TCR_Public/031002.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

            Thursday, October 2, 2003, Vol. 7, No. 195   

                          Headlines

ACCLAIM ENTERTAINMENT: Repays $5 Million Loan from GMAC Comm'l
AGILENT: Darlene Solomon as VP & Director of Agilent Laboratories
AIR CANADA: Wants Green-Light to Renew D&O Liability Insurance
AKORN INC: Reaches Settlement of Outstanding Issues with SEC
ALASKA AIRLINES: Pilots Offer to Enter Contract Negotiations

ALTERRA HEALTHCARE: Plan Confirmation Hearing Set for October 24
AMERCO: Wins Final Approval to Access $300MM of DIP Financing
ANC RENTAL: Court Fixes November 18 as Supplemental Bar Date
ARMSTRONG HOLDINGS: AWI Enters Stipulation with Liberty Mutual
AVISTA CORP: Will Host Q3 2003 Conference Call on October 24

BAM! ENTERTAINMENT: Red Ink Continued to Flow in Fiscal Q4
BAYOU STEEL: Seeking Open-Ended Lease Decision Period Extension
BUCKEYE TECHNOLOGIES: Extends $30 Million Credit Facility
CALL-NET: Underwriters Exercise Option to Purchase More Shares
CELLSTAR CORP: Will Publish Third-Quarter Results on October 15

CENDANT MORTGAGE: Fitch Rates 4 Certs. Classes at Low-B Levels
CHARTER COMMS: S&P Rates Subsidiaries' Senior Notes at CCC-
CHARTER COMMS: Completes Exchange Offer for Senior Indebtedness
CINRAM INTERNATIONAL: S&P Rates $100 Mill. Tranche C Loan at B+
CONSECO INC: SEC Subpoenas Conseco to Provide Documents on Unit

CONSTELLATION BRANDS: Reports Weaker Performance for 2nd Quarter
CONSUMERS FINANCIAL: Hires Marcum & Kliegman as New Accountants
COVANTA ENERGY: Plan-Filing Exclusivity Extended to December 8
DIRECTV: Wants Plan-Filing Exclusivity Extended to October 15
DOW CORNING: Taps WebEx Ent. for Web Communications Services

EAGLE FOODS CENTER: Court Approves Sale of Certain Stores
ENCOMPASS SERVICES: Court Clears Settlement with Liberty Mutual
ENERGY WEST: Arranges New $23M Credit Facility with LaSalle Bank
ENERGY WEST: Reports Preliminary Fiscal Year 2003 Fin'l Results
GEERLINGS & WADE: Plans to Deregister Common Stock with SEC

GENCORP INC: Will Publish Third Quarter Results on October 6
GEO-CON INC.: Case Summary & 20 Largest Unsecured Creditors
GOODYEAR TIRE: Look for Third Quarter Results on October 23
GTC TELECOM: June 30 Balance Sheet Upside-Down by $6 Million
HOUGHTON MIFFLIN: S&P Rates HM's $150MM Sr. Discount Notes at B

HOUSTON EXPLORATION: Names Tim R. Lindsey as VP of Exploration
INT'L FIBERCOM: Chapter 7 Trustee Taps Steve Brown as Counsel
INTERNATIONAL STEEL: S&P Affirms BB Corporate Credit Rating
INVATECH INC.: Case Summary & 24 Largest Unsecured Creditors
JARDEN CORPORATION: Completes 3-Million Share Public Offering

KINGSWAY FINANCIAL: S&P Keeps Watch on Credit and Debt Ratings
KNIGHTHAWK INC: Senior Lender Agrees to Forbear Until October 31
LEAP WIRELESS: Sues Endesa to Recover $35 Million Plus Interest
LOUISIANA-PACIFIC: Will Move into New Headquarters in Tennessee
LTV STEEL: Plan-Filing Exclusivity Stretched Until December 1

LUCENT TECHNOLOGIES: Hosting Conference Call on October 22, 2003
MAGELLAN HEALTH: R2 Investments Backs Third Amended Reorg. Plan
MAGELLAN HEALTH: S&P to Assign B+ Counterparty Credit Rating
MAGNUM HUNTER: Provides Fiscal Year 2004 Production Guidance
MANITOWOC: Wins Contract to Build 2 Hot Oil Barges for Moran

MERRILL LYNCH: Fitch Rates Class B-4 & B-5 Certificates at BB/B+
METALS USA: Judge Greendyke Closes 36 Chapter 11 Cases
METROCALL: Deadline for Final Decree Extended to December 31
MIRANT CORP: U.S. Trustee Appoints Official Equity Committee
MOVING BYTES: Completes Sale of Telecomm Assets to ComTech21

NATIONSRENT INC: Corporate Credit Receives B+ Rating from S&P
NEXTMEDIA: Completes Sale of WJTW-FM to Univision for $21 Mill.
NQL INC: Court Schedules Plan Confirmation Hearing for Nov. 18
NRG ENERGY: Court Extends Plan-Filing Exclusivity Until Jan. 9
NUCENTRIX BROADBAND: Wants to Tap Wiley Rein as Special Counsel

OAKWOOD MORTGAGE: S&P Takes Rating Actions on Various MH Deals
ON COMMAND: Arranges $40MM Subordinated Loan from Liberty Media
PARKER DRILLING: Moody's Assigns Low-B and Junk Debt Ratings
PHOTOWORKS: Resolves Issues with ITC re $1.6M Penalty Assessment
PILLOWTEX: Court Okays CSFB to Provide Fin'l Advisory Services

PRIME HOSPITALITY: Promotes Art Manso to SVP of Purchasing
RAYOVAC: Completes Acquisition of Remington Products Company
SAFETY-KLEEN: Wins Nod to Preserve Avoidance Actions for 90 Days
SHAW COMMS: Forges Video-On-Demand Pact with Universal Studios
SHAW COMMS: Shaw Family Completes Purchase of Additional Shares

SOLUTIA INC: Will Host Q3 Earnings Conference Call on October 24
STONEGATE APARTMENTS: Chapter 11 Case Summary
SYMBOL TECHNOLOGIES: Will Publish Q2 2003 Results on Wednesday
SYSTECH RETAIL: July 31 Balance Sheet Upside-Down by $83 Million
TEAM AMERICA: Chapter 11 Case Summary

TEXAS COMMERCIAL: Secures $25-Mill. Financing from Magnus Energy
TFM S.A.: Fitch Downgrades Senior Notes Ratings to B+ from BB-
UNIVERSAL GUARDIAN: Ability to Continue Operations Uncertain
US AIRWAYS: Settles Claim Disputes with Debis & DaimlerChrysler
VALCOM INC: Signs Joint Venture with Giants Studios Services

VERITAS DGC: Closes Sale of Software Assets of RC2 and Hot Eng'g
WEIRTON STEEL: Retirees Committee Hires Klett Rooney as Counsel
WHEELING-PITTSBURGH: Repays $5 Million State of Ohio Loan
WHEREHOUSE ENTERTAINMENT: Court Okays Asset Sale to Trans World
WHEREHOUSE: Files Plan and Disclosure Statement in Delaware

WOLFORD CORPORATION: Chapter 7 Case Summary
ZIFF DAVIS MEDIA: Appoints Randy Zane Director of Communications

* Jefferies Hires Farukh Faroogi as Post-Reorg. Equity Analyst
* Justice Leslie Crocker Snyder Joins Kasowitz Benson as Partner
* Peter R. O'Flinn Resigns as LeBoeuf Lamb Co-Chairman
* Change in S.D.N.Y. Adversary Proceeding Numbering Scheme

* DebtTraders' Real-Time Bond Pricing

                          *********

ACCLAIM ENTERTAINMENT: Repays $5 Million Loan from GMAC Comm'l
--------------------------------------------------------------
Acclaim Entertainment, Inc. (Nasdaq: AKLM), a global video
entertainment software developer and publisher, announced that on
September 26, 2003, the Company fully prepaid, out of its working
capital, the $5.0 million outstanding balance of its supplemental
discretionary loan from its principal lender, GMAC Commercial
Finance LLC.

Based in Glen Cove, N.Y., Acclaim Entertainment, Inc. -- whose
June 30, 2003 balance sheet shows a total shareholders' equity
deficit of about $54 million -- is a worldwide developer,
publisher and mass marketer of software for use with interactive
entertainment game consoles including those manufactured by
Nintendo, Sony Computer Entertainment and Microsoft Corporation as
well as personal computer hardware systems.  Acclaim owns and
operates five studios located in the
United States and the United Kingdom, and publishes and
distributes its software through its subsidiaries in North
America, the United Kingdom, Australia, Germany, France and Spain.  
The Company uses regional distributors worldwide.  Acclaim also
distributes entertainment software for other publishers worldwide,
publishes software gaming strategy guides and issues "special
edition" comic magazines periodically. Acclaim's corporate
headquarters are in Glen Cove, New York and Acclaim's common stock
is publicly traded on NASDAQ.SC under the symbol AKLM.  For more
information visit http://www.acclaim.com


AGILENT: Darlene Solomon as VP & Director of Agilent Laboratories
-----------------------------------------------------------------
Agilent Technologies Inc. (NYSE: A) named Darlene Solomon as vice
president and director of Agilent Laboratories, its central
research facility, effective immediately. She replaces Tom
Saponas, who is retiring.

Solomon most recently held a dual role as director of the Life
Science Technologies Laboratory within Agilent Labs, as well as
senior director, research and development/technology, for
Agilent's Life Sciences and Chemical Analysis business. At Agilent
Labs she has been responsible for addressing the long-range
technology strategy in support of Agilent's growing life sciences
business, which is aimed at the drug discovery, genomics,
proteomics and molecular diagnostics markets. At LSCA, Solomon has
managed near-term global, group-level R&D strategy, R&D
investments and product development processes.

"Darlene has made extraordinary strategic and scientific
contributions to the growth and development of Agilent's life
sciences business," said Ned Barnholt, Agilent chairman, president
and CEO. "She brings a strong technical background, solid business
management experience and an enthusiasm for technology that make
her an exceptional candidate for this important technology
leadership role at Agilent."

Solomon joined Hewlett-Packard Laboratories in 1984 as a member of
its technical staff, and held increasingly responsible research
and management positions there prior to the formation of Agilent
Technologies in 1999. From 1978 to 1984, she conducted extensive
academic research at Stanford University and at the Massachusetts
Institute of Technology. Solomon earned a bachelor's degree in
chemistry from Stanford and a doctorate in inorganic chemistry
from MIT.

With numerous patents and publications to her name, Solomon was
inducted into the Women in Technology International's Hall of Fame
in 2001. She serves on the External Advisory Board for NSF's
(National Science Foundation) Nanobiotechnology Center and the
Policy Board for DARPA's (Defense Advanced Research Projects
Agency) Center for Biochemical Optoelectronic Microsystems, and
she is affiliated with numerous other influential professional
associations.

Saponas, current director of Agilent Labs and CTO, joined Agilent
in 1999 after 27 years with HP, where he served in a number of
different positions in R&D. Prior to his current role, he was
general manager for HP divisions in Colorado Springs, Colo., and
Lake Stevens, Wash., as well as vice president and general manager
of the Electronic Instruments Group. Saponas plans to retire in
Colorado.

Agilent Laboratories, formerly part of Hewlett-Packard
Laboratories, is one of the leading technological research centers
in the world. Based in Palo Alto, Calif., Agilent Laboratories
draws on the talents of more than 300 researchers and support
staff. It conducts applied research in communications,
electronics, the life sciences and measurement; fundamental
research in bioscience, fiber optics, materials, microelectronics,
micromechanical systems and optoelectronics; and basic research.
Agilent Laboratories is focused on driving growth and profit for
Agilent's businesses through technology innovation. Information
about Agilent Laboratories can be found at
http://www.labs.agilent.com  

Agilent Technologies Inc. (NYSE:A) (S&P, BB Corporate Credit and
Senior Note Ratings) is a global technology leader in
communications, electronics, life sciences and chemical analysis.
The company's 32,000 employees serve customers in more than 110
countries. Agilent had net revenue of $6 billion in fiscal year
2002. Information about Agilent is available on the Web at
http://www.agilent.com


AIR CANADA: Wants Green-Light to Renew D&O Liability Insurance
--------------------------------------------------------------
Air Canada and its debtor-affiliates maintain a $175,000,000
Directors and Officers liability policy covering the period from
October 1, 2002, to October 1, 2003.

Murray A. McDonald, Ernst & Young Inc. President, reports that
the Applicants have initiated discussions with their insurers to
renew the policy for a one-year term.

"Given the recent trend of insurers requiring significant
increases in D&O premiums coupled with the depressed state of the
airline industry and the Applicants' CCAA filing, negotiations to
date have indicated that the cost of the renewed D&O coverage
will increase substantially to [CND]$9.5 million," Mr. McDonald
says.

The Applicants have consulted with their insurance brokers to
ensure that the proposed premium for the renewed D&O policy is
reasonable in the circumstances.  The Applicants believe that
renewing the D&O policy is essential for them to retain their
officers and directors.

Accordingly, the Applicants propose to renew their D&O policy
notwithstanding the substantial increase in premium.

Ernst & Young has reviewed the terms of the policy renewal,
including the financial implications.  The Court-appointed
Monitor supports the Applicants' decision to renew their D&O
policy. (Air Canada Bankruptcy News, Issue No. 13; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


AKORN INC: Reaches Settlement of Outstanding Issues with SEC
------------------------------------------------------------
Akorn, Inc. (AKRN) has entered into an administrative cease and
desist order with the United States Securities and Exchange
Commission.   

The entry of the Order resolves all outstanding issues arising
from the SEC's investigation and proposed enforcement action
against the Company, the details of which were previously
disclosed in a press release dated April 2, 2002 and in the
Company's filings with the SEC.

Arthur S. Przybyl, President and Chief Executive Officer of Akorn,
commented, "Akorn is pleased to have resolved the outstanding
issues with the SEC, and is fully committed to compliance with the
requirements set forth in the Order."

Under the terms of the Order, the Company, without admitting or
denying the findings, consents to a prohibition against further
violations of the reporting, books and records, and internal
control provisions of the federal securities laws.  In addition,
the Company has agreed to engage a qualified independent
consultant to review its internal controls, practices and policies
related to accounts receivable. The Order does not impose any
monetary penalties or require any further restatement of the
Company's financial statements.

Akorn, Inc. manufactures and markets sterile specialty
pharmaceuticals, and markets and distributes an extensive line of
pharmaceuticals and ophthalmic surgical supplies and related
products. Additional information is available on the Company's Web
site at http://www.akorn.com

                          *   *   *

                    Going Concern Uncertainty

In Akorn's most recent Form 10-Q filed with SEC, the Company
reported:

"The [Company's] financial statements have been prepared on a
going concern basis, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course
of business. Accordingly, the financial statements do not
include any adjustments relating to the recoverability and
classification of recorded asset amounts or the amounts and
classification of liabilities that might be necessary should the
Company be unable to continue as a going concern.

The Company experienced losses from operations in 2002, 2001 and
2000 and has a working capital deficiency of $29.4 million as of
March 31, 2003. The Company also is in default under its
existing credit agreement and is a party to governmental
proceedings and potential claims by the Food and Drug
Administration that could have a material adverse effect on the
Company. Although the Company has entered into a Forbearance
Agreeement with its senior lenders, is working with the FDA to
favorably resolve such proceeding, has appointed a new interim
chief executive officer and implemented other management changes
and has taken steps to return to profitability, there is
substantial doubt about the Company's ability to continue as a
going concern. The Company's ability to continue as a going
concern is dependent upon its ability to (i) continue to finance
it current cash needs, (ii) continue to obtain extensions of the
Forbearance Agreement, (iii) successfully resolve the ongoing
governmental proceeding with the FDA and (iv) ultimately
refinance its senior bank debt and obtain new financing for
future operations and capital expenditures. If it is unable to
do so, it may be required to seek protection from its creditors
under the federal bankruptcy code.

"While there can be no guarantee that the Company will be able
to continue to generate sufficient revenues and cash flow from
operations to finance its current cash needs, the Company
generated positive cash flow from operations in 2002 and for the
period from January 1 through April 30, 2003. As of April 30,
2003, the Company had approximately $400,000 in cash and
equivalents and approximately $1.4 million of undrawn
availability under its second line of credit described below.

"There can also be no guarantee that the Company will
successfully resolve the ongoing governmental proceedings with
the FDA. However, the Company has submitted to the FDA and begun
to implement a plan for comprehensive corrective actions at its
Decatur, Illinois facility.

"Moreover, there can be no guarantee that the Company will be
successful in obtaining further extensions of the Forbearance
Agreement or in refinancing the senior debt and obtaining new
financing for future operations. However, the Company is current
on its interest payment obligations to its senior lenders,
management believes that the Company has a good relationship
with its senior lenders and, as required, the Company has
retained a consulting firm, submitted a restructuring plan and
engaged an investment banker to assist in raising additional
financing and explore other strategic alternatives for repaying
the senior bank debt. The Company has also added key management
personnel, including the appointment of a new interim chief
executive officer and vice president of operations, and
additional personnel in critical areas, such as quality
assurance. Management has reduced the Company's cost structure,
improved the Company's processes and systems and implemented
strict controls over capital spending. Management believes these
activities have improved the Company's profitability and cash
flow from operations and improve its prospects for refinancing
its senior debt and obtaining additional financing for future
operations.

"As a result of all of the factors cited in the preceeding
paragraphs, management of the Company believes that the Company
should be able to sustain its operations and continue as a going
concern. However, the ultimate outcome of this uncertainty
cannot be presently determined and, accordingly, there remains
substantial doubt as to whether the Company will be able to
continue as a going concern. Further, even if the Company's
efforts to raise additional financing and explore other
strategic alternatives result in a transaction that repays the
senior bank debt, there can be no assurance that the current
common stock will have any value following such a transaction.
In particular, if any new financing is obtained, it likely will
require the granting of rights, preferences or privileges senior
to those of the common stock and result in substantial dilution
of the existing ownership interests of the common stockholders."


ALASKA AIRLINES: Pilots Offer to Enter Contract Negotiations
------------------------------------------------------------
Alaska Airlines pilots, represented by the Air Line Pilots
Association, International (ALPA), have offered to enter into
negotiations with Alaska Airlines (S&P, BB- Corporate Credit
Rating, Negative) management in advance of a previously determined
contract negotiations time line.

"Opening up negotiations now could offer our pilot group an
opportunity to find a meaningful way to help Alaska Airlines while
also protecting and preserving our pay and working conditions,"
said Gary Hansen, chairman of the Alaska Airlines pilots' Master
Executive Council, a unit of ALPA.  "We believe this is the best
solution for both our pilots and for Alaska Airlines."

Under the terms of their contract, Alaska pilots would have been
required to begin negotiations for their next contract in March
2004.  If an agreement was reached, it would have been subject to
membership ratification with an effective date of May 2005.  
However, if no agreement was reached, the two parties would have
been required to participate in binding interest arbitration, with
an arbitration board ruling on contractual issues such as wages.

In July, Alaska Airlines management proposed pay and work rule
concessions to the pilot group.  At that time, ALPA's Economic and
Financial Analysis (E&FA) team completed an in-depth review of
Alaska's plan and financial outlook.  The E&FA team found that
although Alaska's cost-reduction strategies were overly ambitious,
the Alaska pilot group's participation in negotiations to an
appropriate extent could be positive and was recommended.  Based
on feedback and on results of pilot polling, the MEC agreed with
E&FA's recommendations.  The MEC will now contact Alaska Airlines
management to determine the next steps in the negotiating process.

Founded in 1931, ALPA is the world's oldest and largest pilot
union, representing 66,000 pilots at 42 airlines in the United
States and Canada, including approximately 1,500 Alaska Airlines
pilots.  Visit the ALPA Web site at http://www.alpa.org


ALTERRA HEALTHCARE: Plan Confirmation Hearing Set for October 24
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved
Alterra Healthcare Corporation's Disclosure Statement as
containing adequate information to help the company's creditors to
decide whether to approve or reject the Amended Chapter 11 Plan.

On October 24, 2003, at 3:00 p.m., in Wilmington, Delaware, the
Bankruptcy Court will convene a hearing to consider confirmation
of the Debtors' Amended Plan.  All written objections to
confirmation of the Plan must be filed so as to be received on or
before October 17, 2003 by:

      Clerk of the U.S. Bankruptcy Court
      for the District of Delaware
      824 Market Street, 5th Floor
      Wilmington, Delaware 19801

with copies to:

     a) The Debtor and Counsel for the Debtor

        Alterra Healthcare Corporation
        10000 Innovation Drive
        Milwaukee, Wisconsin, 53226
        Attn: Mark Ohlendorf

        Young Conaway Stargatt & Taylor, LLP
        The Brandywine Building
        1000 West Street, 17th Floor
        P.O. Box 391
        Wilmington, Delaware 19899-0391
        Tel: 302 5716600
        Fax: 302 5711253
        Attn: Robert S. Brady, Esq.

     b) The United States Trustee

        Office of the United States Trustee
        844 N. King Street
        Curtis Center, Room 950W
        Wilmington, Delaware 19801
        Attn: Mark S. Kenney, Esq.

     c) Counsel to the Buyer

        Sidley Austin Brown & Wood LLP
        787 Seventh Avenue
        New York NY 10019
        Attn: Lee S. Attanasio, Esq.

     d) Counsel for the Official Committee of Unsecured           
          Creditors

        Richards, Layton & Finger, PA
        PO Box 551
        One Rodney Square
        Wilmington, Delaware 19899-0551
        Attn: Mark D. Collins, Esq.; and

        Andrews & Kurth, LLP
        805 Third Avenue
        New York, New York 10022
        Attn: Paul N. Silverstein, Esq.

Alterra Healthcare Corporation, one of the nation's largest and
most experienced healthcare providers operating assisted living
residences, filed for chapter 11 protection on January 22, 2003,
(Bankr. Del. Case No. 03-10254). James L. Patton, Esq., Edmon L.
Morton, Esq.. Joseph A. Malfitano, Esq., and Robert S. Brady,
Esq., at Young, Conaway, Stargatt & Taylor LLP represent the
Debtors in their restructuring efforts. Ettta R. Wolfe, Esq., at
Richards, Layton & Finger, PA represents the Official Committee of
Unsecured Creditors of this case.  When the Company filed for
protection from its creditors, it listed $735,788,000 in assets
and $1,173,346,000 in total debts.


AMERCO: Wins Final Approval to Access $300MM of DIP Financing
-------------------------------------------------------------
U.S. Bankruptcy Court Judge Zive authorizes the AMERCO Debtors to
obtain DIP Financing.  Any objections that have not been withdrawn
or resolved are overruled.

                         *     *     *

To cash-out the Ten-Lender Consortium and provide on-going
liquidity while in chapter 11 AMERCO secured a $300,000,000
debtor-in-possession financing commitment from Wells Fargo
Foothill, Inc.  The DIP Facility also lays the groundwork for a
$650,000,000 Exit Financing Facility backed by Foothill and Credit
Suisse First Boston to fund the Reorganized Debtor's obligations
under a plan of reorganization as it emerges from chapter 11.

The DIP Facility provides AMERCO with access to $200,000,000 of
revolving credit ($25,000,000 of which backs letters of credit)
and a $100,000,000 term loan, all subject to a Borrowing Base
equal to 40% of the fair market value of the Debtor's Real
Property.  The Exit Facility consists of a $200,000,000 revolver
(with a $25,000,000 subfacility for letters of credit), a
$350,000,000 amortizing Term Loan A and a $100,000,000
non-amortizing Term Loan B, all subject to a Borrowing Base equal
to 50% of the fair market value of the Debtor's Real Property.

AMERCO and Amerco Real Estate Company are the direct Borrowers
under the DIP Facility, as well as any other wholly owned
subsidiaries Foothill may require.  All of AMERCO's other U.S.
affiliates and subsidiaries will guarantee repayment of AMERCO's
obligations.

The DIP Facility matures 12 months after entry of a Final DIP
Financing Order or 10 days following confirmation of a chapter 11
plan.  The Exit Facility contemplates a five-year term (with zero
to 2% prepayment penalties for early termination).

Subject to a $5,000,000 Carve-Out to permit payment of
professional fees and fees owed to the U.S. Trustee and Court
Clerk, all of AMERCO's borrowings under the DIP Facility
constitute super-priority administrative expenses pursuant to 11
U.S.C. Sec. 364(c) and are secured by super-priority liens on all
of the Debtor's otherwise unencumbered assets.  The Exit Facility
will be secured by first-priority liens on substantially all of
the Reorganized Debtor's assets.

AMERCO will pay interest on all amounts borrowed under the DIP
Facility, at its option, at LIBOR plus 3.0% or the Base Rate plus
1.0%.  The interest rate post-emergence will be tied to various
performance measures.

AMERCO will pay Foothill a variety of fees for the DIP Financing:

      (a) 0.50% per year on every dollar not borrowed as an
          Unused Line Fee;

      (b) customary 3.5% letter of credit fees;

      (c) $850 per-day per-analyst Field Examination Fees; and

      (d) other fees set forth in one or more non-public Fee
          Letters.

All Letters of Credit must be cash collateralized at a rate of
105%. (AMERCO Bankruptcy News, Issue No. 8; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


ANC RENTAL: Court Fixes November 18 as Supplemental Bar Date
------------------------------------------------------------
ANC Rental Corporation and its debtor-affiliates have identified
that certain creditors were not able to receive the Court's
October 30, 2002 order establishing January 14, 2003 as the
deadline for filing proofs of claim.  The Debtors believe that it
is proper and fair to provide these Supplemental Creditors with
opportunity to assert claims against the estate.

At the Debtors' behest, Judge Walrath established November 18,
2003 at 4:30 p.m. (EST) as the last day and time for Supplemental
Creditors to file proofs of claim.

The Supplemental Creditors are required to file their proofs of
claim with the Debtors' Claims Agent:

            Donlin, Recano & Company, Inc.
            Agent for the United States Bankruptcy Court
            Re: ANC Rental Corporation, et al.
            P.O. Box 2017, Murray Hill Station,
            New York, New York 10156
  
These entities are not required to file a proof of claim on or
before the Supplemental Bar Date:

   1. The Internal Revenue Service is not subject to the terms
      of the Supplemental Bar Date Order and an additional bar
      date will be established for the IRS under a separate
      order;

   2. Any Supplemental Creditor that has already properly filed
      a proof of claim with the Claims Agent or the Clerk of the
      Court for the United States Bankruptcy Court for the
      District of Delaware;

   3. Any Supplemental Creditor:

      (a) whose claim is listed in the Debtors' Schedules of
          Assets and Liabilities, or Schedules of Executory
          Contracts and Unexpired Leases;

      (b) whose claim is not described as "disputed",
          "contingent",  or "unliquidated"; and

      (c) who does not dispute the amount or nature of their
          claim as set forth in the Debtors' Schedules;

      (d) any Supplemental Creditor whose claim is an
          administrative expense in the Debtors' Chapter 11
          cases, under Section 507(a) of the Bankruptcy Code;

      (e) any Debtor having a claim against another Debtor;

      (f) any direct or indirect non-debtor subsidiary of a
          Debtor having a claim against a Debtor; and

      (g) any Supplemental Creditors whose claim against the
          Debtors has been allowed by a Court order entered on
          or before the Supplemental Bar Date. (ANC Rental
          Bankruptcy News, Issue No. 39; Bankruptcy Creditors'
          Service, Inc., 609/392-0900)


ARMSTRONG HOLDINGS: AWI Enters Stipulation with Liberty Mutual
--------------------------------------------------------------
Armstrong World Industries, Inc., the Future Claimants'
Representative and the Asbestos Claimants' Committee ask the Court
to approve their stipulation with Liberty Mutual Insurance Company
relating to certain disputes arising from these bankruptcy
proceedings and a civil action styled "Armstrong World Industries,
Inc., v. Liberty Mutual Insurance Company."  

AWI is represented by William P. Skinner, Esq., at Covington and
Burling, in Washington, Kenneth L. Jacobs, Esq., as Deputy General
Counsel, and Rebecca L. Scalio, Esq., at Richards Layton & Finger,
in Wilmington, Delaware.  The Asbestos Claimants' Committee is
represented by Aileen F. Maguire, Esq., at Campbell & Levine.  The
Future Claimants' Representative is represented by Andrew Kress,
Esq., at Kaye Scholer LLP.  Liberty Mutual is represented by
Robert B. Millner, Esq., at Sonnenschein Nath & Rosenthal LLP, in
Chicago, Illinois, Stanley J. Samorajczyk, Esq., at Akin Gump
Strauss Hauer & Feld LLP, in Washington, A. Hugh Scott, Esq., at
Choate Hall & Stewart, in Boston, Massachusetts, and Cynthia R.
Koehler, General Counsel.

