TCR_Public/031112.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, November 12, 2003, Vol. 7, No. 224

                          Headlines

ABITIBI: Environment Canada Slaps Fisheries Act Violation Suits
ACTERNA CORP: Stipulation Resolving Dispute with Benchmark OK'd
ADELPHIA BUSINESS: Wants Clearance for TSI Settlement Agreement
ADEPT TECH.: Taps Rohwedder Pematech for European Distribution
AGWAY INC: Inks Pact to Sell Energy Products Unit to Suburban

AHOLD LEASE: S&P Says Outlook Positive for Trust Certificates
AIR CANADA: Repudiates Catering Contract with Cara Operations
AMERCO: Pacific Investment Resigns from Creditors' Committee
AMERICREDIT: Amends and Extends Master Warehouse Credit Facility
AMERICREDIT: Fitch Affirms B Rating over Renewal of Facility

ANC RENTAL: Claim Traders Won't Like Proposed Voting Procedures
ARMSTRONG HOLDINGS: Court Clears AWI's Settlement Pact with CCR
ATLANTIC COAST: Pilots Approve Revised New Labor Agreement
BAYOU STEEL: Files Stand-Alone Chapter 11 Plan of Reorganization
BETTER MINERALS: S&P's Sub. Debt Rating Upped 2 Notches to CCC-

BRIDGE INFO: Plan Administrator Wants Cantor's Claims Disallowed
CANNON EXPRESS: Takes Actions to Voluntarily Delist from AMEX
CENTENNIAL COMMS: Will Use Share Offering Proceeds to Repay Debt
CHARTER COMMS: Completes $500-Million 8.75% Senior Note Offering
CLARION TECH.: Sept. 27 Net Capital Deficit Widens to $57 Mill.

CONE MILLS: Court Approves Proposed Uniform Bidding Procedures
CONE MILLS: US Trustee Appoints Official Creditors' Committee
CONSECO FINANCE: Settles Securitization Committee Fee Dispute
CTC COMMS: Plan Confirmation Hearing Set for November 20, 2003
CYGNUS: Restructures Arbitration Payments to Sanofi~Synthelabo

DAN RIVER: Sept. 27 Working Capital Deficit Balloons to $64 Mil.
DATA TRANSMISSION: Files Prepackaged Plan in S.D. of New York
DDI CORP: Court Will Consider Proposed Plan on November 18, 2003
DEKA COMMERCIAL: Case Summary & 20 Largest Unsecured Creditors
DIAMETRICS MEDICAL: Will Publish Third-Quarter Results Tomorrow

EL PASO: Third-Quarter Net Loss More than Doubles to $146 Mill.
ELAN CORP: Closes $460MM 6.50% Convert. Guaranteed Note Offering
ENCOMPASS SERVICES: Admin Claims Objection Deadline on Dec. 11
ENRON CORP: Wants Court Approval to Dissolve Enron Operations LP
ENTERTAINMENT TECHNOLOGIES: Voluntary Chapter 7 Case Summary

EXTREME NETWORKS: William Slakey Named Chief Financial Officer
FLEMING: Taps Keen Realty to Market Industrial Facility in Penn.
FLEMING COS.: Gets Go-Signal to Sell Kansas Property to Spartan
FOSTER WHEELER: Balance Sheet Insolvency Widens to $871 Million
GENTEK INC: Successfully Emerges from Chapter 11 Proceedings

GENUITY: Takes Action to Challenge Verizon's $79-Mill. MOU Claim
GIANT INDUSTRIES: 3rd-Quarter Results Swing-Up to Positive Zone
GLOBEL DIRECT: May 31 Balance Sheet Upside-Down by $5.6 Million
HANOVER DIRECT: Sept. 27 Balance Sheet Upside-Down by $79 Mill.
HOMESEEKERS.COM: Files for Chapter 11 Reorganization in New York

HOMESEEKERS.COM: Case Summary & 20 Largest Unsecured Creditors
HOST MARRIOTT: Completes Private Placement of New Senior Notes
HUNTSMAN: Reports Sequential Increase in Third-Quarter EBITDA
HYTEK MICROSYSTEMS: Red Ink Continued to Flow in Third Quarter
IESI CORP: Sept. 30 Net Capital Deficit Burgeons to $56 Million

IMPATH INC: U.S. Trustee Appoints 7-Member Creditors' Committee
INT'L STEEL: WTO Ruling Doesn't Terminate US Steel Safeguards
INTERNET SERVICES: Committee Taps Lowenstein Sandler as Counsel
INTRAWEST: Reports Significant Growth in Third-Quarter Results
ISLE OF CAPRI: Look for Second-Quarter Results Tomorrow

KAISER ALUMINUM: Wants Nod to Sell Spokane Surplus Properties
LEAP: Cricket Wins Court's Nod to Assume H.O. Systems Contract
LTV: Blocks Allowance of Tax Claims and Proposes Allowed Amounts
MARINER POST-ACUTE: Resolves Claims Dispute with Theracare Home
MASSEY ENERGY: Completes Private 6.625% Senior Debt Offering

MIDLAND COGENERATION: Third-Quarter Net Loss Tops $15 Million
MIRANT CORP: Wants to Keep Exclusivity Through August 17, 2004
MOORE WALLACE: S&P Places BB+ Corp. Credit Rating on Watch Pos.
MOSES TAYLOR HOSPITAL: S&P Cuts Outstanding Debt Rating to B
NOMURA 1994-MD1: Fitch Keeps Watch on Junk-Rated Class B-1 Notes

OMEGA HEALTHCARE: Provide Update on Portfolio Restructuring
OPTIONS TALENT GROUP: Files for Chapter 7 Liquidation in Nevada
OPTIONS TALENT: Inks Deal with Fashion Rock for $4.6MM+ Asset Sale
OWENS CORNING: Hearing on Ch. 11 Trustee Appointment on Dec. 1
PARTNERS MORTGAGE: Court Fixes November 24 Claims Bar Date

PERRY ELLIS: Allan Zwerner Resigns from Co.'s Board of Directors
PG&E NATIONAL: USGen Hires Getzler Henrich as Financial Advisor
PILLOWTEX CORP: Court Okays Blank Rome as Committee's Co-Counsel
PLANET HOLLYWOOD: Proposes to Issue 9% Notes Pursuant to Plan
PUBLICARD INC: Sept. 30 Balance Sheet Insolvency Tops $1.7 Mill.

QUADRAMED CORP: Sept. 30 Net Capital Deficit Doubles to $15 Mil.
QWEST COMMS: Says Customers Are Biggest Losers with FCC's Order
REEVES COUNTY, TEX.: Fitch Junks $89-Million Trust Rating at CCC
SBA COMMS: Third-Quarter 2003 Net Loss Narrows to $19.7 Million
SBA COMMS: Will Restate 2001 and 2002 Financial Statements

SILICON GRAPHICS: Annual Shareholders' Meeting Set for Dec. 16
SMITHFIELD FOODS: Expects Improved Fiscal Second Quarter Results
STATION CASINOS: CFO Enters into Rule 10B5-1 Trading Plan
SUPERIOR TELECOM: Emerges from Chapter 11 with New CEO & Board
TENNECO AUTOMOTIVE: Sues Four Asian Companies for Counterfeiting

TEREX CORP: Prices $300 Million Senior Subordinated Debt Issue
TEREX CORP: S&P Rates Proposed $300-Mil. Subordinated Notes at B
TOUCHSTONE SOFTWARE: Recurring Losses Raise Going Concern Doubt
TRICO MARINE: Sets Third-Quarter Conference Call for Friday
UBIQUITEL INC: Amends Sprint Affiliate Agreements to Cut Costs

UNIVERSAL HEALTH: Updates Q3 Results Due to FASB 150 Deferral
U.S. STEEL: Chairman Usher Airs Disappointment with WTO Decision
VALHI INC: Reports an Upswing in Third-Quarter Financial Results
VANGUARD HEALTH: 3rd-Quarter Results Reflect Strong Performance
VINTAGE PETROLEUM: Acquiring Producing Properties in Uinta Basin

WARNACO GROUP: Amends Polo/Ralph Lauren License Agreement
WESTAR ENERGY: Third-Quarter 2003 Loss Reaches $81 Million
WESTPOINT STEVENS: Bank of America Filing Master Proof of Claim
WHEELING-PITTSBURGH: U.S. Trust Corp. Discloses 40% Equity Stake
WOMEN FIRST: Will Publish Third-Quarter 2003 Results on Friday

WORLDCOM: Klayman Posts Notice to Employees with SSB Accounts
ZI CORPORATION: Third Quarter Conference Call Set for Friday

* New Corporate Disclosure Bankruptcy Rule Takes Effect Dec. 1
* Steelworkers Condemn WTO Rejection of U.S. Steel Tariff

* Meetings, Conferences and Seminars

                          *********

ABITIBI: Environment Canada Slaps Fisheries Act Violation Suits
---------------------------------------------------------------
Environment Canada has laid six charges under the Government of
Canada's Fisheries Act against Abitibi Consolidated (Moody's, Ba1
Outstanding Debentures Rating), the operator of a paper mill in
Grand Falls - Windsor, (Newfoundland and Labrador).

Three of the charges relate to alleged violations under general
prohibitions of the Fisheries Act. The other three charges result
from alleged breaches of the Pulp and Paper Effluent Regulations
under the Fisheries Act. The Regulations outline effluent
standards for pulp and paper mills.

Environment Canada laid the charges as the result of routine
inspections, followed by the execution of two search warrants. The
violations are alleged to have occurred between February 2002 and
the end of March 2003.

Representatives for Abitibi Consolidated are scheduled to appear
in Provincial Court in Grand Falls - Windsor on November 25, 2003.

Environment Canada's Enforcement staff investigates potential
pollution offences under the Canadian Environmental Protection
Act, 1999 (CEPA 1999) and the Fisheries Act. They help ensure that
companies, government employees, and the general public comply
with legislation and regulations that protect Canada's
environment.


ACTERNA CORP: Stipulation Resolving Dispute with Benchmark OK'd
---------------------------------------------------------------
U.S. Bankruptcy Court Judge Lifland approves a stipulation
resolving the Acterna Debtors' dispute with Benchmark Electronics,
Inc.

Acterna LLC is party to a Manufacturing Services Agreement with
Benchmark dated April 1, 2001.  Pursuant to the Agreement,
Acterna outsources to Benchmark (a) the manufacture of certain of
Acterna's printed circuit assemblies and (b) certain services in
connection with the design and assembly of Products.

Both parties have been in negotiations to reduce the number of
services provided for under the Existing Contract to better suit
Acterna's current business needs and to obtain Benchmark's
consent to the proposed assumption.  On September 12, 2003,
Acterna and Benchmark entered into a memorandum of understanding,
which memorialized the parties' agreements, including the
agreements with respect to Benchmark's prepetition and
administrative expense claims, as well as an amendment of the
Existing Contract.

To resolve their rights and obligations under the Existing
Contract, the parties stipulate and agree that:

   (a) Acterna will enter into the New Contract with Benchmark;
       and

   (b) Benchmark's claim will be treated and satisfied as set
       forth in the MOU.

The salient terms of the New Agreement include:

(A) Pricing

     (1) Component Pricing

         Benchmark will follow Acterna's sourcing instructions as
         determined at each cost reduction review in the
         procurement of any raw materials, items or components
         used to manufacture the Product -- Components.

     (2) Exclusions from Price

         * Prices do not include freight, export licensing of the
           Product, or payment of freight broker's fees, duties,
           tariffs or other similar charges.

         * Prices do not include taxes or charges imposed by any
           taxing authority upon the manufacture, sale, shipment,
           storage, "value add" or use of the Product, which
           Benchmark is obligated to pay or collect.

         * Prices do not include the cost of compliance with any
           environmental legislation, which relates to the return
           of end of life Product from Acterna to Benchmark for
           disposal.

         * Prices do not include Non-Recurring Engineering
           Activity Charges, which will be separately stated and
           invoiced only upon prior written approval by Acterna,
           provided, however, that upon mutual agreement,
           Benchmark will amortize the NRE Charges over the
           production of the Product.

         * Prices do not include expedited fees or premiums
           charged by suppliers for the Components resulting from
           Acterna's schedule changes as permitted.

     (3) Other Price Adjustments

         * Acterna believes that Benchmark will be able to obtain
           the pricing set forth in the Acterna Bill of
           Materials.  In the event Benchmark is unable to
           purchase Components at the prices set forth in the
           Bill of Materials, Benchmark will be permitted to
           increase its Prices in proportion to the increase in
           the cost of the Components.

         * Either party may reopen the subject of the Product
           pricing in response to changes in conditions.

         * Acterna will be entitled to a price adjustment
           resulting from cost savings.

         * In no event will the Prices for the Product be less
           favorable than those for goods which are substantially
           similar in specification or function, product mix,
           material terms and conditions of sale, and volume
           which are sold to other Benchmark customers whose
           total business revenue is substantially similar to
           that of Acterna.

     (4) No Volume Commitment

         Acterna will be under no obligation to request the
         Products and makes no guarantee or warranty, regarding
         any volumes, any particular mix, or any degree of
         customization of the Products.

     (5) Materials Provided by Acterna

         Benchmark will not charge any mark-up, handling fee or
         any other charge or cost to Acterna in respect of
         equipment or inventory of the Components procured by
         Acterna that are consigned to Benchmark for use in
         providing the Product.

     (6) Equipment

         All equipment necessary for or used by Benchmark to
         manufacture the Products and paid for by Acterna, as the
         parties may mutually agree, will be owned by Acterna.

     (7) Exclusive Charges

         Benchmark may not charge, and Acterna will not be
         responsible for paying, any charges for the Products
         other than the Prices set forth in the Agreement.

     (8) Incidental Expenses

         Benchmark's base prices will be inclusive of all
         incidental expenses that Benchmark incurs in providing
         the Product.

     (9) Pass-Through Expenses

         Any pass-through expenses that Benchmark wants Acterna
         to pay must be approved by Acterna in writing and in
         advance of incurring the expense.  Benchmark may not
         charge Acterna any pass-through expenses or mark up any
         pass-through expenses other than those approved by
         Acterna in writing in advance.

    (10) Additional Support

         From time to time, Acterna may request that Benchmark
         provide additional support to meet the non-customary
         lead times.

    (11) Open Books Policy

         Benchmark will provide, subject to any confidentiality
         restrictions to which Benchmark is obligated, Acterna
         full visibility and access into Benchmark's costs to
         provide the Products, including the vendor of each part
         by Acterna part number, purchase order used, price,
         payment terms and cancellation terms.

    (12) Prototypes/New Products

         If Acterna selects a Benchmark NPI site as a facility to
         prepare a prototype for a new Product, the costs of the
         Components will not exceed those employed at the
         Benchmark manufacturing site for identical Components.

(B) Payment Terms

     (1) Invoicing

         Benchmark will invoice Acterna upon shipment of the
         Products.  Benchmark's invoices will be in a format and
         at a level of detail approved by Acterna, which will
         enable Acterna  to allocate Prices for its internal
         accounting purposes.

     (2) Payment

         Payment terms are net 45 days after date of invoice,
         provided that there exists no good faith dispute in
         relation to the invoice.  On any invoice not paid by
         maturity date, Benchmark reserves the right to charge
         Acterna interest from the maturity to date of payment at
         the rate of 0.4% per month, or the maximum permitted by
         law, whichever is the lesser.

(C) Component and Product Ordering

     (1) Bin Management Process

         The parties will work towards developing a bin
         management process with implementation at mutually
         agreed to Benchmark sites and on a mutually agreed to
         schedule.

     (2) General Commitments

         These Component commitments apply to the standard
         scheduling method:

         * Acterna authorizes Benchmark to make Component
           commitments consistent with the Component supplier's
           lead times at the minimum quantities necessary to
           support Acterna's demand and scheduled for delivery in
           accordance with Acterna's demand.

         * The parties will mutually agree to a list of standard
           parts, applying Benchmark's criteria for liability
           codes that will be identified on the costed Bill of
           Materials provided in the Product Quotation, from time
           to time and will review the list not less often than
           quarterly.

         * Acterna will provide a non-binding 12-month rolling
           forecast, by finished Product as determined by
           Acterna, to Benchmark once a week.

         * These rescheduling commitments apply to standard
           scheduling methods:

           Days Before P.O.          Sales Dollars % Change
            Delivery Date                   Allowance
           ----------------          ----------------------
                0 - 30                       +/-10%
               31 - 60                       +/-25%
               61 - 90                       +/-50%
                  > 90                       +/-100%

     (3) Purchase Orders

         Acterna will use its standard purchase order form to
         order Product.  Each purchase order will be in the form
         of a written or electronic communication and will
         contain this information:

         * a description of the Product by assembly number;
         * the quantity of the Product;
         * the delivery date;
         * the location to which the Product is to be shipped;
         * transportation instructions; and
         * price.

     (4) Delivery Dates

         At Acterna's written request in the purchase order, each
         build lot will contain a quantity of Products and
         schedule of delivery dates.

     (5) Acceptance of Purchase Orders

         All purchase orders will be confirmed by Benchmark
         within two business days of receipt of the purchase
         order or replenishment requests.  If Benchmark does not
         accept or reject the purchase order within the two-day
         period after confirmation of order receipt, the purchase
         order will be deemed accepted by Benchmark.

(D) Limitation of Liability

     (1) In no event will either party be liable to the other for
         any indirect, consequential, incidental or special
         damages, or any damages whatsoever resulting from loss
         of use, data or profits, even if the other party has
         been advised of the possibility of damages;

     (2) Notwithstanding anything in this agreement to the
         contrary, each party's maximum aggregate liability to
         the other will be:

         * for indemnification obligations:

             (i) $5,000,000 for legal fees;
            (ii) $5,000,000 for direct damages; and
           (iii) $5,000,000 for punitive damages.

         * Excluding to the extent that a party has engaged in
           fraud or intentional or willful misconduct and for any
           invoices owed by one party to the other, all other
           damages will not exceed the total amount of fees paid
           or payable by Acterna to benchmark during the 12-month
           period before the first date on which the liability
           arose.

     (3) Benchmark will have the right to suspend performance
         unless Acterna provides Benchmark with adequate
         assurance with respect to potential future liability
         for Claims.

The New Agreement is effective as of October 15, 2003. (Acterna
Bankruptcy News, Issue No. 14; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


ADELPHIA BUSINESS: Wants Clearance for TSI Settlement Agreement
---------------------------------------------------------------
Judy G.Z. Liu, Esq., at Weil, Gotshal & Manges LLP, in New York,
recounts that on September 24, 1999, Hyperion Telecommunication,
Inc., also known as Adelphia Business Solutions Inc., and TSI
Telecommunications Services, Inc., now known as GTE
Telecommunication Services, Inc., executed an Information and
Network Products and Services Agreement and an Access Revenue
Management Solution Addendum.  On May 26, 2000, ABIZ and TSI
amended the Addendum.

Pursuant to the Agreement, TSI provides a service known as Access
Revenue Management Solution to the ABIZ Debtors.  Access Revenue
Management Solution provides the billing capability necessary for
a carrier to accurately capture revenue from long distance phone
calls to that carrier's own customers from another long distance
carrier's customers, and revenue from local phone calls to that
carrier's own customers from customers of another phone company
in that area.  The service provides:

   (1) pre-billing management of the records used to produce the
       bills the Debtors send to their customers;

   (2) bill generation and distribution and application of
       payments and adjustments to members' accounts; and

   (3) information management, which includes a web-enabled
       warehouse that the ABIZ Debtors can access to view
       customer billing reports, like total monthly revenue and
       total monthly usage.

According to Ms. Liu, the TSI services enable the ABIZ Debtors to
bill their customers about $15,000,000 a month for their
customers' use of the ABIZ's network.  The TSI services furnish
the ABIZ Debtors' infrastructure by enabling them to capture,
bill, and record its customers' use.  The ABIZ Debtors' ability
to bill and collect revenues from their clients is directly tied
to and dependent on the utilization of these TSI services.

In September or October 2001, the ABIZ Debtors and TSI entered
into a letter agreement wherein the Parties compromised and
settled certain disputes between them arising in connection with
the Agreement.  Pursuant to the Settlement Letter, ABIZ made
certain payments to TSI to satisfy certain disputed invoices and
other remedies, liabilities, and damages TSI may have otherwise
asserted against ABIZ.

Pursuant to the Settlement Letter, TSI issued credits to ABIZ,
including $450,000 in credits to be issued by TSI to ABIZ in six
equal monthly installments beginning in November 2001 and ending
in April 2002, to satisfy certain disputes, remedies, liabilities
and damages that ABIZ may have otherwise asserted against TSI and
all additional claims, remedies or damages that may have arisen
through the date of the Settlement Letter.

Pursuant to the Agreement, TSI alleges that ABIZ owes it $776,435
for prepetition services:

         Date                               Amount
         ----                               ------
         February 1-28, 2002              $461,651
         March 1-26, 2002                  314,784

ABIZ disputes the amount of the Prepetition Obligation TSI
claimed.

As of May 1, 2003, TSI alleges that ABIZ owes TSI $1,069,563 for
postpetition services provided by TSI from the Petition Date
through April 30, 2003.  ABIZ disputes the amount of the
Postpetition Obligations alleged by TSI.

On May 16, 2002, TSI asked the Court to compel ABIZ to assume or
reject the Agreement and pay the administrative expense for
postpetition services provided to the ABIZ Debtors.  On June 14,
2002, the ABIZ Debtors objected to the request.

Prior to the hearing on the Contract Decision Motion, the parties
mutually agreed to continue the hearing to allow the parties time
to reach a settlement relating to the specifics underlying ABIZ's
reasons for disputing the amount of the Postpetition Obligations.
To date, the hearing has not been rescheduled.

In October 2002, Ms. Liu notes that the Agreement was set to
expire, provided 60 days prior written notice was given by either
Party.  Absent the notice, the terms of the Agreement continued
on a month-to-month basis and the Agreement is terminable at will
by either Party on 120 days' prior written notice.  Since either
party did not provide the requisite 60-day notice, the Agreement
is presently in effect on a month-to- month basis.

On October 1, 2002, ABIZ retained a third party vendor to provide
services similar to those provided by TSI under the Agreement.
On October 22, 2002 and November 5, 2002, TSI provided notice to
ABIZ that TSI would exercise its rights to suspend or terminate
services under the Agreement because TSI alleges that,
postpetition, ABIZ was in default under the terms of the
Agreement.  ABIZ disputes this allegation.

On March 31, 2003, TSI filed a proof of claim for $776,453.  On
April 10, 2003, the Debtors sought the Court's authority to
reject the Agreement because it no longer served any useful
"purpose of the Debtor's reorganization efforts."  On April 22,
2003, the Debtors notified parties-in-interest of the removal of
the Agreement from the list of executory contracts and unexpired
leases identified in the Motion to Reject.

TSI asserts that the Debtors' actions evidence their belief that
the Debtors continue to derive substantial postpetition benefit
by the Agreement remaining in force and effect.  The ABIZ
Debtors, on the other hand, dispute this assertion.

To date, Ms. Liu tells Judge Gerber, ABIZ has not sought to
reject the Agreement or provide the requisite written notice to
TSI of its intention to terminate the month-to-month status, and
the Agreement remains in full force and effect.

The Parties desire to settle all claims between them relating to
the Agreement, to avoid the expense, delay, and uncertainty of
further litigation among them regarding the Agreement, and to
agree on the terms for TSI to provide future services to ABIZ.

The salient terms of the Compromise Settlement and Mutual Release
Agreement are:

   (1) The Parties agree that, upon Court order approving the
       Settlement Agreement, the ABIZ Debtors will immediately
       pay to TSI, via wire transfer and according to TSI's wire
       instructions, $410,000 in partial satisfaction of the
       Postpetition Obligation asserted by TSI against the ABIZ
       Debtors;

   (2) The Parties agree that the balance of the Postpetition
       Obligation TSI asserted will be added to the Prepetition
       Obligation, thereby giving TSI an allowed unsecured claim
       for $1,436,016.  This claim will be deemed an allowed
       unsecured claim and binding on the ABIZ Debtors, its
       successors and assigns or legal representatives,
       including any trustee or receiver in bankruptcy;

   (3) Upon TSI's receipt of the payment, TSI will provide ABIZ
       with access to or copies of certain records for an agreed
       upon fee, plus expenses, to be determined by TSI in
       accordance with its customary business practices.
       Production of any records requested by ABIZ will require
       no less than 30 days' advance written notice to TSI, and
       advance payment by ABIZ to TSI, via wire transfer and
       according to TSI's wire instructions, before TSI provides
       ABIZ with access to its records;

   (4) Except as otherwise provided in the Settlement Agreement,
       the Agreement and any outstanding obligations under it
       will automatically terminate and be of no effect; and

   (5) The Parties mutually release the other as to any and all
       claims arising on or before the execution of the
       Settlement Agreement, relating to the Agreement, but that
       all rights and obligations the Parties may have under
       separate agreements will remain in full force and effect.

By this motion, the ABIZ Debtors ask the Court, pursuant to Rule
9019(a) of the Federal Rules of Bankruptcy Procedure, to approve
their Settlement Agreement with TSI.

Ms. Liu contends that the terms of the Settlement Agreement are
fair and equitable, and fall well within the range of
reasonableness.  It is the product of hard-fought, arm's-length
negotiations on both sides.  Through the Settlement Agreement,
the Parties have avoided the uncertainties attendant to
potentially complex and protracted litigation with respect to the
disputes, which have arisen from the Agreement.  Experienced
counsel for each of the Parties expended a great deal of time and
effort in reaching a resolution.  By avoiding the litigation and
entering into the proposed settlement, ABIZ's estate will pay 40%
of the total Postpetition Obligation, which TSI asserts is due,
grant and fix TSI an allowed unsecured claim, establish a
procedure to enable the ABIZ Debtors to obtain back-up
documentation to support its billing records, and terminate an
existing contract, which will enable the ABIZ Debtors to proceed
with their Chapter 11 cases without the distraction of a
prolonged and costly litigation with TSI, Ms. Liu argues.
(Adelphia Bankruptcy News, Issue No. 44; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


ADEPT TECH.: Taps Rohwedder Pematech for European Distribution
--------------------------------------------------------------
Adept Technology, Inc. (OTCBB:ADTK), a leading manufacturer of
flexible automation for the semiconductor, electronics,
automotive, fiber optic, telecommunications and life sciences
industries, has signed Rohwedder Pematech as its European
distributor of the Adept CHADIQ(TM) odd-form electronic components
assembly platforms and marks the first introduction of this
technology to the European market.

"Because of Rohwedder Pematech's excellent market coverage and
strong electronics knowledge, they are ideally suited for the
introduction of automated electronic assembly platforms to the
European market," said Charlie Duncheon, executive vice president
of Adept Technology. "We believe the Adept CHADIQ technology,
coupled with Pematech's industry presence and systems process
expertise, will provide customers with high-quality, cost-
effective and well-supported electronics assembly systems."

"With Adept's products and services and Pematech's worldwide
market position and extensive experience in the electronic
industry, we will have a strong partnership for efficiently
serving the odd-form market in Europe," said Klaus Kroesen,
managing director of Rohwedder Pematech. "Adept's quality and
breadth of automation products give us the best opportunity to
provide our customers with a broader range of value-added
automated solutions for their electronic production."

The Adept CHADIQh(TM) and Adept CHADIQt(TM) solutions are the
hallmark of Adept's odd-form and electronics final assembly
automation technology. The platforms are designed to provide cost-
effective reliable performance for electronics board assembly. The
Adept CHADIQ product line combined with patented modular tools,
enables customers to assemble most odd-form component types,
including axials, radials, header strip, DIPs, SIPs, connectors,
transformers, telephone jacks, relays, TO-220s, displays, LEDs,
surface mount, small daughter boards, switches, PGAs and more on a
single platform.

Rohwedder Pematech was founded in 1980 and is located in
Radolfzell, Germany. The company produces high-quality semi- and
fully automated test lines, handling modules and depanelizers for
the electronics industry. Their service range includes complete
system solutions for testing, assembly and handling of PCBs,
components and completely assembled units. More information on
Rohwedder Pematech can be found on their Web site at
http://www.rohwedder.de/index-pema-e.html

Adept Technology -- whose June 30, 2003 balance sheet shows a
total shareholders' equity deficit of about $11 million --
designs, manufactures and markets factory automation components
and systems for the fiber optic, telecommunications,
semiconductor, automotive, food and durable goods industries
throughout the world. Adept's robots, controllers, and software
products are used for small parts assembly, material handling and
ultra precision process applications. Our intelligent automation
product lines include industrial robots, configurable linear
modules, flexible feeders, semiconductor process components,
nanopositioners, machine controllers for robot mechanisms and
other flexible automation equipment, machine vision, systems and
software, application software and simulation software. Founded in
1983, Adept is America's largest manufacturer of industrial
robots. More information is available at http://www.adept.com


AGWAY INC: Inks Pact to Sell Energy Products Unit to Suburban
-------------------------------------------------------------
Agway Energy Products LLC, a wholly-owned subsidiary of Agway,
Inc., and Suburban Propane, L.P., have signed an agreement for
Suburban to purchase substantially all of the assets and business
operations of Agway Energy Products for total cash consideration
of approximately $206 million.

The purchase price is subject to certain escrows required under
the Agreement such that the net cash proceeds to be realized at
Closing will be approximately $175 million.

The agreement is subject to bankruptcy court approval.  Agway's
next step is to file a motion with the U.S. Bankruptcy Court for
the Northern District of New York requesting that the court
establish bidding procedures and a date for conducting an auction
to determine if there are higher or better offers for the Energy
business. Agway expects to complete the sale before the end of
this calendar year.

Agway Energy Products has a strong track record of profitability
and growth. With annual sales exceeding $500 million, the Company
is the second largest heating oil retailer in the U.S., and among
the nation's top ten propane marketers. In addition, the Company
sells natural gas and electricity in deregulated markets through
Agway Energy Services, Inc. and Agway Energy Services-PA, Inc.,
the assets of which are also included in the agreement.

Under the agreement, Suburban would continue operation of all
Agway Energy Products' plants. Suburban would also honor all Agway
Energy Products' contracts and service agreements.

Agway CEO Michael Hopsicker said: "Since announcing last April
that we would explore the potential sale of each of our businesses
and other strategic alternatives for maximizing value for Agway's
creditors, we have carefully evaluated all options for our Energy
business to determine the best course of action. In addition to
selling the business, we explored the option of reorganizing Agway
around the Energy business and recapitalizing Agway Energy
Products in a way that could provide cash to Agway's creditors.
Based on the value of the Suburban agreement, we believe that the
sale process is in the best interests of Agway's creditors. Our
position is supported by the Official Committee of Unsecured
Creditors."

Agway, Inc. is an agricultural cooperative owned by 69,000
Northeast farmer-members. On October 1, 2002, Agway, Inc. and
certain of its subsidiaries filed voluntary petitions for
reorganization under Chapter 11 of the U.S. Bankruptcy Code. Agway
Energy Products LLC, Agway Energy Services, Inc. and Agway Energy
Services-PA, Inc. were not included in the Chapter 11 filings. The
Cooperative is headquartered in Syracuse, NY. Its Web site is
http://www.agway.com

Agway Energy Products, based in Syracuse, N.Y., provides fuel,
equipment and service to more than 500,000 customers in homes,
farms and businesses throughout Pennsylvania, New Jersey, New York
and Vermont. For more information, visit them on the web at
http://www.agwayenergy.com

Suburban Propane Partners, L.P. is a publicly traded Master
Limited Partnership (NYSE: SHP). Headquartered in Whippany, NJ,
Suburban has been in the customer service business since 1928. The
Partnership serves approximately 750,000 residential, commercial,
industrial and agricultural customers through more than 320
customer service centers in 40 states. The Company's web site is
http://www.suburbanpropane.com


AHOLD LEASE: S&P Says Outlook Positive for Trust Certificates
-------------------------------------------------------------
Standard & Poor's Ratings Services revised the CreditWatch status
of its 'BB-' ratings on the A-1 and A-2 pass-through trust
certificates issued by Ahold Lease 2001-A Pass Through Trusts to
positive from negative.

The revised CreditWatch status follows the revision of the
CreditWatch status of the ratings on Ahold Koninklijke N.V.'s to
positive on Nov. 7, 2003. The ratings on Ahold Lease 2001-A Pass
Through Trusts are dependent on the corporate credit rating on
Ahold, which guarantees leases that serve as the source of payment
on the rated securities. The leases, which are "bondable" triple-
net, are on 46 properties that include supermarkets and other
retail stores, office buildings, warehouses, and distribution
centers in 13 states.

              CREDITWATCH STATUS REVISED TO POSITIVE

              Ahold Lease 2001-A Pass Through Trusts
                   Pass-thru trust certificates

                         Rating
        Class    To                From
        A-1      BB-/Watch Pos     BB-/Watch Neg
        A-2      BB-/Watch Pos     BB-/Watch Neg


AIR CANADA: Repudiates Catering Contract with Cara Operations
-------------------------------------------------------------
Cara Operations Limited announced that by written notice received
at 5:30 on Friday, November 7,2003, it has been advised by Air
Canada that pursuant to the rights given to the airline under
restructuring protection pursuant to the Companies' Creditors
Arrangement Act (the "CCAA"), Air Canada has repudiated the
contract for the provision of catering and commissary services by
Cara to the airline.

The effective date of the repudiation according to the notice from
Air Canada is the date of emergence of the airline from CCAA
protection, currently scheduled for December 31, 2003, but not
expected to be later than March 31, 2004.

It is not uncommon for corporations undergoing court-supervised
restructuring to repudiate contracts with service providers while
continuing to hold discussions. Further discussions between Air
Canada and Cara have been scheduled for later this week. Air
Canada is Cara's largest customer, with the repudiated contract
representing approximately 13.7% of the fiscal 2003 total gross
revenues of Cara and 8.8% of the fiscal 2003 total system sales.
Until the matter is fully resolved, it is difficult to completely
assess the impact of the repudiation on Cara and its earnings. In
the meantime, the terms and conditions of the existing contract
remain in effect.

With annual system sales in excess of $1.8 Billion, Cara
Operations Limited, based in Toronto, Ontario, Canada, is one of
Canada's leading integrated restaurant companies, and the largest
operator of full service restaurants in Canada, providing
employment for approximately 39,000 Canadians in its owned and
franchised operations. Cara's wholly owned businesses include
Swiss Chalet, Harvey's, Second Cup, Kelsey's Neighborhood Bar &
Brill, Montana's Cookhouse, and as a franchisee, Outback
Steakhouse restaurants in Eastern Canada; Cara Air Terminal
Restaurants Division; Cara Airport Services Division; and Summit
Food Service Distributors Inc. Cara also owns 74% of Milestone's
Restaurants Inc., an upscale casual restaurant chain. Cara is a
values-based organization and further information may be obtained
by visiting http://www.cara.com


AMERCO: Pacific Investment Resigns from Creditors' Committee
------------------------------------------------------------
U.S. Trustee for Region 17, William T. Neary, informs Judge Zive
that Pacific Investment Management Company LLC resigned from the
Official Committee of Unsecured Creditors of the AMERCO Debtors.
The Creditors' Committee is now composed of:

       Law Debenture Trust Company of New York
       767 Third Avenue, 31st Floor
       New York, NY 10017
       Contact: Daniel Fisher
       Represented by: Arnold Gulkowitz, Esq.
                       Orrick, Herrington & Sutcliffe LLP
                       666 Fifth Avenue
                       New York, NY 10103
                       Telephone (212) 506-5000
                       Fax (212) 506-5151

       Bank of America, N.A.
       Strategic Solutions, Inc.
       555 South Flower Street, 9th Floor
       Los Angeles, CA 90071
       Contact: Timothy C. Hintz, Managing Director
       Represented by: Evan M. Jones, Esq.
                       O'Melveny & Myers LLP
                       400 South Hope Street
                       Los Angeles, CA 90071
                       Telephone (213) 430-6000
                       Fax (213) 430-6407

       G.E. Asset Management Inc.
       3003 Summer Street
       Stamford, CT 06905
       Contact: John Endres
                Telephone (203) 326-4287
                Fax (203) 356-4910

       The Bank of New York
       101 Barclay Street, 8W
       New York, New York 10286
       Represented by: Gerald Facendola
                       Telephone (212) 815-5440
(AMERCO Bankruptcy News, Issue No. 11; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


AMERICREDIT: Amends and Extends Master Warehouse Credit Facility
----------------------------------------------------------------
AmeriCredit Corp. (NYSE:ACF) announced the extension and amendment
of its $1.95 billion multi-year master warehouse credit facility,
which includes commitments from 12 lenders.

The Class A-1 portion of this facility in the amount of $150
million now matures in November 2004. The remaining classes
totaling $1.8 billion mature in November 2006. The Company uses
warehouse credit facilities for short-term financing of its
receivables until it permanently finances the receivables in
securitization transactions.

In conjunction with the renewal, the Company amended certain
covenants provided under the facility, including an increase in
the maximum annualized portfolio net loss ratio to 9% from 8%. If
the Company's required credit enhancement levels are reduced in
future asset-backed securitizations due to more favorable credit
trends, the covenant will be lowered to 8.5%. Additionally,
AmeriCredit amended the covenants related to annualized portfolio
net losses and net liquidated receivables included in its $500
million medium term note conduit facility, which matures in
February 2005, to conform to the changes in the master warehouse
credit facility.

AmeriCredit is reiterating its previous guidance that the net loss
ratio for the managed portfolio will remain in the 7.0 to 7.9
percent range for the next six months. However, the Company
amended the related covenants to allow for portfolio seasoning and
potential adverse developments such as unexpected weakness in the
economy and used car values.

AmeriCredit Corp. is a leading independent middle-market auto
finance company. Using its branch network and strategic alliances
with auto groups and banks, the Company purchases retail
installment contracts entered into by auto dealers with consumers
who are typically unable to obtain financing from traditional
sources. AmeriCredit has more than one million customers and
approximately $14 billion in managed auto receivables. The Company
was founded in 1992 and is headquartered in Fort Worth, Texas. For
more information, visit http://www.americredit.com


AMERICREDIT: Fitch Affirms B Rating over Renewal of Facility
------------------------------------------------------------
Fitch Ratings has affirmed the 'B' rating for AmeriCredit Corp.'s
senior unsecured debt and revised the Rating Outlook to Stable
from Negative following ACF's announcement of the renewal of its
master warehouse facility. Approximately $375 million of debt is
affected by this action.

Fitch's Rating Outlook revision to Stable reflects the company's
successful renegotiation of its warehouse credit facilities. In
conjunction with the renewal of the warehouse facility, the
warehouse covenant limiting the annualized managed net charge-off
ratio below an average of 8.0% for two consecutive quarters was
increased to 9.0%. The increased covenant level provides greater
cushion relative to the company's current annualized charge-off
level. Fitch expects ACF to maintain an adequate cushion relative
to this covenant going forward. In addition to this change there
were other modifications to the agreement which Fitch believes is
consistent with the current rating and outlook.

Fitch's rating reflects ACF's improved liquidity position,
lengthening of the company's funding maturities, and expectation
of asset quality improvement. ACF's liquidity position has
improved as unrestricted cash has increased to $358 million at
Sept. 30, 2003 from $92 million at June 30, 2002. Fitch expects
ACF to breach trigger levels in two securitizations over the next
two months trapping the majority of cash distributions from FSA
insured trusts for the remainder of the year. However,
unrestricted cash is not expected to deviate materially from
current levels, which should be sufficient to fund operations over
the near term. Asset quality is expected to improve over the next
year as ACF's older portfolio liquidates and newer originations
with higher underwriting criteria begin to season. Although still
not fully seasoned, originations starting in late 2002 are
performing better, based on cumulative charge-off data, than
originations from previous years. In addition, delinquencies
(measured as 31+ days delinquent of the securitized portfolio)
have trended favorably to 9.52% at Oct. 31, 2003 from 14.66% at
Dec. 31, 2002.


ANC RENTAL: Claim Traders Won't Like Proposed Voting Procedures
---------------------------------------------------------------
As ANC Rental Corporation and its debtor-affiliates prepare to
send their Joint Chapter 11 Liquidating Plan out to creditors for
a vote, the company asks Judge Walrath to approve uniform
solicitation and voting procedures.  Claim traders won't like the
proposed protocol because it looks at who they are rather than the
claims they hold against the estates.

                       Improper Counting

ANC proposes that "[e]ach transferee will be treated as a single
creditor for purposes of the numerosity requirements in Section
1126(c) and the proposed voting and solicitation procedures."

A stroll through the Bankruptcy Code and Rules shows that ANC's
proposed aggregation confuses creditors with claims.  A "claim" is
a "right to payment."  11 U.S.C. Sec. 101(5).  A "creditor" is an
"entity that has a claim against the debtor that arose at [or
before] the [petition date]."  11 U.S.C. Sec. 101(10).  The rules
of construction for interpreting the text of the Bankruptcy Code
provide that "the singular includes the plural."  11 U.S.C. Sec.
102(7).  Section 1122 of the Code calls for classification of
claims under a chapter 11 plan -- not classification of
creditors.  Section 1123(a)(4) of the Code requires that any
chapter 11 plan must "provide the same treatment for each claim
[in a class], unless the holder . . . agrees [otherwise]."
Section 1126(c) of the Code requires acceptance of a plan by
"creditors . . . that hold . . . more than one-half in number of
the allowed claims of such class held by creditors . . . [that
have accepted a plan]."  That's creditors holding one-half of the
claims; not one-half of the creditors.  Rule 3001(e) provides for
the transfer of claims, not aggregation of a creditor's rights.
Rule 3003(b)(1) directs that "[t]he schedule of liabilities filed
pursuant to Sec. 521(1) of the Code shall constitute prima facia
evidence of the validity and amount of the claims of creditors."
The Bankruptcy Code and Rules distinguish claims from creditors.
ANC's Voting Procedures do not make the distinction.

