TCR_Public/031230.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

           Tuesday, December 30, 2003, Vol. 7, No. 256

                          Headlines

AES CORP: Will Redeem $19.7MM of Outstanding 10% Sr. Sec. Notes
AES CORP: Completes Sale of 39% Stake in AES Oasis for $150 Mil.
AES CORP: Panama Unit Completes $320-Mil. Financing Transaction
AFFILIATED FOODS: Taps Rosenstein Fist as Chapter 11 Attorney
ALLEGIANCE TELECOM: Bankruptcy Raises Going Concern Uncertainty

ALZHEIMER'S DISEASE: Case Summary & Largest Unsecured Creditors
AMERCO: Plan Solicitation Period Intact Until February 28
AMERICA WEST: Inks Agreements to Acquire Four Aircraft in 2004
AMERICAN GREETINGS: Third-Quarter Results Show Solid Performance
AMKOR TECHNOLOGY: Will Present at Needham Conference on Jan. 8

ANC RENTAL: Creditors' Ballots are Due Today
ANTEON INT'L: Completes Tender Offer for 12% Senior Sub. Notes
ASANTE TECH.: Ramius Capital, et al. Disclose 5.28% Equity Stake
ASBURY AUTOMOTIVE: Completes $200MM Senior Sub. Debt Offering
ATLANTIC COAST: Lauds Mesa's Decision to Terminate Take-Over Bid

AURORA FOODS: Intends to Afford Critical Vendor Claims Priority
AVANI INTERNATIONAL: Recurring Losses Raise Going Concern Doubt
BAXTER UTILITIES: Case Summary & 20 Largest Unsecured Creditors
BIOVAIL: Terminates Co-Promote Arrangement with Reliant Pharma.
BLOUNT INT'L: Thomas J. Fruechtel Elected to Board of Directors

BRIDGE INFORMATION: Court Approves Nasdaq Claim Settlement Pact
CAMBEX: Working Capital Deficit Raises Going Concern Doubt
CONSOL ENERGY: Reports Lower Coal Production in November 2003
CONSTAR INT'L: Arranges New $75-Million Second Lien Term Loan
COVANTA ENERGY: Provides Overview of Second Joint Plan of Reorg.

DA CONSULTING: Commences Chapter 7 Liquidation in Houston, Texas
DA CONSULTING: Voluntary Chapter 7 Case Summary
DELTA WOODSIDE: Appoints Michael R. Harmon to Board of Directors
DII INDUSTRIES: Court Waives Investment and Deposit Guidelines
DIRECTV LATIN: Removal Period Extension Hearing Set for Jan. 9

DUANE READE: Oak Hill Capital Partner Agrees to Acquire Company
EL PASO: Gets Regulatory Nod to Complete East Power Asset Sale
EL PASO: Prices Shares Offering for Western Energy Settlement
ELAN CORP: Selling European Sales and Marketing Biz. for $120MM
EMMIS COMMS: Selling Controlling Interest in Votionis SA for $7M

ENRON: ENA Wants Clearance to Sell Overriding Royalty Interests
EXIDE TECHNOLOGIES: Hires Monroe Mendelsohn as Expert Witness
FAIRFAX FINANCIAL: Declares Annual Dividend Payable on Jan. 28
FAO INC: Inks $20 Mill. Pact to Sell Certain FAO Schwartz Assets
FFP OPERATING: Committee Turns to KPMG for Financial Advice

FLEMING: Wants Nod to Terminate JP Morgan/Chase Letter of Credit
FMC: Lenders Cut Term Loan Facility Margin by 225 Basis Points
FRIENDS IVORY: New York-Based Trust Company Dissolves
GINGISS GROUP: Lowenstein Sandler Serving as Committee's Counsel
GLOBAL CROSSING: Files Quarterly and Current Reports with SEC

HASBRO INC: Wizards of the Coast Will Close Retail Stores
HAYES LEMMERZ: Lacks Industries Wants $12M Admin Expense Payment
IMC GLOBAL: Will Propose Merger Deal to Phosphate Resource
ISLE OF CAPRI: Names Marlon Phoenix to Head Mississippi Property
KAISER ALUMINUM: Retirees' Committee Taps FTI as Fin'l Advisor

L-3: Clarifies Acquisition of IPICOM Defense & Aerospace Assets
LAIDLAW INT'L: Will Publish 1st-Quarter 2004 Results on Jan. 13
LAIDLAW INC: Laidlaw Int'l Discloses Post-Confirmation Exposure
LCM ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
MARINER HEALTH: Highland Discloses Transactions on Securities

MCMORAN EXPLORATION: James R. Moffett Reports 8.9% Equity Stake
MEDINEX SYSTEMS: David Smith Discloses 19.8% Equity Stake
MERCER INT'L: Adopts Shareholder Protection Rights Plan
MIKOHN GAMING: EVP Denny Garcia Will Retire Effective Dec. 31
MIRANT: Federal Judge Denies Request to Terminate Pepco Pacts

MIRANT CORP: Mirant Americas Sues City of Vernon to Recoup $14MM
MKTG SERVICES: Formally Changes Name to Media Services Group Inc
NAT'L CENTURY: Wants to Expand American Express Engagement Scope
NAT'L STEEL: Intends to Adopt Retirees Benefit Trust Amendment
NRG ENERGY: Secures Court Approval for GE Settlement Agreement

OLYMPIC WORLD: Three Directors at Royal Olympic Cruise Resign
OWENS CORNING: Solicitation Exclusivity Intact Until July 1
OXFORD AUTOMOTIVE: Delivers Q2 Report Letter to New Bondholders
PACIFIC GAS: Secures Nod to Compromises Claims Against El Paso
PARMALAT GROUP: Clesa S.A. Distances Itself from Parmalat Parent

PENN TREATY AMERICAN: Adds Peter M. Ross to Board of Directors
PG&E NATIONAL: Court Okays KPMG Engagement as Internal Auditor
REDBACK NETWORKS: Earns Nod to Hire Pachulski Stang as Co-Counsel
RELIANCE: Liquidation Gets Nod for Coast Insurance Settlement
REMEDENT USA: Sept. 30 Balance Sheet Upside-Down by $860,000

RICA FOODS: Avicola Campesinos Acquires 77.2% Equity Stake
SELECT MEDICAL: Posts Stock Price Adjustment After Reverse Split
SOLUTIA INC: Will Honor & Pay $5-Mill. of Critical Vendor Claims
SO. CALIF. EDISON: Will Redeem Three Series of Outstanding Bonds
SPARTAN STORES: Secures $185 Million in New Credit Facilities

SPIEGEL GROUP: Proposes Uniform Hilco & Ozer Bidding Procedures
SPX CORP: Will Pay Down $200MM of Term Loan Owed to JP Morgan
STAR PRINTING: Case Summary & 20 Largest Unsecured Creditors
STOLT-NIELSEN: Covenant Default Waivers Extended Until May 21
STOLT OFFSHORE: Extraordinary Shareholders' Meeting on Jan. 19

SYNDICATED FOOD: Capital Deficits Raise Going Concern Doubt
TESORO PETROLEUM: Completes Divestiture of Marine Services
TEXAS PETROCHEMICALS: Court Fixes Jan. 17, 2004 Claims Bar Date
TEXAS PETROCHEMICALS: Court Expected to Consider Plans Next Month
THAXTON GROUP: Committee Taps Moses & Singer as Attorneys

TRANS ENERGY: Sept. 30 Balance Sheet Upside-Down by $5 Million
TRI-UNION: Brings-In Gibbs & Bruns as Special Litigation Counsel
TRUE RELIGION: Hires Stonefield Josephson as External Auditors
UAL CORP: Reports Improved November 2003 Financial Results
UNITED AIRLINES: Mesa Confirms Termination of MOU with United

UNIVERSAL HEALTH: Will Purchase Lakeland Medical Center in Jan.
VERIDIUM CORP: Completes Financing and Debt Restructuring Deals
WABASH NATIONAL: Sells Remaining Finance Portfolio to Milestone
WESTERN UNITED: Goes into Voluntary Administrative Supervision
WESTERN UNITED: Will Appeal AMEX Delisting Determination

WESTERN UNITED: A.M. Best Junks Financial Strength Ratings
WORLDCOM INC: Resolves Claims Dispute with NTS Communications

* Large Companies with Insolvent Balance Sheets

                          *********

AES CORP: Will Redeem $19.7MM of Outstanding 10% Sr. Sec. Notes
---------------------------------------------------------------
The AES Corporation (NYSE:AES) has called for redemption
$19,719,000 aggregate principal amount of its outstanding 10%
Senior Secured Notes due 2005. The notes will be redeemed on a pro
rata basis on January 22, 2004 at a redemption price equal to 100%
of the principal amount thereof to be redeemed plus accrued and
unpaid interest to the redemption date.

The redemption is being made out of "excess asset sale proceeds"
and reflects the portion of asset sale proceeds allocable to the
notes primarily from AES's sale of a minority interest in AES
Oasis Limited.

AES -- whose senior unsecured debt is rated at 'B' by Fitch -- is
a leading global power company comprised of contract generation,
competitive supply, large utilities and growth distribution
businesses.

The company's generating assets include interests in 118
facilities totaling over 45 gigawatts of capacity, in 28
countries. AES's electricity distribution network sells 89,614
gigawatt hours per year to over 11 million end-use customers.

For more general information visit http://www.aes.com/


AES CORP: Completes Sale of 39% Stake in AES Oasis for $150 Mil.
----------------------------------------------------------------
The AES Corporation (NYSE:AES) completed the sale of approximately
39% of its interest in AES Oasis Limited for $150 million to the
IDB Infrastructure Fund L.P., managed by Emerging Markets
Partnership (Bahrain) E.C.

AES Oasis is a newly created company which owns a 90% interest in
each of AES Lalpir and AES Pakgen, two oil-fired plants totaling
695 MW in Pakistan; and an 85% interest in AES Barka, a 427 MW &
20 MIGD power generation and water desalination plant in the
Sultanate of Oman.

Paul Hanrahan, President and Chief Executive Officer of AES
commented, "We are very pleased to have the IDB Infrastructure
Fund as our partner. In addition to the value that the Fund can
add to our existing businesses in AES Oasis, its participation as
a strategic partner will also be helpful in identifying quality
growth opportunities in the region."

AES -- whose senior unsecured debt is rated at 'B' by Fitch -- is
a leading global power company comprised of contract generation,
competitive supply, large utilities and growth distribution
businesses.

The company's generating assets include interests in 118
facilities totaling over 45 gigawatts of capacity, in 28
countries. AES's electricity distribution network sells 89,614
gigawatt hours per year to over 11 million end-use customers.

For more general information visit http://www.aes.com/


AES CORP: Panama Unit Completes $320-Mil. Financing Transaction
---------------------------------------------------------------
The AES Corporation's (NYSE:AES) subsidiary, AES Panama, closed a
$320 million financing for its portfolio of power facilities in
Panama, replacing a construction facility closed in September
2002. The four tranche transaction involved a local and
international bank facility, an institutional facility and an
export credit guaranteed facility with tenors ranging from ten to
fifteen years. The non-recourse financing involves 18
institutions, and received an international investment grade
rating of "BBB-" (Triple B Minus) from Fitch Ratings.

"We are very pleased with this transaction," stated Paul Hanrahan,
President and Chief Executive Officer of AES. "The success of this
financing underscores the fact that a well-managed generation
portfolio with solid fundamentals, such as AES Panama, can attract
capital despite the limited appetite of banks to lend to the power
sector."

AES Panama, the largest electric generating company in Panama,
owns three operating hydroelectric facilities and one thermal
facility totaling 500MW: the recently completed 120MW Esti hydro
facility, the 90MW Chiriqui facility, the 248MW Bayano facility,
and the 42MW thermal facility. The Bayano facility, is also
completing an expansion and upgrade that included the addition of
a third unit as well as rehabilitation and upgrade of two existing
units, which will increase the overall installed capacity of AES
Panama to 512MW when the last upgrade is completed in March 2004.

"AES Panama is delighted to have achieved this financing for our
strong portfolio of assets." said David Sundstrom, President and
General Manager of AES Panama. "With the participation of
Panamanian and international banks, and institutional investors,
we are also pleased to have achieved the largest private financing
in the history of the Panama banking sector."

AES -- whose senior unsecured debt is rated at 'B' by Fitch -- is
a leading global power company comprised of contract generation,
competitive supply, large utilities and growth distribution
businesses.

The company's generating assets include interests in 118
facilities totaling over 45 gigawatts of capacity, in 28
countries. AES's electricity distribution network sells 89,614
gigawatt hours per year to over 11 million end-use customers.

For more general information visit http://www.aes.com/


AFFILIATED FOODS: Taps Rosenstein Fist as Chapter 11 Attorney
-------------------------------------------------------------
Affiliated Food Stores, Inc., is asking the U.S. Bankruptcy Court
for the Northern District of Oklahoma for authority to appoint
Rosenstein, Fist & Ringold, PC as its counsel in this case.

Rosenstein Fist, in the ordinary course of representing the
Debtor, has brought and continues to pursue collection actions
customers who are stockholders of the Debtors or hold patronage
certificates issued by Affiliated. The Debtor tells the Court that
it needs the continued services of Rosenstein Fist in this case.

Rosenstein Fist consists of licensed attorneys who:

      a) are well-qualified in bankruptcy matters,

      b) do not hold or represent an interest adverse to the
         estate;

      c) are disinterested persons;

      d) have not serves as examiners in this case; and

      e) do not, in connection with this case, represent a
         creditor.

Rosenstein Fist is familiar with the Debtor's corporate financial
structure and its business operations.  Rosenstein Fist has served
the Debtor for about 65 years.

The professionals who will be working in this case, and their
current rates, are:

          J. Douglas Mann       $225 per hour
          John E. Howland       $210 per hour
          Jerry Zimmerman       $205 per hour
          Bryan K. Drummond     $155 per hour
          Eric D. Wade          $130 per hour
          Jeannie Anthony       $65 per hour

Affiliated Food Stores, Inc., a retailer headquartered in Abilene,
Texas, filed for chapter 11 protection on December 2, 2003 (Bankr.
N.D. Okla. Case No. 03-07101).  John E. Howland, Esq., at
Rosenstein, Fist & Ringold represents the Debtor in its
restructuring efforts. When the Company filed for protection from
its creditors, it listed $17,387,901 in total assets and
$14,505,402 in total debts.


ALLEGIANCE TELECOM: Bankruptcy Raises Going Concern Uncertainty
---------------------------------------------------------------
Allegiance Telecom, Inc., is a facilities-based national local
exchange carrier that provides integrated telecommunications
services to business, government and other institutional users in
major metropolitan areas across the United States of America and
it is focused primarily on small to medium-sized businesses.
Allegiance Telecom,Inc. was incorporated on April 22, 1997, as a
Delaware corporation.

The Company provides service in major metropolitan areas in the
United States of America as follows: Atlanta, Austin, Baltimore,
Boston, Chicago, Cleveland, Dallas, Denver, Detroit, Fort
Lauderdale, Fort Worth, Houston, Long Island, Los Angeles, Miami,
Minneapolis/St. Paul, New York City, Northern New Jersey, Oakland,
Ontario/Riverside, Orange County, Philadelphia, Phoenix,
Pittsburgh, Portland, Sacramento, St. Louis, San Antonio, San
Diego, San Francisco, San Jose, Seattle, Tampa, Washington, D.C.,
West Palm Beach/Boca Raton and White Plains.

On May 14, 2003, Allegiance Telecom, Inc. and all of its direct
and indirect wholly owned subsidiaries filed voluntary petitions
for relief under Chapter 11 of the United States Bankruptcy Code
in the United States Bankruptcy Court for the Southern District of
New York in order to facilitate the restructuring of the Company's
debt, trade liabilities and other obligations. The Company is
currently operating as "debtors-in-possession" under the
jurisdiction of the Bankruptcy Court and in accordance with the
applicable provisions of the Bankruptcy Code, the Federal Rules of
Bankruptcy Procedure and applicable court orders. In general, as
debtors-in-possession, the Company is authorized under Chapter 11
to continue to operate as an ongoing business, but may not engage
in transactions outside the ordinary course of business without
the prior approval of the Bankruptcy Court.

There is substantial doubt about the Company's ability to continue
as a going concern. The ability of the Company to continue as a
going concern is dependent upon, but not limited to, formulation,
approval, and confirmation of a plan of reorganization and the
ability to obtain positive results of operations.  Because of the
ongoing nature of the reorganization cases, the outcome of which
is not presently determinable, the unaudited condensed
consolidated financial statements of the Company are subject to
material uncertainties. Allegiance Telecom has indicated that it
can give no assurance that the Company will be successful in
reorganizing its affairs within the Chapter 11 bankruptcy
proceedings.


ALZHEIMER'S DISEASE: Case Summary & Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: Alzheimer's Disease Alliance of Western
             Pennsylvania, Inc.
             dba Alzheimer's Disease Alliance
             5180 Campbell's Run Rd.
             Pittsburgh, Pennsylvania 15205

Bankruptcy Case No.: 03-35706

Debtor affiliates filing separate chapter 11 petitions:

     Entity                                     Case No.
     ------                                     --------
     Ronald Reagan Atrium I Nursing             03-35808
     Rehabilitation & Alzheimer's Research
     Center, Inc.

Type of Business: The Debtor is a health care organization
                  devoted to finding a cure for Alzheimer's
                  disease. See http://www.alzheimersdisease.org/
                  for more information.

Chapter 11 Petition Date: December 18, 2003

Court: Western District of Pennsylvania (Pittsburgh)

Judge: Bernard Markovitz

Debtors' Counsel: Lawrence C. Bolla, Esq.
                  Quinn Buseck Leemhuis Toohey & Kroto Inc.
                  2222 West Grandview Boulevard
                  Erie, PA 16506-4508
                  Tel: 814-833-2222

                              Estimated Assets  Estimated Debts
                              ----------------  ---------------
Alzheimer's Disease Alliance  $10 M to $50 M    $500,000 to $1 M
of Western Pennsylvania, Inc.

Ronald Reagan Atrium I        $1 M to $10 M     $500,000 to $1 M
Nursing Rehabilitation &
Rehabilitation & Alzheimer's
Research Center, Inc.

A. Alzheimer's Disease Alliance's 11 Largest Unsecured Creditors:

Entity                                  Claim Amount
------                                  ------------
Omni Health Care                            $190,000

U.S. Food Service, Inc.                     $180,000

Cappozzi & Assciates                        $130,000

Medline Health Care Professionals, Inc.      $40,000

Duquesne Light                               $40,000

American Medical Staffing Svc.               $40,000

Equitable Gas                                $30,000

Lawrence Zuraqsky, Esq.                      $30,000


Ruth J. Lawry and Thomas J. Lawry, Sr.            $1

Mahmood Ahmed Usman                               $1

Estate of Mabel Taylor                            $1

B. Ronald Reagan Atrium I's 11 Largest Unsecured Creditors:

Entity                                  Claim Amount
------                                  ------------
Alzheimer's Disease Alliance of           $1,000,000
Western Pennsylvania
5180 Campbell 's Run Rd.
Pittsburgh, PA 15205

U.S. Food Service, Inc.                     $150,000

Omnicare Healthcare                         $150,000

Capozzi & Associates                        $120,000

American Medical Staffing                    $34,000

Mahmood Ahmed Usman                          $25,010

Lawrence Zuraqsky, Esq.                      $25,000

Robinson Emergency Medical Service           $25,000

Robinson Twp. Water Authority                $25,000

Blackburn's Pharmacy                         $20,000

Medline Health Care Professionals, Inc.      $20,000


AMERCO: Plan Solicitation Period Intact Until February 28
---------------------------------------------------------
U.S. Bankruptcy Court Judge Zive extended the AMERCO Debtors'
exclusive right to solicit acceptances of the Plan until
February 28, 2004, without prejudice to seek further extension.
(AMERCO Bankruptcy News, Issue No. 16 Bankruptcy Creditors'
Service, Inc., 215/945-7000)


AMERICA WEST: Inks Agreements to Acquire Four Aircraft in 2004
--------------------------------------------------------------
America West Airlines (NYSE: AWA) reached agreements with lessors
to add four aircraft to its fleet in 2004.  The airline previously
announced its plans to increase capacity by 10 percent during 2004
through a combination of increased utilization and additional
aircraft.  

With the acquisition of these four aircraft and the scheduled
delivery of two additional airplanes in late 2004, America West
now has sufficient capacity to meet its growth plans for 2004.

The airline has signed a lease agreement for one Airbus A320
aircraft from Boullioun Aviation Services, Inc., and a Letter of
Intent for three additional A320 aircraft from International Lease
Finance Corporation. The length of these lease agreements range
from four to seven years, and all aircraft are expected to be in
service by June 1, 2004.

"With the successful transformation of America West into a full-
service, low-fare carrier, and with increasing consumer demand for
our service, we believe we are in the right position to grow,"
said Doug Parker, chairman and chief executive officer.  "This is
great news for customers who will have more opportunities to take
advantage of America West's competitive fares and outstanding
service.  It is also great news for the America West team as we
have already begun hiring in every labor group and expect to hire
more than 1,000 new employees in 2004."

Founded in 1983 and proudly celebrating its 20-year anniversary in
2003, America West Airlines (Fitch, CCC Senior Unsecured Debt
Rating, Stable Outlook) is the nation's second largest low-fare
airline and the only carrier formed since deregulation to achieve
major airline status. America West's 13,000 employees serve nearly
55,000 customers a day in 93 destinations in the U.S., Canada,
Mexico and Costa Rica.


AMERICAN GREETINGS: Third-Quarter Results Show Solid Performance
----------------------------------------------------------------
American Greetings Corporation (NYSE: AM) announced results in
line with its estimate for the third quarter of fiscal 2004. The
Corporation also announced the repurchase of $63.6 million of its
11.75 percent subordinated notes.

American Greetings reported net income of $46.4 million, or 60
cents per share, on net sales of $616.0 million, for the fiscal
2004 third quarter ended Nov. 30, 2003 (all per-share amounts
assume dilution). Included in this quarter's results are $13.8
million in costs related to the debt repurchase. Excluding these
costs, American Greetings realized earnings per share of 70 cents
on net income of $54.1 million. These results compare to net
income of $47.0 million, or 62 cents per share, on net sales of
$588.8 million in the third quarter last year.

The Corporation reported net income of $56.4 million, or 78 cents
per share, on net sales of $1.5 billion, for the first three
quarters of fiscal 2004. Included in the year-to-date results are
$18.4 million of costs incurred in the first and third fiscal
quarters for debt repurchases totaling $181.6 million. Excluding
these costs, American Greetings realized earnings per share of 91
cents on net income of $66.7 million for the first three quarters.
Last year, the Corporation reported net income of $75.7 million,
or $1.03 per share, on net sales of $1.5 billion for the same
period. Last year's results include a $12.0 million pretax gain
from the sale of an equity investment.

EBITDA for the third quarter of fiscal 2004 was $121.9 million,
compared to $113.4 million in the third quarter of fiscal 2003.
EBITDA for the trailing four quarters ended Nov. 30, 2003, was
$321.6 million, compared to EBITDA for the year-ago trailing four
quarters of $343.4 million. Last year's results include a $12.0
million pretax gain from the sale of an equity investment. EBITDA
represents a non-GAAP financial measure, and is presented because
certain of the Corporation's credit agreement covenants
incorporate EBITDA as a component of their calculations.

                Management Comments and Outlook

"We are satisfied with our year-to-date performance, including our
recent debt repurchases; however, despite strong sales and cash
flow in the third quarter, early holiday sales are below our
expectations," said Chief Executive Officer Zev Weiss. "This
softness in our seasonal business will most likely impact our
greeting card, gift wrap and retail operations in the fourth
quarter. As a result, we are revising our earnings per share
estimate for the full fiscal year 2004 to $1.48 to $1.53."

American Greetings Corporation (NYSE: AM) (S&P, BB+ Subordinated
Debt Rating, Stable) is one of the world's largest manufacturers
of social expression products. Along with greeting cards, its
product lines include gift wrap, party goods, reading glasses,
candles, stationery, calendars, educational products, ornaments
and electronic greetings. Located in Cleveland, Ohio, American
Greetings generates annual net sales of approximately $2 billion.
For more information on the Corporation, visit
http://corporate.americangreetings.com/    


AMKOR TECHNOLOGY: Will Present at Needham Conference on Jan. 8
--------------------------------------------------------------
Amkor Technology, Inc. (Nasdaq: AMKR) will be presenting at the
Needham Sixth Annual Growth Conference on January 8, 2004 at the
New York Palace Hotel in New York, NY. Jeffrey Luth, Vice
President, Corporate Communications, is scheduled to present at
3:30 p.m. Eastern time.

A live webcast of the presentation can be accessed via the
Investor Relations section of Amkor's website:
http://www.amkor.com/ An archived replay will be available  
following the live presentation.

Amkor Technology, Inc. (S&P, B Corporate Credit and Senior Debt
Ratings, Stable) is the world's largest provider of contract
semiconductor assembly and test services.  The company offers
semiconductor companies and electronics OEMs a complete set of
microelectronic design and manufacturing services.  More
information on Amkor is available from the company's SEC filings
and on Amkor's Web site: http://www.amkor.com/


ANC RENTAL: Creditors' Ballots are Due Today
--------------------------------------------
On November 19, 2003, the U.S. Bankruptcy Court for the District
of Delaware ruled on the adequacy of the Disclosure Statement
prepared by ANC Rental Corporation and its debtor-affiliates to
explain their Liquidating Chapter 11 Plan.  The Court found that
the Disclosure Statement, pursuant to Section 1125 of the
Bankruptcy Code, contains the right kind and amount of information
to enable creditors to make informed decisions whether to accept
or reject the Plan.

The Liquidating Plan is already in Creditors' hands and they are
making those decisions.  Creditors mist return their ballots to
the address indicated on the ballot before 4:00 p.m. Eastern Time
today.

The Honorable Mary F. Walrath will convene a hearing to consider
confirmation of the Debtors' Plan on January 7, 2003, at 10:30
a.m. Eastern Time.

Objections to confirmation of the Debtors' Plan must be filed with
the Bankruptcy Court before 4:00 p.m. today, with copies sent to:

        1. Co-Counsel for the Debtors
           Fried, Frank, Harris, Shriver & Jacobson
           One New York, NY 10004
           Attn: Janice McAvoy, Esq.

        2. Co-Counsel for the Debtors
           Blank Rome LLP - Delaware
           1201 Market Street
           Suite 800
           Wilmington, Delaware 19801
           Attn: Bonnie Fatell, Esq.

        3. Co-Counsel for the Committee
           Wilmer, Cutler & Pickering
           399 Park Avenue
           New York, NY 10022
           Attn: Andrew N. Goldman, Esq.
                 Adam C. Dembrow, Esq.

        4. Co-Counsel for the Committee
           Young, Conaway, Stargatt & Taylor LLP
           The Brandywine Building
           1000 West Street
           17th Floor
           PO Box 391
           Wilmington, DE 19899-0391
           Attn: Brendan L. Shannon, Esq.

        5. The Office of the United States Trustee
           J. Caleb Boggs Federal Building
           844 King Street
           Suite 2313
           Wilmington, DE 19801
           Attn: Margaret Harrison, Esq.

ANC Rental Corporation, headquartered in Fort Lauderdale, is one
of the world's largest car rental companies. The Company filed for
Chapter 11 relief on November 13, 2001, (Bankr. Del. Case No. 01-
11200). Bonnie Glantz Fatell, Esq., at Blank Rome Comisky &
McCouley, LLP and Janice McAvery, Esq., at Fried, Frank, Harris,
Shriver & Jacobson represent the Debtors in their liquidating
efforts.


ANTEON INT'L: Completes Tender Offer for 12% Senior Sub. Notes
--------------------------------------------------------------
Anteon International Corporation (NYSE: ANT), a leading
information technology and systems engineering and integration
company, has purchased $73,124,000 in aggregate principal amount
of its outstanding 12% Senior Subordinated Notes due 2009 that
were tendered as of 12:00 a.m., Eastern Standard Time, on
December 19, 2003.

Approximately $1,876,000 in aggregate principal amount of the
Notes remains outstanding as of the expiration date of the tender
offer.

The repurchase price for the Notes was $1,110.95 per $1,000
principal amount of Notes, which included accrued and unpaid
interest of $12.67 per $1,000 in principal amount of Notes up to,
but not including, December 23, 2003, the payment date, and a
consent payment of $20.00 per $1,000 principal amount of Notes
tendered prior to the Consent Date. The repurchase price for those
Notes tendered after the Consent Date was $1,090.95 per $1,000
principal amount of Notes, which excludes the consent payment of
$20.00 per $1,000 principal amount of Notes. The aggregate
repurchase price for all Notes validly surrendered for repurchase
and not withdrawn was approximately $81,227,107.80.

Anteon also announced the closing of certain amendments to its
existing credit agreement. Anteon's amended credit agreement
consists of a new $150,000,000 term loan facility with a maturity
date of December 31, 2010, and a $200,000,000 revolving loan
facility with a maturity date of December 31, 2008. The proceeds
of the new term loan facility will be used to pay the
consideration for the tender offer and consent solicitation, to
pay down Anteon's existing term loan under the credit agreement,
to pay associated fees in connection with the amendment of its
credit agreement and to repay currently outstanding revolving
credit borrowings.

As a result of these refinancing activities, Anteon will incur a
one-time charge in the fourth quarter of 2003 for the premiums
paid to the holders of the Notes and to expense deferred financing
costs of approximately $10.1 million, or $.17 per share. The new
term loan facility is priced at LIBOR plus 200 basis points and
will result in estimated interest savings of approximately $6
million, or between $.09 and $.10 per share in 2004. Anteon
expects to benefit from lower borrowing costs and additional
acquisition debt capacity for the term of the amended credit
agreement.

Anteon (S&P, BB Corporate Credit Rating, Stable), headquartered in
Fairfax, Virginia, is a leading information technology and
engineering solutions company providing support to the federal
government and international sectors. For over 27 years, the
Company has designed, integrated, maintained and upgraded state-
of-the-art systems for national defense, intelligence, emergency
response and other high priority government missions. Anteon also
provides many of its government clients with the systems analysis,
integration and program management skills necessary to manage the
development and operations of their mission critical systems. For
2002, Anteon reported revenues of $826 million with a year-end
personnel strength of approximately 5,900 employees. The Company
acquired Information Spectrum, Inc. in May 2003 and currently has
approximately 7,400 employees in more than 100 offices worldwide.
Anteon frequently ranks among the top information technology
integrators based on independent surveys, and was recently named
one of the world's top 100 information technology companies in
Business Week's INFOTECH 100 Annual Report (2003). For more
information, visit http://www.anteon.com/


ASANTE TECH.: Ramius Capital, et al. Disclose 5.28% Equity Stake
----------------------------------------------------------------
Ramius Capital Group, L.L.C., RCG Carpathia Master Fund, Ltd.,
SPhinX Distressed (RCG Carpathia), Segregated Portfolio, (SPhinX
Distressed (RCG Carpathia), Segregated Portfolio is not a legal
entity, but is a segregated account of SPhinX Distressed Fund,
SPC, a Cayman Islands company.), Ramius Securities, L.L.C., C4S &
Co., L.L.C., Peter A. Cohen, Morgan B. Stark, and Thomas W.
Strauss beneficially own 533,620 shares of the common stock of
Asante Technologies, Inc.  The amount held represents
approximately 5.28% of the outstanding common stock of Asante
Technologies, based on the Company's financial information for the
period ending March 29, 2003 when there were 10,097,494 shares of
common stock issued and outstanding.

All entities shown above, as holders of the 533,620 shares, share
voting and dispositive powers.  Peter A. Cohen, Morgan B. Stark
and Thomas W. Strauss are control persons of C4S & Co., L.L.C.

Asante is a leading supplier of network connectivity products for
Macs and PCs. The Company's FriendlyNET(R) products simplify
networking and provide Internet access for small offices/home
offices and education (K-12 and universities). The Company's
IntraCore products support multi-service applications for large
enterprises. For additional information visit Asante's Worldwide
Web address at: http://www.asante.com/

Asante's March 29, 2003 balance sheet shows a working capital
deficit of close to $1 million, and a total shareholders' equity
deficit of about $430,000.


ASBURY AUTOMOTIVE: Completes $200MM Senior Sub. Debt Offering
-------------------------------------------------------------
Asbury Automotive Group (NYSE: ABG) raised $200 million of gross
proceeds through a private placement of its 8% senior subordinated
notes, due 2014.

Asbury intends to use the net proceeds of this issuance to repay
indebtedness under its existing credit facility and for general
corporate purposes including acquisitions.  Certain Asbury
subsidiaries did not guarantee the senior subordinated notes
issued through the private placement.