To be effective, the Stipulation must also be approved by District
Court Judge Alfred M. Wolin, and District Court Judge R. Barclay
Surrick, each presiding over the different issues and suits
affected by the Stipulation.

                            The Stipulation

   (1) Nothing in the Plan or any Confirmation Order entered in
       the AWI Bankruptcy Case resolves the merits of, including
       by way of res judicata or collateral estoppel, and the
       Parties' rights are fully reserved with respect to:  

       -- any claims for coverage that may be made against
          Liberty Mutual by AWI, Reorganized AWI, the Asbestos
          PI Trust or anyone else claiming rights under any and
          all policies issued or allegedly issued by Liberty
          Mutual to AWI or settlement agreements made with
          respect to the Policies; or  

       -- any coverage defenses, counterclaims, set-off claims
          or recoupment claims (whether asserted by counterclaim
          or otherwise) that Liberty Mutual wishes to assert in
          response to such claims for coverage.  Liberty Mutual,
          AWI, Reorganized AWI, and the Asbestos PI Trust
          reserve the right to litigate or arbitrate the merits
          of such claims, defenses, and counterclaims in an
          appropriate non-bankruptcy forum.

   (2) Liberty Mutual consents to the transfer and assignment of
       the Asbestos PI Insurance Asset to the Asbestos PI Trust
       pursuant to the Plan insofar as the Asbestos PI Insurance
       Asset consists of rights under the Policies or settlement
       agreements made with respect to the Policies.  Liberty
       Mutual, AWI, Reorganized AWI and the Asbestos PI Trust
       reserve the right to litigate, in any non-bankruptcy
       forum, whether the Asbestos PI Trust, as a transferee and
       assignee of rights under the Policies, takes such rights
       subject to assuming some or all of the continuing
       obligations and duties arising under the Policies
       regarding those rights; provided, however, that the
       Asbestos PI Trust will not litigate, contest or disavow
       its assumption of the liabilities described in the Plan.

       By this consent to transfer and assignment, Liberty
       Mutual does not give up any defense to coverage,
       counterclaim, or other rights that Liberty Mutual has,
       except for the defense of lack of consent to the transfer
       and assignment, which defense Liberty Mutual waives.
       Liberty Mutual retains the right to contest coverage on
       any and all other grounds.  AWI, on its own behalf and on
       behalf of the Asbestos PI Trust, agrees that the merits
       of Liberty Mutual's position on the question of which  
       obligations under the Policies are assumed by the
       Asbestos PI Trust should be litigated or arbitrated in an
       appropriate forum other than this Bankruptcy Case.

   (3) The transfer and assignment of insurance rights, and the
       assumption by the Asbestos PI Trust of the liability for
       Asbestos Personal Injury Claims, do not vitiate coverage
       under the Policies for AWI, Reorganized AWI or the
       Asbestos PI Trust, but Liberty Mutual reserves the right
       to deny coverage on any other grounds.  Liberty Mutual
       may not deny coverage to the Asbestos PI Trust for any
       claims on the basis that it insured AWI rather than the
       Asbestos PI Trust or on the basis that the Asbestos PI
       Trust has assumed certain liabilities of AWI.  Liberty
       Mutual may not deny coverage to AWI or Reorganized AWI
       for any claims on the basis that certain rights under the
       Policies or settlement agreements made with respect to
       the Policies were transferred to the Asbestos PI Trust,
       except to the extent that:

       (a) the rights of AWI or Reorganized AWI with respect to
           coverage for such claims have been transferred to the
           Asbestos PI Trust pursuant to the Plan, or  

       (b) the Asbestos PI Trust has released the rights of AWI
           or Reorganized AWI to coverage for such claims
           pursuant to authority to provide such releases
           granted to the Asbestos PI Trust in the Plan.

   (4) Liberty Mutual will not be bound by any finding by the
       Bankruptcy Court or District Court that the Plan,
       including the Asbestos PI Trust Distribution Procedures,
       is fair, equitable, or reasonable; and the issue of
       whether the Plan, including the Asbestos PI Trust
       Distribution Procedures, is fair, equitable or reasonable
       for purposes of disputes under the Policies or for
       purposes of any disputes between Liberty Mutual and any
       of AWI, Reorganized AWI or the Asbestos PI Trust is
       reserved for litigation in a non-bankruptcy forum.  In
       the event that the Confirmation Order contains a finding
       that the Plan, including the Asbestos PI Trust
       Distribution Procedures, is fair, equitable or
       reasonable, Reorganized AWI, and/or the Asbestos PI Trust
       may elect to inform a fact finder in non-bankruptcy  
       litigation that such a finding exists, but must also
       inform the fact finder that -- the finding was made
       solely for purposes of this Bankruptcy Case.  By mutual
       agreement, Liberty Mutual did not and could not
       participate in those Bankruptcy Case proceedings that
       generated such finding.  By virtue of this Stipulation
       and Order, the finding is not binding on Liberty Mutual
       for purposes of disputes under the Policies or for
       purposes of any disputes between Liberty Mutual and each
       of AWI, Reorganized AWI or the Asbestos PI Trust.  The
       issue of whether the Plan, including the Asbestos PI
       Trust Distribution Procedures, is fair, equitable or
       reasonable for purposes of disputes under the Policies or
       for purposes of any disputes between Liberty Mutual and
       AWI, Reorganized AWI or the Asbestos PI Trust is reserved
       for determination in the non-bankruptcy litigation in the
       non-bankruptcy forum.

       Liberty Mutual reserves the right to contend in the
       non-bankruptcy litigation in the non-bankruptcy forum
       that there is a question about whether the Plan,
       including the Asbestos PI Trust Distribution Procedures,
       is fair, equitable or reasonable for insurance coverage
       purposes.  AWI, Reorganized AWI, and the Asbestos PI
       Trust reserve the right to contend otherwise, including
       the right to contend that the question, including for
       insurance coverage purposes, is whether the Plan,
       including the Asbestos PI Trust Distribution Procedures,
       is a reasonable resolution of the liabilities of AWI for
       Asbestos Personal Injury Claims.

   (5) Without further Bankruptcy Court order, Liberty Mutual
       will have the right to file any counterclaims that it may
       have in the lawsuit currently pending in the United
       States District Court for the Eastern District of
       Pennsylvania styled, "Armstrong World Industries, Inc. v.
       Liberty Mutual Insurance Company," within 20 days of the
       later of:

       -- a decision not subject to further ADR appeal or ADR
          rehearing or ADR trial proceedings in the Wellington
          Alternative Dispute Resolution Proceeding that
          commenced in 1996 to which AWI and Liberty Mutual are
          parties, or

       -- the receipt of notice from Reorganized AWI that the
          Effective Date of the Plan has occurred.

       Neither AWI, Reorganized AWI nor the Asbestos PI Trust
       may argue, and the Pennsylvania District Court will not
       find, that Liberty Mutual did not have the right to do so
       because it did not comply with any of the time limits for
       filing pleadings that are set forth in the Federal Rules
       of Civil Procedure.  Reorganized AWI and the Asbestos PI
       Trust reserve the right to oppose all or any portion of
       such counterclaims on any and all other grounds.

   (6) The Parties agree not to modify or alter the Plan in a
       manner that diminishes or impairs Liberty Mutual's rights
       under the Stipulation and Order and/or the Policies.  In
       the event that any of the Parties takes such action,
       Liberty Mutual will have the right to object to such
       action.  No change or modification of the Plan will alter
       the parties' rights under the Stipulation and Order.  In
       the event that the Plan is amended to prevent the
       Asbestos PI Trust from giving a release of the rights of
       AWI and Reorganized AWI to coverage for property damage
       Claims, Liberty Mutual will not object.

   (7) Upon execution of the Stipulation and Order by the
       Parties, the Bankruptcy Court, the District Court and
       the Pennsylvania District Court, Liberty Mutual will  
       promptly withdraw its stated intention to object to  
       confirmation of the Plan.  Liberty Mutual will also  
       withdraw its Motion for Relief from Automatic Stay  
       pending before the Bankruptcy Court as moot and its  
       pending discovery requests in the Bankruptcy Court, and
       agrees not to conduct discovery in the Bankruptcy Case
       relating to confirmation of the Plan.  Liberty Mutual
       also agrees that it will not file any briefs in the
       Bankruptcy Case related to confirmation of the Plan, will
       not present any evidence or otherwise participate in the
       confirmation hearing and will not appeal the Confirmation
       Order.

       Notwithstanding these agreements regarding confirmation
       inactivity, Liberty Mutual may take any action it deems
       appropriate if the Plan is amended or modified in a
       manner which, or one or more of the Parties takes other
       action, which diminishes or impairs Liberty Mutual's
       rights under the Stipulation and Order and/or the
       Policies; provided that such action by Liberty Mutual
       will relate only to the actions, which diminish or impair
       its rights under the Stipulation and Order and/or the
       Policies.

       Liberty Mutual also reserves the right to take such
       action it deems appropriate in connection with any
       dispute between AWI and ACandS that may affect Liberty  
       Mutual's rights, provided that such action by Liberty
       Mutual will relate only to such disputes between AWI and
       ACandS.

   (8) The Parties agree that they do not presently intend to
       seek any estimation of Asbestos Personal Injury Claims in
       the Bankruptcy Case and will not do so unless necessary
       for confirmation of the Plan.  In the event that an
       estimate is made of the amount of AWI's liability for
       Asbestos Personal Injury Claims, Liberty Mutual will not
       conduct any discovery in the Bankruptcy Case on such
       estimation, nor will Liberty Mutual present any evidence
       or otherwise participate in any hearings or briefing in
       the Bankruptcy Case relating to such estimation -- or  
       voluntarily provide any information, assistance or
       cooperation or briefing to anyone that is disputing that
       issue with AWI.

       Any such estimation in the Bankruptcy Case, and any
       ruling in the Bankruptcy Case concerning whether any
       estimated amount establishes a liability of AWI that is
       immediately due and owing, will not be binding on
       Liberty Mutual, will have no effect on rights to coverage
       under the Policies and will have no bearing on any rights
       between the Parties.  The Parties agree that the results
       of any such estimation, and any such ruling in the
       Bankruptcy Case will not be referred to, disclosed,
       presented for admission into evidence, or used in any
       manner in any non-bankruptcy forum insofar as disputes
       between Liberty Mutual and each of AWI, Reorganized AWI
       or the Asbestos PI Trust are concerned.

   (9) Liberty Mutual's right to assert that the Confirmation
       Order does not establish a liability of AWI that is  
       immediately due and owing and its right to assert the
       effect of any such liability on any obligations under
       the Policies are reserved for litigation in the  
       non-bankruptcy litigation in a non-bankruptcy forum.
       The rights of AWI, Reorganized AWI and the Asbestos PI
       Trust to assert that the Confirmation Order does
       establish a liability of AWI that is immediately due and
       owing and their right to assert the effect of any such
       liability on any obligation under the Policies are fully
       reserved for litigation in the non-bankruptcy litigation
       in a non-bankruptcy forum.  By this reservation, Liberty
       Mutual will not contest that the Plan imposes obligations
       upon AWI and Reorganized AWI to transfer assets to the
       Asbestos PI Trust.

  (10) In the event of an inconsistency between, the Plan, the
       Confirmation Order and the Stipulation and Order, the
       Stipulation and Order will control insofar as disputes
       relating to insurance coverage under the Policies or
       settlement agreements made with respect to the Policies
       are concerned. (Armstrong Bankruptcy News, Issue No. 47;
       Bankruptcy Creditors' Service, Inc., 609/392-0900)   


AVISTA CORP: Will Host Q3 2003 Conference Call on October 24
------------------------------------------------------------
Avista Corp. (NYSE:AVA) will hold its quarterly conference call to
discuss third quarter 2003 results and 2004 outlook on Friday,
Oct. 24, 2003, at 10:30 a.m. Eastern Time (7:30 a.m. Pacific
Time).

This call is being webcast by CCBN and can be accessed at Avista's
Web site at http://www.avistacorp.comor you may listen to the  
call by calling 1.800 884.5695 in the United States, passcode
52628568.

The webcast is also being distributed over CCBN's Investor
Distribution Network to both institutional and individual
investors. Individual investors can listen to the call through
CCBN's individual investor center at www.fulldisclosure.com or by
visiting any of the investor sites in CCBN's Individual Investor
Network. Institutional investors can access the call via CCBN's
password-protected event management site, StreetEvents --
http://www.streetevents.com.  

Avista Corp. (S&P, BB+ Corporate Credit Rating, Stable) is an
energy company involved in the production, transmission and
distribution of energy as well as other energy-related businesses.
Avista Utilities is a company operating division that provides
electric and natural gas service to customers in four western
states. Avista's non-regulated subsidiaries include Avista
Advantage, Avista Labs and Avista Energy. Avista Corp.'s stock is
traded under the ticker symbol "AVA" and its Internet address is
http://www.avistacorp.com


BAM! ENTERTAINMENT: Red Ink Continued to Flow in Fiscal Q4
----------------------------------------------------------
BAM! Entertainment(R) (Nasdaq: BFUN), a developer and publisher of
interactive entertainment software, reported results for its
fiscal fourth quarter ended June 30, 2003.

The company reported net revenues for the fiscal fourth quarter of
$2.1 million, a decrease of 85% from net revenues of $14.0 million
for the same quarter of the prior fiscal year. The operating loss
for the quarter was $9.3 million and net loss for the quarter was
$9.2 million, equivalent to 63 cents per share. In the same
quarter of the prior year, the company sustained an operating loss
of $5.1 million and a net loss of $5.2 million, equivalent to 35
cents per share.

During the quarter ended June 30, 2003, the company did not
release any new products. In the same quarter of the prior fiscal
year the company released five new products.

BAM! Entertainment's June 30, 2003 balance sheet shows that its
total current liabilities outweighed its total current assets by
about $1.5 million, while its accumulated deficit ballooned to
about $60 million whittling down its total net capital to about $3
million from about $38 million a year ago.

"The results for the quarter reflect our continued efforts to
narrow our product strategy, undertake cost cutting measures and
stabilize our fixed expenses and cash outflow," said Ray Musci,
Chief Executive Officer of BAM! Entertainment. "Certainly this has
been a very difficult and hard fought process. The restructuring
we commenced in early November 2002 is substantively complete,
which we believe has positioned our company as a leaner
organization with a much clearer product focus, and with an eye
towards a return to profitability during the holiday period upon
the release of our key titles. Our restructuring and our recently
completed inventory and receivable financing facility are solid
steps in getting BAM! back on a growth track in a very dynamic
market and increasingly competitive environment," said Musci.

Key titles currently slated for release during the remainder of
calendar year 2003 include: Wallace & Gromit in Project Zoo, the
first product scheduled for release under the company's agreement
with Oscar award-winning Aardman Animation Studios; the first
release of Carmen Sandiego for next generation consoles; and an
action-adventure game based on the popular Cartoon Network(TM)
franchise The Powerpuff Girls(TM).

The company has received notice from Nasdaq that the company was
now in compliance with all listing requirements of The Nasdaq
SmallCap Market and that its securities are no longer subject to
delisting.

Founded in 1999 and based in San Jose, California, BAM!
Entertainment, Inc. is a developer, publisher and marketer of
interactive entertainment software worldwide. The company
develops, obtains, or licenses properties from a wide variety of
sources, including global entertainment and media companies, and
publishes software for video game systems, wireless devices, and
personal computers. The company's common stock is publicly traded
on NASDAQ under the symbol BFUN. More information about BAM! and
its products can be found at the company's Web site located at
http://www.bam4fun.com  


BAYOU STEEL: Seeking Open-Ended Lease Decision Period Extension
---------------------------------------------------------------
Bayou Steel Corporation, together with its debtor-affiliates, asks
for another extension for their lease-related decisions from the
U.S. Bankruptcy Court for the Northern District of Texas.

The Debtors' previous lease decision extension was until the
earlier of:

     i) August 31, 2003 or

    ii) confirmation of a plan of reorganization.

The Debtors relate that following approval of the extension, they
participated in extensive negotiations with its secured lender,
the Creditors Committee and other parties-in-interest to extend
their exclusive period to file a plan of reorganization, to
implement a timeline for the possible sale of the Debtors' assets
and to confirm a plan of reorganization.

The Court-approved Timeline requires the Debtors to market their
assets for sale to potential purchasers, investors and merger
partners and file a plan of reorganization by October 2003. It
would be premature at this juncture in these cases for the Debtors
to assume or reject the Leases until the Debtors and other parties
in interest have a clearer idea of the Debtors' future business
plan.

Because the Debtors are unsure what the ultimate outcome of the
disposition of their assets will be, they have determined
extending the time to assume or reject the Leases is in the best
interests of their creditors and the estates.

Consequently, the Debtors ask the Court to extend until the
confirmation of a plan of reorganization, as the deadline within
which they must decide whether to assume, assume and assign, or
reject their unexpired nonresidential real property leases.

Bayou Steel Corp., a producer of light structural shapes and
merchant bar steel products, filed for chapter 11 protection on
January 22, 2003 (Bankr. N.D. Tex. 03-30816).  Patrick J. Neligan,
Jr., Esq., at Neligan, Tarpley, Andrews & Foley, LLP represents
the Debtors in their restructuring efforts.  When the Company
filed for protection from its creditors, it listed $176,113,143 in
total assets and $163,402,260 in total debts.


BUCKEYE TECHNOLOGIES: Extends $30 Million Credit Facility
---------------------------------------------------------
Buckeye Technologies Inc.'s (NYSE:BKI) Canadian $16 million credit
agreement with The Toronto-Dominion Bank has been extended to
mature on November 30, 2004.

The interest rate and other terms and conditions remain
substantially the same. The proceeds from this facility will
continue to be used for general corporate purposes.

Buckeye Chairman David B. Ferraro commented that, "This is an
attractive credit arrangement. Extending this loan will help
ensure that we maintain liquidity with a comfortable margin of
safety. We are pleased with our long-term relationship with
Toronto-Dominion Bank.

Buckeye (S&P, BB- Corporate Credit Rating, Stable), a leading
manufacturer and marketer of specialty cellulose and absorbent
products, is headquartered in Memphis, Tennessee, USA. The Company
currently operates facilities in the United States, Germany,
Canada, Ireland and Brazil. Its products are sold worldwide to
makers of consumer and industrial goods.


CALL-NET: Underwriters Exercise Option to Purchase More Shares
--------------------------------------------------------------
Call-Net Enterprises Inc. (TSX: FON, FON.B) announced that the
underwriters of its public offering dated September 9, 2003 are
exercising the over-allotment option granted to them.

The underwriters notified Call-Net that they would be purchasing
an additional 1,500,000 Class B Non-Voting Shares at a price of
$3.75 per Class B Non-Voting Share for aggregate gross proceeds of
$5,625,000. The closing of the over-allotment option is expected
to be on or about October 2, 2003.

Call-Net completed a $37.5 million offering on September 9, 2003.
The Underwriting syndicate for the public offering was led by BMO
Nesbitt Burns Inc. and included CIBC World Markets Inc., TD
Securities Inc. and National Bank Financial Inc.
    
Call-Net Enterprises Inc. (S&P, B/Negative, LT Corporate Rating)
is a leading Canadian integrated communications solutions provider
of local and long distance voice services as well as data,
networking solutions and online services to households and
businesses. It provides services primarily through its wholly-
owned subsidiary, Sprint Canada Inc. Call-Net Enterprises and
Sprint Canada are headquartered in Toronto and own and operate an
extensive national fibre network with over 134 co-locations in
nine Canadian metropolitan markets.


CELLSTAR CORP: Will Publish Third-Quarter Results on October 15
---------------------------------------------------------------
CellStar Corporation (Nasdaq: CLST), a value-added wireless
logistics services leader, plans to release to the wire services
its third quarter operating results after the market closes on
Wednesday, October 15, 2003, followed by a conference call on the
morning of October 16, 2003.   

The full text of the press release will be available over First
Call and on the Company Web site -- http://www.cellstar.com--  
after the wire services have published the press release.  After
the release has been issued, CellStar Investor Relations will
not be able to return phone calls until the conclusion of the
conference call on October 16th.

For those investors who wish to listen to the conference call, the
following information is provided:

            CONFERENCE CALL - THURSDAY, October 16, 2003

          11:00 a.m.   EASTERN            9:00 a.m.  MOUNTAIN
          10:00 a.m.   CENTRAL            8:00 a.m.   PACIFIC

To participate in the call, please dial:  877-381-5128 - Domestic

Please plan on calling the conference center at least 10 minutes
before start time to avoid last minute congestion that may cause
you to miss some of the prepared remarks at the beginning of the
call.  The actual conference call will last approximately 1 hour.  
Members of the media are again invited to listen to the live
conference.  Questions, however, will be taken only from members
of the investment community.

Investors will have the opportunity to listen to the conference
call via the link on CellStar's Investor Relations web site, and
over the Internet through PR Newswire at
http://www.firstcallevents.com/service/ajwz389616708gf12.html
This call will also be directly available from the Bloomberg
Professional Service, http://www.bloomberg.comand over the First  
Call Network.  To listen to the live call, please go to the web
site at least 15 minutes early to register, download and install
any necessary audio software.

For those who cannot listen to the live broadcast, a replay will
be available for 30 days after the conclusion of the call through
the CellStar Investor Relations web site or through PR Newswire.  
Replay will also be available one hour after the conclusion of the
call until 6:00 p.m. on Thursday, October 23rd by dialing 800-642-
1687 (Domestic) and entering the reservation number 3097323.

CellStar Corporation (S&P, SD Corporate Credit Rating) is a
leading global provider of value-added logistics services to the
wireless communications industry, with operations in the Asia-
Pacific, North American, Latin American, and European regions.  
CellStar facilitates the effective and efficient distribution of
handsets, related accessories and other wireless products from
leading manufacturers to network operators, agents, resellers,
dealers and retailers.  CellStar also provides activation services
in some of its markets that generate new subscribers for wireless
carriers.  For the year ended November 30, 2002, the Company
generated revenues of $2.2 billion.  Additional information about
CellStar may be found on its Web site at http://www.cellstar.com


CENDANT MORTGAGE: Fitch Rates 4 Certs. Classes at Low-B Levels
--------------------------------------------------------------
Fitch rates Cendant Mortgage Capital LLC's mortgage pass-through
certificates, series 2003-8, as follows:

-- $326.5 million classes I-A-1 - I-A-11, II-A-1 - II-A-4, I-P,
   I-X, R-I, R-II and R-III senior certificates 'AAA';

-- $11.5 million class I-B-1 certificates 'AA';

-- $3.2 million class II-B-1 certificates 'AA';

-- $1.5 million class I-B-2 certificates 'A';

-- $188,743 class II-B-2 certificates 'A';

-- $752,802 class I-B-3 certificates 'BBB';

-- $141,557 privately offered class II-B-3 certificates 'BBB';

-- $501,867 privately offered class I-B-4 certificates 'BB';

-- $94,371 privately offered class II-B-4 certificates 'BB';

-- $376,400 privately offered class I-B-5 certificates 'B';

-- $94,371 privately offered class II-B-5 certificates 'B'.

The 'AAA' rating on the Group I senior certificates reflects the
6% subordination provided by the 4.60% class I-B-1, 0.60% class I-
B-2, 0.30% class I-B-3, 0.20% privately offered class I-B-4, 0.15%
privately offered class I-B-5 and 0.15% privately offered class I-
B-6 (which is not rated by Fitch). The 'AAA' rating on the Group
II senior certificates reflects the 4% subordination provided by
the 3.35% class II-B-1, 0.20% class II-B-2, 0.15% privately
offered class II-B-3, 0.10% privately offered class II-B-4, 0.10%
privately offered class II-B-5 and 0.10% privately offered class
II-B-6 (not rated by Fitch).

Fitch believes the above credit enhancement will be adequate to
support mortgagor defaults as well as bankruptcy, fraud and
special hazard losses in limited amounts. In addition, the ratings
also reflect the quality of the underlying mortgage collateral,
strength of the legal and financial structures and the servicing
capabilities of Cendant Mortgage Corporation, rated 'RPS1-' by
Fitch.

The Group I certificates represent ownership in a trust fund,
which consists primarily of 540 one- to four-family conventional,
primarily 30-year fixed-rate mortgage loans secured by first liens
on residential mortgage properties. As of the cut-off date
(Sept. 1, 2003), the mortgage pool has an aggregate principal
balance of approximately $250,933,872, a weighted average original
loan-to-value ratio (OLTV) of 67.75%, a weighted average coupon of
5.57%, a weighted average remaining term of 358 months and an
average balance of $464,692. The loans are primarily located in
California (21.85%), New Jersey (16.52%) and Massachusetts
(11.21%).

The Group II certificates represent ownership in a trust fund,
which consists primarily of 198 one- to four-family fixed-rate
mortgage loans secured by first liens on residential mortgage
properties. Approximately 23.89% and 76.11% of the Group II loans
are 30-year relocation mortgage loans and 15- year loans,
respectively. As of the cut-off date, the mortgage pool has an
aggregate principal balance of approximately $94,371,312, a
weighted average OLTV of 63.79%, a WAC of 5.13%, a WAM of 222
months and an average balance of $476,623. The loans are primarily
located in California (16.09%), New Jersey (10.6%) and New York
(9.95%).

None of the mortgage loans are 'high cost' loans as defined under
any local, state or federal laws.

All of the mortgage loans were either originated or acquired in
accordance with the underwriting guidelines established by Cendant
Mortgage Corporation. Any mortgage loan with an OLTV in excess of
80% is required to have a primary mortgage insurance policy.
Approximately 1.50% of the Group I pool and 2.61% of the Group II
pool contains pledged asset loans. These loans, also referred to
as 'Additional Collateral Loans', are secured by a security
interest, normally in securities owned by the borrower, which
generally does not exceed 30% of the loan amount. Ambac Assurance
Corporation provides a limited purpose surety bond, which
guarantees that the Trust receives certain shortfalls and proceeds
realized from the liquidation of the additional collateral, up to
30% of the original principal amount of that Additional Collateral
Loan.

Citibank N.A. will serve as trustee. For federal income tax
purposes, an election will be made to treat the trust fund as
three real estate mortgage investment conduits.


CHARTER COMMS: S&P Rates Subsidiaries' Senior Notes at CCC-
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its CCC- rating to the
$1.6 billion 10.25% senior notes due 2010 of CCH II, LLC and CCH
II Capital Corp., both of which are indirect subsidiaries of cable
system operator Charter Communications Inc. (CCC+/Developing/--).

The notes were issued in privately negotiated transactions in
exchange for $609 million principal amount of convertible debt at
Charter Communications Inc., and $698 million principal amount of
senior notes and about $560 million in accreted principal amount
of senior discount notes debt at intermediate holding company
Charter Communications Holdings, LLC. The notes are currently not
registered, but the company has agreed to exchange the notes for
identical registered securities at a future date. All outstanding
ratings on Charter were affirmed. The outlook is developing.

Although the CCH II notes are structurally senior to the debt of
Holdings, which is also rated CCC-, the substantial amount of
priority obligations in the form of secured bank debt ahead of the
CCH II notes constrains the rating on these notes to two notches
below the CCC+ corporate credit rating.

The principal benefit of the exchange offer was a reduction of the
2005 and 2006 convertible debt maturities, which modestly improved
the financial profile. Consolidated debt declined minimally, by
2%. The company still faces considerable financial challenges from
remaining convertible debt maturities of $500 million in 2005 and
$273 million in 2006, as well as pressure from tightening bank
covenants and rising amortization.

"Ratings on Charter continue to reflect high financial risk from
acquisition and capital spending-related debt, significant near-
term debt maturities, ongoing basic subscriber losses, limited
ability to raise prices in the face of competition from satellite
TV providers, and pressure from rising programming costs," said
Standard & Poor's credit analyst Eric Geil. "These factors are
partly mitigated by a good business risk profile from the
company's position as the dominant provider of pay TV services in
its markets, strong growth in high-speed data services,
opportunities for cash flow growth from digital video services,
and scale benefits from a large subscriber base totaling roughly
6.5 million."

Although declining capital expenditures are helping to reduce
negative discretionary cash flow, Charter still depends heavily on
its cash balance and bank borrowing availability to meet a portion
of its cash needs, including $152 million of debt maturing in
2003. As of June 30, 2003, Charter had $202 million cash, and
about $1.2 billion was available from various credit facilities as
limited by financial covenants. These covenants tighten in
subsequent quarters and could substantially reduce the company's
borrowing availability, depending on operating performance.


CHARTER COMMS: Completes Exchange Offer for Senior Indebtedness
---------------------------------------------------------------
On September 23, 2003 Charter Communications, Inc., parent company
of Charter Communications Holdings, LLC, and its indirect
subsidiary, CCH II, LLC closed on the exchange of certain
indebtedness, which was previously announced on September 19,
2003.  Charter purchased an aggregate of $609 million principal
amount of its convertible senior notes and $1.3 billion principal
amount of the senior notes and senior discount notes issued by
Charter Holdings from a small number of institutional investors in
privately negotiated transactions.  In consideration for these
securities, CCH II issued an aggregate of $1.6 billion principal
amount of 10.25% notes due 2010.  CCH II also sold an additional
$30 million principal amount of 10.25% notes for an equivalent
amount of cash.  The proceeds were applied to transaction costs
and for general corporate purposes.