A claim trader, or any other purchaser of a claim against a
debtor's estate, steps into the shoes of the seller of the claim.
Colonial-period vulture investors banked on this when they bought
certificates issued by the Continental Congress at 7 cents-on-the-
dollar while Alexander Hamilton was crafting the plan to have the
United States assume those obligations and honor them at par with
interest -- to James Madison's and other Antifederalists' chagrin.
Mr. Madison favored discriminating between the original holders of
the debt (for example, soldiers and those who had loaned Congress
money) and holders who had purchased the certificates at less than
face value.  Mr. Madison proposed to the Congress on February 11,
1790, a scheme where secondary purchasers -- often called
speculators in a derogatory tone -- would recoup a little more
than what they paid for the debt obligation and the balance of the
sum due from the public would be paid to the original certificate
holder.  Opponents of this discrimination saw it as an
unconstitutional violation of basic contract law.  By a 36-to-13
vote on February 22, 1790, the Congress rejected Mr. Madison's
proposal.

A claim purchaser accepts all of the rights and infirmities of a
purchased claim.  There is no mystical transformation in the
character, nature or other rights attendant to a claim upon its
transfer from one entity to another after the commencement of a
chapter 11 case.  ANC improperly focuses on the identity of the
creditor rather than the classification, character and nature of
the claim.

                    Excess Documentation

With respect to a transferred claim, the ANC Debtors propose that
the transferee will be entitled to receive a Solicitation Package
and cast a Ballot on account of the transferred claim only if by
the Record Date:

   (1) all actions necessary to effect the transfer of the claim
       pursuant to Bankruptcy Rule 3001(e) have been completed;
       or

   (2) the transferee files:

          (a) the documentation required by Bankruptcy Rule
              3001(e) to evidence the transfer: and

          (b) a sworn statement of the transferor supporting the
              validity of the transfer.

Nothing in the Bankruptcy Code or Rule 3001(e) of the Federal
Rules of Bankruptcy Procedure hints at the need for a claim trader
to obtain sworn statements from the transferor.  A filing under
Rule 3001(e) by the transferee is all that's required.  False
evidence of the transfer subjects the filer to penalties under
Rule 11 if not a criminal charge.  A fraudulent proof of claim
subjects the filer to a $500,000 fine and five years behind bars.
The United States Supreme Court says in Rule 3001(e) what's
required to effect a transfer of a claim -- no more and no less --
in ANC's bankruptcy case or any other debtor's.

Janice Mac Avoy, Esq., at Fried, Frank, Harris, Shriver & Jacobson
in New York and Bonnie Fatell, Esq., at Blank Rome LLP in
Wilmington, represent ANC Rental.  ANC's Creditors' Committee is
represented Andrew N. Goldman, Esq., and Adam Dembrow, Esq., at
Wilmer, Cutler & Pickering and Brendan L. Shannon, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, in Wilmington.

Judge Walrath is scheduled to review ANC's proposed voting and
solicitation procedures at a hearing on Nov. 19, 2003.


ARMSTRONG HOLDINGS: Court Clears AWI's Settlement Pact with CCR
---------------------------------------------------------------
Armstrong World Industries obtained U.S. Bankruptcy Court Judge
Newsome's approval of a Settlement Agreement with Center for
Claims Resolution, Inc.

The principal terms of the CCR Settlement Agreement are:

       (1) Contribution by, and Claims of, Safeco:  Subject to
           the terms and conditions of the CCR Settlement
           Agreement, Safeco will pay $5 million to CCR.  In
           exchange, Safeco will have a $4 million general
           unsecured claim against AWI's estate, which will
           be treated in Class 6 of the Plan.

       (2) Cancellation of Safeco Bond:  Upon CCR's receipt of
           the $5 million payment by Safeco, the Safeco Bond
           will be deemed cancelled.

       (3) Allowed General Unsecured Claim Of CCR:  CCR asserts
           a claim against AWI's estate for the costs of CCR's
           overhead -- both prepetition, as well as costs
           accruing postpetition -- on account of the claim.
           CCR will have an allowed unsecured claim for $4
           million against AWI's estate, which will be treated
           under Class 6 of the Plan.

       (4) Allowed Liquidated Claims of CCR against the Asbestos
           PI Trust:  CCR will have an allowed Prepetition
           Liquidated Claim against the Asbestos PI Trust for
           $62.5 million with respect to Existing Resettlements.
           The CCR Settlement Agreement contains various
           provisions relating to the treatment of the Existing
           Resettlement Claim, including a restriction that the
           maximum distribution payable by the Asbestos PI Trust
           on account of the Existing Resettlement Claim will
           not exceed $8 million.

           In addition, the CCR Settlement Agreement permits CCR
           to assert a claim against the Asbestos PI Trust with
           respect to Future Resettlements.  For a Future
           Resettlement Claim to be valid against the Asbestos
           PI Trust:

              (i) it may only relate to a Future Resettlement
                  that is listed on the Future Resettlement list
                  provided to AWI and the Future Claimants'
                  Representative in connection with the CCR
                  Settlement Agreement;

             (ii) CCR must provide to the Asbestos PI Trust --
                  subject to certain confidentiality provisions
                  information relating to the Future
                  Resettlement;

            (iii) either:

                     (a) CCR must provide to the Asbestos PI
                         Trust a release of the Asbestos PI
                         Trust by the plaintiff(s), or

                     (b) CCR must assign all its rights to the
                         plaintiff(s)' claim against AWI to the
                         Asbestos PI Trust, which rights must
                         include an assignment of at least 50%
                         of the plaintiff's claim against the
                         Asbestos PI Trust; and

             (iv) the amount claimed against the Asbestos PI
                  Trust cannot exceed the lesser, of:

                     (a) the face amount of AWI's share as set
                         forth on the Future Resettlement list,
                         and

                     (b) the percentage of AWI's share as set
                         forth on the Future Resettlement list
                         times the total amount paid by CCR
                         under the actual settlement.

                  The CCR Settlement Agreement places limits on
                  the amounts distributable to CCR on account of
                  Future Resettlement Claims, including that
                  the aggregate distributions from the Asbestos
                  PI Trust on account of all Future Resettlement
                  Claims will not exceed $12 million.

       (5) Withdrawal of Proofs of Claim:  On the Settlement
           Effective Date -- the date the Court enters an order
           approving the CCR Settlement Agreement -- each of the
           CCR Proofs of Claim will be deemed withdrawn with
           prejudice -- but without prejudice to the rights to
           assert claims against the Asbestos PI Trust to the
           extent provided in the Agreement -- except that one
           proof of claim will be deemed amended to provide for
           the $4 million general unsecured claim.

       (6) Dismissal of Pending Actions:  On the Settlement
           Effective Bate, these disputes will be dismissed
           with prejudice:

              (a) all claims between CCR and AWI in the
                  Century Adversary Proceeding,

              (b) the Preference Action, and

              (c) the Safeco Bond Litigation and Appeal.

       (7) Withdrawal of Confirmation Objections.  On the
           Settlement Effective Date, the objections to
           confirmation of the Plan filed by the CCR Members,
           CCR, and Safeco will be deemed withdrawn without
           prejudice. (Armstrong Bankruptcy News, Issue No. 50;
           Bankruptcy Creditors' Service, Inc., 609/392-0900)


ATLANTIC COAST: Pilots Approve Revised New Labor Agreement
----------------------------------------------------------
Atlantic Coast Airlines, the Dulles, VA-based carrier (Nasdaq:
ACAI) has been informed by the Air Line Pilots Association (ALPA)
that ACA's pilots have overwhelmingly ratified a revised contract
that includes market-based pay rates and work rule improvements
designed to give the company a competitive advantage as it moves
forward toward operating as an independent low-fare airline.

The new agreement is conditional and goes into effect only as the
company implements its low-fare airline plans, with the current
ACA pilot agreement remaining in effect until then.

Atlantic Coast Airlines President Tom Moore said, "The
overwhelming support of our pilots is another strong indication of
continued progress with our plan to launch a new low-fare carrier
to serve the Washington Dulles market. We remain confident that we
are moving in the direction that will provide the best possible
future for this company, its stockholders and employees."

Steve Hunt, Chairman of ACA's Master Executive Council which
represents the company's 1,700 pilots said, "The pilot group is
very excited about transforming ACA into an independent low-fare
airline. 93% of our eligible crew members participated in the
ratification process, and of those, 97% voted in favor of the
agreement. This is a clear demonstration that we are absolutely
unified in our commitment to working with all ACA employees to
ensure the success of our new airline."

ACA currently operates as United Express and Delta Connection in
the Eastern and Midwestern United States as well as Canada. On
July 28, 2003, ACA announced plans to establish a new, independent
low-fare airline to be based at Washington Dulles International
Airport. The company has a fleet of 148 aircraft -- including a
total of 120 regional jets -- and offers over 840 daily
departures, serving 84 destinations. ACA employs approximately
4,600 aviation professionals.

The common stock of parent company Atlantic Coast Airlines
Holdings, Inc. is traded on the Nasdaq National Market under the
symbol ACAI. For more information about ACA, visit
http://www.atlanticcoast.com

Atlantic Coast Airlines (S&P, B- Corporate Credit Rating,
Developing) employs over 4,800 aviation professionals.  The common
stock of parent company Atlantic Coast Airlines Holdings, Inc. is
traded on the Nasdaq National Market under the symbol ACAI.  For
more information about ACA, visit the Web site at
http://www.atlanticcoast.com


BAYOU STEEL: Files Stand-Alone Chapter 11 Plan of Reorganization
----------------------------------------------------------------
Bayou Steel Corporation President Jerry Pitts announced that Bayou
Steel has filed with the Bankruptcy Court its stand-alone plan of
reorganization shortly.

Mr. Pitts said he is hopeful that the Company will be able to
emerge from Chapter 11 by early February 2004. Bayou had
previously explored various business options in an effort to
maximize creditor recoveries. Those efforts included developing a
stand-alone business plan and undertaking a marketing process for
new investors or purchasers. No acceptable cash proposals were
received.

Bayou's Board of Directors concluded that a stand-alone plan of
reorganization providing an internal restructuring of its business
operations and a revised debt structure gave creditors the
greatest value.

The Bayou management team developed a long-term business plan over
the last six months. That business plan will be the foundation for
Bayou's plan of reorganization.

Mr. Pitts said, "Bayou will emerge from bankruptcy a stronger
company and will be primed to implement our strategic business
plan." Pitts stated he was pleased with the fourth fiscal quarter
results and that he is optimistic about the Company's business
prospects. Pitts added that "All of Bayou's employees worked hard
over the last year to successfully turn-around our business
operations. Their loyalty and commitment to excellence is
reflected in our improved financial results over the last six
months." Pitts noted "Our customers and our trade creditors were
loyal to us during this period and we will always be appreciative
of their support." Bayou filed for Chapter 11 on January 22, 2003.

Bayou Steel Corporation manufacturers light structural and
merchant bar products in LaPlace, Louisiana and Harriman,
Tennessee. The Company also operates three stocking locations
along the inland waterway system near Pittsburgh, Chicago, and
Tulsa.


BETTER MINERALS: S&P's Sub. Debt Rating Upped 2 Notches to CCC-
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its subordinated debt
rating on West Virginia-based Better Minerals & Aggregates Company
to 'CCC-' from 'CC'. At the same time, Standard & Poor's affirmed
its corporate credit rating. The outlook is negative.

"The rating action follows the company's reduction in senior
secured indebtedness from the sale of its aggregates business,
improving the subordinated debt's position in the capital
structure," said Standrad & Poor's credit analyst Dominick
D'Ascoli.

The ratings on Better Minerals & Aggregates reflect a weak
business position, limited financial flexibility, aggressive debt
leverage, and growing silica product liability claims.

Better Minerals & Aggregates mines, processes, and sells
industrial minerals, primarily industrial silica, from numerous
operations in the Eastern and Midwestern U.S., accounting for
approximately 24% of industry sales volume during 2002. Industrial
silica is used in a variety of end products, including various
types of glass, fiberglass, stucco, asphalt shingles, detergents,
dental products, ceramic, and floor tiles to name a few. While the
sale of the aggregates business reduced operating diversity, it
also brought more stability as the industrial minerals business is
not as volatile.

Net proceeds from the aggregates business sale were applied to
debt reduction in an effort to reduce the company's onerous debt
levels. Proforma for the transaction, Standard & Poor's estimates
total debt to annualized six-month EBITDA at a very aggressive
6.6x for the period ending June 30, 2003. The company will be
challenged to reduce debt further through cash generated from
operations as Standard & Poor's expects a break even free cash
flow run rate, excluding cash payouts for litigation. Proforma
annualized six month EBITDA to interest is estimated at a very
weak 1.3x for the period ended June 30, 2003. Holding all else
constant, Standard & Poor's would expect leverage and interest
coverage ratios to improve slightly, as certain cost savings
become fully reflected. However, high energy costs are depressing
margins because the company--and the industry in general--cannot
pass through these costs in the current sluggish economic
environment. Because of its financial position, Better Minerals &
Aggregates has hired Jefferies & Company, Inc. as a financial
advisor to evaluate strategic options.


BRIDGE INFO: Plan Administrator Wants Cantor's Claims Disallowed
----------------------------------------------------------------
Cantor Fitzgerald Securities filed three prepetition, unsecured,
non-priority claims against the Bridge Information Debtors:

   (a) Claim No. 1436 for no less than $165,959,620 plus
       interest, other undetermined amounts, and postpetition
       interest, filed on June 29, 2001;

   (b) Claim No. 1455 for no less than $140,000,000 plus
       interest, other undetermined amounts, and postpetition
       interest, filed on June 29, 2001; and

   (c) Claim No. 1819 for no less than $196,834,904 plus
       interest and inflation adjustments, other undetermined
       amounts, and postpetition interest to the extent
       allowable, filed on January 14, 2002.

Cynthia A. Fonner, Esq., at Foley & Lardner, in Chicago,
Illinois, informs the Court that the Cantor's Claims generally
concern its obligation to furnish Telerate, Inc. with certain
exclusive governmental securities market data.  Cantor bases its
Claims on two agreements:

   (1) An agreement between Telerate and Cantor Fitzgerald
       Securities Corp., Cantor's predecessor-in-interest, dated
       February 23, 1990, as amended; and

   (2) A Master Optional Services Agreement between Telerate and
       Market Data Corporation, dated February 23, 1990, as
       amended.

The Cantor Claims allege these grounds for relief:

A. Non-Qualified Broker Data Fees

   Telerate's non-payment of fees to Cantor for Telerate's
   supposed failure to display or publish Non-Qualified Broker
   Data under the Cantor Agreement, in no less than $23,793,117
   plus interest -- Claim No. 1436 -- and for an unspecified
   amount believed to be no less than $1,834,904 plus interest
   and inflation adjustments -- Claim No. 1819.

B. Monthly Secondary Competitor Fees

   Telerate's non-payment of Monthly Secondary Competitor Fees to
   Cantor under the Cantor Agreement, in no less than $50,270
   plus interest -- Claim No. 1436 -- and for the unspecified
   remaining portion of the amount believed to be no less than
   $1,834,904 plus interest and inflation adjustments -- Claim
   No. 1819.

C. Amended Master Optional Agreement Fees

   Telerate's non-payment of fees under the Amended Master
   Optional Agreement of which Cantor claims to be a third-party
   beneficiary, in no less than $2,116,232 plus interest -- Claim
   No. 1436 -- and believed to be no less than $95,000,000 plus
   interest and inflation adjustments -- Claim No. 1819.

D. Initial Damages

   Damages believed to be no less than $140,000,000 plus interest
   for:

      * fees and lost business opportunity arising from
        Telerate's alleged failure to display or publish the
        Cantor Data on the entire Te1erate System -- Claim No.
        1436;

      * Telerate's alleged breach of the implied covenant of
        good faith and fair dealing -- Claim No. 1436; and

      * Bridge's alleged tortious interference with the
        Agreements -- Claim No. 1455.

E. Punitive Damages

   Unspecified punitive damages for Bridge's alleged tortious
   interference with the Agreements -- Claim No. 1455.

F. Unspecified Lost Profits Damages

   Unspecified damages for supposed lost commercial
   opportunities, profits, and goodwill and other
   consequential damages believed to be no less than
   $100,000,000 -- Claim No. 1819.

G. Unspecified Screen Damages

   Unspecified damages for alleged failure to display the Cantor
   Data beyond the minimum number of screens on the Telerate
   System -- Claim No. 1819.

H. Other Unspecified Costs

   Unspecified costs, expenses, and interest allegedly owed in
   connection with the three Claims.

Ms. Fonner argues that the Cantor Claims are objectionable for a
number of reasons:

A. Duplication

   Claim No. 1436 asserts the Initial Damages for $140,000,000
   under two theories -- breach of contract and breach of the
   implied covenant of good faith and fair dealing.  Ms. Fonner
   contends that Claim No. 1455 was filed on the same date,
   contains descriptions from which it is clear that it stems
   from the same debts, and was filed for the same amount of
   money as Claim No. 1436.  Thus, Claim No. 1455 is duplicative
   of Claim No. 1436.

   To the extent that there is additional duplication, Ms. Fonner
   asserts, the Court should disallow the Claims.  Possible
   additional duplications may arise with respect to:

      (a) all of the Fees:

          * Non-Qualified Broker Data,
          * Monthly Secondary Competitor, and
          * Amended Master Optional Agreement; and

      (b) various Damages:

          * Initial,
          * Unspecified Lost Profits, and
          * Unspecified Screen.

   However, Ms. Fonner notes, Cantor failed to provide sufficient
   information to allow determination of any additional
   duplication.

B. No Scheduled Amounts for Claims

   Ms. Fonner maintains that the Cantor Claims must be disallowed
   since per the Debtors' records, there is no amount scheduled
   for the Claims.

C. Lack of Sufficient Information

   A number of the claim amounts are either not specified or just
   estimated based on belief.  None of the Claims has adequate
   support.

D. Improper Calculation of Damages

   Cantor fails to present properly calculated damages.  Cantor
   fails to mitigate its damages.  As part of the damages, Cantor
   seeks recovery for Telerate's alleged failure to distribute
   the Cantor Data.  Yet since the rejection of the Amended
   Master Optional Agreement and the Cantor Agreement, Cantor has
   been free to distribute the same data to other entities but
   has failed to do so.  Ms. Fonner explains that in effect,
   Cantor would like Telerate to pay for data that Telerate is no
   longer receiving, while Cantor now has the ability to
   distribute that data to other third parties for a profit.

   Ms. Fonner claims that even if Cantor experienced damages,
   they are more than offset by those suffered by Telerate as a
   result of Cantor's breach of the Cantor Agreement.  Under the
   Cantor Agreement, Cantor promised Telerate that the Cantor
   Data would be exclusive to Telerate.  Cantor knew that
   Telerate was paying for that exclusivity, and that Telerate's
   business depended on it. Cantor knowingly failed to honor this
   promise, distributing Cantor Data through its own rival eSpeed
   service, and thereby siphoning Telerate customers away.  This
   inequitable conduct by Cantor not only amounted to a serious
   breach of the Cantor Agreement, but contributed significantly
   to Telerate's financial demise and caused Telerate to incur
   hundreds of millions of dollars in damages.  Ms. Fonner
   informs the Court that the Chapter 11 Plan Administrator has
   filed counterclaims against Cantor regarding these damages,
   which are pending before the Court.

   Ms. Fonner further argues that there is no basis for Cantor's:

      (a) claims that Telerate did not pay for all of the screens
          on which the Cantor Data was displayed and that
          Telerate did not display that Data throughout the
          Telerate System;

      (b) suggestion that Telerate owes it Non-Qualified Broker
          Data Fees.  Telerate did not distribute Non-Qualified
          Broker Data;

      (c) suggestion that Telerate damaged it by allegedly
          violating the covenant of good faith and fair dealing.
          It is actually Cantor that violated that covenant by
          developing, marketing and operating eSpeed, which
          impermissibly diverted business from Telerate;

      (d) allegation that Bridge caused it damage by tortiously
          interfering with the Amended Market Optional Agreement
          and the Cantor Agreement.  To the contrary, it is
          Cantor, through its development of eSpeed that
          tortiously interfered with Telerate's rights under the
          Amended Market Optional Agreement.  Ms. Fonner asserts
          that Cantor's actions were willful, wanton, and in bad
          faith, and caused Telerate severe injury;

      (e) alleged punitive damages.  Cantor failed to show the
          purported tortious conduct allegedly giving rise to
          damages, let alone that any conduct was willful,
          wanton, or malicious; and

      (f) claim for the Unspecified Lost Profits Damages.  Cantor
          has not and cannot even come close to meeting the
          requirement of proving that damages within a reasonable
          certainty.

D. Double or Triple Recovery

   Ms. Fonner points out that Cantor and Market Data both
   asserted claims under the Cantor Agreement and the Amended
   Market Optional Agreement against Dow Jones & Company, Inc. in
   a consolidated action pending before the New York Supreme
   Court relating to Dow Jones' guarantee of various Telerate
   obligations.  To avoid double-dipping, any duplicate recovery
   received by Cantor from Dow Jones should reduce any recovery
   by Cantor in its claims.

   One possible example of a duplicative recovery is evident in
   Claim No. 1436, which states that Dow Jones already paid
   Market Data $5,848,344 for fees for the first half of the
   first quarter of 2001, which was the precise amount that
   Cantor states was outstanding for that period.  Cantor also
   contends that if Dow Jones asserts a claim in the Debtors'
   bankruptcy case for that payment, that claim would be
   subordinated to the claims of Cantor and Market Data.  In
   effect, Cantor appears to be asserting a "right" to double-
   dip.

E. Unclean Hands

   "Even if Cantor had a legitimate claim for damages, it still
   must be barred from recovery by the doctrine of unclean
   hands," Ms. Fonner says.  Cantor promised Telerate exclusivity
   with respect to the Cantor Data, but failed to honor that
   commitment, even though Cantor knew that it threatened
   Telerate's existence.

F. Frustration of Contract

   Cantor breached the Cantor Agreement and undermined the
   Amended Market Optional Agreement by failing to maintain the
   exclusivity of the Cantor Data.  This failure frustrated
   fulfillment of the fundamental purpose of these Agreements.
   As a result, Cantor cannot collect damages from Telerate with
   respect to them.

G. Waste of Resources

   Given that the subject matter of the Cantor Claims is already
   being considered otherwise, and given that recovery would
   be largely fruitless, the Cantor Claims should be disallowed
   to preserve the bankruptcy estates and promote judicial
   economy.

H. Equitable Subordination

   Even if the Court determines that Cantor is somehow entitled
   to recover damages, the doctrine of equitable subordination
   should prevent the recovery until all other creditors have
   received their proper distribution.  Cantor's conduct
   seriously injured Telerate.  Thus, any claim by Cantor, if
   granted, must be equitably subordinated under Section
   510(c)(1) of the Bankruptcy Code.

Accordingly, the Plan Administrator asks the Court to disallow
all claims filed by Cantor.  If all claims are not disallowed,
the Plan Administrator asks Judge McDonald to at least disallow
the Duplicative Claims. (Bridge Bankruptcy News, Issue No. 52;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


CANNON EXPRESS: Takes Actions to Voluntarily Delist from AMEX
-------------------------------------------------------------
Cannon Express, Inc. (Amex: AB) said that effective October 14,
2003, trading in the Company's securities has been halted by the
American Stock Exchange, Inc., due to the Company's inability to
meet certain continued listing standards.

The Company has commenced proceedings to voluntarily delist its
securities from the AMEX. The Company's management expects to file
its annual report on Form 10-K and its quarterly report on Form
10-Q with the Securities and Exchange Commission in mid-November.

As reported in Troubled Company Reporter's July 31, 2003, Cannon
Express, received notice from CitiCapital Commercial Corporation
that CitiCapital would exercise its right to terminate its funding
agreement with the Company.  The agreement between the Company and
CitiCapital included, among other terms and conditions, a clause
which allowed CitiCapital certain remedies if conditions deemed to
be an "Event of Default" existed.

One such event was "if there shall be a material change in the
stockholders or management of the Borrower."  Following the
previously announced, May 28, 2003 purchase by Arizona Diversified
of 60% of the Company's outstanding shares, the Company notified
CitiCapital of the change in both majority stockholders and in the
management of the Company, as required in such agreement.  At that
date, the Company was also in default regarding a payment
obligation for equipment.

The Company reached an agreement with CitiCapital to extend this
funding agreement as well as certain equipment obligations until
August 30, 2003.  The Company is also in negotiations with various
lenders to replace this funding relationship and will strive to
have a replacement for CitiCapital in the near future.

Cannon Express, Inc., operates a fleet of 775 tractors and more
than 1,600 trailers. The company ships retail and wholesale goods
(largely for discount merchandisers), automotive supplies and
parts, nonperishable food products, and paper goods. Major
customers include Wal-Mart and International Paper. Cannon Express
monitors and coordinates routes through a company-designed
computer system. The company also operates CarriersCo-Op.com, an
Internet-based forum for smaller carriers to share or swap extra
loads. Co-founders Dean and Rose Marie Cannon own 60% of the
company.


CENTENNIAL COMMS: Will Use Share Offering Proceeds to Repay Debt
----------------------------------------------------------------
Centennial Communications Corp. (NASDAQ: CYCL) has closed on a
public offering of 10,000,000 shares of its common stock at $5.50
per share for total gross proceeds of $55.0 million. The offering
included 7,000,000 primary shares sold by Centennial and 3,000,000
shares sold by affiliates of The Blackstone Group. The Company and
Blackstone have also granted the underwriter an option to purchase
up to an additional 1,500,000 shares of common stock to cover
over-allotments, if any.

Net proceeds to Centennial (before expenses) of approximately
$36.8 million will be used to pay down a portion of Centennial's
unsecured subordinated notes due 2009 which are currently accruing
pay-in-kind interest at a rate of 13%. The Company did not receive
any of the proceeds from the sale of the shares owned by
affiliates of The Blackstone Group.

Lehman Brothers Inc. served as sole book-running manager of this
offering.

"This transaction almost doubles the public float in our stock,"
said Michael J. Small, chief executive officer of Centennial. "In
addition, we have continued to improve our balance sheet through
the completion of this offering."

Centennial (S&P, B- Corporate Credit Rating, Negative) is one of
the largest independent wireless telecommunications service
providers in the United States and the Caribbean with
approximately 17.1 million Net Pops and approximately 929,700
wireless subscribers. Centennial's U.S. operations have
approximately 6.0 million Net Pops in small cities and rural
areas. Centennial's Caribbean integrated communications operation
owns and operates wireless licenses for approximately 11.1 million
Net Pops in Puerto Rico, the Dominican Republic and the U.S.
Virgin Islands, and provides voice, data, video and Internet
services on broadband networks in the region. Welsh, Carson
Anderson & Stowe and an affiliate of the Blackstone Group are
controlling shareholders of Centennial. For more information
regarding Centennial, visit its Web sites at
http://www.centennialcom.com and  http://www.centennialpr.com


CHARTER COMMS: Completes $500-Million 8.75% Senior Note Offering
----------------------------------------------------------------
Charter Communications, Inc. (Nasdaq: CHTR) announced that its
subsidiaries, CCO Holdings, LLC and CCO Holdings Capital Corp.,
have closed on the issuance of $500 million 8.75% Senior Notes due
2013 in a private transaction.

The net proceeds of this issuance will be used to repay
indebtedness under the revolving credit facilities of the
Company's subsidiaries and for other general corporate purposes.
With the completion of this financing, the Company intends to
terminate the backstop commitment it received from Vulcan, Inc.
since the financing satisfies the purpose of that commitment.

The Notes were sold to qualified institutional buyers in reliance
on Rule 144A and outside the United States to non-U.S. persons in
reliance on Regulation S. The Notes will not be registered under
the Securities Act of 1933, as amended (the Securities Act), 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.

As previously reported, Standard & Poor's Ratings Services
assigned its 'CCC-' rating to the $500 million senior unsecured
notes due 2013 of CCO Holdings LLC, an indirect, wholly owned
subsidiary of cable TV system operator Charter Communications Inc.
(CCC+/Developing/--).

Although the CCO notes are structurally senior to the 'CCC-' rated
debt of Charter Communications Holdings LLC and CCH II LLC, the
substantial amount of priority obligations, largely in the form of
secured bank debt structurally ahead of the new CCO notes,
constrains the rating on these notes to two notches below the
'CCC+' corporate credit rating.


CLARION TECH.: Sept. 27 Net Capital Deficit Widens to $57 Mill.
---------------------------------------------------------------
Clarion Technologies, Inc. (OTC Bulletin Board: CLAR) announced
financial results for the fiscal period ended September 27, 2003.

Clarion's 2003 sales for the period were $26.1 million versus
$19.9 million in 2002, a 31% increase in revenues.  Year-to-date
2003 revenues for the nine-month period are up over 21% ($13.0
million) during the same period in 2002.  Clarion's net income
from continuing operations for this period in 2003 was $424,000
versus a net loss of $1,888,000 in 2002.  YTD Net Income is
$1,780,000 versus a net loss of $4,694,000 during the same period
in 2002. These improvements in revenue and income were
attributable to significant sales growth and continued focus on
operational performance and execution.

The Company's September 27, 2003 balance sheet shows a working
capital deficit of about $24 million, and a total shareholders'
equity deficit of about $53 million.

Clarion Technologies' President, Bill Beckman, commented, "Our
efforts to grow the business profitably are generating favorable
results.  We are pleased with our progress and proud of three
consecutive quarters of positive bottom line results.  Were it not
for earlier incurred, unanticipated costs associated with a new
automotive launch, which is now in full production, our results
would have been even better.  We will continue to increase our
revenues and deliver return for all of our stakeholders."

Clarion Technologies, Inc. operates five manufacturing facilities
in Michigan and South Carolina with approximately 155 injection
molding machines ranging in size from 55 to 1500 tons of clamping
force.  The Company's headquarters are located in Grand Rapids,
Michigan.  Further information about Clarion Technologies can be
obtained on the Web at http://www.clariontechnologies.com


CONE MILLS: Court Approves Proposed Uniform Bidding Procedures
--------------------------------------------------------------
Cone Mills Corporation announced that the Delaware Bankruptcy
Court has approved bid procedures agreed upon by the company and
its creditors that will enable the company to move forward with
its proposed sale of assets to WL Ross & Co. in accordance with
Section 363 of Chapter 11 of the U.S. Bankruptcy Code.

WL Ross & Co. has agreed to purchase substantially all of the
company's assets for an estimated total consideration of
approximately $90 million, positioning the purchaser as the
"stalking horse" -- or original bidder -- in the auction process.

The WL Ross & Co. offer sets a floor for other bids to be
submitted during a Section 363 auction process approved by the
court, and is subject to higher or better offers. In addition, the
agreement calls for WL Ross & Co. to receive a $1.8 million
breakup fee if a higher or better bid for the company is accepted.

The bidding procedures will also allow parties interested in
purchasing only selected assets of Cone Mills to do so as long as
Cone Mills will obtain greater value from such offers than under
the offer submitted by WL Ross & Co. The bidding procedures set
January 23, 2004 as the deadline for receipt of bids for an
auction to be held on January 29, 2004.

John L. Bakane, Chief Executive Officer of Cone Mills, said
"Having established bid procedures and an opening bid to finance
our exit from bankruptcy gives comfort to our stakeholders for a
speedy exit from Chapter 11 early next year."

Founded in 1891, Cone Mills Corporation, headquartered in
Greensboro, NC, is the world's largest producer of denim fabrics
and one of the largest commission printers of home furnishings
fabrics in North America. Manufacturing facilities are located in
North Carolina and South Carolina, with a joint venture plant in
Coahuila, Mexico. Visit http://www.cone.comfor additional
information on the Company.


CONE MILLS: US Trustee Appoints Official Creditors' Committee
-------------------------------------------------------------
The United States Trustee for Region 3 appointed 7 members to an
Official Committee of Unsecured Creditors in Cone Mills Corp.'s
Chapter 11 cases:

       1. Parkdale Mills, Inc.
          Attn: Daniel K. Wilson
          P.O. Box 1787, 531 Cotton Blossom Circle
          Gastonia, NC 28053
          Phone: 704-874-5040, Fax: 704-874-5177;

       2. UNITE
          Attn: Harris Raynor, Vice President
          Southern Region, 4405 Mall Boulevard,
          Union City, GA 30291
          Phone: 770-306-8856, Fax: 770-306-8939;

       3. Spectrum Textured Yarns, Inc.
          Attn: James Walter Roark
          P.O. Box 669, Kings Mountain, NC 28086
          Phone: 704-739-7401 x133, Fax: 704-739-7257;

       4. Dunavant Enterprises, Inc.
          Attn: William H. Stubblefield
          3797 New Getwell Road,
          Memphis, TN 38118
          Phone: 901-369-1510, Fax: 901-369-1626;

       5. Clariant Corp
          Attn: Gary Mulherin
          4000 Monroe Rd., Charlotte, NC 28205
          Phone: 704-331-7270, Fax: 704-331-7070;

       6. Sunstates Maintenance Corp.
          Attn: Kevin J. Morris
          3400-C W. Wendover Ave., Greensboro, NC 27407
          Phone: 336-294-9411, Fax: 336-294-2971; and

       7. Brenntag Southeast, Inc.
          Attn: Michael J. McMahon
          2000 E. Pettigrew St., Durham, NC 27703
          Phone: 919-281-2935, Fax: 919-281-1910.

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

Headquartered in Greensboro, North Carolina, Cone Mills
Corporation is one of the leading denim manufacturers in North
America. The Debtor also produces fabrics and operates a
commission finishing business. The Company, with its debtor-
affiliates filed for chapter 11 protection on September 24, 2003
(Bankr. Del. Case No. 03-12944).  Pauline K. Morgan, Esq., at
Young, Conaway, Stargatt & Taylor represent the Debtors in their
restructuring efforts. When the Company filed for protection from
its creditors, it listed $318,262,000 in total assets and
$224,809,000 in total debts.


CONSECO FINANCE: Settles Securitization Committee Fee Dispute
------------------------------------------------------------
The Conseco Finance Debtors and the Ad Hoc Securitization Holders'
Committee have reached a Stipulation settling the Committee's fee
and expense amounts.

On March 14, 2003, Conseco Finance Corp., U.S. Bank, Wells Fargo,
Fannie Mae, the Official Committee of CFC Unsecured Creditors,
CFN Investment Holdings and the Ad Hoc Committee entered into a
Consent Agreement.  Section 4(i) of the Agreement expressly
provides that "[t]he legal fees, costs and expenses of Fannie Mae
and the Ad Hoc Committee and its members shall be paid on or
before the Closing Date by CFC as a final allowed substantial
contribution claim from the proceeds of the Acquisition or the
$35 million adequate protection lien in favor of the Trustees."

Daniel J. Carragher, Esq., at Day, Berry & Howard, in Hartford,
Connecticut, explains that from December 17, 2002 through
September 9, 2003, the Ad Hoc Committee and its members incurred
$1,728,675 in legal fees, costs and expenses:

  Description                              Amount
  -----------                              ------
  Ad Hoc Committee                         $393,013
  Day, Berry & Howard                     1,052,957
  Lord, Bissell & Brook                     263,378
  Development Specialists                    19,326
                                         ----------
  TOTAL                                   1,728,675

  Amount reimbursed by CFC to date        1,693,055
                                         ----------
  Remaining Amount to be                    $35,620
  Reimbursed by CFC                      ==========

Pursuant to the Stipulation, all payments to the Ad Hoc Committee
are made in accordance with Section 4(i) of the Consent
Agreement.  The payments constitute full and final satisfaction
of all amounts owing by the CFC Debtors or the Post-Consummation
Estate to the AD Hoc Committee or its professionals.  Amounts
incurred after the Confirmation Date may be reimbursed from the
Consent Agreement Reserve Account in accordance with the terms of
the Plan. (Conseco Bankruptcy News, Issue No. 37; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


CTC COMMS: Plan Confirmation Hearing Set for November 20, 2003
--------------------------------------------------------------
On October 14, 2003, the United States Bankruptcy Court for the
District of Delaware approved the Disclosure Statement prepared by
CTC Communications Group, Inc., and its debtor-affiliates to
explain their Joint Amended Plan of Reorganization. The Court
found that the Disclosure Statement contains the right kind and
amount of information for creditors to make informed decisions
whether to accept or reject the Plan.

Judge Walsh will convene a hearing to consider confirmation of the
Debtors' Plan on November 20, 2003, at 9:30 a.m., Eastern Time, in
Wilmington.

CTC Communications Group, Inc., a source provider of voice,
data, and Internet Communications services to medium and larger
sized business customers, filed for chapter 11 protection on
October 3, 2002 (Bankr. Del. Case No. 02-12873).  Pauline K.
Morgan, Esq., at Young, Conaway, Stargatt & Taylor represents
the Debtors in their restructuring efforts. When the Company
filed for protection from its creditors, it listed $306,857,985
in total assets and $394,059,938 in total debts.


CYGNUS: Restructures Arbitration Payments to Sanofi~Synthelabo
--------------------------------------------------------------
Cygnus, Inc. (OTC Bulletin Board: CYGN) has restructured the
remaining royalty payments owed to Sanofi~Synthelabo pursuant to a
1997 Final Arbitration Award.

The original payment schedule required $4.0 million to be paid on
February 28, 2004, with additional $4.0 million payments due on
February 28, 2005 and 2006. The amended schedule delays each of
these payments for one-year periods. Thus, the first $4.0 million
payment is due on February 28, 2005, and the remaining two
payments are due on February 28, 2006 and February 28, 2007. Under
this amendment, Cygnus granted Sanofi~Synthelabo a subordinate
security interest in certain of Cygnus' assets. Furthermore,
Sanofi~Synthelabo has the possibility of receiving accelerated
payments in the event that Cygnus receives a lump-sum cash payment
from its ongoing dispute with Sankyo Pharma Inc. and Sankyo Co.,
Ltd.

On October 2, 2003, Sankyo Pharma Inc., stated that it was
stopping performance of its contractual obligations under its
Sales, Marketing and Distribution Agreement and related contracts.
In addition, Sankyo Pharma acknowledged that it had not paid
invoices owed to Cygnus and informed Cygnus that it had no
intention of remitting payment. As of October 10, 2003, these
invoices total over $6.0 million. On October 6, 2003, the Company
filed a complaint in the Superior Court of the State of California
for the County of San Mateo against Sankyo Pharma and Sankyo Co.,
Ltd., for breach of contract and intentional interference with
contract relating to the sales, marketing and distribution of the
Company's GlucoWatch(R) Biographer products. During the initial
12-year term of the Sales, Marketing and Distribution Agreement
with Sankyo Pharma, there are no termination rights except in very
specific circumstances, none of which has occurred. The Company is
seeking compensatory damages and other relief. On November 6,
2003, Sankyo Pharma filed an answer and cross-claims against
Cygnus for declaratory relief, breach of contract, and defamation.
Cygnus has not yet filed a response to these claims. Cygnus
believes that it has meritorious defenses to the causes of action
asserted against it by Sankyo Pharma and intends to vigorously
defend itself against these claims. This litigation is in its
early stages, however, and is therefore inherently difficult to
assess.

"Delaying each payment for a full year helps us pursue our lawsuit
against Sankyo Pharma and Sankyo Japan," stated John C Hodgman,
Chairman, CEO and President of Cygnus. "Cygnus has been put under
financial pressure by Sankyo's breach of contract, including its
refusal to pay us the $6.0 million in past due invoices, so the
delay in the Sanofi~Synthelabo payments in conjunction with the
60% reduction of our organization will assist in conserving our
cash."

"Since Sankyo announced it would no longer perform its contractual
obligations, we have received a number of calls from physicians
inquiring whether the GlucoWatch(R) G2(TM) Biographer products
will continue to be available to purchase," added Mr. Hodgman.
"According to Sankyo Pharma, they have approximately a two-year
supply of Biographers and AutoSensors in inventory. Further,
Sankyo has stated that they are continuing to provide marketing,
sales and distribution support for the GlucoWatch G2 Biographer
and have instructed their sales force to continue these
activities. Sankyo has reiterated its commitment to people with
diabetes and the health care professionals who care for them, so
we assume Sankyo will not abruptly abandon their customers."

Cygnus -- http://www.cygn.comand http://www.glucowatch.com--
founded in 1985 and headquartered in Redwood City, California,
develops, manufactures and commercializes new and improved
glucose-monitoring devices. Cygnus' products are designed to
provide more data to individuals and their physicians and enable
them to make better-informed decisions on how to manage diabetes.
The GlucoWatch Biographer was Cygnus' first approved product. The
device and its second-generation model, the GlucoWatch G2
Biographer, are the only products approved by the FDA that provide
frequent, automatic and non-invasive measurement of glucose
levels. Cygnus believes its products represent the most
significant commercialized technological advancement in self-
monitoring of glucose levels since the advent of "finger-stick"
blood glucose measurement approximately 20 years ago. The
Biographer is not intended to replace the common "finger-stick"
testing method, but is indicated as an adjunctive device to
supplement blood glucose testing to provide more complete, ongoing
information about glucose levels.

Cygnus, Inc.'s June 30, 2003 balance sheet shows a working capital
deficit of about $46 million, and a total shareholders' equity
deficit of about $55 million.