The notes were offered inside the United States to qualified
institutional buyers in reliance on Rule 144A under the Securities
Act of 1933.  The issuance of the notes was not registered under
the Securities Act.  Unless registered, the notes 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.  

Asbury Automotive Group, Inc. (S&P, BB- Corporate Credit Rating,
Stable), headquartered in Stamford, Connecticut, is one of the
largest automobile retailers in the U.S., with 2002 revenues of
$4.5 billion.  Built through a combination of organic growth and a
series of strategic acquisitions, Asbury now operates through nine
geographically concentrated, individually branded "platforms."
These platforms currently operate 95 retail auto stores,
encompassing 138 franchises for the sale and servicing of 35
different brands of American, European and Asian automobiles.
Asbury believes that its product mix includes one of the highest
proportions of luxury and mid-line import brands among leading
public U.S. automotive retailers.  The Company offers customers an
extensive range of automotive products and services, including new
and used vehicle sales and related financing and insurance,
vehicle maintenance and repair services, replacement parts and
service contracts.


ATLANTIC COAST: Lauds Mesa's Decision to Terminate Take-Over Bid
----------------------------------------------------------------
Atlantic Coast Airlines Holdings, Inc., (Nasdaq: ACAI) issued the
following statement in response to Mesa Air Group, Inc.'s (Nasdaq:
MESA) announcement that it would not be moving forward with either
its proposed consent solicitation or exchange offer for ACA.

"We are pleased that Mesa has decided to terminate its efforts to
take control of ACA and we would like to thank our stockholders,
employees and everyone else who has demonstrated their strong
support for Independence Air over the last two months.

"We look forward to continuing to pursue our plans to launch
Independence Air and bring low-fare service to customers from our
hub at Washington Dulles International Airport.  Our Board firmly
believes that Independence Air presents the best long-term
opportunity for our stockholders.  As we have met with many of our
institutional stockholders over the past two months we were
encouraged by the support that they expressed for our business
plan.  We are committed to making Independence Air the preferred
low-fare carrier for both investors and air travelers alike."

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 Atlantic Coast Airlines,
visit its Web site at http://www.atlanticcoast.com/

Atlantic Coast Airlines (S&P, B- Corporate Credit Rating,
Developing) employs over 4,600 aviation professionals.


AURORA FOODS: Intends to Afford Critical Vendor Claims Priority
---------------------------------------------------------------
Numerous vendors, in the ordinary course of the Aurora Foods
Debtors' business, provide goods that are essential to the
Debtors' sustained operations during the reorganization period.  
As of the Petition Date, the Debtors had outstanding orders with
these Critical Vendors for certain goods.  

With the filing of the Debtors' Chapter 11 cases, however, the
Critical Vendors may decline to ship, or may instruct their
shippers not to deliver, Goods destined for the Debtors.

To obtain and ensure timely delivery from their suppliers and
vendors of materials, supplies, goods, products, and related
items under numerous prepetition purchase orders outstanding on
the Petition Date, the Debtors ask the Court to:

   (a) confirm that the Critical Vendors will have administrative
       expense priority claims under Section 503(b) of the
       Bankruptcy Code for those undisputed obligations arising
       from the Outstanding Orders relating to the shipments of
       Goods received and accepted by the Debtors on, or after
       the Petition Date; and

   (b) authorize the Debtors to pay for the Goods in the ordinary
       course of business.

Additionally, the Debtors seek the Court's permission to return
Goods they purchased from the Critical Vendors before the
Petition Date, for credit against the Vendors' prepetition
claims, pursuant to Section 546(g) of the Bankruptcy Code.  The
Court should also provide that Critical Vendors who make valid
written reclamation demands for Goods in accordance with Section
546(c) of the Bankruptcy Code and Section 2-702 of the Uniform
Commercial Code, will receive an administrative expense priority
claim, if and to the extent that:

   (1) the Debtors receive, accept, and do not offer to make the
       Goods available for pick-up by the Critical Vendors;

   (2) the Critical Vendors prove the validity and amount of
       their claims to the Debtors' satisfaction; and

   (3) the claims are otherwise enforceable against the Debtors.

Moreover, the Debtors ask Judge Walrath to prohibit any
reclamation claimant or other third party from reclaiming or
preventing delivery of Goods or products to the Debtors, and
confirm that under Sections 105 and 362 of the Bankruptcy Code,
third parties are stayed or prohibited from interfering with the
delivery of Goods to the Debtors.

Eric M. Davis, Esq., at Skadden, Arps, Slate, Meagher & Flom,
LLP, in Wilmington, Delaware, asserts that under the provisions
of Section 503(b)(1)(A) of the Bankruptcy Code, all obligations
that arise in connection with the postpetition delivery of goods
to the Debtors are, upon acceptance, administrative expenses.  
Although the Debtors believe that they have the authority to pay
for Goods received postpetition, confirmation of that authority
is, in the Debtors' view, highly desirable.

The Debtors' relationships with their Critical Vendors are so
essential that it is important to give the Critical Vendors the
utmost reassurance that their valid claims will be given
administrative expense priority status and that the Critical
Vendors will continue to be paid by the Debtors in the ordinary
course of business.

The Bankruptcy Reform Act of 1994 added a new subsection (g) to
Section 546, which permits a debtor, with the consent of the
creditor, to return goods shipped to the debtor by the creditor
before the commencement of the case, for credit against the
creditor's prepetition claim, provided that the Court determines
that the return is in the best interests of the estate.

Mr. Davis explains that the purpose of Section 546(g) is to
"relieve the bankruptcy estate of the burden of keeping unwanted
or unsaleable goods, and relieve the estate of unnecessary
liabilities."

Mr. Davis further asserts that approving returns to Critical
Vendors for credit against their prepetition claims, subject to
the limitations imposed by the Court, will enable the Debtors to:

   (1) obtain proper credit for otherwise unusable Goods, cost-
       effectively and without undue financial risk; and

   (2) effectively manage inventory, enhancing the Debtors'
       financial performance, the value of the assets of the
       estates, and the prospects of a successful reorganization.

Mr. Davis contends that many Critical Vendors will attempt under
Section 546(c) to assert their right to reclaim Goods delivered
to the Debtors shortly before, or soon after the Petition Date.  
However, Mr. Davis advises that the Court may deny reclamation to
a seller if the Court:

   (1) grants the Critical Vendor's claim, to the extent that the
       vendor proves the validity and amount of its reclamation
       claim, an administrative expense priority under Section
       503(b); or

   (2) secures the claim with a lien.

To allay concerns of reclamation claimants, to avoid unnecessary
disruption of the Debtors' businesses, and to minimize or
eliminate needless litigation, the Debtors indicate that they
will not take the position that an otherwise valid reclamation
demand is rendered invalid by:

   (a) a reclamation claimant's failure to take any or all
       possible "self-help" measures with respect to the Goods;
       or

   (b) the failure of a reclamation claimant to institute an
       adversary proceeding against the Debtors seeking to enjoin
       them from using or selling the Goods.

Absent approval of the Debtors' request, Mr. Davis points out
that the Debtors would be required to expend substantial time and
resources to either:

   (a) convince the Critical Vendors of their authority to make
       certain payments;

   (b) reissue the Outstanding Orders; or

   (c) establish their right to retain the Goods.

The attendant disruption to the continuous flow of Goods to the
Debtors likely would result in deterioration of the Debtors'
businesses. (Aurora Foods Bankruptcy News, Issue No. 3; Bankruptcy
Creditors' Service, Inc., 215/945-7000)   


AVANI INTERNATIONAL: Recurring Losses Raise Going Concern Doubt
---------------------------------------------------------------
The financial statements of Avani International Group Inc. have
been prepared on a going concern basis, which contemplates the
realization of assets and the satisfaction of liabilities and
commitments in the normal course of business.

The Company has incurred accumulated losses to September 30, 2003
of $6,601,399, which includes a loss for the nine-month period
ended September 30, 2003 of $127,576. The continuation of the
Company is dependent upon the continuing financial support of
creditors and stockholders, obtaining additional long-term
financing, as well as achieving and maintaining a profitable level
of operations. The Company plans to raise additional equity and
debt capital as necessary to finance the operating and capital
requirements of the Company. Amounts raised will be used to
provide financing for the marketing and promotion of the Company's
business, capital expansion and for other working capital
purposes.

While the Company is expending its best efforts to achieve the
above plans, there is no assurance that any such activity will
generate sufficient funds for operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

As of September 30, 2003, the Company had sufficient cash to fund
its operations for the next 9 to 12 months. As discussed below,
the Company plans to raise additional equity and debt capital as
necessary to finance its operating and capital requirements .

As of September 30, 2003, the Company had working capital in the
amount of $211,495. Working capital deficiency as of December 31,
2002 was $459,362. The increase in working capital is a result of
payments received from Avani O2 during the nine months of 2003 in
connection with an Asset Sale Agreement and capital raised during
the 2003 period, which was partially offset by the loss
experienced during the nine month period. On September 30, 2003,
the Company paid off its existing mortgages in the amount $287,713
owed to International Commercial Bank of Cathay (Canada) with
respect to its real properties.

Property, plant and equipment, net of accumulated depreciation,
totaled $1,432,659 on September 30, 2003. Property, plant and
equipment, net of accumulated depreciation, totaled $1,421,026 on
December 31, 2002. The increase is due to the difference in
foreign exchange rates at the balance sheet dates, which was
partially offset by the amortization that occurred during the
period. There was $3,430 in capital asset purchases during the
period.

Historically, the Company has experienced significant losses from
operations. However, during 2003, the Company's operations
improved due to the product sales to Avani O2. The Company expects
to continue to supply product to Avani O2 to October 2004, when it
transfers its property and production equipment to Avani O2. As a
result of these expected future sales and future payments from
Avani O2 under the Asset Sale Agreement, the Company believes that
it will have sufficient capital to meet its operating requirements
for the next 9 to 12 months. The Company recognizes that it will
be required to seek other business opportunities in the near
future as the Asset Sale Agreement with Avani O2 completes in
October 2004. In the event that additional funding is required,
the Company plans to raise additional capital through a
combination of equity and debt financing.

In their auditors' report on the consolidated financial statements
for the year ended December 31, 2002, the Company's independent
auditors included an explanatory paragraph regarding the Company's
ability to continue as a going concern. In addition, any future
financings will result in significant dilution to existing
shareholders.

Since the second quarter of 2002, the Company began searching for
business opportunities to acquire through a merger or share
exchange. Management of the Company has conducted discussions and
engaged in meetings with principals of a number of private
companies, however, the Company was unable to reach a formal
agreement with such parties. The Company continues to search for
other business opportunities to acquire, however, it cannot
predict whether it will be successful in its efforts.


BAXTER UTILITIES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Baxter Utilities Construction Co.
        P.O. Box 290598
        Kerrville, Texas 78029-0598

Bankruptcy Case No.: 03-57259

Type of Business: The Debtor provides construction services.

Chapter 11 Petition Date: December 24, 2003

Court: Western District of Texas (San Antonio)

Judge: Ronald B. King

Debtor's Counsel: Dean William Greer, Esq.
                  2929 Mossrock, Suite 105
                  San Antonio, TX 78230
                  Tel: 210-342-7100

Total Assets: $521,300

Total Debts:  $1,666,557

Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
E. Lamar Hodges               Funds Advanced            $350,000
PO Box 291521
Kerrville, TX 78029

Internal Revenue Service      Taxes                     $310,000
Special Procedures Staff
STOP 5022 AUS,
300 E. 8th Street
Austin, Texas 78701

William Pithkin Trust         Advance                   $185,000

Hertel Benefits               Insurance                 $104,386

Wells Fargo Bank              Purchase Money             $99,000
                                                  Value: $25,000

Wells Fargo Bank              Purchase Money            $120,000
                                                  Value: $60,000

Westchester Premium           Insurance                  $28,965

Sophia Collier                Lawsuit                    $25,000

Cit Financial                 Purchase Money            $100,000
                                                  Value: $75,000

Premium Financing Insurance   Insurance                  $20,719

Holt Cat                      Expenses                   $15,352

O.J. Earland                  Expenses                   $10,535

National Water Works          Expenses                    $9,108

Glenn Baxter                  Past Salary                 $8,850

RC McBryde                    Expenses                    $8,482

CitiBusiness Card             Credit Card                 $7,794

Kerrville ISD                 Taxes                       $7,634

Ken Stoepel Ford              Expenses                    $5,578

Maples Equipment MECO         Expenses                    $4,750

A & L Underground             Expenses                    $4,400


BIOVAIL: Terminates Co-Promote Arrangement with Reliant Pharma.
---------------------------------------------------------------
Biovail Corporation (NYSE:BVF)(TSX:BVF) and Reliant
Pharmaceuticals, LLC have mutually agreed to terminate Reliant's
co-promotion of certain Biovail products effective December 31,
2003.

In addition Biovail has extinguished its trailing royalty
obligation to Reliant through a $62 million payment.

Reliant has repaid $65 million of its loan payable to Biovail and
the remaining loan balance has been converted to equity,
representing an ownership interest in Reliant of less than 2%. The
$62 million extinguishment of trailing royalty obligations will be
included in Biovail's fourth quarter 2003 Selling, General &
Administrative expenses as a one-time item.

In 2002, Biovail entered into a three-year agreement with Reliant
for the co-promotion of a number of Biovail cardiovascular
products, including Cardizem(R) LA, by 250 Reliant sales
representatives.

Biovail will undergo an optimization and expansion of its U.S.
field force beginning in the first quarter of 2004. This
restructuring will strengthen Biovail's ability to compete more
efficiently in the marketplace. Biovail will increase its total
number of sales positions with the addition of two new specialty
sales forces, with one focusing primarily on cardiovascular and
the other on dermatology and obstetrics & gynecology specialists,
as it relates to the promotion of the Zovirax line of products.

Separately, Biovail announced that the 13 member banking syndicate
has unanimously agreed to extend Biovail's existing $600 million
credit facility term to March 25, 2004. This will allow Biovail
and its syndicate to use full year 2003 financial results as a
basis for finalizing the terms of the renewal of this facility.

Biovail Corporation (S&P, BB+ Long-Term Corporate Credit Rating,
Stable) is an international full-service pharmaceutical company,
engaged in the formulation, clinical testing, registration,
manufacture, sale and promotion of pharmaceutical products
utilizing advanced drug delivery technologies.


BLOUNT INT'L: Thomas J. Fruechtel Elected to Board of Directors
---------------------------------------------------------------
Blount International, Inc. (NYSE: BLT) announced that, effective
as of December 16, 2003, Mr. H. Corbin Day resigned as a director
of the Corporation for personal reasons and the Board of Directors
elected Mr. Thomas J. Fruechtel to fill  Mr. Day's unexpired term,
which runs to the next Annual Meeting of Stockholders in April
2004.

Mr. Day, Chairman of Jemison Investment Co., Inc. of Birmingham,
Alabama, served as a director of the Corporation or a predecessor
entity,  Blount, Inc.,  from 1992 to 1999, and from April 2002 to
December 2003. During these terms, Mr. Day served at various times
as chairman of the Finance Committee, a member of the Acquisition
and Executive Committees, and was a member of the Audit and
Compensation Committees at the time of his resignation.

"Corbin served with distinction and professionalism when asked to
stand for election during two significant periods of Blount's
history. We will miss his sage counsel, and wish Corbin and his
family our very best," stated Eliot M. Fried, Chairman of the
Board.

Mr. Fruechtel, 53, who will serve on the Audit Committee, is
President and Chief Executive Officer of Leupold & Stevens, Inc.,
a worldwide leader in sports optics based in Portland, Oregon.
Previously, Mr. Fruechtel was President and Chief Operating
Officer of Simplicity Manufacturing, Inc., a manufacturer of
lawnmowers and other outdoor power equipment. Mr. Fruechtel
also worked for Blount and one of its predecessor companies, Omark
Industries, Inc., for 21 years, including as President of its
former Sporting Equipment Division and General Manager of the
Oregon Cutting Systems Division Latin American operations in
Curitiba, Brazil.

"With Tom's extensive knowledge of the Corporation and its
markets, and with the leadership he has shown as a president of
two other major companies, he will make an excellent director for
Blount and for its stockholders," said James S. Osterman,
President and Chief Executive Officer.

Blount International, Inc. is a diversified international company
with three principal business segments: Outdoor Products,
Lawnmower and Industrial & Power Equipment. Blount sells its
products in more than 100 countries around the world. For more
information about Blount International, Inc., visit its Web site
at http://www.blount.com

At September 30, 2003, Blount's balance sheet shows a total
shareholders' equity deficit of about $405 million.


BRIDGE INFORMATION: Court Approves Nasdaq Claim Settlement Pact
---------------------------------------------------------------
On June 28, 2001, The Nasdaq Stock Market, Inc. filed Claim No.
1228 for $10,764,192 against the Bridge Information Systems
Debtors.  On July 3, 2001, Nasdaq filed Claim No. 1620 in the same
amount for the same goods or services as contained within Claim
No. 1228.  The Plan Administrator objected to these two Claims on
August 11, 2003.

After arm's-length negotiations, the parties entered into a
settlement agreement resolving the Claims.  The salient terms of
the Court-approved Settlement Agreement are:

   (a) Claim No. 1228 will be allowed in full and will be
       apportioned to BIS America Administration, Inc. for
       $10,544,792 and to Telerate, Inc. for $219,340; and

   (b) Nasdaq will withdraw Claim No. 1620 and any and all
       additional claims against the Debtors. (Bridge Bankruptcy
       News, Issue No. 54; Bankruptcy Creditors' Service, Inc.,
       215/945-7000)    


CAMBEX: Working Capital Deficit Raises Going Concern Doubt
----------------------------------------------------------
Cambex Corporation is a designer and supplier of data storage
products and solutions.  Its products include memory for computing
systems and fibre channel connectivity and storage products used
to build storage area networks.

The Company has suffered substantial recurring losses from
operations for the last seven consecutive years.  Consequently,
its ability to continue as a going concern, is dependent upon
several factors including, but not limited to its ability to
generate revenues and gross profit in significantly greater
amounts than in the past four fiscal years, and its ability to
raise additional capital. The Company's working capital deficit is
a significant threat to its ability to continue as a going
concern.

Management continues to work to establish new strategic alliances
that it believes will result in increases in revenues and gross
profit in the future through the sale of a greater volume of
products. Management has also been active in trying to secure
additional capital. The Company gives no assurances that the
actions taken to date will increase revenues and gross profit or
raise additional capital.

The Company's cash and marketable securities were $227,000 and
$545,000 at September 30, 2003 and December 31, 2002,
respectively.  Working capital was a deficit of $5,803,000 and
$5,907,000 at September 30, 2003 and at December 31, 2002,
respectively. During the quarter ended September 30, 2003, Cambex
did not expend any funds for capital equipment. During fiscal
2003, the Company expects to acquire less than $100,000 of capital
equipment.

Cambex' Super PC Memory, Inc. subsidiary has a line of credit of
$2,000,000 available from GE Capital Commercial Services, Inc.,
limited to 75% of the eligible receivables of Super PC Memory. At
September 30, 2003 the Company had a balance of $275,408
outstanding under this line of credit.

It also has a revolving credit facility with B.A. Associates, Inc.
which is a corporation owned by a son-in-law of Joseph F. Kruy,
Cambex' Chairman, President and Chief Executive Officer under
which the Company may borrow up to $1,100,000. At September 30,
2003 it had a balance of $1,080,752 outstanding under this
revolving credit facility.

Cambex needs additional capital and additional financing may not
be available. Management believes that the combination of current
existing cash, available borrowing capacity and the ability to
obtain additional long-term indebtedness may not be adequate to
finance  operations for the Company's current activities and
foreseeable future activities. Cambex is actively pursuing raising
additional capital and if unable to raise additional capital, the
Company states that it may not be able to meet its anticipated
working capital requirements.

The Company is attempting to raise additional capital to cover the
burn rate not covered by incremental gross profit. This amount is
dependent upon sales and gross profit. If sales and gross profit
do not increase or capital cannot be raised to cover the current
burn rate, management intends to reduce operating expenses as much
as practicable to continue operations until balance is
established.

If unsuccessful in raising additional capital or increasing sales
to adequate levels, Cambex will not be able to continue current
operations and there is substantial doubt as to its ability to
continue as a going concern. There can be no assurance that the
Company will be successful in raising such additional capital at
all or on terms commercially acceptable to it or its shareholders.


CONSOL ENERGY: Reports Lower Coal Production in November 2003
-------------------------------------------------------------
CONSOL Energy Inc. (NYSE: CNX) reports the following production
results for the month of November 2003:

Coal production from continuing operations was lower in the
November 2003 period compared to the same period a year earlier
primarily because of lower production at the Bailey, Shoemaker,
Buchanan and Jones Fork Contract mines, offset in part by higher
production at Mine 84 and the McElroy, Mill Creek Contract and
Glennies Creek mines.  The Bailey Mine was impacted by a
previously disclosed roof fall on a coal haulage belt; Shoemaker
and Buchanan mines were impacted in the period-to-period
comparison because of the timing of equipment moves; and Jones
Fork contract mining operations were impacted by delays in
receiving mining permits.

Total coal production declined in the period-to-period comparison
primarily because some mines that produced coal in November 2002
were subject to depletion or sale later in 2002 or 2003. The
aggregate impact on coal production from these events was
approximately 0.4 million tons.

Gas production improved period-to-period because additional
producing wells were drilled. No electricity was produced during
the November 2003 period due to lack of demand for peak power.

CONSOL Energy Inc. (S&P, BB- Corporate Credit Rating, Negative) is
the largest producer of high-Btu bituminous coal in the United
States. CONSOL Energy has 20 bituminous coal mining complexes in
seven states and in Australia. In addition, the company is one of
the largest U.S. producers of coalbed methane with daily gas
production of approximately 135 million cubic feet from wells in
Pennsylvania, Virginia and West Virginia. The company also has a
joint-venture company to produce natural gas in Virginia and
Tennessee, and the company produces electricity from coalbed
methane at a joint-venture generating facility in Virginia.

CONSOL Energy Inc. has annual revenues of $2.2 billion. It
received the U.S. Department of the Interior's Office of Surface
Mining National Award for Excellence in Surface Mining for the
company's innovative reclamation practices in 2002 and 2003. Also
in 2003, the company was recognized as a leader in innovation in
business technology and IT operations by its addition to
Information Week magazine's "Information Week 500," one of only 28
energy and utility companies being honored. In 2002, the company
received a U.S. Environmental Protection Agency Climate Protection
Award. Additional information about the company can be found at
its Web site at http://www.consolenergy.com/


CONSTAR INT'L: Arranges New $75-Million Second Lien Term Loan
-------------------------------------------------------------
Constar International Inc., (NASDAQ: CNST) completed its
previously announced refinancing.

The new financing is in the form of a $75 million Second Lien Term
Loan. The application of the borrowed funds will be used to prepay
debt under the Company's existing credit agreement, including debt
under its revolving credit facility, the size of which is reduced
by $10 million to $90 million. The financial covenants that the
Company is undertaking in connection with this refinancing are the
same as previously disclosed in the Company's Report on Form 8-K
filed with the Securities and Exchange Commission on October 29,
2003.

Philadelphia-based Constar (S&P, BB- Corporate Credit Rating,
Stable Outlook) 1is a leading global producer of PET (polyethylene
terephthalate) plastic containers for food, soft drinks and water.
The Company provides full-service packaging solutions, from
product design and engineering, to ongoing customer support. Its
customers include many of the world's leading branded consumer
products companies.

Constar, a wholly owned subsidiary of Crown Cork & Seal Co. Inc.
since 1992, will be about 45% owned by Crown following a
proposed IPO.


COVANTA ENERGY: Provides Overview of Second Joint Plan of Reorg.
----------------------------------------------------------------
Anthony J. Orlando, President and Chief Executive Officer of
Covanta Energy Corporation and President of Ogden New York
Services, Inc., reports that Covanta's Second Joint Reorganization
Plan is premised on these economic benefits, which are derived
from a restructuring of the Reorganizing Debtors based on the DHC
Transaction:

   (a) the injection of new funds that will be invested in
       Reorganized Covanta in connection with the acquisition of
       100% of the common stock of Reorganized Covanta by the
       Plan Sponsor, Danielson Holding Corporation;

   (b) the partial de-leveraging of the Reorganizing Debtors'
       obligations pursuant to the Second Reorganization Plan;
       and

   (c) the potential increase in the Reorganized Debtors' post-
       confirmation cash flow as a result of the reduction of
       Reorganized Covanta's tax obligation pursuant to the Tax
       Sharing Agreement.

Subject to certain limited exceptions, the confirmation of the
Second Reorganization Plan will:

   (a) discharge the Reorganizing Debtors from any debt that
       arose prior to the Effective Date of the Second
       Reorganization Plan;

   (b) substitute the obligations specified under the confirmed
       Second Reorganization Plan; and

   (c) terminate all rights and interests of equity security
       holders except to the extent expressly provided in the
       Second Plans.

Mr. Orlando relates that Covanta's Second Joint Plan of
Reorganization includes these modifications:

A. The DHC Transaction

   The primary components of the DHC Transaction are:

      (a) the execution and consummation of the Investment and
          Purchase Agreement between the Reorganizing Debtors and
          Danielson Holding Corporation, dated December 2, 2003;
          pursuant to which DHC would receive 100% of the equity
          of Reorganized Covanta in consideration for a
          $30,000,000 purchase price;

      (b) an agreement as to new revolving credit and letter of
          credit facilities for the Debtors' domestic and
          international operations, provided by certain of the
          Secured Bank Lenders and a group of additional lenders
          organized by DHC; and

      (c) the execution and consummation of the Tax Sharing
          Agreement between the DHC and Reorganized Covanta,
          pursuant to which Reorganized Covanta's share of DHC's
          consolidated group tax liability for taxable years
          ending after the Effective Date will be computed, and
          DHC will have an obligation to indemnify and hold
          harmless Reorganized Covanta for certain excess tax
          liability.

   Mr. Orlando reiterates that the Tax Sharing Agreement will
   determine Reorganized Covanta's tax obligations vis-a-vis
   other members of DHC for taxable years ending after the
   Effective Date.  The Tax Sharing Agreement assumes that
   $571,000,000 of Net Operating Loss Carryforwards is available
   to offset the future taxable income of Reorganized Covanta
   and its subsidiaries and certain DHC entities, subject to
   certain adjustments.  If Reorganized Covanta's actual tax
   liability for any taxable year is higher than the liability
   to DHC computed under the Tax Sharing Agreement, DHC will
   have an obligation to indemnify and hold harmless Reorganized
   Covanta for any excess.

B. Treatment of Claims and Interests

   Pursuant to the Second Plans, certain unclassified Claims,
   including Administrative Expense Claims, other than the DIP
   Financing Facility Claims and Claims for compensation and
   reimbursement and Priority Tax Claims, will receive payment in
   Cash:

      -- on the later of the applicable Distribution Date;
      -- in installments over time; or
      -- as agreed with the Claim Holders.

   The DIP Financing Facility Claims, including those contingent
   claims relating to letters of credit still outstanding, are
   included as Administrative Claims and will be paid or
   otherwise satisfied on the Reorganization Effective Date in
   accordance with the Second Reorganization Plan by
   reinstatement or replacement of the contingent obligations
   under the First Lien L/C Facility or the Second Lien L/C
   Facility.  While certain DIP Financing Facility Claims will
   not be paid in full as a result of the reinstatement of these
   contingent obligations under the Second Reorganization Plan,
   acceptance of the treatment by a requisite majority of DIP
   Lenders, as provided under the DIP Financing Facility, will be
   binding on all DIP Lenders.

   Pursuant to their Second Joint Reorganization Plan, the
   Debtors modified the Class 2 and Class 3 in the Classification
   of Claims and Equity Interests:

   Class     Claims               Status       Voting Right  
   -----     ------               ------       ------------  
     2   Allowed Project Debt     Unimpaired   Deemed to Accept  
         Claims and the Allowed  
         CIBC Secured Claim  

     3   Allowed Reorganized      Impaired     Entitled to Vote
         Covanta Secured Claims
         Other Secured Claims

   In view of the changes in the classification, the treatment of
   Class 2 and Class 3 Claims were also modified:

   Class 2:  Allowed Project Debt Claims and the Allowed CIBC
             Secured Claim

         Classification:  Class 2 consists of two Subclasses of
         Allowed Secured Claims.  Subclass 2A consists of the
         Allowed Project Debt Claims and Subclass 2B consists of
         the Allowed CIBC Secured Claim.

         Allowance:  The Allowed CIBC Secured Claim will be equal
         to the sum of:

            (a) CND10,740,249;

            (b) a per diem of CND1,121 from December 1, 2003
                through December 24, 2003; and

            (c) a per diem amount determined in accordance with
                the applicable dividend rate pursuant to the
                terms of the Class B Palladium Preferred Shares
                from December 25, 2003 through the Effective
                Date.

         Treatment:
  
            Subclass 2A:  
    
            On the Effective Date, the legal, equitable and
            contractual rights of the holders of Allowed Subclass
            2A Claims will be reinstated in full satisfaction,
            release and discharge of their Subclass 2A Claims and
            will remain unaltered under the Reorganization Plan,
            except as the Reorganizing Debtors and the holders of
            Allowed Subclass 2A Claims may otherwise agree or as
            holders may otherwise consent.  To the extent that
            defaults exist in connection with any Allowed Project
            Debt Claims, the Reorganized Debtors will comply with
            Section 1124(2) of the Bankruptcy Code on or before  
            the Effective Date.  The Reorganizing Debtors will
            pay in Cash 30 days after the Effective Date any
            Secured Project Fees and Expenses.  No contractual
            provisions or applicable law that would entitle the
            holder of an Allowed Subclass 2A Claim to demand or
            receive payment of the Claim prior to the stated
            maturity of the Claim, terminate any contractual
            relationship or take other enforcement action from
            and after the occurrence of a default that occurred
            prior to the Effective Date will be enforceable
            against the Reorganized Debtors.

            Subclass 2B:

            On the Effective Date, in full settlement, release
            and discharge of the Allowed CIBC Secured Claim, CIBC
            will apply the CIBC cash collateral in full
            satisfaction of the Allowed CIBC Secured Claim.  The
            remaining balance of the CIBC cash collateral, after
            satisfaction of the Allowed CIBC Secured Claim, will
            be applied by CIBC first in payment of the fees and
            expenses of the mediator with respect to the Canadian
            loss sharing litigation and thereafter in payment of
            a portion of the fees and expenses of the Canadian
            Loss Sharing Lenders.

   Class 3: Allowed Secured Claims

         Classification:  Class 3 consists of certain Allowed
         Secured Claims and is divided into three Subclasses.
         Subclass 3A consists of the Allowed Secured Bank Claims;
         Subclass 3B consists of Allowed Secured 9.25% Debenture
         Claims; and Subclass 3C consists of Allowed Secured
         Claims other than Project Debt Claims and Reorganized
         Covanta Secured Claims.

         Treatment:

         On the Effective Date, holders of Allowed Subclass 3A
         and Subclass 3B Claims will receive the Secured Subclass
         3A and 3B Total Distribution in full settlement, release
         and discharge of their Allowed Subclass 3A and Subclass
         3B Secured Claims.  The Secured Subclass 3A and 3B Total
         Distribution will be divided in a modified manner to
         include these changes:

            (a) The Pro Rata Distribution Between Subclass 3A and
                Subclass 3B

                The Secured Subclass 3A and 3B Total Distribution
                will be segregated into a two-part Initial
                Distribution:

                * The Subclass 3A Recovery will be segregated and
                  set aside for holders of Allowed Subclass 3A
                  Claims to be further distributed in accordance
                  with Section 4.3(c)(II) of the 2nd
                  Reorganization Plan; and

                * The Subclass 3B Recovery will be segregated and
                  set aside for holders of Allowed Subclass 3B
                  Claims to be further distributed in accordance
                  with Section 4.3(c)(III) of the 2nd
                  Reorganization Plan; provided, that the  
                  Distributable Cash component of each of the
                  Subclass 3A Recovery and Subclass 3B Recovery
                  will be apportioned in the Initial Distribution
                  between Subclass 3A and Subclass 3B that each
                  Subclass will receive the same percentage of
                  Distributable Cash as, in the case of Subclass
                  3A, the percentage determined by dividing the
                  total amount of Allowed Subclass 3A Claims held
                  by First Lien Lenders by the total amount of
                  all Allowed Class 3 Claims held by First Lien
                  Lenders, and in the case of Subclass 3B, the
                  percentage determined by dividing the total
                  amount of Allowed Subclass 3B Claims held by
                  First Lien Lenders by the total amount of all
                  Allowed Class 3 Claims held by First Lien
                  Lenders; and further, provided, that the
                  Additional Distributable Cash component of
                  each of the Subclass 3A Recovery and Subclass
                  3B Recovery will be apportioned in the Initial
                  Distribution between Subclass 3A and Subclass
                  3B so that each Subclass will receive the same
                  percentage of Additional Distributable Cash as,
                  in the case of Subclass 3A, the percentage
                  determined by dividing the total amount of
                  Allowed Subclass 3A Claims held by Non-
                  Participating Lenders by the total amount of
                  all Allowed Class 3 Claims held by Non-
                  Participating Lenders, and in the case of
                  Subclass 3B, the percentage determined by
                  dividing the total amount of Allowed Subclass
                  3B Claims held by Non-Participating Lenders by
                  the total amount of all Allowed Class 3 Claims
                  held by Non-Participating Lenders.