The new notes will not be registered under the Securities Act of
1933, as amended, and, unless so registered, may not be offered or
sold in the United States except pursuant to an exemption from, or
in a transaction not subject to, the registration requirements of
the Securities Act and applicable state securities laws.  

Charter Communications (S&P, CCC+ Corporate Credit Rating,
Developing), A Wired World Company(TM), is the nation's third
largest broadband communications company. Charter provides a full
range of advanced broadband services to the home, including cable
television on an advanced digital video programming platform via
Charter Digital Cable(R) brand and high-speed Internet access
marketed under the Charter Pipeline(R) brand. Commercial high-
speed data, video and Internet solutions are provided under the
Charter Business Networks(R) brand. Advertising sales and
production services are sold under the Charter Media(R) brand.
More information about Charter can be found at
http://www.charter.com   


CINRAM INTERNATIONAL: S&P Rates $100 Mill. Tranche C Loan at B+
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' rating to
Cinram International Inc.'s proposed US$100 million senior secured
second lien tranche C term loan due 2010 of its proposed credit
facility. At the same time, the 'BB' long-term corporate credit
and senior secured debt ratings on Cinram were affirmed. The
outlook is stable.

Toronto, Ont.-based Cinram is one of the world's largest
manufacturers of pre-recorded multimedia products, such as CDs and
DVDs.
     
Cinram is currently in the process of syndicating a US$1.2 billion
senior credit facility, of which US$1.05 billion is expected to
fund the acquisition of certain assets from AOL Time Warner Inc.,
while the remaining US$150 million is expected to be available for
general corporate purposes on a revolving basis. The company
recently announced changes to its proposed bank facility, by
increasing its term loan A tranche by US$100 million to US$250
million, creating the new term loan C tranche and reducing the
term loan B tranche by US$200 million to US$700 million. The total
size of the proposed credit facility has not changed. The
revolving, term loan A and term loan B tranches of the facility
will hold a first priority claim on substantially all of Cinram
and its subsidiaries' assets, including the assets being acquired
from AOL Time Warner, while the term loan C tranche will hold a
second priority pledge. Pro forma the acquisition, operating
lease-adjusted total debt is estimated at C$1.5 billion.

"The US$100 million term loan C tranche is rated two notches below
the long-term corporate credit rating to reflect its junior
position in right of payment relative to Cinram's first priority
secured credit facility tranches," said Standard & Poor's credit
analyst Barbara Komjathy. In particular, priority debt exceeds 30%
of Cinram's pro forma goodwill-adjusted asset base. Although
lenders of the term loan C tranche will benefit from a second
priority claim on the secured assets, Standard & Poor's analysis
of the collateral package indicates that in the event of default
or bankruptcy, lenders of the first priority tranches could expect
only a modest recovery (less than 50%). Thus, the term loan C
tranche would be materially disadvantaged in a default scenario.
     
The stable outlook reflects Standard & Poor's expectation that
Cinram will successfully integrate its acquired assets in 2004,
maintain its strong global market positions, and rapidly reduce
debt outstanding. In particular, the company should repay C$400
million-C$500 million of its debt by the end of 2005.


CONSECO INC: SEC Subpoenas Conseco to Provide Documents on Unit
---------------------------------------------------------------
With the authority from the U.S. District Court for the Southern
District of Indiana, the Securities and Exchange Commission
subpoenaed Conseco Inc. on September 23, 2003 to produce documents
on past accounting of investments related to its former mobile-
home lending business unit Green Tree Finance Corporation and its
successor, Conseco Finance.  The SEC seeks to get hold of
documents covering the period from June 1, 1998 to June 30, 2000.

In a statement made by Conseco spokesman, Jim Rosensteel, to
Bestwire Services on September 24, 2003, "[Conseco] has been
officially informed that [it] is not a target in this
investigation, and that Conseco is not being investigated."
(Conseco Bankruptcy News, Issue No. 34; Bankruptcy Creditors'
Service, Inc., 609/392-0900)    


CONSTELLATION BRANDS: Reports Weaker Performance for 2nd Quarter
----------------------------------------------------------------
Constellation Brands, Inc. (NYSE: STZ), a leading international
producer and marketer of beverage alcohol brands, reported record
net sales for its second quarter ended August 31, 2003.  

Net sales increased 32 percent, led by the benefit from the Hardy
acquisition, strong top line performance across all segments of
the base business and a positive two percent impact from currency.  
Net sales on a pro forma basis, including prior year period sales
from Hardy of $132 million, increased 11 percent, including a
positive four percent impact from currency. Net income on a
comparable basis increased $17 million, or 34 percent, to reach a
record $66 million and diluted earnings per share on a comparable
basis increased 21 percent to reach $0.64.  For the first six
months of fiscal 2004, net income on a comparable basis increased
31 percent and diluted earnings per share on a comparable basis
increased 21 percent to reach $1.14.

Net income and diluted earnings per share as reported under
generally accepted accounting principles ("reported") for the
second quarter declined $14 million, or 28 percent, to $36 million
and 36 percent to $0.34, respectively.  The reported results for
the quarter include restructuring and unusual charges of $31
million after tax, or $0.30 per share.  For the first six months
of fiscal 2004, net income on a reported basis declined 14 percent
and diluted earnings per share on a reported basis declined 20
percent to $0.75.  The reported results for the first six months
include restructuring and unusual charges of $39 million after
tax, or $0.39 per share.

Chairman and Chief Executive Officer Richard Sands said,
"Constellation had a great quarter with sales improving across all
categories along with strong contributions from the Hardy
acquisition.  Our diversity across categories and geographies
continues to serve us well, allowing us to make investments where
we see the best growth opportunities and returns.  Excluding the
benefits of currency, pro forma net sales increased seven percent
led by double-digit growth in imported beer, solid wine growth in
the U.S. and growth in the wholesale business in the U.K.  We
continued to experience healthy growth in a competitive
environment, a testament to our overall organizational strategy
and our focus on building long-term brand equity."

The Company's measure of segment profitability excludes
restructuring and unusual costs, which is consistent with the
measure used by management to evaluate results.

                   Consolidated Results

For the three months ended August 31, 2003, net sales grew 32
percent, reaching $909 million compared to $690 million in the
prior year.  Pro forma net sales for the quarter increased 11
percent, including a positive four percent impact from currency.

Excluding net sales of $140 million from the Hardy acquisition,
organic net sales grew 11 percent.  This increase was driven by
increased sales across all categories: imported beer, spirits,
wine and wholesale and other, and includes a positive two percent
impact from currency.

Net sales for the six months ended August 31, 2003 increased 25
percent.  The increase was driven primarily by the addition of
wine sales from the Hardy acquisition, imported beer sales, the
U.K. wholesale business and a positive three percent impact from
currency.

Gross profit on a comparable basis for the quarter increased 37
percent to reach $264 million and gross margin on a comparable
basis improved 100 basis points to reach 29.1 percent.  The
increase in gross profit resulted primarily from higher sales and
a favorable mix towards higher margin products, particularly
brands from the Hardy acquisition and the spirits portfolio.

Reported gross profit, which includes the flow through of
inventory step-up associated with the Hardy acquisition of nine
million dollars and the write down of $17 million of inventory
associated with the Company's decision to exit the commodity
concentrate business in the U.S., increased 23 percent to reach
$238 million.  Reported gross margin declined 180 basis points to
26.2 percent.

Gross profit on a comparable basis for Six Months 2004 increased
29 percent to reach $478 million.  On a reported basis for the six
months, gross profit increased 21 percent to $446 million and
includes the flow through of inventory step-up associated with the
Hardy acquisition and concentrate inventory write down of $15
million and $17 million, respectively.

Second quarter selling, general and administrative expenses on a
comparable basis increased $32 million to reach $120 million.  The
majority of the increase resulted from expenses associated with
the Hardy acquisition.  As a percent of net sales, SG&A on a
comparable basis was 13.2 percent compared to 12.7 percent for the
prior year.  The increase is due primarily to the Hardy
acquisition, which has a higher percentage SG&A than the Company's
base business and additional amortization expense associated with
the Company's new bank credit agreement.

Reported SG&A for the quarter increased $37 million to reach $125
million, and includes five million dollars of financing costs
associated with a bridge loan used as financing for the Hardy
acquisition.  As a percent of net sales, reported SG&A was 13.8
percent, including a 60 basis point impact from the financing
costs.

SG&A on a comparable basis for Six Months 2004 was $222 million,
an increase of 25 percent compared to the prior year.  Reported
SG&A for Six Months 2004 was $232 million, an increase of 30
percent, and includes nine million dollars of financing costs
associated with the Hardy acquisition.

Operating income on a comparable basis increased to $144 million
in the quarter, an increase of 37 percent versus $106 million in
the prior year. Reported operating income was $96 million, a
decline of nine percent, and includes: the flow through of
inventory step-up of nine million dollars; write down of
concentrate inventory of $17 million; financing costs of five
million dollars; and restructuring charges of $17 million.

Year-to-date, operating income on a comparable basis increased 33
percent to reach $255 million and reported operating income
increased two percent to reach $195 million.  For the year,
operating income on a reported basis includes: the flow through of
inventory step-up of $15 million; write down of concentrate
inventory of $17 million; financing costs of nine million dollars;
and restructuring charges of $19 million.

Net interest expense for the quarter increased $14 million to $41
million as a result of higher average borrowings due to the
financing of the Hardy acquisition, partially offset by a lower
average borrowing rate.

For Six Months 2004, net interest expense on a comparable basis
was $79 million.  On a reported basis, net interest expense was
$80 million and includes one million dollars of imputed interest
expense incurred in the first quarter related to the Hardy
acquisition.

As a result of the above factors, net income and diluted earnings
per share on a comparable basis for Second Quarter 2004 increased
34 percent and 21 percent, respectively, reaching $66 million and
$0.64.  On a reported basis, net income and diluted earnings per
share for Second Quarter 2004 declined 28 percent and 36 percent,
respectively, to $36 million and $0.34.

Also as a result of the above factors, net income and diluted
earnings per share on a comparable basis for Six Months 2004
increased 31 percent and 21 percent, respectively.  Net income and
diluted earnings per share on a reported basis for the same period
declined 14 percent and 20 percent, respectively.

              Constellation Beers and Spirits Results

Due to strong growth in both imported beer and spirits, net sales
for Second Quarter 2004 grew 12 percent to reach $320 million and
operating income grew 14 percent to reach $70 million.  Driven by
double-digit volume gains on Corona Extra, Corona Light, Negra
Modelo and Pacifico, imported beer sales increased 13 percent for
the quarter.  Spirits sales increased nine percent for the
quarter, benefiting from healthy industry growth, strong Canadian
whisky sales, particularly Black Velvet, and the introduction of
several new products, including Beachcomber Rum and Chi-Chi's
Mango Margarita.

The 14 percent increase in operating income for the quarter
resulted from higher sales and a positive mix of spirits sales to
higher margin products.

Net sales for Six Months 2004 increased seven percent to $597
million and operating income increased 12 percent to reach $130
million for the same period.

                   Constellation Wines Results

Net sales for Second Quarter 2004 were $589 million compared to
$403 million the prior year, an increase of $186 million, or 46
percent.  The increase was driven primarily by the addition of
$140 million of sales from the Hardy acquisition, growth in the
U.K. Wholesale business, wine sales in the U.S. and a positive
four percent impact from currency.

Excluding the additional sales from the Hardy acquisition, organic
net sales increased 11 percent for the quarter, led by growth in
the U.K. wholesale business and wine in the U.S. and a positive
four percent impact from currency, partially offset by specialty
drinks in the U.K., particularly RTDs, or ready-to-drink products.

Pro forma net sales for Second Quarter 2004, which include $132
million of Hardy sales in the prior year period, increased 10
percent and include a positive five percent impact from currency.

Operating income for Second Quarter 2004 was $84 million, an
increase of 62 percent.  The increase was primarily the result of
sales derived from the Hardy acquisition.

Net sales for Six Months 2004 increased 39 percent to reach $1.1
billion. The increase was driven primarily from additional sales
from the Hardy acquisition and a positive six percent impact from
currency.

Operating income increased 60 percent for Six Months 2004 driven
primarily by the additional sales from the Hardy acquisition.

                             Outlook

The following statements are management's current diluted earnings
per share expectations both on a comparable basis and a reported
(GAAP) basis for the third quarter ending November 30, 2003 and
fiscal year ending February 29, 2004:

     -- Diluted earnings per share on a comparable basis for Third
        Quarter 2004 are expected to be within a range of $0.76 to
        $0.80 versus $0.69 for Third Quarter 2003.

     -- Diluted earnings per share on a comparable basis for
        Fiscal 2004 are expected to be within a range of $2.44 to
        $2.51 versus $2.07 for Fiscal 2003.

     -- Diluted earnings per share on a reported (GAAP) basis for
        Third Quarter 2004 are expected to be within a range of
        $0.65 to $0.69 versus $0.69 for Third Quarter 2003.

     -- Diluted earnings per share on a reported (GAAP) basis for
        Fiscal 2004 are expected to be within a range of $1.89 to
        $1.96 versus $2.19 for Fiscal 2003.

                  Status of Business Outlook

During the quarter, Constellation may reiterate the estimates set
forth above under the heading Outlook.  Prior to the start of the
Quiet Period (described below), the public can continue to rely
on the Outlook as still being Constellation's current expectations
on the matters covered, unless Constellation publishes a notice
stating otherwise.

Beginning November 15, 2003, Constellation will observe a "Quiet
Period" during which the Outlook no longer constitutes the
Company's current expectations.  During the Quiet Period, the
Outlook should be considered to be historical, speaking as of
prior to the Quiet Period only and not subject to update by the
Company.  During the Quiet Period, Constellation's representatives
will not comment concerning the Outlook or Constellation's
financial results or expectations.  The Quiet Period will extend
until the day when Constellation's next quarterly Earnings Release
is published, presently scheduled for Tuesday, January 6, 2004,
after market hours.

                   Items Affecting Comparability

Inventory step-up -- The Hardy acquisition resulted in an
allocation of purchase price in excess of book value to certain
inventory on hand at the date of purchase.  This allocation of
purchase price in excess of book value is referred to as inventory
step-up.  The inventory step-up represents an assumed
manufacturing profit attributable to Hardy pre-acquisition.  For
inventory produced and sold after the acquisition date, the
related manufacturer's profit will accrue to the Company.  The
Company expects flow through of inventory step-up to have an
impact of approximately $0.12 per share for the current fiscal
year.

Financing costs -- In connection with the Hardy acquisition, the
Company recorded amortization expense for deferred financing costs
associated with non-continuing financing, primarily related to the
bridge loan agreement.  The Company expects this charge to be
approximately $0.05 per share for the current fiscal year.

Restructuring charges -- Restructuring charges resulted from the
realignment of business operations in the Company's wine division,
as previously announced in the fourth quarter of last fiscal year.  
The Company expects to incur charges of approximately $0.05 per
share for the current fiscal year.

Imputed interest charge -- In connection with the Hardy
acquisition and in accordance with purchase accounting, the
Company was required to take a one-time imputed interest charge
for the time period between when the Company obtained control of
Hardy and the date it paid shareholders.  The Company expects this
charge to be approximately $0.01 per share for the current fiscal
year.

Gain on change in fair value of derivative instruments -- In
connection with the Hardy acquisition, the Company entered into
derivative instruments to cap the cost of the acquisition in U.S.
dollars.  The Company recorded a gain in the first quarter, which
represented the net change in value of the derivative instruments
from the beginning of the first quarter until the date Hardy
shareholders were paid.  The Company expects this gain to be
approximately $0.01 per share for the current fiscal year.

Exiting U.S. commodity concentrate product line -- The Company has
made a decision to exit the commodity concentrate product line --
located in Madera, California.  The commodity concentrate product
line is facing declining sales and profits and is not part of the
Company's core business, beverage alcohol. The Company will
continue to produce and sell value-added, proprietary products
such as MegaColors.  The Company expects this charge to be
approximately $0.33 per share for the current fiscal year, of
which $0.10 will be charged to cost of product sold and $0.23 will
be recorded as restructuring charges.  The Company expects the
restructuring project to improve overall profitability and asset
utilization resulting in increased return on invested capital, and
to be immediately cash flow positive.  More than half the charges
are non-cash charges.

Constellation Brands, Inc. (S&P, BB Corporate Credit and Senior
Unsecured Debt Ratings) is a leading international producer and
marketer of beverage alcohol brands, with a broad portfolio across
the wine, spirits and imported beer categories.  The Company is
the largest multi-category supplier of beverage alcohol in the
United States; a leading producer and exporter of wine from
Australia and New Zealand; and both a major producer and
independent drinks wholesaler in the United Kingdom.  Well-known
brands in Constellation's portfolio include: Corona Extra,
Pacifico, St. Pauli Girl, Black Velvet, Fleischmann's, Mr. Boston,
Estancia, Simi, Ravenswood, Blackstone, Banrock Station, Hardys,
Nobilo, Alice White, Vendange, Almaden, Arbor Mist, Stowells and
Blackthorn.


CONSUMERS FINANCIAL: Hires Marcum & Kliegman as New Accountants
---------------------------------------------------------------
As of September 18, 2003, Stambaugh Ness, PC resigned as the
principal independent accountants for Consumers Financial
Corporation.  The financial statements audited by Stambaugh Ness,
PC for the year ended December 31, 2002 contained an explanatory
paragraph pertaining to the Company's ability to continue as a
going concern.  

As of September 23, 2003, Marcum & Kliegman LLP was engaged as the
new principal independent accountants, commencing  with the
interim financial statement review for the third quarter ending
September 30, 2003, and the audit for the year ending December 31,
2003. The appointment of Marcum & Kliegman LLP was recommended and
approved by the Company's Board of Directors.


COVANTA ENERGY: Plan-Filing Exclusivity Extended to December 8
--------------------------------------------------------------
At the Covanta Energy Debtors' request, U.S. Bankruptcy Court
Judge Blackshear extends the Debtors' exclusive periods to:

   -- file a plan through and including December 8, 2003; and

   -- solicit acceptances of that plan through and including
      January 7, 2004. (Covanta Bankruptcy News, Issue No. 37;
      Bankruptcy Creditors' Service, Inc., 609/392-0900)    


DIRECTV: Wants Plan-Filing Exclusivity Extended to October 15
-------------------------------------------------------------
DirecTV Latin America LLC, the Official Committee of Unsecured
Creditors and Hughes Electronics Corporation ask the Court to
extend the exclusive period by which the Debtor may file a plan to
October 15, 2003 and the exclusive period to solicit acceptances
of that plan to December 12, 2003.

Joel A. Waite, Esq., at Young Conaway Stargatt & Taylor LLP, in
Wilmington, Delaware, relates that the Debtor, the Committee and
Hughes have been engaged in negotiations with respect to
valuation and the terms of a plan of reorganization.  The parties
agree that it would be productive to the plan formulation
process, and the Chapter 11 case generally, to extend the
Exclusive Periods.

The Court will convene a hearing on October 8, 2003 to consider
the Debtor's request.  By application of Del.Bankr.LR 9006-2, the
Debtor's exclusive filing period is automatically extended
through the conclusion of that hearing. (DirecTV Latin America
Bankruptcy News, Issue No. 13; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


DOW CORNING: Taps WebEx Ent. for Web Communications Services
------------------------------------------------------------
Dow Corning Corp. has chosen WebEx Enterprise Edition from WebEx
Communications, Inc. (Nasdaq: WEBX) to provide the Web
communications service for Dow Corning's worldwide organization.

WebEx Enterprise Edition integrates all of WebEx's specialized
Web communications services-WebEx Meeting Center, WebEx Training
Center, WebEx Support Center and the new WebEx Event Center-to
create a single source for all enterprise Web communications. With
WebEx Enterprise Edition, Dow Corning employees can now easily
access all of WebEx's customized communications services.

For more than two years, Dow Corning's 8,200 worldwide employees
have used WebEx Meeting Center service to hold highly interactive
Web meetings, increasing productivity and allowing more work to be
accomplished while reducing costs. Dow Corning employees use WebEx
services for online presentations, training and support. Project
teams of employees, customers and partners use WebEx to plan,
design and build new products, and coordinate supply chains with
distributors and manufacturers. WebEx Event Center helps Dow
Corning reduce costs by hosting virtual product rollouts and
seminars to replace expensive tradeshow productions.

"We had a corporate-wide travel ban throughout the Iraqi war and
SARS crisis, but WebEx helped us maintain productive
communications with our employees, customers and partners in the
Middle East and Asia. Despite the travel ban, WebEx meetings
allowed us stay on schedule and continue to support the needs of
our 25,000 customers," said Steven J. Hershauer, web collaboration
and content management senior specialist at Dow Corning. "We
view WebEx as the market and technology leader that continues to
provide secure, reliable and functionally rich multimedia
communication services."

"Dow Corning joins a growing list of enterprises that have
discovered WebEx's ability to bridge geographical communication
barriers," said Rob Farris, vice president of Worldwide Sales at
WebEx Communications. "With WebEx Enterprise Edition, all of Dow
Corning's employees now have access to a variety of specialized
communication services for making worldwide business run faster,
smoother and more efficiently."

All of WebEx's services are built on the MediaTone(TM)
communications platform and delivered through the WebEx MediaTone
Network, the only global network specifically designed for secure,
high-speed Web communications. MediaTone's unique information-
switching technology allows the WebEx network to manage complex
media types, deliver advanced communications functionality, and
support a range devices and platforms. For more information about
WebEx Enterprise Edition or any of WebEx's services, visit:
http://webex.com/services_conferencing-overview.html

Dow Corning -- http://www.dowcorning.com-- provides performance-
enhancing solutions to serve the diverse needs of more than 25,000
customers worldwide. A global leader in silicon-based technology
and innovation, offering more than 7,000 products and services,
Dow Corning is equally owned by The Dow Chemical Company (NYSE:
DOW) and Corning Incorporated (NYSE: GLW). More than half of Dow
Corning's sales are outside the United States.

WebEx Communications, Inc. is the world's leading provider of Web
communications services. WebEx services are used across the
enterprise in sales, support, training, marketing, engineering and
product design. WebEx provides carrier-class services using its
MediaTone communications platform deployed over the WebEx
MediaTone Network, a high-speed global network specifically
designed for secure, real-time Web communications. With its unique
information-switching technology, multimedia capabilities and
standards-based APIs, MediaTone is the dial tone for Web
communications. WebEx Communications is based in San Jose,
California and has regional headquarters in Europe and Asia. Visit
http://www.webex.comfor more information.


EAGLE FOODS CENTER: Court Approves Sale of Certain Stores
---------------------------------------------------------
Eagle Food Centers, Inc., which owns and operates supermarkets in
Illinois and Iowa, announced that the U.S. Bankruptcy Court for
the Northern District of Illinois confirmed the sale of certain
Eagle stores.

The Court approved separate purchase agreements for certain assets
related to the following locations:
                                                   Anticipated
                                                   Transaction
  Purchaser          Store Location                Closing Date
  ---------          --------------                ------------
  The Bobak
  Acquisition Corp.  Store # 110 -                 Oct. 3, 2003
                       Naperville, IL

  Crystal Lake L.P.  Store # 289 -                 Oct. 7, 2003
                       Crystal Lake, IL

  Jefferson Capital
     Group, Inc.     Store # 111 - Elgin, IL       Oct. 10, 2003
                     Store # 86 - Montgomery, IL

  Tesbo Conception   Store #075 - Rock Island, IL  Oct. 8, 2003
     Group LLC        (including building & land)

  Downtown Eagle     Store# 130 - Dubuque, IA      Oct. 14, 2003
    Corporation      Store #234 - Clinton, IA

Store #311 in Belvidere, IL and Store #008 in East Moline, IL have
been held over and will be heard by the Court on October 23, 2003.

Eagle Foods will continue to market the balance of its stores and
infrastructure. If the facilities are not purchased, Eagle Food
Centers anticipates closing its remaining facilities by the end of
October.


ENCOMPASS SERVICES: Court Clears Settlement with Liberty Mutual
---------------------------------------------------------------
On October 30, 1998, Group Maintenance American Corp.,
predecessor-in-interest to Encompass Services Corporation,
executed a General Agreement of Indemnity on behalf of Liberty
Mutual Insurance Company.  Pursuant to the Indemnity Agreement,
Group Maintenance agreed to indemnify and save harmless Liberty
from any and all loss, damage or expense by reason of Liberty
executing or delivering surety bonds on the Debtors' behalf.

In reliance on the Indemnity Agreements, Liberty, as Surety,
issued various prepetition surety bonds on behalf of certain of
the Debtors in connection with various projects and their related
contracts.

Keith A. Langley, Esq., at Godwin Gruber, PC, in Dallas, Texas,
relates that the Debtors' business required, and continues to
require, the ongoing effectiveness of existing prepetition Bonds
and the issuance of postpetition Bonds called for by various
governmental and private entities in support of the Bonded
Contracts and Projects, including those assigned to third-parties
and those retained by the Debtors.

In consideration of Liberty's forbearance from canceling existing
postpetition Bonds and to facilitate Liberty's agreement to issue
further postpetition surety bond credit so as to allow the
Debtors to operate their businesses postpetition and on a going
forward basis, Mr. Langley recounts that the Debtors entered into
certain postpetition financing agreements with various surety
providers including Liberty.  

The Debtors obtained authority to enter into the Surety
Agreements with Liberty by entry of the Interim and Final Surety
Orders on November 26, 2002 and January 24, 2003.

Pursuant to the Interim and Final Surety Orders:

   -- The Court found that the Debtors were and are unable to
      find surety bond credit on terms more favorable than those
      offered by the sureties, including Liberty.  The Court
      further discovered that the relief granted by the Interim
      and Final Surety Orders was necessary to avoid immediate
      and irreparable harm and injury to the Debtors' estates
      which would otherwise result from a lack of continuing and
      going forward surety bond credit;

   -- The Court approved the Debtors' entry into the Surety
      Agreements, whereby Liberty agreed to extend postpetition
      surety bond credit to the Debtors, as more fully set forth
      in the Surety Agreements.  In consideration of Liberty's
      extension of postpetition surety bond credit, the Debtors
      agreed to provide Liberty with cash and other collateral.

      Mr. Langley notes that the Debtors have provided Liberty
      with the cash and other collateral.  The collateral was
      intended to secure Liberty from all loss, damage, costs and
      expenses, which Liberty may sustain, in connection with
      the Bonds, Bonded Projects, Indemnity Agreement, or
      otherwise in relation to these matters -- the Surety Loss;
      and

   -- The Debtors assumed each and every Bonded Contract and
      affirmed the Indemnity Agreement and other obligations of
      indemnity, and Liberty was granted an administrative class
      claim for the Surety Loss.

Pursuant to the Court's July 2, 2003 Order, the Revolving Lenders
agreed to purchase from Liberty for $17,000,000, a $22,000,000
letter of credit provided to Liberty by the Debtors as collateral
for the payment of Surety Loss.  In connection with the Order,
Liberty agreed to look first to the proceeds of the sale of the
letter of credit as reimbursement for Surety Loss, and then only
to seek recovery from the estate as an administrative expense to
the extent that it incurs Surety Loss exceeding $17,000,000.

By this motion, Liberty asks the Court to allow it a contingent
administrative claim to the extent it may incur Surety Loss in
excess of $17,000,000, or to the extent which Liberty determines
that the $17,000,000 is otherwise insufficient to repay it for
future or additional Surety Loss, whether liquidated or
contingent.  Liberty further asks the Court for a 120-day
extension of time in which to amend and liquidate its
administrative claim.  

Mr. Langley points out that many Bonds remain outstanding in an
aggregate penal amount, significantly exceeding $17,000,000 and
Liberty could incur future Surety Loss in excess thereof.  Thus,
Liberty reserves the right to file further applications for
administrative expense as necessary to accurately set forth
amounts recoverable by it as administrative expenses, pursuant to
its rights and remedies under the Bonds, the Indemnity Agreement,
the Surety Agreements, the Interim and Final Surety Orders, or
otherwise.

Liberty has filed 126 General Unsecured Claims in the Debtors'
bankruptcy cases.    

                          *     *     *

Subsequently, the Debtors and Liberty reached an agreement, which
the Court approved, settling Liberty's request and 126 General
Unsecured Claims.