DAN RIVER: Sept. 27 Working Capital Deficit Balloons to $64 Mil.
----------------------------------------------------------------
Dan River Inc. (NYSE: DRF) (S&P, B+ Long-Term Corporate Credit
Rating, Stable Outlook) reported results for the third fiscal
quarter and nine months ended September 27, 2003.

For the third quarter of fiscal 2003, the Company reported a net
loss of $103.5 million. As previously announced, this loss
includes a non-cash write-down of $91.7 million related to
goodwill impairment as a result of recent operating performance.
The loss in the third quarter of fiscal 2003 compared to net
income of $4.7 million for the third quarter of fiscal 2002.

Net sales for the third quarter of fiscal 2003 were $103.7
million, down $43.7 million or 29.6% from $147.4 million for the
third quarter of fiscal 2002. Net sales of Dan River's home
fashions products were $76.4 million, down $29.5 million or 27.8%
compared to the same quarter of fiscal 2002. Net sales of apparel
fabrics were $20.5 million, down $10.7 million or 34.3%. Net sales
of engineered products were $6.8 million, down $3.5 million or
34.0%.

At September 27, 2003, the Company's balance sheet shows that its
total current liabilities exceeded its total current assets by
about $64 million, while net capitalization dropped over 50% to
about $109 million.

"Our third quarter sales were very disappointing," stated Joseph
L. Lanier, Jr., Chairman and Chief Executive Officer. "We believe
this reflects continuing adjustments in customer inventory levels
during this period. The softness we experienced in home fashions
occurred in all retail channels and across all price points and
products."

The Company reported a net loss of $120.2 million, for the nine
months ending September 27, 2003. Included in the year to date
performance, in addition to the write-down of goodwill explained
above, was a $12.2 million pre-tax charge, primarily non-cash,
related to closing two manufacturing facilities in the second
quarter of fiscal 2003. Also included in these results are other
expense of $1.3 million related to the write-off of unamortized
costs pertaining to financings which were prepaid in full during
the second quarter of fiscal 2003, and $1.0 million in increased
interest expense due to a one-month period during the second
fiscal quarter when both the Company's 1993 subordinated notes and
its recently issued 12-3/4% notes were outstanding. This compares
to net income of $3.2 million for the nine months ended
September 28, 2002, before the effect of an accounting change
related to the write-down of goodwill under SFAS No. 142,
"Impairment of Goodwill and Intangible Assets." The nine months
results for fiscal 2002 include an increase in income tax expense
of $2.8 million, attributable to the tax law changes associated
with the Job Creation and Worker Assistance Act of 2002, and $1.4
million in bad debt expense related to the January 2002 Chapter 11
filing of Kmart Corporation.

For the first nine months of fiscal 2003, the Company's net sales
were $367.4 million, down $92.3 million or 20.1% from $459.8
million for the first nine months of fiscal 2002. Net sales of Dan
River's home fashions products were $262.2 million, down $66.8
million or 20.3% compared to the first nine months of fiscal 2002.
Net sales of apparel fabrics were $79.7 million, down $20.5
million or 20.5%. Net sales of engineered products were $25.6
million, down $5.0 million or 16.3% compared to the first nine
months of fiscal 2002.

Mr. Lanier stated, "As we have previously announced, the reduction
in sales activity has resulted in certain actions being taken by
the Company to offset the shortfall and to improve profitability.
We have reduced home fashions capacities by closing our Greenville
and Fort Valley facilities as announced in the second fiscal
quarter. A salary freeze has been in place since May of this year,
and certain hourly wage increases have been delayed. A reduction
of 80 managerial and administrative positions was announced in
August. Planned capital expenditures have been reduced to $13
million for fiscal 2003.

"Additionally, we announced [Mon]day that we are going to close
our Sevierville, Tennessee apparel fabrics weaving facility and
our Camellia home fashions distribution center in Juliette,
Georgia over the next 60 to 90 days. Our apparel weaving will be
consolidated into our Danville weaving facilities, and the
Camellia operations will be consolidated into our other home
fashions distribution facilities. Service to our customers is not
expected to be affected by these actions. As a result of these
closures, we expect to take a charge of up to $17 million in the
fourth quarter, most of which will be non-cash. The charge
includes a write-down of home fashions equipment from our closed
Greenville plant that we originally planned to relocate in
Danville. Instead, apparel looms from Sevierville will be
relocated in the space we intended to use for the equipment from
Greenville. To the extent we need additional home fashions greige
cloth we intend to source it externally. The anticipated annual
savings from the Sevierville and Juliette closures are expected to
be in the range of $6 to $7 million.

"In summary, the actions we have taken since May are expected to
save the Company approximately $18 million per year when the
savings are fully realized. The full benefits of these actions
will not begin to be reflected in our income statement until
fiscal 2004.

"As we look to the fourth quarter of fiscal 2003, we are
projecting sales to be at levels similar to the third quarter,"
Mr. Lanier continued. "In order to keep inventories in line, we
have scheduled production downtime for several weeks during the
fourth fiscal quarter. These curtailment costs will significantly
impact our operating results in the fourth quarter. Although we
expect to report a net loss in the fourth fiscal quarter, based on
current information we believe that we will have sufficient
liquidity under our revolving line of credit to provide for our
operating and debt service requirements in the fourth fiscal
quarter."

On October 14, the Company announced that it had received a waiver
from its senior lenders in respect of the Company's violation of
its maximum leverage ratio covenant for the third fiscal quarter.
As a result of the waiver, the Company is currently in compliance
with the terms of its senior secured credit facility. In
connection with the waiver, additional covenants were established
requiring minimum levels of excess availability under the
Company's revolving credit facility and monthly operating EBITDA
(as defined in the credit facility) during the fourth fiscal
quarter. These covenants are set forth in an amendment to the
Company's credit facility which was filed on October 14, 2003 as
an exhibit to its Current Report on Form 8-K.

As it is probable that the Company will not meet the maximum
leverage ratio and the minimum fixed charge ratio covenants at the
end of the fourth quarter, the Company is required to report its
senior secured debt as long-term debt due currently. Additionally,
all senior debt which would be subject to cross acceleration in
the event the senior secured lenders elected to accelerate has
been reported as current, despite the fact that no default has
occurred with respect to this debt, which consists primarily of
the 12-3/4% senior notes.

Mr. Lanier said, "This has been a very difficult year for our
Company. However, our outlook for the first quarter of fiscal 2004
is more optimistic across all of our divisions. Customers have
indicated strong support for our recently introduced home fashions
products that will begin to ship during the first quarter of
fiscal 2004. Our apparel fabrics division has also had success in
new product placements that will ship in the first quarter of
fiscal 2004. With the announced cost savings measures fully
implemented, we expect to see the benefit of those savings
contribute directly to the bottom line in fiscal 2004."


DATA TRANSMISSION: Files Prepackaged Plan in S.D. of New York
-------------------------------------------------------------
Data Transmission Network Corporation and its debtor-affiliates
delivered their Prepackaged Joint Plan of Reorganization and the
accompanying Disclosure Statement to the U.S. Bankruptcy Court for
the Southern District of New York.  Full-text copies of the
documents are available for a fee at:

  http://www.researcharchives.com/bin/download?id=030928213717

                             and

  http://www.researcharchives.com/bin/download?id=030928214117

Under the Plan, Allowed Claims (other than Allowed Administrative
Expense Claims and Allowed Priority Tax Claims) and Equity
Interests are divided into 8 Classes, for all purposes, including
voting on this Plan, Confirmation of this Plan and Distributions
made pursuant to this Plan:

  Class  Description             Treatment
  -----  -----------             ---------
   n/a   Administrative Expense  Unimpaired; Except as otherwise
         Claims                  agreed, will be paid in full,
                                 in Cash.

   n/a   Priority Tax Claims     Unimpaired; Will be paid in
                                 full, in Cash.

    1    Priority Claims         Unimpaired; If otherwise
                                 agreed, all claims will be paid
                                 in full, in cash.

    2    Secured Lender Claims   Impaired; At the option of VSA,
                                 holders will receive:
                                 1) Cash Option - a Pro-Rata
                                    Distribution of
                                    a) $185,000,000 and
                                    b) a Cash payment in the
                                       amount of accrued, and
                                       unpaid interest at the
                                       non-default rate through
                                       the Effective Date and
                                       all other required
                                       payments; or
                                 2) Recapitalization Alternative

    3    Other Secured Claims    Unimpaired; The Debtors, as
                                 applicable, will either
                                 1) pay the Allowed amount of
                                    such Claim in full on the
                                    later of the Effective Date
                                    or the date such Claim
                                    becomes Allowed,
                                 2) return the Collateral
                                    securing such Claim to the
                                    secured creditor,
                                 3) reinstate the Other Secured
                                    Claim in accordance with the
                                    provisions of Section
                                    1124(2) of the Bankruptcy
                                    Code,
                                 4) pay such Other Secured Claim
                                    in the ordinary course of
                                    business,
                                 5) otherwise treat such Other
                                    Secured Claim in a manner
                                    that will render such Other
                                    Secured Claim unimpaired or
                                 6) as otherwise agreed to by
                                    the Parties.

    4    General Unsecured       Unimpaired; To the extent not
         Claims                  satisfied, the legal,
                                 equitable, and contractual
                                 rights to which a entitles the
                                 holder will be left unimpaired.

    5    Senior Subordinated     Impaired; On the Effective
         Convertible Note Claim  date, the holder will not
                                 receive or retain any property
                                 under the Plan on account of
                                 its Claim.

    6    Huston Note Claims      Impaired; On the Effective
                                 Date, the holder will not
                                 receive or retain any property
                                 under the Plan on account of
                                 their Claims.

    7    Equity Interests in     Impaired; The legal, equitable,
         Subsidiaries            and contractual rights of the
                                 holders are impaired by the
                                 Plan. On the Effective Date,
                                 the Equity Interests of non-
                                 Debtors in Subsidiaries will be
                                 cancelled, annulled and
                                 extinguished.

    8    Equity Interests in     Impaired; The legal, equitable,
         VS&A-DTN                and contractual rights of the
                                 holders are impaired by the
                                 Plan. On the Effective Date,
                                 the Equity Interests in VS&A-
                                 DTN will be cancelled, annulled
                                 and extinguished and the
                                 holders of such Equity
                                 Interests in VS&A-DTN will not
                                 receive or retain any property
                                 under the Plan.

Headquartered in Omaha, Nebraska, Data Transmission Network
Corporation,  delivers targeted time-sensitive information via a
comprehensive communications system, including: Internet,
Satellite, leased lines and other technologies.  The Company,
together with its debtor-affiliates filed for chapter 11
protection on September 25, 2003 (Bankr. S.D.N.Y. Case No.: 03-
16051). Jeffrey D. Saferstein, Esq., at Paul, Weiss, Rifkind,
Wharton & Garrison LLP represents the Debtors in their
restructuring efforts.  When the Company filed for protection from
its creditors, it listed estimated assets of more than $100
million and debts of over $50 million.


DDI CORP: Court Will Consider Proposed Plan on November 18, 2003
----------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of
New York, on October 3, 2003, ruled on the adequacy of the
Disclosure Statement prepared by DDi Corp. and its debtor-
affiliate to explain their First Amended Joint Reorganization
Plan. The Court found that the Disclosure Statement contains the
right kind and amount of information to enable creditors to make
informed decisions whether to accept or reject the Debtors' Plan.

Accordingly, on November 18, 2003, at 10:00 a.m., a hearing to
consider the confirmation of the Debtors' Plan will convene before
the Honorable Stuart M. Bernstein.

The Debtors, through the services of their operating subsidiaries,
are providers of time-critical electronics design, fabrication,
and assembly services for makers of communications and networking
gear, computers, medical and industrial instruments and aerospace
equipment to original equipment manufacturers and other providers
of electronics manufacturing services. DDi filed for Chapter 11
protection on August 20, 2003, (Bankr. S.D.N.Y. Case No. 03-
15261). Sharon M. Kopman, Esq., at Kirkland & Ellis represents the
Debtors in their restructuring efforts.


DEKA COMMERCIAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: DEKA Commercial Services, Inc.
        1216 South Highway 377
        Pilot Point Texas 76258
        dba DEKA Plumbing Services

Bankruptcy Case No.: 03-90657

Chapter 11 Petition Date: November 3, 2003

Court: Northern District of Texas

Debtor's Counsel: Robert A. Simon, Esq.
                  Simon & Simon, LLP
                  3327 Winthrop Avenue
                  Suite 200
                  Fort Worth, TX 76102
                  Tel: 817-735-9100

Estimated Assets: $1 Million to $10 Million

Estimated Debts: $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

Entity                                            Claim Amount
------                                            ------------
Deborah David                                         $300,000
PO Box 393
Pilot Point Texas 76256

Frances Pursur                                        $217,000

Hughes Supply, Inc.                                    $62,081

Verizon                                                 $9,548

Pilot Point Hardware                                    $9,191

Republic Insurance                                      $6,920

Accountemps                                             $5,713

American Express                                        $5,632

Biggs                                                   $4,000

Cingular Wireless                                       $3,756

Kelsey, Kelsey & Collister                              $3,682

84 Lumber                                               $2,828

Gretchen Benolken                                       $2,607

Bank One National                                       $2,134

Moore Supply                                            $1,895

Leigh Engineering                                       $1,700

T-5 Distributors                                        $1,542

Lowe's Company                                          $1,529

Foxworth Galbraith Lbr. Co.                             $1,513

Cecilia Donohue                                         $1,326


DIAMETRICS MEDICAL: Will Publish Third-Quarter Results Tomorrow
---------------------------------------------------------------
Diametrics Medical, Inc. (OTCBB:DMED) will issue financial results
for the third quarter of fiscal year 2003 before the open of
market trading on Thursday, November 13, 2003.

The company will broadcast its third quarter conference call live
the same day at 11:00 a.m. Eastern Time, 10:00 a.m. Central, to
discuss financial results and to provide a business update.

To listen, please dial 800-299-8538 or 617-786-2902 and enter
passcode 28459941. A replay will be available for 7 days. To
access the replay, please dial 888-286-8010 or 617-801-6888
followed by the passcode 67624947.

Diametrics Medical -- whose June 30, 2003 balance sheet shows a
total shareholders' equity deficit of about $1.2 million -- is a
leader in critical care technology. The company is dedicated to
creating solutions that improve the quality of healthcare delivery
through products and services that provide continuous, accurate
and cost-effective blood and tissue diagnostic information.
Primary products include the the TrendCare(R) continuous blood gas
monitoring system, including Paratrend(R) and Neotrend(R) for use
with adult, pediatric and neonatal patients; and the Neurotrend(R)
cerebral tissue monitoring system. Additional information is
available at the company's Web site -- http://www.diametrics.com


EL PASO: Third-Quarter Net Loss More than Doubles to $146 Mill.
---------------------------------------------------------------
El Paso Corporation (NYSE: EP) reported results for the third
quarter of 2003 and updated its progress on its 2003 operational
and financial plan.

       Third Quarter Results Quarter Ended September 30

El Paso reported a net loss of $146 million, for the third quarter
of 2003 compared with a net loss of $69 million in the third
quarter of 2002. Adjusted for significant items, the company had a
third quarter 2003 net loss of $6 million, compared with net
earnings of $54 million in the third quarter of 2002. Third
quarter 2003 significant items affecting continuing operations
totaled $91 million, mostly attributable to various asset
impairments. Last year's third quarter results included
significant items totaling $30 million related to asset sales.

"We continued to show progress on debt reduction and liquidity in
the quarter," said Doug Foshee, El Paso's president and chief
executive officer. "In addition, we're on track to meet our asset
sales goal for the year. Unfortunately, a good quarter in the
pipeline and midstream areas was offset by disappointing results
in E&P as we continue to rationalize this business. My first two
months at El Paso confirm my belief that while we have significant
challenges still ahead, our people and our core assets will allow
us to restore the long-term earnings power of the company and
restore our balance sheet. I look forward to sharing in more
detail later this year our plan for the future."

                      Recent Accomplishments

Since reporting its second quarter 2003 earnings, El Paso has
achieved a number of important financial and operational
accomplishments that evidence continued progress implementing its
2003 operational and financial plan.

-- Third quarter cash flow from operations totaled $752 million,
   raising year-to-date cash flow to $1.8 billion.

-- The company's obligations senior to common were reduced by
   approximately $620 million during the third quarter.
   Additionally, approximately $775 million of obligations senior
   to common were retired in October.

-- As part of the asset sales, El Paso has eliminated $710 million
   of non-recourse project and power plant restructuring debt that
   was consolidated on El Paso's balance sheet. Through the sale
   of El Paso's interest in East Coast Power, L.L.C., the
   purchaser assumed $571 million of project debt. In addition,
   last month the company sold its interests in Mohawk River
   Funding I for $11 million, eliminating $139 million of non-
   recourse power plant restructuring debt.

-- El Paso sold a 9.9-percent general partner interest in
   GulfTerra Energy Partners, L.P. (NYSE:GTM) to Goldman Sachs &
   Co. for $88 million. This transaction confirmed the significant
   value of the general partner interest and furthered El Paso's
   and GulfTerra's efforts to enhance the credit separation of the
   two companies. In addition, GulfTerra redeemed all of the
   Series B Preference Units held by El Paso for $156 million.
   These units would not have paid cash to El Paso until late
   2010.

-- The company announced a $500-million drilling venture with
   wholly owned subsidiaries of Lehman Brothers and Nabors
   Industries Ltd. that will result in an incremental $350 million
   of drilling activity over the next nine to 12 months. El Paso
   is pursuing additional drilling ventures in order to develop
   its substantial inventory as it reduces the capital spending
   for the production business.

-- El Paso initiated a tender offer in October 2003 to exchange
   common stock and cash for the company's 9.0-percent equity
   security units. If all units are tendered, this would result in
   a reduction of up to $575 million of balance sheet debt, an
   increase in shareholders equity of approximately $475 million,
   and a reduction in cash of up to $112 million.

-- In September the company reduced its exposure to fluctuations
   in the Euro by entering into swap agreements that had the
   effect of replacing 250 million of Euro-denominated fixed-rate
   debt with dollar-denominated floating rate debt.

-- El Paso made continued progress towards the liquidation of its
   trading portfolio.

                 THIRD QUARTER SEGMENT RESULTS

Pipeline Group

The Pipeline Group's third quarter reported EBIT was $301 million
compared with $302 million during the third quarter of 2002. Third
quarter 2003 results include a $20-million benefit related to the
revaluation of common stock to be issued under the western energy
settlement, as the liability was adjusted for El Paso's closing
stock price on September 30, 2003. The remaining significant item
is a $3-million gain associated with an Australian asset sale.
After adjusting for significant items, third quarter 2003 EBIT was
$278 million compared with $302 million for the same 2002 period.
The decline is primarily due to a favorable resolution of
measurement issues at a processing plant serving the Tennessee Gas
Pipeline Company system in 2002, the sale of El Paso's interest in
the Alliance pipeline system, and lower revenues on the El Paso
Natural Gas Company pipeline system as a result of expired
capacity contracts that the company cannot remarket due to various
Federal Energy Regulatory Commission orders. These factors were
partially offset by completed system expansions and new
transportation contracts, primarily on the Colorado Interstate Gas
Company and Southern Natural Gas Company pipeline systems. Third
quarter system throughput was down from 2002 levels as cooler
summer weather and higher natural gas prices reduced demand.

El Paso's Pipeline Group continues its active expansion program.
In September, Cheyenne Plains Gas Pipeline Company announced plans
to increase its capacity from 560 thousand dekatherms per day
(Mdth/d) to at least 730 Mdth/d due to significant customer
demand. The Cheyenne Plains system is expected to be in-service in
early 2005, and the expansion is expected to be in-service in
early 2006. The FERC has granted preliminary approvals for the
original 560 Mdth/d project. In August, El Paso Natural Gas
Company announced the purchase of Copper Eagle Gas Storage, LLC,
which is developing a natural gas storage project near Phoenix,
Arizona. In addition, TGP placed the first phase of its South
Texas Expansion Project, which connects TGP's existing South Texas
system to a new natural gas pipeline in northern Mexico, into
service in August 2003.

Production

Production's reported EBIT for the third quarter 2003 was $103
million versus $179 million during the third quarter of 2002.
Third quarter 2003 results include a $2-million ceiling test
charge primarily relating to the company's Turkish full-cost pool
that was partially offset by a $1-million asset sale gain. Third
quarter equivalent production declined 32 percent due largely to
sales of approximately 1.6 trillion cubic feet equivalent (Tcfe)
of proved reserves since the third quarter of 2002, normal
declines in base production, and mechanical failures on certain
wells. The realized price for natural gas, net of hedges, rose to
$3.95 per thousand cubic feet (Mcf) in 2003 from $3.21 per Mcf in
2002, while the realized price for oil, condensate, and liquids,
net of hedges, rose to $23.82 from $22.19 per barrel (Bbl). Total
per-unit costs increased to an average of $2.95 per thousand cubic
feet equivalent (Mcfe) in the third quarter 2003 compared with
$2.02 per Mcfe during the same 2002 period. The per-unit costs
were affected by a higher DD&A rate, which resulted from higher
finding and development costs. In addition, the sale of reserves
at unit prices that were lower than the average DD&A rate
contributed to the increase. Per-unit costs were also affected by
higher workover costs and by increased G&A on lower equivalent
production during the third quarter of 2003.

In the third quarter of 2003, the company produced 80 billion
cubic feet (Bcf) of natural gas, 54 Bcf of which was hedged at an
average price of $3.51 per MMBtu, or $3.65 per Mcf. The company
has hedged approximately 54 trillion British thermal units (TBtu)
of its fourth quarter 2003 natural gas production at a NYMEX price
of $3.38 per million British thermal units (MMBtu) or $3.52 per
Mcf. For 2004, El Paso has hedged approximately 19 TBtu per
quarter of its natural gas production at an average NYMEX price of
$2.55 per MMBtu or $2.65 per Mcf. The company expects that its
2003 realized price for natural gas will be approximately $.20
less than the NYMEX spot price due to transportation costs and
regional price differentials, net of adjustments for Btu content.

During the third quarter of 2003, El Paso Production drilled a
total of 129 wells, with an overall success rate of 90 percent.
Most of this drilling took place as part of the company's coal bed
methane and Gulf of Mexico deep shelf exploration programs. The
deep shelf program continues to exceed expectations with a 56-
percent success rate (nine successful wells out of 16 drilled)
thus far in 2003. The average deep shelf well has had an estimated
48 Bcf of recoverable reserves with an initial production rate of
30.5 million cubic feet (MMcf) of gas per day and 1,479 barrels of
condensate per day. The most recent development in the deep shelf
program is a confirmation well in the Jim Bob Mountain discovery.
This well doubled the aerial extent of the original discovery to
approximately 2,000 acres.

In Brazil, El Paso completed the Santos #14B "Luana" prospect
well, as a discovery in the upper Itajai, with 75 feet of pay and
estimated proved reserves of 162 Bcfe gross, 88 Bcfe net to El
Paso's interest. A confirmation well, Santos #15D, has been
drilled and encountered 118 feet of upper Itajai. This interval,
along with lower Itajai sands that are present in both wells, will
be tested, and if successful, would further increase proved
reserves.

Field Services

Field Services reported EBIT of $33 million for the third quarter
2003 compared with a loss of $11 million during the third quarter
of 2002. Third quarter 2003 results include a $2-million asset
sale loss while last year's quarterly results included a $47-
million impairment of an asset that was contracted for sale along
with a $1-million loss on an asset sale. Third quarter 2003 EBIT,
after adjusting for significant items, was lower than 2002 levels,
primarily due to the loss of earnings from divestitures of
midstream assets in the mid-continent and north Louisiana. These
items were partially offset by increased earnings from GulfTerra
and reduced G&A expenses.

The earnings contribution from GulfTerra increased to $40 million
this quarter from $17 million during the third quarter of 2002.
GulfTerra had a strong third quarter due in part to contributions
from the completion of the Cameron Highway transaction. Cash
distributions from GulfTerra totaled $34 million during the
quarter compared with $19 million in the second quarter of 2002.

Gathering, transportation, and processing volumes as well as
gathering margins were below third quarter 2002 levels due to
asset sales. In addition, processing margins were down slightly
from a year ago due to an unfavorable movement between natural gas
and natural gas liquids prices.

Merchant Energy

The Merchant Energy Group, consisting of domestic and
international power, energy trading, and LNG, reported an EBIT
loss of $37 million in the third quarter 2003 compared with a loss
of $83 million in the prior-year period. Significant items for
2003 total $91 million and include $68 million of impairments for
LNG and power assets, including the East Coast Power project and
turbines held in inventory. Merchant Energy also incurred losses
of $13 million associated with domestic power asset sales during
the quarter and $10 million of restructuring costs associated with
the closure of the London office.

El Paso's power business had third quarter EBIT, after adjusting
for significant items, of $135 million versus $98 million in 2002.
EBIT from the consolidation of Electron and Gemstone in the second
quarter of this year increased third quarter EBIT by $61 million
compared with the same period last year. This increase was offset
by higher losses on the company's merchant plants, mark-to-market
losses on a derivative fuel supply contract, and lower earnings
due to asset sales.

Trading operations had a third quarter EBIT loss, after adjusting
for significant items, of $73 million compared with a $200 million
EBIT loss in the same 2002 period. 2003 results reflect $33
million of losses from a decrease in fair value of derivative
contracts and losses on accrual transactions, primarily related to
transportation and storage demand charges not recovered during the
quarter, $11 million of accretion for the western energy
settlement, and $29 million of G&A and depreciation expense.

LNG and Other had an EBIT loss, after adjusting for significant
items, of $8 million in the third quarter of 2003 versus income of
$20 million last year. The decrease was primarily due to mark-to-
market income from the execution of the Snovhit LNG supply
contract in 2002 and mark-to-market losses on LNG supply contracts
in 2003.

El Paso continues to show consistent progress in exiting the
trading business. Since the beginning of the year through
September 30, 2003, El Paso's forward contract positions have
declined 48 percent, including the liquidation of its European
trading portfolio and its coal, currency, and interest rate books.
In addition, the company's transportation capacity has declined 57
percent, and storage capacity has declined 84 percent.

                         LIQUIDITY UPDATE

As of October 31, 2003, El Paso had $2.7 billion of available cash
and lines of credit.

As of September 30, 2003, El Paso had $2.0 billion of available
cash and lines of credit, consisting of $1.3 billion of readily
available cash and $.7 billion of lines of credit. The company had
$1.6 billion of total cash on September 30, 2003.

             NEW DEBT SCHEDULES ON COMPANY WEB SITE

El Paso adds a new section to its Web site that contains a
complete schedule of the company's debt as of September 30, 2003
along with a debt maturity schedule as well as an abbreviated
legal organization chart with descriptions of the entities in the
corporate structure. These materials can be accessed at
www.elpaso.com in the Investors section, by clicking "Corporate
Debt and Corporate Structure."

El Paso Corporation (S&P, B+ L-T Corporate Credit Rating,
Negative) is the leading provider of natural gas services and the
largest pipeline company in North America.  The company has core
businesses in pipelines, production, and midstream services.  Rich
in assets, El Paso is committed to developing and delivering new
energy supplies and to meeting the growing demand for new energy
infrastructure.  For more information, visit http://www.elpaso.com


ELAN CORP: Closes $460MM 6.50% Convert. Guaranteed Note Offering
----------------------------------------------------------------
Elan Corporation, plc (NYSE:ELN) has completed the offering and
sale of $460 million in aggregate principal amount of 6.50%
Convertible Guaranteed Notes due 2008 issued by Elan Capital
Corp., Ltd., a wholly-owned subsidiary of Elan, and guaranteed by
Elan.

The offering and sale of the Notes was made outside the United
States to non-U.S. persons in reliance on Regulation S under the
Securities Act of 1933, as amended.

The Notes, the guarantee of the Notes and the shares to be issued
upon conversion of the Notes have not been and will not be
registered under the Securities Act and, unless so registered, may
not be offered, sold or distributed within the United States or to
U.S. persons (as defined in Regulation S under the Securities Act)
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act.

Elan (S&P, B- Corporate Credit and CCC Subordinated Debt Ratings,
Stable) is focused on the discovery, development, manufacturing,
sale and marketing of novel therapeutic products in neurology,
severe pain and autoimmune diseases. Elan shares trade on the New
York, London and Irish Stock Exchanges.


ENCOMPASS SERVICES: Admin Claims Objection Deadline on Dec. 11
--------------------------------------------------------------
Encompass Services Debtors' Disbursing Agent, Todd A. Matherne,
sought and obtained a Court order extending the deadline to file
objections to administrative claims to December 11, 2003.

According to Marcy E. Kurtz, Esq., at Bracewell & Patterson, LLP,
in Houston, Texas, the Debtors are currently reviewing the nearly
4,000 proofs of claim filed in their bankruptcy cases to find out
if the claims truly represent valid liabilities or must be
disallowed for a number of reasons.  The Debtors are operating
with a small number of essential employees who must, in
conjunction with their counsel, and in addition to their other
duties necessary to wind up the Debtors' operations, reconcile
the amounts of the proofs of claim with the Debtors' books and
records, negotiate with creditors, and file objections where
necessary.  This process is extremely time-consuming, Ms. Kurtz
says.

Ms. Kurtz notes that the Disbursing Agent has filed seven omnibus
objections to duplicate claims, one omnibus objection to late
filed claims, and one omnibus objection to duplicate claims of
government entities, pursuant to which the Court has entered
orders disallowing approximately 315 claims.  Moreover,
approximately 23 individual claim objections are currently set
for hearing.  The Disbursing Agent has also already filed
objections to and settled numerous administrative expense
applications.

At present, the Disbursing Agent is in the process of preparing
objections to, and negotiating 10 more administrative expense
applications, as well as reviewing many administrative expense
proofs of claim.

"The 45-day extension will increase the Disbursing Agent's
probability of resolving its objections to various administrative
claims," Ms. Kurtz says. (Encompass Bankruptcy News, Issue No. 21;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


ENRON CORP: Wants Court Approval to Dissolve Enron Operations LP
----------------------------------------------------------------
Enron Corporation, Enron Transportation Services Company and
Enron Operations Services Corporation, ask the Court, pursuant to
Sections 105 and 363 of the Bankruptcy Code and Rules 2002, 6004
and 9013 of the Federal Rules of Bankruptcy Procedure, to approve
and authorize:

   (a) the dissolution and liquidation of Enron Operations, LP
       and the transfer of assets to EOC Preferred, LLC;

   (b) the conversion of Enron Transportation and EOSC to
       limited liability companies;

   (c) the temporary forbearance of Enron Corp. and certain of
       its debtor-affiliates of certain rights to receive
       payment for certain accounts receivable claim in
       connection with the dissolution, which account receivable
       claims will be assumed in their entirety by EOC
       Preferred; and

   (d) EOC Preferred's assumption of the EOLP's liabilities.

EOLP, ETSC, EOSC, EOC Management LLC, EOC Holdings LLC and EOC
Preferred are part of a structured finance vehicle, entitled
Project Teresa.  Brian S. Rosen, Esq., at Weil, Gotshal & Manges
LLP, in New York, relates that Project Teresa was formed and
capitalized in March 1997 by Enron, certain of its affiliates,
and two third party investors:

   (1) EN-BT Delaware, Inc., a Deutsche Bank affiliate, and

   (2) Potomac Capital Investment Corporation.

Project Teresa currently includes:

   (i) Enron Leasing Partners, LP,
  (ii) Enron Pipeline Holding Company,
(iii) OPI, a 98% limited partner of ELP,
  (iv) EOLP, which wholly owns Enron Transportation,
   (v) EOC Preferred,
  (vi) EOC Management,
(vii) EOC Holdings,
(viii) Enron Cayman Leasing Ltd., and
  (ix) Enron Property Management Corp.

According to Mr. Rosen, Enron is the sole member of EOC
Preferred.  EOC Preferred owns a preferred limited partnership
interest in EOLP.  EOLP owns ETSC, which, in turn, owns EOSC.
EOLP's remaining partnership interests are directly owned by EOC
Management, the general partner of EOLP, and EOC Holdings, a
limited partner of EOLP.  EPHC is the sole member of each
of EOC Management and EOC Holdings.  Enron and OPI own 80% and
20% of the issued and outstanding common stock of EPHC.  In
addition, Enron and ELP own 20% and 80% of the issued and
outstanding preferred stock of EPHC.  Therefore, Enron indirectly
controls EOLP through its control of EPHC, which owns EOC
Management, the general partner of EOLP.  In addition, Enron
indirectly owns a preferred limited partnership interest in EOLP
pursuant to that certain Limited Partnership Agreement of EOLP
dated March 31, 2000, by and among EOC Management, EOC Preferred
and EOC Holdings, as the general partner, the Class A limited
partner, and the Class B limited partner of EOLP.

                   The Contemplated Dissolution

Mr. Rosen recalls that the Court approved the Contribution and
Separation Agreement between ETSC, EOSC, EOLP, Enron and
CrossCountry Energy Corp. -- the CrossCountry Transaction.  To
facilitate the CrossCountry Transaction, the parties need the
Court's authority for the dissolution and liquidation of the EOLP
assets and the attendant transactions.  The EOLP Partnership
Agreement sets the priority for the distribution of EOLP's assets
upon dissolution in this order:

   (1) third party creditors;

   (2) Partners for any unreimbursed costs and expenses owing to
       the partners;

   (3) the repayment of loans, with interest, made by any
       partner;

   (4) EOC Preferred, as Class A Limited Partner, in respect of
       any accrued and unpaid Class A Distributions;

   (5) EOC Preferred, as Class A Limited Partner, in respect of
       its unreturned capital contributions;

   (6) unreturned capital contributions of EOC Management, as
       general partner, and EOC Holdings, as Class B Limited
       Partner, in proportion to the amount of the balances; and

   (7) any remainder will be distributed to EOC Management and
       EOC Holdings, pro rata, in accordance with their Sharing
       Ratios.

In connection with the Dissolution:

   -- each of EOSC and ETSC will be converted to Delaware
      limited liability companies;

   -- Enron and subsidiaries Enron North America Corp., LRCI
      Inc., Enron Property & Services Corp. and Enron Net Works
      LLC, will temporarily forebear their rights, if any, under
      the EOLP Partnership Agreement, to receive payment from
      EOLP upon Dissolution for accounts receivable claims, which
      claims will be assumed in full by EOC Preferred upon its
      assumption of all of EOLP's liabilities;

   -- EOLP will transfer all of its assets to EOC Preferred
      pursuant to a plan of dissolution; and

   -- EOC Preferred, which is not waiving any of its rights in
      respect of its equity interest in EOLP, will assume all of
      EOLP's liabilities, including the EOLP Intercompany
      Account Payable Claims, pursuant to an assumption
      agreement to be entered into by Enron in its capacity as
      the sole member of EOC Preferred.

Since all of the EOLP assets and liabilities are being
transferred to EOC Preferred, Mr. Rosen says, Enron, ENA, LRCI,
and Enron Net Works will not be prejudiced by agreeing to a
temporary forbearance of their rights to receive payment of their
EOLP Intercompany Account Payable Claims.

Upon conversion, ETSC will be Enron Transportation Services LLC,
which will be wholly owned by EOC Preferred, and EOSC will be
Enron Operations Services LLC, which will be wholly owned by ETS
LLC.

                       Dissolution of EOLP

EOLP's assets primarily consist of its equity interest in ETSC
and $2,760,585 intercompany accounts receivable from six Enron-
affiliated companies, four of which are Debtors.  Conversely,
EOLP's only significant third party creditor is Enron, which
holds a $262,000,000 note payable.

With respect to EOLP's equity, EOC Preferred is owed, in
respect of its preferred equity interest, $2,870,620,067 in
unreturned capital contributions and $352,000,000 in accrued but
unpaid Class A distributions.  However, Mr. Rosen notes that EOLP
may have certain liabilities, the aggregate potential exposure of
which is currently unknown, related to:

   (i) service agreements,

  (ii) operational services provided to certain Enron-related
       entities and other third parties,

(iii) stock sales, and

  (iv) certain franchise taxes.

EOLP is also a defendant in a personal injury lawsuit filed by an
employee of a contractor.  While the potential exposure in
connection with the litigation is estimated by Enron to be about
$5,000,000, it may be covered by one of EOLP's insurance
policies.

Upon EOLP's filing of a Statement of Dissolution with the office
of the Secretary of State of Delaware, EOC Management, as the
general partner of EOLP, will cause the distribution of the
assets of EOLP pursuant to the EOLP Partnership Agreement.  At
this time:

   (i) Enron will temporarily forebear its, and will cause ENA,
       LRCI, EPSC and Enron Net Works to temporarily forebear
       their, EOLP Intercompany Accounts Payable Claims in
       connection with the Dissolution, and EOLP will transfer
       all of its assets to EOC Preferred; and

  (ii) in its capacity as sole member of EOC Preferred, Enron
       will enter into an assumption agreement, pursuant to
       which EOC Preferred will assume all of the liabilities of
       EOLP including the EOLP Intercompany Account Payable
       Claims.

Furthermore, because the value of EOLP's assets is significantly
less than the value of EOC Preferred's unpaid distributions and
capital account, EOLP's plan of dissolution will provide for EOC
Preferred to receive all of the assets of EOLP.

Pursuant to Section 363(b)(1) of the Bankruptcy Code, Mr. Rosen
argues that the contemplated transaction should be approved
because:

   (a) it will provide commercial resolution of the ETSC
       ownership;

   (b) it will simplify the ownership and legal relationships of
       ETSC and EOSC to Enron and the Teresa Entities;

   (c) it will address the contingent liabilities of EOLP;

   (d) it will, with respect to the consummation of the
       CrossCountry Transaction, make it possible for the
       Debtors, in certain circumstances, to satisfy the
       requirements for making an election pursuant to Section
       338(h)(10) of the Internal Revenue Code in respect of the
       CrossCountry Shares;

   (e) it will reduce the number of federal and state income tax
       filings for the Enron consolidated tax group;

   (f) pursuant to Section 266(d) of the Delaware General
       Corporation Law, the conversion of each EOSC and ETSC to
       a Delaware limited liability company will not affect the
       obligations or liabilities of any corporation, or the
       personal liability of any person, incurred prior to the
       conversion; and

   (g) the parties' possible election under Section 338(h)(10)
       could increase the basis in the assets of Transwestern
       Pipeline Company, a subsidiary of ETSC and CrossCountry,
       to their fair market values, thereby increase the value
       of the CrossCountry Shares by as much as $120,000,000,
       which is a significant benefit to the Debtors' creditors.
       (Enron Bankruptcy News, Issue No. 86; Bankruptcy Creditors'
       Service, Inc., 609/392-0900)


ENTERTAINMENT TECHNOLOGIES: Voluntary Chapter 7 Case Summary
------------------------------------------------------------
Lead Debtor: Entertainment Technologies & Programs, Inc.
             17300 Saturn Lane
             Suite 111
             Houston, Texas 77058

Bankruptcy Case No.: 03-46010

Debtor affiliates filing separate chapter 11 petitions:

Entity                         Case No.         Date Filed
------                         --------         ----------
Stargate Entertainment, Inc    03-45936         October 4, 2003

Type of Business: The Debtor provides entertainment services and
                  facilities for more than 35 US military bases in
                  Asia, Europe, and the US.

Chapter 7 Petition Date: November 6, 2003

Court: Southern District of Texas (Houston)

Judge: Karen K. Brown

Debtor's Counsel: Kenneth Paul Thomas, Esq.
                  Attorney at Law
                  4615 SW Fwy
                  Suite 500
                  Houston, TX 77027
                  Tel: 713-355-6728

Estimated Assets: $570,039

Estimated Debts: $1,878,646


EXTREME NETWORKS: William Slakey Named Chief Financial Officer
--------------------------------------------------------------
Extreme Networks, Inc. (Nasdaq: EXTR), a leader in broadband
Ethernet networking, announced that William (Bill) Slakey has
joined the Company, as senior vice president and chief financial
officer.

Slakey is a seasoned financial executive who brings more than 17
years of experience strengthening corporate operations and
financial performance.  He has held senior and executive financial
positions for leading technology firms, such as Handspring, 3Com
Corporation, QUALCOMM, Palm Computing, Apple Computer, and WJ
Communications. Slakey will be responsible for all of Extreme
Networks' finance, information technology, legal and investor
relations efforts.

Prior to joining Extreme Networks, Slakey was the chief financial
officer for Handspring, Inc.  While there, Slakey played a key
role in helping the Company restructure its operations while it
continued to develop and deliver leading-edge products and
technology.

"With his extensive finance and investor relations expertise, Bill
is a great addition to the Extreme management team," said Gordon
Stitt, president and CEO of Extreme Networks.  "His operations and
manufacturing experience will help enable us accelerate our
efforts in building a best-in-class operation and reach the next
business level."

Slakey has served as the chief financial officer of WJ
Communications, a leading RF semiconductor company, and at
SnapTrack Inc., a leader in advanced GPS-based wireless tracking
systems, which was acquired by QUALCOMM.  Slakey's extensive
experience at market leading technology companies also includes
senior level finance and investor relations positions at 3Com
Corporation, Apple Computer and Palm Computing.

"I am pleased to be joining Extreme Networks and becoming part of
a team with a history of delivering innovative networking
solutions," said Slakey. "With new advancements in connectivity
and converged communications, it's an exciting time for networking
infrastructure companies."

Slakey holds a B.A. from the University of California and an
M.B.A. from the Harvard Graduate School of Business
Administration.