            (b) Standby Commitment

                In the event that Additional Distributable Cash
                will be an amount less than $7,200,000, the
                Investors will purchase on the Effective Date
                from the Non-Participating Lenders on a pro rata
                basis an amount of New High Yield Secured Notes
                equal to the difference between $7,200,000 and
                the amount of Additional Distributable Cash at a
                price equal to the full accreted nominal value of
                Notes paid in Cash.

            (c) Excess Distributable Cash

                In the event that after the Effective Date there
                will be Excess Distributable Cash as determined
                in accordance with the proviso for the definition
                of Exit Costs under the 2nd Reorganization Plan,
                each holder of an Allowed Class 3 Claim as of the
                Effective Date or its assign will receive its Pro
                Rata Class Share of a Distribution consisting of
                any Excess Distributable Cash as though the
                Excess Distributable Cash had been part of the
                Initial Distribution undertaken pursuant to 2nd
                Reorganization Plan; provided, that with respect
                to the Distribution of Excess Distributable Cash
                to any Accepting Bondholder, the Excess
                Distributable Cash will be subject to adjustment
                and modification in accordance with the
                provisions of the 9.25% Settlement, and payment
                of the holder's pro-rata share of the Settlement
                Distribution to the holders of Allowed Class 6
                Claims.

            (d) Additional New CPIH Funded Debt

                In the event that on the Determination Date there
                will be an increase in the amount of New CPIH
                Funded Debt, then each holder of an Allowed Class
                3 Claim as of the Effective Date or its assign as
                permitted pursuant to the New CPIH Funded Debt
                agreement will receive its Pro Rata Class Share
                of a Distribution consisting of any increase
                in the New CPIH Funded Debt as though the
                additional New CPIH Funded Debt had been part of
                the Initial Distribution undertaken pursuant to
                2nd Reorganization Plan; provided, that with
                respect to the Distribution of the New CPIH
                Funded Debt to any Accepting Bondholder, the
                Distribution will be subject to adjustment and
                modification in accordance with the provisions of
                the 9.25% Settlement, and payment of the holder's
                pro-rata share of the Settlement Distribution to
                the holders of Allowed Class 6 Claims.

            (e) Participation in the Class 3B Stock Offering

                Additionally, as an incentive offered by
                Danielson Holding Corporation, any holder of an
                Allowed Class 3B Claim as of the record date
                established for voting that has voted in favor of
                the 2nd Reorganization Plan will have the right
                to participate on a pro rata basis in the Class
                3B Stock Offering.

         On the Effective Date or as soon as practicable
         thereafter, at the option of the Reorganizing Debtors
         and in accordance with Section 1124 of the Bankruptcy
         Code, all Allowed Secured Claims in Subclass 3C will be
         treated pursuant to one of these alternatives:

            (a) the Reorganization Plan will leave unaltered the
                legal, equitable and contractual rights to which
                each Allowed Secured Claim in Subclass 3C
                entitles the holder;

            (b) the Reorganizing Debtors or Reorganized Debtors
                will cure any default that occurred before or
                after the Petition Date; the maturity of the
                Secured Claim will be reinstated as maturity
                existed prior to any default; the holder of
                the Allowed Secured Claim will be compensated for
                any damages incurred as a result of any
                reasonable reliance by the holder on any right to
                accelerate its claim; and the legal, equitable
                and contractual rights of the holder will not
                otherwise be altered;

            (c) an Allowed Secured Claim will receive other
                treatment as the Reorganizing Debtors or
                Reorganized Debtor and the holder of the Allowed
                Secured Claim will agree; or

            (d) all of the collateral for the Allowed Secured
                Claim will be surrendered by the Reorganizing
                Debtors to the holder of the Claim. (Covanta
                Bankruptcy News, Issue No. 44; Bankruptcy
                Creditors' Service, Inc., 215/945-7000)    


DA CONSULTING: Commences Chapter 7 Liquidation in Houston, Texas
----------------------------------------------------------------
DA Consulting Group Inc. (OTCBB:DACG) has filed a voluntary
petition under Chapter 7 of the United States Bankruptcy Code for
it and its United States subsidiary.

The subsidiaries of the Company which are not organized under the
laws of the United States, including its subsidiaries organized in
the United Kingdom, Australia and Canada, have not filed petitions
under the Bankruptcy Code and their assets are not subject to the
Chapter 7 case of the Company.

The Company will end the year with a revenue decline and is
anticipating further decline in the first quarter of 2004. The
Company, already weak from declining revenue and losses in the
last four fiscal years, could not survive further decline as an
international publicly held company.

The Company's revenue declined 23% in the first three quarters of
2003 reflecting industry trends. Revenue declined 27% in the third
quarter ending September 2003. Revenue is estimated to decline in
both the fourth quarter 2003 and further declines are forecast for
2004.

The Company was unable to complete merger and sale transactions it
had been pursuing due to rapidly declining revenue and
unpredictable future revenue.


DA CONSULTING: Voluntary Chapter 7 Case Summary
-----------------------------------------------
Debtor: DA Consulting Group, Inc.
        5847 San Felipe, Suite 1100
        Houston, TX 77057

Bankruptcy Case No.: 03-48128

Type of Business: The Debtor provides employee training and
                  ongoing support services when clients change
                  their enterprise resource planning or customer
                  relationship management systems. Visit
                  http://www.dacg.com/for more information.

Chapter 7 Petition Date: December 29, 2003

Court: Southern District of Texas (Houston)

Judge: Karen K. Brown

Debtor's Counsel: Charles E. Long, Esq.
                  Morris Lendais et al.
                  1980 Post Oak Boulevard
                  Suite 700
                  Houston, TX 77056
                  Tel: 713-966-7200
                  Fax: 713-966-7230

Total Assets: $71,566,374

Total Debts:  $53,596,202


DELTA WOODSIDE: Appoints Michael R. Harmon to Board of Directors
----------------------------------------------------------------
Delta Woodside Industries, Inc. (NYSE: DLW) announced that Michael
R. Harmon has been appointed as a new member of its board of
directors.

Mr. Harmon has over 30 years of financial and management
experience in the textiles industry. Most recently, he served as
the President and Chief Financial Officer of Pillowtex Corporation
from March to July 2003 and was its Executive Vice President and
Chief Financial Officer from March 2001 to March 2003. Prior to
joining Pillowtex, Mr. Harmon was Executive Vice President and
Chief Financial Officer of Galey & Lord, Inc. from 1991 to January
2001 and was its Financial Vice President from 1988 to 1991. Mr.
Harmon worked for Burlington Industries, Inc. in various
accounting and financial capacities from 1970 to 1988.

Bill Garrett, President and CEO commented, "Mike will make a great
addition to Delta Woodside's board. His broad understanding of our
industry coupled with his financial expertise will strengthen our
board guidance through this difficult period for our industry".

Delta Woodside Industries, Inc. -- whose corporate credit rating
is currently rated at CCC by Standard & Poor's -- is headquartered
in Greenville, South Carolina. Through its wholly owned
subsidiary, Delta Mills, it manufactures and sells textile
products for the apparel industry. The Company employs about
1,600 people and operates five plants located in South Carolina.


DII INDUSTRIES: Court Waives Investment and Deposit Guidelines
--------------------------------------------------------------
Section 345(a) of the Bankruptcy Code provides that a debtor-in-
possession "may make such deposit or investment of the money of
the estate . . . as will yield the maximum reasonable net return
on such money, taking into account the safety of such deposit or
investment."  Pursuant to Section 345(b), any deposit or other
investment made by a debtor, except those insured or guaranteed
by the United States or by a department, agency or
instrumentality of the United States or backed by the full faith
and credit of the United States, must be secured by a bond in
favor of the United States or by the deposit of securities of the
kind specified in 31 U.S.C. Section 9303.  Section 345(b)
provides further, however, that a bankruptcy court may allow the
use of alternatives to these approved investment guidelines "for
cause."

To the extent their long-standing investment guidelines differ
from the Section 345(b) Guidelines, the DII Industries Debtors
propose to invest excess funds in accordance with their existing
investment guidelines.  The Debtors believe that the yield on
investments under their Investment Guidelines will be greater than
if they were restricted to direct investment solely in government
securities.  When considered in the context of the sums of money
that are being, and will be, invested, the Debtors state that the
continued investment under the Investment Guidelines could result
in greater returns for their Estates over time with little
additional investment risk.

The Debtors' excess funds are presently on deposit with Citibank,
N.A., Nassau Branch, Halliburton Energy Services, Inc., and
others.  The Debtors use investment guidelines to invest, on a
short-term basis, any excess funds.  Typically, deposits are made
with Citibank, Nassau Branch, in the form of overnight Euro-
dollar time deposits and with an institution whose financial
ratings are consistent with the Investment Guidelines.

While the Investment Guidelines do not require a corporate surety
for investments, the Debtors continue, they do limit the
placement of investments with financially strong entities and
require ample diversification.  The Debtors believe that, as long
as cash is available in amounts sufficient to permit adequate
diversification of investments and investments are restricted in
accordance with the Investment Guidelines, no corporate surety is
required to afford protection to creditors.  The Investment
Guidelines require investments only in high grade securities,
thereby minimizing any risk of loss.

At the First Day Hearing, Judge Fitzgerald authorizes the Debtors
to invest and deposit funds in accordance with their Investment
Guidelines. (DII & KBR Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


DIRECTV LATIN: Removal Period Extension Hearing Set for Jan. 9
--------------------------------------------------------------
Alfred Villoch, III, Esq., at Young, Conaway, Stargatt & Taylor,
LLP, in Wilmington, Delaware, tells the Court that DirecTV Latin
America, LLC has been focused on various matters including
providing information to the Official Committee of Unsecured
Creditors and negotiating, preparing and filing its Chapter 11
plan and disclosure statement.  Thus, the Debtor had no
opportunity to fully investigate and determine whether there are
any pending matters that should be removed.

For this reason, the Debtor asks the Court to extend the current
deadline to remove actions to and including the latest to occur
of:

   (a) March 15, 2004; or

   (b) 30 days after entry of an order terminating the automatic
       stay with respect to a particular action sought to be
       removed.

Mr. Villoch tells the Court that extending the removal period
will protect the Debtor's rights to remove any actions that are
discovered through its investigation.  The extension will afford
the Debtor an opportunity to make fully informed decisions
concerning the removal of all actions and will assure that the
Debtor's valuable rights under 28 U.S.C. Section 1452 are not
forfeited.

Mr. Villoch assures the Court that the Debtor's adversaries will
not be prejudiced with the extension requested because, in the
event that an action is removed, the other parties to the action
sought to be removed may seek to have the action remanded to the
state court pursuant to 28 U.S.C. Section 1452(b).

Judge Walsh will convene a hearing on January 9, 2004 at 9:30
a.m. to consider the Debtor's request.  By application of
Del.Bankr.LR 9006-2, the removal deadline is automatically
extended through the conclusion of that hearing. (DirecTV Latin
America Bankruptcy News, Issue No. 16; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


DUANE READE: Oak Hill Capital Partner Agrees to Acquire Company
---------------------------------------------------------------
Duane Reade Inc. (NYSE: DRD) entered into a definitive merger
agreement to be acquired by an affiliate of Oak Hill Capital
Partners, L.P.

Under the terms of the merger agreement, Duane Reade's
stockholders will receive $17.00 per share in cash.  The purchase
price represents a 22.8% premium over the average closing price of
Duane Reade's common stock for the last 30 trading days. The
closing price on December 23, 2003, was $15.22.  The aggregate
value of the merger transaction exceeds $700 million, including
the repayment of indebtedness.

Anthony Cuti, Duane Reade's Chairman, CEO and President will
continue in such capacities following the merger.  Mr. Cuti
stated, "We are confident that this agreement delivers excellent
value to our stockholders while allowing us to effectively
confront near-term industry challenges by affording us a degree of
flexibility that we would not have as a public company.  We
believe the partnership with Oak Hill will provide an opportunity
to investigate new avenues to improve the business, while
maintaining our leadership position in the metro New York market.  
Our customers, employees and business associates should be assured
that this will be a seamless transaction."

Andrew J. Nathanson, Managing Partner of Oak Hill Capital
Management, Inc., said, "We look forward to partnering with Duane
Reade and its management team led by Tony Cuti.  Oak Hill is
committed to supporting Duane Reade's pursuit of its strategic
goals."

The transaction was unanimously approved by the independent
members of Duane Reade's board of directors.  Bear, Stearns & Co.
Inc. acted as financial advisor to the company in connection with
the proposed transaction.

The equity financing necessary for the merger will be provided by
Oak Hill Capital Partners, L.P. and an affiliate equity fund, Oak
Hill Capital Management Partners, L.P.  The debt financing will be
provided by Banc of America Securities LLC which also acted as
financial advisor to Oak Hill.  Mr. Cuti and certain other senior
members of management will, at the closing of the transaction,
have equity interests in the acquiring entity.

The closing of the transaction is subject to certain terms and
conditions customary for transactions of this type, including
receipt of stockholder and regulatory approvals and the proceeds
of the financing.

A special meeting of Duane Reade's stockholders will be scheduled
as soon as practical following preparation and filing of the proxy
materials with the Securities and Exchange Commission.  The
parties currently anticipate consummating the merger in the second
calendar quarter of 2004.

Founded in 1960, Duane Reade (S&P, B+ Corporate Credit and B
Senior Unsecured Debt Ratings, Negative) is the largest drug store
chain in the metropolitan New York City area, offering a wide
variety of prescription and over-the-counter drugs, health and
beauty care items, cosmetics, hosiery, greeting cards, photo
supplies and photo finishing. As of September 27, 2003, the
company operated 239 stores. Duane Reade maintains a Web site at
http://www.duanereade.com/

Oak Hill Capital Partners, L.P. and related partnerships, founded
by Robert M. Bass and the firm's principals, manage approximately
$10 billion of capital across multiple asset classes, including
private equity, special situations, high yield and bank debt,
public equity exchange, venture capital and real estate.  Oak Hill
Capital Partners, L.P. represents $1.6 billion of committed equity
capital.  Recent investments include Align Technology, Progressive
Moulded Products, TravelCenters of America and WideOpenWest. Since
1986, Mr. Bass and the partnership's principals have invested in
over 50 transactions in a broad range of industries, including
American Savings Bank (Washington Mutual), Bell & Howell Company,
Wometco Cable Corporation, Williams Scotsman, Stage Stores and
Oreck Corporation.


EL PASO: Gets Regulatory Nod to Complete East Power Asset Sale
--------------------------------------------------------------
El Paso Merchant Energy, a business unit of El Paso Corporation
(NYSE: EP), received a final order on December 23, 2003 from the
Federal Energy Regulatory Commission.  

This order was a condition precedent to the making of the final
payment of $70 million in connection with the sale of all of the
common interests in East Coast Power, L.L.C.  East Coast Power
L.L.C. owns the natural gas-fired, 940-megawatt Linden
cogeneration facility located adjacent to Staten Island in Linden,
New Jersey.  As previously announced, the total purchase price was
approximately $450 million.  At the closing in October, GS Linden
Power Holdings L.L.C., a subsidiary of The Goldman Sachs Group,
Inc., paid approximately $380 million.  GS Linden will pay the
remaining $70 million to EPME as a result of the issuance of this
FERC order.

El Paso also has agreed to sell its interest in Mohawk River
Funding IV (MRF IV) to OKWARI IV, an indirect wholly owned
subsidiary of The Bear Stearns Companies Inc., for approximately
$4.5 million in cash and the assumption of approximately $75
million in debt.  MRF IV was formed to securitize a long-term
power contract with Connecticut Light and Power Company.  While
the MRF IV debt is non-recourse to El Paso, the company has
nevertheless included it and other similar debt when calculating
its total obligations senior to common stock.  The transaction is
subject to FERC approval and is expected to close in February
2004.

El Paso Corporation's (S&P, B Corporate Credit Rating, Negative
Outlook) purpose is to provide natural gas and related energy
products in a safe, efficient, dependable manner.  The company
owns North America's largest natural gas pipeline system and one
of North America's largest independent natural gas producers.  For
more information, visit http://www.elpaso.com/


EL PASO: Prices Shares Offering for Western Energy Settlement
-------------------------------------------------------------
El Paso Corporation (NYSE: EP) has priced an offering of
approximately 8.8 million shares of common stock at a public
offering price of $7.85 per share.  

Under the terms of El Paso's Western Energy Settlement, El Paso is
required to issue approximately 26.4 million common shares at the
direction of the parties of the settlement.  The offering is
expected to close on or about December 26, 2003.  This offering,
and the approximately 8.8 million shares issued in November,
brings the total number of shares issued to date in connection
with the Western Energy Settlement to approximately 17.6 million
shares.

The proceeds from the offering will total approximately $69
million and will be deposited for the benefit of the settling
parties as part of the company's Western Energy Settlement
obligations.

The joint book running managers for the offering were Deutsche
Bank Securities Inc. and J.P. Morgan Securities Inc.  Copies of
the prospectuses relating to the offerings may be obtained from
Deutsche Bank Securities Inc., 60 Wall Street, Fourth Floor, New
York, NY 10005, or from J.P. Morgan Securities Inc., Chase
Distribution and Support Services, 1 Chase Manhattan Plaza, Floor
5B, New York, NY 10081, e-mail Addressing.Services@jpmchase.com .

El Paso Corporation's (S&P, B Corporate Credit Rating, Negative
Outlook) purpose is to provide natural gas and related energy
products in a safe, efficient, dependable manner.  The company
owns North America's largest natural gas pipeline system and one
of North America's largest independent natural gas producers.  For
more information, visit http://www.elpaso.com/


ELAN CORP: Selling European Sales and Marketing Biz. for $120MM
---------------------------------------------------------------
Elan Corporation, plc agreed to sell its European sales and
marketing business to Medeus UK Limited, a new UK pharmaceutical
company backed by Apax Partners Funds.

Under the terms of the agreement Elan will receive total
consideration of approximately $120 million.

Elan also said that it was retaining its operations in Athlone,
Ireland and its research and development operations in Stevenage,
UK and that it separately anticipates selling certain rights to
two products in the UK and Ireland for approximately $10 million.

Kelly Martin, Elan's president and Chief Executive Officer, said,
"Divesting these operations is consistent with our strategy of
focusing on areas that are essential to our future and enables us
to tailor our European sales and marketing efforts toward our
pipeline products. We are also pleased to note that individuals
who have contributed to our sales and marketing success in Europe
will have an opportunity to continue to contribute as employees of
Medeus UK Limited."

The transaction includes the divestment of its sales and marketing
operation in the UK and 100 percent of the equity in Elan sales
and marketing affiliates in Germany, France, Spain, Italy and
Ireland. In 2002, Elan recorded net revenue and gross profit for
these products of $70.1 million and $50.7 million, respectively.
For the first nine months of 2003, Elan recorded net revenue and
gross profit for these products of $56.4 million and $38.7
million, respectively. Elan expects to record a pre-tax gain of
approximately $10 million from this transaction.

Apax Partners is a leading international private equity firm, and
Apax Partners Funds has a successful track record of early and
later stage healthcare investments. The transaction is subject to
regulatory approvals, third party consents and other customary
conditions, and is expected to close during the first quarter of
2004. Proceeds from the projected sale will form part of Elan's
proceeds from the divestment of assets as outlined in its recovery
plan.

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.


EMMIS COMMS: Selling Controlling Interest in Votionis SA for $7M
----------------------------------------------------------------
Emmis Communications Corporation (Nasdaq: EMMS) agreed to sell its
controlling interest in Votionis, S.A., an Argentine broadcasting
company, to its local minority partners, Daniel Hadad and Viviana
Zocco, for approximately $7 million in cash. Votionis operates one
AM and one FM station in Buenos Aires.

Emmis also announced that the Belgian Government has awarded Emmis
licenses to operate nine FM radio stations serving more than 50%
of the population in the Flanders region of Belgium.  Emmis
expects to use approximately $3 million of the proceeds from the
sale of Votionis to fund the development of these stations.

"[This] announcement is consistent with our strategy to become
geographically targeted with our international interests," Emmis
International President Paul Fiddick said.  Emmis International
now consists of Slager Radio, the top-rated national radio station
in Hungary, as well as its interests in Belgium. Belgium, with a
population of more than 10 million, is one of the most densely
populated countries in Europe and enjoys one of the highest GDP
per capita in the world.

In 1999, Emmis purchased a 75% interest in Votionis.  Since then,
Emmis has enjoyed significant commercial and ratings success
despite political and economic instability in Argentina.  The AM
station, Radio 10, is Argentina's leading news and information
station while the FM station, Mega 98.3, pioneered the "rock
nacional" format and achieved instant ratings success when the
format was introduced in 2000.

The Argentine peso was substantially devaluated relative to the
U.S. dollar early in 2002.  Because of this, Emmis will report a
currency translation loss upon exiting its investment in Argentina
of approximately $11 million.  However, on an actual transaction
basis, Emmis will have realized a slight gain on the sale.

Since the devaluation, Emmis has sought a suitable exit point from
Argentina, and concentrated on improving its business during the
economic recovery.  National elections earlier this year have
increased political stability to the country, and provided Emmis
the opportunity to monetize its investment.

The Votionis sale is subject to Argentine regulatory approvals and
is expected to close during the first half of 2004.

The Belgium licenses, five of which are renewals of licenses first
acquired by Emmis in August 2003, serve the principal Belgian
cities of Antwerp, Brussels, Bruges and Ghent, as well as Aalst,
Harelbeke (Kortrijk), Hasselt, Leuven, and Ostend.  The licenses
are for an initial term of eight years and do not require the
payment of any license fees.

Moving forward, Fiddick said, Emmis will continue to target
desirable properties in a focused geography and with the prospect
of both strategic and private equity partners.

Emmis Communications (S&P, B- Corporate Credit Rating, Stable) is
an Indianapolis based diversified media firm with radio
broadcasting, television broadcasting and magazine publishing
operations. Emmis' 23 FM and 4 AM domestic radio stations serve
the nation's largest markets of New York, Los Angeles and Chicago
as well as Phoenix, St. Louis, Austin, Indianapolis and Terre
Haute, IN. In addition, Emmis owns two radio networks, three
international radio stations, 16 television stations, regional and
specialty magazines, and ancillary businesses in broadcast sales
and book publishing.


ENRON: ENA Wants Clearance to Sell Overriding Royalty Interests
---------------------------------------------------------------
Enron North America Corporation and Shell Western E&P Inc.,
entered into a Participation Agreement dated June 12, 1996 to
jointly pursue an exploration and development program, known as
the Cypress Exploration Program, for the exploration and
development of oil and gas prospects in South Louisiana.  The
Participation Agreement was terminated by agreement of the
parties effective as of October 1, 1999.  As an adjunct to the
Cypress Exploration Program, ENA and certain predecessors-in-
interest to The Meridian Resource Corporation were parties to
that certain First Amended and Restated Participation and
3-D Exploration Agreement for the South Thornwell and Lakeside
Project Areas dated effective August 11, 1999.  As a result of
the termination of the Participation Agreement, and pursuant to
the terms of the Thornwell/Lakeside Agreement, ENA assumed full
ownership of various assets including working interests,
overriding royalty interests, and licenses to 3-D seismic
surveys.

ENA wants to sell these overriding royalty interests:

   * A 2.14% net revenue interest associated with a well located
     in the Lakeside Field located in Cameron Parish, Louisiana;
     and

   * A net revenue interest ranging from 4.3% to 12.5%
     associated with nine wells in the Weeks Island Field, in
     Iberia Parish, Louisiana.

In November 2000, ECT Merchant Investments Corp., a wholly owned
subsidiary of ENA, formed Acadian Management LLC, which owns
100% of the membership interest of Acadian Exploration LLC.  
Pursuant to an Assignment Agreement dated as of December 7, 2000,
by and between ECTMI and ECTMI Trutta Holdings LP, ECTMI
contributed and assigned to Trutta all of ECTMI's interest as a
member of Acadian.  Brook I LLC, an indirect, wholly owned
subsidiary of ENA, is the general partner of Trutta and the
remaining interests of Trutta are owned by ECTMI and, indirectly,
Whitewing Associates, L.P.

Prior to the Petition Date, ENA's assets relating to the Cypress
Exploration Program, including the Overriding Royalty Interests,
were in the process of being assigned to Acadian Exploration,
conditioned upon obtaining certain consents unrelated to the
Overriding Royalty Interests.  However, the consents were not
obtained and the assignments were not accomplished.

                     The Marketing Process

Melanie Gray, Esq., at Weil, Gotshal & Manges LLP, in New York,
relates that starting in early 2003, ENA began exploring the
means by which to sell the Overriding Royalty Interests.  Based
on the indications of interests, ENA believes that the optimal
method for selling the Overriding Royalty Interests is utilizing
the auction services of The Oil and Gas Asset Clearinghouse LP.

Ms. Gray tells the Court that the Clearinghouse offers a
comprehensive array of marketing, divestiture and acquisition
services for oil and gas assets, including online auction
services.  ENA plans to submit the Overriding Royalty Interests
for auction to be conducted utilizing the Clearinghouse's hybrid
live auction bidding process on February 5, 2004.  This process
is a live auction to be held at the George R. Brown Convention
Center in Houston, Texas, combined with bids placed real-time via
the Internet.  The Internet bidders can place a bid
electronically while those physically present can also submit
bids.

At the conclusion of the Auction, ENA will, in its business
judgment, determine the highest and best offer for each of the
Overriding Royalty Interests, subject to the offer meeting a
minimum bid acceptable to ENA.  Once all conditions to completing
a transfer of each of the Overriding Royalty Interests are
satisfied, including, but not limited to, waiver or expiration of
any consents to assign and receipt of the qualifying purchase
price, ENA will assign all of its right, title, and interest in
and to the Lakeside ORRIs and the Weeks Island ORRIs to the
Winning Bidder(s), each pursuant to an Assignment and Assumption
Agreement, in substantially the same terms as the proposed
Purchase Agreements.

                    The Purchase Agreements

Under the terms of the Purchase Agreements, ENA will sell,
assign, transfer and convey the Overriding Royalty Interests to
the Winning Bidder(s).  Each Purchase Agreements provides, among
other things, that:

Term          Weeks Island              Lakeside
----          ------------              --------
Effective     February 1, 2004          February 1, 2004
Date

Assets        All of the interests in   All of the interests in
              and to the Subject        and to the Subject
              Contracts as they relate  Contracts as they relate
              to the wells in Weeks     to the wells in Lakeside
              Island

Sale is       The sale will be          The sale will be subject
Subject to    subject to the rights,    to the rights, duties      
Subject       duties and obligations    and obligations arising
Contracts     arising in connection     in connection with the
              with the Subject          Subject Contracts
              Contracts

Consents to   The purchaser will        The purchaser will
Assignment    obtain any written        obtain any written
              consents that may be      consents that may be
              required in accordance    required in accordance
              with the terms of the     with the terms of the
              Subject Contracts         Subject Contracts

Indemnity     The purchaser will        The purchaser will
Provision     indemnify, defend and     indemnify, defend and
              hold harmless ENA from    hold harmless ENA from
              and against all Claims    and against all Claims
              arising from the rights,  arising from the rights,
              duties or obligations of  duties or obligations of
              ENA or assignee under     ENA or assignee under
              the identified            the identified
              instruments               instruments     

                 Claims and Escrow Agreements

ENA and Whitewing may have competing claims with respect to the
Overriding Royalty Interests, including, without limitation,
amounts to which an indirect owner of 100% of the Overriding
Royalty Interests would be entitled.  According to Ms. Gray, a
total of $6,000,000 was paid, directly or indirectly, to Trutta,
and about $4,200,000 was paid to ENA as distributions associated
with the Overriding Royalty Interests.  Of the Total
Distributions:

   (i) prior to the Petition Date, approximately $5,000,000 was
       paid, directly or indirectly, to Trutta and $750 was paid
       to ENA; and

  (ii) after the Petition Date, $864,500 was paid, directly or
       indirectly, to Trutta and $4,000,000 was paid to ENA.

Ms. Gray relates that the Postpetition Distributions and the
proceeds from the sale of the Overriding Royalty Interests, net
of any disposition costs or expenses payable, as pre-approved by
Whitewing and ENA, are to be deposited into an interest-bearing
escrow account maintained by an independent escrow agent.  The
escrow account will be established pursuant to an escrow
agreement among the parties, terms and conditions mutually
acceptable to ENA, Trutta and its interest owners, and the
Creditors Committee, which will hold the Escrow Funds until:

   (a) full and final resolution of claims that ENA and Trutta,
       and its interests owners have to the Prepetition
       Distributions, the Postpetition Distributions not in
       escrow and Escrow Funds; and

   (b) entry of a Court order regarding any distribution of the
       Escrow Funds.

Accordingly, pursuant to Section 363(b) of the Bankruptcy Code,
ENA asks the Court to authorize and approve:

   (i) the sale and assignment of the Overriding Royalty
       Interests by ENA, at the conclusion of the Auction, to
       the Winning Bidders in accordance with the Purchase
       Agreements; and

  (ii) its entry into the Escrow Agreement.

Ms. Gray contends that the sale should be authorized because:

   (1) ENA has concluded that its interest in the Overriding
       Royalty Interests is not integral to nor contemplated to
       be part of the Debtors' reorganization;

   (2) the Auction will result in the fair market value for the
       Overriding Royalty Interests;

   (3) aside from the DIP Lenders and the Pension Benefit
       Guaranty Corporation, ENA is not aware of any liens,
       claims and encumbrances in the Overriding Royalty
       Interests which have, could have, been asserted by
       creditors or other parties-in-interests.  To the extent
       that liens or claims exist that the Purchase Agreement do
       not otherwise provide for the treatment of those
       Interests, ENA propose to attach the unidentified
       Interests to the proceeds from the Sale; and

   (4) ENA explored the various alternatives for obtaining value
       from the Overriding Royalty Interests and determined that
       the proposed Auction will result in the best price
       obtainable for them. (Enron Bankruptcy News, Issue No. 91;
       Bankruptcy Creditors' Service, Inc., 215/945-7000)


EXIDE TECHNOLOGIES: Hires Monroe Mendelsohn as Expert Witness
-------------------------------------------------------------
The Exide Technologies Debtors seek the Court's authority to
employ Walter McCullough, Chief Executive Officer of Monroe
Mendelsohn Research, Inc., as an expert witness in connection with
a lawsuit concerning EnerSys' objection to their rejection of
certain executory contracts, nunc pro tunc to November 7, 2003.

The Debtors want to employ Mr. McCullough as their expert due to
his extensive experience with survey research.  One of the
matters at issue in the Lawsuit is the accuracy and relevance of
a survey report done on EnerSys' behalf.

Mr. McCullough, and other professionals at Mendelsohn will:

   (a) render any requested advice or expert opinion that may be
       required to assist in the Lawsuit;

   (b) provide information relevant to the Survey Issue;

   (c) possibly testify before the Court as witness for the
       Debtors; and

   (d) perform all other services for the Debtors, which may be
       necessary and proper in furtherance of the matters for
       which Mr. McCullough is being employed.

The Debtors will compensate Mendelsohn on behalf of Mr.
McCullough's services on an hourly basis.  The Debtors will also
reimburse the firm for actual, necessary expenses and other
charges incurred.  The firm's current standard hourly rates are:

     Walter McCullough                 $500
     Senior Project Managers            200
     Clerical Staff                      25 - 100

The Debtors inform the Court that Mendelsohn began performing
services for them on November 7, 2003.  However, the Debtors and
their counsel have recently been involved in the confirmation
process and unfortunately were not able to prepare and file
Mendelsohn's Employment Application earlier.