The parties agreed that:

   (a) Liberty's 126 General Unsecured Claims are voluntarily
       withdrawn;

   (b) any objection by the Debtors to Liberty's General
       Unsecured Claims is moot and is withdrawn based on
       Liberty's withdrawal of its General Unsecured Claims;

   (c) Liberty is granted an Administrative Expense claim for $1,
       the value of which is contingent on additional Surety
       Loss, which may be incurred by Liberty;

   (d) Liberty is granted up to and including December 6, 2003 to
       file an Amended Administrative Expense Claim to assert the
       full amount of its liquidated claim or to assert an
       estimated claim, and nothing will prevent the Debtors from
       objecting to the value of the claim once filed; and

   (e) the extended deadline of December 6, 2003 will not be
       further extended absent a showing of good cause by Liberty
       or agreement between the parties. (Encompass Bankruptcy
       News, Issue No. 19; Bankruptcy Creditors' Service, Inc.,
       609/392-0900)


ENERGY WEST: Arranges New $23M Credit Facility with LaSalle Bank
----------------------------------------------------------------
Energy West, Incorporated (Nasdaq: EWST) has entered into a
$23 million secured revolving credit facility with LaSalle Bank
National Association.  

The credit facility replaces the Company's line of credit with
Wells Fargo Bank Montana, and proceeds from the LaSalle facility
were used to pay in full the amounts due to Wells Fargo.  The
Company utilized $2.2 million of the new line of credit to pay the
final settlement amount with PPL Montana, LLC, terminating all
proceedings in the lawsuit.

The terms of the LaSalle credit facility require that the Company
restructure its long term debt by March 31, 2004.  In connection
with that restructuring, the Company will seek to increase the
amount of its long term debt by approximately $8 million and the
LaSalle credit facility would be correspondingly reduced.  The
credit facility also provides that the Company must complete the
restructuring of its long term debt before reinstating a dividend.

Energy West's Interim President and CEO John C. Allen stated, "We
are very pleased to announce the completion of this new credit
facility with LaSalle. This is a significant step forward in our
effort to strengthen the Company's balance sheet and our effort to
reinstate a cash dividend.  While we are disappointed in our
fiscal year 2003 results announced separately [Tues]day, we
believe this credit facility, together with substantial cost
control measures we have instituted provides a solid foundation
for the future of our Company. We look forward to a long and
beneficial relationship with LaSalle as our line of credit
lender."

Allen added, "The immediate effect of completing this deal is to
provide a stable lending relationship for our operating cash needs
and allow our management team to focus on implementing our
business plan to increase shareholder value."

Energy West's March 31, 2003 balance sheet shows that its total
current liabilities exceeded its total current assets by about
$2.4 million.


ENERGY WEST: Reports Preliminary Fiscal Year 2003 Fin'l Results
---------------------------------------------------------------
Energy West, Incorporated (Nasdaq: EWST) released its preliminary
earnings for fiscal year 2003.  

The Company reported a consolidated net loss of $77,000 or a loss
of $.03 per share as compared to net income of $1,401,000 or $.55
per share for the same period in fiscal year 2002.  The most
significant factor causing the decrease of $1,478,000 from the
previous fiscal year was legal costs incurred by the Company's
wholly owned subsidiary, Energy West Resources, Inc., in its
recently settled contract dispute with PPL Montana, LLC. Under the
terms of the settlement, EWR paid PPLM a total of $3,200,000.  The
final payment of $2,200,000 which was due on September 30 was paid
as scheduled.  The settlement had minimal impact on fiscal year
2003 earnings due to previously established reserves and various
cost cutting measures taken by the Company, including elimination
of certain bonuses otherwise scheduled to be paid to executives.

The Company's full and complete earnings by segment will be
available when it files its annual 10-K with the Securities and
Exchange Commission.

Energy West's March 31, 2003 balance sheet shows that its total
current liabilities exceeded its total current assets by about
$2.4 million.


GEERLINGS & WADE: Plans to Deregister Common Stock with SEC
-----------------------------------------------------------
Geerlings & Wade, Inc. (Nasdaq SmallCap: GEER) --
http://www.geerwade.com-- the nation's largest direct mail and  
Internet retailer of premium wines and wine-related products to
consumers, plans to become a private company by filing a Form 15
with the Securities and Exchange Commission to deregister its
common stock and suspend its reporting obligations under the
Securities and Exchange Act of 1934.

The Company expects that the deregistration will become effective
within 90 days of its filing with the SEC.

Upon filing of the Form 15, the Company's obligation to file with
the SEC certain reports and forms, including Forms 10-K, 10-Q and
8-K, will immediately be suspended. In addition, the common stock
of Geerlings & Wade, Inc. will no longer be eligible for quotation
on the Nasdaq SmallCap Market. The Company anticipates that its
common stock will be quoted on the Pink Sheets following today's
Form 15 filing and subsequent delisting from Nasdaq SmallCap
Market, to the extent market makers commit to make a market in its
shares. However, the Company can provide no assurance that trading
in its common stock will continue.

Huib Geerlings, President and Chief Executive Officer, stated:
"After careful consideration, the Company took this action because
the disadvantages to our shareholders of continuing as a public
Company far outnumber the advantages to them. The burden placed on
the Company, given its size, for maintaining its public status is
considerable, from a financial and strategic standpoint.
Considering the lack of analyst coverage and the very thinly
traded nature of our stock, the Board of Directors believes that
the Company and its shareholders are not receiving a meaningful
benefit from being publicly traded. We believe that our
shareholders are better served with the Company being private,
which will allow management to focus all resources on implementing
the Company's business plan and thus position the Company to
enhance long-term shareholder value. The Company intends to update
its shareholders with financial information on an annual basis."

Geerlings & Wade, founded in 1986, is America's leading direct
retailer of fine wine and wine accessories with retail locations
in 15 states, home and office delivery to 27 states, and a devoted
following of thousands of regular customers and wine club members.
The Canton, MA-based Company has developed a streamlined
purchasing system that allows it to source quality wines directly
from wineries around the world. G&W has cultivated relationships
with hundreds of renowned wineries and negotiants in France,
Italy, Australia, Chile and California. Consumers and investors
are encouraged to contact Geerlings & Wade at 1-800-782-9463 or on
the World Wide Web at http://www.geerwade.com  

                            *     *     *

In May 2003, the Company said that as a result of the weaker than
expected sales and higher expenses it violated certain financial
covenants of the credit agreement with its outside directors in
the quarter ended March 31, 2003. The directors agreed to waive
these covenant violations and any future financial covenant
violations through May 2003 and the Company intended to seek an
amendment to the credit agreement to reflect new covenants based
on revised financial projections. The Company believed it would
have adequate cash flow to repay its loan to the directors upon
the credit facility's scheduled termination without significant
adjustments to its business plan in 2003.


GENCORP INC: Will Publish Third Quarter Results on October 6
------------------------------------------------------------
GenCorp Inc. (NYSE: GY) announced that its analyst conference call
to discuss third quarter 2003 earnings will be broadcast live on
the Internet and will be accessible to the public from the
Company's Web site -- http://www.GenCorp.com-- at 8:00
AM (PDT) on Monday, October 6, 2003.  The Company will release
earnings that morning before the open of markets.

The broadcast is anticipated to be about one hour in length.  
Participants will be in a listen mode only and must have
WindowsMedia software loaded onto their computers for access. To
hear the live or replayed conference call, look for the link on
the GenCorp website and simply follow the instructions provided
there.

GenCorp (S&P, BB Corporate Credit Rating, Stable) is a multi-
national, technology-based manufacturer with operations in the
automotive, aerospace, defense and pharmaceutical fine chemicals
industries. Additional information about GenCorp can be obtained
by visiting the Company's Web site at http://www.GenCorp.com  


GEO-CON INC.: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Geo-Con Inc.  
        4075 Monroeville Blvd.  
        Monroeville, PA 15146

Bankruptcy Case No.: 03-23652

Chapter 11 Petition Date: September 30, 2003

Court: Southern District of New York (White Plains)

Debtor's Counsel: Jonathan S. Pasternak, Esq.
                  Rattet, Pasternak & Gordon Oliver, LLP  
                  550 Mamaroneck Avenue  
                  Suite 510  
                  Harrison, NY 10528  
                  (914) 381-7400  
                  Fax : (914) 381-7406  
                  Email: jsp@rattetlaw.com

Total Assets: $9,946,978 (as of July 25, 2003)

Total Debts:  $7,090,001 (as of July 25, 2003)

Debtor's 20 Largest Unsecured Creditors:

Entity                           Claim Amount
------                           ------------
Phoenix Construction             $240,209

Hertz Equipment                  $194,799

Financial Federal                $130,217

Hine Sitework                    $126,236

Corporate One                     $95,112

Wyo-Ben                           $93,287

Griffen Soil                      $93,279

Equipment Corp of America         $92,954

Selby's Soil                      $89,065

Kappe Associates                  $85,543

Dorfman Construction              $81,411

Meadville Land Services           $79,333

Sunstate Equipment                $68,592

Lee Supply                        $66,677

National City
Cor Atin Leasing Dept.            $62,144

Beckwith Machinery                $61,215

Stapke & Harris                   $52,120

Godwin Pumps                      $50,783

Essex Crane                       $48,136

US Filter                         $47,885


GOODYEAR TIRE: Look for Third Quarter Results on October 23
-----------------------------------------------------------
The Goodyear Tire & Rubber Company (NYSE: GT) will report third
quarter 2003 financial results on Thursday, Oct. 23, to be
followed by an investor conference call at 10:00 a.m. EDT.

Participating in the conference call will be Robert J. Keegan,
chairman and chief executive officer; and Robert W. Tieken,
executive vice president and chief financial officer.  They will
review Goodyear's third quarter results.

Prior to the commencement of the call, Goodyear will post
financial information, along with other statistical information
that will be presented, on its investor relations Web site:
investor.goodyear.com

Shareholders, members of the media, and other interested persons
may access the conference call on the Web site or via telephone by
calling (706) 634-5954 before 9:55 a.m. on Oct. 23.  A taped
replay of the conference call will be available at 2 p.m. that day
by calling  (706) 634-4556.  The call replay will also remain
available on the Web site.

As previously reported, Fitch Ratings removed the Rating Watch
Negative on the 'B+' for the senior secured debt and 'B' for the
senior unsecured debt ratings of Goodyear Tire & Rubber Company.
The Rating Outlook is Negative. Approximately $5 billion of debt
is affected.


GTC TELECOM: June 30 Balance Sheet Upside-Down by $6 Million
------------------------------------------------------------
GTC Telecom Corp. (OTCBB:GTCC) announced its audited results for
the fiscal year ended June 30, 2003.

The company was essentially break-even for the fiscal year ended
June 30, 2003, recording a net loss of $29,106. The following
information can be viewed in more detail in the company's annual
report on Form 10K-SB, which can be found at
http://www.sec.gov/edgar  

Net revenues for the fiscal year ended June 30, 2003 were
$15,147,658. The net loss for fiscal 2003 was $29,106 or $0.00 per
share. The weighted average number of common shares outstanding
for fiscal 2003 was 20,634,314.

Eric Clemons, President of GTC Telecom stated: "Fiscal 2003 was a
difficult year. The recent entry by Baby Bells such as SBC
Communications Inc., Verizon Communications Inc., and others into
the long distance market; coupled with the entry of MCI, AT&T, and
others into the local market, have resulted in the spread of
local/long distance bundled plans. Additionally, we have seen an
increasing number of users transition from traditional wire-line
service to wireless and Internet telephony services this year.
These market changes contributed to a decline in GTC's revenues
from the prior year. Despite these challenges, we are pleased with
our results and have achieved significant progress."

Major company accomplishments during fiscal year 2003 include the
following

-- GTC's Perfexa Solutions subsidiary opened a call center and IT
   development center in India on May 1, 2003.

-- GTC increased operational efficiency by integrating its
   customer service and IT development work with Perfexa, thereby
   reducing U.S. headcount by approximately 50%.

-- Perfexa Solutions commenced selling its customer service and IT
   BPO services to other companies.

-- GTC continues progress towards providing local service
   (licensed as a CLEC in 10 states: California, Colorado,
   Florida, New York, Massachusetts, New Jersey, Nevada, Ohio,
   Pennsylvania, and Texas).

-- GTC narrows net loss to $29,106 from $1,311,667.

Clemons continued: "One of the major accomplishments for the year
was the completion of our Perfexa subsidiary's call center and IT
development center in India. We believe that despite significant
start-up costs, the integration of Perfexa operations will result
in significant savings for the company as well as create a more
diversified business and provide expanded revenue opportunities
for growth in the fast-growing Business Process Outsourcing
market."

Mr. Clemons concluded: "In an effort to meet new market
challenges, we continue our progress towards offering local
telecom service. Currently, we are licensed to provide local
service in 10 states and have begun development of our local
offerings. We hope that our continuing efforts to reduce costs and
open new markets will result in increased revenues and
profitability in the upcoming year."

Founded in 1997, GTC Telecom and its subsidiaries provide long-
distance, calling card, conference calling and toll-free services;
Internet access to residential customers throughout the United
States; as well as Business Process Outsourcing services. GTC
provides its services directly to consumers, as well as through
affiliate marketing programs with companies like Best Buy Inc. For
more information visit http://www.gtctelecom.com  

In its Form 10-KSB filed with the Securities and Exchange
Commission, GTC Telecom's independent accountants Squar, Milner,
Reehl & Williamson, LLP reported:

"The [Company's] consolidated financial statements have been
prepared assuming that the Company will continue as a going
concern. The Company has incurred operating losses in the last two
years, has a working capital deficit of $3,601,382, liabilities
from the underpayment of payroll taxes, an accumulated deficit  of
$15,248,585, and a stockholders' deficit of $6,392,967 at June 30,  
2003.  These factors, among others, raise substantial doubt about
the Company's ability to continue as a going concern."


HOUGHTON MIFFLIN: S&P Rates HM's $150MM Sr. Discount Notes at B
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its B rating to
Houghton Mifflin Co.'s holding company HM Publishing Corp.'s Rule
144A offering of $150 million senior discount notes due 2013.

In addition, Standard & Poor's assigned a BB- corporate credit
rating to HM Publishing. At the same time, Standard & Poor's
revised its outlook on Houghton Mifflin to negative from stable
and affirmed its BB- corporate credit rating. The Boston,
Massachusetts-based educational publisher has pro forma total debt
of $1.36 billion as of June 30, 2003.

Issue proceeds will be used to pay a special dividend to its
common stockholders, Thomas H. Lee Partners L.P., Bain Capital
Partners LLC, and the Blackstone Group. "The transaction results
in a modest increase in financial risk at a time when educational
publishing industry trends are under state and local budgetary
pressures," said Standard & Poor's credit analyst Hal F. Diamond.

The ratings reflect high financial risk resulting from the 2002,
$1.66 billion leveraged acquisition of the company and the $150
million special dividend, only partly offset by its strong
business position in educational publishing and relatively stable
operating performance.

Houghton Mifflin is the fourth largest U.S. educational publisher,
with long-standing, solid market shares in elementary and
secondary school publishing. The industry has significant barriers
to entry because high start-up costs and long lead times are
required to develop and market educational programs. The company
is well positioned to take advantage of increasing school
enrollments and textbook adoption opportunities over the
intermediate term.

The company needs to improve operating performance and generate
increasing discretionary cash flow to service the discount notes,
which require mandatory cash interest payment in 2009.


HOUSTON EXPLORATION: Names Tim R. Lindsey as VP of Exploration
--------------------------------------------------------------
The Houston Exploration Company (NYSE: THX) announced that Tim R.
Lindsey has joined the company in the newly created position of
Vice President of Exploration.  

Lindsey's primary responsibilities will involve assessing the
company's current and future exploration programs and evaluating
new regions within the United States for the company to consider
for expansion.

Lindsey worked for more than 27 years in various capacities at
Marathon Oil Company including senior management roles in both
domestic and international exploration and business development.  
Most recently he was Marathon's International Exploration Manager.  
Nearly 20 years of his career were spent focusing on domestic
operations in the Rocky Mountains, onshore Gulf Coast and offshore
Gulf of Mexico areas.

Lindsey holds a bachelor's degree in geology from Eastern
Washington University and completed graduate studies in economic
geology at the University of Montana.  In addition, he
participated in the Advanced Management Program at the Kellogg
School of Management at Northwestern University and is a member of
the American Association of Petroleum Geologists.

The Houston Exploration Company (S&P, BB Long-Term Corporate
Credit Rating, Stable) is an independent natural gas and oil
company engaged in the development, exploitation, exploration and
acquisition of natural gas and crude oil properties.  The
company's operations are focused in South Texas, the shallow
waters of the Gulf of Mexico and the Arkoma Basin with additional
production in East Texas, South Louisiana and West Virginia. For
more information, visit the company's Web site at
http://www.houstonexploration.com


INT'L FIBERCOM: Chapter 7 Trustee Taps Steve Brown as Counsel
-------------------------------------------------------------
Maureen Gaughan, the duly appointed Chapter 7 Trustee for the
estates of International Fibercom, Inc., asks the U.S. Bankruptcy
Court for the District of Arizona for permission to hire Steve
Brown & Associates, LLC, as her attorneys in this liquidation
proceeding.  

Ms. Gaughan tells the Court that she needs to employ the firm to:

     a. advise and consult with her concerning questions arising
        in the conduct of the administration of the estate and
        concerning her rights and remedies with regard to the
        estate's assets and the claims of secured, preferred and
        unsecured creditors and other parties in interest;

     b. appear for, prosecute, defend and represent her interest
        in actions arising in or related this case;

     c. investigate and prosecute preference and other actions
        arising under the Trustee's avoiding powers; and

     d. assist in the preparation of such pleadings, motions,
        notices and orders as are required for the orderly
        administration and/or liquidation of this estate.

Steven J. Brown, Esq., managing member of Steve Brown &
Associates, LLC tells the Court that his firm will bill the
estates its normal hourly billing rates of:

     Members                     $230 per hour

     Associates, Of Counsel
       and Contract Attorneys    $150 to $190 per hour

     Salaried and Contract
       Legal Assistants          $75 to $85 per hour

International Fibercom, Inc. resells used, refurbished
communications equipment, including fiber-optic cables. The
Company filed for chapter 11 protection on February 13, 2002 and
converted its cases under chapter 7 proceedings of the Bankruptcy
Court on August 25, 2003 (Bankr. Ariz. Case No. 02-02143).  


INTERNATIONAL STEEL: S&P Affirms BB Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook on
integrated steel manufacturer International Steel Group Inc. to
developing from positive based on uncertainties regarding the
company's integration plan.

Standard & Poor's said that it affirmed its BB corporate credit
rating on the company. Cleveland, Ohio-based International Steel
currently has about $980 million in total debt. The developing
outlook means the company's ratings could be raised, lowered, or
affirmed.

"The outlook revision reflects Standard & Poor's concerns
regarding International Steel's ability to execute its integration
plans and realize expected improvements from its planned
efficiency initiatives while achieving operating performance
consistent with the current ratings," said Standard & Poor's
credit analyst Paul Vastola. "In addition, the company's liquidity
of almost $100 million is far below Standard & Poor's original
expectations." The poor financial performance since March also
raises uncertainties about the ability of International Steel to
successfully complete its planned $250 million initial public
offering during the fourth quarter of 2003.

Mr. Vastola said that although Standard & Poor's expects the
company's financial performance to improve as savings from
headcount reductions totaling $280 million annually and recent
price increases begin to be realized in the fourth quarter, the
immediate improvement in performance may not be sufficient to
offset challenging market conditions.
      

INVATECH INC.: Case Summary & 24 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Invatech Inc.  
        100 Wood Avenue South  
        Iselin, NJ 08830

Bankruptcy Case No.: 03-23650

Chapter 11 Petition Date: September 30, 2003

Court: Southern District of New York (White Plains)

Debtor's Counsel: Jonathan S. Pasternak, Esq.
                  Rattet, Pasternak & Gordon Oliver, LLP  
                  550 Mamaroneck Avenue  
                  Suite 510  
                  Harrison, NY 10528  
                  (914) 381-7400  
                  Fax : (914) 381-7406  
                  Email: jsp@rattetlaw.com

Total Assets: $32,590,860 (as of June 30, 2003)
Total Debts:  $20,320,480 (as of June 30, 2003)

Debtor's 24 Largest Unsecured Creditors:

Entity                           Claim Amount
------                           ------------
Mathers Associates               $400,000
230 Mathers Road
Ambler, PA 19002

AFCO                             $180,928

PricewaterhouseCoopers, LLP      $167,683

Gary Koval                       $100,000

John & Kyriakos Stamatiou        $100,000

Greenberg Traurig, LLP            $64,943

Dr. Naresh Kumar                  $50,000

Steven & Maria Kamil              $50,000

Eaton & Van Winkle                $47,145

Brent Hanratty                    $39,830

Andrew A. Levy, Esq.              $38,180

Sills Cumin Radin et al           $31,180

Pravin M. Bhakta                  $30,000

Jayant Kumar Patel                $25,000

Robert T. Hutson                  $25,000

Jerry Meadows                     $25,000

David and/or Diane Pape           $25,000

Madison Ave. Leasehold LLC        $20,896

Kevin Dixon                       $20,000

Dr. Kumbalatara Siripala          $20,000

John Treanor Smith &              $20,000
Margaret Bickle

Anthony & Kristy Rudel            $20,000

Shimone Azulay                    $20,000

Julius Rudel                      $20,000


JARDEN CORPORATION: Completes 3-Million Share Public Offering
-------------------------------------------------------------
Jarden Corporation (NYSE: JAH) closed its public offering of
3,220,000 shares of common stock at $37 per share, including the
420,000 over-allotment option, which the underwriters exercised
yesterday.  Including proceeds from the over-allotment, net
proceeds from the offering total approximately $112.4 million. The
net proceeds are expected to be used for working capital and
general corporate purposes, including, but not limited to,
potential future acquisitions and debt repayment.

CIBC World Markets and Banc of America Securities LLC acted as
joint book running managers of the offering.  SunTrust Robinson
Humphrey and William Blair & Company acted as co-managers of the
offering.

Copies of the final prospectus supplement and related prospectus
may be obtained from CIBC World Markets by facsimile request at
212-667-6136 or by email request at useprospectus@us.cibc.com or
from Banc of America Securities LLC by facsimile request at 212-
230-8540 or by email request at
DL-ProspectusDistribution@bofasecurities.com.

Jarden Corporation (S&P, B+ Corporate Credit Rating, Stable) is a
leading provider of niche consumer products used in and around the
home under well-known brand names including Ball(R), Bernardin(R),
Crawford(R), Diamond(R), FoodSaver(R), Forster(R), Kerr(R),
Lehigh(R) and Leslie-Locke(R).  In North America, Jarden is the
market leader in several consumer categories, including home
canning, home vacuum packaging, kitchen matches, branded retail
plastic cutlery, toothpicks and rope, cord and twine. Jarden also
manufactures zinc strip and a wide array of plastic products for
third party consumer product and medical companies, as well as
its own businesses.


KINGSWAY FINANCIAL: S&P Keeps Watch on Credit and Debt Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its counterparty credit
and senior unsecured debt ratings on Toronto, Ont.-based Kingsway
Financial Services Inc. (Kingsway; TSE: KFS) on CreditWatch with
negative implications.

The CreditWatch placement follows the announcement by Kingsway
that it had identified a shortfall in its previous years' claims
reserving for its Canadian operating company, Kingway General
Insurance Co. (Kingsway General). This shortfall will result in
the company increasing provisions for unpaid claims occurring
before Dec. 31, 2002, by about C$30 million and will reduce net
income by about C$20 million in the third quarter of 2003. The
adverse development of Kingsway General's previous years' claims
for the six months ended June 30, 2003, was approximately C$30
million, reducing net income for the six-month period by C$20
million, which has been accounted for in the company's year-to-
date financial statements. These adjustments are mainly a result
of Kingsway General's Alberta-based nonstandard automobile
business, its Ontario-based commercial automobile business, and
its trucking business.

Standard & Poor's intends to meet with Kingsway in the upcoming
month to further review the company's reserving practices and
internal controls, and the reporting structure of Kingsway's
operating subsidiaries. The CreditWatch placement is expected to
be resolved within a month. If ratings actions are required at the
end of this review, Standard & Poor's does not expect more than a
one-notch adjustment to the ratings on Kingsway.

As previously reported, Standard & Poor's Ratings Services
assigned its 'BB+' global scale preferred share rating to Kingsway
Financial Services' guarantee of Kingsway Financial Capital Trust
I's U.S. trust preferred securities issue of up to US$72 million.
The 'BBB' long-term counterparty credit rating on KFS remains
unchanged. The outlook is stable.


KNIGHTHAWK INC: Senior Lender Agrees to Forbear Until October 31
----------------------------------------------------------------
KnightHawk Inc. announced its consolidated financial results for
the three months ended July 31, 2003 and year to date results.

KnightHawk's revenue from continuing operations for the three
months ended July 31, 2003 totaled $3,412,000, an increase of 13%
from $3,025,000 during the same period in 2002. Net loss from
continuing operations for the three month period was $465,000
compared with a net loss of $210,000 during 2002. Net loss for the
period including discontinued operations was $711,000.

KnightHawk's revenue from continuing operations for the nine
months ended July 31, 2003 totaled $9,825,000, a decrease of 1%
from $9,887,000 during the same period in 2002. Net loss from
continuing operations for the nine months ended July 31, 2003 was
$713,000 compared with a net loss of $371,000 during 2002. Net
loss for the period including discontinued operations was
$1,481,000. Earnings before Discontinued Operations, Interest,
Taxes, Depreciation, Amortization and Foreign Exchange Gains on
Long Term Debt were $448,000 for the nine months ended July 31,
2003 compared with $1,443,000 during 2002.

On June 27, 2003 the Company announced that its wholly owned
passenger airline subsidiary, Go Air Express suspended operations.
Negative effects of the SARS health issue and the generally soft
demand for air passenger services lead to this decision.

Subsequent to the end of the quarter, KnightHawk announced that it
entered into a Forbearance Agreement with its largest aircraft
Secured Lender. The Company had been in default of its agreements
with this Secured Lender for several months. Pursuant to the
Forbearance Agreement, the Company will present a restructuring
plan to the Secured Lender with a view to restructuring operations
to provide the Company's future profitability. Unless the
indebtedness in favor of the Secured Lender is restructured or the
Forbearance Agreement renewed, the Forbearance Agreement will
terminate on October 31, 2003. In the event that the Forbearance
Agreement terminates, the Secured Lender will be entitled to
exercise its remedies with respect to the collateral pledged.

KnightHawk provides contract rail and air services, carrying
freight both domestically and transborder between Canada and the
United States. KnightHawk's rail operations are conducted through
its subsidiary the Kelowna Pacific Railway which operates 104
miles of former CN trackage in the Okanagan Valley of British
Columbia. KnightHawk's air division operates a fleet of five
aircraft, and during the past ten years and over 40,000 flying
hours has maintained an on-time performance record of over 99%, a
crucial reliability factor for its customers. For further
information visit http://www.knighthawk.ca


LEAP WIRELESS: Sues Endesa to Recover $35 Million Plus Interest
---------------------------------------------------------------
Inversiones Leap Wireless, Chile, S.A. and Endesa, S.A., a
Spanish corporation, are parties to a written Share Purchase
Agreement dated June 2, 2000.  Pursuant to the Agreement, Endesa
delivered to the Debtors a Non-negotiable Note in the principal
amount of $35,000,000.  Under the Note, Endesa agreed to pay on
June 2, 2001 the principal plus interest.

Inversiones Leap was a wholly owned subsidiary of Leap Wireless
International, Inc., until its merger with Leap Wireless in March
2003.  Because of the merger, Inversiones Leap's assets are now
owned by Leap Wireless International.

Endesa, which is organized and existing under the laws of Spain,
does business in the U.S. directly and through affiliates.  
Depository shares of Endesa stock are listed and traded on the
New York Stock Exchange.

The Debtors complain that Endesa did not pay the principal or
interest due under the Note and owes Leap, as Inversiones Leap's
successor, the amount of the Note plus interest.  Frank E.
Rogozienski, Esq., in Coronado, California, asserts that the
Debtors are not only entitled to receive the amount due plus
interest but also legal fees and other costs incurred in
connection with the proceeding.  Thus, the Debtors ask the Court
to compel Endesa to pay the principal amount of the Note plus
interest. (Leap Wireless Bankruptcy News, Issue No. 10; Bankruptcy
Creditors' Service, Inc., 609/392-0900)  


LOUISIANA-PACIFIC: Will Move into New Headquarters in Tennessee
---------------------------------------------------------------
Louisiana-Pacific Corporation (LP) (NYSE:LPX) will relocate its
corporate headquarters to Nashville, Tennessee.

The transition is expected to occur over the next 12 to 15 months.
The announcement follows a major restructuring in which LP
divested non-strategic operations to reduce debt and improve
financial flexibility, allowing it to focus on growing its
retained, strategic businesses.