Extreme Networks (S&P, B Corporate Credit & CCC+ Conv. Sub. Note
Ratings, Stable) delivers the most effective applications and
services infrastructure by creating networks that are faster,
simpler and more cost-effective.  Headquartered in Santa Clara,
Calif., Extreme Networks markets its network switching solutions
in more than 50 countries.  For more information, visit
http://www.extremenetworks.com


FLEMING: Taps Keen Realty to Market Industrial Facility in Penn.
----------------------------------------------------------------
Keen Realty, LLC has been retained by Fleming Companies, Inc. to
auction on January 28, 2004 its 171,996 sq. ft. industrial
facility located 3010 Seventh Avenue, Altoona, PA. Keen Realty,
LLC provides real estate consulting, valuation, disposition and
restructuring services to companies in bankruptcy and workout
situations.

"We anticipate a tremendous amount of interest in this facility
and we expect to sell it very quickly," said Mike Matlat, Keen
Realty's Vice President. "This prime industrial facility is
suitable for many users and presents an excellent opportunity for
many investors. Interested parties are encouraged to act
immediately, as the company may enter into a contract prior to the
auction date." Matlat added.

The facility was constructed in 1950 with additions in 1993, and
consists of approximately 7,722+/- sq. ft. of office space,
24,624+/- sq. ft. of cooler/freezer space, and 139,650+/- sq. ft.
of warehouse space. The two sections of the freezer reportedly are
rated at -5 degrees (F) and -15 degrees (F), respectively. The
facility is set on an 8+/- acre site and has good access to all
major transportation routes.

Founded in 1982, Keen Realty has assisted clients with over 220
million square feet of property and repositioned nearly 12,000
retail stores across the country. Other current and recent clients
of Keen include Arthur Andersen, Big V Holdings, Cooker
Restaurants, Country Home Bakers, Cumberland Farms, Eddie Bauer,
Premcor, Spiegel, and Warnaco.

For more information regarding these locations, please contact
Keen Realty, LLC, 60 Cutter Mill Road, Suite 407, Great Neck, NY
11021, Telephone: 516-482-2700, Fax: 516-482-5764, e-mail:
mmatlat@keenconsultants.com or rtramantano@keenconsultants.com.


FLEMING COS.: Gets Go-Signal to Sell Kansas Property to Spartan
---------------------------------------------------------------
U.S. Bankruptcy Court Judge Walrath authorizes the Fleming Debtors
to consummate the sale of a real estate property in Kenneth
Parkway and Highway 101 in Leawood, Kansas.

Spartan Real Estate LLC will buy the property for $1,800,000.
Spartan is a Kansas limited liability company not affiliated with
any of the Debtors. (Fleming Bankruptcy News, Issue No. 15;
Bankruptcy Creditors' Service, Inc., 609/392-0900)


FOSTER WHEELER: Balance Sheet Insolvency Widens to $871 Million
---------------------------------------------------------------
Foster Wheeler Ltd. (NYSE: FWC) reported a net loss for the third
quarter of 2003 of $26.9 million, which included net pre-tax
charges of $26.1 million. Charges for the third quarter of 2003
included expenses of $13.9 million for professional services and
severance benefits driven by the company's restructuring process
and an impairment loss of $15.1 million on the anticipated sale of
a domestic corporate office building. This compares to a net loss
of $151.0 million for the same quarter last year, which included
net pre-tax charges of $146.7 million. Revenues for the third
quarter of 2003 totaled $896.2 million compared to $814.2 million
in the third quarter of last year.

"Our operating performance continues to improve," said Raymond J.
Milchovich, chairman, president and chief executive officer.
"Although our backlog is down in these challenging market
conditions, we are winning quality business with strategic and
tactical importance and are seeing a steady level of
opportunities. The increased rigor and discipline that we have
instilled in the organization is allowing us to execute better,
provide more value to our clients and improve project financial
performance.

"We have seen improvement in domestic liquidity and our current
forecast indicates that we will have adequate liquidity through
year-end 2004. We intend to improve our position by taking a
number of actions that include the successful completion of a
major asset monetization," continued Mr. Milchovich.

"We are beginning to realize the benefits of our operational
restructuring and continue our focus on completing our balance
sheet restructuring during early 2004," added Mr. Milchovich. "We
believe the combination of an improved financial structure and
substantial operational enhancements will allow us to unlock the
considerable upside potential in our worldwide operations."

Worldwide, total cash and short-term investments at the end of the
quarter were $470 million, compared to $419 million at the end of
the second quarter of 2003, and $522 million at the end of the
third quarter of 2002. Of the $470 million in cash and short-term
investments at the end of the third quarter, $407 million was held
by non-U.S. subsidiaries. As of September 26, 2003, the company's
indebtedness was $1.1 billion, essentially unchanged from year-end
2002 and down $67 million from the end of the third quarter of
2002.

For the nine months ended September 26, 2003, revenues were $2.6
billion, flat with revenues in the first nine months of last year.
Excluding the impact of the sale of the assets of the
environmental business in the first quarter of 2003, revenues were
up 8%. The net loss for the period was $76.1 million compared to a
net loss of $413.1 million in the first nine months of 2002. Pre-
tax charges of $86.9 million and $421.4 million were included in
the first nine months of 2003 and 2002, respectively.

At September 26, 2003, the Company's balance sheet shows a working
capital deficit of about $140 million, and a total shareholders'
equity deficit of about $871 million.

                 Bookings and Segment Performance

Management uses several financial metrics to measure the
performance of the company's business segments. Earnings before
interest expense, taxes, depreciation and amortization (EBITDA) is
the primary financial measure used by the company's chief decision
makers and is one of the covenant metrics in the company's
outstanding debt.

New orders booked during the third quarter of 2003 were $582.4
million compared to $1,019.8 million in the third quarter of last
year, excluding environmental orders of $23.7 million. The
company's backlog was $3.0 billion, compared to $4.0 billion at
the end of the third quarter of 2002, excluding $1.8 billion
related to the environmental business.

Third-quarter new bookings for the Engineering and Construction
Group were $443.4 million, essentially flat with orders of $446.2
million during the year-ago quarter, excluding the environmental
orders. The Group's backlog was $2.0 billion, compared to $2.5
billion at quarter-end 2002, excluding the environmental backlog.
Revenues for the E&C Group in the third quarter of 2003 were
$575.5 million, up 45% compared to $396.2 million in the third
quarter of 2002, excluding environmental revenues of $66.3
million. Both the UK and Continental Europe recorded significant
increases. EBITDA was $19.2 million this quarter, compared to a
negative EBITDA of $26.5 million for the same period last year.

New bookings in the third quarter for the Energy Group were $135.2
million, compared to $579.5 million in third quarter 2002. Last
year's quarter included a contract award of $342 million to the
company's Finnish subsidiary for the engineering, procurement and
construction of two power plants in Ireland. Backlog at quarter-
end was $1.0 billion, compared to $1.6 billion at quarter-end
2002. Energy Group revenues for the quarter were $321.4 million,
down from $355.8 million in the same quarter of 2002, as
improvements in the European power business were more than offset
by the U.S. power operations decline. EBITDA for the quarter was
$32.4 million compared to a negative EBITDA of $29.2 million last
year. Operations in Europe continue to improve on revenue growth
while the U.S. business is benefiting from cost reductions and
better execution on existing projects.

Foster Wheeler Ltd. is a global company offering, through its
subsidiaries, a broad range of design, engineering, construction,
manufacturing, project development and management, research and
plant operation services. Foster Wheeler serves the refining, oil
and gas, petrochemical, chemicals, power, pharmaceuticals,
biotechnology and healthcare industries. The corporation is based
in Hamilton, Bermuda, and its operational headquarters are in
Clinton, New Jersey, USA. For more information about Foster
Wheeler, visit its0 Web site at http://www.fwc.com


GENTEK INC: Successfully Emerges from Chapter 11 Proceedings
------------------------------------------------------------
GenTek Inc. (OTC Bulletin Board: GETI), a diversified manufacturer
of telecommunications and other industrial products, has emerged
from Chapter 11.

Its Plan of Reorganization, which was confirmed by the United
States Bankruptcy Court for the District of Delaware on Oct. 7,
2003, has become effective. The company's previously existing
common stock (OTCBB: GNKIQ) has been cancelled and the new stock
issued under the Plan will begin trading under the symbol OTCBB:
GETI.

"[Mon]day marks the start of an exciting period in GenTek's
history," said Richard R. Russell, President and Chief Executive
Officer of GenTek. "Thanks to the extraordinary efforts of our
employees and the continuing support of our customers and
suppliers, our reorganization has been a textbook example of how
the Chapter 11 process is intended to work. We are emerging with
substantially less debt, lower interest expense and a more
competitive cost structure."

                    New Capital Structure

GenTek's aggregate balance-sheet debt upon emergence is
approximately $280 million, representing a reduction of
approximately $670 million from the company's pre-petition funded
debt of $950 million. The Plan calls for the initial distribution
of approximately 10 million shares of new common stock and other
consideration to be made as follows:

-- Holders of pre-petition secured bank claims will receive a
   total of approximately $60 million in cash, $250 million in new
   senior notes and approximately 94 percent of the new common
   stock;

-- Pre-petition subordinated bondholders (excluding those who
   voted to reject the Plan) will receive approximately 4 percent
   of the new common stock and warrants to purchase additional
   stock;

-- General unsecured claimholders will receive approximately 2
   percent of the new common stock and warrants to purchase
   additional stock, or a cash distribution if elected; and

-- Certain litigation claimants may receive additional shares and
   warrants subject to the liquidation of their claims.

Distributions to pre-petition creditors of new senior notes, new
common shares, new warrants and cash, as applicable, will be made
in accordance with the Plan. The Joint Plan of Reorganization and
First Modification to Plan are available at
http://www.gentek-global.com/restructure/conf_reorg_plan.html

In conjunction with its emergence from Chapter 11, GenTek closed
on a $125 million multi-year, asset-based revolving-credit
facility, which will be used to fund working capital requirements,
pay Plan obligations and for other general corporate purposes.
Bank of America is the lead arranger and syndication agent of this
credit facility.

                    New Board of Directors

As part of the company's emergence, a new eight-member board of
directors took office Monday. "Our pre-petition lenders have done
an excellent job of selecting a slate of highly qualified
directors," said Mr. Russell. "These individuals bring a wealth of
industry, operational and financial expertise that will serve
GenTek well. Our management team is excited about working closely
with these distinguished individuals to maximize value in the
future." Serving with Mr. Russell on the new board will be the
following directors:

-- John G. Johnson, Jr.: Mr. Johnson was previously President and
   Chief Executive Officer of Foamex International Inc., and
   serves as a Director of McWhorter Technologies, Inc., and
   Thermadyne Industries, Inc. Mr. Johnson has been nominated to
   serve as Chairman of the new board.

-- Dugald K. Campbell: Mr. Campbell is Chairman of Tower
   Automotive, Inc.

-- Henry L. Druker: Mr. Druker is a Partner of Questor Management
   Company, a private investment firm and serves as a Director of
   Aegis Communications.

-- Kathleen R. Flaherty: Ms. Flaherty was previously President and
   Chief Operating Officer of Winstar International and serves as
   a Director of CMS Energy Corporation and Marconi Corporation.

-- Bruce D. Martin: Mr. Martin is a Director of Angelo, Gordon &
   Co., a private investment firm.

-- John F. McGovern: Mr. McGovern is Founder and a Partner of
   Aurora Capital LLC and was previously Executive Vice President,
   Finance and Chief Financial Officer of Georgia-Pacific
   Corporation.

-- William E. Redmond, Jr.: Mr. Redmond is a Director of World
   Kitchen Incorporated and Arch Wireless and was previously
   Chairman, President and Chief Executive Officer of Garden Way
   Incorporated.

"We also wish to thank our outgoing directors for their years of
service and counsel, particularly during this challenging period
in GenTek's history," said Mr. Russell. "Their contributions to
GenTek's successful reorganization were immeasurable and we wish
them well in the future."

          Key Milestones Achieved in Reorganization

During the company's reorganization process, GenTek completed a
number of strategic and operational initiatives that have reduced
the company's cost structure and improved its overall competitive
positioning. Key achievements include:

-- Developed, patented and launched the innovative AirES(TM)
   structured cabling technology (Air Enhanced System), which
   enables the production of higher performing data cables with up
   to a 30 percent reduction in overall size;

-- Secured 100 percent supply of the roller finger follower (RFF)
   on the current 5.4L and future 4.6L 3-valve Modular engines for
   Ford's new F-150 truck series; and

-- Entered into a joint venture with Italian chemical producer
   Esseco S.p.A. to further enhance GenTek's competitive
   positioning and provide a host of value-added services in its
   sulfur-derivative chemicals business.

"Throughout the 13-month Chapter 11 process we maintained our
commitment to invest in GenTek's people and its future," said Mr.
Russell. "Going forward, that commitment is stronger than ever. We
are confident that we have the finest team in place and best-in-
class global manufacturing to execute on our product initiatives
and to be the supplier of choice in the markets we serve."

GenTek Inc. is a diversified manufacturer of telecommunications
and other industrial products. Additional information about the
company is available on GenTek's Web site at
http://www.gentek-global.com


GENUITY: Takes Action to Challenge Verizon's $79-Mill. MOU Claim
----------------------------------------------------------------
On January 3, 2002, the Genuity Debtors entered into a Memorandum
of Understanding with Verizon Services Corp., Telesector Resources
Group, Inc. and GTE Consolidated Services Inc., each on behalf of
certain Verizon operating telephone companies and Verizon
Advanced Data Inc. and Verizon Advanced Data-Virginia, Inc.
Pursuant to the MOU, Verizon provided Access Services,
specifically dedicated access services, frame relay, ATM, and
certain other services.

Under the MOU, the Debtors agreed to purchase an aggregate
minimum of $283,000,000 of Access Services over a five-year
period.  The MOU stated that Verizon was not obligated to provide
services in a state until it received all necessary regulatory
and other governmental approvals.  In the event that the approval
process materially and adversely changed the rights, obligations
or risks of Verizon or the Debtors, both parties agreed to
negotiate in good faith to reach new terms that would satisfy
their original intentions and in the event they were unable to
agree on new terms, either party has the right to terminate the
MOU or affected services.  In the event of a termination, the MOU
provided that the Debtors would not be subject to any termination
or shortfall liability, nor to any other liability that would
otherwise apply under Verizon Services' tariffs.

In July 2002, Verizon verbally notified the Debtors that the
Federal Communications Commission refused to approve the MOU
because the FCC disapproved the MOU's waiver of termination
liabilities and required a cost justification from Verizon.
Verizon Services did not provide the FCC with a cost
justification for the waiver and advised the Debtors that they
had no intention to do so.  The waiver would have protected the
Debtors from substantial termination liabilities in migrating a
large number of previously provisioned Verizon circuits to the
MOU pricing structure and terms.

The Debtors took the position that any prospect of imposing
termination liabilities would eliminate most or all of the
benefit of the MOU for them.  The Debtors attempted to negotiate
new terms with Verizon that would satisfy the original intention
of the parties, but was unable to come to an agreement that would
meet this objective.

Consequently, the Debtors gave written notice to Verizon Services
on September 20, 2002 that they were terminating the MOU due to
Verizon's failure to secure necessary regulatory approval
resulting in a material adverse change, and accompanied by the
Verizon's failure to propose any alternative agreement that might
satisfy the original intentions of the parties.

In response, Verizon asserted that the Debtors' termination was
not justified under the MOU and, in a claim submitted to the
Court, asserted that the Debtors owe them various liabilities
totaling $78,883,356.

On April 18, 2003, Verizon filed Proofs of Claim Nos. 4178, 4179
and 4180 for unsecured claims totaling $1,474,708,777, which
covers some 17 distinct claims.  One of the Claims asserted was
the $78,883,356 MOU Claim.

                      The Debtors' Objection

David S. Elkind, Esq., at Ropes & Gray, in Boston, Massachusetts,
argues that the MOU Claim represents Verizon's effort to collect
damages for a contract whose provisions it breached and ignored.
It also seeks to recover damages resulting from the Debtors'
lawful termination of the Agreement, when in fact, Verizon
suffered little damage.

In particular, Mr. Elkind asserts that the MOU Claim is without
merit and should be disallowed since:

   (a) the Debtors were authorized to terminate the MOU because:

       -- Verizon breached its obligations under the Agreement;

       -- the terms and conditions of the Agreement were
          otherwise not fulfilled; and

       -- a "Material Adverse Change " to the Debtors' "rights"
          and "risks" had clearly occurred within the express
          terms of the MOU; and

   (b) even if the Debtors had not been authorized to terminate
       the MOU, as it was, Verizon's claim for damages is wholly
       without merit.

After the MOU's termination, the services that were to be covered
by the MOU were continued and billed for by Verizon under pre-
existing FCC tariffs at prices that, in most instances, were
higher than the prices that would have been paid to Verizon under
the MOU.

Accordingly, Mr. Elkind maintains that Verizon suffered little,
if any, damages and its Claim really amounts to an effort to
receive double payment for the very same services.  Verizon's
damage claim, Mr. Elkind continues, also seeks to assert claims
for damages to which it is clearly not entitled under the MOU and
under applicable law.  In short, even if liability could be
established, Verizon can show little, if any, injury or ensuing
loss to support its claim of "damage".

Mr. Elkind tells the Court that the Debtors also reserve the
right to object to cure claims, rejection claims or other claims
asserted by Verizon to the extent that they relate to the
circuits referred to or covered under the MOU.  The Debtors also
object to the other portions of Verizon's Claim, and the Debtors
further reserve the right to seek recovery of all amounts owed by
Verizon to the Debtors under the MOU by separate adversary
proceedings, counterclaim or otherwise. (Genuity Bankruptcy News,
Issue No. 22; Bankruptcy Creditors' Service, Inc., 609/392-0900)


GIANT INDUSTRIES: 3rd-Quarter Results Swing-Up to Positive Zone
---------------------------------------------------------------
Giant Industries Inc. (NYSE: GI) reported net earnings of $7.5
million for the third quarter ended Sept. 30, 2003. Net earnings
in the third quarter of 2003 included a pre-tax write-down of
assets that totaled $1.1 million. Net earnings were a loss of $4.6
million in the third quarter of 2002. The company reported net
earnings of $9.6 million for the first nine months of 2003
compared to a net loss of $8.7 million in 2002.

Giant's chairman and chief executive officer, Fred Holliger,
commented, "Good performance from each of our strategic business
units led to record third quarter earnings. Our refining
operations had a strong quarter as higher gasoline crack spreads
contributed to a significant improvement in refining margins
versus the prior year levels. Refining margins at our Four Corners
refineries increased from $6.04 in the third quarter of last year
to $9.51 in the same quarter this year and refining margins at our
Yorktown refinery increased from $1.71 to $4.61 for the same
period. These margins, combined with an increase in volumes,
contributed to a significant improvement in earnings. Refinings'
operating earnings were $23.8 million in the third quarter of 2003
versus a breakeven level for the same period last year. These
results were realized even though operations at our Yorktown
refinery were scaled back and subsequently shut down for a period
of time as Hurricane Isabel passed through the area. I would like
to commend our Yorktown personnel for their efforts in securing
and protecting our refinery. As a result of their efforts, our
facility experienced very minimal damage.

"Our retail operations also had good results in the quarter. Store
operating profit from continuing operations increased to $5.1
million in the third quarter of 2003 versus $2.1 million for the
same period last year. While a significant improvement in retail
fuel margins was a major factor in the improved profitability, our
program to divest of non-strategic, poor performing stores and
continuing creative marketing in our stores also made strong
contributions to the improved profitability.

"In the quarter, Phoenix Fuel continued to achieve growth in both
wholesale and cardlock fuel volumes that contributed to increased
earnings versus the prior year level. In addition, our team at
Phoenix Fuel did a superb job of servicing our Phoenix-based
customers when the recent pipeline problem between Tucson and
Phoenix interrupted the supply of finished products to this
market."

Holliger continued, "When we reported our 2002 earnings earlier
this year, I stated that we had a goal to realize $20-$30 million
from the sale of non-strategic assets in 2003. With the recent
completion of the sale of our corporate office building we have
reached this goal, and we are working on additional sales."

With regard to the company's debt reduction strategy, Holliger
remarked, "We have made significant progress in reducing our level
of debt. Since we acquired the Yorktown refinery, in May 2002, we
have reduced our debt by approximately $83 million, $19 million of
which was achieved in the recent third quarter. Presently, our
revolver has no borrowings outstanding. While we are pleased with
this level of debt reduction, we remain committed to further debt
reduction as it will contribute to improved profitability and will
also provide the needed flexibility to further grow our company."

Giant Industries Inc. (S&P, B+ Corporate Credit Rating, Negative),
headquartered in Scottsdale, Ariz., is a refiner and marketer of
petroleum products. Giant owns and operates one Virginia and two
New Mexico crude oil refineries; a crude oil gathering pipeline
system based in Farmington, N.M., which services the New Mexico
refineries; finished products distribution terminals in
Albuquerque, N.M., and Flagstaff, Ariz.; a fleet of crude oil and
finished product truck transports; and a chain of retail service
station/convenience stores in New Mexico, Colorado and Arizona.
Giant is also the parent company of Phoenix Fuel Co. Inc., an
Arizona wholesale petroleum products distributor. For more
information, visit Giant's Web site at http://www.giant.com


GLOBEL DIRECT: May 31 Balance Sheet Upside-Down by $5.6 Million
---------------------------------------------------------------
Globel Direct inc., (GBD - TSX - Venture) has released its audited
financial statements for Fiscal 2003, year ended May 31, 2003 and
its unaudited financial statements for first quarter Fiscal 2004,
the three months ended August 31, 2003. Both statements are made
on a comparable basis taking into account retroactive restatements
made to 2002 results to ensure comparability. Management believes
the operating results show a significant reduction in all expenses
and set the stage for future profitability.

Cost reductions initiated in early 2003 made an impact in
operating results, with Fiscal 2003 operating expenses of $19.3
million as compared to $25.6 million in Fiscal 2002, reducing the
operating loss by 88% to $0.2 million as compared to $1.9 million
for the same period last year. The Company reported a loss from
operations for its first quarter Fiscal 2004 of $218,676,
improving from a loss from operations of $640,422 in the
comparable period a year ago.

During the 2003 fiscal year, revenues decreased to $19.1 million
from $23.7 million for the comparable period in 2002. Revenues for
the first quarter Fiscal 2004 decreased to $3.47 million versus
$4.47 million in the prior year. This decrease in revenue is the
result of voluntarily exiting much small-scale business judged
unprofitable, exiting certain product lines including the e-
Seminar business, intense competition and the lingering effects on
the slowdown in the sector attributable to the events of 9/11.

The company's May 31, 2003, balance sheet discloses a working
capital deficit of about $1.5 million while net capital deficit
tops $5.6 million.

"Our goal is to grow the business at both the top and bottom line
with our initial focus being operating results", says J.R.
Richardson, Globel's President and CEO. "Although we are seeing a
decrease in revenues, a trend that continued during our
historically slower first quarter period, we also seeing better
operating margins as a result of management's adjustments to our
cost base. Given the distractions from the substantial restructure
efforts underway over the past two years, the implementation of
our new lending facility and other macro and micro economic
factors that influenced our fiscal 2003 and 2004 first quarter
performance, we are looking forward to refocusing our efforts on
attracting new business."

"Today, our sales focus is on the recurring revenue model where we
are contracted to perform functions that are core strengths of our
Company, taking over important, yet non-core functions of
business," says Sandi Gilbert, Globel's Senior VP Strategy.
"Successful contract awards in 2003, as demonstrated by our
Accenture Business Services for Utilities win announced
previously, establish our ability to attract this type of
business. With the Company operating more efficiently, we are
positioned to secure more revenue that will move the Company
toward sustainable profitability."

Bottom line net loss decreased to $5.1 million in fiscal 2003 from
$7.0 million in fiscal 2002. The net losses for 2003 include the
full expense treatment of the bonus interest of $1.6 million owing
pursuant to the outstanding $3 million debenture, higher interest
costs due to the Company's debt structure and increased
restructure expenses. The net loss during the first quarter 2004
consisted of $0.69 million compared to $1.09 million loss from the
year earlier. First quarter net loss includes the higher interest
costs the Company is currently incurring.

"Now that we have our operating expenses contained," Richardson
adds, "the Company's corporate focus must be on the balance sheet
and reducing our interest expense." To that end, the Company has
entered into a Letter of Intent with RoyNat Capital proposing a
partial conversion of debt subject to the corporation meeting
certain conditions, including the raising of new equity. It also
includes forgiveness of bonus interest expensed in Fiscal 2003.

"Once achieved, these improvements in our balance sheet will be
the final step in our restructure process, allowing the Company to
once again turn its focus to growth and product development,"
concludes Richardson.

Additionally, the Company announces the departure of Ed Gades, a
former officer of the corporation.

Full and complete results are available at the Sedar website.

The foregoing is subject to regulatory approvals. Globel also
advises that its first quarter financials are available at
http://www.sedar.com


HANOVER DIRECT: Sept. 27 Balance Sheet Upside-Down by $79 Mill.
---------------------------------------------------------------
Hanover Direct, Inc., announced operating results for the 13- and
39- weeks ended September 27, 2003.

The Company reported that internet sales continue to demonstrate
strong growth over the prior year reaching 27.6% of total revenues
for the 39-week period ended September 27, 2003. Internet net
revenues for the 13- and 39-week periods ended September 27, 2003
were $26.2 million and $79.2 million, respectively, or 21.3% and
28.3% above comparable fiscal periods in 2002. Total net revenues
for the 13- and 39- weeks ended September 27, 2003 were $96.6
million and $304.9 million, respectively, a decrease of $9.4
million (8.9%) and $24.5 million (7.4%), respectively, from the
prior year 13- and 39-week results. The decreases were due to a
number of factors including softness in the market for the
Company's products and continued reductions in unprofitable
circulation.

Hanover reported income from operations for the 39-weeks ended
September 27, 2003 of $1.5 million, a $1.9 million improvement
over a reported loss from operations of $0.4 million for the
comparable period in 2002. The improvement in operating income was
due to the continued reduction of general and administrative
expenses of $5.9 million and a decrease in special charges of $1.0
million which were partially offset by the impact of the decline
in total net revenues. Hanover also reported a loss from
operations for the 13- weeks ended September 27, 2003 of $(0.1)
million, an improvement of $2.8 million over the comparable period
in 2002.

The Company reported a net loss of $15.8 million for the 39- weeks
ended September 27, 2003 compared with a net loss of $4.2 million
for the comparable period in the year 2002. The $11.6 million
increase in net loss was primarily due to an $11.3 million
deferred Federal income tax provision incurred to establish a
valuation allowance against the Company's remaining net deferred
tax asset. In addition, the increase in net loss was also due to
the recording of $4.5 million of additional interest expense
incurred as a result of the implementation of SFAS No. 150,
"Accounting for Certain Financial Instruments with Characteristics
of both Liabilities and Equity" issued by the Financial Accounting
Standards Board. Effective June 29, 2003, because the Company's
Series B Participating Preferred Stock is mandatorily redeemable,
FAS 150 required the Company to reclassify its Preferred Stock to
liabilities and to prospectively reflect the accretion of the
Preferred Stock balance as interest expense rather than Preferred
Stock dividends. These charges were partially offset by continued
reductions in general and administrative expenses, a decrease in
special charges and depreciation and amortization, and the
recording of the $1.9 million deferred gain during the 39- weeks
ended September 27, 2003 related to the June 29, 2001 sale of the
Company's Improvements business. Net loss per common share was
$0.17 for the 39- weeks ended September 27, 2003 and $0.11 for the
39-weeks ended September 28, 2002. The per share amounts were
calculated after deducting preferred dividends and accretion of
$7.9 million and $10.6 million for the 39- weeks ended
September 27, 2003 and September 28, 2002, respectively. In
addition, the per share amounts were calculated after deducting
additional preferred dividends and accretion of $4.5 million
incurred as interest expense after June 28, 2003. The weighted
average number of shares of Common Stock outstanding used in both
the basic and diluted net loss per common share calculation was
138,315,800 for the 39- weeks ended September 27, 2003 and
138,268,327 for the 39- weeks ended September 28, 2002.

The Company reported a net loss of $16.6 million for the 13-weeks
ended September 27, 2003 compared with a net loss of $4.2 million
for the comparable period in the year 2002. The $12.4 million
increase in net loss is attributable as explained above to the
$11.3 million deferred Federal income tax provision incurred to
increase the valuation allowance and fully reserve the remaining
net deferred tax asset and the $4.5 million of increased interest
expense due to the implementation of FAS 150. These increases were
partially offset by the continued reductions in general and
administrative expenses, special charges and depreciation and
amortization. Net loss per common share was $0.12 and $0.06 for
the 13- weeks ended September 27, 2003 and September 28, 2002,
respectively. The weighted average number of shares of Common
Stock outstanding used in both the basic and diluted net loss per
common share calculation was 138,315,800 for both the 13- weeks
ended September 27, 2003 and September 28, 2002.

At September 27, 2003, the Company's balance sheet shows a total
shareholders' equity deficit of about $79 million.

Hanover Direct, Inc. (Amex: HNV) and its business units provide
quality, branded merchandise through a portfolio of catalogs and
e-commerce platforms to consumers, as well as a comprehensive
range of Internet, e-commerce, and fulfillment services to
businesses. The Company's catalog and Internet portfolio of home
fashions, apparel and gift brands include Domestications, The
Company Store, Company Kids, Silhouettes, International Male,
Scandia Down, and Gump's By Mail. The Company owns Gump's, a
retail store based in San Francisco. Each brand can be accessed on
the Internet individually by name. Keystone Internet Services, LLC
-- http://www.keystoneinternet.com-- the Company's third party
fulfillment operation, also provides the logistical, IT and
fulfillment needs of the Company's catalogs and web sites.
Information on Hanover Direct, including each of its subsidiaries,
can be accessed on the Internet at http://www.hanoverdirect.com


HOMESEEKERS.COM: Files for Chapter 11 Reorganization in New York
----------------------------------------------------------------
HomeSeekers.com, Inc., dba Realigent (Pink Sheets: HMSK) has filed
a voluntary petition for reorganization pursuant to Chapter 11 of
the U.S. Bankruptcy Code in the Southern District of New York.

Notwithstanding almost two years of debt reduction effort by a new
management team and other significant improvements in the
Company's operating performance, the Company continues to suffer
from a significant working capital deficit and has been unable to
restructure or otherwise renegotiate its remaining debt load in
excess of $10 million. These legacy debts, primarily originated
from several ill-fated acquisitions in the late 1990s, have made
it impossible for the company to attract new financing to
restructure the business and stimulate growth.

Accordingly, the Company has filed a voluntary petition for
protection pursuant to Chapter 11. The Company intends to file
promptly a plan of reorganization with the U.S. Bankruptcy Court,
allowing the Company to restructure its liabilities and capital
structure in such a manner that the Company can re-emerge and
compete successfully in its marketplace.

The Company continues to sell, market and fully support its
products and services as it did prior to the filing, and believes
that consummation of a reorganization pursuant to Chapter 11 is
the best way to both protect and preserve the company's existing
business and provide the basis for a platform for future growth.

HomeSeekers.com Inc. (Pink Sheets: HMSK), d/b/a Realigent Inc., is
a leading technology solutions provider to the real estate
industry. The company offers numerous products, applications,
services and custom solutions serving brokers, agents, multiple
listing services, builders, lenders, consumers and all
constituents involved in a real estate transaction.

Detailed product and service offerings can be viewed at the
company's primary Web site at http://www.realigent.com


HOMESEEKERS.COM: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: Homeseekers.com, Inc.
             2800 Saturn Street
             Suite 200
             Brea, California 92821
             dba Realigent, Inc.
             aka Dine Magazine LLC
             aka Foresclosureseekers.com
             aka Formulator Group
             aka Genstar Media
             aka Holloway Publications, Inc.
             aka HomeSeekersFrance.com
             aka Home Seekers Magazines, Inc.
             aka Imco LLC
             aka Information Solutions Group, Inc.
             aka Immediate Results Through Intuitive Systems LLC
             aka Orlando House & Home
             aka RealEstateForms.com
             aka RealtySeekers International LLC
             aka Real Estate Information Inc.
             aka REO Seekers LLC
             aka Visual Listings, Inc.
             aka XMLS LLC
             aka YMLS LLC
             aka Realigent Development Inc.
             aka Aurora Energy Inc.
             aka FOCUS Publications Inc.
             aka NDS Software Inc.
             aka Nevada Data Systems Inc.
             aka TDT LLC
             aka XRF Corporation

Bankruptcy Case No.: 03-37669

Debtor affiliates filing separate chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        Realigent Development, Inc.                03-37668

Type of Business: HomeSeekers.com, which does business as
                  Realigent, allows potential buyers to search
                  online commercial and residential real estate
                  listings on its Web site and then links the
                  buyer with a real estate agent.

Chapter 11 Petition Date: November 6, 2003

Court: Southern District of New York (Poughkeepsie)

Judge: Cecelia G. Morris

Debtors' Counsel: Alan David Halperin, Esq.
                  Halperin & Associates
                  1775 Broadway
                  Suite 515
                  New York, NY 10019
                  Tel: 212-765-9100
                  Fax: 212-765-0964

Estimated Assets: $100,000 to $500,000

Estimated Debts: $1 Million to $10 MIllion

Debtor's 20 Largest Unsecured Creditors:

Entity                                            Claim Amount
------                                            ------------
Alpenglow, Inc.                                       $747,500
14118 168th Avenue
Woodinville, WA 98072

Salomon, Smith, Barney, Inc.                          $369,199
388 Greenwich St.
New York, NY 10013

The Action Group, Inc.                                $260,000
5757 W. Century Blvd.
Suite 700
Los Angeles, CA 90045

Mortgage Information Corp.                            $112,331

Toronto Real Estate Board                             $110,194

Stradling Yocca Carlson Rauth                         $108,963

GE Capital                                             $90,000

Publishers Press                                       $83,080

Steve Wostenberg                                       $74,583

Karl Ziegler                                           $74,583

Metrolist Services                                     $73,000

Maggie Etheridge-Ureno                                 $65,633

Eddie Ureno                                            $65,633

Wells Fargo Bank Card                                  $65,230

Spherion, Inc.                                         $54,540

Baker Botts LLP, Attorneys                             $51,867

Stonefield Josephson Inc.                              $48,508

First Sierra Financial                                 $46,566

Michael O'Day                                          $46,540

Merril Communications LLC                              $44,432


HOST MARRIOTT: Completes Private Placement of New Senior Notes
--------------------------------------------------------------
Host Marriott Corporation (NYSE: HMT) announced that Host
Marriott, L.P. closed its private placement to qualified
institutional buyers of $725 million senior notes due 2013, or the
"New Notes" on November 6, 2003.  The New Notes bear interest at
a rate of 7-1/8%.

The proceeds from the New Notes will be used to redeem $429
million of Host Marriott L.P.'s existing 7-7/8% Series A senior
notes due in 2005 and $282 million of its 8.45% Series C senior
notes due in 2008.  The terms of both existing notes require the
payment of a premium to the holders in exchange for the right to
retire these notes in advance of their maturity dates.  The date
of redemption is December 8, 2003.

The call premium payments, additional interest expense on the New
Notes during the call period and the acceleration of the related
deferred financing fees will result in a one-time increase to
interest expense of approximately $33 million, impacting earnings
and Funds From Operations, or FFO, per diluted share for the year.
Additionally, Host Marriott Corporation announced that its full
year earnings will be affected by the Financial Accounting
Standards Board, or "FASB," decision to indefinitely defer the
application of accounting standard SFAS No. 150 with respect to
minority interests in certain consolidated ventures, which was
announced by the FASB on October 29, 2003. The reversal of the
FASB's position on this matter will result in a $24 million gain
being recorded in the fourth quarter, eliminating the $24 million
loss the Company had recorded in the third quarter.  Accordingly,
the Company is issuing the following updated guidance for full
year 2003:

    * Diluted loss per share should be approximately $.78 to $.73;

    * Net loss should be approximately $183 million to $169
      million;

    * FFO per diluted share should be approximately $.51 to $.55;
      and

    * Adjusted Earnings before Interest Expense, Taxes,
      Depreciation and Amortization and other items, or Adjusted
      EBITDA, remains consistent with prior guidance of
      approximately $715 million to $730 million.

Host Marriott Corporation (S&P/B+/Stable) is a lodging real estate
company, which owns 122 upscale and luxury full-service hotel
properties primarily operated under Marriott, Ritz-Carlton, Four
Seasons, Hyatt, Hilton and Swissotel brand names. For further
information on Host Marriott Corporation, visit the Company's Web
site at http://www.hostmarriott.com


HUNTSMAN: Reports Sequential Increase in Third-Quarter EBITDA
-------------------------------------------------------------
The combined Huntsman companies reported third quarter 2003 EBITDA
of $170.0 million, which includes $10.7 million in restructuring
charges and losses on the sale of accounts receivable. This
compares to second quarter 2003 pro forma EBITDA of $136.3 million
and third quarter 2002 pro forma EBITDA of $210.5 million, which
included $53.7 million and $16.0 million, respectively, of
restructuring charges and losses on the sale of accounts
receivable.

The combined Huntsman companies include HMP Equity Holdings
Corporation, and its operating subsidiaries Huntsman LLC, Huntsman
International Holdings LLC and Huntsman Advanced Materials LLC.

Peter R. Huntsman, President and CEO, stated, "We are pleased that
EBITDA at the Huntsman companies stabilized in the third quarter
relative to second quarter at a time when earnings in our industry
generally have been soft. We believe this reflects the strength of
our differentiated product portfolio and our vigilance in managing
costs as the chemical industry remains in the trough of the
cycle."

Mr. Huntsman also said the Huntsman companies have commenced an
initiative to reduce fixed costs by a minimum of $200 million over
the next eighteen months. He further stated the current conditions
in the chemical industry present the Huntsman companies with "an
opportunity to reposition our businesses at the bottom of the
cycle to ensure their long-term competitiveness and
profitability." Each of the six Huntsman business segments,
Polyurethanes, Advanced Materials, Performance Products, Pigments,
Base Chemicals and Polymers, has developed cost reduction plans to
meet the overall minimum $200 million goal. The Company also plans
to reduce costs by increasing the use of shared services across
its businesses. The Company expects to make additional
announcements of site consolidations and headcount reductions in
the near future.

The Huntsman companies completed a $380 million offering of senior
secured notes at Huntsman LLC in the third quarter and raised $205
million of additional Term B and Term C loans at Huntsman
International in October. Proceeds from these transactions have
allowed Huntsman to make significant pre-payments of term debt
maturities and significant payments under the revolving credit
facilities of both companies, freeing up substantial amounts of
liquidity as trough conditions persist in the industry.
Huntsman company chart available on http://www.huntsman.com

As a result of HMP's acquisition of the 39% minority interest in
Huntsman International on May 9, 2003 (HMP now directly and
indirectly owns 100% of Huntsman International), HMP's financial
results include the consolidated results of Huntsman International
for the periods from May 2003. In prior periods, the combined
Huntsman companies' results included their share of the equity
income from Huntsman International. HMP's financial results also
include the consolidated results of Huntsman Chemical Company
Australia from October 2002 forward and the equity income from
HCCA for all prior periods. On June 30, 2003, HMP and its parent
company, Huntsman Holdings LLC, completed the acquisition of
Vantico Group S.A.  Advanced Materials was formed to hold the
Vantico business. As a result of the Vantico acquisition, HMP's
financial results include the results of Vantico from July 2003.
The following pro forma information is provided to show HMP
financial results as if Huntsman International, HCCA and Advanced
Materials were consolidated for all periods presented and Huntsman
LLC financial results as if HCCA was consolidated for all periods
presented.

                 Three Months Ended September 30, 2003
    (Compared to Three Months Ended September 30, 2002 Pro Forma)

For the three months ended September 30, 2003, HMP had EBITDA of
$170.0 million, which includes $10.7 million in restructuring
charges and losses on the sale of accounts receivable. This
compares to second quarter 2003 pro forma EBITDA of $136.3 million
and third quarter 2002 pro forma EBITDA of $210.5 million, which
included $53.7 million and $16.0 million, respectively, of
restructuring charges and losses on the sale of accounts
receivable.

Revenues for the three months ended September 30, 2003 increased
to $2,301.2 million, or 9%, from $2,112.6 million during the same
period in 2002. The increase in revenue was due to an increase of
revenues in all segments.

EBITDA for the three months ended September 30, 2003 decreased to
$170.0 million, or 19%, from $210.5 million during the same period
in 2002. The decrease in EBITDA was due to a decrease in EBITDA in
the Polyurethanes, Performance Products, Polymers and Base
Chemicals segments, partially offset by increases in EBITDA in the
Advanced Materials and Pigments segments.

Polyurethanes

The increase in revenues in the Polyurethanes segment was
primarily the result of higher average selling prices principally
due to the strength of the major European currencies versus the
U.S. dollar, offset in part by lower volumes resulting largely
from a reduction in spot sales to co-producers in the 2003 period.

The decrease in EBITDA in the Polyurethane segment was primarily
the result of revenue increases failing to keep pace with
substantial increases in raw material costs due to the rise in oil
and natural gas prices, and the incurrence in the third quarter of
a $3.7 million restructuring charge taken in connection with cost
reduction efforts at our Rozenburg, Netherlands facility.

Advanced Materials

The increase in revenues in the Advanced Materials segment was
primarily the result of higher average selling prices, principally
due to the strength of the major European currencies versus the
U.S. dollar, and a 1% volume increase.

The increase in EBITDA in the Advanced Materials segment was the
result of increased revenue, a reduction of SG&A costs primarily
due to a reduction in restructuring charges, and reduced costs as
a result of cost reduction initiatives.