Walter McCullough assures the Court that Mendelsohn does not
represent any other entity having an adverse interest to the
Debtors in connection with the Lawsuit.  The firm is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code. (Exide Bankruptcy News, Issue No. 36;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


FAIRFAX FINANCIAL: Declares Annual Dividend Payable on Jan. 28
--------------------------------------------------------------
Fairfax Financial Holdings Limited has declared a dividend of
US$1.40 per share on its outstanding multiple voting and
subordinate voting shares, payable on January 28, 2004 to
shareholders of record on January 14, 2004.

The dividend is payable in U.S. dollars since Fairfax is adopting
the U.S. dollar as its reporting currency commencing with the 2003
fiscal year. Applicable Canadian withholding tax will be applied
to dividends payable to non-residents of Canada.

This dividend continues the policy, instituted in 2001, of payment
of a modest annual dividend. This policy was discussed in
Fairfax's 2000 Annual Report. The dividend declared in 2002 was
Cdn$1.50 per share (approximately US$1.00 at the then current
exchange rate).

Fairfax Financial Holdings Limited (S&P, BB Counterparty Credit
Rating, Stable) is a financial services holding company, which,
through its subsidiaries, is engaged in property, casualty and
life insurance and reinsurance, investment management and
insurance claims management.


FAO INC: Inks $20 Mill. Pact to Sell Certain FAO Schwartz Assets
----------------------------------------------------------------
FAO, Inc., has signed an agreement for the sale of certain assets
of its FAO Schwarz business including its historic Fifth Avenue
store in New York, its Las Vegas Store located in the Forum Shops,
as well as its signature clock towers and other FAO fixtures, and
its internet and catalog businesses.

The Company stated that it will file a motion with the Bankruptcy
Court to obtain approval for procedures by which the agreement
would be approved or overbids accepted by about January 22, 2004.

The contract calls for VGACS Acquisition, Inc., a subsidiary of D.
E. Shaw Laminar Portfolios, L.L.C., to pay $20,000,000, subject to
certain adjustments, to assume FAO, Inc.'s rights under its New
York and Las Vegas store leases, and to acquire its catalog and
internet assets and its intellectual property rights. FAO, Inc.
will sell the remaining inventory in these stores following which
the newly formed company plans to temporarily close each store for
a complete remodeling in anticipation of grand re-openings prior
to the summer of 2004.

In a previous announcement, the Company reported it had completed
the sale of 34 Right Start stores to an affiliate of Hancock Park
Associates. Jerry R. Welch, President and Chief Executive Officer
of FAO, Inc. stated, "We are pleased to complete the sale of Right
Start to Hancock Park Associates. They are a highly regarded
investment firm and experienced retail investors. We believe they
will do an excellent job in further developing and growing the
Right Start brand."

The Company reaffirmed its earlier stated position that it does
not expect any recovery would be available to its common
stockholders in connection with its bankruptcy.

FAO, Inc. owns a family of high quality, developmental,
educational and care brands for infants, toddlers and children and
is a leader in children's specialty retailing. FAO, Inc. owns and
operates the renowned children's toy retailer FAO Schwarz(R); The
Right Start(R), the leading specialty retailer of developmental,
educational and care products for infants and toddlers; and Zany
Brainy(R), the leading retailer of developmental toys and
educational products for kids. On December 4, 2003, FAO, Inc.,
filed voluntary petitions under Chapter 11 of the Bankruptcy Code
in the U.S. Bankruptcy Court for the District of Delaware for
itself and its operating subsidiaries ZB Company, Inc. and FAO
Schwarz, Inc.

For additional information on FAO, Inc. or its family of brands,
visit online at http://www.irconnect.com/faoo/


FFP OPERATING: Committee Turns to KPMG for Financial Advice
-----------------------------------------------------------
The Official Committee of Unsecured Creditors, appointed in the
chapter 11 cases involving FFP Operating Partners, LP, is seeking
permission from the U.S. Bankruptcy Court for the Northern
District of Texas, Fort Worth Division, to employ and retain KPMG
LLP as its Financial Advisors.

The Committee anticipates that KPMG LLP will:

     i) assist in the review of reports or filings as required
        by the Bankruptcy Court or the Office of the United
        States Trustee, including but not limited to, schedules
        of assets and liabilities, statement of financial
        affairs, and monthly operating reports;

    ii) review of the Debtor's financial information, including,
        but not limited to, analyses of cash receipts and
        disbursements, financial statement items and proposed
        transactions for which Bankruptcy Court approval is
        sought;

   iii) review and analysis of the reporting regarding cash
        collateral and any debtor-in-possession financing
        arrangements and budgets;

    iv) evaluate potential employee retention and severance
        plans;

     v) assist with identifying and implementing potential cost
        containment opportunities;

    vi) assist with identifying and implementing asset
        redeployment opportunities;

   vii) analyze the assumption and rejection issues regarding
        executory contracts and leases;

  viii) review and analysis of the Debtor's proposed business
        plans and the business and financial condition of the
        Debtor generally;

    ix) assist in evaluating reorganization strategy and
        alternatives available to the creditors;

     x) review and critique of the Debtor's financial
        projections and assumptions;

    xi) prepare enterprise, asset and liquidation valuations;

   xii) assist in preparing documents necessary for
        confirmation;

  xiii) advice and assist to the Committee in negotiations and
        meetings with the Debtor and the bank lenders;

   xiv) advice and assist on the tax consequences of proposed
        plans of reorganization;

    xv) assist with the claims resolution procedures, including,
        but not limited to, analyses of creditors' claims by
        type and entity and maintenance of a claims database;

   xvi) provide litigation consulting services and expert
        witness testimony regarding confirmation issues,
        avoidance actions or other matters; and

  xvii) other such functions as requested by the Committee or
        its counsel to assist it in this Chapter 11 case.

Larry H. Lattig discloses that KPMG will bill the Debtor's estates
at its current hourly rates:

          Partners            $590 - $650 per hour
          Directors           $480 - $570 per hour
          Managers            $390 - $450 per hour
          Senior Associates   $300 - $360 per hour
          Associates          $190 - $270 per hour
          Paraprofessionals   $140 per hour

Headquartered in Fort Worth, Texas, FFP Operating Partners, LP,
together with other subsidiaries of FFP Partners, L.P., owns and
operates convenience stores, truck stops, and self-service motor
fuel outlets over a twelve state area.  The Company filed for
chapter 11 protection on October 23, 2003 (Bankr. N.D. Tex. Case
No. 03-90171).  Mark Joseph Petrocchi, Esq., at Colvin and
Petrocchi represent the Debtor in its restructuring efforts.  When
the Company filed for protection from its creditors, it listed
over $10 million in assets and debts of over $50 million.

  
FLEMING: Wants Nod to Terminate JP Morgan/Chase Letter of Credit
----------------------------------------------------------------
The Fleming Debtors seek Judge Walrath's permission to terminate a
letter of credit issued by JPMorgan/Chase Manhattan Bank.

Before the Petition Date, the Debtors and Direct Source
International, Inc., signed an Agency Agreement whereby DSI acted
as the Debtors' non-exclusive buying agent for certain
international merchandise.  The Agency Agreement required Fleming
to cause a standby letter of credit to be issued to secure its
purchase of product under the Agency Agreement.  Under that
Agreement, DSI was responsible for issuing all import letters of
credit with those international vendors from which DSI would
purchase merchandise for the Debtors.

In September 1999, JPMorgan Chase issued a $2,500,000 letter of
credit for the purpose of inducing DSI to buy international
products on the Debtors' behalf.  DSI used the letter of credit
as security with Bank One NA, so that Bank One would issue all
subsequent import letters of credit on DSI's behalf with
international vendors as the various beneficiaries.  As a result
of the transaction between DSI and Bank One, Bank One is listed
as the beneficiary of the letter of credit.  In April 2003, the
letter of credit was reduced to $2,346,029, and in September, it
was further reduced to $2,283,585.

Before the Petition Date, the Debtors placed an order for various
goods with DSI.  These goods were delivered after the Petition
Date.  In accordance with the terms of the April Order, the
Debtors paid DSI the entire amount due under the prepetition
purchase order.  As a result, there are no outstanding invoices
for which the Debtors owe payment.

Christopher J. Lhulier, Esq., at Pachulski Stang Ziehl Young
Jones & Weintraub PC, in Wilmington, Delaware, tells the Court
that the Debtors no longer purchase products through, and do not
have any business relationship with, DSI.  As a result, there is
no reason for DSI to continue to use the letter of credit as
security for import letters of credit with international vendors.  
Because there are no outstanding purchase orders or payments due
to DSI, there is no remaining purpose for the letter of credit
and it should be terminated.

In September 2003, the Debtors, through JPMorgan Chase, asked
Bank One to release the letter of credit.  However, Bank One
refused to do so without consent from DSI and confirmation that
the Debtors have paid all amounts owing to DSI.  While DSI does
not dispute that the Debtors have paid all amounts owing to it,
DSI refused to release the letter of credit -- which would, of
course, reduce the outstanding debt under the Debtors'
prepetition senior secured credit facility.  Mr. Lhulier says
that the termination of the letter of credit would eliminate
nearly $2,300,000 in obligations that need to be satisfied under
that facility.  Because DSI has not agreed to voluntarily release
the letter of credit, a Court order is warranted. (Fleming
Bankruptcy News, Issue No. 19; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


FMC: Lenders Cut Term Loan Facility Margin by 225 Basis Points
--------------------------------------------------------------
FMC Corporation (NYSE: FMC) obtained the agreement of its lenders
to reduce the applicable margin on its term loan facility by 225
basis points.

Borrowings under the term loan facility are expected to be $247.5
million at December 31, 2003.  The company also said it was
successful in achieving favorable amendments to the covenants in
its credit facilities accommodating the previously announced
restructuring at Astaris LLC, the company's North American
phosphorus chemicals affiliate.

FMC indicated that today's re-pricing and amendment actions will
provide an earnings benefit in 2004 which has largely been
anticipated in the company's earlier guidance.  The company will
provide further details on its outlook for 2004 during its fourth
quarter 2003 conference call on February 3, 2004.

FMC Corporation (S&P, BB+ $300 Million Senior Secured Notes
Rating, Negative) is a diversified chemical company serving
agricultural, industrial and consumer markets globally for more
than a century with innovative solutions, applications and quality
products.  The company employs approximately 5,500 people
throughout the world.  FMC Corporation divides its businesses into
three segments: Agricultural Products, Specialty Chemicals and
Industrial Chemicals.


FRIENDS IVORY: New York-Based Trust Company Dissolves
-----------------------------------------------------
On May 21, 2003, Friends Ivory & Sime Trust Company filed a
Petition for a Closing Order, pursuant to Section 605(4) of the
New York Banking Law, and a request for judicial intervention with
the New York State Supreme Court.  

On October 21, 2003, the Trust was granted approval to close its
operations.

The deadline for the presentment of claims by Friends Ivory's
creditors was on December 15, 2003. Following the deadline, the
Trust Company shall file a verified Statement with the
Superintendent of Banks, New York State Banking Department,
listing all creditors who haven't received their dividends due
them and pay over the unclaimed amounts to the Superintendent, as
Trustee.    

The Court will subsequently declare Friends Ivory dissolved and
its corporate existence terminated.


GINGISS GROUP: Lowenstein Sandler Serving as Committee's Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors, appointed in the
chapter 11 cases of The Gingiss Group, Inc., seeks to employ
Lowenstein Sandler PC as its Counsel.

The Committee tells the U.S. Bankruptcy Court for District of
Delaware that the services of Lowenstein Sandler are necessary to
enable it to faithfully execute its duties as the representative
of unsecured creditors in the administration of the Debtors
estates.

Lowenstein Sandler is expected to:

     a) provide legal advice as necessary with respect to the
        Committee's powers and duties as an official committee
        appointed under Section 1102 of the Bankruptcy Code;

     b) provide legal advice as necessary with respect to any
        disclosure statement and plan filed in this case and
        with respect to the process for approving or
        disapproving disclosure statements and confirming or      
        denying confirmation of a plan;
          
     c) prepare on behalf of the Committee, as necessary,
        applications, motions, complaints, answers, orders,
        agreements, and other legal papers;

     d) appear in Court to present necessary motions,
        applications, and pleadings and otherwise protecting the
        interests of those represented by the Committee; and

     e) perform all of the legal services for the Committee that
        may be necessary and proper in these proceedings.

Bruce Buechler, Esq., reports that the Lowenstein Sandler
attorneys that are most likely to represent the Committee in this
case have current standard hourly rates that range from $150 to
$525 per hour.  The legal assistants to assist the attorneys have
hourly rates of $75 to $100 per hour.

Headquartered in Addison, Illinois, The Gingiss Group, Inc., a
national men's formal wear rental and retail company, filed for
chapter 11 protection on November 3, 2003 (Bankr. Del. Case No.
03-13364).  James E. O'Neill, Esq., and Laura Davis Jones, Esq.,
at Pachulski Stang Ziehl Young Jones & Weintraub represent the
Debtors in their restructuring efforts. The Debtors listed debts
of over $50 million in their petition.    


GLOBAL CROSSING: Files Quarterly and Current Reports with SEC
-------------------------------------------------------------
Global Crossing filed with the Securities and Exchange Commission
its quarterly reports on Form 10-Q for the first three quarters of
2003 and a current report on Form 8-K relating to the investment
by Singapore Technologies Telemedia Pte. Ltd., in the newly
reorganized company.  

The current report includes a "fresh start" balance sheet
establishing a "fair value" basis for the carrying value of the
assets and liabilities of the reorganized Global Crossing.  The
current report also includes details regarding the change of
control that resulted from consummation of Global Crossing's plan
of reorganization on December 9, 2003 and information on the
senior notes purchased by ST Telemedia.

"We are pleased to have filed reports through the third quarter of
the year, and look forward to announcing our financial results for
the restructured company on a regular basis going forward," said
Daniel O'Brien, Global Crossing's chief financial officer.

Both the quarterly and current reports are available on the SEC
and Global Crossing Web sites.

Global Crossing provides telecommunications solutions over the
world's first integrated global IP-based network.  Its core
network connects more than 200 cities and 27 countries worldwide,
and delivers services to more than 500 major cities, 50 countries
and 5 continents around the globe.  The company's global sales and
support model matches the network footprint and, like the network,
delivers a consistent customer experience worldwide.

Global Crossing IP services are global in scale, linking the
world's enterprises, governments and carriers with customers,
employees and partners worldwide in a secure environment that is
ideally suited for IP-based business applications, allowing
e-commerce to thrive.  The company offers a full range of managed
data and voice products including Global Crossing IP VPN Service,
Global Crossing Managed Services and Global Crossing VoIP
services, to more than 40 percent of the Fortune 500, as well as
700 carriers, mobile operators and ISPs.

Visit http://www.globalcrossing.com/for more information about  
Global Crossing.


HASBRO INC: Wizards of the Coast Will Close Retail Stores
---------------------------------------------------------
Wizards of the Coast, Inc., a subsidiary of Hasbro, Inc.,
(NYSE:HAS), will be closing its chain of retail stores, including
Wizards of the Coast stores and the affiliated The Game Keeper
stores. The company has retained Gordon Brothers Group, LLC of
Boston to assist with the closure, which should be completed
within approximately 60 days.

The move out of the retail store business will enable a deeper
focus on Wizards' core business of game design, company officials
said. Wizards' trading card games and role-playing games -- from
Magic: The Gathering(R) to Dungeons & Dragons(R) -- are among the
biggest brands in the hobby game industry.

Wizards of the Coast, Inc., is a worldwide leader in the trading
card game and tabletop role-playing game categories, and a leading
developer and publisher of game-based entertainment products. The
company holds an exclusive patent on trading card games and their
method of play and produces the premier trading card game, Magic:
The Gathering, among many other trading card games and family card
and board games. Wizards is also a leading publisher of
role-playing games, such as Dungeons & Dragons, and publisher of
fantasy series fiction with numerous New York Times best-sellers.

For more information, visit the Wizards of the Coast Web site at
http://www.wizards.com/  

Hasbro (Fitch, BB Senior Unsecured Debt, Stable) is a worldwide
leader in children's and family leisure time and entertainment
products and services, including the design, manufacture and
marketing of games and toys ranging from traditional to high-tech.
Both internationally and in the U.S., its PLAYSKOOL, TONKA, SUPER
SOAKER, MILTON BRADLEY, PARKER BROTHERS, TIGER and WIZARDS OF THE
COAST brands and products provide the highest quality and most
recognizable play experiences in the world.


HAYES LEMMERZ: Lacks Industries Wants $12M Admin Expense Payment
----------------------------------------------------------------
On June 6, 1995, Lee A. Chase filed Patent Application No.
08/467,700, which resulted to the '213 Patent entitled "Wheel and
Overlay Assembly", issued and assigned as United States Patent
No. 5,597,213 by the United States Patent and Trademark Office.  
The '213 Patent was subsequently assigned to Lacks Industries,
Inc., which has been, and remains, the owner of the patent.

David B. Stratton, Esq., at Pepper Hamilton LLP, in Wilmington,
Delaware, relates that after the Petition Date, Hayes Lemmerz
International, Inc., has been manufacturing and selling wheels,
which are manufactured utilizing a process which infringes Lacks'
'213 Patent.  Upon information and belief, Hayes produced and sold
over 2,500,000 units of Ford Ranger, GM GMT-800, GM Silverado
1500, and GM Astro Van wheels, which were manufactured utilizing a
process which infringes Lacks' '213 patent, during the pendency of
these bankruptcy proceedings.  

Mr. Stratton informs the Court that a reasonable royalty for the
use of the process covered by Lacks' patent and used by Hayes in
the manufacture of the wheels is at least 12% of the price
received by Hayes for each wheel, estimated at $40 per wheel.  
Discovery proceedings or a voluntary release of information by
Hayes will be necessary to finally determine the volume of sales
and the royalty due.  

Mr. Stratton asserts that Lacks is entitled to payment of
reasonable royalty payments from Hayes on all wheels manufactured
following the Petition Date under Sections 503(b) and 507(1) of
the Bankruptcy Code.

In addition, Mr. Stratton points out that most of the issues
regarding Hayes' liability to Lacks for infringement of the '213
Patent has already been resolved in a separate action brought by
Lacks against Hayes and McKechnie Vehicle Components USA, Inc.  
McKechnie is in privity and is a co-infringer with Hayes.  The
McKechnie Patent Action is pending in the U.S. District Court for
the Eastern District of Michigan.

As a result of two decisions by the District Court in the
McKechnie Patent Action, which was affirmed in part, vacated in
part, and remanded by the Federal Circuit, Hayes was found to
have infringed the '213 Patent.  The only issue left in the case
is a final ruling on Hayes' and McKechnie's "on sale" defense and
the relief, including damages, to be awarded to Lacks.

Citing, Carter-Wallace, Inc. v. Davis-Edwards Pharmacal Corp.,
443 F. 2d 867, 874 (2d Cir. 1971), Mr. Stratton argues that
damages claims for postpetition patent infringement qualify for
treatment as administrative expense claims.  The grounds for this
rule are simply that patent infringement is a tort, and damages
resulting from torts committed by the debtor during the
bankruptcy proceedings are entitled to priority status as
administrative claims.

Lacks now asks the Court to direct Hayes to pay $12,000,000 in
administrative expenses, which is the exact amount to be
established through discovery proceedings.  Lacks further
reserves the right to assert more claims based on additional
postpetition services rendered to the estate.

                    Reorganized Debtors Object

Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in Wilmington, Delaware, contends that Lacks' administrative
claim is contingent and unliquidated, pending the outcome of
patent infringement litigation brought by Lacks against the
Debtors in the U. S. District Court for the Eastern District of
Michigan.  

Lacks admits that the District Court has not yet ruled on the
validity of defenses held by the Reorganized Debtors and a co-
defendant, as well as damages to be awarded to it.  Accordingly,
the Court should not make a determination regarding the
allowability or the amount of Lacks' administrative claim until
such time the District Court has ruled on the Reorganized
Debtors' defenses and made a final determination with respect to
liability and damages, thus liquidating the Administrative Claim,
Mr. Clark says.  

The Reorganized Debtors reserve all rights to file a substantive
objection to the Lacks Administrative Claim on any and all
available grounds once the Michigan Litigation has concluded.  If
the Michigan Litigation would determine liability against the
Reorganized Debtors and an award of damages to Lacks, the
Reorganized Debtors by no means concede that the damages are
entitled to administrative expense treatment under Section 503 of
the Bankruptcy Code.  But then, the Claim may be entirely or
partially general unsecured claims of the Reorganized Debtors'
estates, Mr. Clark remarks.

The Reorganized Debtors also reserve all rights to subsequently
file the necessary declaration in support of their objection at
their discretion. (Hayes Lemmerz Bankruptcy News, Issue No. 42;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


IMC GLOBAL: Will Propose Merger Deal to Phosphate Resource
----------------------------------------------------------
IMC Global Inc. (NYSE: IGL) and Phosphate Resource Partners
Limited Partnership (NYSE: PLP) jointly announced that IMC Global
is considering making a proposal to merge an affiliate of IMC
Global with PLP with each publicly held partnership unit in PLP
being converted into 0.2 shares of IMC common stock.  

In addition, IMC Global and PLP announced that Alpine Capital,
L.P., Keystone, Inc. and The Anne T. and Robert M. Bass
Foundation, which collectively hold 30,732,100 units in PLP, have
granted proxies to IMC Global to be voted in favor of such a
transaction if pursued.  IMC Global has not made a definitive
determination whether to make a merger proposal to PLP.

Alpine Capital's 30,732,100 units represent approximately 61% of
the public float of PLP, which has about 103.5 million units
outstanding.  IMC Global owns indirectly about 53.4 million units
of PLP (about 51% of the outstanding units) and is the parent of
PRP-GP LLC, the administrative managing general partner of PLP.

IMC Global and PLP, with 58.5% and 41.5% ownerships, respectively,
are joint venture partners in IMC Phosphates Company, one of the
world's largest producers and marketers of concentrated phosphates
and animal feed ingredients.

IMC Global has previously advised the board of directors of the
administrative general partner of PLP that IMC Global is
considering making a proposal to PLP regarding a possible merger
transaction in which the publicly traded units in PLP would be
exchanged for IMC common stock.  IMC Global has also advised the
board of directors of the administrative general partners of PLP
that a possible transaction was being discussed with Alpine
Capital.  The board of directors of the administrative managing
general partner has formed a committee of independent directors to
consider any proposal from IMC Global and is proceeding to engage
independent legal and financial advisors to assist it in
considering any proposal from IMC Global.

There can be no assurance that the board of directors of IMC
Global will authorize the making of a merger proposal to PLP, or,
if a proposal is made, as to what the response the board of
directors of the administrative managing general partner of PLP
would be to the proposal.  Any merger transaction would be subject
to the negotiation of a definitive merger agreement, necessary
regulatory approvals, action by the unitholders of PLP and other
conditions which are customary for transactions of this nature
involving publicly traded companies.  There would not be any
requirement for a vote by the shareholders of IMC Global.

"We believe a potential merger with PLP based on the exchange
ratio described above should be a reasonable value proposition for
both IMC Global shareholders and PLP unitholders while greatly
simplifying our corporate structure and leading to the elimination
of overhead costs associated with management of the limited
partnership," said Douglas A. Pertz, Chairman and Chief Executive
Officer of IMC Global.

J. Taylor Crandall, President of a general partner of Alpine
Capital and Chief Operating Officer of Keystone, Inc., said, "This
merger, if consummated, will simplify a complex ownership
structure and should enhance management's strategy to create
greater long-term shareholder value for both the PLP unitholders
and IMC Global shareholders."

With 2002 revenues of $2.1 billion, IMC Global is the world's
largest producer and marketer of concentrated phosphates and
potash crop nutrients for the agricultural industry and a leading
provider of feed ingredients for the animal nutrition industry.
For more information, visit IMC Global's Web site at
http://www.imcglobal.com/

PLP is engaged in the production and sale of phosphate crop
nutrients and animal feed ingredients.  For more information,
visit the PLP Web site at http://www.phosplp.com/

If the transaction is pursued and moves forward to a vote of PLP
unitholders, prior to any vote, IMC Global will file a
Registration Statement with the Securities and Exchange
Commission, which will include a proxy statement/prospectus and
other relevant documents concerning the proposed merger
transaction.  At that time PLP unitholders will be urged to read
the proxy statement/prospectus and any other relevant documents
filed with the Securities and Exchange Commission because they
will contain important information relating to IMC Global, PLP and
the proposed merger.  You will be able to obtain the document free
of charge at the website maintained by the Securities and Exchange
Commission at http://www.sec.gov   

In addition, you may obtain documents filed with the SEC by IMC
Global, including periodic reports and current reports, free of
charge by requesting them in writing from IMC Global Inc., 100
South Saunders Road, Lake Forest, Illinois 60045-2561, Attention:
David A. Prichard, or by telephone at (847) 739-1200; e-mail:
daprichard@imcglobal.com .  You may obtain documents filed with
the Securities and Exchange Commission by PLP free of charge by
requesting them in writing from 100 South Saunders Road, Suite
300, Lake Forest, Illinois 60045-2561, or by telephone, (847) 739-
1200.

With 2002 revenues of $2.1 billion, IMC Global (S&P, B+ Corporate
Credit Rating, Stable) is the world's largest producer and
marketer of concentrated phosphates and potash crop nutrients for
the agricultural industry and a leading global provider of feed
ingredients for the animal nutrition industry.  For more
information, visit IMC Global's Web site at
http://www.imcglobal.com/


ISLE OF CAPRI: Names Marlon Phoenix to Head Mississippi Property
----------------------------------------------------------------
Isle of Capri Casinos, Inc. (Nasdaq: ISLE) announced the promotion
of Marlon Phoenix to vice president and general manager of the
company's Lula, Miss. property.

Phoenix, who joined the company in 2001 as director of operations
for the Isle-Lula, has 23 years' experience in the gaming and
hospitality industry. He has held positions with Caesars, Harrah's
and Merv Griffin's Resorts, all in Atlantic City, as well as Walt
Disney World Resorts in Orlando, Florida and Moven Pick Golf
Resort in Sharm El Sheikh on Egypt's Sinai Peninsula.

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: Retirees' Committee Taps FTI as Fin'l Advisor
--------------------------------------------------------------
The Official Committee of Retired Salaried Employees of the Kaiser
Aluminum Debtors seeks the Court's authority to retain FTI
Consulting, Inc. pursuant to Section 1103(a) of the Bankruptcy
Code to perform financial advisory services, nunc pro tunc to
November 14, 2003.

The Retiree Committee is familiar with the professional standing
of FTI Consulting.  FTI Consulting has a wealth of experience in
providing financial advisory services in restructurings and
reorganizations and enjoys an excellent reputation for services
it has rendered in large and complex Chapter 11 cases on behalf
of debtors and creditors throughout the United States.

John E. Daniel, Chairman of the Retiree Committee, informs the
Court that FTI Consulting's services are necessary to enable the
Retiree Committee to serve as the authorized representative of
the Debtors' retired salaried employees with respect to the
Debtors' efforts to modify or terminate retiree benefits provided
to retired salaried employees.  Mr. Daniel further relates that
FTI Consulting is well qualified and able to provide financial
advisory services to the Committee in a cost-effective, efficient
and timely manner.

Specifically, FTI Consulting will:

   (a) assist the Retiree Committee in reviewing and calculating
       the medical benefit claim for retired salaried employees;

   (b) assist in analyzing and evaluating any proposed
       recovery to the Retiree Committee contemplated in a
       reorganization plan;

   (c) assist with the review of the Debtors' performance of
       cost/benefit evaluations with respect to the affirmation
       or rejection of various executory contracts and leases;

   (d) assist in the review of financial information
       distributed by the Debtors to creditors and others,
       including, but not limited to:

       -- cash flow projections and budgets;

       -- cash receipts and disbursement analysis;

       -- analysis of various asset and liability accounts; and

       -- analysis of proposed transactions for which Court
          approval is sought;

   (e) attend meetings and assist in discussions with the
       Debtors, potential investors, banks, other secured
       lenders, the Retiree Committee and other committees
       appointed in the Debtors' Chapter 11 proceedings, the U.S.
       Trustee, other parties-in-interest and bankruptcy
       professionals, as requested;

   (f) assist in the review and preparation of information
       and analysis necessary for the confirmation of a Plan;

   (g) provide litigation advisory services with respect to
       accounting and tax matters, along with expert witness
       testimony on case related issues as required by the
       Committee;

   (h) render other general business consulting or other
       assistance as the Retiree Committee or its counsel
       may deem necessary that are not duplicative of services
       provided by other professionals; and

   (i) provide, at the Retiree Committee' request, additional
       financial advisory services that may be deemed appropriate
       and necessary to the benefit of the Retiree Committee's
       monitoring of the Debtors' estates.

FTI Consulting will be compensated according to its customary
hourly rates, subject to periodic adjustments.  The rates of FTI
Consulting professionals range from:

        Senior Managing Directors               $550 - 625
        Directors & Managing Directors           395 - 550
        Associates & Consultants                 195 - 365
        Administration & Paraprofessionals        80 - 160

The Debtors and FTI Consulting have agreed that FTI Consulting's
fees will not exceed $150,000, plus reasonable expenses.  The
Debtors' estate will pay for the firm's fees and expenses.

The Retiree Committee and FTI Consulting also agreed on
provisions for dispute resolution:

   (a) Any controversy or claim arising out of, or in connection
       with the services provided by FTI Consulting to the
       Retiree Committee, including any matter involving a
       successor-in-interest or agent of the Retiree Committee or
       of FTI Consulting, will be brought before the Bankruptcy
       Court or the District Court for the District of Delaware
       if the District Court withdraws the reference;

   (b) FTI Consulting and the Retiree Committee and their
       successors and assigns, consent to the jurisdiction and
       venue of the court as the sole and exclusive forum for the
       resolution of any claims, causes of actions or lawsuits;

   (c) FTI Consulting and the Retiree Committee waive trial by
       jury -- the waiver being informed and freely made;

   (d) If the Bankruptcy Court, or the District Court, does not
       have or retain jurisdiction over the claims and
       controversies, FTI Consulting and the Retiree Committee
       will submit first to non-binding mediation.  If mediation
       is not successful, then FTI Consulting and the Retiree
       Committee will submit to binding arbitration, in
       accordance with the dispute resolution procedures; and

   (e) Judgment on any arbitration award may be entered in any
       court having proper jurisdiction.

In addition, FTI Consulting will not raise or assert any defense
based on jurisdiction, venue, abstention or otherwise to the
jurisdiction and venue of the Bankruptcy Court or the District
Court to hear or determine any controversy or claims.

Thomas E. Lumsden, Senior Managing Director of FTI Consulting,
assures the Court that FTI Consulting does not represent or hold
an interest adverse to the interest of the Debtors' estates with
respect to the matter to which it is to be employed.  The firm is
a "disinterested person" within the meaning of Section 101(14).
(Kaiser Bankruptcy News, Issue No. 36; Bankruptcy Creditors'
Service, Inc., 215/945-7000)  


L-3: Clarifies Acquisition of IPICOM Defense & Aerospace Assets
---------------------------------------------------------------
L-3 Communications (NYSE: LLL) announced on Monday, December 22,
2003, that it acquired certain defense and aerospace assets of
IPICOM, Inc., for $27.5 million in cash. Any implication that L-3
acquired more than these assets of the defense and aerospace unit
of IPICOM, Inc. was not intended.

IPICOM, Inc., operating under the name IPITEK, is a leading
manufacturer of Broadband Communications products and systems,
including advanced performance analog, digital transmission and
fiber optic transmission systems widely used in Broadband, Cable
TV, Security and Surveillance applications. The company is also a
leader in state-of-the-art fiber-optic components and advanced
sensor components and products, including optical temperature
sensors used in critical metallurgy and medical manufacturing
applications.

IPITEK retains the rest of its Aerospace and Defense unit, as well
as all other operating divisions of the company including Network
Systems, Photonic Components, and Advanced Sensor Products. IPITEK
will continue to develop, manufacture and market high performance
products to meet the needs of these markets.

Headquartered in New York City, L-3 Communications (S&P, BB+
Corporate Credit Rating, Positive Outlook) is a leading provider
of Intelligence, Surveillance and Reconnaissance (ISR) systems,
secure communications systems, aircraft modernization, training
and government services and is a merchant supplier of a broad
array of high technology products. Its customers include the
Department of Defense, Department of Homeland Security, selected
U.S. Government intelligence agencies and aerospace prime
contractors.

To learn more about L-3 Communications, please visit the company's
Web site at http://www.L-3Com.com/


LAIDLAW INT'L: Will Publish 1st-Quarter 2004 Results on Jan. 13
---------------------------------------------------------------
Laidlaw International (OTC Bulletin Board: LALW; TSX: BUS), a
leading provider of transportation services and emergency
department management services, will release financial results for
its fiscal first quarter ending November 30, 2003 on Tuesday,
January 13, 2004 after market close.