"Following our asset sales, we are a dramatically different
company than we were a couple of years ago -- both in focus and
geographic dispersion. In order to grow in the future, it is
important we bring our key people together," said Mark Suwyn, LP
chairman and chief executive officer. "Nashville is an excellent
fit for our company as we concentrate on growing our businesses.
It's closer to our mills, customers and financial shareholders,
while offering an affordable, good quality of life for our
employees and a positive business climate."

Nashville was one of four cities being considered for LP's
headquarters. The other cities under consideration were Charlotte,
North Carolina; Richmond, Virginia; and Portland, Oregon, the
location of LP's current headquarters.

Suwyn continued, "All four cities demonstrated their desire to
attract or retain our headquarters. Each provided extensive
information and unique proposals that assisted us tremendously in
our study. We truly appreciate each locations' efforts and
cooperation throughout the process."

As part of this announcement, LP stated it intends to retain a
significant presence in the Portland, Oregon, area. "Our people
enjoy living in Portland. While there will be various positions
that will transition over time to our new headquarters in
Nashville, we will retain approximately 130 positions in the
Portland area and are developing plans to move approximately 15
additional positions to the Northwest as part of the overall
consolidation," said Suwyn.

Additionally, LP will consolidate employees from other
administrative offices to its new headquarters. In addition to the
Portland metro area, LP currently has administrative offices in
Hayden Lake, Idaho; Conroe, Texas; Charlotte, North Carolina;
Montreal, Quebec; Schaumburg, Illinois; and Troy, Michigan.

"The impact on our various administrative offices will differ by
location," said Suwyn. "Some will see minimal impact while others
will consolidate in greater numbers to the new headquarters. We
are in the process of communicating the extent of these changes to
our employees."

LP is a premier supplier of building materials, delivering
innovative, high-quality commodity and specialty products to its
retail, wholesale, homebuilding and industrial customers. Visit
LP's Web site at http://www.lpcorp.comfor additional information  
on the company.

                        *    *    *

Since May 2002, Louisiana-Pacific Corp.'s debt ratings fell into
the low-B levels:

     Debt Obligation                  S&P   Moody's  Fitch
     ---------------                  ---   -------  -----
     Senior Secured Debt              BB+     Ba1      NR
     Senior Unsecured Debt
        8-1/2% Notes due 2005         BB-     Ba1      NR
        8-7/8% Notes due 2010         BB-     Ba1      NR
     Subordinated Debt
        10-7/8% Notes due 2008        B+      Ba2      NR

"Management's desire to significantly reduce debt and focus on
businesses in which the company has competitive market and cost
positions should help stabilize credit quality and result in
acceptable performance throughout the business cycle," S&P said
last year.


LTV STEEL: Plan-Filing Exclusivity Stretched Until December 1
-------------------------------------------------------------
LTV Steel Company Inc., and its liquidating debtor-affiliates
sought and obtained a Court order extending their exclusive
periods to file a Chapter 11 plan until December 1, 2003 and to
solicit acceptances of that plan until February 4, 2004.

The Copperweld Debtors currently expect to complete solicitation
of their Plan by November 30, 2003, but they reserve all of their
rights to seek an extension of their exclusive periods in the
future if necessary or appropriate.

David G. Heiman, Esq., Heather Lennox, Esq., and Nicholas M.
Miller, Esq., at Jones Day Reavis & Pogue, in Cleveland, Ohio, and
Jeffrey B. Ellman, Esq., in Columbus, Ohio, tell Judge Bodoh that
the Debtors have continued to advance the processes for resolving
their Chapter 11 cases under two discrete paths.

First, Copperweld Corporation and its affiliates, which are the
only remaining operating Debtors, filed their joint plan of
reorganization for their Chapter 11 cases on August 5, 2003.

Second, LTV Corporation and the liquidating Debtors have
liquidated their operating assets and are in the process of
determining the appropriate means by which their Chapter 11 cases
may be concluded.

A critical element of the Debtors' cases is stability. Maintaining
the status quo will preserve the extant knowledge base of the
Debtors' current management, which, in turn, will promote the most
efficient, economic and timely resolution of these cases.  Today,
no other constituency is in as good a position as the Debtors to
complete the resolution process.

Concurrently with these activities, the Liquidating Debtors are
addressing the numerous day-to-day administrative matters in these
Chapter 11 cases, which, considering the more than 6,000 pleadings
filed in these cases to date, is a substantial task in and of
itself.  In addition, the Liquidating Debtors have worked
diligently to take the steps that they determined in their
business judgment were necessary to preserve the value of their
assets.

Accordingly, at this stage in the Liquidating Debtors' Chapter 11
cases, any plan that may be proposed by the Liquidating Debtors --
or any other party -- would be premature.  Any clarity will only
be possible after the intercompany claims settlement has been
approved and the Copperweld Debtors' Joint Plan has been
confirmed. (LTV Bankruptcy News, Issue No. 55; Bankruptcy
Creditors' Service, Inc., 609/392-00900)


LUCENT TECHNOLOGIES: Hosting Conference Call on October 22, 2003
----------------------------------------------------------------
Lucent Technologies (NYSE: LU) invited investors and others to
listen to its quarterly results conference call to be broadcast
live over the Internet on Wednesday, Oct. 22, 2003, at 8:30 a.m.
EDT.

     What:    Lucent Technologies Fourth Fiscal Quarter 2003
              Results Conference Call

     When:    Wednesday, Oct. 22, 2003, at 8:30 a.m. EDT

     Where:   http://www.lucent.com/investor/conference/webcast

     How:     Simply log on to the Web at the address above, then
              click on the "audio" button

The call will be available for replay on Lucent's Web site through
Oct. 29, 2003, at
http://www.lucent.com/investor/conference/webcast

Lucent Technologies (S&P, B- Corporate Credit Rating, Negative
Outlook), headquartered in Murray Hill, N.J., USA, designs and
delivers networks for the world's largest communications service
providers. Backed by Bell Labs research and development, Lucent
relies on its strengths in mobility, optical, data and voice
networking technologies as well as software and services to
develop next-generation networks.  The company's systems, services
and software are designed to help customers quickly deploy and
better manage their networks and create new, revenue-generating
services that help businesses and consumers. For more information
on Lucent Technologies, visit its Web site at
http://www.lucent.com


MAGELLAN HEALTH: R2 Investments Backs Third Amended Reorg. Plan
---------------------------------------------------------------
Magellan Health Services, Inc. (OCBB:MGLH) has gained the support
of its largest unsecured creditor, R2 Investments LDC, for the
Company's Third Amended Plan of Reorganization as modified in
documents filed Thursday, September 25, 2003 with the U.S.
Bankruptcy Court for the Southern District of New York and that R2
has indicated its intention to vote in favor of the Plan.

The Official Committee of Unsecured Creditors appointed in
Magellan's Chapter 11 case has already endorsed the Plan and has
strongly recommended that all creditors vote in favor of it.

The deadline for voting on the Plan was September 30, 2003. A
hearing on confirmation of the Plan is scheduled for October 8,
2003.

The Plan, if consummated, will result in a reduction in debt of
approximately $600 million and $150 million of new equity invested
in Magellan. If the Plan is approved by all classes of creditors,
all aspects of the Plan can be implemented, including provision of
1.3% and 0.3% of the new common stock in reorganized Magellan to
the Company's existing preferred and common stockholders,
respectively, which would not be permitted if the Plan were to be
approved over the objection of any creditor class.

In order to address R2's concerns, Magellan agreed to make certain
non-material modifications to the Plan, including expanding the
Board of Directors of reorganized Magellan from seven to nine
members. Three of the nine initial members will be appointed by
the Official Committee of Unsecured Creditors, two of whom have
already been selected by the Committee and are acceptable to R2;
four will be appointed by Onex Corporation, which is investing or
backstopping the $150 million equity investment; and two will be
members of management. In addition, stockholders of reorganized
Magellan will be afforded certain tag-along rights and R2 was
granted rights to participate in certain future investments in
Magellan by Onex, if any. The details of the modifications to the
Plan have been filed with the Bankruptcy Court of the Southern
District of New York. R2 has agreed to withdraw all objections to
the Plan and its recent appeal of the Bankruptcy Court's decision
denying termination of Magellan's exclusivity period. R2 holds
$212.5 million in 9% senior subordinated notes and $29.8 million
in 9-3/8% senior notes.

Steven J. Shulman, chief executive officer of Magellan, said, "We
are very pleased to have gained the support of R2 for our Plan of
Reorganization. This development clearly paves the way for full
acceptance of our Plan, and for all of the Company's creditor
classes to receive the full benefits of the Plan. Magellan is
positioned to exit bankruptcy with a stronger balance sheet,
greater financial flexibility and the support and involvement of
sophisticated business partners who share our confidence in
Magellan's future as the leader of its industry."

Gleacher Partners LLC is serving as financial advisor to Magellan
Health Services, and Weil, Gotshal & Manges LLP is bankruptcy
counsel to Magellan Health Services. Houlihan Lokey Howard & Zukin
is serving as financial advisor to the Official Committee of
Unsecured Creditors and Akin, Gump, Strauss, Hauer & Feld, L.L.P.
is serving as counsel to the Committee.

Headquartered in Columbia, Md., Magellan Health Services (OCBB:
MGLH), is the country's leading behavioral managed care
organization. Its customers include health plans, corporations and
government agencies.


MAGELLAN HEALTH: S&P to Assign B+ Counterparty Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services commented on Magellan Health
Services Inc.

Magellan is in the process of emerging from bankruptcy, and its
plan of reorganization is presently being solicited for creditor
approval. The voting deadline for the reorganization plan has been
set for today.

"Based on an evaluation of the plan, Standard & Poor's expects to
assign its 'B+' counterparty credit rating to Magellan, assuming
that the plan is adopted substantially in its current form," said
Standard & Poor's credit analyst Joseph Marinucci. "The outlook is
expected to be stable."

Standard & Poor's also expects to assign its 'B+' rating to loans
under Magellan's $230 million bank facility, which is being
arranged in connection with the company's emergence from
bankruptcy. In addition, Standard & Poor's expects to assign its
'B+' rating to Magellan's $245.5 million senior unsecured notes
due November 2008, which are to be issued as part of the plan of
reorganization.

"Magellan's key near-term challenges will include establishing a
more stable and consistent earnings stream, fully implementing its
operational improvement plan initiatives, and improving the
quality of its balance sheet," Mr. Marinucci added.

Magellan is currently the largest provider of behavioral health
services in the U.S. Upon exit from bankruptcy, Standard & Poor's
believes that Magellan's capital structure will be more
financially sound as a result of significantly diminished
financial leverage, improved liquidity, and enhanced financial
flexibility.

Assuming Magellan's adjusted pretax earnings targets are met,
Standard & Poor's expects Magellan's debt leverage (debt divided
by total capitalization) and debt service ratio (adjusted EBITDA
divided by interest and principle due) to be 50%-55% and 3x-4x,
respectively, for the year ended 2003 and 45%-50% and 2x-3x for
2004. Although these are considered marginal, they are
conservative for the rating assignments.

Standard & Poor's believes that Magellan, upon exit from
bankruptcy, will have a much better capital structure.
Nonetheless, Standard & Poor's views the company's balance sheet
as weak because goodwill and intangibles are expected to account
for more than 150% of shareholders' equity for the years ended
2003 and 2004. However, Standard & Poor's could revise its
balance-sheet assessment over the next 12-18 months if Magellan
fully implements and derives meaningful benefit from its
operations enhancement plan and establishes a more stable and
consistent earnings pattern.

Standard & Poor's, a division of The McGraw-Hill Companies,
provides widely recognized financial data, analytical research and
investment, and credit opinions to the global capital markets.
With more than 5,000 employees located in 19 countries, Standard &
Poor's is an integral part of the global financial infrastructure.
Additional information is available at
http://www.standardandpoors.com  


MAGNUM HUNTER: Provides Fiscal Year 2004 Production Guidance
------------------------------------------------------------
Magnum Hunter Resources, Inc. (NYSE: MHR) filed with the
Securities and Exchange Commission a Form 8-K providing production
guidance for fiscal year 2004.  In providing this estimated 2004
production forecast, the Company utilized approximate averages
within a realm of various assumptions.

Magnum Hunter currently estimates that total daily production
equivalents should average in a range of 205 - 235 MMcfe per day
for calendar 2004. Annual production for 2004 should range from
74.8 Bcfe to 85.8 Bcfe.  Oil production should average
approximately 10,800 - 11,700 barrels per day for 2004.  Natural
gas production should average 140 - 165 MMcf per day for the year
2004.

The foregoing 2004 production estimates do not imply any further
accuracy regarding production estimates than any other estimates
within a realm of various assumptions, but are exhibited as
arbitrary estimates within a vicinity of diverse assumptions.

Magnum Hunter Resources, Inc. (S&P, BB- Corporate Credit and B+
Senior Unsecured Debt Ratings) is one of the nation's fastest
growing independent exploration and development companies
engaged in three principal activities: (1) the exploration,
development and production of crude oil, condensate and natural
gas; (2) the gathering, transmission and marketing of natural
gas; and (3) the managing and operating of producing oil and
natural gas properties for interest owners.


MANITOWOC: Wins Contract to Build 2 Hot Oil Barges for Moran
------------------------------------------------------------
The Manitowoc Company, Inc. (NYSE: MTW) through its subsidiary,
Bay Shipbuilding Co., part of Manitowoc's Marine Group, has been
awarded a contract from Moran Towing Corporation to build two
ocean-class, double-hull, hot oil tank barges.

The first barge is scheduled for delivery in the fourth quarter of
2004, and the second in the second quarter of 2005. Other contract
terms were not disclosed.

Each of the 110,000-barrel capacity barges will measure 425 feet
in length by 78 feet in width and will be configured with 10 cargo
compartments serviced by three diesel-driven, deep-well cargo
pumps. The barges will also feature a stern notch and an Intercon
coupling system, which will link the units to customer-supplied
tugs. In addition, the barges will be equipped with an onboard
heating system to maintain consistent cargo temperatures of 135
degrees F. Both vessels will be ABS, U.S. Coast Guard, and OPA-90
compliant.

"This contract award is another indication that the pace of orders
for OPA-90 class vessels is increasing," said Dennis McCloskey,
president of Manitowoc's Marine Group. "We are also pleased to be
Moran's yard of choice for this project. While these barges will
be the fifth and sixth OPA-90 vessels built by Bay Shipbuilding,
this is our first opportunity to serve Moran as a customer. Upon
completion, these tank barges will be among the most sophisticated
petroleum carriers in Moran's growing fleet of ocean-class
vessels."

Earlier this month, Manitowoc announced that Bay Shipbuilding Co.,
had won a contract for construction of a 140,000-barrel, double-
hull, hot oil tank barge from Penn Maritime, Inc. This contract
also includes a high-horsepower, ocean-class tug, which BSC will
build at its Sturgeon Bay facility.

Moran Towing Corporation, based in Greenwich, CT, has a 150-year
heritage of serving the maritime industry. With a fleet of 85 tugs
and 26 barges, Moran serves 13 ports along the Atlantic and Gulf
coasts. Its range of services includes ship docking, general
towing, marine transportation of petroleum and dry bulk products,
as well as contract and specialty towing.

The Manitowoc Company, Inc. (S&P, BB- Corporate Credit Rating,
Stable Outlook) is one of the world's largest providers of lifting
equipment for the global construction industry, including lattice-
boom cranes, tower cranes, mobile telescopic cranes, and boom
trucks. As a leading manufacturer of ice-cube machines,
ice/beverage dispensers, and commercial refrigeration equipment,
the company offers the broadest line of cold-focused equipment in
the foodservice industry. In addition, the company is a leading
provider of shipbuilding, ship repair, and conversion services for
government, military, and commercial customers throughout the
maritime industry.


MERRILL LYNCH: Fitch Rates Class B-4 & B-5 Certificates at BB/B+
----------------------------------------------------------------
Fitch rates Merrill Lynch Mortgage Investors, Inc.'s, $1.32
billion mortgage pass-through certificates, series MLCC 2003-F, as
follows:

-- $1.3 billion class A-1 - A-3, X-A-1, X-A-2, X-B and A-R senior
   certificates 'AAA';

-- $13.9 million class B-1 certificates 'AA+';

-- $10.6 million class B-2 certificates 'A+';

-- $6 million class B-3 certificates 'BBB';

-- $3.3 million class B-4 certificates 'BB';

-- $2.7 million class B-5 certificates 'B+'.

The $4.6 million class B-6 is not rated by Fitch.

The 'AAA' rating on the senior certificates reflects the 3.10%
subordination provided by the 1.05% class B-1, 0.80% class B-2,
0.45% class B-3, 0.25% privately offered class B-4, 0.20%
privately offered class B-5, and 0.35% privately offered class B-6
certificates.

Fitch believes the above credit enhancement will be adequate to
cover credit losses. In addition, the ratings also reflect the
quality of the underlying mortgage collateral, strength of the
legal and financial structures and the primary servicing
capabilities of Cendant Mortgage Corporation, rated 'RPS1-' by
Fitch.

Generally, with certain limited exceptions, distributions to the
class A-1 and A-R certificates (and to the components of the class
X-A-1 and X-A-2 certificates related to pool 1) will be solely
derived from collections on the pool 1 mortgage loans.
Distributions to the class A-2 certificates (and to the components
of the class X-A-1 and X-A-2 certificates related to pool 2) will
be solely derived from collections on the pool 2 mortgage loans.
Distributions to the class A-3 certificates will solely be derived
from collections on the pool 3 mortgage loans. Aggregate
collections from all three pools of mortgage loans will be
available to make distributions on the class X-B certificates and
the subordinate certificates.

In certain very limited circumstances relating to a pool's
experiencing either rapid prepayments or disproportionately high
realized losses, principal and interest collected from the other
pools may be applied to pay principal or interest, or both, to the
senior certificates of the pool experiencing such conditions.

The Pool 1 mortgage loans consist of 2,192 conventional, fully
amortizing, primarily 25-year adjustable-rate mortgage loans
secured by first liens on one to four-family residential
properties, with an aggregate principal balance of $865,841,677 as
of the cut-off-date (Sept. 1, 2003). Each of the mortgage loans
are indexed off the one-month LIBOR or six-month LIBOR, and all of
the loans pay interest only for a period of ten years following
the origination of the mortgage loan. The average unpaid principal
balance as of the cut-off-date is $395,001. The weighted average
original loan-to-value ratio is 65.88%. The weighted average
effective LTV is 62.81%. The weighted average FICO is 732. Cash-
out refinance loans represent 37.01% of the loan pool. The three
states that represent the largest portion of the mortgage loans
are California (20.65%), Florida (10.25%) and New York (8.60%).

The Pool 2 mortgage loans consist of 729 conventional, fully
amortizing, primarily 25-year adjustable-rate mortgage loans
secured by first liens on one- to four-family residential
properties, with an aggregate principal balance of $278,637,930 as
of the cut-off-date. Each of the mortgage loans are indexed off
the six-month LIBOR, and all of the loans pay interest only for a
period of ten years following the origination of the mortgage
loan. The average unpaid principal balance as of the cut-off-date
is $382,219. The weighted average OLTV is 66.71%. The weighted
average effective LTV is 63.60%. The weighted average FICO is 736.
Cash-out refinance loans represent 31.87% of the loan pool. The
three states that represent the largest portion of the mortgage
loans are California (17.13%), Florida (9.49%) and New York
(8.30%).

The Pool 3 mortgage loans consist of 433 conventional, fully
amortizing, primarily 25-year adjustable-rate mortgage loans
secured by first liens on one- to four-family residential
properties, with an aggregate principal balance of $180,598,562 as
of the cut-off-date. Each of the mortgage loans are indexed off
the six-month LIBOR, and all of the loans pay interest only for a
period of ten years following the origination of the mortgage
loan. The average unpaid principal balance as of the cut-off-date
is $417,087. The weighted average OLTV is 66.93%. The weighted
average effective LTV is 63.45%. The weighted average FICO is 728.
Cash-out refinance loans represent 34.21% of the loan pool. The
three states that represent the largest portion of the mortgage
loans are California (22.42%), Florida (7.71%) and Texas (6.95%).

All of the mortgage loans were either originated by Merrill Lynch
Credit Corporation pursuant to a private label relationship with
Cendant Mortgage Corporation, or acquired by MLCC in the course of
its correspondent lending activities, and underwritten in
accordance with MLCC underwriting guidelines as in effect at the
time of origination. Any mortgage loan with an OLTV in excess of
80% is required to have a primary mortgage insurance policy. There
are loans referred to as 'Additional Collateral Loans', which are
secured by a security interest, normally in securities owned by
the borrower, which generally does not exceed 30% of the loan
amount. Ambac Assurance Corporation provides a limited purpose
surety bond, which guarantees that the Trust receives certain
shortfalls and proceeds realized from the liquidation of the
additional collateral, up to 30% of the original principal amount
of that Additional Collateral Loan.

None of the mortgage loans are 'high cost' loans as defined under
any local, state or federal laws.

MLMI, the Depositor, will assign all its interest in the mortgage
loans to the trustee for the benefit of certificate holders. For
federal income tax purposes, an election will be made to treat the
trust fund as multiple real estate mortgage investment conduits.
Wells Fargo Bank Minnesota, National Association will act as
trustee.


METALS USA: Judge Greendyke Closes 36 Chapter 11 Cases
------------------------------------------------------
At the Metals USA Debtors' behest, Judge Greendyke closes 36
Chapter 11 cases that are currently being jointly administered
under Case No. 01-42530-H4-1.

Johnathan C. Bolton, Esq., at Fulbright & Jaworski LLP, in
Houston, Texas, explains that closing 36 Chapter 11 cases is
necessary because each of the Debtors are paying U.S. Trustee
Quarterly Fees that continue to accrue under Section 1930 of the
Judiciary Procedures Code so long as their cases remain pending.  
Closing the cases will save considerable cost to the Debtors'
estates by stopping the unnecessary accrual of U.S. Trustee
Quarterly Fees.  

Mr. Bolton relates that the 36 Debtors do not have any claims
pending against them in their Chapter 11 cases and there is no
further need for Court administration and U.S. Trustee
supervision of their cases:

   Debtor                                          Case Number
   ------                                          -----------
   Metals USA Management Co., LP                01-42531-H4-11
   Three Riverway, Suite 600
   Houston, Texas, 77002

   MUSA GP, Inc.                                01-42532-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   MUSA LP, Inc.                                01-42533-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   Metals USA Finance Corp.                     01-42534-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   Metals USA Realty Company                    01-42535-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   Metals Receivables Corporation               01-42536-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   Jeffreys Real Estate Corporation             01-42537-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   Aerospace Specification Metals, Inc.         01-42538-H4-11
   1384 McNab Road, Ft.
   Lauderdale, Florida 33309

   Aerospace Specification Metals-U.K. Inc.     01-42539-H4-11
   1384 McNab Road, Ft.
   Lauderdale, Florida 33309

   Allmet Building Products, LP                 01-42540-H4-11
   227 S. Town East Blvd.
   Mesquite, Texas 75185-0163

   Allmet GP, Inc.                              01-42541-H4-11
   227 S. Town East Blvd.
   Mesquite, Texas 75185-0163

   Allmet LP, Inc.                              01-42542-H4-11
   227 S. Town East Blvd.
   Mesquite, Texas 75185-0163

   Cornerstone Building Products, Inc.          01-42543-H4-11
   1440 S. Balboa Ave.
   Ontario, California 91761-7609

   Cornerstone Metals Corporation               01-42544-H4-11
   5421 East Cheyenne Ave.
   Las Vegas, Nevada 89115-3536

   Cornerstone Patio Concepts LLC               01-42545-H4-11
   11385 Sunrise Park Drive #200
   Rancho Cordova, California 95742

   Harvey Titanium, Ltd.                        01-42546-H4-11
   1330 Colorado Ave.
   Santa Monica, California 90404

   i-Solutions Direct, Inc.                     01-42548-H4-11
   1300 Virginia Drive, Suite 320
   Fort Washington, Pennsylvania 19034

   Metalmart, Inc.                              01-42549-H4-11
   12225 Coast Drive
   Whittier, California 90601

   Metals Aerospace International, Inc.         01-42550-H4-11
   1300 Colorado Ave.
   Santa Monica, California 90404

   Metals USA Building Products Southeast       01-42551-H4-11
   7815 American Way
   Groveland, Florida 34736

   Metals USA Carbon Flat Rolled Inc.           01-42552-H4-11
   1070 W. Liberty St.
   Wooster, Ohio 44691

   Metals USA Flat Rolled Central, Inc.         01-42553-H4-11
   1020 Neidringhaus
   Granite City, Illinois 62040

   WSS Transportation, Inc.                     01-42555-H4-11
   999 W. Armour Ave.
   Milwaukee Wisconsin 53221

   Levinson Steel GP, Inc.                      01-42557-H4-11
   2025 Greentree Road
   Pittsburgh, Pennsylvania 15220

   Levinson Steel LP, Inc.                      01-42558-H4-11
   2025 Greentree Road
   Pittsburgh, Pennsylvania 15220

   Queensboro, LLC                              01-42561-H4-11
   2925 Highway, 421 North
   Wilmington, North Carolina 28401

   Intsel GP, Inc.                              01-42563-H4-11
   11310 W. Little York
   Houston, Texas 77041

   Intsel LP, Inc.                              01-42564-H4-11
   11310 W. Little York
   Houston, Texas 77041

   Metals USA Specialty Metals Northwest        01-42565-H4-11
   3400 S. W. Bond Ave.
   Portland, Oregon 97201

   National Manufacturing, Inc.                 01-42568-H4-11
   811 Atlantic
   N. Kansas City, Missouri 64116-3718

   Texas Aluminum Industries, Inc.              01-42569-H4-11
   2900 Patio Drive
   Houston, Texas 77017

   Valley Aluminum                              01-42570-H4-11
   3602 W. Lincoln St.
   Phoenix, Arizona 85009

   Valley Aluminum of Nevada, Inc.              01-42571-H4-11
   2020 Mendenhall Dr., Suite A
   North Las Vegas, Nevada 89031

   Western Awning Co., Inc.                    01-42572-H4-11
   218 Stewart Road S. E.
   Pacific, Washington 98047

   Wilkof-Morris Steel Corporation              01-42573-H4-11
   6991 Freedom Ave., N. W.
   Canton, Ohio 44720

   Metals USA Plates and Shapes Northcentral    01-42554-H4-11
   999 W. Armour Ave.
   Milwaukee Wisconsin 53221

Mr. Bolton also notes that 12 of the Debtors have been merged
into two surviving legal entities pursuant to the Plan:

   * Metals USA Building Products LP; and
   * Metals USA Contract Manufacturing Inc.

Nine legal entities were merged into Metals USA Building Products
as of December 31, 2002:

   (1) Cornerstone Building Products, Inc.,
   (2) Cornerstone Metals Corporation,
   (3) Cornerstone Patio Concepts, LLC,
   (4) Metals USA Building Products Southeast,
   (5) National Manufacturing, Inc.,
   (6) Texas Aluminum Industries, Inc.,
   (7) Valley Aluminum Co.,
   (8) Valley Aluminum Company of Nevada, Inc., and
   (9) Western Awning Co.

In May 2003, three legal entities were merged into Metals USA
Contract Manufacturing:

   (1) Metals USA Plates and Shapes Northcentral, Inc.,
   (2) WSS Transportation, Inc., and
   (3) Metals USA Specialty Metals Northwest, Inc.

Judge Greendyke rules that these eight cases will remain open and
pending until all claims against the Debtors are finally resolved
or adjudicated:

   Debtor                                          Case Number
   ------                                          -----------
   Metals USA, Inc.                             01-42530-H4-11
   Three Riverway, Suite 600
   Houston, Texas 77002

   Metals USA Plates and Shapes Northeast LP    01-42530-H4-11
   Greentree Road
   Pittsburgh, Pennsylvania 15220

   Metals USA Plates and Shapes Southcentral    01-42559-H4-11
   101 E. Illinois
   Enid, Oklahoma 73701

   Metals USA Plates and Shapes Southeast       01-42560-H4-11
   210 St. Joseph Street
   Mobile, Alabama 36602                 

   Metals USA Plates and Shapes Southwest       01-42562-H4-11
   11310 W. Little York
   Houston, Texas 77041

   Metals USA Contract Manufacturing, Inc.      01-42566-H4-11
   Rt. 663 Perrowville Rd.
   Forest, Virginia 24551

   Metals USA Specialty Metals Northcentral     01-42567-H4-11
   2275 Half Day Road, Suite 126
   Bannockburnk, Illinois 60015

   Interstate Steel Supply Company of Maryland  01-42547-H4-11
   1600 Cherry Hill Drive
   Baltimore, Maryland 21230

There are few remaining claims pending against these Debtors that
must be finally adjudicated.  Metals USA, Inc., Metals USA Plates
and Shapes Northeast LP, Metals USA Plates and Shapes Southcentral
Inc., Metals USA Plates and Shapes Southeast, Metals USA Plates
and Shapes Southwest and Metals USA Contract Manufacturing have
not yet resolved Dongkuk International Inc.'s claims against each
of them.  Metals USA also has not resolved the claims filed by
Adbar Company LC, Banc of America Securities LLC and AIG Claim
Services, Inc.