Performance Products

The increase in revenues in the Performance Products segment was
primarily the result of higher average selling prices in North
America in response to higher raw material costs, strong volume
gains in our linear alkylbenzene, ethyleneamines, ethanolamines
and ethylene glycol product lines and higher average selling
prices in Europe due to the strengthening of the major European
currencies versus the U.S. dollar, partially offset by lower
volumes in Europe due to softer European demand and decreased
European export business as a result of the strength of the major
European currencies.

The decrease in EBITDA in the Performance Products segment was
primarily the result of revenue increases failing to keep pace
with substantial increases in raw material costs.

Pigments

The increase in revenues in the Pigments segment was primarily the
result of higher average selling prices, the majority of which
resulted from the strengthening of the major European currencies
versus the U.S. dollar, which more than offset a 1% volume
decline.

The increase in EBITDA in the Pigments segment was primarily the
result of improved margins due to a more favorable industry
supply-demand balance in the most recent quarter.

Polymers

The increase in revenues in the Polymers segment was primarily the
result of higher volumes and higher average selling prices as
industry demand strengthened and prices increased in response to
higher raw material costs.

The decrease in EBITDA in the Polymers segment was primarily the
result of revenue increases failing to keep pace with substantial
increases in raw material costs due to the rise in oil and natural
gas prices.

Base Chemicals

The increase in revenues in the Base Chemicals segment was
primarily the result of higher volumes in the U.S. as U.S. demand
strengthened, and higher average selling prices in the U.S. and
Europe in response to higher raw material costs.

The decrease in EBITDA in the Base Chemicals segment was primarily
the result of revenue increases failing to keep pace with
substantial increases in raw material costs due to the rise in oil
and natural gas prices.

Unallocated Items

Unallocated items include unallocated corporate overhead, foreign
exchange gains and losses and restructuring and reorganization
costs. For the three months ended September 30, 2003, expenses
from unallocated items decreased by $6.1 million to $18.5 million
from $24.6 million for the same period in 2002. The decrease was
primarily due to a reduction of restructuring and reorganization
expenses versus the same period in 2002, partially offset by
higher unallocated foreign exchange gains in the current period.

             Huntsman LLC (excluding HIH) Three Months
                      Ended September 30, 2003
        (Compared to Three Months Ended September 30, 2002)

For the three months ended September 30, 2003, Huntsman LLC
(excluding HIH) had EBITDA of $49.7 million on revenues of $828.9
million, compared to pro forma EBITDA of $70.0 million on revenues
of $730.5 million for the same period in 2002. This compares to
second quarter 2003 reported pro forma EBITDA of $46.6 million,
which included $0.9 million of restructuring charges. The pro
forma results of Huntsman LLC exclude the consolidated results of
Huntsman International and include the consolidated results of
HCCA for all periods.

Revenues for the three months ended September 30, 2003 increased
to $828.9 million, or 13%, from $730.5 million during the same
period in 2002. Revenues increased in all business segments as the
result of higher volumes and higher average selling prices as
industry demand strengthened and prices increased in response to
higher raw material costs.

EBITDA for the three months ended September 30, 2003 decreased to
$49.7 million, or 29%, from $70.0 million during the same period
in 2002. EBITDA decreased in all segments as the result of the
increases in revenues failing to keep pace with substantial
increases in raw material costs due to the rise in oil and natural
gas prices.

Performance Products

The increase in revenues in the Performance Products segment was
primarily the result of higher average selling prices in response
to higher raw material prices and strong volume gains in our
linear alkylbenzene, ethanolamines and ethylene glycol product
lines.

The decrease in EBITDA in the Performance Products segment was
primarily the result of revenue increases failing to keep pace
with substantial increases in raw material costs.

Polymers

The increase in revenues in the Polymers segment was primarily the
result of higher volumes and higher average selling prices as
industry demand strengthened and prices increased in response to
higher raw material costs.

The decrease in EBITDA in the Polymers segment was primarily the
result of revenue increases failing to keep pace with substantial
increases in raw material costs due to the rise in oil and natural
gas prices.

Base Chemicals

The increase in revenues in the Base Chemicals segment was
primarily the result of higher volumes and higher average selling
prices as industry demand strengthened and prices increased in
response to higher raw material costs.

The decrease in EBITDA in the Base Chemicals segment was primarily
the result of revenue increases failing to keep pace with
substantial increases in raw material costs due to the rise in oil
and natural gas prices.

Unallocated Items

Unallocated items include unallocated corporate overhead, foreign
exchange gains and losses and reorganization costs. For the three
months ended September 30, 2003, expenses from unallocated items
decreased by $10.5 million to $8.9 million from $19.4 million for
the same period in 2002. The decrease was primarily due to reduced
reorganization expenses in the 2003 period as compared to the same
period in 2002.

               Three Months Ended September 30, 2003
        (Compared to Three Months Ended September 30, 2002)

For the three months ended September 30, 2003, Huntsman
International had EBITDA of $104.2 million on revenues of $1,275.7
million, compared to EBITDA of $131.0 million on revenues of
$1,195.2 million for the same period in 2002. This compares to
EBITDA of $88.5 million in the second quarter of 2003, which
included charges of $39.0 million. The third quarter 2003 results
of Huntsman International include charges of $10.7 million,
consisting of $4.8 million in restructuring charges and $5.9
million in loss on sale of accounts receivable. The $4.8 million
in restructuring charges relate to an overall corporate cost
reduction program to be implemented throughout 2003 and 2004, and
consist of a $1.1 million charge related to the company's Pigments
segment and a $3.7 million charge relating to the company's
Polyurethanes segment.

Revenues for the three months ended September 30, 2003 increased
to $1,275.7 million, or 7%, from $1,195.2 million during the same
period in 2002. The increase in revenue was due to an increase in
revenues in the Polyurethanes, Performance Products and Pigments
segments and relatively flat revenues in the Base Chemicals
segment.

EBITDA for the three months ended September 30, 2003 decreased to
$104.2 million, or 20%, from $131.0 million during the same period
in 2002. The decrease in EBITDA was due to decreases in EBITDA in
the Polyurethanes and Base Chemicals segments, partially offset by
increases in EBITDA in the Performance Products and Pigments
segments.

Polyurethanes

The increase in revenues in the Polyurethanes segment was
primarily the result of higher average selling prices principally
due to the strength of the major European currencies versus the
U.S. dollar, offset in part by lower volumes resulting largely
from a reduction in spot sales to co-producers in the 2003 period.

The decrease in EBITDA in the Polyurethane segment was primarily
the result of revenue increases failing to keep pace with
substantial increases in raw material costs due to the rise in oil
and natural gas prices, and the incurrence in the third quarter of
a $3.7 million restructuring charge taken in connection with cost
reduction efforts at our Rozenburg, Netherlands facility.

Performance Products

The increase in revenues in the Performance Products segment was
primarily the result of higher average surfactant selling prices
primarily due to the strength of the major European currencies
versus the U.S. dollar, partially offset by a decline in
surfactant sales volumes due to softer European demand and weaker
export sales. Additionally, ethyleneamines revenues increased
largely due to increased export sales.

The increase in EBITDA in the Performance Products segment was
primarily the result of reductions in costs.

Pigments

The increase in revenues in the Pigments segment was primarily the
result of higher average selling prices, the majority of which
resulted from the strengthening of the major European currencies
versus the U.S. dollar, which more than offset a 1% volume
decline.

The increase in EBITDA in the Pigments segment was primarily the
result of improved margins due to a more favorable industry
supply-demand balance.

Base Chemicals

The increase in revenues in the Base Chemicals segment was
primarily the result of higher average selling prices in response
to higher raw material costs, partially offset by lower sales
volumes.

The decrease in EBITDA in the Base Chemicals segment was primarily
the result of revenue increases failing to keep pace with
substantial increases in raw material costs due to the rise in oil
and natural gas prices.

Unallocated Items

Unallocated items include unallocated corporate overhead, foreign
exchange gains and losses and reorganization costs. For the three
months ended September 30, 2003, expenses from unallocated items
increased by $1.1 million to $9.4 million from $8.3 million for
the same period in 2002. The increase was primarily due to
increased losses on the sale of accounts receivable.

               Three Months Ended September 30, 2003
   (Compared to Three Months Ended September 30, 2002 Pro Forma)

For the three months ended September 30, 2003, Advanced Materials
had EBITDA of $16.2 million on revenues of $257.8 million,
compared to EBITDA of $6.5 million on revenues of $241.2 million
for the same period in 2002. EBITDA for the three months ended
September 30, 2002 included charges of $5.9 million. This compares
to an EBITDA loss of $7.0 million in the second quarter of 2003,
which included charges of $22.0 million.

Advanced Materials

The increase in revenues in Advanced Materials was primarily the
result of higher average selling prices, principally due to the
strength of the major European currencies versus the U.S. dollar,
and a 1% volume increase. The increase in EBITDA in Advanced
Materials was the result of increased revenue, a reduction of SG&A
costs primarily due to a reduction in restructuring charges, and
reduced costs as a result of cost reduction initiatives.

                          Liquidity

HMP Equity Holdings

HMP is a holding company established to hold the equity in
Huntsman LLC, Huntsman International and Advanced Materials. HMP
has no short-term debt outstanding and maintains no short-term
credit facilities. As of September 30, 2003, HMP has approximately
$163 million of cash on its consolidated balance sheet.

Huntsman LLC (excluding HIH)

As of September 30, 2003, Huntsman LLC had borrowings of
approximately $85 million outstanding under its $275 million
revolving credit facility in addition to approximately $14 million
in letters of credit issued, and Huntsman LLC had approximately
$28 million of cash on its balance sheet. Huntsman LLC's cash and
undrawn commitments under the revolving credit facility, as of
September 30, 2003, were approximately $204 million, subject to
covenants under the revolving credit facility, including a minimum
revolving credit facility availability covenant. Capital
expenditures for the third quarter were approximately $28 million
compared with $13 million in the third quarter of 2002. The
capital spending through September 30, 2003 of approximately $65
million is representative of our normalized capital expenditure
run rate.

On September 30, 2003, Huntsman LLC completed a $380 million
offering of Senior Secured Notes issued at a discount, the
proceeds of which were used to repay approximately $65 million on
the revolving credit facility and approximately $297 million on
the Term Loan A. As a result of this offering, there are no
scheduled term loan payments under Huntsman LLC's senior secured
credit facilities until December of 2005.

Huntsman International

As of September 30, 2003, Huntsman International had borrowings of
$199 million outstanding under its $400 million revolving credit
facility in addition to approximately $7 million in letters of
credit issued, and Huntsman International had approximately $81
million of cash on its balance sheet. Huntsman International also
maintains $25 million of short-term overdraft facilities, of which
approximately $21 million was available at September 30, 2003. As
part of a refinancing that was completed on October 22, 2003 as
described below, approximately $53 million was repaid against the
revolving credit facility. Total liquidity of as of September 30,
2003 was approximately $296 million, or approximately $349 million
on a pro forma basis after giving effect to the October 22, 2003
refinancing. Capital expenditures for the third quarter were
approximately $42 million compared with $40 million in the third
quarter of 2002.

On October 17, 2003, Huntsman International amended its senior
secured credit facilities. The amendment provides, among other
things, for changes to certain financial covenants, including the
leverage and interest coverage ratios, the annual amount of
permitted capital expenditures, and the consolidated net worth
covenant. These changes to the financial covenants apply to the
quarterly period ended September 30, 2003 and will continue
through the quarterly periods ended December 31, 2004. The
amendment also allows for the issuance of $205 million of
additional term B and term C loans, which was accomplished on
October 22, 2003, the net proceeds of which have been applied to
pay down our revolving loan facility by approximately $53 million,
and the remainder of the net proceeds have been applied to repay,
in full, the term A loan. As a result of the prepayment of term
debt with the proceeds from the recent refinancing of the term
loan A, there are no scheduled term debt maturities under the
senior secured credit facilities until the second quarter 2005. In
2005 and 2006, the scheduled term debt maturities under the senior
secured credit facilities are approximately $12 million in each
year.

Huntsman Advanced Materials

As of September 30, 2003, Advanced Materials had no borrowings
outstanding under its $60 million revolving credit facility and
approximately $15 million in letters of credit issued thereunder.
Advanced Materials had approximately $46 million of cash on its
balance sheet as of September 30, 2003 and total liquidity was
approximately $91 million. Advanced Materials has no scheduled
debt amortization payments until July 2008.

The combined Huntsman companies (S&P, B+ Corporate Credit Rating,
Developing Outlook) constitute the world's largest
privately held chemical company.  The operating companies
manufacture basic products for a variety of global industries
including chemicals, plastics, automotive, footwear, paints and
coatings, construction, high-tech, agriculture, health care,
textiles, detergent, personal care, furniture, appliances and
packaging. Originally known for pioneering innovations in
packaging, and later, rapid and integrated growth in
petrochemicals, Huntsman-held companies today have more than
13,000 employees, facilities in 44 countries and had 2002
revenues of more than $7 billion.


HYTEK MICROSYSTEMS: Red Ink Continued to Flow in Third Quarter
--------------------------------------------------------------
Hytek Microsystems, Inc. (OTC Bulletin Board: HTEK) announced
unaudited results for the three and nine month periods ended
September 27, 2003.

The Company incurred a net loss of $182,887 for the three months
ended September 27, 2003, as compared to a net loss of $377,684
for the same period last year.  Net revenues were $2.5 million for
the third quarter of 2003, compared to prior year third quarter
net revenues of $2.7 million.

For the first nine months of fiscal 2003, the Company had a net
loss of $389,428 as compared to a net loss of $59,427 for the
first nine months of fiscal 2002.  Net revenues for the nine-month
period in 2003 were $7.6 million, a 19% decrease from net revenues
of $9.4 million for the same period in 2002.

At September 27, 2003, current backlog was approximately $5.7
million as compared to $6.5 million at June 28, 2003.

Although Hytek incurred a net loss of $182,887 for the third
quarter of 2003, on a 6% decrease in revenues during that quarter,
operating results were improved over the comparable period last
year.

"We are continuing our internal efforts to improve operational
efficiencies, add management expertise, attract new customers and
expand business opportunities with existing customers," stated
John Cole, Hytek's chief executive officer.  "These are ongoing
programs that generate results as changes are implemented over
time.  Consequently, we do not expect to see significant
improvements in operating results this fiscal year."

Founded in 1974, Hytek, headquartered in Carson City, Nevada,
specializes in custom microelectronic packaging solutions for use
in oil exploration, military applications, satellite systems,
industrial electronics, opto-electronics and other OEM
applications.

                            *    *    *

                    Going Concern Uncertainty

In its most recent Form 10-QSB filed with Securities and Exchange
Commission, Hytek reported:

"In the opinion of management, the [Company's] unaudited financial
statements include all adjustments (consisting of only normal
recurring adjustments) that are necessary in order to make the
financial statements contained herein not misleading. These
financial statements, notes and analyses should be read in
conjunction with the financial statements for the fiscal year
ended December 28, 2002, and notes thereto, which are contained in
our Annual Report on Form 10-KSB for such fiscal year. The reports
of our independent auditors in the fiscal 2002 financial
statements included explanatory paragraphs stating that there is
substantial doubt with respect to our ability to continue
operating as a going concern. The operating results for the three-
and nine-month periods ended September, 27 2003 are not
necessarily indicative of the results that may be expected for the
entire year ending January 3, 2004. We operate on a 52/53-week
fiscal year, which approximates the calendar year.

"The unaudited financial statements as of September 27, 2003 have
been prepared in accordance with accounting principles generally
accepted in the United States, which require the use of estimates
and assumptions that affect the amounts reported in the financial
statements and accompanying notes. Actual results could differ
materially from those estimates."


IESI CORP: Sept. 30 Net Capital Deficit Burgeons to $56 Million
---------------------------------------------------------------
IESI Corporation reported that revenue for the three months ended
September 30, 2003 increased 12.2% to $64.2 million, as compared
with revenue of $57.2 million for the corresponding three-month
period in 2002.  Income from operations for the three months ended
September 30, 2003 was $4.9 million, substantially the same as the
corresponding period in 2002.  Net income for the three months
ended September 30, 2003 was a loss of $2.7 million, as compared
with a loss of $264,000 for the corresponding period in 2002.

Revenue for the nine months ended September 30, 2003 increased
15.5% to $180.5 million, as compared with revenue of $156.2
million for the corresponding nine-month period in 2002.  Income
from operations for the nine months ended September 30, 2003 was
$13.4 million, as compared with $16.1 million for the
corresponding period in 2002.  Loss before cumulative effect of
change in accounting principle (related to the Company's adoption
of SFAS No. 143) for the nine months ended September 30, 2003 was
$2.9 million, as compared with net income of $780,000 for the
corresponding period in 2002. Effective January 1, 2003, the
Company adopted Statement of Financial Accounting Standards No.
143, "Accounting for Asset Retirement Obligations." SFAS No. 143
required the Company to change its method of accounting for
landfill capping, closure and post-closure costs.

At September 30, 2003, the Company's balance sheet shows a working
capital deficit of about $5 million, and a total shareholders'
equity deficit of about $56 million.

During the quarter, as previously announced, IESI purchased
certain assets from Waste Corporation of Texas LP, a Waste
Corporation of America company. The assets purchased consist of 3
hauling operations located in Mineral Wells, Stephenville, and
Graham, Texas and one transfer station located in Granbury, Texas.

In addition, during the quarter, IESI commenced operations at
three landfills in its South Region.  The first, in early July was
a landfill purchased from the City of Weatherford, Texas
(approximately 30 miles west of Ft. Worth).  In late August IESI
opened two greenfield landfills in Richwoods, Missouri
(approximately 50 miles southwest of St. Louis) and in Oakdale,
Louisiana (approximately 60 miles north of Lake Charles and
Lafayette).

On October 9, 2003, IESI acquired the stock of Seneca Meadows,
Inc., the owner and operator of the Seneca Meadows Landfill in
Seneca Falls, New York. The Seneca Meadows Landfill is a fully
permitted municipal solid waste landfill located in the Finger
Lakes Region of upstate New York, approximately 45 miles southeast
of the City of Rochester, New York, that is permitted to accept an
average of 6,000 tons of municipal solid waste per day.  Revenue
at the landfill for fiscal year 2002 was $47.7 million.

On October 10, 2003, IESI completed the sale of $47.5 million of
new equity capital, primarily to existing shareholders and their
affiliates and management.  In addition, IESI plans to sell an
additional $2.5 million to $7.5 million of equity.  The new Series
E Convertible Preferred Stock is the most senior class of IESI's
equity and has substantially the same terms and conditions of the
Company's outstanding Series D Preferred Stock.  The new preferred
stock was used to help finance the purchase of Seneca Meadows.  To
date, IESI has raised over $240.0 million of funded equity
capital.

On the same day, IESI finalized a refinancing of its senior
secured credit facility.  The expanded $400.0 million senior
secured credit facility is made up of a $200.0 million revolver
and a $200.0 million term loan.  The revolver matures October 2008
and the term loan matures in October 2010.  The $200.0 million
term loan and borrowings of $33.7 million under the revolver were
used to refinance IESI's existing credit facility, and to finance
the purchase price and expenses related to the Seneca Meadows
acquisition.  Future borrowings under the revolver will be
available to finance acquisitions, capital expenditures, working
capital and other general corporate purposes. The credit facility
was rated as B1 and B+ by Moody's Investors Services and Standard
and Poor's, respectively.  Both agencies have given IESI a stable
outlook.  Fleet Securities, Inc. was the arranger for the
facility, Fleet National Bank is the Administrative Agent and
LaSalle National Bank Association is the Syndication Agent.

"The third quarter of 2003 was one of the most exciting quarters
in our Company's history," said Mickey Flood, President and Chief
Executive Officer of IESI.  "We are now operating four more
landfills than we operated at the end of the 2nd quarter.  Seneca
Meadows Landfill, the largest of the four, was a fantastic
acquisition for us.  Seneca Meadows Landfill is the largest
landfill in New York State.  This premier landfill solidifies our
Northeast Region operations and promises to have a huge positive
impact on our revenue growth and income from operations going
forward.  The other three new landfills, all of which are in our
South Region, may not be as large as Seneca Meadows Landfill, but
all should be catalysts for additional top and bottom line growth
in the markets they are located and also to our Company.  We could
not have done these transactions without the continued support of
our investors and bank group, and I thank each of them for their
support."

The Company is one of the leading regional, non-hazardous solid
waste management companies in the United States.  The Company
provides collection, transfer, disposal and recycling services to
275 communities, including more than 545,000 residential and
55,000 commercial and industrial customers, in nine states.


IMPATH INC: U.S. Trustee Appoints 7-Member Creditors' Committee
---------------------------------------------------------------
The United States Trustee for Region 2 appointed 7 members to an
Official Committee of Unsecured Creditors in Impath Inc.'s Chapter
11 case:

       1. First American Commercial Bancorp
          255 Woodclift Drive Fairport, NY 14450-4226
          Attn: J. Bruce Masterson, Esq.
          Tel. No. (585) 598-0900

       2. Park National Bank & Trust of Chicago
          2958 North Milwaukee Avenue Chicago, IL 60618
          Attn: Patricia A. Widmar
          Tel. No. (773) 384-3400

       3. Pullman Bank
          3930 Edison Parkway, Suite 310 Mishawaka, IN 46545
          Attn: Patricia A. Widmar
          Tel. No. (574) 243-1005

       4. Pharmingen
          1 Becton Drive Franklin Lakes, NJ 07417
          Attn: Elise Magree Becton Dickinson

       5. DukoCytomation California, Inc.
          6392 Vin Real Carpinteria, CA 93013
          Attn: Michael J. Sarrasin, Esq.
          Tel. No. (805) 566-5487

       6. Dr. Ivetta Kogarko
          c/o Stassia Kogarko BIK-Collaborative Tissue Group
          197 M Boston Post Road, #248 Marlborough, MA 01752
          Tel. No. (617) 791-2395

       7. Alpha Therapeutic Corporation
          5555 Valley Boulevard Los Angeles, CA 90032
          Attn: Harry Knapp
          Tel. No. (323) 227-7541

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

Headquartered in New York, New York, Impath Inc., together with
its subsidiaries, is in the business of improving outcomes for
cancer patients by providing patient-specific diagnostic and
prognostic services to pathologists and oncologists, providing
products and services to biotechnology and pharmaceutical
companies, and licensing software to hospitals, laboratories, and
academic medical centers. The Company filed for chapter 11
protection on September 28, 2003 (Bankr. S.D.N.Y. Case No. 03-
16113).  George A. Davis, Esq., at Weil, Gotshal & Manges, LLP
represents the Debtors in their restructuring efforts.  When the
Company filed for protection from its creditors, it listed
$192,883,742 in total assets and $127,335,423 in total debts.


INT'L STEEL: WTO Ruling Doesn't Terminate US Steel Safeguards
-------------------------------------------------------------
International Steel Group said that the denial of the United
States Government's appeal of the World Trade Organization ruling
on Section 201 Steel Safeguards cannot result in the immediate
termination of the Administration's tariffs on imported steel.

"The WTO ruling against the President's steel safeguards, which is
subject to ratification by the WTO Dispute Settlement Body in any
event, said that the International Trade Commission did not
provide sufficient explanations for some of its conclusions on the
injury caused by the surge of steel imports. The WTO did not rule
that the tariffs imposed under Section 201 of our nation's trade
laws violated WTO agreements. Furthermore, the denial of the
Administration's appeal of the WTO decision does not automatically
terminate the Section 201 steel tariffs," said Wilbur L. Ross,
chairman of International Steel Group.

Mr. Ross said that the ITC could respond to the appellate body's
ruling by providing additional explanations about its findings,
thereby eliminating the basis for the WTO's initial ruling. He
also said that under US law, implementation of an adverse decision
from the WTO Appellate Body requires the Administration to follow
a statutorily prescribed process. The President does not have
authority to terminate the steel safeguards in response to an
adverse WTO decision outside of the Congressionally-mandated
process.

International Steel Group (S&P, BB Corporate Credit Rating,
Developing Outlook) was formed by WL Ross & Co. LLC to acquire and
operate globally competitive steel facilities. Since its
formation, International Steel Group Inc. has grown to become the
second largest integrated steel producer in North America, based
on steelmaking capacity, by acquiring out of bankruptcy the
steelmaking assets of LTV Steel Company Inc., Acme Steel
Corporation and Bethlehem Steel Corporation. The company has the
capacity to cast more than 18 million tons of steel products
annually. It ships a variety of steel products from 11 major steel
producing and finishing facilities in six states, including hot-
rolled, cold-rolled and coated sheets, tin mill products, carbon
and alloy plates, rail products and semi-finished shapes serving
the automotive, construction, pipe and tube, appliance, container
and machinery markets.


INTERNET SERVICES: Committee Taps Lowenstein Sandler as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Internet Services
of Michigan, Inc.'s chapter 11 cases, seeks to employ Lowenstein
Sandler PC as Counsel.

The Committee submits that the retention of Lowenstein Sandler is
necessary to enable it to property execute its duties in the
Debtors' chapter 11 case.

The professional services that is expected of Lowenstein Sandler
include:

     a) advising the Committee with respect to its duties and
        powers;

     b) assisting the Committee in investigating the acts,
        conduct, assets, liabilities, and financial condition of
        the Debtors, the operation of the Debtors' businesses,
        potential claims, and any other matters relevant to the
        case or to the sale of assets or confirmation of a plan
        of reorganization or liquidation;

     c) assisting the Committee in the review and/or formulation
        of a Plan;

     d) assisting the Committee in requesting the appointment of
        a trustee or examiner should such action be deemed
        necessary;

     e) preparing necessary motions, applications and other
        pleadings as may be appropriate and authorized by the
        Committee and appearing in court to prosecute such
        pleadings; and

     f) performing such other legal services as may be required
        and be in the interests of those represented by the
        Committee.

Lowenstein will be compensated for services rendered on an hourly
basis:

          Members                $285 - $535 per hour
          Senior Counsel         $250 - $395 per hour
          Counsel                $240 - $325 per hour
          Associates             $150 - $260 per hour
          Legal Assistants       $75 - $140 per hour

Kenneth A. Rosen, Esq., will lead the team in this engagement. Mr.
Rosen adds that the firm is a "disinterested person" as that term
is defined in the Bankruptcy Code.

Headquartered in Mishawaka, Indiana, Internet Services of
Michigan, Inc., an internet service provider, files for chapter 11
protection on September 23, 2003 (Bankr. Del. Case No. 03-12921).
Linda Marie Carmichael, Esq., at White And Williams, LLP
represents the Debtors in their restructuring efforts.  When the
Company filed protection from its creditors, it estimated its
debts and assets of more than $10 million each.


INTRAWEST: Reports Significant Growth in Third-Quarter Results
--------------------------------------------------------------
Intrawest Corporation, the world's leading operator and developer
of village-centered resorts, announced its results for the fiscal
2004 first quarter ended September 30, 2003.

Total revenue for the quarter was $227.8 million compared with
$114.5 million for the same period last year. Income from
continuing operations was $0.9 million or $0.02 per share compared
with a loss of $11.1 million or $0.23 per share in 2002. Total
Company EBITDA (earnings before interest, income taxes,
non-controlling interest, depreciation and amortization) was $25.5
million compared with $6.5 million in 2002.

Cash flow from continuing operating activities was $18.0 million
in the first quarter of fiscal 2004 compared with negative cash
flow of $114.9 million in the same period last year. This positive
swing in cash of $132.8 million was mainly due to increased real
estate closings and the impact of selling the first four projects
to Leisura.

"Our successful migration to a less capital-intensive model is
reflected in the positive swing in cash flow this quarter," said
Joe Houssian, Intrawest's chairman, president and chief executive
officer.

The format of the statement of operations has been changed to
reflect the company's move to a more expertise-based business
model and the growth in management services income. Revenue and
expenses are now broken out into three primary sources: resort
operations, management services and real estate development.
Management services mainly comprise lodging and property
management fees, golf course management fees, RezRez reservations
and licensing fees, and real estate development and sales services
fees.

Resort operations revenue and profit contribution increased to
$54.4 million and $3.5 million, respectively, from $49.1 million
and $1.7 million due mainly to strong summer results from mountain
operations and food and beverage. Management services revenue and
profit contribution increased to $24.5 million and $2.6 million,
respectively, from $18.1 million and $2.4 million primarily as a
result of higher lodging and property management fees and
increased real estate development and sales services fees. While
occupied room nights in the first quarter were approximately the
same as the first quarter last year, average daily rates increased
five per cent.

Revenue from real estate development increased to $144.5 million
from $47.1 million in 2002 as 317 units were closed compared with
87 units last year. The timing of unit closings is tied to a
significant degree to construction completion and two major
projects at Sandestin and Lake Las Vegas completed construction
during the first quarter, allowing the closing of 229 units. The
profit contribution from real estate development increased to
$14.5 million from $3.1 million last year. Resort Club sales in
the quarter were $12.4 million, up from $12.1 million last year.

Closed real estate units and pre-sold units scheduled to close in
fiscal 2004 now amount to approximately $480 million. In addition,
Leisura has pre-sales of approximately $280 million due to close
in fiscal 2004 and 2005. The Leisura partnerships were established
earlier in 2003 with Manulife Capital in Canada and JPMorgan
Fleming in the U.S. to take on the production phase of Intrawest's
real estate development business.

Intrawest's Board of Directors declared a dividend of Cdn$0.08 per
common share payable on January 21, 2004 to shareholders of record
on January 7, 2004.

Intrawest Corporation (IDR:NYSE; ITW:TSX) (S&P, BB- Long-Term
Corporate Credit Rating, Positive Outlook) is the world's leading
developer and operator of village-centered resorts. The company
owns or controls 10 mountain resorts, including Whistler
Blackcomb, North America's most popular mountain resort. Intrawest
also owns Sandestin Golf and Beach Resort in Florida and has a
premier vacation ownership business, Club Intrawest. The Company
is developing additional resort villages at six resorts in North
America and Europe. The Company has a 45 per cent interest in
Alpine Helicopters Ltd., owner of Canadian Mountain Holidays, the
largest heli-skiing operation in the world. Intrawest is
headquartered in Vancouver, British Columbia and is located on the
World Wide Web at http://www.intrawest.com


ISLE OF CAPRI: Look for Second-Quarter Results Tomorrow
-------------------------------------------------------
Isle of Capri Casinos, Inc. (Nasdaq: ISLE) will release its second
quarter results on Thursday, November 13, 2003, and will host a
conference call and simultaneous webcast on Friday, November 14,
2003, at 9:30 a.m. central time.

The conference call will consist of a review of the second quarter
results and other statements by management including business and
company trends that will be followed by a question and answer
session.

The toll free telephone number to access the call for the U.S. is
888-423-3280.  The international telephone number to access the
call is 651-224-7558.  The conference call reference number is
705930.

The investor's conference call will be recorded and available for
review starting at 1:00 p.m. on Friday, November 14, 2003, until
midnight on Wednesday, November 19, 2003, by dialing 800-475-6701
(international:  320-365-3844) and access number 705930.

The live web cast will be accessible at
http://www.firstcallevents.com/service/ajwz393542350gf12.htmlor
on Isle of Capri's Web site at http://www.islecorp.com  Please
log on to either Web site approximately ten minutes prior to the
call to register and download and install any necessary audio
software.   Following the call's completion, a replay will be
available on-demand on either website through February 14, 2004.

Isle of Capri Casinos, Inc. (S&P, B+ Corporate Credit Rating,
Stable) owns and operates 15 riverboat, dockside and land-based
casinos at 14 locations, including Biloxi, Vicksburg, Lula and
Natchez, Mississippi; Bossier City and Lake Charles (two
riverboats), Louisiana; Black Hawk (two land-based casinos) and
Cripple Creek, Colorado; Bettendorf, Davenport and Marquette,
Iowa; and Kansas City and Boonville, Missouri. The company also
operates Pompano Park Harness Racing Track in Pompano Beach,
Florida.


KAISER ALUMINUM: Wants Nod to Sell Spokane Surplus Properties
-------------------------------------------------------------
The Kaiser Aluminum Debtors own several parcels of raw land
located in Spokane, Washington.  These surplus properties are
near, but not contiguous with or utilized by the Debtors' alumina
smelter in Mead, Washington.  Two of these properties are located
to the north and west of the actual plant site -- Parcels 3 and 6B
-- and another is located to the east -- Parcel 4.  Parcels 3 and
6B have never been used by the Debtors in the operation of the
Mead facility or for any other purpose and, in fact, are zoned for
residential use only.  While zoned for industrial use, Parcel 4
also has not been used by the Debtors in the operation of Mead
facility or for any other purposes.  As undeveloped land, the
Surplus Properties does not contain any buildings or other
improvements and would require a full range of infrastructure,
including streets, a sewer system and electricity, as a part of
their development.

                       The Sale Agreements

As a result of the Debtors' marketing efforts concerning the
surplus land, the Debtors and Secure Self Storage, LLC entered
discussions about purchasing Parcels 3 and 6B.  The Debtors
subsequently entered into a purchase and sale agreement with
Secure LLC, pursuant to which the Debtors agreed to sell
Parcels 3 and 6B for $1,230,000.  The Debtors also entered into
discussions, and subsequently reached a purchase and sale
agreement, with the Jack E. Hessel Trust to sell Parcel 4 for
$1,370,000.

Both Sale Agreements contain substantially similar terms:

   (a) The Surplus Properties are being sold on an "as is, where
       is" basis with all faults and without any warranties,
       representations or guarantees, either express or implied,
       as to the condition, fitness for any purpose,
       merchantability, or any other warranty or any kind, nature
       or type from or on behalf of the Debtors;

   (b) Secure LLC is required to deposit $50,000 and Jack
       Hessel is required to deposit $60,0000, in earnest money
       with a qualified title insurance company issuing the title
       policies for both of the Surplus Properties.  The earnest
       amounts will be credited towards the applicable purchase
       price upon closing of each sale.  Except in limited
       circumstances, the earnest amounts cannot be refunded
       after the expiration of due diligence periods identified
       in each of the Sale Agreements;

   (c) In the event that the Court orders that auctions are to be
       held for the sale of the Surplus Properties and Secure LLC
       or Jack Hessel are not the successful bidders of those
       properties, Secure LLC and Jack Hessel will each be
       entitled to receive reimbursement of the lesser of:

       -- their reasonable out-of-pocket expenses incurred in
          connection with purchases of the Surplus Properties; or

       -- 3% of the applicable purchase price.

By this motion, the Debtors ask the Court to approve the Sales
Agreements pursuant to Section 363 of the Bankruptcy Code.

Kimberly D. Newmarch, Esq., at Richards, Layton & Finger, in
Wilmington, Delaware, explains that the Surplus Properties do not
provide the Debtors and their estate any benefits.  Moreover, the
Debtors do not plan to convert the Surplus Properties into
residential or industrial developments as a part of their
restructuring.

Ms. Newmarch says that in addition to the Debtors' ready
compliance to any auction that the Court may warrant, the Sales
Agreements were negotiated at arm's length and likely represent
the most favorable terms on which the Surplus Properties could be
sold.

                   Creditors Committee Objects

The Official Committee of Unsecured Creditors of Kaiser Aluminum
Corporation disputes the sale of the Surplus Properties.

In the process of ascertaining whether there might be any
alternative buyers interested in purchasing the Surplus
Properties, the Creditors Committee discovered that the Debtors
had not undertaken the formal marketing process for the Surplus
Properties before signing the Sale Agreements.  The Creditors
Committee subsequently learned from the Debtors that, after the
request was filed, other parties have expressed an interest in
purchasing the Surplus Properties.

Accordingly, the Creditors Committee believes that is appropriate
for the Debtors to conduct an auction for the Surplus Properties.
The Creditors Committee proposes these bidding procedures:

   (a) The Debtors, in consultation with the Creditors Committee,
       will prepare:

       -- appropriate solicitation materials relating to the
          Surplus Properties;

       -- summaries of the Bidding Procedures; and

       -- a form of purchase agreement for Parcels 3 and 6B and
          for Parcel 4, each in form and substance reasonable
          satisfactory to the Creditors Committee, to be
          distributed to any potential purchasers;

   (b) Persons or entities interested in potentially purchasing
       either or both of the Surplus Properties should contact
       Joseph A. Fischer, III, Esq., Assistant General Counsel of
       the Debtors, by voice at 713-332-4764 or by e-mail at
       tre.fischer@kaiseral.com

   (c) Upon delivery to the Debtors of executed confidentiality
       agreements, the Debtors will provide potential purchasers
       with access to the documentation, personnel and financial
       data necessary to evaluate the Surplus Properties,
       including on-site due diligence access to the Surplus
       Properties as reasonably asked by potential purchasers;

   (d) Any potential purchaser that desire to become qualified to
       participate in an auction of the Surplus Properties may do
       so by:

       -- submitting in writing to:

          Joseph A. Fischer, III, Esq.
          Kaiser Aluminum & Chemical Corporation
          5847 San Felipe, Suite 2600, Houston, TX 77057

          or

       -- facsimile at 713-332-4605.

       Bids must be received on or before 5:00 p.m. Central Time
       on December 9, 2003.  The bid conditions are:

       -- An initial bid of $1,291,900 for Parcels 3 and 6B or
          an initial bid of $1,436,100 for Parcel 4;

       -- Documentation of proof of delivery of a deposit in
          immediately available funds of $50,000 for Parcels 3
          and 6B and $60,000 for Parcel 4 to the Escrow Agent,
          pursuant to instructions to be provided by the Debtors.
          The Escrow Agent's address is:

          Spokane Title Company
          Northbank Building, Suite 100
          1010 N. Normandie Street, Spokane, Washington 99201

       -- A Form Purchase Agreement for the appropriate Surplus
          Property or Properties, as the case may be, marked with
          any changes the potential purchaser may request.

According to William P. Bowden, Esq., at Ashby & Geddes, in
Wilmington, Delaware, the Bidding Procedures will provide other
parties with an opportunity to undertake due diligence and make a
bid on the Surplus Properties.  The Creditors Committee wants to
see if the Debtors can obtain a "higher and better" offer for the
Surplus Properties, Mr. Bowden says. (Kaiser Bankruptcy News,
Issue No. 34; Bankruptcy Creditors' Service, Inc., 609/392-0900)


LEAP: Cricket Wins Court's Nod to Assume H.O. Systems Contract
--------------------------------------------------------------
Cricket Communications, Inc., H.O. Systems, Inc. and Illuminet,
Inc., sought and obtained the Court's approval of a stipulation to
assume certain license agreements.  On August 22, 2003, Cricket
proposed to assume:

   * the License Agreement with H.O. Systems;

   * the IS-41 Transport Service Agreement with Illuminet; and

   * the Standard Terms and Conditions with Illuminet.

The proposed assumption was identified in the Debtors' Notice of
Assumption Schedule.  Cricket identified the cure amount for the
H.O. Systems Agreements as $5,404,334 and the cure amount for the
Illuminet Agreements as $210,748.

On September 24, 2003, H.O. Systems and Illuminet objected that
the cure amount should be $6,586,410 for the H.O. Systems
Agreement and $228,673 for the Illuminet Agreements.  Cricket, in
an attempt to appease H.O. Systems and Illuminet, amended the cure
amount to reflect that the H.O. Systems Agreement has $6,604,334
cure amount and the Illuminet Agreements has $210,748.

Consequently, Cricket, H.O. Systems and Illuminet agree that the
appropriate cure amount for the H.O. Agreement is $6,586,410 and
$228,673 for the Illuminet Agreements.  The parties agree that
Cricket will assume the Agreements pursuant to Section 365 of the
Bankruptcy Code.  H.O. Systems and Illuminet also agree to
withdraw their Objection. (Leap Wireless Bankruptcy News, Issue
No. 12; Bankruptcy Creditors' Service, Inc., 609/392-0900)


LTV: Blocks Allowance of Tax Claims and Proposes Allowed Amounts
----------------------------------------------------------------
LTV Steel Corporation objects to the amount and classification of
certain tax claims.  William L. Kelly, Director of Tax of LTV
Steel Company, avers to the pertinent facts.

Each of the Tax Claimants has filed a claim on account of taxes
allegedly owed.  Each of the claims in this objection was filed
against LTV Steel and asserts an entitlement to administrative
expense priority.

LTV Steel has reviewed these claims and has determined that each
is improperly asserted for one or more of these reasons:

       (1) the tax claim is duplicative of another or other
           claims already filed in these cases;

       (2) the tax claim has been amended and superseded by
           another claim filed in these cases;

       (3) the tax claim represents a liability of a debtor
           other than LTV Steel;

       (4) the tax claim has been satisfied or otherwise
           represents an alleged liability of LTV Steel that
           is not due and owing;

       (5) the tax claim asserts liabilities in excess of
           the amounts actually owed by LTV Steel;

       (6) the tax claim fails to liquidate the amount of the
           alleged liabilities; or

       (7) the tax claim arose prior to the Petition Date and
           is not entitled to administrative expense priority.

Accordingly, LTV Steel seeks to establish the proper amount of
each tax claim in this objection.