The company will hold a conference call hosted by senior
management to discuss the financial results on Wednesday, January
14, 2004 at 10:00 a.m. (EST). A webcast of the conference call
will be accessible at Laidlaw International's Web site
http://www.laidlaw.com/  

To participate in the call, please dial:

               800-231-5571 - (US and Canada)
               973-582-2703 - (International)

A replay will be available immediately after the conference call
through January 28, 2004. To access the replay, dial 877-519-4471
(U.S and Canada) or 973-341-3080 (International); access code:
4400050. Additionally, the webcast will be archived on the
Company's Web site.

Laidlaw International, Inc. is a holding company for North
America's largest providers of school and inter-city bus
transport, public transit, patient transportation and emergency
department management services. Trades of the company's shares are
posted on the OTC Bulletin Board (OTCBB: LALW). Additionally, the
company's shares trade on the Toronto Stock Exchange (TSX: BUS).
For more information, visit http://www.laidlaw.com/


LAIDLAW INC: Laidlaw Int'l Discloses Post-Confirmation Exposure
---------------------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission on December 1, 2003, Kevin E. Benson, Laidlaw
International Inc. President, Chief Executive Officer, and
Director, reports that Laidlaw has no continuing direct exposure
to any case except with respect to these matters:

(1) D&O Claim Treatment Letter

Mr. Benson relates that pursuant to the Confirmed Plan, Laidlaw
is authorized and directed to implement the Director and Officer
Claim Treatment Letter, among itself, the informal steering
committees of its lenders and bondholders, and certain of its
present or former directors or its subsidiaries or affiliates,
including Safety-Kleen Systems Inc.

The D&O Claim Treatment Letter sets forth an agreement among the
parties with respect to the treatment of indemnification,
reimbursement and other D&O claims, with respect to acts or
omissions prior to Laidlaw's emergence from bankruptcy.

Among other things, pursuant to the D&O Claim Treatment Letter,
the Directors and Officers will have access to the D&O insurance
policy, purchased by Laidlaw to cover claims, including those
arising from certain lawsuits.  In addition, the Directors and
Officers will have access to a $10,000,000 trust established by
Laidlaw to cover claims against the Directors and Officers not
covered by the D&O Insurance.  Laidlaw is obligated to contribute
additional funds to maintain a $10,000,000 balance in the Defense
Trust by contributing additional funds in $1,000,000 increments,
subject to a cap of $10,000,000 in additional funding.  The cap
decreases over time.

At August 31, 2003, the Trust had $9,200,000.  No additional
funds have yet been contributed by Laidlaw.  The maximum
aggregate amounts available in the Trust, and from additional
contributions by Laidlaw, will be reduced to:

          -- $17,500,000 on June 23, 2005;
          -- $15,000,000 on June 23, 2007;
          -- $12,500,000 on June 23, 2009;
          -- $10,000,000 on June 23, 2011; and
          -- $0 on June 23, 2013.

The unexpended balance in the Trust, if any, will revert to
Laidlaw on June 23, 2013.

(2) Georgia & Colorado Investigations

In June 1999, the U.S. Department of Justice began an
investigation of the billing processes of Regional Emergency
Services, an AMR subsidiary, and of Florida Hospital Waterman.
Regional Emergency Services managed the ambulance services for
Florida Hospital Waterman.  

The Justice Department reviewed the billing processes from
October 1992 to May 2002.  The Justice Department alleged
violations by the companies of the False Claims Act, based on the
absence of certificates of medical necessity, and other non-
compliant billing practices.  The parties reached a tentative
settlement for $20,000,000, of which AMR will contribute
$5,000,000.

On May 9, 2002, AMR received another subpoena duces tecum from
the Office of the Inspector General.  The subpoena requested
copies of documents for the period from January 1993 through May
2002.  The subpoena required AMR to produce a broad range of
documents relating to Huguley Hospital and Regional Emergency
Services contracts in Texas, Georgia and Colorado.  The claims in
Texas have already been resolved pursuant to the $20,000,000
tentative settlement agreement.  However, government
investigations in Georgia and Colorado are continuing.

(3) Greyhound Litigation

Laidlaw is the sole shareholder of Greyhound Lines, Inc., which
in turn is the sole shareholder of Sistemas Internacional de
Transporte de Autobuses, Inc.  SITA owns 51% of Gonzalez, Inc.,
doing business as Golden State Transportation.

On November 28, 2001, Golden State and numerous individual
employees, including its senior management, were indicted by a
federal grand jury for felony criminal offenses for allegedly
transporting and harboring illegal aliens.  The indictment also
seeks forfeiture to the government of all the property of Golden
State, which involves Golden State, SITA, and Greyhound Lines
since they are claimants to the property.  The defendants have
been arraigned on the indictment and entered pleas of not guilty.
Trial dates have been set as to certain defendants.  But none of
Greyhound, SITA or Laidlaw has been charged with any crime.

The U.S. government filed a civil forfeiture action against
certain Golden State assets based on allegations similar to those
described in Golden State's indictment.  Neither SITA, Greyhound,
nor Laidlaw are defendants in the forfeiture action.  However,
Greyhound and SITA are claimants to the property.  Mr. Benson
says that Golden State has entered into a settlement agreement
with the government regarding the criminal and civil forfeiture
cases the government brought.  

On September 19, 2003, SITA and Greyhound also entered into
stipulations with the government to settle their claims to the
Golden State property in connection with the forfeiture action.  
Pursuant to the stipulations, Greyhound and SITA agreed to
forfeit certain property and cooperate in the government's
ongoing criminal investigations.  In return, the government
dropped its forfeiture allegations against the remaining property
originally sought for forfeiture, and agreed not to pursue
criminal charges against SITA, Greyhound, and their employees
arising out of the events related to the criminal indictment.  
The bankruptcy court overseeing the Golden State bankruptcy
approved the settlement on November 6, 2003.

(4) Organized Strikes by Unionized Employees

Laidlaw is a party to collective bargaining agreements that cover
the majority of its employees.  Laidlaw's largest collective
bargaining agreement is between Greyhound and the Amalgamated
Transit Union, which expires in January 2004.  If Laidlaw's
unionized employees were to engage in a strike or other work
stoppage before January 2004, or if Laidlaw is unable to
negotiate acceptable extensions of the agreement resulting in a
strike or other work stoppage by the affected workers, it could
experience a significant disruption of operations and increased
operating costs as a result of higher wages or benefits paid to
union members.  This could have a material adverse effect on
Laidlaw's business, financial condition, and results of
operations. (Laidlaw Bankruptcy News, Issue No. 43; Bankruptcy
Creditors' Service, Inc., 215/945-7000)  


LCM ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: LCM Associates, Inc.
        1700 Ridgley Street
        Baltimore, Maryland 21230

Bankruptcy Case No.: 03-82717

Type of Business: The Debtor specializes in manufacturing and
                  installing custom architectural millwork and
                  fabrication with high-quality engineering,
                  fabrication, and installation capabilities.
                  See http://www.lcmassociates.com/for more  
                  information.

Chapter 11 Petition Date: December 22, 2003

Court: District of Maryland (Baltimore)

Judge: James F. Schneider

Debtor's Counsel: Constance M. Hare, Esq.
                  Mehlman, Greenblatt & Hare, LLC
                  1838 Greene Tree Road, Suite 360
                  Baltimore, MD 21208
                  Tel: 410-486-4790
                  Fax: 410-486-4360

Estimated Assets: $1 Million to $10 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

Entity                        Nature Of Claim       Claim Amount
------                        ---------------       ------------
1700 Ridgely, LLC                                       $284,026
c/o Foulger Pratt Management
9600 Blackwell Road,
Suite 200
Rockville, MD 20850

State of Maryland             State withholding         $167,384
Comptroller of Treasury       taxes for period
Compliance Division           from 4/3/03 to
                              10/31/03

Internal Revenue Service      Federal withholding       $155,866
                              taxes

American Express                                        $103,515

Chesapeake Plywood, LLC                                 $103,305

Goldmar Sales Corporation                               $100,000

1700 Ridgely Limited                                     $46,497
Partnership
nka 1700 Ridgely, LLC

Rulon Company                                            $39,198

Kramon & Graham PA                                       $36,327

Kelco Corporation                                        $33,037

S.J. Morse Company                                       $32,199

Nextel Communications Inc.                               $31,468

JLH Industries                                           $30,281

Director of Finance Collection                           $28,672
Division

Warfield-Dorsey Co., Inc.                                $28,380

Heritage Hardwoods                                       $28,349

Industrial Finishes, Ltd.                                $27,248

State Farm Insurance                                     $20,932

State of Maryland             Sales tax                  $20,026
Sales and Use Tax Division

Olympic Upholstery                                       $17,014


MARINER HEALTH: Highland Discloses Transactions on Securities
-------------------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission on November 25, 2003, James Dondero, President of
Highland Capital Management, L.P., discloses that, commencing in
March 1988 and to February 2002, Highland Capital and its
affiliates, Highland Crusader Offshore Partners, L.P., Prospect
Street High Income Portfolio Inc., KZH Pamco L.P. and Highland
Equity Focus Fund, L.P., acquired, in the ordinary course of
business in secondary market transactions, interests in bank
loans made to the Mariner Post-Acute Network, Inc., and Mariner
Health Group, Inc., a wholly owned subsidiary of MPAN.  Interests
in the Loans were acquired with the working capital of Highland
Capital, Crusader and Prospect.

Pursuant to certain provisions of Mariner's Chapter 11 Plan, upon
the effective date of the Plan, MPAN changed its name to "Mariner
Health Care, Inc." and all claims against both MPAN and MGH were
retired upon the issuance of MHC Common Stock, new notes and cash
consideration.  As of May 13, 2002 -- the Plan Effective Date --
Highland Capital, Crusader, KZH Pamco and Prospect acquired
1,399,416 in aggregate shares of MHC Common Stock.  In addition,
Highland Capital acquired beneficial ownership of stock options
to purchase 25,000 more shares.  The Options were granted under
MHC's 2002 Stock Incentive Plan to Patrick H. Daugherty, a
portfolio manager and general counsel for Highland Capital.  Mr.
Daugherty and Highland Capital have an understanding pursuant to
which Mr. Daugherty holds the Options for Highland Capital's
benefit.

On October 28, 2002, Highland Capital transferred 72,580 MHC
shares at $4.80 per share to Equity Focus Fund.  Highland
Capital's total equity ownership after the transfer consisted of
stock options to purchase 25,000 MHC shares.  Equity Focus Fund
is the record owner of 72,580 shares of MHC Common Stock.  Equity
Focus Fund paid for the transfer using funds from its working
capital.

Pursuant to the Plan, the outstanding pre-Chapter 11 Common Stock
and preferred stock was canceled and, upon implementation of the
Plan, MHC was to issue up to 20,000,000 shares of Common Stock to
its creditors in accordance with the Plan provisions.  Based on
the information MHC disclosed in its Quarterly Report on
Form 10-Q for the quarter ended September 30, 2003, there were
20,000,000 shares of Common Stock outstanding as of November 21,
2003.

Under the Securities Exchange Act and in accordance with a Joint
Filing Agreement among Highland Capital, Crusader, Prospect, KZH
Pamco, Equity Focus Fund and Mr. Daugherty dated November 25,
2003, Mr. Dondero relates that Mr. Daugherty may be deemed to
beneficially own 1,127,422 shares of Common Stock, which is 5.6%
of the total MHC shares outstanding on November 21, 2003.

                         Sole    Shared  Sole         Shared
                         Voting  Voting  Dispositive  Dispositive
                         Power   Power   Power        Power
                         ------  ------  -----------  -----------
   Highland Capital      25,000       0       25,000            0
   Crusader             911,795       0      911,795            0
   KZH Pamco             93,670       0       93,670            0
   Prospect              50,122       0       50,122            0
   Equity Focus Fund     46,835       0       46,835            0
   Patrick Daugherty          0       0            0            0

Mr. Dondero also reports that Crusader acquired 300,000 shares in
the open market on these dates and at these prices:

                Trade Date    Shares Sold   Price
                ----------    -----------   -----
                11/25/2002      25,000      $6.75
                11/26/2002      10,000       6.80
                12/02/2002     225,000       7.32
                12/04/2002      40,000       7.05

On November 18, 2003, 106,000 shares were sold in the open market
out of the structures at a price of $13.7432:

                  Entity                 Shares
                  ------                 ------
                  Crusader               87,672
                  Prospect                4,819
                  KZH Pamco               9,006
                  Equity Focus Fund       4,503

On November 21, 2003, 500,000 shares were sold in the open market
out of the structures at a price of $12.10:

                  Entity                 Shares
                  ------                 ------
                  Crusader              413,543
                  Prospect               22,732
                  KZH Pamco              42,483
                  Equity Focus Fund      21,242
(Mariner Bankruptcy News, Issue No. 54; Bankruptcy Creditors'
Service, Inc., 215/945-7000)  


MCMORAN EXPLORATION: James R. Moffett Reports 8.9% Equity Stake
---------------------------------------------------------------
James R. Moffett beneficially owns 1,049,341 shares of the common
stock of McMoRan Exploration Company with sole voting and
dispositive powers, and 551,621 shares over which Mr. Moffett
shares voting and dispositive powers.  The aggregate amount held,
1,600,962 shares, represents 8.9% of the outstanding common stock
of McMoRan Exploration.
   
The holding of 8.9% is based on 16,731,292 shares of common stock
of McMoRan outstanding as of October 31, 2003, plus options to
acquire 1,049,341 shares of common stock of the Company held by
Mr. Moffett and preferred stock convertible into 159,563 shares of
common stock of the Company held by Mr. Moffett.

McMoRan Exploration Co. is an independent public company engaged
in the exploration, development and production of oil and natural
gas offshore in the Gulf of Mexico and onshore in the Gulf Coast
area. Additional information about McMoRan is available at
http://www.mcmoran.com/

At September 30, 2003, McMoRan Exploration's balance sheet shows a
total shareholders' equity deficit of about $65 million.


MEDINEX SYSTEMS: David Smith Discloses 19.8% Equity Stake
---------------------------------------------------------
David Smith beneficially owns 4,203,360 shares of the common stock
of Medinex Systems, Inc., representing 19.8% of the outstanding
common stock of the Company based on there being 21,203,448 shares
outstanding as of November 19, 2003.  Mr. Smith holds sole voting
and dispositive powers over the stock.  He acquired the reported
shares pursuant to an  Exchange Agreement with the purpose of
obtaining control over Medinex Systems.  Maxus and Medinex
structured a Stock Exchange so that the stockholders of Maxus
would own a majority of the outstanding common stock of Medinex
Systems and Maxus would become a wholly-owned subsidiary of
Medinex Systems.

Health care technology solutions provider Medinex Systems Inc. on
November 27, 2002, filed for chapter 11 bankruptcy protection in
the U.S. Bankruptcy Court in Boise, Idaho.


MERCER INT'L: Adopts Shareholder Protection Rights Plan
-------------------------------------------------------
Mercer International Inc., (Nasdaq: MERCS, TSX:MRI.U) adopted a
shareholder protection rights plan to replace its current plan
which expires on December 31, 2003. The new rights plan is on
substantially similar terms as the Company's prior rights plan and
will be effective until the close of business on December 31,
2005, unless otherwise terminated.

Under the rights plan, the Company will issue one right for each
share of beneficial interest of the Company outstanding as of the
close of business on December 31, 2003 and one right for each
share of beneficial interest issued after December 31, 2003. Each
right entitles a shareholder to purchase a fraction of a Series A
Junior Participating Preferred Share of the Company with economic
terms similar to that of the Company's shares of beneficial
interest at an initial exercise price of $75 subject to certain
adjustments as set forth in the plan. The rights will become
exercisable only upon the occurrence of certain events. Further
details of the plan are outlined in a letter to be delivered to
shareholders of the Company as of December 31, 2003.

Mercer International Inc. is a European pulp and paper
manufacturing company. At September 30, 2003, the company's
balance sheet reports a working capital deficit of about E58
million.


MIKOHN GAMING: EVP Denny Garcia Will Retire Effective Dec. 31
-------------------------------------------------------------
Mikohn Gaming Corporation (NASDAQ: MIKN) announced that Denny
Garcia, Executive Vice President has informed the Company that he
intends to retire, effective December 31, 2003.

Denny Garcia joined Mikohn Gaming following the successful merger
of his companies, Casino Signs North and A & D Sign Manufacturing,
Inc., with Mikohn Gaming in 1993. Throughout his career at Mikohn,
he has been instrumental in crafting sales strategies which have
advanced Mikohn's product offerings and market penetration, most
recently heading Mikohn's efforts in the California and Tribal
Gaming markets.

Russ McMeekin, President and Chief Executive Officer commented,
"Denny's extensive gaming knowledge and sales expertise
significantly contributed to Mikohn's revenue growth over the past
decade. His energy and dedication as both a senior member of our
sales team, and during his tenure on our Board of Directors, is
greatly appreciated. We wish him the very best in his retirement."

Mikohn (S&P, B- Corporate Credit Rating, Negative Outlook) is a
diversified supplier to the casino gaming industry worldwide,
specializing in the development of innovative products with
recurring revenue potential. The Company develops, manufactures
and markets an expanding array of slot games, table games and
advanced player tracking and accounting systems for slot machines
and table games. The company is also a leader in exciting visual
displays and progressive jackpot technology for casinos worldwide.
There is a Mikohn product in virtually every casino in the world.
For further information, visit the Company's Web site at
http://www.mikohn.com/   


MIRANT: Federal Judge Denies Request to Terminate Pepco Pacts
-------------------------------------------------------------
On December 23, 2003, The Honorable John McBryde, Judge of the
United States District Court for the Northern District of Texas,
Fort Worth Division, issued a Memorandum Opinion and Order denying
bankrupt Mirant Corp.'s request to reject two power purchase
agreements under which Mirant had committed to reimburse Pepco for
the cost of electricity supplied to Pepco under power purchase
agreements with third party generators.  

Pepco is a subsidiary of Pepco Holdings, Inc. (NYSE: POM).

Pepco and the Federal Energy Regulatory Commission (FERC) opposed
Mirant's attempt to use the bankruptcy laws to terminate the
agreements on the grounds that Mirant could not terminate its
obligations without prior FERC approval.

Judge McBryde agreed and declined to issue injunctive relief
requested by Mirant.  He further ordered Mirant to show cause by
January 5, 2004 why all injunctive relief previously granted by
the bankruptcy court should not be dissolved.

Pepco believes the Court's opinion is just, proper and in
accordance with the law, and assumes that Mirant will continue to
perform its obligations under these agreements, as it has since
the commencement of its bankruptcy proceeding.

Pepco Holdings, Inc. is a diversified energy company with
headquarters in Washington, D.C.  Its principal operations consist
of Pepco and Conectiv Power Delivery, which deliver 50,000
gigawatt-hours of power to more than 1.8 million customers in
Washington, Delaware, Maryland, New Jersey and Virginia.  PHI
engages in regulated utility operations by delivering electricity
and natural gas, and provides competitive energy and energy
products and services to residential and commercial customers.


MIRANT CORP: Mirant Americas Sues City of Vernon to Recoup $14MM
----------------------------------------------------------------
On September 9, 2000, Mirant Americas Energy Marketing LP and the
City of Vernon, California executed a "Transaction Confirmation"
pursuant to which the parties agreed that MAEM would sell to
Vernon and Vernon would purchase, starting on October 1, 2000, 25
megawatts of power for $59.45 per megawatt hour, Monday through
Saturday on peak hours, on a firm basis.  The End Date of the
Transaction was December 31, 2006.

According to Ian T. Peck, Esq., at Haynes and Boone LLP, in
Dallas, Texas, the Transaction Confirmation provides that the
Enabling Agreement for the Transaction is the "WSPP" agreement.  
WSPP stands for Western Systems Power Pool, an organization of
power providers and receivers.  The "WSPP Agreement" is an
enabling agreement for power transactions between WSPP members.  
Both MAEM and Vernon are members of the WSPP.

The WSPP Agreement became effective on July 27, 1991 and
continues to be in effect on a year-to-year basis until
terminated by the Parties.

On December 20, 2001, Mr. Peck reports that Vernon wrote to MAEM
and purported to exercise its right, pursuant to Section 27 of
the WSPP Agreement, to demand assurances of performance, because
MAEM's debt recently had been downgraded to below investment
grade by Moody's and the media supposedly reported other alleged
material adverse changes in MAEM's financial condition.

On December 24, 2001, MAEM responded to Vernon, explaining that
there were two reasons why assurances of performance were not
due:

   (1) Vernon had not demonstrated "reasonably exercised
       discretion" and MAEM's creditworthiness, financial
       responsibility, or performance viability could not
       reasonably have become unsatisfactory to Vernon because:

         (i) the Moody's downgrade had been discredited by
             reputable financial institutions;

        (ii) Standard & Poor's Corporation had reaffirmed MAEM's
             investment grade rating;

       (iii) MAEM had performed all its obligations to date; and

        (iv) Mirant Corporation had taken steps to strengthen
             its already strong balance sheet; and

   (2) Pursuant to Section 27 of the WSPP Agreement, any MAEM
       obligation to provide assurances was "limited to a
       reasonable estimate of the damages to [Vernon]
       (consistent with Section 21.3 of this Agreement) if MAEM
       were to fail to perform its obligations."  

As MAEM, in case of a MAEM default, would be entitled to
approximately $12,771,000 from Vernon pursuant to the calculation
formula as set forth in Section 21.3 of the WSPP Agreement, no
assurances from MAEM to Vernon were due, under the WSPP
Agreement's clear terms.

Vernon responded on January 15, 2002, repeating its belief that
assurances were due, and stating that:

    "Moody's downgraded Mirant, which we are informed is the
    successor to Southern Energy.  We made a contract with
    Southern Energy as the basis that it was the subsidiary
    of the Southern Company.  Both of these entities were
    rated investment grade or better when we entered into the
    agreement on September 15, 2000.  We request . . . an
    explanation of the successor in operation to Southern
    Energy, Mirant."

Mr. Peck tells Judge Lynn that MAEM attempted to contact Vernon
by telephone, to no avail.  On January 22, 2002, MAEM finally was
able to speak with Vernon.  MAEM again explained that no
assurances were due under Section 27 of the WSPP Agreement.  MAEM
also explained that the transformation of Southern Energy
Marketing L.P. to Mirant Americas Energy Marketing LP merely was
a change of the entity's legal name and that no merger or
assignment had taken place.  Nevertheless, MAEM requested, in a
spirit of compromise, that Vernon provide it with the dollar
amount of collateral that would alleviate any of Vernon's alleged
concerns.  Vernon agreed to provide the amount in the next few
days.

However, Vernon never communicated that amount to MAEM.  Instead,
Vernon purported to terminate the Transaction on January 25,
2002.  Vernon asserted two reasons for its professed termination:

   (1) According to Vernon, MAEM refused to provide assurances
       of performance and the refusal constituted an Event of
       Default under the WSPP Agreement; and

   (2) Vernon alleged that Southern Company Energy Marketing
       L.P. had assigned its rights and obligations to MAEM, and
       that the assignment was in breach of Section 14 of the
       WSPP Agreement, which required Vernon's prior written
       consent or assignment to a successor in operation with a
       creditworthiness comparable to or higher than the
       assignor.

According to Vernon, the purported "assignment" constituted a
material breach and either a repudiation or a revocation of the
Transaction.

That same day, January 25, 2002, Vernon refused MAEM's attempted
delivery of power.  When MAEM called Vernon for an explanation of
Vernon's refusal to accept delivery, the Vernon employee on the
call stated that he was directed to terminate all contracts and
transactions with MAEM.

As a result, MAEM terminated the Transaction by letter dated
February 1, 2002.  The termination was based on Vernon's failure
to provide adequate assurances to MAEM of its performance
viability pursuant to Section 27 of the WSPP, which constitutes
an Event of Default pursuant to Section 22.1(d) of the WSPP
Agreement, and on Vernon's repudiation of the Transaction through
its refusal to perform (i.e., receive power) since January 25,
2002 and its purported termination letter of that same date.

On February 8, 2002, MAEM sent Vernon an invoice accompanied by a
Notice and Demand of Payment of all amounts due and owing to MAEM
under the terminated Transaction.  The invoice was for a total of
over $14,000,000, consisting of:

   (i) Liquidated Damages as calculated pursuant to Section
       21.3(a)(1) of the WSPP Agreement for Vernon's failure to
       receive power from January 25, 2002 to January 31, 2002;

  (ii) a Termination Payment, as calculated pursuant to Section
       22.3 of the WSPP Agreement, for the period from February
       1, 2002 until December 31, 2006; and

(iii) outstanding accounts receivable.

Payment of the invoice was due, MAEM stated, within three
Business Days of receipt of the notice.

When Vernon failed to pay the demanded amount, MAEM asked the
WSPP on February 21, 2002 for informal non-binding mediation, or,
in the alternative, formal non-binding mediation of the dispute,
pursuant to the WSPP Agreement.  In a letter dated February 25,
2002 to MAEM, Vernon reiterated its position that the spin-off of
MAEM from Southern Company constituted an assignment by Southern
Energy to MAEM of its rights and obligations under the
Transaction and the WSPP Agreement in breach of Section 14 of the
WSPP Agreement because:

   (a) Vernon was not asked and did not provide a prior written
       consent; and

   (b) MAEM's creditworthiness was not comparable to or higher
       than the creditworthiness of Southern Energy.

However, Vernon failed to respond to MAEM's request for informal
non-binding mediation.  The WSPP then advised the parties that
MAEM's alternative request for formal non-binding mediation would
be carried out.

On March 7, 2002, Vernon notified MAEM that it would pay the
outstanding accounts receivables on March 11, 2002.  These
amounts were indeed paid.  However, Mr. Peck points out that
Vernon failed to pay the other amounts due, comprised of
Liquidated Damages and a Termination Payment, which amount to at
least $14,061,914, not including interest.

On January 17, 2003, MAEM submitted a Notice of Claim to and
against the City of Vernon.  On April 24, 2003, MAEM wrote to
Vernon and requested formal binding arbitration of its dispute
with Vernon.

Again, Vernon resisted formal binding arbitration and has stated
that it "believes the arbitration provision in the WSPP Agreement
is inapplicable."

Accordingly, by this complaint, MAEM seeks a Court judgment that:

   (a) compels Vernon to turn over estate property in an amount
       to be determined at trial, but not less than $14,061,914,
       not including interest, pursuant to Section 542(a) of the
       Bankruptcy Code;

   (b) declares Vernon's breach of contract when it purported to
       terminate the Transaction and failing to perform its
       obligations under the Transaction and the WSPP Agreement;
       and

   (c) award to it pre-judgment interest, attorneys' fees and
       costs. (Mirant Bankruptcy News, Issue No. 17; Bankruptcy
       Creditors' Service, Inc., 215/945-7000)


MKTG SERVICES: Formally Changes Name to Media Services Group Inc
----------------------------------------------------------------
MKTG Services, Inc. (Nasdaq: MSGI), a leading relationship
marketing company, officially changed its name to Media Services
Group, Inc., effective immediately.  The Company's ticker symbol
will remain MSGI.  

The Company held a Special Meeting of Stockholders on December
24th to vote on the name change where it received 92% approval of
the amendment.  Media Services Group believes the name change more
accurately reflects its existing and contemplated range of
services, and will articulate its vision and strategy for the
future in the new calendar year.

Media Services Group, Inc. (Nasdaq: MSGI) is a leading
relationship marketing company focused on assisting corporations
with customer acquisition and retention strategies and solutions.
Our highly customized teleservices operations deliver campaigns
that strengthen brands, increase customer loyalty, and
consistently yield a higher net return for our clients. General
Electric Company has been the largest shareholder of the Company
since 1997.

The corporate headquarters is located at 333 Seventh Avenue, New
York, NY 10001. Telephone: 212-362-2012. Additional information is
available on the Company's Web site at
http://www.mediaservices.com/

                         *    *    *

On August 12, 2003, MKTG Services, Inc. dismissed
PricewaterhouseCoopers LLP as its independent auditor.  The
Company's dismissal of the Former Auditor was approved by the
entire Board of Directors of the Company upon the recommendation
of the Company's Audit Committee.

The Former Auditor's report on the Company's financial statements
for the year ended June 30, 2002, included a separate paragraph
regarding the Company's ability to continue as a going concern.

In November 2000 and November 2001, the Former Auditor reported
to, and discussed with management of the Company and the Audit
Committee, a material weakness related to certain internal
controls. In particular, the Former Auditor noted that: (a) the
Company did not appear to have formal procedures in place to
ensure that financial management is provided with documents and
sufficiently consulted with regard to the potential accounting
consequences of transactions prior to the finalization of
contracts and agreements, (b) there appeared to be limited control
procedures in place to ensure that financial management is made
aware of all transactions that occur and documentation is received
and reviewed in a timely manner, and (c) that transactions with
financial significance should be discussed with external auditors
prior to finalization. According to MKTG no such comments have
been made by the Former Auditor to the Company since November
2001.

The Company has engaged the firm of Amper, Politziner & Mattia,
P.C., 2015 Lincoln Highway Edison, NJ 08818 as its independent
auditor effective on or about August 19, 2003, to act as its
independent auditor for the fiscal year ending June 30, 2003.


NAT'L CENTURY: Wants to Expand American Express Engagement Scope
----------------------------------------------------------------
National Century Financial Enterprises, Inc., and its debtor-
affiliates seek the Court's authority to expand the scope of
American Express Tax and Business Services, Inc.'s employment in
these Chapter 11 cases.

The parties entered into an Addendum to the Engagement Letter
dated October 20, 2003.

Charles M. Oellermann, Esq., at Jones, Day, Reavis & Pogue, in
Columbus, Ohio, relates that the Debtors have made significant
progress regarding their approach to investigating and pursuing
the causes of action belonging to their estates arising from the
collapse of their businesses prior to the Petition Date.  In
particular, the Debtors employed Gibbs & Bruns, LLP to pursue
many of these causes of action.

In connection with its investigation of the causes of action,
Gibbs & Bruns interviewed various forensic and financial advisory
firms, including American Express for the purpose of engaging one  
of these firms as litigation consultants to provide forensic and
financial advisory assistance with respect to the claims.  After
the interview process, the Debtors decided to employ American
Express to perform additional litigation consulting services on
behalf of their estates.  

The Addendum would revise the Engagement Letter to expand the
engagement of American Express to provide these additional
services:

   (a) forensic and financial advisory services relating to the
       financial and other records of the Debtors, related
       parties, providers and others as instructed by counsel and
       the Debtors;

   (b) preparation of various reports and analyses with respect
       thereto;

   (c) assistance in various litigation actions relating thereto;
       and

   (d) provide other services as directed by counsel and the
       Debtors.  

Accordingly, the Court approves the expanded employment of
American Express to perform the additional services as litigation
consultants nunc pro tunc to August 22, 2003.

American Express is highly experienced in providing forensic and
financial advisory services.  The American Express engagement to
perform these services will be led by Michael Lane.  Mr. Lane has
over 23 years of healthcare experience in public accounting and
banking.  In addition, American Express has extensive knowledge
of the Debtors and their prepetition business operations that
will assist it in performing these litigation consulting services
effectively and efficiently.

Mr. Oellermann relates that American Tax Express will continue to
charge for its services on an hourly basis in accordance with its
ordinary and customary hourly rates in effect on the date
services are rendered.  American Express will also continue to
maintain detailed, contemporaneous records of time expended and
any actual and necessary expenses incurred in connection with the
rendering of services to the Debtors.

Scott Peltz, Managing Director of American Express Tax, maintains
that American Express has no connection with the Debtors, their
creditors, the U.S. Trustee or any other party with an actual or
potential interest in the Chapter 11 cases or their attorneys or
accountants. (National Century Bankruptcy News, Issue No. 28;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


NAT'L STEEL: Intends to Adopt Retirees Benefit Trust Amendment
--------------------------------------------------------------
Pursuant to collective bargaining agreements with the United
Steelworkers of America, United Plant Guard Workers of America,
International Chemical Workers, International Union of
Bricklayers and Allied Craftsmen, and International Hodcarriers,
Building and Common Labors Union of America, the National Steel
Debtors established, effective on December 29, 1994, a trust
governed by Section 501(c)(9) of the Internal Revenue Code, for
the purposes of holding and investing assets they contributed for
the future payment of certain post-retirement health care and life
insurance benefits for eligible Union retirees and their
dependents or beneficiaries through benefit plans to be
established.  