In addition, Metals USA Plates and Shapes Southeast has not
resolved Lift-All Company Inc.'s claim.  Metals USA Plates and
Shapes Southwest also has not settled AIG Claim Services' claim.  
Metals USA Contract Manufacturing has not settled Megal
Construction Company's claim.  Metals USA Specialty Metals
Northcentral has not yet resolved the claims filed by Adbar
Company and Jimmy Lee Ware.  Interstate Steel Supply Company of
Maryland has not settled the City of Philadelphia's tax claim.
(Metals USA Bankruptcy News, Issue No. 36; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


METROCALL: Deadline for Final Decree Extended to December 31
------------------------------------------------------------
Metrocall, Inc., and its debtor-affiliates sought and obtained an
extension from the U.S. Bankruptcy Court for the District of
Delaware of their time to file final reports and to delay
automatic entry of a final decree.

This is the Debtors' second request to delay entry of a final
decree.  As previously reported in the Troubled Company Reporter
on September 27, 2002, the Court confirmed the Company's Chapter
11 Plan.  Since then, the Debtors have devoted their time to
reviewing and reconciling approximately 4,300 claims.  The Debtors
tell the Court that process is taking longer than expected.  

Consequently, the Court extended the deadline for entry of the
final decree in these Chapter 11 Cases, to December 31, 2003.

Metrocall, Inc. is a nationwide provider of one-way and two-way
paging and advanced wireless data and messaging services. The
Company filed for chapter 11 protection on June 3, 2002 (Bankr.
DE. Case No. 02-11579). Laura Davis Jones, Esq. at Pachulski Stang
Ziehl Young Jones & Weintraub, PC represents the Debtors in their
restructuring efforts. When the Company filed for protection from
its creditors, it listed $189,297,000 in total assets and
$936,980,000 in total debts.


MIRANT CORP: U.S. Trustee Appoints Official Equity Committee
------------------------------------------------------------
Pursuant to Section 1102(a) of the Bankruptcy Code, the U.S.
Trustee for Region 17, William T. Neary, appoints these
Mirant Debtors' shareholders as members of the Official Committee
of Equity Security Holders:

   (1) Joann McNiff
       Phaeton International/Phoenix Partners
       33 S. Franklin Avenue
       Bergenfield, NJ 07621
       (201) 385-2933
       Fax: (201) 385-2933
       jmcniff@optonline.net

   (2) Elizabeth Pierce
       Smith Management, LLC
       885 Third Avenue, 34th Floor
       New York, NY 10022
       (212) 888-8252
       Fax: (212) 751-9503
       bpierce@smithmgmtllc.com

   (3) Morris Weiss
       John Gorman
       Tejas Securities Group, Inc.
       112 E. Pecan, Suite 1510
       San Antonio, Texas 78205
       (210) 226-1555
       Fax: (210) 226-7571
       mdweiss@tejassec.com

   (4) Dana Messina
       Aria Partners
       11100 Santa Monica Blvd., Suite 825
       Los Angeles, CA 90025
       (310) 445-6511
       Fax: (310) 445-6522
       dmessina@ariapartners.com

   (5) Roger B. Smith
       301 Kemp Road
       Suwanee, GA 30024-1607
       (700) 418-1818
       Fax: (404) 842-4523
       rbsmith@bear.com

   (6) L. Matt Wilson
       950 E. Paces Ferry Road, Suite 3250
       Atlanta, GA 30326
       (404) 364-2240
       Fax: (404) 266-7459
       Matt@wiHaw.com

   (7) Andres Forero
       705 E, 43rd Street
       Austin, TX 78751
       (512) 380-7057
       Fax: (512) 380-7057
       aforero@mail.utexas.edu

   (8) Michael Sammons
       4114 Medical Drive, #19018
       San Antonio, TX 78229
       (210) 286-0073
       Fax: (210) 614-4546
       michaelsammons@yahoo.com

   (9) Michael Willingham
       9202 Meaux Drive
       Houston, TX 77031
       (713) 270-8740
       Fax: (866) 876-5362
       mwillingham1@yahoo.com
(Mirant Bankruptcy News, Issue No. 8; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


MOVING BYTES: Completes Sale of Telecomm Assets to ComTech21
------------------------------------------------------------
Moving Bytes Inc. (OTCBB:MBYTF), a Web-based provider of document
processing services, has closed the sale of its telecommunications
assets to ComTech21 of Wallingford, Conn.

The sale constituted all of the Company's telecommunications-
related assets, including the customer base, customer contracts
and accounts receivable. Revenues and gross profit generated by
the assets sold represented 83% of revenues and 71% and gross
profits in the fiscal quarter ended June 30, 2003 and 84% of
revenues and 70% of gross profits year-to-date through June 30,
2003. Because the assets sold did not constitute substantially all
of the company's assets no shareholder approval of the sale was
required.

Total proceeds from the sale include $575,000 in consideration for
the telecommunications assets, not including accounts receivable,
and $291,168.05 for the accounts receivable. Accounts receivable
were sold at a 10% discount to actual balances which were
outstanding less than 90 days at August 31, 2003. In addition the
Company may receive reimbursement of up to $25,000 as a result of
a possible credit due from Qwest Communications and an additional
2.5% of the accounts receivable balance at August 31, 2003
depending upon actual collections made through November 30, 2003.

The Company anticipates it will use approximately $550,000 of the
proceeds from the transaction immediately to pay debts and other
costs, including costs of winding up its telecommunications
operations. Non operating expenditures related to the consummation
of the transaction included $100,000 paid to Joseph Karwat to pay
debt and to secure release of a security lien which resulted from
the company's Settlement Agreement with Karwat and $44,550 to be
paid to the KDW Group of Washington, D.C. as a finders fee related
to the transaction. A director of the Company is a consultant to
the KDW Group.

The Company further disclosed that it has received $90,205 from
its EPLI insurance carrier related to the Karwat arbitration
matter and has reduced its debt to Karwat under the Karwat
settlement agreement to $58,551 as of September 30, 2003. Payments
made to Karwat year to date include $50,000 from the payment
received from the EPLI carrier and $100,000 from proceeds of the
sale of the Company's telecommunications assets.

The Company believes that it will enter into a mediation
proceeding with its EPLI insurance carrier in the fourth quarter
of 2003 which may result in a final settlement of the Company's
claim. If the Company is unsuccessful in settling the claim as a
result of the mediation it will then evaluate its options
including the filing of a lawsuit to enforce its rights under its
EPLI insurance policy.

During the fourth quarter of 2003, the Company intends to assess
the viability of continuing its document processing solutions
business if financing is unavailable.

Moving Bytes is a Web-based provider of document and file
processing solutions, to businesses worldwide. For more
information, visit http://www.movingbytes.com  

                         *    *    *

As reported in Troubled Company Reporter's June 20, 2003 edition,
Moving Bytes reached a settlement in the Karwat arbitration matter
on behalf of itself and its wholly owned subsidiary Moving Bytes,
Inc., a Nevada corporation.

The Company believed that the compromise would provide the company
with the ability to meet its obligations to its customers and
suppliers without reorganizing the company or seeking protection
from its creditors.

On May 12, 2003, the Company received the final Arbitration Award
related to the termination of Joseph Karwat in the amount of
$287,500, including an award of $191,500 for breach of contract,
$96,000 in legal fees and costs, expenses and interest. Under the
terms of the settlement, the company agreed to pay Karwat
$292,953.63 as follows: an initial payment of $50,000, an
additional $30,000 in ninety days and monthly installment payments
of $12,304.57 for eighteen months beginning July 16, 2003. The
company's obligations were secured by a security interest granted
in the Company's and its subsidiary's assets. The settlement
agreement provides for accelerated payment of the obligation under
certain circumstances, including the sale of certain assets or
receipt of funds other than in the ordinary course of its
operations.

The Company plans to vigorously pursue all of its rights against
its insurance carrier for bad faith denial of the coverage of the
arbitration award and it will seek both compensatory and punitive
damages.


NATIONSRENT INC: Corporate Credit Receives B+ Rating from S&P
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its B+ corporate
credit rating to new NationsRent Cos. Inc., which will become the
name of NationsRent Inc. upon the closing of a proposed note
offering. At the same time, Standard & Poor's assigned its BB-
secured debt rating to the proposed offering of $225 million
senior secured notes due 2010 (under Rule 144A with registration
rights).

The proposed financing for Fort Lauderdale, Florida-based
NationsRent will be used to repay debt incurred in the formation
of its capital structure following its emergence from bankruptcy
on June 13, 2003. The outlook is stable.

NationsRent is a large provider of rental equipment in a large
number of high-growth markets to diverse customers.

"The secured notes are rated one notch higher than the corporate
credit rating because of the strong likelihood of full recovery of
principal from the net proceeds on the sale of the equipment in
the event of a default," said Standard & Poor's credit analyst
John Sico.

The $225 million senior secured notes due in 2010 will be secured
by a first-priority lien on all of NationsRent subsidiaries'
rental equipment, other than titled vehicles and rental equipment
released from the collateral in accordance with the indenture
governing the notes. Collateral for these notes is the equipment
rental fleet, while other assets, such as accounts receivable, may
be used as collateral for other debt, including the proposed
working capital facility.

Standard & Poor's simulation reflects a default scenario with
severely distressed asset values. A default scenario envisions
that a more severe industry downturn in the equipment rental
industry occurs with further deterioration in the industrial
economy and further declines in the nonresidential construction
sector.

Fleet age is acceptable at 44 months, but it will need to be
replenished and maintained in order to preserve the rental
equipment collateral value that will be required to be at least 2x
the amount of secured debt.

The equipment rental industry will remain challenging for fiscal
2003, with limited near-term rental revenue growth rates expected
and with the potential for low- to mid-single-digit growth beyond
fiscal 2003. The potential growth reflects the continued
outsourcing trends and efforts by customers to reduce fixed-
capital investments. No major recovery in the U.S. economy is
assumed.


NEXTMEDIA: Completes Sale of WJTW-FM to Univision for $21 Mill.
---------------------------------------------------------------
NextMedia Group, Inc. has completed its previously announced sale
of radio station WJTW-FM, serving Joliet/Chicago, Illinois. The
station was sold to Univision Radio for $21 million in cash.  
Following this transaction, NextMedia now owns and operates 10
radio stations in the greater Chicago market.

NextMedia Operating, Inc. (S&P, B+ Corporate Credit Rating,
Negative) is a diversified out-of-home media company headquartered
in Denver, Colorado.  NextMedia, through its subsidiaries and
affiliates, owns and operates 60 stations in 15 markets throughout
the United States and more than 5,600 bulletin and poster
displays.  Additionally, NextMedia owns advertising displays in
more than 5,300 retail locations across the United States.  
Investors in NextMedia's ultimate parent entity,  NextMedia
Investors, LLC, include Thomas Weisel Capital Partners, Alta
Communications, Weston Presidio Capital and Goldman Sachs Capital
Partners, as well as senior management. NextMedia was founded by
veteran media executives Carl E. Hirsch, Executive Chairman, and
Steven Dinetz, President and CEO.


NQL INC: Court Schedules Plan Confirmation Hearing for Nov. 18
--------------------------------------------------------------
The Honorable Judge Novalyn L. Winfield of the U.S. Bankruptcy
Court for the District of New Jersey approved NQL, Inc.'s
Disclosure Statement.  As previously reported in the Troubled
Company Reporter's August 12, 2003 issue, the Debtor filed its
Chapter 11 Reorganization Plan and Disclosure Statement with the
Court.  Judge Winfield approved the Plan Disclosure Statement as
containing adequate information for all creditors to decide
whether to accept or reject the Debtor's Chapter 11 Plan.

A hearing to consider confirmation of the Plan is currently
scheduled to commence on November 18, 2003, at 10:00 a.m., before
Judge Winfield at the United States Bankruptcy Court,
Martin Luther King Jr. Federal Building, 50 Walnut Street, 3rd
Floor, Newark, New Jersey 07102.

Any written objections to confirmation of the Debtor's Plan must
be filed with the Clerk of the Bankruptcy Court, with a copy
furnished to:

     i) Angel & Frankel, P.C.
        Attn.: Bonnie L. Pollack, Esq.
        460 Park Avenue, New York, NY 10022-1906;

    ii) Lowenstein Sandler P.C.
        Attn.: Ira M. Levee, Esq.
        65 Livingston Avenue, Roseland, NJ 07068-1791;

   iii) Ravin Greenberg
        Attn.: Morris Bauer, Esq.
        101 Eisenhower Parkway
        Roseland, NJ 07068; and

    iv) the Office of the U.S. Trustee
        One Newark Center Suite 2100, Newark, NJ 07102
     
so as to be actually received on or before October 29, 2003 at
4:00 p.m. Eastern time.

NQL INC., through its DCi division, provides professional services
including Internet and intranet consulting, network design,
installation and maintenance as well as onsite support for
customers located primarily in the northeastern U.S. The Company
filed for chapter 11 protection on February 15, 2002 (Bankr. N.J.
Case No. 02-31661).  Bonnie L. Pollack, Esq., at Angel & Frankel,
P.C., represents the Debtor in its restructuring efforts.


NRG ENERGY: Court Extends Plan-Filing Exclusivity Until Jan. 9
--------------------------------------------------------------
NRG Energy, Inc., and its debtor-affiliates obtained an extension
of their Exclusive Periods. The Court extends the Exclusive
Periods for:

    (i) filing a plan or plans of reorganization through
        January 9, 2004; and

   (ii) soliciting acceptances of that plan through March 10,
        2004. (NRG Energy Bankruptcy News, Issue No. 10;
        Bankruptcy Creditors' Service, Inc., 609/392-0900)


NUCENTRIX BROADBAND: Wants to Tap Wiley Rein as Special Counsel
---------------------------------------------------------------
Nucentrix Broadband Networks, Inc., and its debtor-affiliates are
seeking permission from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Wiley Rein & Fielding LLP as their
Special Counsel.

Most specifically, the Debtors aver that Wiley Rein is well
qualified to represent them in the FCC Matters. Moreover, Wiley
Rein has become quite familiar with the Debtors' licenses and
operations during the course of past work performed for the
Debtors. Requiring the Debtors to find other comparable
representation would result in substantial delay and undue expense
to the estates.

The Debtors agree, subject to the Court's approval, to pay fees to
Wiley Rein at the same hourly rates that Wiley Rein charges its
other clients for similar work. Peter D. Shields, Esq., an
attorney at Wiley Rein discloses that the hourly rates of the
firm's attorneys expected to perform legal services range from

          partners             $450 to $325
          associates           $175 to $295
          paraprofessionals    $85 to $150

Headquartered in Carrollton, Texas, Nucentrix Broadband Networks,
Inc., provides broadband wireless Internet and subscription
television services using radio spectrum.  The Company, together
with its 18 affiliates, filed for chapter 11 protection on
September 5, 2003 (Bankr. N.D. Tex. Case No. 03-39123).  John E.
Mitchell, Esq., Josiah M. Daniel, III, Esq., and Todd C. Crosby,
Esq., at Vinson and Elkins, LLP represent the Debtors in their
restructuring efforts.  As of March 31, 2003, the Debtors, listed
$69,452,000 in total assets and $31,676,000 in total debts.


OAKWOOD MORTGAGE: S&P Takes Rating Actions on Various MH Deals
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 16
classes from three Oakwood Mortgage Investors Inc.-related
manufactured housing transactions issued in 2002 and removed them
from CreditWatch with negative implications, where they were
placed Dec. 6, 2002.

Concurrently, ratings on four classes from two of the transactions
are affirmed and removed from CreditWatch negative, where they
were also placed Dec. 6, 2002.

          RATINGS LOWERED AND REMOVED FROM CREDITWATCH
   
                         OMI Trust 2002-A
   
                           Rating
               Class    To        From
               A-2      AA-       AAA/Watch Neg
               A-3      AA-       AAA/Watch Neg
               A-4      AA-       AAA/Watch Neg
               M-1      A-        AA/Watch Neg
               M-2      BB+       A/Watch Neg
               B-1      B         BBB/Watch Neg
   
                         OMI Trust 2002-B
   
                           Rating
               Class    To        From
               A-2      AA-       AAA/Watch Neg
               A-3      AA-       AAA/Watch Neg
               A-4      AA-       AAA/Watch Neg
               M-1      A-        AA/Watch Neg
               M-2      BBB-      A/Watch Neg
               B-1      BB-       BBB/Watch Neg
   
                         OMI Trust 2002-C
   
                           Rating
               Class    To        From
               A-1      A+        AAA/Watch Neg
               M-1      BBB+      AA/Watch Neg
               M-2      BB+       A/Watch Neg
               B-1      B+        BBB/Watch Neg
   
          RATINGS AFFIRMED AND REMOVED FROM CREDITWATCH
   
                         OMI Trust 2002-A
   
                           Rating
               Class    To        From
               A-1      AAA       AAA/Watch Neg
               A-IO     AAA       AAA/Watch Neg

                         OMI Trust 2002-B
   
                           Rating
               Class    To        From
               A-1      AAA       AAA/Watch Neg
               A-IO     AAA       AAA/Watch Neg
   
                         OMI Trust 2002-C
   
                           Rating
               Class    To        From
               A-IO     AAA       AAA/Watch Neg

The lowered ratings reflect the poor performance of the underlying
pools of manufactured housing contracts and the resulting
deterioration of credit enhancement.

The ratings on the class A-1 certificates for both OMI Trust 2002-
A and OMI Trust 2002-B are affirmed and removed from CreditWatch
based on the transactions' sequential pay structures and the
remaining credit support available.

In addition, the ratings on the class A-IO certificates from both
OMI Trust 2002-A and OMI Trust 2002-B are affirmed and removed
from CreditWatch. The class A-IO certificates in each transaction
benefit from the senior position of A-IO interest in the
transactions' cash flow allocation, the fact that the class A-IO's
notional balance is not tied to a class, and the absence of a
remedy allowing for the liquidation of the receivables following a
monetary or non-monetary event of default.

With pool factors ranging from 82% to 90%, cumulative net loss
rates are trending higher than originally expected. In addition,
total delinquency levels have steadily increased during the past
few months and repossession inventory rates remain high.

Furthermore, since Oakwood has transitioned toward a wholesale
liquidation strategy after suspending its manufactured home
repossession-refinance business in November 2002 (following its
bankruptcy filing), recovery rates on liquidated collateral have
plummeted, with cumulative recovery rates on the three
transactions currently ranging between 17.5% and 24%.

Standard & Poor's has taken rating actions on Oakwood-related
manufactured housing transactions on several occasions during the
past year. Most recently, Standard & Poor's raised its ratings on
10 classes, affirmed its ratings on 24 classes, and lowered its
ratings on 27 classes from Oakwood-related manufactured housing
transactions on May 16, 2003.
   

ON COMMAND: Arranges $40MM Subordinated Loan from Liberty Media
---------------------------------------------------------------
On Command Corporation (OTC Bulletin Board: ONCO), a leading
provider of in-room interactive entertainment for the hotel
industry and its guests, closes a $40 million subordinated loan
from Liberty Media Corporation (NYSE: L) as well as the closing of
its Amended and Restated Credit Agreement with its bank lenders.

On Command and its bank lenders executed an Amended and Restated
Credit Agreement on April 17, 2003 to replace the Company's
existing revolving credit facility.  The old facility provided for
aggregate borrowings of $275 million, of which $265.6 million had
been drawn as of June 30, 2003.  The Amended and Restated Credit
Agreement provides for, among other things, a $235 million senior
secured credit facility, consisting of a $50 million revolving
credit facility and a $185 million term loan facility.  The
Amended and Restated Credit Agreement provides for scheduled
amortizations commencing September 30, 2003, with both facilities
maturing on December 31, 2007.  Closing of the Amended and
Restated Credit Agreement was conditioned on the contribution of
$40 million by Liberty Media to On Command to be used to repay
principal due, and permanently reduce lender commitments, pursuant
to the Amended and Restated Credit Agreement.

The subordinated loan from Liberty Media provides for an interest
rate of 10% per annum, matures on December 31, 2008, and is
unsecured.

On September 9, 2003, On Command announced that it had entered
into a definitive merger agreement with Liberty Media, through
which Liberty Media would acquire approximately 26% of the issued
and outstanding shares of On Command common stock not already
owned by Liberty Media and its affiliates. Consummation of the
merger is subject to the approval of the merger agreement by the
shareholders of On Command and the satisfaction of certain closing
conditions.

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 and Spain.  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.

At June 30, 2003, On Command's balance sheet shows a total
shareholders' equity deficit of about $34 million.


PARKER DRILLING: Moody's Assigns Low-B and Junk Debt Ratings
------------------------------------------------------------
With approximately $885 million of debt securities and credit
facilities affected, Moody's rated Houston, Texas-based Parker
Drilling's pending senior unsecured notes B2 and secured bank debt
offerings B1 which will fund a tender for a 2006 note maturity and
back-up fund a 2004 subordinated maturity.

Accordingly, the ratings assume early receipt of satisfactory
asset appraisals.

The ratings and negative outlook reflect:

    1) high debt relative to earnings power;
    2) negative cash flow after capital outlays;
    3) weak demand in the Gulf of Mexico (GOM) market;
    4) an aggressive GOM competitor; value implications of long-
       delayed asset sales;
    5) and foreign market political and fiscal risk.

This is tempered by firmer pro-forma liquidity; Quail Tools' (30%
of EBITDA) rising results; the sector's relocation of GOM jack-up
rigs to foreign markets; and new contracts in Turkmenistan,
Sakhalin Island, Bangladesh, and New Zealand, says Moody's.

With a negative outlook, Moody's assigned the following ratings:

    i) B2 rating to PKD's proposed $175 million of ten year senior
       unsecured notes.

   ii) B1 ratings to PKD's $150 million of proposed secured bank     
       debt, consisting of a $50 million first secured three year      
       revolver and $100 million first secured delayed-draw four
       year Term Loan B.

Moody's also confirmed the following ratings:

    i) B2 rating for $235 million of 10.125% senior unsecured
       notes due 2009

   ii) B2 rating for $215 million of 9.75% senior unsecured notes
       due 2006.

  iii) Caa1 rating on $110 million of 5.5% Convertible
       Subordinated Notes due 2004.

   iv) B2 senior implied rating.

Parker Drilling principally does business in the Gulf of Mexico,
Kazakhstan, Turkmenistan, Latin America, Russia, Asia Pacific, and
Africa/Middle East. Its rig fleet includes seven GOM jack-up
drilling rigs, twenty-two GOM coastal barge rigs, four GOM
platform rigs, forty international land rigs, and six
international barge rigs.


PHOTOWORKS: Resolves Issues with ITC re $1.6M Penalty Assessment
----------------------------------------------------------------
On September 25, 2003, PhotoWorks, Inc., and the International
Trade Commission reached a settlement agreement regarding a
penalty assessment of $1.6 million against the Company for
violation of a prior cease and desist order involving patents
owned by Fuji Photo Film Co. Ltd. for single-use cameras.
            
Under the terms of the settlement agreement, in full and final
settlement of any claims asserted against PhotoWorks by reason of
the Commission's enforcement determination orders, PhotoWorks and
the Commission agree as follows:
            
Payment.  PhotoWorks will pay the sum of $1,000,000 in four
installments of $250,000 each, with payments to be made on July 1
of each of the years 2004, 2005, 2006 and 2007.
            
Dismissal of Petition for Review.  PhotoWorks agrees to withdraw
its petition for review in the United States Court of Appeals for
the Federal Circuit within 5 business days of the effective date
of the agreement.
            
Satisfaction of Penalty Payment.  The Commission agrees that
PhotoWorks' agreement to dismiss its petition for review and make
four payment of $250,000 each as set forth above will constitute
full satisfaction of the $1.6 million penalty imposed against
PhotoWorks in the enforcement determination orders in the
Investigation and discharge PhotoWorks from any monetary liability
related to this matter.
            
No Admission of Liability or Wrongdoing.  The parties agree that,
by entering into this Agreement, PhotoWorks admits no wrongdoing
or liability and desires to settle and compromise these disputes
solely to avoid the costs, disruption and uncertainty of further
litigation.
            
The Company will recognize $600,000 of income resulting from the
settlement agreement in its financial statements in the fourth
quarter ending September 27, 2003, which reflects the reversal of
a portion of the amounts accrued in the third quarter of fiscal
2003.
     
PhotoWorks, Inc., is a leading photo services company dedicated
to providing its customers with innovative ways to create and
tell the stories of their lives through photos. The Company
offers an array of complementary services and products primarily
under the brand names PhotoWorks(R) and Seattle FilmWorks(R).

                         *   *   *

                Liquidity and Capital Resources

As of February 1, 2003, the Company's principal source of
liquidity included approximately $3,934,000 in cash and cash
equivalents, which includes the $1,808,000 tax refund received
in January 2003. In addition, in the first quarter of fiscal
2003, the Company generated cash from operating activities of
$880,000 compared to $48,000 in the first quarter of fiscal
2002. The increase was due to certain expenditures made in
September 2002 of $3,455,000, primarily for prepayment of
postage amounts, which is being utilized in fiscal 2003. As of
December 28, 2002, approximately $1,747,000 of the prepaid
expenditures remain. The decrease in prepaid expenses of
$1,899,000 was partially offset by a decrease in accounts
payable of $430,000, a decrease in accrued compensation of
$346,000 and an increase in net loss.

The Company currently anticipates that existing cash and cash
equivalents and projected future cash flows from operations will
be sufficient to fund its operations, including any capital
expenditures, through at least December 31, 2003. However, if
the Company does not generate sufficient cash from operations to
satisfy its ongoing expenses, the Company may be required to
seek external sources of financing or refinance its obligations.
Possible sources of financing include the sale of equity
securities or bank borrowings. There can be no assurance that
the Company will be able to obtain adequate financing in the
future.


PILLOWTEX: Court Okays CSFB to Provide Fin'l Advisory Services
--------------------------------------------------------------
Pillowtex Corporation and its debtor-affiliates obtained
permission from the U.S. Bankruptcy Court to employ Credit Suisse
First Boston LLC to provide financial advisory and restructuring
services pursuant to a November 8, 2002, engagement letter.  The
Engagement Letter describes:

    (a) the various services that Credit Suisse has performed, and
        will continue to perform for the Debtors in the Chapter 11
        cases; and

    (b) the terms and conditions of Credit Suisse's engagement by
        the Debtors.

Credit Suisse will assist the Debtors by:

    (a) analyzing and evaluating the Debtors' business, operation
        and financial position;

    (b) preparing and implementing a marketing plan;

    (c) screening interested prospective purchasers and investors;

    (d) coordinating the data room and with the potential
        purchasers' and investors' due diligence investigations;

    (e) evaluating proposals that were received from potential
        purchasers and investors;

    (f) structuring and negotiating a potential Sale or a
        Restructuring Transaction;

    (g) presenting the Debtors' Board of Directors with
        information relative to a proposed Sale or a Restructuring
        Transaction and the financial implications thereof; and

    (h) advising the Debtors regarding the terms and timing of
        potential Sale or a Restructuring Transaction.

The Debtors will pay Credit Suisse for its services:

    (a) a $150,000 monthly non-refundable cash fee;

    (b) in connection with any Sale, a transaction fee equal to
        the greater of:

        -- 1.0% of the Aggregate Consideration; and

        -- $2,000,000, payable upon consummation of the Sale;

    (c) in connection with any Restructuring Transaction, a
        completion fee equal to $2,000,000, payable upon
        consummation thereof; and

    (d) reimbursement for all reasonable out-of-pocket expenses
        resulting from or arising out of the engagement and
        incurred prior to its termination.

Judge Walsh further orders that any Transaction Fee or Completion
Fee will be paid to CSFB as described in the Application and the
Engagement Letter, provided however that:

   (a) the Transaction Fee or Completion Fee and the other fees
       and expenses described in the Application and the
       Engagement Letter in all cases will be subject to Court
       approval upon proper application by CSFB;

   (b) the payment of Monthly Advisory Fees and any other fees
       and expenses in addition to any Transaction Fee or
       Completion Fee during the cases will be made to CSFB upon
       Court approval in accordance with any other procedures
       for the compensation of professionals established by the
       Court in these cases and in accordance with the Carve-Out
       and Subordination provisions as approved by the Court in
       these cases; and

   (c) any fees or expenses paid to CSFB during these Chapter 11
       cases but not ultimately approved by the Court will be
       promptly returned by CSFB to the Debtors. (Pillowtex
       Bankruptcy News, Issue No. 51; Bankruptcy Creditors'
       Service, Inc., 609/392-0900)    


PRIME HOSPITALITY: Promotes Art Manso to SVP of Purchasing
----------------------------------------------------------
Prime Hospitality Corp. (NYSE: PDQ), has promoted Art Manso has to
Senior Vice President of Purchasing.