The tax claims included in this objection, the basis for each
objection, and the proposed allowed amount are:

                               Basis for               Proposed
  Taxing Authority             Objection            Allowed Amount
  ----------------             ---------            --------------

City of Brentwood, California  7 as to $38.82               $39.68
City of Kalamazoo, Michigan    7 as to $98.12               $18.72
City of Shelby, Ohio           3, 4                         $00.00
Commonwealth of Pennsylvania   4                            $00.00
County of Barbour,
   West Virginia               7 as to $245.84             $262.28
County of Butler, Ohio         6                        $14,884.90
County of Cuyahoga             6                     $3,301,793.49
County of Hamilton, Ohio       7 as to $3,233.36;           595.03
                               3 (Steel Products)
County of Harrison, Texas      7                            $00.00
County of Lorain, Ohio         7 as to $129,849.55     $248,166.65
County of Oakland, Missouri    2                            $00.00
County of St. Louis, Missouri  5 as to $6,398.29         $2,206.49
County of Summit, Ohio         1                            $00.00
County of Summit, Ohio         3 (Steel Products)      $129,535.10
Internal Revenue Service       2                            $00.00
Internal Revenue Service       6                         $4,600.35
Internal Revenue Service       6                        $13,344.44
State of Arizona               1, 4                         $00.00
State of Michigan              7                            $00.00
State of New York              7                            $00.00
State of North Carolina        4                            $00.00
State of Ohio                  6                       $145,728.46
State of Ohio                  4                            $00.00
State of Ohio                  2                            $00.00
Wood County, Ohio              6                       $107,664.18
(LTV Bankruptcy News, Issue No. 57; Bankruptcy Creditors' Service,
Inc., 609/392-00900)


MARINER POST-ACUTE: Resolves Claims Dispute with Theracare Home
---------------------------------------------------------------
Theracare Home Health Care Agency, Inc., and HCS of Middle
Tennessee, Inc., filed Claim Nos. 4945, 20116 and 10224 against
the Mariner Post-Acute Network Debtors' cases asserting sums due
under a Stock Purchase Agreement.  The Debtors objected to the
Claims.

In a Court-approved stipulation, the Parties resolve all issues
related to the Claims.  The Parties agree that Claim No. 10224
will be allowed as a general unsecured claim for $1,189,579,
while all other claims are disallowed. (Mariner Bankruptcy News,
Issue No. 52; Bankruptcy Creditors' Service, Inc., 609/392-0900)


MASSEY ENERGY: Completes Private 6.625% Senior Debt Offering
------------------------------------------------------------
Massey Energy Company (NYSE: MEE) has closed on its private
offering of $360 million principal amount of 6.625% senior notes
due November 15, 2010.

The Company is using the proceeds of the offering to permanently
repay all indebtedness under its secured term loan, to cancel its
current revolving credit facility and for general corporate
purposes.  The Company has also entered into an interest rate swap
with respect to $240 million of these notes.

The notes were offered only to qualified institutional buyers and
non-U.S. persons, pursuant to Rule 144A and Regulation S,
respectively, of the Securities Act of 1933, as amended, at a
price of $1,000 per note.  The notes are senior unsecured and
unsubordinated obligations of the Company.  They are guaranteed by
substantially all of the Company's current and future operating
subsidiaries, and will pay interest semi-annually.

In connection with this private offering, the notes have not been
registered under the Securities Act and, unless so registered, may
not be offered or sold 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.

Massey Energy Company (S&P, BB Corporate Credit Rating, Stable
Outlook), headquartered in Richmond, Virginia, is the fourth
largest coal company in the United States based on produced coal
revenue.


MIDLAND COGENERATION: Third-Quarter Net Loss Tops $15 Million
-------------------------------------------------------------
The Midland Cogeneration Venture Limited Partnership announced a
net loss of $15.2 million for the third quarter of 2003 and net
income of $39.1 million for the first nine months of 2003.

These net income results include a $32.0 million mark-to- market
loss for the third quarter and a $6.3 million mark-to-market loss
for the first nine months of 2003, related to a second quarter
2002 accounting change on nine long-term gas contracts with volume
optionality, as further described below. This compares to earnings
of $9.0 million for the third quarter of 2002 and $105.3 million
for the first nine months of 2002. These net income results
include a $3.4 million mark-to-market loss for the third quarter
and a $70.0 million mark-to-market gain for the cumulative effect
of the accounting change on the nine long-term gas contracts.
Excluding the effects of the above accounting change, the earnings
for the third quarter of 2003 were $16.8 million as compared to
$12.4 million for the third quarter of 2002 and the earnings for
the first nine months of 2003 were $45.4 million as compared to
$35.3 million for the first nine months of 2002.

Under implementation guidance approved by the Financial Accounting
Standards Board, natural gas contracts that contain volume
optionality are treated as derivatives and beginning April 1, 2002
were required to be marked- to-market and reported in earnings.
Prior to April 1, 2002, these contracts qualified as a normal
purchase transaction and did not require mark-to-market
accounting. During the fourth quarter of 2002, MCV removed the
optionality from three of the nine affected long-term gas
contracts. The mark-to-market impact of these six contracts will
affect MCV's earnings until 2007, which is the remaining life of
these six contracts.

The earnings increase of $10.1 million, for the first nine months,
excluding the accounting change, was primarily due to lower
natural gas prices, higher electric and steam energy rates under
the purchase agreement with The Dow Chemical Company and lower
interest expense on MCV's financing arrangements. This increase
was partially offset by lower electric rates under the Power
Purchase Agreement with Consumers Energy Company and higher
property tax expense.

Energy delivered under the PPA decreased to 5.4 million megawatt
hours (MWh) for the first nine months of 2003 from 6.1 million MWh
for the first nine months of 2002. Dispatch under the PPA was
66.9% for the first nine months of 2003 versus 75.1% for the nine
months of 2002. During the first nine months of 2003, MCV burned
52.6 billion cubic feet ("bcf") of natural gas at an average cost
of $3.11 per million British thermal units ("MMBtu"). During the
first nine months of 2002, MCV burned 58.4 bcf of natural gas at
an average cost of $3.24/MMBtu.

MCV (Fitch, BB Lease Obligation Bonds Rating) leases and operates
a gas-fired, combined-cycle cogeneration facility in Midland,
Michigan. The plant is capable of producing approximately 1,500
megawatts of electricity and up to 1.35 million pounds per hour of
process steam for industrial use.

MCV partners include CMS Midland, Inc., a subsidiary of CMS Energy
Corporation; The Dow Chemical Company (limited partner); and El
Paso Midland, Inc. and other affiliates of El Paso Corporation.


MIRANT CORP: Wants to Keep Exclusivity Through August 17, 2004
--------------------------------------------------------------
"The [Mirant] Debtors' Chapter 11 case is one of the largest and
most complex of all time," Robin Phelan, Esq., at Haynes and Boone
LLP, in Dallas, tells the U.S. Bankruptcy Court for the Northern
District of Texas.  The Debtors' assets, which include power
plants and related infrastructure throughout the United States,
the Caribbean and the Philippines, have a book value in 2002 of
over $20,000,000,000 while total liabilities exceed $11,000,000.

In addition, the Debtors' constituencies are diverse, and at this
point, hardly harmonious.  In fact, Mr. Phelan relates, three
official committees -- the Mirant Creditors' Committee, the MAGI
Creditors' Committee and the Equity Committee -- have been
appointed and are actively participating in these cases.  At
least two ad hoc committees purporting to represent the landlords
and the pass-through Noteholders of MIRMA have also been formed
and appear at most hearings.  Mr. Phelan reminds the Court that
there's been very active participations from various creditors
and the Federal Energy Regulatory Commission.

Despite being comprised of over 80 separate legal entities, the
Debtors operate their business as a single, integrated, unitary
enterprise.  This has given rise to countless intercompany
arrangements, relationships and claims that must now be assessed
and analyzed by the Debtors and their various constituencies in
connection the determination of who is entitled to what.  The
process of review, now only in its nascent stages, will
ultimately affect the allocation of billions of dollars of value
among the Debtors' estates and is thus sure to be arduous and
time consuming.  If not resolved amicably, litigation over these
matters will be hard-fought.

Mr. Phelan notes that Section 1121(b) of the Bankruptcy Code
provides for an initial 120-day period after the Petition Date
during which a debtor has the exclusive right to file a Chapter
11 plan.  Section 1121(c)(3) provides that, if a debtor proposes
a plan within the exclusive filing period, it has a period of 180
days after the Petition Date to obtain acceptances of the plan.

Since the Debtors' formation 10 years ago, fundamental changes
occurred in their industry, the financial markets and the
regulatory environment.  Accordingly, from an operational
perspective, the Debtors face the monumental challenge of
revamping their business model from the ground up to maximize
value for the benefit of their constituencies.

Although much has been achieved to this point in terms of
transitioning the Debtors' business into Chapter 11
administration, Mr. Phelan contends that much remains to be done
before the Debtors will be able to propose a plan consistent with
their fiduciary duties to maximize value.  Until a reliable
business plan can be developed, vetted and validated, and the
myriad intercompany issues can be brought into greater focus,
efforts to propose a value-maximizing plan of reorganization will
be futile.

By this motion, the Debtors ask the Court to extend:

   -- their Exclusive Plan Proposal Period through and including
      August 17, 2004; and

   -- their Exclusive Solicitation Period through and including
      October 15, 2004.

Since the Petition Date, the Debtors have to cope with the
impending departures and replacements of three members of their
governing Management Council, including their Chief Operating
Officer, Chief Financial Officer and Senior Vice President of
International.  As a result, the Debtors continue to identify and
integrate replacement members of senior management.

During the beginning stages of these cases, the Debtors and their
professionals focused on ensuring a smooth transition into
Chapter 11 and stabilizing their business operations.
Immediately after the commencement of these cases, the Debtors
successfully obtained numerous first-day orders designed to
ensure their seamless transition into Chapter 11.

In addition, the Debtors have aggressively moved forward to
manage dozens of civil litigation actions pending in both state
and federal courts.

According to Mr. Phelan, the requested extensions "are realistic
and necessary given the multiple tasks to be completed and issues
to be resolved before confirmable plans can be proposed and
negotiated."  Thus, the extension will allow the Debtors to:

   (a) develop a viable long-term business plan acceptable to
       the Committees, which will become the framework of the
       plan of reorganization.  Any business plan formulated
       must validated through implementation and tested until
       the summer season of 2004; and

   (b) begin the analysis and reconciliation of all proofs of
       claims filed against the Debtors' estate after the
       December 16 Bar Date.  This process must begin before
       the Debtors can propose a plan.

Mr. Phelan assures the Court that the extension will not harm the
parties-in-interest since the time will be spent to develop fully
the grounds upon which serious negotiations towards a plan of
reorganization can be based.  In any case, the Debtors are
current with their postpetition debts as they become due.

Moreover, expiration of the Exclusive Periods and the threat of
multiple plans filed by other parties would likely lead to
adversarial situations that would cause a deterioration in the
Debtors' business operations, the value of their assets and their
ability to negotiate a consensual restructuring.  Mr. Phelan
fears that the expiration of the Exclusive Periods may signal to
their trading parties that there is a loss of confidence in the
Debtors and their reorganization efforts.

In compliance with Local Bankruptcy Rule 3016.1, the Debtors
will, without limitation, take these steps to file a plan:

   (1) Improvement of operations performance, including a
       full-scale effort to coordinate the North American
       operations to ensure the most cost-efficient operations
       at discreet plants;

   (2) Improvement of accounting functions, including updating
       accounting information necessary to facilitate
       integration of businesses;

   (3) Development of price forecasting, i.e., forecasting
       future gross margins and modeling methodology;

   (4) Development of collateral forecasting, i.e., the
       capability of predicting the collateral requirements of
       the Debtors' businesses for hedging and optimization;

   (5) Creation of synergies among the domestic and
       international businesses;

   (6) Development of new metrics to manage the Debtors'
       businesses in a manner that makes it more easily
       understood both internally and externally;

   (7) Development of a proposed business plan and projections
       given the current state of the energy industry, which
       will include strategic planning to move into more
       competitive markets and achieve margins in the new
       regulatory environment;

   (8) Validation of the proposed business plan and projections;

   (9) Resolution of PEPCO/FERC contract issues;

  (10) Continue analysis of executory contracts;

  (11) Continue to stabilize trading operations, including,
       re-characterizing the Debtors' commercial business,
       refocusing efforts to become a marketing-focused
       organization and simplifying the book structure (which
       will help with accounting issues, measuring performance
       and managing risk);

  (12) Continue the negotiation and development of trading
       policies and procedures;

  (13) Continue to analyze business operations and restructure
       operations where appropriate to create additional
       efficiencies;

  (14) Stabilize employee turnover and incentivize employees to
       remain with the Debtors;

  (15) Resolve pending investigations and litigation;

  (16) Reconcile and assess claims filed against the estates;

  (17) Discuss and negotiate the terms of the business plan with
       the Committees;

  (18) Value the business of the Debtors;

  (19) Develop a proposed and appropriate capital structure for
       each of the reorganized Debtors;

  (20) Discuss and negotiate the proposed and appropriate
       capital structure for each of the reorganized Debtors;
       and

  (21) Draft a plan of reorganization and disclosure statement.
       (Mirant Bankruptcy News, Issue No. 12; Bankruptcy
       Creditors' Service, Inc., 609/392-0900)


MOORE WALLACE: S&P Places BB+ Corp. Credit Rating on Watch Pos.
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings for R.R.
Donnelley & Sons Co., including its 'A' long-term and 'A-1' short-
term corporate credit ratings, on CreditWatch with negative
implications.

At the same time, the ratings for Moore Wallace Inc., including
the 'BB+' corporate credit rating, were placed on CreditWatch with
positive implications.

The CreditWatch placements follow the announcement by the two
companies that they have signed a definitive merger agreement to
create the world's largest full-service commercial printer, with
more than $8 billion in annual revenues and a leading competitive
position in North America. Under the terms of the transaction,
Moore Wallace shareholders will receive Donnelley shares based on
a fixed exchange ratio of 63 cents of a Donnelley share for each
Moore Wallace share. This represents $17.66 in value per Moore
Wallace share, or approximately $2.8 billion in total equity
value. In addition, Donnelley will assume approximately $900
million in Moore Wallace debt. The transaction is expected to
close in the first quarter of 2004, subject to shareholder and
regulatory approvals.

The combined company will provide customers with the industry's
broadest array of high-quality, long- and short-run print products
and solutions, from magazines, telephone directories, books,
catalogs, inserts and financial documents, to billing statements,
outsourced customer communications, highly personalized direct
mail, premedia, print fulfillment, labels, collateral materials,
forms and logistics services.

The transaction is expected to be accretive to Donnelley's
earnings in the first full year of operations, excluding the
impact of transaction-related charges. In addition, the combined
company expects to generate cost savings in excess of $100 million
on an annualized basis in the first 12-24 months after the
closing. These savings are expected to result from the elimination
of duplicative administrative and infrastructure costs, reduction
in procurement expenses, and asset rationalization.

"In resolving its CreditWatch listings, Standard & Poor's will
review the combined company's near- and longer-term growth
objectives, integration plans, pro forma financial profile and
overall financial policies," said Standard & Poor's credit analyst
Michael Scerbo. In addition, while a CEO has been named for the
combined entity, a definitive management team has not been
established at this time. Mr. Scerbo added, "If a downgrade for
Donnelley were the ultimate outcome of Standard & Poor's analysis,
it would be limited to one notch."


MOSES TAYLOR HOSPITAL: S&P Cuts Outstanding Debt Rating to B
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'B' from
'BB+' on $40.7 million of Scranton-Lackawanna Health and Welfare
Authority, Pennsylvania's outstanding debt issued for Moses Taylor
Hospital. The outlook is negative.

"The rating reflects continued operating pressure at the hospital;
substantial losses at the system level; and unfavorable balance
sheet characteristics, evidenced by very slim liquidity and high
leverage," said Standard & Poor's credit analyst Stephen Infranco.

A lower rating is precluded at this time because cash flow was
sufficient to cover maximum annual debt service at 1.4x for the
hospital and 1.15x for the system in fiscal 2003 (unaudited).
Furthermore, management is putting plans in place to stem losses,
including reducing staff; implement revenue enhancement
initiatives; and close about 10 out of 16 beds that went online in
2002.

The operating loss for the first two months of fiscal 2004 is
slightly less than the budgeted loss, but ahead of the previous
year-to-date loss of $361,000. With the operating deficit for
fiscal 2003, MTH will have posted negative operating margins in
four out of the last five years. Management has indicated that the
increased losses are the result of labor issues (increased costs
due to agency nursing), increased malpractice costs, and lower-
than-expected volume in fiscal 2003 after a strong 2002.

The negative outlook reflects MTH's weak balance sheet, which
leaves little cushion to absorb continued losses from operations.
The rating could be lowered again if management's plans do not
positively affect financial performance in fiscal 2004.


NOMURA 1994-MD1: Fitch Keeps Watch on Junk-Rated Class B-1 Notes
----------------------------------------------------------------
Nomura Asset Securities Corp., commercial mortgage pass-through
certificates, series 1994-MD1, class B-1, currently rated 'CCC',
is placed on Rating Watch Positive from Rating Watch Negative. The
$21.3 million class A-3 and interest-only class A-3X are affirmed
at 'AAA'. Classes B-2, B-3A, B-3B, and B-3P are rated 'D' as they
have experienced realized losses. Classes A-1A, A-1AX, A-1B, A-
1BX, and A-2 have been paid in full.

Class B-1 has $1.8 million in interest shortfalls outstanding.
Unless the Oly Realty One loan (75.6% of the pool) prepays before
the interest shortfall is repaid, Fitch expects that the interest
shortfalls and the principal amount outstanding will be fully
recovered. As soon as the interest shortfalls on this class are
repaid, the class will be upgraded. The timing for the repayment
is dependent upon the amount and timing of the Canton resolution.
The upgrade will be dependent upon the credit enhancement to the
class that results after the resolution of the Canton Centre loan.
The class B-1 will most likely remain below investment grade.

The Canton Centre loan (24.4%) became REO in November 2001. The
loan is collateralized by a regional mall in Canton, OH. Lennar
Partners Inc., as special servicer, has negotiated the sale of a
portion of the mall that includes the former Montgomery Wards,
theater, and Staples to Wal-Mart for $4 million. The balance of
the mall is being marketed for sale. The mall is situated in an
in-fill location in Canton, however, competition from other malls
in the area remains strong.

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


OMEGA HEALTHCARE: Provide Update on Portfolio Restructuring
-----------------------------------------------------------
Omega Healthcare Investors, Inc. (NYSE:OHI) has re-leased seven
skilled nursing facilities, one assisted living facility and sold
three closed facilities.

                    Sun Healthcare Group, Inc.

Effective November 1, 2003, the Company re-leased two SNFs
formerly leased by Sun Healthcare Group, Inc., located in
California and representing 185 beds, to a new operator under a
Master Lease, which has a ten-year term and has an initial annual
lease rate of $0.6 million. In addition, on October 1, 2003, the
Company re-leased three SNFs formerly leased by Sun, located in
California and representing 271 beds, to a new operator under a
Master Lease, which has a 15-year term and has an initial annual
lease rate of $1.24 million. In addition, the Company is in the
process of negotiating terms and conditions for the re-lease of
ten additional Sun properties with new operators.

Separately, the Company continues its ongoing restructuring
discussions with Sun. At the time of this press release, the
Company cannot determine the timing or outcome of these
discussions. There can be no assurance that Sun will continue to
pay rent at the current level, although, the Company believes that
alternative operators would be available to lease or buy the
remaining Sun facilities if an appropriate agreement is not
completed with Sun. However, as a result of the above mentioned
transitions of the five former Sun facilities, Sun's contractual
monthly rent, starting in November, was reduced approximately
$0.15 million from approximately $2.00 million to approximately
$1.85 million. For the month of November, Sun remitted
approximately $1.51 million in lease payments (or $18.1 million on
an annual basis) similar to what was paid on a monthly basis
during the third quarter of 2003. Rent received in November from
the ten former Sun facilities (five mentioned above, plus five
facilities re-leased in July) totaled approximately $0.35 million
or $4.22 million annually.

                 Claremont Healthcare Holdings, Inc.

Effective November 7, 2003, the Company re-leased two SNFs
formerly leased by Claremont Healthcare Holdings, Inc., located in
Ohio and representing 279 beds, to a new operator under a Master
Lease, which has a ten-year term and has an initial annual lease
rate of $1.2 million.

Claremont failed to pay base rent due on November 1, 2003 in the
amount of $0.5 million. On November 10, 2003, the Company applied
a security deposit in the amount of $0.5 million to pay
Claremont's November rent payment and the Company demanded that
Claremont restore the $0.5 million security deposit. As of the
date of this press release, the Company has no additional security
deposits with Claremont. The Company is recognizing revenue from
Claremont on a cash-basis as it is received.

                  Alterra Healthcare Corporation

Effective November 1, 2003, the Company re-leased one ALF formerly
leased by Alterra Healthcare Corporation, located in Washington
and representing 52 beds, to a new operator under a Lease, which
has a ten-year term and has an initial annual lease rate of $0.2
million. The Company is in the process of negotiating terms and
conditions for the re-lease of the remaining two properties. In
the interim, Alterra will continue to operate the two facilities.

                          Other Assets

On November 4, 2003, the Company sold one closed facility located
in Iowa for its approximate net book value. On October 31, 2003,
the Company sold one closed facility located in Florida, realizing
proceeds of approximately $2.6 million, net of closing costs,
resulting in a gain of $1.5 million. In addition, on October 31,
2003, the Company sold its remaining held for sale facility
located in Texas, realizing proceeds of approximately $1.5
million, net of closing costs, resulting in a loss of $0.8
million. At the time of this press release, the Company has eight
closed facilities remaining with a total net book value of $2.7
million.

Omega (S&P, B+ Corporate Credit Rating, Stable) is a Real Estate
Investment Trust investing in and providing financing to the long-
term care industry. At June 30, 2003, the Company owned or held
mortgages on 221 skilled nursing and assisted living facilities
with approximately 21,900 beds located in 28 states and operated
by 34 third-party healthcare operating companies.


OPTIONS TALENT GROUP: Files for Chapter 7 Liquidation in Nevada
---------------------------------------------------------------
On October 31, 2003, Options Talent Group, a Nevada corporation,
and its two principal subsidiaries filed voluntary petitions, in
the United States Bankruptcy Court for the District of Nevada, for
protection under Chapter 7 of the United States Bankruptcy Act, as
amended.

Prior to the Petitions, OTI, the Company's wholly-owned
subsidiary, had experienced a decline in monthly enrollment sales
in excess of 50% during the fourth quarter of fiscal 2003 and an
additional 25% decline in the first quarter of fiscal 2004. Such
decline was deemed to be other than temporary. Furthermore, both
of the Company's wholly owned subsidiaries: Options Sports Group,
a Nevada corporation, and OTI, had failed to achieve profitability
and positive cash flows since their respective inceptions. In
order to minimize the impact of these factors in the Company's
operations, in July 2003 Options Talent Group and its subsidiaries
implemented a number of cost reduction initiatives including: a
reduction in employee headcount in excess of 60% and the
discontinuation of efforts to expand their operations.

During this time the Company was unsuccessful in its attempts to
secure outside financing to fund its losses.

Additionally, the Company and its subsidiaries and certain former
corporate consultants terminated the agreements pursuant to which
such corporate consultants provided certain management services to
the Company and its subsidiaries.

Despite their arduous efforts, Options Talent Group and its
subsidiaries were unable to resolve certain matters and to achieve
sustained earnings and positive cash flows. At July 31, 2003, the
Company had an accumulated deficit of approximately $8 million and
a stockholders' equity deficit of approximately $7 million. As a
result, the Company and its subsidiaries' credit ratings have
deteriorated significantly and the Company and its subsidiaries
are unable to secure the commercial credit necessary to conduct
business. Accordingly, Options Talent Group and its subsidiaries
are unable to satisfy their obligations in the ordinary course of
business.


OPTIONS TALENT: Inks Deal with Fashion Rock for $4.6MM+ Asset Sale
------------------------------------------------------------------
On October 9, 2003, two individual shareholders, officers and
directors of Options Talent Group, a Nevada corporation, notified
Options Talent Group of their intent to pursue legal action to
rescind the previously reported reverse merger between Options
Talent and Trans Continental Classics, Inc. of September 5, 2002
pursuant to which such shareholders, in the aggregate, had
acquired 51% of Option Talent's voting common stock.

Further, the Shareholders notified the Company of their intent to
terminate the Trademark Sublicense Agreement dated September 5,
2002 between Options Talent Group and TCC pursuant to which
Options Talent and its subsidiaries acquired a license to use the
Trans Continental name.

Additionally, the Shareholders demanded that Options Talent and
its subsidiaries immediately cease and desist from using certain
trademarks, including the Trans Continental name. Finally, the
Shareholders notified Options Talent of their intent to terminate
their employment agreements with the Company and of their intent
and the intent of a third director to resign as directors of the
Company. In light of Options Talent's precarious financial
conditions (see paragraphs below), the Company determined it to be
in the best interest of its constituents to try to resolve the
matters with the Shareholders, and the third director, out of
court.

After several rounds of negotiations, on October 29, 2003, the
Company and the Shareholders reached an agreement to rescind the
TCC Merger. Additionally, Options Talent, Inc. (formerly Trans
Continental Talent, Inc.), a Delaware corporation agreed to sell
certain assets to Fashion Rock, LLC., a Florida limited liability
company in which Mr. Louis Pearlman is the manager and beneficial
owner, in exchange for cash and the assumption of certain
obligations (for an aggregate purchase price of $4,662,500).

The assets sold principally consist of Options Talent's web-based
database, trade accounts receivable in connection with an upcoming
talent convention, certain computer software, certain computer,
telephone and other office equipment, and certain furniture and
fixtures previously used in Options Talent's principal business.
The obligations assumed include secured bank debt of approximately
$2,000,000, obligations to the winners of previous talent
competitions held by Options Talent, certain obligations in
connection with an upcoming talent convention, certain Option
Talent obligations for unpaid wages from October 25, 2003 to
October 29, 2003, inclusive, and obligations under certain
equipment leases.

In addition, FRLLC agreed to offer employment to approximately 145
of Options Talent's employees, to continue to support the web-
based database and to conduct an upcoming talent convention for
the benefit of Options Talent's customers at the time of the sale.


OWENS CORNING: Hearing on Ch. 11 Trustee Appointment on Dec. 1
--------------------------------------------------------------
On October 29, 2003, U.S. Bankruptcy Court Judge Fitzgerald
ordered that the request of the Creditors' Committee to appoint a
Chapter 11 Trustee in the Owens Corning Debtors cases is stricken
and will not be considered.

The Official Committee of Unsecured Creditors failed to attach a
proposed order as required by Rule 9013-1(e) of the Local Rules of
Bankruptcy Practice and Procedures of the U.S. Bankruptcy Court
for the District of Delaware.  The Order is without prejudice to
re-filing in compliance with the Local Rule.

The Commercial Committee re-filed their request on October 30,
2003.

Judge Fitzgerald will convene a status hearing on December 1,
2003 regarding the Commercial Committee's request.  Objections
are due November 21, 2003. (Owens Corning Bankruptcy News, Issue
No. 61; Bankruptcy Creditors' Service, Inc., 609/392-0900)


PARTNERS MORTGAGE: Court Fixes November 24 Claims Bar Date
----------------------------------------------------------
The Honorable Thomas T. Glover signed an order setting a deadline
for creditors of Partners Mortgage Corporation to file their
proofs of claim in this chapter 11 case.  All creditors wishing to
assert a claim against the Debtor's estate have until 4:30 p.m.
(Pacific Daylight Savings Time) on November 24, 2003, to file
their proof of claims or be forever barred from asserting that
claims.

All proofs of claim must be delivered to:

     Clerk of the Bankruptcy Court
     315 Park Place Building
     1200 Sixth Avenue
     Seattle, WA 98101

Headquartered in Mercer Island, Washington, Partners Mortgage
Corporation is a high-yield mortgage backed income fund.  The
Company filed for chapter 11 protection on September 26, 2003
(Bankr. W.D. Wash. Case No. 03-22404).  Shelly Crocker, Esq., at
Crocker Kuno LLC represents the Debtor in its restructuring
efforts.  When the Company filed for protection from its
creditors, it estimated its debts and assets of over $50 million
each.


PERRY ELLIS: Allan Zwerner Resigns from Co.'s Board of Directors
----------------------------------------------------------------
Perry Ellis International Inc. (Nasdaq:PERY) announced that its
board of directors has accepted the resignation of director Allan
Zwerner and it is looking to fill the vacancy with an independent
outside director. Mr. Zwerner has accepted a position as president
of Tommy Hilfiger children's division.

"On behalf of the board and the entire Perry Ellis International
family, we sincerely appreciate Allan's leadership and counsel
during his four years of service as a company director," said
George Feldenkreis, chairman and chief executive officer. "Allan's
contributions helped guide the company during a period of
explosive growth, including our acquisitions of the Jantzen
business and Salant Corp. We are sure that his business acumen
will be of invaluable help in his new position and we all wish him
continued success."

Perry Ellis International, Inc. (S&P, B+ Corporate Credit Rating,
Stable) is a leading designer, distributor and licensor of a broad
line of high quality men's sportswear, including causal and dress
casual shirts, golf sportswear, sweaters, dress casual pants and
shorts, jeans wear, active wear and men's and women's swimwear to
all major levels of retail distribution. The company's portfolio
of brands includes 18 of the leading names in fashion such as
Perry Ellis(R), Jantzen(R), Munsingwear(R), John Henry(R), Grand
Slam(R), Natural Issue(R), Penguin Sport(R), the Havanera Co.(TM),
Axis(R), and Tricots St. Raphael(R). The Company licenses the
Nike(R), Tommy Hilfiger(R), PING(R), Ocean Pacific(R) and
NAUTICA(R) brands. Additional information on PEI is available at
http://www.perryelliscorporate.com


PG&E NATIONAL: USGen Hires Getzler Henrich as Financial Advisor
---------------------------------------------------------------
USGen New England, Inc. sought and obtained the Court's
permission to employ Getzler Henrich & Associates LLC as
financial advisor, nunc pro tunc to August 13, 2003.

Getzler Henrich will:

   (a) establish and approve appropriate methodologies for
       allocations and charges of G&A costs with respect to
       ongoing postpetition intercompany and affiliate relations
       and transactions between USGen and USG Services and the
       NEG Debtors or affiliated companies;

   (b) assist and advise USGen with respect to determining
       prepetition claims associated with Pittsfield Generating
       Company, LP;

   (c) assist and advise USGen with respect to determining
       prepetition claims associated with the Energy Trading
       Debtors;

   (d) assist and advise USGen with respect to determining
       prepetition claims associated with other prepetition
       transactions between USGen and the NEG Debtors and other
       affiliated entities; and

   (e) perform other tasks as appropriate or as may reasonably be
       requested by USGen's management, Board of Directors or
       counsel.

Getzler Henrich is one of the nation's oldest corporate
turnaround and restructuring firms, and has successfully
restructured hundreds of companies throughout North and Central
America, Europe and Asia, spanning a wide range of industries,
including the energy sector.  USGen selected Getzler Henrich
because, among other things, Getzler Henrich and its
professionals have an excellent reputation for providing high
quality management consulting and financial advisory services to
debtors.  Getzler Henrich's resources, capabilities, and
experience in advising USGen will be crucial to its successful
restructuring.

Alvarez & Marsal, Inc. has been engaged as interim crisis manager
to provide services to the NEG Debtors, USGen's parent, for the
benefit of its bankruptcy case.  It is anticipated that the USGen
and its creditors may have divergent interests from the NEG
Debtors and its creditors with respect to issues that may arise
during the course of USGen's Chapter 11 case.  Therefore, USGen
requires the services of an independent financial consultant to
advise it with respect to the anticipated issues.

USGen will pay Getzler Henrich on an hourly basis, plus
reimbursement of incurred actual and necessary expenses.  Getzler
Henrich's customary hourly rates are:

     Principals                              $395 - 500
     Managing Directors                       335 - 385
     Directors                                275 - 335
     Associate Professionals and Consultants   75 - 385

If the engagement lasts more than six months, Getzler Henrich
reserves the right, upon written notice to USGen, to increase the
hourly fees charged.

USGen will also indemnify Getzler Henrich for any claim arising
from the special financial advisory services, but not for any
claim arising from Getzler Henrich's postpetition performance of
any services other that financial advisory services unless the
postpetition services and the related indemnification are
approved by the Court.  USGen will have no obligation to
indemnify Getzler Henrich, or provide contribution or
reimbursement for any claim or expense that is either:

   -- judicially determined to have arisen solely from Getzler
      Henrich' gross negligence or willful misconduct; or

   -- settled before a judicial determination as to Getzler
      Henrich's gross negligence or willful misconduct, but
      determined by the Court to be a claim or expense for which
      Getzler Henrich should not receive indemnity, contribution
      or reimbursement.

Getzler Henrich Vice Chairman, William H. Henrich, assures the
Court that the firm does not have any connection with or hold any
interest adverse to, USGen or any party-in-interest. (PG&E
National Bankruptcy News, Issue No. 9; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


PILLOWTEX CORP: Court Okays Blank Rome as Committee's Co-Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of the Pillowtex
Debtors obtained the Court's permission to retain Blank Rome as
its co-counsel, nunc pro tunc to August 11, 2003.

Blank Rome's primary role is anticipated to be the Committee's
Delaware counsel, facilitating the Committee's interaction with
the Court and other Delaware counsel.  The firm will also support
and assist the Committee's lead counsel, Hahn & Hessen, as
appropriate.

Blank Rome will be compensated for its legal services on an
hourly basis in accordance with its ordinary and customary rates
that are in effect on the date the services are rendered, subject
to periodic adjustment.  Blank Rome's current hourly rates with
respect to the primary members of the engagement team are:

   William J. Burnett              $245
   Michael B. Schaedle              320
   Bonnie Glantz Fatell             440

Other Blank Rome attorneys who may be involved in the case as
needed have these hourly rates:

   Partners and Counsel      $310 - 700
   Associates                 185 - 310
   Paralegals                  80 - 210

In addition to the hourly rates, Blank Rome customarily charges
clients for the firm's actual and necessary costs of support
services provided in connection with a representation, including
court reporters, transcripts, computerized research, filing fees,
photocopying charges, long distance telephone calls, facsimile
transmissions, messengers, courier mail, secretarial overtime,
temporary services, travel, lodging, and catering for meetings.
(Pillowtex Bankruptcy News, Issue No. 54; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


PLANET HOLLYWOOD: Proposes to Issue 9% Notes Pursuant to Plan
-------------------------------------------------------------
Planet Hollywood International, Inc., a Delaware corporation,
proposes to issue, as part of the Third Amended Joint Plan of
Reorganization of Planet Hollywood International, Inc., et. al.
dated November 4, 2003, its 9% Secured Deferrable Interest Notes
Due 2010. Pursuant to the Plan of Reorganization, (a) each holder
of an allowed Class 6 Claim (as defined in the Plan of
Reorganization) is entitled to receive its pro rata share of (i)
$20 million principal amount of Notes and (ii) 51% of the equity
of the Company.

The Company filed with the United States Bankruptcy Court for the
Middle District of Florida a Third Amended Joint Disclosure
Statement that was distributed to holders of claims against or
stock interests in the Debtor for the purpose of soliciting their
votes for the acceptance or rejection of the Plan of
Reorganization.  Pursuant to an order dated November 12, 2002, the
Bankruptcy Court approved the Disclosure Statement. After a
hearing held on December 16, 2002, the Bankruptcy Court entered an
order dated January 6, 2003, confirming the Plan of
Reorganization.  In accordance with a Notice of Effective Date
filed with the Bankruptcy Court on March 31, 2003, the Plan of
Reorganization became effective March 31, 2003.  The Notes are to
be issued under an indenture among the Company, as Issuer, the
Subsidiary Guarantors named therein and SouthTrust Bank, as
trustee.

The Company believes that the issuance of the Notes is exempt from
the registration requirements of the Securities Act of 1933
pursuant to Section 1145(a)(1) of the United States Bankruptcy
Code. Generally, Section 1145(a)(1) of the Bankruptcy Code exempts
the issuance of securities from the registration requirements of
the Securities Act and equivalent state securities and "blue sky"
laws if the following conditions are satisfied: (i) the securities
are issued by a debtor, an affiliate participating in a joint plan
of reorganization with the debtor, or a successor of the debtor
under a plan of reorganization, (ii) the recipients of the
securities hold a claim against, an interest in, or a claim for an
administrative expense against, the debtor, and (iii) the
securities are issued entirely in exchange for the recipient's
claim against or interest in the debtor, or are issued
"principally" in such exchange and "partly" for cash or property.
The Company believes that the issuance of Notes contemplated by
the Plan of Reorganization will satisfy the aforementioned
requirements.


PUBLICARD INC: Sept. 30 Balance Sheet Insolvency Tops $1.7 Mill.
----------------------------------------------------------------
PubliCARD, Inc. (OTC Bulletin Board: CARD.OB) reported its
financial results for the three and nine months ended
September 30, 2003.

Sales for the third quarter of 2003 increased to $1,417,000,
compared to $1,298,000 a year ago driven by a 6% increase from
foreign currency changes. Excluding the impact of foreign currency
changes, sales in 2003 increased by 3%. The Company reported a net
loss for the quarter ended September 30, 2003 of $749,000, or
$0.03 per share, compared with a net loss of $2,343,000, or $0.10
per share, a year ago. The results for 2002 include a charge of
$2,068,000 to write-down a minority investment and income from
discontinued operations of $1,066,000. As of September 30, 2003,
cash and short-term investments totaled $1,391,000.

For the nine months ended September 30, 2003, sales increased to
$4,023,000 compared to $3,513,000 a year ago driven by an 11%
increase from foreign currency changes. Excluding the impact of
foreign currency changes, sales in 2003 increased by 4%. The
Company reported a net loss of $678,000, or $.03 per share, for
the nine months ended September 30, 2003 versus a net loss of
$4,839,000, or $.20 per share, in 2002. The 2003 results include a
gain of $1,705,000 relating to two separate settlements with
various historical insurers that resolve certain claims (including
certain future claims) under policies of insurance issued to the
Company by those insurers.

At September 30, 2003, the Company's balance sheet shows a working
capital deficit of about $2.4 million, and a total shareholders'
equity deficit of about $1.7 million.

In October 2003, the Company announced it had reached a settlement
with a third insurer and sold a parcel of unused land. The Company
expects to receive additional proceeds from these two transactions
aggregating approximately $2,750,000 in cash in the fourth quarter
of 2003.

Headquartered in New York, NY, PubliCARD, through its Infineer
Ltd. subsidiary, designs smart card solutions for educational and
corporate sites. The Company's future plans revolve around a
potential acquisition strategy that would focus on businesses in
areas outside the high technology sector while continuing to
support the expansion of the Infineer business. However, the
Company will not be able to implement such plans unless it is
successful in obtaining additional funding, as to which no
assurance can be given. More information about PubliCARD can be
found on its Web site http://www.publicard.com

           Liquidity and Going Concern Considerations

The condensed consolidated statements of operations and balance
sheets contemplate the realization of assets and the satisfaction
of liabilities in the normal course of business. The Company has
incurred operating losses, a substantial decline in working
capital and negative cash flow from operations for the years 2002,
2001 and 2000 and the nine months ended September 30, 2003. The
Company has also experienced a substantial reduction in its cash
and short-term investments, which declined from $17.0 million at
December 31, 2000 to $1.4 million at September 30, 2003. The
Company also had a working capital deficit of $2.4 million and an
accumulated deficit of $112.7 million at September 30, 2003.

If the distress termination of the Company's defined benefit
pension plan for which the Company has applied is completed, for
which no assurance can be given, the Company's 2003 funding
requirements for the plan could be eliminated, in which case
management believes that existing cash and short term investments
may be sufficient to meet the Company's operating and capital
requirements at the currently anticipated levels through
December 31, 2003. However, additional capital will be necessary
in order to operate beyond December 2003 and to fund the current
business plan and other obligations. While the Company is actively
considering various funding alternatives, the Company has not
secured or entered into any arrangements to obtain additional
funds. There can be no assurance that the Company will eliminate
the 2003 funding requirements for the defined benefit pension plan
or be able to obtain additional funding on acceptable terms or at
all. If the Company cannot raise additional capital to continue
its present level of operations it may not be able to meet its
obligations, take advantage of future acquisition opportunities or
further develop or enhance its product offering, any of which
could have a material adverse effect on its business and results
of operations and could lead the Company to seek bankruptcy
protection. These conditions raise substantial doubt about the
Company's ability to continue as a going concern. The consolidated
financial statements do not include any adjustments that might
result from the outcome of this uncertainty. The independent
auditors' report on the Company's Consolidated Financial
Statements for the year ended December 31, 2002 contained an
emphasis paragraph concerning substantial doubt about the
Company's ability to continue as a going concern.


QUADRAMED CORP: Sept. 30 Net Capital Deficit Doubles to $15 Mil.
----------------------------------------------------------------
QuadraMed Corporation (QMDC.PK) reported its financial results for
the third quarter ended September 30, 2003. The company reported
its second sequential quarter of improved operating results
including a reduction in net loss and higher cash provided by
operations. Although third quarter total revenue was only slightly
higher than the second quarter, deferred revenue increased by $2.1
million in the three months ended September 30, 2003 and increased
by $9.6 million in the nine months since December 31, 2002.

Quadramed's September 30, 2003 balance sheet shows a total
shareholders' equity deficit of about $15 million, up from a
deficit of about $7 million nine months ago.

QuadraMed will be holding its Investor Day Conference on Tuesday,
November 11, 2003 at 1:15 PM Pacific Time (4:15 PM Eastern Time)
in San Francisco and on Tuesday November 18, 2003 at 1:00 PM
Pacific Time (4:00 PM Eastern Time) in New York. These events will
be webcast live and available to the public through the Investor
Relations section of QuadraMed's webpage at
http://www.quadramed.com Please note that the webcast is listen-
only.