The Trust is governed by the National Steel Corporation
Represented Retirees Benefit Trust -- the Trust Agreement -- and
is commonly known as a "Taft-Hartley" trust.  The Trust is also
governed by Section 302 of the Labor Management Relations Act of
1947.  The Trust Agreement provides for an Administrative
Committee of six persons to administer the National Voluntary
Employee Beneficiary Association with three members designated by
the Debtors and three members designated by the USWA.  Pursuant to
the Trust Agreement, a successor member is designated by the
entity that appointed the predecessor entity, that is, the Debtors
or the USWA.

Timothy Pohl, Esq., at Skadden, Arps, Slate, Meagher & Flom, in
Chicago, Illinois, relates that, as a result of the U.S. Steel
Sale, the Debtors intend to wind up their affairs and go
completely out of business.  Thus, the Debtors and the Unions
entered into separate agreements, in which the parties agreed to
make arrangements to provide retiree benefits with the assets
held in the VEBA.  In connection with the implementation of the
Effects Agreement, the Debtors and the USWA decided that the
Trust Agreement should be amended to allow the VEBA to operate
independent of the Debtors in light of the anticipated
termination of the Debtors' existence.  The parties further agree
that the VEBA assets will be used to begin providing post-
retirements health care and life insurance benefits to Union
retirees and their beneficiaries.

According to Mr. Pohl, the proposed amendments to Agreement:

   (a) reflects the change in Trustees from Mellon Bank to
       National City Bank;

   (b) transfers the Debtors' rights and obligations under
       the Trust Agreement to the VEBA's existing Administrative
       Committee;

   (c) modifies the procedures for amending the Trust Agreement
       and terminating the Trust;

   (d) grants the Administrative Committee the express authority
       to adopt one or more benefit plans to provide benefits to
       eligible individuals;

   (e) provides for the resignation of the current Employer
       Members of the Administrative Committee and the
       appointment of successor Employer Members; and

   (f) provides that an Employer Member vacancy on the
       Administrative Committee that may occur will be filled by
       the remaining Employer Members, or in the event there are
       no remaining Employer Members, the Trustee may petition a
       court to appoint one or more successor Employer Member,
       and that an Employer Member may be removed by the
       unanimous vote of the other Employer Members.

Mr. Pohl ascertains that the Amendment does not add any cost or
potential cost to the Debtors, while permits the VEBA to provide
benefits to eligible individuals.  Furthermore, the structure of
the Administrative Committee contemplated by the proposed
Amendment best addresses the current situation in which the
Debtors will go out of existence and no longer have management
officials that can be appointed as Employer Members while, at the
same time, allows the VEBA to continue in existence and comply
with the LMRA Section 302 requirements.

Accordingly, the Debtors seek the Court's authority to adopt the
Amendments to the Trust Agreement. (National Steel Bankruptcy
News, Issue No. 41; Bankruptcy Creditors' Service, Inc., 215/945-
7000)


NRG ENERGY: Secures Court Approval for GE Settlement Agreement
--------------------------------------------------------------
NRG Energy, Inc., and its debtor-affiliates ask the Court to
authorize the use of the estate's cash not in the ordinary course
of business to settle an outstanding third-party claim, and to
approve a settlement among the Debtors, Bayou Cove Peaking Power,
LLC, NRG Bayou Cove LLC, General Electric Company, and General
Electric International, Inc.

              The Louisiana Subsidiaries' Business

According to Matthew A. Cantor, Esq., at Kirkland & Ellis, in New
York, Bayou Cove Peaking Power, LLC and NRG Bayou Cove LLC are
indirect, wholly owned, non-debtor subsidiaries of the Debtors
that own and operate a 320-megawatt electrical generating station
in Arcadia Parish, near Jennings, Louisiana.  

To recall, on October 31, 2001, Bayou Cove entered into an
Engineering, Procurement and Construction Contract with Entergy
Louisiana, Inc. for the construction of the Bayou Cove Station.
The Construction Contract was then assigned to Entergy Gulf
States, Inc.   

Bayou Cove and Entergy also are parties to an Interconnection and
Operating Agreement effective October 18, 2001.  The
Interconnection Agreement enables Bayou Cove to obtain
transmission service necessary to deliver energy generated at the
Bayou Cove Station to purchasers.  

                           The Dispute

As part of the construction of the Bayou Cove Station, Bayou Cove
purchased construction assets like gas turbines, generators, and
other related assets from General Electric, subject to the terms
and conditions of a Turbine Purchase Site Specific Agreement.  

The Site Agreement provided that the Louisiana Subsidiaries and
the Debtors will be responsible for sales taxes.  As GE was
required to pay the sales tax to the State of Louisiana pursuant
to Louisiana law, GE was entitled to reimbursement from the
Debtors.  Thus, GE invoiced the Debtors for the sales tax on
June 5, 2002.  The invoice was to be paid within 30 days of
receipt.

On August 22, 2002, after several unsuccessful attempts to
collect the sales tax reimbursement, GE filed a lien with the
Acadia Parish Clerk of Court against the buildings and grounds of
the Bayou Cove Station for $6,375,742 for the recovery of sales
taxes paid by GE.  The GE Lien lists the Debtors and the
Louisiana Subsidiaries, collectively or individually, as the
owners of the Bayou Cover Station that are legally indebted to GE
for the dollar value of the GE Lien.

Neither the Debtors nor the Louisiana Subsidiaries dispute the
validity of the GE Lien.  However, payment has not been made to
GE to settle the GE Lien due to the filing of the Chapter 11
cases and the applicable restrictions imposed by the Bankruptcy
Code on the use of the Debtors' property.

                      Effect of the GE Lien

Pursuant to the Construction Contract and the Interconnection
Agreement, Bayou Cove was to construct certain facilities
necessary to transmit electricity from the Bayou Cove Station.  
The Transmission Facilities are critical to Bayou Cove because
they support the transmission system that Bayou Cove uses to move
energy from the Bayou Cove Station to purchasers.

Under the Construction Contract and the Interconnection
Agreement, following the acceptance and inspection of the
Transmission Facilities by Entergy, Bayou Cove is to transfer to
Entergy title to the Transmission Facilities, free and clear of
all liens and encumbrances.  The Interconnection Agreement also
provides that Bayou Cove will receive transmission credits from
Entergy in an amount equal to the full value of the Transmission
Facilities.  As of October 9, 2003, the value of the credits that
Bayou Cove is entitled to receive in exchange for the
Transmission Facilities is approximately $7,000,000, and possibly
more.  Upon receipt of the transmission credits, Bayou Cove is
free to assign the credits to any other entity.  

On May 14, 2003, and again on August 14, 2003, Entergy provided
written notification to Bayou Cove that it considers the
existence of the GE Lien to be a material breach of the
Construction Agreement.  Entergy also asserted that the failure
of Bayou Cove to transfer title to the Transmission Facilities is
a material breach of the Interconnection Agreement, and thus,
gives Entergy the right to terminate the Interconnection
Agreement.  Entergy has stated that absent resolution of this
matter, it will make the necessary filings with the Federal
Energy Regulatory Commission to terminate the Interconnection
Agreement.  

Thus, the costs to Bayou Cove relating to termination of the
Interconnection Agreement are:

   (a) lost transmission credits;

   (b) lost opportunity cost from the inability to sell energy;
       and

   (c) potentially incurring the cost of additional system
       upgrades required for the Bayou Cove Station to connect to
       Entergy's transmission system after additional
       transmission customers have interconnected.

                          The Settlement

Bayou Cove does not agree that the conditions precedent to the
termination of the Interconnection Agreement have been met.  
Nevertheless, Bayou Cove and Entergy have agreed to avoid the
risk, cost and uncertainty of a protracted dispute over the
issue.  Entergy has agreed to refrain from taking any action to
terminate the Interconnection Agreement at this time so long as
Bayou Cove continues to work toward obtaining the Court's
approval to allow the Debtors to pay the GE Lien, which will
subsequently allow Bayou Cove to transfer title to the
Transmission Facilities to Entergy, free and clear of all liens
and encumbrances.  The Debtors will pay $6,400,000 to satisfy the
GE Lien.  The Debtors submit that it has sufficient cash --
approximately $68,800,000 as of October 8, 2003 -- from which to
satisfy the GE Lien.

Mr. Cantor reports that the Debtors, the Louisiana Subsidiaries,
and GE desire to settle the GE Lien and to avoid any future
claims relating to the GE Lien by way of compromise rather than
by litigation.  GE has agreed to file a termination statement
terminating the GE Lien, and enter into a legally valid release
of its claims against the Debtors and the Louisiana Subsidiaries
from any future claims related to the GE Lien.    

Concurrent with the Settlement, Bayou Cove will transfer the
Transmission Facilities to Entergy, and Entergy will transfer the
transmission credits to Bayou Cove.

Mr. Cantor asserts that the value accruing from the Settlement
represents a benefit to the Debtors' creditors and all parties-
in-interest, which include:

   (a) elimination of the GE Lien and the attendant negotiations
       and potential litigation costs;

   (b) restoration of Bayou Cove's ability to transfer title of
       the Transmission Facilities to Entergy free and clear of
       all liens and encumbrances;

   (c) preservation of the Interconnection Agreement, which is
       required to sell electricity generated at the Bayou Cove
       Station; and

   (d) preservation of Bayou Cove's right to approximately
       $7,000,000 of transmission credits.

                          *     *     *

Judge Beatty promptly grants the Debtors' request. (NRG Energy
Bankruptcy News, Issue No. 18; Bankruptcy Creditors' Service,
Inc., 215/945-7000)


OLYMPIC WORLD: Three Directors at Royal Olympic Cruise Resign
-------------------------------------------------------------
Royal Olympic Cruise Lines announces the resignations of Mr. Rex
Harrington, Mr. Parker Quillen and Mr. John Evangelide from the
Board of Directors of Royal Olympic Cruise Lines.

As reported in Troubled Company Reporter's December 19, 2003
edition, Royal Olympic Cruise Lines, Inc., (Nasdaq: ROCLF)
announced that two out of its eight ship-owning companies, Olympic
World Cruises, Inc., the owner of the vessel Olympia Voyager, and
Royal World Cruises, Inc. the owner of the vessel Olympia
Explorer, have filed for reorganization under Chapter 11 of the
United States bankruptcy code.


OWENS CORNING: Solicitation Exclusivity Intact Until July 1
-----------------------------------------------------------
The Owens Corning Debtors' Exclusive Period to solicit acceptances
of the Plan has been extended by the overseeing U.S. Bankruptcy
Court through and including July 1, 2004. (Owens Corning
Bankruptcy News, Issue No. 64; Bankruptcy Creditors' Service,
Inc., 215/945-7000)   


OXFORD AUTOMOTIVE: Delivers Q2 Report Letter to New Bondholders
---------------------------------------------------------------
Oxford Automotive, Inc., a Tier 1 automotive supplier with $1
billion in annual revenues, has issued a letter to its new
bondholders under its November bond transaction detailing its
second fiscal quarter results.

Bondholders are invited to go to the press release section of the
company's Web site at http://www.oxauto.com/to view the details  
of this report.

Oxford Automotive, Inc., with headquarters in Troy, Mich., is a
leading Tier 1 supplier of specialized welded metal assemblies and
related services. The company, which is privately held, currently
has approximately 7,200 employees at 33 locations in nine
countries, with technology centers in the United States, France,
Germany and Italy.  Annual revenues for the fiscal year ended
March 31, 2003 were approximately $1 billion.

                         *   *   *

In October, Standard & Poor's Ratings Services withdrew its 'B+'
corporate credit rating on Troy, Michigan-based Oxford Automotive
Inc. and removed the rating from CreditWatch where it was placed
Sept. 12, 2003.

"Oxford previously postponed a debt offering and is currently in
the process of evaluating alternative financing options," said
Standard & Poor's credit analyst Eric Ballantine.


PACIFIC GAS: Secures Nod to Compromises Claims Against El Paso
--------------------------------------------------------------
Pacific Gas and Electric Company obtained the Court's authority to
compromise its claims against El Paso Natural Gas Company, El
Paso Merchant Energy-Gas, LP, and El Paso Merchant Energy Company
and to enter into agreements necessary to resolve the claims.

In particular, the principal terms of each agreement are:

A. The Master Settlement Agreement

El Paso will provide, inter alia, $1,550,000,000 in settlement
consideration, valued in nominal dollars, in three principal
forms:

   (a) Up-front Payments

       Under the Master Settlement Agreement, the $550,000,000 in
       up-front payments consists of:

       -- El Paso will deposit $78,590,071 into escrow on the
          later of the execution of the Master Settlement
          Agreement or the date on which all parties and an
          acceptable escrow agent execute an escrow agreement
          -- Escrow Effective Date;

       -- El Paso will deposit $243,229,464 into escrow by
          December 22, 2003;

       -- El Paso Corporation will sell 26,371,308 shares of its
          common stock, worth $227,000,000 when the Master
          Settlement Agreement was executed, at the direction of
          the Settling Claimants after a shelf registration
          statement authorizing issuance of the shares become
          effective.  The proceeds of that stock sale will be
          deposited into escrow; and

       -- El Paso will deposit into escrow before the date when
          all conditions precedent have been satisfied --
          Effective Date -- $2,000,000, from a bonus pool for El
          Paso officers.  The conditions precedent include the
          San Diego Superior Court's approval of the class action
          settlement, the FERC's approval of the Settlement and
          the dismissal of the FERC proceedings against El Paso,
          the Bankruptcy Court's approval of the Settlement as to
          PG&E, and the entry of a stipulated judgment in the
          Federal District Court encompassing the structural
          relief the parties agreed.

   (b) The Deferred Payments

       Beginning on the later of the Effective Date or July 1,
       2004, El Paso will begin making deferred payments
       totaling $875,000,000 in 40 semi-annual installments over
       a 20-year period.  El Paso may prepay its deferred payment
       obligation, in full or in part, before or after the
       Effective Date.  If El Paso regains an investment grade
       credit rating for a period of six months or longer, the
       remaining payments are accelerated so that the
       obligation is paid off within 15 instead of 20 years.
       Under a 20-year amortization schedule, each semi-annual
       payment will be $21,890,651.  If the amortization schedule
       is accelerated to fifteen years, the amount of each
       payment will increase, although the precise amount of the
       increase will depend on when the acceleration takes place.
       The amortization schedule will not revert to 20 years
       if El Paso thereafter becomes non-investment grade.

       El Paso will secure the Deferred Payments with oil and gas
       reserves with a value equal to 130% -- a coverage ratio of
       1.3 to 1 -- of the net present value of the outstanding
       Deferred Payments, measured as of the close of each
       calendar quarter.  El Paso will deliver letters of credit
       or other collateral acceptable to the Settling Claimants
       and to any applicable rating agency -- if the obligations
       have been monetized;

   (c) The Contract Concession to California Department of Water
       Resources

       As of the Effective Date, El Paso will amend the
       Master Power Purchase and Sale Agreement dated as of
       February 9, 2001, between El Paso Merchant LP and
       California Department of Water Resources to reduce the
       price of the contract by $125,000,000 over the remaining
       two and half years of the term of the contract.  Under the
       Allocation Agreement, California Department of Water
       Resources has committed to use all consideration allocated
       to it to reduce its annual revenue requirement;

   (d) Structural Remedies

       El Paso agrees to certain "structural remedies" to prevent
       any future manipulation of the California gas market,
       including guarantees to make physically available the
       capacity to deliver 3,290 MMcf/day of gas to California
       and clarification of the procedure whereby northern
       California shippers may recall Block II capacity to serve
       customers in PG&E's service area, as set forth in a
       FERC-approved settlement on April 16, 1997.  With the
       exception of issues that are within the exclusive
       jurisdiction of the FERC, the structural remedies are to
       be enforced in Federal District Court through a special
       master;

   (e) Release of Claims by PG&E and El Paso

       Pursuant to the Master Settlement Agreement, PG&E will
       release all claims against El Paso related to, inter
       alia, the exercise of market power, manipulation or
       misreporting of gas or electric power prices, and
       reduction of the supply of natural gas, electric power or
       gas pipeline capacity for the period September 1, 1996
       through March 20, 2003.  In return, El Paso agrees to
       release all claims against PG&E related to, inter alia,
       the price or supply of natural gas, electric power or gas
       pipeline capacity for the period through March 20, 2003,
       including El Paso's bankruptcy claim against PG&E for
       $57,500,000, the amount PG&E owes for sales of power to
       PG&E through the California Independent System Operator
       and the California Power Exchange.  The release does not
       cover claims asserted by PG&E against other parties in
       various regulatory proceedings, such as the FERC Refund
       Proceeding and the 390 QF Proceeding at the CPUC, where
       PG&E is seeking refunds of excessive energy payments made
       to Qualifying Facilities during the energy crisis --
       including El Paso owned or controlled QFs;

B. The Allocation Agreement

The Settling Claimants agree on the allocation of and
administration of the settlement proceeds.  The key elements of
the Allocation Agreement, which was entered into between the
Settling Claimants, are:

   (a) The consideration is being divided pro rata based on
       calculation of the "damages" suffered by each party.  The
       percentages can only be estimated at this time because,
       depending on the final allocation of consideration to
       municipal claimants, the allocation percentages of other
       Settling Claimants may change to some extent;

   (b) PG&E will receive 6%, currently estimated at $81,000,000,
       of the total consideration for damages incurred as a
       result of core gas purchases and 16%, currently estimated
       at $217,000,000, of the total consideration for damages as
       a result of electricity purchases;

   (c) In a rulemaking proceeding initiated pursuant to a recent
       Order Instituting Rulemaking, the CPUC will determine how
       the El Paso settlement proceeds paid to PG&E should be
       allocated among various classes of customers and will
       designate the refund and accounting mechanisms for PG&E's
       portion of the proceeds.  The California Department of
       Water Resources is allocated 33%, estimated to be equal to
       $461,000,000, for damages as a result of electricity
       purchases, which include the reduced price of its
       contracts with El Paso.  All consideration receive by the
       California Department of Water Resources will be used to
       reduce their revenue requirement, and the allocation of
       the reduction among utilities will be determined by the
       CPUC. (Pacific Gas Bankruptcy News, Issue No. 67;
       Bankruptcy Creditors' Service, Inc., 215/945-7000)    


PARMALAT GROUP: Clesa S.A. Distances Itself from Parmalat Parent
----------------------------------------------------------------
Clesa, S.A., 95% owned by Arilca, S.A., and 99% owned, in turn,
by Parmalat S.p.A., published a statement this week at
http://www.clesa.es/comunicado.htm/stating that the Spanish  
unit's operations and financing are independent of its troubled
parent.  

Clesa says it has financial autonomy and Parmalat, SpA, has no
greater claim on the unit's assets than its equity interest in the
business.  Clesa confirms that it is fulfilling all of its
commitments to suppliers, vendors, creditors and employees.  
(Parmalat Bankruptcy News, Issue No. 1; Bankruptcy Creditors'
Service, Inc., 215/945-7000)    


PENN TREATY AMERICAN: Adds Peter M. Ross to Board of Directors
--------------------------------------------------------------
Penn Treaty American Corporation (NYSE: PTA) announced the
addition of Peter M. Ross to its Board of Directors.

Mr. Ross, 63, will fill the remaining term of Michael F. Grill,
the Company's treasurer, and will be nominated for a three-year
term beginning in May 2004.  The addition of Mr. Ross is a
significant step in the Company's efforts to bolster corporate
governance with the appointment of independent directors.  William
W. Hunt, president and chief executive officer, is the Company's
only remaining employee director.

As a director and member of the Company's audit committee,
Mr. Ross will provide valuable financial leadership.  Mr. Ross has
over thirty years experience in the development and successful
implementation of public financial policy, including two terms as
Budget Director for the state of Delaware where he oversaw its $4
billion annual operations.  Mr. Ross' efforts were recognized by
Governing Magazine in naming Delaware as the best run state
government, with particular focus on limited budget growth and
effective capital project management.

Since his retirement in 2002, Mr. Ross has served as a Senior
Policy Scientist with the Institute for Public Administration with
the University of Delaware, where he is involved in assisting
local government with budget management.  Among his other
accomplishments and appointments, Mr. Ross remains a member of the
Delaware Economic Forecasting Advisory Committee.  Mr. Ross holds
a Bachelor of Arts in Political Science and a Masters of Arts in
Public Administration.

"I have known Pete and have worked closely with him for nearly 30
years," said Gary E. Hindes, Chairman of the Penn Treaty board of
directors.  "Having once been his employee, I know that his no-
nonsense approach to business issues will be an asset to our
board, as will his extremely strong financial background."

William W. Hunt, Penn Treaty's President and C.E.O. added, "I
strongly believe that Pete will bring valuable perspective to our
board and will be very helpful in providing guidance to the
Company in the future."

Peter M. Ross said, "I am looking forward to working with Penn
Treaty as it continues its forward progress.  I believe that, with
my 40 years of financial management experience, I can lend
additional value to the discipline already in place."

Penn Treaty American Corporation (S&P, CCC- Counterparty Credit
Rating, Stable), through its wholly owned direct and indirect
subsidiaries, Penn Treaty Network America Insurance Company,
American Network Insurance Company, American Independent Network
Insurance Company of New York, United Insurance Group Agency,
Inc., Network Insurance Senior Health Division and Senior
Financial Consultants Company, is primarily engaged in the
underwriting, marketing and sale of individual and group accident
and health insurance products, principally covering long-term
nursing home and home health care.


PG&E NATIONAL: Court Okays KPMG Engagement as Internal Auditor
--------------------------------------------------------------
The PG&E National Energy Group Debtors need professionals to
provide outsourced internal audit services and Sarbanes-Oxley
assistance services.  The Debtors believe that KPMG LLP is both
well qualified and uniquely able to perform those services given
the firm's background, expertise and historical performance.  KPMG
provided co-sourced internal audit services to National Energy &
Gas Transmission Inc. since April 2002 in connection with its
engagement by PG&E Corporation, NEG's parent, to provide those
services.  KPMG is currently providing Sarbanes-Oxley assistance
services to many corporations in many industries in the United
States, including energy and utilities corporations, as they
prepare for compliance with the Sarbanes-Oxley Act of 2002.

Accordingly, the Court allows the NEG Debtors to employ KPMG,
nunc pro tunc to October 31, 2003.

As Internal Auditor, KPMG will:

   -- conduct a risk assessment;

   -- develop an internal audit plan;

   -- execute projects included in the internal audit plan;

   -- meet with the Debtors' audit committee and management;

   -- execute special projects resulting from findings in the
      planned projects and on the request of management or the
      audit committee; and

   -- assist the management in meeting the requirements of the
      Sarbanes-Oxley Act, Section 404, including:

      * assisting in managing the overall project and
        establishing a project plan;

      * preparing documentation of systems of internal controls;

      * performing tests of the internal controls documented;

      * reporting recommendations for improvements in internal
        controls to management; and

      * establishing an ongoing monitoring program over the
        compliance with internal controls.

KPMG will be compensated for its services in accordance with the
firm's customary hourly rates plus reimbursement of actual and
necessary expenses.  The firm's current hourly rates are:

     Partners                                     $300 - 350
     Directors and Senior Managers                 250 - 285
     Managers and Subject Matter Specialists       225 - 275
     Senior Associates and Staff                   185 - 235

Matthew A. Feldman, Esq., at Willkie Farr & Gallagher, in New
York, discloses that KPMG has received, to date, no compensation
for the services rendered and expenses incurred in the Debtors'
Chapter 11 cases.  In the 90-day period before the Petition Date
and more specifically, in June 2003, KPMG received $386,800 as
payment from NEG.  In addition, KPMG has no outstanding bills to
the Debtors for fees and expenses.

Joseph M. Crostic, a Partner at KPMG, attests that the firm is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.  Specifically, KPMG:

   (A) is not a creditor, an equity security holder, or an
       insider of the Debtors;

   (B) is not and was not an investment banker for any
       outstanding security of the Debtors;

   (C) has not been, within three years before the Petition Date,
       an investment banker for a security of the Debtors, or an
       attorney for an investment banker in connection with the
       offer, sale, or issuance of a security of the Debtors;

   (D) is not and was not, within two years before the Petition
       Date, a director, officer, or employee of the Debtors or
       of an investment banker; and

   (E) does not have an interest materially adverse to the
       interest of the estate or of any class of creditors or
       equity security holders, by reason of any direct or
       indirect relationship to, in connection with, or interest
       in, the Debtors or an investment banker. (PG&E National
       Bankruptcy News, Issue No. 12; Bankruptcy Creditors'
       Service, Inc., 215/945-7000)    


REDBACK NETWORKS: Earns Nod to Hire Pachulski Stang as Co-Counsel
-----------------------------------------------------------------
Redback Networks Inc., sought and obtained approval from the U.S.
Bankruptcy Court for the District of Delaware to employ and retain
Pachulski, Stang, Ziehl, Young, Jones & Weintraub PC, as
Co-Counsel.

Pachulski Stang's professionals expected to provide services on
this retention are:

          Laura Davis Jones       $560 per hour
          Bruce Grohsgal          $415 per hour
          David M. Bertenthal     $395 per hour
          Joshua M. Fried         $340 per hour
          Sandra G. McLamb        $235 per hour
          Patricia Jeffries       $150 per hour
          Kathe Finlayson         $140 per hour

As Counsel, Pachulski Stang will:

     a. provide legal advice with respect to its powers and
        duties as debtor in possession in the continued
        operation of its businesses and management of its
        properties;

     b. prepare and pursue confirmation of a plan and approval
        of a disclosure statement;

     c. prepare necessary applications, motions, answers,
        orders, reports and other legal papers on behalf of the
        Debtor;

     d. appear in Court and to protect the interests of the
        Debtor before the Court; and

     e. perform all other legal services for the Debtor which
        may be necessary and proper in this proceeding.

Headquartered in San Jose, California, Redback Networks, Inc. is a
leading provider of advanced telecommunications networking
equipment. The Company filed for chapter 11 protection on November
3, 2003 (Bankr. Del. Case No. 03-13359). Bruce Grohsgal, Esq.,
Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones
& Weintraub P.C., and G. Larry Engel, Esq., Jonathan N.P.
Gilliland, Esq., at Morgan Lewis & Bockius, LLP represent the
Debtor in its restructuring efforts.  When the Company filed for
protection from its creditors, it listed $591,675,000 in total
assets and $652,869,000 in total debts.


RELIANCE: Liquidation Gets Nod for Coast Insurance Settlement
-------------------------------------------------------------
M. Diane Koken, Insurance Commissioner of the Commonwealth of
Pennsylvania and Liquidator of Reliance Insurance Company,
obtained approval from Judge James Gardner Collins of the
Commonwealth Court for a Claims Settlement Agreement with Coast
National Insurance Company.

                         Backgrounder

On March 31, 2001, Coast National Insurance Company acquired all
the capital stock of Reliant Insurance Company and Reliant
Casualty Company under a stock and asset Purchase Agreement.  
Both companies were wholly owned subsidiaries of RIC in the
property and casualty business.  Coast is a subsidiary of Bristol
West Insurance Group.

The Agreement included several common representations and
warranties, including a covenant by RIC that it would conduct
business in the ordinary and usual course, including maintaining
Reliant's books and records consistent with past practice and
complying with all applicable law.  The Agreement also contained
a representation and warranty by RIC that Reliant's business was
being conducted in compliance with all laws.  RIC assured Bristol
that Reliant was not subject to any agreement, consent decree or
order with any insurance regulatory authority.

RIC agreed to indemnify Coast for losses resulting from:

   (a) RIC's breach of any representation or warranty in the
       Purchase Agreement or any related agreements;

   (b) RIC's non-fulfillment of any agreement or covenant in the
       Purchase Agreement; and
  
   (c) severance payments and stay bonuses paid to run-off
       employees in excess of $1,046,000.

The Purchase Agreement provided a procedure for adjustments to
the closing purchase price under which Coast agreed that it would
deliver to RIC a closing balance sheet for Reliant consistent
with its December 31, 2000 statutory balance sheet.  If RIC
disagreed and sent Coast a disagreement notice, the Parties would
try to negotiate a resolution within 10 days.  If no resolution
were reached, the Parties would submit the dispute to a mutually
agreed actuarial firm to determine the purchase price.

RIC delivered to Coast an Escrow Agreement, Services Agreement and
an Aggregate Excess of Loss Reinsurance Agreement.  Pursuant to
the Escrow Agreement, RIC deposited $1,100,000 of the cash
purchase price into the Escrow Account to secure its fulfillment
of its indemnification obligations.  Under the Services Agreement,
Coast's affiliate, APEX Adjustment Bureau agreed to provide policy
administration and claims management services to RIC for
$23,500,000.  RIC paid Coast $6,500,000 at closing and deposited
securities worth $8,500,000 into a trust account.  This amount
represented half the remaining costs of services and secured the
unpaid balance of fees pursuant to the Service Fee Trust Account
Agreement.  Pursuant to the Aggregate Excess of Loss Reinsurance
Agreement, RIC reinsured Reliant's aggregate exposure to losses
and loss adjustment expenses on insurance or reinsurance bound by
or on behalf of Reliant before the closing date.  RIC's
obligations to Reliant were secured under a trust account in which
RIC deposited $5,000,000.

In September 2001, Coast claimed that RIC owed $2,284,097 as a
result of:

   (1) required adjustments to the purchase price; and

   (2) alleged breaches of covenants, warranties and
       representations to the Purchase Agreement.

Coast asserted that it was entitled to adjust the closing price
to include employee paid time off, employee bonus payments, tax
adjustments, reimbursements for regulatory fines for failure to
make timely filings, and reimbursement of Deloitte & Touche fees.

Additionally, Coast alleged that, in breach of warranties and
representations in the Purchase Agreement, RIC failed to:

   (a) deliver a December 31, 2000 statutory balance sheet for
       Reliant; and

   (b) timely file the 2000 Annual Statement, Actuarial
       Opinion, MD&A report and Audited Financial Report for
       Reliant.

Coast asserted that due to RIC's breach, it had to retain
Deloitte to audit Reliant's balance sheets and was forced to pay
regulatory fines and lost licenses to operate in several states.  
Compensation that may arise under these disputes was secured by
the Escrow Account funds.

For several months, RIC consulted with its advisors and reviewed
documentation and information on its operations and claims.  RIC
determined that certain adjustments for employee matters were
appropriate.  Also, some of Coast's allegations posed a risk of
exposure.

In March 2002, RIC and Coast agreed in principle to settle
Coast's $2,284,097 claim for $1,097,189.  The Settlement sum is
comprised of:

   -- compensation for Coast's undisputed loss of six insurance
      licenses; and

   -- adjustments to the closing price relating to payments to
      former RIC employees.

The Settlement will be paid by a withdrawal from the Escrow
Account Funds. (Reliance Bankruptcy News, Issue No. 44; Bankruptcy
Creditors' Service, Inc., 215/945-7000)     


REMEDENT USA: Sept. 30 Balance Sheet Upside-Down by $860,000
------------------------------------------------------------
Remedent USA, Inc., has incurred substantial net losses since
inception, and as of September 30, 2003, maintained a working
capital and shareholders' deficit of $901,010 and $860,406,
respectively, raising substantial doubt about the Company's
ability to continue as a going concern.  The Company has
reassessed its operations and business  structure and has
implemented a complete corporate reorganization plan.

The plan includes the acquisition of and expansion into
diversified business ventures.

Management believes that if the Company can complete its
restructuring plan, the Company can generate sufficient revenues
and cash flows to sustain operations.  There can be no assurance
that the Company will be successful in its efforts and if
unsuccessful in its efforts, it may be necessary to undertake
other  actions to preserve asset value.  

On September 30, 2003, Remedent USA's current liabilities exceeded
its current assets by $901,010.  Its business operations will
require substantial capital financing on a continuing basis. The
availability of that financing will be essential to its continued
existence. In addition, cash flow and liquidity is contingent upon
the success of its  restructuring plan.  The inability to continue
to develop and market high-technology  dental equipment will force
the Company to raise additional capital to support  operations by
selling equity securities or incurring additional debt.


RICA FOODS: Avicola Campesinos Acquires 77.2% Equity Stake
----------------------------------------------------------
Rica Foods, Inc (Amex: RCF) has been informed that on December 22,
2003, Calixto Chaves, Monica Chaves, Jose Pablo Chaves, Comercial
Angui and certain other shareholders, have sold all 9,933,154
shares of the common stock held by the Selling Shareholders,
representing approximately 77.2% of the Company's issued and
outstanding shares of common stock, to Avicola Campesinos, Inc.,
for a cash purchase price of approximately U.S. $12.5 million.

Based upon information contained in an executed Schedule 13D
provided by Avicola to the Company, it appears that Avicola is
wholly owned by Tenedora G.S., S.A., a Costa Rican corporation.