As senior Vice President, Mr. Manso will continue to be
responsible for supervising the purchasing, supply management, and
formulating and implementing corporate procurement policies and
procedures for all Prime owned, franchised, and managed
properties.  Mr. Manso joined Prime in May 2002 as Vice President
of Purchasing.

"This promotion recognizes the important contributions Art has
made to the improvements in our business during this challenging
environment," said A.F. Petrocelli, Prime's Chairman and Chief
Executive Officer.

Prime Hospitality Corp. (S&P, BB- Corporate Credit Rating,
Negative Outlook), one of the nation's premiere lodging companies,
owns, manages, develops and franchises more than 240 hotels
throughout North America.  The Company owns and operates three
proprietary brands, AmeriSuites(R) (all-suites), Prime Hotels &
Resorts(SM) (full-service) and Wellesley Inns & Suites(R) (limited
service).  Also within Prime's portfolio are owned and/or managed
hotels operated under franchise agreements with national hotel
chains including Hilton, Radisson, Sheraton and Holiday Inn.
Prime can be accessed over the Internet at
http://www.primehospitality.com


RAYOVAC: Completes Acquisition of Remington Products Company
------------------------------------------------------------
Rayovac (NYSE: ROV) of Madison, Wis., has completed its previously
announced (August 22, 2003) acquisition of Remington Products
Company, LLC.

Rayovac also closed its previously disclosed private placement of
$350 million of 8-1/2% senior subordinated notes due 2013.  
Rayovac also announced that it is calling for redemption all of
the 11% Series B and Series D Senior Subordinated Notes issued by
Remington Products Company and Remington Capital Corp. which have
not been tendered by the close of Rayovac's outstanding offer to
purchase the notes.
    
With close to $1 billion in sales, Rayovac (S&P, BB- Corporate
Credit and Senior Secured Debt Ratings, Negative) has more than
doubled its revenues over the last six years and has evolved from
a predominantly North American company into a global organization
with approximately 60 percent of its sales generated from outside
the U.S.

In 1999, Rayovac acquired ROV Ltd., a Latin American battery
company that held the rights to the Rayovac name in Latin America
(except Brazil) and certain countries in the Middle East and
Africa.  This acquisition consolidated Rayovac's rights to the
Rayovac brand around the world (except Brazil), gave the company a
powerful market presence in Latin America and opened the doors to
new distribution.

In October 2002, Rayovac further expanded its global presence by
acquiring the worldwide consumer battery business of VARTA AG, a
German company with significant market positions throughout Europe
and in Latin America.

Today, Rayovac is one of the world's leading battery and lighting
device companies.  The Company also markets the number one selling
rechargeable brand of battery in the U.S. and Europe and is the
world leader in hearing aid batteries.  Rayovac trades on the New
York Stock Exchange under the ROV symbol.

Remington products are sold in more than 20,000 retail outlets in
the United States.  More than 70 percent of Remington's sales are
in North America.  Remington's core North American shaving and
grooming products business has grown 18 percent per year from 1998
through 2002. Internationally, Remington products are sold through
a network of subsidiaries and distributors in more than 85
countries.

The Remington product line includes electric rotary and foil dry
shavers for men and women, beard and moustache trimmers and
haircut kits.  They also offer personal grooming products for men
and women and small electronic appliances such as hair dryers,
stylers, hot rollers and lighted mirrors. Remington branded
products are sold in the U.S. and internationally through mass
merchandisers, catalog showrooms, drug stores, department stores,
television direct to consumers, online retailing and through the
company's network of service stores.


SAFETY-KLEEN: Wins Nod to Preserve Avoidance Actions for 90 Days
----------------------------------------------------------------
Reorganized Safety-Kleen Services, Inc. and its affiliate debtors
obtained U.S. Bankruptcy Court Judge Walsh's approval extending
the time to effect service of original process for the Avoidance
Actions, by 90 more days.

To recall, Safety-Kleen Services, Inc. and its affiliate debtors
are plaintiffs in 421 adversary proceedings to avoid and recovery
property.

Before initiating the Avoidance Actions, Jeffrey C. Wisler, Esq.,
at Connolly Bove Lodge & Hutz LLP, relates that Safety-Kleen
sought and obtained a Procedures Order which decreed that,
"[n]otwithstanding Bankruptcy Rule 7004(e), no Initial Summons or
Amended Summons shall be deemed stale until the expiration of the
120-day period following the filing of the Complaint."

None of the Complaints filed in the Avoidance Actions have been
served. However, Safety-Kleen has sent a letter to each of the
defendants explaining the status of the Avoidance Actions,
advising them that "until you have been served with a Summons and
Complaint, you are not required to take any action," and offering
to provide each defendant with any additional information that may
be needed.  The Debtors' counsel has responded to dozens of
telephone calls from defendants and has repeated this advice.

As a result of the two-year statute of limitations to commence
certain causes of action, the Debtors were required to commence
avoidance actions by June 9, 2002 or potentially forfeit such
causes of action. The Debtors' confirmed Plan provides that, on
the Effective Date, the Avoidance Actions will be assigned to the
Safety-Kleen Creditor Trust for the benefit of the unsecured
creditors.  The Creditor Trust will have full discretion to pursue
and settle the Avoidance Actions.  Safety-Kleen recognizes that
the Creditor Trust will need time to evaluate the Avoidance
Actions and determine the best course to maximize recoveries.
Accordingly, Safety-Kleen asks the Court to maintain the current
status quo of the Avoidance Actions pending completion of the
Creditor Trust's evaluation process -- a process Safety-Kleen
believes will take at least an additional 90 days.

The Debtors believe that they have neither acted negligently nor
acted in bad faith in not serving the Complaints to this point.
The Debtors further believe that good cause exists to grant the
requested extension.  It has been in the best interest of the
Debtors' reorganization process to delay the service of the
Complaints, because serving the Complaints prior to the completion
of the reorganization process against a potentially significant
percentage of the Debtors' current vendors could have resulted in
substantial harm to the estates and the Debtors' ability to
complete the reorganization.  Further, it is in the best interest
of the Debtors' creditors to allow additional time for the
Creditor Trust to evaluate the Avoidance Actions in order to
maximize its recovery from these Actions.

Moreover, no Defendant has been or will be prejudiced by not
requiring service at this time.  In the event the Debtors or the
Creditor Trust determine it is appropriate to pursue an Avoidance
Action, an Amended Summons will be issued and the Complaint,
Amended Summons, and a copy of the Procedures Order will be served
on each Defendant consistent with applicable rules.  The defendant
will be afforded every protection and applicable time period as if
the Complaint was first filed on the day the Amended Summons is
issued. (Safety-Kleen Bankruptcy News, Issue No. 65; Bankruptcy
Creditors' Service, Inc., 609/392-0900)    


SHAW COMMS: Forges Video-On-Demand Pact with Universal Studios
--------------------------------------------------------------
Shaw Communications Inc. announced a long-term licensing agreement
with Universal Studios Pay-Per-View to provide major Hollywood
movies and other programming content for Shaw's Video-on-Demand
and Pay-Per-View services. This deal represents another
significant step in expanding the variety and quality of content
available to Shaw's VOD customers from one of Hollywood's major
studios.

Shaw's VOD service provides consumers with unprecedented choice
and control when watching movies and other programming at home.
Customers can choose from a growing selection of major motion
pictures, TV series and other content from the convenience of
their homes. Shaw's VOD service gives customers the ability to
view a program for a period of up to 24 hours with full DVD-like
functionality, including pause, rewind and fast forward features.

"Universal Studios is very pleased to partner with Shaw on this
new and exciting home entertainment service. Shaw's position in
the Canadian market gives us an excellent opportunity to provide
our product via VOD for our current feature films and extensive
library," said Holly Leff-Pressman, senior vice-president,
worldwide pay-per-view and video-on-demand, Universal Television
Distribution.

"Universal's impressive line-up of current feature films and
extensive library of motion pictures and other content is a
tremendous addition to our VOD product offering" said Michael
D'Avella, Senior Vice President of Planning, Shaw Communications
Inc. "Our customers will now be able to expand their viewing
options with an outstanding selection of titles from one of the
top Hollywood studios. We now have product from studios
representing about half of Hollywood's motion picture output."

Universal will supply Shaw with current releases, including 2 Fast
2 Furious, and the summer blockbuster Hulk. Current features on
the VOD service will be available at the same time as traditional
PPV. Library product will include Back To The Future, The Mummy
Returns, American Pie, Erin Brockovich and The Sting.

Universal Studios Pay-Per-View licenses and markets its movies to
pay-per-view and video-on-demand distributors on a worldwide
basis. USPPV is a part of the Universal Television Group, a
division of Vivendi UNIVERSAL Entertainment --
http://www.universalstudios.com-- the U.S.-based film, television  
and recreation entity of Vivendi Universal, a global media and
communications company.

Shaw Communications Inc. (S&P, BB+ Corporate Credit Rating,
Stable} is a diversified Canadian communications company whose
core business is providing broadband cable television, Internet
and satellite direct-to-home services to approximately 2.9 million
customers. Shaw is traded on the Toronto and New York stock
exchanges and is included in the S&P/TSX 60 index. (Symbol: TSX -
SJR.B, NYSE - SJR).


SHAW COMMS: Shaw Family Completes Purchase of Additional Shares
---------------------------------------------------------------
Shaw Communications Inc. has been advised that the Shaw Family,
and entities owned or controlled by them, completed the purchase
of an additional 300,000 Class B Non-Voting Shares of the Company
during the week ended September 26, 2003.

According to information provided to the Company, the Shaw Family,
and entities owned or controlled by them, holds 18,188,803 shares
of the Company. The family also advised the Company it would
continue its practice of purchasing shares on a regular basis.

Shaw Communications Inc. (S&P, BB+ Corporate Credit Rating,
Stable} is a diversified Canadian communications company whose
core business is providing broadband cable television, Internet
and satellite direct-to-home services to approximately 2.9 million
customers. Shaw is traded on the Toronto and New York stock
exchanges and is included in the S&P/TSX 60 index. (Symbol: TSX -
SJR.B, NYSE - SJR).


SOLUTIA INC: Will Host Q3 Earnings Conference Call on October 24
----------------------------------------------------------------
Solutia Inc. (NYSE: SOI) will hold its third quarter earnings
conference call on Friday, Oct. 24, 2003 at 9 a.m. central time
(10 a.m. eastern).  The earnings report will be released at
approximately 6 p.m. eastern time on Thursday, Oct. 23, 2003.

A live, listen-only webcast of its conference call will be
available on its Web site at http://www.solutia.com under the  
presentation and speeches tab in the investor relations section.  
A replay of the conference call and the question and answer
session will be available at the site for approximately five days
following the call.

Solutia -- http://www.Solutia.com-- (Fitch, B- Senior Secured  
Bank Facility and CCC Senior Secured Notes Ratings, Negative) uses
world-class skills in applied chemistry to create value-added
solutions for customers, whose products improve the lives of
consumers every day.  Solutia is a world leader in performance
films for laminated safety glass and after-market applications;
process development and scale-up services for pharmaceutical fine
chemicals; specialties such as water treatment chemicals, heat
transfer fluids and aviation hydraulic fluid and an integrated
family of nylon products including high-performance polymers and
fibers.


STONEGATE APARTMENTS: Chapter 11 Case Summary
---------------------------------------------
Debtor: Stonegate Apartments LLC  
        711 Hazel St  
        Auburn, IN 46706

Bankruptcy Case No.: 03-bk-64860

Chapter 11 Petition Date: September 29, 2003

Court: Southern District of Ohio (Columbus)

Judge: Barbara J. Sellers

Debtor's Counsel: Robert E Bardwell, Jr., Esq.
                  995 South High Street  
                  Columbus, OH 43206  
                  (614) 229-4100


SYMBOL TECHNOLOGIES: Will Publish Q2 2003 Results on Wednesday
--------------------------------------------------------------
Symbol Technologies, Inc., announced that on October 8, 2003, it
will release unaudited results for its 2003 second quarter.

At that time, the Company also will announce unaudited results for
the 2003 first quarter, reflecting the impact of the pending
restatement, as well as unaudited results for the years 1998
through 2002, also reflecting the impact of the pending
restatement.

The Company also announced the postponement of its annual meeting
of shareholders due to the delay in completing the restatement of
prior period financial statements. The date of the meeting, which
had been scheduled for October 20, 2003, will be set upon
completion and filing of the 2002 Annual Report on Form 10-K.

The previously reported investigations by the Securities and
Exchange Commission and the U.S. Attorney's office are ongoing. As
stated previously, the Company's external auditors are continuing
their audit of Symbol's 2002 financial results. Upon completion of
the audit by the Company's external auditors, the Company intends
to file its Annual Report on Form 10-K and, subsequently, Forms
10-Q for the 2003 first and second quarters. The Company at this
point cannot estimate when those documents will be filed.

The Company will issue a news release that will detail the
financial results and include selected financial tables. In
addition, the Company will host both a web conference, which will
include financial tables, and a simultaneous teleconference at 5
p.m. ET, October 8, 2003, to discuss the financial results.
Because the audit of the Company's financial results has not been
completed, these financial results and selected financial tables
are subject to change.

Information for those interested in participating in the
teleconference or the webcast presentation will be released
separately and will be available on the Symbol Web site,
http://www.symbol.com/investors  

Symbol Technologies, Inc. delivers enterprise mobility solutions
that enable anywhere, anytime data and voice communication
designed to increase productivity, reduce costs and realize
competitive advantage. Symbol systems and services integrate
rugged mobile computing, advanced data capture, wireless
networking and mobility software for the world's leading
retailers, transportation and logistics companies and
manufacturers as well as government agencies and providers of
healthcare, hospitality and security. More information is
available at http://www.symbol.com

                         *     *     *

As reported in Troubled Company Reporter's September 19, 2003
edition, Symbol Technologies reached agreement with its bank group
to extend the Company's credit facility waiver for 60 days. The
waiver allows Symbol additional time to become current with its
periodic filings with the Securities and Exchange Commission.

As part of the agreement, Symbol reduced the credit facility from
$350 million to $100 million. The credit agreement originally was
signed in late 1998 and will expire by its terms in January 2004.

The previously reported investigations by the SEC and the U.S.
Attorney's office are ongoing. The Company intends to file with
the SEC its 2002 Annual Report on Form 10-K as well as Forms 10-Q
for the 2003 first and second quarters upon the completion of
their audits by the Company's external auditors.


SYSTECH RETAIL: July 31 Balance Sheet Upside-Down by $83 Million
----------------------------------------------------------------
Systech Retail Systems Corp., a leading provider of technology
solutions for the retail industry, reported FY2004 results for the
quarter and 6 months ended July 31, 2003.

Revenue for the quarter was $12.6 million, representing a 44.3%
decrease from the second quarter of FY 2003 when revenue was $22.6
million.

The Company reported income of $1.1 million before amortization,
interest and financing costs and restructuring charges. The net
loss of $881 thousand represents a significant improvement from
the $5.6 million loss reported for the second quarter of last
year. The restructuring cost for the second quarter was $997
thousand. The basic and fully diluted net loss per share was $.02,
compared with a basic and fully diluted net loss per share of $.16
for the second quarter of last year. Cash used in operations was
$339,000 compared to $4.6 million in Q2 of FY 2003 which
represents a decrease of 93%.

Revenue for the first six months ending July 31, 2003 was $29.1
million representing a 37.1% decrease from the second quarter of
last year when revenue was $46.2 million. The net loss was $1.2
million as compared to a net loss of $10.9 million for the second
quarter of last year. The restructuring cost for the first six
months was $1.9 million. The basic and fully diluted net loss per
share was $.03, compared with a basic and fully diluted net loss
per share of $.31 for the first six months of last year. Cash used
in operations for the first six month of the year was $1 million
versus $8.49 million in the same period last year which represents
a decrease of 88%.

At July 31, 2003, the Company's balance sheet shows a total
shareholders' equity deficit of about $83 million and a total
shareholders' equity deficit of about $83 million.

"Systech's aggressive restructuring efforts, under bankruptcy
protection, have begun to produce tangible results. Management has
been provided with the time and opportunity to right-size the
business to current revenue levels" said Richard Adair, Systech's
Interim Chief Financial Officer.

Highlights of the Quarter

- Management focused its efforts on maintaining service levels and
  fulfilling its installation commitments with existing customers
  despite a lack of adequate working capital in the company. As a
  result of these efforts, the majority of the company's customers
  continued to support the company through the reorganization
  process.

- The hardware solutions group experienced lower sales versus Q1
  as a result of delays in customer programs and lack of working
  capital to fund orders. During the period, the Company was able
  to complete the majority of the rollout of the IBM 4694 POS
  terminals and associated software for Gabriel Brothers. The
  backlog of booked solutions orders currently stands at
  approximately $5 million, with a number of large orders pending
  completion of the restructuring.

- The software services group continues to perform well as it
  rolls-out its flagship Openfield product to new customers.
  During the quarter, the Company installed Openfield into three
  stores of a regional grocer as part of a $3 million order to
  provide POS solutions to the customer. The Company completed all
  testing and implementation of The North West Company pilot
  stores and the rollout is scheduled to begin in Q3. This will
  bring the total number of Openfield installations to more than
  150 stores by the end of FY 2004.

- The hardware services group experienced lower revenues versus Q1
  as it began to feel the impact of the reductions in the
  Company's service contract with a major customer, a reduction in
  seasonal installation work and the rejection of a contract with
  another customer during the restructuring process. The personnel
  and infrastructure costs to support the revised level of service
  agreements were reduced appropriately.

During the second quarter, the Company's cost cutting program was
completed:

- The Company's workforce was reduced from 350 at April 30, 2003
  to 299 at the end of the quarter. This included the reductions
  associated with the hardware services contracts (see above).

- Management's facilities consolidation strategy was completed.
  The closure of the Dallas operation brings the remaining number
  of facilities to five. Total savings associated with the
  Company's facility consolidation strategy are expected to exceed
  $95,000 per month.

- The 30% reduction in the hardware services vehicle fleet was
  completed. Management expects that this will result in
  significant savings for vehicle leases, insurance, repairs and
  maintenance with total annualized savings exceeding $1,100,000.

- All redundant leases and contracts were rejected during the
  period which reduced overhead costs by $70,000 per month.

- As a result of the cost-cutting program, during the quarter
  ended July 31, 2003, there was a reduction in operating losses
  of 84.2% despite a decrease in revenue of 44.3%. If the foreign
  exchange gain is factored out, operating losses were reduced by
  66.9%.

   Material Events - Subsequent to the end of the Second Quarter

The Company's consolidated amended plan of reorganization, as
modified, was confirmed on August 28, 2003 by the United States
Bankruptcy Court for the Eastern District of North Carolina -
Raleigh Division. The Ontario Superior Court of Justice sanctioned
and approved the Amended Plan under the Companies' Creditors
Arrangement Act on September 9, 2003.

All conditions precedent to the implementation of the Amended Plan
have now been satisfied. The Amended Plan became effective on
September 10, 2003 and the Company and its subsidiaries have
emerged successfully from Chapter 11 and CCAA protection.

Under the Amended Plan, the Secured Lenders converted
approximately $59.3 million in secured debt into common shares of
the Company representing 80% of the Company's restructured equity
and $12 million in secured debt which will remain on the
restructured balance sheet. As required under the Amended Plan,
the Company issued an additional 1,908,329,606 common shares and
136,148,285 warrants to the creditors and shareholders of the
Company. The warrants are issued to the common shareholders with a
term of 5 years and a strike price of $.025.

In accordance with the terms of the Amended Plan, the Company also
concluded its exit financing arrangements with a fund managed by
Argosy Partners. Proceeds from the exit financing totaling $5.0
million are now available to the Company providing it with
additional resources to compete in the marketplace. In connection
with the exit financing, 69,630,123 warrants were issued to the
lender with a term of three years and a strike price of $.10.

                            Outlook

Management believes that emergence from the Chapter 11/CCAA
reorganization process is a tremendous achievement. The Company
has shifted its focus from restructuring operations to growing its
franchise in the retail technology sector.

- At current revenue levels, the business is operating at
  breakeven on a normalized operating cash-flow basis.

- The reorganized Company will have a reduced debt load and a
  significantly improved balance sheet.

- By acquiring the exit financing, the Company will now have the
  working capital resources required to fund customer requirements
  and operate the business in a much more efficient manner.

The Company has emerged from bankruptcy protection with a strong
customer base and a streamlined operation and management believes
that the outlook for the Company is positive.

Systech is the retail industry's premier independent developer and
integrator of retail technology, including software, systems and
services to supermarket, general retail and hospitality chains
throughout North America. Its open architecture solutions enable
e-commerce and other powerful new technology to be applied in the
retail environment. The Company's significant cross-platform
capability and considerable technical service force allow it to
address any in-store systems requirements regardless of project
size or scope. Shares of Systech Retail Systems are traded on the
Toronto Stock Exchange under the symbol (SYS).


TEAM AMERICA: Chapter 11 Case Summary
-------------------------------------
Debtor: Team America Inc  
        130 E Wilson Bridge Rd  
        Suite 25  
        Worthington, OH 43085

Bankruptcy Case No.: 03-bk-64789

Chapter 11 Petition Date: September 26, 2003

Court: Southern District of Ohio (Columbus)

Judge: Charles M. Caldwell

Debtor's Counsel: Lloyd D. Cohen, Esq.
                  824 S High St  
                  Columbus, OH 43206  
                  (614) 444-4211

Total Assets: $54,191,000(as of June 28, 2003)

Total Debts:  $37,150,000 (as of June 28, 2003)


TEXAS COMMERCIAL: Secures $25-Mill. Financing from Magnus Energy
----------------------------------------------------------------
Texas Commercial Energy has entered into a $25 million power
purchasing agreement and credit facility with Magnus Energy
Marketing, LTD. The agreement has been previously approved by the
bankruptcy court overseeing TCE's reorganization.

"Securing approval of a major financing and credit agreement is a
critical step for TCE's successful reorganization," said Mike
Shirley, president of TCE. "This agreement meets TCE's needs to
grow and secures the financial infrastructure of our company."

"Magnus provides TCE extended credit and ample resources to
immediately start growing our business and paying our creditors
back faster than other types of financing would have allowed,"
Shirley noted. TCE has continued serving over 1,100 business
customers statewide throughout its reorganization, but has pursued
only modest growth until able to secure a credit facility.

Shirley commented, "The relationship with Magnus also insures
TCE's future ability to manage our customers' contracts and energy
buying during variable market conditions."

"As a result of the Magnus agreement, TCE expects to be able to
complete its reorganization shortly," Shirley added.

Magnus Energy Marketing, LTD., is a privately-held, Corpus
Christi, Texas-based partnership that manages marketing agreements
for large volumes of natural gas on behalf of gas production
companies.

Texas Commercial Energy provides electricity to business and
industrial customers throughout Texas as a leading Retail Electric
Provider launched in January 2002 in response to deregulation of
Texas energy markets. On March 6, 2003, after becoming a victim of
market power abuses, TCE sought voluntary reorganization to
protect its customers and to remain a viable company. On July 7,
2003, TCE filed an anti-trust lawsuit accusing a number of energy
companies of illegally manipulating Texas' electricity market and
fraudulently inflating prices.


TFM S.A.: Fitch Downgrades Senior Notes Ratings to B+ from BB-
--------------------------------------------------------------
Fitch Ratings downgraded the foreign and local currency senior
unsecured debt ratings of TFM, S.A. de C.V to B+ from BB- with
stable Rating Outlook.

The rating action applies to TFM's $150 million senior notes due
2007, $443 million senior notes due 2009 and $180 million senior
notes due 2012. The rating action reflects the combination of the
termination of the announced acquisition of TFM, S.A de C.V by
Kansas City Southern and TFM's weaker than expected financial
performance. Originally, the transaction was viewed as a mild
positive to the extent that it would ultimately have replaced
controlling shareholder Grupo TMM, S.A., which is currently under
financial distress, with KCS, which is financially stronger albeit
highly leveraged. TMM is currently in payment default as it did
not pay its $177 million bullet maturity on May 15, 2003 after
failing to complete a bond exchange offering. Fitch does not
currently rate TMM's outstanding bonds.

In August 2003, TMM announced that its board of directors notified
KCS of the termination of the acquisition transaction after its
shareholders voted not to approve the sale of its controlling
stake in TFM to KCS. KCS is proceeding with legal action against
TMM as the controlling TMM shareholders had agreed to the
acquisition and de facto voted for the transaction; the outcome of
the litigation is uncertain. The current conflict between TFM's
shareholders holds the potential to distract and divert management
time attention away from operating the railroad as well as
negotiating the best possible outcome with the Mexican government
regarding the pending value-added tax payment to TFM and the
government's sale of its stake in TFM. The challenges facing TFM
shareholders, such as TMM's default and the potential legal battle
between TMM and KCS also could lower financial flexibility and
liquidity at the operating company, due to the greater perceived
risks associated with the disputing shareholder groups.
Positively, TFM does not have significant financing needs until
2007.

TFM's financial performance has deteriorated over the past several
quarters. TFM's gross interest coverage, as measured by
EBITDA/Interest, declined to about 2.0 times (x) during the first
six months 2003 compared to 3.0x during the first six months 2002.
During the same period, Debt/EBITDA weakened to 4.6x from 4.2x.
The decline in credit protection measures is a result of weaker
profitability caused by weak cargo demand from the Mexican
automotive sector and higher fuel costs, and the depreciation of
the Mexican peso against the U.S. dollar.

In April 2003, TMM had announced an agreement to sell its 41%
economic stake and controlling interest in TFM to minority
shareholder KCS to generate much-needed cash. KCS and the Mexican
government currently own 39% and 20% economic stakes in TFM,
respectively. Under the proposed structure, TFM and KCS would have
been held by a new holding company named NAFTA Rail. According to
the terms of the agreement, TMM would have received $200 million
in cash and a 22% economic stake (20% voting stake) in NAFTA Rail.
In addition, TMM could have received an incremental payment of
between $100 million and $180 million based on the resolution of a
tax-related legal dispute between TFM and the Mexican government.
The transaction was subject to approval by the appropriate
regulatory agencies, TMM bondholders, and TMM/KCS shareholders and
was initially expected to close in 6 to 9 months.

TFM has a solid business position as the largest railroad in
Mexico, long term growth opportunities in the North American
market, and a moderate financial position. Five years after
privatization, TFM has improved the operating efficiency of its
rail network and achieved relatively high profitability margins.
During 2002, TFM had revenues of $712 million and EBITDA of $259
million. TFM had total debt of $966 million at June 30, 2003. TFM
has little refinancing risk as more than 90% of debt is long term.


UNIVERSAL GUARDIAN: Ability to Continue Operations Uncertain
------------------------------------------------------------
Universal Guardian Holdings, Inc. states it is committed to the
protection of human life and military, government and commercial
assets by providing services, systems and technologies to detect,
assess, prevent, and mitigate security and terrorist threats
worldwide.

Its management, Board of Directors and Advisory Board have an
extensive depth of experience in various areas of the military,
counter terrorism, law enforcement, advanced security
technologies, intelligence, White House administration, and
international business. With this uniquely qualified team working
in concert, the Company believes it has the strategic access
necessary to develop products and services to meet the highly
specialized needs of city, state, national and international
organizations responsible for critical infrastructure and asset
protection. In turn, management will implement the commercial
applications of those systems, technologies, and weapons.

However, Universal Guardian Holdings, Inc. has incurred a net loss
since its inception, as of June 30, 2003, had a working capital
deficit, is in default on certain notes payable and is involved in
certain litigation. In addition, the Company was informally
notified by the U.S. Navy's prime-contractor that certain of its
backlog purchase orders were in the process of being cancelled,
thereby potentially negatively impacting future revenue. These
matters raise substantial doubt about the Company's ability to
continue as a going concern.

In August 2003, three members of the Company's senior management,
including the Chief Financial Officer, resigned their positions
with the Company.

Also, in August 2003, the Company signed a letter of intent to
sell its non-lethal division for $100,000.

The Company's operations have been negatively impacted by the slow
payment on its invoices by its major customer. As a result, it has
not been able to pay its vendors on a current basis. The Company's
major customer obtained certain contracts with the U.S. Navy and
Universal Guardian operates as a subcontractor to its major
customer. The Company currently has approximately $2.6 million due
it from its major customer. It has been in close contact with this
customer regarding payment of these invoices and expects to
receive payment on the full amount within 30 days.

To continue in existence, the Company will have to raise
additional capital through the sale of equity or debt or generate
sufficient profits from operations, or a combination of both. It
plans to continue the development of its next generation security
platform, market its Maritime Port Security system, and finalize
its Petroleum Security and Asset Management system.