Listeners should access the Web site at least 15 minutes prior to
the scheduled webcast time in order to register, and to download
and install any necessary applications. Webcast replays will be
available shortly after the live call's completion, and then for
two weeks thereafter.

QuadraMed is dedicated to improving healthcare delivery by
providing innovative healthcare information technology and
services. From clinical and patient information management to
revenue cycle and health information management, QuadraMed
delivers real-world solutions that help healthcare professionals
deliver outstanding patient care with optimum efficiency. Behind
our products and services is a staff of more than 850
professionals whose experience and dedication to service has
earned QuadraMed the trust and loyalty of customers at more than
1,900 healthcare provider facilities. To find out more about
QuadraMed, visit http://www.quadramed.com

QuadraMed's SEC filings can be accessed through the Investor
Relations section of its Web site -- http://www.quadramed.com--
or through the SEC's EDGAR Database at http://www.sec.gov
(QuadraMed's EDGAR CIK (Central Index Key) No. 0001018833).


QWEST COMMS: Says Customers Are Biggest Losers with FCC's Order
---------------------------------------------------------------
The following statement is attributable to Gary Lytle, Qwest
senior vice president, federal affairs in Washington, D.C.:

    "Unfortunately, over the long-term, customers stand to be the
biggest losers with [Mon]day's announcement.  This is a one-way
street that will leave millions of customers stranded without the
ability to convert wireless numbers to wireline.  Millions of
customers prefer the security and quality of a wireline telephone.
Additionally, as we've seen with recent natural and man-made
disasters, a traditional wireline number is invaluable.

    "Qwest supports wireless to wireline number portability, but
once again the Federal Communications Commission is creating a
regulatory scheme that picks winners and losers.  Qwest supports
true customer choice, which means the ability to take their
telephone numbers with them to either a wireless or wireline
option.

    "This mandate will create irreparable harm to customer choice
and the industry as a whole.  Consequently, Qwest is exploring its
legal options."

Qwest Communications International Inc. (NYSE: Q) -- whose
December 31, 2002 balance sheet shows a total shareholders' equity
deficit of about $1 billion -- is a leading provider of voice,
video and data services to more than 25 million customers.  The
company's 47,000 employees are committed to the "Spirit of
Service" and providing world-class services that exceed customers'
expectations for quality, value and reliability.  For more
information, please visit the Qwest Web site at
http://www.qwest.com


REEVES COUNTY, TEX.: Fitch Junks $89-Million Trust Rating at CCC
----------------------------------------------------------------
Fitch Ratings downgrades the underlying ratings of Reeves County,
TX's approximately $89 million outstanding certificates of
participation-lease rentals (Reeves County Detention Center (RCDC
Trust) to 'CCC' from 'BB'. The Rating Outlook is Stable. The bonds
have been taken off of Rating Watch Negative.

Earlier this week, Reeves County Commissioners reportedly hired
Wackenhut Corrections Corp. to manage and market unused beds at
RCDC. As noted by Fitch with its Sept. 3 downgrade, the Federal
Bureau of Prisons has not certified the approximately 1,000-bed
addition to RCDC financed with 2001 COP proceeds.

While discussions with BOP are ongoing, the continuing delay
causes Fitch to be skeptical that the prior relationship between
RCDC and BOP will resume anytime soon, and the positive nature of
that relationship was a key rating factor. As an availability fee
for use of the expansion, Wackenhut reportedly will cover debt
service payments in the near term. Wackenhut is not rated by
Fitch. County general fund resources have been depleted.
Downsizing of the RCDC workforce has been reported in the press as
a possibility, and this would be a severe economic concern for the
county.

Fitch has not yet received copies of agreements between the county
and Wackenhut, but will examine them as submitted. 'CCC' ratings
indicate high default risk. Should Wackenhut or the county be
successful in improving occupancy at RCDC, the rating would be
reviewed at a later date based on such information.


SBA COMMS: Third-Quarter 2003 Net Loss Narrows to $19.7 Million
---------------------------------------------------------------
SBA Communications Corporation (Nasdaq: SBAC) reported results for
the third quarter ended September 30, 2003.  Highlights of the
results include:

    -- Sequential and year-over-year growth in site leasing
       revenue, site leasing gross profit and site leasing gross
       profit margin

    -- Year-over-year site leasing gross profit growth of 16.2%

    -- High yield debt retirement of $35 million in third quarter

    -- Net debt reduced 15% year to date

                         Operating Results

Total revenues in the third quarter of 2003 were $52.4 million,
compared to $60.8 million in the year earlier period.  Site
leasing revenue of $32.2 million and site leasing gross profit
(formerly referred to as tower cash flow) of $21.7 million were up
8.3% and 16.2%, respectively, over the year earlier period, which
percentages approximate the same tower revenue and site leasing
gross profit growth on the 3,008 towers owned at September 30,
2002 and 2003.  Site leasing gross profit margin in the third
quarter was 67.5%, a 90 basis point sequential improvement over
the second quarter of 2003 and a 460 basis point improvement over
the third quarter of 2002.  Site leasing contributed 96.2% of the
Company's gross profit in the third quarter. Site development
revenues were $20.2 million compared to $18.7 million in the
second quarter of 2003 and $31.1 million in the year earlier
period. Selling, general and administrative expenses were $7.9
million in the third quarter, including approximately $0.9 million
of non-recurring professional fees related to the Company's
reaudit of its 2001 consolidated financial statements, compared to
$8.7 million in the year earlier period.

Net loss from continuing operations before cumulative effect of a
change in accounting principle for the third quarter was $32.6
million, compared to $30.5 million in the year earlier period. Net
loss in the third quarter of 2003 was $19.7 million, compared to
a net loss of $31.7 million in the year earlier period.  Adjusted
EBITDA was $15.8 million, compared to $16.0 million in the year
earlier period. Adjusted EBITDA margin was 30.1%, a 380 basis
point improvement over the year earlier period.

Net cash used in operating activities for the nine months ended
September 30, 2003 was $20.3 million, compared to $20.2 million
for the nine months ended September 30, 2002.

Of the original 801 towers subject to the AAT Communications Corp.
transaction, the Company ultimately sold 784 towers and intends to
dispose of the 17 towers excluded from the AAT sale together with
the other towers located in the Company's western region that were
reflected as discontinued operations in the second quarter of
2003.  The results of the 784 towers sold and the 68 towers held
for sale are reflected as discontinued operations in accordance
with generally accepted accounting principles for the three and
nine month periods ended September 30, 2003, the comparable
periods of 2002 and for all other purposes of this release.

                        Investing Activities

SBA built 3 towers and sold 137 towers, ending the quarter with
3,109 towers. SBA received approximately $48.1 million of gross
cash proceeds from tower sales in the third quarter. Subsequent to
quarter-end, SBA has received an additional approximately $9.4
million of gross cash proceeds in exchange for the sale of 16
towers.  SBA anticipates that the final gross cash proceeds to be
realized from the sale to AAT, after all potential purchase price
adjustments, will be approximately $194 million.  Excluding the 16
towers sold to AAT subsequent to September 30 and the 68 towers
held for sale, SBA owned, as of September 30, 2003, 3,025 towers.
Capital expenditures for the third quarter were $3.1 million, down
from $11.6 million in the year earlier period.

                        Financing Activities

SBA ended the quarter with $166.9 million borrowed under its $195
million senior credit facility, $709 million of senior notes
outstanding and net debt of $817.6 million.  Total debt has
decreased from $1.019 billion at December 31, 2002 to $875.9
million at September 30, 2003. Debt amounts as of September 30,
2003 and December 31, 2002 exclude approximately $4.7 million and
$5.2 million, respectively, of deferred gain from a derivative
termination.  In the third quarter, SBA repurchased $25 million in
principal amount of its 12% Senior Discount Notes. The Company
purchased the notes in the open market and paid cash of $25.5
million, plus accrued interest. The Company also exchanged 2.85
million shares of its Class A Common Stock for $10 million in
principal amount of its 10.25% Senior Notes plus accrued interest.
Liquidity at September 30, 2003 was $86.4 million, consisting of
$58.3 million of cash and restricted cash, and $28.1 million of
availability under the credit facility. Such liquidity does not
include any asset sale proceeds received subsequent to
September 30, 2003.

"We were very pleased with the results of our core business, tower
leasing, in the third quarter," commented Jeffrey A. Stoops,
President and Chief Executive Officer. "Site leasing revenue, site
leasing gross profit and site leasing gross profit margin were all
new highs for us. Leasing activity remains solid, and our leasing
backlog is growing. Services activity and backlog have also
improved, but pricing continues to be challenging and services
gross profit margins need to improve. On the cost side, we
continued to reduce recurring overhead expense and capital
expenditures. Improving our balance sheet by reducing our interest
expense and deleveraging the Company remains a primary focus. We
were able to make additional progress  on those goals in the
quarter through repurchasing more of our high-yield debt.

"While we remain cautious, we believe there are clear signs that
the business environment has improved since the beginning of the
year.  Carrier activity and demand for both our tower space and
our services business have picked up in the second half of the
year.  We expect continued growth in the fourth quarter in our
core leasing business and believe that we will have good momentum
carrying into 2004."

                             Outlook

The Company has provided its Fourth Quarter 2003 and Full Year
2003 Outlook.  This outlook is based on current expectations and
assumptions and reflects the results of 852 towers as discontinued
operations in the fourth quarter and for the full year.

SBA (S&P, CCC Corporate Credit Rating, Developing Outlook) is a
leading independent owner and operator of wireless communications
infrastructure in the United States.  SBA generates revenue from
two primary businesses -- site leasing and site development
services.  The primary focus of the company is the leasing of
antenna space on its multi-tenant towers to a variety of wireless
service providers under long-term lease contracts.  Since it was
founded in 1989, SBA has participated in the development of over
20,000 antenna sites in the United States.


SBA COMMS: Will Restate 2001 and 2002 Financial Statements
----------------------------------------------------------
As previously reported, SBA Communications Corporation (Nasdaq:
SBAC) is required according to SEC rules to restate its financial
statements for all periods presented to reflect as discontinued
operations the 2003 sale of towers to AAT Communications
Corporation and certain other towers held for sale.

In that regard, SBA engaged Ernst & Young LLP, the Company's
independent accountants since 2002, to re-audit the Company's
financial statements for the year ended December 31, 2001.

SBA Communications Corporation will be restating its financial
statements for fiscal years 2002 and 2001 to reflect as
discontinued operations the sale of towers to AAT and certain
other towers held for sale, and to make certain adjustments
identified through the audit process primarily related to the
accounting for certain business combinations.  These adjustments
are primarily a result of changes in 2001 to reflect the
elimination of net deferred tax liabilities and corresponding
goodwill established in connection with certain business
combinations, the accounting for earn-out obligations settled in
2002 related to previous business combinations and certain other
adjustments.  As a result, reported net loss for the year 2002 is
expected to be reduced by approximately $24.2 million related to a
reduction to the previously reported write-off of goodwill,
consisting of a $19.9 million reduction of the cumulative effect
of a change in accounting principle and a $4.3 million reduction
of asset impairment charges.

Certain adjustments identified in the restatement of the 2002 and
2001 financial statements, primarily those related to the
accounting for certain business combinations, also affect the
June 30, 2003 and 2002 financial statements previously filed.  In
addition, the loss on sale of towers previously reported in the
second quarter of 2003 will be restated to reflect additional loss
associated with tower sale indemnity obligations.

Reported net loss for the six months ended June 30, 2003 will be
increased by approximately $11.2 million related to the loss on
the AAT tower sale, which is classified as a component of
discontinued operations.  The sale of the remaining 153 towers
sold from July 1, 2003 through October 1, 2003, in the AAT
transaction is expected to result in an aggregate gain, net of
provisions for purchase price adjustments, of approximately $16
million. The Company expects its cumulative loss on the entire AAT
transaction to be approximately $2 million.  Reported net loss for
the six months ended June 30, 2002 will be reduced by
approximately $24.2 million related to a reduction to the
previously reported write-off of goodwill, consisting of a $19.9
million reduction of the cumulative effect of a change in
accounting principle and a $4.3 million reduction of asset
impairment charges.

The Company intends to file restated audited financial statements
for 2002 and 2001 together with the opinion of Ernst & Young LLP,
thereon by means of Form 8-K as soon as practicable.  The
independent auditors' report included in the initial issuance of
the Company's 2002 consolidated financial statements contained an
explanatory paragraph regarding substantial doubt about the
Company's ability to continue as a going concern.  The Company
does not believe the conditions that raised substantial doubt
about whether the Company will continue as a going concern will
exist at the time the independent auditor's report on the 2002 and
2001 financial statements is issued and therefore such report will
not contain a "going concern" qualification. Additionally, the
Company intends to amend its Form 10-Q for the three and six
months ended June 30, 2003.

SBA (S&P, CCC Corporate Credit Rating, Developing Outlook) is a
leading independent owner and operator of wireless communications
infrastructure in the United States.  SBA generates revenue from
two primary businesses -- site leasing and site development
services.  The primary focus of the company is the leasing of
antenna space on its multi-tenant towers to a variety of wireless
service providers under long-term lease contracts.  Since it was
founded in 1989, SBA has participated in the development of over
20,000 antenna sites in the United States.


SILICON GRAPHICS: Annual Shareholders' Meeting Set for Dec. 16
--------------------------------------------------------------
The Annual Meeting of Stockholders of Silicon Graphics, Inc. will
be held on Tuesday, December 16, 2003 at 3:00 p.m., local time, in
the Ballroom of the Hyatt Rickeys, 4219 El Camino Real, Palo Alto,
California, for the following purposes:

1.  To elect three Class II directors of the Company to serve for
    three-year terms.

2.  To approve an increase in the number of shares reserved for
    issuance under the 1998 Employee Stock Purchase Plan.

3.  To approve the issuance of up to 185,000,000 additional shares
    of common stock in connection with the Company's exchange
    offer or other refinancing of its 5.25% Senior Convertible
    Notes due 2004.

4.  To approve an amendment to the Company's Certificate of
    Incorporation to increase the number of authorized shares of
    common stock from 500,000,000 to 750,000,000.

5.  To ratify the appointment of Ernst & Young LLP as independent
    auditors of the Company for the fiscal year ending June 25,
    2004.

6.  To consider any other business that may properly come before
    the meeting.

The close of business on October 31, 2003 is the record date for
notice and voting.

Silicon Graphics, Inc., manufactures servers (about 40% of sales)
as well as workstations used by customers ranging from scientists,
graphic artists, and engineers to large corporations and
government agencies. It also makes modeling and animation software
(through subsidiary Alias/Wavefront) and advanced graphics
computers that are used to create some of Hollywood's most
striking special effects. SGI has sold the supercomputer business
it acquired from Cray Research. It has also spun off its streaming
media software operations (Kasenna) and its microprocessor
business (MIPS Technologies).

At September 26, 2003, SGI's balance sheet shows a total
shareholders' equity deficit of about $211 million.


SMITHFIELD FOODS: Expects Improved Fiscal Second Quarter Results
----------------------------------------------------------------
Smithfield Foods, Inc. (NYSE: SFD) expects earnings for its fiscal
second quarter, ended October 26, to approximate $.33 per share,
versus $.04 per share a year ago.

Smithfield expects that earnings per share from continuing
operations, excluding Schneider Corporation results, will be $.29
per share, compared to breakeven results last year.  On
September 25, Smithfield announced a definitive agreement to sell
its wholly-owned Canadian subsidiary, Schneider Corporation, to
Maple Leaf Foods, Inc.  The sale, which is subject to regulatory
approval, is expected to close before the end of the company's
fiscal year.

The company attributed the favorable results to sharply-improved
hog production results and dramatically higher beef margins that
more than offset somewhat lower fresh pork and processed meats
margins due to higher raw material prices.

The acquisition of Farmland Foods pork processing and hog
production assets was completed on October 28 and will be
reflected in Smithfield's third quarter results.  The acquisition
of Farmland Foods, net of the disposition of Schneider, is
expected to be immediately accretive to earnings.

Smithfield will report second quarter earnings on November 20.

With annualized sales of $9 billion, Smithfield Foods (S&P, BB+
Corporate Credit Rating, Negative) is the leading processor and
marketer of fresh pork and processed meats in the United States,
as well as the largest producer of hogs.  For more information,
visit http://www.smithfieldfoods.com


STATION CASINOS: CFO Enters into Rule 10B5-1 Trading Plan
---------------------------------------------------------
Glenn C. Christenson, Executive Vice President and Chief Financial
Officer of Station Casinos Inc., has entered into a Rule 10b5-1
trading plan to sell up to 178,845 shares of the Company's common
stock upon the exercise of certain options.

Included in the 178,845 shares, are 70,384 shares that were
included in Mr. Christenson's prior Rule 10b5-1 trading plan but
were not sold prior to the expiration of that plan on October 31,
2003.  Portions of the shares may be sold any time the stock
achieves certain prearranged minimum prices and may take place
beginning on November 3, 2003 and ending on January 30, 2003,
unless sooner  terminated. Mr. Christenson will have no control
over the timing of any sales under the plan and there can be no
assurance that the shares covered by the plan actually will be
sold.  Mr. Christenson entered into the plan in order to diversify
his financial holdings, although he will continue to have a
significant ownership interest in the Company.

This trading plan is intended to comply with Rule 10b5-1 of the
Securities Exchange Act of 1934, as amended, and the Company's
insider trading policy. Rule 10b5-1 allows corporate insiders to
establish prearranged written plans to buy or sell a specified
number of shares of a company stock over a set period of time.  A
plan must be entered into in good faith at a time when the insider
is not in possession of material, nonpublic information.
Subsequent receipt by the insider of material, nonpublic
information will not prevent transactions under the plans from
being executed.

Station Casinos, Inc. (S&P, BB Corporate Credit Rating, Stable
Outlook) is the leading provider of gaming and entertainment to
the residents of Las Vegas, Nevada.  Station's properties are
regional entertainment destinations and include various amenities,
including numerous restaurants, entertainment venues, movie
theaters, bowling and convention/banquet space, as well as
traditional casino gaming offerings such as video poker, slot
machines, table games, bingo and race and sports wagering.
Station owns and operates Palace Station Hotel & Casino, Boulder
Station Hotel & Casino, Santa Fe Station Hotel & Casino, Wildfire
Casino and Wild Wild West Gambling Hall & Hotel in Las Vegas,
Nevada, Texas Station Gambling Hall & Hotel and Fiesta Rancho
Casino Hotel in North Las Vegas, Nevada, and Sunset Station Hotel
& Casino and Fiesta Henderson Casino Hotel in Henderson, Nevada.
Station also owns a 50 percent interest in both Barley's Casino &
Brewing Company and Green Valley Ranch Station Casino in
Henderson, Nevada and a 6.7 percent interest in the Palms Casino
Resort in Las Vegas, Nevada.  In addition, Station manages the
Thunder Valley Casino in Sacramento, California on behalf of the
United Auburn Indian Community.


SUPERIOR TELECOM: Emerges from Chapter 11 with New CEO & Board
--------------------------------------------------------------
Superior TeleCom Inc. (OTC: SRTOQ.OB) has completed its financial
restructuring and has emerged from Chapter 11, effective
November 10, 2003.

As previously reported, Superior TeleCom's Plan of Reorganization
was confirmed by the Delaware Bankruptcy Court on October 22,
2003. As contemplated under the Reorganization Plan, Superior
Essex Inc., a newly-formed company has become the parent and
holding company for the Company's principal operating
subsidiaries: Superior Essex Communications LLC (formerly Superior
Telecommunications Inc.) and Essex Group, Inc.

               Appointment of Chief Executive Officer
                      and Board of Directors

Superior Essex Inc. announced that Stephen M. Carter has been
named as Chief Executive Officer, a position that had been vacant
at Superior TeleCom since December 31, 2002. Mr. Carter has
previously served in a number of CEO and senior executive
positions in the telecommunications industry. Most recently, Mr.
Carter served as President and Chief Executive Officer of Cingular
Wireless, one of the largest worldwide providers of wireless
services. Prior to Cingular Wireless, Mr. Carter also served in
various positions with SBC Communications and its predecessor
company, Southwestern Bell, including President and CEO of SBC
Wireless, President of SBC Strategic and Special Markets and
President/CEO of Southwestern Bell Telecom. Justin F. Deedy, Jr.
and H. Patrick Jack will continue to serve in their current
positions as President of Superior Essex Communications and Essex
Group, respectively.

Superior Essex also named its Board of Directors which includes,
in addition to Mr. Carter: Andrew D. Africk, Denys Gounot,
James F. Guthrie, Monte R. Haymon, Andrew P. Hines and Perry J.
Lewis III.

Mr. Africk is a senior partner of Apollo Management L.P., a global
investment and buy-out company and a major new shareholder of
Superior Essex. Mr. Africk also serves on the Board of Directors
of Mobile Satellite Ventures, LLC and SkyTerra Communications,
Inc.

Mr. Gounot is the principal of DG Network, a strategic advisory
firm. Mr. Gounot also serves on the Board of Directors of Rexel
S.A., a $7 billion global distributor of electrical products. Mr.
Gounot previously served as President of Lucent's multi-billion
dollar optical fiber division and held senior executive positions
with Alcatel Alsthom Group, one of the largest worldwide telecom
equipment/wire and cable companies.

Mr. Guthrie is an executive consultant principally to early stage
telecom technology enterprises and has previously served in senior
executive positions at IXC Communications Inc. (now Broadwing
Communications), The Times Mirror Company and W.R. Grace among
others. Mr. Guthrie also serves on the Board of Directors and as
Chairman of the Audit Committee for Orius Corp.

Mr. Haymon is the former Chairman, President and CEO of Sappi Fine
Paper North America, a $1.6 billion manufacturer of coated and
specialty paper products. Mr. Haymon had previously served as
President of Ply Gem Industries and for thirteen years as
President and CEO of Packaging Corporation of America. Mr. Haymon
also serves on the Boards of Directors of other companies,
including Agfa Gaevert and Sappi Limited.

Mr. Hines is the principal of Hines and Associates, a strategic
senior management consulting firm. Mr. Hines has served in senior
executive positions with RJR Nabisco Inc., F.W. Woolworth,
Outboard Marine Corporation and Adidas USA. Mr. Hines also serves
on the Board of Directors of Nations Rent Companies, Inc.

Mr. Lewis is a principal of CRT Capital Group/Sheffield Merchant
Banking, an investment banking and M&A advisory firm. Mr. Lewis
was also a founding partner of Morgan, Lewis, Githens & Ahn, Inc.,
an LBO/investment banking firm and has held various other
positions within the investment banking industry including
Director and member of the executive committee of Smith Barney,
Harris Upham, Inc. Mr. Lewis currently serves on the Board of
Directors of Clear Channel Communications, Inc.

            Distribution of Common Equity Securities

Pursuant to the Plan of Reorganization, Superior Essex Inc.
announced that it has distributed 16.5 million shares of its
common stock to Superior TeleCom's senior secured lenders. The
Company expects to file, as soon as practicable, a registration
statement with the Securities and Exchange Commission to become a
public reporting company pursuant to the Securities Exchange Act
of 1934. Subject to the regulatory process, the Company
anticipates this registration will be completed in the next 90
days. Additionally, in connection with the Plan of Reorganization,
Superior TeleCom Inc. will deregister as a public company and its
existing common shares will be cancelled.

             Completion of Financing Arrangements

The Company announced consummation of all financing arrangements
contemplated under its Plan of Reorganization, including closing
of a $120 million revolving credit facility which is being
provided by Fleet Capital Corporation and GE Capital. The Company
projects borrowings of approximately $45-$50 million under this
facility, after refinancing its DIP borrowings and funding all
accrued restructuring expenses, with more than $50 million of
undrawn excess availability. The revolving credit facility is due
in 2007 and has an initial interest rate of LIBOR + 2.25%.

The Company also completed Monday the distribution of $145 million
of 9-1/2% Senior Secured Notes to Superior TeleCom's senior
secured lenders. The Senior Secured Notes have no principal
amortization requirements and are due in November 2008. In
addition to the revolving credit facility and Senior Secured
Notes, the Company also distributed $5 million of 9-1/2%
subsidiary preferred stock to Superior TeleCom's senior secured
lenders.

As has been previously reported, the Company's total debt balance,
including certain existing capital lease arrangements and pro
forma for all accrued restructuring expenses, should approximate
$200 million, a reduction in total debt from the restructuring of
more than $1.1 billion. Annualized cash interest expense should
approximate $17 million under the Company's revised capital
structure, a reduction of more than $100 million annually as
compared to pre-restructuring interest costs.

The Company's principal financial advisors were Rothschild, Inc.
The Company's principal legal advisors were Proskauer Rose LLP.

Superior Essex Inc. is a worldwide leader in the development,
manufacture and supply of a wide range of wire, cable and
accessory products. Through its Superior Essex Communications and
Essex Group (magnet wire) businesses, Superior Essex provides a
broad portfolio of communications wire and cable products to
telephone companies, distributors and system integrators and
magnet wire for motors, transformers, generators and electrical
controls. Headquartered in Atlanta, Georgia, Superior Essex
operates manufacturing facilities in the United States, United
Kingdom and Mexico. Additional information can be found on the
Company's Web site at http://www.superioressex.com


TENNECO AUTOMOTIVE: Sues Four Asian Companies for Counterfeiting
----------------------------------------------------------------
Tenneco Automotive (NYSE: TEN) has filed suit against four
Asia-based companies for counterfeiting Tenneco Automotive
elastomer products, which the company sells in the original
equipment and replacement parts market primarily for vehicle
suspension systems.

Tenneco Automotive took the legal action against the following
companies after finding counterfeited Tenneco Automotive bushings
on display at each of their booths during the AAPEX trade show in
Las Vegas last week:

    -- Altezza Company Ltd., Taipei, Taiwan
    -- Hill/Progressive Gear Industries, Delhi, India
    -- Keystone Company Ltd., Shihueng-City, South Korea
    -- Sheng Mhau, Taiping Taichung Hsien, Taiwan

Tenneco Automotive alleges that these companies were displaying
counterfeit bushings with the Clevite(R) Elastomer and Harris(TM)
brand names. Additionally, many of the counterfeit bushings on
display included Tenneco Automotive's part numbers and Rubber
Manufacturers Association codes.

"Counterfeiting and intellectual property violations represent a
multi-billion dollar problem in our industry," said Mark Frissora,
chairman and CEO, Tenneco Automotive. "Automotive suppliers,
especially those recognized as advanced technology leaders with
strong brands, must take swift and aggressive action in protecting
the value and integrity of their brand assets and intellectual
properties."

The Motor and Equipment Manufacturers Association (MEMA) estimates
counterfeit parts cost the industry more than $12 billion per year
worldwide.

Tenneco Automotive is a leader in developing and manufacturing
elastomer products for the light vehicle and heavy-duty markets,
both as replacement parts and as original equipment components.
These products are marketed under the respected Clevite(R)
Elastomer brand and include a broad range of bushings, torque
rods, mounts, links, and exhaust isolators.

The company filed claims of unfair competition and false
designation of origin under the Lanham Act in the U.S. District
Court in Nevada.  Tenneco Automotive is seeking permanent
injunctive relief and unspecified damages.

Tenneco Automotive (S&P, B+ Senior Secured Bank Debt, B Senior
Secured Notes, B- Subordinated Debt Ratings, Stable Outlook) is a
$3.5 billion manufacturing company with headquarters in Lake
Forest, Illinois and approximately 19,600 employees worldwide.
Tenneco Automotive is one of the world's largest producers and
marketers of ride control and exhaust systems and products, which
are sold under the Monroe(R) and Walker(R) global brand names.
Among its products are Sensa-Trac(R) and Monroe Reflex(R) shocks
and struts, Rancho(R) shock absorbers, Walker(R) Quiet-Flow(R)
mufflers and DynoMax(R) performance exhaust products, and
Monroe(R) Clevite(R) vibration control components.


TEREX CORP: Prices $300 Million Senior Subordinated Debt Issue
--------------------------------------------------------------
Terex Corporation (NYSE: TEX) priced $300,000,000 principal amount
of Senior Subordinated Notes due 2014.

The notes will be issued with a coupon of 7.375% and will have a
yield to maturity of 7.5%. Terex intends to use the net proceeds
from the offering to prepay the remaining $200,000,000 in
principal amount outstanding of its 8.875% Senior Subordinated
Notes due 2008 and to prepay approximately $100,000,000 of its
existing bank term loans.

Terex also intends to prepay an additional $100,000,000 of its
existing bank term loans with cash on hand. The result of these
transactions will be to reduce total debt by $100,000,000. In
addition, $200,000,000 in principal amount of the Notes will be
swapped to a floating rate similar to that paid by Terex under its
existing credit facility. The transactions are expected to close
during the fourth quarter of 2003. Terex will take a pre-tax
charge of approximately $5,500,000 in the fourth quarter due to
the early retirement of existing debt.

In connection with the offering of the new Notes, Terex is seeking
to amend its existing bank credit facility. The closing of the
Notes offering is conditioned upon Terex gaining approval of the
amendment to its bank credit facility. Terex expects that the
amendment will, among other things, permit the redemption of the
8.875% Senior Subordinated Notes due 2008 with proceeds from this
offering, allow for the repurchase of Terex's 10.375% Senior
Subordinated Notes due 2011 on or after April 1, 2006, and modify
certain financial covenants for the second half of 2004 and 2005.

It is intended that Terex Corporation will offer these Senior
Subordinated Notes pursuant to Rule 144A promulgated under the
Securities Act of 1933, as amended, and that they will not
initially be registered under the Act. Accordingly, these Senior
Subordinated Notes will not be able to be offered or sold in the
United States absent registration under the Act or an applicable
exemption from the registration requirements.

Terex Corporation (S&P, BB- Corporate Credit Rating, Stable) is a
diversified global manufacturer based in Westport, Connecticut,
with 2002 revenues of $2.8 billion. Terex is involved in a broad
range of construction, infrastructure, recycling and mining-
related capital equipment under the brand names of Advance,
American, Amida, Atlas, Bartell, Bendini, Benford, Bid-Well, B.L.
Pegson, Canica, Cedarapids, Cifali, CMI, Coleman Engineering,
Comedil, CPV, Demag, Fermec, Finlay, Franna, Fuchs, Genie,
Grayhound, Hi-Ranger, Italmacchine, Jaques, Johnson-Ross,
Koehring, Lectra Haul, Load King, Lorain, Marklift, Matbro,
Morrison, Muller, O&K, Payhauler, Peiner, Powerscreen, PPM, Re-
Tech, RO, Royer, Schaeff, Simplicity, Square Shooter, Telelect,
Terex, and Unit Rig. Terex offers a complete line of financial
products and services to assist in the acquisition of Terex
equipment through Terex Financial Services. More information on
Terex can be found at http://www.terex.com


TEREX CORP: S&P Rates Proposed $300-Mil. Subordinated Notes at B
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit and secured bank loan ratings and its 'B' subordinated debt
ratings on Terex Corp. At the same time, Standard & Poor's
assigned its 'B' subordinated debt ratings to the company's
proposed $300 million subordinated notes due in 2013 (144A with
registration rights).

Proceeds from this offering will be used to repay about $200
million in outstanding 8-7/8% notes due in 2008. The remaining
$100 million proceeds along with $100 million of cash will be used
to reduce bank debt. The company is seeking and expects to receive
an amendment on its credit facility to allow for the repayment of
the callable 8-7/8% notes.

Westport Connecticut-based Terex, a low-cost global provider of
construction equipment, has about $1.3 billion in debt
outstanding. The outlook is stable.

"Terex's good geographic, product, and customer diversity, and
modest capital expenditures (about 1%-2% of sales) should help to
stabilize earnings and cash flow generation throughout a business
cycle," said Standard & Poor's credit analyst John Sico.

"Operating margins are expected to be about 10%-12% over the
economic cycle," Mr. Sico said. "Restructuring and cost-saving
initiatives are expected to result in additional annual cost
savings of about $25 million-$30 million and, along with increased
operating income from the acquisitions made in the past year,
should help to improve operating performance and credit protection
measures over time."

Terex has a highly leveraged capital structure because of its
aggressive growth strategy. Terex is integrating the acquisitions
it made in 2002 and is not expected to make any sizable
acquisitions in 2003.


TOUCHSTONE SOFTWARE: Recurring Losses Raise Going Concern Doubt
---------------------------------------------------------------
TouchStone Software Corporation and subsidiaries markets, and
supports a line of computer problem-solving utility software and
supporting products and engineering services which simplify
personal computer installation, support, and maintenance.
TouchStone operates from one location in the United States. The
Company markets its products, domestically and internationally,
directly to original equipment manufacturers and end users.

The Company's consolidated financial statements have been prepared
assuming that the Company will continue as a going concern, which
contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business. The Company has
suffered recurring operating losses and operating cash flow
deficits, has an accumulated deficit of $20,460,996 at September
30, 2003, and is dependent on its current cash reserves to fund
future operations and operating cash flow. In addition, the
Company is subject to a number of risks. Principally among these
risks are marketing of its products and services, which are
susceptible to increased competition from other companies and
obsolescence of its products and services. Also amoung these risks
are the decreased sales leads the Company is facing with the
change of Phoenix Technology's website. Prior to February 2003 the
Company's website was linked to Phoenix's website by a Company
logo prominently displayed. In February 2003 the logo was removed.
These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern at September 30,
2003. The consolidated financial statements do not include any
adjustments that might result from the outcome of this
uncertainty.

Management's reorganization plan of providing for significant
staff reductions in non-core operating and support functions,
limitations on corporate travel and a realignment of senior
management responsibilities has been fully executed. In order to
meet its cash requirements over the next twelve months, management
expects to supplement cash flow benefits expected from these
initiatives with current cash reserves. Other additional sources
of financing, including additional private debt or equity capital,
are being explored, along with seeking merger candidates with whom
the Company has synergies.

The Company's revenues consist of product sales, royalties and
engineering services revenues. Product revenues are recorded at
the time products are shipped. Royalty income is recognized upon
receipt of a royalty report from the licensee. Engineering
services revenue generally consists of amounts charged for
customization of the software prior to delivery and are
generally recognized as the services are performed. For the nine
months ended September 30, 2003 the Company experienced an overall
decline in revenues of 20% as compared to the same period a year
ago. The decrease in revenues is due to major changes that were
made to Phoenix Technology's website which has decreased the flow
of traffic to the Company's website. Phoenix Technology is the
manufacturer of Phoenix and Award Bios, which constitutes 86% of
the BIOS upgrade revenue and 64% of the Company's total revenue
for the nine months ended September 30, 2003. Prior to February
2003 the Company's website was linked to Phoenix's website by a
Company logo prominently displayed. In February 2003 the logo was
removed. This change drastically reduced the Company's leads.
These leads enable the Company to sell other core products, most
of which have also decreased in 2003. The Company is currently
working with Phoenix Technologies on a solution that will satisfy
both parties. Future revenue could be adversely affected by the
current situation if a change to Phoenix's website is not made.
BIOS product sales decreased approximately 9% as compared to the
same period one year ago. Royalty revenue decreased by
approximately 23% as compared to the same period one year ago.
This is a direct result of both royalty agreements the Company had
in place coming to an end.

Cost of revenues consists of the cost of materials, freight
expenses, royalties paid to other software development companies
and direct costs associated with engineering services revenues.
Cost of revenues as a percentage of revenue remained at 12% of
revenues for the nine month period ended September 30, 2003 as it
was for the same period a year ago.  Royalty expense decreased 17%
for the nine months ending September 30, 2003 from the same period
a year ago. This is due primarily to the decline of award BIOS
sales.

Sales, marketing, general and administrative expenses consist
primarily of salaries & commissions, professional services and
facilities costs. Sales, marketing, general and administrative
expenses decreased by approximately $214,000, or 26%, for the nine
month period ended September 30, 2003, from the same period one
year ago. This reduction is related to various cost cutting
efforts to keep expenses in line with revenue. Another factor in
this decrease is the settlement agreement between the Company and
former legal counsel which waived approximately $32,000 in fees
which were recorded in a prior year and reversed during the first
quarter of 2003.

Research and development expenses consist primarily of engineering
personnel and related expenses. Research and development expenses
increased by approximately $21,000 or 5%, for the nine month
period ended September 30, 2003 from the same period one year ago.
This is directly related to a purchase agreement the Company
entered into with Storage Technologies. The agreement allowed the
Company to buy the rights to use a product called Power BIOS. This
product is used to target BIOS upgrades for motherboards that the
Company was not able to upgrade without this technology.

In June 2003 the Company sold 30,000 shares of one of its
investments for $30,000 in cash. The transaction resulted in a
gain of $13,200. In September 2003 the Company sold another 70,487
shares of the same investment for $70,487 in cash. The transaction
resulted in a gain of approxiamtely $31,000.

Other income, net consist of a $51,500 settlement payment received
from the Company's former legal counsel and interest income
associated with the related party note partially offset by
interest expense associated with the long term debt. The increase
from the same nine month period a year ago is primarily a result
of the legal settlement.

                 LIQUIDITY AND CAPITAL RESOURCES

During the nine months ended September 30, 2003, cash resources of
approximately $197,000 were used by the Company's operating
activities as compared to cash of approximately $26,000 used
during the same period a year ago.

The Company's cash balance at September 30, 2003 was approximately
$343,000 as compared to approximately $23,000 a year ago.
Investments in marketable securities totaled $0 at September 30,
2003, as compared to $348,400 a year ago. This security,
PartsBase, Inc., closed a merger transaction on February 21, 2003
where each share of PartsBase, Inc. common stock was converted
into the right to receive $1.50 in cash. The Company held 260,000
shares of Partsbase, Inc. and received $390,000 in cash in March
2003. The Company has also received a settlement payment of
$51,500 from the lawsuit settled with its former legal counsel and
proceeds of $100,487 from the sale of a portion the Company's
investment in Xdimensional.

Working capital increased from approximately $39,500 at
September 30, 2002 to approximately $214,000 at September 30, 2003
primarily driven by the net income over the nine month period and
Xdimensional sale. A portion of these proceeds has been used to
pay down a portion of the Company's current liabilities. During
the quarter ended September 30, 2003 three principal and
interest payments were made on the debt related to the settlement
agreement with a former CEO, aggregating approximately $8,100. The
remaining outstanding principal balance as of September 30, 2003
is approximately $18,500 and is scheduled to be repaid through
April 2004.

Management expects that the cash balance and the benefits from the
reduction in overall operating expenses to be sufficient to meet
its cash requirements. Other additional sources of financing,
including additional private debt or equity capital are being
explored, along with seeking merger candidates with whom the
Company has substantial synergies.

The Company continues to operate with no material commitments for
capital expenditures and  anticipates that expenditures will
continue to decrease in the immediate future as the Company
continues to cut costs during its efforts to restructure current
operating expenditure in line with its current revenue stream.


TRICO MARINE: Sets Third-Quarter Conference Call for Friday
-----------------------------------------------------------
Trico Marine Services, Inc. (Nasdaq: TMAR) has scheduled a press
release and a conference call to discuss its earnings for the
third quarter ended September 30, 2003.

The press release will be issued before the market opens
on Friday, November 14, 2003, and a conference call will be held
at 2:00 p.m. Eastern time.  Interested parties may listen to the
call by dialing 973-409-9256 and asking for the Trico Marine
Conference.

It is recommended that listeners dial in five to ten minutes
before the call begins.  A telephonic replay will also be
available shortly after the conclusion of the call and will be
available until 5:00 p.m. Friday, November 21, 2003.  To access
the replay, dial 973-341-3080 using the pass code 4308580.

Trico Marine (S&P, B Corporate Credit Rating, Negative) provides a
broad range of marine support services to the oil and gas
industry, primarily in the Gulf of Mexico, the North Sea, Latin
America, and West Africa.  The services provided by the Company's
diversified fleet of vessels include the marine transportation of
drilling materials, supplies and crews, and support for the
construction, installation, maintenance and removal of offshore
facilities.  Trico has principal offices in Houma, Louisiana, and
Houston, Texas.  Visit http://www.tricomarine.comfor more
information on the Company.


UBIQUITEL INC: Amends Sprint Affiliate Agreements to Cut Costs
--------------------------------------------------------------
UbiquiTel Inc. (Nasdaq: UPCS), a PCS Affiliate of Sprint (NYSE:
FON, PCS), announced an addendum to its Sprint management and
services agreements that improves the predictability and clarity
over key economic drivers such as roaming, reseller and back
office rates while providing an immediate savings to UbiquiTel's
cost structure.

UbiquiTel agreed to continue to purchase from Sprint back office
services such as billing, customer care, collections, network
control center monitoring, voice mail and other network services
through 2006, at an approximately 15% reduction from the current
rate.  In addition, the parties agreed to extend their reciprocal
roaming rate and the reseller rate at the current year rate of
$0.058 per minute through 2006.

"We are very pleased at the cost savings and predictability this
addendum helps us achieve in future periods," said Donald A.
Harris, chairman and chief executive officer of UbiquiTel Inc.
"With the highest roaming ratio of the public PCS Affiliates and
with the expected rapid growth in minutes in our reseller channel
from the addition of Qwest customers, we expect the extension of
the current roaming and reseller rates will allow our wholesale
revenues to grow by approximately 40% in 2004."

The addendum provides a pricing process to determine new rates
beyond 2006 for support services, roaming and reseller rates.
Among other items, the addendum also provides the company certain
protective rights relating to potential new capital spending
requirements imposed by Sprint and a most favored nation provision
to be offered over the next three years for all future changes
that Sprint offers to other PCS Affiliates of similar size in
their agreements with Sprint.  In a related agreement, UbiquiTel
and Sprint resolved all previously disputed charges between the
companies.