Also as indicated in the Schedule 13D, Mavipel, S.A., a Costa
Rican corporation, Inversiones Harenaz L III, S.A., a Costa
Rican corporation, CYS Asesores de Mercadeo y Finanzas, S.A, a
Costa Rican corporation, Sarita Trading, S.A., a Panamanian
corporation, Corporacion Adral, S.A., a Costa Rican corporation,
Centro, S.A., a Costa Rican corporation, Hoy por Hoy, S.A., a
Costa Rican corporation, Asociacion Solidarista de Empleados Grupo
Sama y Afines, a Costa Rican labor entity and Quirinal, S.A. are
the holders of approximately 35.3%, 14.2%, 13%, 13.4%, 8.1%, 9.2%,
2.3%, 1.7%, and 2.8%, respectively of the outstanding common stock
of Tenedora. Together, Mavipel, Harenaz, CYS, Sarita, Adral,
Centro, Hoy, ASEGSA and Quirinal may be deemed to control
Tenedora.

The Company has been informed, pursuant to the Schedule 13D, that
Victor Oconitrillo is the holder of 100% of the outstanding common
stock of Mavipel. Henry Zamora is the holder of 100% of the
outstanding common stock of Harenaz. Rolando Cervantes is the
holder of 100% of the outstanding common stock of CYS.  Jorge
Torres is the holder of 100% of the outstanding common stock of
Sarita.  Mariangel Solera is the holder of 100% of the outstanding
common stock of Adral.  Robert Aspinall is the holder of 100% of
the outstanding common stock of Centro. Oscar Hernandez --
Lustschaing is the holder of 100% of the outstanding common stock
of Hoy.  Alfonso Gutierrez is the holder of 100% of the
outstanding common stock of Quirinal.

The Stock Sale was conditioned upon the approval of the board of
directors of the Company, which was granted after the board
considered a number of factors, including the following:

     * Approximately $6.9 million of the proceeds of the Stock
       Sale were used to satisfy Mr. Chaves' existing indebtedness
       to the Company and approximately $1.95 million of the
       proceeds were used to settle certain litigation.

     * Mr. Chaves and Mr. Jorge Quesada have, at various times,
       personally guaranteed the Company's repayment of various
       debts. As of the closing of the Stock Sale, Mr. Chaves and
       Mr. Quesada  had outstanding personal guarantees  with
       respect to approximately $27.9 million and $9.2 million of
       the Company's indebtedness.  The guarantees extended by
       Mr. Chaves and Mr. Quesada will remain in place
       notwithstanding the Stock Sale.  In addition, Mr. Chaves
       has entered into an agreement with the Company whereby he
       has agreed to indemnify the Company from and against any
       losses or damages caused by his failure within the next
       year to provide, if requested, his personal guarantee with
       respect to any loan which he has previously guaranteed and
       the Company is seeking to defer repayment of.

     * Mr. Chaves has agreed to indemnify the Company from and
       against certain damages or losses that could  directly or
       indirectly result from or in connection with the Stock
       Sale.

Mr. Chaves, Mr. Quesada, Ms. Chaves continue to serve on the board
of directors of the Company. However, as the holder of a majority
of the Common Stock, Avicola will generally have the power to
elect directors to serve on the Company's board of directors.  
Although Avicola has not directly or indirectly taken any actions
to initiate any changes with regards to the Company's board of
directors, Avicola has indicated to the Company in the Schedule
13D that it does anticipate seeking to influence the nomination
and election of directors in the future.

The Purchasers conditioned the closing of the stock sale on the
company's electing affiliates of Avicola to serve on the eight
person board of directors of each of the Company's subsidiaries
and elected affiliates of Avicola to serve as the president, vice
president, secretary, treasurer and controller of each subsidiary.
Accordingly, the Company's Subsidiaries Board of Directors has
been restructured to reflect the following corporate structure:
Victor Oconitrillo, President, Pedro Dobles, Vice President,
Alfonso Gutierrez, Secretary, Eladio Villalta, Treasurer, Rolando
Cervantes, Henry Zamora, and Jorge Quesada, Directors. Carlos
Ceciliano has been appointed as Supervisor of the Board of
Directors.

As reported in the 13D, in order to fund the purchase of the
Shares, on December 15, 2003, Avicola entered into a financing
agreement with Servicios Bursatiles Internacionales Sociedad
Anonima, a Panamanian corporation, pursuant to which SBI extended
a loan to Avicola in the amount of approximately $12.5 million.  
The entire Purchase Loan was used by Avicola to purchase the
Shares.

Under the terms of the Financing Agreement, interest on the
Purchase Loan will be payable annually, with the first payment due
one year from the Effective Date, at the rate of prime plus four
point five (4.5).  The outstanding principal amount of the
Purchase Loan plus any accrued but unpaid interest will be payable
on December 15, 2008.  As security for the Purchase Loan, Avicola
has pledged the Shares to SBI pursuant to the terms of a stock
pledge agreement.  In addition, Tenedora has extended a guarantee
with respect to the Purchase Loan.

RFC is the parent Company of the largest poultry producers in
Costa Rica. The Company owns Corporacion Pipasa, S.A. and
Corporacion As de Oros, S.A., which supply approximately 62% of
the total Costa Rican poultry market.

As previously reported, Fitch Ratings withdrew its foreign
currency debt rating of 'BB', Rating Watch Negative, on the
Corporacion Pipasa S.A. and Corporacion As de Oros senior notes
due 2005 issued on a joint and several basis and guaranteed by
Rica Foods Inc. Pipasa and As de Oros are wholly-owned
subsidiaries of Rica Foods.

Fitch Ratings has withdrew the 'BB', Rating Watch Negative, senior
unsecured foreign currency and local currency debts ratings of
Rica Foods, as the company has no other rated debt instruments
outstanding.


SELECT MEDICAL: Posts Stock Price Adjustment After Reverse Split
----------------------------------------------------------------
Select Medical Corporation (NYSE: SEM) announced that, as a result
of the previously announced 2-for-1 split of its common stock, the
Company's stock price will adjust with the opening of trading this
morning to reflect the distribution of new shares on Monday,
December 22, 2003.  

The Company announced the stock split on November 13, 2003, for
stockholders of record as of December 5, 2003. Following the stock
split, Select has approximately 100 million shares outstanding.

Select Medical Corporation (S&P, BB- Corporate Credit Rating,
Stable) is a leading operator of specialty hospitals in the United
States.  Select operates 77 long-term acute care hospitals in 24
states.  Select operates four acute medical rehabilitation
hospitals in New Jersey.  Select is also a leading operator of
outpatient rehabilitation clinics in the United States and Canada.
Select operates approximately 829 outpatient rehabilitation
clinics in the United States and Canada.  Select also provides
medical rehabilitation services on a contract basis at nursing
homes, hospitals, assisted living and senior care centers, schools
and worksites.  Information about Select is available at
http://www.selectmedicalcorp.com/


SOLUTIA INC: Will Honor & Pay $5-Mill. of Critical Vendor Claims
----------------------------------------------------------------
M. Natasha Labovitz, Esq., at Gibson, Dunn & Crutcher LLP, in New
York, tells the Court that in the ordinary course of business,
The Solutia Debtors rely on certain third parties to supply goods,
materials and services without which the Debtors' business
operations either simply could not operate or would operate at
prohibitively reduced profitability.  Specifically, these vendors:

    (i) provide either "single source" goods or other goods
        and services that are essential to the Debtors'
        operations and that cannot be obtained elsewhere or
        cannot be replaced except at exorbitant additional cost
        or excessive delay; and

   (ii) do not have long-term written supply contracts with the
        Debtors such that they could be compelled to continue
        providing goods or services to the Debtors postpetition.

Because of the nature of their business, the Debtors rely
significantly on the provision of a large number of different raw
materials and partly-finished materials that must meet exacting
technical specifications and for which, in many instances, they
have little ability to stockpile resources or develop
alternatives without a significant lead time to confirm
qualifications.  According to Ms. Labovitz, in many instances,
the goods or materials provided by Critical Vendors are unique
and the Debtors believe that it would be either impossible or
prohibitively expensive to find substitutes.  In addition, even
if the Debtors could find replacement providers, the process of
ensuring that replacement materials met their exacting technical
standards would be expensive, time-consuming and arduous.  
Similarly, the Debtors rely on certain service providers to
refine or cut their manufactured goods or provide other similar
services, many of whom are the only available service providers
of their kind.

Ms. Labovitz notes that if a Critical Vendor refused to provide
goods or services on a timely basis and on acceptable terms, the
Debtors' manufacturing and distribution processes would be
severely disrupted.  As in the case of certain Critical Vendors,
a failure to receive goods or services could cause the shutdown
of entire manufacturing plants until an agreement could be
reached with the vendor in question or an alternate source could
be established and qualified.

Ms. Labovitz points out that despite the critical need to receive
essential goods and services, the Debtors have historically
sought to bargain with their vendors to achieve the lowest price,
the best service and quality and the most favorable payment terms
possible for each necessary product or service.  The Debtors
recognize that efficiency in procurement is critical so as to
achieve profitability.  To that end, the Debtors have developed
valued relationships with many suppliers who have met their
expectations for price, service, quality and payment terms,
and they hope to maintain and improve on these vendor
relationships on a postpetition basis, when the claims of the
vendor who provide goods and services that benefit the Debtors'
estates will be entitled to administrative priority status.

For these reasons, and to preserve needed liquidity, the Debtors
do not seek to pay all claims held by the Critical Vendors, and
have not developed any list of the vendors with the understanding
that these vendors would receive immediate payment of their
prepetition claims.  Nevertheless, the Debtors recognize that a
small number of their most Critical Vendors may, despite the
protections of administrative priority status, refuse to provide
goods or services to them on a postpetition basis if all or part
of the vendors' prepetition claims are not paid.

Accordingly, the Debtors sought and obtained approval to pay all
or part of the prepetition claims held by Critical Vendors, in an
aggregate amount not exceeding $5,000,000.

The Critical Vendor Fund represents less than 0.2% of the
Debtors' aggregate debt obligations and less than 4.2% of the
Debtors' estimated obligations to trade creditors as of the
Petition Date.  The Debtors propose to make full or partial
payment to a Critical Vendor from the Critical Vendor Fund only
to the extent the Debtors deem, in the exercise of their business
judgment and after negotiation, that the payment is necessary to
ensure that the particular Critical Vendor will provide necessary
goods and services to the Debtors on a postpetition basis.  To
further ensure that their business operations will be minimally
impacted during these bankruptcy cases, the Debtors seek to
condition these payments on an agreement by the Critical Vendor
in question to provide reasonable and customary price, service,
quality and payment terms on a postpetition basis.  Finally, the
Debtors propose to maintain a summary list of all the payments
made to the Critical Vendors, and to provide updated copies of
this list to the United States Trustee and any official
committees appointed in their cases on a monthly basis on or
before the 30th day after the end of each month.

The Debtors believe that they must continue to receive goods and
services provided by the Critical Vendors to achieve a successful
reorganization lest their manufacturing and distribution
operations would be severely disrupted, possibly to the point of
a plant shutdown.  Ms. Labovitz emphasizes that even a temporary
disruption of this sort in the Debtors' operations could result
in a failure to meet supply commitments to customers, and thus
would likely irreparably damage their critical customer
relationships at a time when the customers' loyalty and support
are extremely important.  Moreover, a breakdown in supply
relationships with one vendor in the industry, if it triggers a
significant disruption in operations, would likely erode the
confidence of other vendors in the Debtors' ability to continue
operations, thus resulting in a significant tightening of vendor
liquidity and support at a time when the Debtors' relationships
with their vendors already may be stressed by their Chapter 11
filing.

Since the uninterrupted supply of goods and services, on
customary trade terms, is imperative to their ongoing operations
and viability, the Debtors only seek to pay the claims of
Critical Vendors where non-payment would likely lead to the
interruption of the delivery of goods and services or would
seriously disrupt operations.  Ms. Labovitz also explains that
the Proposed Procurement Policy is tailored to minimize the
number and amount of prepetition claims that are paid and to
maximize the value that they gain from the payments.  Thus, the
Debtors maintain that paying the Critical Vendors' Claims is
narrowly tailored to facilitate their Chapter 11 reorganization
process.

In addition, the Court also granted the Debtors' authority to
direct all applicable banks and other financial institutions to
receive, process, honor and pay any and all checks drawn on the
Debtors' accounts in respect of the prepetition claims, whether
the checks were presented before or after the Petition Date,
provided that sufficient funds are available.

Sections 363(b) of the Bankruptcy Code, provides that a debtor-
in-possession may, in the exercise of its business judgment, use
property of the estate outside the ordinary course of business.
Furthermore, Section 105, which codifies the equitable powers of
bankruptcy courts, authorizes the Court to "issue any order,
process, or judgment that is necessary or appropriate to carry
out the provisions of [the Bankruptcy Code]."

Ms. Labovitz informs the Court that the Debtors have sufficient
funds to make the payments in the ordinary course of business by
virtue of cash reserves, expected cash flows from ongoing
business operations and anticipated access to debtor-in-
possession financing.  Also, under the Debtors' existing cash
management system, the Debtors represent that checks or wire
transfer requests can be readily identified as relating to an
authorized payment in respect of the prepetition claims of the
Critical Vendors.  Accordingly, the Debtors believe that checks
or wire transfer requests, other than those relating to
authorized payments, will not be honored inadvertently and that
all applicable banks and other financial institutions should be
authorized and directed, when requested by the Debtors, to
receive, process, honor and pay any and all checks or wire
transfer requests in respect of the Critical Vendors' prepetition
claims. (Solutia Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


SO. CALIF. EDISON: Will Redeem Three Series of Outstanding Bonds
----------------------------------------------------------------
Southern California Edison intends to redeem three series of its
outstanding First and Refunding Mortgage Bonds on Monday, Jan. 26,
2004.  

The redemption price for the 7-1/4% Series 93C, Due 2026, will be
102.43% of the principal amount.  The redemption price for the
7-1/8% Series 93G, Due 2025, will be 102.09% of the principal
amount.  The redemption price for the 6.90% Series 93I, Due 2018,
will be 102.26% of the principal amount.  In each case, the
redemption price also will include accrued interest to the  
redemption date.

Payment will be made on or after Jan. 26, 2004, upon surrender of
the bonds at the offices of the Trustee, as follows:

                        The Bank of New York
                   Debt Processing Group (SYR_REG)
                      111 Sanders Creek Parkway
                            P. O. Box 396
                       East Syracuse, NY 13057

The redemption of the bonds may be canceled by SCE, at its
election, by written notice given to the Trustee and holders of
the bonds at any time prior to 10 days before the redemption date.

An Edison International (NYSE: EIX) (S&P, BB+ Corporate Credit
Ratin, Stable) company, Southern California Edison (Fitch, BB
Unsecured Debt and B+ Preferred Share Ratings, Positive) is one of
the nation's largest electric utilities, serving a population of
more than 12 million via 4.5 million customer accounts in a
50,000-square-mile service area within central, coastal and
Southern California.


SPARTAN STORES: Secures $185 Million in New Credit Facilities
-------------------------------------------------------------
Spartan Stores, Inc., (Nasdaq:SPTN) entered into financing
agreements with Congress Financial Corporation, a subsidiary of
Wachovia Corporation, for a four-year, asset-based $170 million
Senior Secured Credit Facility and a four-year Supplemental
Secured Credit Facility totaling $15 million from an affiliate of
Kimco Realty Corporation.

Proceeds from the new credit facility will be used to repay the
outstanding balance on the Company's existing credit facility and
for general corporate purposes. In conjunction with the new
agreements, the Company expects to incur a third-quarter, non-cash
charge of $8.8 million to write off unamortized fees associated
with previous financing activities.

"We are very pleased to have secured new financing agreements that
will improve our financial flexibility and stability," stated
Spartan Stores' Chairman, President and Chief Executive Officer,
Craig C. Sturken. "Considerable organizational resources have been
dedicated to this priority and, with this major undertaking behind
us, we can now focus complete attention on our goals of achieving
consistent and sustainable sales and earnings growth."

Grand Rapids, Michigan-based Spartan Stores, Inc., (Nasdaq:SPTN)
(S&P, BB- Corporate Credit Rating, Negative) is the nation's ninth
largest grocery distributor with warehouse facilities in Grand
Rapids and Plymouth, Michigan. The Company distributes more than
40,000 private-label and national brand products to 330
independent grocery stores in Michigan. Spartan Stores also owns
and operates 54 retail supermarkets and 21 deep-discount drug
stores in Michigan and Ohio, including Ashcraft's Markets, Family
Fare Supermarkets, Glen's Markets, Great Day Food Centers, Prevo's
Family Markets and The Pharm.

Wachovia Corporation (NYSE:WB) is one of the largest providers of
financial services to retail, brokerage and corporate customers
throughout the East Coast and the nation, with assets of $389
billion and stockholders' equity of $33 billion at September 30,
2003. Its four core businesses, the General Bank, Capital
Management, Wealth Management, and the Corporate and Investment
Bank, serve 9 million households, including 900,000 businesses,
primarily in 11 East Coast states and Washington, D.C. Its broker-
dealer, Wachovia Securities, LLC, serves clients in 48 states.
Global services are provided through more than 30 international
offices. Online banking and brokerage products and services also
are available through Wachovia.com.


SPIEGEL GROUP: Proposes Uniform Hilco & Ozer Bidding Procedures
---------------------------------------------------------------
In accordance with the Term Sheet incorporating the Agency
Agreement with Hilco Merchant Resources LLC and the Ozer Group
LLC, the Spiegel Debtors agreed to require a minimum initial
overbid above the Guaranteed Amount percentage set forth in the
Term Sheet of no less than 0.50% and $100,000, and subsequent
overbids of no less than 0.50% of the preceding bid.

Qualified Bids must be received by the Debtors, in writing, on or
before 4:00 p.m. on Friday, January 2, 2004.  If the Debtors
determine, in their sole discretion, that one or more Qualified
Bids have been timely tendered, the Court rules that the Auction
will be held on Tuesday, January 6, 2004, commencing at 10:00
a.m.

At the Debtors' request, the Court approves these bidding and
overbid procedures to determine who will act as their liquidation
agent:

   (a) Any party wishing to submit an offer to act as "Agent"
       under the Agency Agreement must submit its offer in
       writing on the form of the Agency Agreement indicating any
       and all proposed changes, to:

       * Bankruptcy Counsel for the Debtors:
         -----------------------------------
            James L. Garrity, Jr., Esq. and
            Andrew V. Tenzer, Esq.
            Shearman & Sterling LLP
            599 Lexington Avenue,
            New York, New York 10022,
            Telephone: (212) 848-4000
            Facsimile: (212) 848-7179;

       * Counsel for the Bank of America, N.A.,
         Agent for the Debtors' postpetition lenders:
         --------------------------------------------
            Marc D. Rosenberg, Esq. and
            Benjamin Mintz, Esq.
            Kaye Scholer LLP
            425 Park Avenue,
            New York, New York 10022
            Telephone: (212) 836-8000
            Facsimile: (212) 836-8689; and

       * Counsel for the Creditors Committee:
         ------------------------------------
            Howard Seife, Esq. and
            David M. LeMay, Esq.
            Chadbourne Park LLP
            30 Rockefeller Plaza,
            New York, New York 10112,
            Telephone: (212) 408-5100
            Facsimile: (212) 541-5369;

   (b) All bidders must agree to be bound by all the terms and
       conditions of the Agency Agreement, with appropriate
       modifications for the identity of the successful bidder,
       the increased price and the better terms;

   (c) All bidders must provide evidence of their financial
       ability to perform their obligations under the Agency
       Agreement, as modified;

   (d) The minimum initial overbid above the Guaranteed Amount
       percentage, as set forth in the Term Sheet, of no less
       than 0.50% and $100,000, and subsequent overbids of no
       less than 0.50% of the preceding bid;

   (e) Competing bids cannot be contingent upon completion of due
       diligence, the receipt of financing or any board of
       directors, shareholder or other corporate approval or any
       other event except approval of the Bankruptcy Court; and
  
   (f) The Sale Hearing to approve the sale of the Liquidation
       Rights to the Stalking Horse or other successful bidder at
       the Auction will be held on January 6, 2004 at 10:00 a.m.

If no Qualified Bids are received, Hilco & Ozer may be confirmed
as the highest and best bidder for the Liquidation Rights in
accordance with the Agency Agreement. (Spiegel Bankruptcy News,
Issue No. 17; Bankruptcy Creditors' Service, Inc., 215/945-7000)   


SPX CORP: Will Pay Down $200MM of Term Loan Owed to JP Morgan
-------------------------------------------------------------
SPX Corporation (NYSE: SPW) notified JP Morgan Chase that it will
pay down $200 million of its Tranche B Term Loan on December 31,
2003.  

In conjunction with the pay down of its Tranche B Term Loan, the
company will terminate $200 million notional of floating to fixed
interest rate swaps and reflect a pretax loss of approximately $12
million in its 2003 results associated with the termination of the
floating to fixed interest rate swaps.

The company also reconfirmed its 2003 diluted earnings per share
from continuing operations target of at least $3.40.

SPX Corporation (S&P, BB+ Corporate Credit Rating, Positive) is a
global provider of technical products and systems, industrial
products and services, flow technology and service solutions.  The
Internet address for SPX Corporation's home page is
http://www.spx.com/


STAR PRINTING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Star Printing, Inc.
        400 Acorn Lane
        Downingtown, Pennsylvania 19335

Bankruptcy Case No.: 03-38514

Type of Business: The Debtor is a supplier of any commercial
                  printing services.

Chapter 11 Petition Date: December 22, 2003

Court: Eastern District of Pennsylvania (Philadelphia)

Judge: Kevin J. Carey

Debtor's Counsel: Robert W. Seitzer, Esq.
                  Ciardi, Maschmeyer & Karalis, P.C.
                  1900 Spruce Street
                  Philadelphia, PA 19103
                  Tel: 215-546-4500

Estimated Assets: $500,000 to $1 Million

Estimated Debts:  $1 Million to $10 Million

Debtor's 20 Largest Unsecured Creditors:

Entity                                  Claim Amount
------                                  ------------
Heller & Usdan, Inc.                         $43,756

J. Loew & Associates                         $36,857

D-Town Associates                            $35,711

Central Lewmar                               $29,471

Pitman Company                               $14,397

Anro Printing                                $10,521

The Richardson Agency                        $10,170

Rite Envelope                                 $8,681

Roosevelt Paper Company                       $7,686

Type-A-Graphics                               $7,494

Enovation                                     $5,455

Eastern Die Cutting                           $5,262

York Paper                                    $4,726

AGFA Finance Corporation                      $4,094

Keystone Printing Ink                         $2,453

Federal Express                               $2,330

G A Communications                            $2,269

Edgerton-Becker, Inc.                         $2,095

AGFA Corporation                              $2,077

Coyne Textile Services                        $1,658


STOLT-NIELSEN: Covenant Default Waivers Extended Until May 21
-------------------------------------------------------------
Stolt-Nielsen S.A. (Nasdaq: SNSA; Oslo Stock Exchange: SNI)
announced that its primary lenders agreed to extend the waivers of
covenant defaults granted by the lenders until May 21, 2004.

SNSA also reported that it will pay down its $160 million
revolving credit facility by $20 million on February 29, 2004, and
that the Company has received an extension on repayment of the
remaining $140 million until May 21, 2004.

The waiver extensions provide SNSA with increased flexibility on
the debt-to-tangible-net-worth covenant during the waiver period,
setting the ratio at 2.75-to-1 at November 30, 2003, and 2.65-to-1
at February 29, 2004. SNSA must also maintain a specified minimum
tangible net worth level. Pursuant to the waiver terms, SNSA will
develop a financial restructuring plan with its lenders by
March 31, 2004. Additionally, the waivers call for improvements in
SNSA's liquidity during the waiver period through dispositions or
capital-raising initiatives, and oblige SNSA to work with its
lenders to provide available collateral to unsecured or
under-secured lenders during the waiver period.

"We are pleased to have successfully worked out these longer-term
waivers," said Niels G. Stolt-Nielsen, Chief Executive Officer of
SNSA. "I believe these extended waivers provide us with sufficient
time to develop and commence the implementation of a comprehensive
financial restructuring plan for the Company, which has suffered
heavy losses on several West Africa construction projects in its
63.5% owned subsidiary Stolt Offshore S.A. We have already
completed a number of actions to improve liquidity and reduce
debt, and we are in the process of implementing more. We
appreciate the continued support of our lenders and shareholders.
SNSA is determined to restore the Company's financial strength."

Stolt-Nielsen S.A. is one of the world's leading providers of
transportation services for bulk liquid chemicals, edible oils,
acids, and other specialty liquids. The Company, through its
parcel tanker, tank container, terminal, rail and barge services,
provides integrated transportation for its customers. The Company
also owns 63.5 percent of Stolt Offshore S.A. (NasdaqNM: SOSA;
Oslo Stock Exchange: STO), which is a leading offshore contractor
to the oil and gas industry. Stolt Offshore specializes in
providing technologically sophisticated offshore and subsea
engineering, flowline and pipeline lay, construction, inspection,
and maintenance services. Stolt Sea Farm, wholly-owned by the
Company, produces and markets high quality Atlantic salmon, salmon
trout, turbot, halibut, sturgeon, caviar, bluefin tuna, and
tilapia.


STOLT OFFSHORE: Extraordinary Shareholders' Meeting on Jan. 19
--------------------------------------------------------------
Stolt Offshore S.A. (Nasdaq: SOSA; Oslo Stock Exchange: STO)
announced that an Extraordinary Meeting of shareholders will be
held on Monday 19th January, 2004 at 3:00pm local time at the
offices of Services Generaux de Gestion S.A., 23, avenue Monterey,
L-2086 Luxembourg.

The Board of Directors of Stolt Offshore S.A., has determined that
Common Shareholders of record as of close of business on December
29th, 2003 will be entitled to vote.

The purpose of the meeting is to consider and approve a
recommendation of the Board of Directors of the Company for:

     * a Private Placement of 34.1m Common Shares to institutional
       investors which is fully subscribed and the issue of up to
       an additional 11.4m Common Shares to Stolt-Nielsen S.A. in
       consideration for conversion of $25m of subordinated debt;

     * a Subsequent Issue of up to 13.0m Common Shares to
       shareholders as of December 18, 2003 who were not given the
       opportunity to participate in this Private Placement; and

     * the increase of the authorised share capital of the Company
       by 95.0m Common Shares, together with discretion to the
       Directors to issue Common Shares or instruments giving
       rights to acquire Common Shares.

The securities to be offered in the private placement have not
been and will not be registered under the U.S. Securities Act of
1933, as amended, and may not be offered or sold in the United
States without registration or an applicable exemption from the
registration requirements.

Stolt Offshore is a leading offshore contractor to the oil and gas
industry, specialising in technologically sophisticated deepwater
engineering, flowline and pipeline lay, construction, inspection
and maintenance services. The Company operates in Europe, the
Middle East, West Africa, Asia Pacific, and the Americas.

As reported in Troubled Company Reporter's December 1, 2003
edition, Stolt Offshore S.A., obtained an extension from
November 26, 2003 until December 15, 2003 of the waiver of
covenant defaults.


SYNDICATED FOOD: Capital Deficits Raise Going Concern Doubt
-----------------------------------------------------------
Syndicated Food Service International, Inc., formerly Floridino's
International Holdings, Inc., was incorporated on June 25, 1997 in
the State of Florida. The Company distributes food and produce to
wholesale and retail outlets, and produces frozen Italian food
products for institutional use, such as schools and prisons. The
Company's operations and clients are located in the middle and
southeastern United States.

The Company's unaudited interim condensed consolidated financial
statements have been prepared in accordance with generally
accepted accounting principals, which contemplate the continuation
of the Company as a going concern. As of June 30, 2003, the
Company had a shareholders' deficiency of $1,988,564, a working
capital deficiency of $5,955,091, incurred net losses from
continuing operations of $482,368 and had net cash outflows from
operating activities of $115,418 for the six months then ended.
Additionally, the Company is subject to the terms of the Put
Right, terms that, if enforced, would materially affect the
operations of the Company. These factors raise substantial doubt
about the ability of the Company to continue as a going concern.

To address these concerns, management entered bankruptcy petitions
for certain wholly owned subsidiaries of the Company, reduced
associated payroll and overhead costs not associated with
operations to nominal levels, and initiated efforts to secure
external equity capital through the private placement of Company
common stock. Additionally, the Company is party to an agreement
to convert certain notes payable due to a related investment
company to common shares of the Company should certain terms by
met. As of the date of this report, this agreement has expired but
the Company has undertaken to amend and extend the original terms.

The eventual outcome of the success of management's plans cannot
be ascertained with any degree of certainty.


TESORO PETROLEUM: Completes Divestiture of Marine Services
----------------------------------------------------------
Tesoro Petroleum Corporation (NYSE:TSO) completed the sale of
Tesoro Marine Services, LLC to Martin Midstream Partners L.P.
(Nasdaq:MMLP) and Midstream Fuel Service LLC.

Tesoro Petroleum Corporation (Fitch, BB- Senior Unsecured and B
Senior Subordinated Ratings, Stable Outlook), a Fortune 500
Company, is an independent refiner and marketer of petroleum
products and provider of marine logistics services. Tesoro
operates six refineries in the western United States with a
combined capacity of nearly 560,000 barrels per day. Tesoro's
retail-marketing system includes approximately 575 branded retail
stations, of which over 200 are company operated under the
Tesoro(R)and Mirastar(R) brands.


TEXAS PETROCHEMICALS: Court Fixes Jan. 17, 2004 Claims Bar Date
---------------------------------------------------------------
By Order of the U.S. Bankruptcy Court for the Southern District of
Texas, January 17, 2004, is fixed as the deadline for all
creditors of Texas Petrochemicals L.P. and its debtor-affiliates
to file their proofs of claim against the debtors' estates.  

Creditors must file written proofs of claim.  Forms may be
obtained by written request to Bracewell & Patterson, Counsel to
the Debtors, at:

        Bracewell & Patterson, LLP        
        711 Louisiana Street
        Suite 2500
        Houston, Texas 77002
        Fax: 7713-221-1212
           Attn: Ms. Toni Silva  
           Re: Texas Petrochemicals LP

All claims must be filed with the Bankruptcy Court on or before
Jan. 17, or creditors will be forever barred from asserting their
claims.

Texas Petrochemicals LP, headquartered in Houston, Texas, along
with its debtor-affiliates, are one of the largest producers of
butadiene, butene-1 and third largest producer of methyl tertiary-
butyl ether in North America. The Company filed for chapter 11
protection on July 20, 2003 (Bankr. S.D. Tex. Case No. 03-40258).
Mark W. Wege, Esq., at Bracewell & Patterson, LLP represents the
Debtors in their restructuring efforts.  When the Company filed
for protection from its creditors, it listed $512,417,000 in total
assets and $448,866,000 in total debts.


TEXAS PETROCHEMICALS: Court Expected to Consider Plans Next Month
-----------------------------------------------------------------
On November 3, 2003, Texas Petrochemicals LP and its debtor-
affiliates filed their Proposed Plan of Reorganization and Plans
of Liquidation, along with an accompanying Disclosure Statement,
with the U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division.

The Court has yet to fix a hearing date to consider the
confirmation of the Debtors' Plans.  "It is anticipated that the
hearing will take place in January 2004," the Company advises.  

Creditors and interested parties may contact the Counsel for the
Debtors and the Counsel for the Creditors' Committee to determine
when the confirmation hearing will be set. Counsels can be reached
at:

        Counsel for the Debtors:
        Bracewell & Patterson, LLP
        711 Louisiana Street
        Suite 2500
        Houston, Texas 77002
        Fax: 713-221-1212
        Attn: Toni Silva, Esq.
              Email: tsilva@bracepatt.com  

        Counsel for the Official Creditors' Committee:
        Stroock & Stroock & Lavan
        180 Maiden Lane
        New York, NY 10038
        Tel: 212-806-5400

Headquartered in Houston, Texas Petrochemicals LP and its debtor-
affiliates are one of the largest producers of butadiene, butene-1
and third largest producer of methyl tertiary-butyl ether in North
America. The Company filed for chapter 11 protection on July 20,
2003 (Bankr. S.D. Tex. Case No. 03-40258).  Mark W. Wege, Esq., at
Bracewell & Patterson, LLP represents the Debtors in their
restructuring efforts.  When the Company filed for protection from
its creditors, it listed $512,417,000 in total assets and
$448,866,000 in total debts.


THAXTON GROUP: Committee Taps Moses & Singer as Attorneys
---------------------------------------------------------
The duly-appointed Official Committee of Unsecured Creditors of
Thaxton Group, Inc., is asking permission from the U.S. Bankruptcy
Court for the District of Delaware to hire Moses & Singer LLP as
its attorneys.  