The Company's revenue is principally from contracts for the
installation of its proprietary security systems in eight of the
U.S. Navy's critical harbors. But as mentioned above, the Company
was informally notified by the Navy's prime-contractor (Universal
Guardian is a subcontractor to the prime-contractor) that certain
of the Company's backlog purchase orders were in the process of
being cancelled. If these purchase orders are officially
cancelled, the Company's future revenue will be negatively
impacted.


US AIRWAYS: Settles Claim Disputes with Debis & DaimlerChrysler
---------------------------------------------------------------
On November 4, 2002, Debis Financial Services, Inc. and
DaimlerChrysler Services, North America, LLC, filed Claim Nos.
4339, 4340 and 4341 for $19,253,417 in the aggregate.  The Claims
asserted tax indemnities relating to certain aircraft bearing
Tail Nos. N702UW and N703UW.

On January 24, 2003, the Reorganized US Airways Debtors objected
to these Claims.

The parties now agree that Claim No. 4341 will be reduced and
allowed as a general unsecured Class USAI-7 Claim for $6,338,346.  
Debis and DaimlerChrysler will receive distributions under the
Plan.  Claim Nos. 4339 and 4340 are withdrawn. (US Airways
Bankruptcy News, Issue No. 38; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


VALCOM INC: Signs Joint Venture with Giants Studios Services
------------------------------------------------------------
Vince Vellardita, President and CEO of ValCom, Inc. (OTCBB:VACM)
(Frankfurt XETRA:VAM) announced the signing of an agreement with
Giants Studios Services, Inc. --  
http://giantsfilms.com/www/docs_ht/profile.html  

ValCom will lease over $7 million in film and television rental
equipment, including picture cars, lighting and grip trucks,
cameras and editing production equipment from Giants Studios at
the cost of $1.00 for five years. After expenses, all profits will
be divided equally between Giants Studios and ValCom, Inc.

"This is a great opportunity for ValCom, adding revenue to the
core of its business through the equipment rental division. With
Paramount and CBS spending over $50 million dollars in production
of its two primetime TV shows ('JAG' & 'NCIS') at the Company's
studio facility, this joint venture will enable the Company to
follow its business plan to capture approximately 35% of its
existing client's production budgets, as well as enabling the
Company to gain new clientele for all types of production on films
and television projects, adding to the bottom line. Through this
venture, the Company anticipates an additional 5-6 cents per share
in earnings," said Vellardita.

"Over the past several years, having produced 18 films, Giants
Studios Services has accumulated a great deal of equipment that is
now sitting idle. Venturing with a top rated studio facility
operation in the Hollywood community will provide the marketing
needed to bring in significant revenue dollars to both parties,"
said David Dadon, Chairman of the Board of Giants Studios
Services, Inc.

Giants Studios Services is a subsidiary of Giant Entertainment
Inc., which produces feature films and motion pictures. Giants
Studios owns approximately 100 vehicles, lighting and grip trucks,
cameras and editing production equipment, valued at over $7
million. Giants purchased this equipment for production purposes
on 18 films produced by Giants and David Dadon.

Based in Valencia, California, ValCom, Inc. is a diversified and
vertically integrated, independent entertainment company. ValCom,
Inc. through its operating divisions and subsidiaries plans to
create and operate full service facilities that accommodate film,
television and commercial productions with its four divisions that
are comprised of: studio, film and television, camera/equipment
rentals, and broadcast television ownership. The Company
owns/operates 12 acres of land and approximately 200,000 square
feet of commercial building space with 12 film and television
production sound stages. ValCom maintains long-term contracts with
Paramount Pictures for their hit CBS series "JAG" and "NCIS."
ValCom's equipment/camera and personnel rental business, Half-day
Video, is a leading competitor in the Hollywood community. The
Company and its partnership operate ValCom Broadcasting KVPS-TV
Channel 8 in Palm Springs, CA.

                         *    *    *

            Liquidity and Going Concern Uncertainty

In its Form 10-QSB filed with the Securities and Exchange
Commission, ValCom reported:

"The Company's condensed consolidated financial statements have
been prepared assuming that the Company will continue as a going
concern.  The Company has a net loss of $1,823,954 and a negative
cash flow from operations of $405,019 for the nine months ended
June 30, 2003, and a working capital deficiency of $8,602,508 and
an accumulated deficit of $9,950,145 at June 30, 2003.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern."


VERITAS DGC: Closes Sale of Software Assets of RC2 and Hot Eng'g
----------------------------------------------------------------
Veritas DGC Inc. (NYSE & TSE: VTS) and Seismic Micro-Technology,
Inc. of Houston, Texas, have closed on the sale of the software
assets and related trade names and trademarks owned by Veritas'
Reservoir Characterization Research and Consulting, Inc.,
subsidiary and (RC)2's subsidiary, HOT Engineering GmbH of
Austria.

Veritas will continue to offer reservoir consulting and training
services to the petroleum industry worldwide through its Veritas
Exploration Services and HOT affiliates. Veritas has also entered
into a Sales Agreement with SMT to market SMT software, including
its newly acquired (RC)2 and HOT software.

Veritas DGC Inc. (Fitch, BB Senior Secured Debt Rating, Negative),
headquartered in Houston, Texas, is a leading provider of
integrated geological and reservoir technologies to the petroleum
industry worldwide.

Seismic Micro-Technology, Inc., headquartered in Houston, Texas is
the founder and leader of Windows based exploration and reservoir
management software. SMT's software is known for its robust
functionality, ease of use, true integration, and affordability.
Now, with the acquisition and implementation of geo-cellular
modeling (RC2) and advanced reservoir simulation (HOT
Engineering), SMT now boasts the only "seismic through simulation
workflow" that runs entirely on a PC.

SMT's KINGDOM of software consists of a seismic interpretation
module for 2D and/or 3D data; an intuitive geological
interpretation and field management module; a three-dimensional
interpretation and visualization module; a 3D solid earth modeling
module for complex structural and stratigraphic reservoirs; an
advanced reservoir simulation module; and risk assessment tools
such as advanced attribute analysis, synthetic generation; and
post stack processing.


WEIRTON STEEL: Retirees Committee Hires Klett Rooney as Counsel
---------------------------------------------------------------
The Official Committee of Retirees of Weirton Steel Corporation
sought and obtained the Court's authority to retain Klett Rooney
Lieber & Schorling as its counsel in the Debtor's cases, effective
as of September 2, 2003.

George Lacik, a member of the Retirees' Committee, relates that
they selected Klett Rooney as their counsel because of the firm's
extensive general experience and knowledge, with particular
emphasis on its national expertise in the field of debtor and
creditor law and business reorganizations under Chapter 11.  
Klett Rooney is a full service firm with an extensive
reorganization practice, with experience in all aspects of the
law, which may arise in the context of the Chapter 11 case.  

As counsel, Klett Rooney will:

   (a) advise the Retirees' Committee with respect to its
       powers and duties pursuant to Section 1114 of the
       Bankruptcy Code;

   (b) assist the Retirees' Committee in investigating the
       Debtor's acts, conduct, assets, liabilities and financial
       Condition; the operation of the Debtor's business and
       the desirability of the continuance of the business; and
       any other matters related to the case or the formation of
       a plan of reorganization;

   (c) assist the Retirees' Committee in negotiating and
       formulating a plan for retiree benefits;

   (d) prepare, on behalf of the Retirees' Committee, necessary
       applications, responses, orders, reports and other legal
       documents;

   (e) appear before the Bankruptcy Court to protect the
       interests of the Retirees' Committee and the constituents
       it represents in all matters pending before the Bankruptcy
       Court; and

   (f) perform all the legal services for the Retirees' Committee
       as may be necessary in the Chapter 11 case and pursuant to
       Section 1114 of the Bankruptcy Code.

William H. Schorling and James D. Newell, shareholders of Klett
Rooney, will be the primary counsels involved in representing the
Retirees' Committee.  Their standard hourly billing rates are:

   William H. Schorling      $495
   James D. Newell            325

Klett Rooney will charge for its legal services on an hourly
basis in accordance with its ordinary and customary rates in
effect on the date services are rendered.  The present billing
rates for other attorneys and professionals at Klett Rooney are:

   Shareholders              $235 - 495
   Associates                 130 - 275
   Paralegals                  90 - 135

These rates may change from time to time in accordance with Klett
Rooney's established billing practices and procedures.  Klett
Rooney will maintain detailed, contemporaneous records of time
and any actual and necessary expenses incurred in connection with
the rendering of legal services by category and nature of the
service rendered.

James D. Newell, Esq., assures the Court that Klett Rooney:

   (a) has no connection with the Debtor, its creditors or other
       parties-in-interest in the Chapter 11 case,

   (b) does not hold any interest adverse to the Debtor's estate,
       and

   (c) is a "disinterested person" as defined within Section
       101(14) of the Bankruptcy Code.

Furthermore, Klett Rooney will conduct an ongoing review of its
files to ensure that no conflicts or other disqualifying
circumstances exist or arise.  If any new facts or circumstances
are discovered, Klett Rooney will supplement its disclosure to
the Court. (Weirton Bankruptcy News, Issue No. 10; Bankruptcy
Creditors' Service, Inc., 609/392-0900)  


WHEELING-PITTSBURGH: Repays $5 Million State of Ohio Loan
---------------------------------------------------------
Wheeling-Pittsburgh Steel Corporation disclosed on September 17,
2003 that it repaid $5,000,000 to the State of Ohio, which had
made an emergency loan to WPSC in January 2002. (Wheeling-
Pittsburgh Bankruptcy News, Issue No. 46; Bankruptcy Creditors'
Service, Inc., 609/392-0900)  


WHEREHOUSE ENTERTAINMENT: Court Okays Asset Sale to Trans World
---------------------------------------------------------------
Trans World Entertainment Corporation (Nasdaq: TWMC), a leading
retailer of entertainment products, announced that the U.S.
Bankruptcy Court for the District of Delaware has approved the
Company's bid to acquire substantially all of the assets of
Wherehouse Entertainment, Inc.

The transaction is scheduled to close on October 2, 2003 and
represents total consideration of $35.6 million in cash and $5
million in assumed liabilities.

Wherehouse, currently operating in Chapter 11 bankruptcy, owns and
operates 145 specialty music retail stores located primarily in
the western United States. Trans World expects to retain 111 of
Wherehouse's best performing stores and liquidate the remaining 34
stores through a joint venture with Hilco Merchant Resources, LLC,
Gordon Brothers Retail Partners, LLC and The Ozer Group LLC.

In addition, the U.S. Bankruptcy Court for the District of New
Jersey approved Trans World's previously announced agreement to
acquire substantially all of the assets of CD World, Inc. CD World
owns and operates 13 freestanding specialty music stores in New
Jersey and Missouri. The transaction is scheduled to close on
October 6, 2003.

Trans World Entertainment is a leading specialty retailer of music
and video products. The Company currently operates 831 retail
stores in 46 states, the District of Columbia, the U.S. Virgin
Islands, Puerto Rico and an e-commerce site, http://www.fye.com  
In addition to its 209 freestanding locations under the names
Coconuts Music and Movies, Strawberries Music, Spec's, Planet
Music and Second Spin, the Company also operates 622 mall
locations, primarily under the "FYE" (For Your Entertainment)
brand.


WHEREHOUSE: Files Plan and Disclosure Statement in Delaware
-----------------------------------------------------------
Wherehouse Entertainment, Inc., and its debtor-affiliates filed
their Joint Chapter 11 Plan and an accompanying Disclosure
Statement with the U.S. Bankruptcy Court for the District of
Delaware.  A full-text copy of the Debtors' Plan is available for
a fee at:

  http://www.researcharchives.com/bin/download?id=030929212846

The Plan contemplates a substantive consolidation of the Debtors
estates into a single entity solely for the purposes of all
actions under the Plan.

The Plan groups each claims and interests into 5 classes for
distribution and treatment under the Plan:

  Class  Description         Treatment
  -----  -----------         ---------
   n/a   Administrative and  Unimpaired; Are not classified for
         Priority Claims     the purposes of voting or receiving
                             distributions under this Plan.
                             Rather, all such Claims will be
                             treated separately as unclassified
                             Claims
                                         
    1    Other Priority      Unimpaired; Will receive, in full
         Claims              satisfaction:
                              i) Cash in an amount equal to the
                                 amount of such Allowed Other
                                 Priority Claim or
                             ii) such other treatment as to
                                 which the Debtors and such
                                 Claimholder have agreed upon.

    2    Other Secured       Impaired; Will receive, in full
         Claims              satisfaction Cash payments on the
                             last Business Day of each three-
                             month period following the
                             Effective Date, not to exceed six
                             years after the Effective Date

    3    Secured Trade       Impaired; Will receive, in full
         Claims              satisfaction its Pro Rata Share of
                             New Secured Convertible Notes in
                             the principal amount of
                             $33,810,000, which shall be
                             convertible to 91.77% of the New
                             Common Stock.

    4    General Unsecured   Impaired; Will be entitled to
         Claims              receive, in full satisfaction, its
                             Pro Rata Share of payments from the
                             General Unsecured Creditors'
                             Liquidating Trust from the proceeds
                             of New Secured Convertible Notes in
                             the principal amount of $1,190,000,
                             which shall be convertible to
                             3.23% of the New Common Stock.

    5    Interests and       Deemed to reject; Will be
         Interest Related    cancelled on the Effective Date
         Claims
                             
Wherehouse Entertainment, Inc., sells prerecorded music,
videocassettes, DVDs, video games, personal electronics, blank
audio cassettes and videocassettes, and accessories. The Company
filed for chapter 11 protection on January 20, 2003, (Bankr. Del.
Case No. 03-10224). Mark D. Collins, Esq., and Paul Noble Heath,
Esq., at Richards Layton & Finger represent the Debtors in their
restructuring efforts.  When the Company filed for protection from
its creditors, it listed $227,957,000 in total assets and
$222,530,000 in total debts.


WOLFORD CORPORATION: Chapter 7 Case Summary
-------------------------------------------
Debtor: Wolford Corporation    
        PO Box 6025  
        Des Moines, IA 50309

Bankruptcy Case No.: 03-05764-rjh7

Debtor affiliate filing separate chapter 7 petition:

        Wolford Group, Inc.  - Case No. 03-05765-rjh7

Chapter 7 Petition Date: September 29, 2003

Court: Southern District of Iowa (Des Moines)

Judge: Russell J. Hill

Debtors' Counsel: Anita L. Shodeen, Esq.  
                  Beving, Swanson & Forrest, P.C.  
                  321 E. Walnut Street  
                  Suite 200  
                  Des Moines, IA 50309  
                  515-237-1186  
                  Fax : 515-288-9409  
                  Email: ashodeen@bevinglaw.com


                        Total Assets   Total Debts

Wolford Corporation     $395,536       $4,078,142
Wolford Group, Inc.       $5,519         $822,739


ZIFF DAVIS MEDIA: Appoints Randy Zane Director of Communications
----------------------------------------------------------------
Ziff Davis Media, the leading special interest media company,
promoted Randy Zane to Director of Corporate Communications.

In his new role, Mr. Zane will manage Ziff Davis Media's external
and internal communications efforts.

Mr. Zane brings to the position over 10 years of public relations,
public affairs and marketing communications experience. He will
report directly to Robert F. Callahan, Chairman and CEO of Ziff
Davis Media and Bart W. Catalane, COO/CFO.

In his most recent assignment as Public Relations Manager, Mr.
Zane was responsible for the day-to-day publicity efforts on
behalf of the company including its market-leading publications,
websites, eSeminars, eNewsletters, events, conferences and
research. In this role, Mr. Zane developed and implemented
powerful public relations programs that effectively communicated
brand identity, market position and value proposition for the
company's core audiences -- customers, prospects, influencers,
enthusiasts, investors and the media.

"Randy is smart, focused and driven," said Robert F. Callahan.
"His unbridled energy and enthusiasm will continue to serve Ziff
Davis Media well in the years to come."

Mr. Zane has held senior-level public relations positions at
leading high-technology firms and media companies. As Account
Manager at FitzGerald Communications, he conducted media relations
for Sirius Satellite Radio, one of the most innovative technology
companies. Prior to this position he served as Public Relations
Manager for PC Expo, one of the largest technology trade shows in
the United States. Mr. Zane has also held communications and
writing positions at Empire Blue Cross & Blue Shield and The
Insurance Information Institute.

Mr. Zane began his career as a communications associate for
Governor William F. Weld of Massachusetts.  Mr. Zane holds a
Master of Arts degree in Communications from Emerson College and a
Bachelor of Science degree in Business Administration from Towson
University.

Ziff Davis Media Inc. (S&P, CCC Corporate Credit Rating) --
http://www.ziffdavis.com-- is a special interest media company  
focused on the technology and electronic video game markets. In
the United States, the company publishes 10 industry leading
business and consumer magazines: PC Magazine, eWEEK, Baseline, CIO
Insight, Electronic Gaming Monthly, Computer Gaming World,
Official U.S. PlayStation Magazine, GameNow, Xbox Nation and GMR.
There are 39 foreign editions of Ziff Davis Media's publications
produced and distributed in over 70 countries worldwide. In
addition to producing Web sites for all of its magazines, the
Company develops tech enthusiast sites such as ExtremeTech.com.
Ziff Davis Media provides custom publishing and end-to-end
marketing solutions through its Integrated Media Group, industry
analyses through Ziff Davis Market Experts and produces eSeminars
and webcasts. For more information, visit http://www.ziffdavis.com


* Jefferies Hires Farukh Faroogi as Post-Reorg. Equity Analyst
--------------------------------------------------------------
Jefferies & Company, Inc., the principal operating subsidiary of
Jefferies Group, Inc. (NYSE: JEF), hired Farukh Z. Farooqi, Post-
Reorganization Equity Analyst.

Mr. Farooqi will follow post-reorganization equity securities as
part of the firm's overall focus on the restructuring area.

The creation of this position will enable Jefferies to leverage
the insights and relationships gained from the firm's strong
standing in special situations and Bulletin Board trading. The
addition of a post-restructuring equity specialist extends
Jefferies' commitment to distressed middle-market companies for
the benefit of institutions that invest in them. In the fall of
2002, Jefferies added a Bulletin Board desk to its equity trading
platform to better serve clients focused on special situations and
the securities of distressed companies in or out of the bankruptcy
process.

"We are extremely pleased to announce the hiring of Farukh Farooqi
as a new analyst focusing on post-restructured equities,"
commented Richard B. Handler, Chairman and Chief Executive Officer
of Jefferies. "The creation of this position is the logical
expansion of our efforts to integrate our equity and debt capital
markets capabilities as we institutionalize the investment process
in the distressed arena."

"With Jefferies' status as a leading trader of distressed and post
Chapter 11 debt and equity securities, this hire will help to
combine the resources of our powerful high yield and equity
trading operations in the form of a research product to assist
both fixed income and equity investors," said John C. Shaw, Jr.,
President of Jefferies. "Our clients will benefit from a better
understanding of the opportunities in post-restructured equities
as we continue to provide them with substantial liquidity through
Jefferies' leading market making and trading of these equities."

Mr. Farooqi, age 38, was most recently at Merrill Lynch for four
years, where he followed conglomerate companies as a Senior
Analyst in the Multi-Industry Sector. Previously, he was an
analyst at Lehman Brothers where he also followed conglomerates.

Mr. Farooqi will report to Steven R. Black, Director of Equity
Research, and will work closely with Jefferies' High Yield
professional Joseph P. von Meister, Senior Analyst of Distressed
and Special Situations. He will be based in the firm's Short
Hills, New Jersey office.

Jefferies & Company, Inc., the principal operating subsidiary of
Jefferies Group, Inc. (NYSE: JEF), is a full-service investment
bank and institutional securities firm focused on the middle
market. Jefferies offers financial advisory, capital raising,
mergers and acquisitions, and restructuring services to small and
mid-cap companies. The firm provides outstanding trade execution
in equity, high yield, convertible and international securities,
as well as fundamental research and asset management capabilities,
to institutional investors. Additional services include
correspondent clearing, prime brokerage, private client services
and securities lending. The firm's leadership in equity trading is
recognized by numerous consulting and survey organizations, and
Jefferies' affiliate, Helfant Group, Inc., executes approximately
eleven percent of the daily reported volume on the NYSE.

Through its subsidiaries, Jefferies Group, Inc. employs more than
1,350 people in 20 offices worldwide, including Atlanta, Boston,
Chicago, Dallas, London, Los Angeles, New York, Paris, San
Francisco, Tokyo, Washington and Zurich. Further information about
Jefferies, including a description of investment banking, trading,
research and asset management services, can be found at
http://www.jefco.com


* Justice Leslie Crocker Snyder Joins Kasowitz Benson as Partner
----------------------------------------------------------------
Kasowitz, Benson, Torres & Friedman LLP announced that Justice of
the Supreme Court for the State of New York, County of New York,
Leslie Crocker Snyder will be joining the law firm as Partner
effective October 6, 2003. A distinguished judge and founder of
the nation's first sex crimes unit, Snyder has served for 20 years
on the New York Supreme Court bench.

"For years, we have admired Leslie's extraordinary achievements as
a prosecutor and on the bench, and we're thrilled to welcome her
to Kasowitz, Benson, Torres & Friedman," said Marc E. Kasowitz,
the firm's chairman. "The addition of such an exceptional jurist
is consistent with our mission to assemble the highest caliber
attorneys at the firm."

Leslie Crocker Snyder stated: "I am delighted to be joining
Kasowitz, Benson, Torres & Friedman, one of the country's premier
litigation firms. While I will continue to stay active in many
areas of public service, I look forward to the many challenges and
opportunities that will come with my new position."

Snyder was the first female homicide prosecutor in New York City
and founder of the Manhattan District Attorney's Sex Crimes
Division. She co-wrote New York's "rape shield" statute to protect
victims of sexual abuse and was integral in developing the modern
day prosecution of sex crimes. Snyder began her judicial tenure in
1983, presiding over thousands of criminal trials, including the
complex, multidefendant trials during the height of the crack
cocaine epidemic in New York in the 1980s.

Snyder is author of "25 to Life: The Truth, the Whole Truth, and
Nothing but the Truth," published in 2002. A graduate of Radcliffe
College and the Harvard-Radcliffe Program in Business
Administration, she received her L.L.B. from Case Western Reserve
Law School in 1966.

Kasowitz, Benson, Torres & Friedman LLP, founded in 1993,
specializes in litigation and bankruptcy and numbers over 160
lawyers in its New York, New Jersey, Atlanta, San Francisco and
Houston offices.


* Peter R. O'Flinn Resigns as LeBoeuf Lamb Co-Chairman
------------------------------------------------------
Peter R. O'Flinn to step down as co-chairman; Steven H. Davis to
continue as chairman

LeBoeuf, Lamb, Greene & MacRae, L.L.P. announced that Peter R.
O'Flinn will step down from his role as co-chairman at the
conclusion of his current term in December, and will continue to
be involved with the Firm. Steven H. Davis, who was appointed co-
chairman with Mr. O'Flinn in 1999, will continue as chairman,
through 2008.

Under their leadership, LeBoeuf, Lamb, Greene & MacRae has grown
to become one of the world's largest law firms, with more than 650
lawyers practicing in 14 U.S. cities and in nine other countries
around the globe.

"Peter has made many outstanding contributions to LeBoeuf during
his tenure as co-chairman and throughout his 26-year career," said
Mr. Davis. "I have had the privilege of working closely with Peter
in leading this Firm to many great successes, and I look forward
to his continuing support in the future." In addition to serving
as co-chairman, Mr. O'Flinn has also headed the Firm's corporate
department.

"By relinquishing my duties as co-chairman, I am hoping to devote
more time to my family and my personal interests," said Mr.
O'Flinn. "I am fully confident that the Firm will continue to
flourish under the leadership of Steve Davis."

The Firm also announced the appointment of four new members to its
steering committee, as well as a number of management changes that
will take effect in 2004.

LeBoeuf has appointed the following four partners to the steering
committee:

-- Jeffrey Mace, who manages our Lloyds of London business,
   resident in New York;

-- John M. Schwolsky, who will co-head the corporate practice in
   New York.

-- Peter J. Sharp, who co-heads litigation and serves as managing
   partner in London; and

-- James A. Thompson, who heads the environmental practice in
   Hartford, CT.

"These changes to the steering committee mirror the Firm's growing
footprint across a number of practice areas and geographic
regions," said Mr. Davis. "The goal is to ensure that our various
practices and regions are represented on the steering committee,
and that the committee itself is a nimble management body that can
make decisions quickly, communicate them clearly and implement
them effectively."

LeBoeuf also announced that the following partners will serve in
departmental management roles starting in 2004:

-- Jane Boisseau will join James R. Woods as co-head of insurance;

-- Peter S. Britell appointed head of real estate;

-- Alexander M. Dye and John M. Schwolsky appointed co-heads of
   corporate;

-- Cecelia Kempler will retire as an insurance partner but will
   continue as a business development consultant for the Firm.

-- John G. Klauberg and William S. Lamb appointed co-heads of
   energy; and

-- Lawrence W. Pollack and Peter J. Sharp appointed co-heads of
   litigation.

The following office management changes will also take effect in
2004:

-- John C. Cleary and Margaret A. Keane have been appointed co-
   heads of the Pittsburgh, PA office;

-- Mary A. Lopatto will join Brian D. O'Neill as co-head of the
   Washington, DC office;

-- John P. Mulhern will join Lawrence E. Miller as co-head of the
   Newark, NJ office;

-- Kevin R. Murray will join Ralph R. Mabey as co-head of the Salt
   Lake City, UT office; and

-- Thomas G. Rohback appointed head of the Hartford, CT office.

Founded in 1929, LeBoeuf, Lamb, Greene & MacRae is recognized as
one of the preeminent legal services providers to the energy,
utilities and insurance industries. The Firm's experience in these
fields has in turn made it a leader in corporate and financial
services, bankruptcy, and litigation practice in the Untied States
and around the world. LeBoeuf represents a diverse range of
clients in such areas as banking, finance, insurance, energy,
telecommunications, e-commerce, transportation, manufacturing,
real estate and entertainment. The Firm also provides legal
services to a number of trade associations and government
agencies.


* Change in S.D.N.Y. Adversary Proceeding Numbering Scheme
----------------------------------------------------------
               United States Bankruptcy Court
                Southern District of New York
                One Bowling Green, Room 615
                  New York, NY 10004-1408

Kathleen Farrell-Willoughby
Clerk of Court
Telephone: (212) 668-2870
Fax (212) 668-2878

                                  October 1, 2003

     Due to the high volume of adversary proceedings being filed
this year in the Bankruptcy Court of the Southern District of New
York, it has become necessary to change the format for the
numbering of adversary proceedings that are filed in the Manhattan
Divisional Office (the change does not apply to adversary
proceedings filed in the White Plains and Poughkeepsie
Divisional Offices).

     While the adversary proceeding number will still begin with
two digits indicating the current year followed by a hyphen (for
example, "03-"), there will now be five digits following the
hyphen, the first of which will be a nine (for example, "03-
91234"). The use of five digits is a departure from the Court's
longstanding use of four digits for adversary proceedings.

     This migration from four to five digits will take place at
some point during the month of October 2003 and will remain in
effect for the duration of 2003.  The current plan, which is
subject to change, is to return to the use of four
digits beginning in January 2004.

     The Clerk's Office appreciates your understanding in this
matter and apologizes for any inconvenience this change in
numbering may cause.

                                  /S/ Kathleen Farrell-Willoughby

     This notice is available in PDF format at
     http://www.nysb.uscourts.gov/pdf/apnumber.pdf


* DebtTraders' Real-Time Bond Pricing
-------------------------------------

Issuer               Coupon   Maturity  Bid - Ask  Weekly change
------               ------   --------  ---------  -------------
Federal-Mogul         7.5%    due 2004  14.5 - 16.5       0.0
Finova Group          7.5%    due 2009  43.5 - 44.5      +0.5
Freeport-McMoran      7.5%    due 2006  102.5 - 103.5     0.0
Global Crossing Hldgs 9.5%    due 2009  4.5 -  5.0       +0.25
Globalstar            11.375% due 2004  3.0 - 3.5        -0.5
Lucent Technologies   6.45%   due 2029  68.25 - 69.25    -0.75
Polaroid Corporation  6.75%   due 2002  11.0 - 12.0       0.0
Westpoint Stevens     7.875%  due 2005  20.0 - 22.0       0.0
Xerox Corporation     8.0%    due 2027  84.0 - 86.0      -1.5

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

                          *********

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

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.  
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

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

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

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

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

                          *********

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

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

Copyright 2003.  All rights reserved.  ISSN: 1520-9474.

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

The TCR subscription rate is $675 for 6 months delivered via e-
mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are
$25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.

                *** End of Transmission ***