"The new addendum simplifies the way we conduct business with
Sprint and builds a better foundation for a partnership to allow
us to fully focus our attention on improving our market share and
growing the business," said Harris.

     Conference Call to be held Today at 10:30 a.m. ET

UbiquiTel's management will conduct a conference call today, at
10:30 a.m., Eastern Time, to discuss its results for the three
months ended September 30, 2003 and provide guidance for the
fourth quarter 2003. Investors and interested parties may listen
to the call via a live webcast accessible through the company's
Web site at http://www.ubiquitelpcs.com  To listen, please
register and download audio software at the site at least 15
minutes prior to the start of the call.  The webcast will be
archived on the site, while a telephone replay of the call will be
available for 7 days beginning at 12:30 p.m., Eastern Time,
November 12, at 888-286-8010 or 617-801-6888, passcode: 88678893.

UbiquiTel (S&P, CCC Corporate Credit Rating, Developing) is the
exclusive provider of Sprint digital wireless mobility
communications network products and services under the Sprint
brand name to midsize markets in the Western and Midwestern United
States that include a population of approximately 10.0 million
residents and cover portions of California, Nevada, Washington,
Idaho, Wyoming, Utah, Indiana and Kentucky.


UNIVERSAL HEALTH: Updates Q3 Results Due to FASB 150 Deferral
-------------------------------------------------------------
Universal Health Services, Inc. (NYSE: UHS) released updated
financial results for the three- and nine-month periods ended
September 30, 2003 solely due to the Financial Accounting Standard
Board's October 29, 2003 announcement that certain provisions of
Statement of Accounting Standards No. 150, "Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and
Equity", related to the accounting for minority interest of
consolidated subsidiaries with finite lives, will be indefinitely
deferred.

In the Company's October 20, 2003 press release announcing
earnings for the three- and nine-month periods ended September 30,
2003, the Company had recorded an after-tax charge of $1,699,000
or $.03 per diluted share, for the cumulative effect of an
accounting change related to this provision of FASB 150.

Due to the revised accounting treatment, the Company has revised
its earnings for the three- and nine-month periods ended
September 30, 2003 (previously reported on October 20, 2003) to
eliminate this $1,699,000 after-tax charge.  Accordingly, the
Company is now reporting net income and earning per diluted share
of $49.1 million and $.79, respectively, for the three-month
period ended September 30, 2003 and $152.8 million and $2.45,
respectively, for the nine-month period ended September 30, 2003.
Included in the net income and earnings per diluted share for the
three- and nine-month periods ended September 30, 2003 were after-
tax (and after minority interest expense) gains on sales of assets
and businesses of $4.4 million or $.07 per diluted share.

Universal Health Services, Inc. is one of the nation's largest
hospital companies, operating acute care and behavioral health
hospitals, ambulatory surgery and radiation centers nationwide, in
Puerto Rico, and in France.  It acts as the advisor to Universal
Health Realty Income Trust, a real estate investment trust (NYSE:
UHT).

For additional information on the Company, visit
http://www.uhsinc.com

Universal Health Services' 0.416% bonds due 2020 are currently
trading at about 62 cents-on-the-dollar.


U.S. STEEL: Chairman Usher Airs Disappointment with WTO Decision
----------------------------------------------------------------
Monday a World Trade Organization (WTO) Appellate Body failed to
overturn a flawed Dispute Settlement Body decision regarding the
steel safeguard measures. Thomas J. Usher, chairman and CEO of
United States Steel Corporation (NYSE: X), expressed
disappointment with the decision, but added that he was "hardly
surprised" by this outcome.

"The fact that this decision is not a surprise to anybody
illustrates what is wrong with the WTO. The WTO has ruled against
every safeguard action instituted by any WTO-member country," said
Usher. "While we are frustrated by the WTO's decision, we
understand that the Administration must now analyze this ruling
and consider what implementation steps or additional explanation
might be appropriate or necessary. Congress has established very
specific procedures under the law, which must be followed in
implementing a decision. We hope and expect that the
Administration will follow these procedures and will, in
considering any implementation steps, ensure that this critically
needed relief is in no way disrupted."

Regarding the retaliatory threats made by the European Union (EU),
Usher explained that immediate retaliation against the United
States following this flawed decision would violate WTO agreements
and must therefore not be allowed to "influence the President's
decision regarding the steel relief measures." The steel safeguard
measures have already been significantly weakened through the
exclusions process. In addition to the many countries that were
excluded from the tariffs from the outset of the relief, over
1,000 specific product exclusions have been granted -- most of
which were granted to European suppliers. Congressional sources
have expressed concern that bowing to such illegal tactics would
further undermine Congressional confidence in the WTO and other
free trade initiatives.

The American steel industry is in the middle of an historic
restructuring effort, having invested over $3 billion dollars to
consolidate and having entered into a new agreement with the
United Steelworkers of America to further improve productivity. It
is essential that the industry not be subjected to a renewed surge
of imports because of an early termination or weakening of the
safeguard measures.

"The industry is doing its part under the Section 201 program,"
said Usher. "The industry now needs the President to maintain the
relief measures for the full three-year term if the President's
program is to come to a successful conclusion."

For more information about U. S. Steel visit
http://www.ussteel.com

United States Steel Corporation (S&P, BB- Corporate Credit Rating,
Negative) is engaged domestically in the production, sale and
transportation of steel mill products, coke and taconite pellets
(iron ore); steel mill products distribution; the management of
mineral resources; the management and development of real estate;
engineering and consulting services; and, through U. S. Steel
Kosice in the Slovak Republic and U. S. Steel Balkan, d.o.o. in
Serbia, in the production and sale of steel mill products and coke
primarily for the central and western European markets. As
mentioned in Note 5, effective June 30, 2003, U. S. Steel is no
longer involved in the mining, processing and sale of coal.


VALHI INC: Reports an Upswing in Third-Quarter Financial Results
----------------------------------------------------------------
Valhi, Inc. (NYSE: VHI) reported net income of $8.8 million in the
third quarter of 2003 compared to a net loss of $7.1 million in
the third quarter of 2002. For the first nine months of 2003, the
Company reported income before cumulative effect of a change in
accounting principle of $28.2 million, compared to a loss of $4.4
million in the first nine months of 2002.

Chemicals sales and operating income increased in 2003 compared to
the same periods of 2002 due primarily to higher average selling
prices for titanium dioxide pigments ("TiO2") and higher TiO2
production volumes, partially offset by lower sales volumes and
higher operating costs (particularly for energy). Excluding the
effect of fluctuations in the value of the U.S. dollar relative to
other currencies, NL's average TiO2 selling prices in billing
currencies in the third quarter of 2003 were 2% higher than the
third quarter of 2002, with the greatest improvements realized in
European and export markets, and were 5% higher in the first nine
months of 2003 compared to the first nine months of 2002.
Expressed in U.S. dollars computed using actual foreign currency
exchange rates prevailing during the periods, NL's average TiO2
selling prices in the third quarter of 2003 were 10% higher than
the third quarter of 2002, and were 15% higher in the first nine
months of 2003 compared to the same period in 2002.

NL's TiO2 sales volumes in the third quarter of 2003 decreased 6%
compared to the third quarter of 2002, with substantially all of
the decrease occurring in export markets. NL's TiO2 sales volumes
in the first nine months of 2003 were 1% lower than the first nine
months of 2002. NL's TiO2 production volumes in the third quarter
of 2003 were 1% higher than the third quarter of 2002, and were 6%
higher in the first nine months of 2003 compared to the same
period of 2002, with operating rates at near capacity in all
periods presented.

Component products sales were higher in 2003 compared to the same
periods in 2002 due primarily to the favorable effect of
fluctuations in foreign currency exchange rates. Fluctuations in
the value of the U.S. relative to other currencies increased
component products sales by $2.0 million in the third quarter of
2003 as compared to the third quarter of 2002, and increased sales
by $6.3 million in the year-to-date period. In addition to the
favorable impact of changes in currency exchange rates, component
product sales increased in the third quarter of 2003 as compared
to the third quarter of 2002 due principally to higher sales
volumes of slide products. Offsetting the favorable effect of
changes in currency exchange rates during the first nine months of
2003 as compared to the same period of 2002, sales were negatively
impacted by lower sales volumes of ergonomic computer products.

Component products operating income declined in the third quarter
and first nine months of 2003 compared to the same periods in 2002
due to the unfavorable effect of fluctuations in foreign currency
exchange rates, relative changes in product mix and expenses
associated with the consolidation of its two Canadian facilities
into one facility. The fluctuations in the value of the U.S.
relative to other currencies decreased components products
operating income by $1.3 million in the third quarter of 2003 as
compared to the third quarter of 2002, and decreased operating
income by $2.6 million in the year-to-date period. In addition,
component products operating income in the third quarter of 2003
includes a $3.5 million restructuring charge associated with the
implementation of certain headcount reductions in CompX's
Netherlands operations.

Waste management sales declined in 2003, and its operating loss
increased, due to continued weak demand for waste management
services as well as costs incurred in 2003 related to certain
licensing and permitting activities.

TIMET reported higher sales in the third quarter of 2003 compared
to the third quarter of 2002, and improved from a $4.3 million
operating loss in the 2002 period to operating income of $1.3
million in the third quarter of 2003. TIMET's net sales increased
primarily due to a 95% increase in sales volumes of melted
products (ingot and slab), a 4% increase in average selling prices
for mill products and the weakening of the U.S. dollar as compared
to the British pound sterling and the euro. These factors were
partially offset by a 27% decrease in average selling prices for
melted products. The improvement in melted product sales volumes,
and the decrease in melted products selling prices, reflects a
change in product mix relative to a significant sale of slab in
the third quarter of 2003, for which selling prices are lower than
ingot. TIMET's results in the third quarter of 2003 also include a
$6.8 million charge related to the termination of TIMET's purchase
and sales agreement with Wyman-Gordon Company. The Company's
equity in losses of TIMET in the first nine months of 2002
includes (i) a third quarter impairment provision of $15.7 million
($8.0 million, or $.07 per diluted share, net of income tax
benefit and minority interest) related to an other than temporary
decline in value of the Company's investment in TIMET and (ii) a
$10.6 million first quarter charge ($5.4 million, or $.05 per
diluted share, net of income tax benefit and minority interest)
related to TIMET's impairment for an other than temporary decline
in value of certain preferred securities held by TIMET.

General corporate expenses were higher in the first nine months of
2003 compared to the same period of 2002 due primarily to higher
environmental expense accruals of NL related principally to one
formerly-owned site for which the remediation process is expected
to occur over the next several years, and higher legal expenses of
NL. The legal settlement gains in both 2002 and 2003 (which
aggregated $1.2 million, or $.01 per diluted share, net of income
taxes and minority interest, in the first nine months of 2002)
related to legal settlements with certain of NL's former insurance
carriers. The foreign currency transaction gain in 2002 ($4.7
million, or $.04 per diluted share, net of income taxes and
minority interest) related principally to the second quarter
extinguishment of certain intercompany indebtedness of NL. The
gain on the disposal of fixed assets in the 2003 periods related
primarily to the sale of certain real property of NL not
associated with NL's TiO2 operations, (which aggregated $4.1
million, or $.03 per diluted share, net of income taxes and
minority interest, in the third quarter of 2003 and $4.7 million,
or $.04 per diluted share, in the first nine months of 2003).
Securities transactions gains in both periods (which aggregated
$1.2 million, or $.01 per diluted share, net of income taxes, in
the first nine months of 2002) related to the disposal of certain
marketable securities.

The Company recognized a $24.6 million income tax benefit in the
first nine months of 2003 ($20.8 million, or $.17 per diluted
share, net of minority interest) related to NL's previously-
reported second quarter favorable German court ruling concerning
NL's claim for refund suit. NL currently expects to receive the
equivalent of approximately $15 million of additional German
income tax refunds over the next four to six months, a portion of
which may result in the recognition of additional income tax
benefits.

The cumulative effect of the change in accounting principle in the
first nine months of 2003 relates to the Company's adoption of
Statement of Financial Accounting Standards No. 143, Accounting
for Asset Retirement Obligations, effective January 1, 2003. Such
change in accounting relates principally to accounting for closure
and post-closure obligations at the Company's waste management
operations.

Valhi, Inc. (Fitch, BB- Senior Secured Credit Facility and BB-
Unsecured Ratings, Stable Outlook) is engaged in the titanium
dioxide pigments, component products (ergonomic computer support
systems, precision ball bearing slides and security products),
titanium metals products and waste management industries.


VANGUARD HEALTH: 3rd-Quarter Results Reflect Strong Performance
---------------------------------------------------------------
Vanguard Health Systems, Inc. announced results for the first
quarter ended September 30, 2003.

Total revenues for the quarter ended September 30, 2003, were
$409.9 million, an increase of $142.0 million or 53.0% from the
prior year period. Patient service revenues and health plan
premium revenues increased $137.6 million and $4.4 million,
respectively, from the prior year period.

Income before income taxes was $10.5 million for the quarter ended
September 30, 2003, an increase of $6.5 million or 162.5% from the
prior year period.  Net income for the quarter ended September 30,
2003 was $6.3 million, an increase of $3.9 million or 162.5% from
the prior year period.

Adjusted EBITDA was $34.3 million for the quarter ended
September 30, 2003, an increase of $14.2 million or 70.6% from the
prior year period.  A reconciliation of Adjusted EBITDA to net
income as determined in accordance with generally accepted
accounting principles for the quarters ended September 30, 2002
and 2003 is included in the attached supplemental financial
information.

The consolidated operating results for the quarter ended
September 30, 2003, reflect a 65.5% increase in discharges and a
72.8% increase in patient days compared to the prior year period.
On a same hospital basis, discharges decreased 1.3%, while
revenues per adjusted discharge for hospitals increased 4.6%
during the quarter ended September 30, 2003, compared to the prior
year period.  Same hospital discharges were unfavorably impacted
by our preparations for the July 2003 reopening of the emergency
department and the expansion of other acute services at one of the
Company's Phoenix hospitals and the termination of the hospital's
relationship with a large cardiology practice during the fourth
quarter ended June 30, 2003.  Absent the effect of this hospital,
same hospital discharges would have increased 3.3% during the
quarter.  In August 2003, a large multi-specialty physician group
in Phoenix purchased a minority interest in this Phoenix hospital.
After an initial start-up period, management expects this new
partnership to improve the future operating results of this
hospital.  Additionally, the opening of our newest hospital in
Phoenix, Arizona, West Valley Hospital, favorably impacted same
hospital discharges during the quarter ended September 30, 2003.
Excluding both the transition hospital described above and West
Valley Hospital, same hospital discharges would have increased
2.5% during the quarter ended September 30, 2003, compared to the
prior year period.

Cash flows from operating activities were $0.4 million for the
quarter ended September 30, 2003, a decrease of $27.6 million from
the prior year period.  The decrease in cash flows from operating
activities during the quarter ended September 30, 2003, was
primarily a result of the timing of payments of accounts payable
and accrued expenses.

"We are pleased with the results of the quarter and are excited
about the prospects for growth in our existing markets.  Worth
noting are the successful opening of the West Valley Hospital in
Phoenix and the reopening of Phoenix Memorial in Phoenix as a
full-service facility," commented Charles N. Martin, Jr., Chairman
and Chief Executive Officer.  "We continue to be enthused by the
progress of the Baptist Health System in San Antonio.  We remain
committed to expanding our facilities and service lines in our
markets to best provide high quality care for our patients."

At September 30, 2003, Vanguard Health Systems, Inc. (S&P, B
Corporate Credit Rating, Stable Outlook) owned and operated 16
acute care hospitals and complementary facilities and services in
Chicago, Illinois; Phoenix, Arizona; Orange County, California;
and San Antonio, Texas. The Company's strategy is to develop
locally branded, comprehensive health care delivery networks in
urban markets.  Vanguard will pursue acquisitions where there are
opportunities to partner with leading delivery systems in new
urban markets.  Upon acquiring a facility or network of
facilities, Vanguard implements strategic and operational
improvement initiatives including expanding services,
strengthening relationships with physicians and managed care
organizations, recruiting new physicians and upgrading information
systems and other capital equipment.  These strategies improve
quality and network coverage in a cost effective and accessible
manner for the communities we serve.


VINTAGE PETROLEUM: Acquiring Producing Properties in Uinta Basin
----------------------------------------------------------------
Vintage Petroleum, Inc. (NYSE: VPI) announced the signing of an
agreement to acquire producing properties in the Uinta basin of
Utah for $52.5 million, subject to customary closing adjustments
from the transaction's June 1, 2003, effective date.

The agreement calls for Vintage to acquire an approximately 80
percent, operated working interest in fields primarily in Duchesne
and Uintah counties in Utah covering over 200,000 net acres from
various subsidiaries of El Paso Corporation.

Current net production attributable to the properties is estimated
at 2,000 barrels of oil and natural gas liquids per day and 920
thousand cubic feet of gas per day from the Green River and
Wasatch formations.  Vintage believes the properties contain
significant workover, drilling and waterflood potential which it
plans to pursue along with the implementation of operational
efficiencies.  In addition to the property interests, Vintage is
to acquire the majority interest and operational control of three
gas plants which will provide Vintage with an increase in its
natural gas gathering and processing income.

"These properties provide us with the type of operational and work
program opportunities in which we have excelled historically.  We
are excited about operating in the Rockies and its potential to
become a significant producing area for us," said S. Craig George,
CEO.

Vintage currently has just over 2.1 million barrels of oil hedged
during 2004 and nearly 1.4 million barrels of oil hedged during
2005 at average NYMEX reference prices of $29.00 and $25.73,
respectively.  "We're taking advantage of the strong oil price
environment with hedges in place for 2004 and 2005, a portion of
which helps to protect our projected acquisition returns," added
S. Craig George, CEO.

                   2004 Targets Revised

As a result of this acquisition, Vintage is increasing its 2004
annual targets for cash flow from continuing operations from $214
million to $230 million and for EBITDAX from $315 million to $333
million.  The 2004 annual production target has been increased by
nearly one million barrels of oil equivalent (BOE) to 27.8 million
BOE.  The capital spending budget increase of $15 million will be
allocated to exploitation spending in the United States, bringing
the total capital spending budget for 2004 to $240 million.  These
revised targets and others along with the definitions of cash flow
and EBITDAX are enumerated in the accompanying table, "Vintage
Petroleum, Inc., Revised Targets for 2004" and are based on
average NYMEX prices for 2004 of $27.00 per barrel of oil and
$5.00 per MMBTU of natural gas.

The transaction is scheduled to close on or before December 2,
2003, subject to ordinary conditions precedent.  Cash required at
closing will be provided by the company's existing bank credit
facility.

Vintage Petroleum, Inc. (S&P, BB- Debt Rating, Negative) is an
independent energy company engaged in the acquisition,
exploitation, exploration and development of oil and gas
properties and the gathering and marketing of natural gas and
crude oil. Company headquarters are in Tulsa, Oklahoma, and its
common shares are traded on the New York Stock Exchange under the
symbol VPI.


WARNACO GROUP: Amends Polo/Ralph Lauren License Agreement
---------------------------------------------------------
Jay A. Galluzzo, The Warnaco Group Inc. Vice President, General
Counsel and Secretary, disclosed in a regulatory filing with the
Securities and Exchange Commission on September 22, 2003 that
Warnaco has amended its existing license agreement with
Polo/Ralph Lauren Corporation for the CHAPS line of men's
sportswear.  The amendments to the Polo/Ralph Lauren License
Agreement are:

   (a) The duration of the license term is extended beyond its
       current term, which expires on December 31, 2008, by
       adding two five-year renewal terms up to and through
       December 31, 2018;

   (b) The scope of the licensed products is expanded to include
       a jeanswear collection, activewear and swimwear in
       addition to the current sportswear products; and

   (c) The range of approved accounts is expanded.

As part of the amendment, Mr. Galluzzo says, Warnaco will
introduce a newly redesigned CHAPS trademark and logo, in time
for the new CHAPS men's line scheduled to launch in Fall 2004.
(Warnaco Bankruptcy News, Issue No. 55; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


WESTAR ENERGY: Third-Quarter 2003 Loss Reaches $81 Million
----------------------------------------------------------
Westar Energy, Inc. (NYSE:WR) announced a loss of $81.3 million,
or $1.12 per share, for the third quarter 2003. As discussed
below, the loss primarily results from a further write-down of the
Company's investment in Protection One. This compares to earnings
of $43.3 million, or $0.61 per share, for the third quarter 2002.
Third quarter ongoing earnings, a non-GAAP measure which excludes
special items, were $61.1 million, or $0.84 per share, compared to
$63 million, or $0.88 per share, for the third quarter 2002.

"We have made substantial progress in executing the debt reduction
plan approved by the Kansas Corporation Commission. Despite the
additional Protection One write-down, we still expect to achieve
the debt reduction goals outlined in our plan," said Mark Ruelle,
executive vice president and chief financial officer.

For the nine months ended Sept. 30, 2003, the Company reported
earnings of $70.4 million, or $0.97 per share, compared to a loss
of $693.8 million, or $9.71 per share, for the first nine months
of 2002. Year-to-date ongoing earnings were $103 million, or $1.43
per share, as compared to $101.1 million, or $1.41 per share, for
2002.

The decrease in ongoing earnings for the third quarter 2003 when
compared to the same period in 2002 was largely the result of
decreased retail sales due to milder weather, increased
maintenance expenses and reduced investment earnings due to the
sale of a portion of our ONEOK shares. Power marketing's positive
performance helped to offset the impact of lower retail sales. The
increase in ongoing earnings for the nine months ended Sept. 30,
2003, when compared to the same period in 2002 was largely the
result of power marketing's positive performance, which offset the
same factors that caused the decline for the third quarter.

This release describes "ongoing earnings" in addition to earnings
calculated in accordance with generally accepted accounting
principles (GAAP). Ongoing earnings is a non-GAAP financial
measure that differs from GAAP earnings because it excludes the
effect of certain special or unusual items. Ongoing earnings is
reconciled to GAAP earnings in the attachments to this release. We
believe the measure of ongoing earnings provides investors a
useful indicator of our results that is comparable between periods
because it excludes the effects of special items, which may occur
on an irregular basis. Investors should note that this non-GAAP
measure involves judgments by management including whether an item
is classified as a special item.

                         Utility Operations

Revenues for Westar Energy's utility operations were $438.2
million for the third quarter 2003, compared to revenues of $442.1
million for the same period last year, a decrease of 0.9 percent.
Retail revenues from residential, commercial and industrial
customers decreased $11.2 million, or 3.2 percent, reflecting
milder weather than for the same period last year. Higher
wholesale and power marketing revenues largely offset the
reduction in retail revenues. Utility operations contributed
earnings of $57.1 million, or $0.79 per share, for the third
quarter 2003, compared to $38.6 million, or $0.54 per share, for
the same period 2002. Ongoing earnings for utility operations were
$56.5 million, or $0.78 per share, for the third quarter 2003
compared to ongoing earnings of $54 million, or $0.75 per share,
for the third quarter 2002. The increase in ongoing earnings for
utility operations during the third quarter 2003 as compared to
the same period in 2002 was attributable to more favorable
wholesale market conditions and lower interest expense, offset by
modestly higher operating expenses.

Revenues in the first nine months of 2003 were $1.13 billion
compared to revenues of $1.09 billion in the same period a year
ago, an increase of 3.4 percent. This increase in revenues is
largely the result of higher wholesale and power marketing
revenues. Utility operations contributed earnings of $101.6
million, or $1.40 per share, for the nine months ended Sept. 30,
2003, compared to $21.2 million, or $0.30 per share, for the same
period 2002. Utility operations for the nine months ended Sept.
30, 2003 contributed ongoing earnings of approximately $85.7
million, or $1.19 per share, compared to ongoing earnings of $68.6
million, or $0.96 per share, for the same period in 2002. The
increase in ongoing earnings at the utility for this period was
attributable primarily to more favorable wholesale market
conditions, offsetting higher operations and maintenance expenses
as compared to the same period in 2002.

                         Other Operations

Westar Energy's other operations include its ownership interest in
ONEOK, discontinued operations and other miscellaneous
investments. Effective the first quarter 2003, the Company
classified its monitored security businesses as discontinued
operations.

Other operations contributed a loss of $138.3 million, or $1.91
per share, for the quarter ended Sept. 30, 2003, compared to
earnings of $4.7 million, or $0.07 per share, for the same period
in 2002. Other operations contributed ongoing earnings of $4.6
million, or $0.06 per share, for the third quarter 2003, compared
to ongoing earnings of $9 million, or $0.13 per share, for the
same period last year.

Other operations contributed a loss of $31.2 million, or $0.43 per
share, for the nine months ended Sept. 30, 2003, compared to a
loss of $715 million, or $10.01 per share, for the same period in
2002. Other operations contributed ongoing earnings of $17.3
million, or $0.24 per share, for the nine months ended Sept. 30,
2003 compared to ongoing earnings of $32.5 million, or $0.45 per
share, for the same period last year. The decline in ongoing
earnings of other operations for the three months ended and nine
months ended Sept. 30, 2003, as compared to the same periods in
2002, results primarily from lower investment earnings from our
holdings in ONEOK due to the sale of a portion of our ONEOK
shares.

Based on continuing negotiations with potential buyers of
Protection One, the Company has taken a further write-down of its
Protection One investment by $165.6 million. This writedown is
consistent with our current estimate of the debt reduction value
from the sale of Protection One of $500 million to $650 million.

Westar Energy, Inc. (NYSE:WR) (S&P/BB+/Developing/--) is the
largest electric utility in Kansas and owns interests in monitored
security businesses and other investments. Westar Energy provides
electric service to about 657,000 customers in the state. Westar
Energy has nearly 6,000 megawatts of electric generation capacity
and operates and coordinates more than 36,600 miles of electric
distribution and transmission lines. The company has total assets
of approximately $6.7 billion, including security company holdings
through ownership of Protection One, Inc. (NYSE: POI). Through its
ownership in ONEOK, Inc. (NYSE: OKE), a Tulsa, Okla.- based
natural gas company, Westar Energy has, prior to completion of the
ONEOK transaction described herein, a 27.5 percent interest in one
of the largest natural gas distribution companies in the nation,
serving nearly 2 million customers.

For more information about Westar Energy, visit http://www.wr.com


WESTPOINT STEVENS: Bank of America Filing Master Proof of Claim
---------------------------------------------------------------
The Bank of America, N.A., as administrative and collateral
agent, and certain other bank lenders are prepetition secured
claimholders against the WestPoint Stevens Debtors arising under
the DIP Credit Agreement, the Collateral Trust Agreement, and
collateral and other ancillary documents executed.

To facilitate the claims processing, to ease the Court's burden
and to reduce any unnecessary expense to the Debtors' estates
which would be incurred by requiring each Bank Lender to file a
separate proof of claim against the Debtors, the Debtors and Bank
of America agree that Bank of America will file a single master
proof of claim on behalf of the other bank lenders on account of
their claims against the Debtors arising under the Loan
Documents.  Upon the filing of the Master Proof of Claim, each
Bank will be deemed to have filed a proof of claim against the
Debtors in respect of their claims against the Debtors arising
under the Loan Documents.  Bank of America may amend the Master
Proof of Claim from time to time to reflect a change in the
claimholders or claim amounts or a reallocation of claims
resulting from any transfer.

Judge Drain approves the parties' stipulation. (WestPoint
Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service,
Inc., 609/392-0900)


WHEELING-PITTSBURGH: U.S. Trust Corp. Discloses 40% Equity Stake
----------------------------------------------------------------
U.S. Trust Corporation and United States Trust Company of New York
beneficially own 4,000,000 shares of the common stock of Wheeling-
Pittsburgh Corporation.  The entities hold sold voting and
dispositive powers over the stock, a holding representing 40% of
the outstanding common stock shares of the Company.

U.S. Trust Corporation is a wholly-owned direct subsidiary of The
Charles Schwab Corporation. Each entity files reports completely
separate and independent from the other. Correspondingly, neither
entity shares with the other any information and/or power with
respect to either the voting and/or disposition of the securities
reported by each.

U.S. Trust, NA, a subsidiary of U.S. Trust Corporation, is
Investment Manager of Wheeling-Pittsburgh's Retiree Plan.


WOMEN FIRST: Will Publish Third-Quarter 2003 Results on Friday
--------------------------------------------------------------
Women First HealthCare, Inc. (Nasdaq:WFHC) announced its 2003
third quarter earnings release date.

On Friday, November 14, 2003, before the market opens, Women First
will issue a press release announcing its financial results for
the third quarter ended September 30, 2003.

Beginning at 8:00 AM Pacific Time (11:00 AM Eastern Time) the same
day, Edward F. Calesa, chairman and CEO, Michael Sember, president
and COO, and Richard G. Vincent, vice president and CFO, will host
a conference call to discuss the results. Discussions may include
forward-looking and other material information.

The November 14 conference call will be broadcast live on the
Internet and will be accessible at CCBN's
http://www.fulldisclosure.comand at http://www.womenfirst.com
Investor Relations, Conference Calls,
http://www.irconnect.com/wfhc/pages/conference.html Windows Media
Player is the required software plug-in and can be downloaded at
no cost from both Web sites.

The conference call will be archived and available on the above
websites for two weeks beginning at approximately 5:00 PM Eastern
Time, Friday, November 14, through 5:00 PM. Eastern Time, Friday,
November 28. A telephone replay of the call will also be available
during this same timeframe and will be accessible by calling (800)
642-1687 (domestic) or (706) 645-9291 (international), conference
code No. 3979754.

Women First HealthCare, Inc. (Nasdaq: WFHC) is a San Diego-based
specialty pharmaceutical company. Founded in 1996, its mission is
to help midlife women make informed choices regarding their health
care and to provide pharmaceutical products--the Company's primary
emphasis--and lifestyle products to meet their needs. Women First
HealthCare is specifically targeted to women age 40+ and their
clinicians. Further information about Women First HealthCare can
be found online at http://www.womenfirst.com About Us and
Investor Relations.

                          *    *    *

At June 30, 2003, the Company's balance sheet shows a working
capital deficit of about $7 million, while total net
capitalization dropped to about $15 million from $46 million six
months ago.

As reported in Troubled Company Reporter's May 15, 2003 edition,
Women First HealthCare Inc. received $2.5 million of new capital
through a private placement of its common stock and completed
agreements to obtain waivers of past defaults and restructure the
terms of both its $28.0 million principal amount of senior secured
notes and convertible redeemable preferred stock issued to finance
the company's acquisition of Vaniqa(R) Cream.


WORLDCOM: Klayman Posts Notice to Employees with SSB Accounts
-------------------------------------------------------------
The law firm of Klayman & Toskes, P.A. -- http://www.nasd-law.com
-- is pursuing an arbitration claim against Salomon Smith Barney,
Inc. with the New York Stock Exchange on behalf of an employee
stock option participant whose highly margined investment
portfolio was over-concentrated in WorldCom (OTC Pink Sheets:
MCIAV MCWEQ WCOEQ) stock.

The claim, (NYSE Case #2003-011460), seeks compensatory damages of
$3,919,706 and alleges specific sales practice violations, most
importantly the concentration of the investor's portfolio and the
failure to recommend hedging strategies known as "zero cost"
dollars to properly protect the investor's concentrated stock
position. Hedging strategies are usually offered to employee stock
option plan participants to protect their concentrated position in
their company stock as a result of the exercise of their stock
options. The alleged unlawful acts took place at Salomon's
Atlanta, Peach Tree Road, branch office.

Smith Barney recently consented to a finding by the New York Stock
Exchange that it failed to adequately supervise its brokers at the
Atlanta, Peachtree Road, branch office who advised WorldCom
employees to exercise their stock options and to hold the
resulting company shares on margin. This advice given to employees
created highly concentrated and leveraged positions in company
stock. The outcome of this advice was the virtual loss of the
employees' retirement "nest egg." The NYSE findings included that
Smith Barney's brokers uniformly made these recommendations
despite the customers' varying risk profiles, investment
experience or investment objectives. These findings confirm the
contentions that have been alleged against Salomon Smith Barney by
K&T on behalf of their WorldCom employee clients since 2001.

A growing trend among investors is to use arbitration as a means
of recovering losses. K&T currently represents numerous employee
stock option participants who were damaged by highly margined,
over-concentrated portfolios.  Arbitration as an alternative path
will ultimately depend on whether the alleged losses are a result
of sales practice violations and whether the alleged damages are
large enough to justify the costs required to file a securities
arbitration claim. Empirical evidence shows that when an investor
suffers losses in larger amounts, usually in excess of $100,000,
an individual dispute resolution process such as an arbitration
claim filed before the New York Stock Exchange or the National
Association of Securities Dealers is the best means of recovering
losses suffered.

The sole purpose of this release is to investigate, on behalf of
our clients, sales practice violations at major brokerage firms.
We would greatly appreciate any information concerning the method
or process used by various brokerage firms with regard to the
handling of investor stock portfolios.  K&T has offices in
California, Florida and New York and represents investors
throughout the nation. If you wish to discuss this announcement or
have information relevant to our securities arbitration claims,
please contact Lawrence L. Klayman, of K&T at 888-997-9956 or
visit http://www.nasd-law.com


ZI CORPORATION: Third Quarter Conference Call Set for Friday
------------------------------------------------------------
Zi Corporation (Nasdaq: ZICA) (TSX: ZIC), a leading provider of
intelligent interface solutions, announced plans to release its
third quarter and nine-month results before the market opens on
Friday, November 14, 2003, and to host a conference call at 9:00
AM Eastern Time that same day.

Conference Call

          Toll free dial-in number:  1-888-208-1812, or
                                     1-719-457-2654

RSVP
          Nathan Abler, Allen & Caron Inc:  949-474-4300 or
          nathan@allencaron.com

Webcast
          A live webcast and 10-day archive of the call can be
          accessed at: http://www.zicorp.com

Recording
          A recording will be available shortly following the
          conference call until 11:59 PM Eastern time on Monday,
          November 17, 2003.

          Toll free in North America: 1-888-203-1112(a)
          International: 1-719-457-0820(a)
          (a) Reservation Number: 583683

Zi Corporation -- http://www.zicorp.com-- is a technology company
that delivers intelligent interface solutions to enhance the user
experience of wireless and consumer technologies. The company's
intelligent predictive text interfaces, eZiTap(TM) and eZiText,
allow users to personalize the device and simplify text entry
providing consumers with easy interaction for short messaging, e-
mail, e-commerce, Web browsing and similar applications in almost
any written language. eZiNet(TM), Zi's new client/network based
data indexing and retrieval solution, increases the usability for
data-centric devices by reducing the number of key strokes
required to access multiple types of data resident on a device, a
network or both. Zi supports its strategic partners and customers
from offices in Asia, Europe and North America. A publicly traded
company, Zi Corporation is listed on the Nasdaq National Market
(ZICA) and the Toronto Stock Exchange (ZIC).

At March 31, 2003, Zi Corporation's balance sheet shows a working
capital deficit of about $2 million.


* New Corporate Disclosure Bankruptcy Rule Takes Effect Dec. 1
--------------------------------------------------------------
New Rule 7007.1 and an amendment to Rule 1007 of the Federal Rules
of Bankruptcy Procedure, promulgated by the United States Supreme
Court and applicable in all bankruptcy cases filed on and afer
December 1, 2003 (and various conforming amendments to Rules 2003,
2009 and 2016), impose a requirement on corporations to file a
corporate ownership statement when the corporation is either a
debtor (FRBP 1007, as amended) or a party to an adversary
proceeding (new FRBP 7007.1).  For corporate debtors, the
corporate ownership statement is due at the time of the filing of
the petition.  For corporate parties to an adversary proceeding,
the corporate ownership statement should be filed with the first
pleading.  The corporate ownership statement should identify any
other corporation owning ten percent or more of the corporate
filer's stock.

The purpose of the new corporate disclosure requirement is to
provide the court with some of the information necessary to make
judicial disqualification decisions.  It is modeled on similar
disclosure provisions in the Federal Rules of Appellate, Civil,
and Criminal Procedure.

Requiring debtors to file the statement, the Advisory Committee
explains, provides the court with an opportunity to make judicial
disqualification determinations at the outset of the case.  This
could reduce problems later in the case by preventing the initial
assignment of the case to a judge who holds a financial interest
in a parent company of the debtor or some other entity that holds
a significant ownership interest in the debtor.
Moreover, by including the disclosure statement filing requirement
at the commencement of the case, the debtor does not have to make
the same disclosure filing each time it is involved in an
adversary proceeding throughout the case.  The debtor also must
file supplemental statements as changes in ownership might arise.
The Advisory Committee notes that this new rule does not prohibit
the adoption of local rules requiring disclosures beyond what Rule
7007.1 requires.


* Steelworkers Condemn WTO Rejection of U.S. Steel Tariff
---------------------------------------------------------
Leo W. Gerard, International President of the United Steelworkers
of America, issued the following statement in response to today's
determination by the World Trade Organization that the U.S.
government's steel safeguard tariffs are "illegal."

"[Mon]day's ruling is the latest in a long line of WTO decisions
undercutting America by overriding our trade laws and the nation's
ability to make sovereign decisions in the interest of the
American economy and the American people," Gerard said.

"The decision undoubtedly confronts Mr. Bush with a test of wills.
Will he exercise his sovereign right as President to protect the
jobs and survival of the entire American steel industry, or will
he knuckle under to the threat of economic blackmail being leveled
by the European Union?"

Gerard pointed out that since the steel crisis began, more than
300,000 active and retired American steelworkers have
unnecessarily paid the burden of unfair trade.

"We've reached a crucial crossroad in how this country and this
President address the rules of fair trade. Our government and the
American steel industry have diligently complied with the WTO
safeguard procedures. A long process of public fact finding by our
trade commission has documented irrefutable evidence of unfair
trade by foreign steel producers.

"Now it's come down to whether or not the President will stand by
his decision to combat unfair trade by enforcing America's trade
laws."

The USWA president cited the consequences of the assault since
1998 on American steel, listing 42 companies forced into
bankruptcy, more than 50,000 steelworkers who have lost their
jobs, and government takeover of pension plans for 17 steel
companies involving 240,000 participants and nearly $7 billion in
unfunded pension benefits.


* Meetings, Conferences and Seminars
------------------------------------
November 12-14, 2003
     AMERICAN BANKRUPTCY INSTITUTE
          Litigation Skills Symposium
               Emory University, Atlanta, GA
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

November 18, 2003
     NEW YORK INSTITUTE OF CREDIT
          Joint Cocktail Partyu with TMA Chapters NY, LI, NJ
               Contact: info@nyic.org; 212-629-8686

November 18, 2003
     NEW YORK INSTITUTE OF CREDIT
          NICHE Players in Alternative Lending Markets
               Contact: info@nyic.org; 212-629-8686

November 19, 2003
     NEW YORK INSTITUTE OF CREDIT
          Joint Event with Nassau Bar Association
               Melville New York Hilton
                    Contact: info@nyic.org; 212-629-8686

December 1-2, 2003
     RENAISSANCE AMERICAN MANAGEMENT, INC.
          Distressed Investing
               The Plaza Hotel, New York City, NY
                    Contact: 800-726-2524 or
                             http://renaissanceamerican.com

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

February 5-7, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          Rocky Mountain Bankruptcy Conference
               Westin Tabor Center, Denver, CO
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

March 5, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          Bankruptcy Battleground West
               The Century Plaza, Los Angeles, CA
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

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

April 29-May 1, 2004
     ALI-ABA
          Partnerships, LLCs, and LLPs: Uniform Acts, Taxation,
               Drafting, Securities, and Bankruptcy
                    Fairmont Hotel, New Orleans
                         Contact: 1-800-CLE-NEWS or
                                  http://www.ali-aba.org

May 3, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          New York City Bankruptcy Conference
               Millennium Broadway Conference Center, New York, NY
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

June 2-5, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          Central States Bankruptcy Workshop
               Grand Traverse Resort, Traverse City, MI
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

June 24-26,2004
     AMERICAN BANKRUPTCY INSTITUTE
          Hawaii Bankruptcy Workshop
               Hyatt Regency Kauai, Kauai, Hawaii
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

July 15-18, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          The Mount Washington Hotel
               Bretton Woods, NH
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

July 28-31, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          Southeast Bankruptcy Workshop
             The Ritz-Carlton Reynolds Plantation, Lake Oconee, GA
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

September 18-21, 2004
     AMERICAN BANKRUPTCY INSTITUTE
          Southwest Bankruptcy Conference
               The Bellagio, Las Vegas, NV
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

October 10-13, 2004
     NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
          Seventy Seventh Annual Meeting
               Nashville, TN
                    Contact: http://www.ncbj.org/

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

April 28- May 1, 2005
     AMERICAN BANKRUPTCY INSTITUTE
          Annual Spring Meeting
               J.W. Marriot, Washington, DC
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

July 14 -17, 2005
     AMERICAN BANKRUPTCY INSTITUTE
          Ocean Edge Resort, Brewster, MA
               Contact: 1-703-739-0800 or http://www.abiworld.org

July 27- 30, 2005
     AMERICAN BANKRUPTCY INSTITUTE
          Southeast Bankruptcy Workshop
               Kiawah Island Resort and Spa, Kiawah Island, SC
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

November 2-5, 2005
     NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
          Seventy Eighth Annual Meeting
               San Antonio, TX
                    Contact: http://www.ncbj.org/

December 1-3, 2005
     AMERICAN BANKRUPTCY INSTITUTE
          Winter Leadership Conference
               Hyatt Grand Champions Resort, Indian Wells, CA
                    Contact: 1-703-739-0800 or
                             http://www.abiworld.org

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

                          *********

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., Fairless Hills, Pennsylvania,
USA, and Beard Group, Inc., Frederick, Maryland 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 ***