A. from Allegheny
College and an M.B.A. from Wharton Graduate School of Business,
University of Pennsylvania.

Morgan Joseph & Co. Inc., is a full service investment banking
firm serving middle market companies. The firm is involved in
providing financial advisory and capital raising services
including M&A and restructuring advice, and equity and debt
private placements and public offerings. In addition, Morgan
Joseph provides equity and high yield debt research and trading
for institutional clients. Morgan Joseph's staff includes over
50 investment bankers, who are all highly experienced
professionals from major Wall Street firms and intimately
familiar with the issues facing middle market companies. Offices
are in New York City, Nashville, Tennessee, and Rochester, New
York.


BOOK REVIEW: AS WE FORGIVE OUR DEBTORS: Bankruptcy and Consumer
              Credit in America
----------------------------------------------------------------
Authors:    Teresa A. Sullivan, Elizabeth Warren,
             & Jay Westbrook
Publisher:  Beard Books
Softcover:  370 Pages
List Price: $34.95
Review by:  Susan Pannell

Order your personal copy today at
http://amazon.com/exec/obidos/ASIN/1893122158/internetbankrupt

So you think you know the profile of the average consumer
debtor: either deadbeat slouched on a sagging sofa with a three-
day growth on his chin or a crafty lower-middle class type
opting for bankruptcy to avoid both poverty and responsible debt
repayment.

Except that it might be a single or divorced female who's the
one most likely to file for personal bankruptcy protection, and
her petition might be the last stage of a continuum of crises
that began with her job loss or divorce. Moreover, the dilemma
might be attributable in part to consumer credit industry that
has increased its profitability by relaxing its standards and
extending credit to almost anyone who can scribble his or her
name on an application.

Such are among the unexpected findings in this painstaking study
of 2,400 bankruptcy filings in Illinois, Pennsylvania, and Texas
during the seven-year period from 1981 to 1987. Rather than
relying on case counts or gross data collected for a court's
administrative records, as has been done elsewhere, the authors
use data contained in the actual petitions. In so doing, they
offer a unique window into debtors' lives.

The authors conclude that people who file for bankruptcy are, as
a rule, neither impoverished families nor wily manipulators of
the system. Instead, debtors are a cross-section of America. If
one demographic segment can be isolated as particularly debt-
prone, it would be women householders, whom the authors found
often live on the edge of financial disaster. Very few debtors
(3.7 percent in the study) were repeat filers who might be
viewed as abusing the system, and most (70 percent in the study)
of Chapter 13 cases fail and become Chapter 7s. Accordingly, the
authors conclude that the economic model of behavior--which
assumes a petitioner is a "calculating maximizer" in his in his
decision to seek bankruptcy protection and his selection of
chapter to file under, a profile routinely used to justify
changes in the law--is at variance with the actual debtor
profile derived from this study.

A few stereotypes about debtors are, however, borne out. It is
less than surprising to learn, for example, that most debtors
are simply not as well-off as the average American or that while
bankrupt's mortgage debts are about average, their consumer
debts are off the charts. Petitioners seem particularly
susceptible to the siren song of credit card companies. In the
study sample, creditors were found to have made between 27
percent and 36 percent of their loans to debtors with incomes
below $12,500 (although the loans might have been made before
the debtors' income dropped so low). Of course, the vigor with
which consumer credit lenders pursue their goal of maximizing
profits has a corresponding impact on the number of bankruptcy
filings.

The book won the ABA's 1990 Silver Gavel Award. A special 1999
update by the authors is included exclusively in the Beard Book
reprint edition.

                           *********

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.

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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.

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