The Committee anticipates that Moses & Singer will:

     a) consult with the Debtors' counsel concerning the
        administration of the cases;

     b) assist the Committee in its investigation of the acts,
        conduct, assets, liabilities and financial condition of
        the Debtors, the operation of the Debtors' businesses,
        and any other matter relevant to these cases;

     c) represent the Committee before the Court and advising
        the Committee regarding any pending litigation,
        hearings, motions, arid decisions of the Court;

     d) review, analyze and advise the Committee concerning all
        applications, orders, statements of operations and
        schedules filed with the Court by the Debtors or third
        parties;

     e) assist the Committee in preparing applications and
        orders in support of positions taken by the Committee,
        as well as preparing witnesses and reviewing documents
        in this regard;

     t) assist the Committee in plan negotiations, plan
        formulation and the solicitation and the filing with the
        Court of acceptances arid rejections of any Chapter 11
        plan;

     g) assist the Committee in connection with any sale of the
        Debtors or their assets; and

     h) perform such other legal services as may be required b1
        the interest of the creditors herein represented by the
        Committee.

Alan Kolod, Esq., a member of Moses & Singer reports that he will
lead the team in this engagement.  His current hourly rate is $595
per hour.  Some of the professionals expected to provide their
services in this engagement and their hourly rates are:

          Mark N. Parry        Partner        $495 per hour
          Alan R. Gamza        Partner        $450 per hour
          Diane Anderson-Bach  Associate      $315 per hour
          Christopher Caruso   Associate      $300 per hour
          Alan Hill            Associate      $200 per hour
          Jessica Porter       Paralegal      $160 per hour
          Joshua Weintraub     Paralegal      $145 per hour
          Cynthia Danielson    Paralegal      $140 per hour
          
Headquartered in Lancaster, South Carolina, The Thaxton Group,
Inc., is a diversified consumer financial services company.  The
Company filed for chapter 11 protection on October 17, 2003
(Bankr. Del. Case No. 03-13183).  Michael G. Busenkell, Esq., and
Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell
represent the Debtor in their restructuring efforts.  When the
Company filed for protection from it creditors, it listed
$206,000,000 in total assets and $242,000,000 in total debts.


TRANS ENERGY: Sept. 30 Balance Sheet Upside-Down by $5 Million
--------------------------------------------------------------
Trans Energy Inc.'s condensed consolidated financial statements
are prepared using accounting principles generally accepted in the
United States of America applicable to a going concern which
contemplates the realization of assets and liquidation of  
liabilities in the normal course of business.  

The Company has incurred cumulative operating losses through
September 30, 2003 of $28,377,271, and has a working capital
deficit at September 30, 2003 of $6,660,222.  Revenues have not
been sufficient to cover its operating costs and to allow it to
continue as a going concern.  The potential proceeds from the sale
of common stock, other contemplated debt and equity financing,  
and increases in operating revenues from new development would
enable the Company to continue as a going concern.  There can be
no assurance that the Company can, or will, be able to complete
any debt or equity financing.  If these are not successful,
management is committed to meeting the operational cash flow needs
of the Company.

During the nine months ended September 30, 2003, the Company
issued 26,483,163 shares of its common stock for the conversion of
debt and related interest at an average price of $0.0015 per share
for a total value of $45,793.

Trans Energy's loss from operations for the third quarter of 2003
was $337,374 compared to the loss of $423,134 for the third
quarter of 2002, and was a loss of $975,744 for the first nine
months of 2003 compared to the loss of $876,325 for the first nine
months of 2002.  The decrease in loss from operations for the
third quarter is primarily attributed to the increased revenues
and decreased depreciation, depletion and amortization, which more
than offset the increase in the cost of oil and gas. The increased
loss for the first nine months of 2003 is primarily attributed to
the  increase in the cost of oil and gas, which was partially
offset by the increased revenues. The Company realized total other
expenses of $96,958 during the third quarter of 2003 compared to
total other expenses of $126,676 for the third quarter of 2002.  
The  decrease is attributed to a 25% decrease in interest expense
due to no discounts to  amortize in 2003 and paying off debt with
proceeds from pipeline sales.  Total other expenses for the first
nine months of 2003 were $179,505 compared to total other  
expenses of $322,309 for the 2002 period. This decrease was
attributed primarily to the $112,235 gain on disposal of assets
during the first nine months of 2003.

As a percentage of total revenues, total costs and expenses
decreased from 249% in the third quarter of 2002 to 168% for the
third quarter of 2003, and from 239% for the  first nine months of
2002 to 162% for the  first nine months of 2003. This improvement
is attributed to revenues increasing at a rate greater than the
increase in total costs  and expenses for the respective periods.

As reported above, the Company's net loss for the third quarter of
2003 was $425,429  compared to $549,820 for the third quarter of
2003, and $1,155,249 for the first nine months of 2003 compared to
$1,198,634 for the 2002 period.

For the remainder of fiscal year 2003, management expects selling,
general and administrative expenses to remain at approximately the
same rate as the first nine months of 2003.  The cost of oil and
gas produced is expected to fluctuate with the amount  produced
and with prices of oil and gas, and management anticipates that
revenues are likely to increase during the remainder of 2003.

Trans Energy included a footnote to its financial statements for
the periods ended September 30, 2003 stating that because of its
continued losses, working capital deficit and need for additional
funding, there is substantial doubt as to whether it can continue
as a going concern.  

                 Liquidity and Capital Resources

Historically, the Company has satisfied its working capital needs
with operating revenues and from borrowed funds.  At September 30,
2003, it had a working capital deficit of $6,600,222 compared to a
deficit of $6,332,583 at December 31, 2002.  This 4% increase in
working capital deficit is primarily attributed to the increase in
accounts  payable, accrued expenses and salaries payable.

During the first nine months of 2003, operating activities used
net cash of $75,124  compared to net cash used of $241,701 for the
first nine months of 2002.  These results are primarily attributed
to increases in accounts receivable and the increased depletion
rate of gas wells.  Net cash provided by investing activities in
the first nine months of 2003 was $240,000, compared to net cash
used by investing activities of $49,463 in the 2002 period.  The
increase is due to proceeds realized from the sale of assets in th
2003 period.

During the first nine months of 2003, the Company used net cash of
$177,103 by financing activities compared to net cash realized of
$289,673 in the first nine months of 2002.  These results are
attributed to the pay down of debt in 2003 from the sale of assets
and a stock subscription deposit in 2002.

Trans Energy anticipates meeting its working capital needs during
the remainder of the current fiscal year with revenues from
operations, particularly from its Powder River Basin interests in
Wyoming and New Benson gas wells drilled in West Virginia.  In the
event revenues are not sufficient to meet its working capital
needs, management intends to explore the possibility of additional
funding from either the sale of debt or equity  securities.  There
can be no assurance such funding will be available to the Company
or, if available, it will be on acceptable or favorable terms.

As of September 30, 2003, Trans Energy had total assets of
$1,968,816 and total stockholders' deficit of $5,048,175, compared
to total assets of $2,747,636 and total stockholders' deficit of
$3,938,719 at December 31, 2002.


TRI-UNION: Brings-In Gibbs & Bruns as Special Litigation Counsel
----------------------------------------------------------------
Tri-Union Development Corporation, together with Tri-Union
Operating Company, sought and obtained approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ and
retain Gibbs & Bruns, LLP as Special Litigation Counsel.

The Debtors selected Gibbs & Bruns to act as special litigation
counsel because of its extensive experience and knowledge in the
litigation involving Mr. Richard Bowman, then-acting President and
CEO of Tri-Union, and his other companies, as well as its
established national reputation in litigation matters. Gibbs &
Bruns already possesses general knowledge and information
regarding the litigation with Mr. Bowman and his related companies
as a result of prepetition services.

In their capacity, Gibbs & Bruns is expected to:

     a. make all necessary and appropriate court appearances,
        motions and filings in the litigation against Mr. Bowman
        and his affiliates;

     b. advise the Debtor concerning the claims and litigation;

     c. engage in and respond to related discovery; and

     d. prepare the cases for trial.

The primary Gibbs & Bruns attorneys and other professionals who
will provide services to the Debtors and their corresponding
standard hourly rates:

          Jeffry J. Cotner      Partner      $365 per hour
          Jeffrey C. Kubin      Associate    $285 per hour

The range of current hourly rates charged by Gibbs & Bruns for
attorneys and other professionals are:

          Partners                $295 to $700 per hour
          Of Counsel and Special  $275 to $275 per hour
          Associates              $195 to $285 per hour
          Legal Assistants        $95 per hour

Headquartered in Houston, Texas, Tri-Union Development Corporation
is an independent oil and natural gas company engaged in the
acquisition, development, exploration and production of oil and
natural gas properties. The Company filed for chapter 11
protection on October 20, 2003 (Bankr. S.D. Tex. Case No. 03-
44908).  Charles A Beckham, Jr., Esq., Eric B. Terry, Esq., JoAnn
Lippman, Esq., and Patrick Lamont Hughes, Esq., at Haynes & Boone
represent the Debtors in their restructuring efforts.  As of March
31, 2003, the Debtors listed $117,620,142 in total assets and
$167,519,109 in total debts.


TRUE RELIGION: Hires Stonefield Josephson as External Auditors
--------------------------------------------------------------
On November 12, 2003, True Religion Apparel Inc., engaged
Stonefield Josephson, Inc. of Santa Monica, California as its new
principal independent accountants with the approval of its Board
of Directors.

Accordingly, the Company dismissed Malone & Bailey on November 13,
2003. Malone and Bailey was appointed the Company's principal
independent accountant on May 9, 2003 after the dismissal of the
previous principal independent accountants, Davidson & Company on
May 7, 2003.

The report on the financial statements prepared by Davidson for
the fiscal years ended August 31, 2002 and 2001 were modified as
to uncertainty as the report contained a modifying paragraph with
respect to True Religion Apparel's ability to continue as a going
concern.


UAL CORP: Reports Improved November 2003 Financial Results
----------------------------------------------------------
UAL Corporation (OTC Bulletin Board: UALAQ), the holding company
whose primary subsidiary is United Airlines, filed its November
Monthly Operating Report with the United States Bankruptcy Court,
confirming that UAL met the requirements of its
debtor-in-possession (DIP) financing for the tenth straight month.

"United's turnaround remains on track. Even with the seasonal
downturn in November, cash flow was positive and remained strong
at more than $2 million per day," said Jake Brace, United's
executive vice president and chief financial officer.  "Systemwide
passenger unit revenue improvement continued to outpace the
industry, and the company increased its cash balance to $2.6
billion. We met the requirements of our DIP covenants and expect
to meet them for December as well."

The Company reported net earnings before reorganization expenses
of $3 million, including an $81 million gain from the sale of
Hotwire, an improvement of more than $500 million compared to
November a year ago. Including reorganization expenses and the
gain from the sale of Hotwire, the Company reported a net loss for
November of $75 million.  The majority of reorganization expenses
were non-cash items resulting from the rejection of aircraft as
the company aligns its fleet with the market.  Mainline passenger
unit revenue improved 14% year-over-year, well-ahead of the
industry average.

UAL generated positive cash flow of about $69 million in November,
excluding the proceeds from the sale of Hotwire, or more than $2
million per day.  UAL ended November with a cash balance of about
$2.6 billion, which included $633 million in restricted cash
(filing entities only).  As part of its DIP financing agreements,
UAL's lenders required the Company to achieve a cumulative EBITDAR
(earnings before interest, taxes, depreciation, amortization and
aircraft rent) of $112 million between December 1, 2002 and
November 30, 2003.  United's performance exceeded that level.

United and United Express operate more than 3,400 flights a day on
a route network that spans the globe.  News releases and other
information about United may be found at the company's Web site at
http://www.united.com/


UNITED AIRLINES: Mesa Confirms Termination of MOU with United
-------------------------------------------------------------
Mesa Air Group, Inc. (Nasdaq: MESA) confirmed that United Airlines
has terminated the non-binding Memorandum of Understanding
covering the revised terms under which both Mesa and Atlantic
Coast Airlines Holdings, Inc. (Nasdaq: ACAI) would have operated
as United Express carriers.  

As a result, Mesa will not be moving forward with either its
proposed consent solicitation or exchange offer for Atlantic
Coast.

"While we continue to believe the combination of Mesa and Atlantic
Coast is in the best interests of the shareholders of both
Companies and we disagree with the Court's antitrust conclusions,
we understand United's decision and appreciate their need to move
forward with plans to maintain service in their Dulles hub without
the service of Atlantic Coast Airlines," said Jonathan Ornstein,
Mesa's Chairman and CEO.  "We have a proven business model which
we believe is responsible for a growth plan unmatched in the
airline industry today.  It is time to focus our efforts on the
execution of Mesa's existing growth strategy with its America
West, United and US Airways partners.  The future is bright for
our shareholders and employees and we look forward to maintaining
our position as one of the top regional airlines in the country."

The Company currently operates 152 aircraft with 975 daily system
departures to 153 cities, 40 states, the District of Columbia,
Canada, Mexico and the Bahamas.  It operates in the West and
Midwest as America West Express; the Midwest and East as US
Airways Express; in Denver as Frontier JetExpress and United
Express; in Kansas City with Midwest Airlines and in New Mexico
and Texas as Mesa Airlines.  The Company, which was founded in New
Mexico in 1982, has approximately 4,000 employees.  Mesa is a
member of the Regional Airline Association and Regional Aviation
Partners.  News releases and other information about Mesa can be
found at the company's Web site at http://www.mesa-air.com/


UNIVERSAL HEALTH: Will Purchase Lakeland Medical Center in Jan.
---------------------------------------------------------------
Universal Health Services, Inc. (NYSE: UHS) signed an agreement to
acquire Lakeland Medical Center, located in New Orleans,
Louisiana.  

The closing is expected to occur on or about January 31, 2004.

Lakeland Medical Center is a 156-bed, general acute care facility
located in east New Orleans.  This acquisition will increase the
total number of UHS operated hospitals in the New Orleans market
to three and is expected to allow for additional operational
efficiencies.  Lakeland produces approximately $40 million of
annual revenue.

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 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' 0.426% bonds due 2020 are currently
trading at about 65 cents-on-the-dollar.


VERIDIUM CORP: Completes Financing and Debt Restructuring Deals
---------------------------------------------------------------
Veridium Corporation (OTC Bulletin Board: VRDM), a premier
environmental services provider that uses its patented and
proprietary green technologies to recycle and mine commodities
from industrial hazardous wastes, announced the refinancing
of its credit facilities and the restructuring of its consolidated
new balance sheet with the completion of $1.75 million in new
financing, the conversion of about $4.5 million in debt and other
liabilities into various forms of equity, and the conversion of
about $1.5 million in short-term debt into long-term debt.

The refinancing of the Company's various credit facilities and
restructuring of its consolidated new balance sheet were among the
final components of the Company's consolidation efforts following
its recent merger and consolidation of a number of companies.

The Company's chairman and chief executive officer, Kevin
Kreisler, stated that "the refinancing of our credit facilities
and the restructuring of our debt allow us to enhance liquidity at
a markedly lower cost, reduce our current liabilities by more than
50% and strengthen our consolidated new balance sheet. These
efforts were integral to the completion of our consolidation and
the satisfaction of our immediate term cost management
benchmarks."

                    Financing Highlights

A private angel investor provided $1.5 million of the new
financing in the form of debt secured by certain of the Company's
assets. This investor also converted $1.05 million in existing
debt with the Company into a form of convertible preferred equity.

A series of investors converted existing debts of about $925,000
into a form of preferred equity in Veridium's Paterson, New Jersey
based recycling subsidiary, and waived approximately $425,000 in
previously accrued interest.

In addition to contributing $250,000 in equity to the new
financing, the Company's senior management made the following
contributions to the restructuring of the Company's consolidated
balance sheet: (1) Kevin Kreisler, the Company's chairman and
chief executive officer, converted about $520,000 in officer loans
and other amounts due into common stock, and acquired another
$530,000 in the Company's debt from third parties and subsequently
converted these debts into common stock; (2) Jim Green, the
Company's president and chief operational officer, converted
$500,000 in outstanding liabilities due into common stock; and,
(3) Lawrence Kreisler, the Company's chief technology officer,
converted about $495,000 in outstanding liabilities and other
amounts due into common stock.

Founded on the premise that environmentally superior results can
be cost-effective, Veridium is setting a new standard for
environmental service with its focus on the use of state of the
art green technologies to recycle, reuse and mine commodities from
industrial hazardous wastes. Veridium's patented and proprietary
technologies allow it to offer a much broader array of
competitively priced industrial hazardous waste recycling services
than any other recycling service provider in existence. Veridium's
mission is to minimize and eliminate the need for disposal and
reduce the burden on natural resources by recycling, reusing and
mining all reusable resources from industrial hazardous wastes in
a safe, compliant and profitable manner. Additional information on
Veridium and its business model is available online at
http://www.veridium.com/

                         *     *     *

             Liquidity and Going Concern Uncertainty

In its recent Form 10-Q filed with the Securities and Exchange
Commission, Veridium reported:

"The [Company's] consolidated financial statements and financial  
information were prepared assuming that the Company will continue  
as a going concern. However, the Company has incurred significant
operating losses and negative cash flows from operations in both
the current and prior fiscal years, primarily due to the spending  
associated with the recently completed series of acquisitions and  
aggressive sales growth. Also at September 30, 2003, the Company
has a working capital deficit of $7,258,608. The Company
anticipates the conversion of $2,114,439 of current liabilities  
in the fourth quarter of 2003, which will reduce the working  
capital deficit to $5,144,169.  

"During the three months ended September 30, 2003, the Company  
executed planned measures to enhance liquidity and support  
consolidation expenses with nominal equity and term financing in
addition to the refinancing of the Company's existing credit
facility.  The Company expects to further refinance its existing
debt facilities and to convert pre-consolidation long-term debt
and other liabilities into equity in the fourth quarter of 2003.   
Management believes that these initiatives, in conjunction with  
improved operational results and the anticipated accretive impact
of the Company's recent acquisitions will resolve the Company's  
liquidity and cash flow issues. However, there can be no
assurances that the Company will be successful in this regard or
will be able to obtain sufficient liquidity to operate and grow
the business. The [Company's] financial statements do not contain
any adjustments which may be required as a result of this
uncertainty."


WABASH NATIONAL: Sells Remaining Finance Portfolio to Milestone
---------------------------------------------------------------
Wabash National Corporation (NYSE: WNC) announced the sale of
substantially all of the remaining finance contracts in its
finance portfolio to Milestone Capital Corporation and Cypress
Leasing Corporation.  

Proceeds approximated $12.2 million and resulted in a charge of
approximately $4.0 million, reflecting the Company's loss on the
sale.  All proceeds from the sale were used to reduce the
Company's outstanding indebtedness.

Commenting on the sale, Mark R. Holden, Senior Vice President and
Chief Financial Officer, stated, "The sale of these assets
substantially completes the Company's divestitures of non-core
assets and brings our total debt reduction to over $100 million
for the second consecutive year.  As we enter the new year, the
Company is focused on maximizing earnings and cash flow in our
core operations."

Wabash National Corporation designs, manufactures, and markets
standard and customized truck trailers under the Wabash(TM) brand
name.  The Company is one of the world's largest manufacturers of
truck trailers and a leading manufacturer of composite trailers.  
The Company's wholly owned subsidiary, Wabash National Trailer
Centers, is one of the leading retail distributors of new and used
trailers and aftermarket parts throughout the U.S. and Canada.

As reported in Troubled Company Reporter's April 16, 2003 edition,
Wabash National completed the amendment of its credit facilities,
which includes its revolving line of credit, its senior notes, its
receivables facility and its lease facility. The amendment revises
certain of the Company's financial covenants and adjusts downward
the required monthly principal payments during 2003.

In another previous report, the Company said it was not prepared
to predict that first quarter results, or any other future
periods, would achieve net income, and did not expect to announce
further results before the first quarter would be completed, given
the softness in demand and other factors.

The Company remains in a highly liquidity-constrained environment,
and even though its bank lenders have waived current covenant
defaults, there is no certainty that the Company will be able to
successfully negotiate modified financial covenants to enable it
to achieve compliance going forward, or that, even if it does, its
liquidity position will be materially more secure.

At September 30, 2003, Wabash National's balance sheet shows that
its total shareholders' equity has further shrunk to about $20
million from about $74 million nine months ago.


WESTERN UNITED: Goes into Voluntary Administrative Supervision
--------------------------------------------------------------
Western United Life Assurance Company said that, in order to
protect the company and its policyholders from problems at its
parent company, Metropolitan Mortgage & Securities Co., Inc.
(AMEX: MPD.pr), Western United Life has agreed to have the
Washington Office of the Insurance Commissioner place Western
United under voluntary administrative supervision.

"We are confident that this measure will help reassure our
policyholders and agents that parent-level issues do not and will
not impair the safety, liquidity or stability of our company,"
said John Van Engelen, who [Fri]day was elected president, CEO and
chairman of Western United Holding Company, of which the insurance
company is a direct subsidiary.

In a letter to employees and agents, Mr. Van Engelen said, "The
administrative supervision does not reflect on the solvency of
Western United Life, which has more than $1.7 billion at June 30,
2003 in assets and above-average capital and surplus ratios.

"For both the OIC and Western United Life, the top priority as we
diligently continue to monitor the situation at Metropolitan
Mortgage is to put policyholders' interests ahead of all other
considerations."

Mr. Van Engelen, a 20-year veteran of the company and previously
senior vice president of Western United Holding, was elected
president, CEO and chairman of the company and replaces C. Paul
Sandifur, Jr. who has resigned as an officer and director of
Western United Holding Company and its wholly-owned subsidiary
Western United Life Assurance Company.

Founded in 1963, Western United Life Assurance Company is a wholly
owned subsidiary of Metropolitan Mortgage & Securities Co., Inc.  
Through a sales force of over 1600 independent agents and brokers,
Western United operates in 16 states.


WESTERN UNITED: Will Appeal AMEX Delisting Determination
--------------------------------------------------------
Western United Holding Company (AMEX: WUC.pr), a subsidiary of
Metropolitan Mortgage & Securities Co., Inc., planned to appeal
the decision of the American Stock Exchange (AMEX) to delist the
Company's preferred stock.  

Trading in the preferred stock was halted by AMEX December 15,
2003, and the Company was notified on December 22, 2003, that AMEX
planned to begin the delisting process immediately.  AMEX's
decision to delist was pursuant to Sections 1003 and 1009 of the
AMEX Company Guide.  Specifically, AMEX conveyed to the Company
its belief that continued listing raised public interest concerns
and that the Company did not comply with the listing or other
agreements with AMEX.

Western United said it planned to continue paying dividends on the
preferred stock despite the AMEX delisting and the Company's
appeal.

At the same time, Western United Holding said it will not file its
Annual Report on Form10-K with the Securities and Exchange
Commission (SEC) until February 1, 2004 at the earliest. The
Company said its auditor Ernest & Young will not be able to
complete its audit review by the original December 29, 2003,
deadline because, among other reasons, the Company is believed to
have incurred losses in excess of those disclosed in its June 30,
2003, Form 10-Q report, and a review of those results has yet to
be completed.

Finally, Western United Holding said that, in order to provide
additional autonomy for Western's insurance operation, C. Paul
Sandifur, Jr. has resigned as an officer and director of Western
United Holding Company and its wholly-owned subsidiary Western
United Life Assurance Company.  John Van Engelen, previously
senior vice president of Western United Holding Company, has been
elected president, CEO and chairman of the insurance holding
company.

Western United Holding Company, incorporated in the State of
Washington in 002 and headquartered in Spokane, had assets in
excess of $1.7 billion at June 30, 2003.


WESTERN UNITED: A.M. Best Junks Financial Strength Ratings
----------------------------------------------------------
A.M. Best Co. has downgraded the financial strength ratings to C++
(Marginal) from B- (Fair) of Western United Life Assurance Company
(Spokane, WA) and its affiliates Old Standard Life Insurance
Company (Boise, ID) and Old West Annuity & Life Insurance Company
(Phoenix, AZ). The ratings have been placed under review with
negative implications.

These rating actions reflect the significant concentration of real
estate related investments relative to capital and surplus, and
the nature of the companies' liability structure, which is almost
entirely comprised of individual annuity reserves. This block's
surrender charge protection has been declining, despite increased
annuity production in recent years, which has had an adverse
impact on liquidity in the various companies. In addition, these
actions consider the very high leverage, negative operating
performance, the illiquidity and the recent suspension of stock
trading of both parent organizations, Metropolitan Mortgage &
Securities Company, Inc. and Summit Securities, Inc.

During the last several years, despite a significant amount of new
capital contributed to the companies by their parent
organizations, the overall investment and insurance risk profiles
have remained high. Additionally, going forward the parent
companies will not be able to provide capital contributions due to
their illiquidity and high debt levels. The insurance companies'
significant investments in mortgages, mortgage backed bonds and
real estate relative to surplus reflect the recent change in the
overall investment focus, and exacerbate the liquidity issue.

Previously, their strategy focused mainly on residential
(primarily sub-prime) mortgages, which were securitized. However,
the current shift to a buy and hold strategy of small residential
mortgage notes and specialized commercial mortgages has led to
increased real estate holdings, primarily as a result of their
above industry average level of mortgage foreclosures at the life
and holding companies. A.M. Best views with concern the resulting
increased liquidity risk of the companies and the possible
mismatch of assets to interest-sensitive annuity reserves.
Furthermore, the mono-line (annuity) profiles of the companies
present a concentration risk.


WORLDCOM INC: Resolves Claims Dispute with NTS Communications
-------------------------------------------------------------
Pursuant to various service agreements and service orders, NTS
Communications, Inc. and the Worldcom Debtors provide
communications services to one another.  

During the course of these Chapter 11 cases, the Debtors rejected
various service orders under which NTS provided the Debtors with
service.  In connection with its services and the rejected
service orders, NTS filed its Fourth Amendment to Proof of Claim
No. 35849 on June 26, 2003, against Debtor MCI WorldCom Network
Services, Inc. for $2,969,820.  While the NTS Claim is for unpaid
prepetition receivables and rejection damages, NTS asserted that
its claim is at least partially secured by rights of set-off for
$2,012,748.

Since the filing of the NTS Claim, the Debtors have requested
rejection and disconnection of additional service orders
increasing the amount of the NTS Claim.  The Debtors also
asserted claims against NTS for credits and amounts due and owing
from NTS.  NTS disputes the amount of the Debtors' claims.

To resolve the issue on the NTS Claim, the Debtors and NTS agree
that:

   (a) NTS has a prepetition claim for $3,961,891 against the
       Debtors that includes any and all damages for
       disconnection, early terminations and the rejection of
       executory contracts and unexpired leases with the Debtors;

   (b) The Debtors will have an agreed prepetition claim against
       NTS for $2,606,755;

   (d) The prepetition amount owed by the Debtors to NTS is a
       mutual debt subject to set-off with respect to the
       Debtors' prepetition claim against NTS.  The set-off will
       occur automatically upon the Effective Date without
       further action of the parties;

   (e) After set-off of the mutual debts, the Debtors'
       prepetition claim against NTS will be extinguished, and
       NTS will have an unsecured claim against the Debtors
       for $1,355,136 as the NTS Remaining Claim;

   (f) The Debtors will have a postpetition claim against NTS for
       $1,356,321 as the Debtors' Remaining Claim;

   (g) Payments will be made simultaneously in full and complete
       satisfaction of the NTS Remaining Claim and the Debtors'
       Remaining Claim:

          (1) The Debtors will pay NTS $1,011,579 in full and
              complete satisfaction of the NTS Remaining Claim,
              which amount will include $820,000 as cure under
              Section 365 of the Bankruptcy Code for the
              assumption of a service agreement regarding private
              line service with NTS, which the Debtors have not
              rejected; and

          (2) NTS will pay the Debtors $344,742, in cash by wire
              transfer, in full and complete satisfaction of the
              Debtors' Remaining Claim;

   (h) These provisions will become effective as of the Effective
       Date of the Plan or any amended Plan; and

   (i) In the event that the Effective Date does not occur, these
       provisions will have no effect on the parties' rights, and
       the parties will be restored to the status quo ante
       October 14, 2003. (Worldcom Bankruptcy News, Issue No. 45;
       Bankruptcy Creditors' Service, Inc., 215/945-7000)   


* Large Companies with Insolvent Balance Sheets
-----------------------------------------------
                                Total
                                Shareholders  Total     Working
                                Equity        Assets    Capital
Company                 Ticker  ($MM)          ($MM)     ($MM)
-------                 ------  ------------  -------  --------
Alliance Imaging        AIQ         (39)         683       43
Akamai Technologies     AKAM       (168)         230       60
Alaris Medical          AMI         (32)         586      173
Amazon.com              AMZN     (1,353)       1,990      550
Aphton Corp             APHT        (11)          16       (5)
Arbitron Inc.           ARB        (100)         156       (2)
Alliance Resource       ARLP        (46)         288      (16)
Atari Inc.              ATAR        (97)         232      (92)
Actuant Corp            ATU          (7)         361       31
Avon Products           AVP         (91)       3,327       73
Saul Centers Inc.       BFS         (13)         389      N.A.
Blount International    BLT        (369)         428       91
Cincinnati Bell         CBB      (2,104)       1,467     (327)
Cubist Pharmaceuticals  CBST         (7)         221      131
Choice Hotels           CHH        (114)         314      (37)
Columbia Laboratories   COB          (8)          13        5
Caraco Pharm Labs       CPD         (20)          20       (2)
Centennial Comm         CYCL       (579)       1,447      (98)
Echostar Comm           DISH     (1,206)       6,210    1,674
D&B Corp                DNB         (19)       1,528     (104)
Education Lending Group EDLG        (26)       1,481      N.A.
Graftech International  GTI        (351)         859      108
Hexcel Corp             HXL        (127)         708     (531)
Integrated Alarm        IASG        (11)          46       (8)
Imax Corporation        IMAX       (104)         243       31
Imclone Systems         IMCL       (186)         484      139
Inkine Pharm            INKP         (6)          14        5
Gartner Inc.            IT          (29)         827        1
Journal Register        JRC          (4)         702      (20)
KCS Energy              KCS         (30)         268      (16)
Kos Pharmaceuticals     KOSP        (75)          69      (55)
Lodgenet Entertainment  LNET       (101)         298       (5)
Lucent Technologies     LU       (3,371)      15,747    2,818
Level 3 Comm Inc.       LVLT       (240)       8,963      581
Memberworks Inc.        MBRS        (21)         281     (100)
Moody's Corp.           MCO        (327)         631     (190)
McDermott International MDR        (417)       1,278      154
McMoRan Exploration     MMR         (31)          72        5
Maguire Properti        MPG        (159)         622      N.A.
Microstrategy           MSTR        (34)          80       (7)
Nuvelo Inc.             NUVO         (4)          27       21
Northwest Airlines      NWAC     (1,483)      13,289     (762)
ON Semiconductor        ONNN       (525)       1,243      195
Petco Animal            PETC        (11)         555      113
Primus Telecomm         PRTL       (168)         724       65
Per-Se Tech Inc.        PSTI        (39)         209       32
Qwest Communications    Q        (2,830)      29,345     (475)
Quality Distribution    QLTY       (126)         387       19
Rite Aid Corp           RAD         (93)       6,133    1,676
Ribapharm Inc           RNA        (363)         199       92
Sepracor Inc            SEPR       (392)         727      413
Sigmatel Inc.           SGTL         (4)          18       (1)
St. John Knits Int'l    SJKI        (76)         236       86
I-Stat Corporation      STAT          0           64       33
Syntroleum Corp.        SYNM         (1)          47       14
Town and Country Trust  TCT          (2)         504      N.A.
Tenneco Automotive      TEN         (75)       2,504      (50)
Thermadyne Holdings     THMD       (665)         297      139
TiVo Inc.               TIVO        (25)          82        1
Triton PCS Holdings     TPC         (60)       1,618      173
Tessera Technologies    TSRA        (74)          24       20
UnitedGlobalCom         UCOMA    (3,040)       5,931   (6,287)
United Defense I        UDI         (30)       1,454      (27)
Ultimate Software       ULTI         (7)          31      (10)
UST Inc.                UST         (47)       2,765      829
Valassis Comm.          VCI         (33)         386       80
Valence Tech            VLNC        (17)          36        4
Ventas Inc.             VTR         (54)         895      N.A.
Warnaco Group           WRNC     (1,856)         948      471
Western Wireless        WWCA       (464)       2,399     (120)
Xoma Ltd.               XOMA        (11)          72       30

                          *********

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.

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 ***